证券代码:000613 200613 证券简称:ST 东海 A ST 东海 B 编号:2012-023 海南大东海旅游中心股份有限公司 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of Semi-Annual Report 2012 Disclosure date: 27 August 2012 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Summary of Semi-Annual Report 2012 I. Important Notes The Board of Directors and its directors, Supervisory Committee and its supervisors, senior executives of Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no false recordation, misleading statements or material omissions carried in this report, and shall take all responsibilities, individually and/or jointly, for the reality, accuracy and completeness of the whole contents. Financial report of this semi-annual repot has not been audited by CPA. Li Yuanbin, person in charge of the Company, Chen Liurong, person in charge of accounting works as well as person in charge of accounting institution (accounting officer) Li Zhi hereby confirm the truthfulness and completeness of the Financial Report in the Semi-annual Report 2012. II. Basic Information of Company (I) Company profile Short form Short form for A-share ST Donghai-A ST Donghai-B for B-share Code for Code for A-share 000613 200613 B-share Listing stock exchange Shenzhen Stock Exchange Secretary of the Board Rep. of security affairs Name Wang Hongjuan Wang Hongjuan Contact adds. Dadonghai Sanya Dadonghai Sanya Tel. 0898-88219921 0898-88219921 Fax. 0898-88214998 0898-88214998 E-mail hnddh@21cn.com hnddh@21cn.com (II) Major financial data and indexes 1. Major accounting data and financial indexes Whether retroactive adjusted on previous financial report or not □Yes √ No Increase/decrease in this End of this report period End of last period period-end over that of last year (%) Total assets(RMB) 114,291,655.26 118,036,774.80 -3.17% Owners’ equity attributable to shareholders of the listed 82,574,542.07 81,985,125.82 0.72% company(RMB) Share capital(Share) 364,100,000.00 364,100,000.00 0% Net assets per share attributable to shareholder of listed company 0.23 0.23 0% (RMB/ Share) Asset-liability ratio (%) 27.75% 30.54% -2.79% Increase/decrease in this Reporting period (Jan. Same period of last year report period to June) year-on-year (%) Total business revenue(RMB) 20,425,639.30 18,467,961.40 10.6% 2 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Business profit(RMB) 628,949.74 -1,880,739.51 133.44% Total profit(RMB) 785,888.33 -1,635,132.91 136.05% Net profit attributable to shareholders of the listed company 589,416.25 -1,635,132.91 136.05% (RMB) Net profit attributable to shareholders of the listed company 432,477.66 -1,880,739.51 123% after deducting non-recurring gains and losses(RMB) Basic earnings per share 0.0016 -0.0045 135.56% (RMB/Share) Diluted earnings per share 0.0016 -0.0045 135.56% (RMB/Share) Weighted average ROE (%) 0.72% -1.89% 2.61% Weighted average ROE after deducting non-recurring gains/losses 0.53% -2.18% 2.71% (%) Net cash flow arising from operating -284,159.33 445,270.62 -163.82% activities(RMB) Net cash flow per share arising from -0.0008 0.0012 -166.67% operating activities (RMB/Share) Explanation on previous major accounting data and financial indexes at period-end (filling the adjustment explanation if retroactive adjusted) Nil 2. Items of non-recurring gains/losses √Applicable □Non applicable Amount from year-begin Items of non-recurring gains/losses Note to period-end (RMB) Gains and losses from disposal of non-current assets 3,920.00 Tax refund or exemption out of authorization, with absence of official approval document or accidentally Governmental subsidy calculated into current gains and losses(while closely related with the normal business of the Company, excluding the fixed-amount or fixed-proportion governmental subsidy according to the unified national standard) Fund occupation expenses received from non-financial enterprises that reckon into current gains/losses Income occurred when investment cost paid by enterprise for obtaining subsidiaries, associates and joint ventures are lower than its share in fair value of net realizable assets of invested units Gains and losses from exchange of non-monetary assets Gains and losses from entrusted investment or management assets Various asset impairment reserve provided for force majeure, such as natural disaster; Gains/losses from debt reorganization Reorganization expenses, such as expenditure for allocation of employees and integration fee Gains and losses from excess of transaction which are conducted on a non-fair-valued basis over its fair value Current net gains and losses of subsidiaries occurred from combination under the same control commencing from period-begin to combination date Gains and losses from contingent events which has no relation with normal business of the Company 3 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities except for the effective hedge business related to normal business of the Company, and investment income from disposal of transactional financial assets and liabilities and financial assets available for sale Reversal of impairment reserve for account receivable with separate impairment testing gains/ losses from external entrustment loans Gains and losses arising from change of fair value of investment properties whose follow-up measurement are at fair value Affect upon current gains/losses arising from the one-off adjustment in subject to requirement of laws and rules in relation to taxation and accounting Income from entrusted custody operation Other non-operating income and expenditure except the abovementioned 153,018.59 Other item that satisfied the definition of non-recurring gains and losses Influenced amount of minority shareholders’ equity Impact on income tax Total 156,938.59 -- 3. Difference of net profit and net assets disclosed in financial report based on IAS and CAS □ Applicable √ Non applicable 4. Difference of net profit and net assets disclosed in financial report based on foreign accounting standards and CAS □ Applicable √Non applicable III. Changes in Share Capital and Particular about Shareholders (I) Changes in share capital √Applicable □Non applicable Increase/Decrease in the Change (+, Before the Changes After the Changes -) Bo Public Newl nu reserve Proporti y- s Subtota Proporti Amount -conver Others Amount on (%) issued sh l on (%) ted shares are shares s -132,00 I. Restricted shares 17,308,000 4.75% -132,000 17,176,000 4.72% 0 1. State-owned shares 2. State-owned legal 5,922,000 1.63% 5,922,000 1.63% person’s shares 3. Other domestic -132,00 11,386,000 3.13% -132,000 11,254,000 3.09% shares 0 Including: Domestic -132,00 11,254,000 3.09% -132,000 11,122,000 3.05% legal person’s shares 0 Domestic natural 132,000 0.04% 132,000 0.04% person’s shares 4. Foreign shares Including: Foreign legal person’s shares 4 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Foreign natural person’s shares 5. Senior executives’ shares 132,00 II. Unrestricted shares 346,792,000 95.25% 132,000 346,924,000 95.28% 0 1. RMB Ordinary 132,00 258,792,000 71.08% 132,000 258,924,000 71.11% shares 0 2. Domestically listed 88,000,000 24.17% 88,000,000 24.17% foreign shares 3. Overseas listed foreign shares 4. Others 364,100,000.0 364,100,000.0 III. Total shares 100% 100% 0 0 (II) Statement of shares held by top ten shareholders and the top ten shareholders with unrestricted conditions/circulate shareholders Statement of shares held by top 10 shareholders and top 10 shareholders with unrestricted shares held Total shareholders 29,593 Particulars about the shares held by the top ten shareholders Proportio Shares pledged or frozen Amount of the Nature of n of Total amount of Shareholders (full name) restricted shareholders shares shares held Share status Amount shares held held (%) Haikou Agriculture & Domestic pledged Industry & Trade non-state-owned 16.81% 61,190,270 0 60,000,000 (Luoniushan) Co., Ltd. legal person Yangpu Tongrong Domestic pledged Investment Management non-state-owned 3.47% 12,640,832 0 12,600,000 Consultation Co., Ltd. legal person Domestic natural He Haichao 3.09% 11,264,307 0- 0 persons Domestic Sanya Yongli Investment non-state-owned 1.9% 6,930,000 0- 0 Co., Ltd legal person Domestic CI CITIC Assets non-state-owned 1.27% 4,620,000 0- 0 Management Co., Ltd. legal person Domestic natural Cao Huili 1.14% 4,143,939 0- 0 persons Domestic natural Liang Ruizhi 1.13% 4,127,545 0- 0 persons Domestic Sanya Zhongxing non-state-owned 1% 3,630,000 3,630,000 - 0 Development Co., Ltd. legal person CITRINE CAPITAL Foreign legal 0.9% 3,265,200 0- 0 LIMITED persons China Merchants State-owned legal 0.76% 2,749,501 0- 0 Securities (HK) Co., Ltd person Particulars about the shares held by the top ten unrestricted shareholders Amount of unrestricted shares Type/amount of shares Shareholders held Type Amount Haikou Agriculture & Industry & Trade 61,190,270 A-share 61,190,270 5 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 (Luoniushan) Co., Ltd. Yangpu Tongrong Investment Management 12,640,832 A-share 12,640,832 Consultation Co., Ltd. He HaiChao 11,264,307 A-share 11,264,307 Sanya Yongli Investment Co., Ltd 6,930,000 A-share 6,930,000 CI CITIC Assets Management Co., Ltd. 4,620,000 A-share 4,620,000 Cao Huili 4,143,939 A-share 4,143,939 Liang Ruizhi 4,127,545 A-share 4,127,545 CITRINE CAPITAL LIMITED 3,265,200 B-share 3,265,200 China Merchants Securities (HK) Co., Ltd. 2,749,501 B-share 2,749,501 Sanya Rural Commercial Union 2,310,000 A-share 2,310,000 The Company is unknown whether there exists associated relationship Explanation on associated relationship or belongs to the consistent actor regulated by the Management among the top ten shareholders or (and) Measure of Information Disclosure on Change of Shareholding for consistent action Listed Company among the other shareholders. (III) Changes of controlling shareholders and actual controller □applicable √Non-applicable IV. Directors, Supervisors and Senior Executives (I) Changes of shares held by directors, supervisors and senior executive Amount Amount of Amount of Shares held of shares shares Shares held Including: stock at increase in decreased at restricted option held Reasons for Name Title period-begi this in this period-end shares held at changes n(Share) period(Shar period (Share) (Share) period-end e) (Share) (Share) Chairman& Li Yuanbin 0 0 0 0 0 0- GM Independen Chen Rijin 0 0 0 0 0 0- t Director Li Independen Guangzhon 0 0 0 0 0 0- t Director g Independen Feng Da’an 0 0 0 0 0 0- t Director Li Wei Director 0 0 0 0 0 0- Liu Juntao Director 0 0 0 0 0 0- Huang Supervisor 0 0 0 0 0 0- Wencai Li Zhi Supervisor 0 0 0 0 0 0- Wang Supervisor 0 0 0 0 0 0- Jialing Chen Deputy 0 0 0 0 0 0- Liurong GM& CFO Wang Secretary 0 0 0 0 0 0- Hongjuan of the 6 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 汪 Board V. Report of the Board (I)Statement of main business classified according to industries and products Unit: RMB Main business classified according to industries Increase or Increase or Increase or decrease of decrease of decrease of operating gross profit According to Operating Gross profit operating cost Operating cost revenue over ratio over the industries revenue ratio (%) over the last the last same last same same period of period of last period of last last year (%) year (%) year (%) Tourism diet 20,425,639.30 3,022,082.13 85.2% 10.6% -10.94% 3.58% service Main business classified according to products Increase or Increase or Increase or decrease of decrease of decrease of operating gross profit According to Operating Gross profit operating cost Operating cost revenue over ratio over the products revenue ratio (%) over the last the last same last same same period of period of last period of last last year (%) year (%) year (%) Guest room 15,662,395.50 5,168.33 99.97% 14.4% -41.18% 0.03% Food & 4,763,243.80 3,016,913.80 36.66% -0.35% -10.87% 7.47% beverage Explanation on major changes of gross profit over same period of last year Nil (II) Main business classified according to areas Unit: RMB Increase/decrease in revenue from Areas Operating revenue operations over the same period of last year (%) Hainan Province 20,425,639.30 10.6% (III) Explanation on reasons of material changes in main operations and its structure □Applicable √Non-applicable (IV) Explanation on reasons of material changes in profitability (gross profit ratio) of main operations compared with that of last year □Applicable √Non-applicable (V) Analysis on reasons of material changes in profit structure compared with the previous year □Applicable √Non-applicable (VI) Application of the raised proceeds 7 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 1. Statement of application of the raised proceeds □Applicable √Non-applicable 2. Statement of changes on projects invested by raised funds □Applicable √Non-applicable (VII) The modification of Board to the business plan for the second half of the year □Applicable √Non-applicable (VIII) Prediction of business performance from January – September 2012 Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation on reason □Applicable √Non-applicable (IX) Explanation on “Qualified Opinion” from the Certified Public Accountants in the report period by the Board of Directors □Applicable √Non-applicable (X) Explanation of the Management on changes and disposal of the issues involved in “Qualified Opinion” from the Certified Public Accountants in the last year by the Board of Directors √Applicable □Non-applicable During the reporting period, the Company vigorously expanded domestic and overseas tourism market by virtue of the unique geographical benefits of the hotel, and further increased market share with more resources allocation in marketing promotion. Meanwhile, the Company improved its repayment ability and its main financial operating indicators through a series of operation management measure such as reducing costs and increasing financing channels. The emphasized issues of the Company will be eliminated gradually. VI. Significant Event (I) Assets acquisition, sales of assets and assets reorganization 1. Assets purchased or acquired □Applicable √Non-applicable Explanation on assets purchased 2. Assets sold □Applicable √Non-applicable Explanation on assets sold 3. Progress of the events and their influence on the Company’s operating results and financial status in the report period after the Report on Assets Restructure or Public Notice on Acquisition and Sales of Assets being published □Applicable √Non-applicable (II) Guarantee □Applicable √Non-applicable (III) Non-operating current related credits and liabilities Weather there is non-operating current related credits and liabilities □ yes √ no 8 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 (IV) Material lawsuits and arbitrations □Applicable √Non-applicable (V) Other significant events and analysis of their influences and solution plan □Applicable √Non-applicable 1. Security investment □Applicable √Non-applicable Explanation on security investment 2. Equity of other listed company held by the Company □Applicable √Non-applicable Explanation on equity of other listed company held by the Company 3. Fund occupation and progress of paying off □Applicable √Non-applicable Till end of reporting period, accountability plan proposed by the Board for completed no non-operational fund occupation from listed company □Applicable √Non-applicable 4. Implementation of commitments The following events committed by related parties such as listed companies, directors, supervisors, senior management, shareholders holding above 5% shares of the Company as well as actual controllers in reporting period or extending to reporting period. √ Applicable□ Non-applicable Commitments Accepter Contents Implementation Found in VI (II) of “X Company or Part of them implemented Significant Event” in Share Merger Reform shareholders with over and part of them still not full text of annual report 5% shares held completed 2011 Commitments in report of Non-applicable Non-applicable Non-applicable acquisition or equity change Commitments in assets replacement Non-applicable Non-applicable Non-applicable Commitments made in issuing Non-applicable Non-applicable Non-applicable Other commitments for medium and Non-applicable Non-applicable Non-applicable small shareholders 5. Profit distribution of Board of Directors this time or preplan of capital reserve capitalizing □Applicable √Non-applicable 6. Items of other consolidated income Unit: RMB Amount occurred in Amount occurred in the Items same period of last report period period 1. Gains(losses) from financial assets available for sales Less: Income tax influences from financial assets available for sales Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period 9 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Subtotal 2. Shares in the other consolidated income of the investee calculated based on equity method Less: Income tax influences of shares in the other consolidated income of the investee calculated based on equity method Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Subtotal 3. Gains(losses) from cash flow hedge instrument Less: Income tax influences from cash flow hedge Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Adjusted amount transferred to initial confirmed amount of the arbitraged items Subtotal 4. Differences from translating foreign currency financial statements Less: Net amount of disposing overseas business transferred to current gains/losses Subtotal 5. Others Less: Income tax influences by others reckoned into other consolidated income Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Subtotal Total 0.00 0.00 (VI)Registration form of receiving research, communication and interview in the report period Content discussed and Date Place Way Type Object documents provided - - - - - - VII. Financial Report (I) Auditing opinion Audited the semi-annual report or not □ Yes √No (II) Financial statement Whether consolidated statement or not: □Yes√ No 1. Consolidated Balance Sheet Prepared by Hainan Dadonghai Tourism Centre (Holdings) Co.,Ltd. 10 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Unit: RMB Items Note Balance at period-end Balance at period-begin Current assets: Monetary funds 2,547,675.25 12,374,582.48 Settlement provisions Capital lent Transaction finance asset Notes receivable Accounts receivable 1,534,733.83 1,174,352.45 Accounts paid in advance 196,959.03 376,368.53 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 954,944.11 467,419.30 Purchase restituted finance asset Inventories 287,841.29 624,519.07 Non-current asset due within one year Other current assets 810,900.00 810,900.00 Total current assets 6,333,053.51 15,828,141.83 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 9,043,398.28 Investment real estate Fixed assets 68,348,929.00 71,010,730.88 Construction in progress Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 29,391,935.58 29,826,299.16 Expense on Research and Development Goodwill Long-term expenses to be 1,174,338.89 1,371,602.93 apportioned Deferred income tax asset Other non-current asset 11 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Total non-current asset 107,958,601.75 102,208,632.97 Total assets 114,291,655.26 118,036,774.80 Current liabilities: Short-term loans Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable Accounts payable 2,113,382.09 3,872,102.24 Accounts received in advance 1,219,616.45 3,646,722.01 Selling financial asset of repurchase Commission charge and commission payable Wage payable 4,182,853.36 3,550,106.28 Taxes payable -1,308,246.93 -963,476.59 Interest payable Dividend payable Other accounts payable 25,509,508.22 25,946,195.04 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due within one year Other current liabilities Total current liabilities 31,717,113.19 36,051,648.98 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 0.00 0.00 Total liabilities 31,717,113.19 36,051,648.98 Owner’s equity (or shareholders’ equity): Paid-up capital (or share capital) 364,100,000.00 364,100,000.00 Capital public reserve 54,142,850.01 54,142,850.01 Less: Inventory shares 12 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Reasonable reserve Surplus public reserve Provision of general risk Retained profit -335,668,307.94 -336,257,724.19 Balance difference of foreign currency translation Total owner’s equity attributable to 82,574,542.07 81,985,125.82 parent company Minority interests Total owner’s equity(or 82,574,542.07 81,985,125.82 shareholders’ equity) Total liabilities and owner’s 114,291,655.26 118,036,774.80 equity(or shareholders’ equity) Legal representative: Li Yuanbin Person in charge of accounting works: Chen Liurong Person in charge of accounting institution: Li Zhi 2. Balance Sheet of parent company Unit: RMB Items Note Balance at period-end Balance at period-begin Current assets: Monetary funds 2,547,675.25 12,374,582.48 Transaction finance asset Notes receivable Accounts receivable 1,534,733.83 1,174,352.45 Accounts paid in advance 196,959.03 376,368.53 Interest receivable Dividend receivable Other receivables 954,944.11 467,419.30 Inventories 287,841.29 624,519.07 Non-current asset due within one year Other current assets 810,900.00 810,900.00 Total current assets 6,333,053.51 15,828,141.83 Non-current assets: Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 9,043,398.28 Investment real estate Fixed assets 68,348,929.00 71,010,730.88 Construction in progress Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset 13 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Intangible assets 29,391,935.58 29,826,299.16 Expense on Research and Development Goodwill Long-term expenses to be 1,174,338.89 1,371,602.93 apportioned Deferred income tax asset Other non-current asset Total non-current asset 107,958,601.75 102,208,632.97 Total assets 114,291,655.26 118,036,774.80 Current liabilities: Short-term loans Transaction financial liabilities Notes payable Accounts payable 2,113,382.09 3,872,102.24 Accounts received in advance 1,219,616.45 3,646,722.01 Wage payable 4,182,853.36 3,550,106.28 Taxes payable -1,308,246.93 -963,476.59 Interest payable Dividend payable Other accounts payable 25,509,508.22 25,946,195.04 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 31,717,113.19 36,051,648.98 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 0.00 0.00 Total liabilities 31,717,113.19 36,051,648.98 Owner’s equity (or shareholders’ equity): Paid-up capital (or share capital) 364,100,000.00 364,100,000.00 Capital public reserve 54,142,850.01 54,142,850.01 Less: Inventory shares Reasonable reserve Surplus public reserve Retained profit -335,668,307.94 -336,257,724.19 Balance difference of foreign 14 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 currency translation Total owner’s equity(or shareholders’ 82,574,542.07 81,985,125.82 equity) Total liabilities and owner’s equity(or 114,291,655.26 118,036,774.80 shareholders’ equity) 3. Consolidated Profit Statement Unit: RMB Items Note Amount in this period Amount in last period I. Total operating income 20,425,639.30 18,467,961.40 Including: Operating income 20,425,639.30 18,467,961.40 Interest income Insurance gained Commission charge and commission income II. Total operating cost 19,800,621.64 20,348,700.91 Including: Operating cost 3,022,082.13 3,393,494.71 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 1,143,835.82 1,034,205.87 Sales expenses 8,445,611.25 8,432,637.28 Administration expenses 7,031,751.32 7,291,271.27 Financial expenses 157,341.12 197,091.78 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) 3,932.08 Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) 628,949.74 -1,880,739.51 Add: Non-operating income 158,112.05 245,606.60 Less: Non-operating expense 1,173.46 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) 785,888.33 -1,635,132.91 Less: Income tax expense 196,472.08 V. Net profit (Net loss is listed with “-”) 589,416.25 -1,635,132.91 Including: net profit realized before consolidation by mergered party Net profit attributable to owner’s of parent 589,416.25 -1,635,132.91 company 15 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Minority shareholders’ gains and losses VI. Earnings per share -- -- i. Basic earnings per share 0.0016 -0.0045 ii. Diluted earnings per share 0.0016 -0.0045 VII. Other consolidated income VIII. Total comprehensive income 589,416.25 -1,635,132.91 Total consolidated income attributable to owners 589,416.25 -1,635,132.91 of parent company Total consolidated income attributable to minority shareholders The merger realized net profit RMB 0.00 before consolidation during enterprises consolidation under a same control. Legal representative: Li Yuanbin Person in charge of accounting works: Chen Liurong Person in charge of accounting institution: Li Zhi 4. Profit Statement of parent company Unit: RMB Items Note Amount in this period Amount in last period I. Operating income 20,425,639.30 18,467,961.40 Less: operating cost 3,022,082.13 3,393,494.71 Operating tax and extras 1,143,835.82 1,034,205.87 Sales expenses 8,445,611.25 8,432,637.28 Administration expenses 7,031,751.32 7,291,271.27 Financial expenses 157,341.12 197,091.78 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) 3,932.08 Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed with “-”) 628,949.74 -1,880,739.51 Add: Non-operating income 158,112.05 245,606.60 Less: Non-operating expense 1,173.46 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) 785,888.33 -1,635,132.91 Less: Income tax expense 196,472.08 IV. Net profit (Net loss is listed with “-”) 589,416.25 -1,635,132.91 V. Earnings per share -- -- i. Basic earnings per share 0.0016 -0.0045 ii. Diluted earnings per share 0.0016 -0.0045 VI. Other consolidated income VII. Total comprehensive income 589,416.25 -1,635,132.91 5. Consolidated Cash Flow Statement Unit: RMB Item Amount in this period Amount in last period 16 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 I. Cash flows arising from operating activities: Cash received from selling commodities and providing 18,598,896.91 16,854,699.00 labor services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received Other cash received concerning operating activities 408,740.79 166,332.89 Subtotal of cash inflow arising from operating activities 19,007,637.70 17,021,031.89 Cash paid for purchasing commodities and receiving 8,041,224.53 5,661,336.69 labor service Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 5,830,106.47 5,067,486.89 Taxes paid 2,303,874.32 1,645,763.83 Other cash paid concerning operating activities 3,116,591.71 4,201,173.86 Subtotal of cash outflow arising from operating activities 19,291,797.03 16,575,761.27 Net cash flows arising from operating activities -284,159.33 445,270.62 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and 3,920.00 7,390.00 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 3,920.00 7,390.00 Cash paid for purchasing fixed, intangible and other 546,667.90 1,279,210.00 long-term assets Cash paid for investment 9,000,000.00 Net increase of mortgaged loans 17 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 9,546,667.90 1,279,210.00 Net cash flows arising from investing activities -9,542,747.90 -1,271,820.00 III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 0.00 0.00 Cash paid for settling debts Cash paid for dividend and profit distributing or interest 44,000.00 paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 0.00 44,000.00 Net cash flows arising from financing activities 0.00 -44,000.00 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash equivalents -9,826,907.23 -870,549.38 Add: Balance of cash and cash equivalents at the period 12,374,582.48 3,104,278.19 -begin VI. Balance of cash and cash equivalents at the period 2,547,675.25 2,233,728.81 -end 6. Cash Flow Statement of parent company Unit: RMB Item Amount in this period Amount in last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing 18,598,896.91 16,854,699.00 labor services Write-back of tax received Other cash received concerning operating activities 408,740.79 166,332.89 Subtotal of cash inflow arising from operating activities 19,007,637.70 17,021,031.89 Cash paid for purchasing commodities and receiving 8,041,224.53 5,661,336.69 labor service Cash paid to/for staff and workers 5,830,106.47 5,067,486.89 Taxes paid 2,303,874.32 1,645,763.83 Other cash paid concerning operating activities 3,116,591.71 4,201,173.86 Subtotal of cash outflow arising from operating activities 19,291,797.03 16,575,761.27 Net cash flows arising from operating activities -284,159.33 445,270.62 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income 18 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Net cash received from disposal of fixed, intangible and 3,920.00 7,390.00 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 3,920.00 7,390.00 Cash paid for purchasing fixed, intangible and other 546,667.90 1,279,210.00 long-term assets Cash paid for investment 9,000,000.00 Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 9,546,667.90 1,279,210.00 Net cash flows arising from investing activities -9,542,747.90 -1,271,820.00 III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 0.00 0.00 Cash paid for settling debts Cash paid for dividend and profit distributing or interest 44,000.00 paying Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 0.00 44,000.00 Net cash flows arising from financing activities 0.00 -44,000.00 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash equivalents -9,826,907.23 -870,549.38 Add: Balance of cash and cash equivalents at the period 12,374,582.48 3,104,278.19 -begin VI. Balance of cash and cash equivalents at the period 2,547,675.25 2,233,728.81 -end 7. Consolidated Statement on Changes of Owners' Equity Amount in this period Unit: RMB Amount in this period Owners' equity attributable to the parent company Min ority C Paid ’s a -up equit Total owners’ Less: Less: pi Items capit Capi y equity Treas Treas ta Paid-up capital Capital al tal Paid-up capital Less Paid-up ury ury l (Share capital) reserves (Sha reser (Share capital) : capital (Share Stoc Stoc re re ves Trea capital) k k se capit sury rv al) Stoc es k I. Balance at the end of last year 364,100,000.00 54,142,850.01 -336,257,724.19 81,985,125.82 Add: Changes of accounting policy 19 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 Error correction of the last period Others II. Balance at the beginning of 364,100,000.00 54,142,850.01 -336,257,724.19 81,985,125.82 this year III. Increase/ Decrease in this 589,416.25 589,416.25 year (Decrease is listed with'"-") (i) Net profit 589,416.25 589,416.25 (ii) Other consolidated income Subtotal of (i)and (ii) 589,416.25 589,416.25 (III) Owners' devoted and 0 0 0 0 0 0 0 0 0 0 decreased capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others (IV)Profit distribution 0 0 0 0 0 0 0 0 0 0 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (shareholders) 4. Others (V) Carrying forward internal 0 0 0 0 0 0 0 0 0 0 owners' equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Others (VI) Reasonable reserve 1. Withdrawal in this period 2. Usage in this period (VII) Other IV. Balance at the end of the 364,100,000.00 54,142,850.01 -335,668,307.94 82,574,542.07 report period Amount in last period Unit: RMB Amount in last period Owners' equity attributable to the parent company Min ority Paid C ’s -up ap equit Total owners’ Less: Less: capit Capit ita y equity Items Trea Treas Paid-up capital Capital al al Paid-up capital l Less Paid-up sury ury (Share capital) reserves (Sha reser (Share capital) re : capital (Share Stoc Stoc re ves se Trea capital) k k capit rv sury al) es Stoc k I. Balance at the end of last year 364,100,000.00 54,142,850.01 -330,976,495.69 87,266,354.32 Add: retroactive adjustment arising from enterprise consolidation under the same control Add: Changes of accounting 20 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 policy Error correction of the last period Others II. Balance at the beginning of 364,100,000.00 54,142,850.01 -330,976,495.69 87,266,354.32 this year III. Increase/ Decrease in this -5,281,228.50 -5,281,228.50 year (Decrease is listed with'"-") (i) Net profit -5,281,228.50 -5,281,228.50 (ii) Other consolidated income Subtotal of (i)and (ii) -5,281,228.50 -5,281,228.50 (III) Owners' devoted and 0 0 0 0 0 0 0 0 0 0 decreased capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others (IV)Profit distribution 0 0 0 0 0 0 0 0 0 0 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (shareholders) 4. Others (V) Carrying forward internal 0 0 0 0 0 0 0 0 0 0 owners' equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Others (VI) Reasonable reserve 1.Withdrawal in this period 2.Usage in this period (VII) Other IV. Balance at the end of the 364,100,000.00 54,142,850.01 -336,257,724.19 81,985,125.82 report period 8. Statement on Changes of Owners' Equity of Parent Company Amount in this period Unit: RMB Amount in this period Less: Rea Gen Surpl Trea sona eral Item Paid-up capital Capital us Total owners’ sury ble risk Retained profit (Share capital) reserves reser equity Stoc rese reser ves k rve ve I. Balance at the end of last year 364,100,000.00 54,142,850.01 -336,257,724.19 81,985,125.82 Add: Changes of accounting policy Error correction of the last period Others II. Balance at the beginning of this year 364,100,000.00 54,142,850.01 -336,257,724.19 81,985,125.82 III. Increase/ Decrease in this year 589,416.25 589,416.25 (Decrease is listed with'"-") (i) Net profit 589,416.25 589,416.25 21 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 (ii) Other consolidated income Subtotal of (i)and (ii) 589,416.25 589,416.25 (III) Owners' devoted and decreased capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others (IV) Profit distribution 1. Withdrawal of surplus reserves 2. Withdrawal of general risk reserve 3. Distribution for owners (shareholders) 4. Others (V) Carrying forward internal owners' equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserves 4. Others (VI) Reasonable reserve 1. Withdrawal in this period 2. Usage in this period (VII) Other IV. Balance at the end of the report 364,100,000.00 54,142,850.01 -335,668,307.94 82,574,542.07 period Amount in last year Unit: RMB Amount in last year Less Rea Gene : Surpl sona ral Item Paid-up capital Capital Trea us Total owners’ ble risk Retained profit (Share capital) reserves sury reser equity rese reser Stoc ves rve ve k I. Balance at the end of last year 364,100,000.00 54,142,850.01 -330,976,495.69 87,266,354.32 Add: Changes of accounting policy Error correction of the last period Others II. Balance at the beginning of this year 364,100,000.00 54,142,850.01 -330,976,495.69 87,266,354.32 III. Increase/ Decrease in this year -5,281,228.50 -5,281,228.50 (Decrease is listed with'"-") (i) Net profit -5,281,228.50 -5,281,228.50 (ii) Other consolidated income Subtotal of (i)and (ii) -5,281,228.50 -5,281,228.50 (III) Owners' devoted and decreased 0 0 0 0 0 0 0 0 capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others 22 海南大东海旅游中心股份有限公司 2012 年半年度报告摘要 (IV) Profit distribution 0 0 0 0 0 0 0 0 1. Withdrawal of surplus reserves 3. Withdrawal of general risk reserve 3. Distribution for owners (shareholders) 4. Others (V) Carrying forward internal owners' 0 0 0 0 0 0 0 0 equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserves 4. Others (VI) Reasonable reserve 1. Withdrawal in this period 2. Usage in this period (VII) Other IV. Balance at the end of the report 364,100,000.00 54,142,850.01 -336,257,724.19 81,985,125.82 period (III) Notes to financial statement 1. Changes of main accounting policy and accounting estimation as well as accounting errors modification and figures (1) Changes of accounting policy Is there any change on accounting policy in reporting period? □ Yes √ No (2) Changes of accounting estimation Is there any change on main accounting estimation in reporting period? □ Yes √ No (3) Accounting errors modification Is there has previous accounting errors modified in reporting period? □ Yes √ No 2. Reasons of consolidation range changed in aspect of consolidation statement Nil 3. If Non-standard Unqualified Opinion is supplied, list the related notes to the matters involved. Nil Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. 27 August 2012 23