The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. §1 Important notice 1.1 The Board of Directors (BOD), Board of Supervisors (BOS), directors, supervisors, and senior executives hereby guarantee that the data in the present report contain no false representation, misleading statements and serious omissions, and shall be severally and jointly liable for the authenticity, accuracy and completeness of the content. 1.2 The first quarterly report has not been audited by any accountants firms. 1.3 Mr. Zhu Baoguo, principal of the Company, Mr. An Ning, the principal in charge of accounting, and Ms. Si Yanxia, the principal of the Accounting Department hereby declare: We guarantee the authenticity and completeness of the Financial Report in this quarterly report. 1.4 This First Quarterly is published in Chinese and English versions. In the event of inconsistency, the Chinese version shall prevail §2 Brief introduction of the Company 2.1 Financial highlights Unit :( RMB) Yuan End of this report period End of previous Year Increase or decrease (%) Total assets (RMB Yuan) 3,186,768,447.85 3,124,376,784.70 2.00% Owners’ equity attributable to the shareholders of listed company (RMB Yuan) 2,274,883,073.89 2,149,084,836.03 5.85% Share capital (share) 295,721,852.00 295,721,852.00 0.00% Net assets per share attributable to the shareholders of listed company (RMB Yuan/share) 7.69 7.27 5.78% End of this report period Same period in previous year Increase or decrease (%) Total operating income (RMB Yuan) 649,272,090.29 540,653,189.01 20.09% Net profit attributable to the shareholders of listed company (RMB Yuan) 126,624,416.91 116,720,034.31 8.49% Net cash flows from operating activities (RMB Yuan) 168,502,351.48 168,932,772.38 -0.25% Net cash flows per share from operating activities (RMB Yuan/share) 0.57 0.56 1.79% Basic profit per share (RMB Yuan/share) 0.43 0.39 10.26% Diluted profit per share (RMB Yuan/share) 0.43 0.39 10.26% Weighed average yield rate of net assets (%) 5.57% 6.29% -0.72% Weighed average yield rate of net assets after deduction of non-recurring profit and loss (%) 5.32% 4.57% 0.75% Items of non-recurring profit and loss Amount from the year beginning to end of report period Profit and loss in disposal of non-circulation assets 1,924,887.44 Governmental allowance accrued to the current profit and loss, except those that are closely related to the normal operation businesses of company, comply with the national policies, and are continuously 822,298.15 1The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. granted based on the certain standard quota or certain quantity Except the effective hedge business related to the normal operation business of the company, the profit and loss in the changes of fair values caused by the holding of tradable financial assets and tradable financial liabilities as well as the investment returns in disposal of tradable financial assets, tradable financial liabilities and saleable financial assets 3,398,436.32 Other net non-operating income and payment except the above items -19,491.41 Effect of income tax -437,899.60 Effect of the minority of shareholders’ equities -61,975.57 Total 5,626,255.33 Explanations about the items of major non-recurring profit and loss None. 2.2 Table about total quantity of all shareholders and shareholding particulars of top ten shareholders without trading restriction at the end of report period Unit: share Total quantity of shareholders at the end of report period 21,815 (including 9,879 B-share holders) Shares held by top ten tradable shareholders without trading restriction Shareholder name (full name) Quantity of tradable shares without trading restriction at the end of report period Type Joincare Pharmaceutical Group Industry Co., Ltd 77,510,167 RMB Common share Tiancheng Industry Co., Ltd 44,537,733 Domestically-listed shares for overseas investors First Shanghai Securities Co., Ltd 11,117,101 Domestically-listed shares for overseas investors Bank of Communications - Penghua China 50 Open-end Securities Investment Fund 6,449,893 RMB Common share Agricultural Bank of China- Greatwall Anxin Return Mixed Securities Investment Fund 6,190,720 RMB Common share Shenzhen Haibin Pharmaceutical Co., Ltd 5,892,943 RMB Common share Shenzhen Shengjibaili Advertisement Co., Ltd 5,000,000 RMB Common share Bank of Communications- Great Wall Jiufu Core Growth Stock-type Securities Investment Fund (LOF) 4,700,000 RMB Common share Industrial and Commercial Bank of China - Efunds Leading Enterprise Stock Securities Investment Fund 3,815,086 RMB Common share National Social Securities Fund 104 Portfolio 3,798,647 RMB Common share §3 Major events 3.1 Great changes and reasons of main financial statement items and financial indexes of the Company √ Applicable □ Inapplicable 3.1.1 Major changes of items in balance sheet Item Amount at the end of period (RMB Yuan) Amount at the beginning of period (RMB Yuan) Increase or decrease Cause Notes 221,927,044.26 404,747,523.90 -45.17% Discounting and payment of notes within the report 2The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. receivable period. Other accounts receivable 29,741,233.94 20,939,387.04 42.03% Increase of advance payments within the report period. Engineering under construction 135,493,279.84 103,839,745.36 30.48% Relocation project of new factory of Livzon Pharmaceutical Factory and the construction of Solasulfone expansion project of Fuxing Pharmaceutical Co., Ltd Taxes payable 35,556,761.98 77,569,713.49 -54.16% 1. Guangda Pharmaceutical Co., Ltd paid the deferred taxes and the income taxes for the third to fourth quarters of 2009; 2. Increase of income taxes of the controlled subcompanies of company - Guangda Pharmaceutical Co., Ltd, Livzon Syntpharm Co., Ltd and Zhuhai Livzon Medicine Trade Co., Ltd, and decrease of payable value-added taxes at the end of report period 3.1.2 Major change of items in Profit Statement Item Amount in this period (RMB Yuan) Amount in previous period (RMB Yuan) Change rate Cause Financial expense 1,272,933.71 7,579,333.59 -83.21% Decrease of loan interests paid to banks. Returns from the changes of fair values 3,398,436.32 109,911,654.77 -96.91% Great decrease of tradable financial assets of Company. Investment returns 155,236.22 -75,805,840.59 100.20% No disposal of any tradable financial assets by the company in the report period. 3.1.3 Major change of items in cash flow Statement Item Amount in this period (RMB Yuan) Amount in previous period (RMB Yuan) Change rate Cause Cash paid for purchase of goods or receiving of services 214,073,059.42 148,560,350.32 44.10% Increase of payments for the purchase of raw materials by the subsidiary production enterprises of Company. Other cashes paid to operating activities 154,895,040.76 102,347,591.28 51.34% The increase of sales income causes the increase of sales expenses. Cash received from disposal of investments - 119,019,666.02 - The company received the securities investment capitals in the same period of previous year. Cash paid to acquire and construct fixed assets, intangible assets and other long-term assets 59,630,111.51 19,600,881.94 204.22% Increase of investments in the relocation project of new factory of Livzon Pharmaceutical Factory and the construction of Solasulfone expansion project of Fuxing Pharmaceutical Co., Ltd Cash from loans 109,851,250.00 49,730,000.00 120.90% Increase of bank loans within the report period. Repayments of loans 109,836,600.00 260,000,000.00 -57.76% Decrease of repayments to bank loans within the report period. 3.2 Analysis and particulars of major events, their effects and resolutions □ Applicable √ Inapplicable 3.3 Performance of commitments by the Company, shareholders and actual controllers □ Applicable √ Inapplicable 3The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. 3.4 Warning and relevant reasons for the forecast that the accumulative net profit from the beginning of 2010 to the end of next report period may suffer from any loss or have any great changes over the same period of previous year □ Applicable √ Inapplicable 3.5 Particulars about Other Major events 3.5.1 Particulars about Securities investment √ Applicable □ Inapplicable Unit :( RMB) Yuan No. Securities Type Securities Code Securities abbreviation Initial investment amount (RMB Yuan) Holding quantity (share) Book Values at the end of period (RMB Yuan) Percentage of total investment in the securities at the end of period (%) Profit and loss during the report period (RMB Yuan) 1 Stock 00135 Kunlun Energy 7,065,674.13 1,500,000.00 14,341,334.61 27.47% 765,634.80 2 Stock 00152 Shenzhen International 10,141,379.88 17,000,000.00 8,968,044.02 17.18% 149,606.82 3 Stock 00883 China National Offshore Oil Corporation 2,880,988.53 560,000.00 6,371,531.50 12.20% 285,836.99 4 Stock 02007 Phoenix Island 20,961,345.31 2,450,000.00 6,009,908.31 11.51% -215,609.80 5 Stock 00438 Rainbow group 6,284,987.36 4,560,000.00 5,532,754.72 10.60% 2,207,140.32 6 Stock 01880 Baili Company 2,356,639.15 428,000.00 3,928,636.31 7.52% 519,786.83 7 Stock 00390 China Railway Engineering Group Co. 1,611,814.72 314,000.00 1,546,020.45 2.96% -121,586.33 8 Stock 01688 Alibaba 935,160.17 78,000.00 1,071,206.48 2.05% -163,370.63 9 Stock 01186 China Railway Construction Corporation 1,083,293.80 114,000.00 959,211.44 1.84% -38,123.33 10 Stock 00368 Sinotrans Shipping 1,892,424.93 260,500.00 849,726.57 1.63% 25,217.55 Other securities investment at the end of this period 1,484,181.27 - 2,636,370.94 5.05% -16,096.90 Profit and loss of sold Securities investment during the report period - - - - 0.00 Total 56,697,889.25 - 52,214,745.35 100% 3,398,436.32 Explanation about securities investment: The above securities investments are the investments in the H-share market. The amounts of H-share investment have been converted to RMB at the exchange rate at the end of report period. 3.5.2 List of Activities that the Company receives the investigation, communication and interview, etc during the report period Reception date Reception place Reception mode Objects Discussion topics and provided materials January 13, 2010 Office buildings of Livzon Group Local investigation Greatwall Securities Co., Ltd Production and operation status of the Company January 14, 2010 Office buildings of Livzon Group Local investigation ABN AMRO TEDA Fund Management Co., Ltd. Production and operation status of the Company March 2, 2010 Office buildings of Livzon Group Local investigation Guodu Securities Co., Ltd Production and operation status of the Company 4The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. March 2, 2010 Office buildings of Livzon Group Local investigation Shenzhen Wintech Investment Management Co., Ltd Production and operation status of the Company March 11, 2010 Office buildings of Livzon Group Local investigation Minsheng Royal Fund Management Co., Ltd Production and operation status of the Company March 11, 2010 Office buildings of Livzon Group Local investigation China Merchants Fund Production and operation status of the Company March 11, 2010 Office buildings of Livzon Group Local investigation Pingan Dahua Fund Management Co., Ltd Production and operation status of the Company March 11, 2010 Office buildings of Livzon Group Local investigation Baoying Fund Management Co., Ltd Production and operation status of the Company March 11, 2010 Office buildings of Livzon Group Local investigation Citic Securities Co., Ltd Production and operation status of the Company March 11, 2010 Office buildings of Livzon Group Local investigation Invesco Great Wall Fund Management Company Limited Production and operation status of the Company March 18, 2010 Office buildings of Livzon Group Local investigation Northeast Securities Co., Ltd Production and operation status of the Company March 18, 2010 Office buildings of Livzon Group Local investigation China Galaxy Securities Co., Ltd Production and operation status of the Company March 18, 2010 Office buildings of Livzon Group Local investigation AIG-Huatai Fund Management Co., Ltd Production and operation status of the Company March 18, 2010 Office buildings of Livzon Group Local investigation Hamon asset management Co., Ltd Production and operation status of the Company March 18, 2010 Office buildings of Livzon Group Local investigation BNP Paribas Asset Management (Asia) Limited Production and operation status of the Company March 18, 2010 Office buildings of Livzon Group Local investigation GE Asset Management Incorporated Production and operation status of the Company 3.5.3 Particulars about other major events □ Applicable √ Inapplicable 3.6 Particulars about derivative investments □ Applicable √ Inapplicable 3.6.1 Holding particulars about derivative investments at the end of report period □ Applicable √ Inapplicable §4 Appendix 4.1 Balance sheet Prepared by: Livzon Pharmaceutical Group Inc. March 31, 2010 Unit :( RMB) Yuan Balance at the end of this period Balance at the beginning of this period Item Consolidation Parent company Consolidation Parent company Current assets: Currency capital 697,634,104.90 565,865,732.31 588,531,959.19 449,132,586.01 Tradable financial assets 52,214,745.33 48,888,580.51 Notes receivable 221,927,044.26 35,953,551.38 404,747,523.90 61,779,674.18 Accounts receivable 418,574,026.70 162,956,274.14 372,643,326.56 168,883,426.67 Advance money 49,496,582.92 3,907,945.66 66,488,125.52 6,569,662.89 5The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. Interests receivable Dividend receivable Other receivables 29,741,233.94 425,078,679.01 20,939,387.04 441,262,083.31 Purchase of resold financial assets Inventory 421,351,600.67 54,967,777.04 339,323,059.73 60,082,198.13 Non-current assets due within one year Other current assets Total of current assets 1,890,939,338.72 1,248,729,959.54 1,841,561,962.45 1,187,709,631.19 Non-current assets: Release of loans and advance money Saleable financial assets 12,016,546.42 12,016,546.42 12,906,087.63 12,906,087.63 Investment held to the maturity date Long-term accounts receivable Long-term equity investment 47,638,303.92 1,068,845,914.82 48,416,987.20 1,069,461,516.10 Real estate for Investment Fixed assets 801,147,750.95 92,550,543.38 820,918,264.05 96,595,498.73 Engineering under construction 135,493,279.84 103,839,745.36 Engineering goods 7,052,552.30 3,360,288.46 Liquidation of fixed assets Production biology assets Oil and gas assets Intangible assets 148,136,787.52 36,982,109.17 146,258,546.38 33,783,407.53 Development expenses 7,865,360.13 6,143,375.83 7,369,974.29 5,647,989.99 Goodwill 103,040,497.85 103,040,497.85 Long-term deferred and prepaid expenses 5,989,824.40 5,461,213.29 Assets with deferred income taxes 27,448,205.80 14,659,890.03 31,243,217.74 17,880,772.42 Other non-current assets Subtotal of non-current assets 1,295,829,109.13 1,231,198,379.65 1,282,814,822.25 1,236,275,272.40 Total of assets 3,186,768,447.85 2,479,928,339.19 3,124,376,784.70 2,423,984,903.59 Current liabilities: Short-term loans 221,173,271.27 96,545,400.00 218,612,242.03 96,633,600.00 Tradable financial liability Notes payable Accounts payable 171,943,235.47 120,859,658.04 182,395,197.95 133,489,640.22 Deposit receivable 12,104,882.71 2,987,392.05 16,482,054.51 3,460,327.41 Payroll payable 32,531,413.80 16,818,173.91 46,213,344.69 19,934,903.75 Tax payable 35,556,761.98 10,222,121.85 77,569,713.49 13,162,107.64 Interests payable Dividend payable 2,531,984.01 20,174.01 2,531,984.01 20,174.01 Other accounts payable 228,995,261.81 748,747,104.47 233,002,793.34 691,985,512.47 Non-current liabilities due within one year 400,000.00 400,000.00 Other current liabilities Total of current liabilities 705,236,811.05 996,200,024.33 777,207,330.02 958,686,265.50 6The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. Non-current liabilities Long-term loan 90,700,000.00 90,000,000.00 90,700,000.00 90,000,000.00 Securities payable Long-term accounts payable Deferred profit 28,998,350.10 10,686,802.35 27,658,099.70 9,094,359.50 Special accounts payable Anticipation liability Liabilities with the deferred income taxes 3,219,380.76 1,550,485.65 3,352,811.95 1,683,916.84 Other non-current liabilities Subtotal of non-current liabilities 122,917,730.86 102,237,288.00 121,710,911.65 100,778,276.34 Total of liabilities 828,154,541.91 1,098,437,312.33 898,918,241.67 1,059,464,541.84 Owners' equity (or shareholders’ equities): Paid-up capital (or share capital) 295,721,852.00 295,721,852.00 295,721,852.00 295,721,852.00 Capital reserve 350,190,065.62 341,000,868.94 350,946,175.64 341,756,978.96 Minus: treasury share Special reserve Surplus reserve 401,456,345.99 250,810,202.23 401,456,345.99 250,810,202.23 General risk reserve 126,624,416.91 17,726,775.13 Undistributed profit Conversion margin in foreign currency statement 1,114,710,405.94 476,231,328.56 1,114,710,405.94 476,231,328.56 Subtotal of equities attributable to the owners of parent company -13,820,012.57 -13,749,943.54 Equities of the minority of shareholders 2,274,883,073.89 1,381,491,026.86 2,149,084,836.03 1,364,520,361.75 Surplus reserve 83,730,832.05 76,373,707.00 Subtotal of owners’ equities 2,358,613,905.94 1,381,491,026.86 2,225,458,543.03 1,364,520,361.75 Total of liabilities and owners’ equities 3,186,768,447.85 2,479,928,339.19 3,124,376,784.70 2,423,984,903.59 4.2 Profit Statement Prepared by: Livzon Pharmaceutical Group Inc. January to March 2010 Unit :( RMB) Yuan Amount in this period Amount in previous period Item Consolidation Parent Company Consolidation Parent Company I. Total operating income 649,272,090.29 221,257,957.86 540,653,189.01 207,378,731.35 Including: operating income 649,272,090.29 221,257,957.86 540,653,189.01 207,378,731.35 II. Total operating cost 503,618,700.14 201,858,106.54 433,445,367.18 202,580,325.50 Including: operating cost 317,293,593.88 105,818,204.79 259,107,179.83 116,572,536.77 Operating tax and surtax 1,061,215.85 30,000.00 1,252,480.87 16,500.000 Sales expense 133,960,772.16 75,098,687.12 112,449,501.89 59,609,035.44 Management expense 45,727,492.18 18,974,397.58 48,218,681.26 17,793,869.67 Financial expense 1,272,933.71 983,691.68 7,579,333.59 6,961,531.14 Loss from asset depreciation 4,302,692.36 953,125.37 4,838,189.74 1,626,852.48 Plus: returns from the changes of fair values (the loss is listed beginning with “-”). 3,398,436.32 109,911,654.77 97,808,992.640 7The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. Investment returns (the loss is listed beginning with “-”). 155,236.22 -615,601.28 -75,805,840.59 -70,928,159.200 Including: the investment returns from the associated enterprises and joint enterprises -778,683.28 -615,601.28 -1,628,312.32 -1,893,389.350 Profits form currency exchange (the loss is listed beginning with “-”). III. Operating profit (the loss is listed beginning with “-”) 149,207,062.69 18,784,250.04 141,313,636.01 31,679,239.29 Plus : non-operating income 3,459,766.27 2,468,281.46 757,488.63 80,001.39 Minus: non-operating payments 732,072.09 304,873.98 107,246.14 3,500.00 Including: loss in the disposal of non-current assets 384,512.14 4,434.98 10,115.13 IV. Total profit (the loss is listed beginning with “-”) 151,934,756.87 20,947,657.52 141,963,878.50 31,755,740.68 Minus: income tax expense 17,935,006.63 3,220,882.39 18,520,444.09 4,858,472.79 V. Net profit (the loss is listed beginning with “-”) 133,999,750.24 17,726,775.13 123,443,434.41 26,897,267.89 Net profit attributable to the owners of parent company 126,624,416.91 17,726,775.13 116,720,034.31 26,897,267.89 Profit and loss of the minority of shareholders 7,375,333.33 6,723,400.10 VI. Profit per share: (I) Basic profit per share 0.43 0.39 (II) Diluted profit per share 0.43 0.39 VII. Other comprehensive profits -826,179.06 -756,110.03 1,817,120.63 1,801,840.62 VIII. Total of comprehensive profits 133,173,571.18 16,970,665.10 125,260,555.04 28,699,108.51 Total of comprehensive profits attributable to the owners of parent company 125,798,237.85 16,970,665.10 118,537,154.94 28,699,108.51 Total of comprehensive profits attributable to the minority of shareholders 7,375,333.33 - 6,723,400.10 - 4.3 Cash flow statement Prepared by: Livzon Pharmaceutical Group Inc. January to March 2010 Unit :( RMB) Yuan Amount in this year Amount in previous year Item Consolidation Parent Company Consolidation Parent Company I. Cash flows from operating activities Cash received from sales of goods or rendering of services 702,004,944.46 228,653,775.65 546,256,035.84 195,928,320.78 Net increase from disposal of tradable financial assets Tax refunding 1,969,870.42 3,532,720.47 Cash received related to other operating activities 14,990,719.05 58,696,690.61 14,453,498.06 19,381,258.88 Subtotal of cash inflow from the operating activities 718,965,533.93 287,350,466.26 564,242,254.37 215,309,579.66 Cash paid for purchase of goods 214,073,059.42 122,593,011.85 148,560,350.32 120,251,945.23 8The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. or receiving of services Cash paid to and on behalf of employees 72,620,509.76 21,126,237.40 63,511,730.88 19,039,495.83 Tax payments 108,874,572.51 24,471,787.45 80,889,809.51 20,611,064.86 Cash paid to other operating activities 154,895,040.76 85,337,256.41 102,347,591.28 45,365,913.40 Subtotal of cash outflow from operating activities 550,463,182.45 253,528,293.11 395,309,481.99 205,268,419.32 Net cash flow from operating activities 168,502,351.48 33,822,173.15 168,932,772.38 10,041,160.34 II. Cash flow from investment activities: Cash received from disposal of investments 119,019,666.02 109,167,422.79 Cash received from investment returns Net cash received from disposal of fixed assets, intangible assets and other long-term assets 2,735,417.34 -11,645.00 Net cash amount received from the disposal of subcompanies and other business units Cash received related to other investment activities 14,437.60 Subtotal of cash inflow from the investment activities 2,735,417.34 119,008,021.02 109,181,860.39 Cash paid to acquire and construct fixed assets, intangible assets andother long-term assets 59,630,111.51 1,289,659.84 19,600,881.94 939,105.13 Cash paid to acquire investments Net cash amount paid to acquire the subcompanies and other operating units Cash paid related to other investment activities 4,577.16 3,500.00 3,500.00 Subtotal of cash outflow from investment activities 59,630,111.51 1,294,237.00 19,604,381.94 942,605.13 Net amount of cash flow received from the investment activities -56,894,694.17 -1,294,237.00 99,403,639.08 108,239,255.26 III. Cash flow from financing activities: Cash received by investors Including: cash received from the investment of minority of shareholders in the subcompanies Cash from loans 109,851,250.00 109,851,250.00 49,730,000.00 49,730,000.00 Cash received from the issuing of bonds Cash received related to other financing activities Subtotal of cash inflow from the financing activities 109,851,250.00 109,851,250.00 49,730,000.00 49,730,000.00 Repayments of loans 109,836,600.00 109,836,600.00 260,000,000.00 120,211,433.98 Cash paid for distribution of dividends, profits and repayment 2,445,672.69 1,738,712.50 6,822,293.33 6,822,293.33 9The 2010 First Quarterly Report of Livzon Pharmaceutical Group Inc. of interests Including: the dividends and profits paid to the minority of shareholders by the subcompanies Cash payments related to other financing activities 41,343,552.95 41,343,552.95 Loans to subcompanies -86,010,294.33 Subtotal of cash inflow from the financing activities 112,282,272.69 25,565,018.17 308,165,846.28 168,377,280.26 Net cash flow from financing activities -2,431,022.69 84,286,231.83 -258,435,846.28 -118,647,280.26 IV. Effect of foreign exchange fluctuation on cash and cash equivalents -74,488.91 -81,021.68 -30,190.69 -18,419.34 V. Net increase of cash and cash equivalents 109,102,145.71 116,733,146.30 9,870,374.49 -385,284.00 Plus: Balance of cash and cash equivalents at the beginning of the period 558,262,596.74 449,132,586.01 540,183,900.36 465,301,653.09 VI Balance of cash and cash equivalents at the end of the period 667,364,742.45 565,865,732.31 550,054,274.85 464,916,369.09 4.4 Auditing of the report The auditing opinion: this report has not been audited. Livzon Pharmaceutical Group Inc. Chairman:朱保国 April 22, 2010 10