广东省高速公路发展股份有限公司 Guangdong Provincial Expressway Development Co.,Ltd. Semi-Annual Report 2012 1 I Important 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. The financial report of the semi-annual report has not been audited by the Certified Public Accountants. 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. 2 II Basic Information of the Company (I)Company information Code of A-Stock 000429 Code of B-Stock 200429 Guangdong Expressway Stock A abbreviation Guangdong Expressway A Stock B abbreviation B Shenzhen Stock Exchange Stock exchange for listing Statutory name of the 广东省高速公路发展股份有限公司 Company in Chinese: Chinese abbreviation Statutory name of the Guangdong Provincial Expressway Development Co.,Ltd. Company in English English abbreviation GPED Legal representative Zhou Yuming Registered address 85 Banyun Road, Guangzhou, Guangdong Province Postal Code: 510100 Office address 85 Banyun Road, Guangzhou, Guangdong Province Postal Code: 510100 Website: www.gpedcl.com E-mail zqb@gdcg.cn (II)Contact person and contact manner Board secretary Securities affairs Representative Name Zuo Jiang Feng Xinwei 85 Banyun Road, Guangzhou, 85 Banyun Road, Guangzhou, Contact address Guangdong Province Guangdong Province Tel 020-83731388-230 020-83731388-231 Fax 020-83731363 020-83731363 E-mail zuoj@126.com fengxw@gdcg.cn (III)Information disclosure and placed Newspapers selected by the Company Securities Times, China Securities, Shanghai Securities Daily and for information disclosure Hongkong Commercial Daily. Internet website designated by CSRC for publishing the Interim report of the www.cninfo.com.cn Company The place where the Interim report is Securities affair Dept of the Company prepared and placed 3 III Highlights of financial data and indicators (I)Highlights of financial data and indicators Whether retroactive adjusted on previous financial report or not □ Yes √ No Main accounting data Increase/decrease in this Reporting period Highlights accounting data Same period of last year report period (January-June) year-on-year(%) Operating Gross income 544,249,165.97 513,043,078.52 6.08% Operating profit 210,278,321.3 247,151,681.3 -14.92% Total profit 214,804,416.06 196,930,632.47 9.08% Net profit attributable to the 157,483,597.89 145,165,687.23 8.49% shareholders of the listed company Net profit after deducting of non-recurring gain/loss attributable 160,029,525.36 172,333,269.24 -7.14% to the shareholders of listed company Cash flow generated by business 324,157,232.77 311,622,476.31 4.02% operation, net Changed over last year End of report year At the end of last year (%) Gross Assets 12,528,196,558.7 11,802,427,175.92 6.15% Shareholders’ equity attributable to 4,200,153,815.94 4,115,126,105.45 2.07% shareholders of the listed company Capital stock 1,257,117,748 1,257,117,748 0% Main financial indices Increase/decrease in this Reporting period Main financial indices Same period of last year report period (January-June) year-on-year(%) Basic gains per share(RMB/Share) 0.13 0.12 8.33% Diluted gains per share(RMB/Share) 0.13 0.12 8.33% Basic earning per share after deducting of non-recurring 0.13 0.14 -7.14% gains/losses(RMB/Share) Diluted return on equity (%) 3.75% 3.49% 0.26% Weighted average return on equity 3.77% 3.35% 0.42% (%) Diluted return on equity after deducting non-recurring gains and 3.81% 4.15% -0.34% losses(%) 4 Net income on asset, weighted and 3.83% 3.98% -0.15% deducted non-recurring gain/loss(%) Net cash flow per share generated by 0.26 0.25 4.02% business operation (RMB/Share) Changed over last year End of report year At the end of last year (%) Net asset per share attributable to shareholders of the listed 3.34 3.27 2.14% company(RMB/Share) Assets liabilities ratio(%) 60.61% 59.71% 0.90% The information of main accounting data and main financial indices of the company by the end of report period.(Filling the adjustment explanation if retroactive adjusted) (II)The differences between domestic and international accounting standards 1.Simultaneously pursuant to both Chinese accounting standards and international accounting standards disclosed in the financial reports of differences in net income and net assets. □ Applicable√ Not applicable 2. Simultaneously pursuant to both Chinese accounting standards and overseas accounting standards disclosed in the financial reports of differences in net income and net assets. □ Applicable√ Not applicable 3. Significant differences between line items Explanation on IAS and Items with major Amount involved (RMB) Reasons for differences (or) foreign accounting differences standards involved 4. The explanation of accounting data from the Statement on differences between the IAS and Domestic accounting Standard (III)Items and amount of deducted non-current gains and losses √Applicable□ Not applicable Amount Items Notes (RMB) Gain/loss form disposal of non-current assets -3,545,681.93 Tax refund, deduction and exemption that is examined and approved by authority exceeding or has no official approval 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 5 Company’s business operation. Capital occupation fee collected from non-financial organizations and accounted as current gain/loss. Income from the exceeding part between investment cost of the Company paid for obtaining subsidiaries associates and joint-ventures and recognizable net assets fair value attributable to the Company when acquiring the investment. 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 -980,412.83 Other non-recurring Gains/loss items Amount of influence of minority interests 848,643.13 Amount of influence of income tax 1,131,524.16 Total -2,545,927.47 -- 6 IV Particulars about the Changes of Share Capital and Shareholders (I)Particulars about the Changes of Share Capital 1.Statement of changes in shares √Applicable□ Not applicable Before the change Increase/decrease(+,-) After the Change Amount Proporti Capitaliz on Share ation of Bonus Proporti allotmen common Other Subtotal Quantity shares on t reserve fund I. Share with conditional 440,707,188 35.05% -94,288 -94,288 440,612,900 35.05% subscription 1.State-owned shares 409,920,279 32.61% 16,329 16,329 409,936,608 32.61% 2.Staee-owned legal 22,301,977 1.77% 22,301,977 1.77% person shares 3.Other domestic 8,484,932 0.67% -110,617 -110,617 8,374,315 0.67% shares Of which:Domestic Non-state –owned 7,661,136 0.61% -70,641 -70,641 7,590,495 0.6% legal person shares Domestic natural 627,758 0.05% -50,974 -50,974 576,784 0.05% person shares 4.Share held by foreign investors Of which:Foreign legal person shares Foreign natural person shares 5 .Executive shares 196,038 0.02% 10,998 10,998 207,036 0.02% II. Shares with unconditional 816,410,560 64.94% 94,288 94,288 816,504,848 64.95% subscription 1.Common shares in 467,660,560 37.2% 94,288 94,288 467,754,848 37.21% RMB 2.Foreign shares in 348,750,000 27.74% 348,750,000 27.74% domestic market 3.Foregin shares in overseas market 4.Other III. Total of capital 1,257,117,748 100% 1,257,117,748 100% shares Approval of changes in shares 7 1. In the report period, 22 shares of the shareholders repaid 16,329 counterpart shares to Guangdong Communication Group Co., Ltd. Confirmed by judicial authorities, part shares of onshore corporation stocks were converted from “Domestic natural person shares” to “held by state shares” 2. In the report period, 70,641 shares held by domestic legal persons subject to sale restriction were transferred into shares held by domestic natural persons subject to sale restriction after judical confirmation of rights. 3. In the report period, 105,286 shares held by domestic natural persons subject to sale restriction were unfrozen and listed for trading and transferred into unrestricted shares on April 18, 2012. For the reasons mentioned in paragraph 1 and 2, the number of shares held by domestic natural persons decreased by 50,974 shares in total. 4. Mr. Wang Jiachen resigned from the position of chief engineer of the Company. In accordance with Listing Rules of Shenzhen Stock Exchange, 10,998 unrestricted negotiable shares held by him were transferred into frozen shares for senior executives. 2.Change in conditional shares √Applicable□ Not applicable Conditional Increased Reason of condition Conditional Name of the shares at Released this year Date of shares at end shareholder beginning of this year releasing of year year At present,,This Guangdong shareholders have not Communication 409,920,279 16,329 409,936,608 Unsure applied for the lifting of the Group Co., Ltd. ban yet. Guangdong As mentioned Expressway 19,582,228 19,582,228 As mentioned above above Co., Ltd Guangdong Communication As mentioned 589,239 589,239 As mentioned above Development above Company Guangdong Traffic As mentioned 2,130,510 2,130,510 As mentioned above Development above Company Part of legal shareholders paid the price of equity reform on be half of State-owned Guangdong Communication legal person and Group Co., Ltd., before As mentioned 8,288,894 105,286 8,167,279 other Domestic they return the price to above shareholder Guangdong Communication Group Co., Ltd., their shares will be limited to sell. Directors, Supervisors , As mentioned 196,038 10,998 207,036 Executive shares Senior above Executives 8 Total 440,707,188 105,286 27,327 440,612,900 -- -- (II)The information of issuing shares 1. The information of issuing shares in the previous three years √Applicable□ Not applicable The name of Issuing price The quantity of stocks and its Issuing permitted Transaction Issuing date (RMB/shares listing date derivative Quantity listing terminated date funds ) transaction Stock Convertible bonds, Separable-traded convertible bonds, company bonds 09 Guangdong September 23, October 16, October 15, Expressway 100 800,000,000 800,000,000 2009 2009 2014 Bond Stock options Statement of security issuing in latest three years(please state individually if different interest rates are applied to each bond) Document CSRC permit No.(2009) 849 issued by China Securities Regulatory Commission had been approved, The Company conducted an online public offering of corporate bonds to public investors on September 21, 2009, and an offline offering of corporate bonds to institutional investors from September 21 to 23, 2009.(The online public offering code is “101699”, named as “09 Guangdong Expressway Bond”).the amount of current company bond issuing is RMB 800 million. RMB 100/per bond, The issuing price of each bond is RMB100 yuan. The Company issued 8 million corporate bonds at the price of RMB100 per bond. The coupon rate is 5.1% and the term is five years. China Securities Depository and Clearing Co., Ltd.Shenzhen branch completed registration of corporate bonds in t he current period on September 28,2009.With the consent of Shenzhen Stock Exchange, company bond will be listed in Shenzhen Stock Exchange since Oct. 16th, 2009. The short name of the bond is “09 Guangdong Expressway Bond”, the stock code is “112009”. 2. Change of asset and liability structure caused by change of total capital shares and structure □ Applicable√ Not applicable 3.Current employees’ shares □ Applicable√ Not applicable (III)Shareholders and the substantial controller of the Company 1.Total of shareholders at the end of report term Number of shareholding accounts at the end of report term was 96,208. 9 2. Particulars about the shareholding of the top ten shareholders Particulars about the shareholding of the top ten shareholders Nature of Proportion Quantity of Conditional Pledged or frozen Name of shareholder shareholder (%) shares held shares Status Quantity Guangdong State-owned 409,936,60 freeze Communication Group 40.83% 513,316,350 103,379,742 shares 8 Co.,Ltd Guangdong Expressway State-owned 1.56% 19,582,228 19,582,228 Co., Ltd shares Foreign Xinyue Co., Ltd. 1.05% 13,201,086 shares Guangdong Yuecai State-owned Trust Investment CO., 0.97% 12,174,345 shares Ltd. China Merchants Securities Co., Public legal Ltd credit transaction 0.93% 11,643,990 person shares guarantee securities accounts Haerbin Daoli District, Public legal 0.48% 6,022,531 Treasury Services Dept. person shares China Securities Co., Ltd. credit transaction Public legal 0.4% 5,088,633 guarantee securities person shares accounts Shanxi Huiteng Public legal International Freight 0.29% 3,696,200 person shares Forwarding Co., Ltd. STICHTING PGGM Foreign 0.29% 3,599,861 DEPOSITARY shares Lu Weiqiang Other 0.23% 2,888,848 Notes Top 10 holders of unconditional shares √Applicable□Not applicable Amount of tradable Type and Quantity shares with unrestricted Full name of shareholder conditions held at Type Quantity the end of report period Guangdong Communication Group Co.,Ltd 103,379,742 A shares 103,379,742 Xinyue Co., Ltd. 13,201,086 B shares 13,201,086 Guangdong Yuecai Trust Investment CO., 12,174,345 A shares 12,174,345 Ltd. China Merchants Securities Co., 11,643,990 A shares 11,643,990 Ltd credit transaction guarantee securities 10 accounts Haerbin Daoli District, Treasury Services 6,022,531 A shares 6,022,531 Dept. China Securities Co., Ltd. credit 5,088,633 A shares 5,088,633 transaction guarantee securities accounts Shanxi Huiteng International Freight 3,696,200 A shares 3,696,200 Forwarding Co., Ltd. STICHTING PGGM DEPOSITARY 3,599,861 B shares 3,599,861 Lu Weiqiang 2,888,848 B shares 2,888,848 Chen Shukai 2,868,220 B shares 2,868,220 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. and Xinyue 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. 3. Introduction to the controlling shareholder and actual controller (1)The changing information of the controlling shareholder and actual controller □ Applicable√ Not applicable (2)The actual introduction to the controlling shareholder and actual controller Whether exist new actual controller □ Yes √ No State-owned Assets supervision and administration Commission The Name of the actual controller of Guangdong Provincial People’s Government The classification of actual controller State-owned Assets supervision and administration Commission Particulars: Guangdong Communication Group Co., Ltd. is the largest shareholder of the Company. legal representative: Zhu Xiaoling. Date of establishment: August 23, 2000. 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. (3)The block diagram of the title and control relationship between the Company and actual controller is as follows: 11 State-owned Assets supervision and administration Commission of Guangdong Provincial People’s Government (100%) Guangdong Communication Group Co., Ltd (40.83%) Guangdong Provincial Expressway Development Co., Ltd. (4)Controlling over the Company by the substantial controller through trust or other asset management □ Applicable√ Not applicable 4. The other legal person shareholders holding more than 10% shares of the Company. □ Applicable√ Not applicable (IV)Information of convertible corporate bonds □ Applicable√ Not applicable 12 V . Directors, Supervisors, Senior Executives (I)The changes of holding shares of the directors, supervisors and senior executives The The Remuneratio Number of Of which: increased decreased Number of Final n drawn from Beginning Ending date shares held at the number number of number of shares held at numbers of Reason for shareholder Name Position Sex Age date office of office the of restricted shares on the shares on the the year-end stock options change entities or term term year-begin stocks held report period report period (shares) held(Shares) other related (shares) (Shares) (Shares) (Shares) parties or not Zhou Board January 6, January Male 59 None No Yuming chairman 2010 6,2013 Director, January 6, January Li Xiyuan General Male 51 None No 2010 6,2013 Manager Director, Deputy General January 6, January Xiao Laijiu Male 48 11,274 11,274 None No Manager and 2010 6,2013 General accountant Director, Deputy January 6, January Hou Jingfang Male 58 None No General 2010 6,2013 Manager Luo Director Male 58 January 6, January None Yes 13 Yingsheng 2010 6,2013 Chen November January Director Female 47 None Yes Yanqing 8,2011 6,2013 Zhu May 31, January 6, Director Male 47 None Yes Zhanliang 2012 2013 Tang Independent January 6, January Male 51 None No Qingquan director 2010 6,2013 Independent January 6, January Wang Jian Male 51 None No director 2010 6,2013 Independent January 6, January Feng Ke Male 40 None No director 2010 6,2013 Independent January 6, January Wang Pu Male 44 None No director 2010 6,2013 Chen January 6, January Supervisor Male 44 5,987 5,987 None Yes Chuxuan 2010 6,2013 Yang January 6, January Supervisor Female 33 None Yes Xiaohua 2010 6,2013 January 6, January Zou Liming Supervisor Male 47 None No 2010 6,2013 January 6, January Li Mei Supervisor Female 43 123,205 123,205 None No 2010 6,2013 January 6, January Tu Huiling Supervisor Female 52 56,887 56,887 None No 2010 6,2013 Wang Deputy January 6, January Male 48 None No Chunhua General 2010 6,2013 14 Manager Chief econo January 6, January Yun Wujun mist Male 57 20,043 20,043 None No 2010 6,2013 Chief April January Wang Ping Female 47 3,500 3,500 None No engineer 20,2012 6,2013 Head of inter Peng March 28 January nal audit Female 49 None No Xiaofang 28,2012 6,2013 Board January 6, January Zuo Jiang Female 39 None No secretary 2010 6,2013 Yang January 6, January Director Male 60 None Yes Miaojian 2010 6,2013 Wang Chief January 6, April 20, Male 47 43,990 43,990 None No Juachen engineer 2010 2012 Total -- -- -- -- -- 264,886 264,886 -- -- The directors, supervisors and senior managers did not implement equity incentives. □Applicable√Not applicable 15 (II)Representation information Representation of shareholders √Applicable□Not applicable Whether receiving Name Name of corporate shareholders Position Term start date Term terminated date remuneration or subsidy Supervisor 2002 Guangdong Communication Group Yang Miaojian Chief legal February 2012 Yes Co., Ltd. 2008 adviser Director of Guangdong Communication Group Zhu Zhanliang Law affair April 2011 till now Yes Co., Ltd. Dept. Full-time Guangdong Communication Group Chen Chuxuan field July 2008 till now Yes Co., Ltd. supervisors Full-time Guangdong Communication Group Yang Xiaohua field January 2009 till now Yes Co., Ltd. supervisors Board chairman, Luo Yingsheng Guangdong Expressway Co., Ltd Secretary of October 2006 till now Yes Party committee, Deputy Guangdong Yuecai Trust Investment Chen Yanqing General October 2008 till now Yes CO., Ltd. Manager The explanation of In addition, other directors, supervisors, and senior managers are not serving in the company of the shareholders. Representation of shareholders Representation in other unit √Applicable□Not applicable Whether received Service term Service term Name Other unit Post occupied remuneration from from ended other unit or not 16 Professor of a ccounting of t he Zhongshan Tang Qingquan Zhongshan University University sch June 2002 till now Yes ool of Manage ment Member of Party Guangdong Hengjian Investment committee, Wang Jian August 2007 till now Yes Holding Co., Ltd. Deputy General Manager School of economic of Beijin The associate Feng Ke g University professor of fi January 2006 till now Yes nance Beijing University Zhongheng Wang Pu Chief expert 1996 till now Yes Management Consultation Group Explanation on job The above mentioned four as the independent Directors of the company occupation in other unit (III)Information of remuneration about Directors, Supervisors and Senior Executives The determination of The income of Directors, Supervisors and Senior Executives is to be approved by the shareholders mee remuneration of Directors, ting; Supervisors and Senior Remuneration of senior managers by the company's Board of Directors Compensation Committee based Executives. on their compliance with the duties and performance appraisal The rewards determined Remuneration of the directors, supervisors referred to pay levels in the formulation within the industry; basis of directors, Senior management remuneration based on the company's labor, personnel and payroll management sys supervisors and senior tem executives The actual salary payment information of Directors, Payment on monthly basis. Supervisors and Senior (IV)Information about changing Directors, Supervisors and Senior Executives Name Jobs taken Changed Date of change Cause of change Peng Head of internal audit New March 28, 2012 Appointed by the board of directors Xiaofang Wang Chief engineer Resignation April 20,2012 Changes in work 17 Jiachen Appointed by the board of directors Wang Ping Chief engineer New April 20,2012 Yang Director Resignation April 20,2012 Retire Miaojian Zhu General meeting of Shareholders elections Director New May 31, 2012 Zhanliang (V)The Employees Number of employees in position 1,477 Retired employees on the Company’s expense 75 Composition of professions Categories of professions Number of persons Production 1,108 Sales & Marketing 0 Technicians 0 Finance & Accounting 68 Executive 301 Education background Categories of education Number of persons Masters’ degree 29 Bachelors’ degree 207 College diploma 652 High school and below 589 Particulars about the employees 18 VI Report of the Board of Directors (I) Management discussion and analysis In the first half year of 2012, the volume of vehicle traffic and toll income of the expressways wholly and partly held by the Company were as follows: Toll income from Jan to Traffic volume form Jan Increase Jun 2012 Increase/Decrease(%) to June /Decrease(%) (RMB Million ) 2012(million vehicles) Guangfo Expressway 18.04 1.75% 145.75 -0.19% Fokai Expressway 13.23 2.75% 362.38 7.78% Jiujiang Bridge 3.5 -0.29% 26.13 11.46% Shenzhen Huiyan 13.89 3.15% 131.78 -6.45% Expressway Maozhan Expressway 5.38 5.94% 236.82 11.81% Jingzhu Expressway 23.66 6.04% 539.88 -4.27% Guangzhu Section Guangzhao Expressway 9.74 16.83% 218.68 22.31% Guanghui Expressway 13.78 1.81% 620.65 -12.09% Jiangzhong Expressway 16.73 7.35% 174.42 1.53% Kangda Expressway 0.66 8.82% 88.19 28.85% Gankang Expressway 0.74 -13.42% 59.43 57.20% In the first half of the year, most of the traffic and toll revenues of equity participation or holding on Eexpressway by the company keep increasing stably. The traffic and toll revenue of Guangfo Expressway are essentially flat year-over-year, the toll income of Fokai Expressway has slightly increased owing to part of the expansion sections completed and resumed, the toll income of Jiujiang Bridge rises because of the implementation of toll by weight, the toll revenues of Shenzhen Huiyan Expressway and Jingzhu Expressway (Guangzhou Section) have reduced due to the impact of unified standardisation of the toll fees of expressway in Guangdong province since June 1, 2012, the traffic and toll revenue of Yuezhao Expressway all have risen greatly owning to Yunwu Expressway and Phrase II of Yuezhao Expressway opened to traffic and the road network formed, the roll income of Guanghui Expressway has declined due to part of the trucks diverted after Guanghe Expressway opened to traffic, the roll income of Jiangzhong Expressway has risen owning to Guangzhu Expressway West line opened and more of short-distance vehicles induced, that of Kangda Expressway has been increased because of Shaogan Expressway opened and the road network formed, and that of Gankang Expressway has risen greatly owning to RuiJin South hinge interconnection 19 of Yirui Expressway opened. (II) Year-on-year increase/decrease of operating income, operating profit and net profit Unit:RMB Year-on-year January-June 2012 January-June 2011 increase/decrease Operating income 544,249,165.97 513,043,078.52 6.08% Operating cost 276,072,432.07 251,728,804.04 9.67% Operating profit 210,278,321.30 247,151,681.30 -14.92% Investment income 195,979,887.96 170,469,406.79 14.96% Net profit attributable to shareholders of the 157,483,597.89 145,165,687.23 8.49% listed company The main reason for increase of operating income: Increase of toll income resulted from natural increase of vehicle traffic volume. The main reason for the increase of operating cost: Increase of depreciation and labor cost resulted from increase of vehicle traffic volume. The main reason for decrease of operating profit: The above-mentioned increase of operating income and operating cost and year-on-year increase of financial expenses resulted from the Company's issue of medium term notes, increase of loan principal and interest rate adjustment. The reason for increase of investment income: The change of profits of joint stock subsidiaries and dividend distribution of Everbright Bank. The reason for the decrease of net profit for the shareholders of the Company: In the same period of the previous year, there was loss of RMB 54.6205 million from the disposal of non-current assets. In the current year, there is loss of only 0.4112 million. Description for above 20%of the company's actual business performance than the profit forecast disclosed publicly during the reporting period □ Yes √ No Major subsidiaries of the company, shares of the company's operations and performance analysis See (I) Management discussion and analysis 20 All the risk factors that maybe have adverse influence on the achievement of future development strategy and business objective of the company The toll revenues of road and bridge are main source of the major business income of the company, so, the charge policy and the charge standard has a great influence on the business revenue of the company. Since the charge policy is formulated by the relevant regulatory authorities of the country, the company isn't able to forecast and difficult to influence our country to formulate and revise the charge policy. The press conference of the special cleaning roll road and the unification of expressway charge standard has hold by Guangdong People's Government at 10.00 a.m on May 31, 2012. According to the information of this conference, the charge standard of equity participation or holding on many Eexpressways by the company will be needed to make adjustment, and the toll revenue has suffered from different impact. The charge standard of vehicle toll must be submitted to the same level people's government for review and approval after the transport regulatory department of province, autonomous region or municipality directly under the central government in conjunction with the price regulatory department at the same level consented upon examination. Therefore, the adjustment trend of the charge price and the charge price if has the corresponding adjustment in the future price level when the cost of the company rises still depend on the approval of relevant national policies and government departments, and the company isn't able to make timely adjustment to the charge standard in accordance with the its own operation cost or the change of market supply demand. So, the change of charge policy and the adjustment of charge standard also have influence on the expressways operated by the company to some extent. The main response of the company: on the one hand pays close attention to the change of policy, and on the other hand actively seeks the investment opportunities besides of the main business. 1.Main business and operations (1)Statement of main business classified according to industries and products Unit :RMB Change of Increase/decr Increase/decr Gross profit On industry Income from Cost of key Gross profit ease of key ease of key rate over the or production key business business rate(%) business business cost same period turnover(%) (%) of last year (%) In terms of business line Highway 535,692,695.93 270,570,175.56 49.49% 5.54% 8.86% -1.54% transportation Other 3,376,659.05 2,801,113.83 17.04% 26.94% 22.38% 3.09% In terms of product Toll income 535,692,695.93 270,570,175.56 49.49% 5.54% 8.86% -1.54% 21 Other 3,376,659.05 2,801,113.83 17.04% 26.94% 22.38% 3.09% Explanation on main business classified according to industries and products. Explanation on major changes of gross profit over same period of last year (2)The status of key business in terms of areas Unit:RMB Area Income from key business Increase/decrease of income(%) Guangfo Expressway 146,309,406.68 -0.14% Fokai Expressway 363,251,687.25 7.59% Jiujiang bridge 26,131,602 11.46% Other 3,376,659.05 26.94% Explanation on main business according to areas Explanation on main business institution (3)Explanation on reasons of material changes in main operations and its structure □ Applicable√ Not applicable (4)Reasons for the material change of the profitability ( gross profit rate) of the key business compared with the previous year □ Applicable√ Not applicable (5)Analysis of the reasons for the material change of profit structure compared with the previous year □ Applicable√ Not applicable (6) Particulars about single joint venture generating investment income that exceeded 10% of the net profit of the Company 1.Shenzhen Huiyan Expressway Co., Ltd. The Company holds one third equity of this company. The registered capital of the company is RMB 36 million. The company is 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 engineering consultation. The net profit of this company for Jan - June 2012 was RMB 62.3742 million. The Long-term equity investment income obtained by the Company under Equity method was RMB 20.0805 million. 2. Jingzhu Expressway Guangzhu Section Co., Ltd. The Company holds 20% equity of this company. The 22 registered capital of the company is RMB 580 million. The company is engaged in the operation and management of Guangzhou-Zhuhai Expressway and provision of supporting services including fueling, salvage and supply of parts and components. The net profit of this company for Jan - June 2012 was RMB 272.626 million. The Long-term equity investment income obtained by the Company under Equity method was RMB 50.6590 million. 3. Guangdong Guanghui Expressway Co., Ltd. The Company holds 30% equity of this company. The registered capital of the company is RMB 2.352 billion. It is engaged in the investment in and construction of Guanghui Expressway Co., Ltd. and supporting facilities, the toll collection and maintenance management of Guanghui Expressway. The net profit of this company for Jan - June 2012 was RMB 201.7919 million. The Long-term equity investment income obtained by the Company under Equity method was RMB60.5376 million. 4. Zhaoqing Yuezhao Highway Co., Ltd. The Company holds 25% equity of this company. The registered capital of the company is RMB 818.3 million. It is engaged in the construction, operation and management of Guangzhao Expressway, old highways and their supporting facilities, service facilities and integrated projects. The net profit of this company for Jan - June 2012 was RMB 80.7262 million. The Long-term equity investment income obtained by the Company under Equity method was RMB19.8187 million. 2. Internal control mechanism related with fair-value measurement □ Applicable√ Not applicable 3.Foreign currency financial assets and financial liabilities held □ Applicable√ Not applicable (II)Investment of the Company 1.General application of the raised proceeds □ Applicable√ Not applicable 2.Commitments on projects of raised funds □ Applicable√ Not applicable 3.Changes of projects of raised funds □ Applicable√ Not applicable 4.Investment on major projects of non-raised funds √Applicable □Not applicable Unit:RMB’0000 Projects Initial date for Funds Progress Earnings 23 disclosure The Motion of Investing in 30% Equity of September 11, 256,191.4 None Guangzhou-Lechang 2009 Expressway Project. Total 256,191.4 -- -- The actual progress of important investment projects utilizing non-raised funds 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 RMB390 million to Guangle company ,As of June 30, 2012, The company has invested accumulated RMB729.9975 million. (III)Revising of business plan of the second half of year by the Board □ Applicable√ Not applicable (IV)Prediction of Business performance for Jan-Sept 2012. 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 (V)The management’s remarks on the “non-standard opinions” by the auditors for the report period □ Applicable√ Not applicable (VI)The management’s remarks on any changes in and results of issues related to the “non opinions” by the auditors for the previous year. □ Applicable√ Not applicable (VII)Results of discussion by the Board on the causation and impact of change in accounting policies and estimations or correction of material accounting errors.. □ Applicable√ Not applicable 24 (VIII)Establishment and Implementation of Cash Dividend Policy of the Company In the report period, According to the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange, and considering reality of the company, the company has made a further improvement on cash dividend policy, clarified the dividend decision-making mechanism and the dividend supervision & constraint mechanisms, and made a corresponding amendment to the profit distribution terms in the "Articles of Association". Also, the company has formulated "Management System on Dividend Payment" and "Shareholder Returns Plan in the Next Three Years from 2012 to 2014", and submitted the proposal on the Second provisional General Meeting of Shareholders 2012 held on August 10, 2012, which has been adopted. According to the resolution passed at the annual shareholders’ general meeting 2011, The Company's dividend distribution plan for 2011: With the existing total share capital, i.e., 1,257,117,748 shares, as the base, cash dividend of RMB 0.50 (including tax) is to be distributed for every 10 shares,Cash dividend of RMB 62,855,887.40 is to be distributed, The undistributed profit was carried forward to the nest year. The Company had implemented this distribution plan on July 21,2012. The company has strictly conformed to the "Articles of Association" to implement the profit distribution policy, establish the cash dividend policy of the company, perform the provisions in line with the "Articles of Association" and the resolution requirements of General Meeting of Shareholders, define and clarify the standard and the proportion of dividend, and have the relevant decision-making procedures and mechanisms prepared completely. (IX)Profit distribution or capitalizing of common reserves □ Applicable√ Not applicable (X)Situation Of positive retained profit at end of 2011 but no cash dividend was proposed □ Applicable√ Not applicable (XI)Other Disclosures In order to standardize the conduct of inside information learner of the company, strengthen the confidentiality of inside information and maintain the publicity, fairness and impartiality of the company's information disclosure, the company has formulated the "Management System on Learners of Inside Information" and clarified the scope, reporting procedures, the registration record management, the confidentiality management of inside information and the relevant responsibility claim according to the relevant laws and regulations of "Corporate Law", "Securities Law", "Information Disclosure Management Method of Listed Companies" and "Listing Rules of Shenzhen Stock Exchange" and the provisions of "Articles of Association". During the report period, the company has standardized the conduct of information disclosure, strengthened the training of inside information management, intensified the responsibility and self-discipline consciousness of inside information learners, and conducted the strict management for periodic reports and other major inside information. There not exists the situation that the inside information learners use the inside information to deal with the company's stocks before the disclosure of important sensitive information impacting the company's stock prices, and the company doesn't have the crackdown by the supervision department. Whether implemented self-examination and accountability on insiders who dealing with stock of the Company as 25 well as derivative products (XII)Liabilities, credit changes and cash arrangement for debt paying in later year(only applies to listed company with corporate convertible bonds offered) □ Applicable√ Not applicable 26 VII . Important Events (I) Governance of the Company The company strictly abides by the requirements of laws and regulations of "Corporate Law", "Securities Law", "Governance Rules of Listed Companies" and "Listing Rules of Stocks" to continuously perfect the corporate governance structure and improve the norms operation level. Also, the company has set up the "Articles of Association", the parliamentary procedure of three meetings operating, the work rules of the special committee of the Board of Directors, the work rules of General Manager and other systems, as well as the internal control systems basically covering the company's financial management, investment management, information disclosure, affiliated transactions, external guarantee, funds-raising and all aspects of business management, and all the systems have been implemented better. During the report period, The company has formulated the construction scheme of internal control according to the relevant provisions of "Listing Rules of Shenzhen Stock Exchange", "Fundamental Norms for Enterprise Internal Control" and the China Securities Regulatory Commission, and the relevant specific implementation is on schedule smoothly. During the report period, On the basis of the existing system, the company has supplemented "Management System on Dividend Payment", "Work System on Secretary of the Board of Directors" and "Shareholder Returns Plan in the Next Three Years from 2012 to 2014" according to all the rules, regulations and requirements of the latest release of the China Securities Regulatory Commission and Shenzhen Stock Exchange. Currently, the actual governance situation of the company and the requirements related to the normative governance documents of listed companies released by the China Securities Regulatory Commission is basically consistent. (II)Dividend plans, reserve capitalizing plans, or share issuing plans proposed in previous period and implemented in the current period. √ Applicable □Not applicable According to the resolution passed at the annual shareholders’ general meeting 2011, The Company's dividend distribution plan for 2011: With the existing total share capital, i.e., 1,257,117,748 shares, as the base, cash dividend of RMB 0.5 (including tax) is to be distributed for every 10 shares,that is : 1. Cash dividend of RMB 0.45 is to be actually paid for every 10 shares to individual shareholders of A shares, investment funds and qualified foreign institutional investors. our company did not withhold the income tax, the taxpayers would pay the income tax from the local location for the non-resident enterprises 2. Cash of RMB 0.45 is to be paid to individual shareholders and non-resident enterprises holding B shares for every 10 shares. Cash dividend of RMB 62,855,887.40 is to be distributed, The undistributed profit was carried forward to the The Company had implemented this distribution plan on July 18,2012. 27 (III)Material lawsuits √ Applicable □Not applicable Date of Serial number of Joint liability Profile of the Amount claimant Progress of the Results and Progress of The claimer The defendant Type of claim information the party claim RMB’0000 lawsuit influence execution disclosure announcement The technology 1.In May and On May 8, company as the August of 2007, 2012, Beijing holding Guangzhou Higher People's subsidiary of the Yuexiu issued On May 21, District Court Company filed a People's Court (2012) Gao Min 2012, lawsuit with the and Guangzhou Ti Zi No. 391 Guangdong People’s Court of Intermediate Written Civil Expressway Yuexiu District People's Court Judgment to Technology Guangdong Guarantee con of Guangzhou in respectively revoke the Investment Co., Expressway Beijing Gelin tract dispute May 2006, made judgment judgment of Ltd. applied to technology Wang Jianji 800 Enze requesting Wang in the trial of the Beijing First the court for Investment Co., Jianji, as the first and second Intermediate enforcement. At Ltd guarantor of instance. 2. The People's Court present, the Beijing Green Defendant Wang and Xicheng enforcement Angel Organic Jianji refused to District People's procedure is still Fertilizer Co., accept the Court. Within 15 being Ltd. for the judgment and days from the implemented. RMB8 million applied for effective date of entrusted loan retrial. In this judgment, purpose, to September 2008, Gelin Company 28 Guangzhou Intermediate People's Court issued Civil Ruling Paper to revoke the shall pay RMB 8 aforesaid million and judgment. This accrued interest case was and damages transferred to (1% of payment) perform its Beijing Xicheng to Technology guarantee District People's Company with liabilities, repay Court for trial. 3. all its assets. RMB8 million In April and When Gelin and accrued October 2010, Company's assets interests and Beijing Xicheng are insufficient to disburse a default District People's repay the loan, fine of RMB Court and Wang Jianji shall 93,716.00. Beijing first pay the part that Intermediate Gelin Company People's Court fails to pay. respectively made judgment in the trial of the first and second instance. 4. Wang Jianji refused to accept the final 29 judgment and applied for retrial. On May 8, 2012, Beijing Higher People's Court issued (2012) Gao Min Ti Zi No. 391 Written Civil Judgment. On June 15, 2007 1. The incident morning, the investigation Nanguiji 035 team of ship owned by Guangdong Yang Xiong, Provincial Foshan Nanhaiyu Government had Ship Co., Ltd. not made the Guangdong Yang Xiong, Infringement heated Jiujiang final report of Fokai Foshan Nanhai dispute Bridge on 325 2,558.77 Jiujiang Bridge Expressway Co., Yuhang Shipping National Road accident. The Ltd. Co., Ltd. owned by the Court, on controlling November 5, company of the 2007, decided to company, and suspend the resulted in more proceeding.2. In than 200 meters September 2008, of Jiujiang Jiujiang Bridge 30 accident investigation report was officially Bridge collapsed. reported and On August 22, resumed the 2007, Fokai proceedings.3. Company On December 5, officially 2008, prosecuted to Guangzhou Guangzhou Marine Court Maritime Court, opened a court asking Foshan trial to proceeded South Sea the case. Shipping Currently, Company Guangzhou Limited and Haizhu Yang Xiong to prosecutorial undertake the office was intend conpensation to prosecute the 25,587,684 yuan accident captain for the loss Shi Guide, caused by therefore, on collapsion of January 5, 2009, Jiujiang Bridge. Guangzhou Maritime Court ruled the suspension of the 31 case. At present, no further notice related to this case has been received from the court and its hearing is still in suspense. Material lawsuit or arbitration issues occurred after the last annual report were amounted to RMB 0. Material lawsuit or arbitration issues presented in the last annual report but was not settled were amounted to RMB 33.5877million. Provisions provided for the liabilities formed by the lawsuit was RMB0. Description of the material lawsuit or arbitration issues (1)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 . 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 32 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 made 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. On October 19, 2010, Guangzhou Municipal Intermediate People's Court made the final adjudication, rejected accuser's appeal and affirmed the original judgment. Currently, Beijing West District People's Court has placed this case on file for execution. In November 2010, Technology Company applied to the court for enforcement. In February 2011, the procedure of placing the case on file was completed. On July 25, 2011, Technology Company received (2011) Gao Min Shen Zi No. 2516 Hearing Notification served by Beijing Higher People's Court. Wang Jianji refused to accept final judgment and applied for retrial. Beijing Higher People's Court held the opinion that the conditions for retrial were satisfied and judged to put the case on trial on December 19, 2011. During retrial, the enforcement of the original judgment suspended. The court session for the retrial is to be opened on March 19, 2012, has not received the judgment from the court On May 8, 2012, Beijing Higher People's Court issued (2012) Gao Min Ti Zi No. 391 Written Civil Judgment to revoke the judgment of Beijing First Intermediate People's Court and Xicheng District People's Court. Within 15 days from the effective date of this judgment, Gelin Company shall pay RMB 8 million and accrued interest and damages (1% of payment) to Technology Company with all its assets. When Gelin Company's assets are insufficient to repay the loan, Wang Jianji shall pay the part that Gelin Company fails to pay. On May 21, 2012, Guangdong Expressway Technology Investment Co., Ltd. applied to the court for enforcement. At present, the enforcement procedure is still being implemented. (2)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. On August 28, 2007, Guangzhou Maritime Court accepted the case. According to the (2007)-Canton Haifa No. 332 ruling book issued by 33 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 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. 34 (IV)Bankruptcy or capital reorganizing □ Applicable√ Not applicable (V)Holding other PLC’S shares or participating of financial entities 1. Securities investment □ Applicable√ Not applicable Statement on securities investment 2. Holding of other PLC’S shares √ Applicable □Not applicable Changes of Initial Profits or Subject of Stock Proportion of Book value at owners’ Resource of Stock code investment losses in the accounting abbreviation shareholding period-end equity in the share amount report period calculation report period Financial China assets Subscribe on 601818 Everbright 528,000,000 0.72% 681,600,000 31,920,000 -9,600,000 available for 2009 Bank sale Total 528,000,000 -- 681,600,000 31,920,000 -9,600,000 -- -- Statement on holding of other PLC’s shares 3.Shareholding in non-listed financial entities √ Applicable □Not applicable Changes of The Loss and gain Initial owner’s Accounting Name of proportion to Book value at in the Origin of investment Number held equity in the calculation subjects held the equity of period end reporting equity amount reporting subjects the company period period Huaxia Long-term Shareholder Securities 5,400,000 5,400,000 0.27% 0 0 0 equity investment Co., Ltd. investment Huazheng Long-term Dividend Assets 1,620,000 1,620,000 0.54% 226,800 0 0 equity Investmen Management investment t 35 Co., Ltd. Kunlun Long-term Securities 30,000,000 30,000,000 5.74% 0 0 0 equity Purchased Co., Ltd. investment Total 37,020,000 37,020,000 -- 226,800 0 0 -- -- Statement on shareholding in non-listed financial entities 4.Trading of other PLC’S shares □ Applicable√ Not applicable Statement on trading of other PLC’S shares. (VI)Asset trade 1. Acquisition or swap in of assets □ Applicable√ Not applicable Statement on acquisition of assets. 2. Disposal or swap out of assets □ Applicable√ Not applicable Statement on disposal of assets 3.Asset exchange □ Applicable√ Not applicable Statement on asset exchange. 4.Merger of entities □ Applicable√ Not applicable 36 5. The progress of the event after the publishing of asset reorganization report or announcement of acquisition or disposal of assets and its influence on the operating results and financial status for the report period. □ Applicable√ Not applicable (VII)Statement on share increasing proposal raised by the holding shareholder or its action-in-concert parties in the report period □ Applicable√ Not applicable (VIII)Implementation and influences of share equity incentive program □ Applicable√ Not applicable 37 (IX)Important Related transactions 1.Related transactions related to daily operation □ Applicable√ Not applicable 2.Related transactions related to asset purchasing or disposal □ Applicable√ Not applicable 3.Material related transactions related to collaborated external investment □ Applicable√ Not applicable 4. Credits/Debts with Related Parties √Applicable □ Not applicable The Company's financing to related party(RMB’0000) Financing of related party to the Company(RMB’0000) Interest Intere Balance at Refun Balance at Refun Balance at Balance at st Related parties related relation the d amo Interest the d amo Interest beginning Amount unt the end of expens beginning Amount unt the end of expen return return period e period se of period of period The controlling Parent Guangdong Guanghui Expressway 199.39 199.39 Company The controlling Parent Guangdong Expressway 8 18.44 26.44 Company Guangdong Lulutong Co., Ltd. The controlling Parent 1.8 1.8 38 Company The controlling Parent Guangdong Kaiyang Expressway 55.92 55.92 Company The controlling Parent Yunfu Guangyun Expressway 8.6 8.6 Company Guangdong Changda Highway The controlling Parent 8,145.64 2,994.98 2,324.9 8,815.72 Engineering Co., Ltd. Company Guangdong Guanyue Luqiao The controlling Parent 3,496.97 730.86 925.21 3,302.62 Co.,Ltd. Company Guangdong Hualu The controlling Parent Communication Technology Co., 20 20 Company Ltd. Guangdong Guanyue Luqiao The controlling Parent 157.6 157.6 Co.,Ltd. Company Guangdong Litong Property The controlling Parent 210.03 70.01 140.02 Investment Co., Ltd. Company The controlling Parent Guangdong Guanghui Expressway 50 50 Company The controlling Parent Guangdong Kaiyang Expressway 6.24 39.95 46.19 Company The controlling Parent Guangdong Maozhan Expressway 1.57 13.48 3.2 11.85 Company The controlling Parent Guangdong Yunwu Expressway 0.26 10.46 10.71 Company Guangdong Gaoda Property The controlling Parent 9.15 9.15 Development Co., Ltd. Company 39 Yunfu Guangyun Expressway Co., The controlling Parent 8.3 8.3 Ltd. Company Guangdong Highway Construction The controlling Parent 4.82 4.82 Co., Ltd. Company The controlling Parent Guangdong Shanfen Expressway 2.45 2.45 Company The controlling Parent Guangdong Yuzhan Expressway 1.43 0.94 2.37 Company The controlling Parent Guangdong Zhanxu Expressway 2.33 2.33 Company The controlling Parent Guangdong Shanshan Expressway 0.66 0.66 Company Guangdong Guangshao The controlling Parent 0.38 0.38 Expressway Company Guangdong Xinyue The controlling Parent Communication Investment Co., 0.22 0.22 Company Ltd. The controlling Parent Guangdong Expressway Co., Ltd. 481.86 481.86 Company The controlling Parent Guangdong Yangmao Expressway 13.06 13.06 Company Beijing Gelin Enze Affiliated company 1,222.01 1,222.01 Guangdong Expressway Wholly owned 1,000 1,000 Technology Investment Co., Ltd. subsidiary Guangdong Expressway Wholly owned 13.63 13.63 Technology Investment Co., Ltd. subsidiary 40 Guangdong Expressway Wholly owned 10.35 10.35 Technology Investment Co., Ltd. subsidiary Controlling Guangfo Expressway 4,891.56 4,891.56 Subsidiary Controlling Guangfo Expressway 16,000 15,000 1,000 Subsidiary Controlling Guangfo Expressway 31.69 500.36 1.82 470.5 Subsidiary Zhaoqing Yuezhao Highway Co., Joint venture 141.87 141.87 Ltd. Zhaoqing Yuezhao Highway Co., Joint venture 41.28 23.32 22.68 41.93 Ltd. 5,444.3 Jingzhu Expressway Guangzhu Affiliated company 5,444.34 4 Guangdong Guanghui Expressway Joint venture 3,621.54 3,000 621.54 29,005. Total 44,054.83 5,068.92 20,602.23 484.13 64 The amount that the company provided to the controlling shareholder of the company and its subsidiaries during the reporting per 4,035.25 iod (RMB’0000) The balance of the funds that the company provided to the controlling shareholder of the company and its 12,813.02 subsidiaries(RMB’0000) Project funds, quality guarantees funds, deposits and other operational funds and other operational The reason of the associated debt funds flowing 41 The settlement status of the associated debt The commitment about the associated debt The impact of the associated debt on the co mpany's operating results and financial posi tion Including:In the report period, RMB 40.3525 million were offered to controlling shareholders and its subsidiary by listed company, balance amounting to RMB 128.1302 million. Fund occupation and progress of paying off □ Applicable√ Not applicable Till end of reporting period, accountability plan proposed by the Board for completed no non-operational fund occupation from listed company □ Applicable√ Not applicable 42 5. Other Important Related transactions (X)Important contracts and their performance 1.Trusteeship , contract, or leasing issues which contributes 10% or over of total profit of the period (1)Trusteeship □ Applicable√ Not applicable (2)Contracts □ Applicable√ Not applicable (3)Leasing □ Applicable√ Not applicable 2.Guarantees √Applicable □ Not applicable Unit:RMB’0000 External Guarantee (Exclude controlled subsidiaries) Guarante Relevant e Date of disclosure Complete for happening Actual Name of the date/No. of Amount of Guarantee Guarantee implemen associate (Date of mount of Company the Guarantee type term tation d signing guarantee guaranteed or not parties agreement) amount (Yes or no) Guangdong May 11, Communication 150,000 May 31, 2012 150,000 Impawn No Yes 2012 Group Co., Ltd. Total of external guarantee Total of actual external 150,000 150,000 approved in Period(A1) guarantee in Period(A2) Total of external guarantee 150,000 Total balance of actual 150,000 43 approved at Period-end(A3) external guarantee at Period-end(A4) Guarantee of the Company for the controlling subsidiaries Guarante Relevant e Date of Complete disclosure for Name of the Amount happening Actual implemen date/No. of Guarantee Guarantee associate Company of (Date o mount of tation the type term d guaranteed guarantee signing guarantee or guaranteed parties agreement) not amount (Yes or no) Total of actual guarantee Total of guarantee for subsidiaries for subsidiaries in the approved in the Period (B1) Period (B2) Total of actual guarantee Total of guarantee for subsidiaries for subsidiaries at approved at Period-end (B3) Period-end (B4) Total of Company’s guarantee(namely total of the large two aforementioned) Total of actual guarantee in Total of guarantee in the Period the Period (A1+B1) (A2+B2) Total of actual guarantee at Total of guarantee at Period-end Period-end (A3+B3) (A4+B4) The proportion of the total amount of actually guarantee in the net assets of the Company(that is A4+ B4) Including: Amount of guarantee for shareholders, actual controller and its associated parties(C) The debts guarantee amount provided for the Guaranteed parties whose assets-liability ratio exceed 70% directly or indirectly(D) Proportion of total amount of guarantee in net assets of the Company exceed 50%(E) Total guarantee amount of the abovementioned guarantees(C+D+E) 44 Explanations on possibly bearing joint and several liquidating responsibilities for undue guarantees Remarks on illegal providing of external guarantee 3.Entrusted capital management □ Applicable√ Not applicable 4.Performing of material contracts 5.Other material contracts □ Applicable√ Not applicable (XI)Statement on issuing of company bonds √Applicable □ Not applicable Document CSRC permit No.(2009) 849 issued by China Securities Regulatory Commission had been approved, The Company conducted an online public offering of corporate bonds to public investors on September 21, 2009, and an offline offering of corporate bonds to institutional investors from September 21 to 23, 2009.(The online public offering code is “101699”, named as “09 Guangdong Expressway Bond”).the amount of current company bond issuing is RMB 800 million. RMB 100/per bond, The issuing price of each bond is RMB100 yuan. The Company issued 8 million corporate bonds at the price of RMB100 per bond. The coupon rate is 5.1% and the term is five years. China Securities Depository and Clearing Co., Ltd.Shenzhen branch completed registration of cor porate bonds in the current period on September 28,2009.With the consent of Shenzhen Stock Exchange, company bond will be listed in Shenzhen Stock Exchange since Oct. 16th, 2009. The short name of the bond is “09 Guangdong Expressway Bond”, the stock code is “112009”. (XII)Fulfilling of commitments 1.Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period. □ Applicable√ Not applicable 2.Explanation on assets or projects that reached the original profit forecast as well as its reasons while the reporting period still in forecast period, and there are profit forecast on assets or projects 45 of the Company. □ Applicable√ Not applicable (XIII)Other misc. income subjects Unit:RMB Items Occurred current term Occurred in previous term 1.Gains(losses)from sellable financial assets -9,600,000 -146,400,000 Less:Income tax influence of sellable financial assets Net amount written into other gains and transferred into gain/loss in previous terms Subtotal -9,600,000 -146,400,000 2.Shares in the other misc. income subjects in the investee on equity basis Less:income tax influence of shares in other gains of investees on equity basis Net amount written into other gains and transferred into gain/loss in previous terms Subtotal 3.Amount of gains(or losses) from cash flow hedge instrument Less: Income tax influence of cash flow hedge instruments Net amount written into other gains and transferred into gain/loss in previous terms Adjusted amount transferred to initial amount of the target project Subtotal 4.Difference from translating of foreign currency financial statements Less: Net amount of disposing overseas Business and transferred to current gain/loss Subtotal 5.Other Less:Income tax influence by other accounted into other misc. incomes Net amount accounted into other misc. income and transferred into current gain/loss in previous terms Subtotal Total -9,600,000 -146,400,000 46 (XIV)The registration form of acceptance of investigation, communication and interview in the report period for future reference Content of discussion and Date Place Mode Type Visitor materials provided (XV)Engagement and removal of certified public accountants If the Semi-annual Report is audited □ Yes √ No (XVI)Punishment on the Company and/or the directors, supervisors, executives, shareholders, substantial controller, and purchasers, and correcting of misbehaviors □ Applicable√ Not applicable (XVII)Other Material events □ Applicable√ Not applicable (XVIII)Material change in profit ability, asset, and credit situation of the guarantor of the convertible bonds (Only applies to listed company with corporate convertible bonds offered) □ Applicable√ Not applicable (XIX)Index for information disclosed Name and layout of Website for publishing and searching Matter Date of publishing newspapers for publishing path Securities Times, China Securities, Shanghai Announcement of the 21st Securities Daily and (Provisional) Meeting of the Hongkong Commercial January 20,2012 www.cninfo.com.cn Sixth Board of Directors Daily. Securities Times, China Securities, Shanghai Announcement of the 22nd Securities Daily and (Provisional) Meeting of the Hongkong Commercial February 14, 2012 www.cninfo.com.cn Sixth Board of Directors Daily. Notice of Holding the First Securities Times, China provisional Shareholders’ Securities, Shanghai February 14, 2012 www.cninfo.com.cn General Meeting Securities Daily and 47 Hongkong Commercial Daily. Securities Times, China Securities, Shanghai Announcement of 2011 Securities Daily and Preliminary Earnings Estimate Hongkong Commercial February 16, 2012 www.cninfo.com.cn Daily. Securities Times, China Securities, Shanghai Announcement of the 23rd Securities Daily and (Provisional) Meeting of the Hongkong Commercial February 25, 2012 www.cninfo.com.cn Sixth Board of Directors Daily. Securities Times, China Securities, Shanghai Supplement Announcement of Securities Daily and the 23rd (Provisional) Meeting Hongkong Commercial February 25, 2012 www.cninfo.com.cn of the Sixth Board of Directors Daily. Securities Times, China Securities, Shanghai Announcement of Resolutions Securities Daily and of the First Provisional Hongkong Commercial March 1, 2012 www.cninfo.com.cn Shareholders’ General meeting Daily. Legal opinion of the First Provisional Shareholders’ None March 1, 2012 www.cninfo.com.cn General meeting in 2012 Securities Times, China Securities, Shanghai Independent Directors’ Securities Daily and Opinions Hongkong Commercial March 30, 2012 www.cninfo.com.cn Daily. The explanation and op inions of the independe nt directors about comp None March 30, 2012 www.cninfo.com.cn any’s external guarante e information 48 Internal control framew ork implementation of t None March 30,2012 www.cninfo.com.cn he work program The report on work of the indep endent directors of 2011 None March 20, 2012 www.cninfo.com.cn The explanation and opinions of the Independent directors concerning other related party None March 30, 2012 www.cninfo.com.cn about occupying company's funds information of 2011 Annual Report 2011 None March 30, 2012 www.cninfo.com.cn Internal control self-assessment reports of 2011 None March 30, 2012 www.cninfo.com.cn The audit report of the related funds between a None March 30, 2012 www.cninfo.com.cn ssociated companies Securities Times, China Announcement of Resolutions Securities, Shanghai of the 14th (Provisional) Securities Daily and Meeting of the Sixth Hongkong Commercial March 30, 2012 www.cninfo.com.cn Supervisory Committee Daily. Securities Times, China Securities, Shanghai Announcement of the 24th Securities Daily and (Provisional) Meeting of the Hongkong Commercial March 30, 2012 www.cninfo.com.cn Sixth Board of Directors Daily. Annual audit report of 2011 None March 30, 2012 www.cninfo.com.cn Securities Times, China Summary of 2011 Annual Securities, Shanghai March 30, 2012 www.cninfo.com.cn Report Secuties Daily and Hongkong Commercial 49 Daily. Securities Times, China Suggestive announcem Securities, Shanghai ent of releasing shares Securities Daily and with sale conditions Hongkong Commercial April 14, 2012 www.cninfo.com.cn Daily. lists of 22 released limited shar eholders None April 14, 2012 www.cninfo.com.cn Securities Times, China Independent directors‘ opi Securities, Shanghai nions of the 25th (Provisio Securities Daily and nal) Meeting of the Sixth B Hongkong Commercial April 23, 2012 www.cninfo.com.cn oard of Directors Daily. The First Quarterly Report None April 23, 2012 www.cninfo.com.cn 2012(Full text) Securities Times, China Announcement of Resolutions Securities, Shanghai th of the 15 (Provisional) Securities Daily and Meeting of the Sixth Hongkong Commercial April 23, 2012 www.cninfo.com.cn Supervisory Committee Daily. Securities Times, China Securities, Shanghai Announcement of the 25th Securities Daily and (Provisional) Meeting of the Hongkong Commercial April 23, 2012 www.cninfo.com.cn Sixth Board of Directors Daily. Securities Times, China Securities, Shanghai Securities Daily and The First Quarterly Report Hongkong Commercial April 23, 2012 www.cninfo.com.cn Daily. The report summary of the shareholding hypot None May 11, 2012 www.cninfo.com.cn hecation of Guangdong 50 Province Fokai Expres sway Co., Ltd. shareholders all rights a nd assets assessment The opinions of the Ind ependent directors conc erning the Company's p roviding counter guaran None May 11, 2012 www.cninfo.com.cn tee to Guangdong Com munication Group Co., Ltd. Securities Times, China Announcement On External Securities, Shanghai Securities May 11, 2012 www.cninfo.com.cn Guarantee Daily and Hong Kong Commercial Daily. Announcement of resolutions Securities Times, China of the 26th (Provisional) Securities, Shanghai Securities May 11, 2012 www.cninfo.com.cn Meeting of the Sixth Board of Daily and Hongkong Directors Commercial Daily. Announcement of Resolutions Securities Times, China of the 16th (Provisional) Securities, Shanghai Securities May 11, 2012 www.cninfo.com.cn Meeting of the Sixth Daily and Hongkong Supervisory Committee Commercial Daily. Securities Times, China Notice of Holding of 2011 Securities, Shanghai Securities annual shareholders’ General May 11, 2012 www.cninfo.com.cn Daily and Hongkong Meeting Commercial Daily. Securities Times, China Suggestive announcement of Securities, Shanghai Securities Holding of 2011 annual May 24, 2012 www.cninfo.com.cn Daily and Hongkong shareholders’ General Meeting Commercial Daily. Securities Times, China Announcement of the 27th Securities, Shanghai Securities (Provisional) Meeting of the May 30, 2012 www.cninfo.com.cn Daily and Hongkong Sixth Board of Directors Commercial Daily. The Secretary of the board of directors working system None May 30, 2012 www.cninfo.com.cn (May 2012) Securities Times, China Announcement on Important Securities, Shanghai Securities June 1, 2012 www.cninfo.com.cn Events Daily and Hongkong 51 Commercial Daily. Securities Times, China Announcement of Resolutions Securities, Shanghai Securities of 2011 Annual shareholders’ June 1, 2012 www.cninfo.com.cn Daily and Hongkong General Meeting Commercial Daily. Legal opinion of 2011 Annual None June 1, 2012 www.cninfo.com.cn shareholders’ General Meeting The Corporate bond trustee Ma nagement Services report of 20 None June 1, 2012 www.cninfo.com.cn 09(2011) www.cninfo.com.cn 52 VIII Finacial Report (Uncensored) 1. Consolidated Balance sheet Prepared by::Guangdong Provincial Expressway Development Co., Ltd. Unit:RMB Items Notes Year-end balance Year-beginning balance Current asset: Monetary fund 1,260,099,335.12 1,018,999,531.05 Settlement provision Outgoing call loan Trading financial assets Bill receivable Account receivable 40,578,972.27 17,726,118.11 Prepayments 154,634,390.01 144,982,896.65 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable Dividend receivable 6,215,431.47 90,658,881.05 Other account receivable 37,772,830.36 37,983,304.82 Repurchasing of financial assets Inventories Non-current asset due in 1 year Other current asset Total of current assets 1,499,300,959.23 1,310,350,731.68 Non-current assets: Loans and payment on other’s behalf disbursed Disposable financial asset 681,600,000 691,200,000 Expired investment in possess Long-term receivable Long term share equity investment 3,048,999,709.45 2,918,288,171.88 Property investment 5,308,931.38 5,541,038.08 Fixed assets 3,924,351,008.07 4,063,417,803.17 Construction in progress 3,319,291,782.82 2,760,092,723.87 53 Items Notes Year-end balance Year-beginning balance Engineering material Fixed asset disposal Production physical assets Gas & petrol Intangible assets 49,003,885.71 53,166,163.9 R & D petrol Goodwill Long-germ expenses to be amortized 340,282.04 370,543.34 Differed income tax asset Other non-current asset Total of non-current assets 11,028,895,599.47 10,492,076,444.24 Total of assets 12,528,196,558.7 11,802,427,175.92 Current liabilities Short-term loans 1,041,470,000 891,470,000 Loan from Central Bank Deposit received and hold for others Call loan received Trade off financial liabilities Bill payable Account payable 147,307,074.01 135,228,709.74 Advance payment 4,978,886.06 5,392,391.2 Selling of repurchased financial assets Fees and commissions receivable Employees’ wage payable 3,148,758.58 2,002,220.57 Tax payable 30,669,192.33 13,070,029.12 Interest payable 91,666,971.39 37,161,794.55 Dividend payable 91,946,474.11 29,154,211.1 Other account payable 350,548,280.35 319,750,258.89 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Non-current liability due in 1 year 910,610,000.00 384,200,000 54 Items Notes Year-end balance Year-beginning balance Other current liability Total of current liability 2,672,345,636.83 1,817,429,615.17 Non-current liabilities: Long-term loan 3,003,474,803.54 3,309,764,803.54 Bond payable 1,791,972,908.14 1,790,792,109.05 Long-term payable 2,022,210.11 2,022,210.11 Special payable Expected liabilities Differed income tax liability 123,055,998.03 126,663,710.47 Other non-current liabilities Differed income 4,920,525,919.82 5,229,242,833.17 Total of liability 7,592,871,556.65 7,046,672,448.34 Owners’ equity Share capital 1,257,117,748 1,257,117,748 Capital reserves 1,688,358,715.57 1,697,958,715.57 Less:Shares in stock Special reserves Surplus reserves 191,496,386.02 191,496,386.02 Common risk provision Undistributed profit 1,063,180,966.35 968,553,255.86 Different of foreign currency translation Total of owner’s equity belong to the parent company 4,200,153,815.94 4,115,126,105.45 Minority shareholders’ equity 735,171,186.11 640,628,622.13 Total of owners’ equity 4,935,325,002.05 4,755,754,727.58 Total of liabilities and owners’ equity 12,528,196,558.7 11,802,427,175.92 Legal representative :Zhou Yuming Person-in-charge of the accounting work:Li Xiyuan Person-in -charge of the accounting organ:Xiao Laijiu 55 2. Balance sheet of the Parent Company Unit:RMB Items Notes Year-end balance Year-beginning balance Current asset: Monetary fund 810,885,058.55 701,899,352.28 Trading financial assets Bill receivable Account receivable Prepayments Interest receivable 18,222.22 316,891.66 Dividend receivable 55,131,007.81 139,574,457.39 Other account receivable 6,009,810.94 3,657,454.9 Inventories Non-current asset due in 1 year Other current asset 10,000,000 160,000,000 Total of current assets 882,044,099.52 1,005,448,156.23 Non-current assets: Disposable financial asset 681,600,000 691,200,000 Expired investment in possess Long-term receivable Long term share equity investment 5,073,758,278.97 4,763,046,741.4 Property investment 5,056,793.13 5,288,899.83 Fixed assets 6,118,468.99 5,837,841.17 Construction in progress Engineering material Fixed asset disposal Production physical assets Gas & petrol Intangible assets R & D petrol Goodwill Long-germ expenses to be amortized 335,238.4 335,238.4 Differed income tax asset 56 Items Notes Year-end balance Year-beginning balance Other non-current asset Total of non-current assets 5,766,868,779.49 5,465,708,720.8 Total of assets 6,648,912,879.01 6,471,156,877.03 Current liabilities Short-term loans 481,470,000 481,470,000 Trade off financial liabilities Bill payable Account payable Advance payment Employees’ wage payable 328,469.48 88,015.62 Tax payable 250,911.13 1,912,304.18 Interest payable 84,111,047.15 29,720,154.33 Dividend payable 75,641,281.99 12,849,018.98 Other account payable 107,918,815.1 109,125,634.87 Non-current liability due in 1 year Other current liability 91,769,621.41 65,542,566.45 Total of current liability 841,490,146.26 700,707,694.43 Non-current liabilities: Long-term loan Bond payable 1,791,972,908.14 1,790,792,109.05 Long-term payable 2,022,210.11 2,022,210.11 Special payable Expected liabilities Differed income tax liability Other non-current liabilities Total of Non-current liabilities 1,793,995,118.25 1,792,814,319.16 Total of liability 2,635,485,264.51 2,493,522,013.59 Owners’ equity Share capital 1,257,117,748 1,257,117,748 Capital reserves 1,688,506,856.32 1,698,106,856.32 Less:Shares in stock Special reserves Surplus reserves 191,496,386.02 191,496,386.02 57 Items Notes Year-end balance Year-beginning balance Undistributed profit 876,306,624.16 830,913,873.1 Different of foreign currency translation Total of owners’ equity 4,013,427,614.5 3,977,634,863.44 Total of liabilities and owners’ equity 6,648,912,879.01 6,471,156,877.03 58 3. Consolidated Profit statement Unit:RMB Items Notes Report period Same period of the previous year I. Income from the key business 544,249,165.97 513,043,078.52 Incl:Business income 544,249,165.97 513,043,078.52 Interest income Insurance fee earned Fee and commission received II. Total business cost 529,950,732.63 436,360,804.01 Incl:Business cost 276,072,432.07 251,728,804.04 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Insurance policy dividend paid Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 20,126,545.91 18,846,946.7 Sales expense Administrative expense 77,632,477.02 60,950,667.18 Financial expenses 156,261,654.01 104,842,371.93 Asset impairment loss -142,376.38 -7,985.84 Add:Gains from change of fair value (“-”for loss) Investment gain(“-”for loss) 195,979,887.96 170,469,406.79 Incl: investment gains from affiliates 164,059,887.96 147,765,406.79 Gains from currency exchange (“-”for loss) III. Operational profit(“-”for loss 210,278,321.3 247,151,681.3 Add:Non-business income 5,298,494.57 4,541,890.38 Less:Non business expenses 772,399.81 54,762,939.21 Incl:Loss from disposal of non-current 411,158 54,620,542.73 assets IV.Total profit(“-”for loss) 214,804,416.06 196,930,632.47 59 Less:Income tax expenses 32,590,527.41 40,695,134.57 V. Net profit(“-”for net loss 182,213,888.65 156,235,497.9 Including: Net profit realized by the entity taken over before the takeover Net profit attributable to the owners of 157,483,597.89 145,165,687.23 parent company Minority shareholders’ equity 24,730,290.76 11,069,810.67 VI. Earnings per share: -- -- (I)Basic earnings per share 0.13 0.12 (II)Diluted earnings per share 0.13 0.12 VII. Other comprehensive income -9,600,000 -146,400,000 VIII. Total comprehensive income 172,613,888.65 9,835,497.9 Total comprehensive income attributable to the 147,883,597.89 -1,234,312.77 owner of the parent company Total comprehensive income attributable 24,730,290.76 11,069,810.67 minority shareholders Enterprise combination under same controlling at the end of current period. the net profit for the enterprise to be combined is 0.00. Legal representative :Zhou Yuming Person-in-charge of the accounting work:Li Xiyuan Person-in -charge of the accounting organ:Xiao Laijiu 60 4. Profit statement of the Parent Company Unit:RMB Items Notes Report period Same period of the previous year I. Income from the key business 4,612,807.08 1,790,886.95 Incl:Business cost 232,106.7 232,106.7 Business tax and surcharge 261,714.98 101,901.46 Sales expense Administrative expense 40,952,010.35 31,963,844.23 Financial expenses 75,266,402.98 31,472,815.56 Asset impairment loss Add:Gains from change of fir value (“-”for loss) Investment gain(“-”for loss) 220,348,068.29 199,722,496.76 Incl: investment gains from affiliates 164,059,887.96 147,765,406.79 III. Operational profit(“-”for loss 108,248,640.36 137,742,715.76 Add:Non-business income 3,391,900 Less:Non business expenses 1.9 230 Incl:Loss from disposal of non-current assets IV.Total profit(“-”for loss) 108,248,638.46 141,134,385.76 Less:Income tax expenses V. Net profit(“-”for net loss) 108,248,638.46 141,134,385.76 VI. Earnings per share: -- -- (I)Basic earnings per share (II)Diluted earnings per share VII. Other comprehensive income -9,600,000 -146,400,000 VIII. Total comprehensive income 98,648,638.46 -5,265,614.24 61 5. Consolidated Cash flow statement Unit :RMB Items Report period Same period of the previous year I.Cash flows from operating activities Cash received from sales of goods or rending of 517,434,755.24 502,947,560.33 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 business operation 22,799,498.85 20,242,091.83 Sub-total of cash inflow 540,234,254.09 523,189,652.16 Cash paid for purchasing of merchandise and 56,034,700.62 67,332,165.99 services Net increase of client trade and advance Net increase of savings n central bank and brother 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 88,289,960.91 67,207,759.01 Taxes paid 38,835,269.22 26,230,492.43 Other cash paid for business activities 32,917,090.57 50,796,758.42 Sub-total of cash outflow from business 216,077,021.32 211,567,175.85 activities 62 Items Report period Same period of the previous year Cash flow generated by business operation, net 324,157,232.77 311,622,476.31 II.Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains 149,711,799.97 185,600,689.22 Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term 4,734,559.6 62,807 assets Net cash received from disposal of subsidiaries or other operational units Net cash received from disposal of subsidiaries or other operational units Sub-total of cash inflow due to investment 154,446,359.57 185,663,496.22 activities Cash paid for construction of fixed assets, 514,521,507.91 364,026,349.12 intangible assets and other long-term assets Cash paid as investment 290,000,000 Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for investment activities Sub-total of cash outflow due to investment 514,521,507.91 654,026,349.12 activities Net cash flow generated by investment -360,075,148.34 -468,362,852.9 III.Cash flow generated by financing Cash received as investment 77,935,000 48,897,500 Incl: Cash received as investment from minor 77,935,000 48,897,500 shareholders Cash received as loans 1,308,690,000 786,000,000 Cash received from bond placing Other financing –related ash received Sub-total of cash inflow from financing 1,386,625,000 834,897,500 activities Cash to repay debts 938,570,000 547,000,000 Cash paid as dividend, profit, or interests 165,569,467.02 126,890,429.62 Incl: Dividend and profit paid by subsidiaries 8,122,726.78 to minor shareholders 63 Items Report period Same period of the previous year Other cash paid for financing activities 5,470,000 Sub-total of cash outflow due to financing 1,109,609,467.02 673,890,429.62 activities Net cash flow generated by financing 277,015,532.98 161,007,070.38 IV. Influence of exchange rate alternation on cash 2,186.66 -9,339.08 and cash equivalents V.Net increase of cash and cash equivalents 241,099,804.07 4,257,354.71 Add: balance of cash and cash equivalents at 1,018,999,531.05 258,881,333.75 the beginning of term VI.Balance of cash and cash equivalents at the 1,260,099,335.12 263,138,688.46 end of term 64 6. Cash flow statement of the Parent Company Unit:RMB Items Report period Same period of the previous year I.Cash flows from operating activities Cash received from sales of goods or rending of services Tax returned Other cash received from business operation 29,376,454.51 14,495,007.95 Sub-total of cash inflow 29,376,454.51 14,495,007.95 Cash paid for purchasing of merchandise and services Cash paid to staffs or paid for staffs 26,123,947.3 17,539,401.1 Taxes paid 325,058.59 67,738.05 Other cash paid for business activities 17,222,675.65 14,401,140.87 Sub-total of cash outflow from business 43,671,681.54 32,008,280.02 activities Cash flow generated by business operation, net -14,295,227.03 -17,513,272.07 II.Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains 174,079,980.3 185,600,689.22 Net cash retrieved from disposal of fixed assets, 13,500 intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other cash receivable for investment activities 164,804,783.32 101,572,247.5 Sub-total of cash inflow due to investment 338,884,763.62 287,186,436.72 activities Cash paid for construction of fixed assets, 969,239 508,036 intangible assets and other long-term assets Cash paid as investment 180,000,000 436,692,500 Net cash received from subsidiaries and other operational units Other cash paid for investment activities 10,000,000 205,000,000 Sub-total of cash outflow due to investment 190,969,239 642,200,536 activities Net cash flow generated by investment 147,915,524.62 -355,014,099.28 65 Items Report period Same period of the previous year III.Cash flow generated by financing Cash received as loans Cash received from bond placing 315,990,000 386,000,000 Other financing –related ash received Sub-total of cash inflow from financing 315,990,000 386,000,000 activities Cash to repay debts 315,990,000 50,000,000 Cash paid as dividend, profit, or interests 19,166,777.98 7,719,200.23 Other cash paid for financing activities 5,470,000 Sub-total of cash outflow due to financing 340,626,777.98 57,719,200.23 activities Net cash flow generated by financing -24,636,777.98 328,280,799.77 IV. Influence of exchange rate alternation on cash 2,186.66 -9,339.08 and cash equivalents V.Net increase of cash and cash equivalents 108,985,706.27 -44,255,910.66 Add: balance of cash and cash equivalents at the 701,899,352.28 179,597,767.35 beginning of term VI.Balance of cash and cash equivalents at the end 810,885,058.55 135,341,856.69 of term 66 7. Consolidated Statement on Change in Owners’ Equity Report period Unit:RMB Amount of the Current term Owner’s equity Attributable to the Parent Company Items Less: Comm Minor Special Total of Shares on risk shareholders’ Share Capital Capital reserves ized Surplus reserves Attributable profit Other owners’ equity in provisi equity reserve stock on I.Balance at the end of last year 1,257,117,748 1,697,958,715.57 191,496,386.02 968,553,255.86 640,628,622.13 4,755,754,727.58 Add: Change of accounting policy Correcting of previous errors Other II.Balance at the beginning of 1,257,117,748 1,697,958,715.57 191,496,386.02 968,553,255.86 640,628,622.13 4,755,754,727.58 current year III.Changed in the current year -9,600,000 94,627,710.49 94,542,563.98 179,570,274.47 (I) Net profit 157,483,597.89 24,730,290.76 182,213,888.65 (II)Other misc.income -9,600,000 -9,600,000 Total of (I) and (II) -9,600,000 157,483,597.89 24,730,290.76 172,613,888.65 (III) Investment or decreasing 0 0 0 0 0 0 0 0 77,935,000 77,935,000 of capital by owners 67 Amount of the Current term Owner’s equity Attributable to the Parent Company Items Less: Comm Minor Special Total of Shares on risk shareholders’ Share Capital Capital reserves ized Surplus reserves Attributable profit Other owners’ equity in provisi equity reserve stock on 1. Capital inputted by owners 77,935,000 77,935,000 2.Amount of shares paid and accounted as owners’ equity 3. Other (IV)Profit allotment 0 0 0 0 0 0 -62,855,887.4 0 -8,122,726.78 -70,978,614.18 1.Providing of surplus reserves 2.Providing of common risk provisions 3.Allotment to the owners (or -62,855,887.4 -8,122,726.78 -70,978,614.18 shareholders) 4.Other (V) Internal transferring of 0 0 0 0 0 0 0 0 0 0 owners’ equity 1. Capitalizing of capital reserves (or to capital shares) 2. Capitalizing of surplus 68 Amount of the Current term Owner’s equity Attributable to the Parent Company Items Less: Comm Minor Special Total of Shares on risk shareholders’ Share Capital Capital reserves ized Surplus reserves Attributable profit Other owners’ equity in provisi equity reserve stock on 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 (VII)Other IV. Balance at the end of this 1,257,117,748 1,688,358,715.57 191,496,386.02 1,063,180,966.35 735,171,186.11 4,935,325,002.05 term 69 Amount of the previous term Unit:RMB Amount of the previous term Owner’s equity Attributable to the Parent Company Items Less: Comm Minor Special Total of owners’ Shares on risk shareholders’ Share Capital Capital reserves ized Surplus reserves Attributable profit Other equity in provisi equity reserve stock on I.Balance at the end of last year 1,257,117,748 1,957,158,715.57 164,481,109.54 904,494,101.24 516,723,439.8 4,799,975,114.15 Add:Retrospective adjustment caused by merger of entities under common control Add: Change of accounting policy Correcting of previous errors Other II.Balance at the beginning of 1,257,117,748 1,957,158,715.57 164,481,109.54 904,494,101.24 516,723,439.8 4,799,975,114.15 current year III.Changed in the current year -259,200,000 27,015,276.48 64,059,154.62 123,905,182.33 -44,220,386.57 (I) Net profit 216,786,205.9 7,086,956.05 223,873,161.95 (II)Other misc.income -259,200,000 -259,200,000 Total of (I) and (II) -259,200,000 216,786,205.9 7,086,956.05 -35,326,838.05 70 (III) Investment or decreasing 0 0 0 0 0 0 0 0 140,962,500 140,962,500 of capital by owners 1. Capital inputted by owners 140,962,500 140,962,500 2.Amount of shares paid and accounted as owners’ equity 3. Other (IV)Profit allotment 0 0 0 0 27,015,276.48 0 -152,727,051.28 0 -24,144,273.72 -149,856,048.52 1.Providing of surplus reserves 27,015,276.48 -27,015,276.48 2.Providing of common risk provisions 3.Allotment to the owners (or -125,711,774.8 -24,144,273.72 -149,856,048.52 shareholders) 4.Other (V) Internal transferring of 0 0 0 0 0 0 0 0 0 0 owners’ equity 1. Capitalizing of capital reserves (or to capital shares) 2. Capitalizing of surplus reserves (or to capital shares) 3.Making up losses by surplus reserves. 4. Other 71 (VI) Special reserves 1. Provided this year 2.Used this term (VII)Other IV. Balance at the end of this 1,257,117,748 1,697,958,715.57 191,496,386.02 968,553,255.86 640,628,622.13 4,755,754,727.58 term 72 8. Statement of change in owner’s Equity of the Parent Company Amount of the Current term Unit:RMB Amount of the Current term Items Less: Specializ Common Share Capital Capital reserves Shares in ed Surplus reserves risk Attributable profit Total of owners’ equity stock reserve provision I.Balance at the end of last year 1,257,117,748 1,698,106,856.32 191,496,386.02 830,913,873.1 3,977,634,863.44 Add: Change of accounting policy Correcting of previous errors Other II.Balance at the beginning of 1,257,117,748 1,698,106,856.32 191,496,386.02 830,913,873.1 3,977,634,863.44 current year III.Changed in the current year -9,600,000 45,392,751.06 35,792,751.06 (I) Net profit 108,248,638.46 108,248,638.46 (II)Other misc.income -9,600,000 -9,600,000 Total of (I) and (II) -9,600,000 108,248,638.46 98,648,638.46 (III) Investment or decreasing of 0 0 0 0 0 0 0 0 capital by owners 1. Capital inputted by owners 73 Amount of the Current term Items Less: Specializ Common Share Capital Capital reserves Shares in ed Surplus reserves risk Attributable profit Total of owners’ equity stock reserve provision 2.Amount of shares paid and accounted as owners’ equity 3. Other (IV)Profit allotment 0 0 0 0 0 0 -62,855,887.4 -62,855,887.4 1.Providing of surplus reserves 2.Providing of common risk provisions 3.Allotment to the owners (or -62,855,887.4 -62,855,887.4 shareholders) 4.Other (V) Internal transferring of 0 0 0 0 0 0 0 0 owners’ equity 1. Capitalizing of capital reserves (or to capital shares) 2. Capitalizing of surplus reserves (or to capital shares) 3.Making up losses by surplus reserves. 74 Amount of the Current term Items Less: Specializ Common Share Capital Capital reserves Shares in ed Surplus reserves risk Attributable profit Total of owners’ equity stock reserve provision 4. Other (VI) Special reserves 1. Provided this year 2.Used this term (VII)Other IV. Balance at the end of this 1,257,117,748 1,688,506,856.32 191,496,386.02 876,306,624.16 4,013,427,614.5 term 75 Amount of the previous term Unit:RMB Amount of the previous term Items Less: Specializ Common Share Capital Capital reserves Shares in ed Surplus reserves risk Attributable profit Total of owners’ equity stock reserve provision I.Balance at the end of last year 1,257,117,748 1,957,306,856.32 164,481,109.54 713,488,159.63 4,092,393,873.49 Add: Change of accounting policy Correcting of previous errors Other II.Balance at the beginning of 1,257,117,748 1,957,306,856.32 164,481,109.54 713,488,159.63 4,092,393,873.49 current year III.Changed in the current year -259,200,000 27,015,276.48 117,425,713.47 -114,759,010.05 (I) Net profit 270,152,764.75 270,152,764.75 (II)Other misc.income -259,200,000 -259,200,000 Total of (I) and (II) -259,200,000 270,152,764.75 10,952,764.75 (III) Investment or decreasing of 0 0 0 0 0 0 0 0 capital by owners 1. Capital inputted by owners 2.Amount of shares paid and accounted as owners’ equity 76 Amount of the previous term Items Less: Specializ Common Share Capital Capital reserves Shares in ed Surplus reserves risk Attributable profit Total of owners’ equity stock reserve provision 3. Other (IV)Profit allotment 0 0 0 0 27,015,276.48 0 -152,727,051.28 -125,711,774.8 1.Providing of surplus reserves 27,015,276.48 -27,015,276.48 2.Providing of common risk provisions 3.Allotment to the owners (or -125,711,774.8 -125,711,774.8 shareholders) 4.Other (V) Internal transferring of 0 0 0 0 0 0 0 0 owners’ equity 1. Capitalizing of 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 77 Amount of the previous term Items Less: Specializ Common Share Capital Capital reserves Shares in ed Surplus reserves risk Attributable profit Total of owners’ equity stock reserve provision 1. Provided this year 2.Used this term (VII)Other IV. Balance at the end of this 1,257,117,748 1,698,106,856.32 191,496,386.02 830,913,873.1 3,977,634,863.44 term 78 I.Basic Information of the Company 1.The Company was established in February 1993, which was originally named as Guangdong Fokai Expressway Co., Ltd. On June 30, 1993, it was renamed as Guangdong Provincial Expressway Development Co., Ltd. after reorganization pursuant to the approval of the Office of Joint Examination Group of Experimental Units of Share Holding System with YLSB (1993)No. 68 document. The share capital structure after reorganization is as follows: 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 yuan/sheres 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 all 79 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, 2012, the quantity of the shares subject to sale restriction held by senior executives is 207,036. 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 Securities Regulatory Commission by document Zheng-Jian-Gong-Si-Zi [2003]No.3, the 45,000,000 non-negotiable 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”. (II)The Company’s Organizational structure and the actual cortroller As of June 30, 2012,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 , Security Affairs Department, Management Development , Financial Management Development , Base construction Department, Audit and Supervise Department, Affairs Department, Personnel Department , Party Work Departmen, Law affairs Department and Labour union etc. 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, 2012,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(if the above mentioned business scope requires licenses to operate, then operation licenses are required). (III)The Company’s main business and share, holding company 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 80 concurrently engaged in automobile transport and warehousing supporting its business. 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. And Guangzhou Guangle Expressway Co., Ltd. <0} 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. Furthermore, all the materials of financial statements of the company meet the relevant disclosure requirements of financial statements and notes on the “Editing and Reporting Rules Regarding Information Disclosure for Companies Publicly Issuing Securities No. 15 – General Provisions of Financial Statements” promulgated and revised by China Securities Regulatory Commission in 2010. (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. 81 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. 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 82 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. The portion of a subsidiary’s equity that is not attributable to the parent is treated as minority shareholders’ interest and presented as “minority interest” in the consolidated balance sheet within owners’ equity. The portion of net profits or losses of subsidiaries for the period attributable to minority interest is presented in the consolidated income statement below the “net profit” line item as “minority interest”. In the consolidated financial statements, when the amount of loss for the period attributable to the minority shareholders of a subsidiary exceeds the minority shareholders’ portion of the opening balance of owners’ equity of the subsidiary, the excess amount should be still allocated against minority interest. 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. For purchase of minority interests held by the minority shareholders of a subsidiary, when preparing the consolidated financial statements, the difference between the long-term equity investment newly gained by buying minority interests and the portion of net assets consistently calculated from the acquisition date (or the consolidation date) pursuant to newly added shareholding percentage entitled by the subsidiary should be adjusted to the owners’ equity (the capital reserve). If the capital reserve is not sufficient to absorb the difference, any excess is adjusted against retained earnings. 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. 83 (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 tools 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. 84 (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 accounts 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. 85 (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. 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. 86 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. Accounts receivable with material specific amount and specific provisioned bad bebt preparation. (1)Judgment criteria or amount standard of material specific amount or amount criterial:the accounts receivable whose single amount is over RMB 1 million & accounts for over 10% of the accounts receivable amount. (2)Provision method with material specific amount and provision of specific bad debt preparation: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. 2. The accounts receivable of bad debt provisions made by Group (1)Recognition basis of credit risk feature portfolio:the accounts receivable whose single amount is over RMB 1 million & accounts for over 10% of the accounts receivable amount. the accounts receivable under 5 years of age which are not significant without any business connections any more. (2)Counting & drawing method according to credit risk feature portfolio: ①The adopting aging analysis method: Resere proportion for Reserve Proportion for other Aging accounts receivable (%) receivables(%) Within 1 year(Including 1 year) 0 0 87 Resere proportion for Reserve Proportion for other Aging accounts receivable (%) receivables(%) 1-2 years 10 10 2-3 years 30 30 3-4 years 50 50 4-5 years 90 90 Over 5 years 100 100 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. ②The accounts receivable of bad debt provisions withdrawn by adopting other methods: 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. Recognition Standard and Counting & Drawing Method of Bad Debt Reserves for the Accounts Receivable Whose Single Amount Is not Significant (1)The accounts receivable under 5 years of age which are not significant without any business connections any more. Account receivable with non-material specific amount but specific bad debt preparation: the accounts receivable under 5 years of age which are not significant without any business connections any more. (2)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 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. (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. 4. Inventory System:Adopts the Perpetual Inventory System 88 (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. 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 89 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 the 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 90 being invested should also be resumed, and at the same time, the investment income should be confirmed. (3)Disposal of a long-term equity investment On disposal of a long term equity investment, the difference between the proceeds actually received and the carrying amount is recognized in profit or loss for the current period. For a long-term equity investment accounted for using the equity method, any changes in the owners’ equity of the investee other than net profits or losses included in the owners’ equity of the investing enterprise, shall be transferred to profit or loss for the current period on a pro-rata basis according to the proportion disposed of. (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. 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. 91 (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 assets 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. 92 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 Annual depreciation rate value 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%-4.85% Machine Equipment 10 years 3%—10% 9%-9.7% Transportation Equipment 5-8 years 3%—10% 11.25%-19.4% Electric Equipment and other equipment 5-15 years 3%—10% 6 %-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 amount 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. 93 (16)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 future 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. (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. 94 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 Period 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 95 (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,amortization 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 96 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 payable When the company is issuing bonds, the total price issued should be included in the "payable bonds" subject. 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 incomes of the company mainly include: The toll service income, providing labor services. 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; 97 (3). The progress of completion of the service can be reliably identified. (22)Government subsidies 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. 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 non-operating 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 non-operating earnings; When the subsidies are used to compensate the relevant expenses or loss that occurred, the subsidies are directly charged to the current non-operating earnings. (23)Deferred income tax assets and deferred income tax liabilities 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. 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)Accounting Methods of Income Tax The company’s income tax is accounted in Balance Sheet Liability Approach. The company recognizes the sum of current income tax and deferred tax as the income tax expenses (or incomes) in the income statement on the basis of calculating and determining the income tax of the current period (namely the current taxes payable) and the deferred tax (the deferred tax expenses or incomes), but excluding the effects of the business combination and the income taxes related to the transactions or events directly recorded in the owner’s rights and interests. (25)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 98 No Changing of Major accounting estimations in report term. (26)Correcting of accounting errors in the prior period No changing of accounting errors in the prior period III. Taxation (I)Turnover tax and surcharges 1.Turnover tax Type of taxes Taxable Items Tax ratio Business tax Toll income 3%、5% 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. 3..Education surcharges Calculated and paid at 3% of the turnover tax. 4.Local Education surcharges Calculated and paid at 2% of the turnover tax. 5.Defend expense Calculated and paid at 0.1% or 0.12% of the turnover tax. (II) Enterprise income tax According to “Provisional Regulations of Enterprise Income Tax of PRC”, the Company pays enterprise income tax at 25%. IV.Enterprise Consolidated and Consolidated Financial Statement (I)Informationof subsidiaries 1.The subsidiary acquired through the establishment or investment and other means. 99 Name of Business Type Registered address Registered capital Operating scope subsidiary nature Investment in technical industries and provision of relevant consulting services, research and development of lighting technology of City and Road, energy saving and storage technology, Guangdong 4/F,Expressway Expressway Holding Technology photovoltaic technology of solar energy and Builidin No.85 Technology subsidiaries Baiyun, Investment 100,000,000.00 production and sales of relevant products, design, Investment Yuexiu , and production, release and agency of all kinds of Co., Ltd. Guangzhou Consultation domestic and foreign advertisements, construction and maintenance management of highway projects and domestic trade. (excluding gold, silver, motor vehicles and dangerous chemicals) On table The balance between current losses Balance of other assumed by minority shareholders’ The year end’s essenfaly Whether Amount deducted from owners’ equity Equity Voting Name of consolida Minority deduct from holding power actual amount of constituting net te hareholderminority belongs to parent company and the percenta subsidiary (%) financial ’ equity shareholders’ capital investment investment in ge minority shareholders’ attributable statement equity subsidiar share of owners’ equity at the opening balance Guangdong Expressway Technology 95,920,000.00 100.00 100.00 Yes Investment Co., Ltd. 2.The Subsidiary through business combination under the same control Name of Registered Business Type Registered capital Operating scope subsidiary address nature HoldingWest Express Construction, tolling, maintenance and management of Guangfo subsidiar Shabei, way Guangfo Expressway, automobile fueling, Form Expressway 200,000,000.00 Co., Ltd. ies Guangzh Manage Hengsha Guangzhou to Foshan xiebian,A total length of 15.7 km, salvage, maintenance and cleaning up. ou ment No.83 Operation and management of Fokai Expressway and Holding Express its supporting facilities, automobile salvage, Guangdong Baiyun maintenance and cleaning, supply of automobile parts Fokai subsidiar way and components, maintenance and management of Expressway Road,Yu 1,108,000,000.00 ies Manage Jiujiang Bridge of Guangzhan Highway. Auto rescue Co., Ltd. exiu, and repair (operated by subsidiaries). Sales of industrial ment capital goods (excluding gold, silver, motor vehicles Guangzh and dangerous chemicals), construction materials, 100 ou department goods, needles, textiles, metals, cross-powers. On table Balance of TThe balance betwee other Whet urrent her essenfaly cons Amount losses assumed by The year end’s Equity Voting minority shareholders’ Name of constitutin holding olidat Minority deduct from power e shareholders’ minority deducted from owners’ actual amount of subsidiary g net percent equity belongs to parent finan equity shareholders’ capital investment age (%) company and the minority investment cial equity state shareholders’ attributable in ment share of owners’ equity a the opening balance subsidiary Guangfo Expressway 242,151,386.98 75.00 75.00 Yes 72,072,575.06 Co., Ltd. Guangdong Fokai Expressway 2,537,173,165.77 75.00 75.00 Yes663,098,611.05 Co., Ltd. 3.The Subsidiaries through business combinations not under the same control None. (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 None. V. Notes to the major items of consolidated financial stateme Unless otherwise specified, in the following notes to the items in theconsolidated financial statements: the beginning of the period refers to the day of December 31, 2011, the end of the period refers to the day of June 30, 2012, The previous period refers to January –June 2011, and the current period refers to January- June 2012. (I)Monetary Capital Amount in year-end Amount in year-begin Items Foreign Foreign currency Exchange rate RMB Exchange rate RMB currency Cash 136,250.36 84,289.76 101 Amount in year-end Amount in year-begin Items Foreign Foreign currency Exchange rate RMB Exchange rate RMB currency RMB 136,250.36 84,289.76 Bank deposit 1,259,422,364.41 1,017,878,434.19 RMB 1,259,027,971.69 1,017,486,248.01 HKD 483,786.86 0.8152 394,392.72 483,762.40 0.8107 392,186.18 Other currency 540,720.35 1,036,807.10 RMB 540,720.35 1,036,807.10 Total 1,260,099,335.12 1,018,999,531.05 Which restricted the monetary funds as follows: Items Amount in year-end Amount in year-begin Tolls clearing account funds 19,579,994.85 12,073,656.90 Total 19,579,994.85 12,073,656.90 (2)Account receivable 1.Classification accojunt receivables. Amount in year-end Classification Book Balance Bad debt provision Amount Proportion(%) Amount Proportion(%) Receivables with major individual amount and 38,005,712.26 93.63 bad debt provision provided individually Receivables provided bad debt provision in 2,587,212.44 6.37 13,952.43 0.54 groups Incl:account reveivables on which bad debt 2,587,212.44 6.37 13,952.43 0.54 provisions are provided on age basis Account receivable with minor individual amount but bad debt provision is provided Total 40,592,924.70 100.00 13,952.43 0.03 On table Amount in year- begin Classification Book Balance Bad debt provision Amount Proportion(%) Amount Proportion(%) 102 Receivables with major individual amount and 14,496,628.58 81.72 bad debt provision provided individually Receivables provided bad debt provision in 3,243,441.96 18.28 13,952.43 0.43 groups Incl:account reveivables on which bad debt 3,243,441.96 18.28 13,952.43 0.43 provisions are provided on age basis Account receivable with minor individual amount but bad debt provision is provided Total 17,740,070.54 100.00 13,952.43 0.08 ——Account reveivables on which bad debt provisions are provided on age basis in the group: Balance in year-end Balance in year-begin Age Balance of book Bad debt Balance of book Bad debt Amount Propertion(%) provision Amount Propertion(%) provision Within 1 2,552,707.59 98.67 3,208,937.11 98.94 year 1-2 years 2-3 years 16,500.00 0.64 4,950.00 16,500.00 0.51 4,950.00 3-4years 18,004.85 0.69 9,002.43 18,004.85 0.55 9,002.43 4-5 years Over 5 years Total 2,587,212.44 100.00 13,952.43 3,243,441.96 100.00 13,952.43 ——No individually insignificant receivables with bad debt provision recognized individually at the end of period. Name Balance of book Bad debt Proportion(%) Reason provision Guangdong Union Electric toll Co., Ltd. 36,011,782.26 Account collected Guangdong Guanghui Expressway 1,993,930.00 Account collected Co., Ltd. Total 38,005,712.26 ⑵There is no Reversal during the reporting period (3). There is no recovery of accounts receivable through restructuring in the current. (4) There is no accounts receivable that were written off in the current. (5)There was no account receivable due from shareholders with more than 5% (including 5%) of the voting shres of the 103 company. (6)The top 5 arrearage in accounts receivable Proportion to Relationship with the Name Amount Aging total accounts Company receivalbe(%) Guangdong Union Electric Within 1 year No relationship 36,011,782.26 88.71 toll Co., Ltd. Guangdong Guanghui Expressway Within 1 year Joint venture 1,993,930.00 4.91 Co., Ltd. Guangzhou Zhongqiu Within 1 year No relationship 772,267.76 1.90 advertising Co., Ltd. Zhaoqing Guanghe Expressway Co., Ltd No relationship 482,416.00 Within 1 year 1.19 Controlled by the same Within 1 year Guangdong Expressway Co., Ltd. 264,375.00 0.65 parent company Total 39,524,771.02 97.36 ⑺The situation on the accounts receivable from the Related parties Proportion to total Relationship with the Name Amount Aging accounts Company receivalbe(% ) Guangdong Guanghui Expressway Co., Within 1 Joint venture 1,993,930.00 4.91 Ltd. year Controlled by the same Within 1 Guangdong Expressway Co., Ltd. 264,375.00 0.65 parent company year Controlled by the same Guangdong Lulutong Co., Ltd. 18,004.85 3-4 years 0.04 parent company Total 2,276,309.85 5.60 (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. (3)Prepayment 104 1.Age analysis Balance in year-end Balance in year-begin Age Amount Proportion Amount Proportion Within 1 year 69,643,524.21 45.04 96,717,091.73 66.70 1-2 years 60,225,199.60 38.95 12,494,376.72 8.62 2-3 years 24,544,927.30 15.87 35,601,690.20 24.56 Over 3 years 220,738.90 0.14 169,738.00 0.12 Total 154,634,390.01 100.00 144,982,896.65 100.00 ⑵The top five companies according to the Prepayment Reasons for Name Relationship with the Company Amount Time pending accounts Within 3 years Prepayment ha Guangdong Changda Highway Controlled by the same 88,157,232.60 s not been dedu Engineering Co., Ltd. parent company cted Within 3 years Prepayment ha Controlled by the same Guangdong Guanyueluqiao Co., Ltd. 33,026,247.00 s not been dedu parent company cted Prepayment ha Hubei Luqiao Group Co., Ltd. No relationship 11,221,476.40 Within 2 years s not been dedu cted Prepayment ha Zhiguang Jietong Technology Co., No relationship 5,610,003.00 Within 3 years s not been dedu Ltd cted Prepayment ha Guangdong Xinguang International No relationship 4,144,265.00 1-2 years s not been dedu Co., Ltd. cted Total 142,159,224.00 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 105 Proportion Name Relationship with the Company Amount Time (%) Guangdong Changda Highway Controlled by the same 88,157,232.60 Within 3 years 57.01 Engineering Co., Ltd. parent company Controlled by the same Guangdong Guanyueqiao Co., Ltd. 33,026,247.00 Within 3 years 21.36 parent company Guangdong Hualu Communication Controlled by the same 200,000.00 1-2 years 0.13 Technology Co., Ltd. parent company Total 121,383,479.60 78.50 (4) Dividends receivable Whether the Reasons for relevant Amount at year Increase at this Decrease at this Amount at Items not being funds have beginning period period period end recovered signs for impairmen t 1.The dividends receivable with account age less than one 90,658,881.05 65,268,350.39 149,711,799.97 6,215,431.47 year The dividend of Jungzhu Expressway in 2010 and 54,443,449.58 54,443,449.58 surplus dividend in last year The surplus dividend of Guangdong Guanghui Not Expressway Co., Ltd in 2010 36,215,431.47 30,000,000.00 6,215,431.47 paydividen No and dividend in First ds quarter-Third quarter 2011. The dividend of Shenzhen Huiyan Expressway in the 22,000,000.00 22,000,000.00 Second half of 2011 The dividend of China Everbright Bank Co., Ltd. in 31,920,000.00 31,920,000.00 2011. The dividend of Zhaoqing Yuezhao Highway Co., Ltd. in 11,348,350.39 11,348,350.39 2011 and in the first half year of 2012 106 Whether the Reasons for relevant Amount at year Increase at this Decrease at this Amount at Items not being funds have beginning period period period end recovered signs for impairmen t Total 90,658,881.05 65,268,350.39 149,711,799.97 6,215,431.47 5 .Other receivable 1.Type analyses: Amount in year-end Book Balance Bad debt provision Type Amount Proportion(%) Amount Proportion(% ) Individually significant accounts receivable 62,215,977.01 61.21 62,215,977.01 100.00 Receivables provided bad debt provision In 39,432,534.04 38.79 1,659,703.68 4.21 the group Group I:Other Receivables account receivables on which bad debt provisions are 25,391,283.08 24.98 1,659,703.68 6.54 provided on other basis Group II:Other Receivables account receivables on which bad debt provisions are 14,041,250.96 13.81 provided on other basis Other non-material other receivables Total 101,648,511.05 100.00 63,875,680.69 62.84 On table Amount in year-begin Type Book Balance Bad debt provision Amount Proportion(%) Amount Proportion(%) Individually significant accounts receivable 62,215,977.01 60.90 62,215,977.01 100.00 Receivables provided bad debt provision In the group 39,643,008.50 38.81 1,659,703.68 4.19 Group I:Other Receivables account receivables on which bad debt provisions are 25,595,218.33 25.05 1,659,703.68 6.48 107 provided on other basis Group II:Other Receivables account receivables on which bad debt provisions are provided on other basis 14,047,790.17 13.76 Other non-material other receivables 300,000.00 0.29 300,000.00 100.00 Total 102,158,985.51 100.00 64,175,680.69 62.82 ——Other Account receivables on which bad debt provisions are provided on age basis in the group: Amount in year-end Amount in year-begin Age Book Balance Bad debt provision Book Balance Bad debt provision Amount Proportion(%) Amount Proportion(%) Within 23,731,579.40 93.46 23,935,514.65 93.52 1 year 1-2 years 2-3 years 3-4 years 4-5 years Over 5 1,659,703.68 6.54 1,659,703.68 1,659,703.68 6.48 1,659,703.68 Years Total 25,391,283.08 100.00 1,659,703.68 25,595,218.33 100.00 1,659,703.68 ——Other Account receivables on which bad debt provisions are provided on Other basis in group Other account receivables Book Balance Bad debt provision Land and Resources Bureau of 7,366,300.00 Foshan.Chancheng Branch Guangdong Xingyu Law Office 2,297,134.96 Heshan Financial Bureau 1,835,391.00 Foshan Chancheng Human Resources and 1,006,743.00 social Security Bureau Heshan Human Resources and social Security 999,000.00 Bureau 108 Other account receivables Book Balance Bad debt provision Foshan Nanhai Human Resources and Cocial 449,682.00 Security Bureau Guangdong Gaoda Property Development Co., 87,000.00 Ltd. Total 14,041,250.96 ——There is no significant amount or the test of depreciation of value of bad debts provision of accounts receivable at the ending. Name Book balance Bad debt Proportion (%) Reasons provision Kunlun Securities Co., Ltd. 49,995,897.10 49,995,897.10 100.00 Notes 1 Beijing Gelin Enze 12,220,079.91 12,220,079.91 100.00 Notes 2 Guangzhou Putian Zhongzhi 62,215,977.01 62,215,977.01 Total Notes1: The parent company once paid RMB33.683,774.79 into KunLun Securities Co, Ltd, Guangdong expressway technology investment Co, Ltd once paid RMB18.000,000.00 into KunLun Securities Co, Ltd. Qinghai Province Xining City’s intermediate people's court made a adjudication under law declared that KunLun Securities 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 Securities 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, The RMB 977,527.77 credit was recovered in 2011, and the provision for bad debt is deducted. 2. Guangdong Expressway technology investment Co, Ltd should charge Beijing Gelin Enzhe Organic fertilizer Co, Ltd for RMB 12,220,079.91. Eight millions of it was entrust loan, three millions was temporary borrowing. RMB 12.400.00 is the commission loan interest, the rest of it was advance money for another. Beijing Gelin Enze Organic fertilizer Co, Ltd’s operating status was bad and had already ceased producing, Accordingly, the controlling subsidiary of the company Guangdong Expressway Investment Co., Ltd. accounted full provision for bad debt RMB 12,220,079.91 Provision . ⑵Reversal or Recovery of the Current Period Accumulatively Accruing Amount of Reasons of Reversal Determine the Basis of Allowances for Bad Debt Other Receivables Reversal or or Recovery Bad Debt Provision before Reversal or Recovery Recovery Guangzhou Putian Recovered liqu Write-off 300,000.00 142,376.38 109 Zhongzhi idation balance Total 142,376.38 (3)There is no recovery of other accounts receivable through restructuring in the current report period. (4). The cancellation after verification on other accounts receivable in the current Whether because Verification Notes Other Reason of associated of the amount transactions liquidation co Advance liquidation Guangzhou Putian Zhongzhi 157,623.62 mpleted No funds Total 157,623.62 (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 The proportion Relationship with of the total Name Amount Aging the Company of other receivables (%) Kunlun Securities Co.,Ltd No relationship 49,995,897.10 Over 5 years 49.19 Beijing Gelin Enze Joint venture 12,220,079.91 4-5 years 12.02 Foshan Land resources Bureau, No relationship 7,366,300.00 2-3 years 7.25 Chancheng Branch Li Jing(Reserve fund) Cashier of subsidiary company 2,551,500.00 Within 1 year 2.51 Guangdong Xingyu Law Office No relationship 2,297,134.96 1-5 years 2.26 Total 74,430,911.97 73.23 ⑺The accounts receivable from the Related parties The proportion of Relationship with the Name Amount Time the total of other Company receivables (%) Beijing Gelin Enze Joint venture 12,220,079.91 4-5 years 12.02 Controlled by the same Within 1 Guangdong Guanyueluqiao Co.,Ltd. 1,575,967.15 1.55 parent company year Guangdong Litong Property Controlled by the same Within 1 1,400,176.00 1.38 Investment Co., Ltd. parent company year Guangdong Guanghui Expressway Joint venture 500,000.00 Within 1 0.49 110 The proportion of Relationship with the Name Amount Time the total of other Company receivables (%) Co., Ltd. year Guangdong Kaiyang Expressway Co., Controlled by the same Within 1 461,907.56 0.45 Ltd. parent company year Within 1 Zhaoqing Yuezhao Highway Co., Ltd. Joint venture 419,254.95 0.41 year Guangdong Maozhan Expressway Controlled by the same Within 1 118,469.97 0.12 Co., Ltd. parent company year Guangdong Yunwu Expressway Co., Controlled by the same Within 1 107,122.00 0.11 ltd. parent company year Guangdong Gaoda Property Controlled by the same 91,500.00 1-4 years 0.09 Development Co., Ltd. parent company Yunfu Guangyun Expressway Co., Controlled by the same Within 1 82,960.14 0.08 Ltd. parent company year Guangdong Highway Construction Controlled by the same Within 1 48,180.31 0.05 Co., Ltd. parent company year Guangdong Shanfen Expressway Co., Controlled by the same Within 1 24,486.00 0.02 Ltd. parent company year Guangdong Yuzhan Expressway Co., Controlled by the same Within 1 23,657.46 0.02 Ltd. parent company year Guangdong Zhanxu Expressway Co., Controlled by the same Within 1 23,267.22 0.02 Ltd. parent company year Guangdong Shenshan West Controlled by the same Within 1 6,601.92 0.01 Expressway Co., Ltd. parent company year Guangdong Guangshao Expressway Controlled by the same Within 1 3,762.70 0.00 Co., Ltd. parent company year Guangdong Xinyue Communication Controlled by the same Within 1 2,158.60 0.00 Investment Co., Ltd. parent company year Total 17,109,551.89 16.82 ⑻There 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)Financial assets available for sale 1. Financial assets available for sale Items Period-end sound value Period-beginning sound value Bonds available for sale 111 Equity instruments available for sale Other 681,600,000.00 691,200,000.00 Total 681,600,000.00 691,200,000.00 2 Existing restricted circulation period of Financial assets available for sale Deadline for restricted Period-end sound Period-beginning Type circulation period value sound value China Everbright Bank November 5, 2012 681,600,000.00 691,200,000.00 112 (7) Information of Joint venture and Associated Enterprise Voting Total current Name Popoortion End total assets End total liabilities End total net assets Net profit proportion(%) revenues 1. Joint venture 1. Guangdong Guanghui 30.00 30.00 5,858,383,575.04 2,935,284,488.94 2,923,099,086.10 630,911,758.62 201,791,929.54 Expressway Zhaoqing Yuezhao Highway 25.00 25.00 2,174,279,393.34 1,332,091,083.34 842,188,310.00 221,655,844.71 80,726,186.63 Co., Ltd. Beijing Gelin Enze 35.00 35.00 25,925,805.89 16,707,626.85 9,218,179.04 2. Affiliated company .Shenzhen Huiyan Expressway 33.33 33.33 441,646,202.40 37,154,127.12 404,492,075.28 133,384,602.43 62,374,165.90 Guangdong Maozhan Expressway 20.00 20.00 2,725,561,496.72 1,900,224,213.61 825,337,283.11 237,722,296.91 63,730,263.61 .Jingzhu Exprwssway Guanzhu 20.00 20.00 4,094,251,199.79 2,593,378,885.40 1,500,872,314.39 553,620,982.48 272,626,022.57 Guangdong Jiangzhong Expressway 15.00 15.00 2,598,102,150.14 1,564,329,835.33 1,033,772,314.81 186,483,167.13 20,348,918.52 Ganzhou Kangda Expressway 30.00 30.00 1,713,848,301.75 1,459,610,739.72 254,237,562.03 88,293,935.00 12,864,664.14 Ganzhou Gankang Expressway 30.00 30.00 2,010,943,411.54 1,371,399,052.47 639,544,359.07 61,225,774.67 -19,685,803.81 .Guangdong Guangle Expressway 30.00 30.00 13,627,922,178.07 10,096,388,105.62 3,531,534,072.45 Notes:As of June 30, 2012,.Guangdong Guangle Expressway Co., Ltd. is still in construction , not yet operational. 113 (8)Long- term s equity investment Account Balance in Balance in Name Initial amount Increase/decrease method year-begin year-end Guangdong Guanghui Expressway Equity method 705,503,400.00 816,392,146.97 60,537,578.86 876,929,725.83 Co., Ltd. Zhaoqing Yuezhao Highway Equity method 201,770,945.42 216,166,050.63 8,470,380.29 224,636,430.92 Co., Ltd. Beijing Gelin Enze Equity method 6,614,483.90 Shenzhen Huiyan Expressway Equity method 35,231,299.69 150,137,620.80 -1,919,450.93 148,218,169.87 Guangdong Maozhan Expressway Equity method 224,000,000.00 152,321,403.90 12,746,052.72 165,067,456.62 Jingzhu Exprwssway Guanzhu Equity method 247,848,488.93 388,055,869.31 50,658,961.65 438,714,830.96 Guangdong Jiangzhong Expressway Equity method 156,750,000.00 152,013,509.44 3,052,337.78 155,065,847.22 Co., Ltd. Ganzhou Kangda Expressway Equity method 216,251,100.00 117,064,120.24 3,071,418.34 120,135,538.58 Ganzhou Gankang Expressway Equity method 226,379,000.00 197,769,048.86 -5,905,741.14 191,863,307.72 Co., Ltd. Guangdong Guangle Expressway Equity method 729,997,500.00 728,141,601.73 728,141,601.73 Huaxia Securities Co., Ltd.(Notes 1) Cost method 5,400,000.00 5,400,000.00 5,400,000.00 Huazheng Assets Management Co. Ltd. Cost method 1,620,000.00 1,620,000.00 1,620,000.00 (Notes 2) Guangzhou Putian Zhongzhi(Notes 3) Cost method 30,000,000.00 30,000,000.00 30,000,000.00 Kunlun Securities Co., Ltd.(Notes 4) 2,787,366,217.94 2,955,081,371.88 130,711,537.57 3,085,792,909.45 Total On table Impairment Impairment Voting provision in Current cash Name Proportion Notes provision in proportion(%) the report dividend year-end period. Guangdong Guanghui Expressway Co., Ltd. 30.00 30.00 Zhaoqing Yuezhao Highway Co., Ltd. 25.00 25.00 11,348,350.39 Beijing Gelin Enze 35.00 35.00 Shenzhen Huiyan Expressway 33.33 33.33 22,000,000.00 Guangdong Maozhan Expressway 20.00 20.00 Jingzhu Exprwssway Guanzhu 20.00 20.00 114 Impairment Impairment Voting provision in Current cash Name Proportion Notes provision in proportion(%) the report dividend year-end period. Guangdong Jiangzhong Expressway 15.00 15.00 Co., Ltd. Ganzhou Kangda Expressway 30.00 30.00 Ganzhou Gankang Expressway Co., Ltd. 30.00 30.00 Guangdong Guangle Expressway 30.00 30.00 Huaxia Securities Co., Ltd.(Notes 1) 0.27 0.27 5,400,000.00 Huazheng Assets Management Co. Ltd. 0.54 0.54 1,393,200.00 (Notes 2) Guangzhou Putian Zhongzhi(Notes 3) 5.74 5.74 30,000,000.00 Kunlun Securities Co., Ltd.(Notes 4) 36,793,200.00 33,348,350.39 Total Notes 1. 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. Notes2: 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. Notes 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. 10.Investment real estate Balance in Increase at this Decrease at Balance in Items year-begin period this period year-end 1. Original price 12,664,698.25 12,664,698.25 115 Balance in Increase at this Decrease at Balance in Items year-begin period this period year-end 1.Hoses and building 12,664,698.25 12,664,698.25 2.Land Use right II. Accumulated depreciation 7,123,660.17 232,106.70 7,355,766.87 1.Hoses and building 7,123,660.17 232,106.70 7,355,766.87 2.Land Use right III. Net value 5,541,038.08 5,308,931.38 1.Hoses and building 5,541,038.08 5,308,931.38 2.Land Use right IV. Impairment prevision 1.Hoses and building 2.Land Use right V.Total of book value 5,541,038.08 5,308,931.38 1.Hoses and building 5,541,038.08 5,308,931.38 2.Land Use right The current depreciation and the amortized amount in the investment real estate is RMB 232,106.70. 10.Fixed assets Balance in year- Increase at this Decrease at this Items Balance in year-end begin period period 1.Total of Original price of fixed assets 6,293,664,995.28 53,592,126.65 5,354,074.15 6,341,903,047.78 Including:Guangfo Expressway 1,441,664,155.82 41,973,749.18 203,539.90 1,483,434,365.10 Fokai Expressway 4,054,064,636.34 4,054,064,636.34 Jiujiang Bridge 249,884,346.55 33,300.00 249,851,046.55 House and Building 245,936,098.24 4,417,270.90 250,353,369.14 Machine equipment 11,968,640.96 3,271,768.20 8,696,872.76 Transportation Equipment 47,889,892.24 1,289,800.00 1,412,425.00 47,767,267.24 Electricity equipment and other 242,257,225.13 5,911,306.57 433,041.05 247,735,490.65 Add provision II. Total of Accumulated depreciation 2,230,247,192.11 192,171,715.11 4,866,867.51 2,417,552,039.71 116 Balance in year- Increase at this Decrease at this Items Balance in year-end begin period period Including:Guangfo Expressway 706,475,714.52 77,726,900.83 141,612.91 784,061,002.44 Fokai Expressway 1,142,414,143.93 85,710,649.34 1,228,124,793.27 Jiujiang Bridge 98,310,896.01 11,509,402.78 109,820,298.79 House and Building 85,829,182.94 5,932,374.83 91,761,557.77 Machine equipment 9,687,357.94 167,318.26 3,140,897.47 6,713,778.73 Transportation Equipment 33,462,932.87 1,363,247.12 1,205,323.00 33,620,856.99 Electricity equipment and other 154,066,963.90 9,761,821.95 379,034.13 163,449,751.72 III. Total net book value of fixed assets 4,063,417,803.17 3,924,351,008.07 Including:Guangfo Expressway 735,188,441.30 699,373,362.66 Fokai Expressway 2,911,650,492.41 2,825,939,843.07 Jiujiang Bridge 151,573,450.54 140,030,747.76 House and Building 160,106,915.30 158,591,811.37 Machine equipment 2,281,283.02 1,983,094.03 Transportation Equipment 14,426,959.37 14,146,410.25 Electricity equipment and other 88,190,261.23 84,285,738.93 IV. Total of Accumulated depreciation Including:Guangfo Expressway Fokai Expressway Jiujiang Bridge House and Building Machine equipment Transportation Equipment Electricity equipment and other V. Total book value of fixed assets 4,063,417,803.17 3,924,351,008.07 Including:Guangfo Expressway 735,188,441.30 699,373,362.66 Fokai Expressway 2,911,650,492.41 2,825,939,843.07 Jiujiang Bridge 151,573,450.54 140,030,747.76 House and Building 160,106,915.30 158,591,811.37 117 Balance in year- Increase at this Decrease at this Items Balance in year-end begin period period Machine equipment 2,281,283.02 1,983,094.03 Transportation Equipment 14,426,959.37 14,146,410.25 Electricity equipment and other 88,190,261.23 84,285,738.93 The current depreciation amount is RMB 192,171,715.11. The original price of projects under construction transferred to fixed assets is RMB48,792,473.50. 118 11. Construction on process 1. Construction on process Balance in year-end Balance in year-begin Items Impairment Impairment Book balance Book Value Book balance Book Value provision provision The period between Xiebian to Sanbao 3,167,564,066.00 3,167,564,066.00 2,734,235,124.56 2,734,235,124.56 extension project The comprehensive maintenance base project 137,401,068.39 137,401,068.39 11,497,701.04 11,497,701.04 of the Xiebian to Sanbo station Other project 14,326,648.43 14,326,648.43 14,359,898.27 14,359,898.27 Total 3,319,291,782.82 3,319,291,782.82 2,760,092,723.87 2,760,092,723.87 2. The variation in constructing the engineering project Items Budget(RMB’0000) Balance in year-begin Increase at this period Transfer to fixed assets Other losses The period between Xiebian to Sanbao extension 400,200.00 2,734,235,124.56 433,328,941.44 project The comprehensive maintenance base project 54,858.66 11,497,701.04 126,314,525.35 411,158.00 of the Xiebian to Sanbo station The period between Yaoyao to Xiebian extension 37,369.28 42,684,885.52 42,684,885.52 project Other project 14,359,898.27 6,074,338.14 6,107,587.98 Total 2,760,092,723.87 608,402,690.45 48,792,473.50 411,158.00 119 On table Capitalisation of Including: Capitalisation Budget interest Current amount Items Progress of work of interest ratio Source of funds Balance in year-end Proportion(%) accumulated of capitalization (%) balance of interest The period between Xiebian to Sanbao extension 95.20 95.20 345,562,185.71 51,827,240.25 6.472 Self fund,Loan 3,167,564,066.00 project The comprehensive maintenance base project 22.41 22.41 11,692,288.91 4,317,263.91 6.472 Self fund,Loan 137,401,068.39 of the Xiebian to Sanbo station The period between Yaoyao to Xiebian extension 100.00 100.00 Self fund project Other project Self fund 14,326,648.43 Total 357,254,474.62 56,144,504.16 3,319,291,782.82 As of June 30, 2012, There is no the provision for decline in value of the construction in progress. 120 12. Intangible assets Balance in Increase at this Decrease Balance in Items year-begin period at this period year-end I.Total cost 140,503,270.73 143,103.76 140,646,374.49 Jiujiang Bridge management right 68,402,029.24 68,402,029.24 Jiujiang Land Use right 66,917,573.76 66,917,573.76 Yayao Land use right 1,311,658.00 1,311,658.00 Office automation system 3,872,009.73 143,103.76 4,015,113.49 software II.Total of accumulative amortized 87,337,106.83 4,305,381.95 91,642,488.78 Jiujiang Bridge management right 43,484,447.52 1,941,629.76 45,426,077.28 Jiujiang Land Use right 42,540,725.40 1,899,494.70 44,440,220.10 Yayao Land use right 466,647.70 75,672.60 542,320.30 Office automation system 845,286.21 388,584.89 1,233,871.10 software III.Total lbook value of intangible 53,166,163.90 49,003,885.71 assets Jiujiang Bridge management right 24,917,581.72 22,975,951.96 Jiujiang Land Use right 24,376,848.36 22,477,353.66 Yayao Land use right 845,010.30 769,337.70 Office automation system 3,026,723.52 2,781,242.39 software IV. Total limpairment provision Jiujiang Bridge management right Jiujiang Land Use right Yayao Land use right Office automation system software V. Book value Total of intangible 53,166,163.90 49,003,885.71 assets Jiujiang Bridge management right 24,917,581.72 22,975,951.96 Jiujiang Land Use right 24,376,848.36 22,477,353.66 Yayao Land use right 845,010.30 769,337.70 Office automation system 3,026,723.52 2,781,242.39 121 Balance in Increase at this Decrease Balance in Items year-begin period at this period year-end software Current amortization of RMB 4,305,381.95. 13. Long term amortize expenses Amortized Balance in Increase in expenses Balance in Other loss Items Other loss year-begin this period year-end Reasons Advertisement pillar property insurance premium 35,304.94 30,261.30 5,043.64 amortization Renovation fee for the office 335,238.40 335,238.40 building of litong squre Total 370,543.34 30,261.30 340,282.04 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 liability Timing difference between accounting and tax 123,055,998.03 126,663,710.47 Total 123,055,998.03 126,663,710.47 2. Unconfirmed deferred income tax assets Items Balance in year-end Balance in year-begin Impairment of assets prepares to 25,170,708.28 25,245,708.28 deduct timing differences Total 25,170,708.28 25,245,708.28 has uncertainty to gain the taxable income in future; therefore these deductible Notes:It 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 The taxability differences: Timing difference between accumulated depreciation 492,223,992.01 122 Total 492,223,992.01 123 15.Provision for depreciation of assets Book balance at the Increase in this period Decreased in current period Balance in Items beginning of term Switch year-end Provision Other Switch back Other cancellation I.Provision for bad debts 64,189,633.12 142,376.38 157,623.62 63,889,633.12 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 36,793,200.00 36,793,200.00 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 100,982,833.12 142,376.38 157,623.62 100,682,833.12 124 16.Short –term loan 1. Short –term loan Items Balance in year-end Balance in year-begin Pledge loan Mortgage loan Guarantee loan Credit loan 1,041,470,000.00 891,470,000.00 Total 1,041,470,000.00 891,470,000.00 2. The company had no unpaid due short-term loan. 17.Account payable 1.Agie analyse Items Balance in year-end Balance in year-begin Within 1 year 97,180,245.07 76,895,240.54 1-2 years 25,071,743.50 26,554,377.65 2-3 years 10,723,555.26 18,050,830.37 Over 3 years 14,331,530.18 13,728,261.18 Total 147,307,074.01 135,228,709.74 1. There was account payable due from shareholders with more than 5% (including 5%) of the voting shares of the company Items Balance in year-end Balance in year-begin Guangdong Changda Highway Engineering Co., Ltd. 37,519,368.22 15,248,083.27 Guangdong Expressway Co., Ltd. 19,986,871.20 19,986,871.20 Guangdong Xinyue Communication Investment Co., Ltd. 8,724,800.94 10,026,441.09 Guangdong Guanyueluqiao Co., Ltd. 7,572,689.98 5,015,887.76 Guangdong Guanghui Expressway Co., Ltd. 5,133,333.34 3,941,666.67 Guangzhou Xinruan Computer Technology Co., Ltd. 1,079,980.00 2,218,780.00 Guangdong Hualu Communication Technology Co., Ltd. 750,109.00 780,722.00 Guangdong East Thinking Management Technology 207,804.00 207,804.00 Development Co., Ltd. Guangdong Communication Development Company 284,502.65 2,337,674.15 Guangdong Communication Group Inspection & 90,474.00 Testing Center Total 81,259,459.33 59,854,404.14 ⑶High balance account payable over 1 year has listed below: Debtor Amount Not return Remark cause 125 Expansion project remai Guangdong Expressway Co., Ltd. 13,728,261.18 Not settlement ning fund and xiebian gr ade separation fund Progress fund , Guangdong Changda Highway Engineering 10,210,487.22 Not settlement materials fund , Co., Ltd. engineering quality prize Rent of advertise Guangdong Guanghui Expressway Co., Ltd. 2,750,000.00 Not settlement ment spot Tentative estimati Guangdong Jingtong Highway Engineering 2,491,500.00 Not settlement on of expansion pr Construction Group Co., Ltd. oject funds Engineering quality priz China Railway 23 Bureau Group Co., Ltd. 2,061,500.00 Not settlement e penalty Engineering quality priz China Railway 12 Bureau Group Co., Ltd. 1,984,500.00 Not settlement e penalty Engineering quality priz Guangdong Guanyue Luqiao Co., Ltd. 1,571,300.00 Not settlement e penalty Guangdong Xinyue Communication Progress fund Investemnt 1,262,387.30 Not settlement Co., Ltd. Jilin Great wall Highway Engineering quality priz 1,135,300.00 Not settlement Bridge construction Co., Ltd. e penalty Guangdong Highway Survey & Design 1,018,944.00 Not settlement Progress fund Institute Total 38,214,179.70 18.Advance account 1.Age analyse Items Balance in year-end Balance in year-begin Within 1 year(Including 1 year) 55,000.00 1-2 years(Including 2 years) 5,000,001.12 2-3 years(Including 3 years) 4,923,886.06 392,390.08 Over 3 years Total 4,978,886.06 5,392,391.20 2. There was Advance account due from shareholders with More than 5% (including 5%) of the voting shares of the company. Items Balance in year-end Balance in year-begin Guangdong Expressway Co., Ltd. 90,551.56 392,390.08 ⑶High Advance account over 1 year has listed below: 126 Debtor Amount Not return cause Guangdong Provincial posts & Telecommunication Communication pipeline 4,833,334.50 Engineering Management Center Rent 19. Payable Employee wage Balance in Increase in this Payable in this Balance in Items period period year-end year-begin 1.wage,bonuds,subsidy 465,063.49 50,961,788.08 50,961,788.08 465,063.49 2.Employee welfare 4,705,919.24 4,705,919.24 3.Security insurance 336,902.27 14,820,423.61 14,138,010.77 1,019,315.11 Including:1. Basic Medical 2,744,462.03 2,744,462.03 insurance 2. Supplement Medical insurance 2,924,087.16 2,924,087.16 3. Basic old-age insurance 5,584,013.76 5,584,013.76 4. Annuity Payment(Supplement 309,497.77 2,507,868.51 1,825,455.67 991,910.61 old-age insurance) 5.. Unemployment insurance 286.00 618,221.62 618,221.62 286.00 6. Work injury insurance 279,945.97 279,945.97 7. Maternity insurance 27,118.50 144,347.54 144,347.54 27,118.50 8.Other 17,477.02 17,477.02 IV. Housing fund 454,276.74 8,539,056.26 8,519,556.26 473,776.74 V. Labour union outlay and 745,978.07 1,893,730.68 1,455,605.51 1,184,103.24 Employee Eructation outlay VI. Non-Money Welfare 2,852,727.25 2,852,727.25 VII.Redemption for terminations 113,712.00 113,712.00 of labor contract VIII.Other 2,595,694.80 2,589,194.80 6,500.00 Including:Share payment by cash total Total 2,002,220.57 86,483,051.92 85,336,513.91 3,148,758.58 Notes : The amount of the staff remuneration payable which belongs to default has no unpaid salary. 20. Payable tax 127 Items Balance in year-end Balance in year-begin VAT 135,730.89 754.95 Business tax 3,918,819.46 4,243,843.28 Enterprise income tax 24,275,334.40 4,311,139.90 City construction tax 208,181.40 243,909.04 Property tax 613,824.35 483,226.59 Land use tax 1,245,286.00 1,116,511.60 Individual income tax -54,712.03 2,188,350.47 Education subjoin 110,013.45 116,068.17 Locality Education subjoin 62,028.58 66,314.99 Defend expense 131,269.53 139,316.68 Stamp tax 156,145.18 Cultural construction costs 21,668.03 2,700.00 Other 1,748.27 1,748.27 Total 30,669,192.33 13,070,029.12 21. Interest payable Items Balance in year-end Balance in year-begin Pay the interest for long-term loans by installments. 6,840,865.92 6,378,590.20 Interest of company bonds 80,583,611.08 26,233,611.10 Payable interest for short-term borrowings 4,242,494.39 4,549,593.25 Total 91,666,971.39 37,161,794.55 22. Dividend payable Amount Balance in Balance in Reason of overdue for over 1 year year-end year-begin Zhujiang Basic Construction Investment 16,305,192.12 16,305,192.12 Co., Ltd. Incl: Did not receive dividends of Dividends for shareholders of 75,641,281.99 12,849,018.98 RMB12,785,394.59 of Legal Guangdong Expressway shareholders overdue for over 1 year Total 91,946,474.11 29,154,211.10 23. Other payable 1.Age analyse Items Balance in year-end Balance in year-begin 128 Within 1 year(Including 1 year) 200,749,670.18 177,509,087.21 1-2 years(including 2 years) 102,790,141.09 111,093,832.75 2-3 years(including 3 years) 36,854,987.30 27,726,142.11 Over 3 years 10,153,481.78 3,421,196.82 Total 350,548,280.35 319,750,258.89 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. Items Balance in year-end Balance in year-begin Guangdong Guanghui Expressway Co., Ltd. 105,000,000.00 105,000,000.00 Guangdong Changda Highway Engineering 64,792,281.56 69,643,948.91 Co., Ltd. Guangdong Guanyueluqiao Co., Ltd. 25,108,563.61 22,357,818.44 Guangdong Expressway Co., Ltd. 8,290,218.80 2,793,419.35 Guangdong Communication Development 1,492,418.03 1,952,418.03 Company Guangdong Xinyue Communication 1,421,776.25 1,839,382.70 Investment Co., Ltd. Guangdong Litong Property Investment Co., Ltd. 994,862.00 Guangdong Hualu communication Technology 255,054.50 255,254.50 Co., Ltd. Guangdong Highway Construction Co., Ltd. 211,680.13 73,610.38 Guangdong Tongyi Expressway Services Area 205,000.00 Co., Ltd Guangzhou Xinruan Computer Technology 131,630.00 99,130.00 Co., Ltd. Guangdong Maozhan Expressway Co., Ltd. 61,129.53 Guangdong West Coast Expressway Trading 49,628.87 0.33 Co., Ltd. Guangdong Zhanxu Expressway Co., Ltd 42,812.80 Guangdong Xinlu Adverting Co., Ltd. 30,000.00 30,000.00 Guangdong Yuzhan Expressway Co., Ltd. 20,612.44 Guangdong Zhaoyang Expressway Co., Ltd. 8,377.43 Guangzhou Xinyue Asphalt Co., Ltd. 3,100.00 3,100.00 Total 208,119,145.95 204,048,082.64 129 (3)High balance Other payable over 1 year has listed below Name Amount Not Refund cause Remark Project Quality guarantees/ Guangdong Changda Engineering 48,828,99 Bid Gruarantees/Performance Co., Ltd. 3.16 Gruarantee Project Quality guarantees/ Guangdong Guanyue Luqiao 18,726,31 Bid Gruarantees/Performance Co., Ltd. 4.54 Gruarantee Guangdong Jingtong Highway Project Quality guarantees/ Engineering Construction Group 15,097,53 Bid Gruarantees/Performance Co., Ltd. 6.00 Gruarantee Project Quality guarantees/ Zhongtie No.12 Bureau Group Co., Ltd. 14,046,77 Bid Gruarantees/Performance 1.00 Gruarantee Project Quality guarantees/ Zhongtie No.23 Bureau Group Co., Ltd. 7,127,614 Bid Gruarantees/Performance .50 Gruarantee Project Quality guarantees/ Jilin Great wall Highway 6,753,707 Bid Gruarantees/Performance Bridge construction Co., Ltd. .00 Gruarantee Project Quality guarantees/ Guangdong Nengda High Grade Highway 3,436,554 Bid Gruarantees/Performance Maintenance Co., Ltd. .37 Gruarantee Project Quality guarantees/ Zhiguang Jietong Technology Co., Ltd. 2,667,899 Bid Gruarantees/Performance .69 Gruarantee Project Quality guarantees/ Guangdong Xinguang International Group 2,611,967 Bid Gruarantees/Performance Co., Ltd. .08 Gruarantee Project Quality guarantees/ Hubei Luqiao Group Co., Ltd. 1,682,261 Bid Gruarantees/Performance .22 Gruarantee Project Quality guarantees/ Guangdong Communication Development 1,492,418 Bid Gruarantees/Performance Company .03 Gruarantee 122,472,0 Total 36.59 4.Large amount of other payables 130 Name Amount Content Remark Guangdong Guanghui Expressway Co., Ltd. 105,000,000.00 Entrusts loan Guangdong Changda Engineering 64,792,281.56 Project account Co., Ltd. Guangdong Guanyue Luqiao 25,108,563.61 Project account Co., Ltd. Guangdong Jingtong Highway Engineering Construction Group 17,686,464.95 Project account Co., Ltd. Zhongtie No.12 Bureau Group Co., Ltd. 17,636,406.00 Project account Jilin Great wall Highway 8,627,781.00 Project account Bridge construction Co., Ltd. Guangdong Expressway Co., Ltd. 8,290,218.80 Project account Zhongtie No.23 Bureau Group Co., Ltd. 8,128,054.50 Project account Guangdong Nengda High Grade Highway 5,696,054.37 Project account Maintenance Co., Ltd. Zhiguang Jietong Technology Co., Ltd. 3,431,034.69 Project account Guangdong Xinguang International Group 3,277,191.08 Project account Co., Ltd. Hubei Luqiao Group Co., Ltd. 2,255,260.22 Project account Guangdong Union Electronic Toll Co., Ltd. 1,715,711.25 Net clearing service fee Guangdong Communication Development 1,492,418.03 Project account Company Total 273,137,440.06 25. Non-current liability due in 1 year 1.Type Items Balance in year-end Balance in year-begin Long-term loan 910,610,000.00 384,200,000.00 Bond payable Long-term payable Total 910,610,000.00 384,200,000.00 2. Long-term loan due in 1 year ①Long-term loan due in 1 year Balance in year-end Balance in year-begin Items 131 Pledoe Loan Mortgage loan Guarantee loan Credit loan 910,610,000.00 384,200,000.00 Total 910,610,000.00 384,200,000.00 The long-term loans due within one year and belong to overdue loans gain the extension amount is RMB 0.00. 132 2.Long-term loans due in 1 year top 5 in amount Date of Balance in year-end Balance in year-begin Loan termination Interest rate Unit commencement Currency Foreign Foreign date (%) RMB RMB of loan currency currency China Merchants 200,000,000 Bank .Guangzhou World trade 2008-6-10 2013-4-23 RMB 5.985 .00 building Branch 150,000,000 ICBC.Guangzhou Second Branch 2011-4-15 2012-10-15 RMB 6.345 .00 Communications 150,000,000 2012-3-1 2013-2-28 RMB 6.560 Bank ,Foshan Branch .00 Shenzhen Development Bank. 100,000,000 2008-6-10 2013-6-10 RMB 5.985 Guangdong Tianhe Branch .00 Communications 90,000,000. 2011-12-28 2013-2-28 RMB 6.400 Bank ,Foshan Branch 00 25,000,000. ICBC.Guangzhou Second Branch 2008-9-1 2012-10-15 RMB 6.345 00 China Merchants 23,000,000. Bank .Guangzhou World trade 2008-10-1 2012-12-31 RMB 6.120 00 building Branch ICBC.Guangzhou Second Branch 2005-7-28 2012-10-30 RMB 6.345 150,000,00 0.00 SPD Bank, Jiefang Road Branch 2010-4-2 2012-11-18 RMB 5.985 150,000,00 133 0.00 Agricultural Bank of China 2009-5-31 2012-5-31 RMB 5.760 40,000,000 .00 SPD Bank, Jiefang Road Branch 2009-4-28 2012-4-27 RMB 5.985 11,700,000 .00 SPD Bank, Jiefang Road Branch 2009-3-24 2012-3-23 RMB 5.985 9,000,000. 00 690,000,000 360,700,00 Total .00 0.00 134 26.Long –term loan 1.Type analyse Items Balance in year-end Balance in year-begin Pledoe Loan Mortgage loan Guarantee loan Credit loan 3,003,474,803.54 3,309,764,803.54 Total 3,003,474,803.54 3,309,764,803.54 2.The top five of long-term loans Balance in Balance in year-end year-begin Date of commencement Loan termination Interest Unit Currency Foreign of loan date rate Foreign RMB currenc RMB currency y Construction The 10%Benchmark 573,324,8 Bank ,Guangzhou 2003-9-29 2013-9-28 RMB interest 03.54 Liwan Branch rates downward ICBC Guangzhou Second The 10%Benchmark 300,000,0 2003-11-14 2013-11-13 RMB Branch interest rates downward 00.00 135 Balance in Balance in year-end year-begin Date of commencement Loan termination Interest Unit Currency Foreign of loan date rate Foreign RMB currenc RMB currency y The 10%Benchmark ICBC Guangzhou Second 300,000,0 2008-9-1 2023-8-31 RMB interest Branch 00.00 rates downward Communications The 10%Benchmark 300,000,0 Bank ,Foshan 2008-3-26 2015-3-26 RMB interest rates downward 00.00 Branch China merchants The 10%Benchmark 277,000,0 Bank.Guangzhou 2008-4-23 2023-4-23 RMB interest 00.00 World Trade Building Branch rates downward China CITIC The 10%Benchmark 200,000,0 Bank.Guangzhou Dongshan 2008-8-15 2023-8-15 RMB interest 00.00 Branch rates downward China merchants The 10%Benchmark 900,00 Bank.Guangzhou 2006-5-11 2024-5-26 RMB interest rates downward 0,000. World Trade Building Branch 00 Construction 2003-9-29 2020-4-29 RMB The 10%Benchmark 830,53 136 Balance in Balance in year-end year-begin Date of commencement Loan termination Interest Unit Currency Foreign of loan date rate Foreign RMB currenc RMB currency y Bank ,Guangzhou interest 4,803. Liwan Branch rates downward 54 The 10%Benchmark 450,00 ICBC Guangzhou Second 2003-11-14 2023-8-31 RMB interest rates downward 0,000. Branch 00 Communications The 10%Benchmark 444,00 Bank ,Fengchi 2008-3-26 2015-3-26 RMB interest 0,000. Branch rates downward 00 The 10%Benchmark 270,00 Huaxia Bank ,Guangzhou 2010-3-25 2019-9-27 RMB interest rates downward 0,000. Branch 00 2,894, 1,650,324 Total 534,80 ,803.54 3.54 26. Bonds payable 137 Par Date of Interest payable in Interest payable in Interest paid in Interest payable in Balance in Name Bonds term Issued amount Value Issued year-beginning this period this period year-end year-end 09 Guangdong 100.00 2009-9-23 5 years 800,000,000.00 11,333,333.33 20,400,000.00 31,733,333.33 794,972,908.14 Expressway Bonds 11Guangdong 100.00 2011-10-13 5 years 1,000,000,000.00 14,900,277.77 33,949,999.98 48,850,277.75 997,000,000.00 Expressway MTN1 Total 1,800,000,000.00 26,233,611.10 54,349,999.98 80,583,611.08 1,791,972,908.14 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.Stocks capital Changed(+,-) Balance in Balance in Items Issuance of new Capitalization of year-begin Bonus shares Other Subtotal year-end share public reserve 1.Shares with conditional subscription 1.State-owned shares 409,920,279 16,329 16,329 409,936,608 2.State –owned legal person shares 22,301,977 22,301,977 138 Changed(+,-) Balance in Balance in Items Issuance of new Capitalization of year-begin Bonus shares Other Subtotal year-end share public reserve 3.Other domestic shares 8,288,894 -121,615 -121,615 8,167,279 Including:Domestic legal person shares 7,661,136 -70,641 -70,641 7,590,495 Domestic natural person shares 627,758 -50,974 -50,974 576,784 4. Foreign shares Including:Foreign legal person shares Foreign natural person shares 5. Executives shares 196,038 10,998 10,998 207,036 Total Shares with conditional subscription 440,707,188 -94,288 -94,288 440,612,900 2.Shares with unconditional subscription (1). Common shares in RMB 467,660,560 94,288 94,288 467,754,848 (2).foreign shares in domestic market 348,750,000 348,750,000 (3).Foreign shares in overseas 139 Changed(+,-) Balance in Balance in Items Issuance of new Capitalization of year-begin Bonus shares Other Subtotal year-end share public reserve market 4.Other Total Shares with unconditional 816,410,560 94,288 94,288 816,504,848 subscription 3..Total of capital shares 1,257,117,748 1,257,117,748 Notes 1. In the report period, 22 shares of the shareholders repaid 16,329 counterpart shares to Guangdong Communication Group Co., Ltd. Confirmed by judicial authorities, part shares of onshore corporation stocks were converted from “Domestic natural person shares” to “held by state shares” Notes 2. In the report period, 70,641 shares held by domestic legal persons subject to sale restriction were transferred into shares held by domestic natural persons subject to sale restriction after judical confirmation of rights. Notes 3. In the report period, 105,286 shares held by domestic natural persons subject to sale restriction were unfrozen and listed for trading and transferred into unrestricted shares on April 18, 2012. For the reasons mentioned in paragraph 1 and 2, the number of shares held by domestic natural persons decreased by 50,974 shares in total. Notes 4. Mr. Wang Jiachen resigned from the position of chief engineer of the Company. In accordance with Listing Rules of Shenzhen Stock Exchange, 10,998 unrestricted negotiable shares held by him were transferred into frozen shares for senior executives. 140 29. Capital reserves Increase in thisDecrease in this Items Balance in year-begin Balance in year-end period period Share capital premium 1,534,759,970.60 1,534,759,970.60 Other capital reserves 163,198,744.97 9,600,000.00 153,598,744.97 Total 1,697,958,715.57 9,600,000.00 1,688,358,715.57 Notes:The Capital reserves decreased because of the changing of sellable financial assets fair value in this period 30. Surplus reserves Decrease in Items Balance in year-begin Balance in year-end Increase in this period this period Statutory Surplus reserves 191,496,386.02 191,496,386.02 Discretionary surplus reserve Repertory fund Enterprise Development fund Total 191,496,386.02 191,496,386.02 31. Retained profit Items Amount Extraction or distribution of the ratio Retained profit at the beginning of current year 968,553,255.86 Add:Net profit attributable to the owners of parent 157,483,597.89 company Less:Withdrawing statutory surplus public reserve Withdrawing statutory Discretionary surplus public reserve Withdrawing commonly risk reserve RMB 0.50 is to be paid Common stock dividend payable 62,855,887.40 for every 10 shares (Including tax ) Transferring into capital Retained profit at the end of this term 1,063,180,966.35 32. Operating income and operating cost 1. Operating income and operating cost 141 Report period Same period of the previous year Items Income Cost Income Cost Main operation 539,069,354.98 273,371,289.39 510,248,592.90 250,846,387.43 Other operation 5,179,810.99 2,701,142.68 2,794,485.62 882,416.61 Total 544,249,165.97 276,072,432.07 513,043,078.52 251,728,804.04 2.Main operating (Industry) Report period Same period of the previous year Items Cost for main Income for main Cost for main Income for main operation operation operation operation Highway 535,692,695.93 270,570,175.56 507,588,565.04 248,557,433.17 Transportation Other 3,376,659.05 2,801,113.83 2,660,027.86 2,288,954.26 Total 539,069,354.98 273,371,289.39 510,248,592.90 250,846,387.43 3.Main operating(Product) Report period Same period of the previous year Items Income for main Cost for main Income for main Cost for main operation operation operation operation Toll income 535,692,695.93 270,570,175.56 507,588,565.04 248,557,433.17 Other 3,376,659.05 2,801,113.83 2,660,027.86 2,288,954.26 Total 539,069,354.98 273,371,289.39 510,248,592.90 250,846,387.43 4.Main operating (Area) Same period of the previous Report period year Items Income for main Cost for main Income for main Cost for main operation operation operation operation Guangfo 146,309,406.68 112,686,986.95 146,510,487.80 109,952,449.62 Expressway Fokai Expressway 363,251,687.25 135,011,881.75 337,633,538.24 119,629,880.42 Jiujiang Bridge 26,131,602.00 22,871,306.86 23,444,539.00 18,975,103.13 Other 3,376,659.05 2,801,113.83 2,660,027.86 2,288,954.26 Total 539,069,354.98 273,371,289.39 510,248,592.90 250,846,387.43 33. Business tax and subjoin Items Report period Same period of the previous year Standard Business tax 17,344,383.30 16,230,403.22 3%、5% Urban construction tax 1,214,744.66 1,132,163.78 7%、5% Education surcharge 520,767.95 487,041.64 3% 142 Defend expense 654,106.85 617,691.36 0.1%-0.12% Locality Education surcharge 347,181.80 324,529.41 2% Culture Construction fee 41,048.03 53,072.40 Other 4,313.32 2,044.89 Total 20,126,545.91 18,846,946.70 34. Management expenses Items Report period Same period of the previous year Wage 49,559,751.76 36,364,239.48 Insurance expenses Depreciation of fixed assets 2,899,391.32 3,274,579.42 Repairs fees 161,203.00 134,153.81 Amortization of intangible assets 24,869.28 24,869.28 Low consumables amortization 1,050,290.00 283,952.56 Entertatnment expenses 3,851,674.67 3,631,745.12 Travel Expenses 1,738,397.85 1,500,869.16 Office Expenses 1,112,378.69 1,500,865.45 Water and electricity 257,817.80 210,588.63 Taxes 2,143,207.49 993,573.99 Leased experses 3,055,218.59 1,120,598.33 Lawsuit expenses 106,413.00 187,653.00 The fee for hiring agency 1,516,656.00 2,660,272.00 Consultation expenses 283,151.20 173,309.52 Directorate Expenses 536,075.30 660,265.40 Other 9,335,981.07 8,229,132.03 Total 77,632,477.02 60,950,667.18 35. Financial Expenses Items Report period Same period of the previous year Interest expense 159,930,860.76 105,880,137.33 Deposit interest income(-) -3,866,155.18 -1,236,450.20 Exchange Income and loss(Gain-) -2,186.66 9,339.08 Bank commission charge 199,135.09 189,345.72 Total 156,261,654.01 104,842,371.93 36. Loss for depreciation of assets 143 Items Report period Same period of the previous year 1.Loss for bad debts -142,376.38 -7,985.84 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 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 progress 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 Total -142,376.38 -7,985.84 37.Investment income 1. Investment income Items Same period of the Report period previous year Long-term equity investment income by costing Long-term equity investment income by equity method 164,059,887.96 147,765,406.79 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 held-to-maturity investment Hold the investment income during from available-for-sale 22,704,000.00 financial assets 31,920,000.00 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 195,979,887.96 170,469,406.79 2. long-term equity investment incomes did not confirm by equity method include: 3. long-term equity investment incomes confirmed by equity method include:: 144 Same period of the Reason to increase Unit Report period previous year or decrease Guangdong Maozhan Expressway Decrease in net profit 12,746,052.72 6,067,316.60 Co., Ltd. Investment Unit Decrease in net profit Jingzhu Expressway Guangzhu 50,658,961.65 61,664,514.57 Investment Unit Decrease in net profit Guangdong Jiangzhong Expressway 3,052,337.78 4,533,627.21 Investment Unit Guangdong Guanghui Decrease in net profit 60,537,578.86 71,874,271.44 Expressway Investment Unit Decrease in net profit Ganzhou Gangkang Expressway -5,905,741.14 -11,633,109.99 Investment Unit Increase in net profit Gankang Kangda Expressway 3,071,418.34 -7,608,563.47 Investment Unit Decrease in net profit Shenzhen Huiyan Expressway 20,080,549.07 22,488,363.32 Investment Unit Increase in net profit Zhaoqing Yuezhao Highway 19,818,730.68 2,234,885.38 Investment Unit Guangdong Guangle Expressway -1,855,898.27 Not yet operate Total 164,059,887.96 147,765,406.79 4. Undispose the investment income from the long-term equity investments 5. The company has no big restriction on the investment earning repatriation. 38. Non-operation income 1. Type The amount of Items Report period non-operating gains & lossed Total profits of non-current assets disposal 4,155,773.84 13,500.00 4,155,773.84 Including:Fixed asset disposal profits 4,155,773.84 13,500.00 4,155,773.84 Intangible asset disposal profits construction in progress disposal profit Other Debt restructuring profits Non-monetary assets exchange profit Donation income Government Subsidy 71,600.00 Check income 145 Insurance claims income 3,378,400.00 Other 1,142,720.73 1,078,390.38 1,142,720.73 Total 5,298,494.57 4,541,890.38 5,298,494.57 2. Governmental subsidy details Same period of the Explanation Items Report period previous year Big tax-payer rewards 50,000.00 Incentives of trade new auto for old 21,600.00 Total 71,600.00 39. Non-Operation expense The amount of Items Same period of the non-operating gains & Report period previous year lossed 1.Total of non-current asset Disposition 610,091.91 54,620,542.73 610,091.91 loss Incl: loss of fixed assets disposition 610,091.91 54,620,542.73 610,091.91 Loss of Intangible assets disposition Construction in progress disposal loss Other Non-monetary assets exchange loss Foreign donation Unusual loss Assets retirement, loss of mutilation Expense of fine 1.90 331.29 1.90 Other 162,306.00 142,065.19 162,306.00 Total 772,399.81 54,762,939.21 772,399.81 40. Income tax expenses Items Report period Same period of the previous year The current income tax calculated by the 36,198,239.85 26,968,746.65 tax law and the relevant regulations Adjustment of Deferred income tax -3,607,712.44 13,726,387.92 Total 32,590,527.41 40,695,134.57 41. Calculation of Basic earnings per share and Diluted earnings per share Same period of the Items Line Report period previous year 146 Same period of the Items Line Report period previous year Net profit attributable to shareholders of parent 1 company 157,483,597.89 145,165,687.23 Non-recurring gain/loss attributable to the netprofit of common shareholders of the parent 2 company after deducting of income tax influences -2,545,927.47 -27,167,582.01 Net profit attributable to common share holdersof the Company after deducting of 3=1-2 non-recurring gain/loss 160,029,525.36 172,333,269.24 Total shares at the beginning of the year 4 1,257,117,748 1,257,117,748 Additional share capital transferred from public reserve or additional shares from shares 5 dividend distribution Additional shares from issuing new shares or 6 debt-converted shares Accumulative months of the additional share commencing from the next moth till the end of 7 the year Decreased shares due to repurchase 8 Accumulative months of the decreased shares commencing from the next month till the end of 9 the year Months during the report period, 10 6 6 11=(4+6×7÷10-8×9÷ Weighted average of comm. Shares issued 10)×(4+5+6)÷(4+6) 1,257,117,748 1,257,117,748 Basic earning per share(Net profit attributable 12=1÷11 to shareholders of parent company) 0.13 0.12 Basic earning per share(Non-recurring gain/loss attributable to the netprofit of common 13=3÷11 shareholders of the parent company after deducting of income tax influences) 0.13 0.14 Diluted potential comm. Shares dividend 14 recognized as expense Income tax rate 15 Conversion expense 16 Weighted average of comm. Shares added 17 147 Same period of the Items Line Report period previous year throuthwarrant, exercise of option and convertible bonds Diluted earnings per share(Net profit 18=[1+(14-16)×(1-15 attributable to shareholders of parent company) )]÷(11+17) 0.13 0.12 Diluted earnings per share(Non-recurring gain/loss attributable to the netprofit of 19=[3+(14- common shareholders of the parent company 16)×(1-15)]÷(11+17) after deducting of income tax influences) 0.13 0.14 42. Other comprehensive income Items Amount of current Amount of period previous period 1.Loss amount produced by sellable financial assets -9,600,000.00 -146,400,000.00 Less : Deduct: income tax infection produced by sellable financial assets Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Subtotal -9,600,000.00 -146,400,000.00 2. The enjoyed share in other comprehensive income of other invested unit according to equity method Less:Deduct: income tax infection produced from the enjoyed share in other comprehensive income of other invested unit according to equity method Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Subtotal 3.. Benefit (or loss) amount produced from cash flow Less:Deduct: income tax infection produced from cash flow hedging instruments Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Transferred to the adjustment of initial confirmation amount of items at hedged period Subtotal 4. Translating difference in foreign currency financial reports 148 Items Amount of current Amount of period previous period Less:Deduct: net amount that transferred into profit and loss at current period in disposed overseas business Subtotal 5.Other Less : taxation infection arising from reckoning other comprehensive income. Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Subtotal Total -9,600,000.00 -146,400,000.00 Notes:The Company is an investment enterprise. After deduction of investment income not subject to tax payment, tax loss occurs each year, which is to be made up in the future. Based on the principle of prudence, the Company has not recognized deferred income tax assets corresponding to uncovered losses. As it is expected that the income from the disposal of financial assets available for sale is insufficient to make up the Company's tax loss, the Company needs not pay income tax. Therefore, the Company will not calculate the influence on income tax arising from these financial assets available for sale. 43. Note Cash flow statement 1. Other cash received from business operation Items Amount Newwork received toll income 7,521,055.87 Quality Guarantee Fund,Deposit 6,174,615.18 Interest income 3,852,867.77 Unit current account 5,250,960.03 Total 22,799,498.85 2. Other cash paid for business activities Items Amount Management expense 21,140,023.84 Unit current account 11,777,066.73 Total 32,917,090.57 44. Supplement Information of Cash flow statement 1. Supplement Information of Cash flow statement Same period of the Supplement Information Report period previous year 149 Same period of the Supplement Information Report period previous year I.Adjusting net profit to net cash flow in operating activities Net profit 182,213,888.65 156,235,497.90 Add: Asset devaluation reserve provided -142,376.38 -7,985.84 Fixed assets depreciation, Oil and gas depreciation, Produce 192,403,821.81 180,296,473.69 matter depreciation Amortization of intangible assets 4,305,381.95 4,043,657.10 Amortization of long-term expenses to be amortized 30,261.30 30,261.30 The loss from the disposal of fixed assets, intangible assets and -3,545,681.93 54,607,042.73 other long-term assets Loss from scrapping of fixed assets Loss from fair change Financial expenses 159,930,860.76 105,880,137.33 Investment loss -195,979,887.96 -170,469,406.79 decrease of deferred tax assets Increase of deferred tax Liabilities -3,607,712.44 13,726,387.92 Decrease of inventories 60,951.92 Decrease of operating accounts receivable -22,755,884.84 -14,710,936.61 Increase of operating accounts payable 11,304,561.85 -18,069,604.34 Other Net cash flow generated from operating activities 324,157,232.77 311,622,476.31 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 financing III.Net increase of cash and cash equivalent Balance of cash at the end of the period 1,260,099,335.12 263,138,688.46 Less: Balance of cash at the beginning of the period 1,018,999,531.05 258,881,333.75 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 241,099,804.07 4,257,354.71 2. Relevant information of subsidiaries and other business units obtained or disposed in current period 150 None. 3. Composition of cash and cash equivalents: Balance in Balance in Items year-end year-begin I. Cash 1,018,999,531.05 1,018,999,531.05 Incl:Stock cash 84,289.76 84,289.76 Bank deposits which can be used at any time 1,017,878,434.19 1,017,878,434.19 Other monetary funds which can be used at any time 1,036,807.10 1,036,807.10 II. Cash equivalent Incl :Bond investment due in three months III. Balance of cash equivalent at the end of the period 1,018,999,531.05 1,018,999,531.05 Notes: Ending cash and cash equivalents balance include the clearing account fund of use-restricted tolls were RMB 19,579,994.85. 151 VI. Related parties and related transactions 1. Related parties (1) Particulars about the parent company of the Company The parent The parent Organization company The ultimate Related Registered Legal Registrated company of the Name Tyep Nature of the controlling party of Code parties address representative capital Company's Company’s the Company shareholding ratio vote ratio No. 27, 2,680,000.00 40.83 43.65 Guangdong 723838552 Equity management, Guangdong State Baiyyun Parent traffic infrastructure communication communication owned Road,Yuexiu Zhu Xiaoling Company construction and railway Group Co., Ltd Co., Ltd. District , Group Co., Ltd project operation Guangzhou. Notes 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, 2012,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(if the above mentioned business scope requires licenses to operate, then operation licenses are required). 2.Particulars of the subsidiaries The The Related Legal Registrated subsidiarie subsidiaries Organization Name Tyep Registered address representat Nature s of the of the Code parties capital ive Company's Company’s shareholdi vote ratio 152 ng ratio Limited liability Company(Taiwan, Hong Zhou Expressway Guangfo Expressway Subsidiary Kong and Macao and in Shabei West,Guangzhou 20,000.00 75.00 75.00 617401437 Yuming Management cooperation) Guangdong Fokai No.83, Baiyun Road, Yuexiu Li Expressway Subsidiary Limited liability Company Xiyu 110,800.00 75.00 75.00 231124318 Expressway District ,Guangzhou Management an Investment in Guangdong technical Limited liability Company Expressway Wholly-Ow 4/F,Guangdong Expressway Xiao industries and (Foreign-invested ned enterprises and domestic Building, No.85, Baiyun Road, Laiji provision of 10,000.00 100.00 100.00 731456984 Technology subsidiary Yuexiu District, Guangzhou relevant join u Investment Co., Ltd. consulting services 3. Infornation of Joint venture and Affiliated company Legal Held Share Registrated Registrated capital Voting Related Orgabuzatuib Name Type representat Nature proportion( address (RMB’0000) proportion(%) parties code ive %) I. Joint venture 1.Guangdong Guanghui Limited liability Guangzhou, Liu Expressway Joint 2,351,678,000.00 30.00 30.00 707685410 Expressway Co., Ltd. Company Guangdong Gangliang Management venture 2. Zhaoqing Yuezhao Highway Co., Limited liability Zhaoqing, Wang Expressway Joint 818,300,000.00 25.00 25.00 708157003 Ltd. Company Guangdong Jiachen Management venture Limited liability Wang Organic fertilizer Joint 3.Beijing Gelin Enze Beijing 20,000,000.00 35.00 35.00 759411622 Company Jianji production and sell venture II. Affiliated company 1.Shenzhen Huiyan Expressway Limited liability Shenzhen, Xu Expressway 36,000,000.00 33.33 33.33 Affiliated 192203792 153 Legal Held Share Registrated Registrated capital Voting Related Orgabuzatuib Name Type representat Nature proportion( address (RMB’0000) proportion(%) parties code ive %) Co., Ltd. Company Guangdong Xiaoyang Management company 2.Guangdong Maozhan Expressway Limited liability Guangzhou, Expressway Affiliated Li Jinfeng 1,120,000,000.00 20.00 20.00 707668637 Co., Ltd. Company Guangdong Management company Limited liability Guangzhou, Expressway Affiliated 3. Jingzhu Expressway Guanzhu Lu Yaxing 580,000,000.00 20.00 20.00 617401445 Company Guangdong Management company 4.Guangdong Jiangzhong Limited liability Guangzhou, Expressway Affiliated Lu Yaxing 1,045,000,000.00 15.00 15.00 742962356 Expressway Co., Ltd. Company Guangdong Management company Other Limited Yao Expressway Affiliated liability Ganzhou, Jiangzi 600,000,000.00 30.00 30.00 772390395 Diming Management company 5.Ganzhou Kangda Expressway Company 6.Ganzhou Gankang Expressway Limited liability Gangzhou, Xiao Expressway Affiliated 700,000,000.00 30.00 30.00 799467196 Co., Ltd. Company Jiangxi Zhunliang Management company 7.Guangdong Guangle Expressway Limited liability Guangzhou, Expressway Affiliated Li Jinfeng 500,000,000.00 30.00 30.00 69693015X Co., Ltd. Company Guangdong Management company 154 4. Other Related parties Organization Code Relation with the Company Name Fully owned subsidiary of the Guangdong Expressway Co., Ltd. 190330413 parent company Fully owned subsidiary of the Guangdong Nanyue Logistics Co., Ltd. 719285123 parent company Fully owned subsidiary of the Guangdong Changda highway Co., Ltd. 190334510 parent company Fully owned subsidiary of the Guangdong Guanyue Luqiao Co., Ltd. 231129768 parent company Guangdong Hualu communication Technology Fully owned subsidiary of the 736195293 Co., Ltd. parent company Fully owned subsidiary of the Guangdong Shipping Planning and Design Institute 455857764 parent company Guangdong Xinyue Communication Investment Fully owned subsidiary of the 707656521 Co., Ltd. parent company Fully owned subsidiary of the Guangdong Gaoda Property Development Co., Ltd. 707685592 parent company Guangdong East Thinking Management Technology Fully owned subsidiary of the 724762107 Development Co., Ltd. parent company Fully owned subsidiary of the Guangzhou Xinruan Computer Technology Co., Ltd. 725017352 parent company Guangdong Communication Development Fully owned subsidiary of the 190324937 Company parent company Guangdong Tongyi Expressway Services Fully owned subsidiary of the 724795996 Area Co., Ltd. parent company Fully owned subsidiary of the Guangdong Lulutong Co., Ltd. 231125505 parent company Fully owned subsidiary of the Guangdong Xinlu Adverting Co., Ltd. 747072344 parent company Fully owned subsidiary of the Guangzhou Xinyue Asphalt Co., Ltd. 714289942 parent company Fully owned subsidiary of the Guangdong Highway Construction Co.,Ltd. 190335177 parent company Guangdong Zhaoyang Expressway Co.,Ltd. Fully owned subsidiary of the 681314303 155 Organization Code Relation with the Company Name parent company Fully owned subsidiary of the Guangdong Kaiyang Expressway Co., Ltd. 712226008 parent company Fully owned subsidiary of the Guangdong Yuzhan Expressway Co., Ltd. 752877577 parent company Fully owned subsidiary of the Guangdong Shanfen Expressway Co., Ltd. 719339187 parent company Fully owned subsidiary of the Guangdong Yunwu Expressway Co., Ltd. 75108396X parent company Fully owned subsidiary of the Guangdong Shenshan West Expressway Co., Ltd. 675660592 parent company Fully owned subsidiary of the Guangdong Zhanxu Expressway Co., Ltd. 679739898 parent company Fully owned subsidiary of the Yunfu Guangyun Expressway Co., Ltd. 744489224 parent company (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. 2 Related transactions on purchasing goods and receiving services Pricing Amount in current period Amount in last period Content of principle of Related parties related Proportion Proportion related Amount Amount transaction (%) (%) transactions 1. Operating costs Guangdong Guanghui Expressway Rent Market price 1,191,666.67 0.43 962,500.00 0.38 Co., Ltd. Guangzhou Xinruan Computer Receiving Market price 283,500.00 0.10 195,450.00 0.08 Technology Co., Ltd labor Guangdong Xinyue Receiving Communication Investment Co., Market price 184,000.00 0.07 labor Ltd. Guangdong Hualu communication Receiving Market price 116,775.00 0.04 Technology Co., Ltd labor Guangdong Communication Receiving Market price 4,054,421.87 1.61 156 Pricing Amount in current period Amount in last period Content of principle of Related parties related Proportion Proportion related Amount Amount transaction (%) (%) transactions Development Company labor Guangdong Changda highway Receiving Market price 2,235,559.28 0.89 Co., Ltd. labor Subtotal of Operating costs 1,775,941.67 0.64 7,447,931.15 2.96 2. Management expenses Rent Guangdong Litong Property Manageme Market price 1,694,950.00 2.18 Investment Co., Ltd. nt fees Rent Guangdong Gaoda Property Manageme Market price 1,360,268.59 1.75 1,117,663.80 1.83 Development Co., Ltd. nt fees Guangdong Xinlu Adverting Co., Services Market price 244,316.00 0.31 Ltd. fee Subtotal of Management expenses 3,299,534.59 4.24 1,117,663.80 1.83 3.Financial Expenses Guangdong Guanghui Expressway Interest Market price 2,857,706.25 1.83 2,359,350.00 2.25 Co., Ltd. Guangdong Expressway Co., Ltd. Interest Market price 85,062.50 0.08 Subtotal of financial expenses 2,857,706.25 1.83 2,444,412.50 2.33 4. Construction on process Guangdong Changda highway Project Market price 210,860,019.00 34.66 130,628,036.00 26.13 Co., Ltd. fund Guangdong Guanyue Luqiao Co., Project Market price 116,884,549.00 19.21 87,105,657.00 17.42 Ltd. fund Guangdong Hualu communication Project Market price 2,644,690.00 0.43 1,365,089.00 0.27 Technology Co., Ltd. fund Project Guangdong Expressway Co., Ltd. Market price 9,583,404.53 1.92 fund Guangdong Xinyue Project Communication Investment Co., Market price 284,014.20 0.06 fund Ltd Subtotal of Construction on 330,389,258.00 54.30 228,966,200.73 45.80 process 157 3.Related transactions on sale goods and receiving services Pricing Amount in current period Amount in last period Content of principle of Related parties related Proportion Proportion related Amount Amount transaction (%) (%) transactions 1. Operating Income Guangdong Expressway Co., Ltd. Rent Market price 486,213.52 0.09 301,838.52 0.11 Polyesterfi Guangdong Changda highway ber cloth Market price 322,951.46 0.06 Co., Ltd. for sale Guangdong Guanyue Luqiao Co., Rent Market price 45,546.00 0.01 133,860.00 0.05 Ltd. Subtotal of Operating Income 854,710.98 0.16 435,698.52 0.16 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, 2012, The Company has not borrowed the above-mentioned entrusted loan is RMB 105 million 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.,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.As of June 30, 2012, Guangfo Expressway expansion project has not been completed budget of the project. (3)Our controlled subsidiary company Guangdong Fokai Expressway Co.,Ltd. is planning to carry out expansion & reconstruction for the section from xiebian to sanbao. On May 20, 2005,Guangdong Fokai Expressway Co.,Ltd. and Guangdong Expressway 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 2008. According to the above agreement, Guangdong Fokai Expressway Co.,Ltd. will entrust the construction and management of fo-kai highway extension project for the section from xiebian to sanbao to Guangdong Expressway Co.,Ltd. and Guangdong Fokai Expressway Co.,Ltd. will pay the construction & management Fee of entrustment to Guangdong Expressway Co.,Ltd. (4)On June 15, 2007,The 325 Jiujiang Bridge collapsed on # 23 pier for “Nanguijii 035” collision owned by the controlling subsidiary of the company Guangdong Fokai Expressway Company leads the collapse and the traffic jam of 200 meters long of the Jiujiang Bridge 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 158 works of Jiujiang Bridge and related management work. The restoration has been finished and was open in June 10, 2009.As of June 30, 2012, The final restoration is not complete. (III). Payables and receivables of the related party ⑴Listed company related party fund Amount at year end Amount at year beginning Name Related party Balance of Bad debt Balance of Bad debt Book Provision Book Provision Account receivable Guangdong Guanghui Expressway 1,993,930.00 1,993,930.00 Co., Ltd. Guangdong Expressway Co., Ltd. 264,375.00 80,000.00 Guangdong Lulutong Co., Ltd. 18,004.85 9,002.43 18,004.85 9,002.43 Zhaoqing Yuezhao Highway Co., Ltd 1,418,695.00 Guangdong Kaiyang Expressway 559,216.00 Co., Ltd Yunfu Guangyun Expressway Co., 85,999.00 Ltd. Subtotal of account receivable 2,276,309.85 9,002.43 4,155,844.85 9,002.43 Prepayment Guangdong Changda Highway 88,157,232.60 81,456,449.60 Engineering Co., Ltd. Guangdong Guanyue Luqiao Co., 33,026,247.00 34,969,681.00 Ltd. Guangdong Hualu Communication 200,000.00 200,000.00 Technology Co., Ltd. Subtotal of Prepayment 121,383,479.60 116,626,130.60 Dividend receivable Jingzhu Expressway Guangzhu 6,215,431.47 54,443,449.58 Section Guangdong Guanghui Expressway 36,215,431.47 Co., Ltd. Subtotal of Dividend receivable 6,215,431.47 90,658,881.05 Other receivable Beijing Gelin Enze 12,220,079.91 12,220,079.91 12,220,079.91 12,220,079.91 159 Amount at year end Amount at year beginning Name Related party Balance of Bad debt Balance of Bad debt Book Provision Book Provision Guangdong Guanyue Luqiao Co., 1,575,967.15 1,575,967.15 Ltd. Guangdong Litong Property 1,400,176.00 Investment Co., Ltd. Guangdong Guanghui Expressway 500,000.00 500,000.00 Co., Ltd Guangdong Kaiyang Expressway 461,907.56 62,443.00 Co., Ltd. Zhaoqing Yuezhao Highway Co., 419,254.95 412,811.45 Ltd. Guangdong Maozhan Expressway 118,469.97 15,734.00 Co., Ltd. Guangdong Yunwu Expressway Co., 107,122.00 2,556.78 Ltd. Guangdong Gaoda Preperty 91,500.00 91,500.00 Development Co., Ltd. Yunfu Guangyun Expressway Co., 82,960.14 Ltd. Guangdong Highway Construction 48,180.31 Co.,Ltd. Guangdong Shanfen Expressway 24,486.00 24,486.00 Co., Ltd. Guangdong Yuzhan Expressway Co., 23,657.46 14,294.00 Ltd. Guangdong Zhanxu Expressway Co., 23,267.22 Ltd. Guangdong Shenshen Expressway 6,601.92 Co., Ltd Guangdong Guangshao Expressway 3,762.70 3,762.70 Co., Ltd. Guangdong Xinyue Communication 2,158.60 2,158.60 Investment Co., Ltd. Guangdong Expressway Co., Ltd 4,818,608.57 160 Amount at year end Amount at year beginning Name Related party Balance of Bad debt Balance of Bad debt Book Provision Book Provision Guangdong Yangmao Expressway 130,577.74 Co., Ltd. Subtotal of other receivable 17,109,551.89 12,220,079.91 19,874,979.90 12,220,079.91 Notes:The receivables from related parties can be offset if the related transaction is agreed to settle on the net basis, after that, the amounts can be listed. ⑵The listed company Payables of the related party Amount at year Amount at year end Name Related party beginning Balance book Balance book Account payabl Guangdong Changda highway Co., Ltd. 37,519,368.22 15,248,083.27 Guangdong Expressway Co., Ltd. 19,986,871.20 19,986,871.20 Xinyue Communication Investment 8,724,800.94 10,026,441.09 Co., Ltd. Guangdong Guanyue Luqiao Co., Ltd. 7,572,689.98 5,015,887.76 Guangdong Guanghui Expressway 5,133,333.34 3,941,666.67 Co., Ltd. Guangzhou Xinruan Computer Technology 1,079,980.00 2,218,780.00 Co., Ltd Guangdong Hualu communication 750,109.00 780,722.00 Technology Co., Ltd. Guangdong East Thinking Management 207,804.00 207,804.00 Technology Development Co., Ltd. Guangdong Communication Development 284,502.65 2,337,674.15 Co., Ltd. Guangdong Communication Group 90,474.00 Inspection Center Subtotal 81,259,459.33 59,854,404.14 Advance account Guangdong Expressway Co., Ltd. 90,551.56 392,390.08 161 Amount at year Amount at year end Name Related party beginning Balance book Balance book Subtotal 90,551.56 392,390.08 Interest payable Guangdong Guanghui Expressway Co., Ltd. 2,658,075.00 2,625,918.75 Subtotal 2,658,075.00 2,625,918.75 Other payable Guangdong Guanghui Expressway Co., Ltd 105,000,000.00 105,000,000.00 Guangdong Changda highway Co., Ltd. 64,792,281.56 69,643,948.91 Guangdong Guanyue Luqiao Co., Ltd 25,108,563.61 22,357,818.44 Guangdong Expressway Co., Ltd. 8,290,218.80 2,793,419.35 Guangdong Communication Development 1,492,418.03 1,952,418.03 Company Xinyue Communication Investment 1,421,776.25 1,839,382.70 Co., Ltd. Guangdong Litong Property Investment Co., Ltd. 994,862.00 Guangdong Hualu communication 255,054.50 255,254.50 Technology Co., Ltd. Guangdong HighwayConstruction Co., Ltd. 211,680.13 73,610.38 Guangdong Tongyi Expressway 205,000.00 Services Area Co., Ltd. Guangzhou Xinruan Computer Technology 131,630.00 99,130.00 Co., Ltd. Guangdong Maozhan Expressway Co., Ltd. 61,129.53 Guangdong West Coast Expressway Trading Co., Ltd. 49,628.87 0.33 Guangdong Zhanxu Expressway Co., Ltd. 42,812.80 Guangdong Xinlu Adverting Co., Ltd. 30,000.00 30,000.00 Guangdong Yuzhan Expressway Co., Ltd. 20,612.44 Guangdong Zhaoyang Expressway Co., Ltd. 8,377.43 Guangdong West Coast Expressway 3,100.00 3,100.00 Trading Co., Ltd. Subtotal 208,119,145.95 204,048,082.64 162 Notes:The receivables from related parties can be offset if the related transaction is agreed to settle on the net basis, after that, the amounts can be listed. 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- Sanbao 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. 16,: 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, 2012, The company has invested accumulated RMB 729.9975 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, 2012, 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, 2012, Department. the fund of the Company has not invested yet. 5. The 9th (provisional) meeting of the sixth Board of Directors of Guangdong Provincial Expressway Development Co., Ltd. ("the Company") was held of January 31, 2011,The meeting examined and adopted the Proposal on Applying to 163 Guangdong Communication Group Co., Ltd. for Entrusted Loans.Approving the company to apply to the controlling shareholder of Guangdong Communication Group Co., Ltd. for the entrusted loans of RMB 80 Million for the daily management turnover with a period of 1 year, the interest rate of load will float down 10% based on People's Bank of basic rate of interest for loans of the time. 预计利息为 418 万,For this load is Credit, the debts can be repaid in advance as necessary, and the specific implementation can also be authorized to the operation team. As of June 30, 2012, the company did not loan above-mentioned loan. 6. The Company held the first provisional Shareholders’ General meeting on February 29, 2012 , The meeting examined and adopted the Proposal Concerning Matters Related to Fokai Company's Financing from State Development Bank. Guangdong Fokai Expressway Co., Ltd. (hereinafter referred to as "Fokai Company"), a controlled subsidiary of the Company, was approved to accept the project loan of RMB 750 million extended by State Development Bank Co., Ltd. RMB 400 million and RMB 350 million will be used respectively for the reconstruction and expansion project of Fokai Expressway and major repair project of Fokai Expressway under construction. The loan term is not more than 15 years from the withdrawal day of the first sum of loan. As for the interest rate of the loan, the basic interest rate of RMB loans of the same class quoted by People's Bank of China in the same period shall apply. It was approved to authorize the management of the Company to implement the above-mentioned matters. 本项贷款为质押贷款,Fokai Company was approved to provide pledge guarantee for the loan extended by State Development Bank Co., Ltd. with 25% of toll collection right. As of June 30, 2012, It was approved to authorize the management of the Company to implement the above-mentioned matters. 7. The 23rd (Provisional) meeting of the Sixth board of directors of Guangdong Provincial Expressway Development Co., Ltd. was held of February 24, 2012 ,The meeting examined and adopted the Proposal Concerning the Company's Plan for Investing in Guangdong Broadcasting and Television Through Investing in Guangdong Broadcasting and Television Network Investment Limited Partnership. The Company was approved to invest in Guangdong Broadcasting & Television Network Co., Ltd. through investing in Guangdong Broadcasting and Television Network Investment Limited Partnership (temporary name, subject to the name of partnership in the Partnership Agreement signed by the Company) with self-owned funds of not more than RMB 200 million.The meeting agreed to authorizing the management of the Company to handle relevant subsequent matters of this investment. As of June 30, 2012, the fund of the Company has not invested yet. 8. The 26th (Provisional) meeting of the Sixth board of directors of Guangdong Provincial Expressway Development Co., Ltd. was held of May 10, 2012. The meeting examined and adopted the Proposal Concerning the Company's Accepting the Insurance Bond Investment Plan of Pacific Asset Management Co., Ltd. The Company was approved to accept the insurance bond investment plan made by Pacific Asset Management Co., Ltd. The amount of proceeds to be raised is not more than RMB 1.5 billion. Floating interest rate plus guaranteed base interest rate applies as the interest rate. The floating interest rate shall not exceed the basic interest rate of RMB loan with a term of over five years on the day when the investment fund of the insurance company is transferred into the Company's account and the corresponding days of the future years, which shall be adjusted once each year. The guaranteed base interest rate is 5.6%. The concrete amount of raised proceeds shall be within maximum limit of investment fund filed with CIRC. the actual amount wholly transferred to the Company shall apply. The final interest rate is subject to Investment Contract for Bond Investment Plan Between Pacific and Guangdong Expressway filed with CIRC. It was approved to authorize the management of the Company to implement the above-mentioned matters. The Company was approved to provide counter guarantee to Guangdong Communication Group Co., Ltd. with 75% equity of Guangdong Fokai Expressway Co., Ltd. held by it. As of June 30, 2012, the company did not loan above-mentioned loan. (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. 164 As of the approval of this financial reports date,there is no disclosure of the Post-balance-sheet of the Company. X. Other events 1.Fokai Expressway has operated Jiujiang Bridge’s management and maintain,2007, June 15 early in the morning, The 325 Jiujiang Bridge collapsed on # 23 pier for “Nanguijii 035” collision owned by the controlling subsidiary of the company Guangdong Fokai Expressway Company leads the collapse and the traffic jam of 200 meters long of the Jiujiang Bridge. 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. 2.In June 2003, Guangdong Expressway Technology Investment Co., Ltd., a wholly-owned subsidiary of the Company, signed Entrusted Loan Agreement with Beijing Bank and Beijing Gelin Enze Organic Fertilizer Co., Ltd. According to the agreement, Guangdong Expressway Technology Investment Co., Ltd. entrusted Xisi Sub-branch of Beijing Bank to lend RMB 8 million to Beijing Gelin Enze Organic Fertilizer Co., Ltd. with a term of one year. Meanwhile, Guangdong Expressway Technology Investment Co., Ltd. Beijing Gelin Enze Organic Fertilizer Co., Ltd. and Wang Jianji (the board chairman of Beijing Gelin Enze Organic Fertilizer Co., Ltd.) jointly signed Guarantee Contract. According to the contract, Wang Jianji shall bear joint liability for repayment in respect of the loan of RMB 8 million and corresponding interests, damages and expenses. As Beijing Gelin Enze Organic Fertilizer Co., Ltd. failed to repay due borrowings, Guangdong Expressway Technology Investment Co., Ltd. brought an action against Wang Jianji to Guangdong Guangzhou Yuexiu District People's Court on May 31, 2006. On September 11, 2008, Guangzhou Intermediate People's Court judged case transfer for jurisdiction. Beijing Xicheng District People's Court held hearings on September 16, 2009. 2On April 15, 2010, Beijing Xicheng District People's Court issued (2009) Xi Min Chu Zi No. 5881 Civil Judgment and judged that Guangdong Expressway Technology Investment Co., Ltd. won the lawsuit. The Defendant refused to accept the judgment and instituted an appeal to Beijing First Intermediate People's Court. 2On October 19, 2010, Beijing First Intermediate People's Court made the final judgment and issued (2010) Yi Zhong Min Zhong Zi No. 10701 Civil Judgment to reject the appeal of the Defendant and maintain the original judgment in the first instance. In November 2010, Guangdong Expressway Technology Investment Co., Ltd. applied to the court for enforcement in respect of the attached 2.5 flats of the Defendant. 2On February 15, 2011, the court informed that the procedure for placing enforcement on file had been completed. File No.: (2011) Xi Zhi Zi No. 00039. At present, the enforcement procedure is still being implemented. On July 14, 2011, Wang Jianji has applied for a retrial.On May 8, 2012, Beijing Higher People's Court issued (2012) Gao Min Ti Zi No. 391 Written Civil Judgment to revoke the judgment of Beijing First Intermediate People's Court and Xicheng District People's Court. Within 15 days from the effective date of this judgment, Gelin Company shall pay RMB 8 million and accrued interest and damages (1% of payment) to Technology Company with all its assets. When Gelin Company's assets are insufficient to repay the loan, Wang Jianji shall pay the part that Gelin Company fails to pay. On May 21, 2012, Guangdong Expressway Technology Investment Co., Ltd. applied to the court for enforcement. At 165 present, the enforcement procedure is still being implemented. 3. Guangdong Expressway Technology Investment Co., Ltd., a wholly-owned subsidiary of the Company, extended a loan of RMB 3 million to Beijing Gelin Enze Organic Fertilizer Co., Ltd. in 2005. As Beijing Gelin Enze Organic Fertilizer Co., Ltd. failed to repay due borrowings, Guangdong Expressway Technology Investment Co., Ltd. brought an action against this company to Beijing Changping District People's Court. On July 25, 2006, Beijing Changping District People's Court issued (2006) Chang Min Chu Zi No. 7131 Civil Judgment and judged that Beijing Gelin Enze Organic Fertilizer Co., Ltd. should repay RMB 3 million to Guangdong Expressway Technology Investment Co., Ltd. On December 28, 2006, Guangdong Expressway Technology Investment Co., Ltd. applied to the court for compulsory enforcement. 2In June and September of 2008, the court put the properties of Beijing Gelin Enze Organic Fertilizer Co., Ltd. up for auction twice but failed to sell them. At present, the enforcement procedure is still being implemented. 4. According to Yue Fei (2012) No. 1 Notice of Unifying the Charging Standard of Vehicle Toll for Expressways in Guangdong Province issued by Guangdong Price Bureau and Guangdong Transportation and Communication Department, the Company estimated the toll income of the expressway projects partly or wholly held by it and expected that its net profit for the owners of the parent company for 2012 would decrease by about RMB 32 million due to decrease of income. On May 31, 2012, the Company issued an important event announcement in respect of this matter. XI. Parent company financial statements (1)Other receivables 1. Type analyse: Amount in year-end Type Book Balance Bad debt povision Amount Proportio(%) Amount Proportio(%) Individually significant accounts receivable 32,530,422.85 80.92 32,530,422.85 100.00 Group I:Receivables providedbad debt provision In the group 7,668,382.74 19.08 1,658,571.80 21.63 Group I:Other Receivables account reveivables on which 5,284,247.78 13.15 1,658,571.80 31.39 bad debt provisions are provided on other basis Group II:Other Receivables account reveivables on which 2,384,134.96 5.93 bad debt provisions are provided on other basis Other non-material other receivables Total 40,198,805.59 100.00 34,188,994.65 85.05 On table Amount in year-begin Type Book Balance Bad debt povision Amount Proportio(%) Amount Proportio(%) Individually significant accounts receivable 32,530,422.85 85.95 32,530,422.85 100.00 Group I:Receivables providedbad debt provision In the group 5,316,026.70 14.05 1,658,571.80 31.20 166 Group I:Other Receivables account reveivables on which 2,925,352.53 7.73 1,658,571.80 56.70 bad debt provisions are provided on other basis Group II:Other Receivables account reveivables on which 2,390,674.17 6.32 bad debt provisions are provided on other basis Other non-material other receivables Total 37,846,449.55 100.00 34,188,994.65 90.34 ——Other Account reveivables on which bad debt provisions are provided on age basis in group:、 Amount in year-end Amount in year-begin Age Book Balance Book Balance Bad debt povision Bad debt povision Amount Proportio(%) Amount Proportio(%) Within 1 3,625,675.98 68.61 1,266,780.73 43.30 year 1-2 years 2-3 years 3-4 years 4-5 years Over 1,658,571.80 31.39 1,658,571.80 1,658,571.80 56.70 1,658,571.80 5years Total 5,284,247.78 100.00 1,658,571.80 2,925,352.53 100.00 1,658,571.80 ——No individually insignificant receivables with bad debt provision recognized individually at the end of period. Name Book Balance Bad debt provision Guangdong Xingyu Law Office 2,297,134.96 Guangdong Gaoda Property Development Co., Ltd. 87,000.00 Total 2,384,134.96 receiv——There is no significant amount or the test of depreciation of value of bad debts provision of other accounts able at the ending. Other receivables Book balance Amount of bad debts Proportion (%) Reasons Kunlun Securities Co., Ltd. 32,530,422.85 32,530,422.85 100.00 Notes Total 32,530,422.85 32,530,422.85 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 167 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. The recovered debt amount in 2011 is RMB 667,959.27 which had been offset from the provision for bad debts. (2) There is no Reversal or Recovery of the Current Period ⑶There 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. ⑹The top five companies in the amount of other receivables The proportion Relationship with of the total Name Amount Aging the Company of other receivables (%) Kunlun Securities Co.,Ltd No relationship 32,530,422.85 Over 5 years 80.92 Within 5 Guangdong Xingyu Law Office No relationship 2,297,134.96 5.71 years Heshan Transportation real estate No 1,470,000.00 Over 5 years 3.66 Development Company relationship Guangdong Litong Property Investment The controlling Parent Within 1 1,400,176.00 3.48 Co., Ltd. Company year Guangzhou Meixiang Affairs Service Co., Within 1 No relationship 392,360.00 0.98 Ltd. year Total 38,090,093.81 94.75 ⑺The accounts receivable from the Related parties The proportion of Relationship with the Name Amount Time the total of other Company receivables (%) Guangdong Litong Property The controlling Parent Within 1 1,400,176.00 3.48 Investment Co., Ltd. Company year Guangdong Gaoda Preporty The controlling Parent 87,000.00 3-4 years 0.22 Development Co., Ltd. Company Total 1,487,176.00 3.70 ⑻There 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. 168 (II))Long- term s equity investment Increase/ Balance in Name Account method Initial amount Balance in year-begin decrease year-end Guangdong Guangfo Expressway Cost method 242,151,386.98 154,982,475.25 154,982,475.25 Co., Ltd. Guangdong Expressway Technology Investment Cost method 95,920,000.00 95,731,882.42 95,731,882.42 Co., Ltd. Guangdong Fokai Expressway Co., Ltd. Cost method 2,537,173,165.77 1,594,044,211.85 180,000,000.00 1,774,044,211.85 Guangdong Guanghui Expressway Co., Ltd. Equity method 705,503,400.00 816,392,146.97 60,537,578.86 876,929,725.83 Zhaoqing Yuzhao Highway Co., Ltd. Equity method 201,770,945.42 216,166,050.63 8,470,380.29 224,636,430.92 Shenzhen Huiyan Expressway Co., Ltd Equity method 35,231,299.69 150,137,620.80 -1,919,450.93 148,218,169.87 Guangdong Maozhan Expressway Co., Ltd. Equity method 224,000,000.00 152,321,403.90 12,746,052.72 165,067,456.62 Jingzhu Exprwssway Guanzhu Equity method 247,848,488.93 388,055,869.31 50,658,961.65 438,714,830.96 Guangdong Jiangzhong Expressway Equity method 156,750,000.00 152,013,509.44 3,052,337.78 155,065,847.22 Co., Ltd. Ganzhou Kangda Expressway Equity method 216,251,100.00 117,064,120.24 3,071,418.34 120,135,538.58 Ganzhou Gankang Expressway Equity method 226,379,000.00 197,769,048.86 -5,905,741.14 191,863,307.72 Co., Ltd. Guangdong Guangle Expressway Equity method 729,997,500.00 728,141,601.73 728,141,601.73 Huaxia Securities Co., Ltd.(Notes 1) Cost method 5,400,000.00 5,400,000.00 5,400,000.00 Huazheng Assets Management Cost method 1,620,000.00 1,620,000.00 1,620,000.00 169 Increase/ Balance in Name Account method Initial amount Balance in year-begin decrease year-end Co. Ltd.(Notes 2) Total 5,625,996,286.79 4,769,839,941.40 310,711,537.57 5,080,551,478.97 On table Impairment Impairment Voting provision in Current cash Name Popoortion Notes provision in proportion(%) the report dividend year-end period. Guangdong Guangfo Expressway 75.00 75.00 Co., Ltd. Guangdong Expressway Technology Investment Co., Ltd. 100.00 100.00 Guangdong Fokai Expressway Co., Ltd. 75.00 75.00 24,368,180.33 Guangdong Guanghui Expressway Co., Ltd. 30.00 30.00 Zhaoqing Yuezhao Highway Co., Ltd. 25.00 25.00 11,348,350.39 Shenzhen Huiyan Expressway 33.33 33.33 22,000,000.00 Guangdong Maozhan Expressway 20.00 20.00 Jingzhu Exprwssway Guanzhu 20.00 20.00 Guangdong Jiangzhong Expressway Co., Ltd. 15.00 15.00 Ganzhou Kangda Expressway 30.00 30.00 170 Impairment Impairment Voting provision in Current cash Name Popoortion Notes provision in proportion(%) the report dividend year-end period. Ganzhou Gankang Expressway Co., Ltd. 30.00 30.00 Guangdong Guangle Expressway 30.00 30.00 Huaxia Securities Co., Ltd.(Notes 1) 0.27 0.27 5,400,000.00 Huazheng Assets Management Co. Ltd.(Notes 2) 0.54 0.54 1,393,200.00 Total 6,793,200.00 57,716,530.72 171 Notes 1. 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. Notes 2: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 investm ent of RMB 1.62 million. (III) Operating income and operating cost Report period Same period of the previous year Items Income Cost Income Cost Other operating i 4,612,807.08 232,106.70 1,790,886.95 232,106.70 Other 4,612,807.08 232,106.70 1,790,886.95 232,106.70 (IV) Investment income 1. Investment income Same period of the Items Report period previous year Long-term equity investment income by costing 24,368,180.33 29,253,089.97 Long-term equity investment income by equity method 164,059,887.96 147,765,406.79 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 held-to-maturity investment Hold the investment income during from available-for-sale 31,920,000.00 22,704,000.00 financial assets Dispose the investment income from the transactional financial assets Dispose the investment income from the held-to-maturity investment 172 Same period of the Items Report period previous year Dispose the investment income from the available-for-sale financial assets Other Total 220,348,068.29 199,722,496.76 2. Long-term equity investment incomes confirmed by Cost method include: Same period of Reason to increase or Unit Report period the previous year decrease Guangdong Fokai Expressway Co., Increase the cash dividend Ltd. 24,368,180.33 distribution Decrease the cash dividend Guangfo Expressway Co., Ltd. 29,253,089.97 distribution Total 24,368,180.33 29,253,089.97 3.long-term equity investment incomes confirmed by equity method include: Same period of Unit the Reason to increase or decrease Report period previous year Increase in net profit Guangdong Maozhan Expressway 12,746,052.72 6,067,316.60 Investment Unit Decrease in net profit Jingzhu Expressway Guangzhu 50,658,961.65 61,664,514.57 Investment Unit Decrease in net profit Guangdong Jiangzhong Expressway 3,052,337.78 4,533,627.21 Investment Unit Decrease in net profit Guanghui Expressway 60,537,578.86 71,874,271.44 Investment Unit Decrease in loss investment Ganzhou Gankang Expressway -5,905,741.14 -11,633,109.99 Unit in the report period Increase in net profit Ganzhou Kangda Expressway 3,071,418.34 -7,608,563.47 Investment Unit Decrease in net profit Shenzhen Huiyan Expressway 20,080,549.07 22,488,363.32 Investment Unit Increase in net profit Zhaoqing Yuezhao Highway 19,818,730.68 2,234,885.38 Investment Unit Guangdong Guangle Expressway -1,855,898.27 Not yet operate 173 Total 164,059,887.96 147,765,406.79 4. Undispose the investment income from the long-term equity investments 5. In the report period, the company has no big restriction on the investment earning repatriation (V). Supplement Information of Cash flow statement Same period of the Supplement Information Report period previous year I.Adjusting net profit to net cash flow in operating activities Net profit Add: Asset devaluation reserve provided Fixed assets depreciation,Oil and gas depreciation, Produce matter depreciation 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 Loss from scrapping of fixed assets Loss from fair change Financial expenses Investment loss Decrease of deferred tax assets Increase of deferred tax Liabilities Decrease of inventories Decrease of operating accounts receivable Increase of operating accounts payable Other Net cash flow generated from operating activities 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 financing III、Net increase of cash and cash equivalent Balance of cash at the end of the period Less: Balance of cash at the beginning of the period Add: Balance of cash equivalent at the end of the period Less: Balance of cash equivalent at the beginning of the period 174 Same period of the Supplement Information Report period previous year Net increase of cash and cash equivalent Net profit 108,248,638.46 141,134,385.76 Add: Asset devaluation reserve provided Fixed assets depreciation,Oil and gas depreciation, Produce 932,867.88 901,764.52 matter depreciation Amortization of intangible assets Amortization of long-term expenses to be amortized The loss from the disposal of fixed assets, intangible assets and -13,500.00 other long-term assets Loss from scrapping of fixed assets Loss from fair change Financial expenses 77,681,118.64 31,940,802.70 Investment loss -220,348,068.29 -199,722,496.76 Decrease of deferred tax assets Increase of deferred tax Liabilities Decrease of inventories Decrease of operating accounts receivable -2,352,356.04 1,080,203.31 Increase of operating accounts payable 21,542,572.32 7,165,568.40 Other Net cash flow generated from operating activities -14,295,227.03 -17,513,272.07 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 financing III、Net increase of cash and cash equivalent Balance of cash at the end of the period 810,885,058.55 135,341,856.69 Less: Balance of cash at the beginning of the period 701,899,352.28 179,597,767.35 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 108,985,706.27 -44,255,910.66 XII.Supplement Information (1) Items of Non-recurring Gains & Losses 175 Items Amount Explanation Gain/loss form disposal of non-current assets -3,545,681.93 Tax refund, deduction and exemption that is examined and approved by authority exceeding or has no official approval 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. Income from the exceeding part between investment cost of the Companypaid for obtaining subsidiaries associates and joint-ventures and recognizable net assets fair value attributable to the Company when acquiring the investment. 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 176 Items Amount Explanation Net amount of non-operating income and expense except the aforesaid -980,412.83 items Other non-recurring Gains/loss items Amount of influence of minority interests 1,131,524.16 Amount of influence of income tax 848,643.13 Total -2,545,927.47 (2)Return on net assets and earnings per share Return on net Earnings per share(RMB) Period Profit of the report period assets, Weighted Fully diluted Weighted average (%) Net profit attributable to the 3.35 0.12 0.12 owners of Company. January –June 2011 Net profit attributable to the owners of Company after deducting of 3.98 0.14 0.14 non-recurring gain/loss. Net profit attributable to the 3.77 0.13 0.13 owners of Company. January –June 2012 Net profit attributable to the owners of Company after deducting of 3.83 0.13 0.13 non-recurring gain/loss. ——1.Calculation process Items Line January –June 2012 January –June 2011 Net profit attributable to shareholders of parent 1 company 157,483,597.89 145,165,687.23 Non-recurring gain/loss attributable to the net profit of common shareholders of the parent 2 company after deducting of income tax influences -2,545,927.47 -27,167,582.01 Net profit attributable to common share holdersof the Company after deducting of 3=1-2 non-recurring gain/loss 160,029,525.36 172,333,269.24 Months during the report period, 4 6 6 net assets at the period-begin attributable to 5 common shareholders of the company 4,115,126,105.45 4,283,251,674.35 net assets increased due to issuance of new share ordebts for equity swap or attributable to 6 common shareholders of the Company -9,600,000.00 net assets, which is about repurchase 7 62,855,887.40 125,711,774.80 177 Items Line January –June 2012 January –June 2011 during the report or cash dividend reduce, and belongs to company common shareholders. number of months from the next month when net assets Increased to the end of the report 8 period 3 3 number of months from the next month when net assets decreased to the end of the report 9 period 1 1 Net assets attributable to common shareholders 10 of the Company to the end of the report period 4,200,153,815.94 4,156,305,586.78 weighted.Net assets attributable to common 11=5+1*50%+6× shareholders of the Company 8÷4-7×9÷4 4,178,591,923.16 4,334,882,555.50 Weighted average return on equity(Net profit attributable to common shareholders of the 12=1÷11 Company) 3.77% 3.35% Weighted average return on equity (Non-recurring gain/loss attributable to the net profit of common shareholders of the parent 13=3÷11 company after deducting of income tax influences) 3.83% 3.98% (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 Balance in Balance in Percentage Variable Items year-end year-begin in total Alteration reason asset Ratio Due to increase of borrowings, Monetary fund 1,260,099,335.12 1,018,999,531.05 10.06% 23.66% recovery of dividends and cash inflows from operating activities Increase of un-split toll at the end of Account 40,578,972.27 17,726,118.11 0.32% 128.92% month caused the increase of receivable accounts receivable The recovery of dividends Dividend receivable at the beginning of 6,215,431.47 90,658,881.05 0.05% -93.14% receivable period in current period caused the decrease of dividends receivable 178 Balance in Balance in Percentage Variable Items year-end year-begin in total Alteration reason asset Ratio Available for The change of fair value is caused sale financial 681,600,000.00 691,200,000.00 5.44% -1.39% by the change of share price of assets China Everbright Bank The increase of net assets of Long term invested companies caused the share equity 3,048,999,709.45 2,918,288,171.88 24.34% 4.48% increase of long-term equity investment investment accounted for on equity basis Provision for depreciation of fixed Fixed assets 3,924,351,008.07 4,063,417,803.17 31.32% -3.42% assets caused the decrease of book value of fixed assets The increase of investment in the Construction-in expansion project of Fokai 3,319,291,782.82 2,760,092,723.87 26.49% 20.26% -progress Expressway caused the increase of construction in progress Short-term Borrowings increased to meet the 1,041,470,000.00 891,470,000.00 8.31% 16.83% Loan demand of fund turnover The increase of income tax for which Fokai Company made Tax payable 30,669,192.33 13,070,029.12 0.24% 134.65% provision in current period caused the increase of taxes and levies payable Interest 91,666,971.39 37,161,794.55 0.73% 146.67%The accrued bond interest is not due payable Dividends The dividends of the Company for 91,946,474.11 29,154,211.10 0.73% 215.38% payable 2011 have not been paid Borrowings increased to meet the Long-term demand of expansion project and 3,003,474,803.54 3,309,764,803.54 23.97% -9.25% Loan non-current liability due in 1 year increased The amortization for adjustment of Bond payable 1,791,972,908.14 1,790,792,109.05 14.30% 0.07% interests of bonds issued at discount caused the increase of book value The Entrust loan decreased, it Capital surplus 1,688,358,715.57 1,697,958,715.57 13.48% -0.57% caused the increment of Other payable 2.The unusual amount or the abnormal changes in the items of the income statement 179 Items Report period Last period Rate Change Rate Reason Natural increase of vehicle traffic Business 544,249,165.97 513,043,078.52 253.4% 6.08% volume caused the increase of income income Due to increase of depreciation and Business cost 276,072,432.07 251,728,804.04 128.5% 9.67% labor cost caused by the increase of vehicle traffic volume Due to the change of labor cost and Administrative 77,632,477.02 60,950,667.18 36.1% 27.37% other special costs expense Financial expenses increased year on year due to the Company's issue Financial 156,261,654.01 104,842,371.93 72.7% 49.04% of medium term notes, increase of expenses loan principal and interest rate adjustment. The receipt of the balance of Asset liquidation fee advanced caused the impairment -142,376.38 -7,985.84 -0.1% 1682.86% writeback of provision for loss impairment of assets The change of profits of joint stock subsidiaries and dividend Investment distribution of Everbright Bank 195,979,887.96 170,469,406.79 91.2% 14.96% income caused the increase of the Company's investment income in current period Mainly due to the scrapping of partial intercommunication fly-over bridges and toll sites along the Non-operati 772,399.81 54,762,939.21 0.4% -99% expansion project of Fokai ng expenses Expressway in the same period of previous year. XIII. The approval of financial reports The report of the financial statements was approved by all directors of the board of directors of the Guangdong Provincial Expressway Development Co., Ltd. on August 10, 2012. . 180 IX . 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 10, 2012. 181