Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. SHENZHEN PROPERTIES & RESOURCES DEVELOPMENT (GROUP) LTD. Report for the Third Quarter of 2014 2014-31 October 2014 1 Report for the Third Quarter of 2014 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. Mr. Chen Yugang, company principal, Mr. Wang Hangjun, chief of the accounting work, and Ms. Shen Xueying, chief of the accounting organ (chief of accounting), hereby confirm that the Financial Report enclosed in this report is 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 2014 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. 2014 31 Dec. 2013 Increase/decrease (%) Total assets (RMB Yuan) 4,027,219,661.56 3,873,252,714.32 3.98% Net assets attributable to shareholders of the Company 1,977,386,902.89 1,802,781,292.68 9.69% (RMB Yuan) YoY increase/decrease YoY increase/decrease Jul.-Sept. 2014 Jan.-Sept. 2014 (%) (%) Operating revenues (RMB Yuan) 311,190,490.67 133.02% 812,558,050.45 -45.16% Net profit attributable to shareholders of the Company 211,050,899.19 7,834.77% 323,125,436.68 -9.30% (RMB Yuan) Net profit attributable to shareholders of the Company after 39,877,048.38 1,015.21% 143,311,798.52 -59.74% extraordinary gains and losses (RMB Yuan) Net cash flows from operating -- -- -95,480,120.87 -224.12% activities (RMB Yuan) Basic EPS (RMB Yuan/share) 0.3541 7,768.89% 0.5422 -9.30% Diluted EPS (RMB Yuan/share) 0.3541 7,768.89% 0.5422 -9.30% Weighted average ROE (%) 11.22% 11.06% 17.17% -4.03% Items and amounts of extraordinary gains and losses √Applicable □Inapplicable Unit: RMB Yuan Item Amount as of Jan.-Sept. 2014 Note Mainly was the transfer of the equity of Guomao Tian’an Gains/losses on the disposal of non-current assets (including the Properties Co., Ltd. and the 221,064,467.71 offset part of asset impairment provisions) disposal such as the fixed assets as well as the investment property Reversal of impairment provisions for the accounts receivable on 15,168.75 3 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. which impairment tests were carried out separately Non-operating incomes and expenses other than the above 2,401,245.93 Less: Income tax effects 43,667,244.23 Total 179,813,638.16 -- 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 There was no such situation of the Company during the reporting period. II. Total number of shareholders and shareholdings of the top ten shareholders at the period-end 1. Total number of common shareholders and shareholdings of the top ten common shareholders at the period-end Unit: share Total number of common 40,447 shareholders at the period-end Shareholdings of the top ten common shareholders Number of 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 CONSTRUCTION State-owned INVESTMENT 54.33% 323,796.32 293,997,370 corporation HOLDINGS CORPORATION SHENZHEN INVESTMENT State-owned 9.49% 56,582,573 56,582,573 MANAGEMENT corporation CORPORATION SHENZHEN DUTY-FREE Domestic COMMODITY non-state-owned 0.29% 1,730,300 1,730,300 ENTERPRISES corporation CO., LTD. Domestic Li Jing 0.25% 1,504,192 individual Zhou Kecan Domestic 0.24% 1,427,200 4 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. individual Domestic Long Keyi 0.19% 1,100,600 individual Foreign Li Ziying 0.17% 1,091,680 individual Domestic Chen Liying 0.17% 1,036,051 individual Domestic Liu Liaoyuan 0.16% 960,132 individual SHENZHEN GUOMAO State-owned PROPERTY 0.14% 861,783 corporation MANAGERMENT CO., LTD. Shareholdings of the top ten non-restricted common shareholders Number of non-restricted common shares held at the Type of shares Name of shareholder period-end Type Number SHENZHEN CONSTRUCTION RMB ordinary INVESTMENT HOLDINGS 29,798,954 29,798,954 share CORPORATION Domestically Li Jing 1,504,192 listed foreign 1,504,192 share RMB ordinary Zhou Kecan 1,427,200 1,427,200 share RMB ordinary Long Keyi 1,100,600 1,100,600 share RMB ordinary Li Ziying 1,091,680 1,091,680 share Domestically Chen Liying 1,036,051 listed foreign 1,036,051 share Domestically Liu Liaoyuan 960,132 listed foreign 960,132 share SHENZHEN GUOMAO PROPERTY RMB ordinary 861,783 861,783 MANAGERMENT CO., LTD. share RMB ordinary Wu Yunping 665,300 665,300 share 5 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Domestically Yang Yaochu 589,060 listed foreign 589,060 share The first principal shareholders of the Company are managed by Shenzhen Investment Explanation on associated Holding Corporation, the actual controlling shareholder of the Company, and the eighth relationship or/and persons acting in shareholder are the wholly controlled subsidiary of the Company. Other than that, it is concert among the above-mentioned unknown whether the remaining 8 shareholders are related parties or acting-in-concert shareholders: parties. Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company carry out any agreed buy-back in the reporting period? □ Yes √ No No shareholder of the Company carried out any agreed buy-back in the reporting period. 2. Total number of preferred share holders and shareholdings of the top ten preferred share holders at the period-end □ Applicable √ Inapplicable 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 √ Applicable □ Inapplicable (I) Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes 1. Accounts receivable at the period-end stood at RMB 29,302,653.48, up 31.95% from the year-beginning, mainly because property management fees receivable of subsidiaries increased. 2. Long-term equity investments at the period-end stood at RMB 32,551,017.07, down 48.42% from the year-beginning, mainly because the 50% stake in Shenzhen Guomao Tian’an Properties Co., Ltd. was sold and the corresponding investment cost was transferred out in the reporting period. 3. Non-current liabilities due within 1 year at the period-end stood at RMB 90,393,221.64, up 34.90% from the year-beginning, mainly because some long-term borrowings were transferred into this item according to regulations. 4. Long-term borrowings at the period-end stood at RMB 177,613,352.00, up 52.79% from the year-beginning, mainly because project borrowings of subsidiaries increased. 5. Operating revenues for Jan.-Sept. 2014 stood at RMB 812,558,050.45, down 45.16% from the same period of last year, mainly because: the settled projects and the sales generated by the projects during Jan.-Sept. 2014 decreased from the same period of last year; the operating revenues for Jul.-Sept. 2014 stood at RMB 6 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. 311,190,490.67, up 133.02% year on year, mainly because the project sales for Jul.-Sept. 2014 increased from the same period of last year. 6. Operating costs for Jan.-Sept. 2014 stood at RMB 381,853,260.32, down 39.92% from the same period of last year, mainly because: the settled project incomes during Jan.-Sept. 2014 decreased from the same period of last year; the operating costs for Jul.-Sept. 2014 stood at RMB 151,018,029.31, up 83.19% year on year, mainly because the settled project incomes for Jul.-Sept. 2014 increased from the same period of last year. 7. The business tax and surtaxes for Jan.-Sept. 2014 stood at RMB 152,426,532.16, down 49.33% from the same period of last year, mainly because: the settled project incomes during Jan.-Sept. 2014 decreased and the taxes and fares such as the business tax and the land VAT decreased accordingly; the business tax and surtaxes for Jul.-Sept. 2014 stood at RMB 70,138,205.94, up 315.94% year on year, mainly because the settled project incomes for Jul.-Sept. 2014 increased and the taxes and fares such as the business tax and the land VAT increased accordingly. 8. The financial expenses for Jan.-Sept. 2014 and Jul.-Sept. 2014 stood at RMB -8,148,467.29 and -1,823,234.28 respectively, with the relevant income increasing 64.16% and 33.20% respectively from the same period of last year, mainly because the interest income increased. 9. The investment gains for Jan.-Sept. 2014 and Jul.-Sept. 2014 stood at RMB 214,286,961.91 and 208,025,213.37 respectively, up 4038.39% and 26302.57% respectively from the same period of last year, mainly because of the gains on the sale of the 50% stake in Shenzhen Guomao Tian’an Properties Co., Ltd. 10. The investment gains on associates and jointly-run enterprises for Jan.-Sept. 2014 stood at RMB 1,028,990.22, down 80.13% from the same period of last year, mainly because the stake in jointly-run enterprise Shenzhen Guomao Tian’an Properties Co., Ltd. was sold and the relevant gains decreased. 11. The net non-business incomes and expenses for Jan.-Sept. 2014 stood at RMB 4,244,544.63, up 746.13% from the same period of last year, mainly because the gains on disposal of fixed assets increased during Jan.-Sept. 2014. 12. The income tax expenses for Jul.-Sept. 2014 stood at RMB 58,884,855.72, up 44788.23% from the same period of last year, mainly because profits increased. 13. The operating profits, total profits and net profits (attributable to the Company without subsidiaries) for Jul.-Sept. 2014 stood at RMB 269,474,078.07, RMB 269,935,754.91 and RMB 211,050,899.19 respectively, up 6574.71%, 9571.63% and 7834.77% from the same period of last year, mainly because the investment gains increased and the carried-over project sales income increased. 14. Net cash flows from operating activities for Jan.-Sept. 2014 stood at RMB -95,480,120.87, down 224.12% from the same period of last year, mainly because the cash inflows from sale of houses decreased the project inputs increased. 15. Net cash flows from investing activities for Jan.-Sept. 2014 stood at RMB 233,793,250.32, up 3360.11% from the same period of last year, mainly because of the cash received due to the sale of the 50% stake in Shenzhen Guomao Tian’an Properties Co., Ltd. 16. Net cash flows from financing activities for Jan.-Sept. 2014 stood at RMB -135,325,035.56, with net outflows up 447.19% from the same period of last year, mainly because dividends were distributed. 7 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. 17. The net increase in cash and cash equivalents for Jan.-Sept. 2014 stood at RMB 2,965,374.21, down 93.40% from the same period of last year, mainly because project inputs increased and dividends were distributed. (II) Influence of the accounting policy changes in the newly promulgated or amended accounting standards on our financial position and operating results In the reporting period, according to the newly promulgated or amended accounting standards, we retrospectively restated the long-term equity investments of RMB 15.30 million in total (where we did not have control, joint control over or significant influence on the invested parties, that had no offer in the active market and of which the fair value could not be measured reliably) as available-for-sale financial assets. The restatement did not affect our total assets, net assets and current gains and losses. Apart from the above-mentioned, the newly promulgated or amended accounting standards did not have influence on our financial position, operating results and consolidated financial statements. II. Progress and influence of significant events, as well as the analysis and explanation on solutions √ Applicable □ Inapplicable The 50% stake in Shenzhen Guomao Tian’an Properties Co., Ltd. was listed on Shenzhen United Property and Share Rights Exchange for public sale starting from 14 May 2014. On 14 Jul. 2014, we received a notice from the agency that the stake was successfully sold. Index to the relevant announcement Overview of the significant event Date of disclosure disclosed on the website Transfer of the 50% stake in Shenzhen Securities Times, Ta Kung Pao, 15 Jul. 2014 Guomao Tian’an Properties Co., Ltd. www.cninfo.com.cn 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 □ Applicable √ Inapplicable No such commitments in the reporting period. IV. Predict the 2014 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 √ Applicable □ Inapplicable Variety of Code of Name of Initial Number Sharehold Number Sharehold Closing Gain/loss Accounti Source of 8 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. securities securities securities investmen of shares ing of shares ing book in ng title stock t cost held at percentag held at percentag value reporting (RMB period-be e at period-en e at (RMB period Yuan) ginning period-be d period-en Yuan) (RMB ginning d Yuan) Total 0.00 0 -- 0 -- 0.00 0.00 -- -- Disclosure date of the board announcement on approval of the securities investment Disclosure date of the general meeting announcement on approval of the securities investment (if any) Shareholdings in other listed companies √Applicable □Inapplicable Code of Abbreviation Intial investment Percentage of Equity changes securities of securities amount equities Closing book Gain/loss for of the owner in Accounting Source of value report period the reporting title stock period 000509 *ST China 2,962,500.00 0.10% 802,199.55 0.00 0.00 Available-for Directional Plastic -sale purchase of financial the corporate assets shares Total 2,962,500.00 - 802,199.55 0.00 0.00 VI. Investments in derivatives □Applicable √Inapplicable The Company did not invest in any derivative in the reporting period. VII. Researches, visits and interviews received in the reporting period √Applicable □Inapplicable Main discussion and Time Place Way of reception Visitor type Visitor materials provided by the Company Situation of equity transfer 16 Jul. 2014 The Company By phone Individual Investor of Tianan If there were news about 30 Jul. 2014 The Company By phone Individual Investor the Reform of State-Owned 9 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Enterprises in Shenzhen Whether have a financing 14 Aug. 2014 The Company By phone Individual Investor plan 17 Sep. 2014 The Company By phone Individual Investor Whether plan to buy land 10 Report for the Third Quarter of 2014 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 980,137,188.41 977,171,814.20 Settlement reserves Intra-group lendings Financial assets measured at fair value and of which changes are recorded into current gains and losses Notes receivable Accounts receivable 29,302,653.48 22,208,022.21 Accounts paid in advance 32,810,753.10 35,904,799.33 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividend receivable Other accounts receivable 8,945,468.43 7,919,365.82 Financial assets purchased under agreements to resell Inventories 2,303,165,610.00 2,101,399,879.93 Assets held for sale Non-current assets due within 1 year Other current assets Total current assets 3,354,361,673.42 3,144,603,881.49 Non-current assets: Loans by mandate and advances 11 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. granted Available-for-sale financial assets 15,302,199.55 15,302,199.55 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 32,551,017.07 63,111,931.67 Investing property 254,131,771.70 273,314,623.03 Fixed assets 67,147,825.40 75,301,015.72 Construction in progress Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 101,580,712.79 106,945,090.07 R&D expense Goodwill Long-term deferred expenses 2,685,135.77 3,081,383.99 Deferred income tax assets 199,459,325.86 191,592,588.80 Other non-current assets Total of non-current assets 672,857,988.14 728,648,832.83 Total assets 4,027,219,661.56 3,873,252,714.32 Current liabilities: Short-term borrowings 250,000,000.00 300,000,000.00 Borrowings from Central Bank Customer bank deposits and due to banks and other financial institutions Intra-group borrowings Financial liabilities measured at fair value and of which changes are recorded into current gains and losses Notes payable Accounts payable 227,367,133.95 265,697,047.64 Accounts received in advance 124,675,390.96 141,082,677.48 Financial assets sold for repurchase Handling charges and commissions payable 12 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Employee’s compensation payable 48,558,752.18 50,023,230.98 Tax payable 872,412,191.44 865,513,058.59 Interest payable 981,197.66 934,568.21 Dividend payable Other accounts payable 121,779,183.53 123,967,110.64 Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Liabilities held for sale Non-current liabilities due within 1 90,393,221.64 67,009,888.28 year Other current liabilities Total current liabilities 1,736,167,071.36 1,814,227,581.82 Non-current liabilities: Long-term borrowings 177,613,352.00 116,243,352.00 Bonds payable Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities Other non-current liabilities 135,190,248.25 139,138,400.76 Total non-current liabilities 312,803,600.25 255,381,752.76 Total liabilities 2,048,970,671.61 2,069,609,334.58 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 595,979,092.00 595,979,092.00 Capital reserves 120,034,674.77 120,086,646.43 Less: Treasury stock Specific reserves Surplus reserves 121,542,385.81 121,542,385.81 Provisions for general risks Retained profits 1,146,402,548.63 972,271,884.95 13 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Foreign exchange difference -6,571,798.32 -7,098,716.51 Total equity attributable to owners of 1,977,386,902.89 1,802,781,292.68 the Company Minority interests 862,087.06 862,087.06 Total owners’ (or shareholders’) equity 1,978,248,989.95 1,803,643,379.74 Total liabilities and owners’ (or 4,027,219,661.56 3,873,252,714.32 shareholders’) equity 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 358,419,048.79 420,568,966.65 Financial assets measured at fair value and of which changes are recorded into current gains and losses Notes receivable Accounts receivable 672,281.58 1,158,087.49 Accounts paid in advance 79,200.00 429,546.00 Interest receivable 631,400.00 Dividend receivable Other accounts receivable 1,650,026,131.61 1,104,282,291.68 Inventories 365,758,156.20 326,684,862.09 Assets held for sale Non-current assets due within 1 year Other current assets 150,000,000.00 Total current assets 2,374,954,818.18 2,003,755,153.91 Non-current assets: Available-for-sale financial assets 1,032,699.55 1,032,699.55 Held-to-maturity investments Long-term accounts receivable 14 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Long-term equity investment 279,108,278.05 309,669,192.65 Investing property 165,472,644.63 181,492,088.46 Fixed assets 12,346,491.62 15,709,482.23 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 1,513,541.76 1,643,273.97 Deferred income tax assets Other non-current assets 130,000,000.00 Total of non-current assets 459,473,655.61 639,546,736.86 Total assets 2,834,428,473.79 2,643,301,890.77 Current liabilities: Short-term borrowings 240,000,000.00 Financial liabilities measured at fair value and of which changes are recorded into current gains and losses Notes payable Accounts payable 27,465,778.86 28,121,986.86 Accounts received in advance 12,801,629.50 Employee’s compensation payable 8,720,103.00 8,230,148.81 Tax payable 45,283,038.00 2,051,845.65 Interest payable 565,160.23 433,972.60 Dividend payable Other accounts payable 1,241,685,469.79 1,136,178,056.53 Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 1,323,719,549.88 1,427,817,639.95 Non-current liabilities: 15 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Long-term borrowings 276,370,000.00 Bonds payable Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 276,370,000.00 Total liabilities 1,600,089,549.88 1,427,817,639.95 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 595,979,092.00 595,979,092.00 Capital reserves 94,141,000.52 94,057,859.68 Less: Treasury stock Specific reserves Surplus reserves 120,885,575.37 120,885,575.37 Provisions for general risks Retained profits 423,333,256.02 404,561,723.77 Foreign exchange difference Total owners’ (or shareholders’) equity 1,234,338,923.91 1,215,484,250.82 Total liabilities and owners’ (or 2,834,428,473.79 2,643,301,890.77 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. 2014 Jul.-Sept. 2013 I. Total operating revenues 311,190,490.67 133,544,384.58 Including: Sales income 311,190,490.67 133,544,384.58 Interest income Premium income Handling charge and 16 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. commission income II. Total operating cost 249,741,625.97 130,295,041.84 Including: Cost of sales 151,018,029.31 82,438,932.47 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 70,138,205.94 16,862,532.96 Selling and distribution expenses 5,734,748.44 6,807,193.17 Administrative expenses 24,671,417.02 25,543,541.21 Financial expenses -1,823,234.28 -1,368,803.22 Asset impairment loss 2,459.54 11,645.25 Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 208,025,213.37 787,897.58 means loss) Including: share of profits in 2,312,496.74 787,897.58 associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 269,474,078.07 4,037,240.32 Add: non-operating income 522,989.81 -358,085.39 Less: non-operating expense 61,312.97 888,149.91 Including: loss from non-current 7,832.44 1,254.66 asset disposal IV. Total profit (“-” means loss) 269,935,754.91 2,791,005.02 Less: Income tax expense 58,884,855.72 131,181.05 V. Net profit (“-” means loss) 211,050,899.19 2,659,823.97 Including: Net profit achieved by combined parties before the combinations 17 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Attributable to owners of the 211,050,899.19 2,659,823.97 Company Minority shareholders’ income VI. Earnings per share -- -- (I) Basic earnings per share 0.3541 0.0045 (II) Diluted earnings per share 0.3541 0.0045 VII. Other comprehensive incomes 78,925.00 260,766.26 Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting 78,925.00 260,766.26 periods as relevant requirements are met VIII. Total comprehensive incomes 211,129,824.19 2,920,590.23 Attributable to owners of the 211,129,824.19 2,920,590.23 Company Attributable to minority shareholders 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. 2014 Jul.-Sept. 2013 I. Total sales 18,602,421.15 13,155,236.75 Less: cost of sales 8,837,692.27 5,887,359.45 Business taxes and surcharges 1,600,941.77 1,854,747.90 Distribution expenses Administrative expenses 10,660,683.07 9,898,161.16 Financial costs -803,912.29 3,019,307.51 Impairment loss -31,048.64 Add: gain/(loss) from change in fair 18 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. value (“-” means loss) Gain/(loss) from investment (“-” 208,025,213.37 6,068,697.58 means loss) Including: income form investment 2,312,496.74 787,897.58 on associates and joint ventures II. Business profit (“-” means loss) 206,332,229.70 -1,404,593.05 Add: non-business income 398,017.77 44,739.28 Less: non-business expense 3,861.79 30,000.00 Including: loss from non-current 3,861.79 asset disposal III. Total profit (“-” means loss) 206,726,385.68 -1,389,853.77 Less: income tax expense 42,625,146.44 IV. Net profit (“-” means loss) 164,101,239.24 -1,389,853.77 V. Earnings per share -- -- (I) Basic earnings per share 0.2753 -0.0023 (II) Diluted earnings per share 0.2753 -0.0023 VI. Other comprehensive income Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting periods as relevant requirements are met VII. Total comprehensive income 164,101,239.24 -1,389,853.77 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. 2014 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Total operating revenues 812,558,050.45 1,481,738,491.87 19 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Including: Sales income 812,558,050.45 1,481,738,491.87 Interest income Premium income Handling charge and commission income II. Total operating cost 613,341,249.59 1,023,781,670.03 Including: Cost of sales 381,853,260.32 635,617,538.27 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 152,426,532.16 300,827,247.86 Selling and distribution expenses 10,901,830.81 14,174,997.96 Administrative expenses 74,857,014.55 76,883,399.94 Financial expenses -8,148,467.29 -4,963,868.24 Asset impairment loss 1,451,079.04 1,242,354.24 Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 214,286,961.91 5,178,021.22 means loss) Including: share of profits in 1,028,990.22 5,178,021.22 associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 413,503,762.77 463,134,843.06 Add: non-operating income 4,686,154.46 2,152,797.45 Less: non-operating expense 441,609.83 2,809,718.58 Including: loss from non-current 62,589.57 76,887.35 asset disposal IV. Total profit (“-” means loss) 417,748,307.40 462,477,921.93 Less: Income tax expense 94,622,870.72 106,217,105.15 20 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. V. Net profit (“-” means loss) 323,125,436.68 356,260,816.78 Including: Net profit achieved by combined parties before the combinations Attributable to owners of the 323,125,436.68 356,260,816.78 Company Minority shareholders’ income VI. Earnings per share -- -- (I) Basic earnings per share 0.5422 0.5978 (II) Diluted earnings per share 0.5422 0.5978 VII. Other comprehensive incomes 526,918.19 -443,513.45 Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting 526,918.19 -443,513.45 periods as relevant requirements are met VIII. Total comprehensive incomes 323,652,354.87 355,817,303.33 Attributable to owners of the 323,652,354.87 355,817,303.33 Company Attributable to minority shareholders Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 6. Income statement of the Company for Jan.-Sept. 2014 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Total sales 50,719,635.15 38,609,403.23 Less: cost of sales 21,843,191.15 10,511,206.75 Business taxes and surcharges 4,972,785.43 5,763,188.30 Distribution expenses Administrative expenses 29,630,038.32 29,389,406.53 21 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Financial costs -3,584,465.85 3,336,361.36 Impairment loss -272,589.07 -22,176,370.27 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 210,120,106.85 25,398,421.22 means loss) Including: income form investment 1,028,990.22 5,178,021.22 on associates and joint ventures II. Business profit (“-” means loss) 208,250,782.02 37,184,031.78 Add: non-business income 2,144,531.46 1,617,443.28 Less: non-business expense 3,861.79 32,187.01 Including: loss from non-current 3,861.79 2,187.01 asset disposal III. Total profit (“-” means loss) 210,391,451.69 38,769,288.05 Less: income tax expense 42,625,146.44 IV. Net profit (“-” means loss) 167,766,305.25 38,769,288.05 V. Earnings per share -- -- (I) Basic earnings per share 0.2815 0.0651 (II) Diluted earnings per share 0.2815 0.0651 VI. Other comprehensive income Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting periods as relevant requirements are met VII. Total comprehensive income 167,766,305.25 38,769,288.05 Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying 7. Consolidated cash flow statement for Jan.-Sept. 2014 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan 22 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Cash flows from operating activities: Cash received from sale of 848,250,185.13 893,586,011.86 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 13,683,112.18 22,828,938.98 operating activities Subtotal of cash inflows from operating 861,933,297.31 916,414,950.84 activities Cash paid for goods and services 427,802,820.07 329,377,118.18 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 23 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. charges and commissions Cash for paying policy dividends Cash paid to and for employees 207,155,104.66 196,899,643.15 Various taxes paid 257,744,966.31 257,535,759.53 Other cash payment relating to 64,710,527.14 55,677,882.89 operating activities Subtotal of cash outflows from 957,413,418.18 839,490,403.75 operating activities Net cash flows from operating activities -95,480,120.87 76,924,547.09 II. Cash flows from investing activities: Cash received from withdrawal of investments Cash received from return on investments Net cash received from disposal of fixed assets, intangible assets and other 1,365,975.00 415,668.00 long-term assets Net cash received from disposal of 237,421,380.00 subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing 238,787,355.00 415,668.00 activities Cash paid to acquire fixed assets, intangible assets and other long-term 4,994,104.68 7,587,003.43 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 4,994,104.68 7,587,003.43 investing activities Net cash flows from investing activities 233,793,250.32 -7,171,335.43 III. Cash Flows from Financing Activities: Cash received from capital 24 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received from borrowings 366,370,000.00 361,243,352.00 Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing 366,370,000.00 361,243,352.00 activities Repayment of borrowings 331,616,666.64 369,050,000.01 Cash paid for interest expenses and 167,654,368.92 16,642,218.64 distribution of dividends or profit Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to 2,424,000.00 282,000.00 financing activities Sub-total of cash outflows from 501,695,035.56 385,974,218.65 financing activities Net cash flows from financing activities -135,325,035.56 -24,730,866.65 IV. Effect of foreign exchange rate -22,719.68 -105,759.69 changes on cash and cash equivalents V. Net increase in cash and cash 2,965,374.21 44,916,585.32 equivalents Add: Opening balance of cash and 977,171,814.20 797,724,311.37 cash equivalents VI. Closing balance of cash and cash 980,137,188.41 842,640,896.69 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. 2014 Prepared by Shenzhen Properties & Resources Development (Group) Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 25 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. I. Cash flows from operating activities: Cash received from sale of 41,355,882.84 37,168,425.23 commodities and rendering of service Tax refunds received Other cash received relating to 523,323,169.67 516,364,591.52 operating activities Subtotal of cash inflows from operating 564,679,052.51 553,533,016.75 activities Cash paid for goods and services 28,256,540.32 5,870,996.83 Cash paid to and for employees 17,341,692.11 18,007,756.06 Various taxes paid 6,834,481.98 8,823,131.02 Other cash payment relating to 968,821,035.98 1,058,589,577.91 operating activities Subtotal of cash outflows from 1,021,253,750.39 1,091,291,461.82 operating activities Net cash flows from operating activities -456,574,697.88 -537,758,445.07 II. Cash flows from investing activities: Cash received from retraction of 280,000,000.00 195,000,000.00 investments Cash received from return on 4,009,800.00 20,220,400.00 investments Net cash received from disposal of fixed assets, intangible assets and other 2,200.00 4,198.00 long-term assets Net cash received from disposal of 237,421,380.00 subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing 521,433,380.00 215,224,598.00 activities Cash paid to acquire fixed assets, intangible assets and other long-term 660,565.00 167,507.00 assets Cash paid for investment Net cash paid to acquire subsidiaries and other business units Other cash payments relating to investing activities 26 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. Subtotal of cash outflows from 660,565.00 167,507.00 investing activities Net cash flows from investing activities 520,772,815.00 215,057,091.00 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings 276,370,000.00 240,000,000.00 Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing 276,370,000.00 240,000,000.00 activities Repayment of borrowings 240,000,000.00 Cash paid for interest expenses and 162,116,848.94 5,080,000.00 distribution of dividends or profit Other cash payments relating to 208,000.00 282,000.00 financing activities Sub-total of cash outflows from 402,324,848.94 5,362,000.00 financing activities Net cash flows from financing activities -125,954,848.94 234,638,000.00 IV. Effect of foreign exchange rate -393,186.04 changes on cash and cash equivalents V. Net increase in cash and cash -62,149,917.86 -88,063,354.07 equivalents Add: Opening balance of cash and 420,568,966.65 399,641,751.92 cash equivalents VI. Closing balance of cash and cash 358,419,048.79 311,578,397.85 equivalents Legal representative: Chen Yugang Person-in-charge of the accounting work: Wang Hangjun Chief of the accounting division: Shen Xueying II. Audit report Is this report audited? □ Yes √ No 27 Report for the Third Quarter of 2014 of Shenzhen Properties & Resources Development (Group) Ltd. This report is not audited. 28