Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
SHENZHEN PROPERTIES & RESOURCES
DEVELOPMENT (GROUP) LTD.
SEMI-ANNUAL REPORT 2012
I. Important Notes
The Board of Directors, the Supervisory Committee, directors, supervisors and senior executives of the Company
guarantee that there are no false information, misleading statements or material omissions carried in this report
and will take all responsibilities, individual and/or joint, for authenticity, accuracy and integrality of the whole
contents of this report.
All directors attended the board session for reviewing this report.
The financial report for the first half of 2012 has not been audited by a CPA firm.
Mr. Chen Yugang, company principal, Mr. Wang Hangjun, head of the accounting work, and Ms. Shen Xueying,
head of the accounting division (head of accounting) hereby guarantee that the Financial Statements enclosed in
this report are true and complete.
II. Company Profile
（I）Basic information
A-share code 000011 B-share code 200011
A-share abbreviation SWYA B-share abbreviation SWYB
Stock exchange listed with Shenzhen Stock Exchange
Legal Chinese name of the
深圳市物业发展（集团）股份有限公司
Company
Abbr. of the legal Chinese
深物业集团
name of the Company
Legal English name of the
ShenZhen Properties&Resources Development(Group) ltd.
Company
Abbr. of the legal English
PRD
name of the Company
Legal representative of the
Chen Yugang
Company
Registered address 39/F and 42/F, International Trade Center, Renmin South Road, Shenzhen
Postal code for the registered
518014
address
Office address 39/F and 42/F, International Trade Center, Renmin South Road, Shenzhen
Postal code for the office
518014
address
Internet website of the
www.szwuye.com.cn
Company
Email address 000011touzizhe@163.com
（II）For contact
Company Secretary Securities Affairs Representative
Name Fan Weiping Qian Zhong, Huang Fengchun
42/F, International Trade Center, Renmin 42/F, International Trade Center, Renmin
Contact address
South Road, Shenzhen South Road, Shenzhen
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Tel. 0755-82211020 0755-82211020
Fax 0755-82210610, 82212043 0755-82210610, 82212043
E-mail 000011touzizhe@163.com 000011touzizhe@163.com
（III）About information disclosure and where the semi-annual report is placed
Newspapers designated by the Company for
For A-share: Securities Times; For B-share: Ta Kung Pao
information disclosure
Internet website designated by CSRC for
www.cninfo.com.cn
disclosing the semi-annual report
Where the semi-annual report is placed BOD Office, 42/F, International Trade Center, Shenzhen
III. Financial and Business Highlights
（I）Major accounting data and financial indexes
Any retrospective adjustment in previous financial statements?
√ Yes □ No
Major accounting data
Same period of last year Increase/decrease (%)
Reporting period
Major accounting data Before the After the
(Jan.-Jun.) After the adjustment
adjustment adjustment
Gross operating revenues (RMB
622,922,900.92 1,146,591,748.07 1,155,786,058.07 -46.1%
Yuan)
Operating profit (RMB Yuan) 126,557,866.82 396,042,594.95 398,072,511.56 -68.21%
Total profit (RMB Yuan) 126,064,094.20 396,114,375.04 398,183,283.09 -68.34%
Net profit attributable to
shareholders of the Company (RMB 98,322,285.31 299,688,854.39 301,444,084.10 -67.38%
Yuan)
Net profit attributable to
shareholders of the Company after
90,864,488.27 298,838,849.27 298,838,849.27 -69.59%
deducting non-recurring gains and
losses (RMB Yuan)
Net cash flow from operating
336,111,486.60 -442,971,012.62 -439,366,561.71 176.5%
activities (RMB Yuan)
As at the end of last year Increase/decrease (%)
As at the end of this
reporting period Before the After the
After the adjustment
adjustment adjustment
Total assets (RMB Yuan) 3,645,866,926.15 3,499,608,314.21 3,526,566,922.95 3.38%
Owners’ equity attributable to
shareholders of the Company (RMB 1,225,901,242.51 1,130,243,873.92 1,141,461,317.97 7.4%
Yuan)
Share capital (share) 595,979,092.00 595,979,092 595,979,092.00 0%
Major financial indexes
Same period of last year Increase/decrease (%)
Reporting period
Major financial indexes Before the
(Jan.-Jun.) After the adjustment After the adjustment
adjustment
Basic EPS (RMB Yuan/share) 0.165 0.5029 0.5058 -67.38%
Diluted EPS (RMB Yuan/share) 0.165 0.5029 0.5058 -67.38%
Basic EPS after deducting
non-recurring gains and losses 0.1525 0.5014 0.5014 -69.59%
(RMB Yuan/share)
Fully diluted ROE（%） 8.02% 25.54% 25.49% -17.47%
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Weighted average ROE（%） 8.31% 29.28% 29.21% -20.9%
Fully diluted ROE after deducting
7.41% 25.47% 25.27% -17.86%
non-recurring gains and losses（%）
Weighted average ROE after
deducting non-recurring gains and 7.68% 29.19% 28.95% -21.27%
losses（%）
Net cash flow per share from
operating activities (RMB 0.564 -0.7433 -0.7372 176.5%
Yuan/share)
As at the end of last year Increase/decrease (%)
As at the end of this
reporting period Before the
After the adjustment After the adjustment
adjustment
Net assets per share attributable to
shareholders of the Company 2.057 1.8964 1.9153 7.4%
(RMB Yuan/share)
Liability/asset ratio（%） 66.35% 67.68% 67.61% -1.26%
Notes to major accounting data and financial indexes before the end of the reporting period (Please give notes if
there is any retrospective adjustment):
The Company fulfilled its share reform commitment and exchanged assets with its controlling shareholder.
Among the exchanges, the Company exchanged in 100% equity interests of Shenzhen Shenxin Taxi Co., Ltd.,
which was a business combination under the same control completed in the reporting period. According to
relevant rules, the Company retrospectively adjusted the data as at the end of last year and as of the same period of
last year. For details, see Note (IV) to the Financial Statements.
（II）Accounting data differences under the domestic and overseas accounting standards
1. Net profit and net asset differences between financial reports disclosed according to the international and
Chinese accounting standards respectively
□ Applicable √ Inapplicable
2. Net profit and net asset differences between financial reports disclosed according to the overseas and
Chinese accounting standards respectively
□ Applicable √ Inapplicable
3. Specific items involving significant difference
Involved provisions of
Items involving significant
Amount (RMB Yuan) Reason for the difference international and/or overseas
difference
accounting standards
4. Notes to accounting data differences under the domestic and overseas accounting standards
（III）Items of non-recurring gains and losses
√Applicable □Inapplicable
Items Jan.-Jun. 2012 (RMB Yuan) Notes
―Gains and losses on disposal of
non-current assets, including the amount
offsetting the asset impairment
Gains and losses on disposal of non-current assets 9,553,219.61
provisions‖ referred to gains and losses
on disposal of fixed assets and investing
properties.
Tax rebate, reduction or exemption due to un-authorized
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
approval or the lack of formal approval documents
Government grants recognized in the current year, except
for those acquired in the ordinary course of business or
granted at certain quotas or amounts according to the
country’s unified standards
Capital occupation fees received from non-financial
enterprises that are included in current gains and losses
Gains generated when the investment costs of the
Company’s acquiring subsidiaries, associates and joint
ventures are less than the fair value of identifiable net assets
in the investees attributable to the Company in the
acquisition of the investments
―Exchange gains and losses of
non-monetary assets‖ referred to the
transfer taxes and fares arising from the
Exchange gains and losses of non-monetary assets -2,348,164.39
asset exchanges carried out between the
Company and its controlling shareholder
due to the share reform commitment.
Gains and losses through entrusting others to invest or
manage assets
Various asset impairment provisions due to acts of God such
as natural disasters
Gains and losses on debt restructuring
Enterprise reorganization expenses, such as expenses on
employee settlement and integration
Gains and losses on the parts exceeding the fair value when
prices of transactions become unfair
―Net current gains and losses from the
period-begin to the combination date of
subsidiaries due to business
combinations under the same control‖
mainly referred to net gains and losses
Net current gains and losses from the period-begin to the
(including reversed interest on internal
combination date of subsidiaries due to business 1,912,516.93
entrustment loans) for Jan.-May 2012 of
combinations under the same control
the 100% equity interests of Shenzhen
Shenxin Taxi Co., Ltd. obtained by the
Company under the same control. For
details, see Note (IV) to the Financial
Statements.
Gains and losses on contingent matters which are irrelevant
to the normal operation of the Company
Gains and losses on fair value changes of transactional
financial assets and liabilities, and investment gains on
disposal of transactional financial assets and liabilities and
available-for-sale financial assets, except for the effective
hedging business related to the Company’s normal operation
―Reversal of impairment provisions for
accounts receivable which are separately
tested for impairment signs‖ mainly
Reversal of impairment provisions for accounts receivable
400,330.00 referred to the reversal of impairment
which are separately tested for impairment signs
provisions for the reporting period. For
details, see Note (V) 4 to the Financial
Statements.
Gains and losses on entrustment loans from external parties
Gains and losses on fair value changes of investing
properties for which the fair value method is adopted for
subsequent measurement
Current gain and loss effect due to a just-for-once
adjustment to current gains and losses according to
requirements of taxation and accounting laws and
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
regulations
Custodian fee income from entrusted operations with the
Company
Other non-operating incomes and expenses besides the
366,847.16
items above
Other gain and loss items that meet the definition of
non-recurring gains and losses
Minority interests effects
Income tax effects -2,426,952.27
Total 7,457,797.04 --
Explanation given by the Company to ―other gain and loss items that meet the definition of non-recurring gains and losses‖ and when
it recognizes a non-recurring gain and loss item as a recurring one according to the nature and features of its ordinary business
Amount involved (RMB
Item Notes
Yuan)
IV. Changes in Share Capital and Particulars about Shareholders
（I）Changes in share capital
1. Statement of changes of shares
√Applicable □Inapplicable
Before the change Increase/decrease (+, -) After the change
Capitalizat
Issuance ion of
Proportion Bonus Proportio
Number of new public Others Subtotal Number
(%) shares n (%)
shares reserve
fund
I. Shares subject to trading 383,219,1 383,219,1
64.3% 0 64.3%
moratorium 64 64
1. State-owned shares
2. State-owned legal 380,287,4 380,365,9
63.81% 78,515 63.82%
person shares 29 44
3. Other domestic shares 2,931,735 0.49% -78,515 2,853,220 0.48%
Including: Shares held by
domestic non-state-owned 2,403,735 0.4% -30,130 2,373,605 0.4%
legal persons
Shares held by
528,000 0.09% -48,385 479,615 0.08%
domestic individuals
4. Shares held by overseas
shareholders
Including: Shares held by
overseas legal persons
Shares held by
overseas individuals
5. Shares held by senior
management staff
II. Shares not subject to 212,759,9 212,759,9
35.7% 35.7%
trading moratorium 28 28
1. Ordinary shares 145,154,6 145,154,6
24.36% 24.36%
denominated in RMB 85 85
2. Domestically listed 67,605,24 67,605,24
11.34% 11.34%
foreign shares 3 3
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
3. Overseas listed foreign
shares
4. Others
595,979,0 595,979,0
III. Total shares 100% 100%
92.00 92.00
Approval of share changes (if applicable)
Transfers in share changes
Influence of share changes on the latest financial indexes such as EPS and net assets per share (if any)
Other contents that the Company thinks necessary or is asked by securities regulators to be disclosed
Notes: Details of the Company’s share capital changes are as follows:
(I) Details about ―I. Shares subject to trading moratorium‖:
(1) State-owned legal person shares increased by 78,515 shares, with reasons as follows:
Restricted shares held by the Trade Union Committee of China Shenzhen International Cooperation (Group) Co.,
Ltd. (CSICC) and Geng Qunying (natural person) were unlocked. The two shareholders repaid to Shenzhen
Construction Investment Holdings Co. (state-owned corporation) who had paid the consideration for them in the
stock right splitting reform. They repaid 78,515 shares in total and finished the repayment duty on 18 Jun. 2012.
As a result, the number of state-owned legal person shares under this item increased accordingly. For details, see
the Suggestive Announcement on Unlocking Restricted Shares disclosed on 20 Jul. 2012.
(2) Shares held by domestic non-state-owned corporations decreased by 30,130 shares, with reasons as follows:
① The Trade Union Committee of CSICC, a former restricted share holder of the Company, repaid 30,130 shares
which had been paid by another party for it in the share reform. As a result, the shares held by domestic
non-state-owned corporations under this item decreased accordingly;
② Geng Qunying, a former restricted share holder of the Company, repaid 48,385 shares which had been paid by
another party for her in the share reform. As a result, the shares held by domestic non-state-owned corporations
under this item decreased accordingly.
(II) Subsequent events
The Trade Union Committee of CSICC and Geng Qunying (natural person), both former restricted share holders
of the Company, fulfilled their repayment duties on 18 Jun. 2012. And the shares held by them were unlocked and
became tradable on 23 Jul. 2012 (for details, see the Suggestive Announcement on Unlocking Restricted Shares
disclosed on 20 Jul. 2012). A total of 780,585 shares became tradable this time, accounting for 0.132% of the
Company’s total shares. Up until the disclosure date of this report, the Company has 382,438,579 restricted shares
and 213,540,513 unrestricted shares.
2. Changes of shares subject to trading moratorium
□ Applicable √ Inapplicable
（II）Issuance and listing of securities
1. Securities issues in the previous three years
□Applicable √Inapplicable
2. Changes of the Company’s share number and structure, as well as the corresponding changes in its
asset-liability structure
□Applicable √Inapplicable
3. Existing employee shares
□Applicable √Inapplicable
（III）Shareholders and actual controller
1. Total number of shareholders at the end of the reporting period
The Company had 49,135 shareholders in total at the end of the reporting period.
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
2. Shareholding of the top ten shareholders
Particulars about shares held by the top ten shareholders
Number of Pledged or frozen shares
shares held
Name of shareholder (full Nature of Shareholding Total shares held
subject to Number of
name) shareholder percentage (%) at the period-end Status of shares
trading shares
moratorium
SHENZHEN
CONSTRUCTION
State-owned
INVESTMENT 54.33% 323,783,371 323,783,371 0
corporation
HOLDINGS
CORPORATION
SHENZHEN
INVESTMENT State-owned
9.49% 56,582,573 56,582,573 0
MANAGEMENT corporation
CORPORATION
SHENZHEN
INTERNATIONAL
TRADE CENTER State-owned
0.42% 2,514,781 0 0
PROPERTY corporation
MANAGEMENT
COMPANY
SHENZHEN SPECIAL Domestic
ZONE DUTY-FREE non-state-owne 0.29% 1,730,300 1,730,300 0
COMMODITY CO. d corporation
Domestic
LIU YUNDE 0.14% 850,000 0 0
natural person
CLIENT CREDIT
TRADING GUARANTEE Domestic
SECURITIES ACCOUNT non-state-owne 0.13% 789,210 0 0
OF CHANGJIANG d corporation
SECURITIES CO., LTD.
Domestic
ZHOU YONGHONG 0.13% 767,633 0 0
natural person
Domestic
LIU LIAOYUAN 0.11% 641,900 0 0
natural person
Domestic
LI ZHIXUAN 0.1% 605,021 0 0
natural person
Domestic
FENG JIANNING 0.097% 580,000 0 0
natural person
Notes to particulars about shareholders
Particulars about shares held by the top ten shareholders holding shares not subject to trading moratorium
√Applicable □Inapplicable
Number of shares held Type and number of shares
not subject to trading
Name of shareholder
moratorium at the Type Number
period-end
SHENZHEN INTERNATIONAL TRADE
CENTER PROPERTY MANAGEMENT 2,514,781 A-share 2,514,781
COMPANY
LIU YUNDE 850,000 A-share 850,000
CLIENT CREDIT TRADING GUARANTEE
SECURITIES ACCOUNT OF CHANGJIANG 789,210 A-share 789,210
SECURITIES CO., LTD.
ZHOU YONGHONG 767,633 B-share 767,633
LIU LIAOYUAN 641,900 B-share 641,900
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
A-share 605,021
LI ZHIXUAN 605,021
A-share
ZHOU YONGHONG 580,000 A-share 580,000
GUNTAI JUNAN SECURITIES(HONGKONG)
538,204 B-share 538,204
LIMITED
LI HONGMAO 513,720 A-share 513,720
CAO YONGHUI 455,300 A-share 455,300
Explanation on associated relationship among the top ten shareholders or/and acting-in-concert:
It is unknown whether there exists associated relationship among the shareholders mentioned above and whether they are
acting-in-concert parties.
3. Controlling shareholder and actual controller
（1）Change of the controlling shareholder and actual controller
□Applicable √Inapplicable
（2）Particulars about the controlling shareholder and actual controller
Is there a new actual controller?
□ Yes √ No □ Inapplicable
State-owned Assets Supervision and Administration Commission
Name of the actual controller
of Shenzhen
Type of the actual controller Local SASAC
Notes:
By the end of reporting period, the controlling shareholder of the Company is still Shenzhen Construction
Investment Holdings Corporation (―the holding company‖) in register book. In 2004, Shenzhen Municipal
Government incorporated Shenzhen Construction Investment Holdings Corporation with the other two municipal
assets operation and management companies, namely Shenzhen Investment Management Corporation and
Shenzhen Trade and Business Holdings Corporation to establish Shenzhen Investment Holdings Co., Ltd..
Therefore, the Company’s actual controlling shareholder is Shenzhen Investment Holdings Co., Ltd., a sole
state-funded limited company, who was established in Oct. 13, 2004 with the registered capital of RMB 5.6 billion
and Mr. Fan Mingchun as its legal representative. Main business scope: providing guarantee to municipal
state-owned enterprises, management of state-owned equity, assets reorganization and reformation of enterprises,
assets operation and equity investment and etc.. As a government department, State-owned Assets Supervision and
Administration Commission of Shenzhen implemented management for Shenzhen Investment Holdings Co., Ltd.
on behalf of Shenzhen municipal government. Thus, the final controller of the Company is State-owned Assets
Supervision and Administration Commission of Shenzhen with locating at Investment Bldg., Shen Nan Av., Futian
District, Shenzhen and postcode of ―518026‖.
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（3）Illustration on the relationship between the Company and its actual controller
State-owned Assets Supervision and
Administration Commission of Shenzhen 100%
Shenzhen Investment Holdings Co., Ltd. 63.81%
The Company
（（
（4）The actual controller controls the Company via trust or other ways of asset management.
□Applicable √Inapplicable
70.2%
4. Other corporate shareholders with a shareholding over 10%
□Applicable √Inapplicable
（IV）Convertible corporate bonds
□Applicable √Inapplicable
V. Directors, Supervisors and Senior Management
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（I）Shareholding changes of directors, supervisors and senior management
Shareholding Shareholding Receives
Share
Shareholding increase decrease Shareholding Including: payment
Beginning Ending date options held
at the during this during this at the restricted Reasons for from
Name Position Gender Age date of office of office at the
period-begin reporting reporting period-end shares held change shareholder
term term period-end
(share) period period (share) (share) units or other
(share)
(share) (share) related units?
Total -- -- -- -- -- -- --
Equity incentives granted to directors, supervisors and senior management during the reporting period
□Applicable √Inapplicable
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（II）Post-holding particulars
Post-holding in shareholders units
√Applicable □Inapplicable
Name of the
Position in
person holding Receives payment
the Beginning date Ending date of
any post in any Name of the shareholder unit from the shareholder
shareholder of office term office term
shareholder unit?
unit
unit
Deputy Chief
of the
Construction
Wen Li Shenzhen Investment Holdings Co., Ltd. 1 Jun. 2011 1 Jun. 2014 Yes
Project
Management
Center
Manager of
the Enterprise
Guo Liwei Shenzhen Investment Holdings Co., Ltd. 1 Jun. 2011 1 Jun. 2014 Yes
Management
Division One
Deputy
Zhang Shilei Shenzhen Investment Holdings Co., Ltd. 1 Jun. 2011 1 Jun. 2014 Yes
Office Chief
Audit
Wang Xiuyan Shenzhen Investment Holdings Co., Ltd. 1 Jun. 2011 1 Jun. 2014 Yes
Manager
Notes to
post-holding in
shareholder
units
Post-holding in other units
√Applicable □Inapplicable
Name of the
person holding Position in Beginning date Ending date of Receives payment
Name of other unit
any post in other unit of office term office term from other unit?
other units
Shenzhen Research Center for Urban
Li Xiaofan Researcher 1 Jun. 2011 1 Jun. 2014 Yes
Development
Economic Management Faculty of
Zha Zhenxiang Dean 1 Jun. 2011 1 Jun. 2014 Yes
Shenzhen Polytechnic
Dong Zhiguang Shenzhen Osgate Trading Co., Ltd. Chairman 1 Jun. 2011 1 Jun. 2014 Yes
Notes to
post-holding in
other units
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（III）Remuneration for directors, supervisors and senior management
Decision-making
procedure for the
remuneration of directors, The Remuneration & Appraisal Committee
supervisors and senior
management
Basis for determining the
remuneration of directors,
The Remuneration & Appraisal Committee
supervisors and senior
management
Actual payment of the
remuneration of directors,
Paid in full amount at the year-end as scheduled
supervisors and senior
management
（IV）Change of directors, supervisors and senior management
Name Position Way of change Date of change Reason for change
Fan Hired as a vice
Company Secretary 20 Feb. 2012 Operation and development needs of the Company
Weiping GM
（V）Employees
Number of on-job employees 2,723
Number of retired employees for whom the Company shall bear
180
expenses
Function structure
Type of function Number of personnel
Production 1,775
Sale 120
Technical 542
Financial 96
Administration 190
Level of education
Level of education Number of personnel
Notes to the employee particulars:
Currently, the Company has 2,723 employees, including 1,775 production personnel, 120 sales personnel, 542
technical personnel, 96 financial personnel and 190 administrative personnel. 1,206 employees have an
educational background of university, junior college and special secondary school. And the Company needs to
bear retirement expenses for 180 retired employees.
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
VI. Report of the Board of Directors
（I）Discussion and analysis by the management
In the first half of 2012, the rapid growth of the domestic macro-economy slowed down. Under the
guidance of ―stable growth‖, the Central Government promoted economic development through
monetary policies such as bringing down the bank deposit and lending interest rates and the rate of
required reserve against deposits. The real estate sector was still in face of macro-control.
Governments at all tiers repeatedly stated that they would keep to the restricted purchase policy but
at the same time adjusted the policies slightly to encourage people to buy their first houses and
restrain opportunistic demand. The policy changes were reflected by the market situation. In the
first half of the year, though the national real estate market remained at low levels, commercial
housing turnover in major cities picked up to some degree.
The Company believes that it is unlikely for the government to loose up its real estate macro-control
main line and core policy in the short run and that real estate developers should keep a clear mind
about the harsh environment in the second half of the year with pressure from financing and sale. In
the first half of the year, keeping to the guidance of stable operation, the Company enhanced
strategic plan management, formulated marketing strategies according to market changes and
carried on real estate projects and non-real-estate business basically according to the annual
business plan, laying a solid foundation for reaching annual business performance goals.
Is the Company’s actual business performance 20% lower or higher than any earning forecast or business plan for the reporting
period which has been publicly disclosed earlier?
□ Yes √ No □ Inapplicable
Analysis to the business and performances of the Company’s main subsidiaries and stock-participating companies:
Total assets Net assets Operation profit Net profit
YoY YoY YoY
Company Main Registered
increase/ increase/ YoY increase/ increase/
name products capital Amount Amount Amount Amount
decrease decrease decrease (%) decrease
(%) (%) (%)
Developmen 30,000 2,066,423 8.49 561,295 11.08 98,935 -74.10 74,377 -74.42
t,
Shenzhen
construction
Huangche
, operation
ng Real
and
Estate Co.,
management
Ltd.
supporting
commercial
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
service
facilities at
Huangcheng
Port
Shenzhen 30,950 641,353 4.87 94,771 43.16 22,021 54.98 16,468 71.61
Properties
&
Resources Developmen
Real t of real
Estates estates
Developm
ent Co.,
Ltd.
Shenzhen Automobile 29,850 879,195 119.84 64,635 3.24 1797 -76.73 1,306 -77.97
ITC transportatio
Vehicles n of
Services passengers
Company and leasing
of
automobiles
Operating profit and net profit of Shenzhen Huangcheng Real Estate Co., Ltd. decreased considerably over the
same period of last year, which was mainly because of the considerable drop of real estate income. Real estate
income for the same period of last year stood at RMB 0.92 billion while that for the reporting period was only
RMB 0.31 billion. Net profit of Shenzhen Properties & Resources Real Estates Development Co., Ltd. increased
over the same period of last year, which was mainly because the Company adjusted the marketing strategy for the
remaining houses of the Xinhua Town in the reporting period, boosting sales and carried-over income greatly as
compared with the same period of last year. Net profit of Shenzhen ITC Vehicles Services Company decreased
over the same period of last year, which was mainly because the pre-sale of its real estate projects incurred a lot of
expenses, resulting in a year-on-year increase of expense.
All risk factors that might have adverse impact on the Company’s effort to realize its future development strategy
and business goals:
① Risks regarding policies and the market
In the first half of 2012, the real estate macro-control remained stable, core macro-control contents regarding
―restriction on buying a third house‖ and ―mortgaged loans for a second house purchase‖ were still in an
observation phase, and clients were very hesitant. In the first half of the year, rigid demand led the market and
focusing on the price instead of the quantity became a consensus of developers. The Company released phasic
sales promotion information directly to clients, encouraged them to buy houses and increased the turnover.
However, due to significant market changes, some transactions were uncertain. In the second half of the year,
along with the real estate macro-control and slight policy adjustments of the local government, the policy
environment for real estate will become stable. If the government does not impose any stricter macro-control
policy, the Company holds a cautiously optimistic attitude towards the real estate market according to its
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
judgment on the current situation. But still, the Company still has to face market changes, limited bank mortgage
lines and other unfavorable factors in its marketing. In order to reduce risks, the Company has seized the
opportunities for sale, pushed forward agreement signing and relevant certificate handling, urged banks for loans,
added lending banks, etc.. Meanwhile, in order to make full use of the opportunities of the Autumn Trade Fair, the
Company plans to, starting from this September, conduct a new round of promotion, showing the value and
quality of the existing buildings in the central district and the special geographic advantage of the projects near
ports, as well as promoting whole buildings.
② Risk regarding rising labor cost and other operating costs
In recent years, costs of labor, materials and other production elements go up quickly, which not only affects the
overall profitability of the Company, especially the profitability of non-real-estate business, but also affects the
relevant business development plans. For example, some ongoing real estate projects are delayed due to the
insufficient labor force of the constructors, and proper employees cannot be hired in time due to the remuneration
problem in the property management business and thus cannot intake new projects. In the first half of the year, the
comprehensive costs of the Company’s labor-intensive business such as property management and catering rose
by over 5%. And it is expected that the continuous rise of prices for basic production materials in the future is
almost certain.
The Company has always paid attention to and emphasized operating cost control. It will increase economic
efficiency through management, continue to clarify and improve various rules and business flowcharts, and bring
in new management tools such as target management and risk management. Meanwhile, it will push forward
internal control improvement, deepen the ―re-check of three reforms‖ and explore incentive mechanisms needed
by the Company’s development based on the actual situation so as to increase its operating efficiency.
③ Risk regarding project development and control
Along with more and more real estate and property management projects, especially more and more projects
outside Shenzhen, it has become a key for the Company to improve its management capability to control every
project and coordinate the relationship between projects with limited resources.
The Company plans to formulate a real estate development brochure within the year, which gathers systematic
project management rules that are in line with the actual situation of the Company. It also plans to focus its
control over the key progress points of its subsidiaries’ real estate projects, manage new projects with
reproducible rules and standard flowcharts, enhance phasic appraisal of the project implementation and control
risks in a dynamic way.
1. Main business lines and their operating results
（1）Main business lines classified by industries and products
Unit: RMB Yuan
Increase/decrease Increase/decrease
Increase/decrease
of operating of gross profit
of operating cost
Industries/product Operating Gross profit rate revenue rate compared
Operating cost compared with
s revenue (%) compared with with the same
the same period
the same period period last year
last year (%)
last year (%) (%)
Industries
Real estate 382,325,000.00 229,343,000.00 40.01% -60.79% -2.54% -35.85%
Property leasing 143,665,000.00 112,733,000.00 21.53% 18.9% 9.13% 7.02%
15
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
and management
Taxi 36,218,000.00 17,494,000.00 51.07% -0.82% -0.44% -0.18%
Products
Explanation to the main business performances classified by industries and products:
The Company specializes in real estate development, property management and leasing, with taxi transportation
service and catering service as its sidelines. For the reporting period, the Company achieved a main business
income of RMB 573.94 million and a main business profit of RMB 149.61 million. The breakdown of the main
business income and profit is as follows:
Classified according to industries:
In terms of the business of real estate development, the income generated stood at RMB 382.33 million, with
profit of RMB 111.35 million;
In terms of the business of property management and leasing, the income generated stood at RMB 143.66 million,
with profit of RMB 20.26 million;
In terms of the business of taxi transportation service, the income generated stood at RMB 36.22 million, with
profit of RMB 17.57 million;
In terms of other businesses, the income generated stood at RMB 11.73 million, with operating profit of RMB
0.43 million.
Operating income and main earnings for the first half of the year came from the real estate income, which
accounted for 66.6% of the main business income.
Explanation to the reasons for any significant year-on-year change of the gross profit rate:
Real estate income decreased mainly because a lot of funds from the pre-sale of the Shengang No. 1 project were
carried over to income for the same period of last year while real estate income meeting the carry-over conditions
decreased in the first half of the year. The gross profit rate for the real estate business showed a considerable drop
mainly because most of the real estate income for the first half of the year came from asset exchanges due to the
share reform commitment and the gross profit rates for these idle properties were low. The gross profit rate for the
property leasing and management business increased mainly because the leasing rate increased in the reporting
period and the leasing income increased as a result.
（2）Main business lines classified by regions
Unit: RMB Yuan
Increase/decrease compared with the same
Region Operating revenue
period last year (%)
Shenzhen 521,322,000.00
Other regions 52,638,000.00
Explanation to the main business performances classified by regions:
Explanation to the main business structure:
16
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（3）Reasons for significant changes in main business and its structure
□Applicable √Inapplicable
（4）Reasons for significant changes in profitability of main business (gross profit rate) compared with that
in the last year
□Applicable √Inapplicable
（5）Analysis on reasons of significant changes in profit breakdown compared with the last year
□Applicable √Inapplicable
（6）Business nature, main products/services, net profit and other particulars about subsidiaries which
made a contribution over 10% to the Company’s net profit for the reporting period
□Applicable √Inapplicable
(7) Problems and difficulties encountered in operation
① Risks regarding policies and the market: In the first half of 2012, the real estate macro-control remained stable,
core macro-control contents regarding ―restriction on buying a third house‖ and ―mortgaged loans for a second
house purchase‖ were still in an observation phase, and clients were very hesitant. In the first half of the year,
rigid demand led the market and focusing on the price instead of the quantity became a consensus of developers.
The Company released phasic sales promotion information directly to clients, encouraged them to buy houses and
increased the turnover. However, due to significant market changes, some transactions were uncertain. In the
second half of the year, along with the real estate macro-control and slight policy adjustments of the local
government, the policy environment for real estate will become stable. If the government does not impose any
stricter macro-control policy, the Company holds a cautiously optimistic attitude towards the real estate market
according to its judgment on the current situation. But still, the Company still has to face market changes, limited
bank mortgage lines and other unfavorable factors in its marketing. In order to reduce risks, the Company has
seized the opportunities for sale, pushed forward agreement signing and relevant certificate handling, urged banks
for loans, added lending banks, etc.. Meanwhile, in order to make full use of the opportunities of the Autumn
Trade Fair, the Company plans to, starting from this September, conduct a new round of promotion, showing the
value and quality of the existing buildings in the central district and the special geographic advantage of the
projects near ports, as well as promoting whole buildings.
② Risk regarding rising labor cost and other operating costs: In recent years, costs of labor, materials and other
production elements go up quickly, which not only affects the overall profitability of the Company, especially the
profitability of non-real-estate business, but also affects the relevant business development plans. For example,
some ongoing real estate projects are delayed due to the insufficient labor force of the constructors, and proper
employees cannot be hired in time due to the remuneration problem in the property management business and thus
17
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
cannot intake new projects. In the first half of the year, the comprehensive costs of the Company’s labor-intensive
business such as property management and catering rose by over 5%. And it is expected that the continuous rise of
prices for basic production materials in the future is almost certain. The Company has always paid attention to and
emphasized operating cost control. It will increase economic efficiency through management, continue to clarify
and improve various rules and business flowcharts, and bring in new management tools such as target
management and risk management. Meanwhile, it will push forward internal control improvement, deepen the
―re-check of three reforms‖ and explore incentive mechanisms needed by the Company’s development based on
the actual situation so as to increase its operating efficiency.
③ Risk regarding project development and control: Along with more and more real estate and property
management projects, especially more and more projects outside Shenzhen, it has become a key for the Company
to improve its management capability to control every project and coordinate the relationship between projects
with limited resources. The Company plans to formulate a real estate development brochure within the year,
which gathers systematic project management rules that are in line with the actual situation of the Company. It
also plans to focus its control over the key progress points of its subsidiaries’ real estate projects, manage new
projects with reproducible rules and standard flowcharts, enhance phasic appraisal of the project implementation
and control risks in a dynamic way.
2. Internal control rules in relation to fair value measurement
□Applicable √Inapplicable
3. Foreign-currency financial assets and liabilities held
□Applicable √Inapplicable
（II）Investments
1. General utilization of the raised funds
□Applicable √Inapplicable
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
2. Projects promised to be invested with raised funds
□Applicable √Inapplicable
19
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
3. Change of projects invested with raised funds
□Applicable √Inapplicable
4. Significant projects invested with non-raised funds
√Applicable □Inapplicable
Unit: RMB Ten thousand
Disclosure
Amount for the
Name of project date of the first Project progress Project earnings
project
announcement
Total -- --
Explain significant projects invested with non-raised funds
Unit: RMB’000
Total
Investment in Accumulative
Name of Project planned Project progress Sale
the year investment
input
Huangyuyuan Block D (Liangqiao Internal and external
514,170 70,329 474,409 —
International) decoration
Internal and external
Caitianyise 110,000 27,206 137,354 —
decoration
First phase of
Banshanyujing (the Xuzhou project) 793,000 62,392 289,965 ——
construction
PRD-Jinling Holiday (previously
8 62,082 Preceding planning
land in Huanggang Port)
Songhulangyuan (previously land in
527 224,769 Preceding planning
Dalang, Dongguan)
West Lake Wondering (land in
1,798 437,688 Preceding planning
Yangzhou)
PRD-Blue Bay (land in the Moon
0 271,304 Preceding planning
Bay)
Total 162,260 1,897,571 — ——
（III）Revision of the Board of Directors’ business plan for the second half of the year
□Applicable √Inapplicable
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（IV）Business performance estimate for Jan.-Sept. 2012
Warnings of estimated possible losses or major changes of the accumulative net profit achieved during the period from the beginning
of the year to the end of the next reporting period compared with the same period of last year, as well as the reasons
√Applicable □Inapplicable
Business performance forecast: considerable decrease at the same direction
Type of the business performance forecast data
□ Exact number √ Interval number
Jan.-Sept.
Jan.-Sept. 2012 +/-（%）
2011
Estimated cumulative net
14,000 -- 16,000 30,924 □ -- □ Up √ Down -54.73% -- -48.26%
profit (RMB Ten thousand)
Basic EPS (RMB Yuan/share) 0.2349 -- 0.2685 0.5189 □ -- □ Up √ Down -54.73% -- -48.26%
Reason for the great change in the business performance: In the same period of last year, the
―PRDShengang No. 1‖ project reached the income carry-over conditions and sales realized in
previous years or the same period of last year were all settled and recognized in the same period of
Notes to the business last year while the total billable area for the reporting period decreased considerably over the same
performance forecast period of last year. The aforesaid estimate was preliminary measurement given by the Company
according to the current sales situation of real estate projects. Investors are kindly reminded to be
noted that the actual earnings of the Company for Jan.-Sept. 2012 shall be subject to data disclosed
in the Company’s Third Quarter Report for 2012.
（V）Explanation of the Board of Directors on “Non-standard Auditing Report” issued by the
CPA firm for the reporting period
□Applicable √Inapplicable
（VI）Explanation of the Board of Directors on changes and solutions of the issues involved in
the “Non-standard Auditing Report” issued by the CPA firm for last year
□Applicable √Inapplicable
（VII）State the discussion results of the Board of Directors on the reasons and influence of
the Company’s accounting policy and estimate alterations or significant accounting error
correction
□Applicable √Inapplicable
（VIII）Formulation and execution of the Company’s cash dividend policy
A. Formulation of the Company’s cash dividend policy: According to the spirit of the CSRC Notice on Further
21
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Implementing Matters Regarding Cash Dividends of Listed Companies and the Company’s Articles of Association,
in order to set up a scientific, consistent and stable return for shareholder mechanism, bring more transparency to
cash dividend distribution, better protect legitimate rights and interests of minority shareholders and help investors
foster the long-term and rational investment ideology, the Company has worked out a plan for returns for
shareholders in the coming three years. In the future, the Company will distribute profit by means of cash, stock or
any other ways allowed by laws and regualtions. And the profit accumulatively distributed in cash in the recent
three years shall not be less than 30% of the annual average distributable profit achieved in the recent three years.
The specific cash profit distribution ratio shall be put forward by the Board of Directors according to the
Company’s earnings and business development plan, and the ratio shall be submitted to the Shareholders’ General
Meeting for review and approval.
B. Execution:
1. According to the relevant resolution made at the 2011 Annual Shareholders’ General Meeting, the Company did
not distribute profit or turn capital reserve into share capital for 2011.
2. As at 30 Jun. 2012, for the first half of 2012, the Company achieved a consolidated net profit attributable to the
Company of RMB 98,322,285.31 and a net profit of the Company of RMB 15,954,365.81. As at 30 Jun. 2012, the
consolidated retained profit stood at RMB 501,505,660.86 and the retained profit of the Company stood at RMB
-34,287,781.04. According to its operating needs and capital condition, in order to ensure project development, the
Company plans not to distribute profit or turn capital reserve into share capital for the first half of 2012.
3. In the reporting period, the Company did not work out or implement any equity incentive plan.
（IX）Pre-plan for profit distribution or turning capital reserve into share capital
□Applicable √Inapplicable
（X）The accumulative retained profit as at the end of 2011 is a positive number but the
Company has not put forward a cash dividend pre-plan.
√Applicable □Inapplicable
Cumulative retained profit as at the end of 2011 406,422,741.94
Use of the relevant retained profit Needs by routine operation and project development
Earnings generated or not? □ Yes □ No √ Inapplicable
Reason for actual earnings being not in line with estimated
earnings
Other information
（XI）Other matters that need to be disclosed
22
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
（ XIII ） The Company’s liabilities, credit changes and future cash arrangements for
debt-clearing (Only listed companies with convertible corporate bonds are required to fill the
table below.)
□Applicable √Inapplicable
VII. Significant Events
（I）Corporate governance
In the reporting period, in strict compliance with the Company Law, the Securities Law, the Stock Listing Rules
of Shenzhen Stock Exchange, the Code of Corporate Governance for Listed Companies and other laws and
regualtions, the Company continuously improved its corporate governance, increased its governance capability,
enhanced information disclosure and standardized operation. The actual governance situation of the Company was
basically in line with requirements of relevant CSRC documents.
In the reporting period, in order to further clarify responsibilities for the annual report-related work, the Company
formulated and revised the Accountability Mechanism for Major Mistakes in Annual Report Disclosure; in order
to further clarify the rules of procedure for the annual report-related work, the Company formulated the Work
Rules Regarding Annual Reports; and in order to enhance prevention of legal risks and enhance its risk control,
the Company formulated the Work Rules Regarding Legal Counselors and the Administrative Rules Regarding
Contracts.
（II）Execution of the plans for profit distribution, turning capital reserve into share capital
or new share issuance which had been made in the previous period and were carried out in
the reporting period
□Applicable √Inapplicable
23
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(III) Significant litigations and arbitrations
□Applicable √Inapplicable
The Company was not involved in any significant lawsuit or arbitration during the reporting period.
24
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(IV) Bankruptcy or reorganization events
□Applicable √Inapplicable
(V) Holding equity of other listed companies and joint financial enterprises
1. Securities investment
□Applicable √Inapplicable
Notes to securities investment:
The Company did not make any securities investment in the reporting period.
2. Holding equity of other listed companies
√Applicable □Inapplicable
Change of
Proportion in
Initial Closing Gain/loss in owners’
the
investment carrying the reporting equity during Accounting
Stock code Stock abbr. company’s Stock source
amount amount period (RMB the reporting title
total equity
(RMB Yuan) (RMB Yuan) Yuan) period (RMB
(%)
Yuan)
Purchasing
Long-term
legal person
000509 S*STHS 2,962,500.00 0.33% 802,199.55 0.00 0.00 equity
shares
investment
directionally
Total 2,962,500.00 -- 802,199.55 0.00 0.00 -- --
Notes to holding equity of other listed companies:
3. Holding equity of non-listed financial enterprises
□Applicable √Inapplicable
Notes to holding equity of non-listed financial enterprises
4. Trading stocks of other listed companies
□Applicable √Inapplicable
Notes to trading stocks of other listed companies:
(VI) Assets transaction events
25
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
1. Purchase of assets
□Applicable √Inapplicable
Notes to purchase of assets:
2. Sale of assets
□Applicable √Inapplicable
Notes to sale of assets:
3. Exchange of assets
□Applicable √Inapplicable
Notes to exchange of assets:
26
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
4. Business combination
□Applicable √Inapplicable
5. Progress of these events after the publication of the assets reorganization report or public notices on the
purchases or sales of assets, as well as the influences of these events on the operation results and financial
status of the Company in this reporting period
□Applicable √Inapplicable
(VII) Explanation on shareholding increase scheme during the reporting period proposed or
implemented by the principal shareholders and act-in-concert persons
□Applicable √Inapplicable
(VIII) Implementation situation and influence of equity incentive plan of the Company
□Applicable √Inapplicable
(IX) Significant related-party transactions
27
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
1. Related-party transactions relevant to routine operation
□Applicable √Inapplicable
2. Related-party transactions regarding purchase and sales of assets
□Applicable √Inapplicable
3. Significant related-party transitions with joint investments
□Applicable √Inapplicable
4. Significant credits and liabilities with related parties
√ Applicable □ Inapplicable
Is there any non-operating credit or liability with any related party?
√ Yes □ No
Funds provided by the Company to the related party (RMB Ten Funds provided by the related party to the Company (RMB Ten
thousand) thousand)
Related-party Relationship
Opening Incurred Repaid Closing Interest Interest Opening Incurred Repaid Closing Interest Interest
balance amount amount balance income cost balance amount amount balance income cost
For non-operating purposes:
Shenzhen Guomao Tian’an Properties Co.,
Jointly-run subsidiary 970.59 500 570.59
Ltd
Holds 30% of its
Anhui Nanpeng Papermaking Co., Ltd 767.77 4.61 772.38
equity interests
Shenzhen Guomao Industrial Development Holds 38.33% of its 255.17 20 235.17
28
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Co., Ltd. equity interests
Shenzhen Wufang Pottery & Porcelain Holds 26% of its
174.73 174.73
Industrial Co., Ltd equity interests
The controlling
Shenzhen Investment Holdings Co., Ltd. shareholder of the 1,617.33 49,070.38 769.8 48,300.58
Company
Shenzhen Wuye Jifa Warehouse Co., Ltd. Jointly-run subsidiary 1,554.58 250 1,804.58
Subtotal 2,168.26 4.61 520 1,752.87 1,617.33 50,624.96 250 769.8 50,105.16
For operating purposes:
Subtotal
Total 2,168.26 4.61 520 1,752.87 1,617.33 50,624.96 250 769.8 50,105.16
Funds provided by the Company to the controlling shareholder and
0
its subsidiaries in the reporting period (RMB Ten thousand)
Including: amount incurred for non-operating purposes (RMB Ten
0
thousand)
Balance of the funds provided by the Company to the controlling
0
shareholder and its subsidiaries (RMB Ten thousand)
Including: balance for non-operating purposes (RMB Ten
0
thousand)
Reason for any credit or liability with the related party Entrustment loans, other capital currents, etc.
Debt-clearing progress of the credit or liability with the related
party
Commitments made about the credit or liability with the related
29
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
party
Influence of the credit or liability with the related party on the
Company’s operating results and financial position
Capital occupation during the reporting period and debt-clearing progress
□Applicable √Inapplicable
The accountability plan put forward by the Board of Directors when the Company had not completed collecting the capital occupied for non-operating purposes by the end of the reporting period
□Applicable √Inapplicable
30
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
5. Other significant related-party transactions
A. On Mar. 18, 2010, the Company held the Annual Shareholders’ General Meeting 2009, at which reviewed and
approved Proposal on Application of Entrust Loan from Controlling Shareholder. For details, please refer to
Public Notice on Resolutions of Annual Shareholders’ General Meeting 2009 published on 19 Mar. 2010.
According to the commitment of equity division reform and resolutions of the Shareholders’ General Meeting,
Shenzhen Investment Holdings Co., Ltd., the Company’s controlling shareholder (hereinafter referred to as
Investment Holdings), should provide the Company with cash support of no less than RMB 500 million. To fulfill
the commitment of equity division reform, Investment Holdings accumulatively provided entrust loan of RMB
500 million to the Company. Following are the details:
① On 26 Jan. 2011, Investment Holdings entrusted Shenzhen Jingtian Sub-branch of China Everbright Bank to
provide entrust loan of RMB 250 million for the Company’s subsidiary Shenzhen Huangcheng Real Estate Co.,
Ltd. with the expiry date as 26 Jan. 2012 and annual interest rate as 5.5386%. The loan was extended upon
maturity, with the new mature date on 25 Jan. 2013 and the annual interest rate at 6.9544%. RMB 8.4741 million
was paid as the interest for the reporting period.
② On 29 Mar. 2011, Investment Holdings entrusted Shenzhen Jingtian Sub-branch of China Everbright Bank to
provide entrust loan of RMB 200 million for the Company’s subsidiary Shenzhen Huangcheng Real Estate Co.,
Ltd. with the expiry date as 29 Mar. 2012 and annual interest rate as 5.7767%. The loan was extended upon
maturity, with the new mature date on 29 Mar. 2013 and the annual interest rate at 6.9544%. RMB 6.4160 million
was paid as the interest for the reporting period.
③ On 29 Mar. 2011, Investment Holdings entrusted Shenzhen Jingtian Sub-branch of China Everbright Bank to
provide entrust loan of RMB 40 million for the Company’s subsidiary Shenzhen ITC Vehicles Services Company
with the expiry date as 29 Mar. 2012 and annual interest rate as 5.7767%. The loan was extended upon maturity,
with the new mature date on 29 Mar. 2013 and the annual interest rate at 6.9544%. RMB 1.2832 million was paid
as the interest for the reporting period.
The above capital support has relieved the severe capital situation for the Company, which ensure the normal
production and operation of the Company.
B. On 13 Oct. 2010, the Company convened the First Special Shareholders’ General Meeting for Y2010, at which
reviewed and approved the Proposal on Implementation of Commitment of Share Merger Reform on Assets
Replacement and Significant Related Transaction. The Company planned to swap No. T102-0237 land in Moon
Bay held by the controlling shareholder Shenzhen Investment Holdings Co., Ltd. (hereinafter referred as
―Investment Holdings‖) and 100% equities of Shenxin Taxi Co., Ltd. with part of properties held by the Company
and its wholly-owned subsidiary Shenzhen Huangcheng Real Estate Co., Ltd., and the difference between the
swap-out assets and swap-in assets should be compensated by cash. In accordance with the Appraisal Report, the
evaluation value of the swap-out assets was RMB 306,563,279.00, while the evaluation value of the swap-in
assets was RMB 304,090,432.77, the corresponding balance of RMB 2,472,846.23 shall be covered in cash by
Investment Holdings (Meanwhile, Investment Holdings expressed that it shall strictly abide by the commitment
made the share merger reform, and compensated cash to the Company with 20% of the balance performed in this
time and in commitment). For details, please refer to the Public Notice on Implementation of Commitment of
Share Merger Reform on Assets Replacement and Significant Related Transaction published on 17 Sep. 2010 and
Resolutions on the First Special Shareholders’ General Meeting for Y2010 published on 14 Oct. 2010; On 17 Nov.
2011, Investment Holdings transferred 20% of the difference between the amount it had committed to pay and the
amount it actually paid in the restructuring action, which totaled to RMB 38,687,344.20; On 7 Jul. 2011, transfer
procedures of No. T102-0237 land in Moon Bay, the swap-in asset, were accomplished, and the No. T102-0237
31
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
land in Moon Bay was then registered in the Company’s name. For details, please refer to the Public Notice on
Implementation of Commitment of Share Merger Reform on Assets Replacement and Significant Related
Transaction published on 18 Nov. 2010 and 11 Jul. 2011. Up until the end of the reporting period, the transfer
formalities for the equities of Shenxin, the swap-in asset, had completed and the swap-out assets had all been
transferred to Investment Holdings. In the reporting period, the Company carried out relevant accounting
treatment on the swap-in and swap-out assets.
(X) Significant contracts and execution
1. The trust, contract and lease whose profits reaching more than 10% (including 10%) of the total profits
of the Company in the reporting period
(1) Status of trust
□Applicable √Inapplicable
（2）Particulars about contracting
□Applicable √Inapplicable
（3）Particulars about leasing
□Applicable √Inapplicable
2. Guarantees provided by the Company
□Applicable √Inapplicable
32
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
3. Entrusted financial management
□Applicable √Inapplicable
33
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
4. Performance of significant contracts relevant to routine operation
5. Other significant contracts
□Applicable √Inapplicable
(XI) Explanation on issuing corporate bonds
□Applicable √Inapplicable
(XII) Performance of commitments
1. Commitments made by the Company or shareholders holding over 5% of the Company’s
shares in the reporting period, or such commitments carried down into the reporting period
√Applicable □Inapplicable
Commitme Commitment Commitment
Commitment Contents Fulfillment
nt maker time period
1. The Company’s non-tradable 1. Up to the date of public
share holders Construction Holdings notice, Construction Holdings
and Investment Management and Investment Holdings never
Company made a common sold shares of the Company.
commitment to abide by laws, 2.
regulations and rules and perform (1) Up to the date of public
prescribed commitment duties. And notice, Investment Holdings
they also made special commitments never sold shares of the
as follows: Company actually controlled.
Non-tradable shares held by (2) In order to implement the
Construction Holdings and commitment, the Company
Shenzhen Investment Management Company prepared to start the relevant
Commitments
Investment would not be traded or transferred affairs together with Investment
made in a share 21 Oct. 2009 20 Oct. 2012
Holdings within 36 months since they Holdings, and disclosed the
reform
Co., Ltd. acquired right of trade. After Public Notice on
expiration of the aforesaid Implementation of
commitment, originally non-tradable Commitment of Share Merger
shares sold through the listing and Reform on Assets Replacement
trading system on the Shenzhen and Significant Related
Stock Exchange should not exceed 5 Transaction, which was
percents of total shares of the reviewed and approved at the
Company within 12 months, as well First Special Shareholders’
as not exceed 10 percents within 24 General Meeting for 2010, for
months. In case these companies details, please refer to Public
acted against the above commitment Notice on Resolutions of the
and sold shares of the Company, the First Special Shareholders’
34
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
income from sales of the shares General Meeting for 2010;
would belong to the Company. Investment Holdings has
2. Investment Holdings made a applied to Shenzhen Branch of
commitment to abide by laws, China Securities Depository
regulations and rules and perform and Clearing Corporation
prescribed commitment duties. And Limited for freezing its actual
it also made special commitments as controlled 30 million shares of
follows: the Company under the name
(1) Non-tradable shares held by of Construction Holdings, now
Investment Holdings would not be the frozen period is due and the
traded or transferred within 36 frozen shares has been
months since they acquired right of released.
trade. After expiration of the (3) On 18 Mar. 2010, the
aforesaid commitment, originally Company held the Annual
non-tradable shares sold through the Shareholders’ General Meeting
listing and trading system on the 2009, at which reviewed and
Shenzhen Stock Exchange should approved Proposal on
not exceed 5 percents of total shares Application of Entrust Loan
of the Company within 12 months, from Controlling Shareholder.
as well as not exceed 10 percents The Shareholders’ General
within 24 months. In case these Meeting authorized the Board
companies acted against the above of Directors of the Company to
commitment and sold shares of the deal with signature of entrusted
Company, the income from sales of loan agreement, renewal of
the shares would belong to the loan, borrow a new loan to
Company. repay old within RMB 500
(2) Within one year since the million according to actual
non-tradable shares held by need of operation and based on
Construction Holdings and negotiation with Investment
Investment Management Company Holdings and relevant banks.
controlled by Investment Holdings For details, please refer to
acquired the right of trading, Public Notice on the
Shenzhen Investment Holdings Co., Resolutions of Annual
Ltd will start up capital injection to Shareholders’ General Meeting
the Company, that is, Shenzhen on 19 Mar. 2010. On 28 Dec.
Investment Holdings Co., Ltd will 2010, Investment Holdings
inject legitimate capital no less than entrusted Shenzhen Jingtian
RMB 500 million including land Sub-branch of China
resource in lump sum or in batches Everbright Bank to provide
by replace or other legitimate way, entrust loan of RMB 10 million
will increase land reserves of the for the Company’s subsidiary
Company and enhance profitability Shenzhen ITC Vehicle Industry
in the future. In case the aforesaid Co., Ltd.; from the end of
capital failed to start completely report period to the date of the
35
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
within one year, Shenzhen public notice, Investment
Investment Holdings Co., Ltd will Holdings has provided entrust
compensate 20% of reorganization loan of RMB 490 million for
capital failing to start to the the Company.
Company within 30 days when (4) Whether the commitment
expiration of 1 year, and continued will be implemented is
to implement the capital injection according to net profit of 2012.
which had been started. As for the
capital injection failing to start,
Shenzhen Investment Holdings Co.,
Ltd will not implement. Note:
Startup of capital injection means
capital injection program has been
reviewed and approved by the
Shareholders’ General Meeting of
the Company. Shenzhen Investment
Holdings Co., Ltd was willing to
entrust China Securities Depository
and Clearing Corporation Limited
Shenzhen Branch to freeze 30
million shares of the Company,
which was under name of Shenzhen
Construction Investment Holdings
and actually controlled by Shenzhen
Investment Holdings Co., Ltd, as
guarantee for the above
commitment.
(3) Since non-tradable shares held by
Shenzhen Investment Holdings Co.,
Ltd, Shenzhen Construction
Investment Holdings and Shenzhen
Investment Co., Ltd acquired right to
trade within 24 months, Shenzhen
Investment Holdings Co., Ltd
commit that they will support
balance no less than RMB 500
million with method of entrust loan
in line with relevant provisions of
laws and administrative statutes to
release nervous capital of the
Company. The aforesaid balance
means accumulative incurred
amount within 24 months since the
date when non-tradable shares held
36
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
by Shenzhen Investment Holdings
Co., Ltd, Shenzhen Construction
Investment Holdings and Shenzhen
Investment Co., Ltd acquired right to
trade, and each entrust loan for
support will not be less than 12
months; the above cash support of
RMB 500 million excluded entrust
loan offered before the date when
non-tradable shares held by
Shenzhen Investment Holdings Co.,
Ltd, Shenzhen Construction
Investment Holdings and Shenzhen
Investment Co., Ltd acquired right to
trade.
(4) In case that net profit of the
Company in any year of 2010, 2011
and 2012 was less than 2009,
Shenzhen Investment Holdings Co.,
Ltd. will make up balance of net
profit between the year and 2009
with cash.
Commitments
made in an
acquisition
Naught Naught Naught Naught
report or report
on equity
changes
Commitments
made in an asset Naught Naught Naught Naught
exchange
Commitments
made in share Naught Naught Naught Naught
issuance
Other
commitments
made to Naught Naught Naught Naught
minority
shareholders
Is the
commitment √ Yes □ No □ Inapplicable
fulfilled in time
37
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
or not?
Specific reason
for failing to
fulfill the
commitment
and the plan for
the next step
Is there any
commitment
made regarding
the horizontal
□ Yes □ No √ Inapplicable
competition and
related-party
transactions
caused?
Period for
solving the
problem as
promised
Way of solving
the problem
Fulfillment of
the commitment
2. The Company’s assets or projects exist profitable prediction and the reporting period is in
such prediction period, it states the profits from the assets or projects reaching original
prediction and relevant reasons
□Applicable √Inapplicable
(XIII) Items of other comprehensive income
Unit: RMB Yuan
Items This reporting period Same period of last year
1. Profits/(losses) from available-for-sale financial assets
Less: Effects on income tax generating from available-for-sale
financial assets
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
Subtotal
2. Interests in the investee entities’ other comprehensive income as per
equity method
Less: Effects on income tax generating from the interests in the
38
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
investee entities’ other comprehensive income as per equity method
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
Subtotal
3. Profits/(losses) from cash flow hedging instrument
Less: Effects on income tax generating from cash flow hedging
instrument
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
The adjustment value that is the converted initial recognition amount of
arbitrage project
Subtotal
4. Converted amount of foreign currency financial statements 154,895.92 -676,994.58
Less: Net value of disposal of oversea operations that recognized into
current profit and loss
Subtotal 154,895.92 -676,994.58
5. Other
Less: Effects on income tax generating from the others that included
into other comprehensive income
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
Subtotal
Total 154,895.92 -676,994.58
(XIV) Particulars about researches, visits and interviews received in this
reporting period
Main discussion and
Time of reception Place of reception Way of reception Visitor type Visitor materials provided by the
Company
BOD Office of the When will the Qianhai
15 Feb. 2012 By phone Individual Investor
Company project start?
BOD Office of the Transfer progress of the
16 Feb. 2012 By phone Individual Investor
Company equity interests of Shenxin
BOD Office of the Any project outside
2 Mar. 2012 By phone Individual Investor
Company Shenzhen?
BOD Office of the Progress of the Qianhai
11 Apr. 2012 By phone Individual Investor
Company project
BOD Office of the Progress of the
23 May 2012 By phone Individual Investor
Company Company’s projects
39
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
outside Shenzhen
(XV) Particulars about engagement and disengagement of CPAs firm
Has this interim report been audited?
□ Yes √ No □ Inapplicable
Has the CPAs firm been changed?
□ Yes √ No □ Inapplicable
(XVI) Particulars about punishment and rectification order received by the
Company, its directors, supervisors, senior executives, shareholders, actual
controller and acquirer
□Applicable √Inapplicable
(XVII) Explanation on other significant events
√Applicable □Inapplicable
1. On 19 Sep. 2010, for the purpose of fulfilling commitment of equity division reform, the
Company signed Agreement on Asset Replacement with its controlling shareholder, Shenzhen
Investment Holdings Co., Ltd. (hereinafter referred to as Investment Holdings). The Company
swapped No. T102-0237 land in Moon Bay held by Investment Holdings and 100% equity of
Shenxin Taxi Co., Ltd. (hereinafter referred as Shenxin Taxi) with part of properties (hereinafter
referred as swap-out asset) held by the Company and its wholly-owned subsidiary Shenzhen
Huangcheng Real Estate Co., Ltd. (Equities after removing part of assets and liabilities of Shenxin
Taxi Co., Ltd. in accordance with STKH [2010] No. 103)
As at the end of the reporting period, the No. T102-0237 land in Moon Bay, the swap-in asset, had
been transferred to the Company and the relevant land transfer procedures had been transferred;
the transfer formalities for the equities of Shenxin, the swap-in asset, had completed and the
swap-out assets had all been transferred to Investment Holdings. In the reporting period, the
Company carried out relevant accounting treatment on the swap-in and swap-out assets.
2. The Company had withdrawn in advance in the previous years the land value appreciation fee
of Jinlihua Building amounting to RMB 56,303,627.40. According to the Document SGT [2001]
No. 314, the land value appreciation fee unpaid or owed would be exempted. However, the
relevant land use right had not been transferred. Therefore, the Company would actively handle
the procedures relating to exempting the land value appreciation fee of Jinlihua Building
amounting to RMB 56,303,627.40. Upon the arrival of the relevant approval document, the
Company would cancel the land value appreciation fee of RMB 56,303,627.40 withdrawn in
advance after verification.
Concerning the sum for real estate of Jinlihua Building amounting to RMB 98,611,300 that the
40
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Company should receive from Shenzhen Jiyong Properties Development Co., Ltd., a bad debt of
RMB 42,611,300 had been withdrawn with the net amount standing at RMB 56 million.
3. On 25 Nov. 2011, the 4th Session of the 7th Board of Directors was held, at which reviewed and
approved the Proposal on the Bankruptcy and Liquidation of Hainan Xinda Development Co., Ltd.
(hereinafter referred as Hainan Company). Hainan Company was established in 1998 as a
wholly-owned subsidiary of the Company, which has no development project and land reserves
now with continuous losses for many years. The Board of the Company ever approved the
Proposal on Wholly Tranferring the Hainan Company in Jan. 2009, which couldn’t continue to
advance due to various factors, such as policies. And now the Company, as a creditor, applied to
make bankruptcy and liquidation on Hainan Company by judicial procedure.
(XVIII) Particulars about significant changes in the profitability, asset status and
credit status of the Company’s convertible bonds guarantor
(Only listed companies which issue convertible corporate bonds are required to fill the form below.)
□Applicable √Inapplicable
(XIX) Index for information disclosure
Internet website for disclosing
Newspapers for disclosing
Event Publishing date information and the searching
information and relevant page
approach
Announcement on Board
www.cninfo.com.cn 20 Feb. 2012 www.cninfo.com.cn
Session Resolutions
Announcement on Disclosing
the 2011 Annual Report on an www.cninfo.com.cn 27 Mar. 2012 www.cninfo.com.cn
Earlier Date
Announcement on Resolutions
of the 4th Session of the 7th www.cninfo.com.cn 29 Mar. 2012 www.cninfo.com.cn
Supervisory Committee
Announcement on Board
www.cninfo.com.cn 29 Mar. 2012 www.cninfo.com.cn
Session Resolutions
Notice on Convening the 2011
Annual Shareholders’ General www.cninfo.com.cn 30 Mar. 2012 www.cninfo.com.cn
Meeting
Announcement on Providing
Guarantees for Loans Granted www.cninfo.com.cn 30 Mar. 2012 www.cninfo.com.cn
to Controlled Subsidiaries
Announcement on Estimated
Negative Earnings for the First www.cninfo.com.cn 11 Apr. 2012 www.cninfo.com.cn
Quarter of 2012
Announcement on Abnormal www.cninfo.com.cn 13 Apr. 2012 www.cninfo.com.cn
41
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Fluctuations of the A-share
Price
Announcement on Resolutions
of the 2011 Annual www.cninfo.com.cn 23 Apr. 2012 www.cninfo.com.cn
Shareholders’ General Meeting
Report for the First Quarter of
www.cninfo.com.cn 25 Apr. 2012 www.cninfo.com.cn
2012
Subsequent Events www.cninfo.com.cn www.cninfo.com.cn
Correction Announcement for
the Earnings Estimate for the www.cninfo.com.cn 6 Jul. 2012 www.cninfo.com.cn
First Half of 2012
Announcement on Soliciting
Suggestions and Opinions from
www.cninfo.com.cn 19 Jul. 2012 www.cninfo.com.cn
Shareholders for the Return for
Shareholder Planning
Suggestive Announcement on
www.cninfo.com.cn 20 Jul. 2012 www.cninfo.com.cn
Unlocking Restricted Shares
Announcement on Board
www.cninfo.com.cn 3 Aug. 2012 www.cninfo.com.cn
Session Resolutions
Notice on Convening the First
Special Shareholders’ General www.cninfo.com.cn 3 Aug. 2012 www.cninfo.com.cn
Meeting for 2012
Announcement on Resolutions
of the 6th Session of the 7th www.cninfo.com.cn 3 Aug. 2012 www.cninfo.com.cn
Supervisory Committee
VIII. Financial Report
(I) Auditor’s report
Has this interim report been audited?
□ Yes √ No □ Inapplicable
(II) Financial statements
Consolidated statements or not?
√Yes □No □ Inapplicable
The monetary unit in the financial statements of the financial report is RMB Yuan if not specified otherwise.
Monetary unit of notes to financial statements: RMB Yuan
1. Consolidated balance sheet
Prepared by Shenzhen Properties & Resources Development (Group) Ltd.
Unit: RMB Yuan
42
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Item Note 30 Jun. 2012 31 Dec. 2011
Current Assets:
Monetary funds 653,189,645.56 469,313,741.57
Settlement reserves
Intra-group lendings
Transactional financial assets
Notes receivable 300,000.00 200,000.00
Accounts receivable 87,869,971.92 70,557,693.71
Accounts paid in advance 513,852,637.52 474,354,748.39
Premiums receivable
Reinsurance premiums receivable
Receivable reinsurance contract
reserves
Interest receivable
Dividend receivable
Other accounts receivable 11,259,711.92 3,372,036.99
Financial assets purchased under
agreements to resell
Inventories 1,719,018,413.68 1,814,992,629.34
Non-current assets due within 1
year
Other current assets
Total current assets 2,985,490,380.60 2,832,790,850.00
Non-current assets:
Loans by mandate and advances
granted
Available-for-sale financial assets
Held-to-maturity investments
Long-term accounts receivable
Long-term equity investment 82,605,049.07 81,103,539.95
Investing property 261,132,111.61 291,159,907.85
Fixed assets 71,637,798.31 74,166,940.06
Construction in progress
Engineering materials
Disposal of fixed assets
43
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Production biological assets
Oil-gas assets
Intangible assets 117,676,204.63 121,254,256.15
R&D expense
Goodwill
Long-term deferred expenses 1,902,738.39 1,989,226.53
Deferred income tax assets 125,422,643.54 124,102,202.41
Other non-current assets
Total of non-current assets 660,376,545.55 693,776,072.95
Total assets 3,645,866,926.15 3,526,566,922.95
Current liabilities:
Short-term borrowings 660,000,000.00 601,495,212.00
Borrowings from Central Bank
Customer bank deposits and due
to banks and other financial
institutions
Intra-group borrowings
Transactional financial liabilities
Notes payable
Accounts payable 175,845,270.52 187,093,587.42
Accounts received in advance 729,056,567.31 208,655,909.41
Financial assets sold for
repurchase
Handling charges and
commissions payable
Employee’s compensation
38,316,947.64 46,354,982.87
payable
Tax payable 463,645,379.15 499,805,593.28
Interest payable
Dividend payable
Other accounts payable 189,991,958.16 481,167,880.34
Reinsurance premiums payable
Insurance contract reserves
Payables for acting trading of
securities
Payables for acting underwriting
44
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
of securities
Non-current liabilities due within
12,209,888.32 218,359,888.32
1 year
Other current liabilities
Total current liabilities 2,269,066,011.10 2,242,933,053.64
Non-current liabilities:
Long-term borrowings 25,649,999.98 7,333,333.32
Bonds payable
Long-term payables
Specific payables
Estimated liabilities
Deferred income tax liabilities
Other non-current liabilities 124,387,585.50 133,977,130.96
Total non-current liabilities 150,037,585.48 141,310,464.28
Total liabilities 2,419,103,596.58 2,384,243,517.92
Owners’ equity (or shareholders’
equity)
Paid-up capital (or share capital) 595,979,092.00 595,979,092.00
Capital reserves 63,783,019.03 77,820,275.72
Less: Treasury stock
Specific reserves
Surplus reserves 70,368,860.95 70,368,860.95
Provisions for general risks
Retained profits 501,505,660.86 403,183,375.55
Foreign exchange difference -5,735,390.33 -5,890,286.25
Total equity attributable to owners
1,225,901,242.51 1,141,461,317.97
of the Company
Minority interests 862,087.06 862,087.06
Total owners’ (or shareholders’)
1,226,763,329.57 1,142,323,405.03
equity
Total liabilities and owners’ (or
3,645,866,926.15 3,526,566,922.95
shareholders’) equity
Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun
Chief of the accounting division: Shen Xueying
45
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
2. Balance sheet of the Company
Unit: RMB Yuan
Item Note 30 Jun. 2012 31 Dec. 2011
Current Assets:
Monetary funds 182,983,861.29 83,846,009.34
Transactional financial assets
Notes receivable
Accounts receivable 57,147,097.17 57,610,601.35
Accounts paid in advance 435,563,863.60 435,617,463.60
Interest receivable
Dividend receivable
Other accounts receivable 143,887,032.31 66,901,359.57
Inventories 323,385,959.42 323,385,959.42
Non-current assets due within 1
195,000,000.00
year
Other current assets
Total current assets 1,337,967,813.79 967,361,393.28
Non-current assets:
Available-for-sale financial assets
Held-to-maturity investments
Long-term accounts receivable
Long-term equity investment 314,892,810.05 300,514,039.95
Investing property 197,302,038.44 196,918,915.36
Fixed assets 23,288,263.11 29,002,844.78
Construction in progress
Engineering materials
Disposal of fixed assets
Production biological assets
Oil-gas assets
Intangible assets
R&D expense
Goodwill
Long-term deferred expenses 1,902,738.39 1,989,226.53
Deferred income tax assets
46
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Other non-current assets 280,000,000.00 475,000,000.00
Total of non-current assets 817,385,849.99 1,003,425,026.62
Total assets 2,155,353,663.78 1,970,786,419.90
Current liabilities:
Short-term borrowings
Transactional financial liabilities
Notes payable
Accounts payable 33,613,669.85 33,981,501.43
Accounts received in advance 351,401.50
Employee’s compensation
9,534,832.04 7,550,348.37
payable
Tax payable 2,175,484.80 1,829,406.16
Interest payable
Dividend payable
Other accounts payable 1,439,020,487.44 1,268,548,668.33
Non-current liabilities due within
1 year
Other current liabilities
Total current liabilities 1,484,344,474.13 1,312,261,325.79
Non-current liabilities:
Long-term borrowings
Bonds payable
Long-term payables
Specific payables
Estimated liabilities
Deferred income tax liabilities
Other non-current liabilities 1,851,595.90 4,161,870.46
Total non-current liabilities 1,851,595.90 4,161,870.46
Total liabilities 1,486,196,070.03 1,316,423,196.25
Owners’ equity (or shareholders’
equity)
Paid-up capital (or share capital) 595,979,092.00 595,979,092.00
Capital reserves 37,754,232.28 38,914,227.99
Less: Treasury stock
Specific reserves
47
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Surplus reserves 69,712,050.51 69,712,050.51
General risk provision
Retained profits -34,287,781.04 -50,242,146.85
Foreign exchange difference
Total owners’ (or shareholders’)
669,157,593.75 654,363,223.65
equity
Total liabilities and owners’ (or
2,155,353,663.78 1,970,786,419.90
shareholders’) equity
3. Consolidated income statement
Unit: RMB Yuan
Item Note Jan.-Jun. 2012 Jan.-Jun. 2011
I. Total operating revenues 622,922,900.92 1,155,786,058.07
Including: Sales income 622,922,900.92 1,155,786,058.07
Interest income
Premium income
Handling charge and
commission income
II. Total operating cost 497,866,543.22 758,392,885.14
Including: Cost of sales 392,019,121.93 368,383,008.24
Interest expenses
Handling charge and
commission expenses
Surrenders
Net claims paid
Net amount withdrawn for
the insurance contract reserve
Expenditure on policy
dividends
Reinsurance premium
Taxes and associate charges 58,288,134.08 334,753,634.85
Selling and distribution
8,202,034.38 7,800,071.81
expenses
Administrative expenses 46,636,730.06 42,753,922.74
Financial expenses -1,321,536.27 5,203,352.15
Asset impairment loss -5,957,940.96 -501,104.65
48
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Add: Gain/(loss) from change in fair
value (―-‖ means loss)
Gain/(loss) from investment
1,501,509.12 679,338.63
(―-‖ means loss)
Including: share of profits in
1,501,509.12 679,338.63
associates and joint ventures
Foreign exchange gains (―-‖ means
loss)
III. Business profit (―-‖ means loss) 126,557,866.82 398,072,511.56
Add: non-operating income 1,180,679.74 978,654.85
Less: non-operating expense 1,674,452.36 867,883.32
Including: loss from non-current
29,700.92 21,155.77
asset disposal
IV. Total profit (―-‖ means loss) 126,064,094.20 398,183,283.09
Less: Income tax expense 27,741,808.89 96,739,198.99
V. Net profit (―-‖ means loss) 98,322,285.31 301,444,084.10
Including: Net profit achieved
by combined parties before the 1,912,516.93 1,804,829.71
combinations
Attributable to owners of the
98,322,285.31 301,444,084.10
Company
Minority shareholders’ income
VI. Earnings per share -- --
(I) Basic earnings per share 0.165 0.5058
(II) Diluted earnings per share 0.165 0.5058
Ⅶ. Other comprehensive incomes 154,895.92 -676,994.58
Ⅷ. Total comprehensive incomes 98,477,181.23 300,767,089.52
Attributable to owners of the
98,477,181.23 300,767,089.52
Company
Attributable to minority
shareholders
Where business mergers under the same control occurred in this report period, the net profit achieved by the
merged parties before the business mergers was RMB 1,912,516.93.
Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun
Chief of the accounting division: Shen Xueying
49
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
4. Income statement of the Company
Unit: RMB Yuan
Item Note Jan.-Jun. 2012 Jan.-Jun. 2011
I. Total sales 23,449,864.94 18,167,414.59
Less: cost of sales 9,757,305.26 9,305,983.12
Business taxes and surcharges 4,950,968.55 2,638,254.38
Distribution expenses
Administrative expenses 18,102,272.04 16,940,118.01
Financial costs -970,153.92 503,880.15
Impairment loss -5,066,959.74 135,737.76
Add: gain/(loss) from change in fair
value (―-‖ means loss)
Gain/(loss) from investment (―-‖
20,458,700.89 3,757,738.63
means loss)
Including: income form investment
1,501,509.12 679,338.63
on associates and joint ventures
II. Business profit (―-‖ means loss) 17,135,133.64 -7,598,820.20
Add: non-business income 291,568.93 89,247.07
Less: non-business expense 1,472,336.76 773,470.67
Including: loss from non-current
asset disposal
III. Total profit (―-‖ means loss) 15,954,365.81 -8,283,043.80
Less: income tax expense
IV. Net profit (―-‖ means loss) 15,954,365.81 -8,283,043.80
V. Earnings per share -- --
(I) Basic earnings per share 0.0268 -0.0139
(II) Diluted earnings per share 0.0268 -0.0139
VI. Other comprehensive income
VII. Total comprehensive income 15,954,365.81 -8,283,043.80
5. Consolidated cash flow statement
Unit: RMB Yuan
Item Jan.-Jun. 2012 Jan.-Jun. 2011
I. Cash flows from operating activities:
Cash received from sale of 888,510,640.24 325,144,071.89
50
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
commodities and rendering of service
Net increase of deposits from
customers and dues from banks
Net increase of loans from the central
bank
Net increase of funds borrowed from
other financial institutions
Cash received from premium of
original insurance contracts
Net cash received from reinsurance
business
Net increase of deposits of policy
holders and investment fund
Net increase of disposal of tradable
financial assets
Cash received from interest, handling
charges and commissions
Net increase of intra-group
borrowings
Net increase of funds in repurchase
business
Tax refunds received
Other cash received relating to
10,288,147.54 36,965,893.74
operating activities
Subtotal of cash inflows from operating
898,798,787.78 362,109,965.63
activities
Cash paid for goods and services 203,210,115.92 549,328,105.78
Net increase of customer lendings
and advances
Net increase of funds deposited in the
central bank and amount due from
banks
Cash for paying claims of the original
insurance contracts
Cash for paying interest, handling
charges and commissions
Cash for paying policy dividends
Cash paid to and for employees 120,898,709.87 110,921,302.64
51
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Various taxes paid 172,861,855.64 104,695,238.51
Other cash payment relating to
65,716,619.75 36,531,880.41
operating activities
Subtotal of cash outflows from
562,687,301.18 801,476,527.34
operating activities
Net cash flows from operating activities 336,111,486.60 -439,366,561.71
II. Cash flows from investing activities:
Cash received from withdrawal of
investments
Cash received from return on
5,000,000.00
investments
Net cash received from disposal of
fixed assets, intangible assets and other 735,231.00 81,000.00
long-term assets
Net cash received from disposal of
subsidiaries or other business units
Other cash received relating to
investing activities
Subtotal of cash inflows from
5,735,231.00 81,000.00
investing activities
Cash paid to acquire fixed assets,
intangible assets and other long-term 1,573,784.61 3,701,771.28
assets
Cash paid for investment
Net increase of pledged loans
Net cash paid to acquire subsidiaries
and other business units
Other cash payments relating to
investing activities
Subtotal of cash outflows from
1,573,784.61 3,701,771.28
investing activities
Net cash flows from investing activities 4,161,446.39 -3,620,771.28
III. Cash Flows from Financing
Activities:
Cash received from capital
contributions
Including: Cash received from
minority shareholder investments by
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
subsidiaries
Cash received from borrowings 146,000,000.00 540,096,450.00
Cash received from issuance of
bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from financing
146,000,000.00 540,096,450.00
activities
Repayment of borrowings 275,328,545.34 170,760,000.00
Cash paid for interest expenses and
25,661,311.58 19,636,157.52
distribution of dividends or profit
Including: dividends or profit paid
by subsidiaries to minority shareholders
Other cash payments relating to
1,432,000.00 822,200.00
financing activities
Sub-total of cash outflows from
302,421,856.92 191,218,357.52
financing activities
Net cash flows from financing activities -156,421,856.92 348,878,092.48
IV. Effect of foreign exchange rate
24,827.92 -102,734.36
changes on cash and cash equivalents
V. Net increase in cash and cash
183,875,903.99 -94,211,974.87
equivalents
Add: Opening balance of cash and
469,313,741.57 545,466,594.53
cash equivalents
VI. Closing balance of cash and cash
653,189,645.56 451,254,619.66
equivalents
6. Cash flow statement of the Company
Unit: RMB Yuan
Item Jan.-Jun. 2012 Jan.-Jun. 2011
I. Cash flows from operating activities:
Cash received from sale of
23,126,901.86 18,502,177.06
commodities and rendering of service
Tax refunds received
Other cash received relating to
538,743,468.02 925,014,502.58
operating activities
Subtotal of cash inflows from operating 561,870,369.88 943,516,679.64
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
activities
Cash paid for goods and services 4,276,469.83 392,035,919.29
Cash paid to and for employees 8,017,547.04 10,147,785.42
Various taxes paid 6,928,992.60 3,756,069.19
Other cash payment relating to
457,934,134.85 212,918,191.72
operating activities
Subtotal of cash outflows from
477,157,144.32 618,857,965.62
operating activities
Net cash flows from operating activities 84,713,225.56 324,658,714.02
II. Cash flows from investing activities:
Cash received from retraction of
investments
Cash received from return on
23,957,250.00 3,078,400.00
investments
Net cash received from disposal of
fixed assets, intangible assets and other
long-term assets
Net cash received from disposal of
subsidiaries or other business units
Other cash received relating to
investing activities
Subtotal of cash inflows from
23,957,250.00 3,078,400.00
investing activities
Cash paid to acquire fixed assets,
intangible assets and other long-term 9,532,623.61 1,543,362.00
assets
Cash paid for investment 245,000,000.00
Net cash paid to acquire subsidiaries
and other business units
Other cash payments relating to
investing activities
Subtotal of cash outflows from
9,532,623.61 246,543,362.00
investing activities
Net cash flows from investing activities 14,424,626.39 -243,464,962.00
III. Cash Flows from Financing
Activities:
Cash received from capital
contributions
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Cash received from borrowings
Cash received from issuance of
bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from financing
0.00 0.00
activities
Repayment of borrowings
Cash paid for interest expenses and
distribution of dividends or profit
Other cash payments relating to
financing activities
Sub-total of cash outflows from
0.00 0.00
financing activities
Net cash flows from financing activities 0.00 0.00
IV. Effect of foreign exchange rate
0.00 -124.79
changes on cash and cash equivalents
V. Net increase in cash and cash
99,137,851.95 81,193,627.23
equivalents
Add: Opening balance of cash and
83,846,009.34 78,920,447.75
cash equivalents
VI. Closing balance of cash and cash
182,983,861.29 160,114,074.98
equivalents
7. Consolidated statement of changes in owners’ equity
Reporting period
Unit: RMB Yuan
Reporting period
Equity attributable to owners of the Company
Paid-up
Total
Item capital Less: General Minority
Capital Specific Surplus Retaine owners’
(or treasury risk Others interests
reserve reserve reserve d profit equity
share stock reserve
capital)
I. Balance at the end of the 595,979 64,020,2 69,712, 406,422, -5,890,2 862,087.0 1,131,105,
previous year ,092.00 75.72 050.51 741.94 86.25 6 960.98
Add: change of accounting
policy
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Correction of errors in
previous periods
13,800,0 656,810 -3,239,3 11,217,444
Other
00.00 .44 66.39 .05
II. Balance at the beginning of 595,979 77,820,2 70,368, 403,183, -5,890,2 862,087.0 1,142,323,
the year ,092.00 75.72 860.95 375.55 86.25 6 405.03
III. Increase/ decrease of
-14,037, 98,322,2 154,895. 84,439,924
amount in the year (―-‖ means
256.69 85.31 92 .54
decrease)
98,322,2 98,322,285
(I) Net profit
85.31 .31
(II) Other comprehensive 154,895.
154,895.92
incomes 92
98,322,2 154,895. 98,477,181
Subtotal of (I) and (II)
85.31 92 .23
(III) Capital paid in and -14,037, -14,037,25
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
reduced by owners 256.69 6.69
1. Capital paid in by
owners
2. Amounts of share-based
payments recognized in
owners’ equity
-14,037, -14,037,25
3. Others
256.69 6.69
(IV) Profit distribution 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
1. Appropriations to
surplus reserves
2. Appropriations to
general risk provisions
3. Appropriations to
owners (or shareholders)
4. Other
(V) Internal carry-forward of
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
owners’ equity
1. New increase of capital
(or share capital) from capital
public reserves
2. New increase of capital
(or share capital) from surplus
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
reserves
3. Surplus reserves for
making up losses
4. Other
(Ⅵ) Specific reserve
1. Withdrawn for the
period
2. Used in the period
(Ⅶ) Other
595,979 63,783,0 70,368, 501,505, -5,735,3 862,087.0 1,226,763,
IV. Closing balance
,092.00 19.03 860.95 660.86 90.33 6 329.57
Last year
Unit: RMB Yuan
Last year
Equity attributable to owners of the Company
Paid-up
Total
Item capital Minority
Less: General
Capital Specific Surplus Retaine owners’
(or treasury risk Others interests
reserve reserve reserve d profit equity
share stock reserve
capital)
I. Balance at the end of the 595,979 64,020,2 69,712, 148,961, -4,487,4 862,087.0 875,047,70
previous year ,092.00 75.72 050.51 664.40 60.75 6 8.94
Add: retrospective
adjustments due to business 13,800,0 421,029 -6,650,8 7,570,180.
combinations under the same 00.00 .90 48.93 97
control
Add: change of accounting
policy
Correction of errors in
previous periods
Other
II. Balance at the beginning of 595,979 77,820,2 70,133, 142,310, -4,487,4 862,087.0 882,617,88
the year ,092.00 75.72 080.41 815.47 60.75 6 9.91
III. Increase/ decrease of
301,444, -676,99 300,767,08
amount in the year (―-‖ means
084.10 4.58 9.52
decrease)
301,444, 301,444,08
(I) Net profit
084.10 4.10
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(II) Other comprehensive -676,99 -676,994.5
incomes 4.58 8
301,444, -676,99 300,767,08
Subtotal of (I) and (II)
084.10 4.58 9.52
(III) Capital paid in and
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
reduced by owners
1. Capital paid in by
owners
2. Amounts of share-based
payments recognized in
owners’ equity
3. Others
(IV) Profit distribution 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
1. Appropriations to
surplus reserves
2. Appropriations to
general risk provisions
3. Appropriations to
owners (or shareholders)
4. Other
(V) Internal carry-forward of
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
owners’ equity
1. New increase of capital
(or share capital) from capital
public reserves
2. New increase of capital
(or share capital) from surplus
reserves
3. Surplus reserves for
making up losses
4. Other
(Ⅵ) Specific reserve
1. Withdrawn for the
period
2. Used in the period
(Ⅶ) Other
595,979 77,820,2 70,133, 443,754, -5,164,4 862,087.0 1,183,384,
IV. Closing balance
,092.00 75.72 080.41 899.57 55.33 6 979.43
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
8. Statement of changes in owners’ equity of the Company
Reporting period
Unit: RMB Yuan
Reporting period
Paid-up
Less: General Total
Item capital (or Capital Specific Surplus Retained
treasury risk owners’
share reserve reserve reserve profit
stock reserve equity
capital)
I. Balance at the end of the 595,979,09 38,914,227 69,712,050 -50,242,14 654,363,22
previous year 2.00 .99 .51 6.85 3.65
Add: change of accounting
policy
Correction of errors in
previous periods
Other
II. Balance at the beginning of 595,979,09 38,914,227 69,712,050 -50,242,14 654,363,22
the year 2.00 .99 .51 6.85 3.65
III. Increase/ decrease of amount -1,159,995. 15,954,365 14,794,370
in the year (―-‖ means decrease) 71 .81 .10
15,954,365 15,954,365
(I) Net profit
.81 .81
(II) Other comprehensive
incomes
15,954,365 15,954,365
Subtotal of (I) and (II)
.81 .81
(III) Capital paid in and -1,159,995. -1,159,995.
0.00 0.00 0.00 0.00 0.00 0.00
reduced by owners 71 71
1. Capital paid in by owners
2. Amounts of share-based
payments recognized in owners’
equity
-1,159,995. -1,159,995.
3. Others
71 71
(IV) Profit distribution 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
1. Appropriations to surplus
reserves
2. Appropriations to general
risk provisions
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
3. Appropriations to owners
(or shareholders)
4. Other
(V) Internal carry-forward of
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
owners’ equity
1. New increase of capital
(or share capital) from capital
public reserves
2. New increase of capital
(or share capital) from surplus
reserves
3. Surplus reserves for
making up losses
4. Other
(Ⅵ) Specific reserve
1. Withdrawn for the period
2. Used in the period
(Ⅶ) Other
595,979,09 37,754,232 69,712,050 -34,287,78 669,157,59
IV. Closing balance
2.00 .28 .51 1.04 3.75
Last year
Unit: RMB Yuan
Last year
Paid-up
Less: General Total
Item capital (or Capital Specific Surplus Retained
treasury risk owners’
share reserve reserve reserve profit
stock reserve equity
capital)
I. Balance at the end of the 595,979,09 38,914,227 69,712,050 -12,849,34 691,756,02
previous year 2.00 .99 .51 3.46 7.04
Add: change of accounting
policy
Correction of errors in
previous periods
Other
II. Balance at the beginning of 595,979,09 38,914,227 69,712,050 -12,849,34 691,756,02
the year 2.00 .99 .51 3.46 7.04
III. Increase/ decrease of amount -8,283,043. -8,283,043.
in the year (―-‖ means decrease) 80 80
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
-8,283,043. -8,283,043.
(I) Net profit
80 80
(II) Other comprehensive
incomes
-8,283,043. -8,283,043.
Subtotal of (I) and (II)
80 80
(III) Capital paid in and
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
reduced by owners
1. Capital paid in by owners
2. Amounts of share-based
payments recognized in owners’
equity
3. Others
(IV) Profit distribution 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
1. Appropriations to surplus
reserves
2. Appropriations to general
risk provisions
3. Appropriations to owners
(or shareholders)
4. Other
(V) Internal carry-forward of
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
owners’ equity
1. New increase of capital
(or share capital) from capital
public reserves
2. New increase of capital
(or share capital) from surplus
reserves
3. Surplus reserves for
making up losses
4. Other
(Ⅵ) Specific reserve
1. Withdrawn for the period
2. Used in the period
(Ⅶ) Other
595,979,09 38,914,227 69,712,050 -21,132,38 683,472,98
IV. Closing balance
2.00 .99 .51 7.26 3.24
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(III) Company Profile
Shenzhen Properties & Resources Development (Group) Ltd. (hereinafter referred to as
―company ‖ or ―the Company‖) was incorporated based on the reconstruction of Shenzhen
Properties & Resources Development Co., Ltd. after obtaining approval of ZFBF [1991] No. 831
from People’s Government of Shenzhen Municipality. The registration number of Business
License for Enterprises as Legal Person is ZQFZ No. 440301103570124.
1. Registered capital of the Company
The registered capital of the Company was RMB 541, 799,175 after bonus issue of shares on the
basis of one share for every existing 10 shares based on existing paid-in capital of the Company in
1996 and it changes to RMB 595,979,092 after bonus issue of shares on the basis of one share for
every existing 10 shares based on previous paid-in capital of RMB 541,799,175 in 2009.
2. Registered office, organization form and headquarter address of the Company
Registered office: Shenzhen Municipal, Guangdong Province, PRC
Organization form: joint-stock company with limited liability
Headquarter address: 39th and 42nd Floor, International Trade Center, Renmin South Road,
Shenzhen.
3. Nature of the business and main business scope of the Company
The business scope of the Company and its subsidiaries includes development and sale of
commodity premises, construction and management of buildings, lease of properties, supervision
of construction, domestic trading and materials supply and marketing (excluding exclusive dealing
and monopoly sold products and commodities under special control to purchase).
4. About the controlling shareholder of the Company and the Group
By the end of the reporting period, the controlling shareholder of the Company is still Shenzhen
Construction Investment Holdings in register book. In 2004, People’s Government of Shenzhen
Municipality incorporated Shenzhen Construction Investment Holdings with the other two
municipal asset management companies, namely Shenzhen Investment Management Corporation
and Shenzhen Trade and Business Holding Company, and established Shenzhen Investment
Holdings Co., Ltd. Thus, the Company’s actual controlling shareholder is Shenzhen Investment
Holdings Co., Ltd., a sole state-funded limited company, who was established in Oct. 13, 2004; its
legal representative is Mr. Chen Hongbo and the registered capital is RMB 5.6 billion. Its main
business scope is providing guarantee to municipal state-owned enterprises, management of
state-owned equity, assets reorganization, reformation, capital operation, and equity investment of
enterprises and etc. As a government department, Shenzhen State-owned Assets Supervision and
Administration Bureau manage Shenzhen Investment Holdings Co., Ltd. on behalf of People’s
Government of Shenzhen Municipality. Thus, the final controller of the Company is Shenzhen
State-owned Assets Supervision and Administration Bureau.
5. Authorization and date of issuing the financial statements
The financial statements were approved and authorized for issue by the 10th session of the 7th
board of directors of the Company on 22 Aug. 2012.
( Ⅳ ) Main accounting policies, accounting estimates and corrections of prior
accounting errors
1. Basis for preparation of financial statements
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
The company recognizes and measures transactions occurred according to Chinese Accounting
Standards – Basic standard and other related accounting standards, prepares the financial statements
based on accrual accounting and the underlying assumption of going concern.
2. Statement of compliance with Enterprise accounting standards
The company's financial statements comply with the requirements of Accounting Standards; the
company's financial position, operating results, changes in shareholder's equity and cash flow, and
other relevant information are truly and completely disclosed in financial statements.
3. Fiscal year
The Company adopts the Gregorian calendar for its accounting period, starting on January 1 and
ending on December 31 of the year.
4. Recording currency
Renminbi (RMB) is used as the recording currency.
Recording currency of overseas subsidiaries:
The overseas subsidiaries adopt the currency in its main operating environment as the recording
currency, and then translated it into RMB while preparing the financial statements.
5. Accounting method of business combination under the common control and not under the
common control
(1) Business combination under the same control
The Company adopts equity method for business combination under common control. The assets
and liabilities that the combining party obtained in a business combination shall be measured on
their carrying amount in the combined party on the combining date. The difference between the
carrying amount of net assets acquired by the combining party and the carrying amount of the
consideration paid by it (or the total par value of the shares issued) shall be adjusted to capital
surplus. If the capital surplus is not sufficient for adjustment, retained earning is adjusted
respectively. The business combination costs that are directly attributable to the combination, such
as audit fees, valuation fees, legal service fees and so on are recognized in profit or loss during the
current period when they occurred. The bonds issued for a business combination or the handling
fees, commissions and other expenses for bearing other liabilities shall be recorded in the amount
of initial measurement of the bonds or other debts. The handling fees, commissions and other
expenses for the issuance of equity securities for the business combination shall be credited
against the surplus of equity securities; if the surplus is not sufficient, the retained earnings shall
be offset. Where a relationship between a parent company and a subsidiary company is formed
due to a business combination, the parent company shall, on the combining date, prepare
consolidated financial statements according to the accounting policy of the Company.
(2) Business combination not under the same control
The Company adopts acquisition method for business combination not under common control.
The acquirer shall recognize the initial cost of combination under the following principles:
①When business combination is achieved through a single exchange transaction, the cost of a
business combination is the aggregate of the fair values, at the date of exchange, of assets given,
liabilities incurred or assumed, and equity securities issued by the acquirer, in exchange for
control of the acquiree;
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
②For the business combination involved more than one exchange transaction, accounting
treatments will be carried out separately on individual and consolidated financial statements as the
followings:
A. In the individual financial statements, the initial investment cost of the particular project will be
the sum of book value of equity in the entity before the date of acquisition and the newly added
investment cost; When the share equity before the date of acquisition involves with other
integrated gains, such gains (such as the part of fair value of the sellable financial assets accounted
into capital reserves, same for the followings) are transferred into current investment income
account.
B. In the consolidated financial statements, the share equity in the acquired entity before the date
of acquisition is recalculated upon the fair value of the equity at the date of acquisition. The
balance between the fair value and book value shall be accounted into current investment income
account; when the share equity before the date of acquisition involves with other integrated gains,
such gains are transferred into investment income account of the period when it occurred. Within
the notes of financial statement, the acquirer shall be disclosed the fair value (on the merger date)
of the shareholdings of the bargainor hold and profits or losses recognized by the revaluation.
③Agency expenses and other administrative expenses such as auditing, legal consulting, or
appraisal services occurred relating to the merger of entities are accounted into current income
account when occurred; the transaction fees of equity certificates or liability certificates issued by
the purchaser for payment for the acquisition are accounted at the initial amount of the certificates.
④Where a business combination contract or agreement provides for a future event which may
adjust the cost of combination, the Company shall include the amount of the adjustment in the cost
of the combination at the acquisition date if the future event leading to the adjustment is probable
and the amount of the adjustment can be measured reliably.
The acquirer shall, on the acquisition date, measure the assets given and liabilities incurred or
assumed by an enterprise for a business combination in light of their fair value, and shall record
the balances between them and their carrying amounts into the profits and losses at the current
period.
The acquirer shall distribute the combination costs on the acquisition date, and shall recognize all
identifiable assets, liabilities and contingent liabilities it obtains from the acquiree. (1) the acquirer
shall recognize the difference that the combination costs are over the fair value of the identifiable
net assets obtained from acquiree as goodwill; (2) if the combination costs are less than the fair
value of the identifiable net assets obtained from acquiree, the acquirer shall reexamine the
measurement of the fair values of the identifiable assets, liabilities and contingent liabilities
obtained from the acquiree as well as the combination costs; and then after the reexamination, the
result is still the same, the difference shall be recorded in the profit and loss of the current period.
Where a relationship between a parent company and a subsidiary company is formed due to a
business combination, the parent company shall prepare accounting books for future reference,
which shall record the fair value of the identifiable assets, liabilities and contingent liabilities
obtained from the subsidiary company on the acquisition date. When preparing consolidated
financial statements, it shall adjust the financial statements of the subsidiary company on the basis
of the fair values of the identifiable assets, liabilities and contingent liabilities determined on the
acquisition date according to the Company’s accounting policy of ―Consolidated financial
statement‖.
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
6. Preparation methods for consolidated financial statements
(1) Preparation methods for consolidated financial statements
1) Consolidated scope
Consolidated financial statements are included all subsidiaries of the parent.
When the parent owns, directly or indirectly through subsidiaries, more than half of the voting
power of the investee company, the investee company is regarding as subsidiary and included in the
consolidated financial statements. If the parent owns half or less of the voting power of an entity
when there is any following condition incurred, the investee company is regarding as subsidiary and
included consolidated financial statements.
A. power over more than half of the voting rights by virtue of an agreement with other investors;
B. power to govern the financial and operating policies of the entity under a statute or an agreement;
C. power to appoint or remove the majority of the members of the board of directors or equivalent
governing body;
D. power to cast the majority of votes at meetings of the board of directors or equivalent governing
body and control of the entity is by that board or body.
If there is evidence suggesting that no control of the investee company exists, the investee company
does not be included in the consolidated financial statements.
2）Preparation methods for consolidated financial statements
The consolidated financial statements are based on the financial statements of individual
subsidiaries which are included in the consolidation scope and prepared after adjustment of
long-term equity investment under equity method and elimination effect of intragroup transaction.
3）Statement of minority interests and profits or losses
The portion of the equity of the subsidiaries that are not owned by the parent is presented as minority
interest in the consolidated balance sheet.
The portion of the profit or loss of the subsidiaries that are not owned by the parent is presented as
minority interest in the consolidated income statement.
4) Accounting treatment of excess losses
When the share of losses attributable to the minor shareholders has exceeded their shares in the
shareholders’ equity at the beginning of term, the shareholders’ equity shall be deducted thereof.
5) Accounting treatment on increase or decrease of the subsidiaries during the reporting period
For any subsidiary acquired by the Company through business combination under the common
control, when the consolidated balance sheet for the current period are being prepared, the amount at
the beginning of the period in the consolidated balance sheet is made corresponding modification.
For addition business combination not under common control during the reporting period, the
Company makes no adjustment for the amount at the beginning of the period in the consolidated
balance sheet. When disposing subsidiary during the reporting period, the Company makes no
65
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
adjustment for the amount at the beginning of the period in the consolidated balance sheet.
For any subsidiary acquired by the Company through business combination under the common
control, when the consolidated income statement for the current period are being prepared, revenue,
expense and profit for the period from the beginning of the consolidated period to the year end of the
reporting period are included in the consolidated income statement. For addition business
combination not under common control during the reporting period, revenue, expense and profit for
the period from acquisition date to the year end of the reporting period is included in the
consolidated income statement. When disposing subsidiary during the reporting period, revenue,
expense and profit for the period from the beginning to the disposal date are included in the
consolidated income statement.
For any subsidiary acquired by the Company through business combination under the common
control, when the consolidated cash flow statement for the current period are being prepared, cash
flow for the period from the beginning of the consolidated period to the year end of the reporting
period is included in the consolidated cash flow statement. For addition business combination not
under common control during the reporting period, cash flow for the period from acquisition date to
the year end of the reporting period is included in the consolidated cash flow statement. When
disposing subsidiary during the reporting period, cash flow for the period from the beginning to the
disposal date is included in the consolidated cash flow statement.
(2) As for the event about purchasing and then selling (or selling and then purchasing) equities of
the same subsidiary, the Company shall disclose relevant accounting treatment methods.
7. Recognition standards for cash and cash equivalents
Cash equivalent is defined as the short-term (normally matured within three months after purchased
date), highly-liquid investment which is easily transferred into cash and has low risk of change of
value.
8. Foreign currency and accounting method for foreign currency
(1) Foreign currency business
Any transaction is converted into the accounting standard currency according to the approximate
exchange rate of the sight rate on the occurrence date of the transaction. The Company adopts the
middle exchange rate announced by the People's Bank of China at last year end as current
exchange rate.
Treatment of foreign currency exchange difference: On balance sheet date, the Company accounts
for monetary and non-monetary items denominated in foreign currencies as follows: a) monetary
items denominated in foreign currencies are translated at the foreign exchange rates ruling at the
balance sheet date. Foreign exchange gains and losses arising from the difference between the
balance sheet date exchange rate and the exchange rate ruling at the time of initial recognition or
the exchange rate ruling at the last balance sheet date are recognized in income statement; b)
Non-monetary items that are measured in terms of historical cost in a foreign currency are
translated using the current exchange rates ruling at the transaction dates. Non-monetary items
denominated in foreign currencies that are stated at fair value are translated using the current
exchange rates ruling at the dates the fair value was determined, the difference between the
amount of functional currency after translation and the original amount of functional currency is
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
treated as part of change in fair value (including change in exchange rate) and recognized in
income statement. During the capitalization period, exchange differences arising from foreign
currency borrowings are capitalized as part of the cost of the capitalized assets.
(2) Translations of financial statements in foreign currencies
The Company translates the financial statements of its foreign operation in accordance with the
following provisions: a) the asset and liability items in the balance sheets shall be translated at a
spot exchange rate ruling at the balance sheet date. Among the owner's equity items, except the
ones as "retained earnings", others shall be translated at the spot exchange rate ruling at the time
when they occurred; b) The income and expense items in the income statements shall be translated
at an exchange rate which is determined in a systematic and reasonable way and is approximate to
the spot exchange rate (calculated by the average of starting rate and closing rate on the reporting
period) ruling at the transaction date. The foreign exchange difference arisen from the translation
of foreign currency financial statements shall be presented separately under the owner's equity in
the balance sheet. The translation of comparative financial statements shall be subject to the
aforesaid provisions.
9. Financial instruments
(1) Category of financial instruments
The Company recognises a financial asset or financial liability on its balance sheet when, and only
when, the Company becomes a party to the contractual provisions of the instrument.
The Company classifies the financial assets into the following four categories: a) financial assets
at fair value through profit or loss; b) held-to-maturity investments; c) loans and receivables; and d)
available-for-sale financial assets.
The Company's financial liabilities are classified as financial liabilities at fair value through profit
or loss, and other financial liabilities.
(2) Recognition and measurement of financial liabilities
The Company recognises a financial asset or financial liability on its balance sheet when, and only
when, the Company becomes a party to the contractual provisions of the instrument.
The financial assets are initially recognized at fair value. Gains or losses arising from a change in
the fair value of a financial asset at fair value through profit or loss is recognized in profit or loss
when it incurred and relevant transaction costs are recognized as expense when it incurred. For
other financial assets, the transaction costs are recognized as costs of the financial assets.
Subsequent measurement of financial assets
A. A financial asset at fair value through profit or loss includes financial assets held for trading
and financial assets designated by the Company as at fair value through profit or loss. The
Company subsequently measures the financial asset at fair value through profit or loss at fair value
and recognises the gain or loss arising from a change in the fair value of a financial asset at fair
value through profit or loss as profit or loss in the current period.
B. Held-to-maturity investments are measured at amortized cost using the effective interest
method. A gain or loss is recognized in profit or loss during the current period when the financial
asset is derecognized or impaired and through the amortization process.
C. Loans and receivables are measured at amortized cost using the effective interest method. A
gain or loss is recognized in profit or loss during the current period when the financial asset is
derecognized or impaired and through the amortization process.
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D. Available-for-sale financial assets are measured at fair value and the gain or loss arising from a
change in the fair value of available-for-sale financial assets is recognized as capital reserve which
is transferred into profit or loss when it is impaired or derecognized. Interests or cash dividends
during the holding period are recognized in profit or loss for the current period.
Financial liabilities are initially measured at fair value. For the financial liability at fair value
through profit or loss at its fair value, relevant transaction costs are recognized as expense when it
incurred. For the other financial liabilities, relevant transaction costs are recognized as costs.
Subsequent measurement of financial liabilities
A. Financial liabilities at fair value through profit or loss include financial liabilities held for
trading and financial assets designated by the Company as at fair value through profit or loss. The
Company recognises a financial liability at fair value through profit or loss at its fair value. A gain
or loss of change in fair value is recognized in the profit or loss of the current period.
B. Other financial liabilities are measured by amortized cost using effective interest rate.
(3) Recognition and accounting method for transfer of financial assets
The Company derecognizes financial assets when the Company transfers substantially all the risks
and rewards of ownership of the financial assets. On derecognition of a financial asset in its
entirety, the difference between the follows is recognized in profit or loss of the current period.
①the carrying amount of transferring financial assets;
②the sum of the consideration received and any cumulative gain or loss that had been recognized
directly in equity (including financial assets transferred to available for sale category).
If the transferred asset is part of a larger financial asset and the part transferred qualifies for
derecognition in its entirety, the previous carrying amount of the larger financial asset is allocated
between the part that continues to be recognized and the part that is derecognized, based on the
relative fair values of those parts on the date of the transfer. The difference between the follows is
recognized in profit or loss of the current period.
①the carrying amount allocated to the part derecognized;
②the sum of the consideration received for the part derecognized and any cumulative gain or loss
allocated to it that had been recognized directly in equity (including financial assets transferred to
available for sale category).
A cumulative gain or loss that had been recognized in equity is allocated between the part that
continues to be recognized and the part that is derecognized, based on the relative fair values of
those parts.
If a transfer does not qualify for derecognition, the Company continues to recognize the
transferred asset in its entirety and shall recognize a financial liability for the consideration
received.
When the Company continues to recognize a financial asset to the extent of its continuing
involvement, the Company also recognises an associated liability. The transferred asset and the
associated liability are measured on a basis that reflects the rights and obligations that the
Company has retained.
(4) Derecognition conditions of financial liabilities
The derecognition of financial liabilities refers to the financial liabilities are written off in the
company account and balance sheet. When the prevailing obligations of a financial liability are
relieved in all or in part may the recognition of the financial liability be terminated in all or partly.
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(5) Recognition method for fair value of financial assets and financial liabilities
If there is an active market for the financial instrument, the fair value is quoted prices in the active
market.
If the market for a financial instrument is not active, the Company establishes fair value by using a
valuation technique.
(6) Withdrawal of impairment provision for financial assets (excluding accounts receivable)
A. The Company assesses the carrying amount of the financial assets except the financial asset
at fair value through profit or loss at each balance sheet date, if there is any objective evidence that
a financial asset or group of financial assets is impaired, the Company shall recognize impairment
loss.
B. The objective evidences that the Company uses to determine the impairment are as follows:
a）significant financial difficulty of the issuer or obligor;
b）a breach of contract, such as a default or delinquency in interest or principal payments;
c）the lender, for economic or legal reasons relating to the borrower's financial difficulty, granting
to the borrower a concession that the lender would not otherwise consider;
d）it becoming probable that the borrower will enter bankruptcy or other financial reorganization;
e）the disappearance of an active market for that financial asset because of financial difficulties;
f）observable data indicating that there is a measurable decrease in the estimated future cash flows
from a group of financial assets since the initial recognition of those assets, although the decrease
cannot yet be identified with the individual financial assets in the group, including: (i) Adverse
changes in the payment status of borrowers in the group or (ii) an increase in the unemployment
rate in the geographical area of the borrowers, a decrease in property prices for mortgages in the
relevant area, or adverse changes in industry conditions that affect the borrowers.
g）significant changes with an adverse effect that have taken place in the technological, market,
economic or legal environment in which the borrower operates, and indicates that the cost of the
investment in the equity instrument may not be recovered;
h）a significant or non-temporary decrease in fair value of equity investment instruments;
i）other objective evidences showing the impairment of the financial assets.
C. Measurement of impairment loss of financial assets
a）held-to-maturity investments, loans and receivables
If there is objective evidence that an impairment loss on loans and receivables or held-to-maturity
investments carried at amortized cost has been incurred, the amount of the loss is measured as the
difference between the asset's carrying amount and the present value of estimated future cash
flows. The amount of the loss is recognized in profit or loss of the current period.
The Company assesses whether objective evidence of impairment exists individually for financial
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assets that are individually significant, and individually or collectively for financial assets that are
not individually significant. If the Company determines that no objective evidence of impairment
exists for an individually assessed financial asset, whether significant or not, it includes the asset
in a group of financial assets with similar credit risk characteristics and collectively assesses them
for impairment. Assets that are individually assessed for impairment and for which an impairment
loss is or continues to be recognized are not included in a collective assessment of impairment.
The Company performs impairment test for receivables and provide bad debt provisions at the
balance sheet date. For the individually significant receivables and not individually significant
receivables, the impairment tests are both carried on individually. If there is objective evidence
that an impairment loss on loans and receivables, the Company provides provision for impairment
loss for the amount which is measured as the difference between the asset's carrying amount and
the present value of estimated future cash flows.
If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be
related objectively to an event occurring after the impairment was recognized, the previously
recognized impairment loss of financial asset measured at amortized cost is be reversed. The
amount of the reversal is recognized in profit or loss of the current period.
b）Available-for-sale financial assets
When a decline in the fair value of an available-for-sale financial asset has been recognized
directly in equity, the cumulative loss that had been recognized directly in equity is removed from
equity and recognized in profit or loss even though the financial asset has not been derecognized.
If there is objective evidence that an impairment loss has been incurred on an unquoted equity
instrument that is not carried at fair value because its fair value cannot be reliably measured, or on
a derivative asset that is linked to and must be settled by delivery of such an unquoted equity
instrument, the amount of the impairment loss is measured as the difference between the carrying
amount of the financial asset and the present value of estimated future cash flows discounted at the
current market rate of return for a similar financial asset. Such impairment losses are recognized in
the profit or loss of the current period.
If, in a subsequent period, the fair value of a debt instrument classified as available for sale
increases and the increase can be objectively related to an event occurring after the impairment
loss was recognized in profit or loss, the impairment loss is reversed, with the amount of the
reversal recognized in profit or loss of the current period.
Impairment losses recognized in profit or loss for an investment in an equity instrument classified
as available for sale is not reversed through profit or loss. For impairment loss has been incurred
on an unquoted equity instrument that is not carried at fair value because its fair value cannot be
reliably measured, or on a derivative asset that is linked to and must be settled by delivery of such
an unquoted equity instrument, the impairment loss is not reversed through profit or loss.
(7) As for event about reclassifying the undue held-to-maturity investment into available-for-sale
financial assets, the Company shall state the basis of changes in holding purpose or ability
1. No available financial resources continuously providing the funds support for the financial
assets to make them hold to maturity;
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2. It’s hard for the Company to hold the financial assets to maturity due to the restriction of laws
and administrative regulations;
3. Other situations showing that the Company has not the ability to hold the financial assets with
fixed term to maturity.
10. Recognition criteria and withdrawal methods for bad debts provision of accounts
receivable
(1) Bad debt provision for individually significant accounts receivable
Judgement basis or monetary standards of provision for bad debts of Amount of individual receivable is greater than RMB 2
the individually significant accounts receivable millions (and including 2 millions)
On balance sheet day, the impairment test is carried on
individually for the individually significant receivables; if it
is impaired after the impairment test, the Company provides
Method of individual provision for bad debts of the individually
provision for impairment loss for the amount which is
significant accounts receivable
measured as the difference between the asset's carrying
amount and the present value of estimated future cash flows,
and withdraws relevant bad debt provision.
(2) Accounts receivable for which bad debt provisions are made on the group basis
Withdrawal method of bad
Name of group debt provision on the group Recognition basis of group
basis
Receivables among the Company and its subsidiaries within the
Group 1 Other method consolidation scope which prove not impaired after individual
tests
As for other receivables which prove not impaired after
individual tests than those in Portfolio 1, considering the current
situation, the Company determines the bad-debt provisions ratio
Group 2 Aging analysis method
for them based on the actual loss ratio of the receivable portfolio
in previous years with the same or similar account age or the
similar credit risk.
In the groups, adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Withdrawal proportion for accounts Withdrawal proportion for other accounts receivable
Age
receivable (%) (%)
Within 1 year (including 1 year) 3% 3%
1-2 years 10% 10%
2-3 years 30% 30%
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Over 3 years
3-4 years 50% 50%
4-5 years 80% 80%
Over 5 years 100% 100%
In the groups, adopting balance percentage method to withdraw bad debt provision
□ Applicable √ Inapplicable
In the groups, adopting other methods to withdraw bad debt provision
√ Applicable □Inapplicable
Name of group Note of method
Receivables among the Company and its subsidiaries within the
Group 1 consolidation scope which prove not impaired after individual tests. Such
group shall not be withdrawn bad debts provision.
(3) Accounts receivable with an insignificant single amount but for which the bad debt provision
is made individually
Reason of individually withdrawing bad debt provision:
The receivable which is individually insignificant but the credit risk is high, objective evidence to
indicate impairment.
Withdrawal method for bad debt provision:
The impairment test is carries out individually, the Company recognizes provision for impairment
loss for the amount which is measured as the difference between the asset's carrying amount and
the present value of estimated future cash flows, and withdraws relevant bad debts provision.
11. Inventory
(1) Classification
Inventories of the Company include raw materials, finished goods, low-value consumption goods,
land use right held for real estate development, properties under development and completed
properties for sale.
(2) Pricing method for outgoing inventories
□ First-in first-out method √ Weighted average method □ Specific identification method □ Other
Property inventories are measured at actual cost incurred, comprising the borrowing cost
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designated for real estate development before completion of developing properties. Completed
saleable property inventories are measured using average unit area cost method. Other kinds of
inventories are measured at actual cost incurred, and when the inventories are transferred out or
issued for use, cost of the inventories is determined using weighted average cost method.
(3) Recognition basis of net realizable value and withdrawal method of depreciation reserves for
inventories
(1) Inventories shall be measured at the lower of cost and net realizable value at the balance sheet
date. Where the net realizable value is lower than the cost, the difference shall be recognized as
provision for impairment of inventories and charged to profit or loss.
①Estimation of net realizable value
Estimates of net realizable value are based on the most reliable evidence available at the time the
estimates are made, of the amount the inventories are expected to realize. These estimates take
into consideration the purpose for which the inventory is held and the influence of post balance
sheet events.
Materials and other supplies held for use in the production are measured at cost if the net
realizable value of the finished goods in which they will be incorporated is higher than their cost.
However, when a decline in the price of materials indicates that the cost of the finished products
will exceed their net realizable value, the materials are measured at net realizable value.
The net realizable value of inventories held to satisfy sales or service contracts is generally based
on the contract price.
If the quantity specified in sales contracts is less than the inventory quantities held by the
Company, the net realizable value of the excess shall be based on general selling prices.
②The Company generally provides provision for impairment of inventory individually. For large
quantity and low value items of inventories, cost and net realizable value are determined based on
categories of inventories.
Where certain items of inventory have similar purposes or end uses and relate to the same product
line produced and marketed in the same geographical area, and therefore cannot be practicably
evaluated separately from other items in that product line, costs and net realizable values of those
items may be determined on an aggregate basis.
(4) Inventory system for inventories:
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√ Perpetual inventory system □ Periodic inventory system □ Other
The inventory system for inventories is perpetual inventory system.
(5) Amortization method of the low-value consumption goods and packing articles
Low-value consumption goods
Amortisation method: one-off amortization method
Packing articles
Amortisation method:
12. Long-term equity investment
(1) Recognition of initial investment cost
The Company initially measures long-term equity investments under two conditions:
① For long-term equity investment arising from business combination, the initial cost is
recognized under the following principles.
A. If the business combination is under the common control and the acquirer obtains long-term
equity investment in the consideration of cash, non-monetary asset exchange or bearing acquiree’s
liabilities, the initial cost is the carrying amount of the proportion of the acquiree’s owner’s equity
at the acquisition date. The difference between cash paid, the carrying amount of the
non-monetary asset exchanged and the acquiree’s liabilities beard and the initial cost of the
long-term equity investment should be adjusted to capital surplus. If the capital surplus is not
sufficient for adjustment, retained earning is adjusted respectively. The business combination costs
that are directly attributable to the combination, such as audit fees, valuation fees, legal service
fees and so on are recognized in profit or loss during the current period when they occurred.
If the acquirer issuing equity securities as consideration, the initial cost is the carrying amount of
the proportion of the acquiree’s owner’s equity at the acquisition date. Amount of share capital
equal to the par value of the shares issued. The difference between initial cost of the long-term
equity investment and the par value of shares issued is adjusted to capital surplus. If the capital
surplus is not sufficient for adjustment, retained earning is adjusted respectively. The costs of
issuing equity securities occurred in business combination such as charges of security issuing and
commissions are deducted from the premium of equity securities. If the premium is not sufficient
for deducting, retained earning is adjusted respectively.
B. If the business combination is not under the common control, the acquirer recognizes the initial
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cost of combination under the following principles.
a) When business combination is achieved through a single exchange transaction, the cost of a
business combination is the aggregate of the fair values, at the date of exchange, of assets given,
liabilities incurred or assumed, and equity securities issued by the acquirer, in exchange for
control of the acquiree;
b) For a business combination that involves more than one exchange transaction, the initial
investment cost is the summation of the book value of the equity interests of the acquiree held by
the Company before the acquisition date and the new investment cost on the acquisition date;
c) The fees incurred for audit, legal consultation, valuation services and other management
expenses are to be recognized in profit or loss at the time such costs incurred. The transaction
costs incurred by the acquirer for issuing equity securities or debt securities as the consideration of
the acquisition are to be recognized as the initial amount of such equity security or debt security.
d) Where a business combination contract or agreement provides for a future event which may
adjust the cost of combination, the Company shall include the amount of the adjustment in the cost
of the combination at the acquisition date if the future event leading to the adjustment is probable
and the amount of the adjustment can be measured reliably.
②For long-term equity investment obtained in any method other than business combination, the
initial cost is recognized under the following principles.
A. If the long-term equity investment is acquired in cash consideration, the initial cost is the
actual payment which includes direct expenses paid to acquire the long-term equity investment,
taxes and other necessary expense.
B. If the long-term equity investment is acquired by issuing equity securities, the initial cost is
the fair value of the equity securities issued. However, cash dividends or profits that are declared
but unpaid shall not be included in the initial cost. Direct costs attributed to issue equity securities
such as handling charges and commissions paid to securities underwriting agencies are deducted
from premium of equity securities. If the premium is not sufficient for deduction, reserved fund
and retained earnings is adjusted respectively.
C. For the long-term equity investment invested by investors, the initial cost is the agreed value
prescribed in the investment contract or agreement unless the agreed value is not fair.
D. For the long-term equity investment acquired through non-monetary asset exchange, the
initial cost is recognized according to ―Accounting Standards for Business Enterprises No.
7-Non-monetary transactions‖.
E. For the long-term equity investment acquired through debt restructuring, the initial cost is
recognized according to ―Accounting Standards for Business Enterprises No. 12-Debt
restructuring‖.
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
③If there are cash dividends or profits that are declared but unpaid included in the consideration
paid, the cash dividends or profits declared but unpaid shall be recognized as receivables
separately rather than as part of initial cost of long-term equity instruments no matter through
which method the long-term equity investment is acquired.
(2) Subsequent measurement and recognition of profits or losses
The Company adopts either cost method or equity method for the long-term equity investment
hold according to the extent of influence, existence of active market and availability of fair value.
The equity method is used when the Company has joint control or significant influence over the
investee enterprise. The cost method is used when the Company has the control or does not have
joint control or significant influence over the investee enterprise and there is no quote price in
active market or there is no reliable fair value.
①For the long-term equity investment under cost method, and except from cash dividends or
profits distributed are declared but unpaid included in the consideration paid, the other declared
cash dividends or profits are normally recognized as investment income for the current period
when it incurred. The net profits are no longer divided into the pre-investment profits and
after-investment profits.
The Company recognizes the receivable cash dividends or profits according to above regulations,
and the impairment test is needed to be concerned. To indicate the evidence of impairments, it
should be concerned about whether the carrying amount of the long-term equity investments is
greater than the book value of net assets that have been acquired (including the related goodwill)
or other similar situations. When these situations occur, the impairment test of long-term equity
investments should be performed according to ―Chinese Accounting Standard No.8 - Impairment
of assets‖, Where the carrying amount of long-term equity investment exceeds the recoverable
amount, the difference shall be recognized as impairment loss, and a provision for impairment loss
should be made.
②For long-term equity investment under equity method, the Company adjusts carrying amount of
the long-term equity investment and recognizes investment income according to the proportion of
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net profit or loss realized by the investee enterprise after acquisition. The Company reduces
carrying amount of the long-term equity investment by the proportion of declared cash dividend or
profit which shall be distributed to the Company.
For long-term equity investment under equity method, the Company recognizes net losses
incurred by the investee enterprise to the extent that the carrying amount of the long-term equity
investment and other long-term equities that are in substance treated as net investment in the
investee enterprise is reduced to zero except there is further obligation of the excess losses. If the
investee enterprise makes net profits in subsequent periods, the Company shall continue to
recognize investment income after using its share of net profits of the investee enterprise to cover
its unrecognized losses.
③The Company adopts the same manner of financial instrument for the impairment of long-term
equity investment which is measured under cost method and there is no quote price in active
market or there is no reliable fair value. Impairment of long-term equity investments other than
above refers to accounting policy ―Impairment of assets‖ of the Company.
④On disposal of a long-term equity investment, the difference between the carrying amount of
the investment and the sale proceeds actually received is recognized as an investment gain or loss
for the current period. Where the equity method is adopted, when a long-term equity investment is
disposed, the amount of change in owner’s equity of the investee enterprise other than net profit or
loss which is previously recorded in owner’s equity of the Company shall be transferred to profit
or loss for the current period according to corresponding proportion.
(3) The basis for determination of joint control or significant influence over investee enterprise
A joint control over investee enterprise is established when the investment of the Company
satisfied the following conditions:
①Any Joint ventures party cannot control the operating activities of Joint ventures individually;
②Decisions regarding the basic operating activities of Joint ventures shall be agreed by all Joint
ventures parties;
③All Joint ventures parties may appoint one of them to manage the operating activities of Joint
ventures, and the management over the financial and operating policies exercised by the Joint
ventures party appointed shall be limited to the extent agreed by all Joint ventures parties.
A significant influence over investee enterprise is established when the investment of the
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Company satisfied the following conditions:
①The Company has representation on the board of directors or equivalent governing body of the
investee.
②The Company participates in policy-making processes, including participation in decisions
about dividends or other distributions.
③Material transactions occur between the Company and the investee enterprise.
④The Company dispatches managerial personnel to the investee enterprise.
⑤The Company provides essential technical information to the investee enterprise. If the
Company holds, directly or indirectly (e.g. through subsidiaries), 20 percent or more but less than
50 percent of the voting power of the investee enterprise, it is presumed that the Company has
significant influence over the investee enterprise.
(4) Impairment test and method of provision for impairment loss
The Company adopts the same manner of financial instrument for the impairment of long-term
equity investment which is measured under cost method and there is no quoted price in active
market or there is no reliable fair value. Impairment of long-term equity investments other than
above refers to accounting policy ―Impairment of assets‖ of the Company.
13. Recognition and measurement of investment properties
1. Investment properties of the Company are properties held to earn rentals or for capital
appreciation or both, mainly comprising:
①Land use right which has already been rented;
②Land use right which is held for transfer out after appreciation;
③Property that has already been rented.
2. Investment property shall be recognized as an asset when the following conditions are satisfied:
①It is probable that the future economic benefits that are associated with the investment property
will flow to the Company;
②The cost of the investment property can be measured reliably.
3. Initial measurement
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An investment property is measured initially at its cost.
①The cost of a purchased investment property comprises its purchase price, related tax expenses
and any directly attributable expenditure.
②The cost of a self-constructed investment property comprises all necessary construction
expenditures incurred before the property is ready for its intended use.
③The cost of a property acquired by other means shall be recognized according to relevant
accounting standards.
4. Subsequent measurement
After initial recognition, the Company adopts the cost model to measure its investment properties.
The Company amortizes or depreciates its investment properties measured using cost model in the
same way as fixed assets and intangible assets.
The Company values the investment property measured using cost model at the lower of its cost
and its recoverable amount at the end of the period. Where the cost exceeds the recoverable
amount, the difference shall be recognized as impairment loss. Once a provision for impairment
loss is made, it cannot be reversed.
14. Fixed assets
(1)Recognized standard of fixed assets
Fixed assets are tangible assets that: 1) are held for use in the production or supply of goods or
services, for rental to others, or for administrative purposes; and 2) have useful life more than one
year.
A fixed asset shall be initially recognized at cost when the following conditions are satisfied:
① It is probable that future economic benefits associated with the assets will flow to the
Company;
② The cost of the assets can be measured reliably.
(2) Recognition basis and pricing method of fixed assets by finance lease
The Company identifies a lease of asset as finance lease when substantially all the risks and
rewards incidental to legal ownership of the asset are transferred.
A fixed asset acquired under finance lease shall be valued at the lower of the fair value of the
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leased asset and the present value of the minimum lease payments at the inception of lease.
The depreciation method of fixed assets acquired under finance lease is consistent with that for
depreciable assets owned by the Company. If the Company can reasonably confirm that it will
obtain the ownership of leased asset at the end of lease term, the leased asset shall be depreciated
during the useful life of the leased asset. If the Company cannot reasonably confirm that it will
obtain the ownership of leased asset at the end of lease term, the leased asset shall be depreciated
during shorter of the useful life of the leased asset and the lease term.
(3) Depreciation methods of fixed assets
The depreciation method adopted by the Company is straight-line method.
The estimated useful lives, residual value and annual depreciation rate of fixed assets are shown as
follows:
Category of fixed assets Useful life (Y) Expected net salvage value Annual deprecation
Housing and building 20-25 5-10 3.8-4.5
Machinery equipments 10 5 9.5
Electronic equipments and other 5 5 19
Transportation vehicle 5 5 19
Decoration for fixed assets 5 20
Other equipments 5 5 19
Fixed assets acquired under
-- -- --
finance lease:
Of which: housing and building
Machinery equipments
Electronic equipments and other
Transportation vehicle
Other equipments
(4) Testing method of impairment and withdrawal method of provision for impairment on fixed
assets
Impairment of fixed asset refers to accounting policy ―Impairment of assets‖ of the Company.
(5) Other explanations
Subsequent expenditure relating to a fixed asset shall be added to the carrying amount of the asset
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when the expenditure qualifies for capitalization. Subsequent expenditure that does not qualify for
capitalization shall be recognized as an expense for the current period.
The Company reviews the useful life, estimated residual value and depreciation method of a fixed
asset at the end of each financial year. If expectations are significantly different from previous
estimates, the useful life shall be revised accordingly. If expectations are significantly different
from previous estimates, the estimated residual value also shall be revised accordingly. If there has
been a significant change in the expected realization pattern of economic benefits from those
assets, the depreciation method shall be changed accordingly. The changes in useful life, estimated
residual value and depreciation method shall be treated as change in accounting estimates.
15. Construction in progress
(1) Categories of construction in progress
The construction in progress includes the construction work, installation work, technical
reformation work, overhaul work during the preparation period and the construction period.
Relevant construction costs are recognized with the total expenses actually occurred.
(2) Standards and time of transferring construction in progress into fixed asset
Construction in process is transferred to fixed assets with the total expenses actually occurred
when the construction in progress are ready for their intended use.
(3) Impairment test method and withdrawal method for impairment provision of construction in
progress
Impairment of construction in progress refers to accounting policy ―Impairment of assets‖ of the
Company.
16. Borrowing costs
(1) Recognition principles for capitalization of borrowing costs
The costs of borrowings designated for acquisition or construction of qualifying assets should be
capitalized as part of the cost of the assets. Capitalization of borrowing costs starts when
① The capital expenditures have incurred;
② The borrowing costs have incurred;
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③ The acquisition and construction activities that are necessary to bring the asset to its expected
usable condition have commenced.
Other borrowing costs that do not qualify for capitalization should be expensed off during current
period.
(2) Capitalization period of borrowing costs
The capitalization period shall refer to the period from the commencement to the cessation of
capitalization of the borrowing costs, excluding the period of suspension of capitalization of the
borrowing costs.
(3) Period of suspension of capitalization of borrowing costs
Capitalization of borrowing costs should be suspended during periods in which the acquisition or
construction is interrupted abnormally, and the interruption period is three months or longer.
These borrowing costs should be recognized directly in profit or loss during the current period.
However, capitalization of borrowing costs during the suspended periods should continue when
the interruption is a necessary part of the process of bringing the asset to working condition for its
intended use.
Capitalization of borrowing costs ceases when the qualifying asset being acquired or constructed
is substantially ready for its intended use. Subsequent borrowing costs should be expensed off
during the period in which they are incurred.
(4) Calculation method of capitalized amount of borrowing costs
To the extent that funds are borrowed specifically for the purpose of acquiring or constructing a
qualifying asset, the amount of borrowing costs eligible for capitalization on that asset is
determined as the actual borrowing costs incurred on that borrowing during the period less any
investment income on the temporary investment of the borrowing.
To the extent that funds are borrowed generally and used for the purpose of acquiring or
constructing a qualifying asset, the amount of borrowing costs eligible for capitalization shall be
determined by applying a capitalization rate to the weighted average of excess of accumulated
expenditures on qualifying asset over that on specific purpose borrowing. The capitalization rate is
the weighted average rate of the general borrowings.
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17. Biological assets
Inapplicable
18. Oil-gas assets
Inapplicable
19. Intangible assets
(1) Pricing method of intangible assets
Intangible assets are identifiable non-monetary asset that are owned or controlled by the Company
and are without physical substance.
The Company recognizes an intangible asset when that intangible asset fulfills both of the
following conditions:
①It is probable that the economic benefits associated with that asset will flow to the Company;
and
②The cost of that asset can be measured reliably.
Measurement of intangible assets
①An intangible asset is measured initially at its cost.
②Subsequent measurement of intangible assets: For an intangible asset with finite useful life, the
Company estimates its useful life at the time of acquisition and amortizes it during its useful life in
a reasonable and systematic way. The amount of amortization is allocated to relevant costs and
expenses according to the nature of beneficial items. The Company does not amortize intangible
asset with infinite useful life.
(2) Estimated useful life of intangible assets with limited useful life
If an intangible asset is gained from contractual rights or other legal rights, its useful life shall not
exceed the power limit of contractual rights or other legal rights. If the estimated useful life of an
intangible asset is shorter than the period stipulated under the contractual rights or other legal
rights, it shall use the estimated useful life to determine the useful life of intangible assets.
Item Estimated useful life Basis
Taxi operating license
50 years, 12 years Period stipulated in the contractual rights
plate
(3) Judgment basis of intangible assets with uncertain useful life
If it is unable to forecast the period when the intangible asset can bring economic benefits to the
enterprise, it shall be regarded as an intangible asset with uncertain service life, which shall not be
amortized.
(4) Withdrawal of impairment provision of intangible assets
Impairment of intangible assets refers to accounting policy ―Impairment of assets‖ of the
Company.
(5) Criteria of separating the research phase and development phase of internal R&D project
The term "research" refers to the creative and planned investigation to acquire and understand new
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scientific or technological knowledge.
The term "development" refers to the application of research achievements and other knowledge
to a certain plan or design, prior to the commercial production or use, so as to produce any new
material, device or product, or substantially improved material, device and product.
Expenditures incurred during the development phase of an internal project shall be recognized as
an intangible asset if, and only if, the Company can demonstrate all of the following:
①The technical feasibility of completing the intangible asset so that it will be available for use or
sale;
②Its intention to complete the intangible asset and use or sell it;
③The method that the intangible asset will generate probable future economic benefits. Among
other things, the Company can demonstrate the existence of a market for the output of the
intangible asset or the intangible asset itself or, if it is to be used internally, the usefulness of the
intangible asset;
④ The availability of adequate technical, financial and other resources to complete the
development and to use or sell the intangible asset;
⑤It’s able to reliably measure the expenditure attributable to the intangible asset during its
development.
(6) Calculation of the expenditures of internal R&D project
Expenditures incurred during the research phase of an internal project shall be recognized as
expenses in the period in which they are incurred.
The expenditures incurred in during the development phase of internal R&D project of the
Company shall be recognized as the costs of intangible asset if it’s qualified, which consists of all
the necessary expenditures for the creation and production of the asset as well as making it to
operate under the expected way of the management team.
20. Amortization method of long-term deferred expenses
The Company recognizes all expenses which have occurred during the period but shall be
amortized beyond one year, such as improvement expenditures of operating leased fixed assets, as
long-term deferred expenses. The Company amortizes long-term deferred expenses using
straight-line method according to relevant beneficial periods.
21. Assets transfer with repurchasing conditions
Buy-back after the sale: It is a sale means which the seller during selling goods agrees to buy back
the same or similar goods at the later date. Under such mode, the seller shall make judgment in
whether selling goods satisfies the recognition of revenue in accordance to the contract or
agreement. Normally, the transaction of repurchase after sale belongs to a financial transaction,
the main risk and rewards of the goods ownership has not been transferred. The enterprise shall
not recognize the revenue. For the amount which the repurchase price greater than the original sale
price, the enterprise shall accrue the interest fees to the financial fees within the repurchase period.
For the property transfer with repurchase conditions, in consideration of the economic substance
of transactions, the accounting method shall be disclosed.
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22. Estimated liabilities
(1) Recognition criteria of estimated liabilities
The company should recognize the related obligation as a provision for liability when the
obligation meets the following conditions:
①That obligation is a present obligation of the enterprise;
②It is probable that an outflow of economic benefits from the enterprise will be required to settle
the obligation;
③A reliable estimate can be made of the amount of the obligation.
(2) Measurement of estimated liabilities
To fulfill the present obligations, which initially measured by the best estimate of the expenditure
required to settle the liability. Where there is a continuous range of possible amounts of the
expenditure required to settle the liability, as all kinds of possibilities are at same level, the best
estimate should be determined according to the average of the lower and upper limit of the range.
In other cases, the best estimate should be determined in accordance with the following methods:
①Where the contingency involves a single item, the best estimate involves a singe item, the best
estimate should be determined according to the most likely outcome;
②Where the contingency involves several items; the best estimate should be determined by
weighting all possible outcomes by their associated probabilities of occurrence.
To determine the best estimate, it should be considered with factors such as: related contingency
risks, uncertain matters and time value of currency. If time value of currency has a significant
impact, the best estimate should be measured at its converted present value through the relevant
future cash outflows.
Where some or all of the expenditures are expected to be reimbursed by a third party, the
reimbursement should be separately recognized as an asset only when it is virtually received. The
amount of the reimbursement should not exceed the carrying amount of the liability recognized.
At balance sheet date, the Company should review book value of provision for liabilities. If there
is strong evidence that the book value does not truly indicate the current best estimate, it should be
adjusted in accordance with the current best estimate.
23. Share-based payment and equity instruments
(1) Categories of share-based payment
Recognition and measurement of share-based payment are based on true, complete and valid
share-based payment agreement. Share-based payment transaction comprises equity-settled
share-based payment transactions and cash-settled share-based payment transactions.
(2) The measures for the recognition of the fair value of the equity instrument
For the shares granted to the employees, its fair value shall be measured in accordance to the
market price of the entity stocks, and at the same time it shall make adjustment in the
consideration of the relative terms and conditions which the stocks are granted (excluding the
vesting conditions besides the market conditions). If the entity is not traded publicly, it should be
measured in accordance to the estimated market prices and it shall make adjustment in the
consideration of the relative terms and conditions which the stocks are granted.
For the stock options granted to the employees, if there is no similar terms and conditions for the
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option trade, it shall estimate the fair value of the granted option through option pricing model.
When the enterprise determines the fair value on the granting date of the equity instruments, it
shall consider the influence by the market conditions of the vesting conditions and the non vesting
condition in the share-based payment agreement. For the share-based payment containing non
vesting conditions, as long as the employees or other party satisfy all the non-marketing
conditions of the vesting conditions (such as service period, etc.), the enterprise shall confirm the
relevant costs of the received service.
(3) Basis for the recognition of the best estimation of the vested equity instruments
On the balance sheet date during the waiting period, the company shall make the best estimate
based on the subsequence information regarding the number of employees who newly obtains the
vest; revise the quantity of the predicted vested equity instruments in order to make the best
estimate of vested equity instruments.
(4) Relevant accounting treatment on the implementation, revision and termination of share-based
payment plan
Equity-settled share-based payment transactions in which the Company receives employee’s
services as consideration for equity instruments of the Company are measured as fair value of the
equity instrument granted to the employees. As to an equity-settled share-based payment in return
for services of employees, if the right may be exercised immediately after the grant, the fair value
of the equity instruments shall, on the date of the grant, be included in the relevant cost or expense
and the capital surplus shall be increased accordingly. As to a equity-settled share-based payment
in return for employee services, if the right cannot be exercised until the vesting period comes to
an end or until the prescribed performance conditions are met, then on each balance sheet date
within the vesting period, the services obtained during the current period shall, based on the best
estimate of the number of vested equity instruments, be included in the relevant costs or expenses
and capital surplus at the fair value of the equity instruments on the date of the grant.
Cash-settled share-based payment is measured in accordance with the fair value of liability
undertaken by the Company that is calculated based on the shares or other equity instruments. As
to a cash-settled share-based payment, if the right may be exercised immediately after the grant,
the fair value of the liability undertaken by the Company, on the date of the grant, is included in
the relevant costs or expenses, and the liabilities shall be increased accordingly. As to a
cash-settled share-based payment, if the right may not be exercised until the vesting period comes
to an end or until the specified performance conditions are met, on each balance sheet date within
the vesting period, the services obtained during the current period shall, based on the best estimate
of the information about the exercisable right, be included in the relevant costs or expenses and
the corresponding liabilities at the fair value of the liability undertaken by the enterprise.
If the modification increases the fair value of the equity instruments granted, the entity shall
include the incremental fair value granted in the measurement of the amount recognized for
services received as consideration for the equity instruments granted; similarly, if the modification
increases the number of equity instruments granted, the entity shall include the fair value of the
additional equity instruments granted, measured at the date of the modification, in the
measurement of the amount recognized for services received as consideration for the equity
instruments granted; if the entity modifies the vesting conditions in a manner that is beneficial to
the employee, the entity shall take the modified vesting conditions into account when applying the
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requirements of a vesting condition.
If the modification reduces the fair value of the equity instruments granted, the entity shall not
take into account that decrease in fair value and shall continue to measure the amount recognized
for services received as consideration for the equity instruments based on the grant date fair value
of the equity instruments granted; if the modification reduces the number of equity instruments
granted to an employee, that reduction shall be accounted for as a cancellation of that portion of
the grant; if the entity modifies the vesting conditions in a manner that is not beneficial to the
employee, the entity shall not take the modified vesting conditions into account when applying the
requirements of a vesting condition.
If a grant of equity instruments is cancelled or settled during the vesting period (other than a grant
cancelled by forfeiture when the vesting conditions are not satisfied): as an acceleration of vesting,
and shall therefore recognize immediately the amount that otherwise would have been recognized
for services received over the remainder of the vesting period.
24. Repurchase of shares of the Company
Following the legally approved procedures, the company reduces its capital by repurchasing the
company’s stocks. The owners’ equity shall be adjusted by the difference between the total of the
cancelled share equity and capital stock, the cost to repurchase the stocks (including trading fees)
and stock equity. For the amount exceed the total of the par value of shares, it shall reduce the
capital reserve (capital premium), surplus reserve, and undistributed profits; for the amount less
than the total of the par value of shares, the capital reserve (capital premium) should be increased
for the amount less than corresponding equity cost.
The repurchasing shares shall be managed as treasury shares before they are cancelled or
transferred. The total cost to repurchase shares shall be transferred to the cost of the treasury
shares.
During the transfer of the treasury shares, when the transfer income is greater than the cost of
treasury shares, the capital reserve (capital premium) should be increased; when the transfer
income is less than the cost of treasury shares, capital reserve (capital premium), surplus reserve,
and undistributed profits should be written-down in turns.
Repurchasing stocks in purpose of equity incentives, the value of treasury stocks is measured at all
the actual cost relating to repurchasing stocks, and the details should be taken reference to the
registration.
25. Revenue
(1) Criteria for recognition time of revenue from selling goods
Revenue from the sale of goods is recognized when all of the following conditions have been
satisfied: The Company has transferred to the buyer the significant risks and rewards of ownership
of the goods; The Company retains neither continuing managerial involvement to the degree
usually associated with ownership nor effective control over the goods sold; The economic
benefits associated with the transaction will flow to the Company; and the relevant amount of
revenue and costs can be measured reliably.
Revenue from the sale of properties is recognized upon a) final acceptance of the construction of
property is completed and the property is transferred to buyer, b) buyer receives and accepts the
settlement billing and c) the Company receives all considerations of sale of property (down
payment and mortgage received from bank for property purchasing by installments) and the
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conditions for obtaining certificate of title to house property are satisfied.
Revenue from leasing of property is recognized when a) the economic benefits associated with
leasing of property will flow to the Company and b) the amount of revenue can be measured
reliably. If lessor provides rent-free period, lessor shall allocate total rental by straight-line method
or other reasonable method during entire lease term without deducting rent-free period. Lessor
shall recognize rental income during rent-free period.
(2) Recognition basis of revenue from transferring use right of asset
Revenue arising from the Company’s assets used by others is recognized when (a) it is probable
that the economic benefits associated with the transaction will flow to the Company and (b) the
amount of the revenue can be measured reliably. Interest revenue should be measured based on the
length of time for which the Company's cash is used by others and the applicable interest rate.
Royalty revenue should be measured in accordance with the period and method of charging as
stipulated in the relevant contract or agreement.
(3) Recognition basis and method for the schedule of contracted project when recognizing the
revenue from providing labor services and construction contract by percentage-of-completion
method
Revenue from rendering of services (excluding long-term contract) is by reference to the
percentage of completion of the service at closing date when the outcome of transaction can be
reliably estimated. The outcome of transaction can be reliably estimated when a) the total revenue
and cost can be reliably measured, b) the percentage of completion can be determined reliably and
c) the economic benefit pertaining to the service will flow to the Company. If the outcome of
transaction cannot be reliably estimated, the Company shall recognize revenue to the extent of
costs incurred that are expected to be recoverable and charge an equivalent amount of cost to
profit or loss.
Recognition of construction contract revenue
A. When the outcome of a construction contract can be reliably estimated, construction contract
revenue is recognized by reference to the percentage of completion of the contract activity at
closing date. The outcome of a construction contract can be reliably estimated when a) total
contract revenue and contract costs incurred can be measured reliably, b) both the contract costs to
complete the contract and the percentage of completion can be measured reliably and c) it is
probable that the economic benefits associated with the contract will flow to the Company. The
percentage of completion of a contract is determined as the proportion that actual contract costs
incurred to date bears to the estimated total contract costs.
B. When the outcome of a construction contract cannot be estimated reliably, contract revenue
should be recognized to the extent of contract costs that can be recovered and contract costs
should be recognized as expense in the period in which they are incurred.
C. If total estimated contract costs will exceed total contract revenue, the estimated loss should be
recognized immediately as an expense during the current period.
26. Government subsidies
(1) Types
The Company’s government grants which including monetary assistance or non-monetary grants
at fair value, shall not be recognized until there is reasonable assurance that:
①The entity will comply with the condition attaching to them;
②The grants will be received from government.
(2) Accounting treatment method
① If monetary grants are received, it recognized at actual received or receivable amount. If
non-monetary grants are received, it recognized at fair value, replacing with nominal amount
while fair value is not reliable.
② The Capital approach for government grants, the grant is recognized as deferred income when
it is acquired. Since the related assets achieve its intended using status, the deferred income is
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amortized and recognized in profit and loss during asset’s using period. If related assets were
disposed before using period ended, undistributed deferred income shall be shift to current profit
and loss at once.
The Income approach for government grants, to retrieve expense or loss of the Company in further
period, the government grants is recognized as deferred income, and shall be recorded in profit
and loss when that expense or loss occurred. To retrieve expense or loss of the Company in
current period, the government grants shall be recorded directly in current profit and loss.
③ Confirmed repayment of government grants
A. When deferred income exists, the repayment write-downs closing balane of deferred income,
and the exceed part shall be recognized in current profit and loss;
B. When no deferred income exists, the repayment shall be recognized directly in current profit
and loss.
27. Deferred income tax assets and deferred income tax liabilities
(1) Recognition basis of deferred income tax assets
The Company adopts the balance sheet liability method for income tax expenses.
①Where there are deductible temporary differences between the carrying amount of assets or
liabilities in the balance sheet and their tax bases, a deferred tax asset shall be recognized for all
those deductible temporary differences to the extent that it is probable that taxable profit will be
available against which the deductible temporary difference can be utilized. Deferred tax assets
arising from deductible temporary differences should be measured at the tax rates that are
expected to apply to the period when the asset is realized or the liability is settled.
②At the balance sheet date, where there is strong evidence showing that sufficient taxable profit
will be available against which the deductible temporary difference can be utilized, the deferred
tax asset unrecognized in prior period shall be recognized.
③The Company assesses the carrying amount of deferred tax asset at the balance sheet date. If it’s
probable that sufficient taxable profit will not be available against which the deductible temporary
difference can be utilized, the Company shall write down the carrying amount of deferred tax asset,
or reverse the amount written down later when it’s probable that sufficient taxable profit will be
available.
(2) Recognition basis of deferred income tax liabilities
A deferred tax liability shall be recognized for all taxable temporary differences, which are
differences between the carrying amount of an asset or liability in the balance sheet and its tax
base, and measured at the tax rates that are expected to apply to the period when the asset is
realized or the liability is settled.
28. Operating lease and financial lease
(1) Accounting treatments of operating lease
Lessee in an operating lease shall treat the lease payment under an operating lease as a relevant
asset cost or the current profit or loss on a straight-line basis over the lease term. The initial direct
costs incurred shall be recognized as the current profit or loss; Contingent rents shall be charged as
expenses in the periods in which they are incurred.
Lessors in an operating lease shall present the assets subject to operating leases in the relevant
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items of their balance sheet according to the nature of the asset. Lease income from operating
leases shall be recognized as the current profit or loss on a straight-line basis over the lease term;
Initial direct costs incurred by lessors shall be recognized as the current profit or loss; Lessors
shall apply the depreciation policy for the similar assets to depreciate the fixed assets in the
operating lease; For other assets in the operating lease , lessors shall adopt a reasonable
systematical method to amortize; Contingent rents shall be charged as expenses in the periods in
which they are incurred.
(2) Accounting treatments of financial lease
For the lessee, a fixed asset acquired under finance lease shall be valued at the lower of the fair
value of the leased asset and the present value of the minimum lease payments at the inception of
lease. The minimum lease payments as the entering value in long-term account payable, the
difference as unrecognized financing charges; The initial direct costs identified as directly
attributable to activities performed by the lessee during the negotiation and signing of the finance
lease such as handling fees, legal fees, travel expenses, stamp tax shall be counted as lease asset
value; the unrecognized financing charges shall be apportioned at each period during the lease
term and adopt the effective interest rate method to calculate and confirm the current financing
charge; Contingent rents shall be charged as expenses in the periods in which they are incurred.
When the lessee calculates the present value of the minimum lease payments, for that lessee who
can obtain the interest rate implicit in the lease, the discount rate shall be the interest rate implicit
in the lease; otherwise the discount rate shall adopt the interest rate specified in the lease
agreement. If the lessee can not get the interest rate implicit in the lease and there is no specified
interest rate in the lease agreement, the discount rate shall adopt the current bank loan interest rate.
Lessees shall depreciate the leased assets with the depreciation policy which is consistent with the
normal depreciation policy for similar assets. If there is reasonable certainty that the lessee will
obtain ownership by the end of the lease term, the depreciation shall be allocated to the useful life
of the asset. If there is no reasonably certainty that the lessee will obtain ownership by the end of
the lease term, the asset shall be depreciated over the shorter of the lease term and its useful life.
On the initial date of financial lease, lessee of the financial lease shall record the sum of the
minimum lease payments and initial direct costs as the financing lease accounts receivable, and
also record the non-guaranteed residual value; recognize the difference between the total
minimum lease payments , initial direct costs, non-guaranteed residual value and sum of the
present value as the unrealized financing income; the unrealized financing income shall be
distributed to each period over the lease term; adopt the actual interest rate to calculate the current
financial income; Contingent rents shall be charged as expenses in the periods in which they are
incurred.
29. Assets held for sale
(1) Recognition criteria of the assets held for sale
The Non-Current Assets which meet the following conditions will be classified as assets held for
sales by the company:
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①The entity has made the resolution in disposing the non-current assets.
②The entity has signed the irrevocable transfer agreement with the assignee.
③The sale transaction is highly probable to be completed within one year.
(2) Accounting treatments of the assets held for sale
For the fixed assets held for sales, the entity shall adjust the predicted net residual value of this
fixed asset to make the predicted net residual value of this fixed asset to reflect the amount of its
fair value less costs to sell, but it shall not exceed the original book value of fixed assets at the
time when it meets the conditions of held for sales. The difference between the original book
value and the adjusted predicted net residual value shall be treated as loss in assets and presented
in profit or loss of current period. The fixed assets held for sales shall not count the depreciation
but shall be measured at the lower of its carrying amount and the fair value less costs to sell.
The other non-current assets such as impairment assets which meet the conditions of held for sales
shall be treated in accordance to the above principles.
30. Capitalization of assets
Inapplicable
31. Hedging accounting
Inapplicable
32. Changes in main accounting policies and estimates
Were the main accounting policies or estimates changed during the report period?
□Yes √No □ Inapplicable
(1) Change of accounting policies
Were the main accounting policies changed during the report period?
□Yes √No □ Inapplicable
(2) Change of accounting estimates
Were the main accounting estimates changed during the report period?
□Yes √No □ Inapplicable
33. Correction of previous accounting errors
Was any accounting error made in previous periods discovered in the report period?
□Yes √No □ Inapplicable
(1) Retrospective restatement method
Was any previous accounting error adopting retrospective restatement method discovered in the
report period?
□Yes √No □ Inapplicable
(2) Prospective application method
Was any previous accounting error adopting prospective application method discovered in the
report period?
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□Yes √No □ Inapplicable
34. Other main accounting policies and estimates as well as compilation method of financial
statements
Accounting policy for impairment of assets of the Company:
It suggests that an asset may be impaired if there are any of the following indications
(1) in the period, an asset's market value has declined significantly more than it would be expected
as a result of the passage of time or normal use during the current period;
(2) significant changes with an adverse effect on the Company have taken place during the period,
or will take place in the near future, in the technological, market, economic or legal environment
in which the Company operates or in the market to which an asset is dedicated;
(3) market interest rates or other market rates of return on investments have increased during the
period, and those increases are likely to affect the discount rate used in calculating an asset's value
in use and decrease the asset's recoverable amount materially;
(4) evidence is available of obsolescence or physical damage of an asset;
(5) the asset becomes idle, or the Company plans to discontinue or to dispose of an asset before
the previously expected date;
(6) evidence is available from internal reporting that indicates that the economic performance of
an asset is, or will be, worse than expected, for example, the net cash flow generated from assets
or the operating profit (or loss) realized by assets is lower (higher) than the excepted amount, etc.;
and
(7) Other evidence indicates that assets may be impaired.
The Company assesses long-term equity investment, fixed assets, construction materials,
constructions in progress and intangible assets (except for those with uncertain useful life) that
apply Accounting Standard for Business Enterprises No. 8 - Impairment of assets at the balance
sheet date. If there is any indication that an asset may be impaired, the Company should assess the
asset for impairment and estimate the recoverable amount of the impaired asset. Recoverable
amount is measured as the higher of an asset's fair value less costs to sell and the present value of
estimated future cash flows from continuing use of the asset. If carrying amount of an asset is
higher than its recoverable amount, the carrying amount of this asset should be written down to its
recoverable amount with the difference recognized as impairment loss and charged to profit or
loss accordingly. Simultaneously a provision for impairment loss should be made.
There is any indication that an asset may be impaired, the Company usually estimates its
recoverable amount on an individual item basis. However if it’s not possible to estimate
recoverable amount of the individual asset, the Company should determine the recoverable
amount of the cash-generating unit to which the asset belongs.
An asset's cash-generating unit is the smallest group of assets that includes the asset and generates
cash inflows that are largely independent of the cash inflows from other assets or groups of assets.
Identification of cash-generating unit is based on whether the cash inflows generated by the
cash-generating unit are largely independent of the cash inflows from other assets or groups of
assets.
The Company assesses goodwill acquired in a business combination and intangible assets with
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
uncertain useful life for impairment each year no matter whether indication that an asset may be
impaired exists or not. Impairment assessment of goodwill is carried together with the impairment
assessment of related cash-generating unit or group of cash-generating units.
Once impairment loss is recognized, it cannot be reversed in subsequent financial period.
(V) Taxation
1. Main taxes and tax rate
Category of taxes Tax basis Tax rate
VAT Operating revenue 6%、17%
Consumption tax
Business tax Operating revenue 3%、5%
Urban maintenance and construction tax Turnover tax payable 1%、7%
Enterprise income tax Taxable income 25%
Education surtax Turnover tax payable 3%
Local education surtax Turnover tax payable 2%
Levee fee Operating revenue 0.01%
Added amount from transfer of Four progressive levels with the tax rate
Land value appreciation tax
real property ranging from 30% to 60%.
The income tax rates adopted by each subsidiary and branch factory
Note: The applicable income tax rate of the subsidiaries located in main land China is 25%; the
applicable income tax rate of the subsidiaries located in Hongkong is 17%.
2. Tax preference and approval
Since 1 Jan. 2012, the applicable income tax rate of the Company and subsidiaries included in the
consolidated financial statements is 25% (the applicable income tax rate of the subsidiaries located
in Hongkong is 17%), they no longer enjoy the tax preference.
3. Other explanations
(VI) Business combination and consolidated financial statement
General instruction of business combination and consolidated financial statements:
27 Subsidiaries are included into the consolidated financial statements during the reporting period,
of which one subsidiary gained from the business combination under the same control during the
reporting period, it’s Shenzhen Shenxin Taxi Co., Ltd.
1. Subsidiaries
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(1) Subsidiaries obtained by establishment and investment
Unit: RMB Yuan
Balance of
parent
company’s
equity after
deducting
Actual the
The The
amount of Other Included in Deductible difference
Registered Business Registered Business proportion proportion Minority
Subsidiaries Type Currency investments essential consolidated minority that loss of
place nature capital scope of holding of voting interest
at the investment statement interests minority
shares（%） rights（%）
period-end interests
exceed
equity
obtained by
minority
shareholders
Shenzhen Wholly-own Developme
Huangcheng ed nt,
Real Estate subsidiary construction
Real estate
Co., Ltd. 30,000,000. , operation 30,000,000.
Shenzhen developmen CNY 100% 100% Yes
00 and 00
t
managemen
t of
commercial
94
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
service
facilities
relevant to
Huanggang
port
Shenzhen Wholly-own Land
Property ed developmen
and Real subsidiary t, real estate
Estate managemen
Real estate
Developmen 30,950,000. t; 30,950,000.
Shenzhen developmen CNY 100% 100% Yes
t Co., Ltd. 00 construction 00
t
supervision;
property
managemen
t
PRD Group Wholly-own Developme
Xuzhou ed nt and sale
Dapeng subsidiary of
Real Estate real estate,
Real estate
Developmen 50,000,000. construction 50,000,000.
Xuzhou developmen CNY 100% 100% Yes
t Co.,Ltd 00 managemen 00
t
t, lease of
properties,
commodity
sales
95
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Dongguan Wholly-own Developme
Guomao ed nt and sale
Real estate
Changsheng subsidiary 20,000,000. of 20,000,000.
Dongguan developmen CNY 100% 100% Yes
Real Estate 00 real estate, 00
t
Developmen lease of
t Co., Ltd. properties
PRD Wholly-own Developme
Yangzhou ed nt and sale
Real Estate subsidiary of
Real estate
Developmen 50,000,000. real estate, 50,000,000.
Yangzhou developmen CNY 100% 100% Yes
t Co., Ltd. 00 construction 00
t
managemen
t, purchase
of materials
Hainan Wholly-own Real estate
Xinda ed developmen
Developmen subsidiary t, decoration
Real estate
t Co., Ltd 20,000,000. engineering, 20,000,000.
Haikou developmen CNY 100% 100% Yes
00 ; planting; 00
t
import &
export
practice
Shenzhen Property Property
Wholly-own 20,000,000. 20,000,000.
ITC Shenzhen managemen CNY rent and 100% 100% Yes
ed 00 00
Property t managemen
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Managemen subsidiary t
t Co., Ltd.
Property
Shenzhen managemen
Huangcheng Wholly-own Property t; court
5,000,000.0 5,000,000.0
Real Estate ed Shenzhen managemen CNY virescence 100% 100% Yes
0 0
Managemen subsidiary t and
t Co., Ltd. cleansing
services
Property
managemen
Shandong t;
Shenzhen housekeepin
Wholly-own Property
ITC 5,000,000.0 g services, 5,000,000.0
ed Jinan managemen CNY 100% 100% Yes
Property 0 property 0
subsidiary t
Managemen sales and
t Co., Ltd. agency and
catering
services
Chongqing Chongqing
Shenzhen
Wholly-own Property Property
ITC 5,000,000.0 5,000,000.0
ed managemen CNY managemen 100% 100% Yes
Property 0 0
subsidiary t t and agency
Managemen
t Co., Ltd.
97
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Chongqing Installing,
reconstructi
Chongqing ng and
Wholly-own
Ao’bo 2,000,000.0 repairing 2,000,000.0
ed Service CNY 100% 100% Yes
Elevator 0 the elevator; 0
subsidiary
Co., Ltd. sales of
elevator and
accessories
Shenzhen
Maintenanc
Tianque Wholly-own
5,000,000.0 e of elevator 5,000,000.0
Elevator ed Shenzhen Service CNY 100% 100% Yes
0 and air 0
Technology subsidiary
condition
Co., Ltd.
Shenzhen Domestic
ITC commerce;
Property material
Wholly-own
Managemen 1,200,000.0 supply; 1,200,000.0
ed Shenzhen Service CNY 100% 100% Yes
t 0 maintenance 0
subsidiary
Engineering and repair
Equipment of electric
Co., Ltd. equipment
Retail sales
Shenzhen Wholly-own
Catering 2,000,000.0 of Chinese 2,000,000.0
ITC Food ed Shenzhen CNY 100% 100% Yes
service 0 meal, 0
Co., Ltd. subsidiary
western-styl
98
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
e food and
wine
Shenzhen Supervision
Property of general
Wholly-own Constructio
Constructio 3,000,000.0 industrial 3,000,000.0
ed Shenzhen n CNY 100% 100% Yes
n 0 and civil 0
subsidiary Supervision
Supervision construction
Co., Ltd. engineering
Providing
property
Shenzhen Wholly-own
1,380,000.0 information, 1,380,000.0
Real Estate ed Shenzhen Sevice CNY 100% 100% Yes
0 property 0
Exchang subsidiary
agency and
evaluation
Shenzhen
Motor
ITC Wholly-own
29,850,000. transport 29,850,000.
Vehicles ed Shenzhen Service CNY 100% 100% Yes
00 and motor 00
Industry subsidiary
rent
Co., Ltd.
Shenzhen Motor
Wholly-own
ITC Motor 16,000,000. transport 16,000,000.
ed Shenzhen Service CNY 100% 100% Yes
Rent Co., 00 and motor 00
subsidiary
Ltd. rent
Shenzhen Wholly-own 13,800,000. Operation 13,800,000.
Shenzhen Service CNY 100% 100% Yes
Shenxin ed 00 of taxi and 00
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Taxi Co., subsidiary property
Ltd. managemen
t
Shenzhen
Tesu Vehicle
Wholly-own
Driver 2,000,000.0 Driver 2,000,000.0
ed Shenzhen Service CNY 100% 100% Yes
Training 0 training 0
subsidiary
Center Co.,
Ltd.
Shenzhen Investing in
International Wholly-own commercial,
12,000,000. 12,000,000.
Trade Plaza ed Shenzhen Trading CNY material and 100% 100% Yes
00 00
subsidiary supplying
company
Sichuan Wholesale
Wholly-own
Tianhe 8,000,000.0 in domestic 8,000,000.0
ed Chengdu Trading CNY 100% 100% Yes
Industry 0 market 0
subsidiary
Co., Ltd
Zhanjiang Real estate
Shenzhen developmen
Wholly-own Real estate
Real Estate 2,530,000.0 t and sales 2,530,000.0
ed Zhanjiang developmen CNY 100% 100% Yes
Developmen 0 of 0
subsidiary t
t Co., Ltd. commodity
premises
Shum Yip Wholly-own Hongkong Real estate 20,000,000. HKD Property 20,000,000. 123,056,629 100% 100% Yes
100
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Properties ed developmen 00 agency and 00 .05
Developmen subsidiary t investment
t Co., Ltd.
Wayhang Wholly-own Real estate Property
Developmen ed Hongkong developmen 2.00 HKD developmen 2.00 100% 100% Yes
t Co., Ltd. subsidiary t t
Chief Link Wholly-own Real estate Property
Properties ed Hongkong developmen 100.00 HKD agency and 100.00 70% 70% Yes 862,087.06
Co., Ltd. subsidiary t investment
Syndis Wholly-own Real estate Property
Investment ed Hongkong developmen 4.00 HKD investment 4.00 100% 100% Yes
Co., Ltd. subsidiary t
Other notes to subsidiaries obtained by establishment and investment:
Syndis Investment Co., Ltd. is the wholly owned subsidiary of Chief Link Properties Co., Ltd..
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(2) Subsidiaries obtained by business combination under same control
Unit: RMB Yuan
Balance
of
parent
compan
y’s
equity
after
deducti
Actual ng the
amount The The Include Deducti differen
Other
of proporti proporti d in ble ce that
Registe Registe essentia Minorit
Subsidi Busines Currenc Busines investm on of on of consoli minorit loss of
Type red red l y
aries s nature y s scope ents at holding voting dated y minorit
place capital investm interest
the shares rights stateme interest y
ent
period- （%） （%） nt s interest
end s
exceed
equity
obtaine
d by
minorit
y
shareho
lders
Operati
Shenzh
on of
en Wholly
taxi and
Shenxi owned Shenzh 13,800, 33,200,
Service CNY propert 100% 100% Yes
n Taxi subsidi en 000.00 000.00
y
Co., ary
manage
Ltd.
ment
Other notes to subsidiaries obtained by business combination under same control:
On 17 Sept. 2010, for the purpose of performing the commitment of share reform, the Company and its
controlling shareholder Shenzhen Investment Holdings Co., Ltd. (hereinafter referred to as ―Investment Holdings‖)
signed the Assest Exchange Agreement. According to the Agreement, the Company intends to exchange some real
estate held by it and its wholly-owned subsidiary — Shenzhen Huangcheng Real Estate Co., Ltd. （the
―swapped-out assets‖） for the land plot T102-0237 located in Yueliang Bay and 100% equities (equities after
stripping some assets and liabilities from Shenxin Taxi according to STKH[2010]No. 103) of Shenzhen Shenzhen
102
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Shenxin Taxi Co., Ltd. (Shenxin Taxi) held by Investment Holdings.
On the combination day of 31 May, 2012, the Company use the fair value of RMB 33,195,948.77 of Danshui
Property held by it and some real estate of its wholly-owned subsidiary — Shenzhen Huangcheng Real Estate Co.,
Ltd. as the combination cost, to exchange 100% equity of Shenzhen Shenxin Taxi Co., Ltd. from its parent
company—Shenzhen Investment Holdings Co., Ltd.. The carrying value of the combination cost on the
combination date totaled RMB 12,877,260.98.
Recognition bais of combination day: 31 May 2012, the settlement day of swap-out asset, is decided as the
combination day.
(3) Subsidiaries obtained by business combination not under same control
Naught
Unit: RMB Yuan
Balance
of
parent
compan
y’s
equity
after
deducti
Actual ng the
amount The The Include Deducti differen
Other
of proporti proporti d in ble ce that
Registe Registe essentia Minorit
Subsidi Busines Currenc Busines investm on of on of consoli minorit loss of
Type red red l y
aries s nature y s scope ents at holding voting dated y minorit
place capital investm interest
the shares rights stateme interest y
ent
period- （%） （%） nt s interest
end s
exceed
equity
obtaine
d by
minorit
y
shareho
lders
Other notes to subsidiaries obtained by business combination not under same control:
103
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
2. Special purpose entities or operating entities with control right formed by entrusted operation or lease
□ Applicable √ Inapplicable
Other explanation on special purpose entities or operating entities with control right formed by entrusted operation
or lease:
3. Explanation on changes in consolidated scope
Explanation on changes in consolidated scope:
The Company combined Shenzhen Shenxin Taxi Co., Ltd. through business combination under the same control,
with the combination day of 31 May 2012.
□ Applicable √ Inapplicable
One unit increased in the reporting period compared with that of last year, the reason is as:
The Company combined Shenzhen Shenxin Taxi Co., Ltd. through business combination under the same control,
with the combination day of 31 May 2012.
No unit decreased in the reporting period compared with that of last year, the reason is as:
Inapplicable
4. Subsidiaries that newly combined into consolidation scope in the reporting period
The subsidiaries, special purpose entities and operating entities with control right formed by entrusted operation or
lease that newly included in the consolidated scope
Unit: RMB Yuan
Name Closing net assets Net profit in current period
Shenzhen Shenxin Taxi Co., Ltd. 12,939,224.70 1,721,780.65
The subsidiaries, special purpose entities and operating entities with control right formed by entrusted operation or
lease that not longer included in the consolidated scope
Unit: RMB Yuan
Net profit from year-begin to
Name Net asset at the disposal date
disposal date
Other notes to changes in consolidated scope:
5. Business combination under same control during the reporting period
Unit: RMB Yuan
Judgment basis of The consolidated The consolidated Cash flow arising
business Actual controller of income from net profit from from operating
The combined party
combination under the same control period-begin to period-begin to activities between
the same control combination date combination date period-begin and
104
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
combination date
Shenzhen Shenxin
Taxi Co., Ltd. and
the Company are all
under the control of Shenzhen
Shenzhen Shenxin Taxi
Shenzhen Investment 7,215,746.00 1,659,816.93 2,060,484.57
Co., Ltd.
Investment Holdings Co., Ltd.
Holdings Co., Ltd.,
and the control is
not temporary.
Other notes to business combination under same control:
On 17 Sept. 2010, for the purpose of performing the commitment of share reform, the Company and its
controlling shareholder Shenzhen Investment Holdings Co., Ltd. (hereinafter referred to as ―Investment Holdings‖)
signed the Assest Exchange Agreement. According to the Agreement, the Company intends to exchange some real
estate held by it and its wholly-owned subsidiary — Shenzhen Huangcheng Real Estate Co., Ltd. （the
―swapped-out assets‖） for the land plot T102-0237 located in Yueliang Bay and 100% equities (equities after
stripping some assets and liabilities from Shenxin Taxi according to STKH[2010]No. 103) of Shenzhen Shenzhen
Shenxin Taxi Co., Ltd. (Shenxin Taxi) held by Investment Holdings.
On the combination day of 31 May, 2012, the Company use the fair value of RMB 33,195,948.77 of Danshui
Property held by it and some real estate of its wholly-owned subsidiary — Shenzhen Huangcheng Real Estate Co.,
Ltd. as the combination cost, to exchange 100% equity of Shenzhen Shenxin Taxi Co., Ltd. from its parent
company—Shenzhen Investment Holdings Co., Ltd.. The carrying value of the combination cost on the
combination date totaled RMB 12,877,260.98.
Recognition basis of combination day: 31 May 2012, the settlement day of swap-out asset, is decided as the
combination day.
Carrying value of assets, liabilities and owners’ equity of the combined party (the monetary unit of the follow
amounts is RMB Yuan except otherwise specified)
Item Combination day (31 May 2012) 31 Dec. 2011
Total assets: 36,978,612.09 35,958,608.74
Including: current assets 7,941,367.14 5,589,815.07
Non-current assets 29,037,244.95 30,368,793.67
Total liablities: 24,101,351.11 24,741,164.69
Including: current liabilities 2,726,909.21 3,464,705.79
Non-current liabilities 21,374,441.90 21,276,458.90
Owners’ equity 12,877,260.98 11,217,444.05
Including: paid-in capital 13,800,000.00 13,800,000.00
Surplus reserves 656,810.44 656,810.44
Retained profits -1,579,549.46 -3,239,366.39
105
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Adjustment on the opening amount of consolidated financial statements after combining Shenzhen Shenxin Taxi Co., Ltd.:
Item Before the adjustment Adjustment amount After the adjustment
Current Assets:
Monetary funds 463,775,328.93 5,538,412.64 469,313,741.57
Accounts receivable 123,236,883.40 31,119.00 123,268,002.40
Less: provision for bad debts 52,705,543.62 4,765.07 52,710,308.69
Net accounts receivable 70,531,339.78 26,353.93 70,557,693.71
Other accounts receivable 127,143,381.59 50,050.00 127,193,431.59
Less: provision for bad debts 123,796,393.10 25,001.50 123,821,394.60
Net other accounts receivable 3,346,988.49 25,048.50 3,372,036.99
Total current assets 2,827,201,034.93 5,589,815.07 2,832,790,850.00
Non-current assets:
Original price of fixed assets 164,386,192.29 14,625,530.24 179,011,722.53
Less: accumulated depreciation 99,298,936.74 5,470,128.57 104,769,065.31
Less: provision for impairment of fixed assets 75,717.16 75,717.16
Net fixed assets 65,011,538.39 9,155,401.67 74,166,940.06
Intangible assets 100,040,864.15 21,213,392.00 121,254,256.15
Other non-current assets 9,000,000.00 -9,000,000.00
Total non-current assets 672,407,279.28 21,368,793.67 693,776,072.95
Total assets 3,499,608,314.21 26,958,608.74 3,526,566,922.95
Liabilities and owners’ equity (or shareholders’ Before the adjustment Adjustment amount After the adjustment
equity)
Current liabilities
Accounts payable 187,083,147.42 10,440.00 187,093,587.42
Employee’s compensation payable 45,013,122.69 1,341,860.18 46,354,982.87
Tax payable 499,430,386.43 375,206.85 499,805,593.28
Other payables 479,430,681.58 1,737,198.76 481,167,880.34
Total current liabilities 2,239,468,347.85 3,464,705.79 2,242,933,053.64
Non-current liabilities
Other non-current liabilities 121,700,672.06 12,276,458.90 133,977,130.96
Total non-current liabilities 129,034,005.38 12,276,458.90 141,310,464.28
Total liabilities 2,368,502,353.23 15,741,164.69 2,384,243,517.92
106
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Owners’ equity (or shareholders’ equity)
Capital reserves 64,020,275.72 13,800,000.00 77,820,275.72
Surplus reserves 69,712,050.51 656,810.44 70,368,860.95
Retained profit 406,422,741.94 -3,239,366.39 403,183,375.55
Total equity attributable to owners of the Company 1,130,243,873.92 11,217,444.05 1,141,461,317.97
Total owners’ equity 1,131,105,960.98 11,217,444.05 1,142,323,405.03
Total liabilities and owners’ equity 3,499,608,314.21 26,958,608.74 3,526,566,922.95
6. Business combination not under same control during the reporting period
Unit: RMB Yuan
The combined party Amount of goodwill Calculation method of goodwill
Other notes to business combination not under same control:
Naught
7. Subsidiaries reduced by selling equities without control right during the reporting period
Naught
Name of subsidiary Disposal date Recognition method of gains and losses
Other notes to subsidiaries reduced by selling equities without control right during the reporting period:
8. The counter purchases in the reporting period
Calculation method of goodwill
Judgment basis of counter Recognition method of recognized or included into
The backdoor party
purchase combination costs current gains and losses in the
combination
Other notes to counter purchases:
Naught
107
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
9. Mergers in the reporting period
Unit: RMB Yuan
Type of merger Main assets merged in Main liabilities merged in
Mergers under the same control Item Amount Item Amount
Mergers not under the same control Item Amount Item Amount
Other notes to mergers:
Naught
10. Exchange rates of major items in financial statements for foreign entities
For Hongkong registered subsidiaries included in consolidated scope, such as Shum Yip Properties Development
Co., Ltd., Wayhang Development Co., Ltd., Chief Link Properties Co., Ltd., and Syndis Investment Co., Ltd. The
exchange rates of currencies are as follows:
(1) For assets and liabilities, using the spot exchange rate of HKD against RMB (1：0.8152)on the balance sheet
date;
(2) For the paid-in capital, using the spot exchange rate of HKD against RMB (1：0.7917) when obtained;
(3) For the income statement, using the average exchange rate of HKD against RMB (1：0.8130) when trade
occurred.
(Ⅶ) Notes on major items in consolidated financial statements of the Company
1. Monetary funds
Unit: RMB Yuan
Closing balance Opening balance
Item Amount in foreign Exchan Amount in Exchange
Amount in RMB Amount in RMB
currency ge rate foreign currency rate
Cash: -- -- 395,172.53 -- -- 280,115.14
RMB -- -- 393,024.31 -- -- 278,422.35
HKD 2,635.20 0.8152 2,148.22 2,088.06 0.8107 1,692.79
Bank deposit: -- -- 648,506,655.58 -- -- 464,486,960.65
RMB -- -- 643,838,732.47 -- -- 460,015,126.75
HKD 5,726,107.84 0.8152 4,667,923.11 5,516,015.66 0.8107 4,471,833.90
Other monetary funds: -- -- 4,287,817.45 -- -- 4,546,665.78
RMB -- -- 4,287,817.45 -- -- 4,546,665.78
108
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Total -- -- 653,189,645.56 -- -- 469,313,741.57
Special explanation shall be made for the accounts limited by being mortgaged, pledged or frozen, deposited
overseas or with potential collecting risks:
1. The Company has no such accounts limited by being mortgaged, pledged or frozen, deposited overseas or with
potential collecting risks during the reporting period.
2. The closing amount of monetary funds increased by 39.18% over the opening amount, mainly because the
projects sales return funds of the Company increased in the reporting period.
2. Trading financial assets
(1) Trading financial assets
Unit: RMB Yuan
Item Closing fair value Opening fair value
Trading bonds investment
Trading equity instruments investment
The financial assets which are measured at their fair
values and the variation of which is recorded into the
profits and losses of the current period
Derivative financial assets
Hedging instruments
Others
Total
(2) Trading financial assets with realizable limit
Unit: RMB Yuan
Trading restriction or other significant limits in
Item Closing balance
realization
(3) Hedging instruments and notes to relevant hedging transaction
3. Notes receivable
(1) Category of notes receivable
Unit: RMB Yuan
109
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Category Closing balance Opening balance
Bank acceptance bill 300,000.00 200,000.00
Total 300,000.00 200,000.00
(2) Notes receivable pledged at period-end
Unit: RMB Yuan
Issuing entity Date of issuance Expiring date Amount Remark
Total -- -- --
Notes:
Inapplicable
(3) Notes transferred to accounts receivable because drawer of the notes fails to execute the contract or
agreement, and undue notes endorsed to other parties at the end of the period
Unit: RMB Yuan
Issuing entity Date of issuance Expiring date Amount Remark
Total -- -- 0.00 --
Notes:
Inapplicable
Undue notes endorsed to other parties by the Company
Unit: RMB Yuan
Issuing entity Date of issuance Expiring date Amount Remark
Total -- -- 0.00 --
Note:
Inapplicable
Notes of bank acceptance bill that already discounted or pledged:
Inapplicable
4. Dividends receivable
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Dividends receivable
aging less than one year
110
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Of which:
Dividends receivable
aging over one year
Of which: -- -- -- --
Total
Note:
5. Interest receivable
(1) Interest receivable
Unit: RMB Yuan
Increase in current Decrease in current
Item Opening balance Closing balance
period period
Total
(2) Overdue interest
Unit: RMB Yuan
Borrowing entity Overdue days (day) Amount of overdue interest
Total --
(3) Notes to interest receivable
6. Accounts receivable
(1) Accounts receivable listed by categories
Unit: RMB Yuan
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category
Proportion Proportion Proportion Proportion
Amount Amount Amount Amount
(%) (%) (%) (%)
111
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Accounts receivable with
significant single amount
104,266,17 48,266,173. 104,266,1 48,266,173.8
and individually 73.97% 46.29% 84.58% 46.29%
3.89 89 73.89 9
withdrawn bad debt
provision
Accounts receivable for which bad debt provisions are made on the group basis
34,859,865. 2,989,893.9 15,700,26
Group 2 24.73% 8.58% 12.74% 1,765,426.15 11.24%
89 7 5.53
34,859,865. 2,989,893.9 15,700,26
Subtotal of the groups 24.73% 8.58% 12.74% 1,765,426.15 11.24%
89 7 5.53
Accounts receivable with
insignificant single
1,830,340.5 1,830,340.5 3,301,562
amount and individually 1.3% 100% 2.68% 2,678,708.65 81.13%
3 3 .98
withdrawn bad debt
provision
140,956,38 53,086,408. 123,268,0 52,710,308.6
Total -- -- -- --
0.31 39 02.40 9
Notes to category of accounts receivable:
Accounts receivable with significant single amount and individually withdrawn bad debt provision
√ Applicable □ Inapplicable
Unit: RMB Yuan
Provision for bad Withdrawing
Content of accounts receivable Book balance Reason
debt proportion（%）
Involved in lawsuit,
Shenzhen Jiyong Properties & Resources
98,611,328.05 42,611,328.05 43.21% referring to Note Ⅶ
Development Company
-1(1), Note Ⅸ-2
Uncollectible for a
Shenzhen Tewei Industry Co.,Ltd. 2,836,561.00 2,836,561.00 100%
long period
Shenzhen Lunan Industry Development Poor operational
2,818,284.84 2,818,284.84 100%
Co., Ltd. status
Total 104,266,173.89 48,266,173.89 --
In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance Opening balance
Aging Book balance Provision for bad Book balance Provision for bad
Amount Proportion debts Amount Proportion debts
Within 1 year
112
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Including: -- -- -- -- -- --
Within 1 year
28,774,062.76 82.54% 863,221.88 11,984,486.38 76.46% 359,534.59
(including 1 year)
Subtotal of within
28,774,062.76 82.54% 863,221.88 11,984,486.38 76.46% 359,534.59
1 year
1-2 years 2,921,795.10 8.38% 292,179.51 794,149.48 5.07% 79,414.95
2-3 years 153,220.05 0.44% 45,966.02 1,314,269.42 8.39% 394,280.83
Over 3 years
3 to 4 years 2,415,374.76 6.93% 1,207,687.38 1,282,525.85 8.18% 641,262.93
4 to 5 years 72,870.22 0.21% 58,296.18 37,738.10 0.24% 30,190.48
Over 5 years 522,543.00 1.5% 522,543.00 259,927.30 1.66% 259,927.30
Total 34,859,865.89 -- 2,989,893.97 15,673,096.53 -- 1,764,611.08
In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision
□Applicable√ Inapplicable
In the groups, accounts receivable adopting other methods to withdraw bad debt provision
□Applicable√ Inapplicable
Other closing individually insignificant but provisions for bad debts individually accounts receivable:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Content of accounts Withdrawing proportion
Book balance Provision for bad debt Reason
receivable （%）
Zhanjiang Haihu Real With a long age that was
700,000.00 700,000.00 100%
Estate Co., Ltd unrecoverable
Shenzhen Shengfenglu,
With a long age that was
ITC Jewel & Gold Co., 498,681.65 498,681.65 100%
unrecoverable
Ltd.
Zhanjiang With a long age that was
135,972.00 135,972.00 100%
SpecialCement Plant unrecoverable
With a long age that was
Hainan Meijia Tea House 126,318.15 126,318.15 100%
unrecoverable
With a long age that was
Other 369,368.73 369,368.73 100%
unrecoverable
Total 1,830,340.53 1,830,340.53 100% --
(2) Accounts receivable reversed or collected in the reporting period
Unit: RMB Yuan
Content of accounts Reversed or collected Recognition basis of Reversed or collected Reversed or collected
113
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
receivable reason original bad debt amount of the accrued amount
provision bad debt provision
Total -- -- --
The withdrawal of bad debt provision of accounts receivable with significant single amount or insignificant single
amount but individually made impairment test at the end of reporting period:
Withdrawing proportion
Content Book balance Bad debt amount Reason
（%）
Total -- --
Notes to accounts receivable with insignificant single amount but large risks of groups after grouping by credit
risks characteristics:
(3) The write-off accounts receivable
Unit: RMB Yuan
Whether arising
Nature of accounts
Name of entity Write-off time Write-off amount Write-off reason from related party
receivable
transaction or not?
Total -- -- -- --
Notes to write off of accounts receivable:
(4) Particulars about accounts receivable due to shareholders holding 5% (including 5%) voting rights of
the Company
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance Opening balance
Name of entity
Book balance Withdrawal amount Book balance Withdrawal amount
Shenzhen Investment Holdings Co.,
5,409,148.26 162,274.45 0.00 0.00
Ltd.
Total 5,409,148.26 162,274.45 0.00 0.00
(5) Information of top 5 accounts receivable:
Unit: RMB Yuan
114
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The relationship with the
Name of entity Amount Aging Proportion
Company
Shenzhen Jiyong
Properties & Resources Non-related relationship 98,611,328.05 Over 5 years 69.96%
Development Company
Huwei Technologies Co.,
Non-related relationship 8,718,446.64 Within 1 year 6.19%
Ltd.
Shenzhen Investment
Controlling shareholder 5,409,148.26 Within 1 year 3.84%
Holdings Co., Ltd.
Shenzhen Tewei Industry
Non-related relationship 2,836,561.00 Over 5 years 2.01%
Co., Ltd.
Shenzhen Lunan Industry
Non-related relationship 2,818,284.84 Over 5 years 2%
Development Co., Ltd.
Total -- 118,393,768.79 -- 83.99%
(6) The amounts due from related parties
Unit: RMB Yuan
The relationship with the
Name of entity Amount Proportion
Company
Shenzhen Investment
Controlling shareholder 5,409,148.26 3.84%
Holdings Co., Ltd.
Total -- 5,409,148.26 3.84%
(7) Information of accounts receivable that terminated recognition
Unit: RMB Yuan
Gains or loses related to the termination of
Item Amount of termination
recognition
Total 0.00 0.00
(8) If securitization is carried out on accounts receivable as the underlying assets, please list amount of
assets and liabilities arising from further involvement
Unit: RMB Yuan
Item Period-end
Assets:
115
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Subtotal of assets
Liabilities:
Subtotal of liabilities
7. Other accounts receivable
(1) Other accounts receivable disclosed by type:
Unit: RMB Yuan
Closing balance Opening balance
Category Balance Provision for bad debts Balance Provision for bad debts
Proportio Proportio Proportion Proportio
Amount Amount Amount Amount
n (%) n (%) (%) n (%)
Other accounts
receivable that is
92,746,487.6 92,746,487.6 92,900,407.6
individually significant 71.58% 100% 73.04% 92,900,407.68 100%
8 8 8
and provisions for bad
debts individually
Other accounts receivable that provisions for bad debts by group
27,809,219.2 16,549,507.3 25,077,408.8
Group 2 21.46% 59.51% 19.72% 21,705,371.81 86.55%
6 4 0
27,809,219.2 16,549,507.3 25,077,408.8
Subtotal of group 21.46% 59.51% 19.72% 21,705,371.81 86.55%
6 4 0
Other accounts
receivable that is
individually insignificant 9,015,285.11 6.96% 9,015,285.11 100% 9,215,615.11 7.25% 9,215,615.11 100%
but provisions for bad
debts individually
129,570,992. 118,311,280. 127,193,431.
Total -- -- -- 123,821,394.60 --
05 13 59
Notes for categories of other accounts receivable:
Other closing accounts receivable that is individually significant and provisions for bad debts individually.
√ Applicable □Inapplicable
Unit: RMB Yuan
Content of other accounts Withdrawing proportion
Book balance Bad debt amount Reason
receivable （%）
Payment for discharging
Gintian Industry (Group) 56,600,000.00 56,600,000.00 100%
of guaranty responsibility
116
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Co., Ltd that was difficult to be
recollected
Anhui Nanpeng Uncollectible for a long
7,723,808.00 7,723,808.00 100%
Papermaking Co., Ltd period
Shenzhen Shengfenglu, There is no asset to
ITC Jewel & Gold Co., 6,481,353.60 6,481,353.60 100% execute the verdict, thus
Ltd lead to uncollectibility
Shanghai Yutong Real
Uncollectibility for the
estate development Co., 5,676,000.00 5,676,000.00 100%
reason of verdict
Ltd
Wuliangye Restaurant 5,523,057.70 5,523,057.70 100% Has been liquidated
HongKong Yueheng
3,271,837.78 3,271,837.78 100% Has been liquidated
Development Co., Ltd
Dameisha Tourism
2,576,445.69 2,576,445.69 100% Suspended project
Center
Elevated Train Project 2,542,332.43 2,542,332.43 100% Suspended project
Shenzhen ITC Industrial
2,351,652.48 2,351,652.48 100% The company is insolvent
Development Co., Ltd
Total 92,746,487.68 92,746,487.68 -- --
In the group, other accounts receivable that provisions for bad debts by aging analysis:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Period-end Period-begin
Book balance Book balance
Aging Provision for bad Provision for bad
Proporti Proporti
Amount debts Amount debts
on on
Within 1 year
Including:
Within 1 year 10,753,991.94 38.67% 322,619.75 2,329,407.87 9.31% 69,882.24
Subtotal of within 1 year 10,753,991.94 38.67% 322,619.75 2,329,407.87 9.31% 69,882.24
1-2 years 268,440.36 0.97% 26,844.04 151,914.64 0.61% 15,191.46
2-3 years 174,468.45 0.63% 52,340.53 822,345.71 3.29% 246,703.71
Over 3 years
3 to 4 years 908,060.83 3.27% 454,030.42 541,906.57 2.17% 270,953.29
4 to 5 years 52,925.41 0.19% 42,340.33 520,722.05 2.08% 416,577.65
Over 5 years 15,651,332.27 56.28% 15,651,332.27 20,661,061.96 82.54% 20,661,061.96
Total 27,809,219.26 -- 16,549,507.34 25,027,358.80 -- 21,680,370.31
117
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In the group, other accounts receivable that provisions for bad debts by balance percentage:
□Applicable√ Inapplicable
In the group, other accounts receivable that provisions for bad debts by other methods:
□Applicable√ Inapplicable
Other closing individually insignificant but provisions for bad debts individually accounts receivable:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Content of other accounts
Book balance Provision for bad debts Withdrawal proportion Reason
receivable
Shenzhen Wufang
Pottery & Porcelain 1,747,264.25 1,747,264.25 100% Poor operation status
Industrial Co., Ltd
Unrecoverable due to
Liang Weimin 1,357,137.11 1,357,137.11 100% retirement of
employee
Chongqing Hua’er Unrecoverable
799,163.50 799,163.50 100%
Decorations Co., Ltd.
Compensation for Shidai Owner unable to repay
new residence mortgage 601,762.21 601,762.21 100%
guarantee in ABC the loan
Unrecoverable due to
Chen Liangfang 500,000.00 500,000.00 100% disappearance of the
debtor
Unrecoverable for a long
Yan Kunping 496,307.77 496,307.77 100%
term
Fang Bijia Unrecoverable for a long
344,134.00 344,134.00 100%
term
Shenzhen Property
Architectural Design 335,828.92 335,828.92 100% Unrecoverable
Company
Other 2,833,687.35 2,833,687.35 100% Unrecoverable
Total 9,015,285.11 9,015,285.11 100% --
118
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(2) Information of other accounts receivable reversed or recovered in the reporting period
Unit: RMB Yuan
Content of other accounts Reason for reversed or Basis for determination Accrued amount before Amount of reversed or
receivable recovered of bad debts provision reversal or recovery recovered
Longhua real estate project Estimated to be
Recover 200,000.00 200,000.00
receivable unrecoverable
Shenzhen ITC Industrial Estimated to be
Recover 2,551,652.48 200,000.00
Development Co., Ltd unrecoverable
Mailbox expense receivable
Estimated to be
from owners Recover 64,521.43 330.00
unrecoverable
Total -- -- 2,816,173.91 --
Withdrawal of closing individually significant or insignificant but provisions for bad debts individually accounts
receivable:
Content of other accounts
Book balance Amount of bad debts Withdrawal percentage Reason
receivable
Total -- --
Notes of individually insignificant but was of big risk after grouped by credit risk other accounts receivable:
(3) Information of other accounts receivable written off in the reporting period
Unit: RMB Yuan
Whether arising from
Nature of other
Name of company Write off date Write off amount Write off reason related party
accounts receivable
transactions or not
Total -- -- -- --
Notes of written-off of other accounts receivable:
(4) Other accounts receivable is due from shareholders with more than 5% (including 5%) of the voting
shares of the Company
√Applicable □Inapplicable
Unit: RMB Yuan
Closing balance Opening balance
Name of entity
Book balance Withdrawal amount Book balance Withdrawal amount
119
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
of bad debts of bad debts
Shenzhen Investment Holdings Co.,
3,450,995.00 103,529.85
Ltd.
Total 3,450,995.00 103,529.85 0.00 0.00
(5) Nature or details of other significant accounts receivable
Unit: RMB Yuan
Nature or details of the
Name of entity Amount Proportion of the total (%)
amount
Gintian Industry (Group) Co., Executed amount of
56,600,000.00 43.68%
Ltd. guarantee
Anhui Nanpeng Papermaking
7,723,808.00 Operating turnover funds 5.96%
Co., Ltd
Shenzhen Shengfenglu, ITC
6,481,353.60 Current account 5%
Jewel & Gold Co., Ltd
Shanghai Yutong Real estate
5,676,000.00 Current account 4.38%
development Co., Ltd
Wuliangye Restaurant 5,523,057.70 Current account 4.26%
Shenzhen ITC Tian’an
4,705,931.45 Dividends receivable 3.63%
Properties Co., Ltd
Price difference of assets
Shenzhen Investment Holdings replacement and
3,450,995.00 2.66%
Co., Ltd. advanced assets transfer
expense
Shenzhen ITC Industrial
2,351,652.48 Profits in arrear 1.81%
Development Co., Ltd
Shenzhen Wufang Pottery &
1,747,264.25 Operating turnover funds 1.35%
Porcelain Industrial Co., Ltd
Total 94,260,062.48 -- 72.73%
Note:
(6) Information of top five other accounts receivable
Unit: RMB Yuan
Relationship with the Proportion of the total
Name of entity Amount Aging
Company (%)
Gintian Industry (Group) Non-related party 56,600,000.00 Over 5 years 43.68%
120
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Co.,Ltd.
Anhui Nanpeng
Associated enterprise 7,723,808.00 Over 5 years 5.96%
Papermaking Co., Ltd
Shenzhen Shengfenglu,
ITC Jewel & Gold Co., Non-related party 6,481,353.60 Over 5 years 5%
Ltd
Shanghai Yutong Real
estate development Co., Non-related party 5,676,000.00 Over 5 years 4.38%
Ltd
Wuliangye Restaurant Non-related party 5,523,057.70 Over 5 years 4.26%
Total -- 82,004,219.30 -- 63.29%
(7) Information of the amounts due from related parties
Unit: RMB Yuan
Name of entity Relationship with the Company Amount Proportion (%)
Shenzhen ITC Tian’an
Joint venture 4,705,931.45 3.63%
Properties Co., Ltd
Anhui Nanpeng Papermaking
Associated enterprise 7,723,808.00 5.96%
Co., Ltd
Shenzhen ITC Industrial
Associated enterprise 2,351,652.48 1.81%
Development Co., Ltd
Shenzhen Wufang Pottery &
Associated enterprise 1,747,264.25 1.35%
Porcelain Industrial Co., Ltd
Shenzhen Investment
Controlling shareholder 3,450,995.00 2.66%
Holdings Co., Ltd.
Total -- 19,979,651.18 15.42%
(8) Information of other accounts receivable that terminated recognition
Unit: RMB Yuan
Gains or loses related to the termination of
Item Amount of termination
recognition
Total
(9) If securitization is carried out on other accounts receivable as the underlying assets, please list amount
of assets and liabilities arising from further involvement
Unit: RMB Yuan
121
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Item Closing balance
Assets:
Subtotal of assets
Liabilities:
Subtotal of liabilities
8. Prepayment
(1) List by aging analysis:
Unit: RMB Yuan
Closing balance Opening balance
Aging Proportion Proportion
Amount Amount
(%) (%)
Within 1 year 127,092,035.16 24.73% 472,521,763.10 99.61%
1 year to 2
385,627,402.35 75.05% 108,805.50 0.02%
years
2 years to 3
995,979.25 0.19% 1,586,058.25 0.33%
years
Over 3 years 137,220.76 0.03% 138,121.54 0.03%
Total 513,852,637.52 -- 474,354,748.39 --
Notes of aging of prepayment:
(2) Information of the top 5 prepayment
Unit: RMB Yuan
Relationship with the
Name of entity Amount Aging Reason for unsettled
Company
Transfer fee for land in Land ownership
Non-related party 435,563,863.60 28 Jan. 2011
Yangzhou certificate not yet gained
Prepayment of taxes Non-related party 55,041,749.02 1 Jul. 2011 Note 1
Prepayment of social
security charges in Non-related party 7,509,133.60 22 Jul. 2011 Note 2
building industry
122
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Zhanjiang Yuexi Not reaching the
Construction Engineering Non-related party 5,850,000.00 3 Mar. 2012 settlement conditions of
Co., Ltd project
Hulun Buir Guangxia
Not reaching the delivery
Real Estate Development Non-related party 4,224,151.00 21 Jul. 2011
conditions of property
Co., Ltd.
Total -- 508,188,897.22 -- --
Notes of important companies of prepayment:
The prepayments of the Company are mainly the prepayment of transfer fee for land in Yangzhou and prepayment
of taxes, the entities of the prepayment are Yangzhou Municipal Bureau of Land and Resources, Taxation Bureau,
all the enties of prepayment exist no relationship with the Company.
(3) Information about amount due from shareholders with more than 5% (including 5%) of the voting
shares of the Company in prepayment
□ Applicable √ Inapplicable
(4) Notes of prepayment
Note 1: According to ―Provisional Regulations on Business Tax Business tax‖, transfer of land use right or real
estate sales, using method of pre-collection (including deposit in advance), and the obligation for tax occurs on
pre-collection date. The balance of pre-paid the taxes and fees refer to the prepaid business tax, education surtax
and other tax fees, basing on pre-sale income of commercial housing sales.
Note 2: Prepayment of social security charges in building industry was prepaid in accordance with requirements
of Temporary Method on Management of Prepayment of Social Security Charges in Building Industry of Xuzhou
(XZBF (2009) No. 113). Social security charges in building industry refer to charges in aspects of social securities
the building enterprises contributed for employees such as endowment insurance, medical insurance,
unemployment insurance, insurance against injury at work, maternity insurance etc. (including part of personnel
contribution). This charge is base on engineer project, conducting unity measure basis that charge from building
entities in unity and making final settlement with building enterprises in unity.
9. Inventory
(1) Category
Unit: RMB Yuan
Closing balance Opening balance
Item Impairment of Impairment of
Book balance Book value Book balance Book value
inventories inventories
Raw materials 1,850,937.97 527,029.15 1,323,908.82 1,908,615.92 538,069.88 1,370,546.04
Construction
contract assets
123
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Inventory goods 42,458.00 42,458.00 37,356.20 37,356.20
Turnover material 544,662.10 544,662.10 589,437.96 589,437.96
Consumable
biological assets
Products held for
real estate 655,560,687.46 37,046,826.98 618,513,860.48 652,893,160.93 36,911,568.66 615,981,592.27
development
Properties under
817,692,904.58 817,692,904.58 684,087,366.66 684,087,366.66
development
Completed
280,900,619.70 280,900,619.70 512,926,330.21 512,926,330.21
properties for sale
Total 1,756,592,269.81 37,573,856.13 1,719,018,413.68 1,852,442,267.88 37,449,638.54 1,814,992,629.34
(2) Provision for falling price of inventories
Unit: RMB Yuan
Opening book Decease
Category Increase Closing book balance
balance Reversal
Raw materials 538,069.88 11,040.73 527,029.15
Construction contract
assets
Inventory goods
Turnover material
Consumable biological
assets
Land to be developed 36,911,568.66 -135,258.32 37,046,826.98
Total 37,449,638.54 -124,217.59 37,573,856.13
(3) Details of provision for falling price of inventories
Proportion of reversal of
Basis on provision for falling
Item Reasons for reversal provision for impairment of
price of inventories
inventories to closing balance
The estimated net realizable
Consumed in the reporting
Raw materials value is lower than the book 0.6%
period
value
Inventory goods
Construction contract assets
Turnover material
124
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Consumable biological assets
Notes of inventory:
The capitalization amount of borrowing costs in the closing balance of inventory totaled RMB 112,243,117.93, of
which: the amount of completed properties for sale was RMB 28,207,292.44, including RMB 3,833,583.10 for
Xinhua City, RMB 24,373,709.34 Shengang No.1; the amount of properties under development was RMB
84,035,825.49, including RMB 68,038,812.95 for Langqiao Garden and RMB 9,577,720.65 for Caitianyise
Project as well as RMB 6,419,291.89 for Banshanyujing Project.
10. Other current assets
Unit: RMB Yuan
Item Closing balance Opening balance
Total
Notes of other current assets:
11. Available-for-sale financial assets
(1) Information of available-for-sale financial assets
Unit: RMB Yuan
Item Closing fair value Opening fair value
Available-for-sale bonds
Available-for-sale equity instruments
Others
Total
In the reporting period, the Company reclassified the held-to-maturity investment into available-for-sale financial
assets, a total of RMB* was reclassified, which takes *% of total matured investment before reclassification.
Notes of available-for-sale financial assets
(2) Long-term liability investment of available-for-sale financial assets
Unit: RMB Yuan
Accrued
Initial Interest in the accounts
Opening Closing
Item Category Balance investment Matured date reporting receivable or
balance balance
cost period received
interest
125
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Total -- -- --
Notes of long-term liability investment of available-for-sale financial assets:
12. Held-to-maturity investment
(1) Information
Unit: RMB Yuan
Item Closing book balance Opening book balance
Total
Notes of held-to-maturity investment:
(2) Information of held-to-maturity investment sold in the reporting period but was not matured
Unit: RMB Yuan
Item Amount Percentage of the investment amount before sales
Total --
Notes of undue held-to-maturity investment sold in the reporting period:
13. Long-term accounts receivable
Unit: RMB Yuan
Category Closing balance Opening balance
Financing leases
Including: unrealized financing
gains
Installment sales
Installment offering service
Others
Total
126
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
14. Investment to joint ventures and associated enterprises
Unit: RMB Yuan
Percenta Voting Total
Net
ge of percenta operatio
Nature Total profit of
Name Registra Legal Nature Register holding ge of Total Net n
of Currenc closing the
of tion represen of ed shares the closing closing revenue
enterpri y liabilitie reportin
investee place tative business capital of the Compan assets assets of the
ses s g
Compan y in reportin
period
y investee g period
I. Joint ventures
Shenzhe
n Jifa Limited
Shenzhe Wang 54,150, 58,009, 2,644,4 55,365, 3,484,6 651,108
Wareho Compan Service HKD 50% 50%
n Hangjun 000.00 649.95 13.73 236.22 46.00 .13
use Co., y
Ltd
Shenzhe
n ITC
Limited
Tian’an Shenzhe Wang 8,880,0 100,354 27,685, 72,669, 9,817,2 1,861,7
Compan Service USD 50% 50%
Properti n Hangjun 00.00 ,884.16 515.34 368.82 95.02 55.16
y
es Co.,
Ltd
Shenzhe
n
Tian’an
Internati
Limited Zhang Property
onal Shenzhe 3,000,0 34,121, 27,550, 6,571,0 8,723,0 490,154
Compan Changs manage CNY 50% 50%
Buildin n 00.00 303.05 209.03 94.02 80.20 .94
y heng ment
g
Property
Manage
ment
127
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Co., Ltd
II. Associated enterprises
Shenzhe
n ITC
Industri Limited Zha
Shenzhe 32,800,
al Compan Shengm Service HKD 38.33% 38.33%
n 000.00
Develop y ing
ment
Co., Ltd
Anhui
Nanpen
Limited
g Wang 8,000,0
Compan Huainan Industry USD 30% 30%
Paperm Yizhong 00.00
y
aking
Co., Ltd
Shenzhe
n
Wufang
Pottery
Limited
& Shenzhe Yan 125,000
Compan Industry USD 26% 26%
Porcelai n Wenbo ,000.00
y
n
Industri
al Co.,
Ltd
Notes if significant differences exist between the important accounting policies and accounting estimations of joint ventures,
associated enterprises and the Company:
15. Long-term equity investment
128
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(1) List of long-term equity investment
Unit: RMB Yuan
Explanation for
indifferences
Withdrawn
between the
Share holding Voting impairment Cash bonus in
Accounting Initial Opening Increase/decrea share holding Impairment
Investee Closing balance percentage in percentage in provision in the the reporting
method investment cost balance se percentage and provision
investee investee reporting period
voting
period
percentage in
investee
Shenzhen Jifa
Warehouse
Equity method 30,645,056.04 27,357,064.04 325,554.07 27,682,618.11 50% 50%
Company
Limited
Shenzhen ITC
Tian’an
Equity method 23,186,124.00 35,403,806.83 930,877.58 36,334,684.41 50% 50%
Properties Co.,
Ltd
Shenzhen
Tian’an
International
Building Equity method 1,500,000.00 3,040,469.53 245,077.47 3,285,547.00 50% 50%
Property
Management
Co., Ltd
Shenzhen Cost method 18,983,614.14 18,983,614.14 18,983,614.14 26% 26% 18,983,614.14
129
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Wufang Pottery
& Porcelain
Industrial Co.,
Ltd
Shenzhen ITC
Industrial
Cost method 20,154,840.79 3,682,972.55 3,682,972.55 38.33% 38.33% 3,682,972.55
Development
Co., Ltd
Anhui Nanpeng
Papermaking Cost method 13,824,000.00 13,824,000.00 13,824,000.00 30% 30% 13,824,000.00
Co., Ltd
China T.H. Co.,
Cost method 2,962,500.00 2,962,500.00 2,962,500.00 0.33% 0.33% 2,160,300.45
Ltd.
North
Machinery
Cost method 3,465,000.00 3,465,000.00 3,465,000.00 12.66% 12.66% 3,465,000.00
(Group) Co.,
Ltd.
Guangdong
Huayue Real Cost method 8,780,645.20 8,780,645.20 8,780,645.20 8.47% 8.47% 8,780,645.20
Estate Co., Ltd.
Shenzhen ITC
Petroleum
Cost method 8,500,000.00 8,500,000.00 8,500,000.00 100% 100%
Company
Limited
Guangzhou
Cost method 6,000,000.00 6,000,000.00 6,000,000.00 30% 30%
Lishifeng
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Automobile
Co., Ltd.
Sanya East
Cost method 1,350,000.00 1,350,000.00 1,350,000.00 0.28% 0.28% 1,350,000.00
Travel Co., Ltd.
Shensan Co.,
Cost method 17,695.09 17,695.09 17,695.09 17,695.09
Ltd.
Macao
Huashen
Cost method 78,708.74 78,708.74 436.89 79,145.63 10% 10% 79,145.63 436.89
Enterprise Co.,
Ltd.
Chongqing
Guangfa Real
estate Cost method 2,388,307.62 2,388,307.62 13,256.91 2,401,564.53 27.25% 27.25% 2,401,564.53 13,256.91
development
Co., Ltd.
Saipan Project Cost method 1,778,947.37 1,778,947.37 9,874.52 1,788,821.89 30% 30% 1,788,821.89 9,874.52
Total -- 143,615,438.99 137,613,731.11 1,525,077.44 139,138,808.55 -- -- -- 56,533,759.48 23,568.32 0.00
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(2) Information of the limitation on the capability to transfer capital to investee
Unit: RMB Yuan
Item that with limitation on the capability Investment losses unrecognized in current
Reason for limitation
to transfer capital to investee period
Notes of long-term equity investment:
Note 1: In Jan. 2008, Shenzhen ITC Vehicle Industry Co., Ltd. (hereinafter as the ―Vehicles Company‖) signed a
gas station lease contract with Shenzhen Guanghong Investment Company Limited,, which promises that
Shenzhen Guanghong Investment Co., Ltd rents the assets and rights such as the land of gas station, the gas
station, business occupancy, dormitory, equipments and facilities, as well as business management right from
Shenzhen Guomao Oil Co., Ltd (Shenzhen Guomao Automobile Industry Co., Ltd holds 100% equity of the
company) and takes over the operation and management, with a lease term of 15 years. Since the date of operating
lease, the Company no longer exerts actual control on Shenzhen Guomao Oil Co., Ltd, therefore, included in the
consolidation scope, according to the Accounting Standard for Enterprises.
Note 2: The decreased balance of investment and impairment provision of Macao Huashen Enterprise Co., Ltd.,
Saipan Project, Chongqing Guangfa Real estate development Co., Ltd., which was due to translation of financial
statements in foreign currencies.
16. Investment property
(1) Investment property calculated by cost
√Applicable □Inapplicable
Unit: RMB Yuan
Item Opening book balance Increase Decrease Closing book balance
I. Total cost 459,335,547.10 468,492.83 29,421,824.98 430,382,214.95
1. Property and
451,365,592.70 468,492.83 29,421,824.98 422,412,260.55
buildings
2. Land use right 7,969,954.40 7,969,954.40
II Accumulated
depreciation and 168,175,639.25 8,458,905.50 7,384,441.41 169,250,103.34
amortization
1. Property and
164,842,957.06 8,204,332.94 7,384,441.41 165,662,848.59
buildings
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2. Land use right 3,332,682.19 254,572.56 3,587,254.75
III. Total net book
value of investment 291,159,907.85 -7,990,412.67 22,037,383.57 261,132,111.61
real estate
1. Property and
286,522,635.64 -7,735,840.11 22,037,383.57 256,749,411.96
buildings
2. Land use right 4,637,272.21 -254,572.56 0.00 4,382,699.65
IV. Accumulated
amount of provision
0.00 0.00 0.00 0.00
for impairment of
investment real estate
1. Property and
buildings
2. Land use right
V. Total book value of
291,159,907.85 -7,990,412.67 22,037,383.57 261,132,111.61
investment real estate
1. Property and
286,522,635.64 -7,735,840.11 22,037,383.57 256,749,411.96
buildings
2. Land use right 4,637,272.21 -254,572.56 0.00 4,382,699.65
Unit: RMB Yuan
The reporting period
Amount of amortization and depreciation in the reporting period 8,458,905.50
Withdrawal amount of provision for impairment of investment real estate
0.00
in the reporting period
(2) Investment real estate measured by fair value
√Applicable □Inapplicable
Explanation on investment real estates that changed the measurement method and have not completed to handle
the property right certificate during the reporting period, and relevant explanation on the reason for failing to
complete to handle the property right certificate and the expected completion time:
17. Fixed assets
(1) Fixed assets details
Unit: RMB Yuan
Opening book Decrease in the Closing book
Item Increase in the reporting period
balance reporting period balance
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I. Total original book
179,011,722.53 9,838,937.10 16,545,779.49 172,304,880.14
value
Including: Property and
105,439,290.36 28,750.47 5,552,847.49 99,915,193.34
building
Machineries 43,692.42 43,692.42
Vehicles 55,190,657.69 9,260,390.00 10,759,300.00 53,691,747.69
Electrical and other
13,644,671.47 549,796.63 233,632.00 13,960,836.10
equipments
Decoration of fixed assets 4,693,410.59 4,693,410.59
Closing book
Opening book Increase in the Withdrawal in the Decrease in the
-- balance in current
balance reporting period reporting period reporting period
period
II. Accumulated
104,769,065.31 0.00 7,459,924.53 11,637,625.17 100,591,364.67
depreciation
Including: Property and
60,429,304.38 1,854,074.08 1,195,716.33 61,087,662.13
building
Machineries 37,072.05 1,675.76 38,747.81
Vehicles 30,870,888.50 4,853,617.57 10,221,335.00 25,503,171.07
Electrical and other
9,360,506.15 661,336.34 220,573.84 9,801,268.65
equipments
Decoration of fixed assets 4,071,294.23 89,220.78 4,160,515.01
Opening book Closing balance in
-- --
balance current period
III. The net book value of
74,242,657.22 -- 71,713,515.47
fixed assets
Including: Property and
45,009,985.98 -- 38,827,531.21
building
Machineries 6,620.37 -- 4,944.61
Vehicles 24,319,769.19 -- 28,188,576.62
Electrical and other
4,284,165.32 -- 4,159,567.45
equipments
Decoration of fixed assets 622,116.36 -- 532,895.58
IV. Total impairment
75,717.16 -- 75,717.16
provision
Including: Property and
--
building
Machineries --
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Vehicles --
Electrical and other
75,717.16 -- 75,717.16
equipments
Decoration of fixed assets --
V. Total book value of
74,166,940.06 -- 71,637,798.31
fixed assets
Including: Property and
45,009,985.98 -- 38,827,531.21
building
Machineries 6,620.37 -- 4,944.61
Vehicles 24,319,769.19 -- 28,188,576.62
Electrical and other
4,208,448.16 -- 4,083,850.29
equipments
Decoration of fixed assets 622,116.36 -- 532,895.58
Depreciation amount of this reporting period was RMB 7,459,924.53, RMB 0.00 was transferred into fixed assets
from construction project.
(2) Temporary idle fixed assets
Unit: RMB Yuan
Accrued Impairment
Item Original book value Net book value Note
depreciation provision
Property and
6,384,705.97 2,077,454.60 4,307,251.37
building
Machineries
Vehicles
(3) Fixed assets leased in from financing lease
□Applicable √ Inapplicable
(4) Fixed assets leased out from operation lease
□Applicable √ Inapplicable
(5) Information of hold-for-sale fixed assets at period-end
Unit: RMB Yuan
Item Book value Fair value Estimated disposal cost Estimated settle date
(6) Information of fixed assets failed to accomplish certification of property
Item Reason Estimated accomplish date
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Notes of fixed assets:
18. Construction in progress
(1)
Unit: RMB Yuan
Closing balance Opening balance
Item Impairment Impairment
Book balance Book value Book balance Book value
provision provision
Total
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(2) Significant changes in construction in progress
Unit: RMB Yuan
Including:
Project input Capitalization
Name of Opening Transferred to Other Project Capitalization capitalization Source of Closing
Budget Increase percentage of of interest rate
project balance fixed assets decrease process of interest of interest funding balance
budget (%)
this period
Total -- -- -- --
Notes of significant changes in construction in progress:
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(3) Impairment provision of construction in progress
Unit: RMB Yuan
Increase in the Decrease in the Reason for
Item Opening amount Closing balance
reporting period reporting period withdrawal
Total --
(4) Information of procedures of significant construction in progress
Item Project process Note
(5) Notes of construction in progress
19. Engineering materials
Unit: RMB Yuan
Increase in the Decrease in the
Item Opening balance Closing balance
reporting period reporting period
Total
Notes of engineering materials:
20. Clearance of fixed assets
Unit: RMB Yuan
Reason for transferring to
Item Opening book value Closing book value
clearance
Total --
Notes of clearance process of fixed assets with a clearance term of over 1 year since the transfer into fixed assets:
138
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21. Productive biological assets
（1）Measured by cost
□Applicable √Inapplicable
（2）Measured by fair value
□Applicable √Inapplicable
22. Oil and gas assets
Unit: RMB Yuan
Item Opening book balance Increase Decrease Closing book balance
I. Total original book value
1. Property rights of proved
mining area
2. Property rights of
unproved mining area
3. Well and relevant
facilities
II. Total accumulated
depreciation
1. Property rights of proved
mining area
2. Well and relevant
facilities a
III. Total accumulated oil
and gas assets depreciation
1. Property rights of proved
mining area
2. Property rights of
unproved mining area
3. Well and relevant
facilities
IV. Total book value of oil
and gas assets
1. Property rights of proved
mining area
2. Property rights of
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unproved mining area
3. Well and relevant
facilities
Notes of oil and gas assets:
23. Intangible assets
(1) Information
Unit: RMB Yuan
Opening book Increase in the reporting Decrease in the reporting
Item Closing book balance
balance period period
I. Total original book
170,884,406.80 300.00 0.00 170,884,706.80
value
Taxi operating licenses 170,866,146.80 170,866,146.80
Financial software 18,260.00 300.00 18,560.00
II. Total accrued
49,630,150.65 3,578,351.52 0.00 53,208,502.17
amortization
Taxi operating licenses 49,616,050.65 3,576,251.52 53,192,302.17
Financial software 14,100.00 2,100.00 16,200.00
III. Total net book value of
121,254,256.15 -3,578,051.52 0.00 117,676,204.63
intangible assets
Taxi operating licenses 121,250,096.15 -3,576,251.52 0.00 117,673,844.63
Financial software 4,160.00 -1,800.00 0.00 2,360.00
IV. Total impairment
0.00 0.00 0.00 0.00
provision
Taxi operating licenses
Financial software
Total book value of
121,254,256.15 -3,578,051.52 0.00 117,676,204.63
intangible assets
Taxi operating licenses 121,250,096.15 -3,576,251.52 0.00 117,673,844.63
Financial software 4,160.00 -1,800.00 0.00 2,360.00
Amortization was of RMB 3,578,351.52 in the reporting period.
(2) Company development expense
Unit: RMB Yuan
140
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Decrease
Item Opening balance Increase Recognized into Recognized as Closing balance
current gains/losses intangible assets
Total
The percentage of development expense in the total expenditure of R&D projects in the reporting period:
The percentage of the value of intabgible assets formed from the internal R&D of the Company in the closing
book value of intangible assets:
Notes of the developed projects of the Company, including the projects with individual value more than RMB 1
million and recorded with the assessed value, relevant assessment agency and method shall be disclosed:
(3) Information of intangible assets that failed to accomplish certification of property
24. Goodwill
Unit: RMB Yuan
Impairment
Name of investee or event that Increase in the Decrease in the
Opening balance Closing balance provision at
generated goodwill reporting period reporting period
period-end
Total
Notes of test method of goodwill impairment and impairment withdrawal method:
25. Long-term amortization expense
Unit: RMB Yuan
Amortization Reason for other
Item Opening balance Increase Other decrease Closing balance
balance decrease
Reformation
project for
1,989,226.53 86,488.14 1,902,738.39
Tianhong Subway
No. 3
Total 1,989,226.53 0.00 86,488.14 0.00 1,902,738.39 --
Notes of long-term amortization expense:
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26. Deferred tax assets and liabilities
(1) Deferred tax assets and liabilities are not listed as the net value after offset
√ Applicable □ Inapplicable
Deferred tax assets and liabilities that already recognized
Unit: RMB Yuan
Item Closing balance Opening balance
Deferred income tax assets:
Provision for impairment of assets 287,641.40 378,187.84
Formation expenses
Deductible losses 9,566,363.57 6,392,371.80
Accrued land VAT 101,366,187.69 105,073,836.93
Accrued unpaid dismiss welfare 0.00 32,314.75
Transferred employee education fee pay
1,143.95 4,878.12
deductible in the following year
Transferred advertisement fee deductible in the
206,936.50 206,936.50
following year
Unrealized internal sales gain and loss 3,947,929.38 2,662,855.97
Estimated profit calculated at pre-sale revenue of
10,046,441.05 9,350,820.50
property enterprises
Subtotal 125,422,643.54 124,102,202.41
Deferred income tax liabilities
Assessed value of transactional financial
instruments and derivative financial instruments
Variation in fair value of financial assets available
for sale recorded into capital reserves
Subtotal
List of unrecognized deferred income tax assets
Unit: RMB Yuan
Item Closing balance Opening balance
Deductible temporary difference
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Deductible losses
Total
Deductible losses of unrecognized deferred income tax assets will due in the following years
Unit: RMB Yuan
Year Closing balance Opening balance Remark
Total --
List of taxable differences and deductible differences items
Unit: RMB Yuan
Temporary differences amount
Item
As at period-end As at period-begin
Taxable differences items
Assets impairment provision 1,150,565.56 1,512,751.31
Deductible losses 38,265,454.27 25,569,487.18
Accrued land VAT 405,464,750.75 420,295,347.70
Accrued unpaid dismiss welfare 129,259.00
Transferred employee education fee pay deductible
4,575.80 19,512.47
in the following year
Transferred advertisement fee deductible in the
827,746.00 827,746.00
following year
Unrealized internal sales gain and loss 15,791,717.52 10,651,423.89
Estimated profit calculated at pre-sale revenue of
40,185,764.21 37,403,282.01
property enterprises
Subtotal 501,690,574.11 496,408,809.56
Deductible differences item
Subtotal
(2) Deferred income tax assets and liabilities are listed as the net value after offset
□Applicable √ Inapplicable
Notes of deferred income tax assets and liabilities
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27. List of provision for assets impairment
Unit: RMB Yuan
Opening book Decrease Closing book
Item Increase
balance Reversal Written off balance
I. Provision for bad debt 176,531,703.29 966,248.66 6,100,263.43 171,397,688.52
II. Provision for inventory
37,449,638.54 -124,217.59 37,573,856.13
falling price
III. Impairment provision of
available-for-sale financial
assets
IV. Impairment provision of
held-to-maturity investment
V. Impairment provision of
56,510,191.16 23,568.32 56,533,759.48
long-term equity investment
VI. Impairment provision of
0.00 0.00 0.00
investment property
VII. Impairment provision of
75,717.16 75,717.16
fixed assets
VIII. Impairment provision of
engineering materials
IX. Impairment provision of
construction in progress
X. Impairment provision of
productive biological assets
Including: mature
productive biological assets
XI. Impairment provision of
oil gas assets
XII. Impairment provision of
0.00 0.00 0.00
intangible assets
XIII. Impairment provision of
goodwill
XIV. Others
Total 270,567,250.15 989,816.98 5,976,045.84 0.00 265,581,021.29
Notes of the list of assets impairment:
The reversal of provsion for inventory falling price and impairment provision of long-term equity investment
increased during the reporting period, mainly due to the translation of foreign currency financial statements.
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28. Other non-current assets
Unit: RMB Yuan
Item Closing balance Opening balance
Total
Notes of other non-current assets
29. Short-term loan
(1)Category
Unit: RMB Yuan
Category Closing balance Opening balance
Pledge loan 40,000,000.00
Mortgage loan 290,000,000.00 70,000,000.00
Guarantee loan 80,000,000.00 41,495,212.00
Credit loan 250,000,000.00 490,000,000.00
Total 660,000,000.00 601,495,212.00
Notes:
(2)List of unsettled mature short-term loan
Unit: RMB Yuan
Reason for
Name of creditor Amount of loan Rate of loan Usage Estimated settle date
unsettlement
Total 0.00 -- -- -- --
RMB000 was paid back after the Balance Sheet Date.
Notes of short-term loan, for those gaining extended term, notes term of extension and new mature date:
The loan of RMB 0.2 billion and 40 million borrowed from Shenzhen Jingtian Sub-branch of China Everbright
Bank due on 16 Jan. 2012 and 29 Mar. 2012 respectively were extended for one year, so the due date extended to
25 Jan. 2013 and 29 Mar. 2013 respectively, and the annual loan interest rate increased from 5.74% to 6.95%, and
the credit term was changed from credit loan to mortgage loan, for details, please refer to Note (VII) 2 (5) and
Note (VII) 2 (6). The loan of RMB 0.25 billion borrowed from Shenzhen Jingtian Sub-branch of China Everbright
Bank due on 29 Mar. 2012 was extended for one year, so the due date extended to 29 Mar. 2013, and the annual
loan interest rate increased from 5.74% to 6.95%, and the credit term was still the credit loan.
30. Trading financial liabilities
Unit: RMB Yuan
Item Closing fair value Opening fair value
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Public trading bonds
Financial liabilities designed to recognized with
a basis on fair value and with its changes
recognized into current gains and losses
Derivative financial liabilities
Other financial liabilities
Total
Notes of trading financial liabilities:
31. Notes payable
Unit: RMB Yuan
Category Closing balance Opening balance
Trade acceptance
Bank acceptance
Total
RMB000 will be due in next fiscal period.
Notes of notes payable:
32. Accounts payable
(1)
Unit: RMB Yuan
Item Closing balance Opening balance
Accounts payable 175,845,270.52 187,093,587.42
Total 175,845,270.52 187,093,587.42
(2) The accounts payable to shareholders with more than 5% (including 5%) of the voting shares of the Company
√Applicable □Inapplicable
Unit: RMB Yuan
Name of entity Closing balance Opening balance
Shenzhen Investment Holdings Co., Ltd. 1,865,878.24 703,821.38
Total 1,865,878.24 703,821.38
Notes of the significant accounts payable aging over one year:
The Company’s accounts payable aging over one year are mainly the unpaid construction payment and pledged
amount, etc.
33. Advance from customers
(1)
Unit: RMB Yuan
Item Closing balance Opening balance
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Advance from customers 729,056,567.31 208,655,909.41
Total 729,056,567.31 208,655,909.41
(2) Advanced from customers from shareholders with more than 5% (including 5%) of the voting shares of
the Company
□Applicable √ Inapplicable
Notes of significant advance from customers aging over one year:
34. Payroll payable
Unit: RMB Yuan
Item Opening book balance Increase Decrease Closing book balance
I. Salary, bonus,
40,026,974.72 92,016,226.17 101,236,949.84 30,806,251.05
allowance, subsidy
II. Employee welfare 2,436,364.10 2,436,364.10
III. Social insurance 83,997.89 11,753,764.76 11,519,653.50 318,109.15
Including: Medical
33,090.94 2,437,509.79 2,399,292.51 71,308.22
insurance premiums
Basic pension
33,182.60 6,066,359.49 5,971,834.39 127,707.70
benefits
Annuity 2,520.00 2,310,177.40 2,237,864.20 74,833.20
Unemployment
8,688.19 284,897.49 261,725.10 31,860.58
insurance
Work-related injury
3,475.30 339,321.96 337,098.00 5,699.26
insurance
Maternity insurance 3,040.86 221,423.63 217,764.30 6,700.19
Other social
94,075.00 94,075.00
insurance
IV. Housing fund 1,374,933.51 2,308,961.47 2,175,512.98 1,508,382.00
V. Redemption for
terminations of labor
contract
VI. Others 4,869,076.75 2,558,157.59 1,743,028.90 5,684,205.44
Of which: labor
union budget and
3,739,243.95 2,331,909.59 1,387,521.90 4,683,631.64
employee education
budget
Compensation for
terminating the labor 1,129,832.80 226,248.00 355,507.00 1,000,573.80
contract
Total 46,354,982.87 111,073,474.09 119,111,509.32 38,316,947.64
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RMB * is the amounts in arrears in the payroll payable.
The labor union budget and employee education budget is RMB 4,683,631.64, and the non-monetary benefits are
RMB 0.00, as well as the compensation for terminating the labor contract is RMB 1,000,573.80.
The estimated distribution date and amount as well as other arrangements for payroll payable:
35. Taxes payable
Unit: RMB Yuan
Item Closing balance Opening balance
Value-added tax -286,921.94 -10,022.86
Consumption tax
Business tax 23,036,018.57 4,952,404.87
Corporate income tax 30,115,644.69 71,331,210.33
Personal income tax 1,141,073.94 393,853.77
Urban maintenance and construction tax 1,607,910.65 333,733.78
Stamp duty 2,951.39 -10,903.55
Education surtax 693,229.41 153,704.52
Local education surtax 453,549.15 61,632.96
Land VAT 405,602,574.85 421,667,014.45
Property tax 924,805.48 901,798.66
Leeve fee 7,326.71 23,510.98
Other 347,216.25 7,655.37
Total 463,645,379.15 499,805,593.28
Notes of taxes payable: for the taxable income of branch companies and factories approved to be inter-adjusted by
their local tax authorities, the Company shall specified their calculation procedure.
36. Interest payable
Unit: RMB Yuan
Item Closing balance Opening balance
Interest payable on long-term borrowings that interest
was paid by stages and principle was repay upon due
Interest of corporate bond
Interest payable on short-term borrowings
Total
Notes:
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37. Dividends payable
Unit: RMB Yuan
Reason for unsettlement over 1
Name of company Closing balance Opening balance
year
Total --
Notes:
38. Other accounts payable
(1)
Unit: RMB Yuan
Item Closing balance Opening balance
Other accounts payable 189,991,958.16 481,167,880.34
Total 189,991,958.16 481,167,880.34
(2) Other accounts payable from shareholders with more than 5% (including 5%) of the voting shares of
the Company
√Applicable □Inapplicable
Unit: RMB Yuan
Name of entity Closing balance Opening balance
Shenzhen Investment Holdings Co., Ltd. 271,065,981.63
Total 0.00 271,065,981.63
(3)Notes of the other large amount accounts payable aging over 1 year.
The Company’s other large amount accounts payable aging over 1 year are mainly the accrued land VAT and
various deposits, ect..
(4)Notes of other accounts payable with significant amount
The Company’s other accounts payable with significant amount are mainly as the follows: RMB 56,303,627.40 of
accrued land VAT, RMB 27,690,453.66 of rental deposit, RMB 15,170,004.00 of rental of gas station (transferred
to revenue monthly) and RMB 33,389,825.08 of current account.
39. Estimated liabilities
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
External offering
guarantee
Unsettled lawsuit
Product quality guarantee
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Responsibility of
reorganization
Dismissal welfare
Loss contract to be
executed
Other
Total
Notes:
40. Non-current liabilities due within 1 year
(1)
Unit: RMB Yuan
Item Closing balance Opening balance
Long-term loan due within 1 year 9,516,666.68 215,666,666.68
Bonds payable due within 1 year
Long-term accounts payable due within 1 year 2,693,221.64 2,693,221.64
Total 12,209,888.32 218,359,888.32
(2)Long-term loan due within 1 year
Long-term loan due within 1 year
Unit: RMB Yuan
Item Closing balance Opening balance
Pledge loan 9,516,666.68 3,666,666.68
Mortgage loan 200,000,000.00
Guarantee loan 12,000,000.00
Credit loan
Total 9,516,666.68 215,666,666.68
RMB000 of long-term loan due within 1 year was of mature loan with extended term.
Top five long-term loan due within 1 year
Unit: RMB Yuan
Closing balance Opening balance
Foreign Foreign
Creditor Starting date Ending date Currency Rate (%)
currency RMB balance currency RMB balance
balance balance
Shenzhen
Sub-branch 200,000,000.
31 Mar. 2009 30 Mar. 2012 CNY 4.86% 0.00 0.00 0.00
of 00
Agricultural
150
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Bank of
China
Central
Business
Sub-branch 11 Jan. 2012 10 Mar. 2013 CNY 7.65% 0.00 5,850,000.00 0.00 0.00
of Ping An
Bank
Shenzhen 10 Mar. 2010 10 Mar. 2012
Branch of 12,000,000.0
CNY 5.4% 0.00 0.00 0.00
Ping An 0
Bank
Shenzhen 23 Nov. 2011 23 Nov. 2013
Shangbu
Sub-branch
CNY 7.32% 0.00 3,666,666.68 0.00 3,666,666.68
of Shenzhen
Development
Bank
215,666,666.
Total -- -- -- -- -- 9,516,666.68 --
68
Mature loan of long-term loan due within 1 year:
Unit: RMB Yuan
Reason for Estimated settle
Creditor Amount of loan Overdue date Annual rate (%) Usage
unsettlement date
Total 0.00 -- -- -- -- --
RMB000 was paid back after Balance Sheet Date:
Notes of long-term borrowings due within 1 year:
(3)Bonds payable due within 1 year
Unit: RMB Yuan
Accrued Interest paid
Opening Closing
Issuance Issuing interest in in the Closing
Name Par value Term interest interest
date amount current reporting balance
payable payable
period period
Notes:
(4)Long-term accounts payable due within 1 year
Unit: RMB Yuan
Creditor Term Initial amount Rate (%) Accrued interest Closing balance Conditions
To be transferred 1,293,221.64 0% 0.00 1,293,221.64
151
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income from
renting operating
license plate
To be transferred
income from
renting Shenzhen 1,400,000.00 0% 0.00 1,400,000.00
ITC Petroleum
Co., Ltd
Notes of long-term accounts payable due within 1 year:
41. Other current liabilities
Unit: RMB Yuan
Item Closing book balance Opening book balance
Total
Notes of other non-current liabilities:
42. Long-term loan
(1)Category of long-term loan
Unit: RMB Yuan
Item Closing balance Opening balance
Pledge loan 25,649,999.98 7,333,333.32
Mortgage loan
Guarantee loan
Credit loan
Total 25,649,999.98 7,333,333.32
Notes:
(2)The top five long-term loans
Unit: RMB Yuan
Closing balance Opening balance
Foreign Foreign
Creditor Starting date Ending date Currency Rate (%)
currency RMB amount currency RMB amount
amount amount
Shangbu
Sub-branch
of Shenzhen 23 Nov. 2011 23 Nov. 2014 CNY 7.32% 0.00 5,499,999.98 0.00 7,333,333.32
Development
Bank
152
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Central
Business
20,150,000.0
Sub-branch 11 Jan. 2012 10 Jan. 2015 CNY 7.65% 0.00 0.00 0.00
0
of Ping An
Bank
25,649,999.9
Total -- -- -- -- -- -- 7,333,333.32
8
Notes of long-term loan: for the long-term loans arising from mature loans with extended term, the Company shall
explain the conditions of extension, principal, interest, expected repayment arrangement:
43. Bonds payable
Unit: RMB Yuan
Accrued
Interest paid
Opening interest in Closing
Issuance Issuing in the Closing
Name Par value Term interest the interest
date amount reporting balance
payable reporting payable
period
period
Notes of bonds payable, including the conditions and date of conversion of the convertible corporate bonds:
44. Long-term payable
(1) The top five long-term payable
Unit: RMB Yuan
Conditions of
Company Term Initial amount Rate (%) Accrued interest Closing balance
loan
(2)List of the financing lease payable under the long-term loan
Unit: RMB Yuan
Closing balance Opening balance
Company
Foreign currency RMB Foreign currency RMB
Total
RMB000 was guarantee for the Company’s financing lease provided by the independent third party.
Notes of the long-term payable:
45. Specific payable
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance Note
Total --
153
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Notes of specific payable:
46. Other non-current liabilities
Unit: RMB Yuan
Item Closing book balance Opening book balance
Utility specific fund 2,088,759.35 9,676,157.29
Housing principle fund 14,940,661.28 13,339,582.42
House warming deposit 7,700,637.45 7,806,572.95
Electric Equipment Maintenance fund 4,019,415.44 4,069,140.20
Deputed Maintenance fund 27,967,710.93 27,646,929.23
Taxi Deposit 41,864,717.90 44,286,458.90
To be transferred income from renting operating
12,035,679.15 12,682,289.97
license plate
To be transferred income from renting Shenzhen
13,770,004.00 14,470,000.00
ITC Petroleum Co., Ltd
Total 124,387,585.50 133,977,130.96
Notes of other non-current liabilities, including each government grants relevant to assets and income received in
the reporting period and their closing amounts:
47. Share capital
Unit: RMB Yuan
Increase/Decrease (+/-)
Opening Capitalization Closing
Issuing new
balance Bonus shares of public Other Subtotal balance
shares
reserves
Total shares 595,979,092 0 595,979,092
Notes of changes in share capital, for those action of increasing capital or decreasing capital in the reporting
period, the Company shall disclose the name of the accounting firm executing the capital verification and
document number of the capital verification report; for joint-stock companies running for less than three years,
only the net assets shall be specified for particulars before establishment; while for case of totally changing the
limited liability companies into joint-stock companies, capital verification on the establishment shall be specified:
48. Treasury stock
Notes of treasury stock:
154
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49. Special reserves
Notes of special reserves:
50. Capital reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Capital premium (share
38,687,344.20 237,256.69 38,450,087.51
capital premium)
Other capital reserves 25,332,931.52 25,332,931.52
Effects on closing net assets of
the combined party under the 13,800,000.00 13,800,000.00
same control
Total 77,820,275.72 0.00 14,037,256.69 63,783,019.03
Note:
1. The effects on closing net assets of the combined party through the same control in the opening book balance of
capital reserves are mainly due to the Company executed its commitment made in the share splitting reform to
conduct assets replacement with controlling shareholder, of which: swaping in 100% equities of Shenzhen
Shenxin Taxi Co., Ltd., which is a business combination under the same control and completed in the reporting
period; when the Company prepared the comparative financial statements for 2011, it considered that the
combination occurred in previous period, and included relevant assets and liabilities of the combining party after
offsetting internal transaction effects into the consolidated financial statement, meanwhile, increased the capital
reserves of RMB 11,217,444.05 under the item of owners’ equities in the consolidated balance sheet, which was
calculated basing on 100% shareholding; as for the part of retained earnings attributable to the Company, which
was transferred into retained earnings from capital reserves, of which: increased the capital reserves by
2,582,555.95, decreased the undistributed profits by 3,239,366.39, increased the surplus reserves by 656,810.44.
After the adjustment, the total opening amount of capital reserves increased by 13,800,000.00.
2. The share premium decreased during the reporting period, which was mainly due to the swap-in 100% equities
of Shenzhen Shenxin Taxi Co., Ltd., which was from the Company executing its commitment made in the share
splitting reform to conduct assets replacement with controlling shareholder, was completed in the reporting period,
and such transaction was a business combination under the same control with the combination day of 31 May
2012. According to the difference of RMB 1,159,995.71 between the net asset of Shenzhen Shenxin Taxi Co., Ltd.
and the book value of swap-out asset on the combination day, the capital reserves (share premium) decreased
accordingly; as for the part of retained earning attributable to the Company realized on the combination day,
which was transferred into the retained earnings from capital reserves, of which: increased the capital reserves by
922,739.02, decreased the undistributed profits by 1,579,549.46, increased the surplus reserves by 656,810.44.
After the adjustment, the total opening amount of capital reserves decreased by 237,256.69.
3. The effects on closing net assets of the combined party through the same control decreased during the reporting
period, which was mainly due to the Company gained 100% equities of Shenzhen Shenxin Taxi Co., Ltd. through
the business combination under the same control in Note 1 and Note 2, and the transaction was completed in May
155
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
2012 upon transferring the net assets of the combined party on the combination day.
51. Surplus reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Legal surplus reserves 70,368,860.95 70,368,860.95
Discretional surplus reserves
Reserve fund
Enterprise development funds
Other
Total 70,368,860.95 0.00 0.00 70,368,860.95
Notes of surplus reserves: for surplus reserves transferred to share capital, compensating losses and distributed as
dividends, relevant resolutions shall be explained.
52. Provision for general risk
Notes of provision for general risk:
53. Retained profits
Unit: RMB Yuan
Withdrawal or distributed
Item Amount
proportion
Opening balance of retained profits before
406,422,741.94 --
adjustments
Adjustments of opening balance of retained
-3,239,366.39 --
profits (―+‖ means add, ―-‖ means reduce)
Opening balance of retained profits after
501,505,660.86 --
adjustments
Add: Net profit attributable to owners of the
98,322,285.31 --
Company
Less: Withdrawal of statutory surplus reserves
Withdrawal of discretional surplus reserves
Withdrawal of provision for general risk
Dividend of common stock payable
Dividend of common stock converted into
share capital
Closing retained profits 501,505,660.86 --
List of adjustment of opening retained profits:
156
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
1) RMB0.00 of opening retained profits was affected by retrospective adjustment conducted according to the
Accounting Standards for Business Enterprises and relevant new regulations.
2) RMB0.00 of opening retained profits was affected by changes on accounting policies.
3) RMB0.00 of opening retained profits was affected by correction of significant accounting errors.
4) RMB-3,239,366.39 opening retained profits was affected by changes in combination scope arising from same
control.
5) RMB0.00 of opening retained profits was affected totally by other adjustments.
Notes: as for IPO companies, if the accumulated profits were enjoyed by new and original shareholders according
to the resolutions made at the shareholders’ general meeting before public offering, the Company shall explain
clearly; if the accumulated profits were distributed before public offering and enjoyed by the original shareholders
according to the resolutions made at the shareholders’ general meeting, the Company shall clearly disclose the
audited profits of dividends payable enjoyed by the original shareholders.
54. Revenue and Cost of Sales
(1) Revenue, Cost of Sales
Unit: RMB Yuan
Item Reporting period Same period of last year
Sales of main business 573,936,718.09 1,144,264,070.67
Other operating income 48,986,182.83 11,521,987.40
Cost of sales 392,019,121.93 368,383,008.24
(2)Main business (Classified by industry)
√ Applicable □ Inapplicable
Unit: RMB Yuan
Reporting period Same period of last year
Industry
Revenue of sales Costs of sales Revenue of sales Costs of sales
Sale of properties 382,325,000.00 229,343,000.00
Property rental and management
143,665,000.00 112,733,000.00
services income
Taxi transportation services 36,218,000.00 17,494,000.00
Total 573,936,718.09 370,266,683.25 1,144,264,070.67 366,295,915.40
(3)Main business (Classified by product)
□Applicable √ Inapplicable
(4) Main business (Classified by area)
□Applicable √ Inapplicable
(5) The revenue of sales from the top five customers
Unit: RMB Yuan
Customer Main business revenue Proportion of total business revenue (%)
157
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Total
Notes:
The sales of revenue during the reporting period decreased by 46.10% over that of same period of last year,
mainly due to the revenue of Shenwuye- Shengang No. 1 project reached the conditions of transferring to revenue
in last period, and the accumulated sales realized in previous years and last period were all settled in last period,
thus total areas available for settlement decreased significantly over that of same period of last year. Other
industrial revenue was mainly from project supervision, elevator maintenance and auto vehicles repair, etc..
55. Revenue from the construction contracts
□Applicable √ Inapplicable
Notes of revenue from the construction contracts:
56. Business tax and surcharges
Unit: RMB Yuan
Item Reporting period Same period of last year Calculation and payment standard
Consumption tax
Business tax 32,409,125.07 57,737,548.07 3%, 5% of revenue of sales
Urban maintenance and construction
2,270,497.04 1,491,232.55 1%, 7% of taxable turnover tax
tax
Education surtax 975,669.11 1,786,482.35 3% of taxable turnover tax
Resources tax
Lacal education surtax 655,563.28 2% of taxable turnover tax
Four progressive levels with the tax
Land VAT 20,284,963.16 272,221,768.10 rate ranging from 30% to 60% of the
added value from properties transfer.
1.2% of the 70% cost of property per
Property tax 1,348,758.97 1,327,501.80
year
Leeve fee 51,722.75 25,276.21 0.01% of revenue of sales
Other 291,834.70 163,825.77
Total 58,288,134.08 334,753,634.85 --
Note:
The amount of business tax and surcharges during the reporting period decreased by 82.58% over that of same
period of last year, mainly due to the revenue from property business transferred in the reporting period decreased,
making significant decrease of accrued land VAT.
57. Gains and losses from changes in fair value
Unit: RMB Yuan
158
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Source Reporting period Same period of last year
Trading financial assets
Including: gains from the changes in fair value of
derivative financial instruments
Trading financial liabilities
Investment property calculated in fair value
Other
Total
Notes:
58. Investment income
(1)List of investment income
Unit: RMB Yuan
Item Reporting period Same period of last year
Long-term equity investment income accounted by
cost method
Long-term equity investment income accounted by
1,501,509.12 679,338.63
equity method
Investment income arising from disposal of
long-term equity investments
Investment income received from holding of trading
financial assets
Investment income received from holding of
held-to-maturity investments
Investment income received from holding of
available-for-sale financial assets
Investment income received from disposal of
trading financial assets
Investment income received from holding of
held-to-maturity investments
Investment income received from available-for-sale
financial assets
Other
Total 1,501,509.12 679,338.63
(2) Long-term equity investment income accounted by cost method
Unit: RMB Yuan
159
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Same period of last
Name of investee Reporting period Reason for increase/decrease
year
Total --
(3) Long-term equity investment income accounted by equity method
Unit: RMB Yuan
Same period of last
Name of investee Reporting period Reason for increase/decrease
year
Shenzhen Jifa Warehouse Co., Ltd 325,554.07 347,098.01
Shenzhen ITC Tian’an Properties Co.,
930,877.58 161,719.79
Ltd
Shenzhen Tian’an International
Building Property Management Co., 245,077.47 170,520.83
Ltd
Total 1,501,509.12 679,338.63 --
Notes of investment income: make notes if there is significant limitation for recovery of investment income. If
there isn’t the said limitation, notes too:
The Company’s recovery of investment income exist no significant limitation.
59. Impairment losses
Unit: RMB Yuan
Item Reporting period Same period of last year
I. Bad debts losses -5,946,900.23 -501,104.65
II. Inventory falling price losses -11,040.73
III. Impairment losses of available-for-sale financial
assets
IV. Impairment losses of held-to-maturity of investment
V. Impairment losses of long-term equity investment
VI. Impairment losses of investment property
VII. Impairment losses of fixed assets
VIII. Impairment losses of engineering materials
IX. Impairment loss of construction in progress
X. Impairment losses of productive biological assets
XI. Impairment losses of oil and gas assets
XII. Impairment losses of intangible assets
XIII. Impairment losses of goodwill
XIV. Other
160
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Total -5,957,940.96 -501,104.65
60. Non-operating gains
(1)
Unit: RMB Yuan
Item Reporting period Same period of last year
Total gains from disposal of non-current assets 551,875.50 38,991.44
Including：Gains from disposal of fixed assets 551,875.50 38,991.44
Gains from disposal of intangible assets
Gains from debt reconstruction
Gains from non-monetary assets exchange
Acceptance of donations
Government grants
Other 628,804.24 939,663.41
Total 1,180,679.74 978,654.85
(2)List of government grants
Unit: RMB Yuan
Item Reporting period Same period of last year Note
Total --
Notes
61. Non-operating expenses
Unit: RMB Yuan
Item Reporting period Same period of last year
Loss on disposal of non-current assets 29,700.92 21,155.77
Including: Loss on disposal of fixed assets 29,700.92 21,155.77
Loss on disposal of intangible assets 29,700.92 21,155.77
Loss on debt reconstruction
Loss on exchange of non-monetary assets 1,382,794.36
External donation
Compensation payments 122,000.00 774,698.00
Litigation compensation 11,800.00
Other 139,957.08 60,229.55
Total 1,674,452.36 867,883.32
Notes:
The loss on exchange of non-monetary assets is from the taxes expenses of transferring ownership of swap-out
assets (the part recorded into fixed assets) during the assets replacement with Controlling shareholder of Shenzhen
161
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Investment Holdings Co., Ltd.
62. Income tax expense
Unit: RMB Yuan
Item Reporting period Same period of last year
Current income tax expense accounted by tax and relevant
29,062,250.02 120,429,483.37
regulations
Adjustment of income tax -1,320,441.13 -23,690,284.38
Total 27,741,808.89 96,739,198.99
63. Calculation procedure of basic earnings per share and diluted earnings per share
Calculation procedure of basic earnings per share and diluted earnings per share is as follows:
Item The reporting period Same period of last year
Basic Earnings Per Share 0.1650 0.5058
Diluted Earnings Per Share 0.1650 0.5058
Calculation of earnings per share is as following:
Basic Earnings Per Share＝98,322,285.31÷595,979,092.00＝0.1650
Diluted Earnings Per Share＝98,322,285.31÷595,979,092.00＝0.1650
Recalculation of earnings per share of last year is as following:
Basic Earnings Per Share＝301,444,084.10÷595,979,092.00＝0.5058
Diluted Earnings Per Share＝301,444,084.10÷595,979,092.00＝0.5058
Note: The method of basic earnings per share and diluted earnings per share calculation
A．Basic Earnings Per Share =P0÷S
S= S0＋S1＋Si×Mi÷M0-Sj×Mj÷M0-Sk
P0 represents the amounts attributable to ordinary equity holders of the Company in respect of:
(a) Profit or loss attributable to the Company; and
(b) Profit or loss after deducting extraordinary gain or loss attributable to the Company.
S represents the weighted average number of ordinary shares outstanding during the period. S0 represents the
number of ordinary shares at the beginning of the period. S1 represents the number of additional ordinary shares
issued on capital surplus transfer or share dividends appropriation; Si represents the number of ordinary shares
issued in exchange for cash or issued as a result of the conversion of a debt instrument to ordinary shares during
the period. Sj represents reduced number of ordinary shares such as shares buy back. Sk represents the number of
162
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
a reverse share split. Mo represents the months during the period. Mi represents the months from the following
month after issuing incremental shares to the end of the period. Mj represents the months from the following
month after reducing shares to the end of the period.
B．Diluted Earnings Per Share =P1/(S0＋S1＋Si×Mi÷M0–Sj×Mj÷M0–Sk+ The weighted average number of
incremental ordinary shares on warrants, options, convertible debt and so on）
P1 represents the amounts attributable to ordinary equity holders of the Company in respect of: (a) Profit or loss
attributable to the Company; and (b) Profit or loss after deducting extraordinary gain or loss attributable to the
Company, adjust according to the accounting standards for enterprises and other relevant provisions. The
Company considered in sequence from dilutive potential ordinary shares to get the lowest earnings per share.
64. Other comprehensive income
Unit: RMB Yuan
Item Reporting period Same period of last year
1. Profits/(losses) from available-for-sale financial assets
Less: Effects on income tax generating from available-for-sale
financial assets
Net amount transferred into profit and loss in the current period
that recognized into other comprehensive income in prior
period
Subtotal 0.00 0.00
2. Interests in the investee entities’ other comprehensive
income as per equity method
Less: Effects on income tax generating from the interests in the
investee entities’ other comprehensive income as per equity
method
Net amount transferred into profit and loss in the current period
that recognized into other comprehensive income in prior
period
Subtotal 0.00 0.00
3. Profits/(losses) from cash flow hedging instrument
Less: Effects on income tax generating from cash flow hedging
instrument
Net amount transferred into profit and loss in the current period
that recognized into other comprehensive income in prior
period
The adjustment value that is the converted initial recognition
amount of arbitrage project
163
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Subtotal 0.00 0.00
4. Converted amount of foreign currency financial statements 154,895.92 -676,994.58
Less: Net value of disposal of oversea operations that
recognized into current profit and loss
Subtotal 154,895.92 -676,994.58
5. Other
Less: Effects on income tax generating from the others that
included into other comprehensive income
Net amount transferred into profit and loss in the current period
that recognized into other comprehensive income in prior
period
Subtotal 0.00 0.00
Total 154,895.92 -676,994.58
Notes
65. Notes of Cash Flow Statement
(1)Other cash received relevant to operating activities
Unit: RMB Yuan
Item Amount
Interest income 2,605,618.18
Current account received from Shenzhen Jifa Warehouse Co., Ltd 2,500,000.00
Net margins, security deposits collected for other parties 1,322,768.54
Other small receivables 3,859,760.82
Total 10,288,147.54
Notes
(2) Other cash paid relevant to operating activities
Unit: RMB Yuan
Item Amount
Of which: paying current account of Hainan Yirun Real Estate Co., Ltd. 22,576,386.41
Paying administration expenses in cash 15,939,187.76
Paying sales expenses in cash 10,507,733.68
Paying net water & electricity fees for property owners 4,056,153.52
Paying net expenses on reformation of parking lot and air conditions for
2,695,182.65
property owners
Paying handling charges of property ownership certificates 1,206,487.71
Other small receivables 8,735,488.02
Total 65,716,619.75
164
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Notes
(3) Other cash received relevant to investment activities
Unit: RMB Yuan
Item Amount
Total
Notes of other cash received relevant to investment activities:
(4) Other cash paid relevant to investment activities
Unit: RMB Yuan
Item Amount
Total
Notes of other cash paid relevant to investment activities:
(5) Other cash received relevant to financing activities
Unit: RMB Yuan
Item Amount
Total
Notes of other cash received relevant to financing activities:
(6) Other cash paid relevant to financing activities
Unit: RMB Yuan
Item Amount
Handling charges of significant loans 1,432,000.00
Total 1,432,000.00
Notes of other cash paid relevant to financing activities:
66. Supplemental information for Cash Flow Statement
(1) Supplemental information for Cash Flow Statement
Unit: RMB Yuan
Supplemental information Reporting period Same period of last year
1. Reconciliation of net profit to net cash flows generated
-- --
from operations：
Net profit 98,322,285.31 301,444,084.10
Add: Provision for assets impairments -5,957,940.96 -501,104.65
165
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Depreciation of fixed assets, oil-gas assets and productive
15,918,830.03 15,158,519.49
biological assets
Amortization of intangible assets 3,578,351.52 3,524,098.25
Amortization of long-term deferred expense 86,488.14 86,488.14
Losses/gains on disposal of property, intangible asset and
-522,174.58 -17,835.67
other long-term assets (gains: negative)
Losses/gains on scrapped of fixed assets (gains:
negative)
Losses/gains from variation of fair value (gains: negative)
Financial cost (income: negative) 982,000.00 7,360,058.89
Investment loss (gains: negative) -1,501,509.12 -679,338.63
Decrease in deferred tax assets (increase: negative) -1,320,441.13 -26,311,833.32
Increase in deferred tax liabilities (decrease: negative) 3,258,868.32
Decrease in inventory (increase: negative) 122,000,800.89 166,461,676.23
Decrease in accounts receivable from operating activities
-59,663,827.50 -349,224,831.34
(increase: negative)
Increase in accounts payable from operating activities
164,188,624.00 -559,925,411.52
(decrease: negative)
Others
Net cash flows generated from operating activities 336,111,486.60 -439,366,561.71
2. Significant investing and financing activities without
-- --
involvement of cash receipts and payments
Debt converted into capital
Convertible company bonds due within 1 year
Financing leased fixed assets
3. Change of cash and cash equivalent: -- --
Closing balance of Cash 653,189,645.56 451,254,619.66
Less: opening balance of cash 469,313,741.57 545,466,594.53
Plus: closing balance of cash equivalent
Less: opening balance of cash equivalents
The net increase in cash and cash equivalents 183,875,903.99 -94,211,974.87
(2)Relevant information of acquisition or disposal of subsidiaries and other operation entities in the
reporting period
Unit: RMB Yuan
Supplemental information Reporting period Same period of last year
I. Relevant information on acquisition of subsidiaries and -- --
166
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
other operation entities:
1. Price of acquisition of subsidiaries and other operation
entities
2. Cash and cash equivalents paid for acquisition of
subsidiaries and other operation entities
Less: Cash and cash equivalents held by subsidiaries
and other operation entities
3. Net cash acquired from subsidiaries and other operation
entities
4. Net assets acquired from subsidiaries 0.00 0.00
Current assets
Non-current assets
Current liabilities
Non-current liabilities
II. Relevant information on disposal of subsidiaries and
-- --
other operation entities
1. Price of disposal of subsidiaries and other operation
entities
2. Cash and cash equivalents received for disposal of
subsidiaries and other operation entities
Less: Cash and cash equivalents held by subsidiaries
and other operation entities
3. Net cash received from disposal of subsidiaries and other
operation entities
4. Net assets on disposal of subsidiaries 0.00 0.00
Current assets
Non-current assets
Current liabilities
Non-current liabilities
(3)Composition of cash and cash equivalents
Unit: RMB Yuan
Item Reporting period Same period of last year
I. Cash 653,189,645.56 469,313,741.57
Including: Cash on hand 395,172.53 280,115.14
Bank deposit on demand 648,506,655.58 464,486,960.65
Other monetary funds on demand 4,287,817.45 4,546,665.78
Central Bank deposit on demand
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Due from banks
Call loan to banks
II. Cash equivalents
Including: bond investments due in three months
III. Closing balance of cash and cash equivalents 653,189,645.56 469,313,741.57
Notes
67. Notes to statement of changes in owners’ equity
Notes on the items under ―Other‖ for adjusting the opening balance and the relevant adjusted amounts as well as
retrospective adjustment arising from business combination under the same control, etc.:
The adjustment of the opening balance of ―Other‖item under the Statement on changes in consolidated owners’s
equity for the reporting period is the retrospective adjustment arising from business combination under the same
control, for details please refer to the consolidated notes of the Company.
(VIII) Accounting treatment of assets securitization business
1. Notes of main trade arrangement and its accounting treatment of assets securitization business as well as
articles of bankruptcy remote
2. Main information about the special purpose entities in which the Company has no control right but bears
relevant risks:
Unit: RMB Yuan
Revenue of sales
Total closing Total closing Net profit in the
Name Net closing assets in the reporting Note
assets liabilities reporting period
period
(IX) Related Parties and Related-party Transactions
1. Information of the parent company of the Company
Unit: RMB Yuan
The The
The
parent ultimate
Legal parent
Parent Relations Business Registere Business Registere company' controllin Organizat
Represent Currency company'
company hip Type d place nature d Capital s g party of ion Code
ative s voting
sharehold the
right (%)
ing (%) Company
Shenzhen
Shenzhen Limited State-own
Controllin Managing
Investme liability ed Assets
g Fan 5,600,000 76756642
nt company Shenzhen state-own CNY 63.81% 63.81% Administr
sharehold Mingchun ,000.00 1
Holdings (state-ow ation and
er ed assets
Co., Ltd. ned) Supervisi
on
168
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Commissi
on
Note:
By the end of reporting period, the controlling shareholder of the Company is still Shenzhen Construction
Investment Holdings Corporation (―the holding company‖) in register book. In 2004, Shenzhen Municipal
Government incorporated Shenzhen Construction Investment Holdings Corporation with the other two municipal
assets operation and management companies, namely Shenzhen Investment Management Corporation and
Shenzhen Trade and Business Holdings Corporation to establish Shenzhen Investment Holdings Co., Ltd..
Therefore, the Company’s actual controlling shareholder is Shenzhen Investment Holdings Co., Ltd., a sole
state-funded limited company, who was established in Oct. 13, 2004 with the registered capital of RMB 5.6 billion
and Mr. Fan Mingchun as its legal representative. Main business scope: providing guarantee to municipal
state-owned enterprises, management of state-owned equity, assets reorganization and reformation of enterprises,
assets operation and equity investment and etc.. As a government department, State-owned Assets Supervision and
Administration Commission of Shenzhen implemented management for Shenzhen Investment Holdings Co., Ltd.
on behalf of Shenzhen municipal government.
2. Information of subsidiaries of the Company
Unit: RMB Yuan
Percentage
Legal Percentage
Business Registered Business Registered of Organizati
Full name Type representat Currency of voting
type place nature capital Shareholdi on code
ive right (%)
ng (%)
Shenzhen
Huangche Limited Property
Controlled 30,000,000
ng Real Liability Shenzhen Li Zipeng developme CNY 100% 100% 192184835
subsidiary .00
Estate Co., Company nt
Ltd.
Shenzhen
Property
and Real Limited Property
Controlled 30,950,000
Estate Liability Shenzhen Li Zipeng developme CNY 100% 100% 192174565
subsidiary .00
Developm Company nt
ent Co.,
Ltd.
PRD
Group
Xuzhou
Dapeng Limited Property
Controlled 50,000,000
Real Liability Xuzhou Li Zipeng developme CNY 100% 100% 552525454
subsidiary .00
Estate Company nt
Developm
ent
Co.,Ltd
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Dongguan
Guomao
Changshen
Limited Property
g Real Controlled 20,000,000
Liability Dongguan Li Zipeng developme CNY 100% 100% 562562654
Estate subsidiary .00
Company nt
Developm
ent Co.,
Ltd.
PRD
Yangzhou
Real Limited Property
Controlled 50,000,000
Estate Liability Yangzhou Li Zipeng developme CNY 100% 100% 573842934
subsidiary .00
Developm Company nt
ent Co.,
Ltd.
Hainan
Xinda Limited Property
Controlled 20,000,000
Developm Liability Haikou Liu Yinhua developme CNY 100% 100% 201264619
subsidiary .00
ent Co., Company nt
Ltd
Shenzhen
ITC
Limited Property
Property Controlled Wang 20,000,000
Liability Shenzhen manageme CNY 100% 100% 192174549
Manageme subsidiary Hangjun .00
Company nt
nt Co.,
Ltd.
Shenzhen
Huangche
ng Real Limited Property
Controlled Wang 5,000,000.
Estate Liability Shenzhen manageme CNY 100% 100% 757601334
subsidiary Hangjun 00
Manageme Company nt
nt Co.,
Ltd.
Shandong
Shenzhen
ITC Limited Property
Controlled Wang 5,000,000.
Property Liability Jinan manageme CNY 100% 100% 684815947
subsidiary Zhiyong 00
Manageme Company nt
nt Co.,
Ltd.
Chongqing
Controlled Limited Zeng Property 5,000,000.
Shenzhen Chongqing CNY 100% 100% 202853028
subsidiary Liability Xiangrong manageme 00
ITC
170
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Property Company nt
Manageme
nt Co.,
Ltd.
Chongqing
Limited
Ao’bo Controlled Zeng 2,000,000. 66085719
Liability Chongqing Service CNY 100% 100%
Elevator subsidiary Xiangrong 00 X
Company
Co., Ltd.
Shenzhen
Tianque Limited
Controlled Wang 5,000,000.
Elevator Liability Shenzhen Service CNY 100% 100% 192277759
subsidiary Zhiyong 00
Technolog Company
y Co., Ltd.
Shenzhen
ITC
Property
Manageme Limited
Controlled 1,200,000.
nt Liability Shenzhen Bao Gang Service CNY 100% 100% 192332519
subsidiary 00
Engineerin Company
g
Equipment
Co., Ltd.
Shenzhen Limited
Controlled Fan Catering 2,000,000.
ITC Food Liability Shenzhen CNY 100% 100% 738842749
subsidiary Weiping service 00
Co., Ltd. Company
Shenzhen
Property
Limited Project
Constructi Controlled 3,000,000.
Liability Shenzhen Li Zipeng supervisio CNY 100% 100% 279383351
on subsidiary 00
Company n
Supervisio
n Co., Ltd.
Shenzhen
Limited
Real Controlled Yao 1,380,000.
Liability Shenzhen Service CNY 100% 100% 192177790
Estate subsidiary Chengxin 00
Company
Exchange
Shenzhen
ITC Limited
Controlled 29,850,000 19217731
Vehicles Liability Shenzhen Wei Zhi Service CNY 100% 100%
subsidiary .00 X
Industry Company
Co., Ltd.
Shenzhen Controlled Limited Fan 16,000,000
Shenzhen Service CNY 100% 100% 192267331
ITC Motor subsidiary Liability Weiping .00
171
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Rent Co., Company
Ltd.
Shenzhen
Limited
Shenxin Controlled Fan 13,800,000
Liability Shenzhen Service CNY 100% 100% 192200516
Taxi Co., subsidiary Weiping .00
Company
Ltd
Shenzhen
Tesu
Vehicle Limited
Controlled Xiao 2,000,000.
Driver Liability Shenzhen Service CNY 100% 100% 192325669
subsidiary Dejun 00
Training Company
Center
Co., Ltd.
Shenzhen
Limited
Internation Controlled 12,000,000 19218224
Liability Shenzhen Luo Junde Trading CNY 100% 100%
al Trade subsidiary .00 X
Company
Plaza
Sichuan
Limited
Tianhe Controlled 8,000,000.
Liability Chengdu Li Jun Trading CNY 100% 100% 754748621
Industry subsidiary 00
Company
Co., Ltd
Zhanjiang
Shenzhen
Real Limited Property
Controlled Duan 2,530,000.
Estate Liability Zhanjiang developme CNY 100% 100% 194351406
subsidiary Zuoping 00
Developm Company nt
ent Co.,
Ltd.
Shum Yip
Properties Limited Property
Controlled Inapplicabl 20,000,000 Inapplicabl
Developm Liability Hongkong developme HKD 100% 100%
subsidiary e .00 e
ent Co., Company nt
Ltd.
Wayhang
Limited Property
Developm Joint Inapplicabl Inapplicabl
Liability Hongkong developme 2.00 HKD 100% 100%
ent Co., venture e e
Company nt
Ltd.
Chief Link Limited Property
Controlled Inapplicabl Inapplicabl
Properties Liability Hongkong developme 100.00 HKD 70% 70%
subsidiary e e
Co., Ltd. Company nt
Syndis Limited Property
Controlled Hongkong Inapplicabl 4.00 HKD 100% 100% Inapplicabl
Investment Liability developme
172
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Co., Ltd. subsidiary Company e nt e
173
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
3. Information of joint ventures and associated enterprises
Unit: RMB Yuan
Total sales
Percentage Net profit
Legal Percentage Total Total Total of revenue
Name of Business Registered Business Registered of in the Relationshi Organizatio
representati Currency of voting closing closing closing net in the
investee type address nature capital shareholdin reporting p n code
ve rights (%) assets liabilities assets reporting
g (%) period
period
I. Joint
-- -- -- -- -- -- -- -- -- -- -- -- -- -- --
ventures
Shenzhen
Limited
Jifa Wang 54,150,000 58,009,649 2,644,413. 55,365,236 3,484,646. Joint
Liability Shenzhen Service HKD 50% 50% 651,108.13 618847828
Warehouse Hangjun .00 .95 73 .22 00 venture
Company
Co., Ltd
Shenzhen
ITC Limited
Wang 8,880,000. 100,354,88 27,685,515 72,669,368 9,817,295. 1,861,755. Joint
Tian’an Liability Shenzhen Service USD 50% 50% 618845152
Hangjun 00 4.16 .34 .82 02 16 venture
Properties Company
Co., Ltd
Shenzhen
Tian’an
Internation Limited Zhang Property
3,000,000. 34,121,303 27,550,209 6,571,094. 8,723,080. Joint
al Building Liability Shenzhen Changshen manageme CNY 50% 50% 490,154.94 618930517
00 .05 .03 02 20 venture
Property Company g nt
Manageme
nt Co., Ltd
II.
-- -- -- -- -- -- -- -- -- -- -- -- -- -- --
Associated
174
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
enterprises
Shenzhen
ITC Limited
Zha 32,800,000 Associated
Industrial Liability Shenzhen Service HKD 38.33% 38.33%
Shengming .00 enterprise
Developme Company
nt Co., Ltd
Anhui
Limited
Nanpeng Wang 8,000,000. Associated
Liability Huainan Industry USD 30% 30%
Papermaki Yizhong 00 enterprise
Company
ng Co., Ltd
Shenzhen
Wufang
Limited
Pottery & 12,500,000 Associated
Liability Shenzhen Yan Wenbo Industry USD 26% 26%
Porcelain .00 enterprise
Company
Industrial
Co., Ltd
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
4. Information of other related parties of the Company
Name of other related party Relationship Organization code
Notes:
5. Related-party transactions
(1) Purchase of goods and acceptance of service
Unit: RMB Yuan
Pricing method Reporting period Same period of last year
and
Content of the
Related party decision-making
transaction Proportio Proportio
Amount Amount
procedures for the n (%) n (%)
transaction
Sales of goods and rendering of service
Unit: RMB Yuan
Pricing method Reporting period Same period of last year
and
Content of the
Related party decision-making
transaction Proportio Proportio
Amount Amount
procedures for the n (%) n (%)
transaction
(2)Information of related party trust/contract
Information of entrusted management/contract
Unit: RMB Yuan
Trust /
Information Amount of Pricing contract
Name of Type of the Initial date Ending date
Name of of the basis for the income Trust/contra
entrusting entrusted/co of being of being
trustee entrusted/co entrusted/co trust / recognized ct income
party/contra ntracted entrusted/co entrusted/co
/contractor ntracted ntracted contract in the effect
ctee assets ntract ntract
assets assets income reporting
period
Information of entrusting management/contracted
Unit: RMB Yuan
Name of Name of Information Amount of Type of the Initial date Ending date Pricing Trust / Entrusting /
entrusting trustee of the entrusted/co of of basis for the contract fee contracted
party/contra /contractor entrusted/co entrusted/co ntracted entrusting/ entrusting/ trust / recognized income
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
ctee ntracted ntracted assets being being contract fee in the effect
assets assets contracted contracted reporting
period
Notes of related-party trust / contract
(3)Information of related-party lease
Rental situation of the Company
Unit: RMB Yuan
Rental
Rental
Information Pricing income
Category of Amount of income
Name of Name of of the basis for the recognized
the leased the leased Initial date Ending date effect on
lessor lessee leased rental in the
assets assets the
assets income reporting
Company
period
Lease situation of the Company
Unit: RMB Yuan
Lease
Rental
Information Pricing charges
Category of Amount of income
Name of Name of of the basis for the recognized
the leased the leased Initial date Ending date effect on
lessor lessee leased lease in the
assets assets the
assets charges reporting
Company
period
Notes of related-party lease
(4)Information of related-party guarantee
Unit: RMB Yuan
Whether the
Guarantor Secured party Guarantee amount Initial date Due date guarantee was
accomplished or not
ShenZhen Properties
Shenzhen
& Resources
Huangcheng Real 200,000,000.00 29 Mar. 2012 29 Mar. 2013 Yes
Development
Estate Co., Ltd.
(Group) Ltd.
ShenZhen Properties
Shenzhen ITC
& Resources
Vehicles Industry 20,000,000.00 29 Dec. 2011 29 Dec. 2012 Yes
Development
Co., Ltd.
(Group) Ltd.
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
ShenZhen Properties
Shenzhen ITC
& Resources
Vehicles Industry 60,000,000.00 28 Apr. 2012 28 Apr. 2013 Yes
Development
Co., Ltd.
(Group) Ltd.
ShenZhen Properties
Shenzhen Tianque
& Resources
Elevator Technology 30,000,000.00 13 Oct. 2011 13 Oct. 2012 Yes
Development
Co., Ltd.
(Group) Ltd.
ShenZhen Properties
Shenzhen ITC
& Resources
Vehicles Industry 20,000,000.00 11 May 2012 11 May 2013 Yes
Development
Co., Ltd.
(Group) Ltd.
Shenzhen
Huangcheng Real Shenzhen ITC
Estate Co., Ltd.、 Vehicles Industry 40,000,000.00 29 Mar. 2012 29 Mar. 2013 Yes
Shenzhen Shenxin Co., Ltd.
Taxi Co., Ltd.
Notes:
The Company and its subsidiaries didn’t provide guarantees for other companies beyond the range of consolidated
financial statements. The above guarantees are those the Company and its subdiaries provided to each other.
(5)Related-party call loan
Unit: RMB Yuan
Related party Amount of call loan Initial date Due date Note
Loan from banks and other financial institutions
Lending to banks and other financial institutions
(6)Information about assets transfer, debt reorganization of related parties
Unit: RMB Yuan
Pricing method Reporting period Same period of last year
Type of and
related Content of the decision-making
Related party Proportio Proportio
party transaction procedures for Amount Amount
n (%) n (%)
transaction the related-party
transaction
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(7)Other related-party transaction
A. On Mar. 18, 2010, the Company held the Annual Shareholders’ General Meeting 2009, at which reviewed and
approved Proposal on Application of Entrust Loan from Controlling Shareholder. For details, please refer to
Public Notice on Resolutions of Annual Shareholders’ General Meeting 2009 published on 19 Mar. 2010.
According to the commitment of equity division reform and resolutions of the Shareholders’ General Meeting,
Shenzhen Investment Holdings Co., Ltd., the Company’s controlling shareholder (hereinafter referred to as
Investment Holdings), should provide the Company with cash support of no less than RMB 500 million. To fulfill
the commitment of equity division reform, Investment Holdings accumulatively provided entrust loan of RMB
500 million to the Company. Following are the details:
① On 26 Jan. 2011, Investment Holdings entrusted Shenzhen Jingtian Sub-branch of China Everbright Bank to
provide entrust loan of RMB 250 million for the Company’s subsidiary Shenzhen Huangcheng Real Estate Co.,
Ltd. with the expiry date as 26 Jan. 2012 and annual interest rate as 5.5386%, the loan has handled the extension
after expired, with the expiry date as 25 Jan. 2013 and annual interest rate as 6.9544%, and the total interest paid
during the reporting period amounted to RMB 8,474,100.
② On 29 Mar. 2011, Investment Holdings entrusted Shenzhen Jingtian Sub-branch of China Everbright Bank to
provide entrust loan of RMB 200 million for the Company’s subsidiary Shenzhen Huangcheng Real Estate Co.,
Ltd. with the expiry date as 29 Mar. 2012 and annual interest rate as 5.7767%, the loan has handled the extension
after expired, with the expiry date as 29 Mar. 2013 and annual interest rate as 6.9544%, and the total interest paid
during the reporting period amounted to RMB 6,416,000.
③ On 29 Mar. 2011, Investment Holdings entrusted Shenzhen Jingtian Sub-branch of China Everbright Bank to
provide entrust loan of RMB 40 million for the Company’s subsidiary Shenzhen ITC Vehicles Services Company
with the expiry date as 29 Mar. 2012 and annual interest rate as 5.7767%, the loan has handled the extension after
expired, with the expiry date as 29 Mar. 2013 and annual interest rate as 6.9544%, and the total interest paid
during the reporting period amounted to RMB 1,283,200.
The above capital support has relieved the severe capital situation for the Company, which ensure the normal
production and operation of the Company.
B. On 13 Oct. 2010, the Company convened the First Special Shareholders’ General Meeting for Y2010, at which
reviewed and approved the Proposal on Implementation of Commitment of Share Merger Reform on Assets
Replacement and Significant Related Transaction. The Company planned to swap No. T102-0237 land in Moon
Bay held by the controlling shareholder Shenzhen Investment Holdings Co., Ltd. (hereinafter referred as
―Investment Holdings‖) and 100% equities of Shenxin Taxi Co., Ltd. with part of properties held by the Company
and its wholly-owned subsidiary Shenzhen Huangcheng Real Estate Co., Ltd., and the difference between the
swap-out assets and swap-in assets should be compensated by cash. In accordance with the Appraisal Report, the
evaluation value of the swap-out assets was RMB 306,563,279.00, while the evaluation value of the swap-in
assets was RMB 304,090,432.77, the corresponding balance of RMB 2,472,846.23 shall be covered in cash by
Investment Holdings (Meanwhile, Investment Holdings expressed that it shall strictly abide by the commitment
made the share merger reform, and compensated cash to the Company with 20% of the balance performed in this
time and in commitment). For details, please refer to the Public Notice on Implementation of Commitment of
Share Merger Reform on Assets Replacement and Significant Related Transaction published on 17 Sep. 2010 and
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Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Resolutions on the First Special Shareholders’ General Meeting for Y2010 published on 14 Oct. 2010; On 17 Nov.
2011, Investment Holdings transferred 20% of the difference between the amount it had committed to pay and the
amount it actually paid in the restructuring action, which totaled to RMB 38,687,344.20; On 7 Jul. 2011, transfer
procedures of No. T102-0237 land in Moon Bay, the swap-in asset, were accomplished, and the No. T102-0237
land in Moon Bay was then registered in the Company’s name. For details, please refer to the Public Notice on
Implementation of Commitment of Share Merger Reform on Assets Replacement and Significant Related
Transaction published on 18 Nov. 2010 and 11 Jul. 2011. Up to the end of the reporting period, the transfer
procedures for the swap-in equities of Shenzhen Shenxin Taxi Co., Ltd. has been finished; and the swap-out assets
all have been transferred to Investment Holdings. During the reporting period, the Company made relevant
accounting treatments on the swap-in and swap-out assets.
6. Amounts due from/to related parties
Amount due from related parties
Unit: RMB Yuan
Item Related party Closing balance Opening balance
Other accounts Shenzhen ITC Tian’an
4,705,931.45 9,705,931.45
receivable Properties Co., Ltd
Other accounts Anhui Nanpeng
7,723,808.00 7,677,728.00
receivable Papermaking Co., Ltd
Other accounts Shenzhen ITC Industrial
2,351,652.48 2,551,652.48
receivable Development Co., Ltd
Shenzhen Wufang
Other accounts
Pottery & Porcelain 1,747,264.25 1,747,264.25
receivable
Industrial Co., Ltd
Other accounts Shenzhen Investment
3,450,995.00
receivable Holdings Co., Ltd.
Shenzhen Investment
Accounts receivable 5,409,148.26
Holdings Co., Ltd.
Amount due to related parties
Unit: RMB Yuan
Item Related party Closing balance Opening balance
Shenzhen Jifa Warehouse Co.,
Other payables 18,045,808.00 15,545,808.00
Ltd
Shenzhen Investment
Other payables 271,065,981.63
Holdings Co., Ltd.
Shenzhen Investment
Accounts receivable 1,865,878.24 703,821.38
Holdings Co., Ltd.
Shenzhen Investment
Short-term borrowings 490,000,000.00 490,000,000.00
Holdings Co., Ltd.
180
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(X) Share-based Payment
1. Overview of share-based payment
Total of each equity instrument granted by the
Company in the reporting period
Total of each equity instrument excised by the
Company in the reporting period
Total of each equity instrument expired in the
reporting period
Scope of excising price and remaining contract
term of stock options that externally issued as at
the period-end
Scope of excising price and remaining contract
term of other equity instruments as at the
period-end
Notes
2. Information of equity-settled share-based payment
Unit: RMB Yuan
Recognition method on fair value of equity instruments at the
grant date
Recognition method on the best estimate of the number of
vesting equity instruments
Reason for significant differences of estimate between the
reporting period and the same period of last year
Accumulated amount of equity-settled share-based payment in
capital reserves
Total expense recognized for the equity-settle share-based
payment
Notes
3. Information of cash-settled share-based payment
Unit: RMB Yuan
Recognition method of fair value of liabilities that are born by the
Company and calculated basing on stocks or other equity
instruments
Accumulated amount of liabilities that arising from cash-settled
share-based payment
Total expense recognized for the cash-settle share-based payment
Notes
181
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
4. Information of share-based payment service
Unit: RMB Yuan
Total employee service exchanged by share-based payment
Total other service exchanged by share-based payment
5. Modification, termination of share-based payment
(XI) Contingency
1. Contingent liabilities and its financial effect arising from unsettled litigation or arbitration
(1) In 1993, the Company signed Right of Development Transfer Contract of Jiabin Building (name of Jiabin
Building has been changed to Jinlihua Commercial Plaza) with Shenzhen Haibin Property Development Co., Ltd.
(name of which has been changed to Shenzhen Jiyong Property Development Co., Ltd., hereinafter referred to as
Jiyong Company). In January 1999, Jiyong Company sued the company to Guangdong Higher People’s Court
(hereinafter referred to as ―Guangdong Higher Court‖) for termination of the transfer contract and refund of the
transfer consideration and construction payment paid on the ground that the area of premises was in discrepancy
with the contract. With respect to this, the Company counterclaimed the opposing party to pay back the rest
transfer consideration and applied for sealing up their property with an area of 28,000 square meters.
On July 29, 2001, Guangdong Higher Court issued Civil Court Judgment YGFM (1999) No. 3 (hereinafter
referred to as Judgment No. 3) to judge that ① the Company should transfer the title of land use right specified
in the transfer contract to Jiyong Company within 30 days from the date the judgment taking into effect and ②
Jiyong Company should pay off the transfer consideration amounting to RMB143, 860,000.00 within 60 days
from the date the Company transferred the title of land use right. On November 27, 2001, the Company applied to
Guangdong Higher Court for forcible execution, however Guangdong Higher Court adjudicated to release the
sealing property of Jiyong Company approximately 10,000 square meters since Industrial & Commercial Bank of
China Zhejiang Branch disagree to seal the properties.
In January 2006, Guangdong Higher Court issued Civil Court Judgment YGFZ (2002) No. 1 and adjudicated
because that ① the Company has not yet transferred the title of land use right specified in the transfer contract to
Jiyong Company and ② Jiyong Company cannot provide other properties available for execution and the
Company also cannot provide the property available for execution, the second judgment of the Judgment No. 3 -
―Jiyong Company should pay off the transfer consideration amounted RMB143,860,000 within 60 days from the
date the Company transferred the title of land use right‖ is terminated for execution. When the conditions causing
termination for execution of the second judgment are eliminated, the second judgment should still be executed.
In March 2006, according to the ordain of Guangdong Higher People’s Court, the properties in Jiabin Building
that have been sealed up in this case have been released automatically. On September 2009, company received
YGFZ (2002) No. 1-1 Resume Execution Notice from Guangdong Province Higher Court claimed to resume
execution the case that the transfer money owed by Jiyong company about Jiabin building project.
In October 2009, the Company received (Verdict YGFZ (2002) No. 1-2) from Guangdong Higher Court. The
verdict claimed: The resume execution of this case is according to the "The requirements for the Guangdong
182
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Higher Court to concentrate the implementation of accumulated cases" Through the investigation conducted by
Guangdong Higher Court to Shenzhen department of motor vehicles, Shenzhen Securities Registration and
Settlement Organizations, Shenzhen Land resources and real estate administration and the opening bank of the
executed party, the executed party – Jiyong Company does not have any executable property. For these,
Guangdong Higher Court adjudicated : ① Terminate the executive procedure of Verdict YGFZ (2002) No. 1; ②
When the execution conditions are satisfied, the applicant can apply for resume execution.
No new essential progress occurred in the report period.
(2)In June 2004, Shenzhen Meisi Industrial Co., Ltd. (hereinafter referred to as ―Meisi Company‖) prosecuted
Shenzhen Luohu Economic Development Co., Ltd and the Company to Shenzhen Intermediate People’s
Court(hereinafter refered to as ―Shenzhen Intermediate Court‖) for illegal use of land owned by Meisi Company
and request for ceasing the infringing act and receiving a compensation amounted RMB 8 million. In March 2005,
Shenzhen Intermediate Court issued Civil Ruling Paper SZFMCZ (2004) No. 108 and adjudicated that the
Company should return the land with an area of 4,782 square meters to Meisi Company within 3 months and other
claims of Meisi Company were overruled. The Company refused to accept the verdict and appealed to Guangdong
Higher Court. On November 25, 2005, Guangdong Higher Court adjudicated that the Civil Ruling Paper
SZFMCZ (2004) No. 108 issued by Shenzhen Intermediate Court should be cancelled and the prosecution of
Meisi Company were overruled.
During the process of trial of second instance, Meisi Company applied to Registration Center for Property of Real
Estate of Shenzhen Municipality for revoking Property Ownership Certificates SFDZ No. 3000320987 and No.
300119899 owned by the Company. On July 7, 2005, Registration Center for Property of Real Estate of Shenzhen
Municipality issued the reply of SFDH (2005) No. 84 to Meisi Company and judged that aforesaid certificates are
legal and effective and should not be revoked. Meisi Company disagreed with this judgment and applied the
administrative reconsideration to the People's Government of Shenzhen Municipality. On October 8, 2005, the
People's Government of Shenzhen Municipality issued Decision on Administrative Reconsideration SFFJ (2005)
No. 294 and judged that aforesaid 2 certificates were registered illegally and should be revoked, reply of SFDH
(2005) No. 84 was canceled accordingly.
The Company refused to accept Decision on Administrative Reconsideration SFFJ (2005) No. 294 and prosecuted
an administrative litigation to Shenzhen Intermediate Court on October 20, 2005. Shenzhen Intermediate Court
issued Administrative Judgment SZFXCZ (2005) No. 23 and adjudicated that Decision on Administrative
Reconsideration SFFJ (2005) No. 294 is sustained. The Company disagreed with this administrative judgment and
appealed to Guangdong Higher Court on August 2, 2006. Guangdong Higher Court issued Administrative
Judgment YGFXZZ (2006) No. 154 in which the appeal was rejected and Administrative Judgment SZFXCZ
(2005) No. 23 was sustained. According to this Judgment, Shenzhen Municipal Bureau of Land Resources and
Housing Management would reconsider the request of Meisi Company to revoke the Property Ownership
Certificates SFDZ No. 3000320987 and No. 3000119899 of the Company.
On May 15, 2007, Registration Center for Property of Real Estate of Shenzhen Municipality issued Decision on
Revoking the Property Ownership Certificates SFDZ No. 3000320987 and No. 3000119899 (SFZ (2007) No. 27).
Registration Center for Property of Real Estate of Shenzhen Municipality decided to revoke property ownership
certificates SFDZ No. 3000320987 and No. 3000119899 owned by the Company that indicating the ownership of
occupied property of Meilin Workshop, Comprehensive Building and the land use right of 11,500 square meters
and restore the registration of the ownership of occupied property of Meilin Workshop, Comprehensive Building
and the land use right of certificates of SFDZ No. 0103142 and No. 0103139. The Company had the ownership of
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occupied property of Meilin Workshop, Comprehensive Building and the land use right of 11,500 square meters
according to original property ownership certificates.
On July 9,2007, the Company applied the administrative reconsideration to the Administrative Reconsideration
Office of the People's Government of Shenzhen Municipality, which considered that those action that Registration
Center for Property and Real Estate of Shenzhen Municipality revoked property ownership certificate SFDZ No.
3000320987 and No. 3000119899 owned by the Company and restore the registration of Meilin Workshop,
Comprehensive Building and land use right violated the provisions of the Decision on Strengthening Land Market
Management and further Enlivening and Standardizing Real Estate Market (SF (2001) No. 94) promulgated by
People’s Government of Shenzhen Municipality, and requested People’s Government of Shenzhen Municipality to
rescind the Decision. On September 6, 2007, the People's Government of Shenzhen Municipality issued Decision
on Administrative Reconsideration SFFJ (2007) No. 255 to sustain the administrative decision of Shenzhen
Municipal Bureau of Land Resources and Housing Management.
In November 2007, Shenzhen Municipal Bureau of Land Resources and Housing Management rejected the
application of Meisi Company for revoking Property Ownership Certificates SFDZ No. 0103142 and No.
0103139. Meisi Company prosecuted an administrative litigation to Shenzhen Futian People’s Court (hereinafter
refered as to ―Futian Court‖) to ask for revoking the administrative decision of Shenzhen Municipal Bureau of
Land Resources and Housing Management. The Company was involved as third party. Court session started on
January 8, 2008 with litigation number of (2008) SFFXCZ No. 10 (hereinafter refered as to ―No.10 Case‖). On
January 2008, Meisi Company prosecuted an administrative litigation to Futian Court for revoking the above
administrative decision of Shenzhen Municipal Bureau of Land Resources and Housing Management, revoking
Property Ownership Certificates SFDZ No. 0103142 and No. 0103139, and restoring the land use right to Meisi
Company with the litigation number of SFFX(2008) No. 70 (hereinafter refered as to ―No.70 Case‖). On May
2008, the Futian Court made adjudication to No. 70 Case in which the property ownership certificates SFDZ No.
0103142 and No. 0103139 owned by the Company were revoked and Shenzhen Municipal Bureau of Land
Resources and Housing Management were required to re-investigate the application of Meisi Company. The
company, the Shenzhen Municipal Bureau of Land Resources and Housing Management as well as Meisi
Company refused to accept the verdict and made an appeal. On July 2008, the Company has received the
Administrative Ruling Paper from Futian Court in which the trial of No. 10 Case was terminated.
On December 2008, Shenzhen Intermediate Court issued the Administrative Ruling Paper SZFXZZ (2008) No.
223, in which the final adjudication of appeal No. 70 Case was made and the original verdict was sustained.
Moreover, the final adjudication stated that the controversy over the land use right in this case between Meisi
Company and the Company should be settled through civil procedures; the Bureau of Land Resources and
Housing Management of Shenzhen Municipality should not proceed the registration procedure until the
controversy is final settled.
On February 11, 2009, the Company received the Civil Complaint from Futian Court; Meisi Company has made a
civil prosecution against the Company and Shenzhen Luohu Commercial Development Co., Ltd. for the
confirmation of Meisi Company’s land use right and the buildings in original Property Ownership Certificates
SFDZ No., 0103142 and No., 0103139. Furthermore, Meisi Company requests that return of related land use right
and a compensation of RMB7.5 Million. The Company has submitted an objection to jurisdiction. On March 4,
2009, Futian Court sent the Notice to the Company to inform that this case has been transferred to Shenzhen
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Intermediate Court for adjudication.
On 22 December 2009, the Company received court ruling delivered by the Guangdong Higher Court. After
investigated by Guangdong Higher Court, it is considered that the retrial application to Shenzhen Intermediate
Court Judgment SZFZ (2008) No. 223 by the company is complied to the law, and adjudicated: ① Arraign by
Guangdong Highest People's Court ② suspended the execution of the original verdict during the retrial.
On 15 Aug. 2011, the Company received the Administrative Ruling Paper (YGFSJZ Zi (2010) No. 8) from the
Guangdong Higher Court, which maintained the Administrative Ruling Paper (SZFXZ Zi (2008) No. 223), and it
believed that the dispute on the land ownership for both parties was civil right confirmation, and both parties
should find other legal way to solve.
The Company believes that the land use right and ownership of above building should be legally confirmed to the
Company. The Company will secure its own legal rights through all legal means, and the above issues do not have
significant impact on the Company’s financial position.
2. Contingent liabilities and its financial effect arising from loan guarantee offered to other companies
(1) The Company provided a joint-liability guarantee for the short-term loan of RMB 20 million borrowed by its
subsidiary—Shenzhen ITC Vehicle Industry Co., Ltd. from Bank of Communications Guangzhou Haizhu
Subbranch, and the closing balance of the loan stood at RMB 20 million.
(2) The Company provided a joint-liability guarantee for the short-term loan of RMB30 million borrowed by its
subsidiary—Shenzhen Tianque Elevator Technology Co., Ltd. from East Shenzhen Sub-branch of Agricultural
Bank of China, and provided the mortgage guarantee for the subsidiary by mortgaging its B20, Block B 16/F and
4-05 room of Shenzhen International Trade Center Plaza located at Renmin South Road, Luohu District, Shenzhen,
and the closing balance stood at RMB 30 million.
(3) The Company provided a joint-liability guarantee for the short-term loan of RMB 60 million borrowed by its
subsidiary—Shenzhen ITC Vehicle Industry Co., Ltd. from Bank of Shanghai Shenzhen Branch, and the closing
balance of the loan stood at RMB 60 million.
(4) The Company provided a joint-liability guarantee for the short-term loan of RMB20 million borrowed by its
subsidiary—Shenzhen ITC Vehicles Industry Co., Ltd. from Bank of Beijing Shenzhen Branch, and provided the
mortgage guarantee for the subsidiary by mortgaging its 39/F, Block B 42/F and 2-07 room of Shenzhen
International Trade Center Plaza located at Renmin South Road, Luohu District, Shenzhen, and the closing
balance stood at RMB 20 million.
(5) Shenzhen Investment Holdings Co., Ltd. provided RMB 200 million of entrust loan to the Company’s
subsidiary—Shenzhen Huangcheng Real Estate Co., Ltd. with the trustee of China Everbright Bank Shenzhen
Jingtian Sub-branch, the loan was gained by mortgaging the Company’s properties of Shenzhen International
Trade Center Plaza, International Trade Commercial Building, ITC Plaza (Phase II), Hepingxinju, Shenzhen
Tian’an International Building located at Renmin South Road, Luohu District, Shenzhen, totaling 119 houses with
a total area of 21,061.40 ㎡, and the closing balance stood at RMB 200 million.
(6) Shenzhen Investment Holdings Co., Ltd. provided RMB 40 million of entrust loan to the Company’s
subsidiary—Shenzhen ITC Vehicles Industry Co., Ltd. with the trustee of China Everbright Bank Shenzhen
Jingtian Sub-branch, the loan was gained with Room 2701 in Huangcheng Plaza owned by Shenzhen Huangcheng
Real Estate Co., Ltd., Room 2901 and 3101 in Huangcheng Plaza owned by Shenzhen ITC Vehicles Industry Co.,
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Ltd. as well as the 120 taxi operating license plates owned by Shenzhen Shenxin Taxi Co., Ltd. as the mortgage
and pledge guarantee, and the closing balance stood at RMB 40 million.
(7) Guarantee for the proprietors: The Company and its subsidiaries provided the commodity houses purchasers
with mortgage guarantee to the bank. Up to 30 Jun. 2012, the guarantee amount unsettled was RMB 31.86 million.
The guarantee is that the real estate developer provides petty proprietor with guarantee for purchasing of
commodity houses of the Company, which is a common phenomenon in this business.
Other contingent liabilities and its financial effect:
Bureau of Foreign Trade and Economic Cooperation of Hubei province Shenzhen branch (hereinafter referred as
to ―Hubei FTEC Shenzhen branch‖) sued the Company to Shenzhen Intermediate Court on July 2000 for
termination of the agreement between the Hubei FTEC Shenzhen branch and the Company about office property
of 4,000 square meters purchasing in Jiabing Building (now known as Jinlihua Commercial Plaza) and asked for
refund of purchase payment of RMB10.8 million and an indemnify of RMB18.6756 million on the ground of
delayed delivery. Guangdong Higher Court issued YGFMYZZ No. 90 judgment(hereinafter referred as to ―No. 90
Judgement‖) and adjudicated that the Company should refund the Hubei FTEC Shenzhen branch purchase
payment of RMB 10.8 million and related interests.
The Company rejected the adjudication and applied for retrial to the Supreme Court of the P.R.C. However, the
Company recalled the retrial appeal toward the Supreme Court after comprehensive considerations, and the
Supreme Court approved such cancel.
Ownership of the 14th and 15th floors of Jiabing Building retuned by the Hubei FTEC Shenzhen branch belongs to
the Company after indemnity of house payment and interest in May 2005. In Aug. 2008, the 14th and 15th floor of
Jiabin building has been registered under the Company’s name by Shenzhen Municipal Real Estate Title
Registration Center.
Since Shenzhen Longyuan-Kaili-Hengfeng Real Estate Co., Ltd ( hereinafter as the ―Longyuan-Kaili‖) and
Shenzhen Huaneng-Jindi Property Co., Ltd.( hereinafter as the ―Huaneng Property‖) attempt to reconstruct
Jinlihua Commercial Plaza, the Company, the first administration directly under Shenzhen Urban Planning and
Land Resources Committee (hereinafter as the ―SUPLRC‖), Longyuan-Kaili and Huaneng Property signed SDHZ
(1992) No. 0228 Second Supplementary Agreement of Shenzhen Grant Contract of Land Use Right on March 3,
2011. After signing the above agreements, the Company’s right on the 14th and 15th floors at Jinlihua
Commercial Plaza is affirmed. But due to the existing risks in delivery of this house property and acquisition of
property ownership certificate, great uncertainties exist in whether or not it will bring economic interests to the
Company. According to the related regulations of Accounting Standards for Business Enterprises, it does not
match the recognition criteria.
(XII) Commitments
1. Significant commitments
2. Fulfillment of previous commitments
(XIII)Events after the Balance Sheet Date
1. Notes of significant events after the Balance Sheet Date
Unit: RMB Yuan
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Influence number on financial Reason for failing to estimate
Item Details
status and operating results the influence number
2. Notes of profit distribution after Balance Sheet Date
Unit: RMB Yuan
Drafted distributed profit or dividends
Profit or dividends claimed to distribute after review and
approval
3. Notes of other events after Balance Sheet Date
(1) On 26 Jul. 2012, the Company’s subsidiary—Shenzhen ITC Motor Rent Co., Ltd. returned RMB 40 million of
short-term loan to Industrial Bank Shenzhen Branch.
(2) On 27 Jul. 2012, the Company’s subsidiary—Shenzhen ITC Motor Rent Co., Ltd. gained RMB 40 million of
short-term loan from Industrial Bank Shenzhen Branch.
(3) On 20 Aug. 2012, the Company’s subsidiary—Shenzhen ITC Motor Rent Co., Ltd. returned RMB 916,700 of
long-term loan to Shenzhen Development Bank Shenzhen Shangbu Subbranch.
(XIV)Notes of other significant events
1. Exchange of non-monetary assets
2. Debt reorganization
3. Business combination
4. Lease
5. Closing financial instruments that externally issued and convertible into shares
6. Main content and significant changes of annuity plan
7. Other significant events
1. On 17 Sept. 2010, for the purpose of performing the commitment of share reform, the Company and its
controlling shareholder Shenzhen Investment Holdings Co., Ltd. (hereinafter referred to as ―Investment Holdings‖)
signed the Assest Exchange Agreement. According to the Agreement, the Company intends to exchange some real
estate held by it and its wholly-owned subsidiary — Shenzhen Huangcheng Real Estate Co., Ltd. （the
―swapped-out assets‖） for the land plot T102-0237 located in Yueliang Bay and 100% equities (equities after
stripping some assets and liabilities from Shenxin Taxi according to STKH[2010]No. 103) of Shenzhen Shenxin
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Taxi Co., Ltd. (Shenxin Taxi) held by Investment Holdings.
Up to the end of the reporting period, the swapped-in land plot T102-0237 located in Yueliang Bay has been
transferred to the Company and the land certificate transfer procedure has been finished. The swap-in equities of
Shenzhen Shenxin Taxi Co., Ltd. has been transferred to the Company and the land certificate transfer procedure
has been finished; and the swap-out assets all have been transferred to Investment Holdings. During the reporting
period, the Company made relevant accounting treatments on the swap-in and swap-out assets.
2. The Company has accrued expense of the Jinlihua Plaza land VAT amounting to RMB 56,303,627.40 in the
previous financial year. According to the SGT (2001) No. 314 Document, unpaid or overdue land VAT could be
exempted. However, as the land use right has not been transferred, the Company will proactively proceed with the
exemption procedure of the Jinlihua Plaza land VAT of RMB 56,303,627.40, and will write off the accrued
expense of Jinlihua Plaza land VAT of RMB 56,303,627.40 when the Company receives the approval reply.
The Company has a receivable house payment of Jinlinhua Plaza from Shenzhen Jiyong Property Development
Co., Ltd, which amounted to RMB 98.6113 million. For that, a bad-debt provision of RMB 42.6113 million has
been made with the net amount being RMB 56 million.
3. On 25 Nov. 2011, the proposal on liquidating Hainan Xinda Development Co., Ltd. (hereinafter referred to as
―Hainan Company‖) was reviewed and approved at the 4th Session of the 7th Board of Directors. Hainan Company
was founded in 1988 as a wholly-owned subsidiary of the Company. At present, it has no development project or
land reserve. And it has recorded deficit for years. The Board of Directors once approved the proposal to transfer
Hainan Company as a whole in Jan. 2009. But the proposal could not proceed due to the policy factor and other
reasons. Currently, as a creditor, the Company started a judical proceeding to liquidate Hainan Company.
(XV) Notes of main items in the financial statements of the Company
1. Accounts receivable
(1) Accounts receivable
Unit: RMB Yuan
Closing balance Opening balance
Book balance Provision for bad debts Balance Provision for bad debts
Category Propo
Proporti Proporti Proporti
Amount rtion Amount Amount Amount
on (%) on (%) on (%)
(%)
Accounts receivable with
significant single amount
97.74
and individually 101,447,889.05 45,447,889.05 44.8% 101,447,889.05 97.45% 45,447,889.05 44.8%
%
withdrawn bad debt
provision
Accounts receivable for which bad debt provisions are made on the group basis
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Group 2 2,294,194.35 2.21% 1,147,097.18 50% 2,603,890.77 2.5% 993,289.42 38.15%
Subtotal of the groups 2,294,194.35 2.21% 1,147,097.18 50% 2,603,890.77 2.5% 993,289.42 38.15%
Accounts receivable with
insignificant single
amount but individually 54,380.35 0.05% 54,380.35 100% 54,380.35 0.05% 54,380.35 100%
withdrawn bad debt
provision
Total 103,796,463.75 -- 46,649,366.58 -- 104,106,160.17 -- 46,495,558.82 --
Notes to category of accounts receivable:
Accounts receivable with significant single amount and individually withdrawn bad debt provision at period-end
√ Applicable □ Inapplicable
Unit: RMB Yuan
Withdrawal
Content of accounts receivable Book balance Bad debts provision Withdrawal reason
proportion
Involved in lawsuit,
Shenzhen Jiyong Properties & Resources
98,611,328.05 42,611,328.05 43.21% referring to Note Ⅶ
Development Company
-1(1), Note Ⅸ-2
Uncollectible for a
Shenzhen Tewei Industry Co., Ltd. 2,836,561.00 2,836,561.00 100%
long period
Total 101,447,889.05 45,447,889.05 -- --
In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance Opening balance
Book balance Book balance
Aging
Proporti Bad debt provision Proporti Bad debt provision
Amount Amount
on (%) on (%)
Within 1 year
Including: -- -- -- -- -- --
Within 1 year 133,932.00 5.14% 4,017.96
Subtotal for
those aging 133,932.00 5.14% 4,017.96
within 1 year
1-2 years
2-3 years 1,228,539.62 47.18% 368,561.89
Over 3 years
3-4 years 2,294,194.35 100% 1,147,097.18 1,241,419.15 47.68% 620,709.57
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4-5 years
Over 5 years
Total 2,294,194.35 -- 1,147,097.18 2,603,890.77 -- 993,289.42
In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision:
□Applicable √Inapplicable
In the groups, accounts receivable adopting other methods to withdraw bad debt provision:
□Applicable √Inapplicable
Accounts receivable with insignificant single amount but individually withdrawn bad debt provision at
period-end:
√Applicable □Inapplicable
Unit: RMB Yuan
Content of accounts
Book balance Bad debts provision Withdrawal proportion Withdrawal reason
receivable
Luohu Economic Uncollectible for a long
54,380.35 54,380.35 100%
Development Company period
Total 54,380.35 54,380.35 100% --
(2)Information of accounts receivable reversed or recovered in the report period
Unit: RMB Yuan
Withdrawal amount of
Content of accounts Reason for reversal or Basis on recognition of Reversed or recovered
bad debt provision before
receivable recovery provision for bad debts amount
the reversal or recovery
Total -- -- --
The withdrawal of bad debt provision of accounts receivable with significant single amount or insignificant single
amount but individually made impairment test at the end of report period:
Content of accounts Withdrawal proportion
Book balance Amount of bad debts Reason
receivable (%)
Total -- --
Notes to accounts receivable with insignificant single amount but large risks of groups after grouping by credit
risks characteristics:
(3)Information of accounts receivable that written off in the report period
Unit: RMB Yuan
Whether arising
Name of company Nature Date Amount Reason from related-party
transaction or not
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Total -- -- -- --
Notes:
(4)Information of shareholders with more than 5% (including 5%) of the voting shares of the Company in
accounts receivable in report period
□Applicable √Inapplicable
(5)Nature or content of other accounts receivable with significant amount
The other accounts receivable with significant amount was mainly RMB 98,611,328.05 of project accounts
receivable due from Shenzhen Jiyong Properties & Resources Development Company
(6) Top five accounts receivable
Unit: RMB Yuan
Name of company Relationship Amount Term Proportion (%)
Shenzhen Jiyong
Properties & Resources Non-related party 98,611,328.05 Over 5 years 95%
Development Company
Shenzhen Tewei Industry
Non-related party 2,836,561.00 Over 5 years 2.73%
Co., Ltd.
Tianhong Shopping Plaza
Non-related party 2,294,194.35 3-4 years 2.21%
Co., Ltd.
Total -- 103,742,083.40 -- 99.94%
(7) Accounts receivable due from related parties
Unit: RMB Yuan
Name of company Relationship Amount Proportion (%)
Total --
(8)
RMB 000 was transferred from the accounts receivable not meeting the conditions of termination
recognition.
(9) If securitization is carried out on accounts receivable as the underlying asset, please brief on the
arrangement of relevant transactions.
2. Other accounts receivable
(1) Other accounts receivable
Unit: RMB Yuan
Closing balance Opening balance
Category Provision for bad
Book balance Provision for bad debts Book balance
debts
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Propo Propo Propo Propo
Amount rtion Amount rtion Amount rtion Amount rtion
(%) (%) (%) (%)
Other accounts receivable
with significant single
67.56 84.94 80.05
amount and individually 236,396,497.43 188,878,504.38 79.9% 235,934,964.21 188,864,152.75
% % %
withdrawn bad debt
provision
Other accounts receivable for which bad debt provisions are made on the group basis
26.52
Group 1 92,786,477.85 19,553,302.91 7.04%
%
Group 2 18,281,932.66 5.23% 14,699,371.25 80.4% 19,873,081.80 7.15% 19,595,836.60 98.6%
31.75 13.23 14.19
Subtotal of the groups 111,068,410.51 14,699,371.25 39,426,384.71 19,595,836.60 49.7%
% % %
Other accounts receivable
with insignificant single
amount but individually 2,421,326.23 0.69% 2,421,326.23 100% 2,421,326.23 0.87% 2,421,326.23 100%
withdrawn bad debt
provision
Total 349,886,234.17 -- 205,999,201.86 -- 277,782,675.15 -- 210,881,315.58 --
Notes of category:
Other accounts receivable with significant single amount and individually withdrawn bad debt provision at
period-end:
√Applicable □Inapplicable
Unit: RMB Yuan
Content of other accounts Withdrawing proportion
Book balance Bad debt amount Reason
receivable （%）
Shum Yip Properties Uncollectible for a long
100,315,763.64 52,797,770.59 52.63%
Development Co., Ltd. period
Payment for discharging
Gintian Industry (Group) of guaranty responsibility
56,600,000.00 56,600,000.00 100%
Co., Ltd that was difficult to be
recollected
Hainan Xinda Uncollectible for a long
48,857,303.81 48,857,303.81 100%
Development Co., Ltd period
Anhui Nanpeng Uncollectible for a long
7,723,808.00 7,723,808.00 100%
Papermaking Co., Ltd period
Shenzhen Shengfenglu, There is no asset to
6,481,353.60 6,481,353.60 100%
ITC Jewel & Gold Co., execute the verdict, thus
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Ltd lead to uncollectibility
Shanghai Yutong Real
Uncollectibility for the
estate development Co., 5,676,000.00 5,676,000.00 100%
reason of verdict
Ltd
HongKong Yueheng
3,271,837.78 3,271,837.78 100% Has been liquidated
Development Co., Ltd
Dameisha Tourism
2,576,445.69 2,576,445.69 100% Suspended project
Center
Elevated Train Project 2,542,332.43 2,542,332.43 100% Suspended project
Shenzhen ITC Industrial
2,351,652.48 2,351,652.48 100% The company is insolvent
Development Co., Ltd
Total 236,396,497.43 188,878,504.38 -- --
In the groups, other accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance Opening balance
Book balance Book balance
Aging
Proporti Bad debt provision Proporti Bad debt provision
Amount Amount
on (%) on (%)
Within 1 year
Including: -- -- -- -- -- --
Within 1 year 3,688,829.98 20.18% 110,664.90 276,670.84 1.39% 8,300.12
Subtotal for
those aging 3,688,829.98 20.18% 110,664.90 276,670.84 1.39% 8,300.12
within 1 year
1-2 years 298.83 0% 29.88 5,058.09 0.03% 505.81
2-3 years 5,172.44 0.03% 1,551.73 5,310.25 0.03% 1,593.08
Over 3 years
3-4 years 665.83 0% 332.92 801.57 0% 400.79
4-5 years 868.80 0% 695.04 1,021.23 0.01% 816.98
Over 5 years 14,586,096.78 79.79% 14,586,096.78 19,584,219.82 98.54% 19,584,219.82
Total 18,281,932.66 -- 14,699,371.25 19,873,081.80 -- 19,595,836.60
In the groups, other accounts receivable adopting balance percentage method to withdraw bad debt provision:
□Applicable √Inapplicable
In the groups, other accounts receivable adopting other methods to withdraw bad debt provision:
□Applicable √Inapplicable
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Other accounts receivable with insignificant single amount but individually withdrawn bad debt provision at
period-end:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Content of other accounts
Book balance Bad debts provision Withdrawal proportion Withdrawal reason
receivable
Shenzhen Wufang Poor operation status
Pottery & Porcelain 1,747,264.25 1,747,264.25 100%
Industrial Co., Ltd
Compensation for Shidai Owner unable to repay
new residence mortgage 601,762.21 601,762.21 100% the loan
guarantee in ABC
Zhanjiang Shenzhen Real
Insolvency thus
Estate Development Co., 53,478.77 53,478.77 100%
Ltd. uncollectible
Meilin Synthetic Fibre
Uncollectible for a long
Company 11,000.00 11,000.00 100%
period
Others
Uncollectible for a long
7,821.00 7,821.00 100%
period
Total 2,421,326.23 2,421,326.23 100% --
(2)Information of other accounts receivable reversed or recovered in the reporting period
Unit: RMB Yuan
Withdrawal amount of
Content of other accounts Reason for reversal or Basis on recognition of Reversed or recovered
bad debt provision before
receivable recovery provision for bad debts amount
the reversal or recovery
Shenzhen ITC Industrial Estimated to be
Recover 2,551,652.48 200,000.00
Development Co., Ltd irrecoverable
Total -- -- 2,551,652.48 --
The withdrawal of bad debt provision of other accounts receivable with significant single amount or insignificant
single amount but individually made impairment test at the end of report period:
Content of other Withdrawal proportion
Book balance Amount of bad debts Reason
accounts receivable (%)
Total -- --
Notes to other accounts receivable with insignificant single amount but large risks of groups after grouping by
credit risks characteristics:
(3)Information of the write-off other accounts receivable
Unit: RMB Yuan
Whether arising from
Name of company Nature Date of written off Amount Reason
related-party
194
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
transactions
Total -- -- -- --
Notes:
(4) The other accounts receivable due from shareholders with more than 5% (including 5%) of the voting
shares of the Company in the reporting period
√Applicable □Inapplicable
Unit: RMB Yuan
Closing balance Opening balance
Name of entity Withdrawal amount of Withdrawal amount
Book balance Book balance
bad debts of bad debts
Shenzhen Investment Holdings Co.,
3,450,995.00 103,529.85
Ltd.
Total 3,450,995.00 103,529.85 0.00 0.00
(5)Nature or content of other accounts receivable with significant amount
The Company’s other accounts receivable with significant amount are mainly the current accounts receivable due
from subsidiaries and RMB 56,600,000.00 of guarantee litigation accounts receivable due from Gintian Industry
(Group) Co., Ltd..
(6) Top five other accounts receivable
Unit: RMB Yuan
Name of company Relationship Amount Term Proportion (%)
Shum Yip Properties
Subsidiary 100,315,763.64 Over 5 years 28.67%
Development Co., Ltd.
PRD Group
XuzhouDapeng Real
Subsidiary 62,875,030.00 Within 1 year 17.97%
Estate Development Co.,
Ltd
Gintian Industry (Group)
Non-related party 56,600,000.00 Over 5 years 16.18%
Co., Ltd
Hainan Xinda
Subsidiary 48,857,303.81 Over 3 years 13.96%
Development Co., Ltd
PRD Yangzhou Real
Estate Development Co., Subsidiary 13,050,000.00 Within 1 year 3.73%
Ltd.
Total -- 281,698,097.45 -- 80.51%
(7) Other account receivable due from related parties
Unit: RMB Yuan
195
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Name of company Relationship Amount Proportion (%)
Shum Yip Properties
Subsidiary 100,315,763.64 28.67%
Development Co., Ltd.
PRD Group XuzhouDapeng
Real Estate Development Subsidiary 62,875,030.00 17.97%
Co.,Ltd
Hainan Xinda Development
Subsidiary 48,857,303.81 13.96%
Co., Ltd
PRD Yangzhou Real Estate
Subsidiary 13,050,000.00 3.73%
Development Co., Ltd.
Shenzhen ITC Property
Subsidiary 8,633,443.62 2.47%
Management Co., Ltd.
Anhui Nanpeng Papermaking
Associated enterprise 7,723,808.00 2.21%
Co., Ltd
Shenzhen ITC Tian’an
Joint venture 4,705,931.45 1.34%
Properties Co., Ltd
Shenzhen ITC Food Co., Ltd Subsidiary 4,198,614.40 1.2%
Shenzhen Investment
Controlling shareholder 3,450,995.00 0.99%
Holdings Co., Ltd.
Shenzhen Property
Construction Supervision Co., Subsidiary 3,285,212.53 0.94%
Ltd
Shenzhen ITC Industrial
Associated enterprise 2,351,652.48 0.67%
Development Co., Ltd
Shenzhen Wufang Pottery &
Associated enterprise 1,747,264.25 0.5%
Porcelain Industrial Co., Ltd
Shenzhen International Trade
Subsidiary 744,177.30 0.21%
Plaza
Zhanjiang Shenzhen Real
Subsidiary 53,478.77 0.02%
Estate Development Co., Ltd
Total -- 261,992,675.25 74.88%
(8)
RMB000 was transferred from the other accounts receivable not meeting the conditions of termination
recognition.
(9) If securitization is carried out on the other accounts receivable as the underlying asset, please brief on
the arrangement of relevant transactions.
3. Long-term equity investments
Unit: RMB Yuan
196
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Explanati
ons on
Withdraw
difference
al amount
s between
of Cash
Sharehold Voting sharehold Provision
Accounti Initial impairme bonus in
The Opening Increase/ Closing ing right ing for
ng investmen nt the
investee balance decrease balance Proportio Proportio proportio impairme
method t cost provision reporting
n n n and nt loss
in the period
voting
reporting
right
period
proportio
n
Shenzhen
Jifa Equity 30,645,05 27,357,06 325,554.0 27,682,61
50% 50%
Warehous method 6.04 4.04 7 8.11
e Co., Ltd
Shenzhen
ITC
Equity 23,186,12 35,403,80 930,877.5 36,334,68
Tian’an 50% 50%
method 4.00 6.83 8 4.41
Properties
Co., Ltd
Shenzhen
Tian’an
Internatio
nal
Equity 1,500,000 3,040,469 245,077.4 3,285,547
Building 50% 50%
method .00 .53 7 .00
Property
Managem
ent Co.,
Ltd
Shenzhen
ITC
29,850,00 29,850,00 29,850,00
Vehicles 90% 90%
0.00 0.00 0.00
Industry
Co., Ltd.
Hainan
Xinda
20,000,00 20,000,00 20,000,00 20,000,00
Develop 100% 100%
0.00 0.00 0.00 0.00
ment Co.,
Ltd
Shenzhen 30,950,00 30,950,00 30,950,00
100% 100%
Property 0.00 0.00 0.00
197
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
and Real
Estate
Develop
ment Co.,
Ltd.
Shenzhen
Huangche
28,500,00 28,500,00 28,500,00
ng Real 95% 95%
0.00 0.00 0.00
Estate
Co., Ltd.
Shenzhen
ITC
Property 20,000,00 20,000,00 20,000,00
95% 95%
Managem 0.00 0.00 0.00
ent Co.,
Ltd.
Shenzhen
1,600,000 1,600,000 1,600,000 1,600,000
ITC Food 80% 80%
.00 .00 .00 .00
Co., Ltd
Shenzhen
Property
Construct
3,000,000 3,000,000 3,000,000
ion 100% 100%
.00 .00 .00
Supervisi
on Co.,
Ltd
Shenzhen
Internatio 12,000,00 12,000,00 12,000,00 12,000,00
100% 100%
nal Trade 0.00 0.00 0.00 0.00
Plaza
Shenzhen
Real 1,380,000 1,380,000 1,380,000
100% 100%
Estate .00 .00 .00
Exchange
Shensan
17,695.09 17,695.09 17,695.09 17,695.09
Co., Ltd.
Zhanjiang
Shenzhen
Real 2,530,000 2,530,000 2,530,000 2,530,000
100% 100%
Estate .00 .00 .00 .00
Develop
ment Co.,
198
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Ltd
Shum Yip
Properties
15,834,00 15,834,00 15,834,00 15,834,00
Develop 100% 100%
0.00 0.00 0.00 0.00
ment Co.,
Ltd.
Shenzhen
Wufang
Pottery & 18,983,61 18,983,61 18,983,61 18,983,61
26% 26%
Porcelain 4.14 4.14 4.14 4.14
Industrial
Co., Ltd
Shenzhen
ITC
Industrial 20,154,84 3,682,972 3,682,972 3,682,972
38.33% 38.33%
Develop 0.79 .55 .55 .55
ment Co.,
Ltd
Anhui
Nanpeng
13,824,00 13,824,00 13,824,00 13,824,00
Papermak 30% 30%
0.00 0.00 0.00 0.00
ing Co.,
Ltd
China
2,962,500 2,962,500 2,962,500 2,160,300
T.H. 0.33% 0.33%
.00 .00 .00 .45
Co.,Ltd.
North
Machiner 3,465,000 3,465,000 3,465,000 3,465,000
12.66% 12.66%
y (Group) .00 .00 .00 .00
Co., Ltd.
Guangdo
ng
Huayue 8,780,645 8,780,645 8,780,645 8,780,645
8.47% 8.47%
Real .20 .20 .20 .20
Estate
Co., Ltd.
PRD
Group
XuzhouD 50,000,00 50,000,00 50,000,00
100% 100%
apeng 0.00 0.00 0.00
Real
Estate
199
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Develop
ment Co.,
Ltd
Donggua
n
Guomao
Changshe
20,000,00 20,000,00 20,000,00
ng Real 100% 100%
0.00 0.00 0.00
Estate
Develop
ment Co.,
Ltd.
PRD
Yangzhou
Real
50,000,00 50,000,00 50,000,00
Estate 100% 100%
0.00 0.00 0.00
Develop
ment Co.,
Ltd.
Sanya
East 230,500.0 230,500.0 230,500.0
0.28% 0.28%
Travel 0 0 0
Co., Ltd.
Shenzhen
Shenxin 33,195,94 12,877,26 12,877,26
100% 100%
Taxi Co., 8.77 0.98 0.98
Ltd.
403,392,2 14,378,77 417,771,0 102,878,2
Total -- -- -- --
67.38 0.10 37.48 27.43
Notes:
4. Revenue and Cost of Sales
(1) Revenue, Cost of Sales
Unit: RMB Yuan
Item Reporting period Same period of last year
Main business revenue 23,449,864.94 18,167,414.59
Other business revenue
Cost of sales 9,757,305.26 9,305,983.12
Total
200
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(2)Main business (Classified by industry)
√ Applicable □ Inapplicable
Unit: RMB Yuan
Reporting period Same period of last year
Industry
Revenue of sales Cots of sales Revenue of sales Cots of sales
Sale of properties 5,688.42
Property rental and
23,449,864.94 9,757,305.26 18,161,726.17 9,305,983.12
management services income
Total 23,449,864.94 9,757,305.26 18,167,414.59 9,305,983.12
(3)Main business (Classified by product)
□ Applicable √Inapplicable
(4) Main business (Classified by area)
□ Applicable √Inapplicable
(5) Revenue of sales from the top five customers
Unit: RMB Yuan
Proportion of
Customers Total revenue of sales total revenue of
sales (%)
Total
Notes:
5. Investment income
(1)List of investment income
Unit: RMB Yuan
Item Reporting period Same period of last year
Long-term equity investment income accounted by cost
method
Long-term equity investment income accounted by equity
1,501,509.12 679,338.63
method
Investment income arising from disposal of long-term equity
investments
Investment income received from holding of trading financial
assets
Investment income received from holding of held-to-maturity
201
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
investments
Investment income received from holding of
available-for-sale financial assets
Investment income received from disposal of trading
financial assets
Investment income received from holding of held-to-maturity
investments
Investment income received from available-for-sale financial
assets
Other 18,957,191.77 3,078,400.00
Total 20,458,700.89 3,757,738.63
(2)Long-term equity investment income accounted by cost method
Unit: RMB Yuan
Same period of last
Name of investee Reporting period Reason for increase/decrease YoY
year
Total --
(3) Long-term equity investment income accounted by equity method
Unit: RMB Yuan
Same period of last
Name of investee Reporting period Reason for increase/decrease YoY
year
Shenzhen Jifa Warehouse Co., Ltd 325,554.07 347,098.01 Decease of revenue
Shenzhen ITC Tian’an Properties Co., Ltd 930,877.58 161,719.79 Increase of revenue
Shenzhen Tian’an International Building
245,077.47 170,520.83 Increase of revenue
Property Management Co., Ltd
Total 1,501,509.12 679,338.63 --
Notes of investment income:
1. The increase of investment income during the reporting period mainly due to the increase of entrust loan for
subsidiaries and the increase of interest income.
2. The Company’s recovery of investment income exist no significant limitation.
6. Supplemental information of Cash Flow Statement
Unit: RMB Yuan
Supplemental information Reporting period Same period of last year
1. Reconciliation of net profit to net cash flows generated from
-- --
operations：
Net profit 15,954,365.81 -8,283,043.80
Add: Provision for assets impairments -5,066,959.74 135,737.76
202
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Depreciation of fixed assets, oil and gas assets and productive
7,943,524.28 7,839,887.29
biological assets
Amortization of intangible assets
Amortization of long-term deferred expense 86,488.14 86,488.14
Losses/gains on disposal of property, intangible asset and other
long-term assets (gains: negative)
Losses/gains on scrapped of fixed assets (gains: negative)
Losses/gains from variation of fair value (gains: negative)
Financial cost (income: negative) -206,159.30
Investment loss (gains: negative) -20,458,700.89 -3,757,738.63
Decrease in deferred tax assets (increase: negative)
Increase in deferred tax liabilities (decrease: negative)
Decrease in inventory (increase: negative)
Decrease in accounts receivable from operating activities (increase:
-83,312,206.52 -97,917,901.43
negative)
Increase in accounts payable from operating activities (decrease:
169,772,873.78 426,555,284.69
negative)
Others
Net cash flows generated from operating activities 84,713,225.56 324,658,714.02
2. Significant investing and financing activities without
-- --
involvement of cash receipts and payments
Debt converted into capital
Convertible company bonds due within 1 year
Financing leased fixed assets
3. Change of cash and cash equivalent: -- --
Closing balance of cash 182,983,861.29 160,114,074.98
Less: opening balance of cash 83,846,009.34 78,920,447.75
Plus: closing balance of cash equivalent
Less: opening balance of cash equivalents
The net increase in cash and cash equivalents 99,137,851.95 81,193,627.23
7. Information of assets and liabilities recognized by evaluation value from the counter purchase
Unit: RMB Yuan
Name Evaluation value Original book value
Asset
Liabilities
203
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
(XVI)Supplemental information
1. Return on equity and earnings per share
Unit: RMB Yuan
The weighted average ROE EPS
Profit in the reporting period
(%) Basic EPS Diluted EPS
Net profit attributable to the Company's
8.31% 0.165 0.165
common stock shareholders
Net profit attributable to shareholders of the
Company's common stock after deducting 7.68% 0.165 0.165
non-recurring gains and losses
2. Particulars on the abnormal conditions of main items in the financial statements of the Company and
relevant reasons
Movement in the main items of the financial statements of the Company and relevant reasons are as follows:
Item Closing balance Opening balance Movement Reasons for movement
The funds recovered from sales projects
Monetary fund 653,189,645.56 469,313,741.57 39.18%
increased
Revenue receivable from property management
Accounts receivable 87,869,971.92 70,557,693.71 24.54%
business increased
Consideration difference of assets replacement of
Other accounts
11,259,711.92 3,372,036.99 233.91% controlling shareholders and advanced assets
receivable
transfer expense increased
Prepayment 729,056,567.31 208,655,909.41 249.41% Increase of sales project
The original account payable for the moon bay
Other payables 189,991,958.16 481,167,880.34 -60.51%
land transferred out.
Non-current liabilities
12,209,888.32 218,359,888.32 -94.41% Returned due to maturity
due within one year
Long-term loan 25,649,999.98 7,333,333.32 249.77% Increase of loan
Retained profits 501,505,660.86 403,183,375.55 24.39% Profits realized in the reporting period
Same period of last
Item Reporting period
year
The total area available for settlement in the
Revenue of sales 622,922,900.92 1,155,786,058.07 -46.10% reporting period decreased significantly over that
of same period of last year
Cost of sales 58,288,134.08 334,753,634.85 -82.59% Decrease of revenue from sales of properties
Financial expenses -1,321,536.27 5,203,352.15 -125.40% Increase of interest capitalization
204
Semi-Annual Report 2012 of Shenzhen Properties & Resources Development (Group) Ltd.
Impairment losses of
-5,957,940.96 -501,104.65 1088.96% Increase of recoverd accounts
assets
Investment income 1,501,509.12 679,338.63 121.03% Increase of income gained by joint ventures
Operating profits 126,557,866.82 398,072,511.56 -68.21% Decrease of revenue
Total profits 126,064,094.20 398,183,283.09 -68.34% Decrease of revenue
Net profits 98,322,285.31 301,444,084.10 -67.38% Decrease of revenue
Net cash flow arising
Increase of recovered funds from sales of
from operating 336,111,486.60 -439,366,561.71 -176.50%
properties
activities
Net cash flow arising
from financing -156,421,856.92 348,878,092.48 -144.84% Decrease of loans
activities
IX. Documents for Reference
Documents for Reference
(I) Semi-annual Report 2012 signed by legal representative;
(II) Financial statements signed and sealed by legal representative, principal of accounting work, and manager of
finance department;
(III) In the reporting period, all originals of the Company’s documents and public notices have been publicly
disclosed in Securities Times and Ta Kung Pao.
All the above documents prepared and placed at the Office of Board of Directors, 42/F International Trade
Center, Renmin Road S., Luohu District, Shenzhen
Chairman of the Board of Directors: Chen Yugang
Date for submission approved by the Board of Directors: 23 August, 2012
205
