2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
SHENZHEN PROPERTIES & RESOURCES
DEVELOPMENT (GROUP) LTD.
2014 ANNUAL REPORT
2015-02
March 2015
1
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section I. Important Reminders, Catalogue & Explanation
The Board of Directors, the Supervisory Committee, 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.
The Company’s profit distribution preplan upon review and approval of this board session: Based
on the total shares of the Company as at 31 Dec. 2014, a cash dividend of RMB 2.20 (tax included)
will be distributed for every 10 shares held by shareholders. No bonus shares will be granted and no
capital reserve will be turned into share capital.
Mr. Chen Yugang, Company Principal, Mr. Wang Hangjun, Person in Charge of Accounting Work,
and Ms. Shen Xueying, Person-in-charge of the accounting organ (Chief of Accounting), hereby
confirm that the Financial Report enclosed in the Annual Report is true 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.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Catalogue
2014 Annual Report ........................................................................................................................... 1
Section I. Important Reminders, Catalogue & Explanation.......................................................... 2
Section II. Company Profile .............................................................................................................. 6
Section III. Accouonting & Business Highlights ............................................................................. 9
Section IV. Report of the Board of Directors ................................................................................. 13
Section V. Significant Events ........................................................................................................... 33
Section VI. Change in Shares & Shareholders .............................................................................. 42
Section VII. Preferred Shares ......................................................................................................... 51
Section VIII. Directors, Supervisors, Senior Management Staff & Employees ......................... 52
Section IX. Corporate Governance ................................................................................................ 62
Section X. Internal Control ............................................................................................................. 68
Section XI. Financial Report ........................................................................................................... 70
Section XII. Documents Available for Reference ........................................................................ 221
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Explanation
Refers
Term Contents
to
Refers
Company, the Company Shenzhen Properties & Resources Development (Group) Ltd.
to
Refers Shenzhen Municipal People’s Government State-owned Assets
Shenzhen SASAC
to Supervision and Administration Commission
Refers
SIHC Shenzhen Investment Holdings Co., Ltd.
to
Refers
SCIHC Shenzhen Construction Investment Holdings Corporation
to
Refers
SIM Shenzhen Investment Management Co., Ltd.
to
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Reminder of Major Risks
1. Changes in the government’s real estate and financial policies; 2. Changes in
real estate supply and demand.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section II. Company Profile
I. Company information
Stock abbreviation SWYA, SWYB Stock code 000011, 200011
Stock exchange listed with Shenzhen Stock Exchange
Chinese name of the Company 深圳市物业发展(集团)股份有限公司
Abbr. of the Chinese name of
深物业集团
the Company
English name of the Company
ShenZhen Properties & Resources Development（Group） Ltd.
(if any)
Abbr. of the English name of
SZPRD
the Company (if any)
Legal representative of the
Mr. Chen Yugang
Company
39/F and 42/F, International Trade Center, Renmin South Road, Shenzhen, Guangdong Province,
Registered address
P.R.China
Postal code for the registered
518014
address
39/F and 42/F, International Trade Center, Renmin South Road, Shenzhen, Guangdong Province,
Office address
P.R.China
Postal code for the office
518014
address
Internet website of the
www.szwuye.com.cn
Company
Email address 000011touzizhe@szwuye.com.cn
II. Contact us
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, Guangdong South Road, Shenzhen, Guangdong
Province, P.R.China Province, P.R.China
Tel. 0755-82211020 0755-82211020
Fax 0755-82210610 82212043 0755-82210610 82212043
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
E-mail 000011touzizhe@szwuye.com.cn 000011touzizhe@szwuye.com.cn
III. About information disclosure and where this report is placed
Newspapers designated by the Company for A-share: Securities Times
information disclosure B-share: Ta Kung Pao (HK)
Internet website designated by CSRC for disclosing
www.cninfo.com.cn
this report
BOD Office, 42/F, International Trade Center, Renmin South Road,
Where this report is placed
Shenzhen, Guangdong Province, P.R.China
IV. Change of the registered information
Registration code of
Registration date Registration place Business license No. Organizational code
taxation
Industrial and
Commercial
Administration
Initial registration 17 Jan. 1983 440301103570124 440301192174135 19217413-5
Bureau of Shenzhen
Municipal
Government
Industrial and
Commercial
At the end of the Administration
10 May 2013 440301103570124 440301192174135 19217413-5
reporting period Bureau of Shenzhen
Municipal
Government
Changes of the main business since listing
Unchanged
(if any)
Changes of the controlling shareholder (if
Unchanged
any)
V. Other information
The CPAs firm hired by the Company:
Name Union Power CPAs Co., Ltd. (LLP)
2~9/F, Union Power Building, 169 Donghu Road, Wuchang District, Wuhan, Hubei Province,
Office address
P.R.China
Signing accountants Zhang Jun, Dong Hanlan
Sponsor engaged by the Company to conduct sustained supervision during the reporting period
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
□ Applicable √ Inapplicable
Financial consultant engaged by the Company to conduct sustained supervision during the reporting period
□ Applicable √ Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section III. Accounting & Business Highlights
I. Major accounting data and financial indicators
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
Increase or
decrease of this
2013 2012
year over last
2014
year (%)
Before After After Before After
adjustment adjustment adjustment adjustment adjustment
Operating revenue (RMB 1,268,451,451. 1,619,227,227. 1,619,227,227. 1,861,298,830. 1,861,298,830.
-21.66%
Yuan) 86 60 60 99 99
Net profit attributable to
shareholders of the Company 417,498,679.91 300,840,563.81 300,840,563.81 38.78% 375,422,129.64 375,422,129.64
(RMB Yuan)
Net profit attributable to
shareholders of the Company
253,778,668.88 300,239,183.47 300,239,183.47 -15.47% 337,545,206.86 337,545,206.86
after extraordinary gains and
losses (RMB Yuan)
Net cash flows from operating
-14,627,057.08 110,424,330.10 110,424,330.10 -113.25% 805,714,197.38 805,714,197.38
activities (RMB Yuan)
Basic EPS (RMB Yuan/share) 0.7005 0.5048 0.5048 38.77% 0.6299 0.6299
Diluted EPS (RMB Yuan/share) 0.7005 0.5048 0.5048 38.77% 0.6299 0.6299
Weighted average ROE (%) 21.82% 18.19% 18.19% 3.63% 28.42% 28.42%
Increase or
decrease of this
As at 31 Dec. 2013 year-end than As at 31 Dec. 2012
As at 31 Dec.
last year-end
2014
(%)
Before After After Before After
adjustment adjustment adjustment adjustment adjustment
3,883,288,145. 3,873,252,714. 3,873,252,714. 3,950,705,938. 3,950,705,938.
Total assets (RMB Yuan) 0.26%
46 32 32 73 73
Net assets attributable to
2,074,242,662. 1,802,781,292. 1,802,781,292. 1,503,156,542. 1,503,156,542.
shareholders of the Company 15.06%
07 68 68 93 93
(RMB Yuan)
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
II. Differences between accounting data under domestic and overseas accounting standards
1. Differences of net profit and net assets disclosed in financial reports prepared under international and
Chinese accounting standards
√ Applicable □ Inapplicable
Unit: RMB Yuan
Net profit attributable to shareholders of the Net assets attributable to shareholders of the
Company Company
2014 2013 Closing amount Opening amount
According to Chinese
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
Items and amounts adjusted according to international accounting standards
According to international
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
2. Differences of net profit and net assets disclosed in financial reports prepared under overseas and
Chinese accounting standards
√ Applicable □ Inapplicable
Unit: RMB Yuan
Net profit attributable to shareholders of the Net assets attributable to shareholders of the
Company Company
2014 2013 Closing amount Opening amount
According to Chinese
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
Items and amounts adjusted according to overseas accounting standards
According to overseas
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
3. Explain reasons for the differences between accounting data under domestic and overseas accounting
standards
√ Applicable □ Inapplicable
No difference
III. Items and amounts of extraordinary gains and losses
√ Applicable □ Inapplicable
Unit: RMB Yuan
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Item 2014 2013 2012 Note
Mainly the gains on
transferring the 50%
Gains/losses on the disposal of non-current stake in Shenzhen
assets (including the offset part of the asset 219,223,848.63 72,626.95 534,657.73 Guomao Tian’an
impairment provisions) Properties Co., Ltd.
and disposal of some
investing real estate
Tax rebates, reductions or exemptions due to
approval beyond authority or the lack of 1,720,000.00
official approval documents
Government grants recognized in the current
period, except for those acquired in the
ordinary course of business or granted at 4,500.00
certain quotas or amounts according to the
government’s unified standards
Gain/loss on non-monetary asset swap 47,444,108.36
Expenses on business reorganization, such
as expenses on staff arrangements, -3,152,560.00
integration, etc.
Current net gains and losses of subsidiaries
acquired in business combination under the
1,312,539.70
same control from period-begin to
combination date
Impairment provision reversal of accounts
receivable on which the impairment test is 429,994.49 833,813.78 623,086.75
carried out separately
Paid inactivity fees for
Non-operating income and expense other
-22,799,362.40 -724,421.19 778,062.12 the land of Fuchang
than the above
Phase II
Reversal of the
Other gain/loss items that meet the inventory falling price
5,895,627.11
definition of an extraordinary gain/loss provision on the land
of Fuchang Phase II
Less: Income tax effects 39,034,596.80 -419,360.80 11,982,949.11
Minority interests effects (after tax) -599,977.23
Total 163,720,011.03 601,380.34 37,876,922.78 --
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
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
explanatory announcement as a recurrent gain/loss item
□ Applicable √ Inapplicable
No such cases in the reporting period.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section IV. Report of the Board of Directors
I. Overview
In 2014, the Company achieved operating revenues of RMB 1,268.45 million and net profit of RMB 417.5 million
(attributable to the Company without subsidiaries). As at the end of 2014, the total assets stood at RMB 3.883
billion, the equities attributable to shareholders of the Company without subsidiaries at RMB 2,074.24 million, the
weighted average ROE at 21.82%, the EPS at RMB 0.70/share and the net asset value per share at RMB
3.48/share.
In 2014, the Company’s real estate projects in Shenzhen went into their last rounds of sale. Meanwhile, projects in
the third-and fourth-tier cities didn’t reach the carry-over conditions yet, causing a great YoY decrease in the area
available for carry-over and the income. All these posed great challenges to the Company’s main business of real
estate. As countermeasures, the Company, according to the market situation, adjusted its marketing strategy in
time, expanded marketing channels and proactively push forward projects under construction. At the same time, it
also worked on the sidelines such as property management and taxi passenger transportation, promoting a steady
development in the sidelines. According to the overall planning, the Company kept operating in a prudent manner.
In 2014, the Company convened two general meetings to review 10 proposals, 6 board meetings to review 24
proposals, 4 meetings of the Audit Committee under the board to review the annual report audit, one meeting of
the Nomination Committee and two meetings of the Remuneration Committee. In the year, the Company
disclosed 34 announcements, including periodic reports and interim announcements, covering various aspects of
the Company’s operation and management. No careless omission occurred to all these 34 announcements
throughout the year.
II. Main business analysis
1. Overview
Overview of the reporting period progress of development strategies and business plans disclosed in previous
periods:
For the reporting period, the Company achieved operating revenues of RMB 1.268 billion, operating profits of
RMB 575 million and a net profit of RMB 417 million, up 38.78% from the year earlier. The Company
specializes in real estate development with tax passenger transportation, property management, etc. as its sidelines.
It achieved a main business income of RMB 1.209 billion throughout the year.
State the reasons why the Company’s actual business performance is 20% lower or higher than the earning
forecast for the reporting period which has been publicly disclosed earlier:
□ Applicable √ Inapplicable
Changes of the main operation mode
□ Applicable √ Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
2. Revenues
Notes:
In 2014, the Company’s real estate projects in Shenzhen went into their last rounds of sale. Meanwhile, projects in
the third-and fourth-tier cities didn’t reach the carry-over conditions yet, causing a great YoY decrease in the area
available for carry-over and the income.
Are the Company’s goods selling revenue higher than the service revenue?
√ Yes □ No
Industry Item Unit 2014 2013 YoY +/-%
Real estate
Sales volume RMB Yuan 809,260,338.23 1,230,875,723.09 -34.25%
development
House leasing and
Sales volume RMB Yuan 307,136,733.64 264,369,404.67 16.17%
management
Transportation Sales volume RMB Yuan 62,476,507.32 61,507,993.96 1.57%
Catering service Sales volume RMB Yuan 24,634,302.99 22,446,168.75 9.75%
Others Sales volume RMB Yuan 5,937,003.71 4,197,563.98 41.44%
Total Sales volume 1,209,444,885.89 1,583,396,854.45 -23.62%
Reasons for any over-30% YoY movement of the data above:
√ Applicable □ Inapplicable
The real estate projects available for carry-over in 2014 decreased considerably, leading to a YoY decrease in the
relevant income.
Major orders on hand:
□ Applicable √ Inapplicable
Significant change or adjustment of the Company’s products or services during the reporting period:
□ Applicable √ Inapplicable
Major customers:
Total sales to the top 5 customers (RMB Yuan) 139,256,265.89
Ratio of the total sales to the top 5 customers to the
10.98%
annual total sales (%)
Information about the top 5 customers:
√ Applicable □ Inapplicable
Serial No. Name of customer Sales (RMB Yuan) Proportion in annual total sales (%)
1 Huawei Technologies Co., Ltd. 50,949,219.01 4.02%
2 Natural person 38,139,765.00 3.01%
3 Alibaba (China) Co., Ltd. 20,665,515.88 1.63%
4 Natural person 16,739,025.00 1.32%
5 Natural person 12,762,741.00 1.01%
Total -- 139,256,265.89 10.98%
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Other information about the major customers:
□ Applicable √ Inapplicable
3. Costs
Classified by industry:
Unit: RMB Yuan
2014 2013
Proportion in Proportion in
Industry Item YoY +/- (%)
Amount operating costs Amount operating costs
（%） （%）
Real estate -282,073,502.33
162,645,492.90 32.99% 444,718,995.23 60.25%
development %
House leasing
279,143,261.38 56.62% 239,726,322.65 32.48% 39,416,938.73%
and management
Transportation 30,388,793.31 6.16% 29,516,365.05 4.00% 872,428.26%
Catering service 20,202,098.26 4.10% 18,894,389.77 2.56% 1,307,708.49%
Others 5,269,572.72 1.07% 5,231,518.34 0.71% 38,054.38%
-240,438,372.47
Total 497,649,218.57 100.00% 738,087,591.04 100.00%
%
Classified by product:
Unit: RMB Yuan
2014 2013
Proportion in Proportion in
Product Item YoY +/- (%)
Amount operating costs Amount operating costs
（%） （%）
Notes:
The projects available for carry-over in 2014 decreased considerably and the cost carry-over decreased
accordingly.
Major suppliers:
Total purchases from the top 5 suppliers (RMB Yuan) 465,228,337.78
Ratio of the total purchases from the top 5 suppliers to the
95.92%
annual total purchases (%)
Information about the top 5 suppliers:
√ Applicable □ Inapplicable
Procurement amount (RMB Proportion in annual total procurement
Serial No. Name of supplier
Yuan) (%)
The Second Construction Co., Ltd. of
1 375,586,019.69 77.44%
China Construction Third Engineering
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Bureau
China Construction Second Engineering
2 44,249,361.09 9.12%
Bureau Ltd.
Xuzhou Tongshan Electric Power Supply
3 21,258,077.00 4.38%
Company
4 Shenzhen Risheng Gardening Co., Ltd. 14,928,880.00 3.08%
Shenzhen Property Construction
5 9,206,000.00 1.90%
Supervision Co., Ltd.
Total -- 465,228,337.78 95.92%
Other information about the major suppliers:
√ Applicable □ Inapplicable
We specialize in real estate development and operation. When developing a project, according to the bid invitation
regulations of the Central Government and the project’s local government, we select our general construction
contractor and specific suppliers through public invitation of bids via the government’s construction trading
service center, a bid invitation company, etc. The bid-winning contractor will be responsible for procurement of
the main construction materials for the project. Except for imperfect competition markets (such as power, water
and gas supply for some regions), we make our own procurement mainly for marketing center decoration, model
house decoration, outdoor landscaping and some engineering design. Regarding the aforesaid bid invitation or
procurement, we organize bid invitation and determine contractors according to the projects’ local regulations and
the Company’s rules for bid invitation. Through bidding and competition, we are able to reduce and keep the
project costs under a rational level.
4. Expense
YoY changes of the selling expenses, administrative expenses, financial expenses and income tax expenses:
Jan.-Dec. 2014 (RMB Jan.-Dec. 2013 (RMB
Item YoY +/-%
Yuan) Yuan)
Selling expenses 26,318,080.91 40,219,755.20 -34.56%
Administrative 103,915,932.80 109,662,479.90 -5.24%
expenses
Financial expenses -12,697,790.50 -6,334,701.69 100.45%
Income tax expenses 136,266,283.67 122,093,910.62 11.61%
Notes: Selling expenses decreased 34.56% year on year mainly because we controlled expense through cutting
down marketing expenses on advertising and sales service. The financial expenses for the reporting period and
last year were both negative, i.e. gains, and the gains for the reporting period increased 100.45% year on year
mainly because the interest income increased.
5. R&D expenses
Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
6. Cash flows
Unit: RMB Yuan
Item 2014 2013 YoY +/-（%）
Subtotal of cash inflows from
1,169,054,597.62 1,094,310,185.61 6.83%
operating activities
Subtotal of cash outflows from
1,183,681,654.70 983,885,855.51 20.31%
operating activities
Net cash flows from operating
-14,627,057.08 110,424,330.10 -113.25%
activities
Subtotal of cash inflows from
238,169,791.85 18,659,065.60 1,176.43%
investing activities
Subtotal of cash outflows from
13,949,481.24 12,696,883.02 9.87%
investing activities
Net cash flows from investing
224,220,310.61 5,962,182.58 3,660.71%
activities
Subtotal of cash inflows from
316,370,000.00 461,243,352.00 -31.41%
financing activities
Subtotal of cash outflows from
693,077,717.73 397,380,895.98 74.41%
financing activities
Net cash flows from financing
-376,707,717.73 63,862,456.02 -689.87%
activities
Net increase in cash and cash
-168,208,437.52 179,447,502.83 -193.74%
equivalents
Reasons for any over-30% YoY movement of the data above:
√ Applicable □ Inapplicable
① Net cash flows from operating activities decreased from last year mainly because the funds input to project
development increased.
② Cash inflows and net cash flows from investing activities increased from last year mainly because of the cash
received from disposal of the 50% stake in the Tian’an subsidiary.
③ Cash outflows from investing activities decreased from last year mainly because subsidiaries renewed fewer
vehicles.
④ Cash inflows from financing activities decreased from last year mainly because new borrowings decreased.
⑤ Cash outflows from financing activities increased from last year mainly because loan repayments increased
and the Company paid the cash dividends for 2013.
⑥ Net cash flows from financing activities decreased from last year mainly because the Company secured a
smaller total amount of borrowings, repaid more and paid the cash dividends for 2013.
⑦Net increase in cash and cash equivalents decreased from last year mainly because the Company input more to
project development, secured a smaller total amount of borrowings, repaid more and paid the cash dividends for
2013.
Reasons for a big difference between the operating cash flows and the net profit:
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
√ Applicable □ Inapplicable
Net cash flows from operating activities of the Company in the reporting period stood at RMB -14,627,057.08,
representing a big difference with the net profit of RMB 417,498,679.91, which was mainly because ① some
project sales achieved last year were settled in the reporting period; ② new project inputs in the reporting period
did not reach the settlement conditions yet; and ③ the investment gain of RMB 215 million in the net profit was
cash flows from investing activities.
III. Breakdown of main business
Unit: RMB Yuan
Increase/decrease Increase/decrease
Increase/decrease
Operating Gross profit rate of operating of gross profit
Operating cost of operating cost
revenue (%) revenue over last rate over last year
over last year (%)
year (%) (%)
Classified by industry:
Real estate
809,260,338.23 162,645,492.90 79.90% -34.25% -63.43% 16.03%
development
House leasing
307,136,733.64 279,143,261.38 9.11% 16.18% 16.44% -0.21%
and management
Transportation 62,476,507.32 30,388,793.31 51.36% 1.57% 2.96% -0.65%
Catering service 24,634,302.99 20,202,098.26 17.99% 9.75% 6.92% 2.17%
Others 5,937,003.71 5,269,572.72 11.24% 41.44% -19.76% 35.87%
Classified by product:
Real estate
809,260,338.23 162,645,492.90 79.90% -34.25% -63.43% 16.03%
development
House leasing
307,136,733.64 279,143,261.38 9.11% 16.18% 16.44% -0.21%
and management
Transportation 62,476,507.32 30,388,793.31 51.36% 1.57% 2.96% -0.65%
Catering service 24,634,302.99 20,202,098.26 17.99% 9.75% 6.92% 2.17%
Others 5,937,003.71 5,269,572.72 11.24% 41.44% -19.76% 35.87%
Classified by region:
Shenzhen 1,001,656,621.55 320,886,288.53 67.96% -28.85% -46.17% 10.31%
Other 207,788,264.34 176,762,930.04 14.93% 18.30% 24.46% -4.21%
Where the Company’s accounting standard of the main business data above changed during the reporting period,
give the main business data of the latest year adjusted according to the accounting standard at the end of the
reporting period:
□ Applicable √ Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
IV. Asset and liability analysis
1. Major changes of asset items
Unit: RMB Yuan
As at 31 Dec. 2014 As at 31 Dec. 2013
Proportion in Proportion in Proportion
Explain any major change
Amount total assets Amount total assets change（%）
(%) (%)
808,963,376.6 The Company repaid more
Monetary funds 20.83% 977,171,814.20 25.23% -4.40%
8 borrowings and paid dividends.
Amounts due from house owners to
Accounts
26,585,132.12 0.68% 22,208,022.21 0.57% 0.11% property management subsidiaries
receivable
increased.
2,323,472,671. 2,101,399,879. The inputs to project development
Inventories 59.83% 54.25% 5.58%
20 93 increased.
Investing real 250,014,034.9
6.44% 273,314,623.03 7.06% -0.62% Provisions for depreciation
estate 4
Long-term equity The 50% stake in the Tian’an
32,888,939.41 0.85% 63,111,931.67 1.63% -0.78%
investment subsidiary was sold.
Fixed assets 64,069,233.96 1.65% 75,301,015.72 1.94% -0.29% Provisions for depreciation
The pre-paid taxes and fares were
Prepayments 25,989,832.24 0.67% 35,904,799.33 0.93% -0.26% transferred out due to project
settlement.
Intangible assets 99,792,587.03 2.57% 106,945,090.07 2.76% -0.19% Amortization
The land VAT provision increased
Deferred income 216,552,790.6 due to project settlement and the
5.58% 191,592,588.80 4.95% 0.63%
tax assets 0 relevant deferred income tax was
recognized.
2. Major changes of liability items
Unit: RMB Yuan
2014 2013
Proportio
Proportion in Proportion in
n change Explain any major change
Amount total assets Amount total assets
（%）
(%) (%)
Short-term 100,000,000.0
2.58% 300,000,000.00 7.75% -5.17% Mature ones were repaid.
borrowings 0
Long-term 177,613,352.0 4.57% 116,243,352.00 3.00% 1.57% Project borrowings secured by
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
borrowings 0 subsidiaries increased.
175,347,021.1
Accounts payable 4.52% 265,697,047.64 6.86% -2.34% Some were settled as agreed.
9
Advances Some were settled upon satisfaction of
28,756,337.08 0.74% 141,082,677.48 3.64% -2.90%
received settlement conditions.
Taxes and fares 1,015,363,636. Land VAT on the project income
26.15% 865,513,058.59 22.35% 3.80%
payable 69 increased.
111,032,824.5
Other payables 2.86% 123,967,110.64 3.20% -0.34% Some were settled as agreed.
5
Non-current
liabilities due 5,000,000.00 0.13% 64,316,666.64 1.66% -1.53% Mature ones were repaid.
within 1 year
Other non-current 114,706,662.7
2.95% 117,372,554.07 3.03% -0.08% Some were settled as agreed.
liabilities 6
3. Assets and liabilities measured at fair value
√ Applicable □ Inapplicable
Unit: RMB Yuan
Gain/loss on
Cumulative fair Impairment Purchased
fair value Sold amount in
Opening value change provisions in amount in the Closing
Item change in the the reporting
amount recorded into the reporting reporting amount
reporting period
equity period period
period
Financial assets
3.
Available-for-s
802,199.55 2,933,175.45 3,993,000.00
ale financial
assets
Subtotal of
802,199.55 2,933,175.45 3,993,000.00
financial assets
Total of the
802,199.55 0.00 2,933,175.45 0.00 0.00 0.00 3,993,000.00
above
Financial
0.00 0.00 0.00 0.00 0.00 0.00 0.00
liabilities
Did any significant change occur to the attribute of the Company’s main asset measurement during the reporting
period?
□ Yes √ No
20
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
4. Main assets overseas
□ Applicable √ Inapplicable
V. Core competitiveness analysis
Standing firm in Shenzhen, we gradually include major cities in the Yangtze River Delta and the Pearl River Delta
in our real estate investment plan. We mainly rely on high-value projects in Shenzhen. The “SZPRDQianhai
Harbor” project and the “SZPRDGolden Collar Holiday” project have now been fully launched, which are both
in smooth progress. These projects enjoy excellent geological locations, low land costs, good economic benefits
and great development potential, which lays a solid foundation for us to keep a stable business performance and
develop subsequent projects. We have been working with famous and professional intermediary agencies in recent
years to keep improving our corporate management capability in real estate project management, cost control,
internal control, etc. We also closely follow new trends in the industry, try new management methods and
operational approaches and try to create our own competitive edges in the future while taking into consideration
our existing business structure.
We proactively deal with severe market challenges to maintain a sound development. In 2014, we were granted
quite a few honors, for example, the “Top 100 Shenzhen Enterprises for 2014”, the “Top 500 Real Estate
Enterprises in China for 2014”, the “Top Shenzhen Real Estate Enterprise in Brand Value for 2014” and the
“2014 Advanced Real Estate Brand Award”.
VI. Investment analysis
1. Investments in equities of external parties
(1) Investments in external parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Equity-holdings in financial enterprises
□ Applicable √ Inapplicable
No such cases in the reporting period.
(3) Securities investments
□ Applicable √ Inapplicable
No such cases in the reporting period.
(4) Shareholdings in other listed companies
√ Applicable □ Inapplicable
21
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
The
Change of
Company’s
Initial investment Closing book Gain/loss for owner’s equity in Accounting Source of
Stock code Stock abbr. shareholding
amount value reporting period the reporting title stock
percentage in
period
the investee
000509 HSKG 2,962,500.00 0.10% 3,993,000.00 0.00 2,933,175.45 Available-for Directional
-sale purchase of
financial corporate
assets shares
Total 2,962,500.00 - 3,993,000.00 0.00 2,933,175.45
2. Wealth management entrustment, derivative investments and entrustment loans
(1) Wealth management entrustment
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Derivative investments
□ Applicable √ Inapplicable
No such cases in the reporting period.
(3) Entrustment loans
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Use of raised funds
□ Applicable √ Inapplicable
No such cases in the reporting period.
4. Analysis to main subsidiaries and stock-participating companies
√ Applicable □ Inapplicable
Main subsidiaries and stock-participating companies:
Unit: RMB Yuan
Main
Company Company Registered Operating Operating
Industry products/ser Total assets Net assets Net profit
name variety capital revenues profit
vices
Shenzhen
Huangchen Sale of 30,000,000. 1,969,117,7 772,987,76 770,228,43 319,503,57 239,993,01
Subsidiary Real estate
g Real houses 00 09.08 8.87 9.35 2.73 0.46
Estate Co.,
22
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Ltd.
SZPRD
Real Estate Sale of 30,950,000. 255,775,52 59,915,021. 12,427,245. 8,288,527.9 4,507,328.7
Subsidiary Real estate
Developme houses 00 2.29 07 00 4 4
nt Co., Ltd.
Shenzhen Sale of
Real estate
Guomao houses and
and motor 29,850,000. 505,255,31 214,475,36 60,128,586. 16,988,438. 12,618,263.
Vehicle Subsidiary motor
transportati 00 6.23 6.10 53 76 35
Industry transportati
on
Co., Ltd. on
Shenzhen
Property Property
Guomao
managemen managemen 20,000,000. 227,128,40 70,669,666. 317,027,39 23,986,360. 17,689,738.
Property Subsidiary
t and t and 00 3.43 98 1.84 82 24
Managemen
leasing leasing
t Co., Ltd.
Notes to main subsidiaries and stock-participating companies
Subsidiaries acquired or disposed during the reporting period:
□ Applicable √ Inapplicable
5. Significant projects invested with non-raised funds
√ Applicable □ Inapplicable
Unit: RMB Ten Thousand Yuan
Cumulative
Total planned Input for this actual input as Project Project Disclosure date Disclosure
Project name (if any) index (if any)
investment period at the progress earnings
period-end
SZPRD-Bansh
anyujing (first
79,300 7,118 54,756
and second
phases)
SZPRD-Songh
ulangyuan
(previously 68,711 14,565 44,345
land in Dalang,
Dongguan)
SZPRD-Golde
n Collar
Holiday
68,711 4,676 11,358
(previously
land in
Huanggang
23
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Port)
SZPRD-Hupan
yujing (first
150,000 9,553 77,531
and second
phases)
SZPRD-Qianha
i Bay (land in 79,000 4,779 32,156
the Moon Bay)
Total 445,722 40,691 220,146 -- -- -- --
VII. Predict the operating results of Jan.-Mar. 2015
Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin
to the end of the next reporting period according to prediction, as well as explanations on the reasons:
√ Applicable □ Inapplicable
Prediction: Considerable decrease at the same direction
Type of the predicted data: exact data
Jan.-Mar. 2015 Jan.-Mar. 2014 +/- (%)
Predicted accumulative net
30 2,773 Down 98.92%
profit (RMB Ten thousand)
Basic EPS (RMB Yuan/share) 0.0005 0.0465 Down 98.92%
Reason for the considerable fluctuation of the business results: The project sales and the area
available for settlement in Jan.-Mar. 2015 decreased considerably on the year-on-year basis. The
Explanation about the aforesaid estimate is just preliminary measurement given by the Company according to the current
predictions sales situation of real estate projects. Investors are kindly reminded to be noted that the actual
earnings of the Company for Jan.-Mar. 2015 shall be subject to data disclosed in the Company’s
report for the first quarter of 2015.
VIII. Entities controlled by the Company for special purposes
√ Applicable □ Inapplicable
For details, see “Section XI. Financial Report; IX. 1. Equities in subsidiaries”.
IX. Outlook of the Company’s future development
(I) The real estate industry is stepping into a “New Normal” status, and the Company is facing bigger
challenges in future
In 2014, although the Company did a satisfactory job handling, it came across difficulties more distinct than in
2013, and the crisis awareness thorough the Group further strengthened.
Firstly, there are concerns about the Company’s land reserve. Currently, the floor space of land under
24
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
development totals to 192,800.00 square meters, the gross construction area is 638,400.00 square meters, and the
site area for land reserve (not developed yet or reserved for development) is 92,500.00 square meters. Nature of
all the aforesaid land belongs to residence. Besides, the Fuchang Phase II, Meilin Workshop, and Comprehensive
Building could be taken as land reserve for the Company after related issues have been straightened out. Enlarging
land reserve, as well as enhancing subsequent development power, has become the most urgent and core work
assignment of the Company in the following three years.
Secondly, the management level of us needs improvement. In recent years, the Company has advanced the
development and management level for real estate by ways of perfecting the framework of managing real estate
proprietors, formulating professional management systems including Real Estate Manual, and so on. However, the
aging of workforce, the shortage of professional talents, together with the to-be-improved incentive and
assessment mechanism, result to the distance between the Company and advanced enterprises in the industry in
factors such as development cycle, cost control, and trading mode. In the trend of slower overall development
speed of the industry, higher concentration ratio, and transformation of companies in succession, the Company
desiderates the construction of a basic development management system which meets industry standards and
company practice with high efficiency, as well as the learning and absorption of new management ideas and
technologies of the industry in time.
Thirdly, the competitions in real estate market in 2015 are expected to be more fierce, the operational types of real
estate industry will encounter big changes, the comprehensive development speed shall slow down, polarization
between cities will be more distinct, the investment and sales risks will increase, the cost of main elements
including land and fund will keep raising, and sales will get harder, leading to declined sales margin. The modes
of high turnover rated and large-scale replicate development have been calling for adjustment due to limited
market space. Meanwhile, new modes such as internet and real estate finance are continuously changing the path
of industry development. As a result, the Company should understand the future development trend of the industry
in more accurate and timely way.
(II) Major work plan in 2015
In the new year, facing serious challenges, the Company shall insist on the target of steady development, innovate
on management, and strive for development opportunities in crisis, keep expanding strength, and schedule work
for Y2015 in aspects as below:
1. Taking project management as the core, and fastening on the quality and schedule of constructions in progress
In 2014, in the face of the downturn of sales market and fierce competitions, the pressure of risk management of
25
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
the Company’s non-local projects tightened up, which requested more demanding control of the Company in
construction schedule and quality management and control of projects. In 2015, the Company will still target on
building boutique properties, practice the mission of Quality Estates and Wonderful Life, fasten on the quality and
schedule of constructions in progress, including SZPRD Jinling Holiday Apartment Buildings, SZPRD Qianhai
Bay Garden, SZPRD Songhulangyuan, SZPRD Banshanyujing (Xuzhou), SZPRD Hupanyujing (Yangzhou),
constantly carry out delicacy project management, reinforce control on key points and index of project
development, and tamp on propelling of well-organized launch of constructions in progress.
On the basis of experience and lessons summarized from construction management and sales strategies of all
projects, the Company shall thoroughly revise Real Estate Manual of SZPRD, optimize project management
processes and methods; and at the same time, carry forward the publicity and practice of the Document of Plan
and Management System for Contracts about Targeted Cost of SZPRD, implement the idea of cost management,
and upgrade the level of cost management and refinement of the Group.
2. Positively responding to industry situation and timely adjusting sales strategies of projects
The Company will keep a watchful eye on policy adjustment for real estates, and adjust sales strategies in time
according to the change of market trends. Meanwhile, the Company will take full advantage of internet marketing,
expand internet customer resources, extend client coverage, realize linked marketing between online and offline
sales, and open up new situation of all-round marketing.
3. Innovating on business models and seeking for new profit growth points
The Company will implement and practice the spirit of the Third Plenary Session of the 18th CPC Central
Committee, positively explore and discuss the mixed ownership reformation of wholly-owned subsidiaries,
especially pay attention to the marketization of enterprises of supplementary businesses, such as property
management and taxi operation, stress on management, transform development pattern, innovate on business
models, and increase development vitality of enterprises. The property management company shall conduct deep
research on management models and related policies of high-tech industrial parks and logistics parks; the taxi
company will conduct deep-going surveys on management models, operation status, and the feasibility of
promotion and application of electric taxi, continuously seek for new profit growth points, and improve core
competitiveness.
4. Reforming and innovating, and playing as the leading role in reformation of state-owned enterprises in
Shenzhen
As a real estate enterprise with significant influence in investment and shareholding control system, the inevitable
26
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
trend of future development is Stepping Out. The Company has taken the lead in accumulating certain experience
of marketization development among enterprises in the system by getting and developing land in non-local places
through fully market-oriented way. At the same time, as a listed company, the Company is currently running with
stable performance and fine fundamentals, which especially shown on the two high-quality projects including
Qianhai project and Jinling Holiday project, occupying the capability of capital operation such as issuing
convertible bonds and directional seasoned offering, and possessing basic operational advantages as a listed
company in the implementation of mixed ownership mechanism, which is the highlighted part in this round of
reformation of state-owned enterprises.
In this round of reformation, firstly, we should actively cooperate and respond to reformation measures of SIH,
and undertake reformation tasks. Secondly, we should catch the chances in reformation, and increase the vitality
of the Company. This round of reformation emphasizes on mixed ownership mechanism, the perfection of board
construction, and the practice of long-term effective incentive mechanism, providing companies with more
powerful autonomy in management. If companies can grasp the opportunities, take practical implementation of
shareholding by core-employees, expand the linkage between remuneration and performance assessment of
employees by different means, more professional talents will be introduced, and the business operation vitality of
companies will be greatly activated. Thirdly, we should let our subsidiaries carry forward experimental and prior
reformation for mixed ownership mechanism, such as the introduction of strategic cooperators and the
shareholding by employees.
X. Explanation by the Board of Directors and the Supervisory Committee about the
“non-standard audit report” issued by the CPAs firm for the reporting period
□ Applicable √ Inapplicable
XI. Explain any change of the accounting policies, the accounting estimates and the
accounting methods when compared to the financial report for last year
√ Applicable □ Inapplicable
For details, see “Section XI. Financial Report; V. 33. Changes in important accounting policies and estimates”.
XII. Explain if any major correction of accounting errors occurred in the reporting period
and for that retroactive restatement was needed
□ Applicable √ Inapplicable
No such cases in the reporting period.
27
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
XIII. Explanation of the changes of the consolidated statement scale compared to the last
financial report
√ Applicable □ Inapplicable
Changes in the consolidation scope in the reporting period：
Name Date of deconsolidation
Hainan Xinda Development Corporation 30 Jun. 2014
On 25 Nov. 2011, the proposal on initiating bankruptcy liquidation of Hainan Xinda Development Corporation
(“Hainan Corporation”) was reviewed and approved on the 4th Session of the 7th Board of Directors. On 27 Feb.
2014, Hainan Haikou Intermediate People’s Court issued ,
deciding to accept the bankruptcy liquidation application of Hainan Corporation. On 16 Jun. 2014, Haikou
Intermediate People’s Court issued the (2014) HZFYPZYH No. 1-1 , designating Hainan
Weite Law Firm as the bankruptcy administrator of Hainan Corporation. As such, Hainan Corporation was taken
over by the administrator designated by the court in Jun. 2014 and the Company’s control over it ceased. On 23
Dec. 2014, the first creditors’ meeting for the bankruptcy and liquidation of Hainan Xinda Development
Corporation was convened at Court No. 5 of Haikou Intermediate Court.
Hainan Corporation was founded in 1988 as a wholly-funded subsidiary of the Company. It has now no
development projects or land reserves and has been in deficit for years. According to the book value of its assets
at the end of Jun. 2014, its liquidation value is expected to be naught. The liquidation results haven’t come out at
the disclosure date of this report. The book value of long-term equity investments and accounts receivable stood at
RMB 20,000,000.00 and RMB 49,437,140.28 respectively, for both of which impairment provisions had been
made in full in previous years. For the reporting period, it was transferred into the asset group held for distribution
to owners and stated under other current assets.
XIV. Profit allocation and dividend payout
Formulation, execution or adjustment of the Company’s profit allocation policy during the reporting period:
□ Applicable √ Inapplicable
The Company’s preplans or plans for profit allocation and turning capital reserve into share capital for the recent
three years (including the reporting year):
Year Plan for profit allocation or turning capital reserve into share capital
2014 A cash dividend of RMB 2.20 (tax included) for every 10 shares, and no shift from capital reserve to share
capital
2013 A cash dividend of RMB 2.50 (tax included) for every 10 shares, and no shift from capital reserve to share
capital
2012 The Company did not allocate profit or turn capital reserve into share capital.
Cash dividend distribution of the Company over the recent three years:
Unit: RMB Yuan
Net profit Ratio to net profit Ratio of cash
Cash offering to buy
Cash dividends attributable to attributable to offering to buy back
Year back shares recorded
(tax included) shareholders of the shareholders of the shares to cash
as cash dividends
listed company in listed company in dividends
28
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
the consolidated the consolidated
statement in the year statement in the year
2014 131,115,400.24 417,498,679.91 31.40% 0.00 0.00%
2013 148,994,773.00 300,840,563.81 49.53% 0.00 0.00%
2012 0.00 375,422,129.64 0.00% 0.00 0.00%
The Company (including its subsidiaries) made profit in the reporting period and the retained profit of the
Company (without subsidiaries) was positive, but it did not put forward a preplan for cash dividend distribution:
□ Applicable √ Inapplicable
XV. Pre-plan for profit allocation and turning capital reserve into share capital for the
reporting period
√ Applicable □ Inapplicable
Bonus shares for every 10 shares (share) 0
Dividend for every 10 shares (RMB Yuan) (tax
2.20
included)
Total shares as the basis for the allocation preplan 595,979,092
(share)
Total cash dividends (RMB Yuan) (tax included) 131,115,400.24
Distributable profit (RMB Yuan) 1,225,726,944.83
Percentage of the cash dividends in the total 100.00%
distributed profit (%)
Cash dividend policy:
If the Company is in a mature development stage and has no plans for any significant expenditure, in profit allocation, the ratio of
cash dividends in the profit allocation shall be 80% or above.
Details about the pre-plan for profit allocation and turning capital reserve into share capital
According to the Company’s Articles of Association, as well as the actual situation of its development and operation, the pre-plan
of the Company for 2014 annual profit allocation was as follows: Based on the total 595,979,092 shares of the Company as at 31
Dec. 2014, a cash dividend of RMB 2.20 (tax included) will be distributed for every 10 shares held by shareholders, with the total
cash dividends to be distributed amounting to RMB 131,115,400.24. No capital reserve will be turned into share capital.
XVI. Social responsibilities
√ Applicable □ Inapplicable
1. Positively conducting aiding and charity activities for helping the poor
Firstly, the Company organized and conducted the donation by employees for helping the poor, as well as the
donation by taxi drivers for mutual assistance, so as to secure the fund and make use of it for helping employees
facing difficulties. The Guomao Tax Company allocated RMB 26,000.00 from the Mutual Aid Fund to a taxi
29
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
driver with serious illness. The group company allocated RMB 8,000.00 from the Helping-the-Poor Fund to 2
employees with serious illnesses. Secondly, the group company granted RMB 20,000.00 to related community
workstations for solving actual community difficulties.
2. Positively conducting publicity activities for environmental protection
Firstly, the Company invited experts to communities for publicity of environmental protection knowledge for
public welfare for 2 times, attracting over 200 community residents. Secondly, the Company organized recycling
and donation activities conducted by the Company’s volunteers and public service organizations for
environmental protection, collecting nearly 3,000 pieces of old clothes.
3. Positively conducting law publicity activities
The Company organized its volunteers and Shenzhen Dogs Protection Association (SDPA) to advertise for
civilized dog-raising, inject rabies vaccine for dogs for free, conduct law publicity activities for civilized
dog-raising, attracting over 200 community residents.
4. Positively conducting blood donation activities by groups
The subordinate Guomao Property, Shenxin Taxi, and Guomao Taxi companies conducted blood donation
activities by groups, with over 150 people joined, and donated blood of over 40,000 ml collected.
5. Conducting micro public good activities in society
Firstly, the subordinate Guomao Taxi and Shenxin Taxi conducted activities, such as Learning from Lei Feng,
Driving Exam Candidates for Free, and Micro Tourism for Caring the Old, organized tax drivers to drive for free
for over 300 vehicle /time and serve citizens for over 300 per capita / time. Secondly, taxi drivers in Guomao Taxi
and Shenxin Taxi companies positively returned belongings left by passengers in taxis and dropped the lost old
off home. Such good personalities and good deeds emerged one after another, and were reported by the media for
many times.
6. Investing fund on energy-saving, consumption-reducing, and environmental protection
Without any special maintenance fund for property, the subordinate Guomao Property Management Company
raised fund of RMB 16 million from proprietors, completed energy-saving transformation of Guomao Mansion,
and obtained remarkable effects. As assessed by Shenzhen Construction Technology Promotion Center under
Housing and Construction Bureau of Shenzhen Municipality, after transformation, the total electricity
consumption of air conditioners decreased by 20%, the total fractional energy-saving ratio reached 13.3%, energy
of nearly 2.1 million kw/h could be saved per year, and the emission of carbon dioxide reduced by over 2 million
tons. The successful practice of the transformation project had not only optimized air conditioning system of the
30
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
mansion, improved management on energy-consumption of the mansion, made significant sense to energy-saving,
consumption-reducing, as well as optimization and upgrade of enterprises, but also positively contributed to
energy-saving, consumption-reducing, and environmental protection of Shenzhen, had well demonstration effects,
gained good appraisal by flight check from the State Ministry of Finance, and would be reported in the National
Energy-saving Work Conference.
Does the listed company or any of its subsidiaries belong to the heavily polluting industries stipulated by the
environmental protection authorities of the country?
□ Yes √ No □ Inapplicable
Does the listed company or any of its subsidiaries have any other significant social security problems?
□ Yes √ No □ Inapplicable
Any administrative punishment during the reporting period?
□ Yes √ No □ Inapplicable
XVII. Particulars about researches, visits and interviews received in this reporting period
√ Applicable □ Inapplicable
Main discussion and
Time of reception Place of reception Way of reception Visitor type Visitor materials provided by the
Company
Investor interaction
platform of
14 Jan. 2014 Other Individual Investor Land reserves
Shenzhen Stock
Exchange
BOD Office of the
5 Feb. 2014 By phone Individual Investor Dividends
Company
Investor interaction
platform of Disclosure date of the
29 Mar. 2014 Other Individual Investor
Shenzhen Stock annual report
Exchange
Investor interaction
platform of Time for the general
7 Apr. 2014 Other Individual Investor
Shenzhen Stock meeting
Exchange
BOD Office of the Implementation plan for
25 Apr. 2014 By phone Individual Investor
Company dividend distribution
BOD Office of the
28 May 2014 By phone Individual Investor Arrival of dividends
Company
31
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
BOD Office of the State-owned enterprise
19 Jul. 2014 By phone Individual Investor
Company reform plan
BOD Office of the Any plan for land
7 Sept. 2014 By phone Individual Investor
Company procurement?
Investor interaction
platform of
26 Oct. 2014 Other Individual Investor Any plan for financing?
Shenzhen Stock
Exchange
Investor interaction
Influence of the reform plan
platform of
13 Nov. 2014 Other Individual Investor of Shenzhen Investment
Shenzhen Stock
Holdings on the Company
Exchange
Number of times of reception 300
Number of institutions received 0
Number of individuals received 300
Number of other entities received 0
Was any material undisclosed information
No
disclosed, revealed or leaked?
32
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section V. Significant Events
I. Significant lawsuits or arbitrations
√ Applicable □ Inapplicable
Amount
Whether form
Lawsuit (RMB Ten Results and Sentence Disclosure Disclosure
into estimated Progress
(arbitration) Thousand influence execution date index
liabilities
Yuan)
Announceme
nt No.
2014-34
about the
Progress on
the Meisi
Won the
Meisi case No Won the first trial 10 Dec. 2014 Lawsuit
first trial
disclosed on
Ta Kung Pao,
Securities
Times and
www.cninfo.c
om.cn
Announceme
nt No. 2014-3
about the
Bankruptcy
and
Liquidation
Bankruptcy and
Progress of
liquidation of Accepted
No 15 Mar. 2014 Hainan
Hainan by the court
Corporation
Corporation
disclosed on
Ta Kung Pao,
Securities
Times and
www.cninfo.c
om.cn
II. Media’s queries
□ Applicable √ Inapplicable
No such cases in the reporting period.
33
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
III. Occupation of the listed company’s capital by the controlling shareholder and its related
parties for non-operating purposes
□ Applicable √ Inapplicable
No such cases in the reporting period.
IV. Bankruptcy and reorganization
□ Applicable √ Inapplicable
No such cases in the reporting period.
V. Asset transactions
1. Acquisition of assets
□ Applicable √ Inapplicable
No such cases in the reporting period.
2. Sale of assets
√ Applicable □ Inapplicable
Net
Relation
profit Whether
ship
contribu Ratio of Whether or not
between
ted to the net or not the
the
the profit the creditor’
Transact transacti
Compan contribu ownersh s right
ion Impact Related- on party
y from ted by ip of the and
Transact price to the Pricing party and the Disclos
Assets Date of the the asset asset liabilitie Disclos
ion (RMB compan principl transacti Compan ure
sold sale period-b to the involve s ure date
party Ten y(Notes e on or y index
egin to Compan d has involve
thousan 3) not (applica
the y to the been d have
d) ble for
disposal total fully been
related-
date(R profit transferr fully
party
MB Ten (%)) ed transferr
transacti
thousan ed
ons)
d)
Hong 50% The sale Put out Announ
Kong stake in of the to the Non-rel cement
23 Jun. 23,751. 15 Jul.
Tian’an Shenzhe 0 asset 39.42% public No ated Yes Yes No.
2014 71 2014
(Sui’an) n had no for party 2014-19
Investm Guomao influenc transfer about
34
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
ent Tian’an e on the at a the
Limited Properti Compan price Transfer
es Co., y’s not Progress
Ltd. business lower of the
continui than the 50%
ty and evaluate Stake in
manage d price Shenzhe
ment n
stability. Guomao
And the Tian’an
sale Properti
generate es Co.,
d a net Ltd.
profit of
RMB
164.57
million
in the
reportin
g
period.
3. Business combination
□ Applicable √ Inapplicable
No such cases in the reporting period.
VI. Implementation of equity incentive and its influence
□ Applicable √ Inapplicable
No such cases in the reporting period.
VII. Significant related-party transactions
1. Related-party transactions concerning routine operation
□ Applicable √ Inapplicable
No such cases in the reporting period.
2. Related-party transactions arising from asset acquisition or sale
□ Applicable √ Inapplicable
No such cases in the reporting period.
35
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
3. Significant related-party transactions arising from joint investment in external parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
4. Credits and liabilities with related parties
√ Applicable □ Inapplicable
Was there any credit or liability with any related party for non-operating purpose?
√ Yes □ No
Amount
Non-operating
Variety of Opening incurred in Closing
capital
Related party Relationship credit or Reason balance (RMB reporting balance (RMB
occupation or
liability Ten thousand) period (RMB Ten thousand)
not?
Ten thousand)
Creditor’s
The Company rights
Anhui Nanpeng Working
held a 30% receivable No 729 4 733
Papermaking Co., Ltd funds
stake in it. from the
related party
Creditor’s
Shenzhen Guomao The Company rights
Working
Industry Development held a 38.33% receivable No 235 0 235
funds
Co., Ltd. stake in it. from the
related party
Creditor’s
Shenzhen Wufang The Company rights
Working
Pottery & Porcelain held a 26% receivable No 175 0 175
funds
Industrial Co., Ltd stake in it. from the
related party
Under the Creditor’s
same control rights
Shenzhen Guest House Intra-Group
of the parent receivable No 91 0 91
Co., Ltd. funds
company of from the
the Company related party
Under the Creditor’s
Shenzhen Investment same control rights
Intra-Group
Property Development of the parent receivable No 314 301 13
funds
Co., Ltd. company of from the
the Company related party
Joint venture Liability
SZPRD Jifa Intra-Group No 2,355 275 2,630
of the payable to the
36
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Warehouse Co., Ltd Company related party funds
Shenzhen Tian’an
Joint venture Liability
International Building Intra-Group
of the payable to the No 411 0 411
Property funds
Company related party
Management Co., Ltd
Under the
Shenzhen Investment same control Liability
Intra-Group
Property Development of the parent payable to the No 52 -52 0
funds
Co., Ltd. company of related party
the Company
Controlling Liability
Shenzhen Investment Entrustment
shareholder of payable to the No 24,000 -24,000 0
Holdings Co., Ltd. borrowings
the Company related party
Influence of the credits and liabilities
with related parties on the Company’s All under the risk control of the Company and will not affect the Company’s operating
operating results and financial results and financial situation
situation
5. Other significant related-party transactions
□ Applicable √ Inapplicable
No such cases in the reporting period.
VIII. Significant contracts and their execution
1. Trusteeship, contracting and leasing
(1) Trusteeship
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Contracting
□ Applicable √ Inapplicable
No such cases in the reporting period.
(3) Leasing
□ Applicable √ Inapplicable
No such cases in the reporting period.
37
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
2. Guarantees provided by the Company
√ Applicable □ Inapplicable
Unit: RMB Ten Thousand Yuan
Guarantees provided by the Company for external parties (excluding those for subsidiaries)
Disclosure Guarante
Actual
date of Actual e for a
Amount for occurrence date Type of Period of Executed
Guaranteed party relevant guarantee related
guarantee (date of guarantee guarantee or not
announcem amount party or
agreement)
ent not
Shenzhen Guomao
23 May
Vehicle Industry Co., 2,600 11 Jan. 2012 500 Pledge 3 years No Yes
2011
Ltd.
Joint-liability
Shenzhen Guomao 23 Apr.
4,000 25 Jul. 2014 2,000 guarantee; 1 year No Yes
Car Rental Co., Ltd. 2014
pledge
Shenzhen Properties
& Resources 24 Apr. Joint-liability
45,000 20 Jun. 2014 1,637 3 years No Yes
Development 2013 guarantee
(Group) Ltd.
Total external guarantee line Total actual occurred amount
approved during the reporting 0 of external guarantee during 3,637
period (A1) the reporting period (A2)
Total external guarantee line that Total actual external guarantee
has been approved at the end of 51,600 balance at the end of the 4,137
the reporting period (A3) reporting period (A4)
Guarantees provided by the Company for its subsidiaries
Disclosure Guarante
Actual
date of Actual e for a
Amount for occurrence date Type of Period of Executed
Guaranteed party relevant guarantee related
guarantee (date of guarantee guarantee or not
announcem amount party or
agreement)）
ent not
Dongguan Guomao
Joint-liability
Changsheng Real 21 Apr.
44,000 11 Jan. 2013 16,124 guarantee; 3 years No Yes
Estate Development 2012
pledge
Co., Ltd.
Shenzhen Guomao
23 Apr. Joint-liability
Vehicle Industry Co., 7,000 27 Jun. 2014 7,000 1 year No Yes
2014 guarantee
Ltd.
Shenzhen Guomao 23 Apr.
2,000 14 May 2014 1,000 Pledge 1 year No Yes
Vehicle Industry Co., 2014
38
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Ltd.
Total actual occurred amount
Total guarantee line approved for
of guarantee for the
the subsidiaries during the 30,000 18,000
subsidiaries during the
reporting period (B1)
reporting period (B2)
Total guarantee line that has been
Total actual guarantee balance
approved for the subsidiaries at
70,000 for the subsidiaries at the end 24,124
the end of the reporting period
of the reporting period (B4)
(B3)
Total guarantee amount provided by the Company (total of the above-mentioned two kinds of guarantees)
Total guarantee line approved Total actual occurred amount
during the reporting period 30,000 of guarantee during the 21,637
(A1+B1) reporting period (A2+B2)
Total guarantee line that has been Total actual guarantee balance
approved at the end of the 121,600 at the end of the reporting 28,261
reporting period (A3+B3) period (A4+B4)
Proportion of total guarantee amount (A4+B4) to the net assets
13.62%
of the Company
Of which:
Amount of guarantee for shareholders, actual controller and
0
related parties (C)
Amount of debt guarantee provided for the guaranteed party
whose asset-liability ratio is not less than 70% directly or 26,624
indirectly (D)
Part of the amount of the total guarantee over 50% of net assets
0
(E)
Total amount of the above three guarantees (C+D+E) 26,624
The Company provided a total guarantee amount of RMB 282.61
million to external parties, including a guarantee amount of RMB
241.24 million provided by the Company for its subsidiaries and a
guarantee amount of RMB 41.37 million provided by subsidiaries
Explanation on possible bearing joint responsibility of
to subsidiaries or the Company. Neither the Company nor its
liquidation due to immature guarantee (if any)
subsidiaries provided guarantees for any company not in the
consolidation scope. Up to the end of the reporting period,
subsidiaries were in normal operation and the loans were also in a
normal status, with the risk being controllable.
Explanation on provision of guarantees for external parties in
Naught
violation of the prescribed procedure (if any)
Particulars about guarantees provided in a compound way
39
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(1) Illegal provision of guarantees for external parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Other significant contracts
□ Applicable √ Inapplicable
No such cases in the reporting period.
4. Other significant transactions
□ Applicable √ Inapplicable
No such cases in the reporting period.
IX. Fulfillment 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
No such cases in the reporting period.
2. If earnings from any of the Company’s assets or projects are expected to occur during a period and the
report period is within that period, explain whether the asset or project reaches the expected earnings or
not, as well as the reasons
□ Applicable √ Inapplicable
X. Particulars about engagement and disengagement of CPAs firm
CPAs firm engaged at present
Name of the domestic the CPAs firm Union Power CPAs Co., Ltd. (LLP)
Fee for the domestic the CPAs firm (RMB Ten
52
thousand)
Consecutive years of the audit services provided by
13
the domestic CPAs firm
Names of the certified public accountants from the
Zhang Jun, Dong Hanlan
CPAs firm
CPAs firm changed?
□ Yes √ No
40
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Any CPAs firm, financial accountant or sponsor engaged for the audit of internal control:
√ Applicable □ Inapplicable
In the reporting period, the Company engaged Union Power CPAs Co., Ltd. (LLP) for its internal control audit
and paid an internal control audit fee of RMB 230,000 to it for the year.
XI. Explanation of the Supervisory Committee and independent directors (if applicable) on
the “Non-standard Audit Report” issued by the CPAs firm during the reporting period
□ Applicable √ Inapplicable
XII. Punishment and rectification
□ Applicable √ Inapplicable
No such cases in the reporting period.
XIII. Possibility of listing suspension and termination after disclosure of this annual report
□ Applicable √ Inapplicable
XIV. Other significant events
□ Applicable √ Inapplicable
No such cases in the reporting period.
XV. Significant events regarding subsidiaries
□ Applicable √ Inapplicable
XVI. Issue of corporate bonds
□ Applicable √ Inapplicable
41
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section VI. Change in Shares & Shareholders
I. Changes in shares
1. Changes in shares
Unit: share
Before the change Increase/decrease (+, -) After the change
Capitalizat
New ion of
Number of Proportion Bonus Number Proportio
shares public Other Subtotal
shares (%) shares of shares n (%)
issued reserve
fund
352,561,0 352,511,2
59.16% -49,815 -49,815 59.15%
I. Restricted shares 38 23
2. Share held by 350,579,9 350,579,9
58.82% 58.82%
state-owned corporations 43 43
3. Shares held by other
1,981,095 0.33% -49,815 -49,815 1,931,280 0.32%
domestic investors
Among which: shares held
1,931,280 0.32% 1,931,280 0.32%
by domestic corporations
Shares held
by domestic natural 49,815 0.01% -49,815 -49,815 0
persons
243,418,0 243,467,8
40.84% 49,815 49,815 40.85%
II. Non-restricted shares 54 69
175,812,8 175,862,6
1. RMB ordinary shares 29.50% 49,815 49,815 29.51%
11 26
2. Domestically listed 67,605,24 67,605,24
11.34% 11.34%
foreign shares 3 3
595,979,0 595,979,0
III. Total number of shares 100.00% 100.00%
92 92
Reason for the change in shares
√ Applicable □ Inapplicable
(I) Explanation about the increase/decrease in the reporting period of “I. Restricted shares”:
The shares held by domestic natural persons decreased by 49,815 shares for the following reasons: The total
51,840 shares of the Company held by former restricted share holder Shenzhen Longgang Changsheng Industrial
Co., Ltd. were frozen and auctioned as a judicial procedure. Natural person Yang Fuze obtained these shares in
42
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
the auction and the transfer formalities were completed in Jul. 2013. Later, Yang Fuze went through the unlocking
formalities for these shares and accumulatively repaid in Nov. 2013 the 5,025 shares which had been paid by
SIHC on behalf of the former shareholder. On 8 Jan. 2014, the 49,815 shares of the Company held by Yang Fuze
became tradable. For details, see the “Suggestive Announcement on Unlocking Restricted Shares” disclosed on 6
Jan. 2014. As such, the restricted shares decreased by 49,815 shares.
(II) Explanation about the increase/decrease in the reporting period of “I. Non-restricted shares”:
RMB ordinary shares increased by 49,815 shares for the following reasons: The total 51,840 shares of the
Company held by former restricted share holder Shenzhen Longgang Changsheng Industrial Co., Ltd. were frozen
and auctioned as a judicial procedure. Natural person Yang Fuze obtained these shares in the auction and the
transfer formalities were completed in Jul. 2013. Later, Yang Fuze went through the unlocking formalities for
these shares and accumulatively repaid in Nov. 2013 the 5,025 shares which had been paid by SIHC on behalf of
the former shareholder. On 8 Jan. 2014, the 49,815 shares of the Company held by Yang Fuze became tradable.
For details, see the “Suggestive Announcement on Unlocking Restricted Shares” disclosed on 6 Jan. 2014. As
such, RMB ordinary shares had increased by 49,815 shares.
Approval of the change in shares
□ Applicable √ Inapplicable
Transfer of share ownership
□ Applicable √ Inapplicable
Effects of the change in shares on the basic EPS, diluted EPS, net assets per share attributable to common
shareholders of the Company and other financial indexes over the last year and last period
□ Applicable √ Inapplicable
Other contents that the Company considered necessary or were required by the securities regulatory authorities to
disclose
□ Applicable √ Inapplicable
2. Changes in restricted shares
√ Applicable □ Inapplicable
Unit: share
Unlocked Increased
Name of Opening Closing restricted Reason for
restricted shares restricted shares Date of unlocking
shareholder restricted shares shares restriction
in current period in current period
Yang Fuze 49,815 49,815 0 0 2014-1-8
Total 49,815 49,815 0 0 -- --
II. Issuance and listing of securities
1. Securities issued in the three years ended 31 Dec. 2014
□ Applicable √ Inapplicable
43
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
2. Changes in total shares of the Company and the shareholder structure, as well as the asset and liability
structures
□ Applicable √ Inapplicable
3. Existing shares held by the staff of the Company
□ Applicable √ Inapplicable
III. Shareholders and actual controller
1. Total number of shareholders and their shareholdings
Unit: share
Total number of Total number of
Total number of common preferred
common shareholders on the shareholders with
shareholders at the 38,575 fifth trading day 35,185 resumed voting 0
end of the reporting before the disclosure rights at the end of
period date of the annual the reporting period
report (if any) (see Note 8)
Particulars about shares held by shareholders with a shareholding percentage over 5% or by the top ten shareholders holding shares
Total Pledged or frozen shares
Increase/d Number
Sharehold shares Number of
ecrease of
Name of Nature of ing held at non-restric
during the restricted
shareholder shareholder percentag the ted shares Status of shares Number of shares
reporting shares
e (%) period-en held
period held
d
SHENZHEN
CONSTRUCTIO
N State-owned 323,796,3 293,997,3 29,798,95
54.33%
INVESTMENT corporation 24 70 4
HOLDINGS
CORPORATION
SHENZHEN
INVESTMENT State-owned 56,582,57 56,582,57
9.49% 0
MANAGEMENT corporation 3 3
CORPORATION
SHENZHEN
DUTY-FREE Domestic
COMMODITY non-state-owned 0.29% 1,730,300 1,730,300 0
ENTERPRISES corporation
CO., LTD.
44
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
QIAN Domestic natural
0.27% 1,585,268 1,585,268
HONGRUI person
Domestic natural
ZHU YIPING 0.22% 1,213,039 1,213,039
person
Domestic natural
LONG KEYI 0.18% 1,100,000 1,100,000
person
Domestic natural
CHEN LIYING 0.17% 1,076,051 1,076,051
person
Domestic natural
LIU LIAOYUAN 0.16% 960,132 960,132
person
Domestic natural
LI JING 0.15% 939,500 939,500
person
AGRICULTURA
L BANK OF
CHINA CO.,
LTD.-MORGAN
Domestic
STANLEY
non-state-owned 0.23% 1,248,600 1,248,600
CHINA
corporation
FORTUNE
QUANTIFIED
ALLOCATION
STOCK FUND
Explanation on associated The first and second principal shareholders of the Company are managed by Shenzhen
relationship or/and persons acting in Investment Holding Corporation, the actual controlling shareholder of the Company. And the
concert among the above-mentioned Company does not know whether there are related parties or acting-in-concert parties among
shareholders: the other 8 shareholders.
Particulars about shares held by the top ten non-restricted share holders
Type of shares
Name of shareholder Number of non-restricted shares held at the period-end
Type of shares Number
SHENZHEN CONSTRUCTION
RMB ordinary
INVESTMENT HOLDINGS 29,798,954 29,798,954
shares
CORPORATION
RMB ordinary
QIAN HONGRUI 1,585,268 1,585,268
shares
RMB ordinary
ZHU YIPING 1,213,039 1,213,039
shares
RMB ordinary
LONG KEYI 1,100,000 1,100,000
shares
Domestically
CHEN LIYING 1,076,051 1,076,051
listed foreign
45
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
shares
Domestically
LIU LIAOYUAN 960,132 listed foreign 960,132
shares
Domestically
LI JING 939,500 listed foreign 939,500
shares
Domestically
HE TAO 869,800 listed foreign 869,800
shares
RMB ordinary
ZHOU XIAOHONG 715,776 715,776
shares
AGRICULTURAL BANK OF
CHINA CO., LTD.-MORGAN
RMB ordinary
STANLEY CHINA FORTUNE 1,248,600 1,248,600
shares
QUANTIFIED ALLOCATION
STOCK FUND
Explanation on associated
relationship or/and persons acting in The first principal shareholder of the Company is managed by Shenzhen Investment Holding
concert among the top ten tradable Corporation, the actual controlling shareholder of the Company. Other than that, the
shareholders and between the top ten Company does not know whether there are related parties or acting-in-concert parties among
tradable shareholders and the top ten the other 9 shareholders.
shareholders
Did any of the top 10 common shareholder or the top 10 non-restricted common shareholders of the Company
conduct any promissory repo during the reporting period?
□ Yea √ No
No such cases in the reporting period.
2. Particulars about the controlling shareholder
Corporation
Legal
Name of controlling Date of
representative / Organization code Registered capital Business scope
shareholder establishment
company principal
Property ownership
Shenzhen Investment management, capital
Fan Mingchun 10 Oct. 2004 RMB 10.9 billion
Holdings Corporation operation, investment
and financing
As authorized by Shenzhen Municipal State-owned Assets Supervision and Administration Commission,
Future development
the holding company performs its duties of a contributor on some state-owned enterprises of Shenzhen;
strategy
and devotes itself to building a reform platform for state-owned enterprises and administrative institutions
46
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
in Shenzhen, a restructuring and development platform for state-owned enterprises, and a platform for
cultivating strategic emerging industries.
Operating results,
In 2013, the holding company achieved operating revenues of RMB 25.1 billion and profits of RMB 8.5
financial situation, cash
billion. Up to 30 Jun. 2014, its total assets reached RMB 201.5 billion.
flows, etc.
Major wholly-owned or controlled enterprises: 1. Guosen Securities Co., Ltd. 2. Shenzhen Century
Science and Technology Investment Co., Ltd.(SIHC) 3. Shenzhen Urban Construction Investment
&Development (Group) Co., Ltd 4. Shenzhen Special Economic Zone Real Estate & Propertiest (Group)
Co., Ltd 5. Shenzhen High-Tech Investment & Guaranty Co., Ltd. (HTI) 6. Shenzhen Properties &
Resources Development (Group) Ltd.(SZPRD) 7. Shenzhen Tongchan Group Co., Ltd. 8. Shenzhen Small
& Medium Enterprises Credit Financing Guarantee Group Co., Ltd. (SZCGC) 9. Shenzhen Shenfubao
(Group) Co., Ltd. 10. Shenzhen Yue Tong Construction Engineering Co., Ltd. 11. Shenzhen Textile
(Holdings) Co., Ltd. 12. Shenzhen Jian (Group) Co., Ltd. 13. Shenzhen Shentou Education Co., Ltd. 14.
Shenzhen Investment Holdings Co., Ltd. 15. Shenzhen General Institute of Architectural Design And
Research Co., Ltd. (SADI) 16. Shenzhen Convention & Exhibition Center Management Co.,
Ltd.(SZCEC) 17. China Academy of Science & Technology Development (AST) 18. Shenzhen Silver
Lake Resort Hotel Limited 19. Shenzhen International Tendering Co., Ltd. 20. Shenzhen Institute of
Building Research Co., Ltd. 21. Shenzhen Shentou Property Management Ltd. 22. Shenzhen Information
Shareholdings of the
Pipeline Co., Ltd. 23. Shenzhen Environmental Engineering Science and Technology Center (EETC) 24.
controlling shareholders
The Orchid Conservation & Research Center of Shenzhen 25. Shenzhen 51emap Information Co., Ltd. 26.
in other listed
Shenzhen Foreign Trade and Economic Investment Co., Ltd. 27. Shenzhen Yunhai Villa Hotel
companies at home and
Management Ltd. 28. Shenzhen Investment Holdings Co., Ltd Preschool Management Center 29. Li Yuan
abroad in the reporting
Hotel Shenzhen 30. SZ Youth 31. Shenzhen Mangrove 32. Shenzhen Port Management Service Center 33.
period
Shenzhen Transportation Service Center 34. Shenzhen Comprehensive Transportation Design Institute 35.
Shenzhen Highway Traffic Engineering Inspection & Test Center 36. Shenzhen Cantonese Opera Troupe
37. Shenzhen Grand Theater 38. Shenzhen Concert Hall 40. Shenzhen Road & Bridge Construction
Group Co., Ltd. 41. Wuzhou Guest House Shenzhen 42. Shenzhen Sports Center Operating Co., Ltd. 43.
Shenzhen Sports Fashion Magazine 44. Special Zone Economy 45. Special Zone Literature 46. Shenzhen
Talent Exchange Service Center 47. Shenzhen Municipal People's Congress Cadre Training Center 48.
Shenzhen Justice Training Center 49. PPSZ Investigative Techniques Training Base 50. Shenzhen Water
Resources Planning & Design Institute 51. Shenzhen Real Estate Management Training Center 52.
Housing & Real Estate 53. Shenzhen Shanshui Hotel 54. Shenzhen Urban Transport Planning Center 55.
Shenzhen Hazardous Waste Treatment Station 56. Shenzhen Guesthouse 57. Manger 58. China Opening
Journal 59. Shenzhen Local Taxation Bureau Dongpeng Printing Plant 60. Shenzhen Foreign Economy &
Trade Service Center (FETSC) 61. IT Times 62. Women Magazine 63. Shenzhen Women & Children
Development Center 64. Housing and Construction Bureau of Shenzhen Municipality Training Center
Change of the controlling shareholder in the reporting period
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Particulars about the actual controller
Corporation
47
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Legal
Name of actual Date of Organization
representative / Registered capital Business scope
controller establishment code
company principal
Shenzhen Municipal
State-owned Assets
Supervision and Zhang Xiaoli
Administration
Commission
(I) Implementing and practicing state, provincial, and municipal laws and regulations related to
management on state-owned assets, drafting local laws, regulations, and policies about management on
state-owned assets, and organizing implementation activities upon approvals. Intending to draft
supervision systems and methods about operational state-owned assets, and organizing implementation
activities.
(II) On the basis of authorization from municipal government, fulfilling duties of investors according to
laws and regulations, and protecting the rights and interests of investors for state-owned assets according
to laws
(III) Taking charge of Party-building work for enterprises in its supervision and organs entrusted
(IV) Undertaking the supervision over state-owned assets of municipal enterprises, strengthening
management on state-owned assets, further perfecting the management mechanism for state-owned assets
with the unification of power, obligation, and duties, as well as the combination of managing assets,
people, and affairs
(V) Being responsible for hedging and appreciation of the value of state-owned assets of enterprises in its
supervision, establishing and perfecting the index system for hedging and appreciation of the value of
state-owned assets, setting out assessment standards, supervising on hedging and appreciation of the value
of state-owned assets of enterprises in its supervision by statistics, audit, and check, and urging enterprises
Future development in its supervision to fulfill social duties
strategy (VI) In charge of researching and preparing the general planning for transformation and development of
state-owned enterprise in its supervision, guiding and boosting transformation and re-organization of
state-owned enterprises, prompting the construction of modern enterprise system, carrying forward
operation of state-owned capital, pushing the strategic adjustment on state-owned economy layout and
structure, and making state-owned capital play the role in significant industries and key fields including
national security, national economy lifeline, etc.
(VII) Directing and propelling enterprises in its supervision to perfect company governance structure,
intensifying construction of Board and Supervision Committees of enterprises in its supervision, and
forming the governance mechanism with specific duties, coordinating operation, and effective
counterbalance
(VIII) Assuming the management work of income distribution for enterprises in its supervision, and
standardizing the income distribution and position-related consumption over people in charge of
enterprises in its supervision
(IX) In line with rules of municipal Party committee, appointing and dismissing, appraising, as well as, in
accordance with business performance, rewarding and punishing people in charge of enterprises in its
supervision by applying legal procedures, establishing the mechanism of selecting and choosing
candidates meeting the requirements of socialist market economy system and modern enterprise system,
and perfecting the incentive and control system for operators
48
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(X) Being responsible for appointing or recommending board directors, supervisors, CFOs to enterprises
in its supervision, and auditing on economic duties of people in charge of enterprises in its supervision
according to rules about management authorization to people in charge of enterprises
(XI) In charge of preparing the draft of budgets and final accounts of annual state-owned capital of
enterprises in its supervision, including it to the government budget system, organizing the execution upon
approvals, and collecting earnings of state-owned capital handed in by enterprises in its supervision
(XII) In charge of strategy research, policy formulation, and guidance for transformation, development,
and asset management related to collectively-owned enterprises
(XIII) Assuming other assignments assigned by municipal government and superior departments
Operating results, For Jan.-Dec. 2014, Shenzhen’s state-owned enterprises accumulatively achieved operating revenues of
financial situation, cash RMB 109.709 billion, up 13.41% from the year earlier; achieved total profits of RMB 28.662 billion, up
flows, etc. 28.93% year on year; and paid taxes of RMB 16.461 billion, up 19.4% year on year.
Change of the actual controller in the reporting period
□ Applicable √ Inapplicable
No such cases in the reporting period.
Block diagram of property rights and control relationship between the Company and the actual controller
The actual controller controlled the Company by entrustment or other assets management methods
□ Applicable √ Inapplicable
4. Other institutional shareholders owning over 10% shares
□ Applicable √ Inapplicable
IV. Explanation on shareholding increase scheme during the reporting period proposed or
implemented by the principal shareholders and act-in-concert persons
□ Applicable √ Inapplicable
49
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
No such cases in the reporting period to the best knowledge of the Company.
50
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section VII. Preferred Shares
□ Applicable √ Inapplicable
No such cases in the reporting period.
51
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section VIII. Directors, Supervisors, Senior Executives and Staff
I. Changes in shares held by directors, supervisors and senior executives
Amount of Amount of
shares shares Amount of
Shares
increased decreased shares held
Tenure Ending held at the
Name Office title Sex Age Start date at the at the at the
status date year-begin
reporting reporting period-end
(share)
period period (share)
(share) (share)
Chen Board
Current Male 58 0 0 0 0
Yugang Chairman
Director,
Wei Zhi Current Male 58 0 0 0 0
GM
Director,
Chairman
Liu
of the Current Male 57 0 0 0 0
Guangxin
Labor
Union
Gong Director,
Current Male 47 0 0 0 0
Sixin CFO
Wen Li Director Current Female 46 0 0 0 0
Guo Liwei Director Current Male 42 0 0 0 0
Independe
Li Jianxin Current Male 61 0 0 0 0
nt Director
Zha Independe
Former Male 60 0 0 0 0
Zhenxiang nt Director
Dong Independe
Former Male 58 0 0 0 0
Zhiguang nt Director
Liu Independe
Current Male 53 0 0 0 0
Ninghua nt Director
Chairman
of the
Dai
Supervisor Current Male 53 0 0 0 0
Xianhua
y
Committee
Zhang
Supervisor Current Male 40 0 0 0 0
Manhua
Wang
Supervisor Current Female 53 0 0 0 0
Xiuyan
52
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Supervisor
,
Wang
Developm Current Female 45 0 0 0 0
Qiuping
ent
Manager
Supervisor
Zhang
, Audit Current Male 40 0 0 0 0
Gejian
Manager
Vice GM,
Person-in-
Wang
charge of Current Male 49 0 0 0 0
Hangjun
Financial
Affairs
Li Zipeng Vice GM Current Male 49 0 0 0 0
Vice GM,
Fan
Company Current Male 50 0 0 0 0
Weiping
Secretary
Independe
Zhang Qi Current Male 37 0 0 0 0
nt Director
Total -- -- -- -- -- -- 0 0 0 0
II. Resumes of important personnel
Work experience of current directors, supervisors and senior executives over the recent five years.
Members of the Board of Directors:
Mr. Chen Yugang, was born in Sep. 1957, Postgraduate degree, is senior Political Worker. He gains rich
experience in government administrative management and enterprise management over 20 years. He held some
important posts in many municipal departments. He served as GM and Secretary of the CPC in Shenzhen Shenhua
Group Company. Also, he served as GM and Vice Secretary of the CPC in Shenzhen Xianke Enterprise Group,
and Deputy General Manager of Shenzhen Investment Holdings Co., Ltd. From May 2006, he has served as
Secretary of CPC in the Company. And in June 2006, he was elected as Chairman of the Board of the Company.
Now he acts as Secretary of CPC and Chairman of the Board in the Company.
Mr. Wei Zhi, was born in Nov. 1957, Bachelor Degree, holds the title of interpretation. He gains rich experience
in enterprise management for over 20 years. He ever worked in Shenzhen International Engineering Co., Ltd. as
Deputy Manager of Overseas Department, in Shenzhen Zhongshen Overseas Development Company as Manage
of Labor Affairs Department and Deputy General Manager, in China Shenzhen International Cooperation (Group)
Co., Ltd. in Hong Kong Liyuan Company as Director and General Manager; in Shenzhen Construction Investment
Holdings Corporation as Deputy Manager of Overseas Department, in Shenzhen Construction Investment
Holdings Corporation as Deputy Manager of Contract Department, in Shenzhen Tonge (Group) Co., Ltd. as
Assistant General Manager and Deputy General Manager, in Tonge Real Estates Development Company as
Chairman of the Board and General Manager. Since October 2007, he took the posts of the Vice Secretary of CPC
and Standing Deputy General Manager in the Company. Since 20 Dec. 2007, he held the posts of Director, Vice
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Secretary of CPC and GM of the Company. Since 15 Jul. 2008 to present, he acts as Vice Secretary of CPC,
Director and GM of the Company.
Mr. Liu Guangxin, was born in May 1958, College Diploma, is an Economist. He gains experience in enterprise
management over 10 years. Since May 1989, he held a job in the Company as Director of the Office in Properties
Engineering Development Company, General Manager of International Trade Center Industrial Development
Company, General Manager of International Trade Center Food Company, Deputy Director and Director of the
GM Office of the Company, as well as Manager of Operation and Management Department of the Company.
Since October 2007, he took the posts of Vice Secretary of CPC and Secretary of Discipline Inspection Committee
in the Company. Since November 2007, he was appointed as Chairman of the Labor Union of the Company. Now
he acts as Vice Secretary of CPC, Director, Secretary of Discipline Inspection Committee as well as Chairman of
Labor Union in the Company.
Mr. Gong Sixin, was born in Feb. 1968, Master of Economics, Senior Accountant. He has profound experiences
in financial accounting management. He ever took posts of CFO of Shandong Weigao Medical Polymer Company
Limited, of CFO of Shenzhen 3Nod Technology Co., Ltd. as well as CFO of Shenzhen Jiehe Technology Co., Ltd.
Since Sep. 2010, he kept acting as CFO of the Company. Since June 2011, he is acting as director and CFO of the
Company.
Ms. Wen Li, born in Dec. 1969, Postgraduate Degree, Master Degree, is an Economist as well as Engineer. She
gains experience in enterprise management over 10 years. She ever worked in Shenzhen Fantasia Investment
Development as Assistant of Standing Deputy General Manger, Manager of Project Department, as well as
Manager of Market Planning Department. Since July 2005, she worked in Shenzhen Investment Holdings Co., Ltd.
She was ever appointed as Deputy Department Director of Investment Department of Shenzhen Investment
Holdings Co., Ltd. Now she acts as Vice Director of Management Center of Construction Project of Shenzhen
Investment Holdings Co., Ltd., Director of the Company.
Mr. Guo Liwei, was born in Apr. 1973, Postgraduate Degree, is a master of Law. He once successively held the
posts in General Department of Ping An Insurance (Group) Company of China as legal consultant, and Shenzhen
Investment Management Corporation as Business Manager of Legal Affairs Department. Since October 2004, he
worked in Shenzhen Investment Holdings Co., Ltd as Deputy GM of Legal Affairs Department. He now acts as
Manager of the First Enterprise Management Department in Shenzhen Investment Holdings Co., Ltd. and Director
of the Company.
Independent Directors:
Mr. Li Jianxin, was born in Sep. 1954, University Degree, member of Communist Party of China. He graduated
from Zhongnan University of Economics and Law in 1978; Once held the post in Wuhan Bureau of Statistics;
Engaged in the scientific research in Hubei Academy of Social Sciences, Institute of Economics in 1980; Acted as
Deputy Director of Hubei Academy of Social Sciences， Institute of Agricultural Economics in 1988; Acted as
Standing Deputy Director, Associate Professor and Postgraduate Tutor in 1992; Transferred into Shenzhen
Newrand Securities Investment Consulting Co., Ltd. and acted as Marketing Manager in 1995; Transferred into
Shenzhen Academy of Social Sciences in 1996, and had served successively as Deputy Director, Director,
Associate Professor in Institute of Economics. He acted as Independent Director of Shenzhen Kondarl (Group)
Co., Ltd. from 2001 to 2006; Acted as Independent Director of Shenzhen Tagen Group Co., Ltd. from 2003 to
2009; Acted as Independent Director of Shenzhen Kondarl (Group) Co., Ltd. from 2009 to present. He recently
acted as Chairman and Associate Professor in Shenzhen Academy of Social Sciences, Center of Open Economics,
and the Independent Director of the Company.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Mr. Liu Ninghua, born in Jun. 1962, bachelor’s degree, engineer, communist. He was once the Shenzhen
Investment Banking Vice GM and then GM in China Orient Trust Investment Co., Ltd. And he has been working
in the Law Compliance Department in China Galaxy Securities Co., Ltd. since Aug. 2013.
Mr. Zhang Qi, born in Jan. 1978, graduated from the Accounting Faculty in Zhongnan University of Economics
and Law, professor, doctor, doctoral supervisor, superintendent of a governmental accounting institution, deputy
head of the accounting department, China’s leading talent in accounting honored by the Ministry of Finance,
registered accountant in China, Hubei New Century High Level Engineering Talent (level 2), correspondence
commentator in the National Natural Science Foundation of China, anonymous checker in the Magazine, vice chairman of the Government and NPO Accounting Specialized Committee in the
Accounting Society of China, director in the National Budget and Accounting Research Institute of China,
consultant expert in the Government Accounting Standards Committee under the Ministry of Finance, deputy head
of the accounting department and associate professor in Zhongnan University of Economics and Law from 2009
to 2012, and doctor and doctoral supervisor in that university and superintendent of a governmental accounting
institution from 2012 till now.
Members of the Supervisory Committee:
Mr. Dai Xianhua, was born in April 1962, doctor degree, Party member of CPC. He gains adequate work
experience of over 20 years. He worked as a lecturer in School of Business and Economy of Zhongnan University
of Economics and Law from 1986 to 1989. He took posts of editor of department of theory and review, assistant
director, vice director in Shenzhen Economic Daily from 1992 to 1997; worked in Shenzhen State Assets
Administration Committee (hereinafter referred as “Shenzhen SAC”) as Vice Section Chief of Assets Department,
and Assets Management Department, Vice Director, investigator of Office, and investigator of Appraisal and
Distribution Department from 1997 to 2011. Now he is Chairman of the Supervisory Committee of the Company.
Ms. Wang Xiuyan, was born in Aug. 1962, MBA degree, is an accountant. From May 1997 to Sep. 2004, she
worked in Shenzhen Investment Management Corporation, once acted as secretary of the Supervisory Committee
Office, Business Manager of Audit Department, Director of Women’s Labor Union, Senior Business Manager of
Audit Department and Supervision Department; from Oct. 2004 to Dec. 2007, she acted as manager of
Supervision and Inspection Department in Shenzhen Investment Holding Co., Ltd.; from Dec. 2007 to present, she
is manager of Audit Department (the Supervisory Committee Office) in Shenzhen Investment Holding Co., Ltd.
Currently, she is the Deputy Head of the Audit & Risk Management Department (Office of the Supervisory
Committee) in Shenzhen Investment Holding Co., Ltd. as well as a supervisor of the Company.
Mr. Zhang Manhua, born in Feb. 1975, master’s degree, studied and taught in Central South University from
1992 to 2004; Business Manager, Senior Manager in the Investment Center of Konka Group and concurrently
worked as the Company Secretary for Shenzhen Jvlong Optoelectronic Co., Ltd. from 2004 to 2010; Vice
Investment Manager and Investment Manager in Shenchao Technological Investment Co., Ltd. from 2010 to 2013;
and Senior Supervisor in the Enterprise Department I in Shenzhen Investment Holding Co., Ltd. since 2013.
Ms. Wang Qiuping, was born in Jan. 1970, Bachelor degree, is a senior economist. Since 1992, she worked for
the Company, she ever took post in GM office, Plan and Finance Department and Operation and Management
Department for comprehensive operation and management as well as planning and management. Now she is
Supervisor, Manager of Development and Management Department of the Company.
Mr. Zhang Gejian, was born in September 1975, Bachelor Degree, is an Accountant as well as Auditor. He was
engaged in internal auditing work in Audit Department of the Company since July 1997. Now he acts as
Supervisor of the Company and concurrently Manager of Audit Department.
Senior executives:
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Mr. Wang Hangjun, was born in Nov. 1966, graduated from Zhongnan University of Economics with a master
degree of economy. He is a senior auditor and has over 20 years corporate management experience. He ever took
post of Deputy Chief of Audit Bureau of Nanshan District, Shenzhen; of Vice Minister, Minister of Audit
Department of Shenzhen Investment and Management Company; of Vice Minister, Minister of Supervision
Department of Shenzhen Investment and Management Company; of Minister of Audit and Inspection Department
of Shenzhen Investment Holding Co., Ltd. He has been Deputy GM of the Company since Oct. 2007.
Mr. Li Zipeng, was born in May 1966, Bachelor Degree from Civil Department of Huazhong University of
Science and Technology. He successfully held the posts of Section Chief of Engineering, Field Manager of Real
Estate Project, Principal of Housing Sale Department, Assistant General Manager, Deputy General Manager as
well as General Manager in Shenzhen Huangcheng Properties Co., Ltd. (shareholding subsidiary company of the
Company). From October 2007, he was appointed as Deputy General Manager of the Company and concurrently
General Manger of Shenzhen Huangcheng Properties Co., Ltd, shareholding subsidiary company of the Company.
Mr. Fan Weiping, born in Apr. 1965, graduated from Southwest University of Political Science & Law in 1988,
postgraduate degree. He used to work in Shenhua Group successively as the Chief of the Legal Affairs Section in
the Supervisory and Audit Department; the Vice Manager and Manager of the Legal Affairs Department; the GM
Assistant; and the Chief Legal Adviser. Since Jan. 2009, he has become the Company Secretary and the Chief
Legal Adviser for the Company. And he has been a Vice GM, the Company Secretary and the Chief Legal Adviser
for the Company since Feb. 2012.
Post-holding in shareholder 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
Chief of the
Wen Li Shenzhen Investment Holdings Co., Ltd. Enterprise 1 Jul. 2005 Yes
Department I
Deputy Head
of the
Property
Ownership
Guo Liwei Shenzhen Investment Holdings Co., Ltd. 1 Oct. 2004 Yes
Management
& Legal
Affairs
Department
Deputy Head
of the Audit
& Risk
Management
Wang Xiuyan Shenzhen Investment Holdings Co., Ltd. 1 Oct. 2004 Yes
Department
(Office of the
Supervisory
Committee)
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Senior
Supervisor of
Zhang Manhua Shenzhen Investment Holdings Co., Ltd. 1 Mar. 2013 Yes
the Enterprise
Department I
Particulars about employers in other companies
√ Applicable □ Inapplicable
Whether receiving
Name of Posts held in Beginning date Ending date of subsidies and
Name of other companies
employers other of office term office term remuneration in
companies other companies
Research
Li Jianxin Shenzhen Academy of Social Sciences 1 Jan. 1996 Yes
scholar
Law
Liu Ninghua China Galaxy Securities Co., Ltd. Compliance 1 Aug. 2013 Yes
Department
Professor,
Zhongnan University of Economics and
Zhang Qi doctoral 1 Jan. 2012 Yes
Law
supervisor
III. Remuneration of directors, supervisors, senior executives and staff
Decision-making procedure, determining basis and actual payment for the remuneration of directors, supervisors
and senior management
During the reporting period, the board and the management of the Company signed statement of operation
objectives responsibility for 2014, conducted appraisal system integrating operation indicators, classification
indicators with management objectives. After the end of the reporting period, assessment was implemented by the
board. Remuneration of senior executives, according to “Management Method of Annual salary System of
Directors, Supervisors and Senior Executives”, adopted annual salary system, and need to be implemented after
assessment of the board.
Remuneration of directors, supervisors, senior executives during the reporting period
Unit: RMB Ten Thousand Yuan
Total amount
Total amount of Actual
of remuneration remuneration
Incumbent or
Name Post Gender Age remuneration received from till the end of
not
received from the the reporting
the Company shareholders’ period
companies
Chairman of
Chen Yugang Male 58 Current 855,750 0 855,750
the board
Wei Zhi Director, Male 58 Current 825,000 0 825,000
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
General
Manager
Director,
Liu Guangxin Chairman of Male 57 Current 794,250 0 794,250
Labor Union
Gong Sixin Director, CFO Male 47 Current 447,800 0 447,800
Wen Li Director Female 46 Current 0 0
Guo Liwei Director Male 42 Current 0 0
Independent
Lian Jianxin Male 61 Current 80,000 0 80,000
Director
Independent
Zha Zhenxiang Male 60 Former 60,000 0 60,000
director
Independent
Dong Zhiguang Male 58 Former 60,000 0 60,000
director
Independent
Liu Ninghua Male 53 Current 20,000 0 20,000
director
Chairman of
Dai Xianhua the supervisory Male 53 Current 427,800 0 427,800
committee
Zhang Manhua Supervisor Male 40 Current 0
Wang Xiuyan Supervisor Female 53 Current 0
Supervisor、
manager of
Wang Qiuping development Female 45 Current 384,038 0 384,038
management
department
Supervisor、
manager of
Zhang Gejian Male 40 Current 383,538 0 383,538
audit
department
Vice general
manager,
Wang Hangjun financial Male 49 Current 794,250 0 794,250
employee in
charge
Vice general
Li Zipeng Male 49 Current 759,750 0 759,750
manager
Vice GM,
Fan Weiping Male 50 Current 759,750 0 759,750
Company
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Secretary
Independent
Zhang Qi Male 37 Current 20,000 20,000
Director
Total -- -- -- -- 6,671,926 0 6,671,926
Particulars about equity incentive granted to directors, supervisors, senior executives during the reporting period
□ Applicable √ Inapplicable
IV. Changes on directors, supervisors and senior executives of the Company
Name Position Type Date Reason
Independent Left as the term
Zha Zhenxiang 10 Sept. 2014 Term of service expired
Director expired
Independent Left as the term
Dong Zhiguang 10 Sept. 2014 Term of service expired
Director expired
Independent
Liu Ninghua Elected 10 Sept. 2014 Elected by the board
Director
Independent
Zhang Qi Elected 10 Sept. 2014 Elected by the board
Director
Left as the term
Zhang Shilei Supervisor 10 Sept. 2014 Term of service expired
expired
Zhang Manhua Supervisor Elected 10 Sept. 2014 Elected by the Supervisory Committee
V. Changes on the core technical team or key technical staff of the reporting period (except
for directors, supervisors and senior executives)
Inapplicable
VI. Particulars about employees
Basic information: The Company has totally 3,167 employees in office at present, including 1,988 production
personnel, 193 salespersons, 685 technicians, 116 financial personnel and 185 administrative personnel. 1,430
persons graduated from technical secondary school and college or above. At present, the Company needs to bear
the expenses of 200 retirees.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Personnel Structure
Staff number
Production Sales Technical Financial Administrative
Educational Background
Doctor
Master
Bachelor
Junior college
Technical secondary school
High school and below
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Remuneration policy: As required by corporate development strategy, based on actual situation, our Company
adopts a differentiated management on different industries to satisfy market demands by appropriately increasing
the remuneration distance to better attract and retain talents. In HQ and real estate enterprises, position type
management idea is introduced, with all positions divided into Leader Group, Management Group, Professional
Group, Business Group and Service Group at different remuneration levels. Meanwhile, the remuneration for
professional technicians and that for medium-level management are kept overlapped. In this way, remuneration
and career development are provided at the same time. To some extent, the remuneration is a little bit favorable
for professionals in real estate development industry. With regard to other enterprises under the Company group,
market reference is applied, but the key is to appropriately adjust remuneration for key positions or some positions
with lower remuneration than market level.
Training plan: As required by the Company’s business development for 2015, based on training investigation and
2014 performance evaluation result, and in order to enrich employees’ knowledge, business ability and skills,
enhance team spirit, satisfy the Company’s sustainable development demand, and achieve a mutual development
of the Company and employees, in 2015, the Company will enhance training on basic management improvement,
real estate professional course, and overall qualities and business knowledge, specifically including seven habits
of high performance team and efficient talents, practical training on performance management, real estate
operation management and so on. Such training will cover internal and external training as well, with trainees
covering all employees and training time running through the whole year.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section IX. Corporate Governance
I. Particulars about corporate governance
During the reporting period, in accordance with the requirement of the Company Law, Securities Law, Code of
Corporate Governance for Listed Companies in China and Stock Listing Rules of Shenzhen Stock Exchange as
well as relevant laws and statutes of CSRC, the Company continuously regulated and perfected corporate
governance structure, established and perfected internal management and control system and investigated in
management activities of the Company, which promoted the Company’s standard management level.
As to the end of the reporting period, the internal control system of the Company is complete, accomplished and
defined that in accordance with Company Law, Articles of Association and other laws and regulations as well as
requirements of regulatory documents. The convene of Shareholders’ General Meeting, the Board of Directors and
Supervisory Committee are strictly in accordance with relevant rules and regulations, all directors and supervisors
earnestly and diligently commit their responsibilities. Corporate structure of the Company is complete and the
operation of the Company is standardized.
The Company always pays attention to standardize the management for inside information, such as promulgating
the Management Rules for Insiders, making clear about the contents of inside information, making the scope of
insiders and accountability system for inside dealings. After reporting and submitting non-published information
to the controlling shareholders, the Company all registered the relevant information of insiders and then submitted
to securities regulatory authorities, as well as strictly controlled the transmission scope of inside information,
further strengthened the security work of inside information. Upon Self-inspection, during the reporting period,
there were no particulars about insiders took advantages of inside information to purchase or sell shares of the
Company before the disclosure of major sensitive information that shall have an impact on the share price of the
Company, nor any investigation and punishment as well as rectification from the regulatory authority. From now
on, the Company will continuously strengthen to learn relevant rules and laws, scrupulously execute the
Management Rules for Insider Information and Insiders, standardize the corporate governance of the Company, do
well the work of preventing inside dealings.
Whether there existed differences between corporate governance and regulations of “Company Law” and CSRC
□ Yes √ No
There existed no difference between corporate governance and regulations of “Company Law” and CSRC.
Particulars about development of special activities of corporate governance and formulation and performance of
registration and management of insiders
The Company always pays attention to standardize the management for inside information, such as promulgating
the Management Rules for Insiders, making clear about the contents of inside information, making the scope of
insiders and accountability system for inside dealings. After reporting and submitting non-published information
to the controlling shareholders, the Company all registered the relevant information of insiders and then submitted
to securities regulatory authorities, as well as strictly controlled the transmission scope of inside information,
further strengthened the security work of inside information. Upon Self-inspection, during the reporting period,
there were no particulars about insiders took advantages of inside information to purchase or sell shares of the
Company before the disclosure of major sensitive information that shall have an impact on the share price of the
Company, nor any investigation and punishment as well as rectification from the regulatory authority. From now
on, the Company will continuously strengthen to learn relevant rules and laws, scrupulously execute the
Management Rules for Insider Information and Insiders, standardize the corporate governance of the Company, do
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
well the work of preventing inside dealings.
II. Particulars about annual shareholders’ general meetings and temporary shareholders’
meetings during the reporting period
1. Particulars about annual shareholders’ general meetings during the reporting period
Date of holding the Name of proposal on
Name of meeting Result of resolution Date of disclosure Index for disclosure
meeting the meeting
Announcement No.
2014-12 about
2013 Annual Resolutions Made at
2013 Annual Work Reviewed and
Shareholders’ 22 Apr. 2014 23 Apr. 2014 the 2013 Annual
Report of the Board approved
General Meeting Shareholders’
General Meeting on
www.cninfo.com.cn
Announcement No.
2014-12 about
2013 Annual Work
2013 Annual Resolutions Made at
Report of the Reviewed and
Shareholders’ 23 Apr. 2014 the 2013 Annual
Supervisory approved
General Meeting Shareholders’
Committee
General Meeting on
www.cninfo.com.cn
Announcement No.
2014-12 about
2013 Annual 2013 Annual Report Resolutions Made at
Reviewed and
Shareholders’ on Financial 23 Apr. 2014 the 2013 Annual
approved
General Meeting Statement Shareholders’
General Meeting on
www.cninfo.com.cn
Announcement No.
2014-12 about
2013 Annual Resolutions Made at
2014 Annual Report Reviewed and
Shareholders’ 23 Apr. 2014 the 2013 Annual
on Financial Budget approved
General Meeting Shareholders’
General Meeting on
www.cninfo.com.cn
Announcement No.
2014-12 about
2013 Annual
Reviewed and Resolutions Made at
Shareholders’ 2013 Annual Report 23 Apr. 2014
approved the 2013 Annual
General Meeting
Shareholders’
General Meeting on
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
www.cninfo.com.cn
Announcement No.
Proposal on Profit 2014-12 about
2013 Annual Distribution and Resolutions Made at
Reviewed and
Shareholders’ Transfer of Capital 23 Apr. 2014 the 2013 Annual
approved
General Meeting Reserve to Common Shareholders’
Shares for 2013 General Meeting on
www.cninfo.com.cn
Announcement No.
2014-12 about
2013 Annual Proposal on Further Resolutions Made at
Reviewed and
Shareholders’ Employment of 23 Apr. 2014 the 2013 Annual
approved
General Meeting Accounting Firm Shareholders’
General Meeting on
www.cninfo.com.cn
Announcement No.
2014-12 about
2013 Annual Proposal on Loans Resolutions Made at
Reviewed and
Shareholders’ and Loan Guarantees 23 Apr. 2014 the 2013 Annual
approved
General Meeting for Subsidiaries Shareholders’
General Meeting on
www.cninfo.com.cn
2. Particulars about special general meetings during the reporting period
Date of holding the Name of proposal on
Name of meeting Result of resolution Date of disclosure Index for disclosure
meeting the meeting
Announcement No.
2014-29 about
Proposal on Resolutions Made at
First Special General Reviewed and
26 Sept. 2014 Re-election of the 27 Sept. 2014 the First Special
Meeting for 2014 approved
Board General Meeting for
2014 on
www.cninfo.com.cn
Announcement No.
2014-29 about
Proposal on
Resolutions Made at
First Special General Re-election of the Reviewed and
27 Sept. 2014 the First Special
Meeting for 2014 Supervisory approved
General Meeting for
Committee
2014 on
www.cninfo.com.cn
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
3. Preferred shareholders with resumed voting rights asking to convene special general meetings
□ Applicable √ Inapplicable
III. Execution of duty of independent directors during the reporting period
1. Attendance of independent directors in the board meetings and shareholders’ meetings
Particulars about attendance of independent directors in board meetings
Amount of Amount of Amount of Amount of Amount of Whether being
meetings meetings meetings director meetings director meetings absent from
Name of independent
independent independent attended in the authorized independent board meetings
director
director need director attended means of others’ director was two times in
attend this year in person communication attendance absent from succession
Li Jianxin 6 4 2 0 0 No
Dong Zhiguang 5 3 2 0 0 No
Zha Zhenxiang 5 3 2 0 0 No
Liu Ninghua 1 1 0 0 0 No
Zhang Qi 1 1 0 0 0
Amount of shareholders’ general
meetings that independent directors 2
attended
Reasons for not attending in person board sessions twice in a row
2. Particulars about objections to relevant events of the Company raised by independent directors
Whether independent directors raised objections to relevant events of the Company
□ Yes √ No
During the reporting period, independent directors never raised objections to relevant events of the Company
3. Other particulars about execution of duty of independent directors
Whether the Company took the advices proposed by independent directors
√ Yes □ No
Explanations about the adoption or rejection in respect of independent directors’ advices
With attitude of credibility and diligence to the Company and all shareholders, independent directors was diligent
and responsible, reviewed all resolutions, and in line with their professional knowledge and capability, made
independent, objective and fair judgment away from influence from the Company and principal shareholders of
the Company. Also, independent directors expressed independent, objective and fair opinion on relevant events,
which made practical efforts to safeguard interests of the Company and minority shareholders.
IV. Duty performance of special committee affiliated to the Board during the reporting period
The four special committees under the board—the Strategic Development and Investment Committee, the
Nomination Committee, the Remuneration and Appraisal Committee and the Audit Committee—according to
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
“Governance Principle of listed Company”, “Articles of Association”, “and Rules of Procedure of the Board of
Directors” and implementation rules of special committee, earnestly performed their duties.
1. Duty performance of strategic development and investment committee
During the reporting period, strategic development and investment committee paid attention to authorization of
the board to project development and financing, kept good contact with the management and had a good
knowledge of matters within their power.
2. Duty performance of nomination committee
During the reporting period, nomination committee held working conference once, verifying the qualifications of
Mr. Li Jianxin, Mr. Liu Ninghua and Mr. Zhang Qi as Independent Directors of the Company, putting forward the
Proposal on Recommending Them as Independent Directors of the Company and confirming the re-election name
list.
3. Duty performance of remuneration and assessment committee
During the reporting period, remuneration and assessment committee earnestly performed their duties, kept good
contact with the management and conducted several communication with the management for relevant matters.
4. Duty performance of audit committee
During the reporting period, audit committee held on-the-spot working conference twice, listened to report of
Union Power CPAs on audit work, deliberate preliminary audit opinion issued by Union Power CPAs and
proposed their opinions about 2014 Financial Statement of the Company.
V. Particulars about the work of the supervisory committee
Whether there existed risks in the Company according to supervision of the supervisory committee during the
reporting period
□ Yes √ No
The supervisory committee raised no objection to matters under the supervision during the reporting period.
VI. Independence and integrity of the Company and controlling shareholders in respect of
business, personnel, asset, organization, finance
The Company was independent from the controlling shareholder in business, personnel, assets, organization and
finance to realize that independent personnel, independent finance, complete assets, independent organization and
independent business. 1. In aspect of business: The Company was independent from the controlling shareholder
with independent and complete business and independent operation capability. There was no business which was
same or competitive with the controlling shareholder. 2. In aspect of personnel: The Company was complete
independent from the controlling shareholder in terms of labor and personnel, management on remuneration. All
Senior Executives drew the remuneration from the Company, and none held a post concurrently in shareholders’
company. Personnel of the Company are independent, all ones signed labor contract with the Company. The
Company was independent from the shareholders or other related parties in personnel management, social security,
salary etc. 3. In aspect of asset: The Company’s assets were complete and independent, the property relationship
was clear. There was no capital occupation by controlling shareholder, and assets of the Company were
completely independent from controlling shareholder. 4. In aspect of organization: The Company’s organization
was independent, and the Company implemented rules and regulations as well as responsibilities for all
departments, formed independent responsibilities and rights, scientific and rational internal control system.
Independence of the Company on operation and management is free from impact from controlling shareholders
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
and other subordinated units. There were no controlling shareholders intervene organization of the Company. 5. In
aspect of finance: The Company’s finance was independent with independent finance department. The Company
established the independent finance settling system and financial management system, had its own finance
account and paid the tax in line with laws, run finance decision-making independently. The controlling
shareholder of the Company performed normatively with no conduct that intervened with the operation
decision-making and operation activities directly or indirectly over the shareholders’ general meeting, however,
the controlling shareholder could influence on the significant decision-making through the shares holding.
VII. Particulars about the horizontal competition
□ Applicable √ Inapplicable
VIII. Assessment and incentive mechanisms for senior executives
Within the reporting period, the annual operating target plan 2014 was went forth to the management team by the
Board of Directors, of which the Company adopted appraisal method by the score combination of operation index,
category index and administrative goal. At the end of the fiscal year, the Board of Directors examined the final
score. For senior executives of the Company, the Company adopted annual salary system in accordance with
Management Measure for Annual Salary System of Directors, Supervisors and Senior Executives, which shall be
implemented after the Board of Directors completing fiscal examination.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section X. Internal Control
I. Construction of internal control
In 2014, the Company continued to improve the internal control system. The trial execution and second revision
of the deepened the internal control system in its entirety of the Company’s core business
of real estate. In the year, the board authorized the Audit Department to specifically carry out internal control
appraisal. From Sept. 2014 to Feb. 2015, high-risk fields and units within the appraisal scope were audited and
appraised, and 535 risk points in 18 work flows in the main business were tested, with no material internal control
defects found regarding financial reporting or not in the reporting period. Meanwhile, the Company hired Union
Power CPAs Co., Ltd. (LLP) to carry out independent audit on the establishment and execution of the Company’s
internal control system and issue the internal control audit report.
II. Statement on the Responsibility for Internal Control from the Board of Directors
The Board of Directors and all its directors hereby ensure that this announcement contains no false information,
misleading statement or material omission, and shall be jointly and severally liable for the factuality, accuracy and
completeness of the information carried in this announcement. Establishing, perfecting and effectively conducting
internal control is the liability of the Board of Directors; establishment and implementation of internal control
conducted by the Board is under the supervision of the supervisory committee; the management is responsible for
organizing and guiding daily operation of internal control. The goals of the Company’s internal control:
reasonably guarantee the legality and compliance of the Company’s operating management, safety of assets,
authenticity and completeness of financial report and relevant information; enhance the level of operating
management and ability of risk prevention, protect the legal interests of the Company, investors and other
interested parties. Because of the inherent limitation of internal control, the above objective can only receive
reasonable guarantee. The Board, according to requirements of “Basic Standards on Internal Control”， has
appraised the internal control related to financial statements and the appraisal took effect on 31 Dec. 2014 (base
day).
III. Foundation on which internal control of financial reports are based
The Company carried out unified financial management and accounting calculation system. At present, intact
finance and calculation system has been formulated, including standardization of basic work of accounting,
management of financial budget, fund management, expense management, asset management, taxation
management, management of financial information system, accounting calculation and financial reports, etc.. In
respect of treasury management, the Company executes strict payment review and approval procedure to strictly
limit external borrowings. All payments should go through related signature review and approval process, and
payments of significant amount should be reported, reviewed, and approved by the Board of Directors. In respect
of financial budget, the Company executes strict budget system for fund, expense, and purchase of fixed assets to
strictly control expenses out of budgets. All budgets should be attached with detail and actual preparation basis
materials. Financial budget, together with budget execution status of last fiscal year, should be passed by the
Board of Directors. In respect of asset management, the Company regularly checks all physical assets to make
sure consistence of accounting records and physical assets, as well as the effective usage of all assets. In respect of
accounting and financial reports, the Company accounts while using unified accounting system and setting unified
accounting entries, and improve the accuracy and standardization of accounting disposal, as well as ensure the
quality of accounting information by distributing all detail business accounting index on the basis of unifying
accounting system and method.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
IV. Assessment report on internal control
Specific explanations about significant defects of internal control found during the reporting period in self-assessment report on
internal control
During the reporting period, none significant defect of internal control was found.
Date of disclosure of whole article
of self-assessment report on 1 Apr. 2015
internal control
Index for disclosure of whole
article of self-assessment report on http://www.cninfo.com.cn
internal control
V. Audit/Authentification report on internal control
Audit report on internal control
Deliberations in audit report on internal control
We believe that, Shenzhen Properties & Resources Development (Group) Ltd. maintained efficient internal control of financial
reports in all significant aspects according to “Basic Standards of Corporate Internal Control” and relevant regulations.
Date of disclosure of whole article
1 Apr. 2015
of audit report on internal control
Index for whole article of audit
http://www.cninfo.com.cn
report on internal control
Whether accounting firm issued unqualified audit report on internal control
□ Yes √ No
Whether the audit report on internal control issued by accounting firm was consistent with self-assessment report
from the Board
√ Yes □ No
VI. Establishment and implementation of accountability system of significant mistakes in
annual reports
The Company established accountability system of significant mistakes in annual reports, and thoroughly carried
out special activities on standardizing basic work of accounting. During the reporting period, there existed no
significant mistake in annual reports.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section XI. Financial Report
I. Auditor’s report
Type of audit opinion Standard unqualified audit opinion
Date for signing the auditor’s report 31 Mar. 2015
Name of the auditor’s report Union Power Certified Public Accountants Co., Ltd.
Document No. of the auditor’s report ZHS Zi (2015) No. 060006
Name of the CPA Zhang Jun, Dong Hanlan
Text of the auditor’s report
TO THE SHAREHOLDERS OF SHENZHEN PROPERTIES & RESOURCES DEVELOPMENT
(GROUP) LTD.：
We have audited the accompanying financial statements of Shenzhen Properties & Resources Development
(Group) Ltd. (hereinafter referred to as “Company” or “the Company”), which comprise the balance sheet and the
consolidated balance sheet as at 31 Dec. 2014, the income statement and the consolidated income statement, the
statement of change in equity and the consolidated statement of change in equity, the cash flow statement and the
consolidated cash flow statement for the year then ended, and a summary of significant accounting policies and
other explanatory notes.
I. Management's responsibility for the financial statements
The management of the Company is responsible for the preparation of these financial statements and fair
presentation. These responsibilities include: (1) preparing financial statements according to the Accounting
Standards for Business Enterprises and make them a fair presentation; and (2) designing, implementing and
maintaining internal control relevant to the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
II. Auditor's responsibility
Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our
audit in accordance with China’s Independent Auditing Standards. Those Standards require that we comply with
relevant ethical requirements and plan and perform the audit to obtain reasonable assurance as to whether the
financial statements are free of material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The audit procedures selected depend on our judgment, including the assessment of the risks
of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the financial
statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of accounting principles used and the reasonableness of accounting estimates made
by the management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidences we have obtained are sufficient and effective, providing a reasonable basis for
our opinion.
III. Opinion
In our opinion, the financial statements comply with Accounting Standards for Business Enterprises in all material
aspects, and present fairly the consolidated and the Company’s financial positions as of 31 Dec. 2014 and their
operating results and cash flows for the year then ended.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
II. Financial statements
Monetary unit of notes to financial statements: RMB Yuan
1. Consolidated balance sheet
Prepared by Shenzhen Properties & Resources Development (Group) Ltd.
31 Dec. 2014
Unit: RMB Yuan
Item 31 Dec. 2014 31 Dec. 2013
Current Assets:
Monetary funds 808,963,376.68 977,171,814.20
Settlement reserves
Intra-group lendings
Financial assets measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial assets
Notes receivable
Accounts receivable 26,585,132.12 22,208,022.21
Accounts paid in advance 25,989,832.24 35,904,799.33
Premiums receivable
Reinsurance premiums receivable
Receivable reinsurance contract
reserves
Interest receivable
Dividend receivable
Other accounts receivable 6,638,425.25 7,919,365.82
Financial assets purchased under
agreements to resell
Inventories 2,323,472,671.20 2,101,399,879.93
Assets held for sale
Non-current assets due within 1 year
Other current assets
Total current assets 3,191,649,437.49 3,144,603,881.49
Non-current assets:
Loans by mandate and advances
granted
Available-for-sale financial assets 18,493,000.00 15,302,199.55
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Held-to-maturity investments
Long-term accounts receivable
Long-term equity investment 32,888,939.41 63,111,931.67
Investing real estate 250,014,034.94 273,314,623.03
Fixed assets 64,069,233.96 75,301,015.72
Construction in progress
Engineering materials
Disposal of fixed assets
Production biological assets
Oil-gas assets
Intangible assets 99,792,587.03 106,945,090.07
R&D expense
Goodwill
Long-term deferred expenses 2,553,053.03 3,081,383.99
Deferred income tax assets 216,552,790.60 191,592,588.80
Other non-current assets 7,275,069.00
Total of non-current assets 691,638,707.97 728,648,832.83
Total assets 3,883,288,145.46 3,873,252,714.32
Current liabilities:
Short-term borrowings 100,000,000.00 300,000,000.00
Borrowings from Central Bank
Customer bank deposits and due to
banks and other financial institutions
Intra-group borrowings
Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial liabilities
Notes payable
Accounts payable 175,347,021.19 265,697,047.64
Accounts received in advance 28,756,337.08 141,082,677.48
Financial assets sold for repurchase
Handling charges and commissions
payable
Payroll payable 57,777,210.65 50,023,230.98
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Tax payable 1,015,363,636.69 865,513,058.59
Interest payable 562,879.72 934,568.21
Dividend payable
Other accounts payable 111,032,824.55 123,967,110.64
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
5,000,000.00 64,316,666.64
year
Other current liabilities
Total current liabilities 1,493,839,909.88 1,811,534,360.18
Non-current liabilities:
Long-term borrowings 177,613,352.00 116,243,352.00
Bonds payable
Of which: preferred shares
Perpetual bonds
Long-term payables
Long-term payroll payables
Specific payables
Estimated liabilities
Deferred income 21,765,846.69 24,459,068.33
Deferred income tax liabilities 257,625.00
Other non-current liabilities 114,706,662.76 117,372,554.07
Total non-current liabilities 314,343,486.45 258,074,974.40
Total liabilities 1,808,183,396.33 2,069,609,334.58
Owners’ equity:
Share capital 595,979,092.00 595,979,092.00
Other equity instruments
Of which: preferred shares
Perpetual bonds
Capital reserves 119,951,533.93 120,086,646.43
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Less: Treasury stock
Other comprehensive income -4,006,141.53 -7,098,716.51
Specific reserves
Surplus reserves 136,591,232.84 121,542,385.81
Provisions for general risks
Retained profits 1,225,726,944.83 972,271,884.95
Total equity attributable to owners of
2,074,242,662.07 1,802,781,292.68
the Company
Minority interests 862,087.06 862,087.06
Total owners’ equity 2,075,104,749.13 1,803,643,379.74
Total liabilities and owners’ equity 3,883,288,145.46 3,873,252,714.32
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
Unit: RMB Yuan
Item 31 Dec. 2014 31 Dec. 2013
Current Assets:
Monetary funds 338,036,109.52 420,568,966.65
Financial assets measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial assets
Notes receivable
Accounts receivable 1,029,211.52 1,158,087.49
Accounts paid in advance 429,546.00
Interest receivable 631,400.00
Dividend receivable
Other accounts receivable 1,758,238,266.73 1,104,282,291.68
Inventories 385,762,064.03 326,684,862.09
Assets held for sale
Non-current assets due within 1 year
Other current assets 150,000,000.00
Total current assets 2,483,065,651.80 2,003,755,153.91
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Non-current assets:
Available-for-sale financial assets 4,223,500.00 1,032,699.55
Held-to-maturity investments
Long-term accounts receivable
Long-term equity investment 279,446,200.39 309,669,192.65
Investing real estate 162,666,161.07 181,492,088.46
Fixed assets 11,701,031.08 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 1,470,297.69 1,643,273.97
Deferred income tax assets
Other non-current assets 130,000,000.00
Total of non-current assets 459,507,190.23 639,546,736.86
Total assets 2,942,572,842.03 2,643,301,890.77
Current liabilities:
Short-term borrowings 240,000,000.00
Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial liabilities
Notes payable
Accounts payable 27,475,005.86 28,121,986.86
Accounts received in advance 556,723.50 12,801,629.50
Payroll payable 9,765,464.25 8,230,148.81
Tax payable 44,829,812.84 2,051,845.65
Interest payable 621,676.25 433,972.60
Dividend payable
Other accounts payable 1,362,785,410.73 1,136,178,056.53
Liabilities held for sale
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 1,446,034,093.43 1,427,817,639.95
Non-current liabilities:
Long-term borrowings 276,370,000.00
Bonds payable
Of which: preferred shares
Perpetual bonds
Long-term payables
Long-term payroll payables
Specific payables
Estimated liabilities
Deferred income
Deferred income tax liabilities 257,625.00
Other non-current liabilities
Total non-current liabilities 276,627,625.00
Total liabilities 1,722,661,718.43 1,427,817,639.95
Owners’ equity:
Share capital 595,979,092.00 595,979,092.00
Other equity instruments
Of which: preferred shares
Perpetual bonds
Capital reserves 94,057,859.68 94,057,859.68
Less: Treasury stock
Other comprehensive income 2,933,175.45
Specific reserves
Surplus reserves 135,934,422.40 120,885,575.37
Retained profits 391,006,574.07 404,561,723.77
Total owners’ equity 1,219,911,123.60 1,215,484,250.82
Total liabilities and owners’ equity 2,942,572,842.03 2,643,301,890.77
3. Consolidated income statement
Unit: RMB Yuan
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Item 2014 2013
I. Total operating revenues 1,268,451,451.86 1,619,227,227.60
Including: Sales income 1,268,451,451.86 1,619,227,227.60
Interest income
Premium income
Handling charge and commission
income
II. Total operating costs 908,328,822.13 1,200,805,740.45
Including: Cost of sales 520,485,126.20 744,847,455.76
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 277,057,303.89 312,773,207.11
Selling and distribution expenses 26,318,080.91 40,219,755.20
Administrative expenses 103,915,932.80 109,662,479.90
Financial expenses -12,697,790.50 -6,334,701.69
Asset impairment loss -6,749,831.17 -362,455.83
Add: Gain/(loss) from change in fair
value (“-” means loss)
Gain/(loss) from investment (“-”
214,624,884.25 5,164,781.52
means loss)
Including: share of profits in
-352,555.03 5,164,781.52
associates and joint ventures
Foreign exchange gains (“-” means
loss)
III. Business profit (“-” means loss) 574,747,513.98 423,586,268.67
Add: non-operating income 5,094,033.97 2,445,277.76
Including: Gains on disposal of
1,905,888.27 161,188.19
non-current assets
Less: non-operating expense 26,076,584.37 3,097,072.00
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Including: Losses on disposal of
93,576.27 88,561.24
non-current assets
IV. Total profit (“-” means loss) 553,764,963.58 422,934,474.43
Less: Income tax expense 136,266,283.67 122,093,910.62
V. Net profit (“-” means loss) 417,498,679.91 300,840,563.81
Net profit attributable to owners of
417,498,679.91 300,840,563.81
the Company
Minority shareholders’ income
VI. After-tax net amount of other
3,092,574.98 -1,215,814.06
comprehensive incomes
After-tax net amount of other
comprehensive incomes attributable to 3,092,574.98 -1,215,814.06
owners of the Company
(I) Other comprehensive incomes
that will not be reclassified into gains and
losses
1. Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement
2. Enjoyable shares in other
comprehensive incomes in investees that
cannot be reclassified into gains and
losses under the equity method
(II) Other comprehensive incomes
that will be reclassified into gains and 3,092,574.98 -1,215,814.06
losses
1. Enjoyable shares in other
comprehensive incomes in investees that
will be reclassified into gains and losses
under the equity method
2. Gains and losses on fair
value changes of available-for-sale 2,933,175.45
financial assets
3. Gains and losses on
reclassifying held-to-maturity
investments into available-for-sale
financial assets
4. Effective hedging gains and
losses on cash flows
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
5. Foreign-currency financial
159,399.53 -1,215,814.06
statement translation difference
6. Other
After-tax net amount of other
comprehensive incomes attributable to
minority shareholders
VII. Total comprehensive incomes 420,591,254.89 299,624,749.75
Attributable to owners of the
420,591,254.89 299,624,749.75
Company
Attributable to minority
shareholders
VIII. Earnings per share
(I) Basic earnings per share 0.7005 0.5048
(II) Diluted earnings per share 0.7005 0.5048
Where business mergers under the same control occurred in this reporting period, the net profit achieved by the merged parties before
the business mergers was RMB XXX, with the corresponding amount for the last period being RMB XXX.
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
Unit: RMB Yuan
Item 2014 2013
I. Total sales 66,368,633.69 51,786,335.36
Less: cost of sales 26,061,655.45 14,620,872.04
Business taxes and surcharges 6,670,106.76 7,700,375.63
Distribution expenses
Administrative expenses 41,556,470.77 44,011,892.19
Financial costs -5,716,403.24 7,797,249.44
Impairment loss -6,776,623.28 -16,097,045.15
Add: gain/(loss) from change in fair
value (“-” means loss)
Gain/(loss) from investment (“-”
210,458,029.19 191,239,981.52
means loss)
Including: income form investment
-352,555.03 5,164,781.52
on associates and joint ventures
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
II. Business profit (“-” means loss) 215,031,456.42 184,992,972.73
Add: non-operating income 2,285,081.37 1,637,357.28
Including: Gains on disposal of
431,742.33
non-current assets
Less: non-operating expense 23,964,998.79 31,793.41
Including: Losses on disposal of
3,861.79 1,793.41
non-current assets
III. Total profit (“-” means loss) 193,351,539.00 186,598,536.60
Less: Income tax expense 42,863,068.67
IV. Net profit (“-” means loss) 150,488,470.33 186,598,536.60
V. After-tax net amount of other
2,933,175.45
comprehensive incomes
(I) Other comprehensive incomes that
will not be reclassified into gains and
losses
1. Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement
2. Enjoyable shares in other
comprehensive incomes in investees
that cannot be reclassified into gains
and losses under the equity method
(II) Other comprehensive incomes
that will be reclassified into gains and 2,933,175.45
losses
1. Enjoyable shares in other
comprehensive incomes in investees
that will be reclassified into gains and
losses under the equity method
2. Gains and losses on fair value
changes of available-for-sale financial 2,933,175.45
assets
3. Gains and losses on
reclassifying held-to-maturity
investments into available-for-sale
financial assets
4. Effective hedging gains and
losses on cash flows
5. Foreign-currency financial
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
statement translation difference
6. Other
VI. Total comprehensive incomes 153,421,645.78 186,598,536.60
VII. Earnings per share
(I) Basic earnings per share 0.2525 0.3131
(II) Diluted earnings per share 0.2525 0.3131
5. Consolidated cash flow statement
Unit: RMB Yuan
Item 2014 2013
I. Cash flows from operating activities:
Cash received from sale of
1,141,552,814.94 1,065,181,587.19
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 financial
assets measured at fair value of which
changes are recorded into current gains
and losses
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 27,501,782.68 29,128,598.42
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
operating activities
Subtotal of cash inflows from operating
1,169,054,597.62 1,094,310,185.61
activities
Cash paid for goods and services 526,096,880.10 368,302,207.22
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 271,319,723.58 254,498,181.42
Various taxes paid 301,412,102.96 270,951,854.45
Other cash payment relating to
84,852,948.06 90,133,612.42
operating activities
Subtotal of cash outflows from
1,183,681,654.70 983,885,855.51
operating activities
Net cash flows from operating activities -14,627,057.08 110,424,330.10
II. Cash flows from investing activities:
Cash received from withdrawal of
237,302,621.45
investments
Cash received from return on
investments
Net cash received from disposal of
fixed assets, intangible assets and other 867,170.40 18,659,065.60
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 investing
238,169,791.85 18,659,065.60
activities
Cash paid to acquire fixed assets,
intangible assets and other long-term 13,682,765.56 12,696,883.02
assets
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Cash paid for investment
Net increase of pledged loans
Net cash paid to acquire subsidiaries
and other business units
Other cash payments relating to
266,715.68
investing activities
Subtotal of cash outflows from
13,949,481.24 12,696,883.02
investing activities
Net cash flows from investing activities 224,220,310.61 5,962,182.58
III. Cash Flows from Financing
Activities:
Cash received from capital
contributions
Including: Cash received from
minority shareholder investments by
subsidiaries
Cash received from borrowings 316,370,000.00 461,243,352.00
Cash received from issuance of
bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from financing
316,370,000.00 461,243,352.00
activities
Repayment of borrowings 514,316,666.64 372,330,333.35
Cash paid for interest expenses and
178,761,051.09 23,373,070.63
distribution of dividends or profit
Including: dividends or profit paid
by subsidiaries to minority shareholders
Other cash payments relating to
1,677,492.00
financing activities
Sub-total of cash outflows from
693,077,717.73 397,380,895.98
financing activities
Net cash flows from financing activities -376,707,717.73 63,862,456.02
IV. Effect of foreign exchange rate
-1,093,973.32 -801,465.87
changes on cash and cash equivalents
V. Net increase in cash and cash
-168,208,437.52 179,447,502.83
equivalents
Add: Opening balance of cash and 977,171,814.20 797,724,311.37
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
cash equivalents
VI. Closing balance of cash and cash
808,963,376.68 977,171,814.20
equivalents
6. Cash flow statement of the Company
Unit: RMB Yuan
Item 2014 2013
I. Cash flows from operating activities:
Cash received from sale of
44,991,559.19 50,534,901.36
commodities and rendering of service
Tax refunds received
Other cash received relating to
29,403,475.42 19,754,794.25
operating activities
Subtotal of cash inflows from operating
74,395,034.61 70,289,695.61
activities
Cash paid for goods and services 36,933,801.29 8,723,060.88
Cash paid to and for employees 25,261,992.16 22,284,922.53
Various taxes paid 13,695,960.29 11,664,415.35
Other cash payment relating to
467,630,748.14 469,502,088.72
operating activities
Subtotal of cash outflows from
543,522,501.88 512,174,487.48
operating activities
Net cash flows from operating activities -469,127,467.27 -441,884,791.87
II. Cash flows from investing activities:
Cash received from retraction of
517,302,621.45 195,000,000.00
investments
Cash received from return on
3,378,400.00 25,443,800.00
investments
Net cash received from disposal of
fixed assets, intangible assets and other 2,200.00 11,983,185.60
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 investing
520,683,221.45 232,426,985.60
activities
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Cash paid to acquire fixed assets,
intangible assets and other long-term 770,380.00 551,487.00
assets
Cash paid for investment
Net cash paid to acquire subsidiaries
and other business units
Other cash payments relating to
investing activities
Subtotal of cash outflows from
770,380.00 551,487.00
investing activities
Net cash flows from investing activities 519,912,841.45 231,875,498.60
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
168,434,949.35 8,720,000.00
distribution of dividends or profit
Other cash payments relating to
343,492.00
financing activities
Sub-total of cash outflows from
408,434,949.35 9,063,492.00
financing activities
Net cash flows from financing activities -132,064,949.35 230,936,508.00
IV. Effect of foreign exchange rate
-1,253,281.96
changes on cash and cash equivalents
V. Net increase in cash and cash
-82,532,857.13 20,927,214.73
equivalents
Add: Opening balance of cash and
420,568,966.65 399,641,751.92
cash equivalents
VI. Closing balance of cash and cash
338,036,109.52 420,568,966.65
equivalents
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
7. Consolidated statement of changes in owners’ equity
2014
Unit: RMB Yuan
2014
Equity attributable to owners of the Company
Other equity
Other Minorit Total
Item instruments Less: General
Share Capital compre Specific Surplus Retaine y owners’
Prefer Perpet treasury risk
capital reserve hensive reserve reserve d profit interests equity
red ual Other stock reserve
incomes
shares bonds
I. Balance at the 595,97 1,803,6
120,086 -7,098,7 121,542 972,271 862,087
end of the 9,092. 43,379.
,646.43 16.51 ,385.81 ,884.95 .06
previous year 00 74
Add: change of
accounting policy
Correction of
errors in previous
periods
Business
mergers under the
same control
Other
II. Balance at the 595,97 1,803,6
120,086 -7,098,7 121,542 972,271 862,087
beginning of the 9,092. 43,379.
,646.43 16.51 ,385.81 ,884.95 .06
year 00 74
III. Increase/
decrease in the -135,11 3,092,5 15,048, 253,455 271,461
period (“-” means 2.50 74.98 847.03 ,059.88 ,369.39
decrease)
(I) Total
3,092,5 417,498 420,591
comprehensive
74.98 ,679.91 ,254.89
incomes
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-164,04 -148,99
(III) Profit 15,048,
3,620.0 4,773.0
distribution 847.03
3 0
1.
15,048, -15,048,
Appropriations to
847.03 847.03
surplus reserves
2.
Appropriations to
general risk
provisions
3.
-148,99 -148,99
Appropriations to
4,773.0 4,773.0
owners (or
0 0
shareholders)
4. Other
(IV) Internal
carry-forward of
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
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
-135,11 -135,11
(VI) Other
2.50 2.50
595,97 1,225,7 2,075,1
IV. Closing 119,951 -4,006,1 136,591 862,087
9,092. 26,944. 04,749.
balance ,533.93 41.53 ,232.84 .06
00 83 13
2013
Unit: RMB Yuan
2013
Equity attributable to owners of the Company
Other equity Minorit
Other Total
Item instruments y
Less: General
Share Capital compre Specific Surplus Retaine owners’
treasury risk interest
Prefer Perpet equity
capital reserve hensive reserve reserve d profit
red ual stock reserve s
Other
incomes
shares bonds
I. Balance at the 595,97 1,503,7
63,783, -5,882,9 102,882 746,091 862,087
end of the 9,092. 15,002.
019.03 02.45 ,532.15 ,174.80 .06
previous year 00 59
Add: change of
accounting policy
Correction of
56,303, -56,000, 303,627
errors in previous
627.40 000.00 .40
periods
Business
mergers under the
same control
Other
II. Balance at the 595,97 1,504,0
120,086 -5,882,9 102,882 690,091 862,087
beginning of the 9,092. 18,629.
,646.43 02.45 ,532.15 ,174.80 .06
year 00 99
III. Increase/
decrease in the -1,215,8 18,659, 282,180 299,624
period (“-” means 14.06 853.66 ,710.15 ,749.75
decrease)
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(I) Total
-1,215,8 300,840 299,624
comprehensive
14.06 ,563.81 ,749.75
incomes
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
(III) Profit 18,659, -18,659,
distribution 853.66 853.66
1.
18,659, -18,659,
Appropriations to
853.66 853.66
surplus reserves
2.
Appropriations to
general risk
provisions
3.
Appropriations to
owners (or
shareholders)
4. Other
(IV) Internal
carry-forward of
owners’ equity
1. New
increase of capital
(or share capital)
from capital public
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
reserves
2. New
increase of capital
(or share capital)
from surplus
reserves
3. Surplus
reserves for
making up losses
4. Other
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other
595,97 1,803,6
IV. Closing 120,086 -7,098,7 121,542 972,271 862,087
9,092. 43,379.
balance ,646.43 16.51 ,385.81 ,884.95 .06
00 74
8. Statement of changes in owners’ equity of the Company
2014
Unit: RMB Yuan
2014
Other equity instruments Other
Less: Total
Item Share Capital comprehe Specific Surplus Retaine
Preferre Perpetu treasury owners’
capital Other reserve nsive reserve reserve d profit
d shares al bonds stock equity
incomes
I. Balance at the
595,979, 94,057,85 120,885,5 404,561 1,215,484
end of the previous
092.00 9.68 75.37 ,723.77 ,250.82
year
Add: change of
accounting policy
Correction of
errors in previous
periods
Other
II. Balance at the 595,979, 94,057,85 120,885,5 404,561 1,215,484
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
beginning of the 092.00 9.68 75.37 ,723.77 ,250.82
year
III. Increase/
decrease in the 2,933,175 15,048,84 -13,555, 4,426,872
period (“-” means .45 7.03 149.70 .78
decrease)
(I) Total
2,933,175 150,488 153,421,6
comprehensive
.45 ,470.33 45.78
incomes
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-164,04
(III) Profit 15,048,84 -148,994,
3,620.0
distribution 7.03 773.00
3
1.
15,048,84 -15,048,
Appropriations to
7.03 847.03
surplus reserves
2.
-148,99
Appropriations to -148,994,
4,773.0
owners (or 773.00
0
shareholders)
3. Other
(IV) Internal
carry-forward of
owners’ equity
1. New
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
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
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other
IV. Closing 595,979, 94,057,85 2,933,175 135,934,4 391,006 1,219,911
balance 092.00 9.68 .45 22.40 ,574.07 ,123.60
2013
Unit: RMB Yuan 元
2013
Other equity instruments Other
Less: Total
Item Share Capital comprehe Specific Surplus Retaine
Preferre Perpetu treasury owners’
capital Other reserve nsive reserve reserve d profit
d shares al bonds stock equity
incomes
I. Balance at the
595,979, 37,754,23 102,225,7 292,623 1,028,582
end of the previous
092.00 2.28 21.71 ,040.83 ,086.82
year
Add: change of
accounting policy
Correction of
56,303,62 -56,000, 303,627.4
errors in previous
7.40 000.00 0
periods
Other
II. Balance at the 595,979, 94,057,85 102,225,7 236,623 1,028,885
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
beginning of the 092.00 9.68 21.71 ,040.83 ,714.22
year
III. Increase/
decrease in the 18,659,85 167,938 186,598,5
period (“-” means 3.66 ,682.94 36.60
decrease)
(I) Total
186,598 186,598,5
comprehensive
,536.60 36.60
incomes
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
(III) Profit 18,659,85 -18,659,
distribution 3.66 853.66
1.
18,659,85 -18,659,
Appropriations to
3.66 853.66
surplus reserves
2.
Appropriations to
owners (or
shareholders)
3. Other
(IV) Internal
carry-forward of
owners’ equity
1. New
increase of capital
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(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
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other
IV. Closing 595,979, 94,057,85 120,885,5 404,561 1,215,484
balance 092.00 9.68 75.37 ,723.77 ,250.82
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.
Up to 31 Dec. 2014, as for the registered capital of the Company which was of RMB 595,979,092 and the paid-in
capital of RMB 595,979,092, with the share capital situation, please refer to Notes VII. 53.
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).
The Company and the subsidiary (hereinafter referred to as “the Group” in total) mainly operates the development
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
of real estate; property management; buildings and the building devices maintainance, gargen afforest and
cleaning service; houses and building leasing; passenger traffits and leasing of motor vehicles; supervise and
management of the engineering; retails of the Chinese food, Western-styly food and wines.
3. 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 Committee of Shenzhen Government.
4. Authorization and date of issuing the financial statements
The financial statements were approved and authorized for issue by the 2nd session of the 8th Board of Directors of
the Company on 31 Mar. 2015.
Up to the end of the reporting period, there were 26 subsidiaries included in the consolidation financial statement,
and for the details, please refer to Notes (IX) 1.
For the changes of consolidation financial statement scope of the reporting period, please refer to Notes (VIII).
IV. Basis for the preparation of financial statements
1. Preparation basis
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.
In 2014, Ministry of Finance revised the ASBE-Basic Criterion and newly issued or revised 8 items of the specific
ASBE. The Group had executed the above newly issued or revised ABSE during the reporting period, and for the
details of the significant influences on the financial statement, please refer to Notes (V) 33.
2. Continuation
There will be no such events or situations in the 12 months from the end of the reporting period that will cause
material doubts as to the continuation capability of the Company.
V. Important accounting policies and estimations
Indication of specific accounting policies and estimations:
Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
1. 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.
2. Fiscal period
The Group’s fiscal year starts on 1 Jan. and ends on 31 Dec. of every year according to the Gregorian calendar.
3. Operating cycle
A normal operating cycle refers to a period from the Group purchasing assets for processing to realizing cash or cash
equivalents. As for the construction of the real estate projects of the Group with rather long period, the normal
operating period more than 1 year owning to the industry characteristics, and although the relevant assets be
discounted, sold or consumed more than 1 year, should still be divided into the circulating assets; as for the
operating liabilities projects during the normal operation period even be liquidated over 1 year after the balance
sheet date, should be divided into the circulation liabilities. Besides, the normal operating period of other business of
the Group is shorter than 1 year. As for the normal operating period shorten than 1 year and the assets discounted
since the balance sheet date or the liabilities should be liquidated due within 1 year since the balance sheet date,
should be classified as the circulating assets or liabilities.
4. Recording currency
Renminbi (RMB) is used as the recording currency.
5. Accounting method of business combination under the common control and not under the common
control
(1) The Group 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, and 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; the period of the adjustment of the compared data of the consolidation
financial statement should earlier than the later time under the control of the ultimate control party of the combine
party and the combined party.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) 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;
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 changed to be measured by the cost method 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; the other comprehensive revenues recognized by adopting the equity method of the
equity investment before the purchase date, should be executed accounting treatments based on the same basic of
the relevant assets or liabilities directly disposed by the purchasers when disposing the investment. The equity
investment held before the purchase date which is executed the accounting treatments according to the relevant
regulations of No. 22 ASBE-Recognition and Measurement of the Financial Instruments, the accumulative fair
value changes originally included into the other comprehensive income should be transferred into the current gains
and losses by adopting the cost method.
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 Company shall be disclosed the fair value (on
the merger date) of the shareholdings of the bargainer 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 Group 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 Group 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
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
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 Group’s accounting policy of “Consolidated financial
statement”.
6. Methods for preparing consolidated financial statements
(1) Consolidation scope
The consolidation scope for financial statements is determined on the basis of control, including the annual
financial statement up to 31 Dec. 2014 of the Company and whole subsidiaries. The consolidated financial
statements comprise the financial statements of the Group and its subsidiaries. A subsidiary is an enterprise or
entity controlled by the Group (including the segmental part among the enterprises and investees as well as the
structuralized main bodies etc.) The term “control” is the power of the Group upon an investee, with which it can
take part in relevant activities of the investee to obtain variable returns and is able to influence the amount of
returns.
(2) Methods for preparing the consolidated financial statements
The Company compiles the consolidation financial statement according to other relevant materials based on the
financial statement of itself and its subsidiaries.
The Company regards the whole enterprise group as an accounting main body when compiling the consolidation
financial statement to reflect the whole financial conditions, operation results and cash flows according to the
requirements of the recognition, measurement and presentation of the relevant ASBE and the unitize accounting
polices.
The financial statements of subsidiaries are adjusted in accordance with the accounting policies and accounting
period of the Group during the preparation of the consolidated financial statements, where the accounting policies
and the accounting periods are inconsistent between the Group and subsidiaries. For a subsidiary acquired from a
business combination not under the same control, the individual financial statements of the subsidiary are adjusted
based on the fair value of the identifiable net assets at the acquisition date.
(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 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
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
period from the beginning of the consolidated period to the year end of the reporting period are included in the
consolidated income statement, and included the consolidate cash flow from the period-begin to the period-end of
the subsidiary into the consolidate cash flow 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 and included the consolidate cash
flow from the purchasing date to the period-end of the subsidiary into the consolidate cash flow 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.
When losing the control right of the original subsidiary owing to the disposing of party equity investment or other
reasons, for the remaining equity investment after the disposing, should be remeasured according to the fair value
of the date of losing the control right. The amount of the sum between the consideration of disposing the equity
and the fair value of the remaining equity that minus the balance between the shares of net assets that gained from
the original subsidiaries by continuously calculation according the original shareholding ratio since the purchasing
date should accrued into the current investment benefits of losing the control right. The other comprehensive
benefits related to the equity investment of the original subsidiaries should be transferred into the current
investment benefits when losing the control right.
The balance between the newly gained long-term equity investment owning to the purchasing of the minority
equities and the net identifiable assets enjoyed from the subsidiaries according to the newly increased
shareholding ratio, and the balance between the dispose of remuneration which gained from the partly depose of
the equity investment of the subsidiaries under the situation of not losing the control right and the corresponding
shares of net assets from the subsidiaries when disposing the long-term equity investment, should both adjust the
share premium of the capital surplus of the consolidate balance sheet. If the share premium of the capital surplus
is not sufficient for adjustment, retained earning is adjusted respectively.
(6) Disposal on consolidation statement of disposing the equity step by step till lose the control right
If the each transaction of disposing the equity investment of the subsidiaries till lose the control right which
belongs to package deal, each transaction would be executed accounting treatment as a transaction of disposing
the subsidiaries that lose the control right; however, before losing the control right, for the balance between each
disposal of the remuneration and the corresponding shares of net assets of investing the subsidiary, would be
confirmed as other comprehensive benefits in the consolidate financial statement and would be transferred into the
current gains and losses of losing the control right when losing it. If not belongs to the package deal, before losing
the control right, or when losing it, should execute the accounting treatment according to the aforesaid situation of
not losing the control right to dispose party equity investment of the subsidiaries as well as according to the
accounting policy of losing the control right of the original subsidiaries.
If the regulations, conditions and its economic influences of each deal of disposing the equity investment of the
subsidiary met with following one or more kinds of situations, it indicated that the multiple transactions would
consolidate as package deal for accounting treatment: ①these transactions are formatted under the situation of
contemporary or considering of the mutual influences; ②only the entirety of these transactions could achieve a
complete commercial result; ③the happen of one transaction depends on at least the happen of other one
transaction; ④to see independently of one transaction is not economic while to considered with other transactions
are economic.
Execute the accounting treatment of the several financial statements of disposing the equity step by step till lose
the control right according to the accounting policy of disposing the long-term equity investment.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
7. Classification of joint arrangements and accounting treatment of joint operations
(1) Category of joing arrangements
A joint arrangement refers to an arrangement jointly controlled by two participants or above. The Group classifies
joint arrangements into joint operations and joint ventures according to its rights and duties in the joint
arrangements. A joint operation refers to a joint arrangement where the Group enjoys assets and has to bear
liabilities related to the arrangement. A joint venture refers to a joint arrangement where the Group is only entitled
to the net assets of the arrangement.
The joint arrangement achieves not through the individual main body should be divided as joint operation.
Individual main body refers to the entity owns individual distinguishable financial structure, including the
individual legal entities and the entities without legal entity qualification but gains the legal permits. The joint
arrangement achieves through individual main body is usually divided into the joint venture, but for the joint
arrangement with definite evidence indicants that meet with any condition of the followings and meet with the
regulations of the relevant laws and regulations should be divided into joint operation; the legal form of other joint
arrangement indicates that, the jointly owned party respectively enjoys the rights and burdens the obligations of
the relevant assets and liabilities among the arrangement; the clauses of the contacts of the joint arrangement
agrees that, the jointly owned party respectively enjoys the rights and burdens the obligations of the relevant
assets and liabilities among the arrangement; other relevant facts and situation indicates that, the jointly owned
party respectively enjoys the rights and burdens the obligations of the relevant assets and liabilities among the
arrangement, for example, the jointly owned party enjoys almost all of the output related to the joint arrangement
and the liquidation of the liabilities of the arrangement constantly depends on the support of the jointly owned
party. It’s forbidden to regard the jointly owned party which provides the liabilities for the joint arrangement as it
has the responsibility to bear the relevant liabilities. For the jointly owned party takes the responsibility to pay the
contributive obligations for the joint arrangement, not be considered to undertake the relevant liabilities related to
the arrangement. For the relevant facts and the changes of the situation leads the rights enjoyed and the liabilities
undertook amount the joint arrangement change, the Group should re-assess the category of the joint arrangement.
For the structure agreement setting various joint arrangements for achieving different activities, the Group
respectively recognizes each category of the joint arrangement.
For the details of the basis of recognizing the joint control and the accounting policies of the measurement of the
joint venture, please refer to Notes (VII) 7.
(2) Accounting treatment of joint operations
The following projects related to the interests portion among the joint operation recognized by the Group and be
executed according to the regulations of the relevant ASBE: recognizes the assets held alone and the assets joint
held by recognizing accoridng to the portion; recognizes the jointly-held assets and jointly-borne liabilites
according to the Group’s stake in the joint operation; recognizes the income from sale of the Group’s share in the
output of the joint operation; recognizes the income from sale of the joint operation’s outputs accoridng to the
Group’s stake in it; and recognizes the expense solely incurred to the Group and the expense incurred to the joint
operation according to the Group’s stake in it.
When the Group, as a joint operator, transfers or sells assets (except for the assets constituing business) to the
joint operation, before the assets are sold to a third party, the Group only recognizes the share of the other joint
operators in the gains and losses arising from the sale. Where impairment occurs to the assets as prescribed in
, the Group shall fully recognizes
the loss. When the Group, purchases assets from the joint operation (except for the assets constituing business) to
the joint operation, before the assets are sold to a third party, the Group only recognizes the share of the other joint
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operators in the gains and losses arising from the sale. Where impairment occurs to the assets as prescribed in
, the Group shall fully recognizes
the loss according to its stake in the joint operation for a purchase of assets from the joint operation.
If the Group attributes to the participate party without joint control on the joint operation,if enjoys the relevant
assets and undertakes the relevant liabilities of the joint operation, should execute accounting treatment according
to the above principles; otherwise, should execute the accounting treatment according to the accounting policies of
the measurement of the financial instruments or the long-term equity investment formulated by the Group.
8. Recognition standard for cash and cash equivalents
In the Group’s understanding, cash and cash equivalents include cash on hand, any deposit that can be used for
cover, and short-term (usually due within 3 months since the day of purchase) and high circulating investments,
which are easily convertible into known amount of cash and whose risks in change of value are minimal.
9. Foreign currency businesses and translation of foreign currency financial statements
The foreign currency transactions are both discounted as recording currency according to the spot rate on the
trading date (ususally refers to the middle price of the foreign exchange quotation on that very date issued by
People’s Bank of China, similarly hereinafter).
(1) Treatment of foreign currency exchange difference
On balance sheet date, the Group 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 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 Group 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.
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10. Financial instruments
(1) Recognition of the financial instruments
The Group recognizes 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.
(2) Category and measurement of the financial assets
① The Group based on the reasons such as risks management, investment strategies and objective of holding the
financial assets, 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.
A. Financial assets measured by fair value and its changes included in the current gains and losses
Financial assets measured by fair value and its changes included in the current gains and losses, including trading
financial assets and the financial assets appointed to be measured by fair value with its changes included in the
current gains and losses of the initial recognition.
The financial assets meeting any of the following requirements shall be classified as transactional financial assets：
A. The purpose to acquire the said financial assets is mainly for selling them in the near future; B. Forming a part
of the identifiable combination of financial instruments which are managed in a centralized way and for which
there are objective evidences proving that the enterprise may manage the combination by way of short-term profit
making in the near future; C. Being a derivative instrument, excluding the designated derivative instruments
which are effective hedging instruments, or derivative instruments to financial guarantee contracts, and the
derivative instruments which are connected with the equity instrument investments for which there is no quoted
price in the active market, whose fair value cannot be reliably measured, and which shall be settled by delivering
the said equity instruments.
The financial assets meeting any of the following requirements shall be designated as 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
for initial recognition: A. the designation can eliminate or significantly reduce the difference of relevant gains and
losses between recognition and measurement causing from different bases for measurement of financial assets; B.
The official written documents for risk management and investment strategies of the enterprise have clearly stated
that it shall, manage, evaluate and report to important management personnel based on the fair value, about the
financial assets group or the group of financial assets which the financial assets are belong to.
For the equity instruments investment without quotation in the active market and the fair value could not be
reliable measured, should not be appointed as the financial assets measured by the fair value with its changes
included in the current gains and losses.
B. Held-to-maturity investment
The term "held-to-maturity investment" refers to a non-derivative financial asset with a fixed date of maturity, a
fixed or determinable amount of repo price and which the enterprise holds for a definite purpose or the enterprise
is able to hold until its maturity.
C. Loans and the accounts receivables
Loans and the accounts receivables refer to non-derivative financial assets, which there is no quotation in the
active market, with fixed recovery cost or recognizable.
D. Available-for-sale financial assets
Available-for-sale financial assets refer to the non-derivative financial assts which appointed available for sale
when initially recognizes and the financial assets except for the above category of the financial assets.
After the Group classifies certain financial assets as the financial assets measured by fair value and included its
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changes in the current gains and losses when initially recognized, should not re-classified as other financial assets;
other financial assets also should not be re-classified as the financial assets measured by fair value with its
changes be included in the current gains and losses.
② 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.
③ 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 Group as at fair value through profit or loss. The Group subsequently measures the
financial asset at fair value through profit or loss at fair value and recognizes 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.
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. For the equity instruments investment without quotation in the active market
and the fair value could not be reliable measured and the derivative financial assets linked up with the equity
instruments and should be settled through handing over to the equity instruments, should be measured according
to the cost.
④ Impairment provision of the financial assets
A. The Group 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 Group shall recognize impairment loss.
B. The objective evidences that the Group 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
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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 Group assesses whether objective evidence of impairment exists individually for financial assets that are
individually significant, and individually or collectively for financial assets that are not individually significant. If
the Group determines that no objective evidence of impairment exists for an individually assessed financial asset,
whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics
and collectively 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 Group 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 Group
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
The Group takes the individual investment of impairment test for available-for-sale financial assets. On the
balance sheet date, it could judge whether the fair value of available-for-sale financial assets are seriously or
non-temporary decline: if the decline of the fair value of the individual available-for-sale financial assets exceeds
50% of the cost, or had continuously declined for over 12 months, should be recognized the available-for-sale
financial assets had decreased and should recognized the impairment losses according to the impairment provision
for the balance between the cost and the fair value. The cost at the period-end of available-for-sale financial assets
is the amortized cost which is initially measured according to the investment cost when receiving and is calculated
by the weighted average method when selling.
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
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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.
(3) Classification and measurement of financial liabilities
① The financial liabilities held by the Group are divided into the financial liabilities measured at fair values and
whose changes are recorded in current gains and losses and other financial liabilities.
Financial liabilities measured by fair value and its changes included in the current gains and losses, including
trading financial liabilities and the financial liabilities appointed to be measured by fair value with its changes
included in the current gains and losses of the initial recognition.
The financial liabilities meeting any of the following requirements shall be classified as transactional financial
liabilities：A. The purpose to acquire the said financial liabilities is mainly for selling them in the near future; B.
Forming a part of the identifiable combination of financial instruments which are managed in a centralized way
and for which there are objective evidences proving that the enterprise may manage the combination by way of
short-term profit making in the near future; C. Being a derivative instrument, excluding the designated derivative
instruments which are effective hedging instruments, or derivative instruments to financial guarantee contracts,
and the derivative instruments which are connected with the equity instrument investments for which there is no
quoted price in the active market, whose fair value cannot be reliably measured, and which shall be settled by
delivering the said equity instruments.
The financial liabilities meeting any of the following requirements shall be designated as financial liabilities
which are measured at their fair values and the variation of which is recorded into the profits and losses of the
current period for initial recognition: A. the designation can eliminate or significantly reduce the difference of
relevant gains and losses between recognition and measurement causing from different bases for measurement of
financial assets; B. The official written documents for risk management and investment strategies of the enterprise
have clearly stated that it shall, manage, evaluate and report to important management personnel based on the fair
value, about the financial liabilities group or the group of financial liabilities which the financial liabilities are
belong to; for the blender instruments including one or more items of derivative instruments, unless there no
significant changes of the cash flow of the blender instruments by the embedded derivatives, or the embedded
derivative instruments parentally should be stripped off from the relevant blender instruments; including the
blender instruments that embedded into the derivative instruments needed to be stripped out but failed to execute
individual measurement when acquired or on the follow-up balance sheet date.
After the Group classifies certain financial liabilities as the financial liabilities measured by fair value and
included its changes in the current gains and losses when initially recognized, should not re-classified as other
financial liabilities; other financial liabilities also should not be re-classified as the financial liabilities measured
by fair value with its changes be included in the current gains and losses.
② 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.
③ Subsequent measurement of financial liabilities
A. The Group recognizes 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.
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B. Other financial liabilities are measured by amortized cost using effective interest rate.
(4) Recognition and measurement for transfer of financial assets
The Group derecognizes financial assets when the Group transfers substantially all the risks and rewards of
ownership of the financial assets. On derecognizing of a financial asset in its entirety, the difference between the
follows is recognized in profit or loss of the current period.
① the carrying amount of transferring financial assets;
② the 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 derecognizing 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.
① the carrying amount allocated to the part derecognized;
② the 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 derecognizing, the Group continues to recognize the transferred asset in its
entirety and shall recognize a financial liability for the consideration received.
When the Group continues to recognize a financial asset to the extent of its continuing involvement, the Group
also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis
that reflects the rights and obligations that the Group has retained.
(5) De-recognition of financial liabilities
If the whole or partly of the current obligation of the financial liabilities of the Group is relieved, should
derecognize the financial liabilities or partly of it. The Group signs an agreement with the creditors is of the
method by undertaking the new financial liabilities to replace the current financial liabilities. if the new financial
liabilities are different from the current one on the essence of contract terms, should derecognize the current
financial liabilities and recognize the new one at the same time.
If the whole or partly of the financial liabilities had derecognized, should derecognize balance between partly of
the book value and the paid consideration (including the turned out non-cash assets or the new financial liabilities)
and accrued into the current gains and losses.
(6) Offsetting financial assets and financial liabilities
Financial assets and financial liabilities shall be presented separately in the balance sheet and shall not be offset.
As for the financial assets and financial liabilities satisfy the following conditions at the same time, should be
listed as the net amount within the balance sheet after the mutual offset: the Group had the legal right of the offset
recognized amount and the right was executable for the moment; the Group planed to settle by net amount or at
the same time discounted the financial assets and liquidated the financial liabilities. For the transfer of the
financial assets not satisfy the de-recognition conditions, the transfer-out party should not offset the transfer
financial assets and the relevant liabilities.
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11. Receivables
(1) Accounts receivable with significant single amount for which the bad debt provision is made
individually
Judgement basis or monetary standards of provision for bad Accounts receivable with individual amount of more than 2
debts of the individually significant accounts receivable million (including 2 million).
The Group made an independent impairment test on receivables
with significant single amounts; if there was objective evidence
indicated that the impairment had occurred should recognize the
Method of individual provision for bad debts of the individually
impairment losses and should withdraw the bad debt provision.
significant accounts receivable
The financial assets without impairment by independent
impairment test should be included in financial assets portfolio
with similar credit risk to take the impairment test.
(2) Accounts receivable which the bad debt provision is withdrawn by credit risk characteristics
Name of portfolios Bad debt provision method
Portfolios 1 Other method
Portfolios 2 Aging of accounts
In the groups, adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Withdrawal proportion for accounts Withdrawal proportion for other accounts
Age
receivable receivable
Within 1 year (including 1 year) 3.00% 3.00%
1-2 years 10.00% 10.00%
2-3 years 30.00% 30.00%
3-4 years 50.00% 50.00%
4-5 years 80.00% 80.00%
Over 5 years 100.00% 100.00%
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
Withdrawal proportion for accounts Withdrawal proportion for other accounts
Name of portfolios
receivable receivable
Portfolios 1 0.00% 0.00%
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(3) Accounts receivable with an insignificant single amount but for which the bad debt provision is made
individually
The Group made independent impairment test on receivables
Reason of individually withdrawing bad debt provision with insignificant amount but with special impairment indicated
by objective evidence.
The impairment test is carries out individually, the Company
recognizes provision for impairment loss for the amount which is
Withdrawal method for bad debt provision 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.
12. Inventory
(1) Classification of inventory: inventory of the Group including the finished products or commodities held in the
daily activities for sales, the unfinished products in the production process, the materials consumed in the
production process or the process of providing the labor etc. Which are specific divided as: raw materials, finished
goods, and low-value consumption goods, land use right held for real estate development, properties under
development and completed properties for sale.
(2) Reorganization of inventory: the Company confirms the inventory when meeting the following conditions at
the same time:
① the economic benefits related to the inventory possibility would flow into the enterprise;
② the cost of the inventory could be reliably calculated.
(3) Valuation method of inventories acquiring and issuing: Property inventories are measured at actual cost
incurred, comprising the borrowing cost 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.
(4) Amortization method of low-value consumption goods and wrappage: the low-value consumption goods and
wrappage should adopt the one time amortization according to the actual situation when requiring.
(5) Measurement of the inventories at the period-end: on the balance sheet date, the inventory should be measured
according to the lower one between the cost and the net realizable value, if the inventory cost higher than the net
realizable value, should withdraw the falling provision of the inventory and include in the current gains and
losses.
① Estimation 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.
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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.
(6) The perpetual inventory system is maintained for stock system.
13. Divided as assets held for sale
(1) Recognition criteria of the assets held for sale
The Group recognizes the enterprise compose part (or the non-current assets, similarly hereinafter) that
simultaneously meets with the following conditions as assets held for sale:
① The compose part must be immediately sold only according to the usual terms of selling the compose part of
this kind under the current conditions;
② The relevant power institutions of the Group had made agreement on disposing the compose part, if receive the
approval from the shareholders accoridng to the rules, which equals to had received the approved of the Annual
General Meeting or the corresponding power institution;
③ The Group has signed the irrevocable transfer agreement with the assignee;
④ The sale transaction is highly probable to be completed within one year
(2) Accounting treatments of the assets held for sale
Non-current assets held for sale include single-item assets and disposal groups. Where a disposal group is an asset
group and the goodwill obtained in the business combination is apportioned to the asset group according to the
“Accounting Standard No. 8 for Business Enterprises—Asset Impairment”, or a disposal group is an operation in
such an asset group, the disposal group shall include the goodwill in the business combination.
As for the non-current assets and disposal group which be classiied held for sale by the Group, shall be measured
at the lower one of the net amounts of the book value and the fair value after deducting the disposal expense. If
the net amount the fair value minuses the disposal expenses is lower than the original book value, the difference
should be included in the current gains and losses as the assets impairment losses; if the held for sale is the
disposal group, the assets impairment losses should be firstly distributed to the goodwill and then included in the
current gains and losses by amortized according to the proportion and attributed to the other non-current assets
within the held for sale assets scope. The deferred income tax assets, the financial assets standarized by No. 22 of
ASBE-Recognition and Measurement of Financial Instruments, investment property and biological asstes
measured by fair value, contacts rights occurred from the insurance contacts and the assets occurred from the
employee benefits are not suit for the held for sale measurement, but be individually measured or be measured by
being regarding as part of certain disposal group according to the relevant criterion or the relevant accounting
policies formulated by the Group.
An asset or an disposal group was classified as held for sale before, but if it couldn’t meet the recognition
conditions for held-for-sale non-current asset later, the Company shall cease to classify it as held for sale, and
measure it by the lower amount of the followings: (1) its carrying amount before the asset (or disposal group) was
classified as held for sale, adjusted for any depreciation, amortization or impairment before the asset (or disposal
group) being classified as held for sale; or (2) its recoverable amount on the date of the subsequent decision not to
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sell.
14. Long-term equity investments
Long-term equity investement including the equity investment on the subsidiaries, joint ventures and associated
enterprises.
(1) Initial measument
The Group initially measures long-term equity investments under two conditions:
①For 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 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
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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.
② For 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”.
③ If 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
The cost method is used among the individual financial statement when the long-term equity invetsment could
execute control on the investees.The equity method is used when the Company has joint control or significant
influence over the investee enterprise.
① The price of a long-term equity investment measured by adopting the cost method shall be included at its
initial investment cost and append as well as withdraw the cost of investing and adjusting the long-term equity
investment. As for the cash bonus or the profits be declared for distribution by the investees should be recognized
as the current investment income.
② If the initial cost of a long-term equity investment is more than the Company's attributable share of the fair
value of the invested entity's identifiable net assets for the investment, the initial cost of the long-term equity
investment may not be adjusted. If the initial cost of a long-term equity investment is less than the Company's
attributable share of the fair value of the invested entity's identifiable net assets for the investment, the difference
shall be included in the current profits and losses and the cost of the long-term equity investment shall be adjusted
simultaneously.
After acquired the long-term equity investment, respectively recognize investment income and other
comprehensive income according to the net gains and losses as well as the portion of other comprehensive income
which should be enjoyed or be shared, and at the same time adjust the book value of the long-term equity
investment; corresponding reduce the book value of the long-term equity investment according to profits which be
declared to distribute by the investees or the portion of the calculation of cash dividends which should be enjoyed;
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for the other changes except for the net gains and losses, other comprehensive income and the owners’ equity
except for the profits distribution of the investees, should adjust the book value of the long-term equity investment
as well as include in the owners’ equities. The investing enterprise shall, on the ground of the fair value of all
identifiable assets of the invested entity when it obtains the investment, recognize the attributable share of the net
profits and losses of the invested entity after it adjusts the net profits of the invested entity. If the accounting
polices adopted by the investees is not accord with that of the Group, should be adjusted according to the
accounting policies of the Group and the financial statement of the investees during the accounting period and
according which to recognize the investment income as well as other comprehensive income. The Group shall
recognize the net losses of the invested enterprise until the book value of the long-term equity investment and
other long-term rights and interests which substantially form the net investment made to the invested entity are
reduced to zero. However, if the Group has the obligation to undertake extra losses, it shall be recognized as the
estimated liabilities in accordance with the estimated duties and then recorded into investment losses at current
period. If the invested entity realizes any net profits later, the Group shall, after the amount of its attributable share
of profits offsets against its attributable share of the un-recognized losses, resume recognizing its attributable
share of profits.
When calculating and recognizing the net gains and losses enjoyed or be burdened by the investees, the part
attributed to the Group which meausred according to the enjoyed proportion from the unrealized internal
transactoins with the joint ventures and associated enterprises should be written off and be recognized as
investment income on the basis. As for the unrealized internal transactions losses attributed to the assets
impairment losses occurred between the Group and the investees, should be recognized in full amount.
③ When the Group disposing the long-term equity investment, as for the difference between the book value and
the actual required price, should be included in the current gains and losses.As for the long-term equity investment
measured by equith method, when disposing the investment, should execute the accounting treatment on the part
which be originally included in the other comprehensive income according to the correspoding proportion based
on the same basic of the relevant assets or liabilities be directly disposed by the investees.
(3) Basic of recognizing the joint control and significant influences on the investees
Joint control, refers to the control jointly owned according to the relevant agreement on an arrangement by the
Group and the relevant activities of the arrangement should be decided only after the participants which share the
control right make consensus. Significant influence refers to the power of the Group which could anticipate in the
finance and the operation polices of the investees, but could not control or jointly control the formulation of the
policies with the other parties.
(4) Impairment test method and withdrawal method of impairment provision
The impairment test method and the withdrawal method of impairment provision of long-term equity investment
are executed according to the accounting polices of “Long-term assets impairment” formutalted by the Group.
15. Investment real estates
Measurement mode of investment real estates
Measurement of cost method
Depreciation or amortization method
(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;
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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
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
If the Group had definite evidence indicated the usage of the property had changed, when transferring the
self-used real estate or the inventories as the investment real estate or transferring the investment real estate as the
self-used real estate, the book value before the transfer should be regarded as the entry value after transfer.
The Group 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.
16. Fixed assets
(1) Recognized standard
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) Depreciation methods
Expected net salvage
Category of fixed assets Method Useful life Annual deprecation
value
Straight-line depreciatio
Housing and building 20-25 years 10.00% 3.8%-4.5%
n
Machinery equipments Straight-line depreciation 10 years 5.00% 9.5%
Transportation vehicle Straight-line depreciation 5 years 5.00% 19%
Electronic and other
Straight-line depreciation 5 years 5.00% 19%
equipments
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Decoration of fixed
Straight-line depreciation 5 years 20%
assets
Subsequent expenditure related to the fixed assets should accrued into the cost of fixed assets if met with the
stipulated reorganization conditions of fixed assets; if not, should accrued directly into the current gains and losses
when occurred. The depreciation method adopted by the Company is straight-line method.
The Group will execute reexamine for the service life, estimated net salvage and the depreciation method of the
fixed assets after each accounting year. If there was difference between the service life and the original estimated
number, should adjust the useful life of the fixed assets; if there was difference between the estimated net salvage
and the original estimated number, should adjust the estimated net salvage; if there were significant changes of the
realization method of the economic benefits related to the fixed assets, should changes the depreciation method of
the fixed assets. The changes of the useful life, estimated net salvage and the depreciation method of the fixed
assets should be regarded as the accounting estimate changes.
Impairment of fixed asset refers to accounting policy “Long-term assets impairment” of the Group.
The depreciation life of the house and building of the Company was of 20-25 years, the salvage rate was of
5%-10% and the year depreciation rate of 3.8%-4.5%.
(3) Recognition basis, pricing and depreciation method of fixed assets by finance lease
The "finance lease" shall refer to a lease that has transferred in substance all the risks and rewards related to the
ownership of an asset. Its ownership may or may not eventually be transferred. The fixed assets by finance lease
shall adopt the same depreciation policy for self-owned fixed assets. If it is reasonable to be certain that the lessee
will obtain the ownership of the leased asset when the lease term expires, the leased asset shall be fully
depreciated over its useful life. If it is not reasonable to be certain that the lessee will obtain the ownership of the
leased asset at the expiry of the lease term, the leased asset shall be fully depreciated over the shorter one of the
lease term or its useful life.
17. Construction in progress
(1) The valuation of the construction in progress: recognizes the engineering cost according to the cost actual
occurred. The cost of construction in progress also includes the borrowing expenses and exchange gains and
losses which should be capitalized.
(2) The Company should transfer the construction in progress into fixes assets when the construction in progress is
ready for their intended use. If the built construction had reached the state ready for intended use but had not
settled the fixed assets of completion settlement, should recognized as fixed assets according to the estimated
value as well withdrew and depreciated; after execute the completion settlement procedure, it should adjust the
original provisional estimate value according to the actual cost but not the original withdrew depreciation amount.
(3) Impairment of construction in progress refers to accounting policy “Long-term assets impairment” of the
Group.
18. Borrowing costs
(1) Recognition principles for capitalization of borrowing costs and capitalization period
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
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① The capital expenditures have incurred;
② The borrowing costs have incurred;
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.
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.
The term “assets eligible for capitalization” refers to the fixed assets, investment real estate, inventories and other
assets, of which the acquisition and construction or production may take quite a long time to get ready for its
intended use or for sale.
(2) 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.
During the period of capitalization, the exchange balance on foreign currency special borrowings shall be
capitalized; the exchange balance on foreign currency general borrowings shall be recorded into current profits
and losses.
19. Biological assets
Inapplicable
20. Oil-gas assets
Inapplicable
21. Intangible assets
(1) Pricing method, useful life and impairment test
The term "intangible asset" refers to the identifiable non-monetary assets possessed or controlled by enterprises which have no
physical shape.
(1) Recognition of intangible asset:
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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;
②The cost of that asset can be measured reliably.
(2) Measurement of intangible assets
①An intangible asset is measured initially at its cost.
②Subsequent measurement of intangible assets
A．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.
At the end of period, the Group shall check the service life and amortization method of intangible assets with
finite service life, if there is any change, it shall be regarded as a change of the accounting estimates. Besides, the
Group shall check the service life of intangible assets without certain service life, if there is any evidence showing
that the period of intangible assets to bring the economic benefits to the enterprise can be prospected, it shall be
estimated the service life and amortized in accordance with the amortization policies for intangible assets with
finite service life.
Impairment of the intangible assets should be executed according to the accounting policies of “Long-term assets
impairment” formulated by the Group.
(2) Accounting polices of internal R & D expenses
Inapplicable
22. Impairment of long-term assets
Following indications indicate that there occurs the impairment:
(1) The current market price of the assets greatly decreased with the range of a price drop obviously higher than
the estimated decline owning to the passage of time or the normal employ.
(2) The environment the economy, technology and laws of the Group involved, and the market the assets involved,
if there are significant changes occur in the current period or in recent period, would cause harmful influences on
the Group.
(3) The market interests rate or other market investment return rate had improved in the current period, thus
influenced and the discount rate for calculating the estimated current value of the future cash flow of the assets by
the enterprises, which would led to the sharply decrease of the recoverable amount.
(4) There are evidences indicate the assets are of obsolescence or the entity had been damaged.
(5) The assets had been or will be left unused, cease using or planed to dispose in advance.
(6) The evidence of the internal report of the Group indicant that the economy performance had been lower or
would be lower than estimations, for example, the net cash flow or the operation profits (or losses) realized were
far lower than the estimated amount etc.
(7) Other assets indicate there are indications there occurs the impairment.
The Group judges each assets such as the long-term equity investment, fixed assets, engineering materials,
intangible assets (except for those with uncertain usage life) which adapt to the No. 8 of ASBE-Assets Impairment
on the balance sheet date and executes the recover by impairment test-estimations when there are impairment
indications. The recoverable amount is recognized through the fair value of the assets which minus the higher one
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between the net amount after disposal and the current value of the assets estimated future cash flow. If the
recoverable amount lower than the book value of the assets, the book value should be written down as the
recoverable amount with the written-down amount be recognized as the assets impairment losses and included in
the current gains and losses and at the same time withdraw the assets impairment provision.
If there are indications indicate any asset occur impairment, the Group usually estimates its recoverable amount
base on the individual asset. If it is difficult to estimate the recoverable amount of the individual asset, which asset
group it belongs to should be recognized the recoverable amount base on the asset group.
The asset group is the smallest asset group that could be recognized by the Group, and its cash inflow is basically
independent of other asset or asset group. The asset group is composed by the relevant assets which create the
cash inflow. The recognition of the asset group is based on whether the main cash inflow caused by the asset
group is independent of the cash inflow of the other assets or the asset group.
The Group executes the impairment test every year on the goodwill formed by the enterprise combination and the
intangible assets with uncertain service life no mater there are impairment indications or not. The impairment test
of the goodwill is executed by combining with the relevant asset group or the asset group combination.
Once the assert impairment losses had been recognized, should not be reversed in the accounting period
afterwards.
23. 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.
24. Payroll
(1) Accounting treatment of short-term compensation
Employee compensation refers to the reward or compensation of various modes provided by the Group which
wants to receive the service offering by the employees or to execute the release of the labor relationship. The
employee compensation including the short-term salary, departure benefits, demission benefits and other
long-term employee benefits. The Group provides the benefits for the spouses, children, supported families of the
employees, the members of the deceased's employees and other beneficiaries, which are also employee
compensations.
The short-term compensation actually happened during the accounting period when the active staff offering the
service for the Group should be recognized as liabilities and is included in the current gains and losses or relevant
assets cost except for those be required or permitted to included in the assets cost by other ASBE.
(2) Accounting treatment of the welfare after demission
The Group divides the departure benefits plan into defined contribution plans and defined benefit plans. Benefits
plan of after demission refer to the agreement between the Group and employees on the departure benefits, or the
regulations or methods formulated by the Group for providing welfares after demission for the employees. Of
which, defined contribution plans refers to the departure benefits plan that the Group no more undertake the
further payment obligations after the payment and deposit of the fixed expenses for the independent funds;
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defined benefit plans refers to the departure benefits plan except for the defined contribution plans.
A. Defined contribution plans
During the accounting period when providing the service for the employees, the Group will recognize the deposited
amount as the liabilities which measured by defined contribution plans and include in the current gains and losses or
the relevant assets cost.
B.Defined benefit plans
Other long-term employee benefits the Group had not executed the defined contribution plans or met with the
conditions of defined benefit plans.
(3) Accounting treatment of the demission welfare
When the Company is unable to unilaterally withdraw the plan on the cancellation of labor relationship or the layoff
proposal, or when recognizing the costs or expenses (the earlier one between the two) related to the reorganization
of paying the demission welfare, should recognize the payroll liabilities from the demission welfare and include in
the current gains and losses.
(4) Accounting treatment of the welfare of the long-term employees
The Group provides the other long-term employee benefist for the employess, and for those met with the defined
contribution plans, should be disposed according to the above accounting polices of the defined contribution plans;
the for the others except for the former, should be recognized according to above accounting polices of the defined
benefit plans and measure the net liabiilties or net assets of other long-term employee benefits.
25. 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
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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 Group 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.
26. Share-based payment
Inapplicable
27. Other financial instruments such as preferred shares and perpetual capital securities
Inapplicable
28. Revenue
The revenue of the Group including the commodities sales revenue, real estate sales revenues, property leasing
revenues, labor revenues and the revenues from the using of the assets of the Company by others.
(1)Commodities sales revenues
No revenue from selling goods may be recognized unless the following conditions are met simultaneously: the
significant risks and rewards of ownership of the goods have been transferred to the buyer by the enterprise; the
enterprise retains neither continuous management right that usually keeps relation with the ownership nor
effective control over the sold goods; the relevant amount of revenue can be measured in a reliable way; the
relevant economic benefits may flow into the enterprise; and the relevant costs incurred or to be incurred can be
measured in a reliable way.
(2) Real estate sales revenues
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 conditions for obtaining certificate of title to house property are
satisfied.
(3) Property leasing revenues
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.
(4) Labor revenues
When the results of the transaction of the Group could be reliable estimated (that is the total revenues and the total
costs of labor service could be reliable measured and the completion degree of the labor service could be reliable
with the relevant price accounts could flow in), the Group would recognized the realization of the revenues on the
settlement date according to the completion percentage method. When the results of the transaction of the Group
could not be reliable estimated, the Group should recognized the revenues on the settlement date according to the
labor service cost amount which had occurred and be estimated that could be compensated and include the
happened cost in the current gains and losses.
(5) Revenues from the using of the assets of the Company by others
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When the economy benefits related to the transactions that others are using the Company assets could flow in the
enterprises and the amount of the revenues could be reliable measured, should be recognized the realization of the
revenues. The interests revenues should be measured and recognized according to the time and adaptable rate of
the using of the Company cash by others, and the using revenues should be measured and recognized according to
the time and method stipulated by the relevant contracts or the agreement.
29. Government subsidies
(1) Judgment basis and accounting treatment of government subsidies related to assets
The government subsidies divides into the government subsidies related to the assets and the government
subsidies realted to the profits. The government subsidies pertinent to assets mean the government assets that are
obtained by enterprises used for purchase or construction, or forming the long-term assets by other ways. The
government subsidies pertinent to income refer to all the government subsides except those pertinent to assets. If
the government subsidies documents had not definitely confirm the subsidy targets, the Group should divide them
as the government subsidies related to profits except for those be indicated by the clear evidence that belongs to
the government subsidies related to assets.
If the government subsidies meet with the following conditions at the same, should be recognized:
①The entity will comply with the condition attaching to them;
②The grants will be received from government.
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.
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 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.
Confirmed repayment of government grants
A. When deferred income exists, the repayment write-downs closing balance 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.
(2) Judgment basis and accounting treatment of government subsidies related to profits
The government subsidies divides into the government subsidies related to the assets and the government
subsidies realted to the profits. The government subsidies pertinent to assets mean the government assets that are
obtained by enterprises used for purchase or construction, or forming the long-term assets by other ways. The
government subsidies pertinent to income refer to all the government subsides except those pertinent to assets. If
the government subsidies documents had not definitely confirm the subsidy targets, the Group should divide them
as the government subsidies related to profits except for those be indicated by the clear evidence that belongs to
the government subsidies related to assets.
If the government subsidies meet with the following conditions at the same, should be recognized:
①The entity will comply with the condition attaching to them;
②The grants will be received from government.
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.
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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.
Confirmed repayment of government grants
A. When deferred income exists, the repayment write-downs closing balance 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.
30. Deferred income tax assets/deferred income tax liabilities
The Company executes the accounting treatments of the income tax by adopting the balance sheet liability method.
(1) Deferred income tax assets
① Where 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.
② At 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.
③ The 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) 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.
31. Lease
(1) Accounting treatment 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 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
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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.
32. Other significant accounting policies and estimates
(1) Measurement of fair value
Fair value refers to the price received from selling any asset or paid for transferring any liability in the orderly
transactions that occur on the measurement date of the market participants. The Group should consider the
characteristics of the assets or liabilities when measuring the relevant assets or liabilities by fair value; to suppose
the transactions of seling or transferring the assets on the measurment date by the market participants is the
orderly transactions under the conditions of the current market; to suppose the orderly transaction of seling or
transferring the assets is executing in the market of the relevant assets or liablities; to suppose the transaction is
executing in the most favorable market of the relevant assets or liabilities if there is no any main market. The
Group adopts the suppose used when pricing the assets or liabilities for realizing the maximum of the economy
benefits by the market participants.
The Group judges the fair value of initial recognition whether is equal to the transaction price according to the
characterisitics of the relevant assest or liabilities with transaction nature etc.; if the transaction price and fair
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value is not equal, should include the relevant gains or losses in the current gains and losses except for those
stipulated by other relevant ASBE.
The Group adopts the assessment technology which adapt to the current conditions with sufficient available data
and other information support, and the assessment technology mainly including the market method, equity method
and cost method. In the application of the assessment technology, the Group should prefer the relevant observable
input value and only when the relevant observable input value could not be required or required the not feasible
value, could use the not observable input value.
The input value used for the fair value measurement is divided into three levels and the first level of the input
value is initially used, then come to the second level and the third one the last. The first level input value is the
quotation acquired from the activa market of the same assets or liabilities that had not be adjusted; the second
input value is the input value could be directly or indirecly observed of the relevant assets or liabilities except for
the first level input value; the third level input value is the not observable input value of the relevant assets or
liabilities.
The Group measures the non-financial assets by fair value by considering the ablility of the market participants
when using the assets for the best purpose for casuing the economy benefits or the ability to sell the assets to the
other market participants which can use them with the best purpose for casuing the economy benefits. The Group
supposes to transfer the liabilities to other market participants on the measurement date and the liabilities would
be continue to exist after the transfer as well as to be as the market participants of the transfees to execute the
obligation when measuring the liabilities by fair value. The Group supposes to transfer the self equity instruments
to other market participants on the measurement date and the self equity instruments would be continue to exist
after the transfer as well as to acquire the relevant rights and to undertake the relevant abligations as the market
participants of the transfees.
(2) Operation termination
Operation termination refers to the compose part that meet with one of the following conditions which had been
disposed by the Group or be classified to held-to-sold as well as could be individually distinguished in operating
and compiling the financial statement: ① the compose part represents an individual main business or a main
operation area; ② the compose part is a part intends to dispose and plan an individual main business or a main
operation area; ③ the compose part is a subsidiary which be acquired only for resold.
(3) Segmental report
The Group recognizes the operating segments according to the internal organization structure, the management
requirements and the internal report system and recognizes the reporting segments and discloses the segmental
information according base on the operating segments.
Operating segments refer to the compose parts of the Group which meet with the following conditions at the same
time: (1) the compose part could cause revenues and expenses in the daily activities; (2) the management layer
could periodically evaluate the operation results of the compose part and base which to distribute the resources
and evaluate the performance;(3) the Group could acquire the relevant accounting information of the financial
conditions, operation results and the cash flows of the compose part. If two or more operating segments own the
similar economy characteristics and meet with certain conditions, could be combining as an operating segment.
33. Changes in main accounting policies and estimates
(1) Change of accounting policies
√ Applicable □ Inapplicable
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Content and reason Vetting process Notes
The changes of the accounting polices of the Company during the reporting period are as follows:
From Jan. to Mar. of 2014, Ministry of Finance formulated the No. 39 of ASBE-Measurement of Fair Value, No.
40 of ASBE-Joint Venture Arrangement, No. 41 of ASBE-Disclosure amoung Other Entities; revised and
published the No. 30 of ASBE-Presentation of Financial Statement, No. 9 of ASBE-Employee Compensation, No.
33 of ASBE-Consolidation Financial Statement, No.2 of ASBE-Long-term Equity Investment. The above 7
ASBEs had been executed since 1 Jul. 2014. On 20 Jun. 2014, Ministry of Finance revised and published the No.
37 of ASBE-Presentation of Financial Instruments, and the enterprises should present the financial instruments
according to the requirements of the critieron among the financial report in 2014 and the following periods. On 23
Jul. 2014, Ministry of Finance revised and re-issued the ASBE-Basic Standard and be executed since the
publishing date.
The Company executed the above newly formulated or revised ASBE since 1 Jul. 2014.The changes of the newly
formulated or revised ASBE led the changes of the relevant accounting polices of the Group which had been
disposed according to the relevant links. As for the compare data needs to be executed retroactive adjustment, the
Group had executed the corresponidng retroactive adjustment. The mainly events of the retroactive adjustment of
the Group are:
① According to the regulations of the revised No. 2 of ASBE-Long-term Equity Investment, for the equity
instruments equty without control or jointly control or significant influence as well as without quotation in the
active market and the fair value could not be reliable measured, should be presented as the available for sale
financial assets measured by the cost from the presenation of the long-term equith investment items.
② Reclassified the presentation items of the statement as follows according to the regulation s of the revised No.
30 of ASBE-Presentaion of Financial Statement and its application guide:
A. The deferred income project in the item of “other non-current liablities” originally presented on the
consolidation balance sheet and the balance sheet of the original presentation should change to be presented on the
“deferred income” project;
B. “Discounted difference on the foreign currency statement”originally presentated on the consolidation balance
sheet should change to be presented on the “other comprehensive income” project.
C. Accordingly, the statement of changes in equity of the consolidated owners and the change statement of
owner's equity should be re-presented in the format regulated by the guides according to No. 30 of
ASBE-Presentation of Financial Statement.
The main influences of the retroactive adjustment caused by the above when compared to the
financial statement are as follows:：
Item Influences on the consolidatoin financial statement during the
comparision period (Y2013)
① ② Total
Influence on the consolidatoin financial statement
during the comparision period (Y2013)
Available for sale financial assets 15,302,199.55 15,302,199.55
Long-term equity investment -15,302,199.55 -15,302,199.55
Deferred income 24,459,068.33 24,459,068.33
Non-current liabilities due within 1 year -2,693,221.64 -2,693,221.64
Other non-current liabilties -21,765,846.69 -21,765,846.69
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Disounted difference of the foreign currency 7,098,716.51 7,098,716.51
statement
Other comprehensive income -7,098,716.51 -7,098,716.51
Item Influences on the financial statement of the parent company during
the comparision peroid (Y2013)
Influence on the financial statement of the
parent company during the comparision peroid
(Y2013)
Available for sale financial assets 1,032,699.55
Long-term equity investment -1,032,699.55
(2) Change of main accounting estimates
□ Applicable √ Inapplicable
34. Other
Inapplicable
VI. Taxation
1. Main taxes and tax rate
Category of taxes Tax basis Tax rate
VAT Operating revenue 3%、6%、17%
Business tax Operating revenue 3%、5%
Urban maintenance and construction tax Turnover tax payable 1%、7%
Enterprise income tax Taxable income 16.5%、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%.
Notes of the disclosure situation of the taxpaying bodies with different enterprises income tax rate
Name Income tax rate
2. Tax preference
According to the regulations of No. 2, Property Service of No. 37, Commercial Service among the encouraging
category of the Guidance Catalogue of Industry Constructure Adjustment (Y2011), the western industry met with
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
the conditions should be collected the corporate income tax according to 15% of the tax rate. The subsidiary of the
Group Chongqing Shenzhen GUOMAO Property Management Co., Ltd. had be regarded as the western enterprise
of the property service by Local Taxation Bureau of Chongqing Jiulong District on 4 May 2014, and had be
collected the corporate income tax according to 15% of the tax rate.
3. Other explanation
The corporate income tax of the subsidiaries registered in domestic was of 25%; the corporate income tax of the
subsidiaries registered in Hong Kong was of 16.5%.
VII. Notes on major items in consolidated financial statements of the Company
1. Monetary funds
Unit: RMB Yuan
Item Closing balance Opening balance
Cash on hand 199,841.15 263,857.71
Bank deposits 806,458,046.62 974,606,475.15
Other monetary funds 2,305,488.91 2,301,481.34
Total 808,963,376.68 977,171,814.20
Of which: the total amount deposited
46,940,545.88 46,152,132.44
overseas
Other notes
2. Financial assets measured by fair value and the changes be included in the current gains and losses
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
3. Derivative financial assets
□ Applicable √ Inapplicable
4. Notes receivable
(1) Notes receivable listed by category
Unit: RMB Yuan
Item Closing balance Opening balance
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(2) Notes receivable pledged by the Company at the period-end
Unit: RMB Yuan
Item Amount
(3) Notes receivable which had endorsed by the Company or had discounted and had not due on the
balance sheet date at the period-end
Unit: RMB Yuan
Amount of recognition termination at the Amount of not terminated recognition at
Item
period-end the period-end
(4) Notes transferred to accounts receivable because drawer of the notes fails to executed the contract or
agreement
Unit: RMB Yuan
Amount of the notes transferred to accounts receivable at the
Item
period-end
Other notes
Inapplicable
5. Accounts receivable
(1) Accounts receivable disclosed by category
Unit: RMB Yuan
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Withdra
Book
Proportio wal Proportio Withdrawal Book value
Amount Amount value Amount Amount
n proportio n proportion
n
Accounts receivable
with significant
107,016, 107,016, 107,016 107,016,1
single amount with 77.64% 100.00% 79.74% 100.00%
173.89 173.89 ,173.89 73.89
bad debt provision
separately accrued
Accounts receivable
withdrawn bad debt 28,933,5 2,348,39 26,585,13 24,700, 2,492,035 22,208,022.
20.99% 8.12% 18.40% 10.09%
provision according 30.20 8.08 2.12 058.09 .88 21
to credit risks
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
characteristics
Accounts receivable
with insignificant
single amount for 1,884,02 1,884,02 2,495,1 2,495,166
1.37% 100.00% 1.86% 100.00%
which bad debt 2.38 2.38 66.27 .27
provision separately
accrued
137,833, 111,248, 26,585,13 134,211 112,003,3 22,208,022.
Total 100.00% 80.71% 100.00% 83.45%
726.47 594.35 2.12 ,398.25 76.04 21
Accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end：
√Applicable □ Inapplicable
Unit: RMB Yuan
Accounts receivable Closing balance
(classified by units) Accounts receivable Bad debt provision Proportion Reason
Shenzhen Jiyong
Involved in lawsuit and
Properties & Resources 98,611,328.05 98,611,328.05 100.00%
no executable property
Development Company
Shenzhen Tewei Industry Uncollectible for a long
2,836,561.00 2,836,561.00 100.00%
Co., Ltd. period
Poor operating
Shenzhen Lunan Industry
2,818,284.84 2,818,284.84 100.00% conditions, uncollectible
Development Co., Ltd.
for a long period
Uncollectible for a long
Zhou Tanjin 2,750,000.00 2,750,000.00 100.00%
period
Total 107,016,173.89 107,016,173.89 -- --
In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Aging
Accounts receivable Bad debt provision Withdrawal proportion
Subitem within 1 year
Within 1 year 26,074,544.57 781,835.81 3.00%
Subtotal within 1 year 26,074,544.57 781,835.81 3.00%
1 to 2 years 1,306,333.38 130,633.34 10.00%
2 to 3 years 125,642.25 37,692.68 30.00%
Over 3 years 1,427,010.00 1,398,236.25 97.98%
3 to 4 years 49,955.96 24,977.98 50.00%
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
4 to 5 years 18,978.86 15,183.09 80.00%
Over 5 years 1,358,075.18 1,358,075.18 100.00%
Total 28,933,530.20 2,348,398.08 8.12%
Notes of the basis of recognizing the group:
The basic of recognizing the group refer to Notes (V) 11.
n the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision
□ Applicable √ Inapplicable
In the groups, accounts receivable adopting other methods to accrue bad debt provision:
Inapplicable
(2) Accounts receivable withdraw, reversed or collected during the reporting period
The withdrawal amount of the bad debt provision during the reporting period was of RMB -558,463.54; the amount of the reversed
or collected part during the reporting period was of RMB 000.
Of which the significant amount of the reversed or collected part during the reporting period was of RMB 000:
Unit: RMB Yuan
Name of the units Reversed or collected amount Method
Total 0.00 --
(3) The actual write-off accounts receivable
Unit: RMB Yuan
Item Amount
Of which the significant actual write-off accounts receivable:
Unit: RMB Yuan
Whether occurred
Name of the units Nature Amount Reason Process from the related
transactions
Total -- 0.00 -- -- --
Notes of the write-off the accounts receivable:
There was no write-off the accounts receivable.
(4) Top 5 of the closing balance of the accounts receivable colleted according to the arrears party
Name of units Closing balance Proportion of the total year Closing balance of bad
end balance of the accounts debt provision
receivable (%)
Shenzhen Jiyong Properties & Resources 98,611,328.05 71.54 98,611,328.05
Development Company
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Huawei Technologies Co Ltd 10,080,735.62 7.31 302,422.07
Shenzhen Tewei Industry Co., Ltd. 2,836,561.00 2.06 2,836,561.00
Shenzhen Lunan Industry Development 2,818,284.84 2.04 2,818,284.84
Co., Ltd.
Zhou Tanjin 2,750,000.00 2.00 2,750,000.00
Total 117,096,909.51 84.95 107,318,595.96
(5) Account receivable which terminate the recognition owning to the transfer of the financial assets
Inapplicable
(6) The amount of the assets and liabilities formed by the transfer and the continues involvement of
accounts receivable
Inapplicable
Other notes:
Inapplicable
6. Prepayment
(1) List by aging analysis:
Unit: RMB Yuan
Closing balance Opening balance
Aging
Amount Proportion Amount Proportion
Within 1 year 24,605,664.84 94.68% 30,389,540.42 84.64%
1 to 2 years 1,374,527.95 5.29% 978,600.00 2.73%
2 to 3 years 8,600.00 0.03% 4,535,619.60 12.63%
Over 3 years 1,039.45 1,039.31
Total 25,989,832.24 -- 35,904,799.33 --
Notes of the reasons of the prepayment ages over 1 year with significant amount but failed settled in time:
(2) Top 5 of the closing balance of the prepayment colleted according to the prepayment target
Top 5 of the closing balance of the prepayment were as follows:
Name of the unit Closing balance Proportion of the total year end
balance of the accounts
receivable (%)
Prepayment of social security charges in building 24,048,455.94 92.53
industry
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Prepayment of taxes 1,105,752.57 4.25
Guoshunchang Automobile Co., Ltd. 163,000.00 0.63
Jinan Central District Housing Security and Land 119,480.00 0.46
and Property Management Authority
Shenzhen Urban Construction Chenggong Decoration 93,814.20 0.36
Engineering Co. , Ltd.
Total 25,530,502.71 98.23
Notes 1: Social security charges in building industry refer to the social security expenses the construction
enterprises pay for the employees such as the endowment insurance, medical insurance, unemployment insurance,
work-related injury insurance and maternity insurance (including Individual pay part). Take the engineering
project as unit, to execute the unified payment standard, to collect uniformly from the construction units and
uniformly settled by the construction enterprises.
Notes 2: According to the regulations of the Enforcement Regulation of the Provisional Regulations of the
Business Tax to transfer the land use right or to sell the real estate, and for those adopting the prepayment
(including receiving the deposits in advance) method, the occurrence time of the rateability was the date receiving
the prepayments. The surplus prepay taxes of the Company was the taxes such as the property prepayments had
not reached the revenue recognition conditions and the business taxes, urban construction taxes, education
surtaxes that paid in advance.
Other Notes:
7. Interest receivable
(1) Category of interest receivable
Unit: RMB Yuan
Item Closing balance Opening balance
(2) Significant overdue interest
Whether occurred
Borrower Closing balance Overdue time Reason impairment and its
judgment basis
Other notes:
Inapplicable
8. Dividend receivable
(1) Dividend receivable
Unit: RMB Yuan
Item (or investees) Closing balance Opening balance
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) Significant dividend receivable aged over 1 year
Unit: RMB Yuan
Whether occurred
Item (or investees) Closing balance Aging Reason impairment and its
judgment basis
Other notes:
Inapplicable
9. Other accounts receivable
(1) Other accounts receivable disclosed by category
Unit: RMB Yuan
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Withdra
Book
Proportio wal Proportio Withdrawal Book value
Amount Amount value Amount Amount
n proportio n proportion
n
Accounts receivable
with significant
92,351,1 92,351,1 92,308, 92,308,72
single amount with 76.80% 100.00% 75.57% 100.00%
59.68 59.68 727.68 7.68
bad debt provision
separately accrued
Accounts receivable
withdrawn bad debt
18,187,6 11,549,1 6,638,425 19,924, 12,004,93 7,919,365.8
provision according 15.12% 63.50% 16.31% 60.25%
20.34 95.09 .25 299.66 3.84 2
to credit risks
characteristics
Accounts receivable
with insignificant
single amount for 9,717,26 9,717,26 9,925,2 9,925,245
8.08% 100.00% 8.12% 100.00%
which bad debt 2.51 2.51 45.51 .51
provision separately
accrued
120,256, 113,617, 6,638,425 122,158 114,238,9 7,919,365.8
Total 100.00% 94.48% 100.00% 93.52%
042.53 617.28 .25 ,272.85 07.03 2
Other accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end
√Applicable □ Inapplicable
Unit: RMB Yuan
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Other accounts Closing balance
receivable (classified by Other accounts
Bad debt provision Withdrawal proportion Reason
units) receivable
Executed the guarantee
Gintian Industry (Group)
56,600,000.00 56,600,000.00 100.00% payment and difficult to
Co., Ltd
recover
Anhui Nanpeng Unrecoverable for a long
7,328,480.00 7,328,480.00 100.00%
Papermaking Co., Ltd term
Shenzhen Shengfenglu,
No executable finance
GUOMAO Jewel & Gold 6,481,353.60 6,481,353.60 100.00%
and difficult to recover
Co., Ltd
Shanghai Yutong Real
Difficult to recover the
estate development Co., 5,676,000.00 5,676,000.00 100.00%
lawsuit judgment
Ltd
Unrecoverable for a long
Wuliangye Restaurant 5,523,057.70 5,523,057.70 100.00%
term
Hong Kong Yueheng Unrecoverable for a long
3,271,837.78 3,271,837.78 100.00%
Development Co., Ltd term
Dameisha Tourism Projects construction ce
2,576,445.69 2,576,445.69 100.00%
Center ased
Projects construction
Elevated Train Project 2,542,332.43 2,542,332.43 100.00%
ceased
Shenzhen GUOMAO
Insolvency of the Com
Industrial Development 2,351,652.48 2,351,652.48 100.00%
pany
Co., Ltd.
Total 92,351,159.68 92,351,159.68 -- --
In the groups, other accounts receivable adopting aging analysis method to accrue bad debt provision:
√Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Aging
Other accounts receivable Bad debt provision Withdrawal proportion
Subitem within 1 year
Within 1 year (including 1 year) 4,782,483.65 143,474.51 3.00%
Subtotal within 1 year 4,782,483.65 143,474.51 3.00%
1 to 2 years 1,752,615.59 175,261.56 10.00%
2 to 3 years 518,494.02 155,548.21 30.00%
Over 3 years 11,134,027.08 11,074,910.81 99.47%
3 to 4 years 106,380.55 53,190.28 50.00%
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
4 to 5 years 29,630.00 23,704.00 80.00%
Over 5 years 10,998,016.53 10,998,016.53 100.00%
Total 18,187,620.34 11,549,195.09 63.50%
Notes of the basis of recognizing the group:
The basis recognizing the group refer to Notes (V) 11.
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 accrue bad debt provision:
□ Applicable √ Inapplicable
(2) Accounts receivable withdraw, reversed or collected during the reporting period
The withdrawal amount of the bad debt provision during the reporting period was of RMB -362,939.60; the amount of the reversed
or collected part during the reporting period was of RMB 15,168.75.
Of which the significant amount of the reversed or collected part during the reporting period was of RMB 000:
Unit: RMB Yuan
Name of units Reversed or collected amount Method
Natural person 15,168.75 Recover the cash
Total 15,168.75 --
Unrecoverable for a long term
(3) The actual write-off other accounts receivable
Unit: RMB Yuan
Item Amount
Of which the significant write-off other accounts receivable:
Unit: RMB Yuan
Whether occurred
Name of units Nature Amount Reason Process from the related
transactions
Total -- 0.00 -- -- --
Notes of write-off other accounts receivable:
There was no write-off other accounts receivable.
(4) Other accounts receivable classified by the nature of accounts
Unit: RMB Yuan
Nature Closing book balance Opening book balance
Margin 10,175,218.68 8,442,102.74
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Pretty cash borrowing 507,093.70 353,657.31
Accounts receivable of the related
12,337,357.13 12,294,925.13
companies
Accounts receivable of the non-related
97,236,373.02 101,067,587.67
companies
Total 120,256,042.53 122,158,272.85
(5) Top 5 of the closing balance of the other accounts receivable colleted according to the arrears party
Unit: RMB Yuan
Proportion of the Closing balance of
total year end bad debt provision
Name of units Nature Closing balance Aging balance of the
accounts receivable
(%)
Accounts receivable
Gintian Industry
of the non-related 56,600,000.00 Over 5 years 47.07% 56,600,000.00
(Group) Co., Ltd
companies
Accounts receivable
Anhui Nanpeng
of the joint venture
Papermaking Co., 7,328,480.00 Over 5 years 6.09% 7,328,480.00
and associated
Ltd
enterprises
Shenzhen
Accounts receivable
Shengfenglu,
of the non-related 6,481,353.60 Over 5 years 5.39% 6,481,353.60
GUOMAO Jewel &
companies
Gold Co., Ltd
Shanghai Yutong
Accounts receivable
Real estate
of the non-related 5,676,000.00 Over 5 years 4.72% 5,676,000.00
development Co.,
companies
Ltd
Accounts receivable
Wuliangye
of the non-related 5,523,057.70 Over 5 years 4.59% 5,523,057.70
Restaurant
companies
Total -- 81,608,891.30 -- 67.86% 81,608,891.30
(6) Accounts receivable involved with government subsidies
Unit: RMB Yuan
Project of government Estimated received time,
Name of units Closing balance Closing age
subsidies amount and basis
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Total -- 0.00 -- --
Inapplicable
(7) Other account receivable which terminate the recognition owning to the transfer of the financial assets
Inapplicable
(8) The amount of the assets and liabilities formed by the transfer and the continues involvement of other
accounts receivable
Inapplicable
Other notes:
10. Inventory
(1) Category of inventory
Unit: RMB Yuan
Closing balance Opening balance
Item Falling price Falling price
Book balance Book value Book balance Book value
reserves reserves
Raw materials 1,693,606.29 542,130.04 1,151,476.25 1,798,069.73 459,762.21 1,338,307.52
Inventory goods 48,639.56 48,639.56 41,414.10 41,414.10
Low-value
consumption 258,564.20 258,564.20 472,708.60 472,708.60
goods
Products held for
real estate 49,226,872.13 6,648,404.13 42,578,468.00 389,667,048.37 12,544,031.24 377,123,017.13
development
Completed
141,326,022.02 141,326,022.02 343,813,851.59 343,813,851.59
properties for sale
Properties under
2,138,109,501.17 2,138,109,501.17 1,378,610,580.99 1,378,610,580.99
development
Total 2,330,663,205.37 7,190,534.17 2,323,472,671.20 2,114,403,673.38 13,003,793.45 2,101,399,879.93
(2) Falling price reserves of inventory
Unit: RMB Yuan
Increased amount Decreased amount
Item Opening balance Reverse or Closing balance
Withdrawal Other Other
write-off
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Raw materials 459,762.21 82,367.83 542,130.04
Land to be deve
12,544,031.24 5,895,627.11 6,648,404.13
loped
Total 13,003,793.45 82,367.83 5,895,627.11 7,190,534.17
Return of inventory falling price reserves was led by the recovered of the value of the land of the Phase II Fuchang which alternated
as guarantee housing.
(3) Notes of the closing balance of the inventory which includes capitalized borrowing expenses
The closing balance of the inventory included the total amount of the capitalized borrowings was of RMB
63,335,907.46.
(4) Completed unsettled assets formed from the construction contact at the period-end
Unit: RMB Yuan
Item Amount
Accumulative occurred cost 0.00
Accumulative recognized gross margin 0.00
Less: estimated losses 0.00
Amount had executed settlement 0.00
Other notes:
11. Assets divided as held-to-sold
Unit: RMB Yuan
Estimated disposal
Item Closing book value Fair value Estimated disposal time
expense
Total 0.00 0.00 0.00 --
Other notes:
Inapplicable
12. Non-current assets due within 1 year
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
Inapplicable
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13. Other current assets
Unit: RMB Yuan
Item Closing balance Opening balance
Original value of the assets group held to
69,437,140.28
distribute to the owners
Impairment provision of the assets group
-69,437,140.28
held to distribute to the owners
Other notes:
For the details of the orginal subsidiary Hainan Xinda Development Corporation of 2014 which was in the process
of bankruptcy and liquidation, please refer to Notes (VIII).
14. Available-for-sale financial assets
(1) List of available-for-sale financial assets
Unit: RMB Yuan
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Available-for-sale equity
38,398,429.06 19,905,429.06 18,493,000.00 35,193,487.61 19,891,288.06 15,302,199.55
instruments
Measured by fair value 6,153,300.45 2,160,300.45 3,993,000.00 2,962,500.00 2,160,300.45 802,199.55
Measured by cost 32,245,128.61 17,745,128.61 14,500,000.00 32,230,987.61 17,730,987.61 14,500,000.00
Total 38,398,429.06 19,905,429.06 18,493,000.00 35,193,487.61 19,891,288.06 15,302,199.55
(2) Available-for-sale financial assets measured by fair value at the period-end
Unit: RMB Yuan
Cost of the equity Changed amount of the
instruments/amortized fair value accumulatively Withdrawn impairment
Category Fair value
cost of the liabilities included in other amount
instruments comprehensive income
Equity instruments
2,962,500.00 3,993,000.00 3,190,800.45 2,160,300.45
available for sale
Total 2,962,500.00 3,993,000.00 3,190,800.45 2,160,300.45
(3) Available-for-sale financial assets measured by cost at the period-end
Unit: RMB Yuan
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Book balance Impairment provision Shareholdi Cash
ng bonus of
Investee Period-beg Period-beg proportion the
Increase Decrease Period-end Increase Decrease Period-end
in in among the reporting
investees period
North
Machinery 3,465,000. 3,465,000. 3,465,000. 3,465,000.
12.66%
(Group) 00 00 00 00
Co., Ltd.
Guangdon
g Huayue
8,780,645. 8,780,645. 8,780,645. 8,780,645.
Real 8.47%
20 20 20 20
Estate Co.,
Ltd.
Shenzhen
GUOMA
O 8,500,000. 8,500,000.
100.00%
Petroleum 00 00
Company
Limited
Guangzho
u
6,000,000. 6,000,000.
Lishifeng 30.00%
00 00
Automobil
e Co., Ltd.
Sanya East
1,350,000. 1,350,000. 1,350,000. 1,350,000.
Travel 0.28%
00 00 00 00
Co., Ltd.
Shensan
17,695.09 17,695.09 17,695.09 17,695.09
Co., Ltd.
Macao
Huashen
76,330.10 262.14 76,592.24 76,330.10 262.14 76,592.24 10.00%
Enterprise
Co., Ltd.
Chongqing
Guangfa
Real estate 2,316,131. 2,324,085. 2,316,131. 2,324,085.
7,954.16 7,954.16 27.25%
developme 04 20 04 20
nt Co.,
Ltd.
Saipan 1,725,186. 5,924.70 1,731,110. 1,725,186. 5,924.70 1,731,110. 30.00%
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Project 18 88 18 88
32,230,987 32,245,128 17,730,987 17,745,128
Total 14,141.00 14,141.00 -- 0.00
.61 .61 .61 .61
(4) Changes of the impairment of the available-for-sale financial assets during the reporting period
Unit: RMB Yuan
Of which: Of which:
Balance of the Balance of the
transferred from recovered and
withdrawn Withdrawal Decreased withdrawn
Category other reversed after the
impairment at the amount amount impairment at the
comprehensive period of the fair
period-begin period-end
income value
Equity instruments
19,891,288.06 14,141.00 0.00 0.00 0.00 19,905,429.06
available for sale
Total 19,891,288.06 14,141.00 0.00 0.00 0.00 19,905,429.06
(5) Relevant notes of the fair value of the available-for-sale equity instruments which seriously fell or
temporarily fell but not withdrawn the impairment provision
Unit: RMB Yuan
Item of
Falling range of Withdrawn Reason of not
available-for-sale Fair value of the Continued falling
Investment cost the fair value amount of withdrawn the
equity period-end time (month)
against the cost impairment impairment
instruments
Total 0.00 0.00 -- -- 0.00 --
Other notes
Notes 1: The reason of the changes of the long-term equity investment of Macau Huashen Investment Co., Ltd.,
Saipan Project and Chongqing Guangfa Housing Development Co., Ltd and the impairment provison was
occurred ownig to the discount of the foreign currency statement.
Notes 2: The Company had not dispatched any personnel to serve in Guangzhou Lishifeng Automobile Co., Ltd.,
Chongqing Guangfa Housing development Co., Ltd. and Saipan Company, although the share holding proportion
was more than 20% but lower than 50%, it had no any significant influence and be recognized as the available for
sale financial assets according to the cost measurement.
Notes 3: In Jan. 2008, Shenzhen GUOMAO Automobile Industry Co., Ltd. and Shenzhen Guanghong Investment
Co., Ltd. signed the Operation Contacts of the Gas Station Leasing, which agreed to the leasing the assets and
equity as well as the operating management power such as the land of the gas station, refueling tent, operating
houses, dormitory and facility instrument of gas station of the Shenzhen GUOMAO Petroleum Co., Ltd.
(Shenzhen GUOMAO Automobile Industry Co., Ltd. held 100% equity of it) by Shenzhen Guanghong
Investment Co., Ltd. and be operated by the later with the leasing period of 15 years. Since the starting date of the
operating and leasing, the Company no more execute the control on Shenzhen GUOMAO Petroleum Co., Ltd.,
and thus no more include it in the scope of the consolidation financial statement accrdoing to the regulations of
the ASBE.
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15. Investment held-to-maturity
(1) List of investment held-to-maturity
Unit: RMB Yuan
Closing balance Opening balance
Item Impairment Impairment
Book balance Book value Book balance Book value
provision provision
Total 0.00 0.00 0.00 0.00
(2) Significant held-to-maturity investment at the period-end
Unit: RMB Yuan
Bond item Par value Nominal interest rate Actual interest rate Due date
Total 0.00 -- -- --
(3) Re-classified held-to-maturity investment during the reporting period
Inapplicable
Other notes
Inapplicable
16. Long-term accounts receivable
(1) List of long-term accounts receivable
Unit: RMB Yuan
Closing balance Opening balance
Discount rate
Item Bad debt Bad debt
Book balance Book value Book balance Book value range
provision provision
Total 0.00 0.00 0.00 0.00 --
(2) Long-term accounts receivable which terminate the recognition owning to the transfer of the financial
assets
Inapplicable
(3) The amount of the assets and liabilities formed by the transfer and the continues involvement of
long-term accounts receivable
Inapplicable
Other notes
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Inapplicable
17. Long-term equity investment
Unit: RMB Yuan
Increase/decrease
Closing
Gains and Adjustme
Cash Withdraw balance
Additiona losses nt of
Opening Reduced Changes bonus or al of Closing of
Investees l recognize other
balance investmen of other profits impairme Other balance impairme
investmen d under comprehe
t equity announce nt nt
t the equity nsive
d to issue provision provision
method income
I. Joint ventures
Shenzhen
Jifa 29,044,07 836,800.8 29,880,87
Warehous 7.52 7 8.39
e Co., Ltd
Shenzhen
GUOMA
31,589,90 -29,870,4 -1,719,46
O Tian’an 0.00
4.82 37.23 7.59
Properties
Co., Ltd
Shenzhen
Tian’an
Internatio
nal
2,477,949 530,111.6 3,008,061
Building
.33 9 .02
Property
Managem
ent Co.,
Ltd
63,111,93 -29,870,4 -352,555. 32,888,93
Subtotal
1.67 37.23 03 9.41
II. Associated enterprises
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Shenzhen
Wufang
Pottery & 18,983,61 18,983,61 18,983,61
Porcelain 4.14 4.14 4.14
Industrial
Co., Ltd.
Shenzhen
GUOMA
O
3,682,972 3,682,972 3,682,972
Industrial
.55 .55 .55
Develop
ment Co.,
Ltd
Anhui
Nanpeng
13,824,00 13,824,00 13,824,00
Papermak
0.00 0.00 0.00
ing Co.,
Ltd
36,490,58 36,490,58 36,490,58
Subtotal
6.69 6.69 6.69
99,602,51 -29,870,4 -352,555. 69,379,52 36,490,58
Total
8.36 37.23 03 6.10 6.69
Other notes
Long-term equity investment at the period-end decreased of 47.89% over the year-begin and was due to the
transtfer of the Shenzhen Tian’an International Building Property Management Co., Ltd.
18. Investment property
(1) Investment property adopted the cost measurement mode
√ Applicable □ Inapplicable
Unit: RMB Yuan
Item Houses and buildings Land use right construction in progress Total
1. Opening balance 469,143,848.75 7,969,954.40 477,113,803.15
2. Increased amount
34,467.41 34,467.41
of the period
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) Transfer of
inventory\fixed
34,467.41 34,467.41
assets\project under
construction
3. Decreased
8,200,028.53 8,200,028.53
amount of the period
(1) Disposal 8,200,028.53 8,200,028.53
4. Closing balance 460,978,287.63 7,969,954.40 468,948,242.03
1.Opening balance 199,448,207.69 4,350,972.43 203,799,180.12
2. Increased amount
17,687,631.54 509,145.12 18,196,776.66
of the period
(1) Withdrawal or
17,687,631.54 509,145.12 18,196,776.66
amortization
3. Decreased
3,061,749.69 3,061,749.69
amount of the period
(1) Disposal 3,061,749.69 3,061,749.69
4. Closing balance 214,074,089.54 4,860,117.55 218,934,207.09
1. Closing book
246,904,198.09 3,109,836.85 250,014,034.94
value
2. Opening book
269,695,641.06 3,618,981.97 273,314,623.03
value
(2) Investment property adopted fair value measurement mode
□ Applicable √ Inapplicable
(3) Details of investment property failed to accomplish certification of property
Unit: RMB Yuan
Item Book value Reason
Other notes
Investment property with restricted ownership refer to Notes (VII) 76.
19. Fixed assets
(1) List of fixed assets
Unit: RMB Yuan
Houses and Machinery Electronic Transportation
Item Other Total
buildings equipment equipment equipment
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
1. Opening balance 115,464,014.04 33,882,256.49 51,945,065.86 6,107,931.59 207,399,267.98
2. Increased amount of
17,250.29 1,385,526.88 4,515,697.48 343,472.20 6,261,946.85
the period
(1) Purchase 17,250.29 1,385,526.88 4,515,697.48 343,472.20 6,261,946.85
(2) Transfer of project
3,227,316.91 1,855,844.51 4,297,630.04 9,380,791.46
under construction
3. Decreased amount of
3,227,316.91 1,855,844.51 4,297,630.04 9,380,791.46
the period
4. Closing balance 112,253,947.42 33,411,938.86 52,163,133.30 6,451,403.79 204,280,423.37
1.Opening balance 72,877,326.17 26,862,028.04 27,763,254.01 4,519,926.88 132,022,535.10
2. Increased amount of
4,255,419.73 1,720,196.62 9,146,799.92 381,931.62 15,504,347.89
the period
(1) Withdrawal 4,255,419.73 1,720,196.62 9,146,799.92 381,931.62 15,504,347.89
3. Decreased amount of
1,667,346.86 1,732,517.09 3,991,546.79 7,391,410.74
the period
(1) Disposal or Scrap 1,667,346.86 1,732,517.09 3,991,546.79 7,391,410.74
4. Closing balance 75,465,399.04 26,849,707.57 32,918,507.14 4,901,858.50 140,135,472.25
1.Opening balance 75,717.16 75,717.16
4. Closing balance 75,717.16 75,717.16
1. Closing book value 36,788,548.38 6,486,514.13 19,244,626.16 1,549,545.29 64,069,233.96
2. Opening book value 42,586,687.87 6,944,511.29 24,181,811.85 1,588,004.71 75,301,015.72
(2) List of temporarily idle fixed assets
Unit: RMB Yuan
Accumulative Impairment
Item Original book value Book value Notes
depreciation provision
Houses and
13,066,495.63 2,449,244.15 0.00 10,617,251.48
buildings
(3) Fixed assets leased in from financing lease
Unit: RMB Yuan
Accumulative
Item Original book value Impairment provision Book value
depreciation
N/A 0.00 0.00 0.00 0.00
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(4) Fixed assets leased out from operation lease
Unit: RMB Yuan
Item Closing book value
N/A 0.00
(5) Details of fixed assets failed to accomplish certification of property
Unit: RMB Yuan
Item Book value Reason
N/A 0.00
Other notes
Fixed assets with restricted ownership refer to Notes (VII) 76.
20. Construction in progress
(1) List of construction in progress
Unit: RMB Yuan
Closing balance Opening balance
Item Impairment Impairment
Book balance Book value Book balance Book value
provision provision
(2) Changes of significant construction in progress
Unit: RMB Yuan
Of
Amount Proporti which:
Accumul
that on the Capitaliz
Other ative
Increase transferr estimate amount ation rate
Estimate decrease amount
Name o f Opening d amount ed to Closing d of the Project of the of the Capital
d d amount of
item balance of the fixed balance project progress capitaliz interests resources
number of the capitaliz
period assets of accumul ed of the
period ed
the ative interests period
interests
period input of the
period
(3) List of the withdrawal of the impairment provision of the construction in progress
Unit: RMB Yuan
Item Withdrawn amount Reason
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Other notes
21. Engineering material
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
Inapplicable
22. Liquidation of fixed assets
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
Inapplicable
23. Productive biological assets
(1) Productive biological assets adopted cost measurement mode
□ Applicable √ Inapplicable
(2) Productive biological assets adopted fair value measurement mode
□ Applicable √ Inapplicable
24. Oil and gas assets
□ Applicable √ Inapplicable
25. Intangible assets
(1) List of intangible assets
Unit: RMB Yuan
Item Land use right Patent right Non-patent right Other Total
1. Opening balance 170,884,406.80 170,884,406.80
4. Closing balance 170,884,406.80 170,884,406.80
1. Opening balance 63,939,316.73 63,939,316.73
2. Increased amount of the
7,152,503.04 7,152,503.04
period
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(1) Withdrawal 7,152,503.04 7,152,503.04
4. Closing balance 71,091,819.77 71,091,819.77
1. Book value of the
99,792,587.03 99,792,587.03
period-end
2. Book value of the
106,945,090.07 106,945,090.07
period-begin
The proportion the intangible assets formed from the internal R&D through the Company amount the balance of the intangible assets
at the period-end was 0.00%.
(2) Details of fixed assets failed to accomplish certification of land use right
Unit: RMB Yuan
Item Book value Reason
0.00
Other notes:
The intangible assets of the Company was mainly the business license of the taxies.
26. R&D expenses
Unit: RMB Yuan
Increase Decrease
Opening Recognized as Transferred in Closing
Item Internal R&D
balance Other intangible current gains Other balance
expenses
assets and losses
Other notes:
Inapplicable
27. Goodwill
(1) Original book value of goodwill
Unit: RMB Yuan
Name of the Increase Decrease
investees or the Formed from the
Opening balance Closing balance
events formed business Other Dispose Other
goodwill combination
(2) Impairment provision of goodwill
Unit: RMB Yuan
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Name of the Increase Decrease
investees or the
Opening balance Closing balance
events formed Withdrawal Other Dispose Other
goodwill
Notes of the testing process of goodwill impairment, parameters and the recognition method of goodwill impairment losses:
Other notes
Inapplicable
28. Long-term unamortized expenses
Unit: RMB Yuan
Amortization
Item Opening balance Increase Decrease Closing balance
amount
Facilities reconstruc
1,643,273.97 172,976.28 1,470,297.69
tion expense
Renovation costs 1,438,110.02 355,354.68 1,082,755.34
Total 3,081,383.99 528,330.96 2,553,053.03
Other notes
29. Deferred income tax assets/deferred income tax liabilities
(1) Deferred income tax assets had not been off-set
Unit: RMB Yuan
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference assets difference assets
Assets impairment
2,828,014.89 707,003.72 3,488,195.78 872,048.94
provision
Unrealized internal sales
16,162,142.68 4,040,535.67 3,054,354.48 763,588.63
gain and loss
Accrued land VAT 845,498,064.20 211,374,516.05 737,004,710.28 184,251,177.59
Estimated profit
calculated at pre-sale
1,616,280.60 404,070.15 22,823,094.60 5,705,773.64
revenue of property
enterprises
Payroll payable unpaid
106,660.04 26,665.01
but withdrawn
Total 866,211,162.41 216,552,790.60 766,370,355.14 191,592,588.80
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) Deferred income tax liabilities had not been off-set
Unit: RMB Yuan
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference liabilities difference liabilities
Changes of the fair value
of the available-for-sale 1,030,500.00 257,625.00
financial assets
Total 1,030,500.00 257,625.00
(3) Deferred income tax assets or liabilities listed by net amount after off-set
Unit: RMB Yuan
Mutual set-off amount of Amount of deferred Mutual set-off amount of Amount of deferred
deferred income tax income tax assets or deferred income tax income tax assets or
Item
assets and liabilities at liabilities after off-set at assets and liabilities at liabilities after off-set at
the period-end the period-end the period-begin the period-begin
Deferred income tax
216,552,790.60 191,592,588.80
assets
Deferred income tax
257,625.00
liabilities
(4) List of unrecognized deferred income tax assets
Unit: RMB Yuan
Item Closing amount Opening amount
Total 0.00 0.00
(5) Deductible losses of unrecognized deferred income tax assets will due the following years
Unit: RMB Yuan
Years Closing amount Opening amount Note
Other notes:
30. Other non-current assets
Unit: RMB Yuan
Item Closing balance Opening balance
Housing purchase prepayment 7,275,069.00
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Total 7,275,069.00
Other notes:
31. Short-term loans
(1) Category of short-term loans
Unit: RMB Yuan
Item Closing balance Opening balance
Mortgage loan 10,000,000.00 260,000,000.00
Guaranteed loan 70,000,000.00
Pledge and guaranteed loan 20,000,000.00 40,000,000.00
Total 100,000,000.00 300,000,000.00
Notes of short-term loans category:
(2) List of the short-term loans overdue but not return
The total amount of the overdue but not return short-term borrowings at the period-end was of RMB 000, of which the situation of
the significant overdue but not return short-term borrowings as follows:
Unit: RMB Yuan
Borrower Closing balance Borrowing rate Overdue time Overdue rate
Total 0.00 -- -- --
Other notes:
32. Financial liabilities measured by fair value and the changes included in the current gains and losses
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
33. Derivative financial liabilities
□ Applicable √ Inapplicable
34. Notes payable
Unit: RMB Yuan
Category Closing balance Opening balance
The total amount of the due but not pay notes payable at the period-end was of RMB 000.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
35. Accounts payable
(1) List of accounts payable
Unit: RMB Yuan
Category Closing balance Opening balance
Within 1 year (including 1 year) 47,105,587.26 86,113,369.85
1 to 2 years (including 2 years) 41,653,953.49 146,531,384.51
2 to 3 years (including 3 years) 55,822,201.37 2,838,408.00
3 to 4 years (including 4 years) 1,855,718.02 1,266,085.80
4 to 5 years (including 5 years) 82,543.41 15,342.49
Over 5 years 28,827,017.64 28,932,456.99
Total 175,347,021.19 265,697,047.64
(2) Notes of the accounts payable aging over one year
Unit: RMB Yuan
Name of creditor Amount Unpaid reason
Hunan Construction Engineering Group 35,201,587.00 Unsettled
Luohu Commercial City of Land and Unsettled
Resources Bureau and sporadic 25,000,000.00
engineering payment
Unexpectable engineering payment 11,956,913.19 Unsettled
Zhanjiang West Guangdong Construction Unsettled
4,405,639.00
Engineering Co., Ltd.
Shantou Chaoyang Construction Unsettled
3,769,247.95
Engineering Corporation
Total 80,333,387.14 --
Other notes:
The closing balance of the accounts payable reduced of 34.00% over the year-begin and was due to the
engineering payments which had completed the settlement.
36. Advance from customers
(1) List of advance from customers
Unit: RMB Yuan
Item Closing balance Opening balance
Within 1 year (including 1 year) 27,324,851.60 138,473,458.01
152
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1 to 2 years (including 2 years) 1,010,331.46 2,089,015.45
2 to 3 years (including 3 years) 950.00 200,000.00
3 to 4 years (including 4 years) 100,000.00 76,500.00
4 to 5 years (including 5 years) 76,500.00
Over 5 years 243,704.02 243,704.02
Total 28,756,337.08 141,082,677.48
(2) Significant advance from customers aging over one year
Unit: RMB Yuan
Item Closing balance Unpaid/ Un-carry-over reason
Total 0.00 --
(3) Particulars of settled but unfinished projects formed by construction contract at period-end.
Unit: RMB Yuan
Item Amount
Other notes:
The closing amount of the accounts advance from customers decreased by 79.62%, over that of year-begin, which
mainly due to accounts advance from customers of the sale of real estate project reaching to the revenue
recognition conditions and had been transferred to income.
There was no significant prepayment aging more than 1 year of the Company.
Main advance from customers of the sale of real estate project:
Item Aging Closing balance Estimated completion
time
Phase I of Hupanyujing Within 1 year 11,586,966.00Jun. 2015
Langqiao Gargen Within 1 year 8,006,403.00Had completed
Total 19,593,369.00
37. Payroll payable
(1) List of Payroll payable
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
I. Short-term salary 49,394,440.18 254,537,509.56 247,000,030.09 56,931,919.65
II. Departure
welfare-defined 24,757,213.41 24,757,213.41
contribution plans
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
III. Termination benefits 628,790.80 2,849,824.02 2,633,323.82 845,291.00
Total 50,023,230.98 282,144,546.99 274,390,567.32 57,777,210.65
(2) List of Short-term salary
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
1. Salary, bonus,
45,296,847.06 223,132,868.70 216,288,610.54 52,141,105.22
allowance, subsidy
2. Employee welfare 5,139,068.89 5,139,068.89
3. Social insurance 7,995,895.93 7,995,895.93
Including: 1. Medical
6,527,159.24 6,527,159.24
insurance premiums
Work-related injury
750,733.53 750,733.53
insurance
Maternity insurance 605,018.87 605,018.87
Other social insurance 112,984.29 112,984.29
4. Housing fund 1,470,812.19 8,844,851.22 9,191,085.51 1,124,577.90
5. Labor union budget
and employee education 2,626,780.93 6,524,127.91 5,484,672.31 3,666,236.53
budget
8. Non-currency benefits 2,900,696.91 2,900,696.91
Total 49,394,440.18 254,537,509.56 247,000,030.09 56,931,919.65
(3) List of drawing scheme
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
1. Basic pension benefits 18,775,047.96 18,775,047.96
2. Unemployment
1,368,799.12 1,368,799.12
insurance
3. Enterprise annuity
4,613,366.33 4,613,366.33
payment
Total 24,757,213.41 24,757,213.41
Other notes:
The demission welfare withdrawn by relieving the labor relationship was of RMB 2,849,824.02 and the unpaid
amount at the period-end was of RMB 845,291.00.
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38. Taxes payable
Unit: RMB Yuan
Item Closing balance Opening balance
VAT 189,027.64 169,814.58
Resource tax 6,955,522.44 6,467,191.84
Business tax 167,344,046.82 118,945,842.15
Corporate income tax 795,140.50 638,522.93
Personal income tax 496,438.65 460,533.83
Stamp duty -7,322.87 -8,763.57
Education surtax 215,734.70 201,566.29
Local education surtax 144,647.54 134,440.12
Land VAT 837,634,789.82 737,004,710.28
Property tax 980,366.67 981,324.08
Levee fee -602.94 5,177.08
Other 615,847.72 512,698.98
Total 1,015,363,636.69 865,513,058.59
Notes:
39. Interest payable
Unit: RMB Yuan
Item Closing balance Opening balance
Interests of long-term loans of installment
318,917.49 343,333.11
payments and maturing debt
Interest payable of short-term loan 243,962.23 591,235.10
Total 562,879.72 934,568.21
Particulars of significant overdue unpaid interest:
Unit: RMB Yuan
Entity Overdue amount Overdue reason
Total 0.00 --
Other notes:
40. Dividends payable
Unit: RMB Yuan
Item Closing balance Opening balance
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Other notes: including significant unpaid dividends payable over one year, the unpaid reason shall be disclosed:
41. Other accounts payable
(1) Other accounts payable listed by nature of the account
Unit: RMB Yuan
Item Closing balance Opening balance
Margin 29,119,954.26 35,384,015.61
Pretty cash borrowing 30,411,011.04 27,660,153.90
Accounts receivable of the related
33,704,263.95 47,637,606.50
companies
Accounts receivable of the non-related
17,797,595.30 13,285,334.63
companies
Total 111,032,824.55 123,967,110.64
(2) Other significant accounts payable with aging over one year
Unit: RMB Yuan
Item Closing balance Unpaid/ Un-carry-over reason
Come-and-go accounts without specific
Shenzhen Jifa Warehouse Co., Ltd. 26,296,665.14
amortization period
Guangzhou Lishifeng Automobile Co., Come-and-go accounts without specific
15,344,017.08
Ltd. amortization period
Shenzhen GUOMAO Petroleum Company Come-and-go accounts without specific
7,196,769.67
Limited amortization period
Tianan International Building Property Come-and-go accounts without specific
4,114,345.90
Management Company of Shenzhen amortization period
RAINBOW DEPARTMENT STORE CO.,
2,330,000.00 Margin within the leasing period
LTD
Total 55,281,797.79 --
Other notes:
42. Liabilities classified as holding for sale
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
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43. Non-current liabilities due within 1 year
Unit: RMB Yuan
Item Closing balance Opening balance
Long-term loans due within 1 year 5,000,000.00 64,316,666.64
Total 5,000,000.00 64,316,666.64
Other notes:
Non-current liabilities due within 1 year was decreased of 92.23% at the period-end which was due to the
payment of the bank borrowings.
44. Other current-liabilities
Unit: RMB Yuan
Item Closing balance Opening balance
Changes on short term bonds payable:
Unit: RMB Yuan
Overflow
The Withdraw Pay in
Name of Book Issue Opening discount Closing
Issue date Period current interest at current Other
the bond value amount balance amortizati period
issue par period
on
Other notes:
45. Long-term loan
(1) Category of long-term loan
Unit: RMB Yuan
Item Closing balance Opening balance
Pledge loan 5,000,000.00
Mortgage loan and guarantee loan 177,613,352.00 111,243,352.00
Total 177,613,352.00 116,243,352.00
Notes:
Other notes including interest rate range:
The interets rate of the long-term loan was between 6.15% to 7.07%. The long-term loan was increased of 52.79%
over the opening balance which was ude to the increase of the bank borrowings.
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46. Bonds payable
(1) Bonds payable
Unit: RMB Yuan
Item Closing balance Opening balance
(2) Changes on bonds payable (not including other financial instrument classified as preferred stock and
perpetual capital securities of financial liabilities)
Unit: RMB Yuan
Overflow
The Withdraw Pay in
Name of Book Issue Opening discount Closing
Issue date Period current interest at current Other
the bond value amount balance amortizati period
issue par period
on
(3) Note to conditions and time of share transfer of convertible bonds
(4) Note to other financial instrument classified as financial liabilities 明
Basic information of preferred stock, perpetual capital securities and other financial instruments outstanding issued at period-begin
Change list of preferred stock, perpetual capital securities and other financial instruments outstanding issued at period-begin
Unit: RMB Yuan
Financial Opening period increase decrease Closing period
instruments
outstanding Amount Book value Amount Book value Amount Book value Amount Book value
issued
Notes to the basis of other financial instrument classified as financial liabilities
Notes:
47. Long-term payable
(1) Long-term payable listed by nature of the account
Unit: RMB Yuan
Item Closing balance Opening balance
Other notes:
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48. Long term payroll payable
(1) List of long term payroll payable
Unit: RMB Yuan
Item Closing balance Opening balance
(2) Changes of defined benefit plans
Present worth of defined benefit plans obligation:
Unit: RMB Yuan
Item Reporting period Last period
Plan assets:
Unit: RMB Yuan
Item Reporting period Last period
Net liabilities (net assets) of defined benefit plans
Unit: RMB Yuan
Item Reporting period Last period
Notes to the influence of the content and related risk of defined benefit plans to the future cash flows, time and uncertainty of the
Company:
Notes to analysis results of major actuarial assumptions and sensibility of defined benefit plans
Other notes:
49. Special payable
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance Formation reasons
Other notes:
50. Accrued liabilities
Unit: RMB Yuan
Item Closing balance Opening balance Formation reasons
Other notes, including related important assumptions and estimates of accrued liabilities:
51. Deferred income
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance Formation reasons
Operating license 11,389,068.33 1,293,221.64 10,095,846.69 Leasing of the
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
plate rental income operating license
held to carry forward plate
GUOMAO
Leasing of the
petroleum rental
13,070,000.00 1,400,000.00 11,670,000.00 GUOMAO
income held to carry
petroleum company
forward
Total 24,459,068.33 2,693,221.64 21,765,846.69 --
Items involved in government subsidies:
Unit: RMB Yuan
Amount accrued
Amount of newly Related to the
Item Opening balance in non-business Other changes Closing balance
subsidy assets/ income
income
Total 0.00 0.00 --
Other notes:
52. Other non-current liabilities
Unit: RMB Yuan
Item Closing balance Opening balance
Utility specific fund 237,163.45 237,163.45
Housing principle fund 13,764,771.61 12,840,943.08
House warming deposit 7,784,938.18 7,687,512.66
Electric Equipment Maintenance fund 4,019,415.44 4,019,415.44
Deputed Maintenance fund 26,667,849.33 28,583,685.95
Taxi Deposit 41,042,500.00 40,798,500.00
Equity of stripping the assets 19,771,409.10 21,289,629.66
Other 1,418,615.65 1,915,703.83
Total 114,706,662.76 117,372,554.07
Other notes:
53. Share capital
Unit: RMB Yuan
Increase/decrease (+/-)
Opening Closing
Newly issue Capitalization
balance Bonus shares Other Subtotal balance
share of public
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reserves
The sum of
595,979,092.00 595,979,092.00
shares
Other notes:
54. Other equity instruments
(1) Basic information of preferred stock, perpetual capital securities and other financial instruments
outstanding issued at period-begin
(2) Change list of preferred stock, perpetual capital securities and other financial instruments outstanding
issued at period-begin
Unit: RMB Yuan
Financial Opening period Increase Decrease Closing period
instruments
outstanding Amount Book value Amount Book value Amount Book value Amount Book value
issued
Changes, reason of change and basis of relevant accounting treatment of other equity instruments in reporting period:
Notes:
55. Capital reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Capital premium 38,450,087.51 38,450,087.51
Other capital reserves 81,636,558.92 135,112.50 81,501,446.42
Total 120,086,646.43 135,112.50 119,951,533.93
Other notes, including changes and reason of change:
The decrease of the capital reserve was due to Hainan Xinda quitted the combination.
56. Treasury stock
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Other notes, including changes and reason of change:
57. Other comprehensive income
Unit: RMB Yuan
Item Opening Reporting period Closing
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
balance Less: Amount balance
transferred
into profit and
loss in the
Amount After-tax After-tax
current period Less:
incurred attribute to attribute to
that income tax
before the parent minority
recognized expense
income tax company shareholder
into other
comprehensive
income in
prior period
II. Other comprehensive income be
3,350,199.9 3,092,574.9 -4,006,14
re-classified into gains and losses -7,098,716.51 257,625.00
8 8 1.53
afterwards
Changes in fair value recognized i
3,190,800.4 2,933,175.4 2,933,175
n gains and losses of the available 257,625.00
5 5 .45
-for-sale financial assets
Converted difference of the foreign -6,939,31
-7,098,716.51 159,399.53 159,399.53
currency financial statement 6.98
3,350,199.9 3,092,574.9 -4,006,14
Total of other comprehensive income -7,098,716.51 257,625.00
8 8 1.53
Other notes, including the adjustment of the recognition of initial amount of effective part of the cash flow hedging gains and losses
transfer into arbitraged items:
58. Special reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Other notes, including changes and reason of change:
59. Surplus reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Statutory surplus
121,542,385.81 15,048,847.03 136,591,232.84
reserves
Total 121,542,385.81 15,048,847.03 136,591,232.84
Other note, including changes and reason of change:
The increase of the surplus reserves of the reporting period was due to the 10% withdrawal of the net profits of the parent company.
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60. Retained profits
Unit: RMB Yuan
Item Amount Withdrawal or distributed proportion
Opening balance of retained profits before
972,271,884.95 746,091,174.80
adjustments
Adjustments of opening balance of retained profits
-56,000,000.00
(“+” means add, “-” means reduce)
Opening balance of retained profits after
972,271,884.95 690,091,174.80
adjustments
Add: Net profit attributable to owners of the
417,498,679.91 300,840,563.81
Company
Less: Closing retained profits 15,048,847.03 18,659,853.66
Common shares dividends payable 148,994,773.00
Closing retained profits 1,225,726,944.83 972,271,884.95
1) RMB 0.00 of opening retained profits was affected by retrospective adjustment conducted according to the Accounting Standards
for Business Enterprises and relevant new regulations.
2) RMB 0.00 of opening retained profits was affected by changes on accounting policies.
3) RMB 0.00 of opening retained profits was affected by correction of significant accounting errors.
4) RMB -56,000,000.00 opening retained profits was affected by changes in combination scope arising from same control.
5) RMB 0.00 of opening retained profits was affected totally by other adjustments.
61. Revenue and Cost of Sales
Unit: RMB Yuan
2014 2013
Item
Revenue Cost Revenue Cost
Main operation 1,209,444,885.89 497,649,218.57 1,583,396,854.45 738,087,591.04
Other operation 59,006,565.97 22,835,907.63 35,830,373.15 6,759,864.72
Total 1,268,451,451.86 520,485,126.20 1,619,227,227.60 744,847,455.76
62. Business tax and surcharges
Unit: RMB Yuan
Item 2014 2013
Business tax 61,698,267.20 79,013,757.74
Urban maintenance and construction tax 4,460,442.38 5,669,510.66
Education surtax 1,916,647.22 2,428,102.47
Local education surtax 1,276,948.72 1,561,694.16
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Levee fee 61,792.70 201,640.94
Property tax 2,844,379.45 2,813,529.37
Land VAT 204,157,447.55 220,444,005.84
Other taxes 641,378.67 640,965.93
Total 277,057,303.89 312,773,207.11
Other notes:
63. Sales expenses
Unit: RMB Yuan
Item 2014 2013
Employee’s remuneration 3,488,625.76 4,821,154.30
Office expenses of operating institutions 4,351,269.72 7,651,100.56
Sales agency fee, advertising expense and
17,904,918.45 25,890,176.93
general publicity expense
Other 573,266.98 1,857,323.41
Total 26,318,080.91 40,219,755.20
Other notes:
The sales expenses decreased of 34.56% over the last period which mainly due to the reduce of the sales staff
salary and the advertising expenditure.
64. Administrative expenses
Unit: RMB Yuan
Item 2014 2013
Employee’s remuneration 63,705,186.43 64,369,961.54
Administrative office cost 23,747,798.96 27,650,387.41
Assets amortization and depreciation
5,771,598.27 5,746,139.38
expense
Litigation costs 407,187.00 715,795.60
Taxes 1,139,291.88 989,554.57
Other 9,144,870.26 10,190,641.40
Total 103,915,932.80 109,662,479.90
Other notes:
65. Financial expenses
Unit: RMB Yuan
164
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Item 2014 2013
Interest expenses 494,767.88
Less: Interest income 14,179,022.79 7,170,721.72
Net losses of exchange -107,869.08 55,533.95
Other 1,094,333.49 780,486.08
Total -12,697,790.50 -6,334,701.69
Other notes:
The amount of the financial expenses of the period changed over the last period was mainly due to the increase of
the agreement deposit and the 7-dayes notice deposit.
66. Asset impairment loss
Unit: RMB Yuan
Item 2014 2013
I. Bad debt loss -936,571.89 -315,695.74
II. Inventory falling price loss -5,813,259.28 -46,760.09
Total -6,749,831.17 -362,455.83
Other notes:
The amount of the assets impairment losses decreased over the last period was mainly due to the reverse of the
inventory falling price provison of the Phase II Fuchang.
67. Gains on the changes in the fair value
Unit: RMB Yuan
Source 2014 2013
Other notes:
68. Investment income
Unit: RMB Yuan
Item 2014 2013
Long-term equity investment income measure
-352,555.03 5,164,781.52
by equity method
Investment income from the disposal of
207,432,184.22
long-term equity investment
Gains of the quit of the combination entity 7,545,255.06
Total 214,624,884.25 5,164,781.52
Other notes:
The amount of the investement income increase of 4,055.55% over the last period was mainly due to the large
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renevues required from the transfer of Shenzhen GUOMAO Tian’an Properties Co., Ltd.
69. Non-operating gains
Unit: RMB Yuan
Recorded in the amount of the
Item 2014 2013
non-recurring gains and losses
Total gains from disposal of
1,905,888.27 161,188.19 1,905,888.27
non-current assets
Including: Gains from disposal
1,905,888.27 161,188.19 1,905,888.27
of fixed assets
Government grants 4,500.00 4,500.00
Confiscated income 2,705,567.24 655,718.14 2,705,567.24
Other 478,078.46 1,628,371.43 478,078.46
Total 5,094,033.97 2,445,277.76 5,094,033.97
Government subsidies recorded into current profits and losses
Unit: RMB Yuan
Item 2014 2013 Related to the assets/ income
Graduate employment
4,500.00 0.00 Related to the revenue
apprentice subsidies
Total 4,500.00 0.00 --
Other notes:
The non-operating revenue was increased of 108.32% over the last period was mainly due to the carried-forward
and the confiscated deposit from lease and the dispose of the property.
70. Non-operating expenses
Unit: RMB Yuan
The amount included in the
Item 2014 2013 current non-recurring gains and
losses
Loss on disposal of non-current
93,576.27 88,561.24 94,830.93
assets
Including: Loss on disposal of
93,576.27 88,561.24 93,576.27
fixed assets
Taxes overdue payment fines
25,116,322.54 319,338.64 25,116,322.54
and other fines
Other 866,685.56 2,689,172.12 866,685.56
Total 26,076,584.37 3,097,072.00 26,076,584.37
Notes: non-operating expenses increased 74.98% compared to that in last year, mainly because paying the idle land of Fuchang Phase
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II.
71. Income tax expense
(1) Lists of income tax expense
Unit: RMB Yuan
Item 2014 2013
Current income tax expense 161,226,485.47 121,917,764.86
Deferred income tax expense -24,960,201.80 176,145.76
Total 136,266,283.67 122,093,910.62
(2) Adjustment process of accounting profit and income tax expense
Unit: RMB Yuan
Item 2014
Total profits 553,764,963.58
Current income tax expense accounted by tax and relevant
138,441,240.90
regulations
Influence of different tax rate suitable to subsidiary -36,571.60
Influence of income tax before adjustment 1,543,707.95
Influence of non taxable income 88,138.76
Influence of not deductable costs, expenses and losses 5,717,047.50
Influence of deductable losses of deferred income tax assets
-10,499,349.15
derecognized used in previous period
Influence of deductible temporary difference or deductible losses
1,012,069.32
of deferred income tax assets derecognized in reporting period.
Influence of plus deducting costs 136,266,283.67
Notes:
72. Other comprehensive income
Refer to the note 57.
73. Supplementary information to cash flow statement
(1) Other cash received relevant to operating activities
Unit: RMB Yuan
167
2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Item 2014 2013
Large current funds received 6,749,857.14 14,000,000.00
Interest income 14,179,022.79 7,327,583.63
Net margins, security deposit and various
4,931,895.90 5,019,428.30
special funds received
Other small receivables 1,641,006.85 2,781,586.49
Total 27,501,782.68 29,128,598.42
Notes:
(2) Other cash paid relevant to operating activities
Unit: RMB Yuan
Item 2014 2013
Paying administration expenses in cash 33,060,657.02 31,355,053.79
Paying sales expenses in cash 22,770,689.39 37,118,203.52
Collecting and paying net current account
13,414,160.10
of Hainan Yirun Real Estate Co., Ltd.
Large current funds paid 20,401,287.75 5,987,385.57
Other small receivables 8,620,313.90 2,258,809.44
Total 84,852,948.06 90,133,612.42
Notes:
(3) Other cash received relevant to investment activity
Unit: RMB Yuan
Item 2014 2013
Notes:
(4) Other cash paid relevant to investment activity
Unit: RMB Yuan
Item 2014 2013
Of which: cash balance of Hainan
266,715.68
Company drop out the combination
Total 266,715.68
Notes:
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(5) Other cash received relevant to financing activities
Unit: RMB Yuan
Item 2014 2013
Notes:
(6) Other cash paid relevant to financing activities
Unit: RMB Yuan
Item 2014 2013
Handling charges of significant loans 1,677,492.00
Total 1,677,492.00
Notes:
74. Supplementary information to cash flow statement
(1) Information of net profit to net cash flows generated from operating activities
Unit: RMB Yuan
Item 2014 2013
1. Reconciliation of net profit to net cash
-- --
flows generated from operations：
Net profit 417,498,679.91 300,840,563.81
Add: Provision for assets impairments -6,749,831.17 -362,455.83
Depreciation of fixed assets, oil-gas assets
33,701,124.55 33,540,247.39
and productive biological assets
Amortization of intangible assets 7,152,503.04 7,153,063.04
Amortization of long-term deferred expense 528,330.96 548,620.41
Losses/gains on disposal of property,
intangible asset and other long-term assets -1,812,312.00 -72,626.95
(gains: negative)
Financial cost (income: negative) 494,767.88 260,000.00
Investment loss (gains: negative) -214,624,884.25 -5,164,781.52
Decrease in deferred tax assets (increase:
-24,960,201.80 2,915,235.70
negative)
Increase in deferred tax liabilities
-2,739,089.94
(decrease: negative)
Decrease in inventory (increase: negative) -220,800,911.09 220,504,457.29
Decrease in accounts receivable from 18,742,572.67 25,325,668.39
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
operating activities (increase: negative)
Increase in accounts payable from
-23,796,895.78 -472,324,571.69
operating activities (decrease: negative)
Net cash flows generated from operating
-14,627,057.08 110,424,330.10
activities
2. Significant investing and financing
activities without involvement of cash -- --
receipts and payments
3. Change of cash and cash equivalent: -- --
Closing balance of Cash 808,963,376.68 977,171,814.20
Less: opening balance of cash 977,171,814.20 797,724,311.37
The net increase in cash and cash equivalents -168,208,437.52 179,447,502.83
(2) Net Cash paid of obtaining the subsidiary
Unit: RMB Yuan
Amount
Cash and cash equivalences paid for enterprise combination in
0.00
reporting period
Of which: --
Less: Cash and cash equivalences held by subsidiary on purchase
0.00
date
Of which: --
Add: Cash and cash equivalences paid in reporting period for
0.00
enterprise combination in pervious period
Of which: --
Net cash paid for obtaining subsidiary 0.00
Notes:
(3) Net Cash receive of disposal of the subsidiary
Unit: RMB Yuan
Amount
Cash and cash equivalences received from disposal of subsidiary in
0.00
reporting period
Of which: --
Less: Cash and cash equivalences held by subsidiary on the date of
0.00
losing control
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Of which: --
Add: Cash and cash equivalences received in reporting period from
0.00
disposal of subsidiary in previous period.
Of which: --
Net cash received from disposal of subsidiary 0.00
Notes:
(4) Cash and cash equivalents
Unit: RMB Yuan
Item Closing balance Opening balance
I. Cash 808,963,376.68 977,171,814.20
Including: Cash on hand 199,841.15 263,857.71
Bank deposit on demand 806,458,046.62 974,606,475.15
Other monetary funds on demand 2,305,488.91 2,301,481.34
III. Closing balance of cash and cash
808,963,376.68 977,171,814.20
equivalents
Notes:
75. Note of statement of changes in the owner's equity
Explain "other" project name and adjustment amount of the adjustment of closing balance in previous year, etc.:
Other listed in last reporting period was “discount balance of foreign currency conducted retroactive retreatment to other
comprehensive income according to requirement in reporting period.
76. The assets with the ownership or use right restricted
Unit: RMB Yuan
Item Closing book value Restricted reason
Monetary capital 494,578,723.75 Note 1, note 5
Fix assets 2,499,747.35 Note 1, note 4
Intangible assets 34,064,501.25 Note 2, note 3
Investing real estate 2,359,323.97 Note 1,
Total 533,502,296.32 --
Notes:
1. The Company’s subsidiary Dongguan Guomao Changsheng Real Estate Development Co., Ltd. borrowed 440
million from Bank of Communications Co., Ltd. Dongguan Branch, by mortgaging the use right of area of
66,881.10 square meters (DFGY (2010) NO. T316). RMB 61.2434 million had been received the closing balance
stood at RMB 61.2434 million. The Company provided joint liability guarantee and mortgaged its 101-104, 2/F,
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5/F in Block A and 1-02 and 1-03 room in Block B as a total of 8 sets of real estate of Shenzhen International
Trade Center Plaza located at Renmin South Road, Luohu District, Shenzhen
2. Shenzhen ITC Vehicles Industry Co., Ltd. provided a joint-liability guarantee for a short-term loan of RMB 40
million from Industrial Bank Shenzhen Branch by mortgaging 7and 93 taxi operating license plates respectively
owned by Shenzhen ITC Car Rental Co., Ltd. and Shenzhen ITC Vehicles Industry Co., Ltd. which are
subsidiaries of the Company, and the closing balance stood at RMB 20 million.
3. Shenzhen ITC Vehicles Industry Co., Ltd., a subsidiary to the Company, obtained a long-term loan of RMB 26
million from PingAn Bank Co., Ltd. Shenzhen Branch by mortgaging 100 taxi operating license plates of
Shenzhen Guomao Car Rental Co., Ltd., and the closing balance stood at RMB 5million of which RMB 5million
will be due within one year.
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, 42/F and 2-07 room in Block B of Shenzhen
International Trade Center Plaza located at Renmin South Road, Luohu District, Shenzhen, and the closing
balance stood at RMB 10 million.
5. The Company obtained a long-term loan of RMB 450 million from Bank of Beijing Co., Ltd. Shenzhen Branch
by mortgaging its land use right of the intersection of Moon Bay Avenue and Star Ocean Avenue of Nanshan
District, Shenzhen (SFZZ No. 4000503246) and guaranteed by Huangcheng Real Estate Co., Ltd. The closing
balance stood at RMB 16.37 million.
77. Foreign currency monetary items
(1) Foreign currency monetary items
Unit: RMB Yuan
Closing foreign currency Closing convert to RMB
Item Exchange rate
balance balance
Monetary capital -- -- 47,201,541.68
USD 59,832,097.45 0.7889 47,201,541.68
Other account receivable 119,463.13
Of which: HKD 151,430.00 0.7889 119,463.13
Account receivable 44,178.40
Of which: HKD 56,000.00 0.7889 44,178.40
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(2) Note to oversea entities including: for significant oversea entities, shall disclose main operating place,
recording currency and selection basis, if there are changes into recording currency, shall also disclose the
reason.
√applicable □inapplicable
Item Main operating place Recording Basis for selection
currency
Shum Yip Properties Development HK HKD Located in HK,settlede by HKD
Co., Ltd. and its subsidiary
78. Arbitrage
According to arbitrage category to disclose arbitrage item, relevant arbitrage tools and been arbitraged risk qualitative and
quantitative information:
Inapplicable
79. Other
Inapplicable
VIII. Changes of merge scope
1. Business merger not under same control
(1) Business merger not under same control in reporting period
Unit: RMB Yuan
Income of Net profits of
Time and
Cost of Way to gain Recognition acquiree acquiree
Name of place of Proportion of
gaining the the stock Purchase date basis of during the during the
acquiree gaining the stock rights
stock rights rights purchase date purchase date purchase date
stock rights
to period-end to period-end
Notes:
Inapplicable
(2) Combined cost and goodwill
Inapplicable
Note to recognition method of fair value of combine cost, contingent consideration and its changes:
Inapplicable
Main reason of large amount goodwill formed:
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Inapplicable
Other notes:
Inapplicable
(3) The identifiable assets and liabilities of acquiree at purchase date
Inapplicable
The recognition method of the fair value of identifiable assets and liabilities
Inapplicable
Contingent liability of acquiree undertaken by business merger
Inapplicable
Other notes:
Inapplicable
(4) The profit or loss from equity held by the date before acquisition in accordance with the fair value
measured again
Whether there is a transaction that through multiple transaction step by step to realize enterprises merger and gaining the control
during the reporting period
□ Yes √ No
(5) Note to merger could not be determined reasonable consideration or Identifiable assets, Fair value of
liabilities of the acquiree at acquisition date or closing period of the merge
Inapplicable
(6) Other notes:
2. Business combination under the same control
(1) Business combination under the same control during the reporting period
Unit: RMB Yuan
Income from Net profits
the from the
Recognition Income Net profits
period-begin reporting
Combined Proportion of Combination basis of during the during the
Basis to the period to the
party the profits date combination period of period of
combination combination
date comparison comparison
date of the date of the
combination combination
Notes:
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) Combination cost
Note to contingent consideration or other changes:
Other notes:
(3) The book value of the assets and liabilities of the combined party at combining date
Inapplicable
Contingent liabilities of the combined party undertaken in combination
Inapplicable
Other notes:
Inapplicable
3. Counter purchase
Basic information of trading, the basis of transactions constitute counter purchase, the retain assets , liabilities of the listed companies
whether constituted a business and its basis, the determination of the combination costs, the amount and calculation of adjusted rights
and interests in accordance with the equity transaction process.
Inapplicable
4. The disposal of subsidiary
Whether there is a single disposal of the investment to subsidiary and lost control
□ Yes √ No
Whether there are multiple transactions step by step dispose the investment to subsidiary and lost control in reporting period
□ Yes √ No
5. Other reasons for the changes in combination scope
Note to reasons for the changes in combination scope (Newly established subsidiary and subsidiary of liquidation) and relevant
information:
Main body of liquidation
Name Time of not included in combination scope
Hainan Xinda Development Co., Ltd 30 Jun. 2014
On 25 Nov. 2011, the proposal on initiating bankruptcy liquidation of Hainan Xinda Development Corporation (“Hainan
Corporation”) was reviewed and approved on the 4th Session of the 7th Board of Directors. On 27 Feb. 2014, Hainan Haikou
Intermediate People’s Court issued , deciding to accept the bankruptcy liquidation
application of Hainan Corporation. On 16 Jun. 2014, Hainan Haikou Intermediate People’s Court issued Haikou Intermediate People’s Court designated Hainan Weite Law Firm as the bankruptcy administrator of
Hainan Corporation. In Jun. 2014, the bankruptcy administrator began to take over Hainan Corporation and took charge of the
bankruptcy liquidation of Hainan Corporation. Since that, the control of the Company over Hainan Corporation ceased. And the
Company became the president of the creditors’ meeting of Hainan Corporation. And the first creditors’ meeting would be held in
Haikou Intermediate People’s Court on 23 Dec. 2014.
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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 estimated liquidation value was
zero according to the book value of enterprise assets in the end of Jun. 2014. As of the reporting date, there was
still no liquation result, the book value of long term equity investment RMB 20,000,000.00 and turnover amount
receivable RMB 49,437,140.28 had withdrawn bad debt provision in previous years. The assets group to be
distributed to the owner held in the end of reporting period was listed in other current assets.
6. Other
Inapplicable
IX. Equity in other entities
1. Equity in subsidiary
(1) The structure of the enterprise group
Name of the Main operating Registration Nature of Proportion of shareholding
Way of gaining
subsidiary place place business Directly Indirectly
Shenzhen
Property
Huangcheng Real Shenzhen Shenzhen 95.00% 5.00% Set-up
development
Estate Co., Ltd.
SZPRD Real
Estate Property
Shenzhen Shenzhen 95.00% 5.00% Set-up
Development Co., development
Ltd.
PRD Group
Xuzhou Dapeng
Property
Real Estate Xuzhou Xuzhou 100.00% Set-up
development
Development
Co.,Ltd.
Dongguan
Guomao
Changsheng Real Property
Dongguan Dongguan 100.00% Set-up
Estate development
Development Co.,
Ltd.
PRD Yangzhou
Real Estate Property
Yangzhou Yangzhou 100.00% Set-up
Development Co., development
Ltd.
Shenzhen Shenzhen Shenzhen Property 100.00% Set-up
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GUOMAO management
Property
Management Co.,
Ltd.
Shenzhen
Huangcheng Real
Property
Estate Shenzhen Shenzhen 100.00% Set-up
management
Management Co.,
Ltd.
Shandong
Shenzhen
GUOMAO Property
Jinan Jinan 100.00% Set-up
Property management
Management Co.,
Ltd.
Chongqing
Shenzhen
GUOMAO Property
Chongqing Chongqing 100.00% Set-up
Property management
Management Co.,
Ltd.
Chongqing Ao’bo
Chongqing Chongqing Service 100.00% Set-up
Elevator Co., Ltd.
Shenzhen
Tianque Elevator
Shenzhen Shenzhen Service 100.00% Set-up
Technology Co.,
Ltd.
Shenzhen
GUOMAO
Property
Management Shenzhen Shenzhen Service 100.00% Set-up
Engineering
Equipment Co.,
Ltd.
Shenzhen
GUOMAO Food Shenzhen Shenzhen Catering service 80.00% 20.00% Set-up
Co., Ltd.
Shenzhen
Property
Project
Construction Shenzhen Shenzhen 100.00% Set-up
supervision
Supervision Co.,
Ltd.
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Shenzhen Real
Shenzhen Shenzhen Service 100.00% Set-up
Estate Exchange
Shenzhen
GUOMAO
Shenzhen Shenzhen Service 90.00% 10.00% Set-up
Vehicles Industry
Co., Ltd.
Shenzhen
GUOMAO Motor Shenzhen Shenzhen Service 100.00% Set-up
Rent Co., Ltd.
Shenzhen Tesu
Vehicle Driver
Shenzhen Shenzhen Service 100.00% Set-up
Training Center
Co., Ltd.
Shenzhen
International Shenzhen Shenzhen Trading 95.00% 5.00% Set-up
Trade Plaza
Sichuan Tianhe
Chengdu Chengdu Trading 100.00% Set-up
Industry Co., Ltd
Zhanjiang
Shenzhen Real
Property
Estate Zhanjiang Zhanjiang 100.00% Set-up
development
Development Co.,
Ltd.
Business
Shenzhen
combination not
Shenxin Taxi Co., Shenzhen Shenzhen Service 100.00%
under same
Ltd.
control
Shum Yip
Properties Property
HongKong HongKong 100.00% Set-up
Development Co., development
Ltd.
Wayhang
Property
Development Co., HongKong HongKong 100.00% Set-up
development
Ltd.
Chief Link
Property
Properties Co., HongKong HongKong 70.00% Set-up
development
Ltd.
Syndis Business
Investment Co., Property combination not
HongKong HongKong 100.00%
Ltd. development under same
control
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Notes: holding proportion in subsidiary different from voting proportion:
Basis of holding half or less voting rights but still been controlled investee and holding more than half of the voting rights not been
controlled investee:
Significant structure entities and controlling basis in the scope of combination:
The Company and controlling shareholders in Shenzhen Investment Holdings Co., Ltd. (hereinafter referred to as
“SIH”) entered into Asset Replacement Agreement in Sep. 2010, agreeing that the Company replaces Moon Bay
T102-0237 land and 100% equity of Shenzhen Shenxin Taxi Co., Ltd. (hereinafter referred to as “SX Company”)
possessed by SIH with parts of house property owned by the Company and wholly-owned subsidiary Shenzhen
Huangcheng Real Estate Co., Ltd. In order to optimize structure of replaced asset, SIH agrees that assets and
liabilities which are not suitable to be included into the listed company such as non-market commodity house and
non-performing loans and debts owned by SX Company and shown in No. [2010] 103 file of SIH (hereinafter
referred to as “Divestiture Assets of SX Company” or “Divestiture Assets”) will not be incorporated into scope of
replacement and will be divested. In principle, Divestiture Assets shall handle procedures of registration of
transfer and transfer of credit and debt.
SIH, Shenzhen Foreign Economy & Trade Investment Co., Ltd. (hereinafter referred to as FET Company”) and
SX Company signed Contract on Transfer of Divestiture Assets in Jun. 2012. According to agreement of the
Contract, SIH requires SX Company to transfer Divestiture Assets to FET Company for management.
Since there are legal impediments in partial transfer of Divestiture Assets, FET Company and SX Company
concluded and signed Contract on Entrusted Management of Divestiture Assets and Liabilities, promising that
FET Company has entrusted SX Company to liquidate, manage and dispose of Divestiture Assets. The entrusted
period ends on Dec. 31, 2014. SX Company paid for FET Company with 313,000 Yuan income obtained from
assets operation from Jun. 1, 2012 to Dec. 31, 2012. Since then SX Company will pay 626,000 Yuan to FET
Company each year and the remaining incomes gained from assets operation will be possessed by SX Company.
Balance of Divestiture Assets as of December 31, 2014 in consolidated statements is as follows:
Item Amount Item Amount
Other receivables 50.00 Other payables 683,578.08
Investing real estate 9,737,338.93 Other non-current liabilities 19,771,409.10
Fixed assets 10,353,518.35
Long-term unamortized expenses 364,079.90
Total assets 20,454,987.18 Total liabilities and owners’ 20,454,987.18
equity
Notes: other non-current liabilities shall belong to equity of SIH Divestiture Assets.
Through the above Contract on Entrusted Management of Divestiture Assets and Liabilities, the Company has
actually controlled SX Company’s Divestiture Assets which become a business entity with control rights by
entrusted business mode.
Basis of determine whether the Company is the agent or the principal:
N/A
Other notes:
As of the end of reporting period, the balance of minority shareholders was RMB 862,087.06; there was no
significant non-wholly owned subsidiary in the Company.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) Significant not wholly owned subsidiary
Unit: RMB Yuan
Shareholding The profits and losses Declaring dividends Balance of minority
Name proportion of minority arbitrate to the minority distribute to minority shareholder at closing
shareholder shareholders shareholder period
Holding proportion of minority shareholder in subsidiary different from voting proportion:
N/A
Other notes:
N/A
(3) The main financial information of significant not wholly owned subsidiary
Unit: RMB Yuan
Closing balance Opening balance
Non-curr Non-curr Non-curr Non-curr
Name Current Total Current Total current Total Current Total
ent ent ent ent
assets assets liabilities liability assets assets liabilities liability
assets liability assets liability
Unit: RMB Yuan
2014 2013
Total Total
Name Operation Operating Operation Operating
Net profit comprehensi Net profit comprehensi
revenue cash flow revenue cash flow
ve income ve income
Other notes:
N/A
Other notes:
(4) Significant restrictions of using enterprise group assets and pay off enterprise group debt
N/A
(5) Provide financial support or other support for structure entities incorporate into the scope of
consolidated financial statements
Other notes:
N/A
2. The transaction of the Company with its owner’s equity share changed but still controlling the subsidiary
(1) Note to owner’s equity share changed in subsidiary
N/A
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(2) The transaction’s influence to equity of minority shareholders and attributable to the owner's equity of
the parent company
Other notes:
N/A
3. Equity in joint venture arrangement or associated enterprise
(1) Significant joint venture arrangement or associated enterprise
Proportion Accounting
treatment of the
Main operating Registration investment of
Name Business nature
place place Directly Indirectly joint venture or
associated
enterprise
Shenzhen Jifa
Warehouse Co., Shenzhen Shenzhen Warehouse serve 50.00% Equity method
Ltd
Shenzhen Tian’an
International
Property
Building Property Shenzhen Shenzhen 50.00% Equity method
management
Management Co.,
Ltd
Notes to holding proportion of joint venture or associated enterprise different from voting proportion:
The Company’s long term equity investment had withdrawn bad debt provision for the associate enterprise of
Shenzhen Wufang Pottery & Porcelain Industrial Co., Ltd., Shenzhen GUOMAO Industrial Development Co.,
Ltd. and Anhui Nanpeng Papermaking Co., Ltd. Now the aforesaid companies’s financial statement can not be
obtained, thus, the Company believed that they were insignificant associate enterprises.
Basis of holding less than 20% of the voting rights but has a significant impact or holding 20% or more voting rights but does not
have a significant impact:
N/A
(2) Main financial information of significant joint venture
Item Shenzhen Tian’an International Shenzhen Jifa Warehouse Co., Ltd
Building Property Management Co.,
Ltd
Closing amount Opening amount Closing amount Opening amount
Current assets 35,704,923.71 33,371,485.81 2,060,981.97 1,784,653.59
Of which: cash and cash equivalance 26,199,623.71 12,771,163.51 1,790,481.86 1,523,889.59
Non-currrent assets 115,690.14 116,778.35 60,575,943.01 58,997,944.23
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Total assets 35,820,613.85 33,488,264.16 62,636,924.98 60,782,597.82
Current liabilities 13,314,464.45 12,046,073.60 2,875,168.22 2,694,442.79
Non-current liabilities 16,490,027.37 16,486,291.91
Total liabilities 29,804,491.82 28,532,365.51 2,875,168.22 2,694,442.79
Nminority shareholders equity
equity attributable to owners of parenet company 6,016,122.03 4,955,898.65 59,761,756.76 58,088,155.03
Portion of net assets caculated according to 3,008,005.30 2,477,949.33 29,880,878.38 29,044,077.52
porportion of shareholdings
Book value of equity investment to joint venture 3,008,005.30 2,477,949.33 29,880,878.38 29,044,077.52
Fair value of equity investment of public offer
Operating revenue 18,118,056.52 15,639,051.18 6,934,396.44 7,049,153.14
Financial cost -80,034.42 -58,479.60 -1,803.80 -314.96
Of which: interest income -70,347.67 -33,997.66
Income tax 357,987.23 241,314.62 563,714.04 589,108.75
Net profits 664,822.60 1,673,601.73 1,752,013.07
1,060,223.38
Total comprehensive income 1,060,223.38 664,822.60 1,673,601.73 1,752,013.07
Dividends received from joint venture in reporting
period
Other notes
(3) Main financial information of significant associated enterprise
The Company’s long term equity investment had withdrawn bad debt provision for the associate enterprise of
Shenzhen Wufang Pottery & Porcelain Industrial Co., Ltd., Shenzhen GUOMAO Industrial Development Co.,
Ltd. and Anhui Nanpeng Papermaking Co., Ltd. Now the aforesaid companies’s financial statement can not be
obtained, thus, the Company believed that they were insignificant associate enterprises.
Other notes
(4) Summary financial information of insignificant joint venture or associated enterprise
Unit: RMB Yuan
Closing balance/ 2014 Opening balance /2013
Joint venture: -- --
The total of following items according to the
-- --
shareholding proportions
Associated enterprise: -- --
The total of following items according to the
-- --
shareholding proportions
Other notes
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(5) Note to the significant restrictions of the ability of joint venture or associated enterprise transfer funds
to the Company
N/A
(6) The excess loss of joint venture or associated enterprise
Unit: RMB Yuan
The cumulative recognized The derecognized losses or the The noncumulative
Name losses in previous share of net profit in reporting unrecognized losses in reporting
accumulatively derecognized period period
Other notes
(7) The unrecognized commitment related to joint venture investment
N/A
(8) Contingent liabilities related to joint venture or associated enterprise investment
N/A
4. Significant common operation
Main operating Registration Proportion /share portion
Name Business nature
place place Directly Indirectly
Note to holding proportion or share portion in common operation different from voting proportion:
Basis of common operation as a single entity, classify as common operation
Other notes:
5. Equity of structure entity not including in the scope of consolidated financial statements
Related notes to structure entity not including in the scope of consolidated financial statements
6. Other
X. The risk related financial instruments
The financial instruments of the Group include: monetary fund, the available for sale financial assets, loan,
accounts receivable and notes receivable, accounts payable and notes payable, etc, for details, see disclosure in
each note.
1. Credit risk
Credit risk, was referred to the risk of losses of other party of financial instruments due to
One party can not perform its obligations.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
The Group manages the credit risk according to the combination of credit risk classification the credit risk mainly
occurred in bank deposit, account receivable and other account receivables. The source of credit risk of financial
assets was the default of the other party. The biggest risk exposure was equivalent to book value of the
instruments.
The Group's working capital was in bank with higher credit rating, so there was no significant credit risk, nor
significant losses due to the default of other entity.
There were lots of account receivables withdrawn individually in the Group and had withdrawn bad debt
provision, which fully reveal the existence of credit risk. Amount of balance of account receivables was RMB
28.9333 million except the aforesaid had withdrawn bad debt provision, mainly was the account receivable of
property management, of which was account receivable RMB 10.0807 million of Huawei Technologies Co., Ltd.
was the total property management costs of several serve district of Huawei Technology Center. Other client
receivables were widely dispersed owners and tenants.the Group conducted continuous supervisor to the account
receivables to ensure the Group not facing significant bad debt risk.
For the quantized data of credit risk exposure incurred by account receivables and other account receivables, see 2,
Note (VII) and 4, Note (VII).
2. Liquidity risk
Liquidity risk was referred to the risk of shortage of funds incurred when the enterprise perform the obligation
of settlement by cash or other financial assets.
The subsidiary of the Group monitor the cash flow and the need of itselves, the headquarters of the finance
department combine the cash flow of each subsidiary, continue to monitor the short term or long term capital
needs to ensure maintain plenty of cash flow. Besides, according to the actual capital need of the Group, provided
commitment of adequate emergency capital to meet the short term and long term capital need.
The analysis of maturity term made by the Group’s financial liabilities in line with non discount cash flow of the
contracts:
(1) The Group’s current liabilities including short-term loans payable, accounts payable, interest payable, other
payables and non-current liabilities due within one year are expected paid within 1 year.
(2)The analysis of maturity term made by the Group’s financial liabilities in line with non discount cash flow of
the contracts:
Item Closing balance ( RMB ten thousand yuan)
Within 1 year 1-3years 3-5 Over 5 years Total
(including 1 (including 3 years(including
year) years) 5 years)
Long term 1,194.27 17,979.91 19,174.19
loan( interest
included)
Item Opening balance ( RMB ten thousand yuan)
Within 1 year 1-3years 3-5 Over 5 years Total
(including 1 (including 3 years(including 5
year) years) years)
Long term 840.88 12,139.22 12,980.10
loan( interest
included)
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
3. Market risk
Market risk is referred to the fair value and future cash flow of financial instruments change due to the change of
market price, including exchange rate risk, interest rate risk and other price risk.
(1) Exchange rate risk
Exchange rate risk is referred to the fair value and future cash flow of financial instruments change due to the
change of foreign exchange rate.
Sensitive analysis of foreign exchange risk was as followed.
Reflecting under the hypothesis of other variables constant, listed the reasonable and possible change of foreign
exchange, due to the fair value of the monetary assets and monetary liabilities changes will impact on net income
and shareholders' equity
Item 2014 2013
Influence to the Influence to equity of Influence to the Influence to equity of
profits shareholders profits shareholders
RMB down 1% against HKD 1,626.13 468,210.83 511.49 461,521.32
RMB up 1% against HKD -1,626.13 -468,210.83 -511.49 -461,521.32
Note1: the above-mentioned expressed as a positive number increase, a negative number decrease.
Note2: the above-mentioned expressed as changes in shareholder's equity does not include retained earnings
(2) Interest rate risk
Interest rate risk is referred to the fair value and future cash flow of financial instruments change due to the
change of market interest rate.
The interest risk of the Group incurred from bank loan, interest rate risk of a floating interest rate of financial
liabilities that lead to the group facing cash flow interest rate risk, financial liabilities with a fixed interest rate lead
to the group facing cash flow interest rate risk.
The Group’s interest-bearing debt situation was as followed:
Type Closing blance Opening balance
Interest-bearing debt from floating interest rate
Of which: short term loan 100,000,000.00 300,000,000.00
Non current liabilities due within one years 5,000,000.00 64,316,666.64
Long term loan 177,613,352.00 116,243,352.00
Total 282,613,352.00 480,560,018.64
The management conducting sensitive analysis, the change of 25 BP increase or decrease was considered as
reasonable reflection of possible range of interest rate. Base on the assumption of aforesaid floating interest rate
of long-term borrowing paid by the due date, and in a full accounting year will not be required to pay, under the
situation of other variable remain constant, the influence of interest rate increase / decrease 25 BP to net profits
and shareholders:
Change 2014 2013
Influence to the net Influence to equity Influence to the net Influence to equity
profits of shareholders profits of shareholders
Increase 25 BP -333,025.04 -217,956.29
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Decrease 25 BP 333,025.04 217,956.29
Note1: the above-mentioned expressed as a positive number increase, a negative number decrease.
Note2: the above-mentioned expressed as changes in shareholder's equity does not include retained earnings
(3) Other price risk
Other price risk
Price risk is referred to risk incurred from the market price change except foreign exchange rate risk and interest
rate risk, no matter the risk was due to the related factors of individual financial instrument or its issuing party or
all the similar financial instruments in market transaction.
The Group’s held of available for listing financial equity instrument was listed in Shenzhen Stock Exchange and
calculated by market price on consolidated balance sheet date. The available for sale equity instrument occurred
investment price risk.
The sensitive analysis of other price risk of equity instruments was as followed: reflecting under the assumption of
other variable remain constant, the influence of the change of fair value of equity instruments to net profits and
shareholders:
Item Reporting period
Net perfit Equity of shareholders
Shenzhen Stock Exchange- 149,737.50
available for sale equity
instrument increasing 5%
Shenzhen Stock Exchange- -149,737.50
available for sale equity
instrument decreasing 5%
Note1: the above-mentioned expressed as a positive number increase, a negative number decrease.
Note2: the above-mentioned expressed as changes in shareholder's equity does not include retained earnings
Note3: Factors may affacting income statement impairment were not been considered m
4. Fair value
See note (XI)
1. Closing fair value of assets and liabilities calculated by fair value
Unit: RMB Yuan
Closing fair value
Item Fair value measurement Fair value measurement Fair value measurement
Total
items at level 1 items at level 2 items at level 3
I. Consistent fair value
-- -- -- --
measurement
（II） available for sale
3,993,000.00 3,993,000.00
financial assets
（1）Debt instruments 3,993,000.00
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investment
（2）Equity instrument
3,993,000.00
investment
Total assets continuously
3,993,000.00 0.00 0.00 3,993,000.00
calculated by fair value
Total liabilities
continuously calculated by 0.00 0.00 0.00 0.00
fair value
II．The fair value with non
-- -- -- --
continuous calculation
Total assets not
continuously calculated by 0.00 0.00 0.00 0.00
fair value
Total liabilities not
continuously calculated by 0.00 0.00 0.00 0.00
fair value
2. Market price recognition basis for consistent and inconsistent fair value measurement items at level 1
Closing price of stock exchange in Shenzhen Stock Exchange on 31 Dec. 2014
3. Valuation technique adopted and nature and amount determination of important parameters for
consistent and inconsistent fair value measurement items at level 2
Inapplicable
4. Valuation technique adopted and nature and amount determination of important parameters for
consistent and inconsistent fair value measurement items at level 3
Inapplicable
5. Sensitiveness analysis on unobservable parameters and adjustment information between opening and
closing book value of consistent fair value measurement items at level 3
Inapplicable
6. Explain the reason for conversion and the policy governing when the conversion happens if conversion
happens among consistent fair value measurement items at different levels
Inapplicable
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7. Changes in the valuation technique in the current period and the reason for change
Inapplicable
8. Fair value of financial assets and liabilities not measured at fair value
In consolidate statement, closing balance of financial assets and liabilities and related fair value not measured at
fair value were as followed: management has assessed the monetary funds, accounts receivable, other receivables,
short-term loans, accounts payable and long-term debt due within one year, due to the remaining time was short,
the book value and fair value, not included in the table below and equity instrument investment not calculated by
fair value was included in the table below either.
Item Closing book value Closing fair value
Fair value Total
Fair value Fair value
measureme
measurement measurement items
nt items at
items at level 2 at level 3
level 1
Financial liabilities
Long term loan 177,613,352.00 177,597,401.56 177,597,401.56
Total 177,613,352.00 177,597,401.56 177,597,401.56
Long term loan’s fair value was recognized through future cash flow according to the market with comparable
credit rating and present value after the discount of interest rate of cash flow almost the same under the same
conditions stipulated by the contract.
9. Other
Inapplicable
XII. Related party and related Transaction
1. Information related to parent company of the Company
Proportion of voting
Proportion of share
rights owned by
Name of parent held by parent
Registered place Business scope Registered capital parent company
company company against the
against the Company
Company (%)
(%)
Shenzhen
Managing
Investment Holdings Shenzhen 560,000 63.82% 63.82%
state-owned assets
Co., Ltd.
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
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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 Committee of Shenzhen implemented
management for Shenzhen Investment Holdings Co., Ltd. on behalf of Shenzhen municipal government.
The finial control of the Company was State-owned Assets Supervision and Administration Commission Committee of Shenzhen
Other notes:
2. Subsidiaries of the Company
See details to Notes1, IX.
3. Information on the joint ventures and associated enterprises of the Company
See details to Notes17, VII.
Information on other joint venture and associated enterprise of occurring related party transactions with the Company in reporting
period, or form balance due to related party transactions in previous period:
Name Relationship
Notes:
4. Information on other related parties of the Company
Name Relationship
Shenzhen Guesthouse Restaurant Under the same control of the parent company of the Company
Shenzhen Foreign Economy & Trade Investment Co., Ltd. Under the same control of the parent company of the Company
Shenzhen Investment Holdings Co., Ltd. Under the same control of the parent company of the Company
Notes:
5. List of related-party transactions
(1) Information on acquisition of goods and reception of labor service
Unit: RMB Yuan
Related-party Content 2014 2013
Information of sales of goods and provision of labor service
Unit: RMB Yuan
Related-party Content 2014 2013
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Shenzhen Investment Holdings
provision of labor service 1,450,258.56 2,659,727.10
Co., Ltd.
Notes:
(2) Related trusteeship/contract
Lists of related trusteeship/contract:
Unit: RMB Yuan
Name of the Name of the Income
entruster/contract entrustee/ Type Initial date Due date Pricing basis recognized in the
ee contractor reporting period
Notes:
Lists of entrust/contractee
Unit: RMB Yuan
Name of the Name of the Charge
entruster/contract entrustee/ Type Initial date Due date Pricing basis recognized in the
ee contractor reporting period
Notes:
(3) Information of related lease
The Company was lessor:
Unit: RMB Yuan
The lease income confirmed in The lease income confirmed in
Name of lessee Category of leased assets
this year last year
The Company was lessee:
Unit: RMB Yuan
The lease income confirmed in
lessor Category of leased assets Category of leased assets
this year
Shenzhen Investment Holdings
Rental 338,185.06 331,431.51
Co., Ltd.
Notes:
(4) Related-party guarantee
The Company was guarantor:
Unit: RMB Yuan
Secured party Guarantee amount Start date End date Execution accomplished
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or not
Shenzhen Guomao
Vehicle Industry Co., 10,000,000.00 14 May 2014 12 May 2015 No
Ltd.
Shenzhen Guomao
Vehicle Industry Co., 70,000,000.00 27 Jun. 2014 19 Feb. 2015 No
Ltd.
Dongguan Guomao
Changsheng Real Estate 161,243,352.00 11 Jan. 2013 11 Jan. 2016 No
Development Co., Ltd.
The Company was Secured party
Unit: RMB Yuan
Execution accomplished
Guarantor: Guarantee amount Start date End date
or not
Shenzhen Huangcheng
16,370,000.00 20 Jun. 2014 19 Jun. 2017 No
Real Estate 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 Company and its subsidiaries provided to each other.
(5) Inter-bank lending of capital of related parties：
Unit: RMB Yuan
Amount borrowed and
Related party Initial date Due date Explanation
loaned
Borrowed
loaned
(6) Related party asset transfer and debt restructuring
Unit: RMB Yuan
Related party Content 2014 2013
(7) Rewards for the key management personnel
Unit: RMB Yuan
Item 2014 2013
Total rewards for the key management
6,671,900.00 6,778,500.00
personnel( tax included)
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(8) Other related-party transactions
Entrusted loans of related parties Unit: RMB Ten Thousand
Name of Name of Borrower Annual Closing amount Amount of Amount of Closing Interest paid
entrusting entrusted interest of loan loan payment in the amount in the
party party rate（%） borrowed in reporting of loan reporting
the period period
reporting
period
Shenzhen Shenzhen The
Investment Jingtian Company 6.00 24,000.00 24,000.00 436.00
Holdings Co., Sub-branch of
Ltd. China
Everbright
Bank
Total
24,000.00 24,000.00 436.00
Related party entrusted operating
In Nov. 2012, Shenzhen Foreign Economy & Trade Investment Co., Ltd. (hereinafter referred to as FET
Company”) and Shenzhen Shenxin Taxi Co., Ltd. (hereinafter referred to as “SX Company”) concluded and
signed Contract on Entrusted Management of Divestiture Assets and Liabilities, promising that FET Company has
entrusted SX Company to liquidate, manage and dispose of Divestiture Assets, see 2, Note IV
According to the Contract on Entrusted Management, during reporting period, SX Company paid the asssets
operating income of RMB 626,000 to FET Company.
During the entrusted operating period in 2014, the situation of divestiture assets was as followed:
Item Amount
Operation income 3,990,694.50
Operation cost 2,592,573.52
Business tax and surcharges 223,478.89
Administration expense 839,097.37
Total profits 335,544.72
Income tax expense 83,886.18
Net profits 251,658.54
Note: the management costs included paying operation income of RMB 626,000 to FET Company.
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6. Receivables and payables of related parties
(1) Receivables
Unit: RMB Yuan
Closing period Opening period
Item Related party
Book balance Bad debt provision Book balance Bad debt provision
Anhui Nanpeng
Other account
Papermaking Co., 7,328,480.00 7,328,480.00 7,286,048.00 7,286,048.00
receivable
Ltd
Shenzhen
GUOMAO
Other account
Industrial 2,351,652.48 2,351,652.48 2,351,652.48 2,351,652.48
receivable
Development Co.,
Ltd
Shenzhen Wufang
Other account
Pottery & Porcelain 1,747,264.25 1,747,264.25 1,747,264.25 1,747,264.25
receivable
Industrial Co., Ltd
Other account Shenzhen
909,960.40 909,960.40 909,960.40 909,960.40
receivable Guesthouse
Shenzhen City
Shenzhen
Account receivable Investment Property 129,542.40 3,886.27 3,140,299.50 145,146.64
Development Co.,
Ltd.
(2) Payables
Unit: RMB Yuan
Item Related party Closing book value Opening book value
Shenzhen Jifa Warehouse Co.,
Other accounts payable 26,296,665.14 23,545,808.00
Ltd
Shenzhen Tian’an International
Other accounts payable Building Property 4,114,345.90 4,114,345.90
Management Co., Ltd
Shenzhen City Shenzhen
Accounts payable Investment Property 520,975.68
Development Co., Ltd.
Shenzhen Investment Holdings
Short term loan 240,000,000.00
Co., Ltd.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
7. Related party commitment
There was no related party commitment in reporting period.
8. Other
Inapplicable
XIII. Stock payment
1. The Stock payment overall situation
□ Applicable √ Inapplicable
2. The Stock payment settled by equity
□ Applicable √ Inapplicable
3. The Stock payment settled by cash
□ Applicable √ Inapplicable
4. Modification and termination of the stock payment
Inapplicable
5. Other
Inapplicable
XIV. Commitments
Significant commitments at balance sheet date
Item Closing amount
Large amount contract of real estate development project signed but derecognized in 381,153,500.00
financial statements.
Total 381,153,500.00
2. Contingency
(1) Significant contingency at balance sheet date
(1) Pending action
A In 1993, the Company signed Right of Development Transfer Contract of Jiabin Building (name of Jiabin
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
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.
The Company thought the applicable law of the decision was error, and raised an objection to High Court of
Guangdong province.
In Sep.2005, the High Court of Guangdong province delivered unlocked decision to the Departments of Land and
House Property Registers of Shenzhen. The aforesaid about ten thousand square meters of real estate was
officially unlocked.
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
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.
According to note (Vii) 3, 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”) had
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registered the land of Jin Lihua Building to its name according to SDHZ (1992) No. 0228 Second Supplementary
Agreement of Shenzhen Grant Contract of Land Use Right signed in 2011 and Meeting Summery about Research
of Dealing with Problem Building Issued (No. 481) by Shenzhen Municipal Government.
In April 2012, the Company raised the subrogation right lawsuit to Shenzhen Luohu District People's Court, based
on the creditor’s right for Jiyong Company decided by the Civil Ruling Paper YGFMC (1999) No. 3, prosecuting
the obligor of Jiyong Company—Shenzhen Zongli Investment Co., Ltd. (hereinafter referred to as “Zongli
Company”), which was required to compensate for the Company within its debt range for Jiyong Company.
Meanwhile, due to it was highly similar in the management level of Shenzhen Huaneng-Jindi Property Co., Ltd.
(hereinafter referred to as “Huaneng-Jindi Company”) and Zongli Company, the Company believed that there was
significant related-party relationship between Huaneng-Jindi Company and Zongli Company, therefore, the
Company also prosecuted Huaneng-Jindi Company, which was required to undertake the joint liability for the
debts born by Zongli Company. On 11 Sep. 2013 Shenzhen Luohu District People's Court issued (2012)
SLFMECZ No. 1150paper of civil judgment; the decision rejected the Company’s claims. The Company refused
to accept the verdict, has instituted an appeal to the Shenzhen Intermediate People's Court, In Mar. 2015,
Shenzhen Intermediate People's Court made Civil Judgment (2014) SZFSZZ No. 400, the decision to reject the
appeal of the Company, and maintain the original judgment.
As the executable property are not found in the case so far, the Company withdraw bad debt provision for
Shenzhen Jiyong Properties & Resources Development Company‘s transfer amount of Jin Lihua Commercial
Plaza
B Lawsuit item about land approval of Meisi Company
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 referred 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 ReconsiderFation 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
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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
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
referred 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 referred 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 referred 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.
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
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
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 received the ruling of Shenzhen Medium People's Court in Oct. 2012, at which the court approved
legally Meisi Company’s application on canceling the lawsuit towards the Company. After receiving the above
ruling, due to the Administrative Ruling Paper SZFXZ Zi (2008) No. 223 had clearly ruled that the dispute on
Meilin land between the Company and Meisi Company should be settled through civil law procedures, therefore,
the Company raised the civil lawsuit to Meisi Company and Luojingfa Company, requiring to recognize the
ownership of the above involved land for the Company, and the court has accepted the above mentioned lawsuit.
Then, Meisi Company raised the counterclaim towards the Company, requiring to recognize its ownership of the
above involved land. And the two cases were combined for public trial on 1 Mar. 2013, and now it’s waiting for
ruling.
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) Guarantee
A. The Company’s subsidiary Dongguan Guomao Changsheng Real Estate Development Co., Ltd. borrowed 440
million from Bank of Communications Co., Ltd. Dongguan Branch, by mortgaging the use right of area of
66,881.10 square meters (DFGY (2010) NO. T316). RMB 161.2434 million had been received the closing balance
stood at RMB 161.2434 million. The Company provided joint liability guarantee and mortgaged its 101-104, 2/F,
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
5/F in Block A and 1-02 and 1-03 room in Block B as a total of 8 sets of real estate of Shenzhen International
Trade Center Plaza located at Renmin South Road, Luohu District, Shenzhen.。
B. Shenzhen ITC Vehicles Industry Co., Ltd. provided a joint-liability guarantee for a short-term loan of RMB 40
million from Industrial Bank Shenzhen Branch by mortgaging 7 and 93 taxi operating license plates respectively
owned by Shenzhen ITC Car Rental Co., Ltd. and Shenzhen ITC Vehicles Industry Co., Ltd. which are
subsidiaries of the Company, and the closing balance stood at RMB 20 million.
C. Shenzhen ITC Vehicles Industry Co., Ltd., a subsidiary to the Company, obtained a long-term loan of RMB 26
million from PingAn Bank Co., Ltd. Shenzhen Branch by mortgaging 100 taxi operating license plates of
Shenzhen Guomao Car Rental Co., Ltd., and the closing balance stood at RMB 5 million.
D. 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, 42/F and 2-07 room in Block B of Shenzhen
International Trade Center Plaza located at Renmin South Road, Luohu District, Shenzhen, and the closing
balance stood at RMB 10 million.
E. The Company obtained a long-term loan of RMB 450 million from Bank of Beijing Co., Ltd. Shenzhen Branch
by mortgaging its land use right of the intersection of Moon Bay Avenue and Star Ocean Avenue of Nanshan
District, Shenzhen (SFZZ No. 4000503246) and guaranteed by Huangcheng Real Estate Co., Ltd. The closing
balance stood at RMB 16.37 million.
F. The Company provided guarantee for the loan of RMB70 million borrowed by its subsidiary—Shenzhen ITC
Vehicles Industry Co., Ltd. from Shanghai Bank, Shenzhen Branch. The closing balance stood at RMB 70 million.
(3) Contingent assets
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.
Hubei FTEC Shenzhen branch applied for the court to implement the case. At the end of January 2005,
Guangzhou Railway Transportation Intermediate Court (hereinafter referred to as “GRTIC” was appointed by
Guangdong Higher Court to execute the case of Hubei FTEC suing the Company. GRTIC had sent seizure
adjudication to liquidation team of Luohu Hotel to seal up the Company’s RMB 23 million of distributed
obligatory right in Luhu Hotel.
The Company rejected the adjudication of Guangdong Higher People’s Court and applied for retrial to the
Supreme People’s Court. In August 2005, the Supreme People’s Court issued (2004) MEJZ No.146-1 Civil
Judgment, adjudicating that Guangdong Higher People’s Court carried out retrial for this case and the original
judgment was suspended to be implemented during retrial period. On May 12, 2006, Guangdong Higher People’s
Court concluded retrial of No. 90 Judgment and maintained adjudication of No. 90 Judgment. The execution of
this case was resumed. Hubei FTEC Shenzhen branch asked GRTIC for payment and re-execution of interest
judgment during retrial period. Meanwhile, the Company applied for temporary respite. On June 30, 2006, GRTIC
issued (2004) GTZFZZ No. 225-4 Civil Judgment, adjudicating that: ① the application for temporary respite of
the Company was not adopted due to the lack of fact and legal basis; ②the application of Hubei FTEC Shenzhen
branch related to payment was in conformity with stipulations of law and GRTIC decided to remit the rest of
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
money to the account of Hubei FTEC Shenzhen branch after deducting execution fees from RMB 23 million; ③
Hubei FTEC Shenzhen branch’s application on asking repayment of interest during retrial period was not
supported; ④ Repayment duty of the Company confirmed by No. 90 Judgment was executed and finished
according to law; ⑤ No. 90 Judgment was terminated and executed. The Company had confirmed losses
according to the above adjudications and added the accounts receivable of Jiyong Company and withdrawn
provision for bad debt. The Company considered that there were errors in identified fact and applicable law of the
retrial adjudication from Guangdong Higher People’s Court and therefore applied for retrial in the Supreme
People’s Court. The Supreme People’s Court issued (2004) MEJZ No. 146-3 Civil Judgment in October 2007,
adjudicating that the Supreme People’s Court would execute retrial for this case. However, the Company revoked
the retrial appeal toward the Supreme Court after comprehensive considerations, and the Supreme Court approved
such cancel.
The 14th and 15th floors of Jiabin Building retuned by Hubei FTEC Shenzhen branch were possessed by the
Company legally after the Company had pay for housing compensation and interest. For the purpose of resolving
building property right problem and through investigation the Company found that the 14th and 15th floors of
Jiabin Building were registered under the name of Yinzhu Industrial Development Company of Western Zhuhai
(hereinafter referred to as “Zhuhai Yinzhu Company” by the means of filing registration. The Company submitted
civil action to Luohu Court on June 2008 to prosecute Zhuhai Yinzhu Company, ask the Court to confirm that the
Company was oblige of the 14th and 15th floors of Jiabin Building and judge that the 14th and 15th floors of
Jiabin Building was transferred to and registered under the name of the Company. Luohu Court accepted this case
according to law with the case number of (2008) SLFMSCZ No. 1442. On July 21, 2008, the Court made public
hearing and presided over mediation for this case. The Company and Zhuhai Yinzhu Company reached a
settlement and Luohu Court issued Civil Mediation Agreement which mainly contained the following contents:
① the two parties agreed to return the 14th and 15th floors of Jiabin Building to plaintiff (the Company); ②
Defendant should assist plaintiff (the Company) to handle related procedures about transferring the above house
property to the name of the plaintiff. This Civil Mediation Agreement entered into force pursuant to the law. As of
the end of reporting year, the 14th and 15th floors of Jiabin Building were registered under the name of the
Company by Registration Center for Property of Real Estate of Shenzhen Municipality in the way of filing
registration.
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”) attempted 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 which was shown as follows: ① SUPLRC agreed that the transferee for the right of use of the land with a
land parcel No. H206-0002 and an area of 6,892 square meters was changed to Longyuan-Kaili and Huaneng
Property; ② Longyuan-Kaili and Huaneng Property undertook all rights, responsibilities and liabilities of this
land parcel and straightened out the relationship of the transferred property on their own and assisted to handle
relevant procedures; ③ Longyuan-Kaili and Huaneng Property promised to resolve existing mortgage and
pre-seizure of this project, coped with all disputes arising from changes on transferee of right of use of this land
and assumed legal and economic responsibilities; ④ the property right of the 14th and 15th floors in this project
which belonged to commodity houses, were owned by the Company and Longyuan-Kaili and Huaneng Property
were responsible for the construction and decoration of this project according to harmonized standards on delivery
of building; ⑤ the period of use of land parcel was adjusted to 50 years from February 21, 2011 to February 20,
2061.
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Jinlihua Commercial Plaza approved for sale (presell), according to the agreement of both party, the 14th and 15th
floors invested by Longyuan-Kaili and Huaneng Property according to project a unified standards of building
construction and handover. And Longyuan-Kaili and Huaneng Property dealt with Registration of title and sales
procedure of 14th and 15th floors for the Company as oblige.
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.
(2) The Company have no significant contingency to disclose, also should be stated
There was no significant contingency in the Company.
3. Other
N/A
XV. Events after balance sheet date
1. Significant events had not adjusted
Unit: RMB Yuan
Influence number to the
Reason of unable to estimate
Item Content financial position and operating
influence number
results
2. Profit distribution
Unit: RMB Yuan
Planning allocation of profits or dividends 125,155,609.32
Profits or dividends approved, reviewed and issue by the
125,155,609.32
declaration
3. Sales return
N/A
4. Notes of other significant events
N/A
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XVI. Other significant events
1. The accounting errors correction in previous period
(1) Retrospective restatement
Unit: RMB Yuan
Name of the influenced
Content Processing program report items during Cumulative impact
comparison period
(2) Prospective application
Content Processing program Reason of adopting prospective application
2. Debt restructuring
Inapplicable
3. Replacement of assets
(1) Non-monetary assets exchange
Inapplicable
(2) Other assets replacement
Inapplicable
4. Pension plan
Inapplicable
5. Discontinuing operation
Unit: RMB Yuan
Termination of
the business
Income tax profits
Item Income Expense Total profits Net profit
expense attributable to the
parent company
owner
Other notes:
Inapplicable
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6. Segment information
（1）Recognition basis and accounting policy of segment information
The Group's business includes real estate business, housing lease management, transportation, catering services,
and other business (including: mechanical and electrical professional maintenance business, mechanics,
engineering supervision, parking lot, because of the above businesses income are small, approve them beening
merged), etc.
The Group separately organized and managed according to the business and the properties of products and
services provided. each business division of the Group was a business group, provided the facing risk and
obtained rewards and products different from other division.
A. Real estate business divisions: real estate development, sales and rental
B. The property management business divisions: building management
C. Transportation business division: operating passenger car
D. Diet services: catering service
E. Other business: operating mechanical and electrical professional maintenance business, mechanics, engineering
supervision business, and parking lot
The management considering the decision of resources and evaluation of performance, separately
manage the operating results of each unit of business.
(2) The financial information of reportable segment
Item Real estate Property management Transportion
2014 2013 2014 2013 2014 2013
operating receipt 823,545,260.23 1,233,817,173.21 348,639,937.02 295,651,419.78 65,503,394.11 63,757,888.9
trading revenues betewwn 1,554,232.79 10,776,611.67 7,165,584.87 258,089.76 418,803.4
divisions
Sale expense 27,857,500.00 41,428,943.93
Investments in associated
companies and joint ventures
assets impairment loss -6,982,434.72 -16,201,278.03 -688,594.18 -361,299.87 -418.88 -75,461.9
Depreciation and 21,347,164.90 21,238,072.24 1,380,780.18 1,444,461.37 18,220,582.02 18,288,392.0
amortization charges
Total profit (loss) 314,082,958.13 571,936,022.47 27,809,181.87 14,879,873.44 9,050,696.05 7,701,980.0
total assets 7,624,694,961.64 6,591,258,362.80 384,962,694.12 260,136,197.20 366,416,812.71 386,221,824.3
total liabilities 5,402,608,838.61 4,763,533,290.25 294,380,910.84 191,310,035.44 274,456,787.81 301,190,711.2
Leong term equity
investments in associated
companies and joint ventures
Increase amount of 97,489.79 8,044,885.38 6,917,900.82 742,497.22 5,067,887.66 10,407,188.0
non-current assets except
long term equity investment
Continued
Item Other division undistributed Offset Total
2014 2013 2014 2013 2014 2013 2014 2013
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
operating receipt
6,128,557. 3,554,576.9 1,268,451,45 1,619,227,22
51 0 1.86 7.60
trading revenues betewwn -
divisions 9,493,286. 11,842,712. -23,599,937. 21,084,438.0
13 71 35 1
Sale expense - -
1,539,419.09 1,209,188.73 26,318,080.9 40,219,755.2
1 0
Investments in associated
companies and joint 207,079,629 5,164,781.5 207,079,629. 5,164,781.52
ventures .19 2 19
assets impairment loss 919.15 2,273.73 921,504.37 -362,455.83
16,260,081.8 -6,749,831.1
6 7
Depreciation and 41,715.54 16,290.42
amortization charges 41,381,958.5 41,241,930.8
5 4
Total profit (loss) -
-469,724.7 528,265.31 207,079,629 5,164,781.5 -4,651,897.5 177,782,326. 553,454,541. 422,934,474.
8 .19 2 6 31 42 43
total assets 10,367,664 9,975,670.5 3,617,656,4 2,791,536,0 -8,128,391,8 -6,172,119,8 3,883,288,14 3,873,252,71
.92 3 22.24 89.07 27.95 48.34 5.46 4.32
total liabilities 7,714,308. 6,823,135.3 3,319,717,2 2,466,564,6 -7,499,460,0 -5,667,650,4 1,808,183,39 2,069,609,33
01 9 21.85 96.87 30.88 42.84 6.33 4.58
Leong term equity 32,888,939. 63,111,931. 32,888,939.4 63,111,931.6
investments in associated 41 67 1 7
companies and joint
ventures
Increase amount of 25,788.50 166,707.90 13,537,015.8 13,904,860.7
non-current assets except 5 2
long term equity
investment
(3) There was no reportable segment, or the total amount of assets and liabilities of each part of reportable
segment, shall disclose the reason.
Inapplicable
(4) Other notes
Income of foreign trade
A. Income of foreign trade of production and labor serve
Item 2014 2013
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Real estate 823,545,260.23 1,233,817,173.21
Property management 348,639,937.02 295,651,419.78
Transportation 65,503,394.11 63,757,888.96
Cantering serve 24,634,302.99 22,446,168.75
Other 6,128,557.51 3,554,576.90
Total 1,268,451,451.86 1,619,227,227.60
Geography information
Distribution of foreign trade income:
Item 2014 2013
Mainland of China 1,267,999,589.99 1,576,481,435.87
Countries and regions outside the Chinese mainland 451,861.87 42,745,791.73
Total 1,268,451,451.86 1,619,227,227.60
Distribution of total non current assets liabilities:
Item 2014 2013
Mainland of china 420,759,669.61 455,078,072.16
Countries and regions outside the Chinese mainland 2,944,308.35 3,564,040.65
Total 423,703,977.96 458,642,112.81
7. Other important transactions and events have an impact on investor’s decision-making
Inapplicable
8. Other
Inapplicable
XVII. Notes of main items in the financial statements of the Company
1. Accounts receivable
(1) Accounts receivable classified by category
Unit: RMB Yuan
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Withdra
Book
Proportio w Proportio Withdraw Book value
Amount Amount value Amount Amount
n proportio n proportion
n
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Accounts receivable
with significant
single amount but 101,447, 101,447, 101,447 101,447,8
97.88% 100.00% 97.64% 100.00%
individually withawn 889.05 889.05 ,889.05 89.05
bad debt provision
Accounts receivable
withdrawal of bad
debt provision of by 2,149,12 1,119,91 1,029,211 2,395,6 1,237,544 1,158,087.4
2.07% 52.11% 2.31% 51.66%
credit risks 8.71 7.19 .52 32.21 .72 9
characteristics:
Accounts receivable
with insignificant
single amount but
large risks of groups 54,380.3 54,380.3 54,380.
0.05% 100.00% 0.05% 54,380.35 1,000.00%
after grouping by 5 5 35
credit risks
characteristics
103,651, 102,622, 1,029,211 103,897 102,739,8 1,158,087.4
Total 100.00% 99.01% 100.00% 98.89%
398.11 186.59 .52 ,901.61 14.12 9
Accounts receivable with significant single amount but individually withawn bad debt provision
√Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Account receivable (unit）
Account receivable Bad debt provision Proportion Withdraw reason
Shenzhen Jiyong
Involved in lawsuit and
Properties & Resources
98,611,328.05 98,611,328.05 100.00% no executable property,
Development Company
referring to Note 5, VII
Shenzhen Tewei Industry
Uncollectible for a long
Co., Ltd. 2,836,561.00 2,836,561.00 100.00%
period
Total 101,447,889.05 101,447,889.05 -- --
In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
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Closing balance
Aging
Account receivable Provision for bad debts Proportion (%)
Subentry within 1 year
315,236.00 9,457.08 3.00%
Subtotal of within 1 year 315,236.00 9,457.08 3.00%
1-2 years 803,814.00 80,381.40 10.00%
Over 3 years 1,030,078.71 1,030,078.71 100.00%
Over 5 years 1,030,078.71 1,030,078.71 100.00%
Total 2,149,128.71 1,119,917.19 99.01%
Notes:
See note 11, (V)
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:
(2) Bad debt provision withdrawal, reversed or recovered in the report period
The amount of bad debt provision was RMB -117,627.53, the amount of reversed or recovered bad debt provision in the report period
RMB Yuan
Significant amount of reversed or recovered bad debt provision
Unit: RMB Yuan
Entity Amount Method
Total 0.00 --
(3) Particulars of the actual verification of other accounts receivable during the reporting period
Unit: RMB Yuan
Item Amount
Of which: significant actual verification of other accounts receivable
Unit: RMB Yuan
Whether occurred
Name of the entity Nature Amount Reason Procedure because of related
party transactions
Total -- 0.00 -- -- --
Notes:
(4) Other account receivable classified by account nature
Name of entity Closing balance Proportion (%) Closing balance of
withdrawing bad debt
provision
Shenzhen Jiyong Properties & 98,611,328.05 95.14 98,611,328.05
Resources Development Company
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Shenzhen Tewei Industry Co., Ltd. 2,836,561.00 2.74 2,836,561.00
Tianhong Shopping Plaza Co., Ltd. 1,833,892.71 1.77 1,110,460.11
Zhu Weifeng 138,600.00 0.13 4,158.00
Shenzhen Futian District 59,000.00 0.06 1,770.00
Fuchang Jingzhi kindergarten
Total 103,479,381.76 99.84 102,564,277.16
(5) Account receivable derecognized due to the transfer of financial assets
N/A
(6) Amount of transfer other account receivable and assets and liabilities formed by its continuous
involvement
N/A
Other notes:
2. Other account receivable
(1) Other account receivable classified by category
Unit: RMB Yuan
Closing balance Opening balance
Provision for bad
Book balance Book balance Provision for bad debts
debts
Category Book
Withdra Amount Proportio
Book value
Proportio w value n Withdraw
Amount Amount Amount
n (%) proportio proportion
n
Other accounts
receivable with
significant single 184,010, 115,277, 68,732,45 232,990 165,125,4 67,865,521.
9.76% 62.65% 18.18% 70.87%
amount but 311.48 852.18 9.30 ,941.02 19.81 21
individually withawn
bad debt provision
Other accounts
receivable
1,046,2
withdrawal of bad 1,699,17 9,668,77 1,689,505 9,878,586 1,036,416,7
90.11% 0.57% 95,357. 81.63% 0.94%
debt provision of by 4,579.31 1.88 ,807.43 .57 70.47
04
credit risks
characteristics:
Other accounts 2,421,32 0.13% 2,421,32 100.00% 2,421,3 0.19% 2,421,326 100.00%
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
receivable with 6.23 6.23 26.23 .23
insignificant single
amount but large
risks of groups after
grouping by credit
risks characteristics
1,281,7
1,885,60 127,367, 1,758,238 177,425,3 1,104,282,2
Total 100.00% 6.75% 07,624. 100.00% 13.84%
6,217.02 950.29 ,266.73 32.61 91.68
29
Other accounts receivable with significant single amount but individually withawn bad debt provision：
√Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Other account receivable
Other account
(unit) Provision for bad debts Proportion (%) Other account receivable
receivable
Shum Yip Properties Irrecoverable for long
97,182,209.50 28,449,750.20 29.27%
Development Co., Ltd. time
Perform guarantee item,
Jintian Group Co., Ltd. 56,600,000.00 56,600,000.00 100.00%
irrecoverable
Anhui Nanpeng Irrecoverable for long
7,328,480.00 7,328,480.00 100.00%
Papermaking Co., Ltd time
Advances the The Company was
shopping mall gold 6,481,353.60 6,481,353.60 100.00% enforced to conduct,
business utilities irrecoverable
Shanghai Yutong Real
estate development Co., 5,676,000.00 5,676,000.00 100.00% Judgments, irrecoverable
Ltd
Irrecoverable for long
Wuyao Company 3,271,837.78 3,271,837.78 100.00%
time
Dameisha Tourism Center 2,576,445.69 2,576,445.69 100.00% Suspend of projects
Project son hold
Elevated Train Project 2,542,332.43 2,542,332.43 100.00%
irrecoverable
Shenzhen GUOMAO
Industrial Development 2,351,652.48 2,351,652.48 100.00% The company insolvent
Co., Ltd
Total 184,010,311.48 115,277,852.18 -- --
In the group, other accounts receivable that provision for bad debts by aging analysis:
√ Applicable □ Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Unit: RMB Yuan
Closing balance
Aging
Other account receivable Provision for bad debts Proportion (%)
Subentry within 1 year
Within 1 year (including 1 year) 749,115.51 22,473.46 3.00%
Subtotal of within 1 year 749,115.51 22,473.46 3.00%
1-2 years 31,287.47 3,128.75 10.00%
Over 3 years 9,643,169.67 9,643,169.67 100.00%
Over 5 years 9,643,169.67 9,643,169.67 100.00%
Total 10,423,572.65 9,668,771.88 92.76%
Notes:
The basis of recognizing the group, see note 11, (V)
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
(2) Bad debt provision withdrawal, reversed or recovered in the report period
The amount of bad debt provision was RMB-781,352.45, the amount of reversed or recovered bad debt provision in the report period
RMB Yuan
Significant amount of reversed or recovered bad debt provision
Unit: RMB Yuan
Entity Amount Method
Total 0.00 --
(3) Particulars of the actual verification of other accounts receivable during the reporting period
Unit: RMB Yuan
Item Amount
Of which: significant actual verification of other accounts receivable
Whether occurred
Name of the entity Nature Amount Reason Procedure because of related
party transactions
Total -- 0.00 -- -- --
Notes:
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(4) Other account receivable classified by account nature
Unit: RMB Yuan
Nature Closing book value Opening book value
Guarantee 2,311,917.57 2,542,112.67
Petty cash advance 65,579.80 19,000.00
Account receivable to subsidiary 1,785,986,694.93 1,182,534,941.54
Account receivable to affiliated company 11,427,396.73 11,384,964.73
Account receivable non-affiliated company 80,160,366.03 79,572,343.39
Other 5,654,261.96 5,654,261.96
Total 1,885,606,217.02 1,281,707,624.29
(5) The top five other account receivable classified by debtor at period end
Unit: RMB Yuan
Closing balance of
Entity Nature Closing balance Aging Proportion%
bad debt provision
PRD Yangzhou Real
Account receivable
Estate Development 728,861,310.60 Within 3 years 38.65%
to subsidiary
Co., Ltd.
PRD Group
XuzhouDapeng Real Account receivable
527,530,049.77 Within 3 years 27.98%
Estate Development to subsidiary
Co., Ltd
Dongguan Guomao
Changsheng Real Account receivable
237,541,793.00 Within 2 years 12.60%
Estate Development to subsidiary
Co., Ltd.
Shenzhen
Huangcheng Real Account receivable
100,000,000.00 Within 1 years 5.30%
Estate Management to subsidiary
Co., Ltd.
Shum Yip Properties
Account receivable
Development Co., 97,182,209.50 Over 5 years 5.15% 28,449,750.20
to subsidiary
Ltd.
Total -- 1,691,115,362.87 -- 89.69% 28,449,750.20
(6) Account receivable involving government subsidies
Unit: RMB Yuan
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Estimated recovering
Name of entity Item Closing balance Closing aging
time, amount and basis
Total -- 0.00 -- --
(7) Other account receivable derecognized due to the transfer of financial assets
(8) Amount of transfer other account receivable and assets and liabilities formed by its continuous
involvement
Other notes:
3. Other equity investment
Unit: RMB Yuan
Closing balance Opening balance
Item bad debt bad debt
Book balance Book value Book balance Book value
provision provision
Investment to the
278,521,260.98 31,964,000.00 246,557,260.98 298,521,260.98 51,964,000.00 246,557,260.98
subsidiary
Investment to
joint venture and
69,379,526.10 36,490,586.69 32,888,939.41 99,602,518.36 36,490,586.69 63,111,931.67
associate
enterprise
Total 347,900,787.08 68,454,586.69 279,446,200.39 398,123,779.34 88,454,586.69 309,669,192.65
(1) Investment to the subsidiary
Unit: RMB Yuan
Withdrawn
Closing balance
impairment
Entity Opening balance Increase Decrease Closing balance of impairment
provision in the
provision
reporting period
Shenzhen
Huangcheng Real 28,500,000.00 28,500,000.00
Estate Co., Ltd.
Shenzhen Property
and Real Estate
30,950,000.00 30,950,000.00
Development Co.,
Ltd.
PRD Yangzhou
50,000,000.00 50,000,000.00
Real Estate
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Development Co.,
Ltd.
Dongguan
Guomao
Changsheng Real
20,000,000.00 20,000,000.00
Estate
Development Co.,
Ltd.
Shenzhen
GUOMAO
29,850,000.00 29,850,000.00
Vehicles Industry
Co., Ltd.
Hainan Xinda
Development Co., 20,000,000.00 20,000,000.00
Ltd
SHENZHEN
GUOMAO
PROPERTY 20,000,000.00 20,000,000.00
MANAGERMEN
T CO., LTD.
Shenzhen Shenxin
12,877,260.98 12,877,260.98
Taxi Co., Ltd.
Shenzhen
GUOMAO Food 1,600,000.00 1,600,000.00 1,600,000.00
Co., Ltd
Shenzhen Property
Construction
3,000,000.00 3,000,000.00
Supervision Co.,
Ltd
Shenzhen
International Trade 12,000,000.00 12,000,000.00 12,000,000.00
Plaza
Shenzhen Real
1,380,000.00 1,380,000.00
Estate Exchange
Zhanjiang
Shenzhen Real
Estate 2,530,000.00 2,530,000.00 2,530,000.00
Development Co.,
Ltd
Shum Yip
15,834,000.00 15,834,000.00 15,834,000.00
Properties
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Development Co.,
Ltd.
PRD Group
Xuzhou Dapeng
Real Estate 50,000,000.00 50,000,000.00
Development Co.,
Ltd
Total 298,521,260.98 20,000,000.00 278,521,260.98 31,964,000.00
(2) Investment to joint ventures and associated enterprises
Unit: RMB Yuan
Increase/decrease in reporting period
Investme Closing
Adjustme
nt profit Withdraw balance
Additiona nt of Declarati
Name of Opening Negative and loss Other n Closing of
l other on of cash
investee balance investmen recognize equity impairme Other balance impairme
investmen comprehe dividends
t d under changes nt nt
t nsive or profits
the equity provision provision
income
method
I. Joint ventures
Shenzhen
Jifa
Warehous 29,044,07 836,800.8 29,880,87
e 7.52 7 8.39
Company
Limited
Shenzhen
GUOMA
31,589,90 -29,870,4 -1,719,46
O Tian’an
4.82 37.23 7.59
Properties
Co., Ltd
Shenzhen
Tian’an
Internatio
nal
2,477,949 530,111.6 530,111.6 3,008,061
Building
.33 9 9 .02
Property
Managem
ent Co.,
Ltd
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63,111,93 -29,870,4 -352,555. 32,888,93
Subtotal
1.67 37.23 03 9.41
II. Associated enterprises
Shenzhen
Wufang
Pottery & 18,983,61 18,983,61 18,983,61
Porcelain 4.14 4.14 4.14
Industrial
Co., Ltd
Shenzhen
GUOMA
O
3,682,972 3,682,972 3,682,972
Industrial
.55 .55 .55
Develop
ment Co.,
Ltd
Anhui
Nanpeng
13,824,00 13,824,00 13,824,00
Papermak
0.00 0.00 0.00
ing Co.,
Ltd
36,490,58 36,490,58 36,490,58
Subtotal
6.69 6.69 6.69
99,602,51 -29,870,4 -352,555. 69,379,52 36,490,58
Total
8.36 37.23 03 6.10 6.69
(3) Other notes
4. Revenues and operating costs
Unit: RMB Yuan
Reporting period Same period of last year
Item
Revenues Operating costs Revenues Operating costs
Main operations 56,980,961.69 19,108,080.80 51,786,335.36 14,620,872.04
Other operations 9,387,672.00 6,953,574.65
Total 66,368,633.69 26,061,655.45 51,786,335.36 14,620,872.04
Other notes:
5. Investment income
Unit: RMB Yuan
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Item Reporting period Same period of last year
Long-term equity investment income
160,000,000.00
accounted by cost method
Long-term equity investment income
-352,555.03 5,164,781.52
accounted by equity method
Investment income arising from disposal of
207,432,184.22
long-term equity investments
Investment income arising from entrust loans 3,378,400.00 26,075,200.00
Total 210,458,029.19 191,239,981.52
6. Other
XVIII. Supplementary materials
1. Items and amounts of extraordinary gains and losses
√ Applicable □ Inapplicable
Unit: RMB Yuan
Item Amount Note
Mainly was the reversal of 50% equity
Gains/losses on the disposal of non-current income, and disposal of part of real estate
219,223,848.63
assets investment of Shenzhen GUOMAO
Tian’an Properties Co., Ltd
Government grants recognized in the current
period, except for those acquired in the
ordinary course of business or granted at 4,500.00
certain quotas or amounts according to the
government’s unified standards
Reversal of impairment loss of account
429,994.49
receivable with individual impairment test
Other non-operating income and expenses The payment to unused land expense of
-22,799,362.40
other than the above Fuchang phase II
Other items confirm to extraordinary gains The payment to reversal of inventory
5,895,627.11
and losses impairment loss of Fuchang phase II land
Less: Income tax effects 39,034,596.80
Total 163,720,011.03 --
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
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
2. Return on equity (ROE) and earnings per share (EPS)
EPS（Yuan/share）
Profit as of reporting period Weighted average ROE (%)
EPS-basic EPS-diluted
Net profit attributable to common
21.82% 0.7005 0.7005
shareholders of the Company
Net profit attributable to common
shareholders of the Company after
13.26% 0.4258 0.4258
deduction of non-recurring profit
and loss
3. Differences between accounting data under domestic and overseas accounting standards
(1) Differences of net profit and net assets disclosed in financial reports prepared under international and
Chinese accounting standards
√Applicable □ Inapplicable
Unit: RMB Yuan
Net profit Net assets
2014 2013 Closing amount Opening amount
According to Chinese
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
Items and amounts adjusted according to international accounting standards
According to international
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
(2) Differences of net profit and net assets disclosed in financial reports prepared under overseas and
Chinese accounting standards
Name of foreign accounting standard
Unit: RMB Yuan
Net profit Net assets
2014 2013 Closing amount Opening amount
According to Chinese
417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
accounting standards
Items and amounts adjusted according to international accounting standards
According to international 417,498,679.91 300,840,563.81 2,074,242,662.07 1,802,781,292.68
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
accounting standards
(3) Explain reasons for the differences between accounting data under domestic and overseas accounting
standards, for audit data adjusting differences had been foreign audited, should indicate the name of the
foreign institutions
No difference
4. Supplementary materials of changes in accounting policies
√ Applicable □ Inapplicable
The Company according to such eight accounting rules of Accounting Standards for Enterprises No. 2—Long Term Equity
Investment released in 2014 by Ministry of Finance change related accounting policies and retroactive restate the comparative
financial statements, after restatement, the consolidated balance sheet of 1 Jan. 2013 and 31 Dec. 2013:
Unit: RMB Yuan
Item 1 Jan. 2013 31 Dec. 2013 31 Dec. 2014
Current Assets:
Monetary funds 797,724,311.37 977,171,814.20 808,963,376.68
Accounts receivable 20,584,008.68 22,208,022.21 26,585,132.12
Accounts paid in advance 64,714,990.11 35,904,799.33 25,989,832.24
Other account receivable 6,371,689.34 7,919,365.82 6,638,425.25
Inventories 2,300,674,551.14 2,101,399,879.93 2,323,472,671.20
Other current assets 3,190,069,550.64 3,144,603,881.49 3,191,649,437.49
Total current assets
Non-current assets: 15,302,199.55 15,302,199.55 18,493,000.00
Available-for-sale financial
68,947,150.15 63,111,931.67 32,888,939.41
assets
Long term account
285,258,604.17 273,314,623.03 250,014,034.94
receivable
Fixed assets 78,821,168.21 75,301,015.72 64,069,233.96
Construction in progress 57,000.00
Intangible assets 114,098,153.11 106,945,090.07 99,792,587.03
long-term unamortized
3,644,288.40 3,081,383.99 2,553,053.03
expenses
Deferred income tax assets 194,507,824.50 191,592,588.80 216,552,790.60
Other non-current assets 7,275,069.00
Total non-current assets 760,636,388.09 728,648,832.83 691,638,707.97
Total assets 3,950,705,938.73 3,873,252,714.32 3,883,288,145.46
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Current liabilities:
Short-term loans 360,000,000.00 300,000,000.00 100,000,000.00
Accounts payable 298,525,752.32 265,697,047.64 175,347,021.19
Accounts received in
678,075,291.01 141,082,677.48 28,756,337.08
advance
Payroll payable 54,721,616.91 50,023,230.98 57,777,210.65
Tax payable 733,659,679.71 865,513,058.59 1,015,363,636.69
Interest payable 934,568.21 562,879.72
Other account payable 138,742,022.58 123,967,110.64 111,032,824.55
Non-current liabilities due
12,216,666.68 64,316,666.64 5,000,000.00
within 1 year
Total current liability 2,275,941,029.21 1,811,534,360.18 1,493,839,909.88
Non-current liabilities:
Long-term borrowings 19,316,666.64 116,243,352.00 177,613,352.00
Deferred income 27,152,289.97 24,459,068.33 21,765,846.69
Deferred income tax
2,739,089.94 257,625.00
liabilities
Other non-current
121,538,232.98 117,372,554.07 114,706,662.76
liabilities
Total non-current liabilities 170,746,279.53 258,074,974.40 314,343,486.45
Total liabilities 2,446,687,308.74 2,069,609,334.58 1,808,183,396.33
Owners’ equity (or
shareholders’ equity)
Paid-up capital (or share
595,979,092.00 595,979,092.00 595,979,092.00
capital)
Capital reserves 120,086,646.43 120,086,646.43 119,951,533.93
Other comprehensive
-5,882,902.45 -7,098,716.51 -4,006,141.53
income
Surplus reserves 102,882,532.15 121,542,385.81 136,591,232.84
Retained profits 690,091,174.80 972,271,884.95 1,225,726,944.83
Total equity attributable to
1,503,156,542.93 1,802,781,292.68 2,074,242,662.07
owners of the Company
Minority interests 862,087.06 862,087.06 862,087.06
Total owners’ (or
1,504,018,629.99 1,803,643,379.74 2,075,104,749.13
shareholders’) equity
Total liabilities and owners’ 3,950,705,938.73 3,873,252,714.32 3,883,288,145.46
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
(or shareholders’) equity
5. Other
Inapplicable
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2014 Annual Report of Shenzhen Properties & Resources Development (Group) Ltd.
Section XII. Documents Available For Reference
I. Accounting statements with the signatures and seals of the Legal Representative, the Chief Financial Officer
and the person in charge of the accounting work;
II. Originals of Auditors’ Reports with the seals of the Certified Public Accountants as well as the signatures and
seals of the CPAs firm;
III. Texts of all the Company’s documents ever disclosed on Securities Times and Hong Kong Ta Kung Pao in the
reporting period, and the originals of the public notices.
221
