DALIAN REFRIGERATION CO., LTD. QUARTERLY REPORT FOR FIRST QUARTER, 2009 §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 All directors attend the meeting of the Board of Directors. 1.3 The Company’s quarterly financial report has not been audited. 1.4 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. 1.5 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 By the end of the report period By the end of last year Increase/decrease over the end of last year(%) Total assets 2,755,272,866.36 2,719,626,555.64 1.31% Shareholder’s equity 1,678,027,155.13 1,656,813,415.66 1.28% Share capital 350,014,975.00 350,014,975.00 0.00% Net assets per share 4.79 4.73 1.27% Report period From beginning of year to the end of report period Increase/decrease over the same period of last year(%) Total operating income 273,106,990.16 364,697,704.80 -25.11% Net profit 18,519,814.47 14,257,406.47 29.90% Net cash generated from operating activities -24,530,976.58 -41,829,792.95 41.36% Net cash per share generated from operating activities -0.07 -0.12 41.67% Basic earnings per share 0.05 0.04 25.00% Diluted earnings per share 0.05 0.04 25.00% Return on equity 1.10% 0.89% Increase 0.21 perce ntage points ROE after deducting non-recurring gains/losses 1.06% 0.82% Increase 0.24 perce ntage points2 Item of non-recurring gains and losses Amount from beginning of year to the end of report period Non-operating income and expense, net 1,083,197.38 Income tax effect -270,549.34 Minority shareholders’ gains and losses -47,596.87 Total 765,051.17 2.2 Total number and particulars of the shareholders by the end of the report period Total shareholders at the end of report period 42,194 Particulars about shares held by the top ten negotiable shareholders not subject to conditional sales Name of shareholder EOY (shares) Type SANYO ELECTRIC CO., LTD. 35,001,500 B BONY-DREYFUS PIFI-DREYFUS PREMIER GREATER CHINA 16,033,167 B China life Insurance Company Ltd. 6,000,000 A Jiuzhou Development Co., Jilin Province 3,150,000 A Di Rong 2,231,600 A Dalian State-Owned Assets Operation Co., Ltd. 1,650,000 A Dalian Industry Development & Investment Co., Ltd. 1,622,250 A Hua Xia Securities Co., Ltd. 1,575,000 A Jingyou Economic & Trade Development Co. of Harbin City 1,575,000 A Fang Jie 1,475,000 A §3 Important Matters 3.1 Major changes in main financial items and indexes, and description of the cause √ Applicable □ Inapplicable 1. The obvious increase of receivable bill compared with those at the beginning of this year occurred mainly because the received bills have not been accepted at expiry or transferred by endorsement. 2. The obvious increase of financial assets for selling compared with those at the beginning of this year occurred mainly because the equity value of Dalian Rubber & Plastics Machinery Co., Ltd changed. 3. The obvious increase of payable bills compared with those at the beginning of this year occurred mainly because acceptance drafts have been written out during this term. 4. The obvious decrease of payable taxes compared with those at the beginning of this year occurred mainly because the income taxes have been paid on a consolidated basis during this term. 5. The obvious decrease of staff’s salaries and wages compared with those at the beginning of this year occurred mainly because the drawn remuneration for the end of last term have been paid during this term. 6. The obvious increase of financial expenses occurred mainly because the amount of loan increased comparably.3 7. The obvious increase of loss due to the assets value deduction occurred mainly because of the increase of bad account preparation. 8. The obvious increase of investment gain occurred mainly because during this term we have received the cash dividend from Lengwang container temp. control (Suzhou) Co., Ltd. 9. The obvious decrease of income taxes occurred mainly because the makeup tax for investment gain is unnecessary. 3.2 Analytic description of major matters, their influence and solutions □ Applicable √ Inapplicable 3.3 Undertaking matters for trial sales of state shares and implementation √ Applicable □Inapplicable Bingshan Group undertook that the Dalian Refrigeration Co., Ltd.’s state shares held by it would not be listed for trading or assigned within 12 months from the date when their being allowed to be listed for trading in the A-share market; that the shares would not be listed for trading within 48 months after expiry of the aforementioned undertaking. Bingshan Group well fulfilled the above undertaking. 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 reception Place of reception Way of reception Guest received Main content of discussion and information provided Jan. 23, 2009 In company Communication by telephone Researcher of Jianxin Fund Mar. 31, 2009 In company Communication by telephone Researcher of Hua’an Fund Information about the basic aspect of the Company §4 Financial Report (attached) Not audited. Board of Directors of Dalian Refrigeration Co., Ltd. April 24, 20094 BALANCE SHEET Prepared by Dalian Refrigeration Co., Ltd. March 31, 2009 Unit: RMB March 31, 2009 Dec.31, 2008 Assets Consolidation Parent Company Consolidation Parent Company Current assets: Monetary funds 295,907,632.76 215,595,629.44 312,337,783.75 228,316,557.10 Transaction finance asset Notes receivable 70,707,214.45 53,548,643.28 45,482,748.85 43,487,353.38 Accounts receivable 467,533,323.87 262,836,932.59 437,078,053.74 240,792,212.32 Accounts in advance 29,755,124.86 5,780,175.85 24,099,268.38 4,009,891.07 Interest receivable Dividend receivable 3,200,000.00 11,235,833.74 3,244,600.00 11,235,833.74 Other receivables 21,862,636.47 31,118,908.05 23,628,868.03 23,980,858.98 Inventories 323,091,973.32 215,743,858.76 337,713,032.95 218,598,315.29 Non-current asset due within one year Other current assets Total current assets 1,212,057,905.73 795,859,981.71 1,183,584,355.70 770,421,021.88 Non-current assets: Finance asset held available for sales 10,225,800.00 10,225,800.00 6,633,900.00 6,633,900.00 Held-to-maturity securities Long-term account receivable Long-term equity investment 1,022,673,564.63 1,152,721,793.55 1,014,652,040.81 1,144,700,269.73 Investment property Fixed assets 378,255,763.54 224,263,129.61 384,129,544.11 228,202,302.25 Construction in progress 6,347,748.06 3,623,558.17 4,775,695.11 3,159,913.69 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 103,266,592.90 30,316,519.42 103,849,972.78 30,499,281.97 Expense on Research and Development Goodwill Long-term expenses to be apportioned 3,500,812.32 3,064,006.58 3,535,431.90 3,094,243.49 Deferred income tax asset 18,944,679.18 13,038,422.19 18,465,615.23 13,038,422.19 Other non-current asset Total non-current asset 1,543,214,960.63 1,437,253,229.52 1,536,042,199.94 1,429,328,333.32 Total assets 2,755,272,866.36 2,233,113,211.23 2,719,626,555.64 2,199,749,355.205 BALANCE SHEET (CONTINUED) March 31, 2009 Dec.31, 2008 Liabilities and shareholders’ equity Consolidation Parent Company Consolidation Parent Company Current liabilities: Short-term loans 110,000,000.00 100,000,000.00 110,000,000.00 100,000,000.00 Transaction financial liabilities Notes payable 116,315,313.46 92,160,809.49 76,889,017.30 58,483,522.81 Accounts payable 396,429,907.92 232,269,446.77 397,286,738.10 232,111,721.35 Accounts received in advance 170,734,406.23 94,009,275.11 168,263,502.28 92,541,212.02 Wage payable 25,346,879.72 3,640,455.36 42,014,613.41 16,850,545.94 Taxes payable 4,887,938.68 -546,163.12 10,306,291.74 5,621,080.62 Interest payable Dividend payable 4,624,584.76 533,156.00 6,724,584.76 533,156.00 Other accounts payable 38,482,546.21 7,964,296.39 41,694,655.74 13,165,466.39 Non-current liabilities due within one year 50,000,000.00 50,000,000.00 50,000,000.00 50,000,000.00 Other current liabilities Total current liabilities 916,821,576.98 580,031,276.00 903,179,403.33 569,306,705.13 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities 1,979,526.92 1,979,526.92 1,081,551.92 1,081,551.92 Other non-current liabilities 75,270,174.00 22,076,670.00 76,426,173.00 22,954,170.00 Total non-current liabilities 77,249,700.92 24,056,196.92 77,507,724.92 24,035,721.92 Total liabilities 994,071,277.90 604,087,472.92 980,687,128.25 593,342,427.05 Shareholders’ equity Share capital 350,014,975.00 350,014,975.00 350,014,975.00 350,014,975.00 Capital public reserve 592,804,978.00 591,576,050.38 590,111,053.00 588,882,125.38 Less: Inventory shares Surplus public reserve 368,103,745.84 368,103,745.84 368,103,745.84 368,103,745.84 Retained profit 367,103,456.29 319,330,967.09 348,583,641.82 299,406,081.93 Total owner’s equity attributable to parent company 1,678,027,155.13 1,629,025,738.31 1,656,813,415.66 1,606,406,928.15 Minority interests 83,174,433.33 82,126,011.73 Total owner’s equity 1,761,201,588.46 1,629,025,738.31 1,738,939,427.39 1,606,406,928.15 Total liabilities and shareholder’s equity 2,755,272,866.36 2,233,113,211.23 2,719,626,555.64 2,199,749,355.20 Legal representative: Zhang He Person in charge of accounting organ: Xu Junrao Principal of accounting organ: Xu Junrao6 INCOME STATEMENT Prepared by Dalian Refrigeration Co., Ltd. January-March, 2009 Unit: RMB Items January-March, 2009 January-March, 2008 Consolidation Parent Company Consolidation Parent Company I. Total operating income 273,106,990.16 165,023,684.96 364,697,704.80 212,542,433.52 Less: Operating cost 225,607,901.51 138,710,588.13 298,332,431.52 178,642,151.77 Operating tax and extras 1,198,415.85 510,323.63 1,521,162.92 193,799.98 Sales expenses 14,203,961.51 7,757,342.55 16,486,755.59 6,293,363.63 Administration expenses 31,554,111.50 20,631,759.89 35,323,690.50 21,093,508.45 Financial expenses 2,584,910.69 2,490,708.50 1,740,298.90 1,505,875.37 Losses of devaluation of asset 3,807,932.18 2,463,315.51 Add: Changing income of fair value Investment income 23,241,523.82 23,241,523.82 8,530,648.77 8,530,648.77 Including: Investment income on affiliated company and joint venture 8,021,523.82 8,021,523.82 8,530,648.77 8,530,648.77 II. Operating profit 17,391,280.74 18,164,486.08 17,360,698.63 13,344,383.09 Add: Non-operating income 2,262,279.85 1,760,399.08 1,813,187.80 1,224,954.77 Less: Non-operating expense 25,474.00 84,018.44 55,831.96 Including: Disposal loss of non-current asset 55,831.96 55,831.96 Ⅲ. Total Profit 19,628,086.59 19,924,885.16 19,089,867.99 14,513,505.90 Less: Income tax 59,850.52 2,433,710.15 2,357,020.06 Ⅳ. Net profit 19,568,236.07 19,924,885.16 16,656,157.84 12,156,485.84 Net profit attributable to owner’s equity of parent company 18,519,814.47 14,257,406.47 Minority shareholders’ gains and losses 1,048,421.60 2,398,751.37 Ⅴ. Earnings per share i. Basic earnings per share 0.05 0.04 ii. Diluted earnings per share 0.05 0.04 Legal representative: Zhang He Person in charge of accounting organ: Xu Junrao Principal of accounting organ: Xu Junrao7 CASH FLOW STATEMENT Prepared by Dalian Refrigeration Co., Ltd. January-March, 2009 Unit: RMB January-March, 2009 January-March, 2008 Items Consolidation Parent Company Consolidation Parent Company I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 202,262,000.04 106,709,105.79 307,211,761.95 174,775,825.54 Write-back of tax received 849,600.00 35,000.00 Other cash received concerning operating activities 9,899,900.47 7,883,118.45 5,268,762.39 2,713,816.69 Subtotal of cash inflow arising from operating activities 213,011,500.51 114,592,224.24 312,515,524.34 177,489,642.23 Cash paid for purchasing commodities and receiving labor service 135,014,849.24 81,600,242.16 264,146,234.07 169,235,077.43 Cash paid to/for staff and workers 53,275,832.43 34,456,925.48 53,614,650.48 30,691,642.87 Taxes paid 27,225,886.60 18,060,253.40 15,768,593.98 5,745,686.25 Other cash paid concerning operating activities 22,025,908.82 5,607,267.33 20,815,838.76 6,028,514.86 Subtotal of cash outflow arising from operating activities 237,542,477.09 139,724,688.37 354,345,317.29 211,700,921.41 Net cash flows arising from operating activities -24,530,976.58 -25,132,464.13 -41,829,792.95 -34,211,279.18 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income 15,264,600.00 15,220,000.00 7,979,774.90 7,979,774.90 Net cash received from disposal of fixed, intangible and other long-term assets 40,950.00 40,000.00 1,036,775.00 36,775.00 Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 15,305,550.00 15,260,000.00 9,016,549.90 8,016,549.90 Cash paid for purchasing fixed, intangible and other long-term assets 2,357,013.35 304,465.85 16,843,488.38 2,937,538.25 Cash paid for investment Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 2,357,013.35 304,465.85 16,843,488.38 2,937,538.25 Net cash flows arising from investing activities 12,948,536.65 14,955,534.15 -7,826,938.48 5,079,011.65 III. Cash flows arising from financing activities8 Cash received from absorbing investment Cash received from loans 5,000,000.00 Other cash received concerning financing activities Subtotal of cash inflow from financing activities 5,000,000.00 Cash paid for settling debts 7,000,000.00 Cash paid for dividend and profit distributing or interest paying 4,835,150.60 2,544,000.00 8,489,567.78 8,213,875.00 Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 4,835,150.60 2,544,000.00 15,489,567.78 8,213,875.00 Net cash flows arising from financing activities -4,835,150.60 -2,544,000.00 -10,489,567.78 -8,213,875.00 IV. Influence on cash due to fluctuation in exchange rate -12,560.46 2.32 -6,730.37 -504.73 V. Net increase of cash and cash equivalents -16,430,150.99 -12,720,927.66 -60,153,029.58 -37,346,647.26 Add: Balance of cash and cash equivalents at the period -begin 312,337,783.75 228,316,557.10 244,799,726.11 145,162,895.61 VI. Balance of cash and cash equivalents at the period–end 295,907,632.76 215,595,629.44 184,646,696.53 107,816,248.35 Legal representative: Zhang He Person in charge of accounting organ: Xu Junrao Principal of accounting organ: Xu Junrao