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张 裕B:2013年年度审计报告(英文版)2014-04-26  

						YANTAI CHANGYU PIONEER WINE
COMPANY LIMITED

Auditors' Report and Financial Statements
For the year ended 31 December 2013
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


FINANCIAL STATEMENTS AND AUDITOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2013




CONTENTS                                                       PAGE


AUDITOR'S REPORT                                                1-2


THE COMPANY'S AND CONSOLIDATED BALANCE SHEETS                   3-6


THE COMPANY AND CONSOLIDATED INCOME STATEMENTS                  7-8


THE COMPANY AND CONSOLIDATED STATEMENTS
 OF CHANGES IN SHAREHOLDERS' EQUITY                            9 - 10


THE COMPANY AND CONSOLIDATED CASH FLOW STATEMENTS              11 - 12


NOTES TO THE FINANCIAL STATEMENTS                              13 - 93


APPENDIX I SUPPLEMENTARY INFORMATION TO FINANCIAL STATEMENTS
                                                             De Shi Bao (Shen) Zi (14) No. P1493

AUDITOR'S REPORT

TO THE SHAREHOLDERS OF
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED
(A joint stock limited company incorporated in the People's Republic of China)

We have audited the accompanying financial statements of Yantai Changyu Pioneer Wine
Company Limited (the "Company") and its subsidiaries (collectively the "Group"), which
comprise the consolidated and company balance sheets as at 31 December 2013, and the
consolidated and company income statements, statements of changes in equity and cash flow
statement for the year then ended, and the notes to the financial statements.

1. Management' responsibility for the financial statements

Management of the Company is responsible for the preparation and fair presentation of these
financial statements. This responsibility includes: (1) preparing the financial statements in
accordance with Accounting Standards for Business Enterprises to achieve fair presentation of the
financial statements; (2) designing, implementing and maintaining internal control which is
necessary to enable that the financial statements are free from material misstatement, whether due
to fraud or error.

2. Auditors' responsibility

Our responsibility is to express an audit opinion on these financial statements based on our audit.
We conducted our audit in accordance with China Standards on Auditing. China Standards on
Auditing require that we comply with the Code of Ethics for Chinese Certified Public
Accountants and plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.

An audit involves performing audit procedures to obtain audit evidence about the amounts and
disclosures in the financial statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, Certified Public Accountants consider the
internal control relevant to the preparation and fair presentation of the financial statements in
order to design audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting
estimates made by management, as well as evaluating the overall presentation of the financial
statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion.



                                                                                              -1-
AUDITOR'S REPORT

TO THE SHAREHOLDERS OF
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED - continued
(A joint stock limited company incorporated in the People's Republic of China)


Opinion

In our opinion, the financial statements of Yantai Changyu Pioneer Wine Company Limited
present fairly, in all material respects, the company's and consolidated financial position as of 31
December 2013, and the company's and consolidated results of operations and cash flows for the
year then ended in accordance with Accounting Standards for Business Enterprises.


Deloitte Touche Tohmatsu                                     Chinese Certified Public Accountant
Certified Public Accountants LLP                                       Xu Zhao Hui
Shanghai, China                                                             Li Xu
                                                                       24 April 2014




                                                                                               -2-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


CONSOLIDATED BALANCE SHEET
YEAR ENDED 31 DECEMBER 2013

ASSETS                                        Notes       2013             2012
                                                          RMB              RMB
CURRENT ASSETS
 Cash and bank                                VI-1     1,367,818,182   2,227,470,828
 Notes receivables                            VI-2        79,702,753      92,635,701
 Trade receivables                            VI-3       177,109,516     135,217,384
 Advances to suppliers                        VI-4        45,997,863      44,294,482
 Interest receivable                          VI-5         8,417,995       7,215,854
 Other receivables                            VI-6        99,331,794      28,462,945
 Inventories                                  VI-7     2,121,117,437
                                                      ____________     2,268,621,441
                                                                       ____________
Total current assets                                   3,899,495,540
                                                      ____________     4,803,918,635
                                                                       ____________
NON-CURRENT ASSETS
 Long-term equity investments                 VI-8                -        5,000,000
 Property, plant and equipment                VI-9     1,917,641,344   1,823,983,721
 Construction in progress                     VI-10    1,423,654,530     832,828,689
 Materials for construction of fixed assets                  676,539              -
 Intangible assets                            VI-11      296,129,754     278,293,922
 Biological assets                            VI-12      101,794,515      39,681,580
 Goodwill                                     VI-13       13,112,525              -
 Long-term prepaid expenses                   VI-14      165,521,803     160,871,860
 Deferred tax assets                          VI-15      158,533,090     150,376,138
 Other non-current assets                     VI-17       24,972,804
                                                      ____________        28,180,035
                                                                       ____________
Total non-current assets                               4,102,036,904
                                                      ____________     3,319,215,945
                                                                       ____________
Total assets                                           8,001,532,444
                                                      ____________     8,123,134,580
                                                                       ____________




                                                                                  -3-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


CONSOLIDATED BALANCE SHEET
YEAR ENDED 31 DECEMBER 2013 - continued

LIABILITIES AND EQUITY                           Notes                    2013         2012
                                                                          RMB          RMB
CURRENT LIABILITIES
 Short-term borrowings                          VI-18               243,170,674               -
 Notes payable                                                        5,765,694               -
 Trade payables                                 VI-19               258,116,331      324,881,168
 Advances from customers                        VI-20               188,651,254      450,172,253
 Employee benefits                              VI-21               134,322,137      140,484,927
 Taxes payable                                  VI-22               194,413,430      444,084,576
 Other payables                                 VI-23               497,301,630      470,650,111
 Interest payable                                                     2,152,059               -
 Non-current liability due within 1 year        VI-24                        -       150,945,000
 Other current liabilities                      VI-25                12,915,801
                                                                  ____________         8,090,382
                                                                                   ____________
Total current liabilities                                          1,536,809,010
                                                                  ____________     1,989,308,417
                                                                                   ____________
NON-CURRENT LIABILITIES
 Deferred tax liability                         VI-15                 5,336,115        5,336,115
 Other non-current liabilities                  VI-26                88,366,835
                                                                  ____________        69,004,861
                                                                                   ____________
Total non-current liabilities                                        93,702,950
                                                                  ____________        74,340,976
                                                                                   ____________
Total liabilities                                                  1,630,511,960
                                                                  ____________     2,063,649,393
                                                                                   ____________
EQUITY
 Share capital                                  VI-27                685,464,000     685,464,000
 Capital surplus                                VI-28                563,139,042     562,139,042
 Surplus reserve                                VI-29                342,732,000     342,732,000
 Retained earnings                              VI-30              4,616,944,663   4,322,769,136
 Equity attributable to shareholders
 of the Company                                                    6,208,279,705   5,913,104,178
 Non-controlling interests                                           162,740,779
                                                                  ____________       146,381,009
                                                                                   ____________
Total equity                                                       6,371,020,484
                                                                  ____________     6,059,485,187
                                                                                   ____________
Total liabilities and equity                                       8,001,532,444
                                                                  ____________     8,123,134,580
                                                                                   ____________


The accompanying notes form an integral part of these financial statements.

The financial statements on pages 3 to 93 were signed by the following:




                                                                                              -4-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


BALANCE SHEET OF THE COMPANY
YEAR ENDED 31 DECEMBER 2013

ASSETS                           Notes            2013             2012
                                                  RMB              RMB
CURRENT ASSETS
 Cash and bank                   XII-1           602,444,243   1,090,260,851
 Notes receivabless              XII-2            32,594,381       1,450,000
 Trade receivables               XII-3             1,600,968         710,080
 Dividend receivable             XII-4           752,595,884     993,614,383
 Advances to suppliers           XII-5            24,824,672      26,131,908
 Interest receivable             VI-5              8,417,995       7,215,854
 Other receivables               XII-6         3,709,583,949   2,194,219,753
 Inventories                     XII-7           781,284,189
                                              ____________       893,442,758
                                                               ____________
Total current assets                           5,913,346,281
                                              ____________     5,207,045,587
                                                               ____________
NON-CURRENT ASSETS
 Long-term equity investments    XII-8        1,048,208,923    1,006,492,893
 Property, plant and equipment   XII-9          425,294,116      354,789,743
 Construction in progress        XII-10             269,802       24,640,660
 Intangible assets               XII-11          79,139,831       81,512,908
 Biological assets               XII-12          60,851,409       16,866,437
 Deferred tax assets             XII-13          22,956,747       19,517,202
 Other non-current assets        XII-14           2,616,525
                                              ____________         2,502,630
                                                               ____________
Total non-current assets                       1,639,337,353
                                              ____________     1,506,322,473
                                                               ____________
Total assets                                   7,552,683,634
                                              ____________      6,713,368,060
                                                               ____________




                                                                           -5-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


BALANCE SHEET OF THE COMPANY
YEAR ENDED 31 DECEMBER 2013 - continued

LIABILITIES AND EQUITY                           Notes                 2013            2012
                                                                       RMB             RMB
CURRENT LIABILITIES
 Short-term borrowings                          VI-18                243,170,674              -
 Trade payables                                 XII-15               166,453,563     164,815,117
 Employee benefits                              XII-16                69,032,912      80,144,533
 Taxes payable                                  XII-17                37,578,670      17,995,089
 Other payables                                 XII-18             1,612,596,521   1,432,464,297
 Interest payable                                                      2,152,059              -
 Other current liabilities                                             2,559,227
                                                                  ____________         1,856,337
                                                                                   ____________
Total current liabilities                                          2,133,543,626
                                                                  ____________     1,697,275,373
                                                                                   ____________
NON-CURRENT LIABILITIES
Other non-current liabilities                                        22,275,462
                                                                  ____________        19,905,019
                                                                                   ____________
Total non-current liabilities                                        22,275,462
                                                                  ____________        19,905,019
                                                                                   ____________
Total liability                                                    2,155,819,088
                                                                  ____________     1,717,180,392
                                                                                   ____________
EQUITY
 Share capital                                  VI-27                685,464,000     685,464,000
 Capital surplus                                XII-19               557,222,454     557,222,454
 Surplus reserve                                VI-29                342,732,000     342,732,000
 Retained earnings                                                 3,811,446,092
                                                                  ____________     3,410,769,214
                                                                                   ____________
Total equity                                                       5,396,864,546
                                                                  ____________     4,996,187,668
                                                                                   ____________
Total liabilities and equity                                       7,552,683,634
                                                                  ____________     6,713,368,060
                                                                                   ____________


The accompanying notes form an integral part of these financial statements.




                                                                                              -6-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


CONSOLIDATED INCOME STATEMENT
YEAR ENDED 31 DECEMBER 2013

                                                 Notes                 2013            2012
                                                                       RMB             RMB

Revenue                                         VI-32              4,320,948,572   5,643,530,553
Less: Cost of sales                             VI-32              1,357,897,999   1,401,088,983
      Taxes and surcharges                      VI-33                236,394,164     318,214,304
      Selling expenses                          VI-34              1,140,836,150   1,449,224,163
      Administrative expenses                   VI-35                245,498,950     254,374,809
      Impairment loss of assets                 VI-36                  2,149,438       2,777,648
Add: Financial income                           VI-37                 18,700,357
                                                                  ____________        19,918,261
                                                                                   ____________
Operating profit                                                   1,356,872,228   2,237,768,907
Add: Non-operating income                       VI-38                 42,108,726      35,378,260
Less: Non-operating expenses                    VI-39                  1,874,223       2,971,409
      Including: losses on disposal
      of non-current assets                                              678,016
                                                                  ____________          2,581,199
                                                                                   ____________
Profit before tax                                                  1,397,106,731    2,270,175,758
Less: Income tax                                VI-40                348,920,804
                                                                  ____________        569,247,641
                                                                                   ____________
Profit for the year                                                1,048,185,927
                                                                  ____________      1,700,928,117
                                                                                   ____________
Attributable to shareholders of the Company                        1,048,185,927
                                                                  ____________      1,700,928,117
                                                                                   ____________
Earnings per share
Basic earnings per share                        VI-41                      1.53
                                                                  ____________              2.48
                                                                                   ____________
Diluted earnings per share                      VI-41                      N/A
                                                                  ____________              N/A
                                                                                   ____________
Comprehensive income                                               1,048,185,927
                                                                  ____________      1,700,928,117
                                                                                   ____________
Attributable to shareholders of the Company                        1,048,185,927    1,700,928,117
                                                                  ____________     ____________


The accompanying notes form an integral part of these financial statements.




                                                                                               -7-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


INCOME STATEMENT OF THE COMPANY
YEAR ENDED 31 DECEMBER 2013

                                                 Notes                 2013            2012
                                                                       RMB             RMB

Revenue                                         XII-20             1,730,694,774   1,776,979,032
Less: Cost of sales                             XII-20             1,473,772,762   1,444,948,143
      Taxes and surcharges                      XII-21               135,046,585     175,240,595
      Administrative expenses                   XII-22               109,664,952     126,120,749
      Impairment loss of assets                 XII-23                 4,392,429              -
Add: Financial income                           XII-24                25,948,141      24,834,687
      Investment income                         XII-25             1,126,019,415
                                                                  ____________     1,091,018,499
                                                                                   ____________
Operating Profit                                                   1,159,785,602   1,146,522,731
Add: Non-operating income                                              4,266,595       2,141,698
Less: Non-operating expenses                                           1,019,467
                                                                  ____________         2,434,516
                                                                                   ____________
Profit before tax                                                  1,163,032,730   1,146,229,913
Less: Income tax                                                       8,345,452
                                                                  ____________        15,334,107
                                                                                   ____________
Profit for the year                                                1,154,687,278
                                                                  ____________     1,130,895,806
                                                                                   ____________
Total comprehensive income                                         1,154,687,278
                                                                  ____________     1,130,895,806
                                                                                   ____________


The accompanying notes form an integral part of these financial statements.




                                                                                              -8-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


CONSOLIDATED SATATEMENT OF CHANGES IN EQUITY
YEAR ENDED 31 DECEMBER 2013

                                                                                         2013
                                                  Attributable to shareholders of the Company
                                   Issue          Capital            Surplus           Retained                        Non-controlling
                                  capital         surplus            reserve           earnings         Subtotal          interests         Total
                                   RMB             RMB                RMB               RMB              RMB                RMB             RMB

1January 2013                   685,464,000
                                _______         562,139,042
                                                _______           342,732,000 4,322,769,136 5,913,104,178
                                                                  _______ ________ ________                             146,381,009
                                                                                                                        _______          6,059,485,187
                                                                                                                                         ________
Profit for the year and
total comprehensive income                  -            -                  -      1,048,185,927      1,048,185,927              -       1,048,185,927
Shareholders' injection
Injection of non-controlling
interest                                    -            -                  -                     -                -      16,359,770        16,359,770
Proposed final dividend
(Notes VI-30)
Withdrawal of surplus reserve               -            -                  -       (754,010,400)     (754,010,400)              -        (754,010,400)
Others (Notes VI-28)            _______-          1,000,000
                                                _______           _______- ________- ________
                                                                                        1,000,000                       _______-            1,000,000
                                                                                                                                         ________
31 December 2013                685,464,000     563,139,042       342,732,000 4,616,944,663 6,208,279,705               162,740,779      6,371,020,484
                                _______         _______           _______ ________ ________                             _______          ________

                                                                                         2012
                                                  Attributable to shareholders of the Company
                                   Issue          Capital            Surplus           Retained                        Non-controlling
                                  capital         surplus            reserve           earnings         Subtotal          interests         Total
                                   RMB             RMB                RMB               RMB              RMB                RMB             RMB

1January 2012                   527,280,000
                                _______         562,139,042
                                                _______           295,942,630 3,628,279,989 5,013,641,661
                                                                  _______ ________ ________                             136,318,487
                                                                                                                        _______          5,149,960,148
                                                                                                                                         ________
Profit for the year and
total comprehensive income                  -            -                  -      1,700,928,117      1,700,928,117              -       1,700,928,117
Shareholders' injection
Injection of non-controlling
interest                                    -            -                  -                 -                    -      10,062,522        10,062,522
Withdrawal of surplus reserve               -            -          46,789,370       (46,789,370)                  -              -                 -
Proposed final dividend
(Notes VI-30)                               -            -                  -       (801,465,600)     (801,465,600)              -        (801,465,600)
Others (Notes VI-30)            158,184,000
                                _______         _______-                    (158,184,000)
                                                                  _______- ________ ________-                           _______-         ________-
31 December 2012                685,464,000     562,139,042       342,732,000 4,322,769,136 5,913,104,178               146,381,009      6,059,485,187
                                _______         _______           _______ ________ ________                             _______          ________


The accompanying notes form an integral part of these financial statements.




                                                                                                                                                    -9-
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


STATEMENT OF CHANGES IN EQUITY OF THE COMPANY
YEAR ENDED 31 DECEMBER 2013

                                                                                   2013
                                         Issued capital   Capital surplus   Surplus reserve   Retained earnings       Total
                                             RMB              RMB               RMB                 RMB               RMB

1 January 2013                            685,464,000
                                         ________          557,222,454
                                                          ________          342,732,000
                                                                            ________           3,410,769,214
                                                                                               _________          4,996,187,668
                                                                                                                  _________
Profit for the year and
total comprehensive income                         -                 -                 -       1,154,687,278      1,154,687,278
Withdrawal of surplus reserve
Proposed final dividend (Notes VI-30)    ________-        ________-         ________-           (754,010,400)
                                                                                               _________           (754,010,400)
                                                                                                                  _________
31 December 2013                          685,464,000
                                         ________          557,222,454
                                                          ________          342,732,000
                                                                            ________           3,811,446,092
                                                                                               _________          5,396,864,546
                                                                                                                  _________

                                                                                   2012
                                         Issued capital   Capital surplus   Surplus reserve   Retained earnings       Total
                                             RMB              RMB               RMB                 RMB               RMB

1 January 2012                            527,280,000
                                         ________          557,222,454
                                                          ________          295,942,630
                                                                            ________           3,286,312,378
                                                                                               _________          4,666,757,462
                                                                                                                  _________
Profit for the year and
total comprehensive income                     -                -                    -         1,130,895,806      1,130,895,806
Withdrawal of surplus reserve                  -                -            46,789,370          (46,789,370)                -
Proposed final dividend (Notes VI-30)    ________-        ________-         ________-           (801,465,600)
                                                                                               _________           (801,465,600)
                                                                                                                  _________
Shareholder equity internal carry forward
Others (Notes VI-30)                       158,184,000
                                          ________        ________-         ________-           (158,184,000)
                                                                                               _________          _________-
31 December 2012                          685,464,000
                                         ________          557,222,454
                                                          ________          342,732,000
                                                                            ________           3,410,769,214
                                                                                               _________          4,996,187,668
                                                                                                                  _________


The accompanying notes form an integral part of these financial statements.




                                                                                                                              - 10 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


CONSOLIDATED CASH FLOW STATEMENT
YEAR ENDED 31 DECEMBER 2013

                                                                  Notes        2013             2012
                                                                               RMB              RMB
CASH FLOWS FROM OPERATING ACTIVITIES
 Cash received from sales of goods or rendering of service                4,766,532,032     6,775,549,780
 Cash received form tax refund                                               22,163,624        14,636,437
 Cash received relating to other operating activities             VI-42      47,960,711
                                                                          __________           40,051,912
                                                                                            __________
Cash inflows from operating activities                                    4,836,656,367
                                                                          __________        6,830,238,129
                                                                                            __________
Cash paid for goods and services                                          (1,293,320,336)   (1,997,334,346)
Cash paid to and on behalf of employees                                     (379,880,613)     (409,261,052)
Cash paid for all types of taxes                                          (1,368,825,802)   (1,768,277,184)
Cash paid relating to other operating activities                  VI-42   (1,059,555,309)
                                                                          __________        (1,353,324,225)
                                                                                            __________
Cash outflows from operating activities                                   (4,101,582,060)
                                                                          __________        (5,528,196,807)
                                                                                            __________
Net cash flows from operating activities                          VI-43     735,074,307
                                                                          __________        1,302,041,322
                                                                                            __________
CASH FLOWS FROM INVESTING ACTIVITIES
 Decrease in term deposits over 3 months                                  1,292,524,719     1,273,844,720
 Proceeds from return on investments                                         33,050,471        46,581,313
 Proceeds from disposal of property, plant and equipment                      1,026,411
                                                                          __________            2,094,333
                                                                                            __________
Cash inflows from investing activities                                    1,326,601,601
                                                                          __________        1,322,520,366
                                                                                            __________
Cash paid for acquisition of properties, plants and equipments,
intangible assets and other long-term assets                               (962,180,456)     (870,164,926)
Cash paid for term deposits over 3 months                                  (907,392,728)     (662,524,719)
Other cash paid for the purchase of non-controlling interest                (16,883,864)
                                                                          __________        __________ -
Cash outflows from investing activities                                   (1,886,457,048)
                                                                          __________        (1,532,689,645)
                                                                                            __________
Net cash flows from investing activities                                   (559,855,447)
                                                                          __________         (210,169,279)
                                                                                            __________
CASH FLOWS FROM FINANCING ACTIVITIES
 Cash received from Non-controlling interest                                 16,359,770        10,062,522
 Cash receipts from borrowings                                              243,170,674                -
 Cash received from other financing activities                            __________-          90,000,000
                                                                                            __________
Cash inflows from financing activities                                      259,530,444
                                                                          __________          100,062,522
                                                                                            __________
Dividends paid and interest paid                                           (764,539,398)     (805,660,589)
Cash paid from other financing activities                         VI-42    (275,945,000)
                                                                          __________          (80,497,823)
                                                                                            __________
Cash outflows from financing activities                                   (1,040,484,398)
                                                                          __________         (886,158,412)
                                                                                            __________
Net cash flows from financing activities                                   (780,953,954)
                                                                          __________         (786,095,890)
                                                                                            __________
NET INCREASE OF CASH AND CASH EQUIVALENTS                                  (605,735,094)      305,776,153
ADD: CASH AND CASH EQUIVALENTS
      AT BEGINNING OF YEAR                                        VI-43   1,562,294,026
                                                                          __________        1,256,517,873
                                                                                            __________
CASH AND CASH EQUIVALENTS AT END OF YEAR                          VI-43     956,558,932
                                                                          __________        1,562,294,026
                                                                                            __________


The accompanying notes form an integral part of these financial statements.




                                                                                                         - 11 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


CASH FLOW STATEMENT OF THE COMPANY
YEAR ENDED 31 DECEMBER 2013

                                                              Notes        2013              2012
                                                                           RMB               RMB
CASH FLOWS FROM OPERATING ACTIVITIES
 Cash received from sales of goods or rendering of service             1,993,219,656     2,190,406,491
 Cash received relating to other operating activities                      9,194,891
                                                                       __________            8,085,071
                                                                                         __________
Cash inflows from operating activities                                 2,002,414,547
                                                                       __________        2,198,491,562
                                                                                         __________
Cash paid for goods and services                                       (1,385,474,499)   (1,930,252,146)
Cash paid to and on behalf of employees                                  (162,425,829)     (147,607,346)
Cash paid for all types of taxes                                         (206,446,458)     (335,467,847)
Cash paid relating to other operating activities                       (1,459,407,016)
                                                                       __________        (1,026,816,523)
                                                                                         __________
Cash outflows from operating activities                                (3,213,753,802)
                                                                       __________        (3,440,143,862)
                                                                                         __________
Net cash flows from operating activities                      XII-26   (1,211,339,255)
                                                                       __________        (1,241,652,300)
                                                                                         __________
CASH FLOWS FROM INVESTING ACTIVITIES
 Decrease in term deposits over 3 months                               1,292,524,719     1,268,844,720
 Proceeds from return on investments                                   1,395,495,286     2,003,196,895
 Proceeds from disposals of property, plant and equipment                      4,000
                                                                       __________            6,647,026
                                                                                         __________
Cash inflows from investing activities                                 2,688,024,005
                                                                       __________        3,278,688,641
                                                                                         __________
Cash paid for acquisition of property, plant and equipment,
intangible assets and other long-term assets                            (131,396,826)      (36,503,683)
Cash paid for term deposits over 3 months                               (907,392,728)     (662,524,719)
Cash paid for subsidiary investment                                      (29,988,530)
                                                                       __________         (408,193,530)
                                                                                         __________
Cash outflows from investing activities                                (1,068,778,084)
                                                                       __________        (1,107,221,932)
                                                                                         __________
Net cash flows from investing activities                               1,619,245,921
                                                                       __________        2,171,466,709
                                                                                         __________
CASH FLOWS FROM FINANCING ACTIVITIES
Cash receipts from borrowings                                            243,170,674
                                                                       __________                -
                                                                                         __________
Cash inflows from financing activities                                   243,170,674
                                                                       __________                -
                                                                                         __________
Cash paid for distribution of dividends or profits
 and for interest expenses                                              (754,010,400)     (801,465,600)
Cash paid from other financing activities                               (125,000,000)
                                                                       __________        __________-
Cash outflows from financing activities                                 (879,010,400)
                                                                       __________         (801,465,600)
                                                                                         __________
Net cash flows from financing activities                                (635,839,726)
                                                                       __________         (801,465,600)
                                                                                         __________
INCREASE/(DECREASE) OF CASH
 AND CASH EQUIVALENTS                                                   (227,933,060)
                                                                       __________          128,348,809
                                                                                         __________
ADD: CASH AND CASH EQUIVALENTS
      AT BEGINNING OF THE YEAR                                XII-27     425,084,049
                                                                       __________          296,735,240
                                                                                         __________
CASH AND CASH EQUIVALENTS AT END OF THE YEAR                  XII-27     197,150,989       425,084,049
                                                                                         __________
                                                                       __________


The accompanying notes form an integral part of these financial statements.




                                                                                                     - 12 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


NOTES TO FINANCIAL STATEMENTS
YEAR ENDED 31 DECEMBER 2013


(I)   CORPORATE INFORMATION

      Yantai Changyu Pioneer Wine Co., Ltd. (the "Company") was incorporated as a joint stock
      limited company in accordance with the Company Law of the People's Republic of China (the
      "PRC") in a reorganization carried out by Yantai Changyu Group Co., Ltd. ("Changyu Group
      Company"), in which Changyu Group Company injected certain assets and liabilities in relation to
      the brandy, wine, and sparkling wine production and sales businesses to the Company. The
      Company and its subsidiaries (the "Group") are principally engaged in the production and sales of
      wine, brandy, sparkling wine.

      Pursuant to the approval from the Government of Shandong Province (Luzheng [1997]119), the
      Company was reorganized as a joint stock limited company on 10 April 1997. On 23 September
      1997, the Company was approved by China Securities Regulatory Commission (the "CSRC")
      ([1997] No. 52) to issue 88,000,000 domestically listed foreign investment shares ("B shares") on
      Shenzhen Stock Exchange. On 18 September 1997, the Company obtained the business license
      with the registered number No. 26718011-9.

      In October 2000, the Company was approved by CSRC to issue 32,000,000 domestically listed
      Shares ("A Shares"). The A shares were listed on Shenzhen Stock Exchange on 26 October 2000.

      Pursuant to the share reform notices issued by the Company in February 2006, Changyu Group
      Company transferred its 13,977,600 shares to the shareholders of A share of the Company. After
      the reform, percentage of equity attributable to Changyu Group Company decreased from 53.8%
      to 50.4%.

      At June 2012, the board of directors proposed an allotment to all shareholders by 3 shares every
      10 shares based on the issued shares of 527,280,000, the aggregate number of share dividend is
      158,184,000 shares. The total shares issued by the Company amounts to 685,464,000 shares.
      Please refer to Notes V-27 in detail.

      The holding company of the Group is Changyu Group Company, which is jointly controlled by
      Yantai SASAC, ILLVA Saronno Investment Italy, International Finance Corporation and Yantai
      Yuhua Investment and Development Company Limited.

      The financial statements have been authorized by the board of directors on 24 April 2014.
      According to the Company's articles of association, the financial statements will be reviewed by
      shareholders on the shareholder's meeting.




                                                                                                 - 13 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES

1.     Preparation of financial statements

       The Group has adopted the Accounting Standards for Business Enterprises ("ASBE") issued by
       the Ministry of Finance ("MoF") on 15 February 2006. In addition, the Group has disclosed
       relevant financial information in accordance with Information Disclosure and Presentation Rules
       for Companies Offering Securities to the Public No. 15 - General Provisions on Financial
       Reporting (Revised in 2010).

       The financial statements are prepared on a going concern basis.

       The Group adopts the historical cost as the principle of measurement in the financial statements.
       Where assets are impaired, provisions for asset impairment are made in accordance with relevant
       requirements.

2.     Declaration for implementing CAS

       The financial statements are prepared in accordance with CAS, which showing a true and fair
       view of the financial position on 31 December 2013, financial performance and cash flow in 2013
       of the Company and the Group.

3.     Accounting year

       The accounting year of the Group is from 1 January to 31 December of each calendar year.

4.     Reporting currency

       Renminbi (“RMB”) is the currency of the primary economic environment in which the Company
       and its domestic subsidiaries operate. Therefore, the Company and its domestic subsidiaries
       choose RMB as their functional currency. The Company's foreign subsidiary chooses Currency
       RMB as its functional currency on the basis of the primary economic environment in which it
       operates. The Group adopts RMB to prepare its financial statements.




                                                                                                  - 14 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

5.     Business combination

       Business combinations not involving enterprises under common control and goodwill

       A business combination not involving enterprises under common control is a business
       combination in which all of the combining enterprises are not ultimately controlled by the same
       party or parties before and after the combination.

       The cost of combination is the aggregate of the fair values, at the acquisition date, of the assets
       given, liabilities incurred or assumed, and equity securities issued by the acquirer in exchange for
       control of the acquiree. The intermediary expenses incurred by the acquirer in respect of auditing,
       legal services, valuation and consultancy services, etc. and other associated administrative
       expenses attributable to the business combination are recognised in profit or loss when they are
       incurred. Where a business combination not involving enterprises under common control is
       achieved in stages that involve multiple transactions, the cost of combination is the sum of the
       consideration paid at the acquisition date and the fair value at the acquisition date of the acquirer's
       previously held interest in the acquiree. The equity interest in the acquiree held before the
       acquisition date is remeasured at its fair value at the acquisition date, with any difference between
       its fair value and its carrying amount being recognised as investment income. The other
       comprehensive income of the acquiree before the acquisition date relating to the previously held
       interest in the acquiree is transferred to investment income.

       Goodwill arising on a business combination is measured at cost less accumulated impairment
       losses, and is presented separately in the consolidated financial statements. It is tested for
       impairment at least at the end of each year.

       For the purpose of impairment testing, goodwill is considered together with the related assets
       group(s), i.e., goodwill is reasonably allocated to the related assets group(s) or each of assets
       group(s) expected to benefit from the synergies of the combination. An impairment loss is
       recognised if the recoverable amount of the assets group or sets of assets groups (including
       goodwill) is less than its carrying amount. The impairment loss is firstly allocated to reduce the
       carrying amount of any goodwill allocated to such assets group or sets of assets groups, and then
       to the other assets of the group pro-rata on the basis of the carrying amount of each asset (other
       than goodwill) in the group.

       The recoverable amount of an asset is the higher of its fair value less costs of disposal and the
       present value of the future cash flows expected to be derived from the asset. An asset's fair value
       is the price in a sale agreement in an arm's length transaction. If there is no sale agreement but an
       asset is traded in an active market, fair value is the current bid price. If there is no sale agreement
       or active market for an asset, fair value is assessed based on the best information available. Costs
       of disposal include legal costs related to the disposal of the asset, related taxes, costs of removing
       the asset and direct costs to bring the asset into condition for its sale. The present value of
       expected future cash flows of an asset shall be determined by estimating the future cash flows to
       be derived from continuing use of the asset and from its ultimate disposal and applying the
       appropriate discount rate to those future cash flows.

       The impairment of goodwill is recognised in profit or loss for the period in which it is incurred
       and will not be reversed in any subsequent period.


                                                                                                        - 15 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

6.     Consolidated financial statements

       The consolidation scope of consolidated financial statements is determined on the basis of control.
       The consolidated financial statements include the financial statements of the Company and its
       subsidiaries for the year ended 31 December 2013. The subsidiaries are entities that are
       controlled by the Company.

       For a subsidiary disposed of by the Group, the operating results and cash flows before the date of
       disposal (the date when control is lost) are included in the consolidated income statement and
       consolidated statement of cash flows, as appropriate.

       For a subsidiary acquired through a business combination not involving enterprises under
       common control, the operating results and cash flows from the acquisition date (the date when
       control is obtained) are included in the consolidated income statement and consolidated statement
       of cash flows, as appropriate, and no adjustment is made to the opening balances and comparative
       figures in the consolidated financial statements.

       For a subsidiary acquired through a business combination not involving enterprises under
       common control, the operating results and cash flows from the acquisition date (the date when
       control is obtained) are included in the consolidated income statement and consolidated statement
       of cash flows, as appropriate, and no adjustment is made to the opening balances and comparative
       figures in the consolidated financial statements.

       The significant accounting policies and accounting periods adopted by the subsidiaries are
       determined based on the uniform accounting policies and accounting periods set out by the
       Company.

       All significant intra-group balances and transactions are eliminated on consolidation.

       The portion of subsidiaries' equity that is not attributable to the Company is treated as minority
       interests and presented as "minority interests" in the consolidated balance sheet within
       shareholders' equity. The portion of net profits or losses of subsidiaries for the period attributable
       to minority interests is presented as "minority interests" in the consolidated income statement
       below the "net profit" line item.

       When the amount of loss for the period attributable to the minority shareholders of a subsidiary
       exceeds the minority shareholders' portion of the opening balance of owners' equity of the
       subsidiary, the excess amount are still allocated against minority interests.




                                                                                                       - 16 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

7.     Cash and cash equivalents

       Cash comprises cash on hand and demand deposit. Cash equivalents refers to short-term, highly
       liquid investments that are readily convertible into known amounts of cash and which are subject
       to an insignificant risk of changes in value.

8.     Foreign currency transactions and foreign currencies reporting

       8.1 Transactions denominated in foreign currencies

       A foreign currency transaction is recorded, on initial recognition, by applying the spot exchange
       rate on the date of the transaction.

       At the balance sheet date, foreign currency monetary items are translated into RMB using the spot
       exchange rates at the balance sheet date. Exchange differences arising from the differences
       between the spot exchange rates prevailing at the balance sheet date and those on initial
       recognition or at the previous balance sheet date are recognised in profit or loss for the period,
       except the exchange differences related to a specific-purpose borrowing denominated in foreign
       currency that qualify for capitalisation are capitalised as part of the cost of the qualifying asset
       during the capitalisation period.

       8.2 Translation of financial statements denominated in foreign currencies

       Cash flows arising from a transaction in foreign currency are translated at the spot exchange rate
       on the date of the cash flows. The effect of exchange rate changes on cash and cash equivalents is
       regarded as a reconciling item and presented separately in the cash flow statement.

       For the purpose of preparing the consolidated financial statements, financial statements of a
       foreign operation are translated from the foreign currency into RMB using the following method:
       assets and liabilities on the balance sheet are translated at the spot exchange rate prevailing at the
       balance sheet date; shareholders' equity items except for retained earnings are translated at the
       spot exchange rates at the dates on which such items arose; all items in the income statement as
       well as items reflecting the distribution of profits are translated at the spot exchange rates on the
       dates of the transactions; the opening balance of retained earnings is the translated closing balance
       of the previous year's retained earnings; the closing balance of retained earnings is calculated and
       presented on the basis of each translated income statement and profit distribution item. The
       difference between the translated assets and the aggregate of liabilities and shareholders' equity
       items is separately presented as the exchange differences arising on translation of financial
       statements denominated in foreign currencies under the shareholders' equity in the balance sheet.

       Cash flows arising from a transaction in foreign currency and the cash flows of a foreign
       subsidiary are translated at the spot exchange rate on the date of the cash flows. The effect of
       exchange rate changes on cash and cash equivalents is regarded as a reconciling item and
       presented separately in the cash flow statement as "effect of exchange rate changes on cash and
       cash equivalents".




                                                                                                       - 17 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

9.     Financial instruments

       Financial assets and financial liabilities are recognised when the Group becomes a party to the
       contractual provisions of the instrument. Financial assets and financial liabilities are initially
       measured at fair value. For financial assets and financial liabilities at fair value through profit or
       loss, transaction costs are immediately recognised in profit or loss. For other financial assets and
       financial liabilities, transaction costs are included in their initial recognised amounts.

       9.1 Determination of fair value

       Fair value is the amount for which an asset could be exchanged, or a liability settled, between
       knowledgeable, willing parties in an arm’s length transaction. For a financial instrument which
       has an active market, the Group uses the quoted price in the active market to establish its fair
       value. For a financial instrument which has no active market, the Group establishes fair value by
       using a valuation technique. Valuation techniques include using recent arm’s length market
       transactions between knowledgeable, willing parties, reference to the current fair value of another
       instrument that is substantially the same, discounted cash flow analysis and option pricing models.

       9.2 Effective interest method

       The effective interest method is a method of calculating the amortised cost of a financial asset or a
       financial liability (or a group of financial assets or financial liabilities) and of allocating the
       interest income or interest expense over the relevant period, using the effective interest rate. The
       effective interest rate is the rate that exactly discounts estimated future cash flows through the
       expected life of the financial asset or financial liability or, where appropriate, a shorter period to
       the net carrying amount of the financial asset or financial liability.

       When calculating the effective interest rate, the Group estimates future cash flows considering all
       contractual terms of the financial asset or financial liability (without considering future credit
       losses), and also considers all fees paid or received between the parties to the contract giving rise
       to the financial asset and financial liability that are an integral part of the effective interest rate,
       transaction costs, and premiums or discounts, etc.

       9.3 Classification, recognition and measurement of financial assets

       On initial recognition, the Group’s financial assets are classified into one of the four categories,
       including financial assets at fair value through profit or loss, held-to-maturity investments, loans
       and receivables, and available-for-sale financial assets. All regular way purchases or sales of
       financial assets are recognised and derecognised on a trade date basis.

       9.3.1 Held-to-maturity investments

       Held-to-maturity investments are non-derivative financial assets with fixed or determinable
       payments and fixed maturity dates that the Group's management has the positive intention and
       ability to hold to maturity.

       Held-to-maturity investments are subsequently measured at amortised cost using the effective
       interest method. Gain or loss arising from derecognition, impairment or amortisation is recognised
       in profit or loss.

                                                                                                         - 18 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

9.     Financial instruments - continued

       9.3 Classification, recognition and measurement of financial assets - continued

       9.3.2. Loans and receivables

       Loans and receivables are non-derivative financial assets with fixed or determinable payments
       that are not quoted in an active market. Financial assets classified as loans and receivables by the
       Group include notes receivable, accounts receivable, interest receivable, dividends receivable, and
       other receivables.

       Loans and receivables are subsequently measured at amortised cost using the effective interest
       method. Gain or loss arising from derecognition, impairment or amortisation is recognised in
       profit or loss.

       9.4 Impairment of financial assets

       The Group assesses at each balance sheet date the carrying amounts of financial assets other than
       those at fair value through profit or loss. If there is objective evidence that a financial asset is
       impaired, the Group determines the amount of any impairment loss. Objective evidence that a
       financial asset is impaired is evidence that, arising from one or more events that occurred after the
       initial recognition of the asset, the estimated future cash flows of the financial asset, which can be
       reliably measured, have been affected.

       Objective evidence that a financial asset is impaired includes the following observable events:

       (1)    Significant financial difficulty of the issuer or obligor;
       (2)    A breach of contract by the borrower, such as a default or delinquency in interest or
              principal payments;
       (3)    The Group, for economic or legal reasons relating to the borrower’s financial difficulty,
              granting a concession to the borrower;
       (4)    It becoming probable that the borrower will enter bankruptcy or other financial
              reorganisations;
       (5)    The disappearance of an active market for that financial asset because of financial
              difficulties of the issuer;
       (6)    Upon an overall assessment of a group of financial assets, observable data indicates that
              there is a measurable decrease in the estimated future cash flows from the group of
              financial assets since the initial recognition of those assets, although the decrease cannot
              yet be identified with the individual financial assets in the group. Such observable data
              includes:
              -       Adverse changes in the payment status of borrower in the group of assets;
              -       Economic conditions in the country or region of the borrower which may lead to a
                      failure to pay the group of assets;
       (7)    Significant adverse changes in the technological, market, economic or legal environment
              in which the issuer operates, indicating that the cost of the investment in the equity
              instrument may not be recovered by the investor;
       (8)    Other objective evidence indicating there is an impairment of a financial asset.



                                                                                                       - 19 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

9.     Financial instruments - continued

       9.4 Impairment of financial assets - continued

       - Impairment of financial assets measured at amortised cost

       If financial assets carried at amortised cost are impaired, the carrying amounts of the financial
       assets are reduced to the present value of estimated future cash flows (excluding future credit
       losses that have not been incurred) discounted at the financial asset's original effective interest
       rate. The amount of reduction is recognised as an impairment loss in profit or loss. If, subsequent
       to the recognition of an impairment loss on financial assets carried at amortised cost, there is
       objective evidence of a recovery in value of the financial assets which can be related objectively
       to an event occurring after the impairment is recognised, the previously recognised impairment
       loss is reversed. However, the reversal is made to the extent that the carrying amount of the
       financial asset at the date the impairment is reversed does not exceed what the amortised cost
       would have been had the impairment not been recognised.

       For a financial asset that is individually significant, the Group assesses the asset individually for
       impairment. For a financial asset that is not individually significant, the Group assesses the asset
       individually for impairment or includes the asset in a group of financial assets with similar credit
       risk characteristics and collectively assesses them for impairment. If the Group determines that no
       objective evidence of impairment exists for an individually assessed financial asset (whether
       significant or not), it includes the asset in a group of financial assets with similar credit risk
       characteristics and collectively reassesses them for impairment. Assets for which an impairment
       loss is individually recognised are not included in a collective assessment of impairment.

       - Impairment of financial assets measured at cost

       If an impairment loss has been incurred on an investment in unquoted equity instrument (without
       a quoted price in an active market) whose fair value cannot be reliably measured, or on a
       derivative financial asset that is linked to and must be settled by delivery of such an unquoted
       equity instrument, the carrying amount of the financial asset is reduced to the present value of
       estimated future cash flows discounted at the current market rate of return for a similar financial
       asset. The amount of reduction is recognised as an impairment loss in profit or loss. The
       impairment loss on such financial asset is not reversed once it is recognised.




                                                                                                      - 20 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

9.     Financial instruments - continued

       9.5 Transfer of financial assets

       The Group derecognises a financial asset if one of the following conditions is satisfied: (1) the
       contractual rights to the cash flows from the financial asset expire; or (2) the financial asset has
       been transferred and substantially all the risks and rewards of ownership of the financial asset is
       transferred to the transferee; or (3) although the financial asset has been transferred, the Group
       neither transfers nor retains substantially all the risks and rewards of ownership of the financial
       asset but has not retained control of the financial asset.

       If the Group neither transfers nor retains substantially all the risks and rewards of ownership of a
       financial asset, and it retains control of the financial asset, it recognises the financial asset to the
       extent of its continuing involvement in the transferred financial asset and recognises an associated
       liability. The extent of the Group’s continuing involvement in the transferred asset is the extent to
       which it is exposed to changes in the value of the transferred asset.

       For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, the
       difference between (1) the carrying amount of the financial asset transferred; and (2) the sum of
       the consideration received from the transfer and any cumulative gain or loss that has been
       recognised in other comprehensive income, is recognised in profit or loss.

       If a part of the transferred financial asset qualifies for derecognition, the carrying amount of the
       transferred financial asset is allocated between the part that continues to be recognised and the
       part that is derecognised, based on the respective fair values of those parts. The difference
       between (1) the carrying amount allocated to the part derecognised; and (2) the sum of the
       consideration received for the part derecognised and any cumulative gain or loss allocated to the
       part derecognised which has been previously recognised in other comprehensive income, is
       recognised in profit or loss.

10.    Receivables

       10.1 Receivables that are individually significant and for which bad debt provision is individually
       assessed

       The Group assesses at each balance sheet date whether there is any objective evidence that the
       accounts receivable and other receivables, whose individual carrying amount is greater than
       RMB3,000,000 is impaired. If there is any evidence indicates that the carrying amount of the
       individual asset is lower than the present value of future cash flows, the impairment will be
       recognized.

       10.2 Receivables for which bad debt provision is collectively assessed on a portfolio basis

       The Group classifies the receivables that are not individually significant and those that are
       individually significant but are not impaired individually into groups of financial assets according
       to the similarity and relevance of credit risk characteristics. These credit risks usually reflect the
       debtors' ability to pay the amounts due at maturity under contractual terms of related assets and
       are related to the estimation of future cash flows of the assets subject to assessment.


                                                                                                         - 21 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

11.    Inventories

       11.1 Categories of inventories

       The Group's inventories mainly include raw materials, work in progress and finished goods.
       Inventories are initially measured at cost. Cost of inventories comprises all costs of purchase,
       costs of conversion and other expenditures incurred in bringing the inventories to their present
       location and condition.

       11.2 Valuation method of inventories upon delivery

       The actual cost of inventories upon delivery is calculated using the first-in-first-out method.

       Agricultural products harvested are reported in accordance with the CAS 1 Inventories.

       11.3 Inventory count system

       The perpetual inventory system is maintained for stock system.

       11.4 Basis for determining net realisable value of inventories and provision methods for decline in
       value of inventories

       At the balance sheet date, inventories are measured at the lower of cost and net realisable value. If
       the net realisable value is below the cost of inventories, a provision for decline in value of
       inventories is made. Net realisable value is the estimated selling price in the ordinary course of
       business less the estimated costs of completion, the estimated costs necessary to make the sale and
       relevant taxes. Net realisable value is determined on the basis of clear evidence obtained, and
       takes into consideration the purposes of holding inventories and effect of post balance sheet
       events.

       After the provision for decline in value of inventories is made, if the circumstances that
       previously caused inventories to be written down below cost no longer exist so that the net
       realisable value of inventories is higher than their cost, the original provision for decline in value
       is reversed and the reversal is included in profit or loss for the period.




                                                                                                         - 22 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

12.    Long term equity investments

       12.1 Determination of investment cost

       For a long-term equity investment acquired not involving enterprises under common control, the
       investment cost of the long-term equity investment is the cost of acquisition. For a long-term
       equity investment acquired through business combination not involving enterprises under
       common control and achieved in stages, the investment cost of the long-term equity investment is
       the aggregate of the carrying amount of the equity interest held in the acquiree prior to the
       acquisition date and the cost of the additional investment at the acquisition date. The long-term
       equity investment acquired otherwise than through a business combination is initially measured at
       its cost.

       12.2 Subsequent measurement and recognition of profit or loss

       12.2.1. Long-term equity investment accounted for using the equity method

       The Group accounts for investment in associates and joint ventures using the equity method. An
       associate is an entity over which the Group has significant influence and a joint venture is an
       entity over which the Group exercises joint control along with other investors.

       Under the equity method, where the initial investment cost of a long-term equity investment
       exceeds the Group’s share of the fair value of the investee’s identifiable net assets at the time of
       acquisition, no adjustment is made to the initial investment cost. Where the initial investment cost
       is less than the Group’s share of the fair value of the investee’s identifiable net assets at the time
       of acquisition, the difference is recognised in profit or loss for the period, and the cost of the long-
       term equity investment is adjusted accordingly.

       Under the equity method, the Group recognises its share of the net profit or loss of the investee for
       the period as investment income or loss for the period. The Group recognises its share of the
       investee’s net profit or loss based on the fair value of the investee’s individual separately
       identifiable assets, etc at the acquisition date after making appropriate adjustments to conform
       with the Group's accounting policies and accounting period. Unrealised profits or losses resulting
       from the Group's transactions with its associates and joint ventures are recognised as investment
       income or loss to the extent that those attributable to the Group's equity interest are eliminated.
       However, unrealised losses resulting from the Group's transactions with its associates and joint
       ventures which represent impairment losses on the transferred assets are not eliminated. Changes
       in owners' equity of the investee other than net profit or loss are correspondingly adjusted to the
       carrying amount of the long-term equity investment, and recognised as other comprehensive
       income which is included in the capital reserve.

       The Group discontinues recognising its share of net losses of the investee after the carrying
       amount of the long-term equity investment together with any long-term interests that in substance
       form part of its net investment in the investee is reduced to zero. If the Group has incurred
       obligations to assume additional losses of the investee, a provision is recognized according to the
       expected obligation, and recorded as investment loss for the period. Where net profits are
       subsequently made by the investee, the Group resumes recognising its share of those profits only
       after its share of the profits exceeds the share of losses previously not recognised.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

12.    Long term equity investments - continued

       12.2 Subsequent measurement and recognition of profit or loss - continued

       12.2.2. Disposal of long-term equity investments

       On disposal of a long term equity investment, the difference between the proceeds actually
       received and receivable and the carrying amount is recognised in profit or loss for the period. For
       a long-term equity investment accounted for using the equity method, the amount included in the
       shareholders' equity attributable to the percentage interest disposed is transferred to profit or loss
       for the period.

       12.3 Basis for determining joint control and significant influence over investee

       Control is the power to govern the financial and operating policies of an entity so as to obtain
       benefits from its activities. Joint control is the contractually agreed sharing of control over an
       economic activity, and exists only when the strategic financial and operating policy decisions
       relating to the activity require the unanimous consent of the parties sharing control. Significant
       influence is the power to participate in the financial and operating policy decisions of the investee
       but is not control or joint control over those policies. When determining whether an investing
       enterprise is able to exercise control or significant influence over an investee, the effect of
       potential voting rights of the investee (for example, warrants and convertible debts) held by the
       investing enterprises or other parties that are currently exercisable or convertible shall be
       considered.

       12.4 Methods of impairment assessment and determining the provision for impairment loss

       The Group reviews the long-term equity investments at each balance sheet date to determine
       whether there is any indication that they have suffered an impairment loss. If an impairment
       indication exists, the recoverable amount is estimated. If such recoverable amount is less than its
       carrying amount, a provision for impairment losses in respect of the deficit is recognised in profit
       or loss for the period.

       Once an impairment loss is recognised for a long-term equity investment, it will not be reversed in
       any subsequent period.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

13.    Property, plant and equipment

       13.1 Recognition criteria for fixed assets

       Fixed assets are tangible assets that are held for use in the production or supply of goods or
       services, for rental to others, or for administrative purposes, and have useful lives of more than
       one accounting year. A fixed asset is recognised only when it is probable that economic benefits
       associated with the asset will flow to the Group and the cost of the asset can be measured reliably.
       Fixed assets are initially measured at cost.

       Subsequent expenditures incurred for the fixed asset are included in the cost of the fixed asset and
       if it is probable that economic benefits associated with the asset will flow to the Group and the
       subsequent expenditures can be measured reliably. Meanwhile the carrying amount of the
       replaced part is derecognised. Other subsequent expenditures are recognised in profit or loss in the
       period in which they are incurred.

       13.2 Depreciation of each category of fixed assets

       A fixed asset is depreciated over its useful life using the straight-line method since the month
       subsequent to the one in which it is ready for intended use. The useful life, estimated net residual
       value rate and annual depreciation rate of each category of fixed assets are as follows:

                                                Estimated             Estimated              Annual
                                                useful life          residual rate       depreciation rate

       Buildings                               20-40years                  0-5%               2.4%-5.0%
       Machinery                               10-20years                  0-5%              4.8%-10.0%
       Motor Vehicles                           4-12years                  0-5%              7.9%-25.0%

       A variety of depreciation rate can be used for different components of an item of property, plant
       and equipment according to its different useful lives or nature.

       13.3 Other explanations

       The Group evaluates the useful life, expected net residual value, and the depreciation method of
       the property, plant and equipment every year, and makes adjustment where necessary.

       For details of the impairment test and impairment loss recognition for property, plant and
       equipment, please refer to Note II-19.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

14.    Construction in progress

       Construction in progress is measured at its actual costs. The actual costs include various
       construction expenditures during the construction period, borrowing costs capitalised before it is
       ready for intended use and other relevant costs. Construction in progress is not depreciated.
       Construction in progress is transferred to a fixed asset when it is ready for intended use.

       The Group assesses at each balance sheet date whether there is any indication that construction in
       progress may be impaired. If there is any indication that such assets may be impaired, recoverable
       amounts are estimated for such assets. Recoverable amount is estimated on individual basis. If it
       is not practical to estimate the recoverable amount of an individual asset, the recoverable amount
       of the asset group to which the asset belongs will be estimated. If the recoverable amount of an
       asset or an asset group is less than its carrying amount, the deficit is accounted for as an
       impairment loss and is recognised in profit or loss for the period.

       For details of the impairment test and impairment loss recognition for construction in progress,
       please refer to Note II-19.

15.    Borrowing costs

       Borrowing costs directly attributable to the acquisition, construction or production of qualifying
       asset are capitalised when expenditures for such asset and borrowing costs are incurred and
       activities relating to the acquisition, construction or production of the asset that are necessary to
       prepare the asset for its intended use or sale have commenced. Capitalisation of borrowing costs
       ceases when the qualifying asset being acquired, constructed or produced becomes ready for its
       intended use or sale. Capitalisation of borrowing costs is suspended during periods in which the
       acquisition, construction or production of a qualifying asset is suspended abnormally and when
       the suspension is for a continuous period of more than 3 months. Capitalisation is suspended until
       the acquisition, construction or production of the asset is resumed. Other borrowing costs are
       recognised as an expense in the period in which they are incurred.

       Where funds are borrowed under a specific-purpose borrowing, the amount of interest to be
       capitalised is the actual interest expense incurred on that borrowing for the period less any bank
       interest earned from depositing the borrowed funds before being used on the asset or any
       investment income on the temporary investment of those funds. Where funds are borrowed under
       general-purpose borrowings, the Group determines the amount of interest to be capitalised on
       such borrowings by applying a capitalisation rate to the weighted average of the excess of
       cumulative expenditures on the asset over the amounts of specific-purpose borrowings. The
       capitalisation rate is the weighted average of the interest rates applicable to the general-purpose
       borrowings.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

16.    Biological assets

       The biological assets of the Group are vines.

       Biological assets should be recognized when and only when:

       (i)     The Group controls the asset as a result of past events;
       (ii)    It is probable that future economic benefits associate with the asset will flow to the entity;
               and
       (iii)   The cost of the asset can be measured reliably.

       Biological assets are initially measured at its cost.

       The Group charge deprecation for productive biological assets which satisfy expected production,
       and record the deprecation in balance sheet and income statement. The Group uses straight line
       method to calculate the deprecation, and details as follows:

                                                 Estimated             Estimated               Annual
       Category                                  useful life          residual rate        depreciation rate

       Vines                                      20 years                  -                     5%

       The Group evaluates the useful life, expected net salvage value, and the depreciation method of
       the property, plant and equipment at the end of each year.

       Agricultural produce harvested from the entity's biological assets are measured at its weighted-
       average book value. The book value comprises all material, labor and other indirect expense
       occurred in producing and gathering the agricultural assets. Agricultural produce harvested are
       reported in accordance with the CAS 1 Inventories.

       When biological assets are sold, lost, dead, or damaged, the carrying amount is recognized in the
       income statement after deduction of relevant taxes.

17.    Intangible assets

       17.1 Intangible assets

       Intangible assets include land use rights, patents, etc.

       An intangible asset is measured initially at cost. When an intangible asset with a finite useful life
       is available for use, its original cost less net residual value and any accumulated impairment
       losses is amortised over its estimated useful life using the straight-line method. An intangible
       asset with an indefinite useful life is not amortised.

       For an intangible asset with a finite useful life, the Group reviews the useful life and amortisation
       method at the end of the period, and makes adjustments when necessary.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

17.    Intangible assets - continued

       17.1 Intangible assets - continued

       The useful lives of the intangible assets are as follows:

                                                                                                 Useful life

       Land use rights                                                                          40-50 years
       Software use rights                                                                          5 years

       17.2 Methods of impairment assessment and determining the provision for impairment losses of
       intangible assets

       The Group assesses at each balance sheet date whether there is any indication that the intangible
       assets with a finite useful life may be impaired. If there is any indication that such assets may be
       impaired, recoverable amounts are estimated for such assets. Recoverable amount is estimated on
       individual basis. If it is not practical to estimate the recoverable amount of an individual asset, the
       recoverable amount of the asset group to which the asset belongs will be estimated. If the
       recoverable amount of an asset or an asset group is less than its carrying amount, the deficit is
       accounted for as an impairment loss and is recognised in profit or loss for the period.

       Intangible assets with indefinite useful life and intangible assets not yet available for use are
       tested for impairment annually, irrespective of whether there is any indication that the assets may
       be impaired.

       Once the impairment loss of such assets is recognised, it is not be reversed in any subsequent
       period.

18.    Long term prepaid expenses

       Long-term prepaid expenses represent expenses incurred that should be borne and amortised over
       the current and subsequent periods (together of more than one year). Long-term prepaid expenses
       are amortised using the straight-line method over the expected periods in which benefits are
       derived.

       Long term prepaid expenses are amortized over the useful economic life on a straight line basis.

                                                                                       Amortization period

       Land requisition fee                                                                         50 years
       Land lease prepayment                                                                        50 years
       Greening fee                                                                                  5 years
       Others                                                                                       50 years




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

19.    Revenue

       19.1 Revenue from sale of goods

       Revenue from sale of goods is recognised when (1) the Group has transferred to the buyer the
       significant risks and rewards of ownership of the goods; (2) the Group retains neither continuing
       managerial involvement to the degree usually associated with ownership nor effective control
       over the goods sold; (3) the amount of revenue can be measured reliably; (4) it is probable that the
       associated economic benefits will flow to the Group; and (5) the associated costs incurred or to be
       incurred can be measured reliably.

       19.2 Revenue from rendering of services

       When the outcome of a transaction involving the rendering of services can be estimated reliably,
       revenue associated with the transaction shall be recognized by reference the stage of completion
       of the transaction at the reporting date. The outcome of a transaction can be estimated reliably
       when all the following conditions are satisfied:

       (i)      The amount of revenue can be measured reliably;
       (ii)     It is probable that the economic benefit associated with the transaction will flow to the
                entity;
       (iii)    The stage of completion of the transaction at the reporting date can be measured reliably;
                and
       (iv)     The costs incurred for the transaction and the costs to complete the transaction can be
                measured reliably.

20.    Leases

       Leases are classified as finance leases whenever the terms of the lease transfer substantially all the
       risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

       The Group as lessee under operating leases

       Operating lease payments are recognised on a straight-line basis over the term of the relevant
       lease, and are either included in the cost of related asset or charged to profit or loss for the period.
       Initial direct costs incurred are charged to profit or loss for the period. Contingent rents are
       charged to profit or loss in the period in which they are actually incurred.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

21.    Deferred tax assets/deferred tax liabilities

       The income tax expenses include current income tax and deferred income tax.

       21.1. Current income tax

       At the balance sheet date, current income tax liabilities (or assets) for the current and prior periods
       are measured at the amount expected to be paid (or recovered) according to the requirements of
       tax laws.

       21.2. Deferred tax assets and deferred tax liabilities

       For temporary differences between the carrying amounts of certain assets or liabilities and their
       tax base, or between the nil carrying amount of those items that are not recognised as assets or
       liabilities and their tax base that can be determined according to tax laws, deferred tax assets and
       liabilities are recognised using the balance sheet liability method.

       Deferred tax is generally recognised for all temporary differences. Deferred tax assets for
       deductible temporary differences are recognised to the extent that it is probable that taxable
       profits will be available against which the deductible temporary differences can be utilised.
       However, for temporary differences associated with the initial recognition of goodwill and the
       initial recognition of an asset or liability arising from a transaction (not a business combination)
       that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of
       transaction, no deferred tax asset or liability is recognised.

       For deductible losses and tax credits that can be carried forward, deferred tax assets are
       recognised to the extent that it is probable that future taxable profits will be available against
       which the deductible losses and tax credits can be utilised.

       Deferred tax liabilities are recognised for taxable temporary differences associated with
       investments in subsidiaries and associates, and interests in joint ventures, except where the Group
       is able to control the timing of the reversal of the temporary difference and it is probable that the
       temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from
       deductible temporary differences associated with such investments and interests are only
       recognised to the extent that it is probable that there will be taxable profits against which to utilise
       the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

       At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates,
       according to tax laws, that are expected to apply in the period in which the asset is realised or the
       liability is settled.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
       ESTIMATES - continued

21.    Deferred tax assets/ deferred tax liabilities - continued

       21.2. Deferred tax assets and deferred tax liabilities - continued

       Current and deferred tax expenses or income are recognised in profit or loss for the period, except
       when they arise from transactions or events that are directly recognised in other comprehensive
       income or in shareholders' equity, in which case they are recognised in other comprehensive
       income or in shareholders' equity; and when they arise from business combinations, in which case
       they adjust the carrying amount of goodwill.

       At the balance sheet date, the carrying amount of deferred tax assets is reviewed and reduced if it
       is no longer probable that sufficient taxable profits will be available in the future to allow the
       benefit of deferred tax assets to be utilised. Such reduction in amount is reversed when it becomes
       probable that sufficient taxable profits will be available.

       When the Group has a legal right to settle on a net basis and intends either to settle on a net basis
       or to realise the assets and settle the liabilities simultaneously, current tax assets and current tax
       liabilities are offset and presented on a net basis.

       When the Group has a legal right to settle current tax assets and liabilities on a net basis, and
       deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation
       authority on either the same taxable entity or different taxable entities which intend either to settle
       current tax assets and liabilities on a net basis or to realise the assets and liabilities simultaneously,
       in each future period in which significant amounts of deferred tax assets or liabilities are expected to
       be reversed, deferred tax assets and deferred tax liabilities are offset and presented on a net basis.

22.    Operating leases

       Leases are classified as finance leases whenever the terms of the lease transfer substantially all the
       risks and rewards of ownership to the lessee. All other leases are classified as operating leases..

       22.1 The Group as lessee under operating leases

       Operating lease payments are recognised on a straight-line basis over the term of the relevant
       lease, and are either included in the cost of related asset or charged to profit or loss for the period.
       Initial direct costs incurred are charged to profit or loss for the period. Contingent rents are
       charged to profit or loss in the period in which they are actually incurred.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(II)    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
        ESTIMATES - continued

23.     Other significant accounting policies, accounting estimates andpreparation of financial statements

        23.1 Employee benefits

        In an accounting period in which an employee has rendered service to the Group, the Group
        recognises the employee benefits for that service as a liability, except for compensation for
        termination of employment relationship with the employees.

        The Group participates in the employee social security systems, such as basic pensions, medical
        insurance, housing funds and other social securities established by the government in accordance
        with relevant requirements. The related expenditures are either included in cost of related assets or
        charged to profit or loss in the period when they are incurred.

        When the Group terminates the employment relationship with employees before the expiry of the
        employment contracts or provides compensation as an offer to encourage employees to accept
        voluntary redundancy, if the Group has a formal plan for termination of employment relationship
        or has made an offer for voluntary redundancy which will be implemented immediately, and the
        Group cannot unilaterally withdraw from the termination plan or the redundancy offer, a
        provision for the compensation payable arising from the termination of employment relationship
        with employees is recognised with a corresponding charge to the profit or loss for the period.

        23.2 Related party relationships

        Related party relationships can be defined as the entity is under control, joint control or significant
        influence by another entity or two or more than two entities are under the control, joint control by
        the same entity.


(III)   CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY
        ASSUMPTIONS AND UNCERTAINTIES IN ACCOUNTING ESTIMATES

        In the application of accounting policies as set out in Note II, the Group is required to make
        judgment's, estimates and assumptions about the carrying amounts of items in the financial
        statements that cannot be measured accurately, due to the internal uncertainties of the operating
        activities. These judgments, estimates and assumptions are based on historical experience of the
        Group's management as well as other factors that are considered to be relevant. Actual results may
        differ from these estimates.

        The Group periodically review the judgments, estimates and assumptions above on a going
        concern basis. For those changes in accounting policies that only affect current financial
        statements, the influences are recognized in current period. For those changes in accounting
        policies that affect both current and future financial statements, the influences are recognized in
        both current and prospective periods.




                                                                                                         - 32 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(III)   CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY
        ASSUMPTIONS AND UNCERTAINTIES IN ACCOUNTING ESTIMATES - continued

        Significant accounting judgments and accounting estimates

        The following are key assumptions for after balance sheet date event and other factors of
        uncertain estimation. They may cause material adjustment on balance sheet in following
        accounting period.

        Deferred tax assets

        Deferred tax assets are recognized for all unused tax losses to the extent that it is probable that
        taxable profit will be available against which the losses can be utilized. Significant management
        judgment is required to determine the amount of deferred tax assets that can be recognized, based
        upon the likely timing and level of future taxable profits together with future tax planning
        strategies.

        Depreciation

        As set out in Note II-13, the depreciation is calculated on the straight line basis to write-off the
        cost of each item of fixed assets to its residual value over its estimated useful life. The Group's
        management determines the estimated useful lives for its property, plant and equipment. This
        estimate is based on the historical experience of the actual useful lives of property, plant and
        equipment of similar nature and functions. If the previous estimates have significant changes, and
        depreciation expenses will be adjusted in the future periods.

        Useful life of intangible assets

        The estimated useful lives of the intangible assets are determined based on the historical
        experience of the actual useful lives of intangible assets of similar nature and functions as well as
        considering the contractual rights and statutory rights applicable to the intangible assets.

        When the estimated useful lives of finite intangible assets are shortened or extended, the
        amortization periods should be adjusted accordingly. When there is evidence indicating the
        useful lives of intangible assets with indefinite useful lives becomes finite, the useful lives should
        be estimated and the intangible assets should be accounted for in accordance with the standards
        for the intangible assets with finite useful lives.




                                                                                                        - 33 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(III)   CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY
        ASSUMPTIONS AND UNCERTAINTIES IN ACCOUNTING ESTIMATES - continued

        Significant accounting judgments and accounting estimates - continued

        Impairment of non-current assets

        The Group assesses whether the recoverable amount is lower than the book value. If there are any
        indicators that the book value of non-current assets cannot be fully recoverable, impairment losses
        should be recorded.

        The recoverable amount is the higher of an asset's fair value less costs to sell and the present value
        of the future cash flows expected to be derived from an asset. As it is difficult for the Group to
        obtain the quoted market price of the assets (or assts group), the fair value of the assets cannot be
        reliably estimated. When the management make estimation on the expected future cash flows
        from the asset or cash generating unit, estimates should be made on choosing a suitable
        production volume, selling price and related operating costs discount rate in order to calculate the
        present value of those cash flows. When recoverable amounts are undertaken, management may
        use all available for use information, including the forecast on production volume, selling price
        and related operating costs in reasonable and supportable assumptions.

        Estimated provision for trade receivables

        A provision for impairment of trade receivables is established when there is objective evidence
        that the Group will not be able to collect all amounts due according to the original terms of
        receivables. Significant financial difficulties of the debtor, probability that the debtor will enter
        bankruptcy are considered indicators that the trade receivable is impaired. The provision is
        reassessed at the end of each year.

        Inventory provision based on net realizable value

        The inventory are measured on the lower of carrying value and net realizable value, and provision
        should be made for impairment on obsolete and slow moving inventories. The group will reassess
        whether the net realizable value is lower than the carrying cost at the end of each year.


(IV)    TAXES

1.      The main taxes and tax rate are as follows:

        Value added tax                VAT is levied at 17% on the invoiced amount after deduction
                                        of eligible input VAT.
        Consumption tax                The consumption tax of the group is levied on gross revenue
                                        at rates ranging from 10% to 20%.
        Business tax                   The Group is subject to a business tax of 5% on its taxable revenue.
        City development tax           Levied at 7% of total business tax payment.
        Corporate income tax           The Group is subject to a corporate income tax rate of 25%
                                        on its taxable income.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(IV)   TAXES - continued

2.     Tax incentives and relative permit

       A subsidiary of the Company, Xinjiang Tianzhu Co., Ltd which is a wine production enterprise
       incorporated in Xinjiang Weizu Autonomous. In accordance with (Caishui [2011] No.60) and
       (Xinzhengfa [2010] No.105), from the first profit-making year, which is from 2012 to 2015, the
       company enjoys a favorable corporate income tax rate of 15% besides the exemption of corporate
       income tax which belongs to local government. The corporate income tax applicable for 2012 is
       9%.

       A subsidiary of the Company, Xinjiang Babao Baron Chateau Co., Ltd. which is a wine
       production enterprise incorporated in Xinjiang Weizu Autonomous. In accordance with (Caishui
       [2011] No.60) and (Xinzhengfa [2010] No.105), from the first profit-making year, which is from
       2011 to 2015, the company enjoys a favorable corporate income tax rate of 15% besides the
       exemption of corporate income tax which belongs to local government. The corporate income tax
       applicable for 2012 is 9%.

       Ningxia Changyu Grape Growing Co., Ltd., a subsidiary of the Group, whose principal activity is
       grape growing is incorporated in Ningxia Huizu Autonomous Region. According to clause 27 of
       PRC Corporate Income Tax and clause 86 of PRC Corporate Income Tax Measures for
       Implementation, Ningxia Changyu Grape Growing Co., Ltd. enjoys an exemption of corporate
       income tax.


(V)    SCOPE OF CONSOLIDATED FINANCIAL STATEMENTS

1.     Particulars of the subsidiaries
                                           Place and date                 Legal          Business        Registered    Principle                Incorporate
       Name                                of registration            representative      nature          capital      activities                   code

       Subsidiary acquired from a business combination: under non-common control

       Xinjiang Tianzhu Wine Co., Ltd.     11 April 2006              ZhouHongjiang    Manufacturing   RMB75,000,000   Production               787 604 261
       ("Xinjiang Tianzhu") (a)            Shihezi, Xinjiang, China                                                    and sales of wine

       Etablissements Roullet              18 April 1983              ZhouHongjiang        Sales       EUR2,896,531    Trading, brokerage and       N/A
       Fransac) ("French Sales") (h)       Cognac, France                                                              agent sales

       Subsidiaries acquired by establishment

       Beijing Changyu Sales and           14 July 1998                  SunJian           Sales       RMB1,000,000    Sales of wine            634 377 029
       Distribution Co., Ltd.              Beijing, China
       ("Beijing Sales")

       Yantai Kylin Packaging Co.,         29 September 1999            YangMing       Manufacturing   RMB15,410,000   Production of            863 052 455
       Ltd. ("Kylin Packaging")            Yantai, Shandong, China                                                     packaging materials

       Yantai Changyu-Castel               3 September 2001            SunLiqiang      Manufacturing   USD5,000,000    Production and           730 682 613
       Wine Chateau Co., Ltd.              Yantai, Shandong, China                                                     sales of wine
       ("Changyu Chateau") (b)

       Changyu (Jingyang)                  5 December 2001            WeiBingsheng     Manufacturing   RMB1,000,000    Production and           732 663 643
       Wine Co., Ltd. ("Jingyang Wine")    Jingyang, Shanxi, China                                                     sales of wine

       Yantai Changyu Pioneer Wine         24 December 2001             JiangHua           Sales       RMB8,000,000    Sales of wine            746 576 380
       Sales Co., Ltd. ("Sales Company")   Yantai, Shandong, China




                                                                                                                                                  - 35 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(V)   SCOPE OF CONSOLIDATED FINANCIAL STATEMENTS - continued

1.    Particulars of the subsidiaries - continued
                                           Place and date                   Legal          Business        Registered     Principle                Incorporate
      Name                                 of registration              representative      nature          capital       activities                   code

      Langfang Development (c)             1 March 2002                  AlanCastel      Manufacturing    USD6,108,808    Production and          735 624 56X
      Zone Castel-Changyu Wine             Lanfang, Hebei, China                                                          sales of wine
      Co., Ltd. ("Langfang Castel")

      Changyu (Jingyang) Wine              8 April 2002                 WeiBinsheng          Sales       RMB1,000,000     Sales of wine           735 379 154
      Sales Co., Ltd. ("Jingyang Sales")   Jingyang, Shanxi, China

      Langfang Changyu Pioneer             19 April 2002                LiuWanqiang          Sales       RMB1,000,000     Sales of wine           737 388 150
      Wine Sales Co., Ltd.                 Langfang, Hebei, China
      ("Langfang Sales").

      Shanghai Changyu Sales and           28 April 2003               ZhouHongjiang         Sales       RMB1,000,000     Sales of wine           749 571 075
      Distribution Co., Ltd.               Shanghai, China
      ("Shanghai Sales")

      Beijing Changyu AFIP Agriculture     8 November 2011               SunHongbo           Sales       RMB1,000,000     Planting                585 851 395
      Development Co., Ltd.                Beijing, China                                                                 and tourism
      ("Agriculture Development")

      Beijing Changyu AFIP                 27 October 2005               SunLiqiang      Manufacturing   RMB110,000,000   Production and          780 953 469
      Wine Chateau Co., Ltd.(d)            Beijing, China                                                                 sales of wine

      Yantai("Beijing Chateau")            9 January 2006                 JiangHua           Sales       RMB5,000,000     Sales of wine           783 487 627
      Changyu Wine Sales Co., Ltd.         Yantai, Shandong, China
      ("Wines Sales")

      Yantai Changyu Pioneer               29 September 2005           ZhouHongjiang         Sales       RMB5,000,000     Import and technology 780 766 161
      International Co., Ltd.              Yantai, Shandong, China                                                        export of wine and
      ("Pioneer International")

      Hangzhou Changyu                     14 June 2006                   JiangHua           Sales        RMB500,000      Whole-sale and retail   788 283 631
      Wine Sales Co., Ltd.                 Hangzhou, Zhejiang, China                                                      of packaged food
      ("Hangzhou Changyu")

      Ningxia Changyu                      28 April 2006               ShaoChunsheng       Planting      RMB1,000,000     Plant andpurchase       788 200 410
      Grape-Growing Co., Ltd.              Yinchuang, Ningxia, China                                                      of grape
      ("Ningxia Growing")

      Huanren Changyu National             16 November 2006               LengBin            Sales       RMB2,000,000     Whole-sale              794 822 179
      Wines Sales Co., Ltd.                Huanren, Liaoning, China                                                       and retail of wine
      ("National Wines")

      Liaoning Changyu Ice                 3 April 2003                ZhouHongjiang     Manufacturing   RMB26,300,000    Production and          747 128 301
      Wine Chateau Co., Ltd.               Benxi, Liaoning, China                                                         sales of ice wine
      ("Ice Chateau") (e)

      Yantai Development Zone              4 December 2006             ZhouHongjiang         Sales       RMB5,000,000     Whole-sale              796 183 411
      Changyu Trading Co., Ltd.            Yantai, Shandong, China                                                        and retail of wine
      ("Development Zone Trading")

      Shenzhen Changyu                     17 July 2007                    LinPu             Sales        RMB500,000      Whole-sale              664 195 20X
      Wine Marketing Ltd.                  Futian, Shenzhen, China                                                        and retail of wine
      ("Shenzhen Marketing")

      Yantai Changyu Fushan                27 March 2007               Zhou Hongjiang        Sales       RMB5,000,000     Whole-sale              660 176 044
      Trading Company                      Yantai, Shandong, China                                                        and retail of wine
      ("Fushan Trading")

      Beijing AFIP Meeting Center          4 December 2007              Sun Hongbo         Services       RMB500,000      Meeting service,     669 926 612
      ("Meeting Center") (f)               Miyun, Beijing, China                                                          foods accommodation,
                                                                                                                          tourism and
                                                                                                                          sales ofsouvenir,




                                                                                                                                                     - 36 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(V)   SCOPE OF CONSOLIDATED FINANCIAL STATEMENTS - continued

1.    Particulars of the subsidiaries - continued
                                            Place and date                  Legal          Business        Registered     Principle                Incorporate
      Name                                  of registration             representative      nature          capital       activities                   code

      Beijing AFIP Tourism                  4 June 2008                   Liu Shilu        Tourism        RMB500,000      Tourism and culture     676 627 372
      and Culture Company                   Miyun, Beijing , China                                                        communication,
      ("AFIP Tourism") (g)                                                                                                development
                                                                                                                          of tourist resources,
                                                                                                                          meeting service

      Ningxia Changyu                       25 April 2008                 Li Jiming      Manufacturing   RMB1,000,000     Manufacturing          670 408 275
      Pioneer Wine Co., Ltd.                Yinchuan, Ningxia, China                                                      and sales of wine,
      ("Ningxia Wine")                                                                                                    packing material,
                                                                                                                          plant,process
                                                                                                                          and purchase of grapes

      Yantai Changyu                        26 November 2008              Liu Quan           Sales       RMB80,000,000    Packaging of foods      683 222 859
      DingLuoTe Chateau.                    Yantai, Shandong China
      ("Ding Luo Te Chateau")

      Qing Tong Xia Changyu                 17 November 2009              Liu Yuquan         Sales        RMB500,000      Whole-sale              694 334 151
      Wine Marketing Ltd.                   Qing Tong Xia, Ningxia, China                                                 and retail of wine
      ("Qing Tong Xia Sales")

      XinJiang BaBao Baron Changyu          2 April 2010                 Sun Liqiang     Manufacturing   RMB150,000,000   Manufacturing           552 414 949
      Wine Chateau Co., Ltd.                Shihezi, Xinjiang, China                                                      and sales of wine
      ("Shi He Zi Chateau")

      Ningxia Moser 15th Changyu            26 April 2010              Zhou Hongjiang    Manufacturing   RMB2,000,000     Wine/packaging        694 349 740
      Wine Chateau Co., Ltd.                Yinchuan, Ningxia, China                                                      manufacturing,tourism
      (" Ningxia Chateau")

      Shanxi Changyu Rina                   12 April 2010                Sun Liqiang     Manufacturing   RMB20,000,000    Tourism and             552 180 142
      Castle Chateau Co., Ltd.              Xianyang, Shanxi, China                                                       wine manufacturing
      (" Chang'an Chateau")

      Yantai Changyu Wine Research          29 March 2010                Sun Liqiang     Manufacturing   RMB500,000,000   Wine manufacturing      555 235 76X
      and Development Co., Ltd.             Yantai, Shandong China
      ("R&D Centre")

      Changyu (HuanRen)                     2 December 2011            Zhou Hong Jiang   Manufacturing   RMB5,000,000     Fermatition             587 310 365
      Wine Co., Ltd                         Benxi LiaoNing China                                                          project preparation
      ("Huan Ren Wine")

      Xinjiang Changyu Sales Co., Ltd       8 August 2011                  Lin Pu            Sales       RMB10,000,000    Foods wholesales        580 208 296
      ("Xinjiang Sales")                    Shihezi Xinjiang China

      Xinjiang Changyu Winery Co., Ltd      25 August 2011                 Lin Pu            Sales       RMB10,000,000    Red wine                280 222 610
      ("Xinjiang Winery")                   Shihezi Xinjiang China                                                        and fruit wine

      Ningxia Changyu Trading Co., Ltd      8 November 2012            ZhouHongjiang         Sales       RMB1,000,000     Whole sale of           054 609 428
      ("Ningxia Trading") (j)               Yinchuan Ningxia China                                                        pre-packed foods

      Shanxi Changyu Rina Wine              29 October 2012              SunLiqiang          Sales       RMB3,000,000     Tourism and             056 906 215
      Sales Co., Ltd ("Shanxi Sales") (k)   Xianyang Shanxi China                                                         wine manufacturing

      Penglai Changyu Wine Sales            7 September 2012              Leng Bin           Sales       RMB5,000,000     Sales of red wine       053 429 070
      Co., Ltd ("Penglai Sales") (l)        Penglai Shandong China

      Laizhou Changyu Wine Sales            19 July 2013                  Leng Bin           Sales       RMB1,000,000     Sales of red wine       074 406 41-7
      Co., Ltd ("Laizhou Sales") (l)        Laizhou Shandong China




                                                                                                                                                     - 37 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(V)   SCOPE OF CONSOLIDATED FINANCIAL STATEMENTS - continued

1.    Particulars of the subsidiaries - continued
                                                                    Equity interest
                                                                 owned by the company
                                         Paid in capital                                                  Consolidate financial   Non-controlling
      Name                           at 31 December 2012      Direct             Indirect   Votingpower       statements              interes

      Subsidiary acquired in business combination: under non-common control

      Xinjiang Tianzhu (a)             RMB60,000,000           60%                  -          100%               Yes             RMB56,093,912
      French Sales (h)                  EUR2,896,531          100%                  -          100%               Yes                  -

      Subsidiaries acquired by establishment:

      Beijing Sales                     RMB1,000,000          100%                   -         100%               Yes                  -
      Kylin Packaging                  RMB23,176,063          100%                   -         100%               Yes                  -
      Changyu Chateau (b)              RMB28,968,100           70%                   -         100%               Yes             RMB12,365,016
      Jingyang Wine                     RMB1,000,000           90%                   -          10%               Yes                  -
      Sales Company                     RMB8,000,000           90%                 10%         100%               Yes                  -
      Langfang Castel (c)              RMB12,142,200           39%                 10%         100%               Yes             RMB22,702,522
      Jingyang Sales                    RMB1,000,000           10%                   -          90%               Yes                  -
      Langfang Sales                    RMB1,000,000           10%                   -          90%               Yes                  -
      Shanghai Sales                    RMB1,000,000           30%                 70%         100%               Yes                  -
      Agriculture Development           RMB1,000,000             -                100%         100%               Yes                  -
      Beijing Chateau (d)              RMB77,000,000           70%                   -         100%               Yes             RMB35,293,868
      Wines Sales                       RMB5,000,000           90%                 10%         100%               Yes                  -
      Pioneer International             RMB5,000,000           70%                 30%         100%               Yes                  -
      Hangzhou Changyu                   RMB500,000              -                100%         100%               Yes                  -
      Ningxia Growing                   RMB1,000,000          100%                   -         100%               Yes                  -
      National Wines                    RMB2,000,000          100%                   -         100%               Yes                  -
      Ice Chateau (e)                  RMB13,413,000           51%                   -         100%               Yes             RMB33,319,062
      Development Zone Trade            RMB5,000,000             -                100%         100%               Yes                  -
      Shenzhen Marketing                 RMB500,000              -                100%         100%               Yes                  -
      Fushan Trading                    RMB5,000,000             -                100%         100%               Yes                  -
      Meeting Center (f)                 RMB500,000              -                100%         100%               Yes                  -
      AFIP Tourism (g)                   RMB350,000            70%                   -         100%               Yes             RMB2,966,399
      Ningxia Wine                      RMB1,000,000          100%                   -         100%               Yes                  -
      Ding Luo Te Chateau              RMB80,000,000          100%                   -         100%               Yes                  -
      Qing Tong Xia Sales                RMB500,000                               100%         100%               Yes                  -
      Shi He Zi Chateau                RMB150,000,000         100%                   -         100%               Yes                  -
      Ningxia Chateau                   RMB2,000,000          100%                   -         100%               Yes                  -
      Chang'an Chateau                 RMB20,000,000          100%                   -         100%               Yes                  -
      Research and
      Development Centre               RMB500,000,000         100%                  -          100%               Yes                    -
      Huan Ren Wine                     RMB5,000,000          100%                  -          100%               Yes                    -
      Xinjiang Sales                   RMB10,000,000            -                 100%         100%               Yes                    -
      Xinjiang Winery                  RMB10,000,000            -                 100%         100%               Yes                    -
      Ningxia Trading                   RMB1,000,000            -                 100%         100%               Yes                    -
      Shanxi Sales                      RMB3,000,000            -                 100%         100%               Yes                    -
      Penglai Wine Sales                RMB5,000,000            -                 100%         100%               Yes                    -
      Laizhou Wine Sales (i)           RMB10,000,000            -                 100%         100%               Yes                    -


      (a)         Xinjiang Tianzhu was acquired by the Company in 2009, accounting for 60% of Tianzhu's
                  equity interest. Pursuant to the operation contract signed by the Company, the Company
                  is entrusted to manage Tianzhu and therefore has the full power to control its strategic
                  operating, investing and financing policies by paying the non-controlling party contract
                  fee. The operation agreement will be terminated on 31 December 2018.

      (b)         Changyu Chateau is a Sino-foreign joint venture established by the Company and a
                  foreign investor. Pursuant to an operation contract signed by the Company, and the
                  foreign investor, the Company is entrusted to manage Changyu Chateau and therefore has
                  the full power to control its strategic operating, investing and financing policies. The
                  operation agreement will be terminated on 31 December 2022.

      (c)         Langfang Castel is a sino-foreign joint venture established by the Company and a foreign
                  investor. Pursuant to the agreement signed by the Company, Langfang Castel and the
                  foreign investor, the Company is entrusted to manage Langfang Castel and therefore has
                  the full power to control its strategic operating, investing and financing policies, therefore
                  the financial statements of Langfang Castel are consolidated in the Group's consolidated
                  financial statements. The operation agreement will be terminated on 31 December 2022.

                                                                                                                                              - 38 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(V)   SCOPE OF CONSOLIDATED FINANCIAL STATEMENTS - continued

1.    Particulars of the subsidiaries - continued

      (d)    Beijing Chateau is a joint venture established by the Company and two investors.
             Pursuant to an operation contract signed by the Company and the investors, the Company
             is entrusted to manage Beijing Chateau and therefore has the full power to control its
             strategic operating, investing and financing policies. The operation agreement will be
             terminated on 2 September 2019.

      (e)    Ice Chateau is a sino-foreign joint venture established by the Company and a foreign
             investor. Pursuant to the agreement signed by the Company, Ice Chateau and the foreign
             investor, the Company is entrusted to manage Ice Chateau and therefore has the full power
             to control its strategic operating, investing and financing policies. The operation
             agreement will be terminated on 31 December 2016.

      (f)    Meeting Centre is a subsidiary of Beijing Chateau.

      (g)    AFIP Tourism is a joint venture established by the Company and two investors. Pursuant
             to an operation contract signed by the Company and the investors, the Company is
             entrusted to manage AFIP Tourism and therefore has the full power to control its strategic
             operating, investing and financing policies. The operation agreement will be terminated
             on 2 September 2019.

      (h)    Laizhou sales is a limited liability company solely founded by the Company in 2013. Its
             paid capital is RMB1, 000,000 which has been fully paid by the end of 2013.

      (i)    French sales is a limited liability company acquired by the Company in December 2013.
             The Company holds its 100 percent shares.


2     Changes in the scope of consolidated financial statement

      Except for those newly established subsidiaries, the scope of consolidated financial statements
      was same with last year.


3     The entity newly included in the consolidation

      The newly included subsidiary is as following:

                                                                      Net Asset      Net profit/(loss)
                                                                  as at 2013.12.31     up to date
                                                                        RMB               RMB

      Laizhou Trading                                                1,000,000         30,293,187
      French Sales                                                  16,876,005
                                                                    _________                  -
                                                                                       _________




                                                                                                  - 39 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.     Cash and bank
                                                                        2013                 2012
                                                                        RMB                  RMB

       Cash on hand                                                       772,817               48,894
       Cash at bank                                                 1,235,788,080        2,227,421,934
       Other monetary assets                                          131,257,285
                                                                    ____________                    -
                                                                                         ____________
                                                                     1,367,818,182
                                                                    ____________          2,227,470,828
                                                                                         ____________

       As at 31 December 2013, the balance of restricted cash of the Group is RMB2,609,237(31
       December 2012: RMB2,652,083), which is the Group’s housing fund.

       As at 31 December 2013, the Group's other monetary assets include security of RMB125,000,000
       pledged for a short-term borrowing from HSBC of HKD303,963,343 (translated as
       RMB243,170,674), refundable deposit for notes payable of Shi He Zi Chateau of RMB5,965,996,
       and company cards deposit guarantee of RMB291,289.

       As at 31 December 2013, the Group's overseas cash and bank deposit is RMB13,104,666 (31
       December 2012: Nil).

       As at 31 December 2013, The Group's term deposits with original maturity of more than three
       months when acquired is RMB277,392,728 (31 December 2012: RMB662,524,719) with interest
       rates ranging from 2.86%-3.58%, which will mature from 3 months to 1 year.


2.     Notes receivable
                                                                        2013                 2012
                                                                        RMB                  RMB

       Bank acceptance bills                                         79,702,753
                                                                     _________             92,635,701
                                                                                           _________

       As of 31 December 2013, there was no pledged notes receivables (31 December 2012: Nil), and
       no notes receivables were reclassified as accounts receivable due to the default of drawer (31
       December 2012: Nil).

       As at 31 December 2013, the top four notes receivables endorsed to third parties but not yet
       matured is as follows:

       Drawer                                        Issuing date        Maturity date       Amount
                                                                                              RMB

       Better Life Commercial Chain Share Co.,Ltd    12/11/2013           3/11/2014         1,436,400
       Jincheng Jinchengyuan Trading Ltd.            11/29/2013           5/29/2014         1,000,000
       Jinan Luye Trading Ltd.                        9/2/2013             3/2/2014         1,000,000
       Wuxi Fanghe Sugar, Cigar and Wine Ltd          9/13/2013           3/13/2014         1,000,000
       Fujian Nanan Ruigang Building Materials Ltd    9/26/2013           3/26/2014         1,000,000
                                                                                           ________
                                                                                            5,436,400
                                                                                           ________

       As at 31 December 2013, there was no notes receivable discounted to obtain short-term loan .

                                                                                                        - 40 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

3.     Trade receivables

                                              2013                                                  2012
                            Balance                      Provision               Balance                       Provision
                         Amoun                       Amoun                    Amoun                        Amoun
                          RMB          %              RMB             %        RMB           %              RMB             %

       Individually
       significant      72,118,959     40.7            -              -      73,711,433      54.5            -              -
       Individually
       insignificant   104,990,557
                       _______         59.3
                                      ___            ___-            ___-    61,505,951
                                                                            _______          45.5
                                                                                            ___            ___-            ___-
                       177,109,516
                       _______        100.0
                                      ___            ___-            ___-   135,217,384
                                                                            _______         100.0
                                                                                            ___            ___-            ___-
                                      ___                                                   ___

       The normal credit term is one month, which can be extended to three months for certain major
       customers. The trade receivables are interest free.

       The Group determines that trade receivable of more than RMB 3,000,000 is considered as
       individually significant trade receivable.

       The aging analysis is as follows:

                                                                                     2013                          2012
                                                                                     RMB                           RMB

       Within 1 year                                                             174,141,205                     135,217,384
       1 to 2 years                                                                2,968,311
                                                                                 __________                               -
                                                                                                                 __________
                                                                                 177,109,516
                                                                                 __________                      135,217,384
                                                                                                                 __________

       As at 31 December 2013, there was no bad debt provision for trade receivables (31 December
       2012: Nil). There was no bad debt provision made, reversed or written-off by management in
       2013 (2012: Nil).

       As at 31 December 2013, there was no trade receivable due from shareholders with voting rights
       of 5% or above (31 December 2012: Nil).




                                                                                                                                - 41 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

3.     Trade receivables - continued

       As at 31 December 2013, the top 5 of trade receivables are as follows:

                                                  Relationship                                            Percentage of
                                                 with the Group        Amount            Aging          total receivables
                                                                        RMB                                     %

       Nonggongshang Supermarket (Group) Co., Ltd   Third party      17,306,266       Within 1 year            9.8
       Lianhua Supermarket Holdings Co. Ltd.        Third party      10,584,587       Within 1 year            6.0
       Kangcheng Investment (China) Co., Ltd.       Third party       9,911,907       Within 1 year            5.6
       Jiangsu Hengxing Wine Co., Ltd               Third party       8,118,529       Within 1 year            4.6
       Suguo Supermarket Co., Ltd                   Third party       7,076,116
                                                                    ________          Within 1 year            4.0
                                                                                                              ___
                                                                     52,997,405
                                                                    ________                                  30.0
                                                                                                              ___

       As at 31 December 2013, trade receivables due from related parties are as following:

                                                                                                        Percentage of
                                         Relationship with the Group               Amount             total receivables
                                                                                                              %

       Yantai Zhongya
       Phamaceutical
       tonic wine Co., Ltd       Under the control of the same parent company     2,567,129                  1.5
       Yantai ShenMa
       Packing Co., Ltd.         Under the control of the same parent company       911,197                  0.5
       Yantai Changyu
       International Window of
       the Wine City Co., Ltd.   Under the control of the same parent company       42,478
                                                                                  _______                   0.0
                                                                                                           ___
                                                                                  3,520,804                 2.0
                                                                                  _______                  ___

       As at 31 December 2012, trade receivables due from related parties are as following:

                                                                                                        Percentage of
                                         Relationship with the Group               Amount             total receivables
                                                                                                              %

       Yantai Zhongya
       Phamaceutical
       tonic wine Co., Ltd       Under the control of the same parent company     1,820,376                  1.3
       Yantai Changyu
       Tourism Co., Ltd          Under the control of the same parent company       311,220
                                                                                  _______                   0.3
                                                                                                           ___
                                                                                  2,131,596
                                                                                  _______                   1.6
                                                                                                           ___




                                                                                                                     - 42 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

4.     Advances to suppliers

       The aging analysis is as follows:

                                                                                      2013                     2012
                                                                                      RMB                      RMB

       Within 1 year                                                               45,997,863
                                                                                  __________              44,294,482
                                                                                                         __________

       As at 31 December 2013, the top 5 of advances to suppliers are as follows:

                                                                                             Reason           Percentage of
                                     Relationship                                           for being         total advances
                                    with the Group       Amount           Aging            outstanding         to suppliers
                                                          RMB                                                        %

       Xinjiang Yuyuan Wine
       Co., Ltd.                     Third party     20,069,242       Within 1 year    goods not received         43.6
       Sun Xiaofang                  Third party      5,350,000       Within 1 year    goods not received         11.6
       Austria Lawrence
       Fine Wines V Co. Ltd          Third party         3,364,403    Within 1 year    goods not received           7.7
       Xinjiang Tianyu Wine
       Co., Ltd.                     Third party         3,200,053    Within 1 year    goods not received           7.3
       Weifang Qingxin Landscape
       Engineering Ltd               Third party      1,600,000
                                                     ________         Within 1 year    project not finished        3.5
                                                                                                                  ___
                                                      33,583,698
                                                     ________                                                     73.0
                                                                                                                  ___

       As at 31 December 2013, there was no advance paid to shareholders with voting rights of 5% or
       above (31 December 2012: Nil).


5.     Interest receivable

       2013

                                           Opening balance           Increase          Decrease          Closing balance
                                               RMB                    RMB               RMB                   RMB

       Interests of term deposits            7,215,854            20,838,161
                                                                  ________            (19,636,020)
                                                                                      ________                8,417,995
                                                                                                              _______
                                             _______                                  ________

       As at 31 December 2013, there was no overdue interest receivable (31 December 2012: Nil).




                                                                                                                          - 43 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

6.     Other receivables

(1)    Disclosure of other receivables by categories

                                                 2013                                                        2012
                                 Balance                 Bad debts provision                Balance                  Bad debts provision
                            Amoun                        Amoun                          Amoun                        Amoun
                             RMB             %            RMB             %              RMB             %            RMB             %
       Individually
       significant
       and provision       65,272,429        61.2       (7,392,429)       100.0        11,120,600        28.1       (11,120,600)    100.0
       Individually
       insignificant
       and provision       41,451,794
                          _______            38.8
                                           ____         ______-         ____-          28,462,945
                                                                                      _______            71.9
                                                                                                       ____      _______-          ____-
                          106,724,223       100.0       (7,392,429)      100.0         39,583,545       100.0     (11,120,600)      100.0
                          _______          ____         ______          ____          _______          ____      _______           ____

       The aging analysis is as follows:

                                            Closing balance                                             Opening balance
                                                    Bad debts             Carrying                               Bad debts         Carrying
                                   Amount           provision             amount               Amount            provision         amount
                              Amount   Proportion    Amount               Amount         Proportion   Amount      Amount           Amount
                               RMB         %          RMB                  RMB               %         RMB          RMB             RMB

       Within 1 year         96,808,614       90.7               -       96,808,614      26,741,541       67.6                    26,741,541
       1 to 2 years           1,936,191        1.8               -        1,936,191         943,410        2.4                       943,410
       2 to 3 years             221,072        0.2               -          221,072         376,038        0.9                       376,038
       Over 3 years           7,758,346
                            _______         ____7.3      (7,392,429)
                                                        _______             365,917
                                                                        _______          11,522,556
                                                                                        _______           29.1
                                                                                                        ____         (11,120,600)
                                                                                                                    _______ _______  401,956

                            106,724,223 100.0 (7,392,429) 99,331,794 39,583,545 100.0 (11,120,600) 28,462,945
                            _______ ____ _______ _______ _______ ____ _______ _______

       The movement of provision for other receivables is as follows:

                                           Opeing balance             Accrual          Reversal           Written-off Closing balance
                                               RMB                     RMB              RMB                 RMB            RMB

       2013                                   11,120,600             -
                                                                  _______              (607,571)
                                                                                      _______            (3,120,600)
                                                                                                        ________              7,392,429
                                                                                                                             ________
                                             ________

       As at 31 December 2013, the bad debt provision for individually significant balance is as follows:

                                                    Balance           Bad debts provision           Percentage        Reason for provision
                                                     RMB                    RMB                         %

                                                                                                                     The debtor is in the
       Tiantong Security Co., Ltd.                7,392,429
                                                 ________                 7,392,429
                                                                         ________                      100            process of liquidation
                                                 ________                ________

       As at 31 December 2012, the bad debt provision for individually significant balance is as follows:

                                                    Balance           Bad debts provision           Percentage        Reason for provision
                                                     RMB                    RMB                         %

       Tiantong Security Co., Ltd.                  8,000,000              8,000,000                   100           The debtor is in the
                                                                                                                      process of liquidation
                                                                                                       100           The aging is more than
                                                                                                                      three years and not
       Finance Bureau of Jingyang County          3,120,600
                                                 ________                 3,120,600
                                                                         ________                                     likely to be recovered
                                                  11,120,600
                                                 ________                 11,120,600
                                                                         ________
                                                                                                                                           - 44 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

6.     Other receivables - continued

(2)    Reversals and collections during the current period

                                      Reasons for    Basis of determining     Accumulated bad debt          Amount of
                                      reversal or    the original bad debt       provision prior to         reversals or
       Content of other receivables   collections          provision          reversals or collections      collections
                                                                                       RMB                     RMB

       Tiantong Security Co., Ltd.     Collected     Exceed credit period          (8,000,000)                607,571

(3)    Other receivables written off in the reporting period

       Write off of other receivables in 2013
                                                                                       Reason of         Whether are related
                                       Nature               Write-off amount           write-off          party transaction
                                                                 RMB

       Custom of Yantai       Government borrowings            3,120,600
                                                               _______             Unable to recover             No


(4)    As at 31 December 2013, there was no other receivable due from shareholders with voting rights
       of 5% or above (31 December 2012: Nil).

(5)    Top five entities with the largest balances of other receivables

       As at 31 December 2013, the top 5 of other receivables are as follows:

                                            Relationship                                                 Percentage of total
                                           with the Group         Amount                 Aging            other receivable
                                                                   RMB                                           %

       Non-taxing account of Bureau of
       Finance of Yantai Economic
       Development Zone                      Third party        52,880,000           Within 1 year              49.5
       Tiantong Security Co., Ltd.           Third party         7,392,429           Over 3 years                6.9
       Construction Union of Yantai
       Economic Development Zone             Third party          5,000,000          Within 1 year               4.7
       Liaoning Administration of
       Foreign Experts Affairs               Third party          1,894,055          Within 1 year               1.8
       Yantai Electronic Company of
       Shandong Electronic Power Group       Third party           953,200
                                                                ________             Within 1 year               0.9
                                                                                                                ___
                                                                 68,119,684
                                                                ________                                        63.8
                                                                                                                ___

(6)    As at 31 December 2013, there was no other receivable due from related parties (31 December
       2012: Nil).




                                                                                                                           - 45 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

7.     Inventories

                                                      2013                                              2012
                                                                 Net carrying                                       Net carrying
                                  Balance            Provision     amount          Balance         Provision          amount
                                   RMB                 RMB          RMB             RMB              RMB               RMB

       Raw material               85,025,169                -      85,025,169       61,041,026             -          61,041,026
       Finished goods          1,119,090,234       (13,135,590) 1,105,954,644    1,051,981,303    (15,378,581)     1,036,602,722
       Work in progress          930,137,624
                               _________                          930,137,624
                                                    _______- _________           1,170,977,693
                                                                                 _________         _______-        1,170,977,693
                                                                                                                   _________
                               2,134,253,027        13,135,590 2,142,226,138 2,284,000,022
                                                    _______ _________ _________                   15,378,581
                                                                                                  _______          2,268,621,441
                                                                                                                   _________
                               _________

       Movement of inventory provision is as follows:

       2013                                    Opening balance        Increase               Decrease           Closing balance
                                                   RMB                 RMB                    RMB                    RMB

       Finished goods                            15,378,581
                                                ________               -
                                                                    _______               (2,242,991)
                                                                                         ________                 13,135,590
                                                                                                                 ________


8.     Long-term equity investment

       2013

                                                    Opening
                                                   and closing     Equity           Voting                          Current year
                                Initial cost         balance       interest         power           Provision        provision
                                   RMB                RMB             %               %               RMB              RMB

       Cost method:
       Yantai Dingtao
       Construction and
       Development Co., Ltd.
       ("Yantai Dingtao")       10,000,000
                                _______             5,000,000
                                                    ______          ___18            ___18         10,000,000
                                                                                                   _______           5,000,000
                                                                                                                     ______




                                                                                                                               - 46 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

9.     Property, plant and equipment

       2013                             Opening balance          Increase       Decrease         Closing balance
                                            RMB                   RMB            RMB                  RMB

       Cost
       Buildings                         1,376,818,737           97,296,111     (9,468,040)      1,464,646,808
       Machineries and equipment         1,110,690,952          128,413,628     (2,912,455)      1,236,192,125
       Motor vehicles                       22,278,132
                                         __________               2,753,815
                                                               _________          (706,458)
                                                                               ________             24,325,489
                                                                                                 __________
                                         2,509,787,821
                                         __________             228,463,554
                                                               _________       (13,086,953)
                                                                               ________          2,725,164,422
                                                                                                 __________
                                                                               ________
       Accumulated depreciation
       Buildings                           184,409,573          39,161,069      (1,137,624)        222,433,018
       Machineries and equipment           484,127,864          83,721,184      (2,190,053)        565,658,995
       Motor vehicles                       17,266,663
                                         __________              2,821,311
                                                               _________          (656,909)
                                                                               ________             19,431,065
                                                                                                 __________
                                           685,804,100
                                         __________             125,703,564
                                                               _________        (3,984,586)
                                                                               ________            807,523,078
                                                                                                 __________
       Net carrying amount
       Buildings                         1,192,409,164                                           1,242,213,790
       Machineries and equipment           626,563,088                                             670,533,130
       Motor vehicles                        5,011,469
                                         __________                                                  4,894,424
                                                                                                 __________
                                         1,823,983,721
                                         __________                                              1,917,641,344
                                                                                                 __________

       The increase of accumulated depreciation for 2013 is RMB125,703,564(2012: RMB125,261,510).

       The amount of transfer from construction in progress to property, plant and equipment for 2013 is
       RMB133,150,604 (2012: RMB208,080,554). The amount of property, plant and equipment
       purchased is RMB 87,479,584 and the amount disposed of is RMB5,253,586.

       As at 31 December 2013, there was no property, plant and equipment with ownership restricted
       (31 December 2012: Nil).

       As at 31 December 2013, buildings without property certificate are as follows:

                                                                                Reason for not        Expected
                                                                   Amount         receiving         receiving date
                                                                    RMB

       Beijing Chateau European town, main, service building     215,934,181      Processing            2014
       Ning Xia Wine production factory and office buildin        91,102,463      Processing            2014
       Jingyang factory Fermentation building                     66,476,601      Processing            2014
       Xinjiang Tianzhu fermentations and storage warehouse       20,255,624      Processing            2014
       Ice Wine Chateau office building and packing workshop      10,666,305      Processing            2014
       Sales Company office buildings                              5,259,058      Processing            2014
       Kylin Packaging finished goods warehouse and workshop       2,843,788      Processing            2014
       Fermentation/Experiment centre and workshop                 2,061,465
                                                                _________         Processing            2014
                                                                _________

       As at 31 December 2013, the Group has no temporary idle fixed assets, fixed assets held for sale,
       fixed assets leased in under finance leases and fixed assets leased out under operating leases (2012:
       RMB: Nil).

       As at 31 December 2013, there was no property, plant and equipment

                                                                                                               - 47 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued
10.    Construction in progress
                                                2013                                                                                         2012
                                                RMB                                                                                          RMB

       The Company's reconstruction project                                                                      269,802                  24,640,660
       Xinjiang Tianzhu workshop reconstruction project                                                        1,018,309                   4,479,084
       Kylin Packing production line project                                                                      19,800                          -
       Yantai Chateau vineyard project                                                                        10,619,000                   3,300,000
       Ningxia Chateau road project                                                                              600,000                          -
       Beijing Chateau construction project                                                                           -                       11,731
       Sales Company construction project                                                                     66,682,027                  62,842,601
       Langfang Castor workshop project                                                                               -                    7,633,319
       Jingyang Wine fermentation workshop
       reconstruction project                                                                                 158,569                            -
       Ningxia united workshop                                                                              1,464,202                     1,556,490
       Shi He Zi Chateau construction project                                                             152,871,244                   156,451,724
       Ningxia Chateau construction project                                                                92,062,210                    41,367,789
       Xianyang Chateau construction project                                                              403,657,745                   261,525,502
       Research, development and manufacturing center
       Construction Project                                                                             558,716,989                     169,912,227
       Ding Luo Te Chateau Project                                                                      119,074,949                      91,790,388
       Huanren factory construction project                                                              16,439,684
                                                                                                      ____________                        7,317,174
                                                                                                                                        __________
                                                                                                       1,423,654,530
                                                                                                      ____________                      832,828,689
                                                                                                                                        __________

                                                                                                                                                 Accumulated
                                                                                                                                                 expenditure
       2013                                       Budget       Opening balance    Addition     Transfer to PPE   Closing balance   Financed by     /budget
                                                  RMB              RMB             RMB              RMB               RMB                             %

       The Company's reonstruction project      201,440,000       24,640,660      32,254,029     (56,624,887)         269,802      Self-raised       90.2
       Xinjiang Tianzhu Workshop
       Reconstruction Project                    37,570,000        4,479,084             -        (4,479,084)               -      Self-raised      100.0
       Xinjiang Tianzhu technology
       innovation and reconstruction project      3,500,000               -        1,225,437        (207,128)        1,018,309     Self-raised       35.0
       Kylin Packing production line project      6,200,000               -           99,250         (79,450)           19,800     Self-raised       86.9
       Yantai Chateau vineyard project           30,000,000        3,300,000       7,319,000              -                        Self-raised       35.4
       Ningxia Chateau road project                 600,000               -          600,000              -           600,000      Self-raised      100.0
       Beijing Chateau construction project         268,565           11,731      10,464,327     (10,476,058)              -       Self-raised       99.4
       AFIP Wine grape trellis project           21,000,000               -          268,565        (268,565)              -       Self-raised      100.0
       Sales Company construction project       106,350,000       62,842,601       4,309,633        (470,207)      66,682,027      Self-raised      116.9
       Langfang Castor workshop project          19,727,000        7,633,319       5,809,469     (13,442,788)              -       Self-raised       69.0
       Jingyang ferment project                  26,000,000               -          158,569              -           158,569      Self-raised       72.8
       Ningxia United Workshop                   58,700,000        1,556,490         187,028        (279,316)       1,464,202      Self-raised       98.0
       Shihezi Chateau
       Construction Project                     750,000,000      156,451,724      43,242,641     (46,823,121)     152,871,244      Self-raised       75.0
       Ningxia Chateau
       Construction Project                     284,150,000       41,367,789      50,694,421              -        92,062,210      Self-raised      104.4
       Xianyang Chateau
       Construction Project                     440,740,000      261,525,502     142,132,243              -       403,657,745      Self-raised       91.6
       Research, development and
       manufacturing center
       Construction Project                    1,693,970,000     169,912,227     384,413,763              -       554,325,990      Self-raised       37.4
       Ding Luo Te Chateau project               152,400,000      91,790,388      27,284,561              -       119,074,948      Self-raised       78.1
       Huanren factory construction project       15,000,000    ______
                                                                   7,317,174     ______ _______ _______
                                                                                   9,122,510              -        16,439,684      Self-raised      109.6

                                                                832,828,689      723,976,445 (133,150,604) 1,419,263,530
                                                                ______           ______ _______ _______

       There was no interest capitalized in construction in progress in 2013.

       As at 31 December 2013, there was no provision was made for the construction in process.



                                                                                                                                                      - 48 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

11.    Intangible assets

       2013                                     Opening balance        Increase      Closing balance
                                                    RMB                 RMB               RMB

       Cost
       Land use right                              299,710,962        1,332,053           301,043,015
       Software use right                            3,780,000
                                                   __________        23,343,447
                                                                     _________             27,123,447
                                                                                          __________
                                                   303,490,962
                                                   __________        24,675,500
                                                                     _________            328,166,462
                                                                                          __________
       Accumulated amortization
       Land use right                               21,717,040        5,970,876            27,687,916
       Software use right                            3,480,000
                                                   __________           868,792
                                                                     _________              4,348,792
                                                                                          __________
                                                    25,197,040
                                                   __________         6,839,668
                                                                     _________             32,036,708
                                                                                          __________
       Net carrying amount
       Land use right                              277,993,922                            273,355,099
       Software use right                              300,000
                                                   __________                              22,774,655
                                                                                          __________
                                                   278,293,922
                                                   __________                             296,129,754
                                                                                          __________

       The amortisation of 2013 is RMB6,839,668.

       As at 31 December 2013, there was no intangible asset with restricted ownership.


12.    Biological assets

                                                                                            2013
                                                                                            RMB

       Opening balance                                                                 39,681,580
       Addition                                                                        62,959,555
       Amortization                                                                      (846,620)
                                                                                      __________
       Closing balance                                                                101,794,515
                                                                                      __________

       As at 31 December 2013, there is no biological asset with ownership restricted. As at 31
       December 2013, the Group's accumulated depreciation of biological assets is RMB8,795,165
       (2012: RMB7,948,545).

       As at 31 December 2013, there is no indication that biological assets may be impaired, and no
       provision was made.




                                                                                                   - 49 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

13.    Goodwill

       2013                              Opening balance    Increase         Decrease      Closing balance
                                             RMB             RMB              RMB               RMB

       French sales                            -           13,112,525
                                                           ________             -
                                                                             ______          13,112,525
                                                                                             ________
                                            ______

       As mentioned above in Note XI-1, in order to determine the fair value of assets and liabilities of
       French Sales at the acquisition date, a valuation institution is to be hired to determine the fair
       value of the assets and liabilities of the company. As the valuation has not been commenced till
       the issue of financial statements of 2013, the Group temporarily recognised the book value of
       assets and liabilities of French Sales as its fair value at the acquisition date. Therefore, the Group
       recognised a goodwill of RMB13,112,525 in regard to the acquisition. The valuation is expected
       to be finished in 2014 and the book value of assets, liabilities and goodwill above will also be
       adjusted according to the valuation result.


14.    Long-term prepaid expenses

       2013                              Opening balance    Increase       Amortization    Closing balance
                                             RMB             RMB             RMB                RMB

       Land lease prepayments               63,541,467      2,936,860       (3,977,253)       62,501,074
       Land requisition fee                 50,849,948             -        (2,458,948)       48,391,000
       Greening fee                         44,747,706     10,218,601      (11,273,043)       43,693,264
       Others                                1,732,739
                                          _________         9,275,455
                                                           ________            (71,729)
                                                                           ________           10,936,465
                                                                                            _________
                                           160,871,860
                                          _________        22,430,916
                                                           ________        (17,780,973)
                                                                           ________          165,521,803
                                                                                            _________
                                                                           ________


15.    Deferred tax assets/liabilities

       Deferred tax assets and liabilities are presented separately:

       Deferred tax assets and liabilities recognized are as follows:

                                                                          2013                 2012
                                                                          RMB                  RMB

       Deferred tax assets
       Unrealized profit from intra-company transactions                 84,493,108          98,817,513
       Unpaid bonus                                                      19,635,738          20,873,113
       Retirement benefit                                                 4,877,490           6,178,176
       Asset impairment provision                                         7,632,005           7,874,795
       Deductable losses                                                 24,346,814          10,064,437
       Deferred income                                                   17,547,935
                                                                        __________            6,568,104
                                                                                            __________
                                                                        158,533,090
                                                                        __________          150,376,138
                                                                                            __________
       Deferred tax liabilities
       Fair value adjustment in business combination under
       non-common control                                                 5,336,115
                                                                        __________            5,336,115
                                                                                            __________
                                                                                                      - 50 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

15.    Deferred tax assets/liabilities - continued

       Deferred tax assets and liabilities not recognized:

                                                                         2013                 2012
                                                                         RMB                  RMB

       Deductable losses                                              20,440,916
                                                                      _________            20,505,913
                                                                                           _________

       Deductable losses not recognized as deferred tax assets will expire in:

                                                                         2013                 2012
                                                                         RMB                  RMB

       2013                                                                   -                64,997
       2014                                                           19,077,494           19,077,494
       2015                                                            1,363,422
                                                                      _________             1,363,422
                                                                                           _________
                                                                      20,440,916
                                                                      _________            20,505,913
                                                                                           _________

       Temporary differences from assets and liabilities that resulting in such differences are as follows:

                                                                         2013                 2012
                                                                         RMB                  RMB

       Deductible temporary difference
       Unrealized profit from intra-company transactions              337,972,438          395,270,055
       Unpaid bonus                                                    78,542,951           83,492,454
       Early retirement benefit                                        19,509,959           24,712,704
       Provision for impairment                                        30,528,019           31,499,181
       Deductible losses                                               97,387,257           40,257,750
       Deferred income                                                 96,526,843
                                                                      __________            40,465,889
                                                                                           __________
                                                                      660,467,467
                                                                      __________           615,698,033
                                                                                           __________

                                                                         2013                 2012
                                                                         RMB                  RMB

       Taxable temporary difference
       Fair value adjustment in business
       combination under non-common control                           21,344,460
                                                                      _________            21,344,460
                                                                                           _________




                                                                                                      - 51 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

16.    Provision for impairment of assets

       2013

                                        Opeing balance    Accrual     Reversal       Written-off Closing balance
                                            RMB            RMB         RMB             RMB            RMB

       Bad debt provision                  11,120,600           -      (607,571)     (3,120,600)       7,392,429
       Inventory provision                15,378,581            -    (2,242,991)             -        13,135,590
                                            5,000,000
       Investment of long-term investment ________       5,000,000
                                                         _______     _______-       ________-         10,000,000
                                                                                                     ________
                                          31,499,181
                                         ________        5,000,000
                                                         _______     (2,850,562)
                                                                     _______         (3,120,600)
                                                                                    ________          30,528,019
                                                                                                     ________
                                                                     _______


17.    Other non-current assets

                                                                             2013                    2012
                                                                             RMB                     RMB

       Ningxia Growing's biological assets                                21,370,902                24,898,903
       Unrecognised finance charge                                         3,601,902
                                                                         __________                  3,281,132
                                                                                                   __________
                                                                          24,972,804
                                                                         __________                 28,180,035
                                                                                                   __________


18.    Short-term borrowings

                                                                             2013                    2012
                                                                             RMB                     RMB

       Secured loans with securities under the custody of lenders        243,170,674
                                                                         __________                    -
                                                                                                    ______

       As at 31 December 2013, secured loans with securities under the custody of lenders is the amount
       borrowed by the Company from Qingdao Branch of HSBC with the bank deposit of RMB
       125,000,000 as custody. The borrowing amount is HKD303,963,343 with annual interest rate of
       1.8% and borrowing period from 5 July 2013 to 4 July 2014.




                                                                                                             - 52 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

19.    Trade payables

       The trade payables are interest free with a credit period no more than three months from its
       suppliers normally.

                                                                     2013                2012
                                                                     RMB                 RMB

       Within 1 year                                              258,116,331
                                                                  __________          324,881,168
                                                                                      __________

       As at 31 December 2013, there are no payables to the shareholders with voting rights of 5%, the
       Group's outstanding balance payable to related parties are as following:

                                                                     2013                2012
                                                                     RMB                 RMB

       Accounts payables to related party
       Yantai ShenMa Packing Co., Ltd.                            46,370,178          43,366,087
       Yantai Zhongya Pharmaceutical Tonic Wine Co., Ltd.          4,520,101           7,972,184
       Yantai Changyu Wine Culture Museum Limited                    177,526
                                                                  _________                   -
                                                                                      _________
                                                                  51,067,805
                                                                  _________           51,338,271
                                                                                      _________


20.    Advances from customers

                                                                     2013                2012
                                                                     RMB                 RMB

       Within 1 year                                              182,757,182         450,172,253
       1 to 2 years                                                 5,894,072
                                                                  __________                   -
                                                                                      __________
                                                                  188,651,254
                                                                  __________          450,172,253
                                                                                      __________

       As at 31 December 2013, the Group had no outstanding balance payable to the related parties or
       shareholders with voting rights of 5% or above (31 December 2012: Nil).




                                                                                                - 53 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

21.    Employee benefit

       31 December 2013

                                      Opening balance     Increase          Decrease      Closing balance
                                          RMB              RMB               RMB               RMB

       Salaries and bonus                87,598,216     308,001,166       (309,061,233)      86,538,149
       Staff benefit                             -        8,499,785         (8,499,785)              -
       Staff welfare                        262,293      42,937,485        (43,022,516)         177,262
       Includes:
        Medical insurance                    57,516        8,998,978        (8,902,904)         153,590
        Pension                             202,487       30,598,636       (30,777,674)          23,449
        Unemployment insurance                2,148        1,637,364        (1,639,289)             223
        Injury insurance                        142          929,453          (929,595)              -
        Maternity insurance                      -           773,054          (773,054)              -
        Housing fund                        294,914        7,795,836        (8,080,818)           9,932
        Union fee and education fee       2,018,390        4,684,475        (4,320,864)       2,382,001
        Termination benefits             27,993,831        1,799,076        (6,684,987)     23,107,920
        Other allowances                 22,317,283
                                       _________        _________-            (210,410)
                                                                          _________          22,106,873
                                                                                           _________
                                        140,484,927      373,717,823
                                                        _________         (379,880,613)
                                                                          _________         134,322,137
                                                                                           _________
                                       _________

       As at 31 December 2013, the Group had no overdue employee benefit payable (31 December
       2012: Nil).


22.    Taxes payable

                                                                         2013                 2012
                                                                         RMB                  RMB

       Value added tax                                                     862,414        (21,005,478)
       Consumption tax                                                  26,658,283         33,478,543
       Business tax                                                      4,348,055          1,041,384
       Corporation income tax                                          142,079,369        405,075,954
       Urban land use tax                                                  878,982          1,180,572
       Individual income tax                                             6,824,553          6,091,205
       City construction tax                                             6,016,703          8,872,888
       Property tax                                                        655,545          1,904,752
       Others                                                            6,016,703
                                                                       __________           7,444,756
                                                                                          __________
                                                                       194,413,430
                                                                       __________         444,084,576
                                                                                          __________




                                                                                                       - 54 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

23.    Other payables

                                                                       2013                  2012
                                                                       RMB                   RMB

       Deposit from distributors                                    215,888,735          210,775,654
       Royalty fee                                                   78,986,198           99,943,588
       Payables for equipment and construction                       63,133,029           51,846,156
       Advertising costs                                             51,854,647           20,434,958
       Deposits from suppliers                                        2,565,206            2,370,702
       Others                                                        84,873,815
                                                                    __________            85,279,053
                                                                                         __________
                                                                    497,301,630
                                                                    __________           470,650,111
                                                                                         __________

       The balance due to the shareholders with voting right of 5% or above is as follows:

                                                                       2013                  2012
                                                                       RMB                   RMB

       Royalty fee                                                  78,986,198           99,943,588
       Yantai ShenMa Packing Co., Ltd.                                 165,230                   -
       Yantai Zhongya Pharmaceutical Tonic Wine Co., Ltd.               52,760
                                                                    _________                    -
                                                                                         _________
                                                                    79,204,188
                                                                    _________            99,943,588
                                                                                         _________

       As at 31 December 2013, significant outstanding balance aged over than one year is as follows:

                                                                                         Reasons for
                                                                  Amount payable         outstanding
                                                                     RMB
       Economical cooperative society East Baiyan Street                                  Unpaid
       Juge District Miyun County                                    5,390,354
                                                                     ________           Land Rental


       There was no repayment of the above balances after the balance sheet date.




                                                                                                    - 55 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

24.    Non-current liabilities due within one year

                                                                         2013                 2012
                                                                         RMB                  RMB

       Trust scheme due within one year                                    -               142,785,000
       Interest payable                                                    -
                                                                        ______               8,160,000
                                                                                           __________
                                                                           -
                                                                        ______             150,945,000
                                                                                           __________

       In October 2012, the Company and Shangdong Province International Trust Co., Ltd.("Shandong
       Trust") entered into a profit transfer agreement ("October 2012 trust scheme"), pursuant to which
       the Company agreed to transfer its right to the profit generated by certain type of wine to a special
       trust fund established by Shandong Trust and received RMB90,000,000 with annual interest rate
       of 8.5%. The specified profit right includes the following benefits: (1) The gains generated in the
       delivery of packed wine according to the delivering instruction by Shandong Trust; (2) The
       disposal gain of the target assets in any case; and (3) Any other gains generated by the target
       assets. According to the contract, the Company paid interest to Shandong Trust at an interest rate
       of 8.5% and returned the amount of the trust option not exercised of target assets when the
       arrangement expires. The October 2012 trust scheme has expired on 5 November 2013. As no
       option is exercised by Shandong Trust, the Company liquidated the trust scheme in cash on 15
       November 2013 in accordance with the agreement.

       In July 2011, the Company and Zhonghai Trust Co., Ltd.("Zhonghai Trust") entered into a profit
       transfer agreement ("July 2011 trust scheme"), pursuant to which the Company agreed to transfer
       its right to the profit generated by certain type of wine to a special trust fund established by
       Zhonghai Trust and received RMB52,785,000 with annual interest rate of 7%. The specified
       profit right includes the following benefits: (1) The gains generated in the delivery of packed wine
       according to the delivering instruction by Zhonghai Trust; (2) The disposal gain of the target
       assets in any case; and (3) Any other gains generated by the target assets. The July 2011 trust
       scheme has expired on 20 February 2013. As no option is exercised by Zhonghai Trust, the
       Company liquidated the trust scheme in cash on 21 February 2013 in accordance with the
       agreement.


25.    Other current liabilities

                                                                         2013                 2012
                                                                         RMB                  RMB

       Deferred income                                                12,915,801
                                                                      _________            8,090,382
                                                                                           ________




                                                                                                       - 56 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

25.    Other current liabilities - continued

       Details of deferred income:

                                                                                                   2013                           2012
                                                                                                   RMB                            RMB

       Government grant related with assets
       Fund to support major constructing projects                                               4,403,000                 2,404,874
       Fund to support emerging and key industries                                               3,159,227                 2,300,808
       Others                                                                                    5,353,574
                                                                                                _________                  3,384,700
                                                                                                                           ________
                                                                                                12,915,801
                                                                                                _________                  8,090,382
                                                                                                                           ________


26.    Other non-current liabilities

                                                                                                   2013                           2012
                                                                                                   RMB                            RMB

       Employee benefit                                   (1)                                    4,755,794                  7,856,000
       Deferred income                                    (2)                                   83,611,041
                                                                                                _________                  61,148,861
                                                                                                                           _________
                                                                                                88,366,835
                                                                                                _________                  69,004,861
                                                                                                                           _________

       (1)    Employee benefit represents bonus accrued for management. According to the bonus
              payment schedule of 2013, the bonus is expected to be paid during 2015 to 2016.

       (2)    Government grants:
                                                                                   Recognized in
                                                                                   non-operating     Other                          Related to
              Liability Items                           Opening       Addition        income       movements         Closing       Assets/Income
                                                         RMB           RMB             RMB           RMB              RMB

              Luxury wine culture industry
              construction specific funds                       -      3,000,000       (480,000)           -          2,520,000       Income
              Miyun Propaganda Department transfer       4,444,725            -              -             -          4,444,725        Assets
              Grape base project specific funds                 -      1,480,000       (740,000)           -            740,000        Assets
              Ningxia industry revitalization and
              technology reconstruction funds            9,400,000     5,900,000       (940,000)           -         14,360,000       Assets
              Industry revitalization and technology
              reconstruction specific funds                     -     21,330,000             -              -        21,330,000       Assets
              Wine base liquor brewage project          11,913,864            -      (1,434,874)            -        10,478,990       Assets
              Innovation supporting funds                1,000,000            -              -      (1,000,000)              -        Assets
              WuYouYiXin industrial cluster
              specific funds                               240,000           -          (60,000)           -            180,000       Assets
              Changyu chateau project funds             23,677,300           -       (3,858,700)           -         19,818,600       Assets
              Wine electronic tracking system
              specific funds                             7,633,354           -       (1,772,827)           -          5,860,527       Assets
              Wine industry specific funds                 930,000           -               -             -            930,000       Assets
              Shandong Peninsula Blue Economic
              Area construction funds                   10,000,000           -              -              -         10,000,000       Assets
              863 Program subsidy funds
              for scientific research                           -        64,000             -              -            64,000        Assets
              Information system construction
              project technology funds                 ______- ______
                                                                    5,800,000      ______-         ______-        _______
                                                                                                                     5,800,000        Assets

              Total                                    ______ ______
                                                        69,239,243 37,574,000      ______
                                                                                    (9,286,401)    ______
                                                                                                    (1,000,000)   _______
                                                                                                                    96,526,842

              Less: Non-current liabilities due
                    within one year                    ______
                                                        (8,090,382)                                               _______
                                                                                                                   (12,915,801)

              Other non-current liabilities             61,148,861                                                  83,611,041
                                                       ______                                                     _______
                                                                                                                                           - 57 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

27.    Share capital

                                                                    Unrestricted
       2013                                     Opening balance      in 2013         Closing balance
                                                    RMB               RMB                 RMB

       Unrestricted shares
       A Shares                                   453,460,800            -             453,460,800
       B Shares                                   232,003,200
                                                  __________             -
                                                                      _______          232,003,200
                                                                                       __________
       Total of unrestricted shares               685,464,000
                                                  __________             -
                                                                      _______          685,464,000
                                                                                       __________
       Total shares                               685,464,000
                                                  __________             -
                                                                      _______          685,464,000
                                                                                       __________

                                                                    Unrestricted
       2012                                     Opening balance      in 2012         Closing balance
                                                    RMB               RMB                 RMB

       Unrestricted shares
       A Shares                                   348,816,000       104,644,800        453,460,800
       B Shares                                   178,464,000
                                                  __________         53,539,200
                                                                    __________         232,003,200
                                                                                       __________
       Total of unrestricted shares               527,280,000
                                                  __________        158,184,000
                                                                    __________         685,464,000
                                                                                       __________
       Total shares                               527,280,000
                                                  __________        158,184,000
                                                                    __________         685,464,000
                                                                                       __________

       On 15 May 2012, the board of the directors of the Company proposed a cash dividend of
       RMB15.2 every 10 shares in respect of 2011 based on the issued shares of 527,280,000. The
       aggregate amount of cash dividend is RMB 801,465,600. Meanwhile, the board of the directors
       proposed an allotment to all shareholders by 3 shares every 10 shares based on the issued shares
       of 527,280,000. The aggregate amount of share dividend transferred to share capital is
       RMB158,184,000.


28.    Capital surplus

       2013                                     Opening balance       Addition       Closing balance
                                                    RMB                RMB                RMB

       Share premium                              557,222,454               -          557,222,454
       Other                                        4,916,588
                                                  __________         1,000,000
                                                                     ________            5,916,588
                                                                                       __________
                                                  562,139,042
                                                  __________         1,000,000
                                                                     ________          563,139,042
                                                                                       __________

       According to Xing Cai (Qi) Fa [2009]1160, Ningxia Wine recognised government grant of
       RMB1,000,000 into capital reserve. The grant was previously recognised in deferred income and
       was due within 2013.




                                                                                                 - 58 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

28.    Capital surplus - continued

       2012                                      Opening balance        Addition        Closing balance
                                                     RMB                 RMB                 RMB

       Share premium                                557,222,454             -             557,222,454
       Other                                          4,916,588
                                                    __________              -
                                                                         ______             4,916,588
                                                                                          __________
                                                    562,139,042
                                                    __________              -
                                                                         ______           562,139,042
                                                                                          __________


29.    Surplus reserve

       In accordance with the Company Law of the People's Republic of China and the Articles of
       Association of the Company, the Company is required to appropriate 10% of the net profit to the
       statutory surplus reserve until the accumulated balance of the statutory surplus reserve reaches
       50% of the registered share capital. As the Company's surplus reserve has reached 50% of the
       share capital, the Company does not appropriate net profit to the surplus reserve in 2013.

       The Company can appropriate discretionary surplus reserve after appropriation of the statutory
       surplus reserve. Discretionary surplus reserve can be utilized to offset the deficit or increase the
       share capital after approval.


30.    Retained earnings

                                                                        2013                 2012
                                                                        RMB                  RMB

       Retained earnings brought forward                            4,322,769,136        3,628,279,989
       Add: profit attributable to shareholders of the Company      1,048,185,927        1,700,928,117
       Less: Dividends paid in respect prior year's profit                     -          (801,465,600)
             Withdrawal of legal surplus                             (754,010,400)         (46,789,370)
             Conversion of ordinary share dividends                ____________-          (158,184,000)
                                                                                        ____________
       Retained earnings carried forward                            4,616,944,663        4,322,769,136
                                                                                        ____________
                                                                   ____________

       In accordance with the Articles of Association of the Company, the Company is required to
       appropriate 10% of the net profit to the statutory surplus reserve until the accumulated balance of
       the statutory surplus reserve reaches 50% of the registered share capital.

       As at 31 December 2013, the balance of the Group's unappropriated profits include appropriation
       to surplus reserve by subsidiaries amounting to RMB37,554,671 (31 December 2012:
       RMB33,838,221).

       According to the board of the directors resolution raised on 24 April 2014, the Company proposed
       a cash dividend of RMB5 (tax inclusive) for every 10 shares in respect of 2013 based on the
       issued shares of 685,464,000. The aggregate amount of cash dividend is RMB342,732,000. The
       resolution is to be approved by the annual general meeting.

                                                                                                     - 59 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

31.    Assets with restriction of ownership

       2013                          Opening balance     Increase          Decrease      Closing balance
                                         RMB              RMB               RMB               RMB

       Cash at bank                      2,652,083     131,257,285            (42,846)     133,866,522
       Inventory                        25,726,686
                                       ________        _________-         (25,726,686)
                                                                          ________               -
                                                                                          _________
                                        28,378,769      131,257,285
                                                       _________          (25,769,532)
                                                                          ________         133,866,522
                                                                                          _________
                                       ________                           ________

       As at 31 December 2013, cash and bank balances with restriction of ownership include: the
       Group's housing fund of RMB2,609,237, security of RMB125,000,000 pledged for a short-term
       borrowing from HSBC of HKD303,963,343 (translated as RMB243,170,674), refundable deposit
       for notes payable of Shi He Zi Chateau of RMB5,965,996, and company cards deposit guarantee
       of RMB291,289.

       As at 31 December 2012, the profit transfer trust scheme set on 2012 expired and the restriction
       on inventory removed, therefore there is no inventory with restriction of ownership.


32.    Operating income and costs

       Operating income is analyzed as follows:

                                                                         2013                2012
                                                                         RMB                 RMB

       Principal operating income                                     4,273,801,693       5,556,442,502
       Other operating income                                            47,146,879
                                                                     ____________            87,088,051
                                                                                         ____________
                                                                      4,320,948,572       5,643,530,553
                                                                                         ____________
                                                                     ____________

       Operating cost is analyzed as follows:

                                                                         2013                2012
                                                                         RMB                 RMB

       Principal operating income                                     1,336,631,197      1,359,873,644
       Other operating income                                            21,266,802
                                                                     ____________           41,215,339
                                                                                         ____________
                                                                      1,357,897,999       1,401,088,983
                                                                                         ____________
                                                                     ____________

       The operating income for the group is mainly from the sales of wine, brandy and sparkling wine.
       Over 99% of the sales generated in PRC.




                                                                                                      - 60 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

32.    Operating income and costs - continued

       Operating income from top five customers in 2013 is as follows:

                                                                                      Percentage of total
                                                                         Amount       operating incomes
                                                                          RMB                 %

       Foshan Nanhai Dali Qianxingrong wine house                        38,543,431           0.9
       Guangzhou Baiyun Huimingxin liquor store                          35,388,051           0.8
       Fuzhou Shengshi Hanggang Trading Co. Ltd.                         26,095,961           0.6
       Fugang Shijiao Liang's store                                      25,359,599           0.6
       Hui'an Luocheng Quanxing liquor store                             24,904,311
                                                                        __________            0.6
                                                                                             ___
                                                                        150,291,353
                                                                        __________            3.5
                                                                                             ___

       Operating income is analyzed as follows:

                                                                          2013              2012
                                                                          RMB               RMB

       Sale of goods                                                 4,273,801,693      5,556,442,502
       Rendering of services                                            47,146,879
                                                                    ____________           87,088,051
                                                                                       ____________
                                                                     4,320,948,572      5,643,530,553
                                                                                       ____________
                                                                    ____________


33.    Taxes and surcharges

                                                                          2013              2012
                                                                          RMB               RMB

       Consumption tax                                                  150,438,896      198,061,661
       Business Tax                                                       2,595,076        4,490,563
       City construction tax                                             44,937,923       61,248,671
       Education fee and surcharges                                      31,426,897       45,595,614
       Others                                                             6,995,372
                                                                        __________         8,817,794
                                                                                         __________
                                                                        236,394,164
                                                                        __________       318,214,304
                                                                                         __________

       For detail standards of tax rate please refer to Notes IV Tax.




                                                                                                    - 61 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

34.    Selling expenses

                                                      2013             2012
                                                      RMB              RMB

       Advertising costs                            577,727,845      832,290,075
       Freight                                      126,085,723      136,710,184
       Salary and employee benefit                  196,790,695      191,099,359
       Trademark fee                                 78,986,198       99,943,588
       Warehouse leasing expenses                    37,714,861       36,959,537
       Travelling expenses                           20,927,235       23,177,961
       Commission                                    13,828,552       12,314,338
       Expenses incurred for Wine festival            1,211,634       29,711,497
       Others                                        87,563,407
                                                  ____________        87,017,624
                                                                   ____________
                                                   1,140,836,150
                                                  ____________      1,449,224,163
                                                                   ____________


35.    General and administrative expense

                                                      2013             2012
                                                      RMB              RMB

       Salary and employee benefit                  39,539,807       55,908,211
       Insurance fee                                29,625,036       30,024,891
       Leasing expenses                              7,337,569        8,943,367
       Depreciation                                 24,694,962       23,715,321
       Amortization                                  8,396,636        5,793,090
       Administrative expenses                      13,706,767       14,546,769
       Travelling expenses                           6,604,787        6,379,358
       Entertainment fee                             3,964,265        5,296,737
       Property tax, stamp duty and other taxes     11,118,372       13,619,934
       Maintenance fee                              15,723,166       14,716,086
       Management fee                               23,545,171       11,745,536
       Others                                       61,242,412
                                                   __________        63,685,509
                                                                    __________
                                                   245,498,950
                                                   __________       254,374,809
                                                                    __________


36.    Loss on impairment of assets

                                                      2013             2012
                                                      RMB              RMB

       Impairment loss                               (607,571)              -
       Inventory provision                         (2,242,991)       2,777,648
       Bad debts provision                          5,000,000
                                                   _________                -
                                                                     ________
                                                    2,149,438
                                                   _________         2,777,648
                                                                     ________

                                                                                 - 62 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

37.    Financial income

                                                                     2013          2012
                                                                     RMB           RMB

       Interest income                                             34,252,612    38,033,736
       Less: interest expenses                                    (12,681,058)   (8,493,989)
       Bank charges                                                (2,871,197)
                                                                  __________     (9,621,486)
                                                                                 _________
                                                                   18,700,357
                                                                  __________     19,918,261
                                                                                 _________


38.    Non-operation income
                                                                     2013          2012
                                                                     RMB           RMB

       Gains on disposal of non-current assets                        271,989     4,379,454
       Including: gain on disposal of plant property
                  and equipments                                      271,989       640,939
       Government grants                                           36,659,754    23,393,756
       Penalty income                                                 210,757       373,987
       Others                                                       4,966,226
                                                                   _________      7,231,063
                                                                                 _________
                                                                   42,108,726
                                                                   _________     35,378,260
                                                                                 _________

       Government grants recognized in the income statement is as follows:

                                                                     2013          2012
                                                                     RMB           RMB

       Major projects support fund                                  1,680,000     1,483,193
       Small and medium enterprises support fund                    3,902,827       646,646
       Tax refund                                                  22,163,624    14,636,437
       Others                                                       8,913,303
                                                                   _________      6,627,480
                                                                                 _________
                                                                   36,659,754
                                                                   _________     23,393,756
                                                                                 _________


39.    Non-operation expenses
                                                                     2013          2012
                                                                     RMB           RMB

       Loss on disposal of non-current assets                        678,016     2,581,199
       Including: loss on disposal of property,
                  plant and equipment                                678,016     2,581,199
       Donation                                                      291,729       221,106
       Others                                                        904,478
                                                                   ________        169,104
                                                                                 ________
                                                                   1,874,223
                                                                   ________      2,971,409
                                                                                 ________

                                                                                             - 63 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

40.    Income tax
                                                                        2013                2012
                                                                        RMB                 RMB

       Current income tax                                            357,077,756         554,519,329
       Deferred income tax                                            (8,156,952)
                                                                     __________           25,152,800
                                                                                         __________
                                                                     348,920,804
                                                                     __________          569,247,641
                                                                                         __________

       Reconciliation between income tax expenses and profits is as follows:

                                                                        2013                2012
                                                                        RMB                 RMB

       Profit before tax                                              1,397,106,731      2,270,175,758
       Income tax expense at statutory tax rate 25%                     349,276,683        567,543,940
       Effect of different tax rates applied by certain subsidiaries     (2,677,153)        (2,746,040)
       Non-taxable income                                                  (131,500)          (380,412)
       Non-deductible expenses                                            2,452,774
                                                                     ____________            4,830,153
                                                                                        ____________
       Income tax expenses at the Group's effective tax rate         348,920,804
                                                                   ____________           569,247,641
                                                                                        ____________


41.    Earnings per share

       The calculation of basic earnings per share is based on the consolidated profit attributable to
       ordinary shareholders of the Company during the year and the weighted average number of
       outstanding ordinary shares.
                                                                    2013                 2012
                                                                    RMB                 RMB

       Earnings
        Consolidated profit attributable to
        ordinary shareholders of the Company                        1,048,185,927
                                                                   ____________          1,700,928,117
                                                                                        ____________
       Shares
        Weighted average number of outstanding
        ordinary shares (i)                                          685,464,000
                                                                   ____________           685,464,000
                                                                                        ____________
       Basic earnings per share                                             1.53
                                                                   ____________                  2.48
                                                                                        ____________

       The company does not have potential dilutive ordinary shares.

       Note1: In June 2012, the Company allotted share dividend of 158,184,000 shares, after which the
              issued ordinary share became 685,464,000. Thus, the basic earnings per share is based on
              the adjusted number of shares.

       From the balance sheet date to the date of approval of this report, there are no subsequent events
       which would affect the numbers of the weighted average number of outstanding of ordinary
       shares.
                                                                                                    - 64 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

42.    Notes to consolidated cash flow statement

       Cash received relating to other operating activities:

                                                                   2013             2012
                                                                   RMB              RMB

       Government grants                                        42,783,729       30,555,824
       Others                                                    5,176,982
                                                                _________         9,496,088
                                                                                 _________
                                                                47,960,711
                                                                _________        40,051,912
                                                                                 _________

       Cash paid relating to other operating activities:

                                                                   2013             2012
                                                                   RMB              RMB

       Selling expenses                                          944,945,796     1,233,262,732
       General and administrative expenses                       102,626,714       110,485,877
       Others                                                     11,982,799
                                                               ____________          9,575,616
                                                                                ____________
                                                                1,059,555,309
                                                               ____________      1,353,324,225
                                                                                ____________
       Cash paid relating to other financing activities:

                                                                   2013             2012
                                                                   RMB              RMB

       Cash liquidation of trust scheme                         150,945,000       80,497,823
       Pledged security of short-term borrowing                 125,000,000
                                                                __________                -
                                                                                 __________
                                                                275,945,000
                                                                __________        80,497,823
                                                                                 __________




                                                                                           - 65 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VI)   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued

43.    Supplementary information to consolidated cash flow statement

(i)    Supplementary information to consolidated cash flow statement

       Cash flows from operating activities calculated by adjusting the net profit:

                                                                         2013             2012
                                                                         RMB              RMB

       Net profit                                                    1,048,185,927
                                                                    ____________       1,700,928,117
                                                                                      ____________
       Add: Loss for impairment of assets                               2,149,438         2,777,648
            Depreciation                                              125,540,127       125,261,510
            Amortization of intangible assets                           6,839,668         5,113,916
            Amortization of Biological assets                             846,620           795,539
            Amortization of long-term prepaid expenses                 17,780,973        14,130,153
            Losses/(gain) on disposal of property,
            plant and equipment                                           406,027          1,940,260
            Finance income                                            (21,571,554)       (26,261,924)
            Decrease/(increase) in deferred tax assets                 (8,156,952)        25,152,800
            Decrease/(increase) in inventories                        149,746,995       (515,434,507)
            Decrease/(increase) in operating receivables              (49,235,221)        32,246,207
            Increase/(decrease) in operating payables                (537,457,741)
                                                                    ____________         (64,608,397)
                                                                                      ____________
       Net cash flows from operating activities                       735,074,307
                                                                    ____________       1,302,041,322
                                                                                      ____________

(ii)   Cash and cash equivalent
                                                                         2013             2012
                                                                         RMB              RMB

       Closing balance                                               1,367,818,182    2,227,470,828
       Including:
        restricted bank deposits                                        2,609,237         2,652,083
        restricted other monetary funds                               131,257,285                -
        deposit with a period of over three months                    277,392,728
                                                                    ____________        662,524,719
                                                                                      ____________
       Closing balance of cash and cash equivalents                   956,558,932
                                                                    ____________       1,562,294,026
                                                                                      ____________

                                                                         2013             2012
                                                                         RMB              RMB

       Cash                                                           956,558,932     1,562,294,026
       Including:
        Cash on hand                                                      772,817             48,894
        Bank deposits on demand                                       955,786,115
                                                                    ____________       1,562,245,132
                                                                                      ____________
       Closing balance of cash and cash equivalents                   956,558,932
                                                                    ____________       1,562,294,026
                                                                                      ____________




                                                                                                 - 66 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VII) RELATED PARTY AND RELATED PARTY TRANSACTIONS

1.    Parent company

      Name of                  Type of         Place of         Legal            Scope      Registered   Percentage   Percentage     Incorporate
      parent company          enterprise     registration   representative    of business    capital      of shares of voting rights    Code
                                                                                              RMB             %            %

      Cotrolling Company   Limited Company     Yantai        SunLiqiang Manufacturing 50,000,000            50.4          50.4       265645824


      During the year ended 31 December 2013, there is no change in parent company's registered
      capital, shares holding or voting power.


2.    Subsidiaries: Please refer to Note V-1.


3.    Other related parties

                                                                             Nature of related parties                   Incorporate code

      Yantai Changyu Travelling Co., Ltd.                                    subs Controlled by the                          258258654
                                                                             same parent company
      Yantai Changyu International                                              Controlled by the                            672208146
      Window of the Wine City Co., Ltd.                                      same parent company
      Yantai ShenMa Packing Co., Ltd.                                        e Co Controlled by the                          553393350
                                                                             same parent company
      Yantai Zhongya Pharmaceutical                                             Controlled by the                            726203923
      Tonic Wine Co., Ltd.                                                   same parent company


4.    Significant related party transactions

(1)   Purchases from and sales to related parties

      Purchase from related parties

                                                                                                  2013                           2012
                                                                                                  RMB                            RMB

      Yantai ShenMa Packing Co., Ltd                                                         194,648,978                  206,438,932
      Yantai Zhongya Pharmaceutical tonic Wine Co., Ltd.                                       7,960,294                    7,821,383
      Yantai Changyu Travelling Co. Ltd.                                                       2,618,189                      118,886
      Yantai Changyu International Window
      of the Wine City Co., Ltd                                                                  100,246
                                                                                             __________                       725,996
                                                                                                                          __________
                                                                                             205,327,707
                                                                                             __________                   215,105,197
                                                                                                                          __________

      All related party transactions are based on the negotiated price.

      In 2013, purchases from related parties accounted for less than 11.9% of the Group's total
      purchase (2012: 12.0%)


                                                                                                                                         - 67 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VII) RELATED PARTY AND RELATED PARTY TRANSACTIONS - continued

4.    Significant related party transactions - continued

(1)   Purchases from and sales to related parties - continued

      Sales to related parties

                                                                                     2013                   2012
                                                                                     RMB                    RMB

      Yantai Changyu Wine Culture Museum Limited                                  5,495,959               4,382,547
      Yantai Changyu International Window
      of the Wine City Co., Ltd.                                                  2,524,559               4,450,553
      Yantai Zhongya Pharmaceutical tonic Wine Co., Ltd                           1,890,313                 512,551
      Yantai ShenMa Packing Co., Ltd.                                             1,492,538
                                                                                 _________                       -
                                                                                                          ________
                                                                                 11,403,369
                                                                                 _________                9,345,651
                                                                                                          ________

      All related party transactions are based on the negotiated price.

      In 2013, sales to related parties accounted for less than 1% of the Group's total sales (2012: less
      than 1%).

(2)   Property leased from a related party

      2013                       Note           Assets leased           Beginning date      Ending date    Rental expense

      Changyu Group Company      (a)    Warehouse and office building     2012/1/1          2016/12/31       5,858,000
                                                                                                             ______
                                                                                                             ______

      (a)    Pursuant to the lease agreement entered into between the Company and Changyu Group
             Company on 1 January 2012, starting from 1 January 2012, the Company rented properties
             from Changyu Group Company for operation purposes at a basic annual rental of
             RMB5,858,000, and till 31 December 2016. For the year ended 31 December 2013, the
             rental payable to Changyu Group Company amounted to RMB5,858,000.




                                                                                                                      - 68 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VII) RELATED PARTY AND RELATED PARTY TRANSACTIONS - continued

4.    Significant related party transactions - continued

(3)   Other significant related party transactions

                                          Note                            2013          2012
                                                                          RMB           RMB

      Royalty fee                          (a)                       78,986,198      99,943,588
      Patents fee                          (b)                           50,000
                                                                     _________           50,000
                                                                                     _________

      All related party transactions are based on the negotiated price.

      (a)    Royalty fee

             Pursuant to a royalty agreement dated 18 May 1997, starting from 18 September 1997, the
             Company may use certain trademarks of Changyu Group Company, which have been
             registered with the PRC Trademark Office. An annual royalty fee at 2% of the Group's
             annual sales is payable to Changyu Group Company. The license is effective until the
             expiry of the registration of the trademarks.

             During 2013, royalty fee paid to related company accounted for 100% of the Group (2012:
             100%).

      (b)    Patents fee

             Pursuant to a patents implementation license dated 18 May 1997, starting from 18
             September 1997, the Company may use the patents of Changyu Group Company. The
             annual patents usage fee payable by the Company to Changyu Group Company was
             RMB50,000. The contract was expired on 20 December 2005. The Company renewed
             the contract on 20 August 2006 for 10 years. The annual patents usage fee payable by the
             Company to Changyu Group Company remained RMB50,000. For the year ended 31
             December 2013, the patents usage fee payable to Changyu Group Company amounted to
             RMB50,000 (2012: RMB50,000).

             During 2013, patent fee paid to related company accounted for 100% of the Group (2012:
             100%).

(4)   Remuneration of the management

                                                                          2013          2012
                                                                          RMB           RMB

      Remuneration of the management                                  8,292,000
                                                                     _________       10,804,108
                                                                                     _________




                                                                                               - 69 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VII) RELATED PARTY AND RELATED PARTY TRANSACTIONS - continued

5.    Balance due from/ to related parties

(1)   Balance due from related parties

                                                       2013                                2012
      Trade receivables                    Balance            Provision        Balance            Provision
                                            RMB                 RMB             RMB                 RMB

      Yantai Zhongya Pharmaceutical
      tonic Wine Co., Ltd.                 2,567,129              -            1,820,376              -
      Yantai Shen Ma Packing Co. Ltd.        911,197              -                   -               -
      Yantai Changyu International
      Window of the Wine City Co., Ltd.      42,478             -                    -              -
      Yantai Changyu Travelling Co. Ltd.   _______-             -
                                                              _____             311,220
                                                                              _______               -
                                                                                                  _____
                                           3,520,804            -
                                                              _____           2,131,596
                                                                              _______               -
                                                                                                  _____
                                           _______

      The above amounts due from related parties are unsecured, interest-free and have no fixed terms
      of repayment.

(2)   Balance due to related parties

                                                                            2013                   2012
                                                                            RMB                    RMB

      Trade payable
       Yantai Shen Ma Packing Co, Ltd.                                    46,370,178          43,366,087
       Yantai Zhongya Pharmaceutical tonic Wine Co., Ltd.                  4,520,101           7,972,184
       Yantai Changyu Wine Culture Museum Limited                            177,526
                                                                          _________                   -
                                                                                              _________
      Total                                                               51,067,805          51,338,271
                                                                          _________           _________
      Other payable
       Royalty fee payable to parent company                              78,986,198          99,943,588
       Yantai Zhongya Co.,                                                   165,230                  -
       Yantai LtdShenMa Packing Co.,Ltd                                       52,760
                                                                          _________                   -
                                                                                              _________
      Total                                                               79,204,188
                                                                          _________           99,943,588
                                                                                              _________

      The above amounts due to related parties are unsecured, interest-free and have no fixed terms of
      repayment.




                                                                                                              - 70 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(VIII) CONTINGENT LIABILITIES

       The Group and the Company did not have any significant contingent liabilities as at balance sheet
       date.


(IX)   COMMITMENT

1.     Capital commitments
                                                                     2013                 2012
                                                                    RMB'000              RMB'000

       Capital commitments
        Authorized, but not contracted                                1,253,880
                                                                  ____________            1,605,664
                                                                                      ____________

2.     Operating lease commitment

       As lessee

       Significant operating lease: the Company has total future minimal lease payments under non-
       cancelable contract with lessor are as follow:

                                                                     2013                 2012
                                                                    RMB'000              RMB'000

       Within one year                                                 23,612               14,334
       One year to two years                                           11,208                8,560
       Two years to three years                                         9,726                6,512
       Three years and above                                           28,390
                                                                   _________                20,279
                                                                                        _________
                                                                       72,936               49,685
                                                                   _________            _________


(X)    POST BALANCE SHEET DATE EVENT

       According to the board of the directors resolution raised on 24 April 2014, the Company proposed
       a cash dividend of RMB5 (tax inclusive) for every 10 shares in respect of 2013 based on the
       issued shares of 685,464,000. The aggregate amount of cash dividend is RMB342,732,000. The
       resolution is to be approved by the annual general meeting.




                                                                                                   - 71 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XI)   OTHER SIGNIFICANT EVENTS

1.     Business Consolidation

       The group is the buyer in a business combination not under common control.
       The basic information of the combination is as follows:

       (1) Basic information of the acquiree:

       French Sales is a limited company founded by Mr. Georges Roullet and Mr. Charles Tavernier in
       Sant, French in 31 March 1983. The Company acquired 100% share of French Sales at the
       consideration of EUR 3,575,000 (RMB29,988,530). After the acquisition, the Company holds
       100% share of French Sales.

       (2) Primary financial information of the acquiree:

                                                                                31 December 2013
                                                                                 Closing Balance
                                                                                      RMB
       Primary financial information of the acquiree:
       Identifiable assets
        Cash and bank balances                                                      13,104,666
        Accounts receivable                                                          1,502,386
        Prepayments                                                                     15,844
        Other receivables                                                              297,601
        Inventories                                                                  2,671,923
        Fixed assets                                                                 1,550,012
        Intangible assets                                                               61,197
                                                                                    _________
       Sub-total                                                                    19,203,629
                                                                                    _________
       Identifiable liabilities
        Accounts payable                                                             1,928,669
        Other payables                                                                 157,854
        Employee benefits payable                                                      215,238
        Taxes payable                                                                   25,863
                                                                                    _________
       Sub-total                                                                     2,327,624
                                                                                    _________
       Total net assets                                                             16,876,005
                                                                                    _________
       Less: Minority interests                                                             -
       Equity attributable to the Company's shareholders                            16,876,005
       Less: Acquisition consideration                                              29,988,530
                                                                                    _________
       Goodwill                                                                     13,112,525
                                                                                    _________




                                                                                                 - 72 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XI)   OTHER SIGNIFICANT EVENTS - continued

1.     Business Consolidation - continued

       (2) Primary financial information of the acquiree: - continued

       According to the agreement of 
       signed on 16 October 2013, the Group acquired French Sales in 2013 December. In order to
       determine the fair value of assets and liabilities of French Sales at the acquisition date, a
       valuation institution is to be hired to determine the fair value of the assets and liabilities of
       the company. As the valuation has not been commenced till the issue of financial statements
       of 2013, the Group temporarily recognised the book value of assets and liabilities of French
       Sales as its fair value at the acquisition date. Therefore, the Group recognised a goodwill of
       RMB13,112,525 in regard to the acquisition. The valuation is expected to be finished in
       2014 and the book value of assets, liabilities and goodwill above will also be adjusted
       according to the valuation result.

       The acquisition consideration is satisfied by cash. The cash and cash equivalent paid in the
       acquisition of French Sales are:

                                                                                            Amount
                                                                                             RMB

       Cash and cash equivalent as acquisition consideration                               29,988,530
       Less: cash and cash equivalents of the acquiree                                     13,104,666
                                                                                           _________
       Net cash and cash equivalents paid in the acquisition of subsidiary                 16,883,864
                                                                                           _________


2.     Segment report

       The Group is principally engaged in the production and sales of wine, brandy, sparkling
       wine. In accordance with the Group's internal organisation structure, management
       requirements and internal reporting system, the Group's operation determines only one
       operation segment and reporting segment engaged in the production and sales within China.
       Therefore the Group does not need to disclose additional segment report information.




                                                                                                           - 73 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XI)   OTHER SIGNIFICANT EVENTS - continued

3.     Financial instrument and risk management

       The Group's major financial instruments include cash and bank, notes receivabless, accounts
       receivables, interest receivables, other receivables, other non-current assets, short-term
       borrowings, notes payables, trade payables, payroll payables, interest payables, other payables
       and other non-current liabilities. Details of these financial instruments are disclosed in Note VI.
       The risks associated with these financial instruments and the policies on how to mitigate these
       risks are set out below. Management manages and monitors these exposures to ensure the risks
       are monitored at a certain level.

(1)    Risk management objectives and policies

       Market risk

       (a) Currency risk

       Currency risk is the risk that losses will occur because of changes in foreign exchange rates. The
       Group's exposure to the currency risk is primarily associated with HKD. The balance of the
       Group's assets and liabilities are both denominated in RMB except the short term loan of HKD
       303,963,343(RMB 243,170,674). Currency risk arising from the assets and liabilities denominated
       in foreign currencies may have impact on the Group's performance.

       (b) Interest rate risk - risk of changes in fair value

       The Group's fair value interest rate risk of financial instruments relates primarily to fixed-rate
       bank borrowings (see Note VI-18 for details). The Company is of the view that the Group has no
       significant interest rate risks, and no interest rate swaps are designated to hedge against interest
       rate risks.

       Credit risk

       Credit risk is the risk of financial loss on one party of a financial instrument due to the failure of
       another party to meet its obligations.

       The Group trades only with recognized and creditworthy third parties. It is the Group's policy that
       all customers who wish to trade on credit terms are subject to credit verification procedures. In
       addition, receivable balances are monitored on an ongoing basis to ensure that the Group's
       exposure to bad debts is not significant. For transactions that are not denominated in the
       functional currency of the relevant operating unit, the Group does not offer credit terms without
       the specific approval of the Department of Credit Control in the Group.

       The credit risk of the Group's other financial assets, which comprise cash and bank, notes
       receivables, interests receivable and other receivables,, arises from default of the counterparty,
       with a maximum exposure equal to the carrying amounts of these instruments.

       Since the Group trades only with recognized and creditworthy third parties, there is no
       requirement for collateral. Concentrations of credit risk are managed by customer/counterparty,
       by geographical region and by industry sector. As at 31 December 2013, 30.0% of trade
       receivables of the Group are due from the top 5 customers (31 December 2012: 41.4%). There is
       no collateral or other credit enhancement on the balance of the trade receivables of the Group.

                                                                                                       - 74 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XI)   OTHER SIGNIFICANT EVENTS - continued

3.     Financial instrument and risk management - continued

(1)    Risk management objectives and policies - continued

       Liquidity risk

       Liquidity risk is the risk that an enterprise may encounter deficiency of funds in meeting
       obligations associated with financial liabilities.

       The Group monitors its risk of deficiency of funds using a recurring liquidity planning tool. This
       tool considers the maturity of both its financial instruments and expected cash flows from the
       Group’s operations.

       The Group’s financial liabilities mainly consist of trade payables and other payables (except for
       deposits) arose from principal activities and amount received from trust scheme. The fair value of
       the financial liabilities is equal to their book value. The Group is of the view that the cash flow
       from the above financial assets is adequate to cover all financial liabilities whereby the Group has
       no significant liquidity risk.

       The table below summarizes the maturity profile of the Group's financial assets and liabilities as
       at the balance sheet date, based on the undiscounted contractual cash flows:

       2013

       Financial assets

                                         1 to 3 months   3 to 12 months     Over 1 year         Total
                                             RMB              RMB             RMB               RMB

       Cash and bank                      956,559,232      424,501,488             -       1,381,060,720
       Notes receivabless                  53,438,752       26,264,001             -          79,702,753
       Trade receivable                   149,110,510       27,999,006             -         177,109,516
       Interest receivables                 8,417,995               -              -           8,417,995
       Other receivables                   99,331,794               -              -          99,331,794
       Other non-current assets         __________-       _________ -      21,370,902
                                                                           ________           21,370,902
                                                                                           __________
                                        1,266,857,983      478,764,495     21,370,902
                                                                           ________        1,766,993,380
                                                                                           __________
                                        __________        _________

       Financial liabilities

                                         1 to 3 months   3 to 12 months     Over 1 year         Total
                                             RMB              RMB             RMB               RMB

       Short-term borrowings                       -       247,547,746             -         247,547,746
       Notes payables                              -         5,765,694             -           5,765,694
       Trade payables                     225,248,499       32,867,832             -         258,116,331
       Other payables                      99,136,105      398,165,525             -         497,301,630
       Interest payables                    2,152,059               -              -           2,152,059
       Other non-current liabilities    __________-       _________ -       4,755,794
                                                                           ________            4,755,794
                                                                                           __________
                                          326,536,663
                                        __________         684,346,797
                                                          _________         4,755,794
                                                                           ________        1,015,639,254
                                                                                           __________



                                                                                                        - 75 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XI)   OTHER SIGNIFICANT EVENTS - continued

3.     Financial instrument and risk management - continued

(2)    Fair value

       Fair values of the financial assets and financial liabilities are determined as follows:

               The fair value of financial assets and financial liabilities with standard terms and
               conditions and traded on active markets are determined with reference to quoted market
               bid prices and ask prices respectively;
               The fair value of other financial assets and financial liabilities (excluding derivative
               instruments) are determined in accordance with generally accepted pricing models based
               on discounted cash flow analysis or using prices from observable current market
               transactions;

       The management considers that the carrying amounts of financial assets and financial liabilities in
       the financial statements approximate their fair values.

(3)    Sensitivity analysis

       The Group adopts sensitivity analysis technique to analyse how the profit and loss for the period
       and shareholders' equity would have been affected by reasonably possible changes in the relevant
       risk variables. As it is unlikely that risk variables will change in an isolated manner, and the
       interdependence among risk variables will have significant effect on the amount ultimately
       influenced by the changes in a single risk variable, the following are based on the assumption that
       the change in each risk variable is on a stand-alone basis.

       Currency risk

       Where all other variables are held constant, the reasonably possible changes in the foreign
       exchange rate may have the following pre-tax effect on the profit or loss for the period and
       shareholders' equity:

                                                           Current year                        Prior year
                                                                      Effect on                          Effect on
                                                                    shareholders'                      shareholders'
       Item             Change in exchange rate   Effect on profit      equity      Effect on profit      equity
                                                       RMB              RMB              RMB               RMB

       Liability: HKD         5% increase           (121,892)         (121,892)            -                 -
       Liability: HKD         5% decrease            121,892           121,892             -                 -




                                                                                                                 - 76 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XI)   OTHER SIGNIFICANT EVENTS - continued

3.     Financial instrument and risk management - continued

(3)    Sensitivity analysis - continued

       Interest rate risk

       The Group has no floating-rate borrowings, and management of the Group considers the
       fluctuation in interest rates of bank balances and pledged deposits is insignificant. Therefore, no
       sensitivity analysis on interest rates for bank balances and pledged deposits is presented.


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS

1.     Cash and bank

                                                                        2013                2012
                                                                        RMB                 RMB

       Cash on hand                                                      12,479                11,916
       Cash at bank                                                 477,140,475         1,090,248,935
       Other monetary assets                                        125,291,289
                                                                  ____________         ____________-
                                                                    602,444,243
                                                                  ____________          1,090,260,851
                                                                                       ____________

       As at 31 December 2013, the balance of restricted cash of the Group is RMB 2,609,237 (31
       December 2012: RMB2,652,083), which is composed of the Group’s housing fund.

       As at 31 December 2013, cash and bank balances with restriction of ownership include: security
       of RMB125,000,000 pledged for a short-term borrowing from HSBC of HKD303,963,343
       (translated as RMB243,170,674), and company cards deposit guarantee of RMB291,289.

       As at 31 December 2013, The Group's term deposits with original maturity of more than three
       months when acquired is RMB277,392,728 (31 December 2012: RMB662,524,719) with interest
       rates ranging from 2.86%-3.58%, which will mature from 3 months to 1 year.




                                                                                                    - 77 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

2.   Note receivable

                                                                                       2013                         2012
                                                                                       RMB                          RMB

     Bank acceptances                                                              32,594,381
                                                                                   _________                     1,450,000
                                                                                                                _________

     As of 31 December 2013, there was no pledged notes receivables (31 December 2012: Nil), and
     no notes receivables were reclassified as accounts receivable due to the default of drawer (31
     December 2012: Nil).

     On 31 December 2013, the Company's pledged notes receivable is RMB16,727,830, the top five
     largest amounts are:

     Date of issue                                         Date of issue             Maturity date                  Amount
                                                                                                                     RMB

     Suzhou Zhenwu Trading Co., Ltd.                        22/9/2013                  22/3/2014                 1,000,000
     Tai'an Mingyin Co., Ltd.                               14/8/2013                  13/2/2014                 1,000,000
     Jinan Luye Trading Co., Ltd.                            2/9/2013                   2/3/2014                 1,000,000
     Wuxi Fanghe Sugar alcohol Co., Ltd.                    13/9/2013                  13/3/2014                 1,000,000
     Fujian Nan'an Ruigang Co., Ltd.                        26/9/2013                  26/3/2014                 1,000,000
                                                                                                                 _______
                                                                                                                 5,000,000
                                                                                                                 _______

     As at 31 December 2013, there was no notes receivable discounted to obtain short-term loan.


3.   Trade receivables

                                                    2013                                              2012
                                 Carrying Amount               Provision          Carrying Amount                Provision
                                 Amount                    Amount                 Amount                     Amount
                                  RMB         %             RMB          %         RMB         %              RMB          %

     Individually significant
     and provision               1,600,968    100
                                             ___             ___-          ___-    710,080
                                                                                  _____       100.0
                                                                                              ___            ___-       ___-
                                ______

     The normal credit term of trade receivables is one month, which can be extended to three months
     for certain major customers. The trade receivables are interest free.

     The Group determines that trade receivable of more than RMB 3,000,000 is considered as
     individually significant trade receivable.

                                                                                       2013                         2012
                                                                                       RMB                          RMB

     Within 1 year                                                                  1,600,968                      710,080
                                                                                   _________                    _________




                                                                                                                               - 78 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

3.   Trade receivables - continued

     As at 31 December 2013, there was no provision provided for trade receivables (31 December
     2012: Nil). The Company did not provide, reverse or write off any provision during 2013 (31
     December 2012: Nil)

     As at 31 December 2013, there was no account receivable due from the Company's shareholders
     with voting rights of 5% or above (31 December 2012: Nil).

     As at 31 December 2013, the particulars of top 1 account receivables amount are as follows:

                                                                                             Ratio of total
     Relationship with the Company                                          Amount            receivables
                                                                             RMB                   %

     Under common control                                                 1,600,968              100.0
                                                                          _______                ____

     As at 31 December 2012, the particulars of top 1 account receivables amount are as follows:

                                                                                             Ratio of total
     Relationship with the Company                                          Amount            receivables
                                                                             RMB                   %

     Under common control                                                  710,080
                                                                           ______                100.0
                                                                                                 ____


4.   Dividend receivables

     Aging                              Opening balance      Increase         Increase      Closing balance
                                            RMB               RMB              RMB               RMB

     Within 1 year
     Including: Sales Company             980,000,000       970,000,000   (1,211,018,499)     738,981,501
                AFIP Tourism                       -         68,000,000      (68,000,000)              -
                Kylin Packaging                    -         24,469,867      (24,469,867)              -
                AFIP Wine Chateau                  -         32,000,000      (32,000,000)              -
                Wines Sales                        -         11,140,442      (11,140,442)              -
                Ice Chateau                        -          5,458,011       (5,458,011)              -
                Shihezi Chateam                    -          5,265,269       (5,265,269)              -
                Langfang Castel                    -          5,162,898       (5,162,898)              -
                Jingyang Sales                     -          3,522,928       (3,522,928)              -
                Xinjiang Tianzhu                   -          1,000,000       (1,000,000)              -
     Over 1 year
     Including: Pioneer International     13,614,383
                                        __________                -
                                                          __________      __________-          13,614,383
                                                                                             _________
     Total                                993,614,383     1,126,019,415   (1,367,037,914)
                                                                          __________          752,595,884
                                                                                             _________
                                        __________        __________      __________




                                                                                                          - 79 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

5.   Advances from customers

     The aging analysis is as follows:

                                                                                                  2013                          2012
                                                                                                  RMB                           RMB

     Within 1 year                                                                           24,824,672
                                                                                             _________                    26,131,908
                                                                                                                          _________

     As at 31 December 2013, advances from customers are as follows:
                                                                                                                           Percentage of
                                              Relationship                                                Reason for being total advances
                                             with the Group           Amount              Aging             outstanding     to suppliers
                                                                       RMB                                                        %

     Xinjiang Yuyuan Wine Co., Ltd.               Third party       20,069,242         Within 1 year     goods not received        80.8
     Xinjiang Tianyu Wine Co., Ltd.               Third party        3,200,053         Within 1 year     goods not received        12.9
     Shandong Electric Power Group                Third party          863,325         Within 1 year        electric fee            3.5
     Shandong Taihe Construction
     Management Co. Ltd.                          Third party          376,300         Within 1 year     service not received       1.5
     Shandong Yantai Brewery Co., Ltd.
     Liquan wine branch                           Third party         137,229
                                                                    _______            Within 1 year     goods not received         0.6
                                                                                                                                   ___
                                                                    24,646,149
                                                                    _______                                                        99.3
                                                                                                                                   ___

     As at 31 December 2013, there was no advance paid to shareholders with voting rights of 5% or
     above (31 December 2012: Nil).


6.   Other receivables

                                                   Closing balance                                          Opening balance
                                      Carrying amount           Bad debts provision          Carrying amount          Bad debts provision
                                     Amount     Proportion     Amount      Proportion       Amount     Proportion Amount         Proportion
                                      RMB           %           RMB            %             RMB           %         RMB             %

     Individually significant
     and provision                3,683,374,031       99.1      (7,392,429)    100.0        11,120,600       0.5    (11,120,600)       100.0
     Individually insignificant
     and provision                  33,602,347
                                  ________            99.8
                                                     ___        ______-        ___-      2,194,219,753 99.5
                                                                                         ________ ___ _______-                       ____-
                                  3,716,976,378      100.0      (7,392,429)    100.0
                                  ________           ___        ______         ___       ________ 100.0 _______
                                                                                         2,205,340,353
                                                                                                       ___ (11,120,600)               100.0
                                                                                                                                     ____

     The Group determines that other receivable of more than RMB 3,000,000 is considered as
     individually significant other receivable.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

6.   Other receivables - continued

     The aging analysis is as follows:

                                         Closing balance                                        Opening balance
                                                 Bad debts          Carrying                            Bad debts            Carrying
                                Amount           provision          amount               Amount          provision           amount
                           Amount   Proportion    Amount            Amount          Amount   Proportion Amount               Amount
                            RMB         %          RMB               RMB             RMB         %         RMB                RMB

     Within 1 year      3,709,472,668     99.8             -     3,709,472,668    2,194,000,959     99.5            -      2,194,000,959
     1 to 2 years             111,281      -               -           111,281          191,603      -              -            191,603
     2 to 3 years                  -       -               -                -            27,191      -              -             27,191
     Over 3 years           7,392,429
                        ________        ____0.2     7,392,429
                                                  _______        ________-           11,120,600
                                                                                  ________        ____0.5   11,120,600
                                                                                                            ______         ________-
                        3,716,976,378 100.0 7,392,429 3,709,583,949 2,205,340,353 100.0
                        ________ ____ _______ ________ ________ ____ 11,120,600 ______________ 2,194,219,753

     The movement of provision for other receivables is as follows:

                                        Opening Balance      Accrued             Reversed            Write-off     Closing Balance
                                             RMB              RMB                 RMB                 RMB               RMB

     2013                                 11,120,600
                                          ________                -
                                                                _____            (607,571)
                                                                                 ______             (3,120,600)
                                                                                                   ________               7,392,429
                                                                                                                         ________

     As at 31 December 2013, other receivable that are individually significant at the end of the period
     but for which bad debt provision has been assessed individually:

                                                             Bad debt
                                            Balance          provision         Percentage Reason for provision
                                             RMB               RMB                 %

                                                                                              The debtor is in
     Tiantong Security Co.,Ltd.           7,392,429
                                          _______          7,392,429
                                                           _______                 100         the process of liquidation
                                          _______          _______

     As at 31 December 2012, other receivable that are individually significant at the end of the period
     but for which bad debt provision has been assessed individually:

                                                           Bad debt
                                           Balance         provision           Percentage Reason for provision
                                            RMB              RMB                   %

                                                                                              The debtor is in the
     Tiantong Security Co.,Ltd.            8,000,000         8,000,000             100         process of liquidation
                                                                                              Aging over 3 years and
     Finance Bureau of Jingyang           3,120,600
                                         ________          3,120,600
                                                          ________                 100         low recovering possibilities

                                         11,120,600
                                         ________          11,120,600
                                                          ________




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

6.   Other receivables - continued

     Reversals and collections during the current period:

                                                             Basis of determining    Accumulated bad debt
                                       Reasons for           the original bad debt      provision prior to       Amount of reversal
     Cotent                       reversal or collections          provison          reversals or collections      or collections
                                                                                              RMB                      RMB

     Tiantong Security Co.,Ltd.         Collected            Exceed credit period         (8,000,000)
                                                                                          _______                      607,571
                                                                                          _______                     ______

     Accounts receivable written off in the reporting period

                                                                                                           Whether arising from
                                                                                                              related party
                                                    Nature               Amount         Reason for write off  transactions
                                                                          RMB

     Finance Bureau of Jingyang         Government borrowing           3,120,600
                                                                       _______           Unable to collect               No


     As at 31 December 2013, there was no other receivable due from the shareholders with voting
     rights of 5% or above. (31 December 2012: Nil)

     As at 31 December 2013, the particulars of top 5 other receivables are as follows:

                                              Relationship                                                       Percentage of total
                                             with the Group              Amount                 Aging           advances to suppliers
                                                                          RMB                                            %

     Sales Company                              Subsidiary             701,689,111         Within 1 year                18.9
     Shihezi Chateau                            Subsidiary             574,116,402         Within 1 year                15.4
     Changan Chateau                            Subsidiary             568,947,758         Within 1 year                15.3
     Beijing Chateau                            Subsidiary             534,672,348         Within 1 year                14.4
     Ningxia Wine                               Subsidiary             305,630,061
                                                                     __________            Within 1 year                 8.2
                                                                                                                        ___
                                                                     2,685,055,680
                                                                     __________                                         72.2
                                                                                                                        ___

     At 31 December 2013, the balance of other receivables from related parties is RMB3,691,961,808,
     approximately 99.3% of total other receivables. These were all from subsidiaries of the Company
     (2012: the balance of other receivable from related parties is RMB2,163,251,044, approximately
     98.1% of total other receivables).




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

7.   Inventories

                                                           2013                                                           2012
                                                                          Net carrying                                                    Net carrying
                                    Balance             Provision           amount                   Balance            Provision           amount
                                     RMB                  RMB                RMB                      RMB                 RMB                RMB

     Raw material                   5,328,866             -                 5,328,866            17,696,041                -                17,696,041
     Finished goods                90,565,059             -                90,565,059           194,847,237                -               194,847,237
     Work in progress             685,390,264
                                 _________                -
                                                       _______            685,390,264
                                                                         _________              680,899,480
                                                                                               _________                   -
                                                                                                                        _______            680,899,480
                                                                                                                                          _________
                                  781,284,189
                                 _________                -
                                                       _______            781,284,189
                                                                         _________              893,442,758
                                                                                               _________                   -
                                                                                                                        _______            893,442,758
                                                                                                                                          _________


8.   Long-term equity investments
                                                                    Movement                                                                 Cash Dividends
     2013                           Cost         Opening balance    for the year   Closing balance      Share holding      Voting power       for the year
                                    RMB              RMB               RMB              RMB                  %                  %                RMB

     Cost Method:
      Xinjiang Tianzhu (a)          60,000,000       60,000,000             -         60,000,000             60                100              1,000,000
      Vehicular Transportation         300,000          300,000       (300,000)               -             100                100                     -
      Kylin Packaging               23,176,063       23,176,063             -         23,176,063            100                100             24,469,867
      Changyu Chateau (a)           28,968,100       28,968,100             -         28,968,100             70                100                     -
      AFIP Tourism (a)                 350,000          350,000             -            350,000             70                100             68,000,000
      Pioneer International          3,500,000        3,500,000             -          3,500,000             70                100                     -
      Ningxia Growing                1,000,000        1,000,000             -          1,000,000            100                100                     -
      National Wines                 2,000,000        2,000,000             -          2,000,000            100                100                     -
      Ice Chateau (a)               30,440,500       13,413,000     17,027,500        30,440,500             51                100              5,458,011
      Beijing Chateau (a)           77,000,000       77,000,000             -         77,000,000             70                100             32,000,000
      Sales Company                  7,200,000        7,200,000             -          7,200,000             90                100            970,000,000
      Langfang Sales (b)               100,000          100,000             -            100,000             10                100                     -
      Langfang Castel (a)           19,835,730       19,835,730             -         19,835,730             39                100              5,162,898
      Wines Sales                    4,500,000        4,500,000             -          4,500,000             90                100             11,140,442
      Shanghai Sales (b)               300,000          300,000             -            300,000             30                100                     -
      Beijing Sales                    850,000         8500,000             -            850,000            100                100                     -
      Jingyang Sales (b)               100,000          100,000             -            100,000             10                100              3,522,928
      Jingyang Wine                    900,000          900,000             -            900,000             90                100                     -
      Ningxia Wine                   1,000,000        1,000,000             -          1,000,000            100                100                     -
      Ningxia Chateau                2,000,000        2,000,000             -          2,000,000            100                100                     -
      Dingluote Chateau             80,000,000       80,000,000             -         80,000,000            100                100                     -
      Shihezi Chateau              150,000,000      150,000,000             -        150,000,000            100                100              5,265,269
      Xianyang Chateau              20,000,000       20,000,000             -         20,000,000            100                100                     -
      Development Centre           500,000,000      500,000,000             -        500,000,000            100                100                     -
      Huanren Wine                   5,000,000        5,000,000             -          5,000,000            100                100                     -
      Yaitan Dingtao                10,000,000        5,000,000     (5,000,000)               -              18                 18                     -
      French Sales               _______
                                    29,988,530    _______    -     ______
                                                                    29,988,530     _______
                                                                                      29,988,530            100                100          _______    -

                                 1,058,508,923    1,006,492,893     41,716,030     1,048,208,923                                            1,126,019,415
                                 _______          _______          ______          _______                                                  _______

     (a)         The Group is entrusted to manage these non-wholly owned subsidiaries whereby the
                 Group owned the entire operating results of these subsidiaries deducting fixed fees paid to
                 the non-controlling interests' holders. Please refer to Note V-1 for details.

     (b)         The Group has 100% voting power of those subsidiaries by the way of indirect controlling.

     During 2013, there was no significant restriction on the remittance of fund from the investees to
     the Company.

     As at 31 December 2013, the impairment provision of RMB10, 000,000 was provided for Yantai
     Dingtao (31 December 2012: RMB5,000,000).




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

9.    Property, plant and equipment

      2013                                          Opening balance               Increase                   Decrease             Closing balance
                                                        RMB                        RMB                        RMB                      RMB

      Cost
      Buildings                                           234,177,475           67,758,962                   (1,634,674)             300,301,763
      Machineries and equipment                           545,496,056            37,536,827                    (199,534)             582,833,349
      Motor vehicles                                       12,111,522
                                                        __________                  489,814
                                                                               _________                    ________-                 12,601,336
                                                                                                                                   __________
                                                          791,785,053
                                                        __________              105,785,603
                                                                               _________                     (1,834,208)
                                                                                                            ________                 895,736,448
                                                                                                                                   __________
      Accumulated depreciation
      Buildings                                            91,881,381            2,453,339                    (974,185)               93,360,535
      Machineries and equipment                           336,171,488           31,532,761                    (193,831)              367,510,418
      Motor vehicles                                        8,942,441
                                                        __________                 628,938
                                                                               _________                    ________-                  9,571,379
                                                                                                                                   __________
                                                          436,995,310
                                                        __________              34,615,038
                                                                               _________                     (1,168,016)
                                                                                                            ________                 470,442,332
                                                                                                                                   __________
      Net carrying amount
      Buildings                                           142,296,094                                                                206,941,228
      Machineries and equipment                           209,324,568                                                                215,322,931
      Motor vehicles                                        3,169,081
                                                        __________                                                                     3,029,957
                                                                                                                                   __________
                                                          354,789,743
                                                        __________                                                                   425,294,116
                                                                                                                                   __________

      The increase of accumulated depreciation for 2013 is RMB34,615,038.

      The amount of transfer from construction in progress to property, plant and equipment for 2013 is
      RMB56,624,887. The amount of property, plant and equipment purchased is RMB49,160,716 and
      the amount disposed of is RMB1,834,208.

      As at 31 December 2013, the Group has no temporary idle fixed assets, fixed assets held for sale,
      fixed assets leased in under finance leases and fixed assets leased out under operating leases (2012:
      RMB: Nil).


10.   Construction in progress

                                                                                                       2013                             2012
                                                                                                       RMB                              RMB

      The Company's reconstruction project                                                            269,802                       24,640,660
                                                                                                                                   __________
                                                                                                  __________

                                                                                                                                              Accumulated
                                                                                                                                              expenditure
      2013                                     Budget      Opening balance    Addition    Transfer to PPE     Closing balance   Financed by     /budget
                                               RMB             RMB             RMB             RMB                 RMB                             %

      The Company's reconstruction project   201,440,000     24,640,660      32,254,029      (56,624,887)        269,802        Self-raised      90.2


      There was no interest capitalized in construction in progress in 2013.

      As at 31 December 2013, there was no provision was made for the construction in process.



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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

11.   Intangible assets

      2013                                      Opening balance        Increase         Closing balance
                                                    RMB                 RMB                  RMB

      Cost
      Land use right                               96,594,766               -             96,594,766
      Software use right                            3,480,000
                                                  __________                -
                                                                     _________             3,480,000
                                                                                         __________
                                                  100,074,766
                                                  __________                -
                                                                     _________           100,074,766
                                                                                         __________
      Accumulated amortization
      Land use right                               15,081,858         2,373,077           17,454,935
      Software use right                            3,480,000
                                                  __________                 -
                                                                     _________             3,480,000
                                                                                         __________
                                                   18,561,858
                                                  __________          2,373,077
                                                                     _________            20,934,935
                                                                                         __________
      Net carrying amount
      Land use right                               81,512,908                             79,139,831
      Software use right                                   -
                                                  __________                                      -
                                                                                         __________
                                                   81,512,908
                                                  __________                              79,139,831
                                                                                         __________

      The amortisation of 2013 is RMB2,373,077.

      As at 31 December 2013, there was no intangible asset with restricted ownership.


12.   Biological asset

                                                                                            2013
                                                                                            RMB

      Opening balance                                                                     16,866,437
      Addition                                                                            44,571,877
      Amortization                                                                          (586,905)
                                                                                         __________
      Closing balance                                                                     60,851,409
                                                                                         __________

      As at 31 December 2013, there is no biological asset with ownership restricted.

      As at 31 December 2013, the Company's accumulated depreciation of biological assets is
      RMB6,450,905 (2012: RMB5,864,000).

      As at 31 December 2013, there is no indication that biological assets may be impaired, and no
      provision was made.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

13.   Deferred tax assets and liabilities

      Deferred tax assets and liabilities are presented separately:

(1)   Deferred tax assets and liabilities recognized are as follows:

                                                                         2013          2012
                                                                         RMB           RMB

      Deferred tax assets
      Unrealized profit from intra-company transactions                  1,948,776     1,948,776
      Unpaid bonus                                                       7,392,095     8,629,470
      Retirement benefit                                                 3,604,137     4,676,306
      Asset impairment provision                                         4,348,107     4,030,150
      Deferred income                                                    5,663,632
                                                                       __________        232,500
                                                                                     __________
                                                                        22,956,747
                                                                       __________     19,517,202
                                                                                     __________

(2)   Taxable and deductible temporary differences are as follows:

                                                                         2013          2012
                                                                         RMB           RMB

      Deductible temporary difference

      Unrealized profit from intra-company transactions                  7,795,104     7,795,104
      Unpaid bonus                                                      29,568,378    34,517,881
      Early retirement benefit                                          14,416,547    18,705,224
      Provision for impairment                                          17,392,429    16,120,600
      Deferred income                                                   22,654,527
                                                                       __________        930,000
                                                                                     __________
                                                                        91,826,985
                                                                       __________     78,068,809
                                                                                     __________


14.   Other non-current assets

                                                                         2013          2012
                                                                         RMB           RMB

      Unacknowledged financial changes                                   2,616,525
                                                                       __________      2,502,630
                                                                                     __________




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

15.   Trade payables

      The trade payables are interest free with a credit period no more than three months from its
      suppliers normally.

                                                                       2013                    2012
                                                                       RMB                     RMB

      Within 1 year                                                  166,453,563
                                                                     __________             164,815,117
                                                                                            __________

      As at 31 December 2013, the Group had no significant outstanding balance aged more than one
      year.

      As at 31 December 2013, there was no trade payable due to the shareholders with voting rights of
      5% or above.

      The Company's outstanding balance payable to related parties are as following:

                                                                                           Proportion of
      Relationship with the Company                                   Amount             account receivable
                                                                       RMB                       %

      Subsidiaries                                                    9,497,134                  6.0
      Other related parties                                          33,518,567
                                                                     _________                  20.0
                                                                                               ____
      Other related parties                                          43,015,701
                                                                     _________                  26.0
                                                                                               ____


16.   Employee benefit

      31 December 2013

                                    Opening balance     Increase          Decrease         Closing balance
                                        RMB              RMB               RMB                  RMB

      Salaries and bonus               34,558,166     125,619,021       (132,720,851)         27,456,336
      Staff benefit                            -        5,915,306         (5,915,306)                 -
      Staff welfare                            -       14,025,829        (14,025,829)                 -
      Includes:
       Medical insurance                        -       3,154,579         (3,154,579)                 -
       Pension                                  -       9,217,726         (9,217,726)                 -
       Unemployment insurance                   -         682,538           (682,538)                 -
       Injury insurance                         -         540,746           (540,746)                 -
       Maternity insurance                      -         430,240           (430,240)                 -
      Housing fund                              -       3,588,257         (3,588,257 )                -
      Union fee and education fee        1,925,482      1,287,267           (932,352)          2,380,397
      Termination benefits              21,343,603        878,528         (5,053,311)         17,168,820
      Other allowances                  22,317,282
                                      _________       _________-            (189,923)
                                                                        _________             22,127,359
                                                                                            _________
                                        80,144,533     151,314,208
                                                      _________         (162,425,829)
                                                                        _________             69,032,912
                                                                                            _________
                                      _________

      As at 31 December 2013, the Company had no overdue employee benefit payable.
                                                                                                        - 87 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

17.   Taxes payable

                                                                     2013                  2012
                                                                     RMB                   RMB

      Value added tax                                               3,289,792           (26,594,363)
      Consumption tax                                              19,900,332            24,372,563
      Corporation income tax                                        3,348,032             6,152,331
      Urban land use tax                                              421,924               421,924
      Individual income tax                                         6,275,760             6,267,584
      City construction tax                                         2,319,867             3,383,809
      Property tax                                                    127,674             1,693,654
      Others                                                        1,895,289
                                                                  __________              2,297,587
                                                                                        __________
                                                                   37,578,670
                                                                  __________             17,995,089
                                                                                        __________


18.   Other payables

                                                                     2013                  2012
                                                                     RMB                   RMB

      Payable to subsidiaries                                     1,585,656,605         1,419,678,135
      Payables for equipment, construction and transportation        15,029,366             6,267,120
      Deposits from suppliers                                           277,430                75,193
      Others                                                         11,633,120
                                                                 ____________               6,443,849
                                                                                       ____________
                                                                 1,612,596,521
                                                                 ____________           1,432,464,297
                                                                                       ____________

      As at 31 December 2013, there were no significant outstanding balance aged over than one year.

      The Company's outstanding balance payable to related parties are as following:

                                                                                     Proportion of
      Relationship with the Company                                 Amount         account receivable
                                                                     RMB                   %

      Subsidiaries                                                1,558,942,200             97.0
      Other related parties                                               3,906
                                                                 ____________                0.0
                                                                                           ____
      Other related parties                                       1,558,946,106
                                                                 ____________               97.0
                                                                                           ____


19.   Capital reserve

      As at 31 December 2013 and 31 December 2012, the balance of capital reserve represented
      capital premium.



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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

20.   Revenue and cost of sales

      Revenue is as follows:

                                                                      2013            2012
                                                                      RMB             RMB

      Income from principal activities                            1,730,694,774
                                                                 ____________      1,776,979,032
                                                                                  ____________

      Cost of sales is as follows:

                                                                      2013            2012
                                                                      RMB             RMB

      Cost from principal activities                              1,473,772,762
                                                                 ____________      1,444,948,143
                                                                                  ____________

      In 2013, revenue derived from top 5 customers is as follows:

                                                                                  Percentage of
                                                                      Amount      total revenue
                                                                       RMB              %

      Sales Company                                               1,257,744,394         72.7
      Penglai Wine Sales                                             55,541,941          3.2
      Changyu Chateau                                                33,074,752          1.9
      Wines Sales                                                    26,171,524          1.5
      Pioneer International                                          15,834,736
                                                                 ____________            0.9
                                                                                       ____
                                                                  1,388,367,347
                                                                 ____________           80.2
                                                                                       ____

      In 2013, top 5 customers of the Company are all subsidiaries.

      Revenue is as follows:

                                                                      2013            2012
                                                                      RMB             RMB

      Sales of good                                               1,730,694,774
                                                                 ____________      1,776,979,032
                                                                                  ____________




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

21.   Tax and surcharges

                                                   2013          2012
                                                   RMB           RMB

      Consumption tax                            112,191,992   149,442,375
      City construction tax                       12,054,335    13,521,752
      Education fee and surcharges                 8,897,690    10,001,707
      Others                                       1,902,568
                                                 __________      2,274,761
                                                               __________
                                                 135,046,585
                                                 __________    175,240,595
                                                               __________


22.   General and administrative expense

                                                   2013          2012
                                                   RMB           RMB

      Salary and employee benefit                 26,777,563    43,527,397
      Insurance fee                               21,246,591    20,951,998
      Leasing expenses                             6,048,896     6,480,996
      Depreciation                                 3,718,349     4,384,313
      Amortization                                 2,373,076     2,939,080
      Administrative expenses                      8,489,998     9,644,535
      Travelling expenses                          4,127,300     3,867,717
      Entertainment fee                              288,524       329,739
      Property tax, stamp duty and other taxes     3,942,998     4,166,506
      Maintenance fee                             10,416,751     7,130,541
      Others                                      22,234,906
                                                 __________     22,697,927
                                                               __________
                                                 109,664,952
                                                 __________    126,120,749
                                                               __________


23.   Loss on impairment of assets

                                                   2013          2012
                                                   RMB           RMB

      Long-term investment provision             5,000,000         -
      Bad debts provision                         (607,571)
                                                 ________          -
                                                                ______
                                                 4,392,429         -
                                                 ________       ______




                                                                         - 90 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

24.   Financial income

                                                                    2013                2012
                                                                    RMB                 RMB

      Interest income                                            29,773,409          30,599,023
      Less: Interest expenses                                     2,174,286           3,953,834
            Bank charges                                          1,650,982
                                                                 _________            1,810,502
                                                                                     _________
                                                                 25,948,141
                                                                 _________           24,834,687
                                                                                     _________



25.   Investment income

                                                                    2013                2012
                                                                    RMB                 RMB

      Long-term equity investment income accounted
       for by using the cost method                             1,126,019,415
                                                               ____________         1,091,018,499
                                                                                   ____________

      Among the long-term equity investment income accounted for by using cost method, the investees
      with investment income accounting for more than 5% of the Company's total profit before tax are
      as follows:

      Investees                                                     2013                2012
                                                                    RMB                 RMB

      Sales Company                                              970,000,000         980,000,000
      AFIP Tourism                                                68,000,000
                                                                 __________                   -
                                                                                     __________

      As at 31 December 2013 and at 31 December 2012, there was no significant restriction on the
      remittance of investment income to the Company.




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YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

26.   Supplement to cash flow statement

      Cash flows from operating activities calculated by adjusting the net profit:

                                                                        2013             2012
                                                                        RMB              RMB

      Net profit                                                    1,154,687,278    1,130,895,806
      Add: Impairment provision                                         4,392,429               -
           Depreciation                                                34,615,038       47,318,392
           Amortization of intangible assets                            2,373,077        4,291,247
           Amortization of Biological assets                              586,905          586,905
           Losses/(gains) on disposal of property,
           plant and equipments                                           662,192         2,354,433
           Finance costs                                              (29,773,409)      (30,599,023)
           Investment income                                       (1,126,019,415)   (1,091,018,499)
           Increase/(decrease) in deferred tax assets                  (3,439,545)       11,820,627
           Increase in inventories                                    112,158,569      (313,990,373)
           Increase in trade receivables                           (1,562,373,091)     (475,386,959)
           Increase/(decrease) in trade payables                      200,790,717
                                                                   ____________        (527,924,856)
                                                                                     ____________
      Net cash flows from operating activities                     (1,211,339,255)
                                                                   ____________      (1,241,652,300)
                                                                                     ____________


27.   Cash and cash equivalents

                                                                        2013             2012
                                                                        RMB              RMB

      Closing balance                                                602,444,243     1,090,260,851
      Including:
      restricted bank deposits                                         2,609,237         2,652,083
      restricted other monetary assets                               125,291,289
      deposit with a period of over three months                     277,392,728
                                                                     __________        662,524,719
                                                                                     ____________
      Closing balance of cash and cash equivalents                   197,150,989       425,084,049
                                                                                     ____________
                                                                     __________

                                                                        2013             2012
                                                                        RMB              RMB

      Cash and bank                                                  197,150,989      425,084,049
      Including: Cash on hand                                             12,479           11,916
                 Bank deposits on demand                             197,138,510
                                                                     __________       425,072,133
                                                                                      __________
                                                                     197,150,989
                                                                     __________       425,084,049
                                                                                      __________




                                                                                                - 92 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


(XII) NOTES TO COMPANY FINANCIAL STATEMENTS - continued

28.   Related party transactions

(1)   Purchase of materials

                                                   2013             2012
                                                   RMB              RMB

      Subsidiaries                              230,279,590      362,864,737
      Other related parties                     135,903,876
                                                __________       110,901,395
                                                                 __________
                                                366,183,466
                                                __________       473,766,132
                                                                 __________

(2)   Sales of goods

                                                   2013             2012
                                                   RMB              RMB

      Subsidiaries                              1,723,774,566   1,770,544,843
      Other related parties                         6,920,208
                                               ____________         6,434,189
                                                                ____________
                                                1,730,694,774   1,776,979,032
                                                                ____________
                                               ____________




                                                                           - 93 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


APPENDIX I SUPPLEMENTARY INFORMATION TO FINANCIAL STATEMENTS
YEAR ENDED 31 DECEMBER 2013


I.    DETAILS OF EXTRAORDINARY PROFIT AND LOSS

                                                                                          2013
                                                                                          RMB

      Loss on disposal of non-current assets, including
      reversal of accrued impairment provision                                           (271,989)
      Government grants credited in profit and loss
      (except for those recurring government grants
      that are closely related to the Group's operation,
      in line with related regulations and have proper basis of calculation)         (36,659,754)
      Other non-operating income and expense                                          (3,302,760)
      Reversal of bad debt provision of receivables tested individually                  607,571
      Corporate income tax effect                                                      9,396,861
                                                                                     __________
                                                                                     (30,837,642)
                                                                                     __________

      The Group's extraordinary profit and loss items are recognized in accordance with the regulations
      of the "public offering of securities of the Company Disclosure Explanatory Notice No. 1 - non-
      recurring profit and losses" (SFC [2008] No. 43).

      All non-operation income and non-operation expenses are non-operating profit in 2013.Please
      refer to Note VI-38 and VI-39.


II.   RETRUN ON EQUITY ("ROE") AND EARNINGS PRE SHARE ("EPS")

                                                                  Weighted average
      2013                                                             ROE             Basic EPS
                                                                         %               RMB

      Net profit attributable to shareholders of the Company            17.30             1.53
      Net profit attributable to shareholders
      of the Company deducting extraordinary profit and loss             16.78
                                                                        _____             1.48
                                                                                         ____

      The Company did not have any potential dilutive shares.

                                                                  Weighted average
      2012                                                             ROE             Basic EPS
                                                                         %               RMB

      Net profit attributable to shareholders of the Company            31.13             2.48
      Net profit attributable to shareholders
      of the Company deducting extraordinary profit and loss             30.68
                                                                        _____             2.44
                                                                                         ____

      The Company did not have any potential dilutive shares.

                                                                                                 - 94 -
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


III.   VARIANCE ANALYSIS

       Analysis on items with fluctuation more than 30% (inclusive) in consolidated financial statements
       or balance greater than 5% (inclusive) of the total assets at the balance sheet date or amount
       greater than 10% (inclusive ) of gross profit of the reporting period.

1.     The balance of cash and bank as at 31 December 2013 was RMB1,367,818,182, decreasing by
       39% compared with 2012. The decrease is mainly due to the cash outflow of the financing and
       investing activities.

2.     The balance of trade receivables at 31 December 2013 is RMB177,109,516, increasing by 31%
       compared with 2012, which was mainly due to the increase of direct supply of stores and
       supermarkets in 2013.

3.     The balance of other receivables at 31 December 2013 is RMB99,331,794, increasing by 249%
       compared with 2012, which was due to the significant increase of deposits made for bid of land.

4.     The balance of inventory as at 31 December 2013 was RMB2,121,117,437, decreasing by 7%
       compared with 2012, which is mainly because the Company bases its production on sales
       prospects. Since the sales revenue of 2013 decreased by 23% compared with 2012, the balance of
       inventory also decreased.

5.     The balance of long-term equity investments as at 31 December 2013 was zero, decreasing by
       100% compared with 2012, which was due to the provision of RMB5,000,000 for the investments
       of Yantai Dingtao.

6.     The balance of property, plant and equipment as at 31 December 2013 was RMB1,917,641,344,
       increasing by 5% compared with 2012, which was mainly due to the transfers from construction
       in process to property, plant and equipment and the purchase of new equipment and company.

7.     The balance of construction in progress as at 31 December 2013 was RMB1,423,654,530,
       increasing by 71% compared with 2012, which was mainly due to the construction of newly
       established chateau. Meanwhile improvement project on the production lines also contributed to
       the increase of construction in progress.

8.     The balance of advance from customer was RMB188,651,254 as at 31 December 2013,
       decreasing by 58% compared with 2012. The decrease was mainly due to the significant decrease
       of sales revenue under the poor market condition.

9.     The balance of other payables as at 31 December 2013 was RMB 497,301,630, decreasing by 6%
       compared with 2012 which was mainly due to the increase of unpaid advertisement expense.

10.    The balance of tax payables as at 31 December 2013 was RMB194,413,430, decreasing by 56%
       compared with 2012 due to the settlement of the unpayable advertising fee and related income tax.

11.    The balance of non-current liability due within 1 year as at 31 December 2013 was zero,
       decreasing by 100% compared with 2012, which is due to the expiration and settlement of prior
       trust schemes.

12.    The balance of capital surplus was RMB563,139,042 as at 31 December 2013, increasing by
       RMB1,000,000 compared to 2012 mainly due to the recognize of government grant of RMB
       10,000,000, which was recorded in deferred income in prior year, according to the local
       government article .
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED


III.   VARIANCE ANALYSIS - continued

13.    The balance of retained earnings was RMB4,616,944,663 as at 31 December 2013, increasing by
       7% compared with 2012, which was due to the Group's profit in 2013 and the distribution of
       profit for the year 2012.

14.    The revenue of 2013 was RMB4,320,948,572, decreasing by 23% compared with 2012. The cost
       of 2013 was RMB1,357,897,999, decreasing by 3% compared with 2012. The decrease was
       mainly due to the decrease of sales volume under current poor market condition.

15.    The selling expense for 2013 was RMB1,140,836,150, decreasing by 21% compared with
       2012.The decrease was mainly due to the decrease of promotion and advertisement expenses.

16.    The other revenue was RMB42,108,726 in 2013, increasing by 19% compared with 2012. The
       increase was mainly due to government grant received in 2013. The other expense was
       RMB1,874,223 in 2013, decreasing by 37% compared with 2012 which was mainly due to the
       loss of disposal of non-current asset.

17.    The income tax expense for 2013 was RMB348,920,804, decreasing by 39% compared with 2012.
       The decrease was in line with the decrease of taxable income of the Group caused by the decrease
       of revenue.