Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Shenzhen Properties & Resources Development (Group) Ltd. Report for the Third Quarter of 2013 October 2013 1 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Section I. Important Reminders The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior management staff of Shenzhen Properties & Resources Development (Group) Ltd. (hereinafter referred to as “the Company”) warrant that this report is factual, accurate and complete without any false record, misleading statement or material omission. And they shall be jointly and severally liable for that. All directors attended the board session for reviewing this report. Chen Yugang, company principal, Wang Hangjun, chief of the accounting work, and Shen Xueying, chief of the accounting organ (chief of accounting), hereby confirm that the financial statements enclosed in this report are factual, accurate and complete. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. 2 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Section II. Financial Highlights & Change of Shareholders I. Major accounting data and financial indexes Does the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or correction of any accounting error? □ Yes √ No 30 Sept. 2013 31 Dec. 2012 Increase/decrease (%) Total assets (RMB Yuan) 3,784,527,998.18 4,006,705,938.73 -5.55% Net assets attributable to shareholders of the Company 1,858,670,218.86 1,502,852,915.53 23.68% (RMB Yuan) YoY increase/decrease YoY increase/decrease Jul.-Sept. 2013 Jan.-Sept. 2013 (%) (%) Operating revenues (RMB Yuan) 133,544,384.58 -68.17% 1,481,738,491.87 41.92% Net profit attributable to shareholders of the Company 2,659,823.97 -96.51% 356,260,816.78 103.69% (RMB Yuan) Net profit attributable to shareholders of the Company after 3,575,734.71 -95.27% 355,961,135.14 163.54% extraordinary gains and losses (RMB Yuan) Net cash flows from operating -- -- 76,924,547.09 -86.92% activities (RMB Yuan) Basic EPS (RMB Yuan/share) 0.0045 -96.48% 0.5978 103.68% Diluted EPS (RMB Yuan/share) 0.0045 -96.48% 0.5978 103.68% Weighted average ROE (%) 0.16% -6.08% 21.2% 6.89% Items and amounts of extraordinary gains and losses √Applicable □Inapplicable Unit: RMB Yuan Item Amount as of Jan.-Sept. 2013 Note Gains/losses on the disposal of non-current assets (including the -30,749.16 offset part of asset impairment provisions) Reversal of impairment provisions for the accounts receivable on 303,627.40 which impairment tests were carried out separately Other non-operating income and expenses other than the above -626,171.97 Less: Income tax effects -652,975.37 Total 299,681.64 -- 3 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item □ Applicable √ Inapplicable II. Total number of shareholders at the period-end and shares held by the top ten shareholders Unit: share Total number of shareholders at the 44,236 period-end Shares held by the top ten shareholders Number of the Pledged or frozen shares Name of Nature of Shareholding Number of the restricted shares shareholder shareholder percentage (%) shares held Status of shares Number of shares held SHENZHEN CONSTRUCTIO N State-owned 54.33% 323,791,299 293,992,345 0 INVESTMENT corporation HOLDINGS CORPORATION SHENZHEN INVESTMENT State-owned 9.49% 56,582,573 56,582,573 0 MANAGEMENT corporation CORPORATION SHENZHEN GUOMAO State-owned PROPERTY 0.32% 1,881,841 0 0 corporation MANAGERME NT CO., LTD. SHENZHEN DUTY-FREE Domestic COMMODITY non-state-owned 0.29% 1,730,300 1,730,300 0 ENTERPRISES corporation CO., LTD. BQDEA/REYL( LUX)GLOBALF Foreign UNDSEMERGI 0.28% 1,128,182 0 0 corporation NG MARKETS EQ 4 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Domestic natural LONG KEYI 0.18% 1,075,350 0 0 person Domestic natural CHEN LIYING 0.17% 1,036,051 0 0 person Domestic natural ZHANG HUI 0.17% 1,000,000 0 0 person GUOTAI JUNAN Foreign SECURITIES 0.16% 926,184 0 0 corporation (HONGKONG) LIMITED HONG GENG Domestic natural 0.15% 909,219 0 0 DONG person Shares held by the top ten non-restricted share holders Type of shares Name of shareholder Number of non-restricted shares held Type Number SHENZHEN CONSTRUCTION RMB ordinary INVESTMENT HOLDINGS 29,798,954 29,798,954 shares CORPORATION SHENZHEN GUOMAO RMB ordinary PROPERTY MANAGERMENT 1,881,841 1,881,841 shares CO., LTD. Domestically BQDEA/REYL(LUX)GLOBALFU 1,128,182 listed foreign 1,128,182 NDSEMERGING MARKETS EQ shares RMB ordinary LONG KEYI 1,075,350 1,075,350 shares Domestically CHEN LIYING 1,036,051 listed foreign 1,036,051 shares RMB ordinary ZHANG HUI 1,000,000 1,000,000 shares Domestically GUOTAI JUNAN SECURITIES 926,184 listed foreign 926,184 (HONGKONG) LIMITED shares RMB ordinary LIU YUNDE 800,000 800,000 shares ZHONGRONG INTERNATIONAL RMB ordinary 784,000 784,000 TRUST CO., LTD.-ZRT NORTH shares 5 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. NO. 2 SECURITIES INVESTMENT ASSEMBLED FUNDS TRUST PLAN RMB ordinary LU YAN HONG 663,400 663,400 shares Explanation on associated The first shareholder is managed by Shenzhen Investment Holding Corporation, the actual relationship or persons acting in controlling shareholder of the Company. And the third shareholder is a wholly-funded concert among the above-mentioned subsidiary of the Company. Other than that, it is unknown whether the remaining 8 shareholders shareholders are related parties or acting-in-concert parties. Shareholders taking part in margin financing and securities lending (if Naught any) Did any shareholder of the Company carry out an agreed buy-back in the reporting period? □ Yes √ No 6 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Section III. Significant Events I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes 1. Other receivables stood at RMB 12,955,438.51 at the period-end, increasing 103.33% from the year-begin, which was mainly because the electricity and water fees that the Company and its subsidiaries had paid on behalf of others and had not been repaid increased. 2. Accounts received in advance stood at RMB 58,043,576.34 at the period-end, decreasing 91.44% from the year-begin, which was mainly because the advances on housing properties were carried over on satisfaction of the relevant conditions. 3. Long-term borrowings stood at RMB 69,860,018.63 at the period-end, increasing 261.66% from the year-begin, which was mainly because the Company and its subsidiaries secured more borrowings for their projects. 4. Deferred income tax liabilties stood at RMB 0.00 at the period-end, decreasing 100.00% from the year-begin, which was mainly because some projects were carried over on satisfaction of relevant conditions and the taxable differences decreased. 5. Retained profit stood at RMB 1,102,351,991.58 at the period-end, increasing 47.75% from the year-begin, which was mainly because the Company made profit in the period from the year-begin to the period-end. 6. Operating revenues for Jan.-Sept. 2013 stood at RMB 1,481,738,491.87, increasing 41.92% from the same period of last year, which was mainly because the concluded projects and the project sales both increased. 7. Business taxes and surtaxes for Jan.-Sept. 2013 stood at RMB 300,827,247.86, increasing 66.64% from the same period of last year, which was mainly because the real estate income increased and the business tax, the land VAT and some other taxes and fares increased. 8. Financial expenses for Jan.-Sept. 2013 stood at RMB -4,963,868.24, decreasing 64.84% from the same period of last year, which was mainly because the interest income increased. 9. Asset impairment loss for Jan.-Sept. 2013 stood at RMB 1,242,354.24, increasing 120.85% from the same period of last year, which was mainly because the reversed bad debt provisions decreased while the bad-debt provisions made increased. 10. Investment gains for Jan.-Sept. 2013 stood at RMB 5,178,021.22, increasing 152.21% from the same period of last year, which was mainly because the gains on joint ventures increased. 11. Investment gains on associates and joint ventures for Jan.-Sept. 2013 stood at RMB 5,178,021.22, increasing 152.21% from the same period of last year, which was mainly because the gain on the joint venture Shenzhen Guomao Tian’an Properties Co., Ltd. increased. 12. Non-operating incomes and expenses-net for Jan.-Sept. 2013 stood at RMB -656,921.13, decreasing 178.85% from the same period of last year, which was mainly because the lawsuit compensations increased. 13. Income tax expenses for Jan.-Sept. 2013 stood at RMB 106,217,105.15, increasing 104.29% from the same period of last year, which was mainly because profit of the Company increased. 14. Operating profit, total profit and net profit (attributable to the Company) for Jan.-Sept. 2013 stood at RMB 463,134,843.06, RMB 462,477,921.93 and RMB 356,260,816.78 respectively, increasing 104.96%, 104.37% and 103.69% respectively from the same period of last year, which was mainly because the project area avaiable for 7 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. settlement increased and the carried-over income increased considerably. 15. Net cash flows from operating activities for Jan.-Sept. 2013 stood at RMB 76,924,547.09, decreasing 86.92% from the same period of last year, which was mainly because the capital inflows from sale of housing properties decreased. 16. Net cash flows from investing activities for Jan.-Sept. 2013 stood at RMB -7,171,335.43, decreasing 189.40% from the same period of last year, which was mainly because the funds used to purchase fixed assets in Jan.-Sept. 2013 increased and the Company received investment gains in the same period of last year. 17. Net cash flows from financing activities for Jan.-Sept. 2013 stood at RMB -24,730,866.65, with the net cash outflows decreasing 85.52% from the same period of last year, which was mainly because the funds received as borrowings increased. 18. Net increase in cash and cash equivalents for Jan.-Sept. 2013 stood at RMB 44,916,585.32, decreasing 89.44% from the same period of last year, which was mainly because the capital inflows from sale of housing properties decreased. II. Progress and influence of significant events, as well as the analysis and explanation on solutions Significant events had not happened, will happen, or happened during previous period but last till the reporting period. III. 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 Naught IV. Predict the 2013 annual operating results Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the beginning of the year to the end of the next reporting period compared with the same period of the last year according to prediction, as well as explanations on the reasons □Applicable √Inapplicable V. Securities investment Sharehold Sharehold Initial Number Number Closing Gain/loss ing ing investme of shares of shares book for report Variety of Code of Name of percentag percentag Accounti Source of nt cost held at held at value period securities securities securities e at e at ng title stock (RMB period-be period-en (RMB (RMB period-be period-en Yuan) gin d Yuan) Yuan) gin d Total 0.00 0 -- 0 -- 0.00 0.00 -- -- Disclosure date of the board announcement on approval of the securities investment 8 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Disclosure date of the general meeting announcement on approval of the securities investment (if any) Shareholdings in other listed companies √Applicable □Inapplicable Code of Abbrevia Intial investment Percenta Equity chages securities tion of amount ge of Gain/loss of the owner Closing book Source of securities equities for report in the Accounting title value stock period reporting period 000509 S*ST 2,962,500.00 0.33% 802,199.55 0.00 0.00 Long-term Directional China equity purchase of Plastic investment the corporate shares Total 2,962,500.00 - 802,199.55 0.00 0.00 VI. Investments in derivatives Unit: RMB Ten thousand Yuan Proportio n of the closing Actual Related-p Type of Impairme investmen Initial Opening Closing gain/loss arty derivative Beginnin Ending nt t amount Operator Relation investmen investmen investmen in transactio investmen g date date provision in the t amount t amount t amount reporting n or not t (if any) Company period ’s closing net assets (%) Total 0 -- -- 0 0 0 0% 0 Capital source for derivative investment Not happened. Litigation cases situation (if applicable) Not happened. Disclosure date of the board announcement approving the wealth management entrustment (if any) Disclosure date of the general meeting announcement approving the wealth management entrustment (if any) 9 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. VII. Researches, visits and interviews received in the reporting period Main discussion and Time of reception Place of reception Way of reception Visitor type Visitor materials provided by the Company The Shenzhen The land lies in Qianhai of Stock Exchange 9 Jul. 2013 Other Individual Investor the Company and the Investors mid-term bonus plan. interactive platform The Shenzhen Stock Exchange Basic situation of the 17 Jul. 2013 Other Individual Investor Investors Company interactive platform The Shenzhen Stock Exchange Situation of the Company’s 3 Aug. 2013 Other Individual Investor Investors earnings preannouncement. interactive platform The Company’s sales The Shenzhen situation of the self-owned Stock Exchange 9 Aug. 2013 Other Individual Investor projects and the Investors construction process of the interactive platform projects in constructions. The Shenzhen Project situation in Xuzhou Stock Exchange 5 Sep. 2013 Other Individual Investor and Dongguan of the Investors Company. interactive platform Does the Company benefit Board Office of the Telephone 23 Sep. 2013 Individual Investor from the policies of Company Communication Qianhai? Future market development Board Office of the Telephone 25 Sep. 2013 Individual Investor plan and the emphasis of Company Communication the Company. 10 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Section IV. Financial Statements I. Financial statements 1. Consolidated balance sheet Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 842,640,896.69 797,724,311.37 Settlement reserves Intra-group lendings Transactional financial assets Notes receivable Accounts receivable 86,616,169.36 76,584,008.68 Accounts paid in advance 51,993,679.82 64,714,990.11 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividend receivable Other accounts receivable 12,955,438.51 6,371,689.34 Financial assets purchased under agreements to resell Inventories 2,040,245,719.70 2,300,674,551.14 Non-current assets due within 1 year Other current assets Total current assets 3,034,451,904.08 3,246,069,550.64 Non-current assets: Loans by mandate and advances granted Available-for-sale financial assets Held-to-maturity investments 11 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Long-term accounts receivable Long-term equity investment 78,427,370.92 84,249,349.70 Investing property 277,612,656.61 285,258,604.17 Fixed assets 74,785,503.41 78,821,168.21 Construction in progress 57,000.00 57,000.00 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 108,733,215.83 114,098,153.11 R&D expense Goodwill Long-term deferred expenses 3,427,037.88 3,644,288.40 Deferred income tax assets 207,033,309.45 194,507,824.50 Other non-current assets Total of non-current assets 750,076,094.10 760,636,388.09 Total assets 3,784,527,998.18 4,006,705,938.73 Current liabilities: Short-term borrowings 300,000,000.00 360,000,000.00 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 254,342,305.98 298,525,752.32 Accounts received in advance 58,043,576.34 678,075,291.01 Financial assets sold for repurchase Handling charges and commissions payable Employee’s compensation payable 41,955,776.00 54,721,616.91 Tax payable 857,901,836.65 733,659,679.71 Interest payable Dividend payable Other accounts payable 186,166,150.43 195,045,649.98 12 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Non-current liabilities due within 1 16,559,888.32 14,909,888.32 year Other current liabilities Total current liabilities 1,714,969,533.72 2,334,937,878.25 Non-current liabilities: Long-term borrowings 69,860,018.63 19,316,666.64 Bonds payable Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities 2,739,089.94 Other non-current liabilities 140,166,139.91 145,997,301.31 Total non-current liabilities 210,026,158.54 168,053,057.89 Total liabilities 1,924,995,692.26 2,502,990,936.14 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 63,783,019.03 Less: Treasury stock Specific reserves Surplus reserves 102,882,532.15 102,882,532.15 Provisions for general risks Retained profits 1,102,351,991.58 746,091,174.80 Foreign exchange difference -6,326,415.90 -5,882,902.45 Total equity attributable to owners of 1,858,670,218.86 1,502,852,915.53 the Company Minority interests 862,087.06 862,087.06 Total owners’ (or shareholders’) equity 1,859,532,305.92 1,503,715,002.59 Total liabilities and owners’ (or 3,784,527,998.18 4,006,705,938.73 shareholders’) equity 13 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 2. Balance sheet of the Company Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 311,578,397.85 399,641,751.92 Transactional financial assets Notes receivable Accounts receivable 57,335,412.34 56,779,588.68 Accounts paid in advance 377,946.00 138,000.00 Interest receivable Dividend receivable Other accounts receivable 1,096,199,837.32 793,063,936.59 Inventories 325,419,312.09 324,442,304.42 Non-current assets due within 1 year 475,000,000.00 Other current assets 150,000,000.00 Total current assets 1,940,910,905.60 2,049,065,581.61 Non-current assets: Available-for-sale financial assets Held-to-maturity investments Long-term accounts receivable Long-term equity investment 310,715,131.90 316,537,110.68 Investing property 184,938,214.82 193,719,444.41 Fixed assets 16,450,409.79 18,999,543.38 Construction in progress Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets R&D expense 14 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Goodwill Long-term deferred expenses 1,686,518.04 1,816,250.25 Deferred income tax assets Other non-current assets 130,000,000.00 Total of non-current assets 643,790,274.55 531,072,348.72 Total assets 2,584,701,180.15 2,580,137,930.33 Current liabilities: Short-term borrowings 240,000,000.00 Transactional financial liabilities Notes payable Accounts payable 27,595,677.61 33,664,931.14 Accounts received in advance 12,352,200.00 426,641.50 Employee’s compensation payable 8,614,205.23 10,017,975.02 Tax payable 2,419,155.23 2,092,132.57 Interest payable Dividend payable Other accounts payable 1,226,368,567.21 1,503,502,567.38 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 1,517,349,805.28 1,549,704,247.61 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 Total non-current liabilities 1,851,595.90 Total liabilities 1,517,349,805.28 1,551,555,843.51 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 37,754,232.28 15 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Less: Treasury stock Specific reserves Surplus reserves 102,225,721.71 102,225,721.71 Provisions for general risks Retained profits 331,392,328.88 292,623,040.83 Foreign exchange difference Total owners’ (or shareholders’) equity 1,067,351,374.87 1,028,582,086.82 Total liabilities and owners’ (or 2,584,701,180.15 2,580,137,930.33 shareholders’) equity Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 3. Consolidated income statement for the reporting period Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jul.-Sept. 2013 Jul.-Sept. 2012 I. Total operating revenues 133,544,384.58 419,542,559.90 Including: Sales income 133,544,384.58 419,542,559.90 II. Total operating cost 130,295,041.84 320,456,215.27 Including: Cost of sales 82,438,932.47 164,120,425.75 Taxes and associate 16,862,532.96 122,150,255.25 charges Selling and distribution expenses 6,807,193.17 10,536,332.44 Administrative expenses 25,543,541.21 25,338,996.91 Financial expenses -1,368,803.22 -1,689,795.08 Asset impairment loss 11,645.25 Gain/(loss) from investment (“-” 787,897.58 551,552.30 means loss) Including: share of profits in associates 787,897.58 551,552.30 and joint ventures III. Business profit (“-” means loss) 4,037,240.32 99,637,896.93 Add: non-operating income -358,085.39 948,915.94 Less: non-operating expense 888,149.91 115,750.74 Including: loss from non-current asset 1,254.66 28,458.15 16 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. disposal IV. Total profit (“-” means loss) 2,791,005.02 100,471,062.13 Less: Income tax expense 131,181.05 24,251,040.34 V. Net profit (“-” means loss) 2,659,823.97 76,220,021.79 Attributable to owners of the 2,659,823.97 76,220,021.79 Company VI. Earnings per share -- -- (I) Basic earnings per share 0.0045 0.1279 (II) Diluted earnings per share 0.0045 0.1279 Ⅶ. Other comprehensive incomes 260,766.26 -220,538.72 Ⅷ. Total comprehensive incomes 2,920,590.23 75,999,483.07 Attributable to owners of the 2,920,590.23 75,999,483.07 Company Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 4. Income statement of the Company for the reporting period Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jul.-Sept. 2013 Jul.-Sept. 2012 I. Total sales 13,155,236.75 11,984,996.41 Less: cost of sales 5,887,359.45 4,733,631.14 Business taxes and surcharges 1,854,747.90 2,006,295.65 Administrative expenses 9,898,161.16 9,973,393.45 Financial costs 3,019,307.51 -255,381.09 Impairment loss -31,048.64 342,038.98 Gain/(loss) from investment (“-” means 6,068,697.58 9,748,302.30 loss) Including: income form investment on 787,897.58 551,552.30 associates and joint ventures II. Business profit (“-” means loss) -1,404,593.05 4,933,320.58 Add: non-business income 44,739.28 54,040.00 Less: non-business expense 30,000.00 31,452.19 III. Total profit (“-” means loss) -1,389,853.77 4,955,908.39 17 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. IV. Net profit (“-” means loss) -1,389,853.77 4,955,908.39 V. Earnings per share -- -- (I) Basic earnings per share -0.0023 0.0083 (II) Diluted earnings per share -0.0023 0.0083 VI. Total comprehensive income -1,389,853.77 4,955,908.39 Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 5. Consolidated income statement for Jan.-Sept. 2013 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Total operating revenues 1,481,738,491.87 1,044,062,830.19 Including: Sales income 1,481,738,491.87 1,044,062,830.19 Interest income Premium income Handling charge and commission income II. Total operating cost 1,023,781,670.03 820,156,105.18 Including: Cost of sales 635,617,538.27 556,160,184.99 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 300,827,247.86 180,527,842.04 Selling and distribution expenses 14,174,997.96 18,738,366.82 Administrative expenses 76,883,399.94 73,698,983.64 Financial expenses -4,963,868.24 -3,011,331.35 Asset impairment loss 1,242,354.24 -5,957,940.96 18 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 5,178,021.22 2,053,061.42 means loss) Including: share of profits in associates 5,178,021.22 2,053,061.42 and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 463,134,843.06 225,959,786.43 Add: non-operating income 2,152,797.45 2,129,595.68 Less: non-operating expense 2,809,718.58 1,790,203.10 Including: loss from non-current asset 76,887.35 58,159.07 disposal IV. Total profit (“-” means loss) 462,477,921.93 226,299,179.01 Less: Income tax expense 106,217,105.15 51,992,849.23 V. Net profit (“-” means loss) 356,260,816.78 174,306,329.78 Including: Net profit achieved by combined parties before the 1,312,539.70 combinations Attributable to owners of the 356,260,816.78 174,906,307.01 Company Minority shareholders’ income -599,977.23 VI. Earnings per share -- -- (I) Basic earnings per share 0.5978 0.2935 (II) Diluted earnings per share 0.5978 0.2935 Ⅶ. Other comprehensive incomes -443,513.45 -65,642.80 Ⅷ. Total comprehensive incomes 355,817,303.33 174,240,686.98 Attributable to owners of the 355,817,303.33 174,840,664.21 Company Attributable to minority -599,977.23 shareholders Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 19 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. 6. Income statement of the Company for Jan.-Sept. 2013 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Total sales 38,609,403.23 35,434,861.35 Less: cost of sales 10,511,206.75 14,490,936.40 Business taxes and surcharges 5,763,188.30 6,957,264.20 Distribution expenses Administrative expenses 29,389,406.53 28,075,665.49 Financial costs 3,336,361.36 -1,225,535.01 Impairment loss -22,176,370.27 -4,724,920.76 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means 25,398,421.22 30,207,003.19 loss) Including: income form investment on 5,178,021.22 2,053,061.42 associates and joint ventures II. Business profit (“-” means loss) 37,184,031.78 22,068,454.22 Add: non-business income 1,617,443.28 345,608.93 Less: non-business expense 32,187.01 1,503,788.95 Including: loss from non-current asset 2,187.01 1,359.60 disposal III. Total profit (“-” means loss) 38,769,288.05 20,910,274.20 Less: income tax expense IV. Net profit (“-” means loss) 38,769,288.05 20,910,274.20 V. Earnings per share -- -- (I) Basic earnings per share 0.0651 0.0351 (II) Diluted earnings per share 0.0651 0.0351 VI. Other comprehensive income VII. Total comprehensive income 38,769,288.05 20,910,274.20 Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 20 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. 7. Consolidated cash flow statement for Jan.-Sept. 2013 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Cash flows from operating activities: Cash received from sale of 893,586,011.86 1,585,210,179.74 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 22,828,938.98 18,018,232.63 operating activities Subtotal of cash inflows from operating 916,414,950.84 1,603,228,412.37 activities Cash paid for goods and services 329,377,118.18 496,469,948.90 Net increase of customer lendings and advances Net increase of funds deposited in the central bank and amount due from banks 21 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. 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 196,899,643.15 177,842,182.24 Various taxes paid 257,535,759.53 248,831,302.47 Other cash payment relating to 55,677,882.89 92,162,672.95 operating activities Subtotal of cash outflows from 839,490,403.75 1,015,306,106.56 operating activities Net cash flows from operating activities 76,924,547.09 587,922,305.81 II. Cash flows from investing activities: Cash received from withdrawal of investments Cash received from return on 9,705,931.45 investments Net cash received from disposal of fixed assets, intangible assets and other 415,668.00 735,231.00 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 415,668.00 10,441,162.45 investing activities Cash paid to acquire fixed assets, intangible assets and other long-term 7,587,003.43 2,419,479.97 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 7,587,003.43 2,419,479.97 investing activities Net cash flows from investing activities -7,171,335.43 8,021,682.48 22 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. III. Cash Flows from Financing Activities: Cash received from capital contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received from borrowings 361,243,352.00 186,000,000.00 Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing 361,243,352.00 186,000,000.00 activities Repayment of borrowings 369,050,000.01 317,145,212.01 Cash paid for interest expenses and 16,642,218.64 38,061,321.24 distribution of dividends or profit Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to 282,000.00 1,584,500.00 financing activities Sub-total of cash outflows from 385,974,218.65 356,791,033.25 financing activities Net cash flows from financing activities -24,730,866.65 -170,791,033.25 IV. Effect of foreign exchange rate -105,759.69 38,954.51 changes on cash and cash equivalents V. Net increase in cash and cash 44,916,585.32 425,191,909.55 equivalents Add: Opening balance of cash and 797,724,311.37 469,313,741.57 cash equivalents VI. Closing balance of cash and cash 842,640,896.69 894,505,651.12 equivalents Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 8. Cash flow statement of the Company for Jan.-Sept. 2013 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. 23 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Cash flows from operating activities: Cash received from sale of 37,168,425.23 35,264,786.16 commodities and rendering of service Tax refunds received Other cash received relating to 516,364,591.52 727,979,585.98 operating activities Subtotal of cash inflows from operating 553,533,016.75 763,244,372.14 activities Cash paid for goods and services 5,870,996.83 5,097,690.13 Cash paid to and for employees 18,007,756.06 13,377,954.00 Various taxes paid 8,823,131.02 10,068,456.28 Other cash payment relating to 1,058,589,577.91 555,738,828.65 operating activities Subtotal of cash outflows from 1,091,291,461.82 584,282,929.06 operating activities Net cash flows from operating activities -537,758,445.07 178,961,443.08 II. Cash flows from investing activities: Cash received from retraction of 195,000,000.00 investments Cash received from return on 20,220,400.00 37,859,931.45 investments Net cash received from disposal of fixed assets, intangible assets and other 4,198.00 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 215,224,598.00 37,859,931.45 investing activities Cash paid to acquire fixed assets, intangible assets and other long-term 167,507.00 9,619,722.61 assets Cash paid for investment Net cash paid to acquire subsidiaries and other business units 24 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. Other cash payments relating to investing activities Subtotal of cash outflows from 167,507.00 9,619,722.61 investing activities Net cash flows from investing activities 215,057,091.00 28,240,208.84 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings 240,000,000.00 Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing 240,000,000.00 activities Repayment of borrowings Cash paid for interest expenses and 5,080,000.00 distribution of dividends or profit Other cash payments relating to 282,000.00 financing activities Sub-total of cash outflows from 5,362,000.00 financing activities Net cash flows from financing activities 234,638,000.00 IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash -88,063,354.07 207,201,651.92 equivalents Add: Opening balance of cash and 399,641,751.92 83,846,009.34 cash equivalents VI. Closing balance of cash and cash 311,578,397.85 291,047,661.26 equivalents Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 25 Report for the Third Quarter of 2013 of Shenzhen Properties & Resources Development (Group) Ltd. II. Audit report Is this report audited? □ Yes √ No This report is not audited. 26