ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 Stock code: 000011, 200011 Stock name: SZPRD A, SZPRD B Announcement No.: 2017-2 SHENZHEN PROPERTIES & RESOURCES DEVELOPMENT (GROUP) LTD. ABSTRACT OF ANNUAL REPORT 2016 I Important information This Abstract is based on the full text of the Annual Report. In order for a full understanding of the operating results, financial condition and future development planning of the Company, investors are kindly reminded to read the full text carefully on the media designated by the China Securities Regulatory Commission (the “CSRC”). This Annual Report and its abstract have been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. Objections raised by the directors, supervisors and executive officers Name Office title Objection and reason Statement Except for the following directors, all the other directors attended in person the board meeting for the review of this Annual Report. Reason for not attending in Name Office title Proxy person Modified audit opinion □ Applicable √ Not applicable Proposal for profit distribution to common shareholders or converting capital reserve into share capital for this Reporting Period, which has been considered and approved by the Board √ Applicable □ Not applicable Share capital increase from capital reserve □ Yes √ No The Board has considered and approved the following proposal for profit distribution to common shareholders: Based on the total shares of 595,979,092, a cash dividend of RMB1.80 (tax inclusive) per 10 shares will be distributed to all shareholders of the Company. No bonus shares will be granted, nor will any capital reserve be converted into share capital. Proposal for profit distribution to preference shareholders for this Reporting Period, which has been considered and approved by the Board □ Applicable √ Not applicable 1 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 II Company profile 1. Stock profile Stock name SZPRD A, SZPRD B Stock code 000011, 200011 Stock exchange Shenzhen Stock Exchange Contact information Board Secretary Securities Representative Name Fan Weiping Qian Zhong, Ding Minghua 42/F, International Trade Center, Renmin 42/F, International Trade Center, Renmin Office address South Road, Shenzhen, Guangdong South Road, Shenzhen, Guangdong Province, P.R.China Province, P.R.China Fax 0755-82210610 82212043 0755-82210610 82212043 Tel. 0755-82211020 0755-82211020 E-mail 000011touzizhe@szwuye.com.cn 000011touzizhe@szwuye.com.cn 2. Brief introduction to the main business or products in this Reporting Period The Company has 12 functioning subsidiaries in total, including 4 real estate subsidiaries (Shenzhen Huangcheng Real Estate Co., Ltd., Dongguan ITC Changsheng Real Estate Development Co., Ltd., SZPRD Xuzhou Dapeng Real Estate Development Co., Ltd. and SZPRD Yangzhou Real Estate Development Co., Ltd.), 2 property management subsidiaries (Shenzhen International Trade Center Property Management Co., Ltd. and Shenzhen Huangcheng Property Management Co., Ltd.), 2 taxi service subsidiaries (Shenzhen International Trade Center Car Industry Co., Ltd. and Shenzhen Shenxin Taxi Co., Ltd.), 2 joint ventures (SZPRD Jifa Warehouse Co., Ltd. and Shenzhen Tian’an International Building Property Management Co., Ltd., with the Company holding a 50% stake in both), 1 catering subsidiary and 1 supervision subsidiary. The main business of the Company is as follows: (1) Real estate Real estate is the primary business of the Company, operated by 4 of its subsidiaries. The following 5 real estate development projects are currently ongoing: 1) Xuzhou Banshanyujing: Won against competition on 10 Feb. 2010, floor space 96,900 ㎡, plot ratio 0.8, total land price RMB192 million, open for sale in December 2016. 2) Dongguan Songhulangyuan: Won on 15 Jul. 2010, floor space 66,900 ㎡, plot ratio 2.2, total land price RMB214 million, open for sale at the end of July 2015. 3) Yangzhou Hupanyujing: Won on 28 Jan. 2011, floor space 66,600 ㎡, plot ratio 1.4, total land price RMB610 million, Phase II currently open for sale. 4) Shenzhen Qianhai project: Obtained in Jul. 2011 in an asset swap promised in the share reform, floor space 19,900 ㎡, plot ratio 3.2, total land price RMB270 million, open for sale in November 2015. 5) Shenzhen Golden Collar Holiday: Located at Huanggang Port, historical land, floor space 12,600 ㎡, plot ratio 10.5, total construction area 130,000 ㎡. The 5 ongoing projects above combined cover a floor space of 231,300 ㎡ and a total construction area of 716,100 ㎡, with the plot-ratio-counted and available-for sale area reaching 474,700 ㎡. (2) Property management The Company currently has 2 property management subsidiaries, namely Shenzhen International Trade Center Property Management Co., Ltd. and Shenzhen Huangcheng Property Management Co., Ltd. (3) Taxi service The Company currently has 2 taxi service subsidiaries, namely Shenzhen International Trade Center Car Industry Co., Ltd. and Shenzhen Shenxin Taxi Co., Ltd., holding a total of 530 red taxi licenses. (4) Property rental The Company has now a total area of 86,200 ㎡ available for rental, with the letting rate up to 96%. 2 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 (5) Warehousing service The warehousing service is mainly provided by SZPRD Jifa Warehouse Co., Ltd., a joint venture where the Company holds a 50% stake, with the total area of the warehouses reaching 35,000 ㎡. (6) Catering service Operated by Shenzhen International Trade Center Catering Co., Ltd., with a total business area of 1,892 ㎡. 3. Accounting and financial results (1) Accounting and financial results for the past three years Indicate by tick mark whether the Company performed any retroactive adjustments to or restatement of its accounting data due to changes of accounting policies or correction of accounting errors. □ Yes √ No Unit: RMB 2016 2015 +/-% 2014 Operating revenues 2,059,204,077.18 1,077,418,500.93 91.12% 1,268,451,451.86 Net profit attributable to 354,857,241.74 156,819,966.71 126.28% 417,498,679.91 shareholders of the Company Net profit attributable to shareholders of the Company 357,519,344.14 18,480,611.70 1,834.56% 253,778,668.88 before exceptional profit and loss Net cash flows from operating 2,252,041,183.42 309,767,629.66 627.01% -14,627,057.08 activities Basic earnings per share 0.5954 0.2631 126.30% 0.7005 (RMB/share) Diluted earnings per share 0.5954 0.2631 126.30% 0.7005 (RMB/share) Weighted average return on equity 15.79% 7.59% 8.20% 21.82% (%) December 31, 2016 December 31, 2015 +/-% December 31, 2014 Total assets 6,654,356,144.10 4,379,763,486.10 51.93% 3,883,288,145.46 Net assets attributable to 2,410,434,735.75 2,099,906,766.61 14.79% 2,074,242,662.07 shareholders of the Company (2) Financial results by quarter Unit: RMB 1Q 2Q 3Q 4Q Operating revenues 196,079,291.87 175,978,188.09 157,661,237.17 1,529,485,360.05 Net profit attributable to 577,026.01 -5,825,730.64 -1,953,780.96 362,059,727.33 shareholders of the Company Net profit attributable to shareholders of the Company 193,418.02 -6,058,699.93 -2,164,014.76 365,548,640.81 before exceptional profit and loss Net cash flows from operating 877,544,687.88 631,711,806.91 591,805,045.13 150,979,643.50 activities Indicate by tick mark whether there are any material differences between the financial indicators above or their summations and those which have been disclosed in quarterly or semi-annual reports. □ Yes √ No 3 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 4. Share capital and shareholders (1) Numbers of common shareholders and preference shareholders with resumed voting rights as well as shareholdings of top ten shareholders Unit: share Total number of Total number of common Total number of preference Total number shareholders at preference shareholders with of common the prior shareholders resumed voting 47,510 45,078 0 0 shareholders at month-end with resumed rights at the prior the period-end before the voting rights at month-end before disclosure of this the period-end the disclosure of this Report Report Top 10 shareholders Total shares Pledged or frozen shares Name of Nature of Shareholding held at the Number of restricted shares held shareholder shareholder percentage (%) Status Number period-end Shenzhen Construction State-owned Investment 54.33% 323,796,324 293,997,370 corporation Holdings Corporation Shenzhen Investment State-owned 9.49% 56,582,573 56,582,573 Management corporation Corporation Domestic Du Xinye 0.65% 3,880,800 0 individual Domestic Zhou Qun 0.52% 3,115,450 0 individual Domestic Du Yunfeng 0.39% 2,323,000 0 individual Shenzhen Domestic Duty-Free non-state-ow Commodity 0.29% 1,730,300 0 ned Enterprises Co., corporation Ltd. Domestic Mai Furong 0.25% 1,514,800 0 individual Domestic Jason Offshore non-state-ow Equipment Co., 0.23% 1,364,400 0 ned Ltd. corporation Domestic Yang Yaochu 0.22% 1,320,620 0 individual Domestic Chen Liying 0.18% 1,076,051 0 individual Related or acting-in-concert The first and second principal shareholders of the Company are managed by Shenzhen Investment parties among the Holding Corporation, the actual controlling shareholder of the Company. And the Company does not shareholders above know whether there are related parties or acting-in-concert parties among the other 8 shareholders. Shareholders conducting securities margin trading (if N/A any) 4 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 (2) Number of preference shareholders and shareholdings of top ten of them □ Applicable √ Not applicable No preference shareholders in this Reporting Period (3) Ownership and control relations between the actual controller and the Company 5. Corporate bonds (1) Bond profile Balance Bond name Abbr. Bond code Due date Interest rate (RMB’0,000) (2) Latest follow-up rating results and rating result changes N/A (3) Main financial results of the Company for the recent two years Item 2016 2015 +/-% Debt-to-assets ratio 63.76% 52.03% 11.73% Total debt-to-EBITDA ratio 0.13 0.12 5.47% Times interest earned 127.90 13.29 862.53% III Performance discussion and analysis 1. Performance review for this Reporting Period Investors are kindly reminded to read the full text of this Annual Report carefully and pay special attention to the following risk factors. 5 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 Is the Company subject to any disclosure requirements for special industries? Yes. For the Company engages in real estate, it is subject to the Guideline No. 3 of the Shenzhen Stock Exchange on Information Disclosure by Industry—for Listed Companies Engaging in Real Estate. (1) Review of industry development in this Reporting Period 1) Analysis on market environment In 2016, the macro-economy was stable, the supply-side structural reform produced partial results, the positive factors for economic growth increased, resulting in a new pattern of “dual improvement”. The formation process of new structure, new economy, and new energy accelerated, the adjustment in traditional industry deepened, and the supporting role of innovation to development strengthened. The national GDP in the past year reached RMB 74.41 trillion, representing a year-on-year increase of 6.7% based on calculation at comparable prices. However, due to the mutual contradiction between currency policies of the USA’s raise of interest rate, and Europe and Japan’s continuous quantitative easing, the strong dollar rose sharply, causing more anticipation for foreign exchange outflow and RMB devaluation. 2) Analysis on industry structure and trend For details, please refer to “Section III Business Profile”. (2) Overall review of the Company in 2016 Y2016 is the outset of the Company’s 13th Five Year Plan. In this Reporting Period, while facing the complicated macro and micro environment and being led by the management team of the Company, all cadres and staffs of the Group and the Company made concerted efforts, focused on accomplishing assignments for the full year, firmly grasped the initiative for development, achieved remarkable performance for all businesses, reached to a brand-new height in aspects such as business performance, management system, as well as the cohesive force in the enterprise, realized a good start for the 13th Five Year Plan, and laid a firm foundation for the Company’s better and larger development. 1) The operating revenue broke through RMB 2 billion, realizing a good beginning for the 13th Five Year Plan In 2016, the Company achieved operating revenue of RMB 2,059,200,000, bringing about a net profit of RMB 354,860,000 (attributable to owners of the Company). As at the end of 2016, the total assets was RMB 6.654 billion, the equity attributable to owners of the Company amounted to RMB 2.41 billion, the weighted average ROE was 15.79%, the earning per share was RMB 0.595, and the net assets per share was RMB 4.04. Both the operating revenue and assets scale marked record high, and realized a good beginning for the 13th Five Year Plan, laying a firm foundation for the Company’s further leaping development. 2) All projects in construction were sold out well with sparkling highlights In 2016, the Company paid close attention to market trend, deeply researched and judged on regulatory policies, captured market opportunities in time, launched Yangzhou Project Phase II, Xuzhou Project Phase I, and so on in due time in respect of sales, and achieved smooth sales of real estate projects. In 2016, the two projects in Shenzhen and Dongguan generated sales revenue of approximately RMB1 billion, Yangzhou Project Phase I and II altogether generated around RMB360 million, and Xuzhou Project Phase I saw a flying start by generating about RMB141 million. The accumulative sales revenue generated by the two projects in Shenzhen and Dongguan reached about RMB3.3 billion, setting a record high for the Company. 3) The project management level was increasingly improved, and the engineering progress was pushed forward in order In 2016, as for the Company’s 5 projects in construction, all engineering construction assignments were successfully accomplished, and safety production with zero accident in the whole year was realized. As for Qianhai Project, house owners were allowed to move in 9 months in advance, and all progress targets for project development were successfully accomplished. As for Golden Collar’s Holiday Flat, the construction of podium building was accomplished 43 days earlier. As for Dongguan Project, the completion and verification was accomplished on 30 Nov 2016, and all engineering work was developed sustainably and in order. As for Yangzhou Project Phase II, the check and acceptance of the individual building was finished, and all supporting engineering work was carried forward as scheduled. As for Xuzhou Project, the completion, check, acceptance, and recording processes were accomplished, and was smoothly opened for sale. 4) The property management business was expanded and enlarged, and other supplementary businesses were in firm operation In 2016, Shenzhen International Trade Center Property Management Co., Ltd. achieved operating revenue of RMB 348 million, showing an increase as compared with the budget target. Huangcheng Property Management Co., Ltd. achieved operating revenue of RMB 49.8 million, basically reaching the budget target. The property area of the 6 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 two property management companies totaled to over 11 million square meters, covering regions including Shenzhen, Hangzhou, Chongqing, Inner Mongolia, and Shandong. Supplementary businesses such as cars, supervision, and leasing were in firm operation and reached the annual targets as planned. 2. Significant changes in the main business in this Reporting Period □ Yes √ No 3. Products contributing over 10% of the main business revenue or profit √ Applicable □ Not applicable Unit: RMB Operating Gross profit Operating Gross profit Operating profit: Product Operating profit revenue: YoY margin: YoY revenue margin YoY +/-% +/-% +/-% Real estate 1,512,673,490.89 459,994,703.42 69.59% 193.17% 96.57% 14.94% development Property 322,241,780.02 311,316,025.73 3.39% -3.35% -1.55% -1.76% management 4. Seasonal or periodic characteristics in the operating performance that need special attention □ Yes √ No 5. Significant YoY changes in the operating revenues, operating costs and net profit attributable to the common shareholders or their composition □ Applicable √ Not applicable 6. Possibility of listing suspension or termination □ Applicable √ Not applicable 7. Issues related to the financial report (1) YoY changes in accounting policies, accounting estimations and measurement methods □ Applicable √ Not applicable No changes. (2) Retroactive restatements due to correction of significant accounting errors in this Reporting Period □ Applicable √ Not applicable No such cases. 7 ShenZhen Properties & Resources Development (Group) Ltd. Abstract of Annual Report 2016 (3) YoY changes in the scope of the consolidated financial statements □ Applicable √ Not applicable No changes. 8