Stock Code: 000505, 200505 Stock Abbr.: *STZJ, *STZJB Announcement No.: 2013-021 HaiNan Pearl River Holdings Co., Ltd. Abstract of the 2013 Semi-annual Report 1. Important reminders (1) This abstract is based on the full text of the semi-annual report. For more details, investors are suggested to read the full text disclosed at the same time with this abstract on http://www.cninfo.com.cn, the website of Shenzhen Stock Exchange or any other website designated by CSRC. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. (2)Company profile Stock abbreviation *STZJ, *STZJB Stock code 000505, 200505 Stock exchange listed with Shenzhen Stock Exchange For contact Company Secretary Securities Affairs Representative Name Yu Cuihong Yu Cuihong Tel. 0898-68583723 0898-68583723 Fax 0898—68581026 0898—68581026 E-mail hnpearlriver@21cn.net hnpearlriver@21cn.net 2. Financial highlights and change of shareholders (1)Financial highlights Does the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or correction of any accounting error? □ Yes √ No Reporting period Same period of last year YoY +/-(%) Operating revenues (RMB Yuan) 107,223,021.13 108,341,956.20 -1.03% Net profit attributable to shareholders of the Company (RMB -64,455,008.65 -37,734,798.44 -70.81% Yuan) Net profit attributable to shareholders of the Company after -72,879,625.27 -59,037,643.78 -23.45% extraordinary gains and losses (RMB Yuan) Net cash flows from operating -43,861,109.19 -35,592,424.56 -23.23% activities (RMB Yuan) Basic EPS (RMB Yuan/share) -0.15 -0.09 -70.81% Diluted EPS (RMB Yuan/share) -0.15 -0.09 -70.81% Weighted average ROE (%) -33.76% -9.93% -23.83% As at the end of the As at the end of last YoY +/-(%) reporting period year Total assets (RMB Yuan) 1,398,816,127.89 1,424,764,273.52 -1.82% Net assets attributable to shareholders of the Company (RMB 144,215,702.94 237,625,634.44 -39.31% Yuan) 1 (2) Shareholdings of the top 10 shareholders Total number of shareholders at the end of 40,363 the reporting period Shareholdings of the top 10 shareholders Shareholdin Total shares Pledged or frozen shares Name of Nature of Number of restricted shares g percentage held at the Status of Number of shareholder shareholder held (%) period-end shares shares Beijing Wanfa Real State-owned Estate 26.36% 112,479,478 Pledged 20,000,000 corporation Development Co., Ltd. Domestic Zhang natural 0.46% 1,949,250 Xiaoxia person Domestic Chen natural 0.43% 1,827,900 Mingwei person Domestic Hu Zhengxiu natural 0.37% 1,600,000 person Domestic Wang Defu natural 0.36% 1,540,100 person Domestic Ou Lei natural 0.35% 1,500,000 person Beijing CICC Domestic Xinbo Asset non-state-ow 0.34% 1,464,419 Management ned Center, LLP corporation Domestic Liang Bijun natural 0.33% 1,408,463 person Domestic Nanhua non-state-ow Finance Co., 0.3% 1,299,500 1,299,500 ned Ltd. corporation Domestic Sheng Fubo natural 0.28% 1,191,895 person Among shareholders above, there exists no related-party relationship between the Explanation on associated principal shareholder and other shareholders of the Company. Nor they are parties relationship or/and persons with concerted action as prescribed in the Information Disclosure Administrative acting in concert among the Methods for Changes in Shareholding of Shareholders of Listed Companies. And it above-mentioned is unknown whether there is related-party relationship among other shareholders shareholders: and whether they are prescribed parties with concerted action. The Company’s shareholder Wang Defu held 0 shares via the common securities Shareholders taking part in account and 1,540,100 shares via the client credit trading guarantee securities margin financing and account of China Minzu Securities Co., Ltd., so he actually held 1,540,100 shares securities lending (if any) in total. 2 (3)Change of the controlling shareholder or the actual controller Change of the controlling shareholder in the reporting period □ Applicable √ Inapplicable Change of the actual controller in the reporting period □ Applicable √ Inapplicable 3. Discussion and analysis by the management 1. The key task for this year is the Phase III development of the Wuhan Meilin Qingcheng Project. So far, the reply approving to initiate the project has been obtained. A detailed geological exploration, the relocation & clean-up, the trial of foundation piles and so on have been completed. According to the planning documents (WGDZ (2003) No. 271 and WTJQZ [2003] No. 073), as a way to expand the project land, the Company will transfer the 1.33-hectare land adjacent to the development land of Xudong Village to the undertaker of the “Urban Village Transformation” Project of Xudong Village so as to get a development land parcel of almost the same area on the east of the development land of the Phase III, which has been approved by the relevant government body. Construction of the Phase III will start as soon as the land transfer and expansion formalities are completed. 2. Progress of the Shijiazhuang Luquan new countryside construction project: In the first half of the year, evaluation of the enterprises to be relocated from the Land Parcel No. 1 was completed, marking the steady progressing of the relocation. The planning was submitted for approval and the municipal plan was analyzed. The planning was deepened and the final plan for house types and elevations was confirmed, marking the basic accomplishment of the preliminary design. Meanwhile, the construction drawing was partially begun. When the funds arrive, the Company will immediately start making compensations and collecting back land so as to run ahead of the schedule in the second half of the year. 3. About the Mulin Town special railway and coal wholesale market construction project: The government is regulating the coal industry and shutting down some high-pollution enterprises. And the Company has been waiting for the governmental department to grant a coal operation license. The relevant project and production line construction thus cannot proceed as scheduled. The land where the project is located is temporarily put aside. According to the latest policy, the government has stopped granting coal operation licenses. Since this June, the Company and its partner Zhonghe Investment Co., Ltd. have officially initiated the project. Meanwhile, the Company has entrusted its partner to conduct coal trading with some major customers, which will help accumulate experience and expand marketing channels for the subsequent independent operation and at the same time will help achieve some investment gains in this stage. 4. About the Hubei Yunxi Iron Mine Project: A detailed investigation has been carried out on the Dujiawan Iron Mine and the relevant files have been kept. Currently, the Company is working on the specific plan for mining and mine construction. The detailed geological investigation into the Zhaojiayuan Mine has almost come to an end. Relevant equipment has been procured and all the production lines have been installed and debugged. The mine is now capable of producing 0.4 million tons of high-purity iron ore per year. In the first half of the year, partial mining and high-purity iron ore production started. However, the original power supply of the mine cannot meet the current need from mining and production equipment, so the Company has to alter and expand the power supply system. Meanwhile, relocation of over 80 households in the mine lags behind the schedule for the reason of compensation. Therefore, the Zhaojiayuan Mine fails to reach the expected mining scale, with a considerable decrease of the expected production volume. Currently, the Company is working on power supply expansion, relocation compensation, etc, which are expected to complete in this October. By that time, mass mining and production can begin. 5. For the first half of the year, HaiNan Pearl River Property & Hotel Management Co., Ltd. achieved operating revenues of RMB 65.5060 million, up RMB 14.5390 from the same period of last year; bore operating costs of RMB 66.5179 million; paid a business tax of RMB 4.6138 million and made a loss about RMB 1.20 million. The loss was mainly because the labor cost went up RMB 7.1602 million from a year earlier. 6. The hotel and tourist service business grew steadily, generating a business income of RMB 34.76 million, representing a year-on-year increase. Days Hotel & Suites Sanya Resort Management Co., Ltd. continued to enhance internal management and adopted multiple marketing methods. For the first half of the year, it 3 achieved operating revenues of RMB 21.96 million and net profit of RMB 6.46 million (depreciation excluded). Mudanjiang Pearl River Wanjia Travel Investment and Development Group Co., Ltd. achieved operating revenues of RMB 12.8088 million for the first half of the year. After the last winter, it conducted various marketing activities for the Snow Village in the summer as a key task for this year and designed many travel themes. Meanwhile, it enhanced targeted promotion, provided various services to meet various travel needs of clients and promoted the recognition of the Snow Village in summer. In the second half of the year, it will enhance the combination of tourist products of the Snow Village, carry out tourism management and tourist spot protection according to the new Tourism Law, improve promotion and management of the Snow Village and do a good job in the winter. 4. Matters related to financial reporting (1) Explain change of the accounting policy, accounting estimate and measurement methods as compared with the financial reporting of last year N/A (2) Explain retrospective restatement due to correction of significant accounting errors in the reporting period N/A (3) Explain change of the consolidation scope as compared with the financial reporting of last year N/A (4) Explanation of the Board of Directors and the Supervisory Committee concerning the “non-standard audit report” issued by the CPAs firm for the reporting period N/A 4 Hainan Pearl River Holding Company Limited Consolidated Balance Sheet 30 Jun 2013 Expressed in Renminbi Items Notes 30-Jun-13 31-Dec-12 Current assets: Monetary funds V.1 55,812,269.33 65,762,871.33 Financial assets held for trading Notes receivable Accounts receivable V.2 17,279,796.94 9,889,336.96 Prepayments V.3 163,972,326.82 148,283,887.61 Interest receivable Dividend receivable V.4 3,235,015.00 260,015.00 Other receivables V.5 319,805,498.42 314,281,649.69 Inventories V.6 111,776,232.18 109,749,172.81 Non-current asset due within 1 year Other current assets V.7 3,000,000.00 Total current assets 674,881,138.69 648,226,933.40 Non-current assets: Available-for-sale financial assets V.8 235,009,797.10 273,616,360.90 Held-to-maturity securities Long-term receivables Long-term equity investments V.10 50,251,220.27 50,758,716.34 Investment real estates V.11 24,563,708.95 25,308,707.14 Fixed assets V.12 322,743,377.86 334,321,547.26 Construction in progress V.13 38,242,894.28 34,908,625.06 Engineering material V.14 606,206.60 606,206.60 Disposal of fixed assets Bearer biological assets Oil and gas assets Intangible assets V.15 31,196,752.06 31,636,550.86 Expense on research and development Goodwill Long-term prepayments V.16 21,321,032.08 25,380,625.96 Deferred income tax assets Other non-current asset Total non-current assets 723,934,989.20 776,537,340.12 Total assets 1,398,816,127.89 1,424,764,273.52 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 5 Hainan Pearl River Holding Company Limited Consolidated Balance Sheet 30 Jun 2013 Expressed in Renminbi Items Notes 30-Jun-13 31-Dec-12 Current liabilities: Short-term loans V.20 1,000,000.00 210,000,000.00 Financial liabilities held for trading Notes payable Accounts payable V.21 20,182,697.91 20,503,123.52 Accounts received in advance V.22 17,343,165.61 19,033,810.90 Accrued payroll V.23 8,098,733.59 9,181,755.84 Taxes payable V.24 -1,279,122.86 2,205,732.91 Interest payable V.25 115,390,264.64 112,552,231.11 Dividend payable V.26 3,213,302.88 3,213,302.88 Other payables V.27 676,950,850.28 379,871,030.04 Non-current liabilities due within 1 year V.28 31,000,000.00 28,000,000.00 Other current liabilities Total current liabilities 871,899,892.05 784,560,987.20 Non-current liabilities: Long-term borrowings V.29 330,000,000.00 341,000,000.00 Bonds payable Long-term payables Special payables Accrued liabilities Deferred income tax liabilities V.17 37,949,548.40 47,601,189.35 Other non-current liabilities Total non-current liabilities 367,949,548.40 388,601,189.35 Total liabilities 1,239,849,440.45 1,173,162,176.55 Owner's equity: Share capital V.30 426,745,404.00 426,745,404.00 Capital surplus V.31 492,991,234.32 521,946,157.17 Less:treasury stock Surplus reserves V.32 109,487,064.39 109,487,064.39 Undistributed profits V.33 -885,007,999.77 -820,552,991.12 Foreign currency translation differences Total owner's equity attributable to parent 144,215,702.94 237,625,634.44 company Minority interests 14,750,984.50 13,976,462.53 Total owner's equity 158,966,687.44 251,602,096.97 Total liabilities and owner's equity 1,398,816,127.89 1,424,764,273.52 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 6 Hainan Pearl River Holding Company Limited Balance Sheet 30 Jun 2013 Expressed in Renminbi Items Notes 30-Jun-13 31-Dec-12 Current assets: Monetary funds 959,747.89 2,641,297.45 Financial assets held for trading Notes receivable Accounts receivable XI.1 3,075,649.21 2,341,351.09 Prepayments 50,718,379.00 50,196,666.00 Interest receivable Dividend receivable 3,235,015.00 260,015.00 Other receivables XI.2 583,095,477.09 557,322,758.74 Inventories 4,824,035.45 4,824,035.45 Non-current asset due within 1 year Other current assets Total current assets 645,908,303.64 617,586,123.73 Non-current assets: Available-for-sale financial assets 235,009,797.10 273,616,360.90 Held-to-maturity securities Long-term receivables Long-term equity investments XI.3 299,607,675.57 300,108,192.64 Investment real estates 7,442,195.63 7,593,413.93 Fixed assets 16,595,572.64 17,446,366.12 Construction in progress Engineering material Disposal of fixed assets Bearer biological assets Oil and gas assets Intangible assets 1,529,208.78 1,553,040.60 Expense on research and development Goodwill Long-term prepayments 12,431,856.62 16,324,363.64 Deferred income tax assets Other non-current asset Total non-current assets 572,616,306.34 616,641,737.83 Total assets 1,218,524,609.98 1,234,227,861.56 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 7 Hainan Pearl River Holding Company Limited Balance Sheet 30 Jun 2013 Expressed in Renminbi Items Notes 30-Jun-13 31-Dec-12 Current liabilities: Short-term loans 1,000,000.00 210,000,000.00 Financial liabilities held for trading Notes payable Accounts payable 2,482,949.70 2,482,949.70 Accounts received in advance 190,080.00 59,400.00 Accrued payroll 464,313.88 546,010.23 Taxes payable -1,548,915.25 -1,615,110.81 Interest payable 82,842,102.73 81,573,212.53 Dividend payable 3,213,302.88 3,213,302.88 Other payables 538,364,645.71 295,396,790.14 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 627,008,479.65 591,656,554.67 Non-current liabilities: Long-term borrowings 193,000,000.00 178,000,000.00 Bonds payable Long-term payables Special payables Accrued liabilities Deferred income tax liabilities 37,151,157.63 46,802,798.58 Other non-current liabilities Total non-current liabilities 230,151,157.63 224,802,798.58 Total liabilities 857,159,637.28 816,459,353.25 Owner's equity: Share capital 426,745,404.00 426,745,404.00 Capital surplus 496,007,573.86 524,962,496.71 Less:treasury stock Surplus reserves 109,487,064.39 109,487,064.39 Undistributed profits -670,875,069.55 -643,426,456.79 Total owner's equity 361,364,972.70 417,768,508.31 Total liabilities and owner's equity 1,218,524,609.98 1,234,227,861.56 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 8 Hainan Pearl River Holding Company Limited Consolidated Income Statement Year ended 30 June 2013 Expressed in Renminbi Items Notes Jan.-Jun. 2013 Jan.-Jun. 2012 I.Total operating income 107,223,021.13 108,341,956.20 Including:operating income V.34 107,223,021.13 108,341,956.20 II.Total operating cost 175,386,515.27 161,706,751.41 Including:operating cost V.34 77,839,912.45 74,969,155.92 Operating taxes and extras V.35 6,360,287.19 8,907,927.55 Sales expenses V.36 4,606,945.20 4,879,658.11 General and administrative expenses V.37 46,741,079.54 53,000,592.30 Financial expenses V.38 40,873,236.02 29,066,735.26 Loss of devaluation of assets V.40 -1,034,945.13 -9,117,317.73 Add:Changing income of fair value Investment income V.39 2,556,516.93 18,113,290.90 Including: investment income on affiliated company and -507,496.07 -429,464.28 joint venture III.Operating profit -65,606,977.21 -35,251,504.31 Add: Non-operating income V.41 73,275.60 72,889.50 Less: Non-operating expenses V.42 71,307.30 126,353.94 Including: disposal loss of non-current asset 15,533.81 IV.Total profit -65,605,008.91 -35,304,968.75 Less: income tax V.43 175,477.77 1,777,028.96 V.Net profit -65,780,486.68 -37,081,997.71 Net profit attributable to parent company's owner -64,455,008.65 -37,734,798.44 Profit and loss of minority interests -1,325,478.03 652,800.73 VI.Earnings per share i.Basic earnings per share V.44 -0.15 -0.09 ii.Diluted earnings per share V.44 -0.15 -0.09 VII.Other comprehensive income V.45 -28,954,922.85 52,031,961.59 VIII.Total comprehensive income -94,735,409.53 14,949,963.88 Including: Total comprehensive income attributed to the -93,409,931.50 14,297,163.15 owners of parent company Total comprehensive income attributed to miniority interests -1,325,478.03 652,800.73 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 9 Hainan Pearl River Holding Company Limited Income Statement Year ended 30 June 2013 Expressed in Renminbi Items Notes Jan.-Jun. 2013 Jan.-Jun. 2012 I.Total operating income XI.4 581,744.40 579,338.20 Less:Operating costs XI.4 177,796.80 177,796.80 Operating taxes and extras 32,577.68 32,330.94 Sales expenses 1,267.00 General and administrative expenses 11,022,129.41 10,762,024.79 Financial expenses 29,584,045.68 16,037,614.63 Loss of devaluation of assets -10,228,962.52 -3,276,546.96 Add:Changing income of fair value Investment income XI.5 2,563,495.93 110,513,290.90 Including: investment income on affiliated company and joint -500,517.07 -429,464.28 venture II.Operating profit -27,442,346.72 87,358,141.90 Add: Non-operating income 0.19 Less: Non-operating expenses 6,266.23 15.06 Including: disposal loss of non-current asset III.Total profit -27,448,612.76 87,358,126.84 Less: income tax IV.Net profit -27,448,612.76 87,358,126.84 V.Earnings per share i.Basic earnings per share ii.Diluted earnings per share VI.Other comprehensive income -28,954,922.85 52,031,961.59 VII.Totalcomprehensive income -56,403,535.61 139,390,088.43 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 10 Hainan Pearl River Holding Company Limited Consolidated Cash Flow Statement Year ended 30 June 2013 Expressed in Renminbi Items Notes Jan.-Jun. 2013 Jan.-Jun. 2012 I.Cash flows from operating activities: Cash received from sales of goods or rendering of services 101,651,207.81 90,839,597.75 Refunds of taxes Cash received relating to other operating activities V.46(1) 12,470,630.71 11,113,568.62 Subtotal of cash inflows 114,121,838.52 101,953,166.37 Cash paid for goods and services 39,030,611.99 31,480,717.55 Cash paid to and on behalf of employees 60,918,149.26 52,599,524.79 Payments of all types of taxes 12,428,181.55 12,674,520.81 Cash paid relating to other operating activities V.46(2) 45,606,004.91 40,790,827.78 Subtotal of cash outflows 157,982,947.71 137,545,590.93 Net cash flows from operating activities V.47(1) -43,861,109.19 -35,592,424.56 II.Cash flows from investing activities: Cash received from return of investments 26,000,000.00 43,000,000.00 Cash received from return on investments 89,013.00 - Net cash received from the sale of fixed assets, intangible assets and other long-term assets 412,838.50 21,469,320.27 Net cash received from selling subsidiary company and joint venture - - Cash received relating to other investing activities V.46(3) 5,647,661.11 5,200,000.00 Subtotal of cash inflows 32,149,512.61 69,669,320.27 Cash paid to acquire fixed assets, intangible assets and other long-term assets 12,850,561.55 79,987,813.71 Cash paid to acquire investments 33,000,000.00 3,000,000.00 Net cash paid to purchase subsidiary company and joint venture Cash paid relating to other investing activities V.46(4) Subtotal of cash outflows 45,850,561.55 82,987,813.71 Net cash flows from investing activities -13,701,048.94 -13,318,493.44 III.Cash flows from financing activities: Cash received from investments by others 2,100,000.00 Cash received from borrowings 338,000,000.00 357,600,000.00 Cash received relating to other financing activities 1,000,000.00 - Subtotal of cash inflows 341,100,000.00 357,600,000.00 Cash repayments of amounts borrowed 250,000,000.00 268,000,000.00 Cash paid for distribution of dividends or profits and for interest expenses 30,280,968.25 24,762,536.25 Cash paid relating to other financing activities V.46(5) 13,207,475.62 4,359,000.00 Subtotal of cash outflows 293,488,443.87 297,121,536.25 Net cash flows from financing activities 47,611,556.13 60,478,463.75 IV.Effect of foreign exchange rate changes on cash V.Net increase in cash and cash equivalents -9,950,602.00 11,567,545.75 Add:balance of cash and cash equivalents at the beginning of the year 65,762,871.33 52,507,843.73 VI.Balance of cash and cash equivalents at the end of the year 55,812,269.33 64,075,389.48 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 11 Hainan Pearl River Holding Company Limited Cash Flow Statement Year ended 30 June 2013 Expressed in Renminbi Items Notes Jan.-Jun. 2013 Jan.-Jun. 2012 I.Cash flows from operating activities: Cash received from sales of goods or rendering of services 552,850.00 - Refunds of taxes Cash received relating to other operating activities 54,149,190.80 6,150,211.50 Subtotal of cash inflows 54,702,040.80 6,150,211.50 Cash paid for goods and services Cash paid to and on behalf of employees 2,897,272.40 2,432,405.76 Payments of all types of taxes 728,405.54 291,624.04 Cash paid relating to other operating activities 9,026,338.42 7,370,972.46 Subtotal of cash outflows 12,652,016.36 10,095,002.26 Net cash flows from operating activities XI.6 42,050,024.44 -3,944,790.76 II.Cash flows from investing activities: Cash received from return of investments 26,000,000.00 43,000,000.00 Cash received from return on investments 89,013.00 - Net cash received from the sale of fixed assets, intangible assets and other long-term assets - 20,932,029.27 Net cash received from selling subsidiary company and joint venture - - Cash received relating to other investing activities 5,647,661.11 5,200,000.00 Subtotal of cash inflows 31,736,674.11 69,132,029.27 Cash paid to acquire fixed assets, intangible assets and other long-term assets 34,007.00 83,157.00 Cash paid to acquire investments 90,499,500.00 57,250,000.00 Net cash paid to purchase subsidiary company and joint venture Cash paid relating to other investing activities Subtotal of cash outflows 90,533,507.00 57,333,157.00 Net cash flows from investing activities -58,796,832.89 11,798,872.27 III.Cash flows from financing activities: Cash received from investments by others Cash received from borrowings 286,000,000.00 241,000,000.00 Cash received relating to other financing activities Subtotal of cash inflows 286,000,000.00 241,000,000.00 Cash repayments of amounts borrowed 238,000,000.00 220,000,000.00 Cash paid for distribution of dividends or profits and for interest expenses 23,427,265.49 16,253,321.92 Cash paid relating to other financing activities 9,507,475.62 859,000.00 Subtotal of cash outflows 270,934,741.11 237,112,321.92 Net cash flows from financing activities 15,065,258.89 3,887,678.08 IV.Effect of foreign exchange rate changes on cash V.Net increase in cash and cash equivalents -1,681,549.56 11,741,759.59 Add:balance of cash and cash equivalents at the beginning of the year 2,641,297.45 515,955.59 VI.Balance of cash and cash equivalents at the end of the year 959,747.89 12,257,715.18 Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang Daoliang 12 Hainan Pearl River Holding Company Limited Consolidated Statement of Changes in Equity Year ended 30 June 2013 Expressed in Renminbi 30 June 2013 Items Total owner's equity attributable to parent company Minority Total owner's Share capital Capital reserves Less:treasury Surplus Undistributed Others interests equity stock reserves profits I.Amount at the end of last year 426,745,404.00 521,946,157.17 109,487,064.39 -820,552,991.12 13,976,462.53 251,602,096.97 1.Amount because the change of accounting policy 2.Amount because correction of accounting error II.Amount at the beginning of this year 426,745,404.00 521,946,157.17 109,487,064.39 -820,552,991.12 13,976,462.53 251,602,096.97 III.Increment and decrement of this year -28,954,922.85 -64,455,008.65 774,521.97 -92,635,409.53 1.Net profit -64,455,008.65 -1,325,478.03 -65,780,486.68 2.Profit and loss through owner's equity directly -28,954,922.85 -28,954,922.85 (1) Net changing amount of fair value of available-for-sale financial assets -28,954,922.85 -28,954,922.85 (2) Influence of other owner's equity change of invested enterprise under equity method (3) Relating income tax effect through owner's equity items (4) Other Subtotal of above 1 and 2 -28,954,922.85 -64,455,008.65 -1,325,478.03 -94,735,409.53 3.Owners invest or reduce capital 2,100,000.00 2,100,000.00 (1) Owners invest capital 2,100,000.00 2,100,000.00 (2) Share-based payment recorded into owner's equity (3) Other 4. Profit distribution (1) Draw surplus reserves (2) Draw common risk provision (3) Distribute to owners (shareholders) (4) Other 5. Inner rotation within owner's equity (1) Capital reserves transfer to share capital (2) Surplus reserves transfer to share capital (3) Surplus reserves offset loss (4) Other IV.Amount at the end of this year 426,745,404.00 492,991,234.32 109,487,064.39 -885,007,999.77 14,750,984.50 158,966,687.44 Corporate representative: Zheng Qing Chief Accountant: Chen Binglian Accounting Supervisor: Yang Daoliang 13 Hainan Pearl River Holding Company Limited Consolidated Statement of Changes in Equity Year ended 30 June 2013 Expressed in Renminbi 30 June 2012 Items Total owner's equity attributable to parent company Minority Total owner's interests equity Share capital Capital reserves Less:treasury Surplus Undistributed Others stock reserves profits I.Amount at the end of last year 426,745,404.00 530,451,655.97 109,487,064.39 -693,679,376.16 26,674,626.16 399,679,374.36 1.Amount because the change of accounting policy 2.Amount because correction of accounting error II.Amount at the beginning of this year 426,745,404.00 530,451,655.97 109,487,064.39 -693,679,376.16 26,674,626.16 399,679,374.36 III.Increment and decrement of this year 52,031,961.59 -37,734,798.44 -11,947,199.27 2,349,963.88 1.Net profit -37,734,798.44 652,800.73 -37,081,997.71 2.Profit and loss through owner's equity directly 52,031,961.59 52,031,961.59 (1) Net changing amount of fair value of available-for-sale financial assets 52,031,961.59 52,031,961.59 (2) Influence of other owner's equity change of invested enterprise under equity method (3) Relating income tax effect through owner's equity items (4) Other Subtotal of above 1 and 2 52,031,961.59 -37,734,798.44 652,800.73 14,949,963.88 3.Owners invest or reduce capital (1) Owners invest capital (2) Share-based payment recorded into owner's equity (3) Other 4. Profit distribution 12,600,000.00 12,600,000.00 (1) Draw surplus reserves (2) Draw common risk provision (3) Distribute to owners (shareholders) 12,600,000.00 12,600,000.00 (4) Other 5. Inner rotation within owner's equity (1) Capital reserves transfer to share capital (2) Surplus reserves transfer to share capital (3) Surplus reserves offset loss (4) Other IV.Amount at the end of this year 426,745,404.00 582,483,617.56 109,487,064.39 -731,414,174.60 14,727,426.89 402,029,338.24 Corporate representative: Zheng Qing Chief Accountant: Chen Binglian Accounting Supervisor: Yang Daoliang 14 Hainan Pearl River Holding Company Limited Statement of Changes in Equity Year ended 30 June 2013 Expressed in Renminbi 30 June 2013 Items Less:treasury Surplus Share capital Capital reserves Undistributed profits Total owner's equity stock reserves I.Amount at the end of last year 426,745,404.00 524,962,496.71 109,487,064.39 -643,426,456.79 417,768,508.31 1.Amount because the change of accounting policy 2.Amount because correction of accounting error II.Amount at the beginning of this year 426,745,404.00 524,962,496.71 109,487,064.39 -643,426,456.79 417,768,508.31 III.Increment and decrement of this year -28,954,922.85 -27,448,612.76 -56,403,535.61 1.Net profit -27,448,612.76 -27,448,612.76 2.Profit and loss through owner's equity directly -28,954,922.85 -28,954,922.85 (1) Net changing amount of fair value of available-for-sale financial assets -28,954,922.85 -28,954,922.85 (2) Influence of other owner's equity change of invested enterprise under equity method (3) Relating income tax effect through owner's equity items (4) Other Subtotal of above 1 and 2 -28,954,922.85 -27,448,612.76 -56,403,535.61 3.Owners invest or reduce capital (1) Owners invest capital (2) Share-based payment recorded into owner's equity (3) Other 4. Profit distribution (1) Draw surplus reserves (3) Distribute to owners (shareholders) (4) Other 5. Inner rotation within owner's equity (1) Capital reserves transfer to share capital (2) Surplus reserves transfer to share capital (3) Surplus reserves offset loss (4) Other 6. Others IV.Amount at the end of this year 426,745,404.00 496,007,573.86 109,487,064.39 -670,875,069.55 361,364,972.70 Corporate representative: Zheng Qing Chief Accountant: Chen Binglian Accounting Supervisor: Yang Daoliang 15 Hainan Pearl River Holding Company Limited Statement of Changes in Equity Year ended 30 June 2013 Expressed in Renminbi 30 June 2012 Items Less:treasury Undistributed Share capital Capital reserves Surplus reserves Total owner's equity stock profits I.Amount at the end of last year 426,745,404.00 533,467,995.51 109,487,064.39 -684,380,391.30 385,320,072.60 1.Amount because the change of accounting policy 2.Amount because correction of accounting error II.Amount at the beginning of this year 426,745,404.00 533,467,995.51 109,487,064.39 -684,380,391.30 385,320,072.60 III.Increment and decrement of this year 52,031,961.59 87,358,126.84 139,390,088.43 1.Net profit 87,358,126.84 87,358,126.84 2.Profit and loss through owner's equity directly 52,031,961.59 52,031,961.59 (1) Net changing amount of fair value of available-for-sale financial assets 52,031,961.59 52,031,961.59 (2) Influence of other owner's equity change of invested enterprise under equity method (3) Relating income tax effect through owner's equity items (4) Other Subtotal of above 1 and 2 52,031,961.59 87,358,126.84 139,390,088.43 3.Owners invest or reduce capital (1) Owners invest capital (2) Share-based payment recorded into owner's equity (3) Other 4. Profit distribution (1) Draw surplus reserves (3) Distribute to owners (shareholders) (4) Other 5. Inner rotation within owner's equity (1) Capital reserves transfer to share capital (2) Surplus reserves transfer to share capital (3) Surplus reserves offset loss (4) Other 6. Others IV.Amount at the end of this year 426,745,404.00 585,499,957.10 109,487,064.39 -597,022,264.46 524,710,161.03 Corporate representative: Zheng Qing Chief Accountant: Chen Binglian Accounting Supervisor: Yang Daoliang 16 Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Hainan Pearl River Holding Company Limited Notes on the Financial Statements for the Six Months ended 30 June 2013 (All amounts are stated in RMB Yuan unless otherwise stated) I. General information Hainan Pearl River Holding Company Limited, referred to as ‘the Company’ or ‘Pearl River Holding’, grew out of the lawful re-registration by the original Hainan Pearl River Industry Company Limited on January 11 1992. The re-registration was based on the document of Qiong Fu Ban [1992] No.1 issued by the General Office of Hainan People’s Government and City Management Office Qiong Yin [1992] No. 6 issued by the People’s Bank of Hainan province. By the time when the re-registration took place, the Company issued a total amount of 81,880,000 shares, among which 60,793,600 shares were folded from the predecessor’s net assets while the rest amount, 21,086,400 shares, were newly issued and were listed on Shenzhen Stock Exchange according to the document of securities administration office [1992] No. 83 issued by the People's Bank of China in December 1992. The parent company of the Pearl River Holding, the Guangjiang Industrial Company held the amount of 36,393,600 shares in 1992, equivalent to a shareholding ratio of 44.45%. The business license registration number is 20128455-6 and the company is defined as belonging to the real estate industry. On 25th March 1993, approved by the Hainan joint-stock system pilot leading group office with the supporting document of Qiong joint-stock office [1993] No.028 and the Shenzhen special economic zone branch of the People’s Bank of China with the corresponding document of Shen People’s Bank Fu [1993] No.099, the company increased its share capital by stock-for stock: five new shares for every ten shares held plus two freely delivered new shares. As a result, the share capital increased to 139,196,000 shares, of which the shareholder, Guangzhou Pearl River Industrial Company occupied 48,969,120 shares, holding an equity stake of 35.18%. In 1994, the equity capital was raised to the amount of 278,392,000 shares through delivering 10 new free shares for every 10 shares held. Guangzhou Pearl River Industrial Company occupied 97,938,240 shares, holding an equity stake of 35.18%. In 1995, based on the approval stated at the document of Shenzhen BanFu [1995] No. 45 and Shenzhen BanFu [1995] No.12, the company issued 50 million B shares. An incremental share - 17 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 capital was thus followed based on the fact that every 1.5 new shares were generated for every ten B shares, resulting in the amount of 377,650,800 shares outstanding in total. Guangzhou Pearl River Industrial Company occupied 112,628,876 shares, holding an equity stake of 29.82%. In 1999, 112,628,976 shares that were held by the Guangzhou Pearl River Industrial Group Co., Company were transferred to Beijing Wanfa Real Estate Development Company. Consequently, Beijing Wanfa Real Estate Development Company became the first majority shareholder, holding the amount of 112,628,976 shares, which accounts for 29.82% of the total outstanding shares of the company. On 10th January 2000, with the Business License for Legal Person issued by the Hainan Administrative Bureau for Industry and Commerce and the registration number 4600001006830 obtained, the name of the company was formally changed to Hainan Pearl River Holding Company Limited. August 17, 2006, with the implementation of equity division reform, an incremental of share capital to the total amount of 49.094604 million shares took place since additional shares were delivered to all shareholders based on a 10:1.3(1.3 free new shares for every 10 held)distribution regime. The total amount of shares outstanding was thus increased to 426,745,404 shares with the Wanfa Real Estate Development Company occupying 107,993,698 shares, taking up the ownership percentage of 25.31%. In 2007 and 2009, non-circulation stock shareholders paid back consideration for reform of the shareholder structure; the corresponding value was respectively 3,289,780 and 1,196,000 shares of stock. Beijing Wanfa Real Estate Development Company held an amount of 112,479,478 shares at the end of 2009, which was equivalent to an equity stake of 26.36%. In 2010, the controlling shareholder Beijing Wanfa Real Estate Development Stock Limited Company changed its name to Beijing Wanfa Real Estate Development Limited Liability Company. By the end of June, this dominant shareholder held an amount of 112,479,478 shares, equivalent to an ownership percentage of 26.36%. Registered capital: RMB 426,745,400 Yuan The business license number: 4600001006830 Office address: 29/F., Dihao Building, Pearl River Plaza, Binhai Avenue, Haikou, Hainan, the PRC. Corporate representative: Zheng Qing The operation scope: Industrial investment, tropical farming, aquaculture, real estate development and management, hotel investment and management, material supply, construction equipment - 18 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 purchasing, leasing, hardware, chemical, trade of household items, decoration, vehicle parking, and high-tech investment projects, investment in environmental protection projects, investment advice. The company mainly engaged in real estate development and property management, which belong to real estate aspect. The Company's basic organizational structure: General meeting of shareholders is the highest organ of power. Board of directors is the executing agency. Supervisory board is the Company's internal auditing agency. General Manager is responsible for the Company's daily operational management. There are General Manager Office, Securities Department, and Tourism Real Estate Department, Financial Department, Management Department, Auditing Department and others in the Company. II. Accounting policies, accounting estimates and error correction of previous years 1. Preparation basis of financial statement Preparation of the financial statements is based on going concern postulate. Recognition and measurement comply with actual transactions or events, and the Company prepares financial statements on these bases. 2. Announcement about compliance with Accounting Standards for Business Enterprises The Company’s financial statements are prepared in accordance with the requirements of the Accounting Standards for Business Enterprises, and they fairly and completely present the financial position, operation results, cash flow and other relevant information of the Company. 3. Accounting year Accounting year of the Group is the calendar year from January 1 to December 31. This report covers the period from January 1, 2011 to December 31, 2011. 4. Reporting currency The Company’s reporting and presentation currency is Renminbi (“RMB”). 5. Consolidation Basis (1) Merge of the enterprises under the uniform control As there is the merge of the enterprises under the common control, the accrual basis shall be used. The assets, liabilities (except the adjustment caused by complying with various accounting policies) of the merged party shall be measured as their book value at the merging date. The difference between the price of the book value on merge (or face value of the total - 19 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 issued shares) and obtained book value of net assets, shall adjust the capital surplus, and as the capital surplus is offset, the retained earnings shall be adjusted. The pre-merger net profit incurred by the merged party, shall be attributed to consolidated income statement. (2) Merge of enterprises under the non-uniform control As there is the merge of the enterprises under the non-uniform control, the purchasing principal to be adopted by the Company. On the purchasing date, the consolidating cost is determined by the fair values of the assets, occurred or payable liabilities, and the issued equity securities, which are paid for purchasing. Meanwhile, the assets, liabilities and the contingent liabilities of the vendor are determined at their fair values. The excess amount between the consolidating cost and the fair value of the net assets of the vendor entity shall be recognized as goodwill in the consolidated balance sheet; the balance of the consolidating cost and the fair value of the net assets of the vendor shall be included in the current profit and loss. The operating result shall be consolidated from the acquisition date until the termination of the control. 6. The standard for consolidation financial statement preparation All subsidiaries of the company are in the scope of the consolidation. The company prepares the consolidated financial statements in accordance with the “Accounting standard for Business Enterprises No. 33- Consolidated financial statement”. 7. Cash and Cash equivalents Cash refers to cash on hand and demand deposits. “Cash equivalents” refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk on change in value. 8. Foreign currency transactions Foreign currency (currency other than the reporting currency) transactions are translated into reporting currency at spot exchange rates prevailing on the day in which the transactions take place. Monetary items are adjusted according to spot exchange rates at the balance sheet date. The exchange balance on foreign currency shall be capitalized and recorded into the cost of relevant assets if it is eligible for capitalization; other exchange balance on foreign currency shall be recorded into current profit and loss. Foreign currency non-monetary items measured with history cost are translated into reporting currency at spot exchange rates on the - 20 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 occurrence date. Foreign currency non-monetary items measured with fair value are translated into reporting currency at spot exchange rates of fair value confirming date; the difference is recorded as the changes in the profit and loss of fair value. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are restated into the reporting currency using the spot exchange rates at that date. Among the equity items, all items are translated into reporting currency at spot exchange rates on the occurrence date except the item of undistributed profits. Income Statement items are translated into reporting currency at spot exchange rate on the occurrence date. The exchange difference from translation of financial statements denominated in foreign currency is included in the equity and presented individually. 9. Financial Instruments (1) Classification of financial assets and financial liabilities Financial assets shall be classified into the following four categories when they are initially recognized: the financial assets which are measured at their fair values and the variation of which is recorded into the profits and losses of the current period, including transactional financial assets and the financial assets which are measured at their fair values and of which the variation is included in the current profits and losses; held-to-maturity investments; loans and account receivables; available-for-sale financial assets. Financial liabilities shall be classified into the following two categories when they are initially recognized: the financial liabilities which are measured at their fair values and of which the variation is included in the current profits and losses, including transactional financial liabilities and the designated financial liabilities which are measured at their fair values and of which the variation is included in the current profits and losses; and other financial liabilities. (2) Recognition and measurement of financial instruments When an enterprise becomes a party to a financial instrument, it shall recognize a financial asset or financial liability. The financial assets and financial liabilities initially recognized by an enterprise except loans and account receivables shall be measured at their fair values; loans and account receivables initially recognized by an enterprise shall be measured at price in the contract or agreement. For the financial assets and liabilities measured at their fair values and of which the variation is recorded into the profits and losses of the current - 21 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 period, the transaction expenses thereof shall be directly recorded into the profits and losses of the current period; for other categories of financial assets and financial liabilities, the transaction expenses thereof shall be included into the initially recognized amount. An enterprise shall make subsequent measurement on its financial assets according to their fair values, and may not deduct the transaction expenses that may occur when it disposes of the said financial asset in the future. However, those under the following circumstances shall be excluded: a. The investments held until their maturity, loans and accounts receivable shall be measured on the basis of the post-amortization costs by adopting the actual interest rate method; b. The equity whose fair value cannot be measured reliably, and the derivative financial assets which are connected with the said equity instrument and must be settled by delivering the said equity instrument shall be measured on the basis of their costs. An enterprise shall make subsequent measurement on its financial liabilities on the basis of the post-amortization costs by adopting the actual interest rate method, with the exception of those under the following circumstances: a. For the financial liabilities measured at their fair values and of which the variation is recorded into the profits and losses of the current period, they shall be measured at their fair values, and none of the transaction expenses may be deducted, which may occur when the financial liabilities are settled in the future. b. For the derivative financial liabilities, which are connected to the equity instrument for which there is no quotation in the active market and whose fair value cannot be reliably measured, and which must be settled by delivering the equity instrument, they shall be measured on the basis of their costs. c. For the financial guarantee contracts which are not designated as a financial liability measured at its fair value and the variation thereof is recorded into the profits and losses of the current period, and for the commitments to grant loans which are not designated to be measured at the fair value and of which the variation is recorded into the profits and losses of the current period and which will enjoy an interest rate lower than that of the market, a subsequent measurement shall be made after they are initially recognized according to the higher one of the following: the best estimation required to pay when carrying out the prevailing obligations, and initially recognized amount deducting accumulative amortization which adopts the actual interest rate method. (3) Recognition and measurement of transfer of financial assets - 22 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Where an enterprise has transferred nearly all of the risks and rewards related to the ownership of the financial asset to the transferee, it shall stop recognizing the financial asset. If it retained nearly all of the risks and rewards related to the ownership of the financial asset, it shall not stop recognizing the financial asset. Where an enterprise does not transfer or retain nearly all of the risks and rewards related to the ownership of a financial asset, it shall deal with it according to the circumstances as follows, respectively: a. If it gives up its control over the financial asset, it shall stop recognizing the financial asset; b. If it does not give up its control involvement in the transferred financial asset, recognize the related financial asset and recognize the relevant liability accordingly. If the transfer of an entire financial asset satisfies the conditions for stopping recognition, the difference between the amounts of the following 2 items shall be recorded in the profits and losses of the current period: a. The book value of the transferred financial asset; b. The sum of consideration received from the transfer, and the accumulative amount of the changes of the fair value originally recorded in the owner's equities. If the transfer of partial financial asset satisfies the conditions to stop the recognition, the entire book value of the transferred financial asset shall, between the portion whose recognition has been stopped and the portion whose recognition has not been stopped, be apportioned according to their respective relative fair value, and the difference between the amounts of the following 2 items shall be included into the profits and losses of the current period : a. The book value of the portion whose recognition has been stopped; b. The sum of consideration of the portion whose recognition has been stopped, and the portion of the accumulative amount of the changes in the fair value originally recorded in the owner's equities which is corresponding to the portion whose recognition has been stopped. (4) Determination of the fair value of main financial assets and financial liabilities As for the financial assets or financial liabilities for which there is an active market, the quoted prices in the active market shall be used to determine the fair values thereof. Where there is no active market for a financial instrument, the enterprise concerned shall adopt value appraisal techniques to determine its fair value. The value appraisal techniques mainly include the prices adopted by the parties, who are familiar with the condition, in the latest market transaction upon their own free will, the current fair value obtained by referring to other financial instruments of the same essential nature, the cash flow - 23 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 capitalization method and the option pricing model, etc. As for the financial assets initially obtained or produced at source and the financial liabilities assumed, the fair value thereof shall be determined on the basis of the transaction price of the market. (5) Impairment of financial assets An enterprise shall carry out an inspection, on the balance sheet day, on the carrying amount of the financial assets other than those measured at their fair values and of which the variation is recorded into the profits and losses of the current period. An impairment test shall be made on the financial assets with significant single amounts. With regard to the financial assets with insignificant single amounts, they shall be included in a combination of financial assets with similar credit risk features so as to carry out an impairment-related test. Where, upon independent test, the financial asset (including those financial assets with significant single amounts and those with insignificant amounts) has not been impaired, it shall be included in a combination of financial assets with similar risk features so as to conduct another impairment test. Where a financial asset measured on the basis of post-amortization costs is impaired, the carrying amount of the said financial asset shall be written down to the current value of the predicted future cash flow (excluding the loss of future credits not yet occurred), and the amount as written down shall be recognized as loss of the impairment of the asset. Where there is a very small gap between the predicted future cash flow of a short-term account receivable item and the current value thereof, the predicted future cash flow is not required to be capitalized when determining the relevant impairment-related losses. Where an equity instrument investment for which there is no quoted price in the active market and whose fair value cannot be reliably measured, or a derivative financial asset which is connected with the equity instrument and which must be settled by delivering the equity instrument, suffers from any impairment, the gap between the carrying amount of the equity instrument investment or the derivative financial asset and the current value of the future cash flow of similar financial assets capitalized according to the returns ratio of the market at the same time shall be recognized as impairment-related losses. Where available-for-sale financial assets are impaired due to significant drop of fair value and the drop is not temporary, the accumulative losses arising from the decrease of the fair value of the owner’s equity which was directly included shall be transferred out and recorded into the profits and losses of the - 24 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 current period. 10. Accounts receivable and bad debts (1) Measurement method and the percentage of bad debts Measurement method of bad debts: accounted with allowance method. At the end of the period, impairment test shall be made on individual accounts receivable with significant amounts. If there is objective evidence that they have been impaired, bad debt loss shall be recognized and provision for bad debts shall be made base on the differences between book values and the present value of future cash flows. For those individual accounts receivable without significant amounts at the end of the period, along with those accounts receivable that have been tested individually but not impaired, the Company classifies them in line with similar credit risk characteristics into several groups, and make a specific percentage of bad debts provision on the accounts receivable balances at balance sheet date. On the basis of the actual loss rate of receivable accounts, with same or similar credit risk characteristics of accounts receivable package in previous year, the Company also considers current situation and determine the percentage of bad debt provision. Here is the Company’s bad debts provision policy: Percentage of Accounts Percentage of Others Ages Receivable (%) Receivable (%) Within 1 year (including 1 year, same as 2 2 following) 1 year to 2 years 5 5 2 years to 3 years 10 10 3 years to 4 years 20 20 4 years to 5 years 30 30 Over 5 years 50 50 There is strong evidence that accounts receivable can’t be recovered or little possibility of recovery (it is unable to pay in the short term due to bankruptcy, insolvent, serious shortage of cash flow, serious natural disasters and etc. ) as well as other evidences of occurring loss, the Company can make full provision for the accounts receivable. (2) The accounts receivable meeting the following criteria are recognized as bad debts: For accounts receivable that are surely uncollectible, such as they can be written off as bad debts after the approval of the general meeting of shareholders or the board of directors. - 25 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 11. Inventories (1) Inventories include: development cost (constructing development product), development product, finished goods, low-value consumable supplies and etc. All inventories are calculated at actual cost when acquire. The issue of inventories is calculated according to individual cognizance method. The low–value consumable supplies are amortized at one time. Inventories stock physical count system: perpetual inventory method Measurement method of land used for development: the land used for development is included in “Inventories - development cost”. Public facilities costs: public facilities such as schools, as well as public facilities fees acquired by government departments, the cost is included in "development costs" and its apportionment and detailed calculation are in accordance with calculation objects and cost items. (2) For inventories at balance sheet date, the evaluation criteria should base on the lower value between costs and net values that can be converted into cash. When net values that can be converted into cash are lower than costs, provision for impairment loss of inventories shall be made and recorded into current profit and loss. 12. Long-term equity investment (1) The initial cost of the long-term equity investment For the business combination under the same control, it shall, on the date of merger, regard the share of the book value of the owner's equity of the merged enterprise as the initial cost of the long-term equity investment. For the business combination not under same control, the initial cost of long-term equity investment is fair value of assets paid, liabilities undertaken, the equity securities issued by the Company, and includes all direct expenses and future events that will influence combination cost. Besides the long-term equity investments formed by the business combination, the initial cost of a long-term equity investment obtained by other means shall be ascertained in accordance with the provisions as follows: The initial cost of a long-term equity investment obtained by making payment in cash shall be the purchase cost which is actually paid; the initial cost of a long-term equity investment obtained on the basis of issuing equity securities shall be the fair value of the equity securities issued; the initial cost of a long-term equity investment of an investor shall be the value stipulated in the investment contract or agreement. (2) Subsequent measurement - 26 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 The Company uses cost method for the following conditions: a long-term equity investment where the investing enterprise can exercise control over the investee, or the investing enterprise does not have joint control or significant influence over the investee, the investment is not quoted in an active market and its fair value can’t be reliably measured. For a long-term equity investment where the investing enterprise can exercise control over the investee, the investing enterprise shall make an adjustment by employing the equity method when it works out consolidated financial statements. When adopting cost method, the dividends or profits declared to distribute by the invested entity shall be recognized as the current investment income. The investment income recognized by the investing enterprise shall be limited to the amount received from the accumulative net profits that arise after the invested entity has accepted the investment. Where the amount of profits or cash dividends obtained by the investing entity exceeds the aforesaid amount, it shall be regarded as recovery of initial investment cost. A long-term equity investment of the investing enterprise that does joint control or significant influences over the invested entity shall be measured by employing the equity method. If the initial cost of a long-term equity investment 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 of a long-term equity investment 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 included in the current profits and losses and the cost of the long-term equity investment shall be adjusted simultaneously. After an investing enterprise obtains a long-term equity investment, it shall, in accordance with the attributable share of the net profits or losses of the invested entity, recognize the investment profits or losses and adjust the book value of the long-term equity investment. Where any change is made to the owner's equity other than the net profits and losses of the invested entity, the book value of the long-term equity investment shall be adjusted and be included in the owner's equity. The Company should have impairment test for any long-term equity investment on very balance sheet date. When the estimated value in use is less than its book value, it will be treated as impairment loss. And this loss should be transferred into current profit and loss - 27 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 account; meanwhile, the company should set up provision for the long-term equity investment impairment loss. To any long-term equity investments, which are measured by cost method, there is no price or its fair value cannot be measured reliably, the impairment loss of these investments should be the difference between the book value and the present value of the future cash flow calculated by using current market rate of similar financial asset. For other long-term equity investment, where any evidence shows that there is possible assets impairment, the impairment provision is made according to relevant regulations and methods. (3) Recognition basis of joint control and significant influences The term "joint control" refers to 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 and operating decisions. The term "significant influences" refers to the power to participate in making decisions on the financial and operating policies of an enterprise, but not to control or do joint control together with other parties over the formulation of these policies. (4) Disposal of long-term equity investment When disposing of a long-term equity investment, the difference between its book value and the actual purchase price shall be included in the current profits and losses. If any change other than the net profits and losses of the invested entity occurs and is included in the owner's equity, the portion previously included in the owner's equity shall, when disposing of a long-term equity investment measured by employing the equity method, be transferred to the current profits and losses according to a certain proportion. 13. Investment property The term "investment property" 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; and the right to use any building which has already been rented. The initial measurement of the investment property shall be made at its cost. An enterprise shall make a follow-up measurement to the investment real estate through the cost pattern. For buildings which have already been rented, - 28 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 the Company calculates depreciation as the same method of fixed assets. For the right to use any land, it is amortized with straight-line method according to the serviceable life. At the balance sheet date, where any evidence shows that there is possible assets impairment, the impairment provision is made. 14. Fixed assets (1) Recognition of fixed assets Fixed assets are tangible assets that are held for use in production or supply of goods or services, for rental to others, or for administrative purpose, and have useful lives more than one accounting year. The expected discard expenses should be taken into consideration in the ascertainment of the cost of a fixed asset. (2) The category and depreciation method of fixed assets Fixed assets include buildings and structures, vehicles, general equipments, specific equipments and other equipments. Straight-line method is in used to calculate the depreciation of fixed assets. The estimated useful lives, expected residual value and annual depreciation rate of various types fixed assets are listed as follows: Estimated useful lives Expected residual value Annual depreciation rate Category (years) (%) (%) Buildings & Houses 25 5 3.8 Motor Vehicle 5 5 19.0 General equipments 10 5 9.5 Specific equipments 5 5 19.0 Other equipments 5 5 19.0 Depreciation shall be made for the fixed assets on a monthly basis. Fixed assets increased this month shall make depreciation from next month; fixed assets decreased this month shall stop making depreciation from next month. The company shall, at least at the end of each year, have a check on the useful life, expected residual value and the depreciation method of the fixed assets, and adjust them when necessary. At the balance sheet date, where any evidence shows that there is possible assets impairment, the impairment provision is made according to Notes II. 17. (3) Idle fixed assets - 29 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Fixed assets that are not used for six months continuously due to underemployment or natural disasters are identified as idle fixed assets (except for seasonal break). The depreciation method of idle fixed assets is consistent with other fixed assets. (4) Fixed assets under financing lease When one or more of the following criteria are met, a lease shall be classified as a financial lease: a. the lease transfers ownership of the leased asset to the lessee by the end of the lease term; b. the lessee has the option to purchase the leased asset at a price that is expected to be sufficiently lower than the fair value at the date the option becomes exercisable such that, at the inception of the lease, it is reasonably certain that the option will be exercised by the lessee; c. the lease term is for the major part of the useful life of the leased asset even if title is not transferred; d. in the case of the lessee, at the inception of the lease the present value of the minimum lease payments amounts to substantially all of the fair value of the leased asset; in the case of lesser, at the inception of the lease the present value of the minimum lease receipts amounts to substantially all of the fair value of the leased asset; e. the leased assets are of a specialized nature such that only the lessee can use them without major modifications being made. Fixed assets under financing lease shall be recorded at the lower one of the fair value of the leased asset and the present value of the minimum lease payments. The depreciation method is consistent with fixed assets of the Company. 15. Construction in progress Construction in progress (“CIP”) includes all costs incurred during the preparation period before commencement of construction and until the asset is ready for its intended use. These costs include direct materials, direct labour, equipment for installation, construction and installation charges, management fees, gain or loss on trial run production and borrowing costs which are qualified for capitalization. CIP is transferred to fixed assets when the asset is ready for its intended use. At the balance sheet date, where any evidence shows that there is possible CIP impairment, the impairment provision is made according to Notes II.17. - 30 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 16. Borrowing Costs Borrowing costs are interest and other related costs incurred by the Company in connection with the borrowing of funds, and include interest, amortization of discounts or premiums related to borrowings, ancillary costs incurred in connection with the arrangement of borrowings, and exchange differences arising from foreign currency borrowings. Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset shall be capitalized as part of the cost of that asset. The amounts of other borrowing costs incurred shall be recognized as an expense in the period in which they are incurred. Qualifying assets are assets (fixed assets, investment property, inventories, etc.) that necessarily take a substantial period of time for acquisition, construction or production to get ready for their intended use or sale. The capitalization of borrowing costs can commence only when all of the following conditions are satisfied: (1) expenditures for the asset are being incurred; (2) borrowing costs are being incurred; (3) activities relating to the acquisition, construction or production of the asset that are necessary to prepare the asset for its intended use or sale have commenced. When the qualified asset under acquisition and construction or production is ready for the intended use or sale, the capitalization of the borrowing costs shall be ceased; then the borrowing costs incurred shall be recorded into the profits and losses of the current period. Borrowing costs due to loans from real estate development are recorded into development cost before the completion of the project and recorded into current profit and loss after the completion of the project. Borrowing costs are recorded into development cost and amortized quarterly. 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. The borrowing costs incurred during such period shall be recognized as expenses, and shall be recorded into the profits and losses of the current period. During the capitalization period, the amount of interest to be capitalized for each accounting period shall be determined as follows: (1) for a specific-purpose borrowing, the amount of interest to be capitalized shall be the - 31 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 actual interest expense incurred for the period less temporary deposit’s interest or investment income; (2) Where funds are borrowed under general-purpose borrowings, the Company shall determine the amount of interest to be capitalized by applying a capitalization rate to the weighted average of the excess amounts of cumulative expenditures on the asset over and above the amounts of specific-purpose borrowings. The capitalization rate shall be the weighted average of the interest rates applicable to the general-purpose borrowings. 17. Intangible assets The term "intangible assets" refers to the identifiable non-monetary assets possessed or controlled by enterprises which have no physical shape. If it is unable to forecast the period when the intangible asset can bring economic benefits to the enterprise, it shall be regarded as an intangible asset with uncertain service life. The intangible assets shall be initially measured according to its cost. If it is unable to determine the expected realization pattern reliably, intangible assets shall be amortized by the straight-line method. An enterprise shall, at least at the end of each year, check the service life and the amortization method of intangible assets with limited service life, and adjust them when necessary. Intangible assets with uncertain service life may not be amortized. An enterprise shall check the service life of intangible assets with uncertain service life during each accounting period. Where any evidence shows that there is possible assets impairment, the impairment provision is made. 18. Long-term prepaid expenses Long-term prepaid expenses mainly include spending paid with the benefit period of more than one year (excluding the year period) such as car parking fees, housing renovation fees, etc. Long-term prepaid expenses shall be amortized the costs over the duration of the project beneficiary. 19. Contingencies liabilities The obligation pertinent to a Contingencies shall be recognized as accrued liabilities when the following conditions are satisfied simultaneously: (1) That obligation is a current obligation of the enterprise; (2) It is likely to cause any economic benefit to flow out of the enterprise as a result of performance of the obligation; (3) The amount of the obligation can be measured in a reliable way. The estimated debts shall be initially measured in accordance with the best estimate of the necessary expenses for the performance of the current - 32 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 obligation. 20. Revenue recognition (1) Revenue from the sale of goods shall be recognized only when all of the following conditions are satisfied: a. the enterprise has transferred to the buyer the significant risks and rewards of ownership of the goods; b. the enterprise retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; c. the amount of revenue can be measured reliably; d. it is probable that the associated economic benefits will flow to the enterprise; e. the associated costs incurred or to be incurred can be measured reliably. Real estate sales revenue: the Company can recognize real estate sales revenue after the completion and acceptance of the property, signing sale contract, acquiring payment proof from buyer and delivery. When the buyer receives written delivery notice and has no warrant to refuse to accept it, the sales revenue is realized after delivery limit closed of delivery notice. For the development project consigned by other, as well as in accordance with “Accounting Standards for Business Enterprises -Construction Contract", the revenue shall be recognized in light of the percentage-of- completion method. The percentage-of- completion is determined by the proportion of finished workload. (2) Rendering of services When the outcome of a transaction involving the rendering of services can be estimated reliably at the balance sheet date (including: the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the enterprise; the stage of completion of the transaction can be measured reliably; the costs incurred and to be incurred for the transaction can be measured reliably), revenue associated with the transaction shall be recognized using the percentage of completion method, and the stage of completion of the transaction is recognized according to the proportion of the cost having taken place occupied the estimated total cost. When the outcome of a transaction involving the rendering of services cannot be estimated reliably at the balance sheet date: when the costs incurred are expected to be recoverable, revenue shall be recognized to the extent of costs incurred and an equivalent amount shall be charged to profit or loss as service costs; when the costs incurred are not expected to be - 33 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 recoverable, the costs incurred shall be recognized in profit or loss for the current period and no service revenue shall be recognized. The revenue of property management service is recognized when following conditions are satisfied: the property management service has been offered; the associated economic benefits will flow to the enterprise; the associated costs can be measured reliably. (3) Use by others of enterprise assets Revenue arising from the use by others of enterprise assets shall be recognized only when both of the following conditions are satisfied: it is probable that the associated economic benefits will flow to the enterprise; the amount of the revenue can be measured reliably. The amount of interest shall be determined according to the length of time for which the enterprise’s currency fund is used by others and the effective interest rate. The amount of royalties shall be determined according to the period and method of charging as stipulated in the relevant contract or agreement. 21. Government grants Government grants shall be recognized at fair value on the conditions that the Company can receive the grant and comply with the conditions attaching to the grant. For a government grant related to income, if the grant is a compensation for related expenses or losses to be incurred by the Company in subsequent period, the grant shall be recognized as deferred income, and recognized in profit or loss over the periods in which the related costs are recognized. A government grant related to an asset shall be recognized as deferred income, and evenly amortized to profit or loss over the useful life of the related asset. 22. Recognition of deferred income tax assets and liabilities (1) The Company shall recognize the deferred income tax assets arising from a deductible temporary difference to the extent of the amount of the taxable income which it is most likely to obtain and which can be deducted from the deductible temporary difference. However, the deferred income tax assets, which are arising from the initial recognition of assets or liabilities during a transaction which is simultaneously featured by the following, shall not be recognized: (i) This transaction is not business combination; and (ii) At the time of transaction, the accounting profits will not be affected, nor will the taxable amount (or the deductible loss) be affected. - 34 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 (2) Where the deductible temporary difference related to the investments of the subsidiary companies, associated enterprises and joint enterprises can meet the following requirements simultaneously, the enterprise shall recognize the corresponding deferred income tax assets: (i) The temporary differences are likely to be reversed in the expected future; and (ii) It is likely to acquire any amount of taxable income tax that may be used for making up the deductible temporary differences. (iii) As for any deductible loss or tax deduction that can be carried forward to the next year, the corresponding deferred income tax assets shall be determined to the extent that the amount of future taxable income to be offset by the deductible loss or tax deduction to be likely obtained. (3) Recognition of deferred income tax liabilities Except for the deferred income tax liabilities arising from the following transactions, an enterprise shall recognize the deferred income tax liabilities arising from all taxable temporary differences: (i) The initial recognition of business reputation; (ii) The initial recognition of assets or liabilities arising from the following transactions which are simultaneously featured by the following: (a) The transaction is not business combination; (b) At the time of transaction, the accounting profits will not be affected, nor will the taxable amount (or the deductible loss) be affected. (4) The income taxes of the current period and deferred income tax of an enterprise shall be treated as income tax expenses or incomes, and shall be recorded into the current profits and losses, excluding the income taxes incurred under the following circumstances: (i) The business combination; and (ii) The transactions or events directly recognized as the owner's rights and interests. (5) Impairment on the deferred income tax assets On the balance sheet date, the carry amounts of the deferred income tax assets shall be reviewed. 23. Maintenance fund The Company’s property management company receives and manages public maintenance - 35 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 fund consigned by owners, and charges to “agency fund”. The fund is used in the maintenance and update of the common apparatus and common position of the house and communal facilities of property management region. 24. Quality assurance reserve funds Construction party should remain quality assurance reserve funds according to the amount in the construction contract, and list in "accounts payable". The funds should be paid according to the actual conditions and contract after guarantee period. 25. Changes of accounting policies and accounting estimates and error correction (1) Changes of accounting policies When the company first time adopted Accounting Standards for Business Enterprises, it continued to use primary Accounting System for Business Enterprises for preparation consolidated financial statements-recover parent’s shareholding of surplus reserves, because the Accounting Standards for Business Enterprises cannot make it clear whether recover parent’s shareholding of surplus reserves. The period change the accounting policies that not to recover parent’s shareholding of surplus reserves in consolidated statements. The changes of accounting policies increased the undistributed profit at the beginning of the year 2010 by 4,690,421.49 and decreased surplus reserves by 4,690,421.49. (2) Notes for accounting estimates of previous period Not applicable. 26. Changes of accounting estimates and error correction of previous period Not applicable. III. Taxation The main taxes include: business tax, city construction and maintenance tax, education fee, income tax and etc. The tax rates are as following: Category Rate Taxable base Revenue of house property sale and lease, property Business tax 5% management income and etc. City construction and maintenance tax 5%, 7% Business tax and value-added tax Education fee 3% Business tax and value-added tax Income tax 25% Taxable income - 36 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 IV. Business combinations and consolidation financial statements The Company shall include all subsidiaries within the scope of consolidation. The consolidated financial statements shall be prepared by parent based on the financial statements of the parent and its subsidiaries, using other related information and after adjusting the long-term equity investments in subsidiaries using the equity method according to “Accounting Standard for Business Enterprises No.33—Consolidated Financial Statements”. 1. Subsidiaries established by the Company Amount Registered invested Voting Consolidated Registered capital Principal Holding by the Minority Subsidiary’s name rights (Yes or No) address (RMB activities proportion Company interest proportion (RMB 0’000) 0’000) (RMB 0’000) Hainan Pearl River Properties Properties and Hainan 500 and Hotels 98% 98% 490 Yes 15.58 Hotels Haikou Management Management Co., Ltd. Hainan Pearl River Gardens Hainan Environmental 100 engineering 100% 100% 100 Yes Haikou Projects Co., construction Ltd. Hainan Pearl River Estate Hainan Cleaning 50 100% 100% 50 Yes Cleaning Haikou projects Company Hainan Pearl River Estate Mechanical Hainan Machine 150 and electrical 100% 100% 150 Yes Haikou Engineering products sales Company Hainan Pearl Real Estate River Estate Hainan 100 Marketing 100% 100% 100 Yes Marketing Co., Haikou Planning Ltd. Sanya Wanjia Hotel Hainan 12,000 Hotel service 100% 100% 12,000 Yes Management Co., Sanya Ltd. Hubei Pearl River Real estate Real Estate Hubei development Development Co., Wuhan 6,500 and 88% 88% 5,720 Yes 1,185.02 Ltd. management Wuhan Pearl River Meilin Hubei Hotels 50 Service 100% 100% 50 Yes Wuhan Management Co., Ltd. Hainan Pearl River Real estate Enterprises development Shanghai 4,000 100% 100% 4,000 Yes Holding Co., and Ltd. Shanghai management Real Estate Co. Beijing Jiubo Cultural and Culture Beijing 500 sports 100% 100% 500 Yes Development Co., services Ltd. Mudanjiang Pearl River Tourism Hotel Investment and Mudanjiang 6,000 100% 100% 6,000 Yes management Development Group Limited Mudanjiang Wanjia Star Hotel Mudanjiang 50 Hotel service 100% 100% 50 Yes Co., Ltd. - 37 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Amount Registered invested Voting Consolidated Registered capital Principal Holding by the Minority Subsidiary’s name rights (Yes or No) address (RMB activities proportion Company interest proportion (RMB 0’000) 0’000) (RMB 0’000) Mudanjiang Jingbohu Wanjia Mudanjiang 50 Hotel service 100% 100% 50 Yes Hotel Co., Ltd. Shanghai Sea Pearl Property Property Shanghai US $ 20 50% 50% 83 Yes 35.70 Management Co., management Ltd. Hebei Real estate zhengshiqinghui Hebei development Real Estate Shijiazhuang 1,000 and property 51% 51% 510 Yes 28.77 Development Co., services Ltd. Heilongjiang Longshi Pear Film base and Culture Haerbin 700 Cultural 70% 70% 490 Yes 210.03 Communication training Co., Ltd. 2. The subsidiaries acquired by the business combination under non-uniform control Registered Voting Subsidiary’s Business Registered Principal capital Holding Consolidated rights name category address activities (RMB proportion (Yes or No) proportion 0’000) Hailin Wanjia Snowtown Hailin of Limited Hotel Holiday Hotel Heilongjiang 2,000 100.00 100.00 Yes Liability service Management Province Co., Ltd. V. Notes to significant items of the consolidated financial statements 1. Monetary funds (1)Monetary funds disclosed by categories Items Jun 30, 2013 Jan 1, 2013 Cash 515,406.33 1,343,203.42 Bank deposit 55,103,676.59 64,325,194.75 Other monetary funds 193,186.41 94,473.16 Total 55,812,269.33 65,762,871.33 Note: There were no access-restricted funds for the final balance, neither were those funds that have been deposited abroad or may bring potential recovery risks. 2. Accounts receivable (1) Accounts receivable listed by categories June 30, 2013 January 1, 2013 Bad Debt Bad Debt Categories Amounts Amounts Provision Provision Ratio Ratio Ratio Ratio Amounts Amounts Amounts Amounts (%) (%) (%) (%) - 38 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 June 30, 2013 January 1, 2013 Bad Debt Bad Debt Categories Amounts Amounts Provision Provision Ratio Ratio Ratio Ratio Amounts Amounts Amounts Amounts (%) (%) (%) (%) 1.Significant accounts receivable and bad debts accounted 7,761,707.60 27.72 7,761,707.60 100.00 7,761,707.60 38.01 7,761,707.60 100.00 individually 2.Bad debt accounted by the combinations Age Combinations 17,728,160.29 63.33 951,150.69 5.37 10,663,566.80 52.23 775,879.84 7.28 Combined Subtotal 17,728,160.29 63.33 951,150.69 5.37 10,663,566.80 52.23 775,879.84 7.28 3.Other unimportant receivables but bad debts accounted 2,504,183.02 8.95 2,001,395.68 79.92 1,992,330.02 9.76 1,990,680.02 99.92 individually Total 27,994,050.91 100 10,714,253.97 —— 20,417,604.42 100.00 10,528,267.46 —— (2) Aging analysis June 30, 2013 January 1, 2013 Ages Balance Proportion (%) Bad debts Balance Proportion (%) Bad debts Within 1 year 14,546,496.47 82.06 290,929.93 8,041,123.18 75.42 160,822.45 1-2 years 1,537,771.95 8.67 76,888.60 1,322,599.05 12.40 66,129.96 2-3 years 448,784.45 2.53 44,878.45 104,737.15 0.98 10,473.72 3-4 years 106,000.00 0.60 21,200.00 106,000.00 0.99 21,200.00 4-5 years 136,500.00 0.77 40,950.00 136,500.00 1.28 40,950.00 Over 5 years 952,607.42 5.37 476,303.71 952,607.42 8.93 476,303.71 Total 17,728,160.29 100.00 951,150.69 10,663,566.80 100.00 775,879.84 (3) The top five debtors’ ending total balance. Details are as follows: Relationship Proportion of total Owned Name with Ages accounts receivable amount the company (%) Hunan Railway Lianchuang Within 1 Unrelated Client 6,453,682.00 23.05 Technology Development Co., LTD year Hainan racing entertainment Co., Unrelated Client 2,406,158.00 over 5 years 8.6 LTD Hainan Baoping company Unrelated Client 2,218,494.43 over 5 years 7.92 Hainan centaline property agency Unrelated Client 2,090,069.77 over 5 years 7.47 Haikou Shengdeya decoration Within 1 Unrelated Client 1,971,907.05 7.04 engineering Co., LTD year total 15,140,311.25 54.08 (4) At the end of this reporting period, none of the amount of accounts receivable was owed to related parties. 3. Prepayments (1) Aging analysis - 39 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 June 30, 2013 January 1, 2013 Ages Balance Proportion (%) Balance Proportion (%) Within 1 year 59,214,888.48 36.11 87,955,758.27 59.32 1-2 years 52,287,464.28 31.89 7,858,155.28 5.30 2-3 years 50,014,551.10 30.50 50,017,551.10 33.73 Over 3 years 2,455,422.96 1.50 2,452,422.96 1.65 Total 163,972,326.82 100 148,283,887.61 100 (2) Top five units of prepayments Company’s Name Relationship Amounts Ages Unsettled reason Heilongjiang Province Mudanjiang Within 1 The project is not Unrelated Client 62,975,000.00 Forestry Engineering Company year complete yet. Haikou Hongzhou Real Estate Pre-paid property Unrelated Client 50,000,000.00 2-3 years Development Co., Ltd purchase payment The project is not Dahailin Forestry Bureau Unrelated Client 5,396,469.00 1-2 years complete yet. Heilongjiang Xinzheng Within 1 Unrelated Client 3,300,000.00 Guarantee term is undue Investment&Guarantee Co., Ltd year Within 1 Pre-paid relocation Unrelated Client 3,000,000.00 South luoling village council year compensation payment Total 124,671,469.00 Note: The 50 million Yuan prepayment made to the Haikou Hongzhou Real Estate Development Company was the payment required by the contract of ‘supplementary agreement of the implementation of the 3rd phase of Longzhu project’. Under this contract, the company is obliged to make the payment of RMB 50 million Yuan after the completion of the 150,000 square office building. In addition to that, the Company has signed another ‘guarantee contract’ with Hainan Hongzhou Real Estate Group Co.,Ltd, which is the parent company of the Haikou Hongzhou Real Estate Development company. Based on this contract, the Group will use its own land and property as security. (3 )The yearend balance did not contain any debt owned by major shareholders who own more than 5% of the Company’s share capital. 4. Dividends receivable (1) Details of dividends receivable Items Jan 1, 2013 Increment Decrement Jun 30, 2013 Hainan Pearl River Guanzhuang Co., Ltd. 260,015.00 260,015.00 Southwest securities Co., Ltd. 3,064,013.00 89,013.00 2,975,000.00 Total 260,015.00 3,064,013.00 89,013.00 3,235,015.00 (2) Dividends receivable exceed one year Ending Impairment Invested company Age Reason balance loss Hainan Pearl River The investee confronts the problem of 4-5years 260,015.00 None Guanzhuang Co., Ltd. tight budget. - 40 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Ending Impairment Invested company Age Reason balance loss Total 260,015.00 5. Other receivables (1) Others receivable listed by categories Jun 30, 2013 Jan 1, 2013 Bad Debt Bad Debt Categories Amounts Amounts Provision Provision Ratio Ratio Ratio Ratio Amounts Amounts Amounts Amounts (%) (%) (%) (%) 1. Significant others receivable and bad debts 25,978,479.90 7.12 25,978,479.90 100.00 28,278,479.90 7.84 25,978,479.90 91.87 accounted individually 2. Bad debt accounted by the combinations Age Combinations 333,067,568.30 91.27 14,797,696.23 4.44 325,199,118.19 90.18 15,993,873.77 4.91 Combined Subtotal 333,067,568.30 91.27 14,797,696.23 4.44 325,199,118.19 90.18 15,993,873.77 4.91 3. Other unimportant receivables but bad debts 5,861,321.82 1.61 4,325,695.47 73.80 7,126,854.84 1.98 4,350,449.57 69.26 accounted individually Total 364,907,370.02 100.00 45,101,871.60 360,604,452.93 100.00 46,322,803.24 Note: Details about related party’s transaction refer to ‘Notes VI. 5. (3)’. (2) Aging analysis Jun 30, 2013 Jan 1, 2013 Ages Balance Proportion (%) Bad debts Balance Proportion (%) Bad debts Within 1 year 139,934,968.29 42.02 2,798,699.37 103,336,115.00 31.78 2,066,722.30 1-2 years 178,040,494.19 53.45 8,902,024.71 206,378,826.84 63.46 10,318,941.35 2-3 years 10,834,629.54 3.25 1,083,462.95 10,324,919.34 3.17 1,032,491.93 3-5 years 383,303.14 0.12 76,660.63 2,531.21 0.00 506.24 4-5 years 1,190.00 0.00 357.00 15,754.78 0.00 4,726.44 Over 5 years 3,872,983.14 1.16 1,936,491.57 5,140,971.02 1.58 2,570,485.51 Total 333,067,568.30 100.00 14,797,696.23 325,199,118.19 100.00 15,993,873.77 (3)Top five units of others receivable Relationship with Proportion of total Name Owned amount Ages the company Other receivable (%) Public Investment Co., Ltd(note1) Unrelated Party 151,000,000.00 1-2 years 41.38 Beijing Kangtai Xingye Investment Co.,Ltd(note2) Unrelated Party 100,000,000.00 1-2 years 27.40 Within 1 China Great Land Holdings Ltd(note3) Unrelated Party 30,000,000.00 8.22 year Hainan Pearl River Guanzhuang Co., Ltd. Unrelated Party 8,375,331.68 1-3 years: 2.30 Over 5 Shenzhen Yinxiang Computer Co., Ltd Unrelated Party 6,482,625.00 1.78 years Note1: On 3rd January 2011, the proposal of ‘the private railway sidings for Mulin town as well as coal wholesale market construction cooperation project’ was signed between Public Investment Co., Ltd and the Company. On 28th June 2011, the project supplementary agreement was signed, which stipulates the joint investment of the the private railway sidings for Mulin town as well as coal wholesale market construction project. Under the agreement, staged financing is required from both parties while the upper limit investment amount for the Pearl River Holding is RMB140 million. With regard to the project income distribution, the - 41 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 company enjoys a 60% of the return while the partner enjoys the rest 40% during the transition period. Once the transition period ends, the Company has the priority to choose whether or not to participate in the operating management and enjoying earnings through ownership investment. If the Company chooses to quit the project investment, the Public Investment Corporation must promise an annual investment return no less than 25% of the aggregate investment. Consistent with agreement, the Company has already made the payment of RMB 140 million to the designated account of the Public Investment Corporation. The Beijing branch investment & consultation firm which belongs to the Company will supervise the use of the funds all the way from the project approval, construction to project management. In 2012, the two parties signed supplementary agreement that increase investment 37 million in coal labouratory and lignite purification production line. In March 2013, a memorandum(2) agreed Public Investment Co., Ltd to pay investment income 5 million comes from Sep 1,2012 to Feb 28,2013 according to prior income distribution terms. Other way, the project has no progress because the coal business license has not been gained, so Public Investment Co., Ltd agreed to return investment principal 26 million. By the end of June 30, 2013,the money was obtained. Note2: On 18th July 2011, the Company has signed a cooperation proposal together with Beijing Kangtai Xingye Investment Co., Ltd and the natural person, Lijun Gu. Under the proposal, a project company will be co-founded by the capital rejection of RMB70 million from the natural person and the capped capital contribution of RMB 64 million from the Company. That is, the natural person, Lijun Gu holds an equity stake of 60%, the Company occupied 40%. The project company is responsible for the development and sales of the iron and ore resources at Dujiawan magnetite iron ore and Zhaojiayuan iron ore located at Shiyan city, Hubei province. The company has already made a payment of RMB 60 million to the designated account of Beijing Kangtai Xingye Investment Company. Lijun Gu and the Beijing Kangtai Xingye Investment Company uses their respective 70% ownership holding rights in Yuxi Shengying mining industry limited liability company as the pledged collateral to the Company. Note3: The company and China Great Land Holdings Ltd(Hereinafter referred to as CGL) signed Memorandum and Co-operation F rame Agreement individually In May and August 2013. Dual parties agreed that develop land located in Sanya litchi ditch Industrial Park Hairun Road No. 20 ,which owned by CGL’s subsidiary of Sanya Pearl River Guanzhuang Co., Ltd..The company acquired 51 % shareholding at the cost of 30 million. These cash should be paid for pre-development costs including solving land licence 、 relocation and so on. The company is responsible for organize project company to change the nature of land use and land obtain stat e-owned land transfer procedures after CGL clean off factory and equipment. After this, the company will pay 20 million to buy ano ther 29% shareholding . Two parties cooperate on the development of the real estate project. 6. Inventories (1) Inventories category Jun 30, 2013 Jan 1, 2013 Items Ending Provision for Ending Provision for Book value Book value Balance Inventory Balance Inventory Raw materials 2,773,234.57 2,773,234.57 4,027,601.00 4,027,601.00 Low-value consumption 695,002.02 695,002.02 778,636.32 778,636.32 goods: Finished goods 394,089.98 394,089.98 481,055.90 481,055.90 Constructing development 60,347,584.83 60,347,584.83 55,244,449.87 55,244,449.87 product Development 69,561,556.87 22,156,987.01 47,404,569.86 71,226,465.81 22,156,987.01 49,069,478.80 products Consumptive biological 161,750.92 161,750.92 147,950.92 147,950.92 assets Total 133,933,219.19 22,156,987.01 111,776,232.18 131,906,159.82 22,156,987.01 109,749,172.81 (2) Inventories impairment provision - 42 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Decrement Items 1 Jan,2013 Increment 30 Jun,2013 Transfer back Write off Development 22,156,987.01 22,156,987.01 product Total 22,156,987.01 22,156,987.01 Note: For this reporting period, the 5th floor of skirt building in Pearl River Square has been rented out to the public. The development products were categorized into investment real estate and the corresponding impairment was transferred into the investment real estate. 7. Other current assets Items June 30, 2013 January 1, 2013 The trust plans investment 3,000,000.00 Total 3,000,000.00 8. Available for sales financial assets Available for sales financial assets listed by categories Items Fair value at Jun 30,2013 Fair value at Jan 1,2013 Available for sales equity instrument 235,009,797.10 273,616,360.90 Total 235,009,797.10 273,616,360.90 Note: The Company holds 30,640,130 shares of stock of Southwest Securities. The yearend book value is RMB 39,127,562.13 while the market price is RMB 7.76 per share. 9. Joint investment and joint venture investment Joint venture investment Percentage Percentage Registration legal Business Registered of equity of vote right Name Nature address representative Character capital interest(%) (%) Sanya Wanjia Limited Entertainment Enterprises Sanya, Hainan Qing Zheng 100,000,000.00 40 40 liability Service Holding Co., Ltd Beijing Found Limited Entertainment Vision Media Co., Beijing Qing Zheng 3,000,000.00 49 49 liability Service Ltd. Beijing Sunshine Tiansheng Limited Property Property Beijing Qing Zheng 5,000,000.00 30 30 liability Management Management Co., Ltd. Ending Ending Ending Balance Balance of Operating Name Balance of Net Net profit of Total Assets Total Income Assets Liabilities Sanya Wanjia Enterprises Holding 91,180,844.78 1,189,930.60 89,990,914.18 -1,251,292.67 Co., Ltd Beijing Found Vision Media Co., 6,311,546.53 3,380,006.00 2,931,540.53 3,634,200.00 -14,242.85 Ltd. - 43 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Ending Ending Ending Balance Balance of Operating Name Balance of Net Net profit of Total Assets Total Income Assets Liabilities Beijing Sunshine Tiansheng 10,434,498.45 5,922,943.80 4,511,554.65 Property Management Co., Ltd. 10. Long-term Equity Investment Percentag Initial Percentage Current Accounting Beginning Increase or Ending e of vote Impairment loss Name investment of equity impairm Method Balance decrease Balance right provision Cost interest(%) ent loss (%) Sanya Wanjia Enterprises Holding Equity Co., Ltd. 40,000,000.00 36,496,882.74 -500,517.07 35,996,365.67 40 40 Method Beijing Found Vision Media Co., Equity 1,470,000.00 1,443,433.86 -6,979.00 1,436,454.86 49 49 Ltd. Method Beijing Sunshine Tiansheng Equity 1,500,000.00 1,407,089.84 1,407,089.84 30 30 Property Management Co., Ltd. Method Subtotal for Equity Method 42,970,000.00 39,347,406.44 -507,496.07 38,839,910.37 Hainan Pearl River Guanzhuang Cost Method 426,315.00 426,315.00 426,315.00 1.33 1.33 Co., Ltd Hainan Tongsheng Ports Co., Ltd Cost Method 6,000,000.00 6,000,000.00 6,000,000.00 15 15 6,000,000.00 Hainan Chamber of Commerce Cost Method 500,000.00 500,000.00 500,000.00 6.67 6.67 500,000.00 Network Science and Technology Cost Method 10,000,000.00 10,000,000.00 10,000,000.00 10 10 10,000,000.00 Investment Co. Hainan Huadi Pearl River Cost Method 160,000.00 160,000.00 160,000.00 2 2 Foundation Engineering Co., Ltd. Guangzhou Pearl River Investment Cost Method 18,177,240.29 18,177,240.29 18,177,240.29 9.4785 9.4785 7,352,245.39 Management Co., Ltd Hainan Nanyang Shipping Cost Method 1,680,000.00 1,680,000.00 1,680,000.00 1,680,000.00 Industrial Company Limited Subtotal for Cost Method 36,943,555.29 36,943,555.29 0.00 36,943,555.29 25,532,245.39 Total 79,913,555.29 76,290,961.73 -507,496.07 75,783,465.66 25,532,245.39 11. Investment real estates Items 1 Jan,2013 Increment Decrement 30 Jun,2013 I. Original value 34,136,579.92 214,708.52 33,921,871.40 Buildings and structures 34,136,579.92 214,708.52 33,921,871.40 II. Accumulated depreciation and amortization 5,394,945.18 582,349.56 52,059.89 5,925,234.85 Buildings and structures 5,394,945.18 582,349.56 52,059.89 5,925,234.85 III. Impairment provision 3,432,927.60 3,432,927.60 Buildings and structures 3,432,927.60 3,432,927.60 IV. Book value 25,308,707.14 24,563,708.95 Buildings and structures 25,308,707.14 24,563,708.95 Note: The corresponding depreciation costs for this reporting period was RMB 584,729.27 Yuan. 12. Fixed assets Items 1 Jan,2013 Increment Decrement 30 Jun,2013 I. Original value 480,087,946.63 2,096,702.45 268,638.00 481,916,011.08 Buildings & Houses 330,766,320.66 330,766,320.66 Motor Vehicle 40,084,486.63 1,233,027.55 187,867.00 41,129,647.18 General equipment 56,706,072.65 56,706,072.65 Other equipments 52,531,066.69 863,674.90 80,771.00 53,313,970.59 - 44 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items 1 Jan,2013 Increment Decrement 30 Jun,2013 II. Accumulated 138,267,103.45 13,576,038.19 169,804.34 151,673,337.30 depreciation Buildings & Houses 56,767,161.14 6,125,494.03 62,892,655.17 Motor Vehicle 15,139,722.56 2,598,759.58 109,607.49 17,628,874.65 General equipment 30,058,111.90 1,770,942.96 31,829,054.86 Other equipments 36,302,107.85 3,080,841.62 60,196.85 39,322,752.62 III. Impairment provision 7,499,295.92 7,499,295.92 Buildings & Houses 7,499,295.92 7,499,295.92 Motor Vehicle General equipment Other equipments IV. Book value 334,321,547.26 322,743,377.86 Buildings & Houses 266,499,863.60 260,374,369.57 Motor Vehicle 24,944,764.07 23,500,772.53 General equipment 26,647,960.75 24,877,017.79 Other equipments 16,228,958.84 13,991,217.97 Note: The depreciation cost of this period was RMB13,576,038.19Yuan. 13. Construction in progress 30 Jun,2013 1 Jan,2013 Project name Ending Impairment Ending Impairment Book value Book value Balance loss provision Balance loss provision Central heating 6,449,989.00 6,449,989.00 6,361,888.00 6,361,888.00 station of Snow town Little Train 550 5,648,964.09 5,648,964.09 5,648,964.09 5,648,964.09 Little Train 400 4,180,000.00 4,180,000.00 4,180,000.00 4,180,000.00 Earlier stage of Snow 2,194,595.49 2,194,595.49 2,194,595.49 2,194,595.49 town Project Studio project of 955,000.00 955,000.00 955,000.00 955,000.00 Er’long Mountain Snow town 680,000.00 680,000.00 680,000.00 680,000.00 impression Ski Equipment building project of 286,100.00 286,100.00 286,100.00 286,100.00 yangcao Mountain Forest Park area 250,000.00 250,000.00 250,000.00 250,000.00 projects National Forest Park 200,000.00 200,000.00 200,000.00 200,000.00 Of Snow town Expansion project of 96,000.00 96,000.00 96,000.00 96,000.00 Snow town Family hotel of Snow 1,882,621.50 1,882,621.50 654,800.50 654,800.50 town Indirect cost 15,358,172.20 15,358,172.20 13,339,824.98 13,339,824.98 Ski Equipment building project of 41,452.00 41,452.00 41,452.00 41,452.00 double peak Fire-fighting equipment of Staff 20,000.00 20,000.00 20,000.00 20,000.00 Residence Total 38,242,894.28 38,242,894.28 34,908,625.06 34,908,625.06 - 45 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 14. Engineering Materials Items 1 Jan 2013 Increment Decrement 30 Jun 2013 Special equipment 606,206.60 606,206.60 Total 606,206.60 606,206.60 15. Intangible assets Items 1 Jan 2013 Increment Decrement 30 Jun 2013 I. Original value 38,768,063.93 154,700.00 38,922,763.93 Software 1,841,378.28 1,841,378.28 Land use right 34,839,553.65 154,700.00 34,994,253.65 Shanghai house use right 695,732.00 695,732.00 Zhenghe membership of Sanya Hongzhou International 480,000.00 480,000.00 Yacht Club Golf membership of Nanli Lake 911,400.00 911,400.00 II.Accumulative amortization 6,220,113.07 594,498.80 6,814,611.87 Software 753,330.60 133,076.37 886,406.97 Land use right 5,129,724.53 444,215.97 5,573,940.50 Shanghai house use right 272,146.74 6,957.32 279,104.06 Zhenghe membership of Sanya Hongzhou International 64,911.20 10,249.14 75,160.34 Yacht Club Golf membership of Nanli Lake III. Total impairment loss provision 911,400.00 911,400.00 Golf membership of Nanli Lake 911,400.00 911,400.00 IV. Carrying amount 31,636,550.86 —— —— 31,196,752.06 Software 1,088,047.68 —— —— 954,971.31 Land use right 29,709,829.12 —— —— 29,420,313.15 Shanghai house use right 423,585.26 416,627.94 Zhenghe membership of Sanya Hongzhou International 415,088.80 —— —— 404,839.66 Yacht Club Golf membership of Nanli Lake —— —— Note: 1. The amortization of this year is 594,498.80 Yuan. 2. The yearend land use right used as mortgage or collateral holds a book value of 27,947,204.46Yuan. More details are explained at “Note V.19”. 16. Long-term prepayments Items 1 Jan 2013 Increment Amortization Other decrements 30 Jun 2013 Decoration 3,546,102.26 5,700.00 421,526.38 3,130,275.88 Ski rental fee 3,900,000.00 450,000.00 3,450,000.00 Technical service 373,325.33 70,002.00 303,323.33 fee Financial 15,750,000.00 939,835.62 4,768,524.48 11,921,311.14 consulting fee - 46 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items 1 Jan 2013 Increment Amortization Other decrements 30 Jun 2013 Advertisement fee 251,533.37 30,799.98 220,733.39 of Snow town Rental fee of 599,833.33 61,000.02 538,833.31 fishpond Use fee of Ski 959,831.67 920,000.00 123,276.64 1,756,555.03 Course Total 25,380,625.96 1,865,535.62 5,925,129.50 0.00 21,321,032.08 17. Deferred income tax asset and deferred income tax liability (1) Identified deferred income tax liability Items 30 Jun 2013 1 Jan 2013 Deferred income tax liability: 37,949,548.40 47,601,189.35 Changes on the fair value of available for sales 37,151,157.63 46,802,798.58 financial assets credited to capital reserves Difference between fair value and the book value of net 798,390.77 798,390.77 assets of purchased unit as business combination (2) Unrecognized deferred income tax asset Items 30 Jun 2013 1 Jan 2013 Deductible temporary differences 115,348,981.49 116,383,926.62 Deductible losses 200,433,437.16 200,433,437.16 Total 315,782,418.65 316,817,363.78 18. Assets impairment provision Decrement Items 1 Jan 2013 Increment Transfer Write Other 30 Jun 2013 back off Decrement Bad debt provision 56,851,070.70 109,249.32 1,144,194.45 55,816,125.57 Inventories impairment provision 22,156,987.01 22,156,987.01 long-term equity investment impairment 25,532,245.39 25,532,245.39 provision Investment property impairment 3,432,927.60 3,432,927.60 provision Fixed assets impairment provision 7,499,295.92 7,499,295.92 Intangible assets impairment provision 911,400.00 911,400.00 Total 116,383,926.62 109,249.32 1,144,194.45 115,348,981.49 19. Assets with restricted ownership Items Assets name Amount Remark Current assets: Development 21/F, Longzhu It has been mortgaged for loan 15 million Yuan 1,048,080.60 product Building (Haikou Property right certificate No. 17606). Development It has been mortgaged for loan 20 million Yuan 6/F,Dijing Building 3,775,954.85 product (Property right certificate No. 21126). Underground 2th It has been mortgaged for loan 50 million Yuan Development parking garage in 24,981,790.84 product (Property right certificate No. 012780、075211). Shanghai Investment real estates: - 47 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items Assets name Amount Remark West of fifth floor, It has been mortgaged to the Mortgagee for loan 18 Buildings and Podium Building Of 7,442,195.63 million Yuan (Haikou Property right certificate No. structures Pearl River Square 17815). Buildings and East skirt building It has been mortgaged for loan 50 million Yuan 4,919,287.58 structures in Shanghai (Property right certificate No. 012780、075211). Underground 1th It has been mortgaged for loan 50 million Yuan Buildings and parking garage in 5,899,449.92 structures (Property right certificate No. 012780、075211). Shanghai Fixed assets: Main Building of It has been mortgaged to the Bank of China Hainan Buildings and Days Hotel & Suites 172,396,767.27 Yeshumeng branch for loan 110 million Yuan (Contract structures Sanya Resort No.G004-1). It has been mortgaged to the Bank of China Hainan Buildings and Hotel Villa A, B & 8,105,611.77 Yeshumeng branch for loan 110 million Yuan (Contract structures C No.G004-1). It has been mortgaged to Heilongjiang Xinzheng Hailin Wanjia Investment Guarantee Group Co., Ltd for loan 110 Buildings and Snowtown Holiday 63,718,476.55 million Yuan (Property right certificate No as follow structures Hotel& Staff No:23141202100002, 23141202100003, Residence 23141202100006, 23141202100007). 29/F, Imperial Buildings and it has been mortgaged to the Mortgagee for loan 15 Mansion of Pearl 3,978,925.34 structures million Yuan (Property right certificate No. 21093). River Square 22/F, Longzhu Buildings and Mansion & it has been mortgaged to the Mortgagee for loan 15 1,040,976.48 structures Northeast of the million Yuan (Property right certificate No. 17606). third floor Intangible assets: Main Building of It has been mortgaged to the Bank of China Hainan Land use rights Days Hotel & Suites 25,296,098.72 Yeshumeng branch for loan 110 million Yuan (Contract Sanya Resort No.G004-2). It has been mortgaged to the Bank of China Hainan Hotel Villa A, B & Land use rights 1,529,208.78 Yeshumeng branch for loan 110 million Yuan (Contract C No.G004-2). Hailin Wanjia It has been mortgaged to Heilongjiang Xinzheng Snowtown Holiday Investment Guarantee Group Co., Ltd for loan 110 Land use rights 1,121,896.96 Hotel& Staff million Yuan (Property right certificate NO as follow: Residence No. 25100044, 25100058, 25100322,25100323). 3. Pledged assets Available for 29.75 millions It has been mortgaged to Beijing Xinxing Real Estate sales financial Shares of Southwest 228,182,500.00 Development corporation for the loan of 230 million assets Security Yuan. Total 553,437,221.29 Note: Assets with restricted ownership are mainly used for guarantee of bank loans. 20. Short-term loan 1. Short-term loan disclosed by categories Category Jun 30, 2013 Jan 1, 2013 Guaranteed loans Pledge loans 210,000,000.00 Other loans 1,000,000.00 Total 1,000,000.00 210,000,000.00 21. Accounts payable Ages Jun 30, 2013 Jan 1, 2013 - 48 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Ending Balance Percentage (%) Opening Balance Percentage (%) Within 1 year 5,318,760.74 26.35 6,406,466.62 31.25 1 to 2 years 236,634.03 1.17 314,342.09 1.53 2 to 3 years 5,270,389.06 26.11 6,223,495.32 30.35 3 years and more 9,356,914.08 46.37 7,558,819.49 36.87 Total 20,182,697.91 100.00 20,503,123.52 100.00 Note: The end of this reporting period did not contain debt owned by any major shareholders who own more than 5% of the Company’s share capital. And there were no related parties involved for the final balance. 22. Accounts received in advance Jun 30, 2013 Jan 1, 2013 Ages Ending Balance Percentage (%) Opening Balance Percentage (%) Within 1 year 16,703,337.50 96.31 18,175,760.12 95.49 Over 1 year 639,828.11 3.69 858,050.78 4.51 Total 17,343,165.61 100.00 19,033,810.90 100.00 Note:The end of this reporting period did not contain debt owned by any major shareholders who own more than 5% of the Company’s share capital. And the yearend balance excluded any related party. 23. Accrued payroll Items Jan 1, 2013 Increment Decrement Jun 30, 2013 I. Salary, bonus, allowance 2,721,294.54 50,680,804.12 52,339,479.83 1,062,618.83 II. Employee Welfare expenses 5,436,113.42 5,436,113.42 III. Social insurance 5,830,579.18 5,830,579.18 Where:1)Medical insurance 1,964,773.44 1,964,773.44 2)Supplementary medical insurance 3) Endowment insurance 3,351,950.83 3,351,950.83 4)annuity 5) Unemployment insurance 266,449.04 266,449.04 6) Working accident insurance 119,638.81 119,638.81 7) Maternity insurance 127,767.06 127,767.06 IV. Housing accumulation fund 866,959.56 866,959.56 V. Labor union fees& Employee education fees 6,460,461.30 1,343,307.81 767,654.35 7,036,114.76 VI. Non-monetary welfares VII. Compensation for dismissal 23,400.00 23,400.00 VIII.Others Total 9,181,755.84 64,181,164.09 65,264,186.34 8,098,733.59 24. Taxes payable Items Jun 30, 2013 Jan 1, 2013 VAT -150,726.70 -112,925.00 Individual income tax 59,037.38 68,706.10 - 49 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items Jun 30, 2013 Jan 1, 2013 City construction and maintenance tax 88,404.92 128,660.39 Corporate income tax -1,040,381.61 -383,007.76 Property tax 138,132.54 168,966.90 Business tax 708,402.61 1,571,990.12 Land use tax 79,762.62 79,762.62 Increment tax on land value -1,292,728.42 528,297.19 Educational surtax -84,196.10 -48,416.93 Others 215,169.90 203,699.28 Total -1,279,122.86 2,205,732.91 25. Interest payable Item Jun 30, 2013 Jan 1, 2013 Long-term loan Short-term loan 4,937,222.23 Company loan 104,764,243.15 96,988,987.39 Entrusted loan 10,449,888.49 10,449,888.49 Others 176,133.00 176,133.00 Total 115,390,264.64 112,552,231.11 Note: Details refer to Note VI.4. 26. Dividend payable Investor Jun 30, 2013 Jan 1, 2013 Dividend payable of institutional shares 3,213,302.88 3,213,302.88 Total 3,213,302.88 3,213,302.88 Note: The listed dividend payable was generated from previous years but has been unable to reach the relevant creditorswhose details have not been retained. 27. Other payables Jun 30, 2013 Jan 1, 2013 Age Percentage Percentage Ending Balance Opening Balance (%) (%) Within 1 year 380,618,732.38 56.23 91,185,835.59 24.00 1 to 2 years 22,629,215.63 3.34 14,463,245.93 3.81 2 to 3 years 29,744,041.88 4.39 28,936,036.85 7.62 3 years and more 243,958,860.39 36.04 245,285,911.67 64.57 Total 676,950,850.28 100.00 379,871,030.04 100.00 Note 1: Among the balance of the period end, there are loans of shareholders holdingover 5% of the Company’s equity (including 5%). Details refer to “Notes VI. Related party relationship and transactions”. 2: Other payables over 3 years are mainly caused by the loan from the shareholders. Details refer to “Notes - 50 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 VI.Related party relationship and transactions”. 28. Non-current liabilities due within one year 1. Disclose by category Category Jun 30, 2013 Jan 1, 2013 Long-term loans due within one year 31,000,000.00 28,000,000.00 Total 31,000,000.00 28,000,000.00 2. Details related to long-term loans due within one year Category Jun 30, 2013 Jan 1, 2013 Pledge loans 18,000,000.00 15,000,000.00 Mortgage loans 13,000,000.00 13,000,000.00 Total 31,000,000.00 28,000,000.00 29. Long-term borrowings (1). Long-term borrowings listed by categories Category Jun 30, 2013 Jan 1, 2013 Pledge loans 98,000,000.00 110,000,000.00 Mortgage loans 263,000,000.00 259,000,000.00 Less: Long-term loans due within one year 31,000,000.00 28,000,000.00 Total 330,000,000.00 341,000,000.00 (2). Loan details Loan staring Loan due Interest rate Lender Currency Jun 30, 2013 Jan 1, 2013 date date (%) Chongqing International 2012-9-27 2014-9-26 RMB 13% 193,000,000.00 178,000,000.00 Trust Co., Ltd Bank of 10% China, upward-floating Haikou 2009-8-2 2009-8-2 RMB 70,000,000.00 81,000,000.00 of benchmark Yeshumen interest rate Branch Construction 10% Bank of upward-floating China 2012-1-12 2019-1-11 RMB 98,000,000.00 110,000,000.00 of benchmark Mudanjiang interest rate Branch Total 361,000,000.00 369,000,000.00 (3). Mortgage loan details Lender Loan amount Mortgagor/mortgage There properties owned by Bank of China, Haikou Yeshumen 70,000,000.00 SanyaWanjia Hotel Management Co., Branch Ltd Hotel Villa A, B & C owned by Chongqing International Trust Co., Ltd 193,000,000.00 company - 51 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Total 263,000,000.00 (4). Guaranteed loan details Lender Loan amount Mortgagor/mortgage China construction bank Mudanjiang Heilongjiang Xinzheng Guarantee 98,000,000.00 Branch CO.,Ltd. Total 98,000,000.00 30. Share capital Unit: share Increment or decrement (+,-) Items Jan 1, 2013 issued Jun 30, 2013 Bonus Surplus new others subtotal issue converted shares 1. Unlisted 1,325,131.00 1,325,131.00 shares State owned shares Other domestic 1,325,131.00 1,325,131.00 shares Including:Domestic 1,299,500.00 1,299,500.00 corporate shares Domestic natural 25,631.00 25,631.00 person shares 2.Listed shares 425,420,273.00 425,420,273.00 A shares 360,445,273.00 360,445,273.00 B shares 64,975,000.00 64,975,000.00 3. Total shares 426,745,404.00 426,745,404.00 31. Capital surplus Items Jan 1, 2013 Increment Decrement Jun 30, 2013 Capital reserve spill price 224,960,139.16 224,960,139.16 Others capital surplus 296,986,018.01 268,031,095.16 -Including: Old capital surplus converted into 109,300,017.82 109,300,017.82 -Changes on fair value of available for sales 187,686,000.19 9,651,640.95 38,606,563.80 158,731,077.34 financial assets Total 521,946,157.17 9,651,640.95 38,606,563.80 492,991,234.32 Note: The closing balance is lower than the opening balance was caused by the fall of fair value of the Southwest Securities(600369)holding by the company. 32. Surplus reserves Items Jun 30, 2013 Jan 1, 2013 Statutory surplus reserve 71,852,236.46 71,852,236.46 General surplus reserve 37,634,827.93 37,634,827.93 Total 109,487,064.39 109,487,064.39 - 52 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 33. Undistributed profits Items Amounts allocation proportion Non-adjusted ending balance of the year 2011 -820,552,991.12 Adjusted opening balance of the year 2012 Add: Net profit attributed to the owners of the -64,455,008.65 parent company Less:Statutory surplus reserve Random surplus reserve Common risk provision Dividend payable of Ordinary shares Share capital converted from dividend of ordinary shares Undistributed profit at the end of period -885,007,999.77 Note: Details of opening balance adjustment refer to ‘Notes II’ 34. Operating income and operating costs (1) Operating income Items Jan.–Jun, 2013 Jan.–Jun, 2012 Main operating business income 105,260,371.31 106,738,188.00 Other operating business income 1,962,649.82 1,603,768.20 Total 107,223,021.13 108,341,956.20 (2) Operating costs Items Jan.–Jun, 2013 Jan.–Jun, 2012 Main operating business costs 77,050,709.29 74,091,449.93 Other operating business costs 789,203.16 877,705.99 Total 77,839,912.45 74,969,155.92 (3) The details of main operating businesses were as follows according to products: Jan.–Jun, 2013 Jan.–Jun, 2012 Items Main operating Main operating Main operating Main operating business income business costs business income business costs Real estate sales 3,036,947.00 1,664,908.94 22,880,211.00 11,265,104.81 Property management 66,975,789.68 59,681,900.63 52,229,168.34 47,199,383.70 services Tourist hotel 35,247,634.63 15,703,899.72 31,628,808.66 15,626,961.42 services (4) The details of main operating businesses were as follows according to regions: Jan.–Jun, 2013 Jan.–Jun, 2012 Location Main operating Main operating Main operating Main operating business income business costs business income business costs Hubei 3,342,296.00 1,950,397.51 23,204,485.40 11,545,548.88 - 53 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Heilongjiang 13,034,764.00 5,970,500.52 10,655,348.89 5,768,063.03 Hainan 87,413,512.61 69,113,795.26 71,616,099.07 56,766,608.22 Shanghai 1,469,798.70 16,016.00 1,262,254.64 11,229.80 Beijing Total 105,260,371.31 77,050,709.29 106,738,188.00 74,091,449.93 35. Operating taxes and extras Items Jan.–Jun, 2013 Jan.–Jun, 2012 City construction and maintenance tax 375,280.57 379,196.85 Education fee 160,834.53 162,512.93 Business tax 5,361,151.06 5,417,097.82 Land value-added tax 247,261.79 2,557,474.78 Others 215,759.24 391,645.17 Total 6,360,287.19 8,907,927.55 36. Operating expenses Items Jan.–Jun, 2013 Jan.–Jun, 2012 Payroll expense 2,585,706.55 1,807,759.95 Hotel operating expense 70,683.48 710,022.24 Consignment commission charge 57,376.00 322,782.00 Advertising fees 455,438.35 414,620.00 other selling expenses 1,437,740.82 1,624,473.92 合计 4,606,945.20 4,879,658.11 37. General and administrative expenses Items Jan.–Jun, 2013 Jan.–Jun, 2012 Payroll expense 14,392,651.97 13,497,289.33 Depreciation expense 13,089,878.88 13,526,583.63 Business entertainment 3,995,242.19 5,618,596.22 Taxation expenses 1,356,446.42 1,382,836.82 Other expenses 13,906,860.08 18,975,286.30 Total 46,741,079.54 53,000,592.30 38. Financial expenses Items Jan.–Jun, 2013 Jan.–Jun, 2012 Interest exchange 36,249,972.87 30,404,530.84 Less: interest revenue 4,510,235.18 3,116,505.15 Foreign exchange loss Less: exchange gain Others 9,133,498.33 1,778,709.57 - 54 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Total 40,873,236.02 29,066,735.26 39. Investment income Items Jan.–Jun, 2013 Jan.–Jun, 2012 Long-term equity investment income accounted by Costs Method Long-term equity investment income accounted by Equity -507,496.07 -429,464.28 Method Investment income of disposal Long-term equity 18,542,755.18 investment Dividend income from available for sale financial assets 3,064,013.00 Total 2,556,516.93 18,113,290.90 40. Impairment Loss of Assets Items Jan.–Jun, 2013 Jan.–Jun, 2012 Bad debts impairment loss -1,034,945.13 -9,117,317.73 Inventories impairment loss Total -1,034,945.13 -9,117,317.73 41. Non-operating income Items Jan.–Jun, 2013 Jan.–Jun, 2012 Gain on disposal of non-current assets 29,888.92 60,773.50 Gains on debt restructure Others 43,386.68 12,116.00 Total 73,275.60 72,889.50 42. Non-operating expenses Items Jan.–Jun, 2013 Jan.–Jun, 2012 Loss on disposal of fixed assets 15,533.81 Donation 10,000.00 110,000.00 Fine expenditures Others 45,773.49 16,353.94 Total 71,307.30 126,353.94 43. Income tax Items Jan.–Jun, 2013 Jan.–Jun, 2012 Income tax this year 175,477.77 1,777,028.96 Deferred income tax Total 175,477.77 1,777,028.96 44. Earnings per share and diluted earnings per share calculation procedure Jan.–Jun, Item Code Jan.–Jun, 2013 2012 Net profits that belong to the common shareholders during P0 -64,455,008.65 -37,734,798.44 - 55 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Jan.–Jun, Item Code Jan.–Jun, 2013 2012 the reporting period Extraordinary profits and losses that belong to the common A 8,424,616.62 21,302,845.34 shareholders during the reporting period Net profits that belong to the common shareholders during the reporting period after taking off the effect of P1=P0-A -72,879,625.27 -59,037,643.78 extraordinary profits and losses Total number of shares of opening balance S0 426,745,404.00 426,745,404.00 Incremental shares caused by the transfer of surplus to share capital or stock dividend distribution during the reporting S1 period Incremental shares caused by issuing new shares or Si debt-equity conversion Number of shares increased from the next month until the Mi end of the reporting period Number of shares reduced caused by repurchasing during Sj the reporting period Number of shares reduced from the next month until the Mj end of the reporting period Shrinking number of shares during the reporting period Sk Total months during the reporting period M0 6.00 6.00 S=S0+S1+Si*Mi/M0 The weighted average of the common stock issued 426,745,404.00 426,745,404.00 -Sj*Mj/M0-Sk Earnings per share before taking off extraordinary profits Y1=P0/S and losses -0.15 -0.09 Earnings per share after taking off extraordinary profits Y2=P1/S and losses -0.17 -0.14 The weighted average of the incremental common stocks C caused by warrants, stock options, and convertible bonds The effects on the net profits that belong to the common B1 shareholders imposed by dilution issues The effects on the net profits that belong to the common shareholders after taking off the impacts of extraordinary B2 profits and losses imposed by dilution issues Diluted earnings per share before taking off the effect of Y3=(P0+B1)/(S+C) extraordinary profits and losses -0.15 -0.09 Diluted earnings per share after taking off the effect of Y4=(P1+B1+B2)/(S+C) extraordinary profits and losses -0.17 -0.14 45. Other consolidated income Items Jan.–Jun, 2013 Jan.–Jun, 2012 Profits and losses generated by available for -38,606,563.80 83,946,040.00 sale financial assets Deduce: income tax impacts caused by -9,651,640.95 20,986,510.00 available for sale financial assets - 56 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items Jan.–Jun, 2013 Jan.–Jun, 2012 Pre-recorded in other comprehensive income 10,927,568.41 into net profit or loss Total -28,954,922.85 52,031,961.59 46. Information of cash flow statement (1) Cash received relating to other operating activities Items Jan.–Jun, 2013 Funds received from Mudanjiang forestry engineering company 362,751.34 Utility Bills 5,056,515.35 The rent deposit, repair fund 2,946,921.20 Other monetary exchanges between enterprises 1,838,527.73 Take back provisions 102,632.00 Interest income 37,348.64 Others 2,125,934.45 Total 12,470,630.71 (2) Cash paid relating to other operating activities Items Jan.–Jun, 2013 Funds paid to Beijing Kangqiao Yangguang Asset Management Company 12,500,000.00 Funds paid to Beijing Kunzhida Advisory Services Limited 3,200,000.00 Funds paid to Zhong Shi Investment CO.,Ltd. 1,000,000.00 Other monetary exchanges between enterprises 4,069,441.62 The payment of rent deposit, repair fund etc 1,810,882.54 On behalf of clients to pay Public Utility Fee 4,898,718.15 Other fees 14,518,621.93 Provisions payment 856,625.86 Other expensives 2,751,714.81 Total 45,606,004.91 (3)Cash received relating to other investing activities Items Jan.–Jun, 2013 Interest income 5,647,661.11 Total 5,647,661.11 (4) Cash received relating to other financing activities Items Jan.–Jun, 2013 Loans from others 1,000,000.00 Total 1,000,000.00 - 57 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 (4) Cash paid relating to other financing activities Jan.–Jun, Items 2013 Mudanjiang Pearl River Tourism Investment and Development Group Limited paid for financing 2,700,000.00 collateral charge Financing consultant charge 1,939,835.62 Loans overdue penalty 5,512,500.00 Other finance charges 3,055,140.00 Total 13,207,475.62 47. Supplementary information of cash flow statement (1) Supplementary information Items Jan.–Jun, 2013 Jan.–Jun, 2012 1.Reconciliation of net profit to cash flows from operating activities: Net profit -65,780,486.68 -37,081,997.71 Add: Provision for assets impairment -1,034,945.13 -9,117,317.73 Depreciation of fixed assets, production biological assets, petroleum and 14,158,387.75 14,579,936.17 natural gas Amortization of intangible assets 594,498.80 584,381.87 Amortization of long-term prepayments 5,925,129.50 1,247,804.01 Losses on disposal of fixed assets, intangible assets and other long-term -177,845.19 -268,623.60 assets Losses on scrapping of fixed assets 13,301.71 Losses on fair value change Financial expenses 35,886,689.11 28,834,593.64 Investment losses -2,556,516.93 -18,113,290.90 Decrease in deferred income tax assets Increase in deferred income tax liabilities Decrease in inventories -2,027,059.37 10,265,558.68 Decrease in operating receivables 132,737,701.82 -23,659,153.37 Increase in operating payables -161,599,964.58 -2,864,315.62 Others Net cash flows from operating activities -43,861,109.19 -35,592,424.56 2.Significant investing and financing activities that non-cash receipts and payments Conversion of debt into capital Convertible bonds to be expired within one year Fixed assets under finance lease 3.Net increase in cash and cash equivalents Cash at the end of the period 55,812,269.33 64,075,389.48 Less: Cash at the beginning of the period 65,762,871.33 52,507,843.73 Add: Cash equivalents at the end of the period Less: Cash equivalents at the beginning of the period - 58 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items Jan.–Jun, 2013 Jan.–Jun, 2012 Net increase in cash and cash equivalents -9,950,602.00 11,567,545.75 (2) Cash and cash equivalents Items Jan.–Jun, 2013 Jan.–Jun, 2012 1. Cash 55,812,269.33 65,762,871.33 Including: Cash on hand 515,406.33 1,343,203.42 Bank deposit paid at any time 55,103,676.59 64,325,194.75 Other monetary funds paid at any time 193,186.41 94,473.16 2. cash equivalents 3. Cash and cash equivalents at the end of year 55,812,269.33 65,762,871.33 VI. Related party relationship and transactions 1. Parent company and ultimate controller: Relationship Voting Registered Organization Principal Registered Holding Name with the rights address code operating capital proportion Company proportion Beijing Wangfa Real estate The first 280 Real Estate Beijing 60003715-7 development largest million 26.36% 26.36% Development and operation shareholder Yuan Holdings Co., Ltd 2. Information about subsidiaries Details refer to “Note IV. 1. Subsidiaries established by the Company”. 3. Information about joint venture and affiliate of the Company Details refer to ‘Note V.9.Long-term equity investment’. 4. Other related parties Relationship with Name Organization code the Company Beijing ZhongjiaYangguang energy technology (group) Co., Ltd. With same controller 722611348 BeijingYulongJisheng Real Estate Development Co., Ltd. With same controller 72266773-9 5. Transactions of related parties (1) Internal transactions have already been offset. (2) Fund calling between related parties In May 2013, the company obtained five months period loans of 230 million from Beijing Xinxing Real Estate Development corporation with 29,750,000 shares of Southwest Securities(SH.600369) shares as collateral. The annual rate is 7%. The company had the cash to repay loans 210 million and interest owe to Chongqing International Trust Co., LTD. - 59 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 By June 30, 2013, the total amount of loan principal that Beijing Xinxing Real Estate Development corporation has been made to the Pearl River Holding has a balance of RMB 338,967,912.90 Yuan with RMB 36,900,358.25 Yuan of interest payable on balance. The total amount of loan principal that the controlling shareholder Beijing Wanfa Real Estate Development Corporation has been made to the Pearl River Holding has a balance of RMB 62,025,000.00 Yuan with interest payable on balance of RMB26,448,824.86 Yuan. By June 30, 2013, the total amount of loan principal that Beijing Xinxing Real Estate Development corporation has been made to Sanya Wanjia Hotel Management Co., Ltd has a balance of RMB 32,030,000.00 Yuan with RMB31,242,167.96 Yuan of interest payable on balance. The total amount of loan principal that Beijing Wanfa Real Estate Development corporation has been made to Sanya Wanjia Hotel Management Co., Ltd has a balance of RMB 19,700,000.00 Yuan with interest payable on balance of RMB 10,172,892.08 Yuan. For the loans listed between related parties, the total amount of interest expensed carried for this reporting period was RMB 7,775,255.76 Yuan with interest payable on balance of RMB 104,764,243.15 Yuan. The interest rate for the loans listed above is based on the People’s Bank of China’s benchmark interest rate for one-year loan with currency stated in RMB. (3) Balances of related party receivable and payable Items Company Name Jun 30, 2013 Jan 1, 2013 Other Beijing ZhongjiaYangguang energy payables: technology (group) Co., Ltd. 1,578,068.58 1,113,268.02 Beijing Xinxing Real Estate Development Company 370,997,912.90 140,997,912.90 Beijing Wangfa Real Estate Development Holdings Co., Ltd 81,725,000.00 81,725,000.00 Beijing YulongJisheng Real Estate Development Co., Ltd. 1,500,000.00 1,500,000.00 Interest Beijing Wangfa Real Estate Development payable: Holdings Co., Ltd. 36,621,716.94 34,239,791.95 Beijing Xinxing Real Estate Development Company 68,142,526.21 62,749,195.44 Total 560,565,224.63 322,325,168.31 VII. Contingent events Other guarantee issues please refer to Note.V.19. VIII. Commitments Nothing need to disclose. - 60 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 IX. Non-adjusting events after the balance sheet date Nothing need to disclose. X. Other important events Nothing need to disclose. XI. Notes to significant items of the parent company’s financial statements 1. Accounts receivable (1) Detailed information Jun 30, 2013 Jan 1, 2013 Items Proportio Bad debt Proporti Bad debt Balance n Bad debts ratio Balance on Bad debts ratio (%) (%) (%) (%) 1 Individual with 7,761,707.60 64.77 7,761,707.60 100.00 significant amount 7,761,707.60 58.25 7,761,707.60 100.00 2 Bad debt accounted by the combinations Age Combinations 3,664,694.67 589,045.46 27.50 16.07 2,915,410.87 23.18 574,059.78 19.69 Combined Subtotal 3,664,694.67 589,045.46 27.50 16.07 2,915,410.87 23.18 574,059.78 19.69 3 Other unimportant 1,898,690.60 1,898,690.60 receivables 14.25 100.00 1,898,690.60 15.10 1,898,690.60 100.00 Total 13,325,092.87 100.00 10,249,443.66 12,575,809.07 100.00 10,234,457.98 (2) Age analysis Jun 30, 2013 Jan 1, 2013 Age Bad Debts Amounts Amounts Bad Debts Provision Provision Within 1 year 2,304,587.25 62.89 46,091.75 1,555,303.45 1 to 2 years 100,000.00 2.73 5,000.00 100,000.00 2 to 3 years 100,000.00 2.73 10,000.00 100,000.00 3 to 4 year 106,000.00 2.89 21,200.00 106,000.00 4 to 5 years 101,500.00 2.77 30,450.00 101,500.00 5 years and more 952,607.42 25.99 476,303.71 952,607.42 Total 3,664,694.67 100.00 589,045.46 2,915,410.87 2. Other receivables (1) Detailed information Jun 30, 2013 Jan 1, 2013 Items Bad Proportio Bad debt Propo debt Balance n Bad debts ratio Balance rtion Bad debts ratio (%) (%) (%) (%) 1. Individual with significant 24,978,380.89 4.00 24,978,380.89 100.00 77,278,380.89 12.70 34,477,855.47 44.62 amount 2. Bad debt accounted by the combinations Age Combinations 295,838,220.46 47.40 12,084,012.65 4.08 292,350,649.61 48.04 12,815,010.44 4.38 In scope of consolidated 299,278,786.02 47.95 233,952,547.64 38.44 statements - 61 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 subtotal 595,117,006.48 95.35 12,084,012.65 2.03 526,303,197.25 86.48 12,815,010.44 2.43 3. Other unimportant 4,025,845.72 0.65 3,963,362.46 98.45 5,010,884.80 0.82 3,976,838.29 79.36 receivables Total 624,121,233.09 100 41,025,756.00 608,592,462.94 100 51,269,704.20 (2) Aging analysis Jun 30, 2013 Jan 1, 2013 Age Amounts Amounts Bad Debt Bad Debt Ratio Provision Ratio Provision Amounts Amounts (%) (%) Within 1 year 110,366,533.58 37.31 2,206,011.29 80,231,301.62 27.44 1,604,626.03 1 to 2 years 175,091,258.54 59.18 8,754,562.93 201,738,919.65 69.01 10,086,945.98 2 to 3 years 10,166,939.34 3.44 1,016,693.93 10,166,939.34 1,016,693.93 3 to 4 year 4 to 5 years 5 years and more 213,489.00 0.07 106,744.50 213,489.00 0.07 106,744.50 Total 295,838,220.46 100.00 12,084,012.65 292,350,649.61 100.00 12,815,010.44 3. Long-term equity investment Percentage Percentage Initial Accounting Beginning Increase or Ending of equity of vote Impairment Name investment Method Balance decrease Balance interest right loss provision Cost (%) (%) Hainan Pearl River Cost Property & Hotel 4,900,000.00 4,900,000.00 4,900,000.00 98 98 Method Management Co., Ltd. Sanya Wanjia Hotel Equity 120,000,000.00 120,000,000.00 120,000,000.00 100 100 Management Co., Ltd. Method Sanya Wanjia Enterprises Cost 40,000,000.00 36,496,882.74 -500,517.07 35,996,365.67 40 40 Holding Co., Ltd. Method Hubei Pearl River Real Estate Development Co., Cost 57,200,000.00 57,200,000.00 57,200,000.00 88 88 Ltd. Method Hainan Pearl River Enterprises Holding Co., Cost 40,000,000.00 40,000,000.00 40,000,000.00 100 100 40,000,000.00 Ltd. Shanghai Real Method Estate Co. Beijing Jiubo Culture Cost 5,000,000.00 5,000,000.00 5,000,000.00 100 100 Development Co., Ltd. Method Mudanjiang Pearl River Cost Hotel Management Co., 60,000,000.00 60,000,000.00 60,000,000.00 100 100 Method Ltd. Hainan Pearl River Cost 426,315.00 426,315.00 426,315.00 1.33 1.33 Guanzhuang Co., Ltd Method Hainan Tongsheng Ports Cost 6,000,000.00 6,000,000.00 6,000,000.00 15 15 6,000,000.00 Co., Ltd Method Hainan Chamber of Cost 500,000.00 500,000.00 500,000.00 6.67 6.67 500,000.00 Commerce Method Network Science and Cost Technology Investment 10,000,000.00 10,000,000.00 10,000,000.00 10 10 10,000,000.00 Method Co. Hainan Huadi Pearl River Cost Foundation Engineering 160,000.00 160,000.00 160,000.00 2 2 Method Co., Ltd. Guangzhou Pearl River Cost Investment Management 18,177,240.29 18,177,240.29 18,177,240.29 9.48 9.48 7,352,245.39 Method Co., Ltd Hainan Nanyang Cost Shipping Industrial 1,680,000.00 1,680,000.00 1,680,000.00 1,680,000.00 Method Company Limited Hebei zhengshiqinghui Cost Real Estate Development 5,100,000.00 5,100,000.00 5,100,000.00 51 51 Co., Ltd. Method Total 369,143,555.29 365,640,438.03 -500,517.07 365,139,920.96 65,532,245.39 - 62 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 4. Operating income and operating costs (1) Operating income Items Jan.–Jun, 2013 Jan.–Jun, 2012 Main operating business income Other operating business income 581,744.40 579,338.20 Total 581,744.40 579,338.20 (2) Operating costs Items Jan.–Jun, 2013 Jan.–Jun, 2012 Main operating business costs Other operating business costs 177,796.80 177,796.80 Total 177,796.80 177,796.80 5. Investment income Items Jan.–Jun, 2013 Jan.–Jun, 2012 Income from cost accounting method investment 92,400,000.00 Income from equity accounting method investment -500,517.07 -429,464.28 Income from disposal sellable financial assets 18,542,755.18 Dividend income from available for sale financial assets 3,064,013.00 Total 2,563,495.93 110,513,290.90 6. Supplementary information of cash flow statement Items Jan.–Jun, 2013 Jan.–Jun, 2012 1.Reconciliation of net profit to cash flows from operating activities: Net profit -27,448,612.76 87,358,126.84 Add: Provision for assets impairment -10,228,962.52 -3,276,546.96 Depreciation of fixed assets, production biological assets, petroleum and natural 1,036,018.78 1,095,111.06 gas Amortization of intangible assets 23,831.82 23,831.82 Amortization of long-term prepayments 4,832,342.64 Losses on disposal of fixed assets, intangible assets and other long-term assets Losses on scrapping of fixed assets Losses on fair value change Financial expenses 24,807,495.67 16,000,625.80 Investment losses -2,563,495.93 -110,513,290.90 - 63 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Items Jan.–Jun, 2013 Jan.–Jun, 2012 Decrease in deferred income tax assets Increase in deferred income tax liabilities Decrease in inventories Decrease in operating receivables 60,245,837.86 5,854,963.42 Increase in operating payables -8,654,431.12 -487,611.84 Others 0.00 Net cash flows from operating activities 42,050,024.44 -3,944,790.76 2.Significant investing and financing activities that non-cash receipts and payments Conversion of debt into capital Convertible bonds to be expired within one year Fixed assets under finance lease 3.Net increase in cash and cash equivalents Cash at the end of the period 959,747.89 12,257,715.18 Less: Cash at the beginning of the period 2,641,297.45 515,955.59 Add: Cash equivalents at the end of the period Less: Cash equivalents at the beginning of the period Net increase in cash and cash equivalents -1,681,549.56 11,741,759.59 XII. Supplementary information 1. According to “Information disclosure requirement No.1 for the companies issuing securities publicly – Non-recurring Profit and Loss [2008]” issued by China Securities Regulatory Commission ([2008] No. 43), the amount of non-recurring profit and loss is as follows (profit is “+”, loss is “-”): Jan.–Jun, Items 2013 Profit and loss on disposal of non-current assets 14,355.11 Fund occupation fee from non-financial enterprises included in the current profit and loss 5,352,253.44 Revenue generated from obtaining subsidiaries, associates and joint venture investment as the investment cost less than the fair value of identifiable net assets Gains from disposal of available for sale financial assets excluded effective hedging with operating Others non-operating income and expenses excluded as above -12,386.81 Other non-operating income and costs 3,064,013.00 Income tax impact -4,195.63 Equity impacts of minority interests -2,186.25 Total 8,424,616.62 - 64 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 2. Earnings per share Earnings per share Profit of this year Basic earnings per share Diluted earnings per share Jan.–Jun, 2013 Jan.–Jun, 2012 Jan.–Jun, 2013 Jan.–Jun, 2012 Net profit attributable to common -0.15 -0.09 -0.15 -0.09 shareholders Net profit excluding non-recurring Profit and Loss attributable to common -0.17 -0.14 -0.17 -0.14 shareholders 3 Abnormal issues and its related explanations for major accounting statements (1) Balance sheet Rate of Item Jun 30, 2013 Jan 1, 2013 Explanations change Increased Property services and hotel revenue Receivables 17,279,796.94 9,889,336.96 74.73% from subsidiaries Dividends Declaration of dividends from Southwest receivable 3,235,015.00 260,015.00 1144.16% Securities CO.,LTD. Other current The subsidiary purchase collective fund trust assets 3,000,000.00 100.00% plans Return loans from Chongqing International Short-term loans 1,000,000.00 210,000,000.00 -99.52% Trust Company Other payables 676,950,850.28 379,871,030.04 78.21% Obtain loans from others Taxes payable -1,279,122.86 2,205,732.91 -157.99% To pay the relevant taxes (2) Income statement Rate of Item Jan.–Jun, 2013 Jan.–Jun, 2012 Explanations change Financial expenses 40,873,236.02 29,066,735.26 40.62% Increased financing fees Loss of devaluation of -1,034,945.13 -9,117,317.73 88.65% Withdraw the accounts receivable assets Disposal of available for sale Investment income 2,556,516.93 18,113,290.90 -85.89% financial assets in prior year Other comprehensive Disposal of available for sale -28,954,922.85 52,031,961.59 -155.65% income financial assets in prior year Net cash flows from 47,611,556.13 60,478,463.75 -21.28% Decrease the loans financing activities XIII. Approval of the financial statements The financial statements have been approved by the board of directors of the Company in August 26 2013 Based on the Articles of Association, the financial statements would be submitted to General Conference of Shareholders. Hainan Pearl River Holding Company Limited August 28,2013 - 65 - Hainan Pearl River Holding Company Limited Notes on Semi-annual Report 2013 Legal representative: Accounting Supervisor: Chief Accountant: Signature: Signature: Signature: Date: Date: Date: - 66 -