DALIAN REFRIGERATION CO., LTD. QUARTERLY REPORT FOR THIRD QUARTER, 2011 §1 Important Notes 1.1 The directors and the Board of Directors, the supervisors and the Supervisory Board, and Senior staff members of Dalian Refrigeration Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no any important omissions, fictitious statements or serious misleading carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completeness of the whole contents. 1.2 The Company’s quarterly financial report has not been audited. 1.3 Chairman of the Board of Directors of the Company Mr. Zhang He, Financial Majordomo and the head of Accounting Department Ms. Xu Junrao hereby confirm that the financial report of the quarterly report is true and complete. 1.4 This report is written respectively in Chinese and in English. In the event of any discrepancy between the two above-mentioned versions, the Chinese version shall prevail. §2 Company Profile 2.1 Major accounting data and financial indexes Increase/decrease over 2011.9.30 2010.12.31 2010.12.31(%) Total assets 3,144,758,754.22 2,912,380,523.59 7.98% Shareholder’s equity attributable to 1,806,684,743.89 1,726,095,242.62 4.67% parent company Share capital 350,014,975.00 350,014,975.00 0.00% Net assets per share attributable to 5.16 4.93 4.67% parent company Increase/decrease Increase/decrease 2011.7-9 2011.1-9 over 2010.7-9(%) over 2010.1-9(%) Total operating income 486,651,183.78 22.51% 1,434,545,806.06 29.50% Net profit attributable to parent 19,789,144.41 -47.02% 115,277,536.97 5.61% company Net cash generated from operating - - 88,983,268.05 67.67% activities Net cash per share generated from - - 0.25 66.67% operating activities Basic earnings per share 0.06 -40.00% 0.33 6.45% Diluted earnings per share 0.06 -40.00% 0.33 6.45% Decrease 1.06 Increase 0.16 Return on equity 1.12% 6.53% percentage points percentage points ROE after deducting non-recurring Decrease 0.98 Decrease 1.95 0.98% 4.12% gains/losses percentage points percentage points Amount from beginning of year Item of non-recurring gains and losses to the end of report period Profit and loss from disposal of non-current assets 52,324,526.12 Government subsidies which were included in the current profits and losses 3,698,414.51 Other non-operating incomes and expenses except the above mentioned 197,458.84 Minority equity interests effects 0.00 Income tax effects -14,055,099.87 Total 42,165,299.60 1 2.2 Total number and particulars of the shareholders by the end of the report period Total shareholders at the end of report period 35,829 Particulars about shares held by the top ten negotiable shareholders not subject to conditional sales EORP Name of shareholder Type (shares) Dalian Bingshan Group Co., Ltd. 57,641,762 A SANYO ELECTRIC CO LTD 35,001,500 B DREYFUS GREATER CHINA FD 16,238,818 B Lion Growth Stock Fund 9,143,051 A Lion Value Growth Stock Fund 8,161,573 A SYWG MU New Power Stock Fund 7,277,401 A Bosera Emerging Growth Stock Fund 3,987,600 A SYWG MU Shengli Selected Stock Fund 2,776,337 A Xinhua Life Insurance Co., Ltd. -Dividend - Individual Dividend - 2,555,359 A 018L-FH002 sz Everbright Securities Co., Ltd. 2,508,261 A §3 Important Matters 3.1 Major changes in main financial items and indexes, and description of the cause √ Applicable □ Inapplicable 1. The accounts in advance was remarkably more than that at the beginning of the year mainly due to increase of the order quantity and increase of the prepayment for raw materials by the Company. 2. The dividend receivable was remarkably more than that at the beginning of the year mainly due to that the associated companies have not begun to distribute the dividend. 3. Other receivables was remarkably more than that at the beginning of the year mainly due to increase of the Company’s business volume and increase of the bid bond. 4. The available-for-sale financial assets was remarkably more than that at the beginning of the year mainly due to transfer-in of Suntek Technology Co., Ltd.'s 2.73 million marketable shares that were held by the Company. 5. The construction in progress was remarkably more than that at the beginning of the year mainly due to relocation and reconstruction of the Casting Business Department. 6. The short-term loans was remarkably less than that at the beginning of the year mainly due to repayment of the loan of 50 million yuan for working capital by the Company. 7. The accounts received in advance was remarkably more than that at the beginning of the year mainly due to increase of the sale and installation contracts signed in the reporting period, leading to increase of the accounts received in advance. 8. The liability of deferred income tax was remarkably more than that at the beginning of the year mainly due to increase of the available-for-sale financial assets in the reporting period, leading to increase of the liability of deferred income tax in confirmation of the taxable temporary differences. 9. The assets impairment loss was remarkably increased over the same period of the previous year mainly due to increase of the receivable accounts and increase of the provision for bad debits. 10. The investment income of joint-venture and partnership was remarkably decreased over the same period of the previous year mainly due to rise in the price of raw materials and increase of the tax burden, with higher influence on the benefit of joint-venture and partnership. 3.2 Analytic description of major matters, their influence and solutions □ Applicable √ Inapplicable 2 3.3 Undertaking matters for trial sales of state shares and implementation √ Applicable □Inapplicable Except the immature condition of being implementation for management share incentive scheme, Dalian Bingshan Group strictly perform the commitment in share reform. 3.4 Precautions on forecasting that by the beginning of year till the end of the next report period, the accumulated net profit may be turned into loss or change greatly compared with that in the same period of the last year, and description of the cause □ Applicable √ Inapplicable 3.5 Other important events 3.5.1 Securities investment □ Applicable √ Inapplicable 3.5.2 Table of investigation, communication, interview received Date of Way of Main content of Place of reception Guest received reception reception discussion Hong Kong Hamon Investment's July 19, 2011 Company’s office By telephone researchers SYWG MU Fund’s, Northeast Securities' Aug. 25, 2011 Company’s office By telephone and Taikang Life Insurance’s researchers Field Aug. 30, 2011 Company’s office Lion Fund’s researchers investigation Information about Field the fundamentals of Sep. 01, 2011 Company’s office Sealand Securities’ researcher investigation the Company SYWG MU Fund’s and GF Securities’ Sep. 08, 2011 Company’s office By telephone researchers Sep. 26, 2011 Company’s office By telephone CITIC Securities’ researchers Field China Gold's and Industrial Sep. 28, 2011 Company’s office investigation Securities‘ researchers 3.6 Derivatives investment □ Applicable √ Inapplicable §4 Financial Report (attached) Not audited. Board of Directors of Dalian Refrigeration Co., Ltd. October 27, 2011 3 BALANCE SHEET Prepared by Dalian Refrigeration Co., Ltd. September 30, 2011 Unit: RMB September 30, 2011 Dec.31, 2010 Assets Consolidation Parent Company Consolidation Parent Company Current assets: Monetary funds 562,972,977.45 471,750,574.70 491,775,575.71 373,620,785.42 Transaction finance asset Notes receivable 49,421,580.60 30,323,370.00 56,479,888.76 49,784,046.02 Accounts receivable 465,267,162.18 264,428,346.33 390,976,267.06 214,541,164.10 Accounts in advance 62,202,102.22 20,545,178.43 26,314,393.85 7,366,672.20 Dividend receivable 28,800,000.00 34,950,000.00 27,875.00 1,895,196.91 Other receivables 27,197,709.01 9,569,599.68 18,701,693.90 8,559,690.90 Inventories 386,984,486.92 192,550,760.34 347,022,118.02 225,531,781.02 Non-current asset due within one year Other current assets Total current assets 1,582,846,018.38 1,024,117,829.48 1,331,297,812.30 881,299,336.57 Non-current assets: Finance asset held available for 31,821,600.00 31,821,600.00 5,808,000.00 5,808,000.00 sales Held-to-maturity securities Long-term account receivable Long-term equity investment 964,402,194.93 1,094,879,423.85 1,005,117,178.44 1,135,594,407.36 Investment property Fixed assets 342,181,505.76 180,141,247.90 358,624,031.52 192,591,756.92 Construction in progress 36,780,049.32 21,757,427.66 20,965,359.70 11,475,403.00 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 169,258,199.95 100,172,781.26 174,288,663.96 104,068,094.85 Expense on Research and Development Goodwill Long-term expenses to be 3,154,616.52 2,761,637.48 3,258,475.26 2,852,348.21 apportioned Deferred income tax asset 14,314,569.36 8,130,996.77 13,021,002.41 6,018,225.85 Other non-current asset Total non-current asset 1,561,912,735.84 1,439,665,114.92 1,581,082,711.29 1,458,408,236.19 Total assets 3,144,758,754.22 2,463,782,944.40 2,912,380,523.59 2,339,707,572.76 4 BALANCE SHEET (CONTINUED) Liabilities and shareholders’ September 30, 2011 Dec.31, 2010 equity Consolidation Parent Company Consolidation Parent Company Current liabilities: Short-term loans 13,000,000.00 63,000,000.00 50,000,000.00 Transaction financial liabilities Notes payable 77,259,470.95 57,498,249.95 112,902,026.83 82,819,852.85 Accounts payable 557,530,173.37 368,078,771.97 452,300,932.97 302,583,777.60 Accounts received in advance 379,126,900.72 214,523,915.65 259,326,042.99 155,923,536.16 Wage payable 40,862,684.33 12,684,883.95 42,953,092.00 17,605,092.59 Taxes payable 4,527,141.15 -132,826.95 3,363,873.43 -97,556.60 Dividend payable 5,883,156.00 533,156.00 1,345,383.24 533,156.00 Other accounts payable 51,134,671.64 13,149,277.85 46,435,002.51 13,647,561.23 Non-current liabilities due within one year Other current liabilities 849,550.50 292,550.50 1,699,101.00 585,101.00 Total current liabilities 1,130,173,748.66 666,627,978.92 983,325,454.97 623,600,520.83 Non-current liabilities: Long-term loans 10,200,000.00 10,200,000.00 10,200,000.00 10,200,000.00 Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities 7,057,471.00 7,057,471.00 1,304,071.00 1,304,071.00 Other non-current liabilities 95,089,446.76 45,237,932.76 99,066,350.27 48,936,347.27 Total non-current liabilities 112,346,917.76 62,495,403.76 110,570,421.27 60,440,418.27 Total liabilities 1,242,520,666.42 729,123,382.68 1,093,895,876.24 684,040,939.10 Shareholders’ equity Share capital 350,014,975.00 350,014,975.00 350,014,975.00 350,014,975.00 Capital public reserve 611,043,385.25 609,814,457.63 590,783,185.25 589,554,257.63 Surplus public reserve 438,738,721.64 438,738,721.64 421,079,823.34 421,079,823.34 Retained profit 406,887,662.00 336,091,407.45 364,217,259.03 295,017,577.69 Total owner’s equity attributable to 1,806,684,743.89 1,734,659,561.72 1,726,095,242.62 1,655,666,633.66 parent company Minority interests 95,553,343.91 92,389,404.73 Total owner’s equity 1,902,238,087.80 1,734,659,561.72 1,818,484,647.35 1,655,666,633.66 Total liabilities and shareholder’s equity 3,144,758,754.22 2,463,782,944.40 2,912,380,523.59 2,339,707,572.76 5 INCOME STATEMENT Prepared by Dalian Refrigeration Co., Ltd. July-September, 2011 Unit: RMB July-September, 2011 July-September, 2010 Items Consolidation Parent Company Consolidation Parent Company I. Total sales 486,651,183.78 302,190,778.57 397,233,345.08 254,573,624.38 Including: Operating income 486,651,183.78 302,190,778.57 397,233,345.08 254,573,624.38 II. Total operating cost 473,962,391.22 300,895,392.45 394,420,896.78 258,470,336.35 Including: Operating cost 402,043,914.76 260,902,009.99 325,758,654.70 217,706,982.87 Taxes and associate charges 1,240,717.64 646,957.74 1,289,656.62 829,317.43 Selling and distribution expenses 27,360,825.31 13,815,210.80 27,175,310.32 16,389,542.10 Administrative expenses 43,331,503.73 25,803,752.88 42,175,284.59 23,096,579.33 Financial expense 431,302.99 -272,538.96 1,039,557.55 447,914.62 Impairment loss -445,873.21 -3,017,567.00 Add: gain from change in fair value Gain/(loss) from investment 10,424,147.40 10,424,147.40 34,129,799.03 34,129,799.03 Including: income form investment on 10,124,147.40 10,124,147.40 33,829,799.03 33,829,799.03 affiliated enterprise and jointly enterprise Foreign exchange difference III. Operating profit 23,112,939.96 11,719,533.52 36,942,247.33 30,233,087.06 Add: non-business income 3,826,297.82 3,511,561.80 5,674,847.81 5,305,930.38 Less: non-business expense 170,046.19 19,805.28 66,097.70 480.78 Including: loss from non-current asset 92,505.28 19,805.28 5,741.20 480.78 disposal IV. Total profit 26,769,191.59 15,211,290.04 42,550,997.44 35,538,536.66 Less: Income tax 3,007,842.74 576,060.69 2,753,907.45 1,036,866.02 V. Net profit 23,761,348.85 14,635,229.35 39,797,089.99 34,501,670.64 Net profit attributable to parent company 19,789,144.41 14,635,229.35 37,352,001.56 34,501,670.64 Minority shareholders’ gains and losses 3,972,204.44 2,445,088.43 0.00 VI. Earnings per share (I) basic earnings per share 0.06 0.10 (II) diluted earnings per share 0.06 0.10 Ⅶ. Other comprehensive income -7,843,725.00 -7,843,725.00 1,552,500.00 1,552,500.00 Ⅷ. Total comprehensive income 15,917,623.85 6,791,504.35 41,349,589.99 36,054,170.64 Total comprehensive income attributable 11,945,419.41 6,791,504.35 38,904,501.56 36,054,170.64 to parent company Total comprehensive income attributable 3,972,204.44 2,445,088.43 0.00 to minority shareholders 6 INCOME STATEMENT Prepared by Dalian Refrigeration Co., Ltd. January-September, 2011 Unit: RMB January-September, 2011 January-September, 2010 Items Consolidation Parent Company Consolidation Parent Company I. Total sales 1,434,545,806.06 940,852,161.23 1,107,773,160.68 708,688,651.94 Including: Operating income 1,434,545,806.06 940,852,161.23 1,107,773,160.68 708,688,651.94 II. Total operating cost 1,396,558,843.68 928,238,409.85 1,085,943,164.36 708,098,437.51 Including: Operating cost 1,171,843,807.72 799,280,681.31 896,216,234.19 596,980,200.50 Taxes and associate charges 7,427,091.28 4,804,698.40 4,467,934.50 3,127,970.86 Selling and distribution expenses 73,129,025.99 37,014,557.54 63,679,295.73 34,083,538.85 Administrative expenses 131,114,923.39 76,341,053.61 112,941,632.28 65,363,667.05 Financial expense 1,819,618.86 408,479.76 2,405,513.87 1,475,203.08 Impairment loss 11,224,376.44 10,388,939.23 6,232,553.79 7,067,857.17 Add: gain from change in fair value Gain/(loss) from investment 98,544,869.84 106,399,107.06 96,438,456.44 103,250,626.78 Including: income form investment on 45,466,738.34 45,466,738.34 75,721,554.46 75,721,554.46 affiliated enterprise and jointly enterprise Foreign exchange difference III. Operating profit 136,531,832.22 119,012,858.44 118,268,452.76 103,840,841.21 Add: non-business income 9,194,078.55 7,413,125.52 9,064,049.62 7,423,055.61 Less: non-business expense 445,990.57 240,694.26 333,248.29 151,864.23 Including: loss from non-current asset 121,739.95 36,657.70 180,056.60 151,864.23 disposal IV. Total profit 145,279,920.20 126,185,289.70 126,999,254.09 111,112,032.59 Less: Income tax 20,144,686.15 14,950,315.39 9,637,659.36 5,177,499.04 V. Net profit 125,135,234.05 111,234,974.31 117,361,594.73 105,934,533.55 Net profit attributable to parent company 115,277,536.97 111,234,974.31 109,157,433.37 105,934,533.55 Minority shareholders’ gains and losses 9,857,697.08 8,204,161.36 VI. Earnings per share (I) basic earnings per share 0.33 0.31 (II) diluted earnings per share 0.33 0.31 Ⅶ. Other comprehensive income 20,260,200.00 20,260,200.00 -8,087,867.75 -8,087,867.75 Ⅷ. Total comprehensive income 145,395,434.05 131,495,174.31 109,273,726.98 97,846,665.80 Total comprehensive income attributable 135,537,736.97 131,495,174.31 101,069,565.62 97,846,665.80 to parent company Total comprehensive income attributable 9,857,697.08 8,204,161.36 to minority shareholders 7 CASH FLOW STATEMENT Prepared by Dalian Refrigeration Co., Ltd. January -September , 2011 Unit: RMB January -September, 2011 January -September, 2010 Items Consolidation Parent Company Consolidation Parent Company I. Cash flows arising from operating activities: Cash received from selling commodities and 1,286,459,044.04 838,491,012.02 1,133,165,411.28 656,091,635.83 providing labor services Write-back of tax received 265,906.95 Other cash received concerning operating activities 47,911,778.96 39,071,650.30 48,504,311.30 30,187,959.47 Subtotal of cash inflow arising from operating 1,334,370,823.00 877,562,662.32 1,181,935,629.53 686,279,595.30 activities Cash paid for purchasing commodities and 865,163,841.23 546,115,899.90 829,242,149.35 484,902,519.38 receiving labor service Cash paid to/for staff and workers 164,434,927.81 95,191,446.25 135,076,067.59 84,613,610.19 Taxes paid 109,553,977.55 79,979,065.77 73,887,467.26 50,786,232.68 Other cash paid concerning operating activities 106,234,808.36 57,634,023.80 90,660,975.59 48,803,427.21 Subtotal of cash outflow arising from 1,245,387,554.95 778,920,435.72 1,128,866,659.79 669,105,789.46 operating activities Net cash flows arising from operating 88,983,268.05 98,642,226.60 53,068,969.74 17,173,805.84 activities II. Cash flows arising from investing activities: Cash received from recovering investment 6,313,174.25 6,313,174.25 1,715,976.33 1,715,976.33 Cash received from investment income 109,061,664.60 112,633,223.73 58,936,094.46 62,825,367.88 Net cash received from disposal of fixed, intangible 2,887,884.09 2,479,744.22 49,230.51 36,000.00 and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 118,262,722.94 121,426,142.20 60,701,301.30 64,577,344.21 Cash paid for purchasing fixed, intangible and other 22,453,815.52 11,594,774.62 89,952,076.37 72,265,936.00 long-term assets Cash paid for investment 7,897,000.00 7,897,000.00 Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 30,350,815.52 19,491,774.62 89,952,076.37 72,265,936.00 Net cash flows arising from investing activities 87,911,907.42 101,934,367.58 -29,250,775.07 -7,688,591.79 III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans 3,960,000.00 63,500,000.00 60,200,000.00 Other cash received concerning financing activities Subtotal of cash inflow from financing activities 3,960,000.00 63,500,000.00 60,200,000.00 Cash paid for settling debts 53,960,000.00 50,000,000.00 55,680,497.00 50,000,000.00 Cash paid for dividend and profit distributing or 55,427,907.48 52,446,328.06 63,707,368.67 54,665,700.00 interest paying Other cash paid concerning financing activities 176,174.70 45,044.43 Subtotal of cash outflow from financing activities 109,564,082.18 102,446,328.06 119,432,910.10 104,665,700.00 Net cash flows arising from financing activities -105,604,082.18 -102,446,328.06 -55,932,910.10 -44,465,700.00 IV. Influence on cash due to fluctuation in exchange -93,691.55 -476.84 -21,567.66 -236.93 rate V. Net increase of cash and cash equivalents 71,197,401.74 98,129,789.28 -32,136,283.09 -34,980,722.88 Add: Balance of cash and cash equivalents at the 491,775,575.71 373,620,785.42 403,139,585.35 304,973,089.79 period -begin VI. Balance of cash and cash equivalents at the 562,972,977.45 471,750,574.70 371,003,302.26 269,992,366.91 period–end 8