Short Form of the Stock: ST Donghai-A, ST Donghai-B Notice No.: 2012-026 Stock Code: 000613, 200613 海南大东海旅游中心股份有限公司 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of 3rd Quarterly Report for 2012 Disclosure Date: October 24, 2012 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of 3rd Quarterly Report for 2012 The Third Quarterly Report For 2012 I. Important Notes Board of Directors and the Supervisory Committee of Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. All directors of the Company are attended the Meeting for quarterly report deliberation. Li Yuanbin, Principal of the Company; Chen Liurong, Person in Charge of Accounting Works; and Li Zhi, Person in Charge of Accounting Organ (Accounting Officer) hereby confirm that the Financial Report of the Third Quarterly Report is true and complete. II. Company Profile (I) Major accounting data and financial indexes Whether retroactive adjusted on previous financial report or not □Yes √ No □Not applicable Increase/decrease in this period-end over 2012.9.30 2011.12.31 period-end of last year (%) Total assets (RMB) 112,016,929.47 118,036,774.80 -5.1% Owners’ equities attributable to the shareholders 81,466,062.38 81,985,125.82 -0.63% of listed company (RMB) Share capital (Share) 364,100,000.00 364,100,000.00 0% Net assets per share attributable to the 0.22 0.23 -4.35% shareholders of listed company (RMB/Share) Increase/decrea Increase/decre July- se over the January- ase over the September of same period of September of same period of 2012 the last year 2012 the last year (%) (%) Total operating income (RMB) 3,385,946.00 -5.61% 23,811,585.30 7.96% Net profit attributable to the shareholders of -1,108,479.69 70.96% -519,063.44 90.48% listed company (RMB) Net cash flow arising from operating activities -- -- -852,149.91 -353.38% (RMB) Net cash flow arising from operating activities -- -- -0.0023 -355.56% per share (RMB/Share) Basic earnings per share (RMB/Share) -0.003 71.43% -0.0014 90.67% Diluted earnings per share (RMB/Share) -0.003 71.43% -0.0014 90.67% Weighted average return on equity (%) -1.36% 3.16% -0.64% 5.81% Weighted average return on equity after -2.05% 2.5% -1.28% 5.49% deducting non-recurring gains and losses (%) Items and amount with non-recurring gains/losses deducted 2 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of 3rd Quarterly Report for 2012 √Applicable □ Not applicable Amount from year-begin to Item Note 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 349,581.69 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 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 175,186.39 Other item that satisfied the definition of non-recurring gains and losses Influenced amount of minority shareholders’ equity Impact on income tax Total 528,688.08 -- 3 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of 3rd Quarterly Report for 2012 (II) Total shareholders at period-end and top ten shareholders Total number of shareholders 29,525 at the end of report period Top ten holders of the shares without subscription limitation Amount of Type/amount of shares Shareholders unrestricted shares held at period-end Type Amount Haikou Agriculture & Industry & 61,190,270 RMB common share 61,190,270 Trade (Luoniushan) Co., Ltd. Yangfu Tongrong Investment Management Consultant Co., 12,640,832 RMB common share 12,640,832 Ltd. Sanya Yongli Investment 6,930,000 RMB common share 6,930,000 Co., Ltd. Shanghai H.K. Wanguo Securit Domestically listed foreign 6,247,022 6,247,022 y share China Jianyin Investment CITIC 4,620,000 RMB common share 4,620,000 Assets Management CO., Ltd. Cao Huili 4,143,939 RMB common share 4,143,939 Domestically listed foreign CITRINE CAPITAL LIMITED 3,265,200 3,265,200 share CHINA MERCHANTS Domestically listed foreign 2,764,701 2,764,701 SECURITIES (HK) CO.LTD. share Domestically listed foreign Mai Lijian 2,518,440 2,518,440 share Rural Credit Cooperative Unio 2,310,000 RMB common share 2,310,000 n of Sanya City The Company is unknown whether there exists associated relationship or belongs to the consistent actor regulated by the Management Measure of Explanation on shareholders Information Disclosure on Change of Shareholding for Listed Company among the other shareholders. III. Significant events (I) Particulars about material changes in items of main accounting statement and financial index, and explanations of reasons √Applicable □Not applicable Particulars and reasons for material changes: 1. Monetary fund decrease RMB 10,398,277.81 over that of year-begin with 84.03% changed; mainly resulted by the equity investment by cash. 2. Account receivable increase RMB 541,752.39 over that of year-begin with 46.13% changed; mainly because the current account increased. 3. Inventory decrease RMB 278,732.27 over that of year-begin with 44.63% changed; mainly resulted by the decrease of contract inventory in restaurant. 4. Long-term equity investment decrease RMB 9,059,470.61 over that of year-begin with 100% changed; mainly due to the investment in Hainan Luoniushan Agriculture Technology Co., Ltd 5. Long-term expenses to be amortized decrease RMB 295,896.06 over that of year-begin with 21.57% changed; mainly because the decoration charge has been amortized. 6. Account payable decrease RMB 1,758,347.87 over that of year-begin with 45.41% changed; mainly due to the amount for goods purchasing are paid on time. 7. Account paid in advance decrease RMB 2,119,402.24 over that of year-begin with 58.12% changed; mainly because the amount for room charge received in advance decreased 8. Taxes payable decrease RMB 288,826.02 over that of year-begin with 29.98% changed; mainly due to the vary taxes are paid on 4 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of 3rd Quarterly Report for 2012 time. 9. Operating cost decrease RMB 1,431,014.63 y-o-y with 32.12% changed; mainly because the restaurant contract reducing the cost in operation. 10. Financial expenses decrease RMB 76,682.78 y-o-y with 29.56% changed; mainly because no loan interest need to paid 11. Investment income increase RMB20, 004.41 y-o-y with 100% changed; mainly due to the investment in Agriculture Technology 12. Operation profit presented a less deficit of RMB 4,679,201.86 y-o-y with 81.70% changed; mainly because there are no decoration constructions for the hotel in reporting period 13. Non-operating income increase RMB255, 549.94 y-o-y with 93.16% changed; mainly resulted by the debt reorganization 14. Net profit presented a less deficit of RMB 4,933,778.34 y-o-y with 90.48% changed; mainly because the income from debt reorganization and there are no decoration constructions for the hotel in reporting period 15. Net cash flow arising from operation activities decrease RMB 1,188,459.13 y-o-y with 353.38% changed; mainly because the expenses of good purchasing and labor service receiving increased (II) Progress of significant events, their influences, and analysis and explanation of their solutions 1. Qualified opinion √Applicable □ Not applicable The CPA issued a modified opinion on financial report for year of 2011 of the Company. In reporting period, the Company adjusted operation strategy on time according to the changes in tourism market. Enlarged and reinforce market occupation step forward by expanded marketing and perfected market measures; meanwhile, the general operation indexes are present a favorable tendency under the help of serials management measures such as energy-saving and downsizing for efficiency. Items in explanatory paragraph will be solved gradually. 2. Particular about fund offers to controlling shareholders or associated parties and external guarantee that against the regulation. □Applicable √ Not applicable 3. Particular about signing and implementation on significant contracts of ordinary management. □Applicable √ Not applicable 4. Other √ Applicable □Not applicable Progress of internal control for 3rd quarterly of 2012 of the Company: In July 2012, staff of the Agency for establishment of internal control mechanism are attended the Company for field guiding, and proposed a primary reforming measures and plan for the issues found in the Company and South China Hotel. In appliance with the Notice of Implementation on Internal Control Mechanism for Enterprises Listed in Main Board for year of 2012 by category in turns(CBH[2012] No. 30), co-printed by Ministry of Finance and CSRC dated 14 August 2012, due to the impossible completion of whole rectification for 2012 in short period, the Implementation Plan for Internal Control Mechanism, which was deliberated and approved by 2nd extraordinary meeting of 7th session of the Board dated 29 March 2012, will postpone to the year of 2014, being combine with actual conditions. More details found in the resolution of 8th meeting of 7th session of the Board. (III) Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period. √Applicable □Not applicable Commitm Commitm Commitments Accepter Contents Implementation ent date ent term The Found more Part of the Company or details in 6(2) 2008-06-2 In commitments Commitments for Share Merger Reform shareholders of Section X. 0 appropriat was with over Significant e time implemented 5% shares Event in Full while part of 5 Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. Summary of 3rd Quarterly Report for 2012 held Text of Annual them not yet Report 2011 Commitments in report of acquisition or Not Not Not Not applicable Not applicable equity change applicable applicable applicable Not Not Not Commitments in assets replacement Not applicable Not applicable applicable applicable applicable Not Not Not Commitments made in issuing Not applicable Not applicable applicable applicable applicable Other commitments for medium and small Not Not Not Not applicable Not applicable shareholders applicable applicable applicable Completed on time or not □Yes □No √Not applicable Detail reasons for un-complement and Not applicable further plan Whether made a promise to horizontal competition and related transactions that □Yes □No √Not applicable resulted or not Solution term promised Not applicable Solution way Not applicable Complementation Not applicable (IV) Estimation of operation performance for year of 2012 Estimation of 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 of reason □Applicable √Not applicable (V) Particulars about other significant events which needed explanations 1. Particular about security investment □Applicable √Not applicable 2. Particulars about derivatives investment □Applicable √Not applicable 3. Particulars about the positions of derivatives investment at the end of report period □Applicable √Not applicable 4. Registration form of receiving research, communication and interview in the report period □Applicable √Not applicable 5. Corporate bond issuance Whether corporate bond issued or not □ Yes √ No Board of Director of Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. October 22, 2012 6