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粤高速B:2012年半年度报告(英文版)2012-08-13  

						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