Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) §1 Important Declaration 1.1 The Board of Directors and the directors of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. This is the summary abstracted from the complete version of the Quarterly Report, which is published synchronously on the Internet (http://www.cninfo.com.cn) for details please refer to the complete version. 1.2 The financial statements carried in this report are not audited. 1.3 Chairman of the Board – Zhang Xiaofang, Chief Financial Officer – Mr. Cao Aimin, and Head of Accounting Dept. – Mr. Zuo Zhanguo hereby declare: the authenticity and integrality of the report are guaranteed. 1.4 This report is prepared both in Chinese and English. When there is conflict understanding between the two versions, the Chinese version shall prevail. §2 Company Profile 2.1 Financial highlights In RMB Yuan Ended this report Changed by Ended previous year term (%) Gross Assets (RMB) 37,216,462,270.76 35,871,741,948.24 3.75% Owners’ equity attributable to the shareholders of the listed company 15,315,292,573.17 15,010,359,312.05 2.03% (yuan) Capital shares (shares) 3,136,000,000.00 3,136,000,000.00 0.00% Net asset per share attributable to the shareholders of the listed company 4.88 4.79 1.88% (Yuan/share) Same period last Changed by This report term year (%) Turnover (yuan) 10,705,982,240.30 10,494,187,406.28 2.02% Net profit attributable to shareholders of the listed company (yuan) 304,933,261.12 372,266,276.54 -18.09% Net Cash flow generated by business operation (RMB) 220,747,490.08 932,583,770.26 -76.33% Net Cash flow per share generated by business operation (yuan/share) 0.07 0.30 -76.67% Basic earnings per share (Yuan/share) 0.10 0.1187 -15.75% Diluted earnings per share (Yuan/share) 0.10 0.1187 -15.75% Weighted average net 2.01% 2.59% -0.58% income/asset ratio (%) Weighted average net 2.00% 2.57% -0.57% income/asset ratio less non-recurring gain/loss(%) Non-recurring gain and loss items √ applicable □ not applicable 1 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) In RMB Yuan Note (if Non-recurring gain and loss items Amount applicable) Gain/loss from debt reorganization 642,211.53 Government subsidies accounted into current gain/loss account, other than those closely related to the Company’s common business, comply with the national policy and continues to enjoy at certain fixed 337,967.00 rate or amount. Other non-business income and expenditures other than the above 154,000.00 Influenced amount of income tax -283,544.63 Total 850,633.90 - 2.2 Total of shareholders and the top 10 holders of unconditional shares in shares Total shareholders at the end of the report period (accounts) 57,960 Top ten holders of the shares without subscription limitation Amount of unconditional shares held at Full name of shareholder Categories the end of report term Benxi Steel (Group) Ltd. 2,573,632,420 RMB common shares DREYFUS PREMIER INVESTMENT FDS 52,237,245 RMB common shares INC.-DREYFUS GREATER CHINA FD China Construction Bank – Shangtou Morgan China Foreign shares placed in 46,531,915 Advantage Securities Investment Fund domestic exchange Foreign shares placed in GOVERNMENT OF SINGAPORE INV. CORP.- A/C "C" 25,259,648 domestic exchange NOMURA TST N BK CO.,LTD ATTF ASIA ATTR DIV Foreign shares placed in 18,049,086 STK FD MTH FD domestic exchange Foreign shares placed in GSIC A/C MONETARY AUTHORITY OF SINGAPORE 10,402,255 domestic exchange Foreign shares placed in RENAISSANCE CHINA PLUS FUND 7,760,556 domestic exchange KOREA EXCHANGE BANK(DB CHINA EQUITY Foreign shares placed in 5,915,338 FUND) domestic exchange Foreign shares placed in APS CHINA ALPHA FUND 4,616,701 domestic exchange BOCHK INVESTMENT FUNDS-BOCHK CHINA Foreign shares placed in 4,499,952 GOLDEN DRAGON FUND domestic exchange §3 Significant Events 3.1 Details and causations of major change in major accounting subjects and financial indices √ applicable □ not applicable * Main financial items in the consolidated financial statement which have changed for over 30% comparing with the financial situation at end of 2010 I. Balance Sheet Items Rate of change Cause of change Notes payable 31.61% Increase of notes payable issued this period Non-current liability due in 1 year -43.19% Disbursing of non-current liabilities due in one year in this period Long-term borrowings 56.45% Increase of bank loans Other non-recurring liabilities 31.45% Receiving of special fund 2 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) * Main financial items in the consolidated statement which have changed for over 30% comparing with the financial performance of Jan-Mar 2010 II. Income Statement Items Rate of change Cause of change Business tax and surcharge -94.67% Decrease of VAT payable of this period Financial expenses 35.37% Increase of loans this period Non-operational income -55.27% Decrease of gains from debt reorganizing Income tax expenses 777.15% Increase of profit of subsidiaries III. Cash Flow Statement Rate of change Cause of change Cash paid to staffs or paid for staffs 32.72% Increase of wages Taxes paid -51.64% Decrease of VAT payable of this period 3.2 Progress of significant events, their influence, countermeasures, and analysis 3.2.1 None-standard opinions □applicable √ not applicable 3.2.2 Illegal providing of capital or guarantees to the holding shareholder or its related parties or external parties □applicable √ not applicable 3.2.3 Signing and execution of major business contracts □applicable √ not applicable 3.2.4 Misc. □applicable √ not applicable 3.3 Fulfilling of commitment issues made by the Company, shareholder, or substantial controller Commitment made by the PLC, its directors, supervisors, executives, and shareholders with 5% or over shares of the Company, and its substantial dominator in the report term or carried over to the report term: √ applicable □ not applicable The Commitments Content of Commitments Status of fulfilling undertaker 1. After launching of the share relocation program, Bengang Group has committed not to trade or transfer its shares in 24 months since the day when they are allowed to trade in the stock exchange, and not more than 5% of the total capital share of the Company between the 24th month and the 36th month. 2. Bengang Group committed not to put the newly placed shares in the market or sell to others in 36 months since the date when the share registration is done. (except for The commitments are under processing at Benxi Steel transferring to strategic investors that is approved by the national Commitment in share present and no (Group) Co., policy, the commitments shall be carried forward by the underwriter.) equity relocation 3. From completion of handover till the end of 2010, Bengang breaching of Ltd. Group shall hold not less than 65% of the Company’s capital shares. commitment has (But except for transferring to strategic investors under the permission occurred. of national policies, with the condition of the new holder shall keep the commitment made forth by Bengang Group.) 4. When the Group is trading or transferring the shares it holds in the Company before the end of 2010, the prices shall not lower than the net asset per share provided by the latest auditing report. Bengang Group committed that the proceeds from trading of the shares, by breaching of faith as said 3 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) above, will be transferred to the possession of the Company. 5. Bengang Group promises to be responsible for the losses due to its failure or partially failure in fulfilling of the above responsibilities. Commitment made in acquisition report None None None or equity alternation report Commitment made in major asset None None None restructuring Commitment made at None None None issuing Other commitments (including None None None supplementary commitments) 3.4 Estimated accumulative profit from the year beginning to the end of the next report period may be of deficits; or in comparison with the same period of the previous year, give the warning of great change and the notice to the reasons. □applicable √ not applicable 3.5 Major events needs to be explained 3.5.1 Investment in securities □applicable √ not applicable 3.5.2 Reception of investigations, communications, or interviews Main content involved and material Time/date Place Way Visitors provided Office of the secretary of Jan 17 2011 Field research Fuda Foundation HK Production and operation situation Board 3.6 Investment in derivate financial instruments □applicable √ not applicable 3.6.1 Derivate financial instrument stock at end of report term □applicable √ not applicable 4 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) §4 Attachments 4.1 Balance Sheet Prepared by Bengang Steel Plates Co., Ltd. Ended March 31, 2011 RMB Yuan Balance at the end of term Balance at the beginning of year Items Consolidated Parent company Consolidated Parent company Current asset: Monetary capital 1,915,417,437.04 1,762,629,500.14 1,475,045,148.55 1,358,651,762.79 Settlement provision Outgoing call loan Transactional financial assets Notes receivable 2,058,595,570.62 1,959,841,444.76 1,900,062,739.70 1,822,459,543.49 Account receivable 357,748,860.43 413,022,897.78 344,857,035.57 400,131,072.92 Prepayment 810,111,092.59 744,179,296.96 810,851,238.27 744,919,442.64 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable Dividend receivable Other account receivable 84,421,590.27 160,429,740.79 106,040,016.05 220,725,711.61 Repurchasing of financial assets Inventories 11,343,009,806.83 10,889,257,508.52 10,297,600,688.08 9,814,369,793.69 Non-current asset due in 1 year Other current asset 182,211,823.73 182,211,823.73 182,211,823.73 182,211,823.73 Total of current asset 16,751,516,181.51 16,111,572,212.68 15,116,668,689.95 14,543,469,150.87 Non-current assets Disburse of consigned loans Available-for-sale financial asset Expired investment in possess Long-term receivable Long-term share equity investment 15,791,030.00 878,655,407.17 15,791,030.00 878,655,407.17 Investment properties Fixed assets 18,377,582,746.91 17,964,057,081.40 18,856,618,212.00 18,438,736,612.00 Construction in process 1,810,161,438.05 979,340,047.85 1,619,227,102.66 889,881,763.38 Engineering goods 13,844,372.41 13,844,372.41 15,638,434.32 15,638,434.32 Fixed asset disposal Production physical assets Gas & petrol Intangible assets 46,163,506.37 0.00 46,395,483.80 0.00 R&D expense Goodwill Long-term amortizable expenses Differed income tax asset 201,402,995.51 189,470,501.84 201,402,995.51 189,470,501.84 Other non-current asset Total of non-current assets 20,464,946,089.25 20,025,367,410.67 20,755,073,258.29 20,412,382,718.71 Total of assets 37,216,462,270.76 36,136,939,623.35 35,871,741,948.24 34,955,851,869.58 Current liabilities Short-term loans 2,848,309,800.00 2,848,309,800.00 2,295,236,500.00 2,295,236,500.00 Loan from Central Bank Deposit received and hold for others Call loan received 5 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) Trade off financial liabilities Notes payable 1,658,720,068.81 1,646,728,068.81 1,260,376,722.11 1,260,376,722.11 Account payable 8,027,102,047.37 8,132,979,142.67 7,993,191,216.38 8,189,917,528.20 Prepayment received 2,855,655,625.04 2,761,743,873.42 3,118,780,973.56 2,831,031,113.85 Selling of repurchased financial assets Fees and commissions receivable Employees’ wage payable 171,998,534.49 171,898,084.60 184,769,139.84 184,669,271.84 Tax payable -709,547,863.81 -655,771,382.72 -704,770,343.24 -651,410,574.54 Interest payable Dividend payable Other account payable 669,028,835.01 467,505,016.65 721,086,330.41 631,026,887.30 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Non-current liability due in 1 year 575,681,599.13 575,681,599.13 1,013,263,228.43 1,013,263,228.43 Other current liability Total of current liability 16,096,948,646.04 15,949,074,202.56 15,881,933,767.49 15,754,110,677.19 Non-current liabilities Long-term borrowings 5,610,966,774.73 5,010,966,774.73 4,824,024,138.39 4,314,024,138.39 Bond payable Long-term payable Special payable 0.00 0.00 0.00 0.00 Expectable liabilities Differed income tax liability Other non-recurring liabilities 158,359,446.22 156,299,446.22 120,469,446.22 120,469,446.22 Total of non-current liabilities 5,769,326,220.95 5,167,266,220.95 4,944,493,584.61 4,434,493,584.61 Total of liability 21,866,274,866.99 21,116,340,423.51 20,826,427,352.10 20,188,604,261.80 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 3,136,000,000.00 3,136,000,000.00 3,136,000,000.00 3,136,000,000.00 Capital reserves 8,790,691,134.76 8,790,691,134.76 8,790,691,134.76 8,790,691,134.76 Less: Shares in stock Special reserves Surplus reserves 921,277,509.22 921,277,509.22 921,277,509.22 921,277,509.22 Common risk provision Retained profit 2,467,323,929.19 2,172,630,555.86 2,162,390,668.07 1,919,278,963.80 Different of foreign currency translation Total of owner’s equity belong to the parent company 15,315,292,573.17 15,020,599,199.84 15,010,359,312.05 14,767,247,607.78 Minor shareholders’ equity 34,894,830.60 0.00 34,955,284.09 0.00 Total of owners’ equity 15,350,187,403.77 15,020,599,199.84 15,045,314,596.14 14,767,247,607.78 Total of liabilities and owners’ equity 37,216,462,270.76 36,136,939,623.35 35,871,741,948.24 34,955,851,869.58 6 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) 4.2 Income Statement Prepared by: Bengang Steel Plates Co., Ltd. Jan-Mar 2011 RMB Yuan Amount of the Current Term Amount of the Previous Term Items Consolidated Parent company Consolidated Parent company I. Total revenue 10,705,982,240.30 10,467,987,786.25 10,494,187,406.28 10,181,297,758.26 Incl. Business income 10,705,982,240.30 10,467,987,786.25 10,494,187,406.28 10,181,297,758.26 Interest income Insurance fee earned Fee and commission received II. Total business cost 10,386,257,354.68 10,215,432,405.72 10,122,735,610.03 9,815,166,412.01 Incl. Business cost 9,550,205,794.46 9,418,739,554.91 9,288,576,564.94 9,011,257,322.82 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 2,408,794.09 320,212.23 45,152,650.35 44,666,286.48 Sales expense 108,154,423.69 86,510,076.80 92,125,730.39 71,626,643.42 Administrative expense 649,056,031.18 633,093,806.27 640,417,662.64 631,087,348.04 Financial expenses 76,432,311.26 76,768,755.51 56,463,001.71 56,528,811.25 Asset impairment loss Plus: Gains from change of fair value ( - for loss) Investment gain (“-“ for loss) Incl. Investment gains from affiliates Gains from currency exchange (“-“ for loss) III. Operational profit (“-“ for loss) 319,724,885.62 252,555,380.53 371,451,796.25 366,131,346.25 Plus: Non business income 1,184,178.53 846,211.53 2,647,251.17 2,541,350.32 Less: Non-business expenses 50,000.00 50,000.00 10,245.00 Incl. Loss from disposal of non-current assets IV. Gross profit (“-“ for loss) 320,859,064.15 253,351,592.06 374,088,802.42 368,672,696.57 Less: Income tax expenses 15,986,256.52 1,822,525.88 V. Net profit (“-“ for net loss) 304,872,807.63 253,351,592.06 372,266,276.54 368,672,696.57 Net profit attributable to the owners of parent 304,933,261.12 253,351,592.06 372,266,276.54 368,672,696.57 company Minor shareholders’ equity -60,453.49 VI. Earnings per share: (I) Basic earnings per share 0.10 0.08 0.1187 0.1176 (II) Diluted earnings per share 0.10 0.08 0.1187 0.1176 VII. Other misc. incomes VIII. Total of misc. incomes 304,872,807.63 253,351,592.06 372,266,276.54 368,672,696.57 Total of misc. incomes attributable to the owners 304,872,807.63 253,351,592.06 372,266,276.54 368,672,696.57 of the parent company Total misc gains attributable to the minor shareholders 7 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) Merger of entities under common control, the net profit realized by the merged party was RMB0.00. 4.3 Cash Flow Statement Prepared by: Bengang Steel Plates Co., Ltd. Jan-Mar 2011 RMB Yuan Amount of the Current Term Amount of the Previous Term Items Consolidated Parent company Consolidated Parent company I. Net cash flow from business operation Cash received from sales of products and providing 6,505,503,567.85 6,343,561,625.72 6,272,699,885.46 6,204,589,512.33 of services Net increase of customer deposits and capital kept for brother company Net increase of loans from central bank Net increase of inter-bank loans from other financial bodies Cash received against original insurance contract Net cash received from reinsurance business Net increase of client deposit and investment Net increase of trade financial asset disposal Cash received as interest, processing fee, and commission Net increase of inter-bank fund received Net increase of repurchasing business Tax returned 63,318,806.85 62,980,839.85 83,755,682.81 80,970,050.35 Other cash received from business operation 153,465,603.72 136,310,684.02 131,692,667.40 130,728,641.48 Sub-total of cash inflow from business activities 6,722,287,978.42 6,542,853,149.59 6,488,148,235.67 6,416,288,204.16 Cash paid for purchasing of merchandise and 5,768,240,647.80 5,728,240,647.80 4,848,292,142.22 4,828,296,697.00 services Net increase of client trade and advance Net increase of savings in central bank and brother company Cash paid for original contract claim Cash paid for interest, processing fee and commission Cash paid for policy dividend Cash paid to staffs or paid for staffs 593,881,114.83 590,729,791.84 447,460,692.62 445,110,274.67 Taxes paid 111,001,545.02 55,360,567.35 229,515,533.61 221,331,691.96 Other cash paid for business activities 28,417,180.69 23,788,309.20 30,296,096.96 22,715,699.59 Sub-total of cash outflow from business activities 6,501,540,488.34 6,398,119,316.19 5,555,564,465.41 5,517,454,363.22 Cash flow generated by business operation, net 220,747,490.08 144,733,833.40 932,583,770.26 898,833,840.94 II. Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains Net cash retrieved from disposal of fixed assets, 155,100.00 155,100.00 intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received Sub-total of cash inflow due to investment 155,100.00 155,100.00 activities 8 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2011 (Full Text) Cash paid for construction of fixed assets, intangible 613,307,619.00 483,688,513.46 1,171,687,229.46 1,171,360,491.46 assets and other long-term assets Cash paid as investment 160,000,000.00 Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for investment activities Sub-total of cash outflow due to investment 613,307,619.00 483,688,513.46 1,171,687,229.46 1,331,360,491.46 activities Net cash flow generated by investment -613,307,619.00 -483,688,513.46 -1,171,532,129.46 -1,331,205,391.46 III. Cash flow generated by financing Cash received as investment Incl. Cash received as investment from minor shareholders Cash received as loans 2,164,602,900.00 2,074,602,900.00 3,065,177,302.99 3,065,177,302.99 Cash received from bond placing Other financing-related cash received Subtotal of cash inflow from financing activities 2,164,602,900.00 2,074,602,900.00 3,065,177,302.99 3,065,177,302.99 Cash to repay debts 1,238,535,271.34 1,238,535,271.34 2,064,442,276.00 2,064,442,276.00 Cash paid as dividend, profit, or interests 91,994,108.53 91,994,108.53 79,783,509.11 79,783,509.11 Incl. Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities Subtotal of cash outflow due to financing activities 1,330,529,379.87 1,330,529,379.87 2,144,225,785.11 2,144,225,785.11 Net cash flow generated by financing 834,073,520.13 744,073,520.13 920,951,517.88 920,951,517.88 IV. Influence of exchange rate alternation on cash and -1,141,102.72 -1,141,102.72 -22,473.44 -22,473.44 cash equivalents V. Net increase of cash and cash equivalents 440,372,288.49 403,977,737.35 681,980,685.24 488,557,493.92 Plus: Balance of cash and cash equivalents at the 1,475,045,201.13 1,358,651,815.37 1,372,907,706.59 1,324,990,582.40 beginning of term VI. Balance of cash and cash equivalents at the end of 1,915,417,489.62 1,762,629,552.72 2,054,888,391.83 1,813,548,076.32 term 4.4 Auditors’ Report Auditor’s opinion: not audited. §5 Other Information to be Reported 5.1 Statement of non-operational capital adoption by the major shareholder and its subsidiaries □applicable √ not applicable 5.2 Illegal external guarantees □applicable √ not applicable 9