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万 科B:2010年半年度报告(英文版)2010-08-09  

						China Vanke Co., Ltd.

    2010 Interim Report

    (For the six months ended 30 June 2010)

    Important Notice:

    The Board of Directors, the Supervisory Committee and the Directors, members of the

    Supervisory Committee and senior management of the Company warrant that in respect of

    the information contained in this report, there are no misrepresentations or misleading

    statements, or material omission, and individually and collectively accept full responsibility

    for the authenticity, accuracy and completeness of the information contained in this report.

    Director Wang Yin and Director Jiang Wei were not able to attend the board meeting in

    person due to their business engagements and had authorised Director Yu Liang to represent

    them and vote on behalf of them at the board meeting. Independent Director Judy Tsui Lam

    Sin Lai was not able to attend the board meeting in person due to her business engagements

    and had authorised Independent Director David Li Ka Fai to represent her and vote on her

    behalf at the board meeting. Independent Director Charles Li was not able to attend the

    board meeting in person due to his business engagements and had authorised Independent

    Director Qi Daqing to represent him and vote on behalf of him at the board meeting.

    The Company’s interim financial statements have not been audited.

    Chairman Wang Shi, Director and President Yu Liang, and Executive Vice President and

    Supervisor of Finance Wang Wenjin, declare that the interim financial statements contained

    in the interim report is warranted to be true and complete.

    Basic Corporate Information …………………………………………………………………………2

    Change in Share Capital and Shareholdings of Major Shareholders ..…………………………………3

    Directors, Members of Supervisory Committee, Senior Management ………………..………………5

    Directors’ Report ………………………………………………………………………….……………6

    Significant Events…………………………………………………………………………………..…..14

    Financial statements (unaudited) ………………………………………………………………………212

    I. Basic Corporate Information

    1. Company Name (Chinese): 万科企业股份有限公司 (“万科”)

    Company Name (English): China Vanke Co., Ltd. (“Vanke”)

    2. Registered address: Vanke Center, No. 33 Huanmei Road, Dameisha, Yantian District, Shenzhen,

    the People’s Republic of China

    Postal code: 518083

    Office address: Vanke Center, No. 33 Huanmei Road, Dameisha, Yantian District, Shenzhen, the

    People’s Republic of China

    Postal code: 518083

    Website: www.vanke.com

    E-mail address: IR@vanke.com

    3. Legal representative: Wang Shi

    4. Secretary of the Board: Tan Huajie

    E-mail address: IR@vanke.com

    Securities Affairs Representative: Liang Jie

    E-mail address: IR@vanke.com

    Contact Address: Vanke Center, No. 33 Huanmei Road, Dameisha, Yantian District, Shenzhen, the

    People’s Republic of China

    Telephone number: 0755-25606666

    Fax number: 0755-25531696

    5. Media for disclosure of information: “China Securities Journal”, “Securities Times”, “Shanghai

    Securities News” and an English medium in Hong Kong.

    Website for publication of interim reports: www.cninfo.com.cn

    Place for interim report collection: The Office of the Company’s Board of Directors

    6. Stock exchange on which the Company’s shares are listed: Shenzhen Stock Exchange

    Company’s share abbreviation and stock codes on the stock exchange:

    Vanke A, 000002

    Vanke B, 200002

    08 Vanke G1, 112005

    08 Vanke G2, 112006

    7. Major Financial Data and Indicators

    (1) Major Financial Indicators(Unit: RMB)

    Financial Indicators Jan.-Jun. 2010 Jan.-Jun. 2009 Change(+/-)

    Revenue 15,816,254,224 20,553,477,931 -23.05%

    Profit from operating activities 4,759,015,616 4,564,464,977 4.26%

    Profit before income tax 4,840,884,715 4,497,394,176 7.64%

    Profit attributable to equity

    shareholders 2,812,498,573 2,524,392,406 11.41%

    Basic EPS 0.26 0.23 13.04%

    Diluted EPS 0.26 0.23 13.04%

    Return on equity 7.07% 7.31% Down by 0.24

    percentage point

    Net cash generated from operating

    activities (9,514,421,179) 9,821,584,634 -196.87%

    Net cash generated from operating

    activities per share (0.87) 0.89 -197.75%3

    Financial Indicators 30-Jun-10 31-Dec-09 Change(+/-)

    Current assets 152,924,799,637 130,742,083,769 16.97%

    Current Liabilities 85,884,688,461 68,058,279,848 26.19%

    Total assets 160,875,948,287 138,027,359,150 16.55%

    shareholder's equity 39,772,953,744 37,375,888,061 6.41%

    Net assets per share 3.62 3.40 6.47%

    (2) Difference between IFRSs and PRC accounting standards on net profit and eqity(Unit: RMB)

    Item Prepared in accordance with

    IFRS

    Prepared in accordance with

    PRC Accounting Standards

    Net profit attributable to equity

    shareholders of the Company 2,812,498,573 2,812,498,573

    Equity attributable to equity

    shareholders of the Company 39,772,953,744 39,772,953,744

    Remarks on the differences There is no difference.

    II. Change in Share Capital and Shareholdings of Major Shareholders

    1. Change in Share Capital (as at 30 June 2010)

    Unit: Share

    Before the Change After the Change

    Class of Share Quantity

    Percentage

    of

    shareholding

    Increase / decrease

    (+, -)

    Quantity

    Percentage

    of

    shareholding

    I. Restricted Shares

    1. State-owned and

    State-owned legal person shares

    2. Shares held by domestic non-

    State-owned legal persons

    3. Shares held by domestic

    natural persons 24,159,840 0.22% +15,000 24,174,840 0.22%

    4. Shares held by foreign

    investors

    Total number of restricted

    shares 24,159,840 0.22% +15,000 24,174,840 0.22%

    II. Non-restricted Shares

    1. RMB-denominated ordinary

    shares (A shares) 9,656,094,910 87.82% -15,000 9,656,079,910 87.82%

    2. Domestic listed foreign

    shares (B shares) 1,314,955,468 11.96% 0 1,314,955,468 11.96%

    Total number of

    non-restricted shares 10,971,050,378 99.78% -15,000 10,971,035,378 99.78%

    III. Total Number of Shares 10,995,210,218 100.00% 0 10,995,210,218 100.00%

    Note: Since the Company’s shares held by the newly elected supervisors are subject to regulation in accordance with the

    relevant requirements, there has been an increase in the Company’s restricted tradable shares.

    2. The shareholdings of the Company’s top 10 shareholders and the shareholdings of the top 10

    holders of non-restricted shares (as at 30 June 2010)

    Unit: Share

    Total number of shareholders 1,492,336 (including 1,456,960 holders of A shares and 35,376 holders of B Shares)

    Shareholdings of the top 10 shareholders

    Name of shareholder

    Classification

    of

    shareholder

    Percentage of

    shareholdings

    Total

    number of

    shares held

    Number of

    restricted

    shares held

    Number of

    pledged or

    lock-up shares

    CRC State-owned

    legal person 14.73% 1,619,094,766 0 0

    E Fund Shenzhen Stock Exchange 100

    Exchange-Traded Fund

    (易方达深证100交易型开放式指数证

    券投资基金)

    Others 1.44% 158,408,257

    0 04

    Gaohua – HSBC – Goldman Sachs &

    Co

    Others 1.26% 138,188,110 0 0

    Liu Yuansheng Others 1.22% 133,791,208 0 0

    China Life Insurance Company

    Limited– Dividend Distribution–

    Individual Dividend- 005L-FH002

    Shen

    Others

    1.02% 111,741,448 0 0

    Rongtong Shenzhen Stock Exchange

    100 Index Securities Investment Fund

    (融通深证100指数证券投资基金)

    Others

    0.95% 104,453,413

    0 0

    Morgan Stanley & Co. International

    PLC

    Others 0.90% 98,484,131 0 0

    HTHK/CMG FSGUFP-CMG First

    State China Growth FD

    Foreign

    shareholder 0.84% 92,825,068 0 0

    Toyo Securities Asia Limited-A/C

    Client

    Foreign

    shareholder 0.78% 86,135,044 0 0

    UBS AG Others 0.63% 69,747,105 0 0

    Shareholdings of the top 10 holders of non-restricted shares

    Name of shareholder Number of non-restricted shares held Class of shares

    CRC 1,619,094,766

    Ordinary RMB-denominated

    shares

    (A shares)

    E Fund Shenzhen Stock Exchange 100

    Exchange-Traded Fund

    (易方达深证100交易型开放式指数证

    券投资基金)

    158,408,257

    Ordinary RMB-denominated

    shares

    (A shares)

    Gaohua – HSBC – Goldman Sachs &

    Co 138,188,110

    Ordinary RMB-denominated

    shares

    (A shares)

    Liu Yuansheng 133,791,208

    Ordinary RMB-denominated

    shares

    (A shares)

    China Life Insurance Company

    Limited– Dividend Distribution–

    Individual Dividend- 005L-FH002

    Shen

    111,741,448

    Ordinary RMB-denominated

    shares

    (A shares)

    Rongtong Shenzhen Stock Exchange

    100 Index Securities Investment Fund

    (融通深证100指数证券投资基金)

    104,453,413

    Ordinary RMB-denominated

    shares

    (A shares)

    Morgan Stanley & Co. International

    PLC 98,484,131

    Ordinary RMB-denominated

    shares

    (A shares)

    HTHK/CMG FSGUFP-CMG First

    State China Growth FD 92,825,068 Domestic listed foreign shares

    (B shares)

    Toyo Securities Asia Limited-A/C

    Client 86,135,044 Domestic listed foreign shares

    (B shares)

    UBS AG 69,747,105

    Ordinary RMB-denominated

    shares

    (A shares)

    Remarks on the connected relationship

    or action in concert of the

    aforementioned shareholders

    Nil

    3. Bond holdings of the Company’s top 10 bondholders (as at 30 June 2010)

    (1) Name of the top 10 bondholders of 08 Vanke G1 bonds and their bond holdings

    No. Bondholder No. of bonds held

    1 New China Life Insurance Company–Dividend Distribution–Individual Dividend-018LFH002

    Shen 5,548,262

    2 China Petroleum Finance Co., Ltd 4,157,662

    3 China Pacific Insurance (Group) Co., Ltd. 3,433,312

    4 China Life Insurance Company Limited 2,619,042

    5 China Ping An Life Insurance Company Limited – Traditional – General Insurance

    Products 2,218,7275

    6 China Life Property and Casualty Insurance Company Limited –Traditional – General

    Insurance Products 1,820,000

    7 CNPC Pension Scheme - ICBC 1,010,622

    8 China Life Pension Company Limited – Internal Resources 1,000,000

    9 China Property & Casualty Reinsurance Company Ltd. 776,162

    10 Ping An Property and Casualty Insurance Company of China –Investment-oriented

    Insurance Products 751,630

    Note: China Ping An Life Insurance Company Limited, which manages “China Ping An Life Insurance Company

    Limited–Traditional–General Insurance Products”, and Ping An Property and Casualty Insurance Company of China,

    which manages “Ping An Property and Casualty Insurance Company of China–Investment-oriented Insurance

    Products”, are subsidiaries of Ping An Insurance (Group) Company Of China Limited. China Life Property and

    Casualty Insurance Company Limited, which manages “China Life Property and Casualty Insurance Company

    Limited–Traditional–General Insurance Products”, and China Life Pension Company Limited, which manages

    “China Life Pension Company Limited–Internal Resources”, are subsidiaries of China Life Insurance Company

    Limited. China Petroleum Finance Co., Ltd is the subsidiary of CNPC, which is the custodian of CNPC Pension

    Scheme – ICBC. Apart from the above-mentioned relationships, it is not known as to whether there are other

    connections or persons deemed to be acting in concert under the Measures for the Administration of the Takeover of

    Listed Companies among the above-mentioned bondholders.

    (2) Name of the top 10 bondholders of 08 Vanke G2 bonds and their bondholdings

    No. Bondholder No. of bonds held

    1

    ICBC Credit Suisse Asset Management Co., Ltd – ICBC – Assets of Specific Clients(工

    银瑞信基金公司-工行-特定客户资产)

    2,385,995

    2 ICBC Credit Suisse Credit Tianli Bond Securities Investment Fund 2,346,450

    3 China National Machinery Import & Export Corporation 1,946,689

    4 206 Portfolio of National Social Security Fund, PRC 1,430,218

    5 Fullgoal Tianfeng Surging Income Bond Securities Investment Fund 1,364,700

    6 CNPC Pension Scheme - ICBC 972,256

    7 801 Portfolio of National Social Security Fund, PRC 959,778

    8 China AMC Growth Securities Investment Fund 935,737

    9 Harvest Stable Growth Open-end Securities Investment Fund 709,998

    10 UBS AG 660,308

    Note: “ICBC Credit Suisse Asset Management Co., Ltd – ICBC – Assets of Specific Clients” and “ICBC Credit Suisse

    Credit Tianli Bond Securities Investment Fund” are managed by ICBC Credit Suisse Asset Management Co., Ltd.

    Apart from the above-mentioned relationship, it is not known as to whether there are other connections or persons

    deemed to be acting in concert under the Measures for the Administration of the Takeover of Listed Companies among

    the above-mentioned bondholders.

    4. Changes in controlling shareholder and beneficial controller

    There was neither controlling shareholder nor beneficial controller in the Company, and this situation

    remained the same during the reporting period.

    III Directors, Members of Supervisory Committee, Senior Management

    1. Changes in the shareholdings of Directors, members of the Supervisory Committee and

    senior management during the reporting period

    (Unit: shares)

    Name Capacity 31-Dec-09 30-Jun-10

    Wang Shi Chairman 6,817,201 6,817,201

    Yu Liang Director, President 4,106,245 4,106,245

    Ding Fuyuan Chairman of the Supervisory

    Committee 2,018,408 2,018,408

    Sun Jianyi Director 692,236 692,236

    Liu Aiming Executive Vice President 1,650,978 1,650,978

    Ding Changfeng Executive Vice President 1,487,660 1,487,660

    Xie Dong Executive Vice President 1,487,660 1,487,660

    Zhang Jiwen Executive Vice President 1,548,950 1,548,950

    Mo Jun Executive Vice President 1,548,950 1,548,950

    Xu Hongge Executive Vice President 1,650,978 1,650,978

    Shirley L. Xiao Director,

    Executive Vice President 1,446,849 1,446,8496

    Wang Wenjin Executive Vice President 1,343,591 1,343,591

    Zhou Qingping Member of the Supervisory

    Committee 20,000 20,000

    Notes: Save for the above-mentioned persons, other Directors, members of the Supervisory Committee and

    senior management of the Company did not hold any of the Company’s shares.

    2. Appointment of Directors, members of the Supervisory Committee and senior management

    of the Company during the reporting period

    During the reporting period, Mr Zhou Qingping was elected by the Company’s Staff Committee as the

    Staff Representative Supervisor, Mr Ding Fuyuan and Mr Wu Ding were elected as Supervisor by the

    Company’s 2009 Annual General Meeting.

    During the reporting period, Mr Song Lin resigned as Director and Deputy Chairman of the Board. The

    Board nominated Mr Qiao Shibo as Director candidate and Mr Zhang Liping as independent Director

    candidate.

    IV Directors’ Report

    1. Management Discussion and Analysis

    Changes in operating environment and the Company’s judgement

    During the reporting period, there were drastic changes in the market environment. From January to April

    2010, the sales area and sales amount of commodity housing in the PRC increased by 30.3 per cent and

    51.5 per cent from those of the same period last year respectively. The market continued the growth

    momentum seen in 2009. However, in response to the “Notice regarding determination to curb rapidly

    rising housing price in certain cities” promulgated by the State Council in the middle of April, the sales

    area and sales amount of commodity housing in the PRC in May and June dropped by 5.9 per cent and

    11.1 per cent respectively from those of the same period of last year. With respect to the 14 major cities

    closely monitored by China Vanke, the sales area and sales amount of commodity housing decreased by

    62.4 per cent and 59.8 per cent from those of the same period of the previous year respectively. By looking

    at the properties transacted, investment property demand was dwindling, and the sales of large and highend

    commodity housing had significantly slowed down, while the proportion of small to medium sized

    ordinary commodity housing had further increased. In addition, the housing price in certain cities, where

    investment demand accounted for a larger percentage and the price increased too fast previously, showed

    signs of weakening.

    Compared with those of recent years, the current inventory levels of new housing units in most of the cities

    remain low. However, as a result of the slide in sales, the decline in new home inventory in major cities

    that has continued since the market recovery in 2009 has started to end. In June, the sales area of

    commodity housing to approved pre-sales area of new housing ratio of the 14 major cities closely

    monitored by the Company dropped to less than 1, which was the lowest since January 2009. With the

    peak season for launching new properties in the second half of 2010, it is expected that the rise in the

    inventory level of new properties available for sale will speed up.

    During the first half of 2010, the floor area commencing construction and investment amount for

    development of commodity housing in the PRC continued to increase by 65.4 per cent and 34.4 per cent

    respectively when compared with those of the same period last year. From past experiences, the adjustment

    in floor area commencing construction and investment for development generally lags behind the change

    in transaction volume. Slow trading activities and rising inventory level may put pressure on property

    developers in respect of inventory and capital shortage, which will hinder the investment ability of the

    developers. This in turn will slow down land acquisition and new construction activities, thereby affecting

    the housing supply in the subsequent year.

    In respect of the land market, although there was no change in land supply between the first and second

    quarters, the area of land sold declined significantly in the second quarter when compared with that of the

    first quarter. In spite of the fact that the reserve price at land auctions remained high, the average

    transaction price and premium to reserve price ratio had dropped considerably. With the market

    restoring rationality, developers had adjusted their overoptimistic expectations for the future and their7

    interest in land purchase waned. In the second quarter, the average land sales price in certain first tier cities

    dropped significantly, while the second and third tier cities saw relatively small decline in price. In

    response to the rapidly rising housing price and fierce competition for land in certain popular cities, the

    Company has since 2009 remained cautious. The prevailing market adjustment, to certain extent, proves

    the Company is right in its judgement of the land market, and will create favourable conditions for the

    Company to acquire land in these cities.

    Company’s operation and management

    During the reporting period, the Company strove to consolidate its mainstream market position. With an

    aim to maintain active transactions, the Company proactively increased sales and achieved satisfactory

    results. The Company realised accumulative sales area of 3,202,000 sq m, with sales amounting to

    RMB36.77 billion, which was up by 19.5 per cent from that in the same period of the previous year. As at

    the end of the reporting period, the Company’s sales accounted for 2.18 per cent of commodity housing

    sales in the entire country. In terms of market share, the Company’s rankings in 15 cities rose when

    compared with those in 2009. The Company climbed to first in the rankings in Beijing, Tianjin and

    Qingdao, and remained top of the rankings in Shenzhen, Wuxi, Shenyang, Wuhan and Zhenjiang.

    Completion dates vary with each property project. At the beginning of the year, the Company had planned

    to complete a floor area of 5,040,000 sq m for the full year. As at the end of June 2010, the actual floor

    area completed amounted to 1,280,000 sq m, accounting for only 25.4 per cent of the planned floor area

    completed for the entire year. As a result, the Company’s booked area and booked revenue during the

    reporting period amounted to 1,505,000 sq m and RMB15.52 billion respectively, representing decreases

    of 39.4 per cent and 23.9 per cent from those of the same period last year respectively. The Company’s

    revenue amounted to RMB15.82 billion, representing a decrease of 23.1 per cent from that of the same

    period last year. Most of the Company’s projects will be completed in the second half of the year. With the

    gradual completion and recognition of these projects, it is expected that the booked revenue and revenue in

    the second half of 2010 will grow significantly when compared to those in the first half of the year.

    As a large number of units sold during the tough period in 2008 were booked in the interim period of 2009,

    the profit margin for the 2009 interim period was at its lowest in recent years. Putting this into perspective,

    the net profit in the first half of 2010 was higher than that of the same period last year. During the

    reporting period, the Company’s net profit amounted to RMB2.81 billion, representing an increase of 11.4

    per cent from that of the same period of the previous year.

    In the first half of the year, the Company’s sales went well, but not many of the properties sold were

    recognised, leading to a significant growth in properties sold but not yet booked. As at the end of the

    reporting period, there was an area of 5,300,000 sq m sold but not yet booked, with an aggregate contract

    amount of approximately RMB57.3 billion, representing increases of 41.3 per cent and 50.0 per cent

    respectively when compared to those at the beginning of the year. This has laid a solid foundation for

    growth in operating results in the future.

    During the reporting period, gross margin of the Company’s property business was 31.94 per cent, up by

    5.93 percentage points from that of the same period of previous year. Owing to the time lag in revenue

    recognition in the property industry, the rise in gross margin mainly reflected the rebound in project

    margin brought by market recovery in 2009. To a certain extent, the increase in gross margin also reflected

    the results of the Company’s efforts to control cost and improve profitability in recent years.

    According to the latest market and sales conditions, the Company made an assessment during the reporting

    period of the projects for which provisions for diminution in value had been made. Based on the

    assessment results, the Company reversed the provisions for diminution in value of RMB166.88 million

    and RMB81.5 million for the Paradiso Project, Nanjing and Haiyue Huicheng Project, Chengdu

    respectively. The provisions for diminution in value made for the other two projects, namely Golden

    Lingyu, Chengdu and Golden Rongjun, Fuzhou, remained unchanged.

    As at the end of the reporting period, among the Company’s different types of inventories, completed

    properties (completed properties ready for sale) accounted for approximately 4.7 per cent, indicating a

    further reduction from 5.9 per cent as at the end of 2009. The inventory structure has therefore further

    improved.

    During the reporting period, the Company continued to leverage the edge of its geographical

    diversification and control the risks of land acquisition, tried to acquire projects at reasonable price. The8

    new projects that the Company acquired during the first half of the year were mostly located in the second

    and third tier cities of the PRC, where growth in housing price and land price was relatively less

    significant. The Company entered the new markets of Kunming, Guiyang, Tangshan and Jilin, and

    acquired a total number of 38 new projects during the reporting period. The planned GFA of the newly

    added projects attributable to China Vanke’s equity holding amounted to 8.93 million sq m. The average

    accommodation value of the newly added projects continued to remain at a relatively low level of around

    RMB2,300. The Company will keep an eye on any opportunities possibly arising from market adjustment,

    especially the opportunities for acquiring projects in first tier cities at reasonable prices.

    In the second half of 2009, the Company warned that housing prices in certain popular cities had grown

    too fast and took into consideration of possible market adjustments in its plan for newly commenced

    construction for 2010. As such, the Company did not have to consider adjusting its plan for newly

    commenced projects even though there had been drastic changes in the market environment during the

    reporting period. The development of the Company’s projects is currently progressing according to

    schedule and construction of certain newly added projects acquired during the year will commence in

    2010.

    As at the end of the reporting period, the cash and cash equivalents held by the Company further increased

    to RMB19.11 billion from RMB17.92 billion as at the end of the first quarter of 2010. Although the

    Company’s net debt ratio increased from 36.4 per cent in the first quarter of 2010 to 40.8 per cent, it was

    still relatively low when compared to industry level. The sound financial and capital position is positive

    for the Company to maintain safe operations under various market conditions and to capture any market

    opportunities.

    During the reporting period, the Company conducted a review and analysis of the market changes and its

    operation and management experience in the past few years. Based on the results of the review and

    analysis, the Company will in the second half of the year further fine-tune its development plan and

    business focus for the next three to fives years. The Company will not only strive to maintain its

    positioning targeting at the mainstream residential property market, but will also put more emphasis on the

    improvement of operation efficiency and return on investment.

    Following the end of its nation-wide tender offer for building and decorative materials for C-grade

    furbished units in 2009, the Company during the reporting period carried out its first centralised

    procurement for standardised materials for Grades A and B furbished units, in order to further expand the

    scope of standardised product categories. Through research and development of standardised product

    categories for furbished units and centralising nation-wide tender purchase, the Company expects to better

    leverage on economies of scale, promote integration of premium resources in the supply chain and become

    more competitive in decorative materials. The Company will continue to fine-tune certain standardised

    product categories in all aspects, including product inventory, style, decoration, landscape and functions,

    provide products with high price performance ratio that fit for the Company’s scale of development and

    increase operation efficiency and product competitiveness.

    During the reporting period, the World Expo, Shanghai unveiled, welcoming visitors from all over the

    world. Up to the present, visitor arrivals to China Vanke Pavilion at the Expo reached approximately

    600,000. The high recognition and accolade from the government, media, peer companies and tourists

    further improved the brand image of China Vanke. Under the backdrop of low carbon economy, China

    Vanke Pavilion, being the Company’s important platform to promote green ideology, can help the

    Company to improve brand awareness and competitiveness in green architecture and propel the Company

    to complete its transformation into a green enterprise.

    2. Principal operations of the Company during the reporting period

    (1) The scope and operations of the Company’s core businesses

    The Company specialises in property development with commodity housing as its major products. During

    the reporting period, the sales area and sales revenue of the Company amounted to 3,202,000 sq m and

    RMB36.77 billion respectively.

    Since completion dates vary with each property project, the actual floor area completed between January

    and June 2010 amounted to 1,280,000 sq m, accounting for only 25.4% per cent of the planned floor area

    completed of 5,040,000 sq m for the full year. As a result, the booked area and booked revenue of the

    Company’s property projects in the first half of 2010 were 1,505,000 sq m and RMB15.52 billion9

    respectively, representing decreases of 39.4 per cent and 23.9 per cent respectively when compared with

    those of the corresponding period of the previous year. The gross margin from the property business was

    31.94 per cent, up by 5.93 percentage points from that of the same period last year.

    (Unit:RMB’000)

    Sector Revenue Cost of sales Gross margin

    Amount Change Amount Change % Change

    Property sales

    15,516,559.89 -23.90% 9,812,363.07 -33.27% 31.94 Up by 5.93

    percentage point

    Property

    management

    299,694.33 83.20% 234,526.38 73.23% 21.74 Up by 4.50

    percentage point

    Total

    15,816,254.22 -23.05% 10,046,889.45 -32.30% 31.75 Up by 5.81

    percentage point

    Note: Gross margins are calculated after land appreciation tax.

    (2) Comparison of major assets and liabilities and operating metrics (Unit: RMB’000)

    Item 30-Jun-10 31-Dec-09 Change

    (+/-) Reasons for change

    Investment properties 124,381.46 228,143.16 -45.48%

    Disposal of subsidary

    Interest-bearing

    borrowings(Current liabilities) 13,416,327.82 8,628,670.48 55.49%

    Change in debt structure

    Trade and other payables 68,331,120.74 55,244,411.87 23.69%

    Increase in investment for the development

    of projects with associates and jointly

    controlled entities

    Item Jan-Jun 2010 Jan-Jun 2009 Change

    (+/-) Reasons for change

    Revenue

    15,816,254.22 20,553,477.93

    -23.05%

    Difference in booked time of property

    development

    Cost of sales

    10,046,889.45 14,840,848.43

    -32.30%

    Difference in booked time of property

    development

    Other income

    206,654.65 53,561.48

    285.83%

    Income from disposal of certain finacial ass

    ets

    Financial income

    373,600.88 134,732.21

    177.29%

    Increase in dividends from investment of

    cost method

    Share of profits less losses of

    jointly controlled entities 76,772.07 (18,330.04)

    518.83%

    More profits recognised from jointly

    controlled entities

    Profit attributable to equity

    shareholders of the Company 2,812,498.57 2,524,392.41

    11.41%

    Net profit increased in the reporting period

    (3)Analysis of the core businesses by geographical regions

    The revenue and profits from the core operations of the property business by geographical regions during

    the reporting period are as follows:

    Revenue

    (RMB'000) Change(%)

    Netprofit

    (RMB'000) Change(%)

    BookedArea

    ('000sqm)

    Change(

    %)

    Pearl River Delta Region

    Shenzhen 2,771,200.47 17.86% 593,575.20 20.25% 146.86 9.76%

    Guangzhou 467,615.11 3.01% 18,236.17 0.62% 38.70 2.57%

    Dongguan 467,201.90 3.01% 95,285.18 3.25% 45.78 3.04%

    Foshan 803,059.75 5.18% 241,258.81 8.23% 111.90 7.43%

    Hainan 187,140.59 1.21% 20,504.26 0.70% 5.94 0.39%

    others 73,155.50 0.47% 1,075.95 0.04% 5.35 0.36%

    Sub-total 4,769,373.32 30.74% 969,935.57 33.09% 354.52 23.55%

    Yangtze River Delta Region

    Shanghai 3,416,177.73 22.01% 701,611.32 23.94% 252.02 16.74%10

    Suzhou 708,693.14 4.57% 88,979.38 3.04% 57.68 3.83%

    Hangzhou 1,336,623.70 8.61% 287,463.92 9.81% 125.50 8.34%

    Nanjing 166,918.84 1.08% 101,090.73 3.45% 18.93 1.26%

    Ningbo 1,008,181.20 6.50% 343,279.53 11.71% 109.52 7.28%

    Wuxi 318,746.50 2.05% 3,009.81 0.10% 47.58 3.16%

    others 79,498.89 0.52% 23,223.58 0.80% 17.19 1.14%

    Sub-total 7,034,839.99 45.34% 1,548,658.27 52.85% 628.41 41.75%

    Bohai-rim Region

    Beijing 1,088,106.86 7.01% 96,841.88 3.30% 139.01 9.24%

    Tianjin 236,833.34 1.53% 33,794.67 1.15% 19.97 1.33%

    Shenyang 541,392.54 3.49% 93,541.83 3.19% 90.10 5.99%

    others 145,717.23 0.93% (43,294.48) -1.48% 22.47 1.48%

    Sub-total 2,012,049.97 12.96% 180,883.90 6.16% 271.56 18.04%

    Central and Western Region

    Chengdu 400,457.60 2.58% 69,696.34 2.38% 69.95 4.65%

    Wuhan 923,904.34 5.95% 134,012.37 4.57% 127.83 8.49%

    Xian 286,394.26 1.85% 41,500.26 1.42% 41.65 2.77%

    others 89,540.42 0.58% (13,812.03) -0.47% 11.34 0.75%

    Sub-total 1,700,296.62 10.96% 231,396.95 7.90% 250.76 16.66%

    Total 15,516,559.89 100.00% 2,930,874.69 100.00% 1,505.25 100.00%

    Note: “Others” under Pearl River Delta Region includes Zhuhai, Zhongshan, Changsha, Xiamen, Fuzhou; “Others” under

    Yangtze River Delta Region includes: Nanchang, Zhenjiang, Hefei; “Others” under Bohai-rim Region includes: Dalian,

    Qingdao, Yantai, Taiyuan, Changchun; “Others” under Central and Western Region includes: Chongqing, Guiyang,

    Kunming. Anshan was included in Shenyang .

    3. Investment of the Company

    (1)Use of proceeds from the capital market

    Public issue of A shares in 2007

    Having obtained the approval from the relevant authorities, on 22 August 2007, the Company published

    the prospectus for the public issue of A shares. 317,158,261 A shares (with a nominal value of RMB1 per

    share) were issued at an issue price of RMB31.53 per share. The total proceeds raised from the public issue

    were RMB9,999,999,969.33. After deducting the issue expenses of RMB63,398,268.11, the net proceeds

    amounted to RMB9,936,601,701.22, which were received on 30 August 2007 and were certified and filed

    under Shennan Yanzi (2007) No. 155 by Shenzhen Nanfang Minhe CPA (深圳南方民和会计师事务所).

    Details on the investment amount, investment gain, development progress of the projects as at the end of

    the reporting period are as follows:

    (Unit: RMB’000)

    Fund used during the

    Total amount of proceeds 9,936,600 reporting period 48,150

    Accumulated fund used 9,563,030

    Investment project Change

    in project

    Planned

    investment

    amount

    Actual

    investmen

    t made

    Investment

    made during

    the reporting

    period

    Progress

    Estimated profit

    margin

    (net margin of

    the entire

    project)

    Net

    margin on

    booked

    sales

    Golden Yazhu, Shanghai

    (former Zhonglin project)

    No 700,000 700,000 0 100% 14.94% 20.00%

    Wujiefang Project, Pudong,

    Shanghai

    No

    1,200,000 1,050,750 6,150

    Constructio

    n not yet

    commenced

    10.34% -

    West Spring Butterfly Garden,

    Hangzhou (former Jiangcun

    project)

    No

    700,000 700,000 0 42% 10.12% 18.03%

    Liangzhu project, Yuhang

    District, Hangzhou

    No 1,700,000 1,700,000 0 38% 10.29% 15.00%11

    Golden Town project, Qinzhou

    District, Ningbo

    No 1,636,600 1,636,600 0 90% 11.42% 18.20%

    The Dream Town, Foshan

    (former Nanzhuang project)

    No 900,000 900,000 0 45% 17.08% 18.50%

    Everest Town, Guangzhou

    (former Science City H3

    project)

    No 600,000 600,000 0 100% 9.20% 11.48%

    The Paradiso, Guangzhou

    (former Jinshazhou project)

    No 800,000 800,000 0 60% 13.70% 10.41%

    Zhuhai Hotel project,

    Xiangzhou District, Zhuhai

    No 650,000 628,340 40,960 22% 11.73% -

    Anpin Street, Baixia District,

    Nanjing

    No

    650,000 447,340 1,040

    Constructio

    n not yet

    commenced

    12.09% -

    Stratford, Nanjing (former

    Huangjiadun project)

    No 400,000 400,000 0 100% 20.54% 11.40%

    Total - 9,936,600 9,563,030 48,150 - - -

    Remarks on failure to reach

    progress target and estimated

    gains (by project)

    1. Affected by the government’s adjustment in road planning for World Expo,

    construction of Wujiefang Project in Shanghai did not commence as scheduled. The

    Company is in the progress of submitting planning reports for approval. It is expected

    that construction will commence in the fourth quarter of 2010, and the overall

    development plan will be adjusted according to the progress of the project. The plot

    ratio and height of Anpin Street Project, Nanjing had to be reduced due to

    government policy to preserve the old town, affecting the construction

    commencement schedule and investment return. The Company is in the progress of

    submitting planning reports for approval. It is expected that construction will

    commence in the second half of 2010. The overall development plan will be adjusted

    according to the progress of the project.

    2. In view of the current sales progress and market forecast, the earnings to be

    generated from Stratford project, Nanjing will not reach the estimated level stated in

    the prospectus. And other investment projects financed by the raised proceeds are

    expected to have a return rate above the estimated return rate. The overall return from

    the investment projects financed by the raised proceeds is expected to exceed the

    estimated level stated in the prospectus.

    Remarks on reasons and

    procedures for the change (by

    project)

    No change.

    Use of the remaining balance

    of the proceeds

    As at 30 June 2010, the Company had applied RMB9,563,030,000 of the proceeds in

    accordance with the prospectus. The amount represented 96.24 per cent of the net

    proceeds of RMB9,936,600,000 . The remaining balance of RMB373,570,000 will be

    fully used in accordance with the progress of the project development.

    (2)Use of capital not from the capital market

    Major equity investment

    1)During the reporting period, the Company promoted and established 12 new subsidiaries, each with

    registered capital of over RMB30 million. The details are as follows:

    (Unit:’000)

    No. Newly established company Currency Registered

    capital

    Actual investment by

    China Vanke (RMB)

    Scope of

    business

    1 Xi’an Vanke Kaizhou Property Co., Ltd.

    (西安万科恺洲置业有限公司) USD 132,000.00 987,074.58 Property

    development

    2 Ningbo Wangang Real Estate Co., Ltd.

    (宁波万港房地产开发有限公司) RMB 603,750.00 603,750.00 Property

    development

    3 Shanghai Puhui Property Co., Ltd.

    (上海浦汇置业有限公司) RMB 290,000.00 290,000.00 Property

    development

    4 Shenyang Vanke Dongman Property Co.,

    Ltd.(沈阳万科东漫置业有限公司) USD 70,000.00 229,360.32 Property

    development

    5 Tangshan Vanke Real Estate Co., Ltd.

    (唐山万科房地产开发有限公司) RMB 200,000.00 200,000.00 Property

    development

    6 Fuzhou Wanrong Real Estate Co., Ltd.

    (福州市万榕房地产开发有限公司)

    RMB 160,000.00 160,000.00 Property

    development

    7 Guiyang Vanke Real Estate Co., Ltd.

    (贵阳万科房地产有限公司)

    RMB 100,000.00 100,000.00 Property

    development12

    8

    Jilin Vanke River Bank Real Estate Co.,

    Ltd.

    (吉林市万科滨江房地产开发有限公司)

    RMB

    100,000.00 100,000.00 Property

    development

    9

    Wuhan Liantou Vanke Real Estate Co.,

    Ltd.

    (武汉联投万科房地产有限公司)

    RMB

    200,000.00 100,000.00 Property

    development

    10 Xi’an Vanke South Property Co., Ltd.

    (西安万科南部置业有限公司)

    RMB 100,000.00 85,000.00 Property

    development

    11

    Langfang Wanheng Shengye Real Estate

    Co., Ltd.

    (廊坊万恒盛业房地产开发有限公司)

    USD 50,000.00 69,630.00 Property

    development

    12 Yantai Vanke Real Estate Co., Ltd.

    (烟台万科房地产开发有限公司) RMB 30,000.00 30,000.00 Property

    development

    Total 2,954,814.90

    2)The companies the Group acquired during the reporting period are shown as follows:

    A.On 26 February 2010, the Company acquired 100% equity interest of Kunming Xinhemin Real Estate

    Co., Ltd. for a total cash consideration of RMB335.78 million.

    B.On 26 March 2010, the Company acquired 75% equity interest of Shanghai Zhongfang River Bank

    Property Co., Ltd. for a total cash consideration of RMB152.20 million.

    C.On 20 April 2010, the Company acquired 100% equity interest of Shenzhen Vanke Jiuzhou Real

    Estate Co., Ltd. for a total cash consideration of RMB98.20 million.

    During the reporting period, the Company acquired another 14 companies for a total consideration of

    RMB236.59 million.

    3)During the reporting period, in order to support the business development of its subsidiaries, the

    Company increased the capital of 10 subsidaries by approximately RMB2,049 million. Of the total

    amount, RMB476 million was for Wuhan Wanwei Real Estate Co., Ltd., RMB357 million for Foshan

    Nanhai Vanke Paradiso Real Estate Co., Ltd., RMB315 million for Tianjin Wanbin Vanke Real Estate Co.,

    Ltd.. Capital injection to other companies during the period under review amounted to RMB901 million.

    Other investments

    During the reporting period, the Company acquired 38 new projects, with an aggregated planned GFA of

    11,958,273 sq m, of which approximately 8,925,965 sq m was attributable to China Vanke’s equity

    holding. Details of the projects are as follows:

    City Project Location Equity

    interest

    Site Area

    (sq m)

    Planned

    GFA

    (sq m)

    GFA

    attributable to

    China

    Vanke’s

    equity holding

    (sq m)

    Progress

    Huizhou

    Subsequent phase

    of Shuangyue

    Bay

    Huidong 67% 327,000 490,500 328,635 Pre-construction

    Phase II of

    Chencun Project Shunde 100% 117,854 294,636 294,636 Pre-construction

    Lunjiao Project Shunde 100% 80,571 241,712 241,712 Under

    construction

    Foshan

    Project F04 Shunde 50% 30,382 75,954 37,977 Pre-construction

    Guangzhou Tianhe Yupin

    Porject Baiyun 100% 22,297 120,850 120,850 For sale

    The Paradiso

    Songshan Lake

    Songshan

    Dongguan Lake 51% 136,151 381,000 194,310 Pre-construction

    Humen Zitai

    Project Humen 100% 60,570 151,426 151,426 Pre-construction13

    Chang’an Project Chang’an 100% 75,654 258,112 258,112 Pre-construction

    Changsha Machine Tool

    Factory Project Tianxin 70% 99,770 232,761 162,933 Pre-construction

    Shanghai New

    Village Project Taijiang 100% 93,359 445,703 445,703 Pre-construction

    Fuzhou Yongtai Red Cliff

    Project Yongtai 51% 392,000 382,048 194,844 Pre-construction

    Zhongshan Tanzhou Project Tanzhou 100% 32,103 126,932 126,932 Pre-construction

    Xinchang C4

    Project

    Pudong New

    District 100% 99,209 148,814 148,814 Pre-construction

    Shanghai Zhonggu Project Qingpu 100% 116,524 145,266 145,266 Pre-construction

    Guangfulin

    Project Songjiang 45% 130,970 104,778 47,150 Pre-construction

    Hangzhou Caozhuang

    Gongjian Jianggan 50% 68,564 150,841 75,571 Pre-construction

    Jishi Port Project Yinzhou 100% 95,242 171,435 171,435 Pre-construction

    Ningbo Zhenhai Lvhe

    Project Zhenhai 49% 226,777 488,148 239,193 Pre-construction

    Zhenjiang Bailongshan

    Project Runzhou 60% 285,683 416,448 249,869 Pre-construction

    Wuxi Xincheng Road

    Project Binhu 100% 154,119 385,299 385,299 Pre-construction

    Suzhou Wuyishan Road

    Project

    Suzhou New

    District 36% 164,532 143,626 51,705 Pre-construction

    Nanchang Chaoyangzhou

    Project Xihu 50% 21,818 76,362 38,181 Pre-construction

    Beijing

    Land Lot No 3,

    Changyang

    Project

    Fangshan 50% 78,325 157,992 78,996 Pre-construction

    Tangshan South Lake

    Project Lu’nan 100% 153,527 101,462 101,462 Pre-construction

    Dalian Land Lot C of

    Glamorous City Ganjinzi 100% 50,083 98,900 98,900 Pre-construction

    Tianjin Tianjin Port

    Project

    Binhai New

    District 51% 149,520 371,750 189,593 Pre-construction

    Vanke Blue

    Mountain Dadong 60% 74,527 222,520 133,512 Under

    construction

    Gear Wheel Plant

    Shenyang Projec Tiexi 70% 66,356 180,363 126,254 Pre-construction

    Sihai Logistic

    Project Tiexi 100% 40,971 102,013 102,013 Pre-construction

    Jilin Binjiang Project Jilin 65% 728,139 2,155,020 1,400,763 Pre-construction

    Qingdao Licang Project Licang 100% 141,273 265,321 265,321 Pre-construction

    Wuhan Yangtze River

    Village Project Hongshan 100% 135,600 470,400 470,400 Pre-construction

    Chengdu Phase I, Wulong

    Mountain Xindu 100% 345,174 346,214 346,214 Pre-construction

    The Paradiso

    Qujiang

    Qujiang

    New District 55% 152,667 386,876 212,782 Under

    Xi’an Chang’an the construction

    Dream Town Chang’an 85% 186,849 617,610 524,969 Under

    construction

    Kunming Jinyu Tixiang Panlong 100% 104,724 267,084 267,084 Pre-construction

    King Metropolis Xiaohe 51% 322,899 581,218 296,421 Pre-construction

    Guiyang

    The Paradiso Yunyan 100% 80,352 200,880 200,880 Pre-construction

    Total 5,642,134 11,958,273 8,925,965 -

    From the end of the reporting period to the date of announcement of this report, the Company acquired 4

    new projects, with a planned GFA of 1,816,015 sq m, of which 1,316,440 sq m of planned GFA is in

    proportion to China Vanke’s equity holding. Details are as follows:14

    City Project Location Equity

    Interest

    Site Area

    (sq m)

    Currently

    planned

    GFA (sq m)

    Planned GFA

    in proportion

    to Vanke’s

    equity holding

    ( sq m)

    Progress

    Shenzhen Buji Sandy Bay

    Project

    Longgang

    District 65% 104,870 481,215 312,790 Pre-construction

    Dalian

    Land lot D/E of

    Glamorous

    Project

    Ganjingzi

    District 100% 68,400 129,800 129,800 Pre-construction

    Langfan Xianghe Project

    Phase II Xianghe 50% 264,900 662,300 331,150 Pre-construction

    Wuhan Wanzihu Project Hankou

    District 100% 102,500 542,700 542,700 Pre-construction

    Total 540,670 1,816,015 1,316,440 -

    4. Comparison between the actual operating results during the reporting period and the

    planned targets at the beginning of the period

    The Company’s actual operating results during the reporting period did not deviate much from the planned

    targets at the beginning of the period.

    V. Significant events

    1. Corporate governance

    As one of the first companies listed in the PRC, the Company has always abided by its corporate values: to

    pursue simplicity, to be transparent, to be regulated and responsible. It continues to explore ways to raise

    its corporate governance standard. With a foundation built on sound corporate governance, China Vanke

    has established long-standing trust and win-win relationships with its investors.

    As the Company’s single largest shareholder, CRC and its connected companies have remained

    independent of the Company in respect of operations, employees, assets, organisation and finance, thereby

    ensuring the Company’s operation autonomy.

    During the reporting period, the Company, according to the relevant requirements, established a system to

    make claims against those liable for material errors in annual report information disclosure and started a

    special intiative focused on basic financial managment, thereby further improving its corporate

    governance.

    The Company’s actual corporate governance practice showed no deviation from the requirements of the

    relevant documents issued by the CSRC.

    2. Implementation of the Company’s proposal on dividend distribution for the previous year

    and profit appropriation for the interim period of 2010

    Dividend distribution for the year 2009 was approved at the 2009 Annual General Meeting held on 23

    March 2010. The proposal on the dividend distribution was: based on the total share capital as at the close

    of the market on the record date of the Company, a cash dividend of RMB0.70 (including tax; after

    deducting tax, a cash dividend of RMB0.63 would be paid for every 10 existing shares beneficially held by

    individual shareholders, investment funds and non-resident enterprises holding A shares; for non-resident

    enterprise shareholders holding B shares, a cash dividend of RMB0.63 would be paid for every 10 existing

    shares; other holders of B shares were not subject to taxation for the time being) would be paid to all the

    shareholders on the basis of every 10 existing shares held.

    The aforesaid proposal was implemented during the reporting period: the record date for A shares was 17

    May 2010, and ex-dividend date was 18 May 2010, while the last trading day of B shares was 17 May

    2010, ex-dividend date was 18 May 2010, and the record date was 20 May 2010. For details on the15

    implementation of the proposal, please refer to the announcement published in China Securities Journal,

    Securities Times, Shanghai Securities News, cninfo.com.cn and irasia.com on 10 May 2010.

    The Company will not carry out profit appropriation nor the transfer of capital surplus reserve to share

    capital for the interim period of 2010.

    3. Implementation of The Restricted Stock Incentive Plan

    As the incentive plan for year 2007 under Phase One Restricted Stock Incentive Plan did not meet the

    condition for stock price performance target, the termination of the incentive plan was confirmed in the

    announcement dated 5 January 2010. All of the 46,551,761 Vanke A shares held by the incentive plan for

    year 2007 were sold on the secondary market within the tradable window period. The total amount of

    funds, together with the accrued interest, under the incentive plan for year 2007, in an aggregate amount of

    RMB468,728,083.89 was transferred to the Company’s designated account during the reporting period.

    Termination of the implementation of the incentive plan for year 2007 was completed. The implementation

    of Phase One Restricted Stock Incentive Plan had completed.

    Please refer to the announcements published in China Securities Journal, Securities Times, Shanghai

    Securities News and cninfo.com.cn on 5 January 2010 and 27 January 2010 for details.

    4. Material litigation and arbitration

    During the reporting period, the Company was not involved in any material litigation and arbitration.

    5. Significant acquisition and disposal of assets

    During the reporting period, there were no significant acquisition and disposal of assets by the Company.

    6. Other matters in relation to investment

    6.1 Securities investments

    □ Applicable √ Not applicable

    6.2 Equity interests held in other listed companies

    (Unit: RMB)

    Stock

    code

    Stock

    abbreviation

    Initial

    investment

    amount

    Percentage of

    shareholding

    Balance as at

    the end of the

    reporting period

    Gains/(losses)

    during the

    reporting

    period

    Changes in equity

    attributable to

    equity

    shareholders

    during the

    reporting period

    000001

    Shenzhen

    Development

    Bank Co., Ltd –

    A

    - - - 43,480,910.81 (61,866,882.60)

    600697

    Changchun

    Eurasia Group

    Co., Ltd

    819,957.78 0.19% 7,530,072.06 36,584,997.03 (34,197,694.34)

    600680 Shanghai

    Potevio Co., Ltd

    2,780,251.55 0.35% 12,600,640.00 19,508,737.51 (22,541,483.49)

    600751

    SST Tianjin

    Marine Shipping

    Co., Ltd.

    143,600.00 0.04% 143,600.00 - -

    Total 3,743,809.33 - 20,274,312.06 99,574,645.35 (118,606,060.43)

    Note:1. The above-mentioned equity interests are legal person shares held by the Company over the years. Up till now, SST

    Tianjin Marine Shipping Co., Ltd has not undergone share reform.16

    2. During the reporting period, all the equity interests held in Shenzhen Development Bank Co., Ltd – A by the Company

    and part of the equity interests held in Changchun Eurasia Group Co., Ltd and Shanghai Potevio Co., Ltd. by the Company

    had been disposed. Gains from the disposal of the equity interests have been recognised as “investment income”. The change

    in fair value of the remaining equity interests at the end of the reporting period led to a decrease in “available-for-sale

    finance assets”, and a corresponding decrease in “capital reserve”.

    6.3 Shareholding in non-listed financial corporations and companies planning for listing

    No.

    7. Major connected transactions

    During the reporting period, the Company was not involved in any major connected transactions.

    8. Major contracts and their implementation

    (1) During the reporting period, the Company did not have any material assets from other companies

    under its custodial management, sub-contract or lease any assets from other companies, nor were

    the Company’s material assets put under custodial management of, subcontracted or leased by

    other companies.

    (2) During the reporting period, the Company did not have any entrustment of financial management.

    (3) Details on the new guarantees made by the Company during the reporting period are as follows:

    No.

    Guarantor

    (% of equity interest

    held by China Vanke )

    Company for which

    guarantee was granted

    (% of equity interest held

    by China Vanke )

    Guarantee

    amount Remarks Guarantee

    Period

    1

    Chengdu Vanke Real

    Estate Co., Ltd.

    (“Chengdu Vanke”)

    Chengdu Vanke Yihang

    Vanke Binjiang Estate

    Development Co. Ltd(成都一

    航万科滨江房地产有限公

    司) (49%)

    RMB19.5 million

    Provided a guarantee in

    proportion to the

    Company’s equity holding

    (15%) for a bank loan of

    RMB130 million

    16 March 2010 to

    15 March 2013

    2

    Zhejiang Vanke Nandu

    Real Estate Company

    Limited

    Hangzhou Wan Kun Real

    Estate Company Ltd(杭州万

    坤置业有限公司)(51%)

    RMB17.352

    million

    Provided a guarantee in

    proportion to the

    Company’s equity holding

    (51%) for a construction

    guarantee of RMB34.023

    million

    30 June 2010 to

    30 December

    2011

    During the reporting period, the amount of new guarantees made by the Company and its majority-owned

    subsidiaries was RMB37 million, and the amount of guarantees withdrawn was RMB90 million. As at the

    end of the reporting period, the outstanding amount of guarantees made by the Company was RMB1,188

    million, accounting for 2.99 per cent of the Company’s net assets. The outstanding amount of guarantees

    made by the Company and its majority-owned subsidiaries for other majority-owned subsidiaries was

    RMB1,153 million, while the outstanding amount of guarantees made by the Company and its majorityowned

    subsidiaries for associated companies was RMB35 million, and the outstanding amount of external

    guarantees made by the Company and its majority-owned subsidiaries was zero.

    The Company did not provide guarantee for shareholders, beneficial controller and its connected parties,

    nor did it, directly or indirectly, provide guarantee for companies with an assets/liabilities ratio exceeding

    70 per cent.

    9. Specific elaboration and independent opinions of the independent directors on the use of

    capital by connected parties and external guarantees17

    There had been no non-operational use of capital by the controlling shareholder or other connected parties

    of the Company.

    During the reporting period, the Company, in strict compliance with the related rules, regulated its external

    guarantee activities in order to control risks. There was no violation against the “Notice regarding the

    regulation of external guarantees by listed companies”. The Company’s guarantees had been made to meet

    its production and operational needs and the requirements for reasonable use of capital. The procedures for

    the determination of guarantees are legal and reasonable without prejudice to the interests of the Company

    and its shareholders.

    10. Undertaking

    China Resources National Corporation (“CRNC”) – the parent company of CRC, being the Company’s

    original single largest shareholder and the present single largest shareholder’s controlling shareholder,

    gave a significant undertaking to the Company in 2001: CRNC would provide as much support to the

    Company as it did in the past, as long as such support was beneficial to the Company’s development, and

    that it would remain impartial in the event of any competition between the investment projects of the

    Company and that of CRNC and its subsidiaries, and in the event of any disagreements or disputes arising

    from horizontal competition. CRNC has fulfilled its undertaking.

    11. Meeting with investors

    Type of meeting Date Location Approach Classification of visitors

    Issues discussed

    and information

    provided

    China Jianyin

    Investment

    Securities meeting

    2010.1 Shenzhen

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    China Galaxy

    Securities meeting

    2010.1 Beijing

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Deutsche Bank

    meeting

    2010.1 Beijing

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    UBS meeting 2010.1 Shanghai

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    HSBC meeting 2010.1 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Annual results

    presentation

    2010.3

    Hong Kong,

    Shenzhen

    (Shanghai,

    Beijing)

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    individual investors, etc

    CLSA meeting 2010.3 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Credit Suisse

    meeting

    2010.3 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    BNP meeting 2010.3 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Daiwa Securities

    meeting

    2010.3 Tokyo

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Credit Suisse

    meeting

    2010.3 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    (I) Major issues

    discussed:

    (1) The

    Company’s

    daily

    operations;

    (2) The

    Company’s

    development

    strategies;

    (3) The

    Company’s

    opinion on the

    changes in the

    industry.

    (II) Major

    information

    provided:

    Published

    information

    including the

    Company’s

    regular reports.18

    Macquarie meeting 2010.4 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Daiwa Securities

    meeting

    2010.4 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Deutsche Bank

    meeting

    2010.5 Singapore

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Morgan Stanley

    meeting

    2010.5 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    BOC international

    meeting

    2010.5 Qingdao

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    CLSA meeting 2010.5 Shanghai

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Shenjin Wanguo

    meeting

    2010.5 Hong Kong

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Greatwall

    Securities meeting

    2010.5 Beijing

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    UBS meeting 2010.5 Huhehaote

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    China Jianyin

    Investment

    Securities meeting

    2010.5 Shanghai

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Essence Securities

    meeting

    2010.6 Beijing

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    JP Morgan meeting 2010.6 Beijing

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Everbright

    Securities meeting

    2010.6 Shenzhen

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Guosen Securities

    meeting

    2010.6 Shenzhen

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Changjiang

    Securities meeting

    2010.6 Yichang

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Credit Suisse

    meeting

    2010.6 Shanghai

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Guotai Junan

    meeting

    2010.6 Qingdao

    Face to

    Face

    Meeting

    Investors including securities companies, funds,

    etc

    Note: The above-mentioned meetings included one-on-one meetings, small group meetings and large group

    presentation. The Company received or met with investors from over 50 companies.19

    Securities

    Companies

    During

    the

    reporting

    period

    Shenzhen,

    Guangzhou,

    Zhongshan,

    Zhuhai, Fuzhou,

    Changsha,

    Haikou,

    Shanghai,

    Nanjiing,

    Suzhou,

    Hangzhou,

    Beijing, Tianjin,

    Shenyang,

    Dalian, Anshan,

    Qingdao, Wuhan,

    Chengdu,

    Chongqing,

    Xi’an etc.

    Small

    group or

    one-onone

    Shenyin Wanguo, CLSA, Southwest Securities,

    Citi, Huatai United Securities, Changjiang

    Securities, UBS, CICC, Bohai Securities, Daiwa

    Securities, Everbright Securities, China Galaxy

    Securities, Credit Suisse, Essence Securities, China

    Jianyin Investment Securities, ABN Amro Bank,

    JP Morgan, Merrill Lynch, RBS, Morgan Stanley,

    Greatwall Securities, Mitsubishi UFJ Securities,

    Goldman Sachs GaoHua, CITIC Securities,

    Guangfa Securities, CSC Securities, Nomura

    Securities, Deutsche Bank, Macquarie, Hong Kong

    First Shanghai Securities Co., Ninjing Securities,

    Computershare, Meiwa Securities Co.,Ltd, 82

    Securities Co., Ltd, CEBM Group Ltd, BNP, Piper

    Jaffray Asia Securities Limited, Phillip Securites

    Group, DBS Vickers, Aviate Global, Auerbach

    Grayson, Samsung Securities, Yuanta Securities

    etc.20

    Funds and other

    investment

    companies and

    individual investors

    During

    the

    reporting

    period

    Shenzhen,

    Guangzhou,

    Zhongshan,

    Zhuhai, Fuzhou,

    Changsha,

    Haikou,

    Shanghai,

    Nanjing, Suzhou,

    Hangzhou,

    Beijing, Tianjin,

    Shenyang,

    Dalian, Anshan,

    Qingdao, Wuhan,

    Chengdu,

    Chongqing,

    Xi’an etc.

    Small

    group or

    one-onone

    China AMC, Taikang Life, Yinhua Fund, China

    Universal Fund, First-Trust Fund, China

    Merchants Fund, Penghua Fund, Bank of

    Communications Schroders Fund, Cephei

    Investment, CCB Principal Asset Management, E

    Fund, Congrong Investment, Rongtong Fund,

    Bosera Fund , Hanwha Securities Co., Ltd,

    Fullgoal Fund , bocgi, China Taiping insurance,

    Fuh Hwa Securities Investment Trust, Franklin

    Templeton Sealand Fund, SYWG BNP Paribas

    Asset Management Co., Ltd, Fortune SGAM

    Fund , Allianz Fund, Zeal Asset Management

    Limited, Shanghai Hao Tong Investment

    Consulting Co., Ltd, Shenzhen Huize Zhangfu

    investment consulting Co, Perry Capital,

    Government of Singapore Investment Corporation

    Pte Ltd Avenue Capital, Caxton Associates, GSI

    Management Limited, Wellington, University of

    Pennsylvania, Orange Capital, Merchant Gates,

    LaSalle Investment Management, Deutsche Asset

    Management, T. Rowe Price International, JF

    Asset Management, Martin Currie Investment

    Management, Grand River Investments, First State

    Investments, Oaktree Capital Management,

    Western Asset Management, Keefe Bruyette &

    Woods, Mitsubishi UFJ Asset Management, Ballie

    Gifford, Duquesne Capital Mgt, Pyrford

    International, Christensen, Pictet Asset

    Management, Goldman Sachs Principal Strategies,

    Chugoku Bank, Robeco,Clairvoyance Capital,

    Morgan Stanley Asset Mgt, AllianzBerstein, Weitz

    Funds, Partner Funds, Tiger Asia Asset, Hamblin

    Watsa, Henderson TR Pacific, One Investment &

    Trinity Street, Jupiter, State Teachers Retirement

    System of Ohio, Broad Peak Investment Advisers

    Pte Ltd., BT Investment Management, GMO,

    Invesco Hong Kong Limited, GLG Partners,

    Capital Research, NPJ Asset Management,

    Algebris, Noonday Asset Management, Equinox

    Partners, Highbridge, LaSalle, Primero Asset

    Mgmt, Pacific Eagle, UOB AM, DBS Asset Mgmt,

    Winnington, VL AM, Nomura Asset Management,

    Emerging Markets Management L.L.C., Value

    Partners, Public Mutual Investment Management,

    FrontPoint Partners, William Blair, Marsico

    Capital Mgmt. , Mason Capital Mgmt LLC, RHG

    Capital LP, WRA Invs LLC, Brandes Investment

    Management, Maverick Capital, RCM Asia

    Pacific, Keywise, Brevan Howard, SunAmerica,

    Blackrock, Thornburg Investment, Northern Trust,

    AP3, Franklin Templeton, Mapple Brown Abbott,

    Perennial Value, ING etc.

    12. Corporate bonds and related matters

    During the reporting period, the Company kept a good credit standing. The Company’s issued bonds,

    including “08 Vanke G1” (Bond code: 112005) and “08 Vanke G2” (Bond code: 112006), had been

    tracked and rated by China Chengxin Securities Rating Co., Ltd. (中诚信证券评估有限公司). The rating

    company continued to assign an AAA credit rating to the secured corporate bonds, “08 Vanke G1”, and

    AA+ credit rating to the unsecured bonds, “08 Vanke G2”, and AA+ credit rating to the Company as a

    whole, and raised the rating outlook from stable to positive.

    13. Investment in derivatives21

    Remarks on risk analysis and management of derivative

    positions during the year under review (including but not

    limited to market risk, liquidity risk, credit risk, operational risk

    and legal risk, etc.)

    In order to limit the risk associated with the fluctuations of interest

    rate, the Company entered into an interest rate swap (“IRS”)

    agreement to hedge floating rate foreign currency loan. The Company

    would charge the counterparty an interest according to a floating rate,

    in order to pay the floating-rate interest to the original lender, and pay

    a fixed rate to the counterparty.

    IRS is used to control the risk arising from the change in interest rate

    by fixing a forward interest rate on the notional amount during the

    term of the foreign currency loan.

    Change in market price or fair value of the derivatives invested

    during the year under review, as well as the method, related

    assumptions and parameters used to analyse the fair value of

    derivatives should be disclosed

    The effect of the change in the IRS value on the Company’s profit or

    loss during the reporting period amounted to RMB(5,810,671.18). The

    value of the IRS was determined based on the fair value assessed on

    30 June 2010.

    Remarks on whether there has been a material change in the

    accounting policy and accounting measurement principles for

    the Company’s derivatives during the year under review as

    compared with those of the previous reporting year

    Nil

    Special advice on derivative investment and risk control by

    independent directors, sponsors and financial advisors

    The Company’s independent directors are of the view that financial

    instruments such as IRS reduced the probable loss associated with

    foreign currency loan in the event of significant fluctuations in interest

    rate. The relevant arrangement of the Company has been prudent and

    reasonable.

    Derivative positions as at the end of the reporting period

    Unit: RMB’000

    Type of contracts

    Contract amount as at

    the beginning of the

    period

    Contract amount as

    at the end of the

    period

    Profit/loss during the

    reporting period

    Contract amount as at

    the end of the period as

    a percentage of the

    Company’s net assets

    as at the end of the

    reporting period

    Interest rate swap (IRS)

    agreement 462,610.55 1,740,917.12 (5,810.67) 4.38%

    Total 462,610.55 1,740,917.12 (5,810.67) 4.38%

    VI. Financial statements (unaudited)22

    China Vanke Co., Ltd.

    萬科企業股份有限公司

    30 June 201023

    Consolidated income statement

    for the year ended 30 June 2010

    (Expressed in Renminbi Yuan)

    Note 2010

    Jan. – Jun

    2009

    Jan. – Jun

    Revenue 7 15,816,254,224 20,553,477,931

    Cost of sales (10,046,889,448) (14,840,848,429)

    Gross profit 5,769,364,776 5,712,629,502

    Other income 8 206,654,647 53,561,476

    Distribution costs (606,401,577) (551,447,479)

    Administrative expenses (575,447,943) (581,874,279)

    Other operating expenses 9 (35,154,287) (68,404,243)

    Profit from operations 4,759,015,616 4,564,464,977

    -------------------- --------------------

    Finance income 373,600,878 134,732,205

    Finance costs (386,171,719) (346,839,320)

    Net finance costs 11 (12,570,841) (212,107,115)

    -------------------- --------------------

    Share of profits less losses of associates 21 17,667,867 163,366,356

    Share of profits less losses

    of jointly controlled entities 22 76,772,073 (18,330,042)

    Profit before income tax 4,840,884,715 4,497,394,176

    Income tax 12(a) (1,680,063,826) (1,397,166,922)

    Profit for the year 3,160,820,889 3,100,227,254

    Attributable to:

    Equity shareholders of the Company 2,812,498,573 2,524,392,406

    Minority interests 348,322,316 575,834,848

    Profit for the year 3,160,820,889 3,100,227,254

    Basic and diluted earnings per share 14 0.26 0.23

    ..

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    24

    Consolidated statement of comprehensive income

    for the year ended 30 June 2010

    (Expressed in Renminbi Yuan)

    Note 2010

    Jan. – Jun

    2009

    Jan. – Jun

    Profit for the year 3,160,820,889 3,100,227,254

    -------------------- --------------------

    Other comprehensive income

    for the year (after tax and

    reclassification adjustments) 13

    Exchange differences on translation

    of financial statements of

    foreign subsidiaries 47,738,002 230,369

    Available-for-sale securities: net

    movement in the fair value reserve (93,939,754) 48,310,446

    (46,201,752) 48,540,815

    -------------------- --------------------

    Total comprehensive income for the year 3,114,619,137 3,148,768,069

    Attributable to:

    Equity shareholders of the Company 2,766,296,821 2,572,933,221

    Minority interests 348,322,316 575,834,848

    Total comprehensive income for the year 3,114,619,137 3,148,768,069

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    25

    Consolidated balance sheet at 30 June 2010

    (Expressed in Renminbi Yuan)

    Note 30 June 2010 31 December 2009

    ASSETS

    Non-current assets

    Property, plant and equipment 16 1,368,151,947 1,387,295,710

    Lease prepayments 17 81,141,162 81,966,326

    Investment properties 18 124,381,463 228,143,158

    Construction in progress 19 720,431,028 593,208,234

    Interest in associates 21 763,129,420 709,512,280

    Interest in jointly controlled entities 22 3,461,127,756 2,763,877,398

    Other financial assets 23 108,509,013 255,622,796

    Deferred tax assets 24(a) 1,324,276,861 1,265,649,479

    Total non-current assets 7,951,148,650 7,285,275,381

    -------------------- --------------------

    Current assets

    Inventories 25 61,175,949 59,998,046

    Properties held for development 26 50,867,768,617 44,230,838,396

    Properties under development 26 55,663,253,400 40,901,289,915

    Completed properties for sale 26 5,302,302,514 5,311,972,269

    Trade and other receivables 27 21,918,984,424 17,235,320,841

    Financial derivatives - 740,471

    Cash and cash equivalents

    and pledged deposits 28 19,111,314,733 23,001,923,831

    Total current assets 152,924,799,637 130,742,083,769

    -------------------- --------------------

    TOTAL ASSETS 160,875,948,287 138,027,359,150

    EQUITY

    Share capital 29 10,995,210,218 10,995,210,218

    Reserves 30 28,777,743,526 26,866,813,259

    Awarded Shares purchased for the

    Employees’ Share Award Scheme 35 - (486,135,416)

    Total equity attributable to equity

    shareholders of the Company 39,772,953,744 37,375,888,061

    Minority interests 8,646,855,033 8,032,624,393

    TOTAL EQUITY 48,419,808,777 45,408,512,454

    -------------------- --------------------

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    26

    Consolidated balance sheet at 30 June 2010 (continued)

    (Expressed in Renminbi Yuan)

    Note 30 June 2010 31 December 2009

    LIABILITIES

    Non-current liabilities

    Interest-bearing borrowings and bonds 31 25,432,564,762 23,296,534,102

    Deferred tax liabilities 24(b) 1,096,540,551 1,221,268,786

    Other long term liabilities 32 8,735,986 8,408,145

    Provisions 34 33,609,750 34,355,815

    Total non-current liabilities 26,571,451,049 24,560,566,848

    -------------------- --------------------

    Current liabilities

    Interest-bearing borrowings 31 13,416,327,820 8,628,670,478

    Financial derivatives 5,070,200 -

    Trade and other payables 33 68,331,120,744 55,244,411,867

    Current taxation 12(c) 4,132,169,697 4,185,197,503

    Total current liabilities 85,884,688,461 68,058,279,848

    -------------------- --------------------

    TOTAL LIABILITIES 112,456,139,510 92,618,846,696

    -------------------- --------------------

    TOTAL EQUITY AND LIABILITIES 160,875,948,287 138,027,359,150

    Approved and authorized for issue by the board of directors on 6 August 2010.

    )

    )

    ) Directors

    )

    )

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    27

    Consolidated statement of changes in equity

    For the year ended 30 June 2010

    (Expressed in Renminbi Yuan)

    Attributable to equity shareholders of the Company

    Employee

    Foreign share-based ’

    Share Share exchange Statutory compensation Revaluation Retained Total Minority Total equity

    Note capital premium reserve reserves reserve reserve Other reserves profits interests

    Balance at 1 January 2010 10,995,210,218 8,826,644,405 276,721,079 8,737,841,437 (156,158,559) 107,604,654 (220,373,917) 8,808,398,744 37,375,888,061 8,032,624,393 45,408,512,454

    Changes in equity for the

    six months ended 30 June 2010:

    Dividend declared-2010 15 - - - - - - - (771,376,582) (771,376,582) (202,820,584) (974,197,166)

    Capital injections from

    minority interests of subsidiaries - - - - - - - - - 468,728,908 468,728,908

    Equity settled share-based

    transactions 30(b) - - - - 468,728,084 - - - 468,728,084 - 468,728,084

    Acquisitions of minority interests - - - - - - (66,582,640) - (66,582,640) - (66,582,640)

    Total comprehensive income

    for the year - - 47,738,002 - - (93,939,754) - 2,812,498,573 2,766,296,821 348,322,316 3,114,619,137

    Balance at 30 June 2 010 1 0,995,210,218 8 ,826,644,405 324,459,081 8,737,841,437 312,569,525 13,664,900 (286,956,557) 1 0,849,520,735 3 9,772,953,744 8,646,855,033 , 48,419,808,777China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    28

    Consolidated statement of changes in equity (continued)

    For the year ended 30 June 2009

    (Expressed in Renminbi Yuan)

    Attributable to equity shareholders of the Company

    Awarded shares

    Employee purchased for

    Foreign share-based Employees’

    Share Share exchange Statutory compensation Revaluation Retained Share Award Minority

    capital premium reserve reserves reserve reserve Other reserves profits Scheme Total interests Total equity

    Balance at 1 January 2009 10,995,210,218 8,826,644,405 277,307,760 6,581,984,978 473,226,067 44,647,125 (241,332,344) 6,184,277,987 (1,250,040,934) 31,891,925,262 6,926,624,219 38,818,549,481

    Changes in equity for the

    six months ended 30 June 2009:

    Transfer of retained profits - - - - - - (14,482,395) - - (14,482,395) - (14,482,395)

    Dividend declared-2009 - - - - - - - (549,760,511) - (549,760,511) (128,533,121) (678,293,632)

    Capital injections from

    minority interests of subsidiaries - - - - - - - - - - (90,256,136) (90,256,136)

    Equity settled share-based

    transactions - - - - - - (143,249,210) - 763,905,518 620,656,308 - 620,656,308

    Total comprehensive income

    for the year - - 230,369 - - 48,310,446 - 2,524,392,406 - 2,572,933,221 575,834,848 3,148,768,069

    Balance at 30 June 2 009 1 0,995,210,218 8,826,644,405 277,538,129 6,581,984,978 473,226,067 92,957,571 (399,063,949 ) 8,158,909,882 (486,135,416) 34,521,271,885 7,283,669,810 41,804,941,695

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    29

    Consolidated cash flow statement

    for the year ended 30 June 2010

    (Expressed in Renminbi Yuan)

    2010 2009

    Note Jan. – Jun Jan. – Jun

    Cash flows from operating activities

    Cash receipts from customers 28,870,516,221 27,326,850,631

    Cash paid to suppliers (29,123,479,748) (11,498,223,641)

    Cash paid to and for employees (1,025,738,335) (656,464,889)

    Cash paid for other taxes (4,385,820,679) (3,534,320,990)

    Cash generated from other operating activities 2,659,393,935 788,899,488

    Cash used in other operating activities (6,509,292,573) (2,605,155,965)

    Net cash generated from / (used in)

    operating activities (9,514,421,179) 9,821,584,634

    -------------------- --------------------

    Cash flows from investing activities

    Acquisitions of subsidiaries,

    net of cash acquired 5 188,165,014 (252,880,464)

    Acquisitions of interest in associates, jointly

    controlled entities and other investments (1,453,342,441) (13,912,578)

    Acquisitions of property, plant and

    equipment and construction in progress (40,828,007) (19,369,517)

    Proceeds from disposals of subsidiaries 6 20,112,929 -

    Proceeds from disposal of property,

    plant and equipment 438,616 84,177,822

    Proceeds from sales of investments 138,303,746 80,060,000

    Proceeds from other investment activities 131,453,581 144,202,567

    Dividends received 439,521,967 134,830,514

    Net cash used in investing activities (576,174,595) 157,108,344

    -------------------- --------------------

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    30

    Consolidated cash flow statement (continued)

    for the year ended 30 June 2010

    (Expressed in Renminbi Yuan)

    2010 2009

    Note Jan. – Jun Jan. – Jun

    Cash flows from financing activities

    Capital injections from minority interests

    of subsidiaries 1,134,963,387 -

    Proceeds from loans and borrowings 11,911,335,211 11,039,015,369

    Repayment of loans and borrowings (5,067,889,566) (12,382,381,037)

    Dividend and interest paid (1,886,222,183) (1,733,306,033)

    Net cash (used in) / generated from

    financing activities 6,092,186,849 (3,076,671,701)

    -------------------- --------------------

    Net increase in cash and cash equivalents (3,998,408,925) 6,902,021,277

    Cash and cash equivalents at 1 January 22,002,774,938 19,978,285,930

    Effect of foreign exchange rate changes (4,982,697) 116,336

    Cash and cash equivalents at balance sheet date 17,999,383,316 26,880,423,543

    The accompanying notes form part of these financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    31

    Notes to the consolidated financial statements

    (Expressed in Renminbi Yuan)

    1 Reporting entity

    China Vanke Co., Ltd (the “Company”) is a company domiciled in the People’s Republic of

    China (the “PRC”). The consolidated financial statements of the Company for the year

    ended 30 June 2010 comprise the Company and its subsidiaries (together referred to as the

    “Group”) and the Group’s interests in associates and jointly controlled entities. The Group is

    primarily involved in the development and sale of properties in the PRC (see note 7).

    2 Basis of preparation

    (a) Statement of compliance

    The consolidated financial statements have been prepared in accordance with the

    International Financial Reporting Standards (“IFRSs”) promulgated by the International

    Accounting Standards Board (“IASB”).

    The consolidated financial statements were approved and authorized for issue by the

    Company’s board of directors on 6 August 2010.

    (b) Basis of measurement

    The consolidated financial statements have been prepared on the historical cost basis except

    for the following:

    ?financial instruments at fair value through profit or loss are measured at fair value

    ?available-for-sale financial assets are measured at fair value

    (c) Functional and presentation currency

    The consolidated financial statements are presented in Renminbi Yuan, which is the Group’s

    functional currency.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    32

    2 Basis of preparation (continued)

    (d) Use of estimates and judgements

    The preparation of financial statements in conformity with IFRSs requires management to

    make judgements, estimates and assumptions that affect the application of accounting

    policies and the reported amounts of assets, liabilities, income and expenses. The estimates

    and associated assumptions are based on historical experience and various other factors that

    are believed to be reasonable under the circumstances, the results of which form the basis of

    making the judgements about carrying values of assets and liabilities that are not readily

    apparent from other sources. Actual results may differ from these estimates.

    The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to

    accounting estimates are recognised in the period in which the estimate is revised if the

    revision affects only that period, or in the period of the revision and future periods if the

    revision affects both current and future periods.

    Information about significant areas of estimation uncertainty and critical judgements in

    applying accounting policies that have the most significant effect on the amounts recognised

    in the consolidated financial statements is included in the following notes:

    ?Notes 16, 17 18 and 19 – depreciation and impairment of property, plant and

    equipment , lease prepayments , investment properties and construction in progress.

    ?Note 26 – write down of properties

    ?Note 27 – impairment of trade debtors and other receivables

    ?Note 41 – accounting estimates and judgements

    3 Significant accounting policies

    The accounting policies set out below have been applied consistently to all periods presented

    in these consolidated financial statements, and have been applied consistently by Group

    entities.

    (a) Basis of consolidation

    (i) Subsidiaries and minority interests

    Subsidiaries are entities controlled by the Group. Control exists when the Group has the

    power to govern the financial and operating policies of an entity so as to obtain benefits from

    its activities. In assessing control, potential voting rights that presently are exercisable are

    taken into account.

    An investment in a subsidiary is consolidated into the consolidated financial statements from

    the date that control commences until the date that control ceases. Intra-group balances and

    transactions and any unrealised profits arising from intra-group transactions are eliminated in

    full in preparing the consolidated financial statements. Unrealised losses resulting from

    intra-group transactions are eliminated in the same way as unrealised gains but only to the

    extent that there is no evidence of impairment.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    33

    3 Significant accounting policies (continued)

    (a) Basis of consolidation (continued)

    (i) Subsidiaries and minority interests (continued)

    Minority interests represent the portion of the net assets of subsidiaries attributable to

    interests that are not owned by the Company, whether directly or indirectly through

    subsidiaries, and in respect of which the Group has not agreed any additional terms with

    holders of those interests which would result in the Group as a whole having a contractual

    obligation in respect of those interests that meets the definition of a financial liability.

    Minority interests are presented in the consolidated balance sheet within equity, separately

    from equity attributable to the equity shareholders of the Company. Minority interests in the

    results of the Group are presented on the face of the consolidated income statement as an

    allocation of the total profit or loss for the year between minority interests and the equity

    shareholders of the Company.

    Where losses applicable to the minority exceed the minority’s interest in the equity of a

    subsidiary, the excess, and any further losses applicable to the minority, are charged against

    the Group’s interest except to the extent that the minority has a binding obligation to, and is

    able to, make additional investment to cover the losses. If the subsidiary subsequently

    reports profits, the Group’s interest is allocated all such profits until the minority’s share of

    losses previously absorbed by the Group has been recovered.

    Loans from holders of minority interests and other contractual obligations towards these

    holders are presented as financial liabilities in the consolidated balance sheet in accordance

    with notes 3(r) and 3(t) depending on the nature of the liability.

    (ii) Associates and jointly controlled entities

    An associate is an entity in which the Group has significant influence, but not control or joint

    control, over its management, including participation in the financial and operating policy

    decisions.

    A jointly controlled entity is an entity which operates under a contractual arrangement

    between the Group and other parties, where the contractual arrangement establishes that the

    Group and one or more of the other parties share joint control over the economic activity of

    the entity.

    An investment in an associate or a jointly controlled entity is accounted for in the

    consolidated financial statements under the equity method, unless it is classified as held for

    sale (or included in a disposal group of that is classified as held for sale). Under the equity

    method, the investment is initially recorded at cost and adjusted thereafter for the post

    acquisition change in the Group’s share of investees’ net assets and any impairment loss

    relating to the investment (see note 3(h)(i)). The Group’s share of the post-acquisition, posttax

    results of the investees and any impairment losses for the year are recognised in the

    consolidated income statement, whereas the Group’s share of the post-acquisition post-tax

    items of the investees’ other comprehensive income is recognised in the consolidated

    statement of comprehensive income.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    34

    3 Significant accounting policies (continued)

    (a) Basis of consolidation (continued)

    (ii) Associates and jointly controlled entities (continued)

    When the Group’s share of losses exceeds its interest in the associate or the jointly controlled

    entity, the Group’s interest is reduced to nil and recognition of further losses is discontinued

    except to the extent that the Group has incurred legal or constructive obligations or made

    payments on behalf of the associate or the jointly controlled entity. For this purpose, the

    Group’s interest is the carrying amount of the investment under the equity method together

    with the Group’s long-term interests that in substance form part of the Group’s net

    investment in the associate or the jointly controlled entity.

    Unrealised profits and losses resulting from transactions between the Group and its associates

    and jointly controlled entities are eliminated to the extent of the Group’s interest in the

    investee, except where unrealised losses provide evidence of an impairment of the asset

    transferred, in which case they are recognised immediately in profit or loss.

    (iii) Business combinations

    When an acquisition is completed by a series of successive transactions, each significant

    transaction is considered individually for the purpose of the determination of the fair value of

    the identifiable assets, liabilities and contingent liabilities acquired and hence for the

    goodwill associated with the acquisition.

    The fair values of the identifiable assets and liabilities acquired can vary at the date of each

    transaction. When a transaction results in taking over the control of the entity, the interests

    of the entity previously recorded in the Group’s financial statements are revalued on the basis

    of the fair values of the identifiable assets and liabilities at the transaction date. Any

    revaluation surplus/deficits are recorded in equity.

    When control already exists at the date of addition in interest in an entity, no fair value

    adjustment is made to the identifiable assets, liabilities and contingent liabilities of the entity.

    Any difference between the considerations and the carrying amount of interests previously

    recorded in the Group’s financial statements is dealt with in equity.

    Where the Group decreases its interest in a subsidiary without losing control, any gain or loss

    on the partial disposal is recognised in equity.

    (iv) Goodwill

    Goodwill represents the excess of the cost of a business combination or an investment in an

    associate or a jointly controlled entity over the Group’s interest in the net fair value of the

    acquiree’s identifiable assets, liabilities and contingent liabilities.

    Goodwill is stated at cost less accumulated impairment losses. Goodwill arising on a

    business combination is allocated to cash-generating units and is tested annually for

    impairment (see note 3(h)). In respect of associates or jointly controlled entities, the carrying

    amount of goodwill is included in the carrying amount of the interest in the associate or

    jointly controlled entity and the investment as a whole is tested for impairment whenever

    there is objective evidence of impairment (see note 3(h)).China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    35

    3 Significant accounting policies (continued)

    (a) Basis of consolidation (continued)

    (iv) Goodwill (continued)

    Any excess of the Group’s interest in the net fair value of the acquiree’s identifiable assets,

    liabilities and contingent liabilities over the cost of a business combination or an investment

    in an associate or a jointly entity is recognised immediately in profit or loss.

    On disposal of a cash generating unit, an associate or a jointly controlled entity during the

    year, and attributable amount of purchased goodwill is included in the calculation of the

    profit or loss on disposal.

    (b) Foreign currency

    (i) Foreign currency transactions

    Transactions in foreign currencies are translated to the respective functional currencies of

    Group entities at exchange rates at the dates of the transactions. Monetary assets and

    liabilities denominated in foreign currencies at the reporting date are retranslated to the

    functional currency at the exchange rate at that date. The foreign currency gain or loss on

    monetary items is the difference between amortised cost in the functional currency at the

    beginning of the period, adjusted for effective interest and payments during the period, and

    the amortised cost in foreign currency translated at the exchange rate at the end of the period.

    Non-monetary assets and liabilities denominated in foreign currencies that are measured at

    fair value are retranslated to the functional currency at the exchange rate at the date that the

    fair value was determined. Foreign currency differences arising on retranslation are

    recognised in profit or loss.

    (ii) Foreign operations

    The assets and liabilities of foreign operations, including goodwill and fair value adjustments

    arising on acquisition, are translated to Renminbi at exchange rate at the reporting date. The

    income and expenses of foreign operations are translated to Renminbi at exchange rates at

    the dates of the transactions.

    Foreign currency differences are recognised in other comprehensive income and accumulated

    separately in equity in the foreign exchange reserve. When a foreign operation is disposed of,

    in part of in full, the relevant amount in the foreign exchange reserve is transferred to profit

    or loss as part of the profit or loss on disposal.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    36

    3 Significant accounting policies (continued)

    (c) Financial instruments

    (i) Non-derivative financial assets

    The Group initially recognises loans and receivables and deposits on the date that they are

    originated. All other financial assets (including assets designated at fair value through profit

    or loss) are recognised initially on the trade date at which the Group becomes a party to the

    contractual provisions of the instrument.

    The Group derecognises a financial asset when the contractual rights to the cash flows from

    the asset expire, or it transfers the rights to receive the contractual cash flows on the financial

    asset in a transaction in which substantially all the risks and rewards of ownership of the

    financial asset are transferred. Any interest in transferred financial assets that is created or

    retained by the Group is recognised as a separate asset or liability.

    Financial assets and liabilities are offset and the net amount presented in the balance sheet

    when, and only when, the Group has a legal right to offset the amounts and intends either to

    settle on a net basis or to realise the asset and settle the liability simultaneously.

    The Group has the following non-derivative financial assets: loans and receivables and

    available-for-sale financial assets.

    Loans and receivables

    Loans and receivables are financial assets with fixed or determinable payments that are not

    quoted in an active market. Such assets are recongnised initially at fair value plus any

    directly attributable transaction costs. Subsequent to initial recognition loans and receivables

    are measured at amortised cost using the effective interest method, less any impairment

    losses.

    Available-for-sale financial assets

    Available-for-sale financial assets are non-derivative financial assets that are designated as

    available-for-sale. The Group’s investments in equity securities and certain debt securities

    are classified as available-for-sale financial assets. Subsequent to initial recognition, they are

    measured at fair value and changes therein, other than impairment losses (see note 3(h)) and

    foreign currency differences on available-for-sale equity instruments, are recognised in other

    comprehensive income and presented within equity in the fair value reserve. When an

    investment is derecognised, the cumulative gain or loss in equity is transferred to profit or

    loss.

    (ii) Non-derivative financial liabilities

    The Group initially recognises debt securities issued on the date that they are originated. All

    other financial liabilities (including liabilities designated at fair value through profit or loss)

    are recognised initially on the trade date at which the Group becomes a party to the

    contractual provisions of the instrument.

    The Group derecognises a financial liability when its contractual obligations are discharged

    or cancelled or expire.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    37

    3 Significant accounting policies (continued)

    (c) Financial instruments (continued)

    (ii) Non-derivative financial liabilities (continued)

    Financial assets and liabilities are offset and the net amount presented in the balance sheet

    when, and only when, the Group has a legal right to offset the amounts and intends either to

    settle on a net basis or to realise the asset and settle the liability simultaneously.

    The Group has the following non-derivative financial liabilities: loans and borrowings, and

    trade and other payables.

    Such financial liabilities are recognised initially at fair value plus any directly attributable

    transaction costs. Subsequent to initial recognition these financial liabilities are measured at

    amortised cost using the effective interest method.

    (iii) Derivative financial instruments

    Derivative financial instruments are recognised initially at fair value; attributable transaction

    costs are recognised in the profit or loss when incurred. Subsequent to initial reorganisation,

    derivatives are measured at fair values, and all changes in its fair value are recognised

    immediately in profit or loss.

    Embedded derivatives are separated from the host contract and accounted for separately if

    the economic characteristics and risks of the host contract and the embedded derivative are

    not closely related, a separate instrument with the same terms as the embedded derivative

    would meet the definition of a derivative, and the combined instrument is not measured at

    fair value through profit or loss.

    (iv) Share capital

    Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of

    ordinary shares are recognised as a deduction from equity, net of any tax effects.

    (d) Property, plant and equipment

    (i) Recognition and measurement

    Hotel and other properties held for own use, plant and equipment are measured at cost less

    accumulated depreciation and accumulated impairment losses. Cost includes expenditure

    that is directly attributable to the acquisition of the asset. The cost of self-constructed assets

    includes the cost of materials and direct labour, any other costs directly attributable to

    bringing the assets to a working condition for their intended use, and the costs of dismantling

    and removing the items and restoring the site on which they are located, and an appropriate

    proportion of production overheads and borrowing costs (see note 3(n)). Purchased software

    that is integral to the functionality of the related equipment is capitalised as part of that

    equipment.

    When parts of an item of property, plant and equipment have different useful lives, they are

    accounted for as separate items (major components) of property, plant and equipment.

    Gains and losses on disposal of an item of property, plant and equipment are determined by

    comparing the proceeds from disposal with the carrying amount of property, plant and

    equipment, and are recognised net within “other income” in profit or loss.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    38

    3 Significant accounting policies (continued)

    (d) Property, plant and equipment (continued)

    (ii) Subsequent costs

    The cost of replacing part of an item of property, plant and equipment is recognised in the

    carrying amount of the item if it is probable that the future economic benefits embodied

    within the part will flow to the Group and its cost can be measured reliably. The carrying

    amount of the replaced part is derecognised. The costs of the day-to-day servicing of

    property, plant and equipment are recognised in profit or loss as incurred.

    (iii) Depreciation

    Depreciation is calculated to write-off the cost of items of property, plant and equipment, less

    their estimated residual value, if any, using the straight line method over their estimated

    useful lives as follows:

    Estimated

    residual value

    as a percentage

    Year of costs

    Hotel buildings 34 4%

    Other buildings 12.5 - 25 4%

    Improvements to premises 5 years or over terms of leases -

    Plant and machinery 5 - 10 4%

    Furniture, fixtures and equipment 5 - 10 4%

    Motor vehicles 5 4%

    Both the useful life of an asset and its residual value, if any, are reviewed annually.

    (e) Investment properties

    Investment properties are land and buildings which are owned or held under a leasehold

    interest (see note 3(g)) to earn rental income and/or for capital appreciation. These include

    land held for a currently undetermined future use and property that is being constructed or

    developed for future use as investment property.

    Investment properties are stated in the consolidated balance sheet at cost less accumulated

    depreciation and impairment losses (see note 3(h)). The cost of self-constructed assets

    includes the cost of materials, direct labour, the initial estimate, where relevant, of the costs

    of dismantling and removing the items and restoring the site on which they are located, and

    an appropriate proportion of production overheads and borrowing costs (see note 3(n)).

    Any gain or loss arising from the retirement or disposal of an investment property is

    recognised in profit or loss. Rental income from investment property is accounted for as

    described in note 3(l)(iii).

    Depreciation is calculated to write off the cost of items of investment properties, less their

    estimated residual value of 4% of costs, using straight line method over their estimated

    useful lives of 12.5 to 34 years.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    39

    3 Significant accounting policies (continued)

    (f) Construction in progress

    Construction in progress represents items of property, plant and equipment or investment

    properties under construction and pending installation, and is stated at cost less impairment

    losses (see note 3(h)). Cost comprises cost of materials, direct labour, borrowing costs

    capitalised (see note 3(n)), and an appropriate proportion of production overheads incurred

    during the periods of construction and installation. Capitalisation of those costs ceases and

    the construction in progress is transferred to property, plant and equipment or investment

    properties, as appropriate, when the asset is substantially ready for its intended use. No

    depreciation is provided in respect of construction in progress.

    (g) Leased assets

    An arrangement, comprising a transaction or a series of transactions, is or contains a lease if

    the Group determines that the arrangement conveys a right to use a specific asset or assets

    for an agreed period of time in return for a payment or a series of payments. Such a

    determination is made based on an evaluation of the substance of the arrangement and is

    regardless of whether the arrangement takes the legal form of a lease. Leases which do not

    transfer substantially all the risks and rewards of ownership to the Group are classified as

    operating leases.

    Where the Group has the use of assets held under operating leases, payments made under the

    leases are charged to profit or loss in equal instalments over the accounting periods covered

    by the lease term, except where an alternative basis is more representative of the pattern of

    benefits to be derived from the leased asset. Lease incentives received are recognised in

    profit or loss as an integral part of the aggregate net lease payments made.

    Contingent rentals are charged to profit or loss in the accounting period in which they are

    incurred.

    The cost of acquiring land held under an operating lease is amortised on a straight-line basis

    over the period of the lease term except where the property is held for development, under

    development or completed and held for sale (see notes 3(j) and 3(k)).

    (h) Impairment of assets

    (i) Impairment of investments in debt and equity securities and other receivables

    Investments in debt and equity securities and other current and non-current receivables that

    are stated at cost or amortised cost or are classified as available-for-sale securities are

    reviewed at each balance sheet date to determine whether there is objective evidence of

    impairment. Objective evidence of impairment includes observable data that comes to the

    attention of the Group about one or more of the following loss events:

    - significant financial difficulty of the debtor;

    - a breach of contract, such as a default or delinquency in interest or principal

    payments;

    - it becoming probable that the debtor will enter bankruptcy or other financial

    reorganisation;China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    40

    3 Significant accounting policies (continued)

    (h) Impairment of assets (continued)

    (i) Impairment of investments in debt and equity securities and other receivables (continued)

    - significant changes in the technological, market, economic or legal environment that

    have an adverse effect on the debtor; and

    - a significant or prolonged decline in the fair value of an investment in an equity

    instrument below its cost.

    If any such evidence exists, any impairment loss is determined and recognised as follows:

    - For investments in associates and jointly controlled entities recognised using the

    equity method, the impairment loss is measured by comparing the recoverable

    amount of the investment as a whole with its carrying amount in accordance with note

    3(h)(ii). The impairment loss is reversed if there has been a favourable change in the

    estimates used to determine the recoverable amount in accordance with note 3(h)(ii).

    - For unquoted securities that are carried at cost, the impairment loss is measured as the

    difference between the carrying amount of the financial asset and the estimated future

    cash flows, discounted at the current market rate of return for a similar financial asset

    where the effect of discounting is material. Impairment losses for securities are not

    reversed.

    - For trade and other current receivables and other financial assets carried at amortised

    cost, the impairment loss is measured as the difference between the asset’s carrying

    amount and the present value of estimated future cash flows, discounted at the

    financial asset’s original effective interest rate (i.e. the effective interest rate

    computed at initial recognition of these assets), where the effect of discounting is

    material. This assessment is made collectively where financial assets carried at

    amortised cost share similar risk characteristics, such as similar past due status, and

    have not been individually assessed as impaired. Future cash flows for financial

    assets which are assessed for impairment collectively are based on historical loss

    experience for assets with credit risk characteristics similar to the collective group.

    If in a subsequent period the amount of an impairment loss decreases and the decrease

    can be linked objectively to an event occurring after the impairment loss was

    recognised, the impairment loss is reversed through profit or loss. A reversal of an

    impairment loss shall not result in the asset’s carrying amount exceeding that which

    would have been determined had no impairment loss been recognised in prior years.

    - For available-for-sale securities, the cumulative loss that has been recognised directly

    in equity is reclassified to profit or loss. The amount of the cumulative loss that is

    recognised in profit or loss is the difference between the acquisition cost (net of any

    principal repayment and amortisation) and current fair value, less any impairment loss

    on that asset previously recognised in profit or loss.

    Impairment losses recognised in profit or loss in respect of available-for-sale equity

    securities are not reversed through profit or loss. Any subsequent increase in the fair

    value of such assets is recognised in other comprehensive income.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    41

    3 Significant accounting policies (continued)

    (h) Impairment of assets (continued)

    (i) Impairment of investments in debt and equity securities and other receivables (continued)

    Impairment losses in respect of available-for-sale debt securities are reversed if the

    subsequent increase in fair value can be objectively related to an event occurring after the

    impairment loss was recognised. Reversals of impairment losses in such circumstances are

    recognised in profit or loss.

    Impairment losses are written off against the corresponding assets directly, except for

    impairment losses recognised in respect of trade debtors and bills receivable included within

    trade and other receivables, whose recovery is considered doubtful but not remote. In this

    case, the impairment losses for doubtful debts are recorded using an allowance account.

    When the Group is satisfied that recovery is remote, the amount considered irrecoverable is

    written off against trade debtors and bills receivable directly and any amounts held in the

    allowance account relating to that debt are reversed. Subsequent recoveries of amounts

    previously charged to the allowance account are reversed against the allowance account.

    Other changes in the allowance account and subsequent recoveries of amounts previously

    written off directly are recognised in profit or loss.

    (ii) Impairment of other assets

    Internal and external sources of information are reviewed at each balance sheet date to

    identify indications that the following assets may be impaired or an impairment loss

    previously recognised no longer exists or may have decreased:

    - investment properties;

    - property, plant and equipment;

    - construction in progress; and

    - lease prepayments.

    If any such indication exists, the asset’s recoverable amount is estimated. In addition, for

    goodwill, intangible assets that are not yet available for use and intangible assets that have

    indefinite useful lives, the recoverable amount is estimated annually whether or not there is

    any indication of impairment.

    - Calculation of recoverable amount

    The recoverable amount of an asset is the greater of its fair value less costs to sell and

    value in use. In assessing value in use, the estimated future cash flows are discounted

    to their present value using a pre-tax discount rate that reflects current market

    assessments of time value of money and the risks specific to the asset. Where an

    asset does not generate cash inflows largely independent of those from other assets,

    the recoverable amount is determined for the smallest group of assets that generates

    cash inflows independently (i.e. a cash-generating unit).China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    42

    3 Significant accounting policies (continued)

    (h) Impairment of assets (continued)

    (ii) Impairment of other assets (continued)

    - Recognition of impairment losses

    An impairment loss is recognised in profit or loss whenever the carrying amount of

    an asset, or the cash-generating unit to which it belongs, exceeds its recoverable

    amount. Impairment losses recognised in respect of cash-generating units are

    allocated first to reduce the carrying amount of any goodwill allocated to the cashgenerating

    unit (or group of units) and then, to reduce the carrying amount of the

    other assets in the unit (or group of units) on a pro rata basis, except that the carrying

    value of an asset will not be reduced below its individual fair value less costs to sell,

    or value in use, if determinable.

    - Reversals of impairment losses

    In respect of assets other than goodwill, an impairment loss is reversed if there has

    been a favourable change in the estimates used to determine the recoverable amount.

    An impairment loss in respect of goodwill is not reversed.

    A reversal of an impairment loss is limited to the asset’s carrying amount that would

    have been determined had no impairment loss been recognised in prior years.

    Reversals of impairment losses are credited to profit or loss in the year in which the

    reversals are recognised.

    (i) Inventories

    Inventories are stated at the lower of cost and net realisable value. Cost is calculated using

    the weighted average cost formula and comprises all costs of purchase, costs of conversion

    and other costs incurred in bringing the inventories to their present location and condition.

    Net realisable value is the estimated selling price in the ordinary course of business, less the

    estimated costs of completion and the estimated costs necessary to make the sale.

    When inventories are sold, the carrying amount of those inventories is recognised as an

    expense in the period in which the related revenue is recognised. The amount of any writedown

    of inventories to net realisable value and all losses of inventories are recognised as an

    expense in the period the write-down or loss occurs. The amount of any reversal of any

    write-down of inventories is recognised as a reduction in the amount of inventories

    recognised as an expense in the period in which the reversal occurs.

    (j) Properties under development and properties held for development

    Properties under development are stated at the lower of cost and net realisable value. The

    cost of properties under development and properties held for development comprise

    specifically identified cost, including the acquisition cost of land, aggregate cost of

    development, materials and supplies, wages and other direct expenses, an appropriate

    proportion of overheads and borrowing costs capitalised (see note 3(n)). Net realisable value

    represents the estimated selling price less the estimated costs of completion and the estimated

    costs to be incurred in selling the properties.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    43

    3 Significant accounting policies (continued)

    (k) Completed properties for sale

    Completed properties for sale are stated at the lower of cost and net realisable value. Cost is

    determined by apportionment of the total development costs for that development project

    attributable to the unsold properties. Net realisable value represents the estimated selling

    price less the estimated costs to be incurred in selling the properties.

    The cost of completed properties for sale comprises all costs of purchase, costs of conversion

    and other costs incurred in bringing completed properties for sale to their present location

    and condition.

    When properties are sold, the carrying amount of those properties is recognised as an

    expense in the period in which the related revenue is recognised. The amount of any writedown

    of properties to net realisable value and all losses of properties are recognised as an

    expense in the period the write-down or loss occurs. The amount of any reversal of any

    write-down of properties is recognised as a reduction in the amount of properties recognised

    as an expense in the period in which the reversal occurs.

    (l) Revenue recognition

    Provided it is probable that the economic benefits will flow to the Group and the revenue and

    costs, if applicable, can be measured reliably, revenue is recognised in profit or loss as

    follows:

    (i) Sale of properties

    Revenue from the sale of completed properties for sale is recognised upon the signing

    of the sale and purchase agreement and the receipt of the deposits pursuant to the sale

    and purchase agreement or the achievement of status ready for hand-over to

    customers as stipulated in the sales and purchase agreements, whichever is the later.

    Deposits and instalments received on properties sold prior to the date of revenue

    recognition are included in the consolidated balance sheet under sales deposits

    received in advance.

    (ii) Provision of services

    Revenue from services is recognised when services are rendered.

    (iii) Rental income from operating leases

    Rental income receivable under operating leases is recognised in profit or loss in

    equal instalments over the periods covered by the lease term, except where an

    alternative basis is more representative of the pattern of benefits to be derived from

    the use of the leased asset. Lease incentives granted are recognised in profit or loss as

    an integral part of the aggregate net lease payments receivable. Contingent rentals are

    recognised as income in the accounting period in which they are earned.

    (iv) Interest income

    Interest income is recognised as it accrues using the effective interest method.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    44

    3 Significant accounting policies (continued)

    (l) Revenue recognition (continued)

    (v) Dividend income

    - Dividend income from unlisted investments is recognised when the

    shareholder’s right to receive payment is established.

    - Dividend income from listed investments is recognised when the share price of

    the investment goes ex-dividend.

    (vi) Government grants

    Government grants are recognised initially as deferred income when there is

    reasonable assurance that they will be received and that the Group will comply with

    the conditions attaching to them. Grants that compensate the Group for expenses

    incurred are recognised as other sundry income in profit or loss on a systematic basis

    in the same periods in which the expenses are incurred. Grants that compensate the

    Group for the cost of an asset are deducted in arriving at the carrying amount of the

    asset and consequently are effectively recognised in profit or loss over the useful life

    of the asset by way of reduced depreciation expense.

    The above revenue is net of the relevant taxes and is after the deduction of any trade

    discounts. No revenue is recognised if there are significant uncertainties regarding recovery

    of the consideration due, associated costs or the possible return of goods.

    (m) Lease prepayments

    Payments made under operating leases are recognised in profit or loss on a straight-line basis

    over the term of the lease. Lease incentives received are recognised as an integral part of the

    total lease expense, over the term of the lease.

    (n) Borrowing costs

    Borrowing costs are expensed in profit or loss in the period in which they are incurred,

    except to the extent that they are capitalised as being directly attributable to the acquisition,

    construction or production of an asset which necessarily takes a substantial period of time to

    get ready for its intended use or sale.

    The capitalisation of borrowing costs as part of the cost of a qualifying asset commences

    when expenditure for the asset is being incurred, borrowing costs are being incurred and

    activities that are necessary to prepare the asset for its intended use or sale are in progress.

    Capitalisation of borrowing costs is suspended or ceases when substantially all the activities

    necessary to prepare the qualifying asset for its intended use or sale are interrupted or

    complete.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    45

    3 Significant accounting policies (continued)

    (o) Employee benefits

    (i) Short term employee benefits and contributions to defined contribution retirement plans

    Salaries, annual bonuses, paid annual leave and the cost of non-monetary benefits are

    accrued in the year in which the associated services are rendered by employees. Where

    payment or settlement is deferred and the effect would be material, these amounts are stated

    at their present values.

    The Group’s contributions to defined contribution retirement plans administrated by the PRC

    government are recognised as an expense when incurred according to the contribution

    defined by the plans.

    (ii) Share based payments

    The fair value of the shares granted to the employees (the “Awarded Shares”) is recognised

    as an employee cost with a corresponding increase in employee share based compensation

    reserve within equity. The fair value is measured at grant date using the Monte-Carlo option

    pricing model, taking into account the terms and conditions upon which the Awarded Shares

    were granted. As the employees have to meet vesting conditions before becoming

    unconditionally entitle to the Awarded Shares, the total estimated fair value of the Awarded

    Shares is spread over the vesting period, taking into account the probability that the Awarded

    Shares will vest. As the duration of the vesting period depends on the market price of the

    Company’s A shares, the estimation on the vesting period is reviewed at each balance sheet

    date. Any adjustment to the employee cost recognised in prior years is charged / credited to

    the profit or loss for the year of review with a corresponding adjustment to the compensation

    reserve.

    The Group’s contribution to the Scheme is stated at cost and is presented as a contra account,

    namely, Awarded Shares purchased for the Employees’ share award scheme, within equity.

    When the Awarded Shares are transferred to the awardees upon vesting, the related costs of

    the Awarded Shares vested are credited to Awarded shares purchased for the Employee’s

    share award scheme with a corresponding adjustment to the employee share based

    compensation reserve.

    When the Scheme expires, the related costs of the Awarded Shares disposed are credited to

    Awarded shares purchased for the Employee’s share award scheme, and the disposal gains or

    losses are credited to Capital reserve arising from disposal of awarded shares.

    (p) Income tax

    Income tax for the year comprises current tax and movements in deferred assets and

    liabilities. Current tax and movement in deferred tax assets and liabilities are recognised in

    profit or loss except to the extent that they relate to items recognised in other comprehensive

    income or directly in equity, in which case the relevant amounts of tax are recognised in

    other comprehensive income or directly in equity, respectively.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    46

    3 Significant accounting policies (continued)

    (p) Income tax (continued)

    Current tax is the expected tax payable on the taxable income for the year, using tax rates

    enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable

    in respect of previous years.

    Deferred tax assets and liabilities arise from deductible and taxable temporary differences

    respectively, being the differences between the carrying amounts of assets and liabilities for

    financial reporting purposes and their tax bases. Deferred tax assets also arise from unused

    tax losses and unused tax credits.

    Apart from certain limited exceptions, all deferred tax liabilities and all deferred tax assets to

    the extent that it is probable that future taxable profits will be available against which the

    asset can be utilised, are recognised. Future taxable profits that may support the recognition

    of deferred tax assets arising from deductible temporary differences include those that will

    arise from the reversal of existing taxable temporary differences, provided those differences

    relate to the same taxation authority and the same taxable entity, and are expected to reverse

    either in the same period as the expected reversal of the deductible temporary difference or in

    periods into which a tax loss arising from the deferred tax asset can be carried back or

    forward. The same criteria is adopted when determining whether existing taxable temporary

    differences support the recognition of deferred tax assets arising from unused tax losses and

    credits, that is, those differences are taken into account if they relate to the same taxation

    authority and the same taxable entity, and are expected to reverse in a period, or periods, in

    which the tax loss or credit can be utilised.

    The limited exceptions to recognition of deferred tax assets and liabilities are those

    temporary difference arising from goodwill not deductible for tax purposes, the initial

    recognition of assets or liabilities that affect neither accounting nor taxable profit (provided

    they are not part of a business combination), and temporary differences relating to

    investments in subsidiaries to the extent, in the case of taxable differences, the Group

    controls the timing of the reversal and it is probable that the differences will not reverse in

    the foreseeable future, or in the case of deductible differences, unless it is probable that they

    will reverse in the future.

    The amount of deferred tax recognised is measured based on the expected manner of

    realisation or settlement of the carrying amount of the assets and liabilities, using tax rates

    enacted or substantively enacted at the balance sheet date. Deferred tax assets and liabilities

    are not discounted.

    The carrying amount of a deferred tax asset is reviewed at each balance sheet date and is

    reduced to the extent that it is no longer probable that sufficient taxable profits will be

    available to allow the related tax benefit to be utilised. Any such reduction is reversed to the

    extent that it becomes probable that sufficient taxable profits will be available.

    Additional income taxes that arise from the distribution of dividends are recognised when the

    liability to pay the related dividends is recognised.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    47

    3 Significant accounting policies (continued)

    (p) Income tax (continued)

    Current tax balances and deferred tax balances, and movements therein, are presented

    separately from each other and are not offset. Current tax assets are offset against current tax

    liabilities, and deferred tax assets against deferred tax liabilities, if the Company or the

    Group has the legally enforceable right to set off current tax assets against current liabilities

    and the following additional conditions are met:

    - in the case of current tax assets and liabilities, the Company or the Group intends

    either to settle on a net basis, or to realise the asset and settle the liability

    simultaneously; or

    - in the case of deferred tax assets and liabilities, if they relate to income taxes levied

    by the same taxation authority on either:

    - the same taxable entity; or

    - different taxable entities, which, in each future period in which significant

    amounts of deferred tax liabilities or assets are expected to be settled or

    recovered, intend to realise the current tax assets and settle the current tax

    liabilities on a net basis or realise and settle simultaneously.

    (q) Trade and other receivables

    Trade and other receivables are initially recognised at fair value and thereafter at amortised

    cost less impairment losses for bad and doubtful debts (see note 3(h)), except where the

    receivables are interest-free loans made to related parties without any fixed repayment terms

    or the effect of discounting would be immaterial. In such cases, the receivables are stated at

    cost less impairment losses for bad and doubtful debts (see note 3(h)).

    (r) Trade and other payables

    Trade and other payables are initially recognised at fair value. Except for financial guarantee

    liabilities measured in accordance with note 3(u), trade and other payables are subsequently

    stated at amortised cost unless the effect of discounting would be immaterial, in which case

    they are stated at cost.

    (s) Cash and cash equivalents

    Cash and cash equivalents comprise cash at bank and on hand, and demand deposits with

    banks. Bank overdrafts that are repayable on demand and form an integral part of the

    Group’s cash management are included as a component of cash and cash equivalents for the

    purpose of the consolidated statement of cash flows.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    48

    3 Significant accounting policies (continued)

    (t) Interest-bearing borrowings and bonds

    Interest-bearing borrowings and bonds are recognised initially at fair value, less attributable

    transaction costs. Subsequent to initial recognition, interest-bearing borrowings/bonds are

    stated at amortised cost with any difference between cost and redemption value being

    recognised in the profit or loss over the period of the borrowings/bonds, together with any

    interest and fees payable, using the effective interest method.

    (u) Financial guarantees issued, provisions and contingent liabilities

    (i) Financial guarantees issued

    Financial guarantees are contracts that require the issuer (i.e. the guarantor) to make specified

    payments to reimburse the beneficiary of the guarantee (the “holder”) for a loss the holder

    incurs because a specified debtor fails to make payment when due in accordance with the

    terms of a debt instrument.

    Where the Group issues a financial guarantee, the fair value of the guarantee (being the

    transaction price, unless the fair value can otherwise be reliably estimated) is initially

    recognised as deferred income within trade and other payables. Where consideration is

    received or receivable for the issuance of the guarantee, the consideration is recognised in

    accordance with the Group’s policies applicable to that category of asset. Where no such

    consideration is received or receivable, an immediate expense is recognised in profit or loss

    on initial recognition of any deferred income.

    The amount of the guarantee initially recognised as deferred income is amortised in profit or

    loss over the term of the guarantee as income from financial guarantees issued. In addition,

    provisions are recognised in accordance with note 3(u)(iii) if and when (i) it becomes

    probable that the holder of the guarantee will call upon the group under the guarantee, and

    (ii) the amount of that claim on the Group is expected to exceed the amount currently carried

    in trade and other payables in respect of that guarantee i.e. the amount initially recognised,

    less accumulated amortisation.

    (ii) Contingent liabilities acquired in business combinations

    Contingent liabilities acquired as part of a business combination are initially recognised at

    fair value, provided the fair value can be reliably measured. After their initial recognition at

    fair value, such contingent liabilities are recognised at the higher of the amount initially

    recognised, less accumulated amortisation where appropriate, and the amount that would be

    determined in accordance with note 3(u)(iii). Contingent liabilities acquired in a business

    combination that cannot be reliably fair valued are disclosed in accordance with note

    3(u)(iii).

    (iii) Other provisions and contingent liabilities

    Provisions are recognised for other liabilities of uncertain timing or amount when the Group

    has a legal or constructive obligation arising as a result of a past event, it is probable that an

    outflow of economic benefits will be required to settle the obligation and a reliable estimate

    can be made. Where the time value of money is material, provisions are stated at the present

    value of the expenditure expected to settle the obligation.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    49

    3 Significant accounting policies (continued)

    (u) Financial guarantees issued, provisions and contingent liabilities (continued)

    (iii) Other provisions and contingent liabilities (continued)

    Where it is not probable that an outflow of economic benefits will be required, or the amount

    cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the

    probability of outflow of economic benefits is remote. Possible obligations, whose existence

    will only be confirmed by the occurrence or non-occurrence of one or more future events are

    also disclosed as contingent liabilities unless the probability of outflow of economic benefits

    is remote.

    (v) Related parties

    For the purposes of these financial statements, a party is considered to be related to the

    Group if:

    (i) the party has the ability, directly or indirectly through one or more intermediaries, to

    control the Group or exercise significant influence over the Group in making financial

    and operating policy decisions, or has joint control over the Group.

    (ii) the Group and the party are subject to common control;

    (iii) the party is an associate of the Group or a joint venture in which the Group is a

    venturer;

    (iv) the party is a member of key management personnel of the Group, or a close family

    member of such an individual, or is an entity under the control, joint control or

    significant influence of such individuals;

    (v) the party is close family member of a party referred to in (i) or is an entity under the

    control, joint control or significant influence of such individuals; or

    (vi) the party is a post-employment benefit plan which is for the benefit of employees of

    the Group or of any entity that is a related party of the Group.

    Close family members of an individual are those family members who may be expected to

    influence, or be influenced by, that individual in their dealings with the entity.

    (w) Earnings per share

    The Group presents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is

    calculated by dividing the profit or loss attributable to ordinary shareholders of the Company

    by the weighted average number of ordinary shares outstanding during the period.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    50

    3 Significant accounting policies (continued)

    (x) Operating segments

    Operating segments, and the amounts of each segment item reported in the financial

    statements, are identified from the financial information provided regularly to the Group’s

    most senior executive management for the purposes of allocating resources to, and assessing

    the performance of, the Group’s various lines of business and geographical locations.

    Individually material operating segments are not aggregated for the financial reporting

    purposes unless the segments have similar economic characteristics and are similar in respect

    of the nature of products and services, the nature of production processes, the type or class of

    customers, the methods used to distribute the products or provide the services, and the nature

    of the regulatory environment. Operating segments which are not individually material may

    be aggregated if they share a majority of these criteria.

    4 Determination of fair values

    A number of the Group’s accounting policies and disclosures require the determination of fair

    value, for both financial and non-financial assets and liabilities. Fair values have been

    determined for measurement and or disclosure purposes based on the following methods.

    When applicable, further information about the assumptions made in determining fair values

    is disclosed in the notes specific to that asset or liability.

    (i) Trade and other receivables

    The fair value of trade and other receivables is estimated as the present value of

    future cash flows, discounted at the market rate of interest at the reporting date.

    (ii) Property, plant and equipment, lease prepayment, investment properties, construction

    in progress, properties held for development, properties under development and

    completed properties for sale

    The fair value of property, plant and equipment, properties held for development,

    properties under development and completed properties for sale is based on market

    values. The market value of these properties is the estimated amount for which an

    item could be exchanged on the date of valuation between a willing buyer and a

    willing seller in an arm’s length transaction after proper marketing wherein the parties

    had each acted knowledgeably and willingly. The fair value of items of property,

    plant and equipment, lease prepayment, investment properties, construction in

    progress, properties held for development, properties under development and

    completed properties for sale is based on the quoted market prices for similar items

    when available and replacement cost when appropriate.

    (iii) Investments in debt and equity securities

    The fair value of listed available-for-sale financial assets is determined by reference

    to their quoted closing bid price at the reporting date without any deduction for

    transaction costs. There is no quoted market price in an active market for the unlisted

    equity and debt securities and thus their fair value cannot be reliably estimated.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    51

    5 Acquisitions of subsidiaries

    (i) Acquisitions of subsidiaries by the Group during the year ended 30 June 2010:

    (a) Pursuant to an equity transfer agreement dated 29 December 2009, the Group

    acquired a 51% equity interest in Yongtaiyouxin Property Development Co., Ltd

    (“Yongtaiyouxin”) at a consideration of RMB 19.75 million Yongtaiyouxin is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 1 March 2010.(note)

    (b) Pursuant to an equity transfer agreement dated 5 March 2010, the Group acquired a

    51% equity interest in Guiyang Vanke Jinjia Real Estate Co., Ltd. (“Guiyangjingjia”)

    at a consideration of RMB 4.59 million. Guiyangjingjiais principally engaged in

    property development and sale The acquisition was completed on 22 March 2010 .

    (c) Pursuant to an equity transfer agreement dated 26 February 2010, the Company

    acquired a 100% equity interest in Kunming Xinhemin North Town Real Estate Co

    Ltd (“Xinhemin”) at a consideration of RMB 335.78 million. Xinheming principally

    engaged in property development and sale The acquisition was completed on 26

    February 2010.

    (d) Pursuant to an equity transfer agreement dated 1 March 2010, the Group acquired a

    75% equity interest in Shanghai Zhongfang Binjiang Real Estate Co Ltd

    (“Zhongfangbinjiang”) at a consideration of RMB 152.2 million. Zhongfangbinjiang

    is principally engaged in property development and sale. The acquisition was

    completed on 26 March 2010.

    (e) Pursuant to an equity transfer agreement dated 27 August 2009, the Group acquired a

    90% equity interest in Shenzhen Guangshengrong Investment Co Ltd

    (“Guangshengrong”) at a consideration of RMB 45 million. Guangshengrong is

    principally engaged in investment holding. The acquisition was completed on 5

    February 2010.

    (f) Pursuant to an equity transfer agreement dated 30 December 2009, the Group

    acquired a 60% equity interest in Shenzhen Hechenghongye Investment Management

    Company Limited (“Hechenghongye”) at a consideration of RMB 6 million.

    Hechenghongye is principally engaged in investment holding. The acquisition was

    completed on 21 January 2010.

    (g) Pursuant to an equity transfer agreement dated 28 December 2009, the Group

    acquired a 95% equity interest in Tianjin Eco-city Wanhong Property Company

    Limited (“Tianjin Eco-city”) at a consideration of RMB 28.5 million. Tianjin Eco-city

    is principally engaged in property development and sale. The acquisition was

    completed on 1 January 2010.

    (h) Pursuant to an equity transfer agreement dated 4 May 2010, the Group acquired a

    25% equity interest in Dalian Vanke Charming City Property Development Company

    Limited (“Charming”) at a consideration of RMB 98.59 million. Charming is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 30 June 2010. After the acquisition,

    the Company holds a 55% equity interest in Charming. (note)China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    52

    5 Acquisitions of subsidiaries (continued)

    (i) Acquisitions of subsidiaries by the Group during the year ended 30 June 2010:

    (Continued)

    (i) Pursuant to an equity transfer agreement dated 25 February 2010, the Group acquired

    a 65% equity interest in Shenzhen Julongwan Investment Development Company

    Limited (“Julongwan”) at a consideration of RMB 6.5 million. Julongwan is

    principally engaged in investment holding. The acquisition was completed on 1 May

    2010.

    (j) Pursuant to an equity transfer agreement dated 1 May 2010, the Company acquired a

    51% equity interest in Zhuhai Jingyu Green Engineering Company Limited (“Zhuhai

    Jingyu”) at a consideration of RMB 2.55 million. Zhuhai Jingyu is principally

    engaged in green engineering. The acquisition was completed on 20 May 2010.

    (k) Pursuant to an equity transfer agreement dated 8 April 2010, the Company acquired a

    80% equity interest in Shenzhen Jinhui Property Development Co Ltd (“Shenzhen

    Jinhui”) at a consideration of RMB 24 million. Shenzhen Jinhui is principally

    engaged in holding properties held for development and properties under

    development. The acquisition was completed on 6 May 2010 (note).

    (l) Pursuant to an equity transfer agreement dated 14 April 2010, the Company acquired

    a 100% equity interest in Shenzhen Jiuzhou Property Development Co Ltd

    (“Shenzhen Jiuzhou”) at a consideration of RMB 98.2 million. Shenzhen Jiuzhou is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 20 April 2010 (note).

    (m) Pursuant to an equity transfer agreement dated 30 December 2009, the Group

    acquired a 60% equity interest in Shenzhen Wanjialian Investment Development

    Company Ltd. (“Wanjialian”) at a consideration of RMB 0.6 million. Wanjialian is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 17 June 2010 (note).

    (n) Pursuant to an equity transfer agreement dated 8 January 2010, the Group acquired a

    100% equity interest in Citi Victory Limited. (“Citi Victory”) at a consideration of

    HKD1000. Citi Victory is principally engaged in investment holding. The acquisition

    was completed on 8 January 2010.

    (o) Pursuant to an equity transfer agreement dated 8 January 2010, the Group acquired a

    100% equity interest in Full Act Limited. (“Full Act.”) at a consideration of

    HKD1000. Full Act. is principally engaged in investment holding. The acquisition

    was completed on 8 January 2010.

    (p) Pursuant to an equity transfer agreement dated 8 January 2010, the Group acquired a

    100% equity interest in Gain Honour Limited. (“Gain Honour”) at a consideration of

    HKD1000. Gain Honour is principally engaged in investment holding. The

    acquisition was completed on 8 January 2010.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    53

    5 Acquisitions of subsidiaries (continued)

    (i) Acquisitions of subsidiaries by the Group during the year ended 30 June 2010:

    (Continued)

    (q) Pursuant to an equity transfer agreement dated 13 October 2009, the Group acquired a

    51% equity interest in Dongguan Zhongwan Property Development Company Ltd

    (“Zhongwan”) at a consideration of RMB 0.51 million. Zhongwan is principally

    engaged in holding properties held for development and properties under

    development. The acquisition was completed on 1 January 2010 (note).

    Note: In the circumstances, the acquired subsidiaries’ major assets are properties held for

    development, properties under development and / or completed properties for sale.

    The directors consider that the purpose of acquiring those subsidiaries is solely to

    acquire the underlying properties.

    The acquisitions had the following effect on the Group’s cash flow on acquisition dates:

    Considerations, satisfied in cash 873,418,856

    Cash acquired (755,092,855)

    Considerations prepaid in prior years (231,348,715)

    Considerations to be paid subsequent to June 2010 (80,510,000)

    Net cash outflow (193,532,714)

    All subsidiaries set out above were acquired from third parties.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    54

    5 Acquisitions of subsidiaries (continued)

    (ii) Acquisitions of subsidiaries by the Group during the year ended 31 December 2009:

    (a) Pursuant to an equity transfer agreement dated 1 April 2009, the Group acquired a

    100% equity interest in Charm Crystal Limited (“Charm Crystal”) at a consideration

    of HKD 1,000. Charm Crystal is principally engaged in investment holding. The

    acquisition was completed on 1 April 2009.

    (b) Pursuant to an equity transfer agreement dated 6 January 2008, the Group acquired a

    90% equity interest in Wu Han Wangjiadun Morden City Real Estate Development

    Co., Ltd. (“Wangjiadun”) at a consideration of RMB 368 million. Wangjiadun is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 31 May 2009 (note).

    (c) Pursuant to an equity transfer agreement dated 28 July 2009, the Company acquired a

    100% equity interest in Leadway Capital Limited Limited (“Leadway”) at a

    consideration of HKD 1,000. Leadway holds a 45% equity interest in Wuhan Wanwei

    Consultancy Company Limited. The acquisition was completed on 28 July 2009.

    (d) Pursuant to an equity transfer agreement dated 24 August 2009, the Group acquired a

    100% equity interest in Trendell Limited (“Trendell”) at a consideration of RMB 140

    million. Trendell is principally engaged in investment holding. The acquisition was

    completed on 24 August 2009. After the acquisition, the Company holds a 80%

    equity interest in Dongguan Vanke Property Management Company Limited.

    (e) Pursuant to an equity transfer agreement dated 3 September 2009, the Group acquired

    a 80% equity interest in Chengdu Tongtai Property Development Company Limited

    (“Tongtai”) at a consideration of RMB 1.52 million. Tongtai is principally engaged in

    holding properties held for development and properties under development. The

    acquisition was completed on 3 September 2009 (note).

    (f) Pursuant to an equity transfer agreement dated 4 September 2009, the Group acquired

    a 100% equity interest in Hangzhou Yuanhao Investment Management Company

    Limited (“Yuanhao”) at a consideration of RMB 1.2 million. Yuanhao is principally

    engaged in investment holding. The acquisition was completed on 4 September 2009.

    (g) Pursuant to an equity transfer agreement dated 4 September 2009, the Group acquired

    a 100% equity interest in Hangzhou Hangchen Investment Management Company

    Limited (“Hangchen”) at a consideration of RMB 1.2 million. Hangchen is

    principally engaged in investment holding. The acquisition was completed on 4

    September 2009.

    (h) Pursuant to an equity transfer agreement dated 11 September 2009, the Group

    acquired a 100% equity interest in Ample Avenue Investments Limited (“Ample”) at

    a consideration of RMB 103 million. Ample holds a 45% equity interest in Tianjin

    Vanke Xinlicheng Company Limited. The acquisition was completed on 11

    September 2009.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    55

    5 Acquisitions of subsidiaries (continued)

    (ii) Acquisitions of subsidiaries by the Group during the year ended 31 December 2009

    (continued):

    (i) Pursuant to an equity transfer agreement dated 25 September 2009, the Group

    acquired a 100% equity interest in Pro Ocean Limited (“Pro Ocean”) at a

    consideration of RMB 881.1. Pro Ocean is principally engaged in investment holding.

    The acquisition was completed on 25 September 2009.

    (j) Pursuant to an equity transfer agreement dated 25 September 2009, the Company

    acquired a 100% equity interest in Double Falcon Limited (“Double Falcon”) at a

    consideration of HKD 1,000. Double Falcon is principally engaged in investment

    holding. The acquisition was completed on 25 September 2009.

    (k) Pursuant to an equity transfer agreement dated 25 September 2009, the Company

    acquired a 100% equity interest in Glorious Pacific Limited (“Glorious Pacific”) at a

    consideration of HKD 1,000. Glorious Pacific is principally engaged in investment

    holding. The acquisition was completed on 25 September 2009.

    (l) Pursuant to an equity transfer agreement dated 25 September 2009, the Company

    acquired a 100% equity interest in Likeford Limited (“Likeford”) at a consideration

    of HKD 1,000. Likeford is principally engaged in investment holding. The

    acquisition was completed on 25 September 2009.

    (m) Pursuant to an equity transfer agreement dated 29 September 2009, the Group

    acquired a 70% equity interest in Hunan Vanke Heshun Property Company Limited

    (“Heshun”) at a consideration of RMB 36 million. Heshun is principally engaged in

    holding properties held for development and properties under development. The

    acquisition was completed on 14 October 2009 (note).

    (n) Pursuant to an equity transfer agreement dated 30 September 2009, the Group

    acquired a 90% equity interest in Shenzhen Construction Holding of Longgang

    Property Co., Ltd. (“Longgang”) at a consideration of RMB 99 million. Longgang is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 30 October 2009 (note).

    (o) Pursuant to an equity transfer agreement dated 2 November 2009, the Group acquired

    a 100% equity interest in Guangzhou Yinye Junrui Real Estate Co., Ltd (“Yinye

    Junrui”) at a consideration of RMB 55 million. Yinye Junrui is principally engaged in

    holding properties held for development and properties under development. The

    acquisition was completed on 2 November 2009 (note).

    (p) Pursuant to an equity transfer agreement dated 10 November 2009, the Group

    acquired a 100% equity interest in Star Top Development Limited (“Star Top”) at a

    consideration of RMB 0.88. Star Top is principally engaged in investment holding.

    The acquisition was completed on 10 November 2009.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    56

    5 Acquisitions of subsidiaries (continued)

    (ii) Acquisitions of subsidiaries by the Group during the year ended 31 December 2009

    (continued):

    (q) Pursuant to an equity transfer agreement dated 10 November 2009, the Group

    acquired a 100% equity interest in Well Keen Limited (“Well Keen”) at a

    consideration of RMB 0.88. Well Keen is principally engaged in investment holding.

    The acquisition was completed on 10 November 2009.

    (r) Pursuant to an equity transfer agreement dated 10 November 2009, the Group

    acquired a 100% equity interest in Bloom Gain Limited (“Bloom”) at a consideration

    of RMB 0.88. Bloom is principally engaged in investment holding. The acquisition

    was completed on 10 November 2009.

    (s) Pursuant to an equity transfer agreement dated 10 November 2009, the Group

    acquired a 100% equity interest in Hopewin Investments Limited (“Hopewin”) at a

    consideration of RMB 0.88. Hopewin is principally engaged in investment holding.

    The acquisition was completed on 10 November 2009.

    (t) Pursuant to an equity transfer agreement dated 10 November 2009, the Company

    acquired a 100% equity interest in Best Cheer Investments Limited (“Best Cheer”) at

    a consideration of RMB 0.88 . Best cheer is principally engaged in investment

    holding. The acquisition was completed on 10 November 2009.

    (u) Pursuant to an equity transfer agreement dated 19 November 2009, the Group

    acquired a 95% equity interest in Guangzhou Linhai Real Estate Co.,Ltd. (“Linhai”)

    at a consideration of RMB 45 million. Linhai is principally engaged in holding

    certain properties held for development and properties under development. The

    acquisition was completed on 19 November 2009 (note).

    (v) Pursuant to an equity transfer agreement dated 25 November 2009, the Group

    acquired a 12.39% equity interest in Dongguan Xintong Industry and Investment

    Company Limited (“Xintong”) at a consideration of RMB 1.2 million. Xintong is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 25 November 2009. After the

    acquisition, the Company holds a 51% equity interest in Xintong (note).

    (w) Pursuant to an equity transfer agreement dated 15 December 2009, the Group

    acquired a 95% equity interest in Qingyuan Hongmei Investment Company Limited

    (“Hongmei”) at a consideration of RMB 266 million. Hongmei is principally engaged

    in holding properties held for development and properties under development. The

    acquisition was completed on 15 December 2009 (note).

    (x) Pursuant to an equity transfer agreement dated 17 December 2009, the Group

    acquired a 95% equity interest in Chengdu Jinlan Property Company Limited

    (“Jinlan”) at a consideration of RMB 9.5 million. Jinlan is principally engaged in

    holding properties held for development and properties under development. The

    acquisition was completed on 17 December 2009 (note).China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    57

    5 Acquisitions of subsidiaries (continued)

    (ii) Acquisitions of subsidiaries by the Group during the year ended 31 December 2009

    (continued):

    (y) Pursuant to an equity transfer agreement dated 31 December 2009, the Group

    acquired a 65% equity interest in Shanghai Pangzhi Investment Management

    Company Limited (“Pangzhi”) at a consideration of RMB 568 million. Pangzhi is

    principally engaged in holding properties held for development and properties under

    development. The acquisition was completed on 31 December 2009 (note).

    Note: In the circumstances, the acquired subsidiaries’ major assets are properties held for

    development, properties under development and / or completed properties for sale.

    The directors consider that the purpose of acquiring those subsidiaries is solely to

    acquire the underlying properties.

    The acquisitions had the following effect on the Group’s cashflow on acquisition dates:

    Considerations, satisfied in cash 1,696,235,078

    Cash acquired (380,511,555)

    Considerations prepaid in prior years (388,436,843)

    Considerations to be paid subsequent to 2009 (101,997,528)

    Net cash outflow in 2009 825,289,152

    All subsidiaries set out above were acquired from third parties.

    6 Disposal of subsidiaries

    (i) Disposal of subsidiaries by the Group during the year ended 30 June 2010:

    (a) On 1 January 2010, the Group disposed of 100% equity interest in Xiamen Xinlu

    Orient Trading Company Limited to an independent party, at a consideration of

    RMB194 million. A gain of RMB59 million arose from the disposal.

    (b) On 20 May 2010, the Group disposed of 50% equity interest in Changchun Vanke

    Xizhigu Property Development Company Limited, which was previously wholly

    owned by the Group, to an independent party, at a consideration of RMB4 million.

    (c) On 31 May 2010, the Group disposed 85% equity interest in Guangzhou Yinyejunrui

    Property Development Company Limited., which was previously 100% owned by the

    Group, to an independent party, at a consideration of RMB47 million.

    (d) On 30 June 2010, the Group disposed of 51% equity interest in Changchun Vanke

    Jingcheng Property Development Company Limited, which was previously wholly

    owned by the Group, to an independent party, at a consideration of RMB251 million.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    58

    6 Disposal of subsidiaries (continued)

    (i) Disposal of subsidiaries by the Group during the year ended 30 June 2010: (continued)

    Effect of the disposal on individual assets and liabilities of the Group for the year ended 30

    June 2010

    Cash and cash equivalents 30,739,071

    Trade and other receivables 83,757,886

    Properties held for development,

    properties under development and

    completed properties for sales 2,306,869,650

    Investment properties 101,509,070

    Property, plant and equipment 285,834

    Other long-term investment 8,353,930

    Interest-bearing loans and borrowings (134,900,000)

    Trade and other payables (2,193,721,834)

    Minority interests (15,446,204)

    Net assets and liabilities disposed of by the Group 187,447,403

    Gain on disposal of subsidiaries 62,784,054

    Considerations to be paid subsequent to June 2010 -

    Considerations received, satisfied in cash 50,852,000

    Cash disposed of 30,739,071

    Net cash inflow 20,112,929

    (ii) Disposals of a subsidiary by the Group during the year ended 31 December 2009:

    (a) On 31 July 2009, the Group disposed of 90% equity interest in Nanjing Hengbang

    Property Co., Ltd., which was previously 90% owned by the Group, to an

    independent party, at a consideration of RMB10 million.

    (b) On 23 July 2009, the Group disposed of equity interest in Shenzhen Hengfeng

    Property Co., Ltd. to an independent party, at a consideration of RMB27 million.

    (c) On 20 August 2009, the Group disposed of 65% equity interest in Ningbo Jinsheng

    Property Co., Ltd., which was previously 75% owned by the Group, to an

    independent party, at a consideration of RMB13 million. The Group is subject to

    receive an additional consideration depending on the future performance of Ningbo

    Jinsheng Property Co., Ltd.

    (d) On 31 October 2009, the Group disposed of 90% equity interest in Hangzhou

    Qianjiangwan Garden Property Co., Ltd., which was previously 90% owned by the

    Group, to an independent party, at a consideration of RMB27 million.

    (e) On 30 November 2009, the Group disposed 100% equity interest in Shanghai Caohua

    Property Co., Ltd., which was previously wholly owned by the Group, to an

    independent party, at a consideration of RMB102 million.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    59

    7 Operating segments

    The Group manages its business by divisions, which are organised by a mixture of both

    business lines (products and services) and geography. In a manner consistent with the way in

    which information is reported internally to the Group’s most senior executive management

    for the purpose of resource allocation and performance assessment, the Group has presented

    the following five reportable segments.

    ?Property development (Beijing Region / Shenzhen Region / Shanghai Region /

    Chengdu Region): given the importance of the property development division to the

    Group, the Group’s property development business is segregated further into four

    reportable segments on a geographical basis, as the divisional managers for each of

    these regions report directly to the senior executive team. All four segments derive

    their revenue from development and sale of residential properties. The properties are

    mainly sold to individual customers; therefore, the Group does not have major

    customers. Currently the Group’s activities in this regard are also carried out in

    mainland China. Details about the specific cities covered by each region are set out in

    note 7(b).

    ?Property management services: this segment provides house keeping services to the

    property development segment, as well as the external property developers. Currently

    the Group’s activities in this regard are also carried out in mainland China.

    Although the operating segment of property management services does not meet any of the

    quantitative thresholds specified in IFRS 8, Operating Segments, management believes that

    information about the segment would be useful to users of the financial statements.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    60

    7 Operating segments (continued)

    (a) Segment results, assets and liabilities

    For the purpose of assessing segment performance and allocating resources between

    segments, the Group’s senior executive management monitors the results, assets and

    liabilities attributable to each reportable segment on the following bases:

    (i) Segment assets and liabilities

    Segment assets include all tangible, intangible assets, other investments and current

    assets with the exception of deferred tax assets and other corporate assets. Segment

    liabilities include trade creditors, accruals, interest-bearing borrowings and bonds,

    and the provision for the estimated losses to be borne by the Group in relation to the

    property management projects.

    (ii) Segment revenue and expenses

    Revenue and expenses are allocated to the reportable segments with reference to sales

    generated by those segments and the expenses incurred by those segments or which

    otherwise arise from the depreciation or amortisation of assets attributable to those

    segments.

    (iii) Segment profit

    The measure used for reporting segment profit is the profit before PRC corporate

    income tax expense, excluding share of profit or loss of associates or jointly

    controlled entities and other non-operating income and expense, but including the

    profit arising from the inter-segment transactions. Land appreciation tax is deducted

    from segment profit for the review by the Group’s senior executive management for it

    is considered directly attributable to the sale of properties.

    (iv) Inter-segment transactions

    Inter-segment sales are priced with reference to prices charged to external parties for

    similar services.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    61

    7 Operating segments (continued)

    (a) Segment results, assets and liabilities (continued)

    Real Estate Development

    Beijing Region Shenzhen Region Shanghai Region Chengdu Region Property

    (note(1)) (note(2)) (note(3)) (note(4)) Management Total

    For the year ended 30 June 2010

    Revenue from external revenue,

    before sales taxes 2,149,126,918 5,095,505,275 7,475,581,482 1,800,925,849 243,227,276 16,764,366,800

    Inter-segment revenue - - - - 191,521,452 191,521,452

    Reportable segment revenue,

    before sales taxes 2,149,126,918 5,095,505,275 7,475,581,482 1,800,925,849 434,748,728 16,955,888,252

    Reportable segment profit 304,453,596 1,638,422,692 2,318,984,037 328,607,518 56,540,674 4,647,008,517

    Interest income 20,102,939 19,819,303 16,515,825 7,029,393 8,796,574 72,264,034

    Interest expense 93,863,691 91,946,523 66,202,812 26,227,330 4,900,125 283,140,481

    Share of profits less losses of associates

    and jointly controlled entities (note (5)) 807,870 (816,231) 73,919,000 1,890,272 - 75,800,911

    Reportable segment assets

    (including investment in joint ventures) 36,988,534,841 47,859,493,449 45,601,239,974 23,320,009,267 2,260,460,140 156,029,737,671

    Reportable segment liabilities 28,044,564,525 37,622,400,832 35,757,761,584 18,318,663,407 1,251,787,191 120,995,177,540China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    62

    7 Operating segments (continued)

    (a) Segment results, assets and liabilities (continued)

    Real Estate Development

    Beijing Region Shenzhen Region Shanghai Region Chengdu Region Property

    (note(1)) (note(2)) (note(3)) (note(4)) Management Total

    For the year ended 30 June 2009

    Revenue from external revenue,

    before sales taxes 3,679,208,099 6,178,984,103 8,727,677,755. 3,047,527,999 168,868,545 21,802,266,501

    Inter-segment revenue - - - - 201,722,477 201,722,477

    Reportable segment revenue,

    before sales taxes 3,679,208,099 6,178,984,103 8,727,677,755 3,047,527,999 370,591,022 22,003,988,978

    Reportable segment profit 706,482,418 908,462,362 1,962,998,177 846,806,159 33,178,898 4,457,928,014

    Interest income 9,008,570 20,255,093 13,039,673 7,709,903 4,419,326 54,432,565

    Interest expense 8,298,174 50,978,754 54,576,629 36,882,581 19,162,213 169,898,351

    Share of profits less losses of associates

    and jointly controlled entities (note (5)) (18,022,980) (2,132,809) 151,907,469 256,471 - 132,008,151

    Reportable segment assets

    (including investment in joint ventures) 24,724,571,174 40,877,864,204 40,831,620,355 12,433,310,150 697,822,262 119,565,188,145

    Reportable segment liabilities 19,224,916,531 33,833,602,831 34,462,519,082 10,135,715,721 516,437,890 98,173,192,055China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    63

    7 Operating segments (continued)

    (b) Reconciliation of reportable segment revenues, profit or loss, assets and liabilities

    2010 2009

    Jan-Jun Jan-Jun

    Revenue

    Reportable segment revenue 16,955,888,252 22,003,988,978

    Unallocated head office and corporate revenue 27,384,851 170,808,188

    Sales taxes (950,076,226) (1,255,174,496.48)

    Elimination of inter-segment revenue (216,942,653) (366,144,739)

    Consolidated turnover 15,816,254,224 20,553,477,931

    Profit

    Reportable segment profit 4,647,008,517 4,457,928,014

    Elimination of inter-segment profit (881,109,052) (271,396,434)

    Share of profits less losses of

    associates and jointly controlled entities 94,439,940 145,036,315

    Other income 206,654,647 53,561,476

    Other operating expenses,

    excluding provision for doubtful debts (18,908,745) (50,337,232)

    Dividend income 236,573,500 12,154,819

    Unallocated head office and corporate expenses (136,518,456) (155,941,601)

    Land appreciation tax 692,744,364 306,388,819

    Consolidated profit before taxation 4,840,884,715 4,497,394,176

    Assets

    Reportable segment assets 156,029,737,671 119,565,188,145

    Elimination of inter-segment receivables (81,934,719,276) (55,271,802,705)

    Exchange Loss - 1,287,775,238

    Deferred tax assets 363,283,736 438,431,467

    Unallocated head office and corporate assets 86,417,646,156 60,226,543,254

    Consolidated total assets 160,875,948,287 126,246,135,399

    Liabilities

    Reportable segment liabilities 120,995,177,540 98,173,192,055

    Elimination of inter-segment payables (65,263,322,452) (48,694,002,575)

    Deferred tax liabilities 363,283,736 438,431,467

    Exchange Loss - 1,287,775,238

    Unallocated head office and corporate liabilities 56,361,000,686 33,235,797,519

    Consolidated total liabilities 112,456,139,510 84,441,193,704China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    64

    7 Operating segments (continued)

    Notes:

    (1) Beijing region represents Beijing, Tianjin, Shenyang, Anshan, Dalian, Qingdao,

    Changchun, Yantai, Jilin, and Taiyuan.

    (2) Shenzhen region represents Shenzhen, Guangzhou, Dongguan, Foshan, Zhuhai,

    Zhongshan, Changsha, Xiamen, Fuzhou, Huizhou, and Hainan.

    (3) Shanghai region represents Shanghai, Hangzhou, Suzhou, Wuxi, Ningbo, Nanjing,

    Zhenjiang, Nanchang and Hefei.

    (4) Chengdu Region represents Chengdu, Wuhan, Xi’an, and Chongqing, Kunming, and

    Guiyang.

    (5) Share of profits less losses of associates and jointly controlled entities that is

    attributable to head office and not allocated to the respective segments is RMB

    18,639,027 (2009: RMB 13,028,165).

    8 Other income

    2010 2009

    Jan-Jun Jan-Jun

    Forfeited deposits and compensation from customers 8,063,534 7,465,219

    Gain on disposals of subsidiaries 62,784,054 7,176,572

    Gain on disposals of interest in associates - 406,596

    Gain on disposals of other investment 100,937,645 60,000

    Gain on disposals of property, plant and equipment 561,971 1,301,084

    Other sundry income 34,307,443 37,152,005

    206,654,647 53,561,476

    9 Other operating expenses

    2010 2009

    Jan-Jun Jan-Jun

    Provision for doubtful debts 16,245,542 18,067,010

    Donations 6,541,885 24,509,714

    Loss on disposals of property, plant and equipment 871,183 -

    Realised and unrealised loss on financial derivatives 5,810,671 4,577,413

    Penalties 1,140,705 2,735,546

    Other sundry expenses 4,544,301 18,514,560

    35,154,287 68,404,243China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    65

    10 Personnel expenses

    2010 2009

    Jan-Jun Jan-Jun

    Wages, salaries and other staff costs 550,442,059 471,757,082

    Contributions to defined contribution plans 63,016,667 44,521,893

    613,458,726 516,278,975

    As stipulated by the regulations of the PRC, the Group participates in various defined

    contribution retirement plans organised by municipal and provincial governments for its

    employees. The Group is required to make contributions to the retirement plans at the rates

    ranged from 10% to 22% (2009: from 10% to 22%) of the salaries, bonuses and certain

    allowances of the employees. A member of the plan is entitled to a pension equal to a fixed

    proportion of the salary prevailing at the member’s retirement date. The Group has no other

    material obligation for the payment of pension benefits associated with these plans beyond

    the annual contributions described above.

    11 Finance income and finance costs

    2010 2009

    Jan-Jun Jan-Jun

    Interest income 137,027,378 122,577,386

    Dividend income 236,573,500 12,154,819

    Finance income 373,600,878 134,732,205

    -------------------- --------------------

    Interest expense and other borrowing costs 1,176,514,037 1,143,840,250

    Less: Interest capitalised (801,337,555) (798,139,224)

    Finance costs 375,176,482 345,701,026

    Foreign exchange loss 10,995,237 1,138,294

    -------------------- --------------------

    Net finance costs (12,570,841) (212,107,115)China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    66

    12 Taxation

    (a) Taxation in the consolidated income statement represents:

    2010 2009

    Jan-Jun Jan-Jun

    Current tax

    PRC Corporate Income Tax

    - Provision for the year 1,090,488,185 1,162,020,154

    Land Appreciation Tax 748,264,949 380,647,052

    1,838,753,134 1,542,667,206

    -------------------- --------------------

    Deferred tax

    Fair value adjustments arising from

    business combinations

    - PRC Corporate Income Tax (44,541,340) (73,942,237)

    - Land Appreciation Tax (55,520,585) (74,258,233)

    Accrual for Land Appreciation Tax 66,593,912 (13,876,941)

    Tax losses (165,043,240) (93,879,551)

    Provision for diminution in value of properties 62,246,316 54,960,940

    Accruals for construction costs (27,581,226) 51,185,710

    Other temporary differences 5,156,856 4,310,028

    (158,689,307) (145,500,284)

    -------------------- --------------------

    1,680,063,826 1,397,166,922

    The provision for PRC Corporate Income Tax is calculated based on the estimated taxable

    income at the rates applicable to each company in the Group. The income tax rates

    applicable to the principal subsidiaries in the PRC range between 22% and 25% (2009:

    between 20% and 25%).

    According to the China's Corporate Income Tax (“CIT”) Law that was passed by the

    Standing Committee of the Tenth National People's Congress (“NPC”) on 16 March 2007

    and the Notice of the State Council on the Transitional Preferential Policy regarding

    implementation of the CIT Law (Guo Fa [2007] No.39) issued on 26 December 2007,

    income tax rate is revised to 25% with effect from 1 January 2008. For certain enterprises

    that are entitled to preferential income tax rate of 15% before the implementation of the CIT

    Law, the income tax rate applicable will be 18%, 20%, 22%, 24% and 25% in 2008, 2009,

    2010, 2011, and 2012 and thereafter respectively. As at 30 June 2010 and 2009, deferred tax

    assets and liabilities are calculated based on the applicable income tax rates enacted by the

    NPC from 1 January 2008.

    Land Appreciation Tax is levied on properties developed by the Group for sale, at

    progressive rates ranging from 30% to 60% on the appreciation of land value, which under

    the applicable regulations is calculated based on the proceeds of sales of properties less

    deductible expenditures including lease charges of land use rights, borrowing costs and

    relevant property development expenditures.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    67

    12 Taxation (continued)

    (a) Taxation in the consolidated income statement represents (continued):

    The following is a reconciliation between tax expense and accounting profit at applicable tax

    rates:

    2010 2009

    Jan-Jun Jan-Jun

    Profit before income tax 4,840,884,715 4,497,394,176

    Less: Land Appreciation Tax 692,744,364 306,388,819

    4,148,140,351 4,191,005,357

    Notional tax on profit before taxation

    calculated at effective income tax rate

    of the relevant group subsidiaries concerned 983,564,693 1,073,072,452

    Non-taxable income (48,616,142) (34,598,132)

    Non-deductible expenses 51,639,753 1,629,468

    Effect of tax losses not recognised 33,603,070 62,414,522

    Recognition of previously unrecognised tax losses (29,495,496) (3,765,512)

    Effect of unused tax losses recognised in prior years 295,494 -

    Effect of temporary difference not recognised - 947,005

    Effect of change in tax rates on deferred

    tax in respect of current year

    temporary differences (3,671,910) (8,921,700)

    PRC Corporate Income Tax 987,319,462 1,090,778,103

    Land Appreciation Tax 692,744,364 306,388,819

    Actual total tax expense 1,680,063,826 1,397,166,922

    (b) Taxation recognised directly in equity

    2010 2009

    Jan-Jun Jan-Jun

    Arising from fair value adjustments on

    available-for-sale securities (note 24(c)) (24,666,306) 12,077,611

    Others - -

    (24,666,306) 12,077,611China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    68

    12 Taxation (continued)

    (c) Current taxation in the consolidated balance sheet represents:

    2010 2009

    Jan-Jun Jan-Jun

    Corporate Income Tax 564,879,634 720,023,458

    Land Appreciation Tax 3,567,290,063 3,465,174,045

    4,132,169,697 4,185,197,503

    Land Appreciation Tax provisions have been made pursuant to Guo Shui Fa (2006) No 187

    Circular of State Administration of Taxation on Relevant Issues of Settlement and

    Management of Land Appreciation Tax for Real Estate Developers. The management

    considers the timing of settlement is dependent on the practice of local tax bureaus. As a

    result of the uncertainty of timing of payment of Land Appreciation Tax, the provisions have

    been recorded as current liabilities as at 30 June 2010 and 31 December 2009.

    13 Other comprehensive income

    (a) Tax effects relating to each component of other comprehensive income

    Jan-Jun.2010 Jan-Jun.2009

    Before- Tax Net-of- Before- Tax Net-oftax

    expense tax tax benefit tax

    amount amount amount amount

    Exchange differences

    on translation of

    financial statements of

    overseas subsidiaries 47,738,002 - 47,738,002 230,369 - 230,369

    Available-for-sale

    securities: net

    movement in fair

    value reserve (118,606,060) 24,666,306 (93,939,754) 60,388,057 (12,077,611) 48,310,446

    O thers - - - - - -

    Other comprehensive

    Income (70,868,058 ) 24,666,306 (46,201,752 ) 60,618,426 (12,077,611 ) 48,540,815China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    69

    13 Other comprehensive income (continued)

    (b) Reclassification adjustments relating to components of other comprehensive income

    2010 2009

    Jan-Jun Jan-Jun

    RMB RMB

    Available-for sale securities:

    Gains/(loss) arising during the period (2,183,281) 48,310,446

    Less: Reclassification adjustments

    for gains included in profit 91,756,473 -

    Net movement in the fair value reserve during the

    year recognised in other comprehensive income (93,939,754) 48,310,446

    14 Basic and diluted earnings per share

    The calculation of basic and diluted earnings per share is based on the net profit for the year

    attributable to equity shareholders of the Company of 2,812,498,573 (2009: 2,524,392,406)

    and on the weighted average number of ordinary shares outstanding during the year of

    10,995,210,218 (2009: 10,995,210,218) shares.

    There were no dilutive potential shares during the years presented above.

    15 Dividends

    A cash dividend of RMB0.07 per share, resulting in a dividend payment of RMB

    769,664,716 in respect of the year ended 31 December 2009 was declared and paid during

    the reporting period ended 30 June 2010. As the dividends of RMB1,711,866 under the 2007

    Employees’ Share Award Scheme were reversed, the accumulated dividends paid amounted

    to RMB 771,376,582 during the reporting period

    A cash dividend of RMB0.05 per share, resulting in a dividend payment of RMB549,760,511

    in respect of the year ended 31 December 2008 was declared during the period ended 30 June

    2009.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    70

    16 Property, plant and equipment

    Hotel and Furniture,

    other buildings Improvements Plant and fixtures and Motor

    held for own use to premises machinery equipment vehicles Total

    Cost:

    At 1 January 2009 1,274,268,771 76,140,788 26,226,836 180,480,657 90,150,078 1,647,267,130

    Additions:

    - via acquisitions of

    subsidiaries - - - 1,829,457 - 1,829,457

    - others 286,578,946 8,874,508 262,924 15,328,150 7,879,982 318,924,510

    Disposals (157,500,457) (14,958,775) (284,494) (9,929,704) (9,908,872) (192,582,302)

    At 31 December 2009 1,403,347,260 70,056,521 26,205,266 187,708,560 88,121,188 1,775,438,795

    -------------------- -------------------- -------------------- -------------------- -------------------- --------------------

    At 1 January 2010 1,403,347,260 70,056,521 26,205,266 187,708,560 88,121,188 1,775,438,795

    Additions:

    - via acquisitions of

    subsidiaries - - - 3,949,950 - 3,949,950

    - others 16,418,148 900,813 487,663 8,983,125 16,866,980 43,656,729

    Disposals (17,030,949) (2,715,093) (38,750) (6,049,517) (7,454,695) (33,289,004)

    At 30 June 2010 1,402,734,459 68,242,241 26,654,179 194,592,118 97,533,473 1,789,756,470

    -------------------- -------------------- -------------------- -------------------- -------------------- --------------------China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    71

    16 Property, plant and equipment (continued)

    Hotel and Furniture,

    other buildings Improvements Plant and fixtures and Motor

    held for own use to premises machinery equipment vehicles Total

    Accumulated depreciation

    and impairment loss:

    At 1 January 2009 150,629,531 38,650,942 9,698,874 99,458,158 58,228,694 356,666,199

    Additions:

    - via acquisitions of

    subsidiaries - - - 630,938 - 630,938

    Charge for the year 43,582,084 5,720,427 1,368,366 26,715,773 9,897,271 87,283,921

    Written back

    on disposals (28,034,425) (13,159,161) (218,800) (7,231,490) (7,794,097) (56,437,973)

    At 31 December 2009 166,177,190 31,212,208 10,848,440 119,573,379 60,331,868 388,143,085

    -------------------- -------------------- -------------------- -------------------- -------------------- --------------------

    At 1 January 2010 166,177,190 31,212,208 10,848,440 119,573,379 60,331,868 388,143,085

    Additions:

    - via acquisitions of

    subsidiaries - - - 246,213 - 246,213

    Charge for the year 29,306,035 3,166,755 751,659 11,075,475 5,070,480 49,370,404

    Written back

    on disposals (3,612,647) (1,968,104) (22,320) (5,117,829) (5,434,279) (16,155,179)

    At 30 June 2010 191,870,578 32,410,859 11,577,779 125,777,238 59,968,069 421,604,523

    -------------------- -------------------- -------------------- -------------------- -------------------- --------------------

    Net book value:

    At 30 June 2010 1,210,863,881 35,831,382 15,076,400 68,814,880 37,565,404 1,368,151,947

    At 31 December 2009 1,237,170,070 38,844,313 15,356,826 68,135,181 27,789,320 1,387,295,710China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    72

    17 Lease prepayments

    30 Jun.2010 31 Dec.2009

    At 1 January 81,966,326 -

    Additions - 82,516,436

    Amortisation for the year (825,164) (550,110)

    A t bal ance sheet date -------8-1--,-1-4--1-,-1--6-2- -------8--1-,-9-6--6-,-3--2-6-

    Leasehold land of the Group is held in the PRC. At 30 June 2010, the remaining lease term

    of the land is 50 years.

    18 Investment properties

    30 Jun.2010 31 Dec.2009

    Cost:

    At 1 January 256,641,320 225,849,490

    Transfer from completed properties for sale - 117,043,338

    Disposals (122,325,448) (86,251,508)

    At balance sheet date 134,315,872 256,641,320

    -------------------- --------------------

    Accumulated depreciation

    and impairment loss:

    At 1 January 28,498,162 27,454,723

    Charge for the year 2,252,625 7,738,355

    Written back on disposals (20,816,378) (6,694,916)

    At balance sheet date 9,934,409 28,498,162

    -------------------- --------------------

    Net book value:

    At balance sheet date 124,381,463 228,143,158

    Investment properties comprise certain commercial properties that are leased to external

    parties. The directors, having regard to recent market transactions of similar properties in the

    same location as the Group’s investment properties, consider the estimated fair value of the

    investment properties to be RMB130,298,067 (2009: RMB258,970,079).

    The Group leases out investment properties under operating leases. The leases typically run

    for an initial period of two to twenty years. None of the leases includes contingent rentals.

    The Group’s total future minimum lease payments under non-cancellable operating leases are

    receivable as follows:

    30 Jun.2010 31 Dec.2009

    Within 1 year 4,549,064 11,881,321

    After 1 year but within 5 years 43,139,010 45,034,409

    After 5 years 67,114,663 97,352,090

    114,802,737 154,267,820China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    73

    19 Construction in progress

    30 Jun.2010 31 Dec.2009

    At 1 January 593,208,234 188,587,023

    Additions 127,222,794 622,987,458

    Transferred out to property, plant and equipment - (218,366,247)

    T ransferred out to properties under developm ent - -

    720,431,028 593,208,234

    Construction in progress represents self-constructed office premises and owner managed

    hotel under construction.

    20 Principal subsidiaries

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Anshan Vanke Property

    Development Co., Ltd. Anshan USD5,172,700 100% - 100%

    Property

    development

    Beijing Chaoyang Vanke

    Property Development

    Company Limited Beijing RMB200,000,000 60% 60% -

    Property

    development

    Beijing Vanke Enterprises

    Shareholding Company

    Limited Beijing RMB1,000,000,000 100% 90% 10%

    Property

    development

    Beijing Vanke Property

    Management Company

    Limited Beijing RMB22,000,000 100% - 100%

    Property

    management

    Beijing Zhongliang Vanke

    Jiarifengjing Real Estate

    Development Company

    Limited (note) Beijing RMB830,000,000 50% - 50%

    Property

    development

    Changchun Vanke Real Estate

    Company Limited Changchun RMB50,000,000 100% 95% 5%

    Property

    development

    Changsha Vanke Property

    Management Company

    Limited Changsha RMB5,000,000 100% - 100%

    Property

    management

    Chengdu Vanke Chenghua

    Property Company Limited Chengdu RMB554,479,142 100% - 100%

    Property

    development

    Chengdu Vanke Guanghua

    Property Company Limited Chengdu USD131,428,571 100% - 100%

    Property

    development

    Chengdu Vanke Guobin

    Property Company Limited Chengdu USD140,000,000 60% - 60%

    Property

    development

    Chengdu Vanke Huadong Real

    Estate Company Limited Chengdu RMB77,680,000 90% - 90%

    Property

    development

    Chengdu Vanke Jinjiang

    Property Company Limited Chengdu RMB10,000,000 100% - 100%

    Property

    development

    Chengdu Vanke Property

    Management Company

    Limited Chengdu RMB5,000,000 100% - 100%

    Property

    management

    Chengdu Vanke Real Estate

    Company Limited Chengdu RMB80,000,000 100% 90% 10%

    Property

    development

    Chongqing Yu Development

    Coral Property Company

    Limited Chongqing RMB20,300,000 51% - 51%

    Property

    developmentChina Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    74

    20 Principal subsidiaries (continued)

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital

    held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Dalian Vanke City Property

    Company Limited Dalian USD42,000,000 55% - 55%

    Property

    development

    Dalian Vanke Real Estate

    Development Company

    Limited Dalian RMB32,000,000 100% - 100%

    Property

    development

    Dongguan Songhuju Property

    Company Limited Dongguan RMB10,000,000 100% - 100%

    Property

    development

    Dongguan Vanke Construction

    Research Company Limited Dongguan RMB20,000,000 100% 100% -

    Construction

    research

    Dongguan Vanke Property

    Management Company

    Limited Dongguan RMB5,000,000 100% - 100%

    Property

    management

    Dongguan Vanke Real Estate

    Company Limited Dongguan RMB20,000,000 100% - 100%

    Property

    development

    Dongguan Xintong Industry

    Investment Company Limited Dongguan RMB10,000,000 51% - 51%

    Property

    development

    Dongguan Xinwan Property

    Development Company

    Limited Dongguan RMB10,000,000 51% - 51%

    Property

    development

    Foshan Nanhai District

    Jinyulanwan Propoerty

    Company Limited Foshan USD190,000,000 55% - 55%

    Property

    development

    Foshan Vanke Real Estate

    Company Limited Foshan RMB80,000,000 100% - 100%

    Property

    development

    Fuyang Vanke Real Estate

    Development Company

    Limited Hangzhou RMB300,000,000 100% - 100%

    Property

    development

    Fuzhou Vanke Real Estate

    Company Limited Fuzhou RMB20,000,000 100% 100% -

    Property

    development

    Guangzhou Pengwan Property

    Company Limited (note) Guangzhou RMB200,000,000 50% - 50%

    Property

    development

    Guangzhou Vanke Property

    Management Company

    Limited Guangzhou RMB5,000,000 100% 100%

    Property

    management

    Guangzhou Vanke Real Estate

    Company Limited Guangzhou RMB50,000,000 100% - 100%

    Property

    development

    Guangzhou Wanxin Property

    Company Limited Guangzhou HKD760,000,000 100% - 100%

    Property

    development

    Guiyang Vanke Real Estate

    Company Limited Guiyang RMB100,000,000 100% 100% -

    Property

    development

    Hainan Fuchun East Real Estate

    Development Company

    Limited Hainan RMB20,000,000 100% - 100%

    Property

    development

    Hainan Vanke Property

    Development Company

    Limited Haikou RMB10,000,000 100% 100% -

    Property

    development

    Hangzhou Liangzhu Culture

    Town Development Company

    Limited Hangzhou RMB30,000,000 100% - 100%

    Property

    development

    Hangzhou Liangzhu Egret Bay

    Holiday Hotel Company

    Limited Hangzhou RMB10,000,000 100% - 100% Service

    Hangzhou Linlu Property

    Development Company

    Limited Hangzhou RMB170,000,000 100% - 100%

    Property

    development

    Hangzhou Vanke Junyuan

    Property Company Limited Hangzhou USD66,660,000 100% - 100%

    Property

    development

    Hangzhou Vanke Property

    Company Limited Hangzhou RMB320,000,000 100% - 100%

    Property

    developmentChina Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    75

    20 Principal subsidiaries (continued)

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital

    held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Hangzhou Wankun Property

    Development Company

    Limited Hangzhou RMB350,000,000 51% - 51%

    Property

    development

    Hefei Vanke Property Company

    Limited Hefei RMB20,000,000 100% 100% -

    Property

    development

    Huizhou Vanke Property

    Company Limited Huizhou RMB10,000,000 100% - 100%

    Property

    development

    Jiangsu Sunan Vanke Real

    Estate Company Limited Suzhou RMB30,000,000 100% 100% -

    Property

    development

    Kunming Vanke Property

    Development Co., Ltd. Kunming RMB20,000,000 100% 100% -

    Property

    development

    Nanjing Hengyue Property

    Company Limited Nanjing RMB10,000,000 100% - 100%

    Property

    development

    Nanjing Jinyu Blue Property

    Company Limited Nanjing RMB90,000,000 100% - 100%

    Property

    development

    Nanjing Vanke Property

    Company Limited Nanjing RMB150,000,000 100% 100% -

    Property

    development

    Ningbo Jiangbei Vanke

    Property Company Limited Ningbo RMB675,000,000 100% - 100%

    Property

    development

    Ningbo Vanke Real Estate

    Company Limited Ningbo RMB150,000,000 100% 100% -

    Property

    development

    Qingdao Da Shan Real Estate

    Development Company

    Limited Qingdao RMB100,000,000 60% - 60%

    Property

    development

    Qingdao Vanke Real Estate

    Company Limited Qingdao RMB20,000,000 100% 100% -

    Property

    development

    Qingdao Vanke Yinshengtai

    Real Estate Development Co.,

    Ltd Qingdao RMB100,000,000 80% 80% -

    Property

    development

    Qingyuan Hongmei Investment

    Company Limited Qingyuan RMB280,000,000 95% - 95%

    Property

    development

    Shanghai Dijie Property

    Company Limited (note) Shanghai RMB20,000,000 50% - 50%

    Property

    development

    Shanghai Hengda Property

    Shareholding Company

    Limited Shanghai RMB141,348,200 99.8% - 99.8%

    Property

    development

    Shanghai Luolian Property

    Company Limited. Shanghai RMB470,000,000 100% - 100%

    Property

    development

    Shanghai Meilanhuafu Property

    Company Limited Shanghai RMB700,000,000 100% - 100%

    Property

    development

    Shanghai Tianyi Property

    Development Company

    Limited Shanghai RMB50,000,000 90% - 90%

    Property

    development

    Shanghai Vanke Baobei

    Property Company Limited Shanghai RMB10,000,000 100% - 100%

    Property

    development

    Shanghai Vanke Investment

    Management Company

    Limited Shanghai RMB204,090,000 100% 100% -

    Property

    development

    Shanghai Vanke Property

    Management Company

    Limited Shanghai RMB12,260,000 100% - 100%

    Property

    management

    Shanghai Vanke Pudong

    Property Company Limited Shanghai RMB160,000,000 100% - 100%

    Property

    development

    Shanghai Vanke Real Estate

    Company Limited Shanghai RMB800,000,000 100% - 100%

    Property

    developmentChina Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    76

    20 Principal subsidiaries (continued)

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital held by the

    Group

    held by

    the

    Company

    held by a

    subsidiary

    Principal

    activities

    Shanghai Xiangda Real Estate

    Development Company

    Limited Shanghai RMB1,783,000,000 75% - 75%

    Property

    development

    Shanxi Hualian Property

    Development Company

    Limited Xi'an RMB367,850,000 51% - 51%

    Property

    development

    Shenyang Vanke Hunnan Jinyu

    Property Development

    Company Limited Shenyang RMB1,022,520,258 100% - 100%

    Property

    development

    Shenyang Vanke Jinyu Blue

    Bay Property Development

    Company Limited Shenyang RMB578,150,000 100% - 100%

    Property

    development

    Shenyang Vanke Property

    Management Company

    Limited Shenyang RMB10,000,000 100% - 100%

    Property

    management

    Shenyang Vanke Real Estate

    Development Company

    Limited Shenyang RMB100,000,000 100% 95% 5%

    Property

    development

    Shenyang Vanke Tianqinwan

    Property Company Limited Shenyang USD99,980,000 55% - 55%

    Property

    development

    Shenzhen Fuchun East (Group)

    Company Limited Shenzhen RMB14,600,000 90% - 90%

    Property

    development

    Shenzhen Fuchun East Real

    Estate Company Limited Shenzhen RMB158,000,000 100% - 100%

    Property

    development

    Shenzhen Longcheer Yacht

    Club Company Limited Shenzhen RMB57,100,000 100% - 100% Club Service

    Shenzhen Vanke City Scenery

    Property Company Limited Shenzhen RMB120,000,000 100% - 100%

    Property

    development

    Shenzhen Vanke Daolin

    Investment Development

    Company Limited Shenzhen RMB20,000,000 100% - 100%

    Property

    development

    Shenzhen Vanke Financial

    Consultancy Company

    Limited Shenzhen RMB15,000,000 100% 95% 5%

    Investment

    trading and

    Consultancy

    services

    Shenzhen Vanke Nancheng

    Real Estate Company Limited Shenzhen RMB10,000,000 90% - 90%

    Property

    development

    Shenzhen Vanke Property

    Management Company

    Limited Shenzhen RMB50,000,000 100% 95% 5%

    Property

    management

    Shenzhen Vanke Real Estate

    Company Limited Shenzhen RMB600,000,000 100% 95% 5%

    Property

    development

    Shenzhen Vanke Xingye

    Property Company Limited Shenzhen RMB62,413,230 100% - 100%

    Property

    development

    Shenzhen Vanke Xizhigu Real

    Estate Company Limited Shenzhen RMB10,000,000 60% - 60%

    Property

    development

    Suzhou Huihua Investment and

    Property Company Limited Suzhou RMB355,000,000 51% - 51%

    Property

    development

    Suzhou Nandu Jianwu

    Company Limited Suzhou RMB300,000,000 70% 70% -

    Property

    development

    Suzhou Vanke Zhongliang

    Property Company Limited Suzhou RMB230,000,000 51% - 51%

    Property

    development

    Taiyuan Vanke Real Estate

    Company Limited Taiyuan RMB20,000,000 100% 100%

    Property

    developmentChina Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    77

    20 Principal subsidiaries (continued)

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Tander China Investment

    Company Limited Hong Kong HKD10,000 100% - 100% Investment

    Tianjin Vanke Property

    Management Company

    Limited Tianjin RMB10,000,000 100% - 100%

    Property

    management

    Tianjin Vanke Real Estate

    Company Limited Tianjin RMB390,000,000 100% 15% 85%

    Property

    development

    Tianjin Vanke Xinlicheng

    Company Limited Tianjin RMB230,000,000 100% - 100%

    Property

    development

    Tianjin Wanbin Real Estate

    Development Company

    Limited Tianjin RMB455,000,000 100% - 100%

    Property

    development

    Tianjin Wanfu Investment

    Company Limited Tianjin RMB10,000,000 100% - 100%

    Property

    development

    Tianjin Wanzhu Investment

    Company Limited Tianjin RMB20,000,000 100% - 100%

    Property

    development

    Tianjin Zhongtian Wanfang

    Investment Company Limited Tianjin RMB20,000,000 100% - 100%

    Property

    development

    Vanke (Chongqing) Real Estate

    Company Limited Chongqing RMB100,000,000 100% 100% -

    Property

    development

    Vanke Property (Hong Kong)

    Company Limited Hong Kong USD9,500,000 100% - 100% Investment

    Vanke Real Estate (Hong Kong)

    Company Limited Hong Kong HKD15,600,000 100% 80% 20% Investment

    Wuhan Guohao Property

    Company Limited Wuhan RMB10,000,000 55% - 55%

    Property

    development

    Wuhan Vanke Property

    Management Company

    Limited Wuhan RMB12,000,000 100% - 100%

    Property

    management

    Wuhan Vanke Real Estate

    Company Limited Wuhan RMB150,000,000 100% 95% 5%

    Property

    development

    Wuhan Vanke Tianrun Real

    Estate Company Limited Wuhan USD57,600,000 100% - 100%

    Property

    development

    Wuhan Wangjiadun Morden

    City Property Company

    Limited Wuhan RMB200,000,000 90% - 90%

    Property

    development

    Wuxi Dongcheng Real Estate

    Company Limited Wuxi USD149,400,000 100% - 100%

    Property

    development

    Wuxi Vanke Real Estate

    Company Limited Wuxi RMB300,000,000 60% 60% -

    Property

    development

    Wuxi Wansheng Real Estate

    Development Company

    Limited Wuxi USD49,200,000 55% - 55%

    Property

    development

    Xiamen Vanke Real Estate

    Company Limited Xiamen RMB50,000,000 100% - 100%

    Property

    development

    Xi'an Vanke Real Estate

    Company Limited Xi'an RMB20,000,000 100% 100% -

    Property

    development

    Yantai Vanke Property

    Development Co., Ltd. Yantai RMB30,000,000 100% 100% -

    Property

    development

    Zhejiang Vanke Nandu Real

    Estate Company Limited Hangzhou RMB150,000,000 100% - 100%

    Property

    development

    Zhenjiang RunduProperty

    Company Limited Zhenjiang RMB10,000,000 100% - 100%

    Property

    development

    Zhenjiang Runnan Property

    Company Limited Zhenjiang RMB50,000,000 100% - 100%

    Property

    developmentChina Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    78

    20 Principal subsidiaries (continued)

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Zhenjiang Runqiao Property

    Company Limited Zhenjiang RMB10,000,000 100% - 100%

    Property

    development

    Zhenjiang Runzhong Property

    Company Limited Zhenjiang RMB10,000,000 100% - 100%

    Property

    development

    Zhuhai Vanke Real Estate

    Company Limited Zhuhai RMB10,000,000 100% 100% -

    Property

    development

    Zhuhai Zhubin Property

    Development Company

    Limited Zhuhai RMB109,000,000 95% - 95%

    Property

    development

    Note: The directors consider these entities as subsidiaries of the Group as the Group has the power

    to govern the financial and operating policies of these entities.

    21 Interest in associates

    Details of the Group’s principal associates at 30 June 2010 are as follows:

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital

    held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Beijing Jinyu Vanke Property

    Development Company

    Limited Beijing RMB190,000,000 49.00% - 49.00%

    Property

    development

    Beijing Vanke Consultancy

    Company Limited Beijing RMB100,000 20.00% - 20.00%

    Corporation

    consultation

    Wuhan Golf City Gardern

    Real Estate Company

    Limited (note) Wuhan RMB219,000,000 49.00% - 49.00%

    Property

    development

    Shanghai Nandu White Horse

    Real Estate Company

    Limited (note) Shanghai RMB27,000,000 49.00% - 49.00%

    Property

    development

    Chengdu Yihang Vanke

    Binjiang Real Estate

    Company Limited (note) Chengdu RMB140,000,000 49.00% - 49.00%

    Property

    development

    Hefei Yihang Vanke Real

    Estate Company Limited

    (note) Hefei RMB101,500,000 50.00% 50.00%

    Property

    development

    Suzhou Zhonghang Vanke

    Changfeng Real Estate

    Company Limited (note) Suzhou RMB280,000,000 49.00% - 49.00%

    Property

    development

    Changsha Oriental City Real

    Esteate Company Limited Changsha RMB20,000,000 20.00% - 20.00%

    Property

    development

    Shanghai Zunyi Property

    Management Company

    Limited Shanghai RMB3,000,000 30.00% - 30.00%

    Property

    management

    Foshan Shunde District

    Zhonghang Vanke Property

    Company Limited Foshan RMB600,000,000 15.00% - 15.00%

    Property

    development

    Shenzhen Mingjue Investment

    Development Company

    Limited Shenzhen RMB15,000,000 45.00% - 45.00%

    Investment and

    ConsultationChina Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    79

    21 Interest in associates (continued)

    Details of the Group’s principal associates at 30 June 2010 are as follows:

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital

    held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Xiamen Wantefu Property

    Development Company

    Limited Xiamen RMB400,000,000 30.00% - 30.00%

    Property

    development

    Guangzhou Yinyejunrui

    Property Development

    Company Limited (note) Guangzhou RMB10,000,000 49.90% - 49.90%

    Property

    development

    Shanghai Jingyuan Property

    Development Company

    Limited Shanghai RMB30,000,000 45.00% - 45.00%

    Property

    development

    Langfang Kuangshijiye

    Property Development

    Company Limited Langfang USD50,000,000 49.00% - 49.00%

    Property

    development

    Changchun Vanke Jingcheng

    Property Development

    Company Limited changchun RMB10,000,000 49.00% - 49.00%

    Property

    development

    Note: Except for the equity interest held directly, the Group also hold effective equity

    interest in these associates through the jointly controlled entity Zhonghang Vanke

    Company Limited.

    Summary financial information on associates:

    Equity

    attributable

    Assets Liabilities to parent Revenue Profit

    2010

    100 per cent 14,625,684,023 12,262,413,942 2,363,270,081 362,087,173 18,745,718

    Group’s effective in ter est 5,376,431,042 4,613,301,622 763,129,420 177,375,167 17,667,867

    2009

    100 per cent 10,271,806,802 8,013,212,222 2,258,594,580 7,412,023,684 1,562,276,704

    Group’s effective interest 4,220,037,527 3,510,525,247 709,512,280 2,276,229,781 392,250,939China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    80

    22 Interest in jointly controlled entities

    Details of the Group’s principal jointly controlled entities at 30 June 2010 are as follows:

    Percentage of interest

    Name of company

    Place of

    establishment

    and operation Paid in capital

    held by the

    Group

    held by the

    Company

    held by a

    subsidiary

    Principal

    activities

    Shenyang Yong Da Property

    Company Limited (note 1) Shenyang RMB197,235,443 49.00% - 49%

    Property

    development

    Hangzhou Nandu Songcheng

    Property Company Limited Hangzhou RMB130,000,000 50.00% - 50%

    Property

    development

    Shanghai Jialai Real Estate

    Development Company

    Limited (note 1) Shanghai RMB180,000,000 49.00% - 49.00%

    Property

    development

    Zhonghang Vanke Company

    Limited(note 1) Beijing RMB3,000,000,000 40.00% 40.00% -

    Property

    development

    Dongguan Vanke Property

    Company limited Dongguan RMB10,000,000, 50.00% - 50.00%

    Property

    development

    Wuhan Vanke Qinganju

    Property Development

    Limited(note 1) Wuhan RMB100,000,000 30.00% - 30.00%

    Property

    development

    Yunnan Vanke City Property

    Company Limited (note 2) Kunming RMB10,000,000, 51.00% 51.00% -

    Property

    development

    Changsha Lingyu Real Estate

    Development Company

    Limited (note 1) Changsha RMB100,000,000 60.00% 60.00%

    Property

    development

    Changsha Lingyu Investment

    Company Limited(note 1) Changsha RMB100,000,000 60.00% 60.00%

    Property

    development

    Beijing Zhongliang Vanke Real

    Estate Development Company

    Limited (note 1) Beijing RMB800,000,000 50.00% - 50.00%

    Property

    development

    Changchun Vanke Xizhigu

    Real Estate Development

    Company Limited Changchun RMB8,000,000 50.00% - 50.00%

    Property

    development

    Shanghai Anhong Real Estate

    Investment Company Limited

    (note 2) Shanghai RMB5,000,000 65.00% - 65.00%

    Property

    development

    Kunshan Vanke Fujie Real

    Estate Development Company

    Limited Kunshan RMB20,000,000 50.00% - 50.00%

    Property

    development

    Tianjin Diwan Investment

    Company Limited (note 2) Tianjin RMB39,215,700 40.00% - 40.00%

    Property

    development

    Hangzhou Xiangge Investment

    Management Company

    Limited (note 2) Hangzhou RMB2,000,000 50.00% - 50.00%

    Investment and

    Consultation

    Notes:

    (1) A contractual arrangement between the Group and the counterparty of these entities

    establishes joint control over the financial and operating policies of these entities.

    (2) The Group is entitled to 50% voting right of the entity as the board of directors are

    appointed by the Group and the counterpart equally.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    81

    22 Interest in jointly controlled entities (continued)

    Summary of financial information on jointly controlled entities – Group’s effective interest

    30 Jun.2010 31 Dec.2009

    Non-current assets 634,331,049 413,738,553

    Current assets 7,481,729,134 6,212,322,249

    Non-current liabilities (41,650,000) (82,050,000)

    Current liabilities (4,613,282,427) (3,780,133,404)

    Net assets 3,461,127,756 2,763,877,398

    Income 377,215,935 969,474,034

    Expenses (300,443,862) (819,864,110)

    Profit for the year 76,772,073 149,609,924

    23 Other financial assets

    30 Jun.2010 31 Dec.2009

    Available-for-sale securities in the PRC

    Equity securities

    - Unlisted 83,614,701 91,993,324

    - Listed in the PRC 24,894,312 163,629,472

    108,509,013 255,622,796China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    82

    24 Deferred tax assets / (liabilities)

    (a) Deferred tax assets

    Deferred tax assets are attributable to the items detailed as follows:

    30 Jun.2010 31 Dec.2009

    Tax losses 454,867,992 289,824,752

    Impairment loss of trade and other receivables 13,469,287 17,811,958

    Provision for diminution in value of properties 93,923,814 156,170,130

    Accruals for construction costs 172,702,315 145,121,089

    Accrual for Land Appreciation Tax 508,815,810 575,409,722

    Other temporary differences 80,497,643 81,311,828

    1,324,276,861 1,265,649,479

    Deferred tax assets have not been recognised in respect of the following temporary

    differences:

    30 Jun.2010 31 Dec.2009

    Tax losses 672,756,743 1,006,670,048

    Other temporary differences 78,410,794 158,420,591

    751,167,537 1,165,090,639

    The tax losses expire between 2011 and 2015. The deductible temporary differences will not

    expire under the current tax legislation. The above deferred tax assets have not been

    recognised because it is not probable that future taxable profit will be available against which

    the Group can utilise the benefits therefrom.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    83

    24 Deferred tax assets / (liabilities) (continued)

    (b) Deferred tax liabilities

    Deferred tax liabilities are attributable to the items detailed as follows:

    30 Jun.2010 31 Dec.2009

    Fair value adjustments on

    available-for-sale securities (3,636,707) (28,303,017)

    Fair value adjustments arising from

    business combinations (1,092,903,844) (1,192,965,769)

    (1,096,540,551) (1,221,268,786)

    (c) Movements in deferred taxation, net:

    30 Jun.2010 31 Dec.2009

    At 1 January 44,380,693 68,993,006

    Transferred to consolidated income statement (note 12(a)) 158,689,307 (6,855,066)

    Recognised in other comprehensive income (note 13(a)) 24,666,306 (17,757,247)

    At balance sheet date 227,736,306 44,380,693

    25 Inventories

    30 Jun.2010 31 Dec.2009

    Raw materials 61,175,949 59,998,046

    Inventories recognised as cost of sales for the year 5,002,633 11,432,652

    26 Properties held for development, properties under development and completed

    properties for sale

    (a) The analysis of carrying value of land held for property development for sale is as follows:

    30 Jun.2010 31 Dec.2009

    With lease term of 50 years or more 73,041,949,080 56,788,947,082

    With lease term of less than 50 years 4,914,097,193 3,624,287,723

    77,956,046,273 60,413,234,805China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    84

    26 Properties held for development, properties under development and completed

    properties for sale (continued)

    (b) The analysis of the amount of completed properties for sale recognised as an expense is as

    follows:

    30 Jun. 2010 31 Dec. 2009

    Carrying amount of properties sold 10,060,743,066 34,219,897,859

    Write down of properties - 150,693

    Reversal of write-down of properties (248,380,000) (616,565,282)

    9,812,363,066 33,603,483,270

    The reversal of write-down of properties made in prior years arose due to an increase in the

    estimated net realisable value of certain completed properties as a result of recovery in

    certain regional property markets.

    27 Trade and other receivables

    30 Jun. 2010 31 Dec. 2009

    Debtors and other receivables 6,417,140,941 4,381,802,497

    Less: allowance for doubtful debts (178,896,385) (163,638,185)

    6,238,244,556 4,218,164,312

    -------------------- --------------------

    Amount due from associates and jointly

    controlled entities 5,920,786,504 4,281,498,407

    Less: allowance for doubtful debts (499,886) (661,378)

    5,920,286,618 4,280,837,029

    -------------------- --------------------

    Prepaid taxes 3,324,492,830 1,979,482,542

    -------------------- --------------------

    Deposits and prepayments 6,435,960,420 6,756,836,958

    -------------------- --------------------

    21,918,984,424 17,235,320,841

    Note: Deposits and prepayments represent deposits paid for purchasing properties held for

    development and prepayments to contractors for constructions.

    The Group’s credit policy is set out in note 39(b).

    All of the trade and other receivables, apart from deposits of RMB401million (2009:

    RMB374 million), are expected to be recovered within one year.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    85

    27 Trade and other receivables (continued)

    Impairment of trade debtors and other receivables

    Impairment losses in respect of trade debtors and other receivables are recorded using an

    allowance account unless the Group is satisfied that recovery of the amount is remote, in

    which case the impairment loss is written off against trade debtors and bills receivable

    directly.

    The movements in the allowance for specific doubtful debts during the year are as follows:

    30 Jun. 2010 31 Dec. 2009

    At 1 January 164,299,563 142,462,053

    Impairment loss recognised 16,245,542 28,275,933

    Uncollectible amounts written off (1,148,834) (6,438,423)

    At balance sheet date 179,396,271 164,299,563

    At 30 June 2010, the Group’s trade debtors and other receivables of RMB179 million, (2009:

    RMB164 million) were individually determined to be impaired. The individually impaired

    receivables related to customers that were in financial difficulties and management assessed

    that only a portion of the receivables is expected to be recovered. Consequently, specific

    allowances for doubtful debts of RMB179 million (2009: RMB164 million) were recognised.

    The Group does not hold any collateral over these balances.

    28 Cash and cash equivalents and pledged deposits

    Cash and cash equivalents and pledged deposits consist of cash on hand and balances with

    banks. The balance includes deposits with banks of RMB1,112 million with restriction for

    designated purposes.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    86

    29 Share capital

    30 Jun. 2010 31 Dec. 2009

    Number of Nominal Number of Nominal

    shares value shares value

    Registered, issued and fully paid:

    A shares of RMB1 each 9,680,254,750 9,680,254,750 9,680,254,750 9,680,254,750

    B share s of RMB1 each 1,314,955,468 1,314,955,468 1,314,955,468 1,314,955,468

    10,995,210,218 10,995,210,218 10,995,210,218 10,995,210,218

    The holders of A and B share are entitled to receive dividends as declared from time to time

    and are entitled to one vote per share at general meetings of the Company.

    A summary of the movements in the Company’s share capital during 2010 is as follows:

    Issued share capital

    A shares B shares Total

    At 1 J anuary 2010 9,680,254,750 1,314,955,468 10,995,210,218

    At 30 June 2010 9,680,254,750 1,314,955,468 10,995,210,218

    There were no movements in share capital during 2010.

    30 Reserves

    (a) Statutory reserves

    Statutory reserves include the following items:

    (i) Statutory surplus reserve

    According to the PRC Company Law, the Company is required to transfer 10% of its

    profit after taxation, as determined under PRC Accounting Regulations, to statutory

    surplus reserve until the reserve balance reaches 50% of the registered capital. The

    transfer to this reserve must be made before distribution of a dividend to shareholders.

    Statutory surplus reserve can be used to make good previous years’ losses, if any, and

    may be converted into share capital by the issue of new shares to equity shareholders

    in proportion to their existing shareholdings or by increasing the par value of the

    shares currently held by them, provided that the balance after such issue is not less

    than 25% of the registered capital.

    For the year ended 30 June 2010, the Company transferred RMB nil (2009:

    RMB287,447,528), being 10% of the Company’s current year’s net profit as

    determined in according with the PRC Accounting Rules and Regulations, to this

    reserve.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    87

    30 Reserves (continued)

    (a) Statutory reserves (continued)

    (ii) Discretionary surplus reserve

    The appropriation to the discretionary surplus reserve is subject to the shareholders’

    approval. The utilisation of the reserve is similar to that of the statutory surplus

    reserve.

    For the year ended 30 June 2010, the directors proposed to transfer RMB nil (2009:

    RMB1,868,408,931), being nil (2009: 65%) of the Company’s current year’s net

    profit as determined in accordance with the PRC Accounting Rules and Regulations,

    to this reserve.

    (b) Employee share-based compensation reserve

    As the market performance condition could not be met, the Employees’ Share Award

    Scheme for year 2007 was terminated. All the Awarded shares held under the 2007 Scheme

    were sold in the capital market. The proceeds from the sale of shares, together with interest,

    amounted to RMB468,728,084, were returned to the Company on 25 January 2010. The

    dividends of RMB1,711,866 under the 2007 Scheme were reversed. As of now, the

    implementation of the Company's Employees’ Share Award Scheme has been completed.

    (c) Revaluation reserve

    Revaluation reserve comprises the cumulative net change in fair value of available-for-sale

    securities held at the balance sheet date and is dealt with in accordance with the accounting

    policy as stated in note 3(c)(i).

    (d) Capital management

    The Group’s primary objectives when managing capital are to safeguard the Group’s ability

    to continue as a going concern, so that it can continue to provide returns for shareholders and

    benefits for other stakeholders, by pricing its properties commensurately with the level of

    risk and by securing access to finance at a reasonable cost.

    The Group actively and regularly reviews and manages its capital structure to maintain a

    balance between the higher shareholder returns that might be possible with higher levels of

    borrowings and the advantages and security afforded by a sound capital position, and makes

    adjustments to the capital structure in the light of changes in economic conditions, inclusive

    latest market trend, land price, cash flow and profit forecasts. In order to maintain a sound

    capital position, the Group may adjust the amount of dividends payable to shareholders, issue

    new shares, issue bonds or raise new debt financing.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    88

    31 Interest-bearing borrowings and bonds

    This note provides information about the contractual terms of the Group’s interest-bearing

    borrowings and bonds. For more information about the Group’s exposure to interest rate and

    foreign exchange risks, please refer to note 39.

    30 Jun. 2010 31 Dec. 2009

    Non-current

    Secured or guaranteed

    - bank loans (note (a)) 5,038,196,770 2,300,254,991

    - corporate bonds (note (b)) 2,926,001,721 2,915,228,176

    - other borrowings(note(c)) - 1,200,000,000

    -------------------- --------------------

    7,964,198,391 6,415,483,167

    -------------------- --------------------

    Unsecured

    - bank loans 5,825,335,341 5,218,451,222

    - corporate bonds (note (b)) 2,881,215,419 2,878,507,630

    - other borrowings (note (c)) 8,761,815,611 8,784,092,083

    17,468,366,371 16,881,050,935

    -------------------- --------------------

    25,432,564,762 23,296,534,102

    At 30 June, non-current interest-bearing borrowings and bonds were repayable as follows:

    30 Jun. 2010 31 Dec. 2009

    After 1 year but within 2 years 14,128,307,858 15,934,138,520

    After 2 years but within 5 years 11,304,256,904 7,362,395,582

    25,432,564,762 23,296,534,102China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    89

    31 Interest-bearing borrowings and bonds (continued)

    30 Jun. 2010 31 Dec. 2009

    Current

    Secured or guaranteed

    - bank loans (note (a)) 80,000,000 150,000,000

    - current portion of long term bank loans (note (a)) 1,400,677,342 1,258,730,915

    - current portion of long term other borrowings (note (c)) 1,200,000,000 -

    2,680,677,342 1,408,730,915

    -------------------- --------------------

    Unsecured

    - bank loans 943,308,333 1,038,256,111

    - current portion of long term bank loans 5,864,000,000 6,181,683,452

    - current portion of long term other borrowings (note (c)) 3,928,342,145 -

    10,735,650,478 7,219,939,563

    -------------------- --------------------

    13,416,327,820 8,628,670,478

    Notes:

    (a) Bank loans

    The secured or guaranteed bank loans of RMB6,519 million as at 30 June 2010(2009:

    RMB3,709 million) are secured over certain properties held for development and

    properties under development with aggregate carrying value of RMB3,878 million

    (2009: RMB3,496 million), the Group’s interests in certain subsidiaries.

    The interest rate of bank loans ranges from 4.86% to 8.33% in 2010 (2009: from

    4.86% to 8.33%).

    (b) Corporate bonds

    2009

    Corporate bonds Corporate bonds

    No.101688 No.101699

    Brought forward value at 1 January 2,873,650,747 2,894,365,250

    Transaction costs amortised 4,856,883 20,862,926

    Carrying value at 31 December 2,878,507,630 2,915,228,176China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    90

    31 Interest-bearing borrowings and bonds (continued)

    Notes (continued):

    (b) Corporate bonds (continued)

    2010

    Corporate bonds Corporate bonds

    No.101688 No.101699

    Brought forward value at 1 January 2,878,507,630 2,915,228,176

    Transaction costs amortised 2,707,789 10,773,545

    Carrying value at 30 June 2,881,215,419 2,926,001,721

    In September 2008, the Company issued two series of corporate bonds, namely the

    “No. 101688 Bonds” and the “No. 101699 Bonds”, amounting to RMB5,900 million.

    Both Bonds are listed on the Shenzhen Stock Exchange.

    The No. 101688 Bonds are with no guarantee and are interests bearing at a rate of 7%

    per annum payable in arrears on 6 September 2009, 2010 and 2011. In accordance

    with the terms of the No. 101688 Bonds, on 6 September 2011 the Company has the

    option to adjust upward the interest rate of the Bonds for the next two years by 0-100

    points and each of the Bond is, at the option of the bondholder, redeemable at its par

    value of RMB 100 each on the same date. If not being redeemed on 6 September

    2011, the Bonds are repayable on 6 September 2013 and the interest for the next two

    years is payable in arrear on 6 September 2012 and 2013.

    The No. 101699 Bonds are guaranteed by the China Construction Bank Shenzhen

    branch and are repayable on 6 September 2013. The Bonds are interest bearing at a

    rate of 5.5% per annum payable in arrears on 6 September 2009, 2010, 2011, 2012

    and 2013.

    (c) Other borrowings

    30 Jun. 2010 31 Dec. 2009

    Non-current

    Proceeds 9,000,000,000 10,200,000,000

    Transaction costs (238,184,389) (215,907,918)

    8,761,815,611 9,984,092,082

    -------------------- ---------------------

    Current

    Proceeds - -

    - -

    -------------------- ---------------------

    Current portion of long term other borrowings

    Proceeds 5,200,000,000 -

    Transaction costs (71,657,855) -

    5,128,342,145 -

    -------------------- ---------------------China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    91

    31 Interest-bearing borrowings and bonds (continued)

    Notes (continued):

    (c) Other borrowings (continued)

    Other borrowings represent interest bearing borrowings raised from third party

    lenders through trust companies at market interest rate. The interest rate of these

    borrowings ranges from5.00% to 5.40% in 2010 (2009: 4.90% to 5.40%).

    Other borrowings of RMB nil as at 30 June 2010(2009: RMB 1,200 million) were

    guaranteed by a third party.

    32 Other long term liabilities

    Other long term liabilities at 30 June 2010 and 2009 mainly represented consideration

    payable in connection with acquisitions of subsidiaries and was due for settlement by

    instalments in 2011 and 2012.

    33 Trade and other payables

    2010 2009

    Trade payable 13,345,146,051 16,300,047,906

    Amounts due to associates 230,636,309 24,046,337

    Amounts due to jointly controlled entities 1,057,778,820 900,009,782

    Deposits received in advance 45,384,939,824 31,734,801,164

    Other payables and accrued expenses 8,212,101,845 6,101,542,047

    Other taxes 100,532,392 183,964,631

    Total 68,331,120,744 55,244,411,867

    34 Provisions

    2010 2009

    Balance at 1 January 34,355,815 41,729,468

    Provisions made during the year 2,025,106 2,667,737

    Provisions used during the year (2,771,171) (10,041,390)

    Balance at balance sheet date 33,609,750 34,355,815

    The balance represents the estimated losses to be borne by the Group in relation to the

    property management projects.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    92

    35 Employees’ share award scheme

    Pursuant to a shareholders’ resolution passed on 30 May 2006, the Company adopted an

    Employees’ Share Award Scheme for each of the years ended 31 December 2006, 2007 and

    2008. The vesting conditions of the 2006 Scheme had been met, and the relevant awarded

    shares were transferred to the eligible employees’ accounts in 2008. The implementation of

    the 2008 Scheme was terminated because the non-market performance condition could not be

    met in 2008. The proceeds from the sale of the shares under the 2008 Scheme were

    transferred to the Company on 25 May 2009. The implementation of the 2007 Scheme was

    terminated because the market performance condition could not be met during the waiting

    period. The proceeds from the sale of the shares under the 2007 Scheme were transferred to

    the Company on 25 January 2010. As of now, the implementation of the Company's

    Employees’ Share Award Scheme has been completed.

    36 Material related party transactions

    (a) Reference should be made to the following notes regarding related parties:

    Associates (note 21, 27 & 33)

    Jointly controlled entities (note 22, 27 & 33)

    Key management personnel (see note (b) below)

    Post-employment benefit plans (note 10)

    (b) Key management personnel compensations

    The key management personnel compensations are as follows:

    2010 2009

    Jan. – Jun. Jan. – Jun.

    Short-term employee benefits 5,310,268 4,224,400

    The above compensations are included in “personnel expenses” (see note 10).

    The Group also provides non-monetary employee benefits to the key management personnel

    in the form of purchase discount on sale of the Group’s properties to them. Details of such

    transactions are as follows:

    2010 2009

    Jan. – Jun. Jan. – Jun.

    Sales of properties to the key management personnel 5,132,112 -

    Related cost of sales (2,621,867) -

    Gross profit 2,510,345 -

    All the above were approved by the Board of Directors as a kind of employment benefits to

    the key management personnel.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    93

    37 Commitments

    (a) Commitments outstanding at 30 June not provided for in the financial statements were as

    follows:

    30 Jun. 2010 31 Dec. 2009

    Contracted for 35,554,732,403 25,845,776,320

    Commitments mainly related to land and development costs for the Group’s properties under

    development.

    (b) At 30 June 2010, the total future minimum lease payments under non-cancellable

    operating leases are payable as follows:

    30 Jun. 2010 31 Dec. 2009

    Within 1 year 17,515,899 25,616,859

    After 1 year but within 2 years 9,931,914 9,172,514

    After 2 year but within 5 years 11,316,365 4,619,928

    After 5 years - -

    38,764,179 39,409,301

    The Group is the lessee in respect of a number of properties held under operating leases. The

    leases typically run for an initial period of two to ten years. None of the leases includes

    contingent rentals. During the period, the operating lease expense of the Group amounted to

    RMB20 million (2009: RMB36 million).

    38 Contingent liabilities

    As at the balance sheet date, the Group has issued guarantees to banks to secure the mortgage

    arrangement of property buyers. The outstanding guarantees to the banks amounted to

    RMB22,381 million (2009: RMB22,083 million), including guarantees of RMB22,060

    million (2009: RMB21,272 million) which will be terminated upon the completion of the

    transfer procedures with the buyers in respect of the legal title of the properties, and

    guarantees of RMB320 million (2009: RMB811 million) which will be terminated upon full

    repayment of mortgage loans by buyers to the banks.

    The directors do not consider it probable that the Group will sustain a loss under these

    guarantees as the bank has the rights to sell the property and recovers the outstanding loan

    balance from the sale proceeds if the property buyers default payment. The Group has not

    recognised any deferred income in respect of these guarantees as its fair value is considered

    to be minimal by the directors.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    94

    39 Financial risk management

    Exposure to interest rate, credit, liquidity, currency risks and equity price risk arises in the

    normal course of the Group’s business. The risks are limited by the Group’s financial

    management policies and practices described below.

    (a) Interest rate risk

    The Group’s interest rate risk arises primarily from its borrowings and bonds. Borrowings

    and bonds issued at variable rates and at fixed rates expose the Group to cash flow interest

    rate risk and fair value interest rate risk respectively. The interest rate and terms of

    repayment of bank loans, borrowings and bonds of the Group are disclosed in note 31 to the

    financial statements.

    At 30 June 2010, it is estimated that a general increase of 0.5% in interest rates, with all other

    variables held constant, would decrease the Group’s profit after tax by approximately

    RMB52 million (2009: RMB12 million).

    The sensitivity analysis above has been determined assuming that the change in interest rates

    had occurred at the balance sheet date and had been applied to the exposure to interest rate

    risk for non-derivative financial instruments in existence at that date. The analysis is

    performed on the same basis for 2009.

    (b) Credit risk

    The Group’s credit risk is primarily attributable to trade and other receivables and other

    financial assets. Management has a credit policy in place and the exposures to these credit

    risks are monitored on an ongoing basis.

    In respect of trade receivables, credit risk is minimised as the Group normally receives full

    payment from buyers before the transfer of property ownership.

    In respect of other receivables and other financial assets, the Group reviews the exposures

    and closely monitors the recoverability of the balances on an ongoing basis. Normally, the

    Group does not obtain collateral from debtors. The impairment losses on bad and doubtful

    accounts are within management’s expectation.

    (c) Liquidity risk

    The Group’s policy is to regularly monitor current and expected liquidity requirements and

    its compliance with lending covenants, to ensure that it maintains sufficient reserves of cash

    and adequate committed lines of funding from major financial institutions to meet its

    liquidity requirements in the short and longer terms.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    95

    39 Financial risk management (continued)

    (c) Liquidity risk (continued)

    The following table details the remaining contractual maturities at the balance sheet date of

    the Group’s non-derivative financial liabilities, which are based on contractual undiscounted

    cash flows (including interest payments computed using contractual rates or, if floating,

    based on rates current at the balance sheet date) and the earliest date the Group can be

    required to pay:

    2010

    Total contractual More than 1 More than 2

    Carrying undiscounted Within 1 year year but less years but less

    amount cash flow or on demand than 2 year than 5 years

    Interest-bearing borrowings 33,041,675,441 35,899,374,777 14,702,381,333 15,488,399,766 5,708,593,679

    Corporate bonds 5,807,217,141 7,065,333,333 368,000,000 368,000,000 6,329,333,333

    Creditors and accrued charges 24,202,976,532 24,202,976,532 24,202,976,532 - -

    Amounts due to jointly controlled

    entities and associates 1,288,415,129 1,288,415,129 1,288,415,129 - -

    Other long term liabilities 8,735,986 8,735,986 - - 8,735,986

    2009

    Total contractual More than 1 More than 2

    Carrying undiscounted Within 1 year year but less years but less

    amount cash flow or on demand than 2 year than 5 years

    Interest-bearing borrowings 26,131,468,775 28,828,225,766 10,235,713,530 16,974,290,816 1,618,221,420

    Corporate bonds 5,793,735,806 7,249,333,333 368,000,000 368,000,000 6,513,333,333

    Creditors and accrued charges 22,401,589,953 22,401,589,953 22,401,589,953 - -

    Amounts due to jointly controlled

    entities and associates 924,056,119 924,056,119 924,056,119 - -

    Other long term liabilities 8,408,145 8,408,145 - - 8,408,145

    (d) Foreign exchange risk

    The Group is exposed to foreign currency risk primarily on borrowings that are denominated

    in a currency other than the functional currency of the operations to which they relate. The

    currencies giving rise to this risk are primarily United States dollars and Hong Kong dollars.

    Cash and cash equivalents denominated in a currency other than the functional currency of

    the entity to which they relate are as follows:

    30 Jun. 2010 31 Dec. 2009

    United States Dollars 1,496,958,094 806,368,281

    Hong Kong Dollars 16,072,731 8,147,723

    Interest-bearing borrowings denominated in a currency other than the functional currency of

    the entity to which they relate are as follows:

    30 Jun. 2010 31 Dec. 2009

    United States Dollars 4,493,137,913 2,602,202,906

    Hong Kong Dollars - -China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    96

    39 Financial risk management (continued)

    (d) Foreign exchange risk (continued)

    Financial assets at fair value through profit or loss denominated in a currency other than the

    functional currency of the entity to which they relate are as follows:

    30 Jun. 2010 31 Dec. 2009

    United States Dollars - -

    Sensitivity analysis

    The following table indicates the approximate change in the Group’s profit after tax and

    other components of consolidated equity in response to reasonably possible changes in the

    foreign exchange rates to which the Group has significant exposure at the balance sheet date.

    The sensitivity analysis includes balances between group companies where the denomination

    of the balances is in a currency other than the functional currencies of the lender or the

    borrower.

    30 Jun.2010 31 Dec.2009

    Increase / (decrease) Effect on profit Effect on other Effect on profit Effect on other

    in foreign after tax and components of after tax and components of

    exchange rates retained profits equity retained profits equity

    United States Dollars 10% 224,713,486 224,524,564 134,687,597 134,492,028

    United States Dollars (10%) (224,713,486) (224,524,564) (134,687,597) (134,492,028)

    Hong Kong Dollars 10% (1,205,455) (331,028,698) (611,079) (213,039,426)

    Hong Kong Dollars (10%) 1,205,455 331,028,698 611,079 213,039,426

    The sensitivity analysis has been determined assuming that the change in foreign exchange

    rates had occurred at the balance sheet date and had been applied to each of the group

    entities’ exposure to currency risk for non-derivative financial instruments in existence at that

    date, and that all other variables, in particular interest rates, remain constant.

    (e) Equity price risk

    The Group is exposed to equity price changes arising from equity investments classified as

    available-for-sale equity securities (see note 23). The Group monitors the performance of the

    available-for-sale equity securities regularly.

    40 Non-adjusting post balance sheet events

    After the balance sheet date the directors proposed a final dividend, further details of which

    are disclosed in note 15.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    97

    41 Accounting estimates and judgments

    Key sources of estimation uncertainty

    (i) Impairment provision for properties held for development

    As explained in note 3(h), the Group makes impairment provision for properties held

    for development taking into account the Group’s estimates of the recoverable amount

    from such properties. Given the volatility of the PRC property market, the actual

    recoverable amount may be higher or lower than that estimated at the balance sheet

    date. Any increase or decrease in the provision would affect profit or loss in future

    years.

    (ii) Impairment provision for completed properties for sale and properties under

    development

    As explained in notes 3(j) and 3(k), the Group’s completed properties for sale and

    properties under development are stated at the lower of cost and net realisable value.

    Based on the Group’s recent experience and the nature of the subject properties, the

    Group makes estimates of the selling prices, the costs of completion in case for

    properties under development, and the costs to be incurred in selling the properties.

    Given the volatility of the PRC property market and the unique nature of individual

    properties, the actual outcomes in terms of costs and revenue may be higher or lower

    than that estimated at the balance sheet date. Any increase or decrease in the

    provision would affect profit or loss in future years.

    (iii) Land appreciation tax

    As explained in note 12(a), land appreciation tax is levied on properties developed by

    the Group for sale, at progressive rates ranging from 30% to 60% on the appreciation

    of land value, which under the applicable regulations is calculated based on the

    proceeds of sales of properties less deductible expenditures including lease charges of

    land use rights, borrowing cost and relevant property development expenditures.

    Given the uncertainties of the calculation basis of land appreciation tax to be

    interpreted by the local tax bureau, the actual outcomes may be higher or lower than

    that estimated at the balance sheet date. Any increase or decrease in estimates would

    affect profit or loss in future years.China Vanke Co., Ltd.

    Financial statements for the year ended 30 June 2010

    98

    42 Possible impact of amendments, new standards and interpretations issued but

    not yet effective for the year ended 30 June 2010

    Up to date of issue of these financial statements, the IASB has issued a number of

    amendments, new standards and interpretations which are not yet effective for the year ended

    30 June 2010 and which have not been adopted in these financial statements.

    The Group is in the process of making an assessment of what the impact of these

    amendments, new standards and new interpretations is expected to be in the period of initial

    application.

    So far it has concluded that the adoption of them is unlikely to result in a restatement of the

    Group’s results of operations and financial position.

    In addition, the following developments are expected to result in amended disclosures in the

    financial statements, including restatement of comparative amounts in the first period of

    adoption:

    Effective for

    accounting periods

    beginning on or after

    IFRS 9, Financial Instruments 1 January 2013

    Amendments to IAS 24, Related Party Disclosures 1 January 2011