意见反馈 手机随时随地看行情

公司公告

南 玻B:2012年第三季度报告全文(英文版)2012-10-29  

						      CSG HOLDING CO., LTD.



THE THIRD QUARTER REPORT 2012




       Chairman of the Board:
            ZENG NAN


           October 2012
  CSG HOLDING CO., LTD.                                                                           THE THIRD QUARTER REPORT 2012




                             THE THIRD QUARTER REPORT 2012


I. Important Note

Board of Directors and the Supervisory Committee of CSG Holding Co., Ltd. (hereinafter referred to as the
Company) and its directors, supervisors and senior executives hereby confirm that there are no any fictitious
statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities
jointly and severally, for the truthfulness, accuracy and completeness of the whole contents.
All the directors are present the meeting of the Board for deliberating the Third Quarter Report of the Company in
person.
The third quarter financial report of 2012 has not been audited.
Chairman of the Board & CEO of the Company Mr. Zeng Nan, CFO Mr. Luo Youming and principle of the
financial department Mr. Huang Yanbing hereby confirm the truthfulness and completeness of the Financial
Report in the Third Quarter Report of 2012.
This report is prepared both in Chinese and English. Should there be any inconsistency between the Chinese and
English versions, the Chinese version shall prevail.

II. Company Profile

(I)Main accounting data and indices

Whether retrospective adjustment has been carried out on financial reports of previous periods or not
□Yes    √ No     □Non-applicable
                                                                                                                        Increase/decrease
                                                             30 September 2012               31 December 2011
                                                                                                                               (%)
Total assets(RMB)                                                    14,789,459,548                    15,281,391,077             -3.22%
Owners’ equity attributable to shareholders of the
                                                                       6,943,464,422                    6,911,117,984              0.47%
listed company(RMB)
Share capital(Share)                                                   2,075,335,560                    2,075,837,060             -0.02%
Net assets per share attributable to shareholder of
                                                                                    3.35                         3.33              0.60%
listed company (RMB/ Share)
                                                                                                                 Increase/Decrease
                                                         The 3rd quarter of Increase/Decrease in From 1 January in comparison with
                                                                            comparison with the to 30 September
                                                               2012                                              the same period of
                                                                            same period of 2011       2012
                                                                                                                        2011
Total business revenue(RMB)                                  1,947,809,464                  -5.80%      5,293,059,949            -18.65%
Net profit attributable to shareholders of the listed
                                                               156,677,476                 -42.49%       402,770,661             -63.72%
company (RMB)
Net cash flow arising from operating
                                                        --                    --                        1,382,917,631             12.28%
activities(RMB)
Net cash flow per share arising from operating
                                                        --                    --                                 0.67             13.56%
activities (RMB/Share)
Basic earnings per share (RMB/Share)                                   0.08                -38.46%               0.19            -64.15%
Diluted earnings per share (RMB/Share)                                 0.08                -38.46%               0.19            -64.15%
                                                                                      Decrease 1.84                        Decrease 10.93
Weighted average ROE (%)                                             2.27%                                     5.83%
                                                                                   percentage points                     percentage points
Weighted average ROE after deducting                                                  Decrease 1.79                        Decrease 12.11
                                                                     2.09%                                     3.84%
non-recurring gains/losses (%)                                                     percentage points                     percentage points




                                                                    -1-
  CSG HOLDING CO., LTD.                                                                      THE THIRD QUARTER REPORT 2012


Non-recurring items deducted and amounts
√Applicable □ Non-applicable
                                                                               Amount from the beginning of year to
                                    Items                                                                                      Note
                                                                                the end of the report period(RMB)
Gains and losses from disposal of non-current assets                                                        4,589,287
Tax refund or exemption approved out of authorization, or without official
approval document
Governmental subsidy calculated into current gains and losses (excluding
the fixed-amount or fixed-proportion governmental subsidies closely
                                                                                                           77,908,002
related to the business of the company according to the unified national
standard)
Fund occupation expenses received from non-financial enterprises that
reckon into current gains/losses
Income occurred when investment cost paid by enterprise for obtaining
subsidiaries, associates and joint ventures are lower than its share in fair
value of net realizable assets of invested units
Gains and losses from exchange of non-monetary assets
Gains and losses from entrusted investment or management assets
Various asset impairment reserve provided for force majeure, such as
natural disaster;
Gains/losses from debt reorganization
Reorganization expenses, such as expenditure for allocation of employees
and integration fee
Gains and losses from excess of transaction which are conducted on a
non-fair-valued basis over its fair value
Current net gains and losses of subsidiaries occurred from combination
under the same control commencing from period-begin to combination date
Gains and losses from contingent events which has no relation with normal
business of the Company
Gains and losses from change of fair values of held-for-transaction
financial assets and financial liabilities except for the effective hedge
business related to normal business of the Company, and investment                                              360,000
income from disposal of transactional financial assets and liabilities and
financial assets available for sale
Reversal of impairment reserve for account receivable with separate
impairment testing
gains/ losses from external entrustment loans
Gains and losses arising from change of fair value of investment properties
whose follow-up measurement are at fair value
Affect upon current gains/losses arising from the one-off adjustment in
subject to requirement of laws and rules in relation to taxation and
accounting
Income from entrusted custody operation
Other non-operating income and expenditure except the abovementioned                                       11,996,083
Other item that satisfied the definition of non-recurring gains and losses                                 62,252,488
Influenced amount of minority shareholders’ equity                                                        -5,137,579
Impact on income tax                                                                                      -14,128,210
Total                                                                                                     137,840,071           --
Statement of the Company on “Other gain/loss items satisfying the definitions of non-recurring gain/loss accounts” and the
non-recurring items defined as recurring items according to the nature and characteristics of the businesses.
                Item                           Amount involved (RMB)                                     Note
                                                                                 On 21 March 2012, Guangzhou CSG was
                                                                                 completed its equity transfer procedures, RMB
Net income from equity transfer                                       62,252,488
                                                                                 62,252,488 was recognized as investment income
                                                                                 for the Company.




                                                                  -2-
  CSG HOLDING CO., LTD.                                                                        THE THIRD QUARTER REPORT 2012


(II)Total of shareholders at the end of the report period and particulars about the shares held by the top
ten shareholders

Total of shareholders at the end of the report period 249,622
                                 Particulars about shares held by the top ten unrestricted shareholders
                                                                                   Amount of                Share type and amount
                                                                               unrestricted shares
                             Name of shareholder
                                                                                held at the end of        Share type          Amount
                                                                                the report period
China Northern Industries Corporation                                                 75,167,934           A-share            75,167,934
Xin Tong Chan Industrial Development (Shenzhen) Co., Ltd.                             67,740,000           A-share            67,740,000
Shenzhen International Holdings (Shenzhen) Co., Ltd.                                  65,430,000           A-share            65,430,000
Bank of China— E-fund Shenzhen 100 Exchange-traded Securities
                                                                                      19,464,922           A-share            19,464,922
Investment Fund
ICBC—Rongtong Shenzhen 100 Index Securities Investment fund                          13,910,937           A-share            13,910,937
BBH A/C Vanguard Emerging Markets Stock Index Fund                                    12,809,638           B-share            12,809,638
China Minsheng Bank—Yinhua Shenzhen 100 Index Grading Securities                                          A-share
                                                                                      12,741,632                              12,741,632
Investment Fund
PICC—Tradition-common insurance products                                             11,600,385           A-share            11,600,385
PICC—dividend-individual insurance                                                   11,224,226           A-share            11,224,226
Bank of China—Franklin Templeton Sealand Potential Combinations                                           A-share
                                                                                      10,958,204                              10,958,204
Stock-type Investment Securities Fund
                                                                              Among shareholders as listed above, the 2nd and the 3rd
                                                                              shareholders are holding enterprises of Shenzhen
                                                                              International Holdings Co., Ltd. Except for this, It is
Statement on associated relationship or consistent action among the above
                                                                              unknown whether other shareholders belong to related
shareholders:
                                                                              party or have associated relationship regulated by the
                                                                              Management Regulation of Information Disclosure on
                                                                              Change of Shareholding for Listed Companies.




III. Significant Events


(I)The situation and causes for the substantial changes of the main items in the accounting statements and
financial indices

√Applicable □ Non-applicable
                                                                                                                Unit:RMB0’000
                                                                                              Increased/Decr
                                   Note     30 September 2012         31 December 2011                                 Rate
                                                                                               eased amount
   Notes receivable                 (1)                  24,797                     46,533                -21,736        -47%
   Prepayment                       (2)                    9,149                     5,395                 3,754          70%
   Other account receivable         (3)                    8,107                     5,156                 2,951          57%
   Other current asset              (4)                  16,446                     91,363                -74,917        -82%
   Construction in process          (5)                 298,464                    171,344            127,120             74%
   R&D expense                      (6)                    1,345                     3,069                 -1,724        -56%
   Notes payable                    (7)                  29,143                     10,612                18,531         175%
   Employees’ wage payable         (8)                    9,154                    13,939                 -4,785        -34%
   Interest payable                 (9)                  10,822                      3,842                 6,980         182%
   Other account payable            (10)                 17,848                     88,665                -70,817        -80%




                                                                   -3-
  CSG HOLDING CO., LTD.                                                                     THE THIRD QUARTER REPORT 2012


   Non-current liability due in
                                                        38,220                    18,003             20,217          112%
   1 year                         (11)
   Deferred     income      tax
                                                         3,077                     4,409             -1,332          -30%
   liability                      (12)
                                            From 1 January to      From 1 January to 30     Increased/Decr
                                   Note                                                                           Rate
                                           30 September 2012           September 2011        eased amount
   Business income                (13)                529,306                   650,628            -121,322          -19%
   Business cost                  (14)                409,822                   432,241             -22,419            -5%
   Financial expenses             (15)                  19,353                    10,583              8,770           83%
   Asset impairment loss          (16)                     239                       615               -376          -61%
   Investment gains               (17)                   6,261                       570              5,691          998%
   non-operational income         (18)                   9,604                     6,587              3,017           46%
   Income tax expenses            (19)                   9,499                    25,865            -16,366          -63%


Notes:
(1)    The decrease of notes receivable was mainly resulted from notes matured for cash and endorsement used for payment for
       goods.
(2)    The increase of the prepayment was mainly resulted from the increase of prepayment for payment for goods and
       equipment payment.
(3)    The increase of other receivables was mainly because of the increase of export tax rebate of the Company’s subsidiaries as
       well as the increase of receivable balance according to the terms of the contract confirmation resulted from equity transfer
       procedures of Guangzhou CSG Glass Co., Ltd completed in the report period.
(4)    The decrease of other current assets was mainly resulted from the assets owned by Guangzhou CSG Glass Co., Ltd. which
       were reclassified as held for sale last year decreased because the share transfer procedures have been completed before the
       end of the report period.
(5)    The increase of construction in progress was mainly because fixed assets with technical improvement of production line in
       some subsidiaries transferred to constructions in progress.
(6)    The decrease of development expenditure was mainly due to R&D expenses transferred to intangible assets or expense
       expenditure.
(7)    The increase of notes payable was mainly due to the increase of payment for the suppliers by bank acceptance bill in the
       Company’s subsidiaries in the report period.
(8)    The decrease of Employees’ wage payable was mainly because the Company paid annual management incentive fund and
       employee year-end bonus of last year in the report period.
(9)    The increase of interest payable was mainly because the interest for corporate bond had not been paid yet.
(10)   The decrease of other payables was because equity transfer of Guangzhou CSG was completed in the report period, and
       equity transfer amount received in prior-period has transfer-out from item of other account payable.
(11)   The increase of non-current liability due in 1 year was mainly because part of the long-term loan will expire within 1 year.
(12)   The decrease of deferred income tax liability was mainly because the write back of mainland subsidiaries withholding
       income tax for dividend to overseas, which confirmed as the deferred income tax liabilities in the last period.
(13)   The decrease of revenue was because the price of flat glass and solar energy products were lower than the same period of
       last year.
(14)   The decrease of cost of sales was because of decline of the unit cost of the main products of the Company.
(15)   The increase of financial expenses was mainly because the interest expense after some subsidiaries’ production lines
       transferred to fixed asset was recorded as current gains and losses, the loss in exchange caused by fluctuating of exchange
       rate and loan interest increased.
(16)   The decrease of asset impairment loss was mainly due to the decrease of the bad debt provision for the decreased
       receivables alteration in the report period compared with the same period last year.
(17)   The increase of investment income was because of the income from equity transfer of Guangzhou CSG, a subsidiary of the
       Company.
(18)   The increase of non-operational income was because of the increase of government supporting grant received by
       subsidiaries in the report period compared with the last period.
(19)   The decrease of income tax expense was because of the decrease of earnings before tax in the report period.



(II)The progress of material events and the analysis of the solutions

1. Non-standard report

□Applicable √ Non-applicable




                                                                 -4-
  CSG HOLDING CO., LTD.                                                                         THE THIRD QUARTER REPORT 2012


2. The Company exists that it provides funds to the controlling shareholder or its related parties, in
violation of the required procedure of guarantee for external parties.

□Applicable √ Non-applicable

3. Signature and implement of material contracts related to daily operation

□Applicable √ Non-applicable

4. Others

√Applicable □ Non-applicable
1.Repurchasing part of the domestically listed foreign shares (B-share) of the Company
On 6 August 2012, the First Extraordinary Shareholders’ General Meeting 2012 deliberated and approved the proposal of
“repurchasing part of the domestically listed foreign shares (B-share) of the Company”. The company will repurchase no more than
200 million “B” shares with less than HKD 6 per share by centralized price bidding in Shenzhen Stock Exchange after putting on file
in relevant regulatory bureau and gaining approval from relevant of authorized commerce and State Administration of Foreign
Exchange. The repurchase term will be effective within 12 months since the approved date of shareholders’ general meeting. More
details could be found in relevant notices published at China Securities Journal, Securities Times, Hong Kong Commercial Daily and
Juchao Website (www.cninfo.com.cn) on 20 July 2012 and 7 August 2012.
2. Short-term financing bills
On 15 April 2011, Annual Shareholders’ General Meeting 2010 of CSG Holding Co., Ltd. deliberated and approved the proposal of
issuing short-term financing bills, agreed the Company’s application for issuing short-term financing bills with total amount of RMB
0.7 billion. On 5 August 2011, the Registration Committee of Chinese Inter-bank Market Dealers Association held the Thirty-fourth
Registration Meeting of 2011, decided to accept the registration of short-term financing bills with total amount of RMB 0.7 billion
and expiry on 12 August 2013. The short-term financing bills were co-lead managed by China Construction Bank Co., Ltd. and
China Merchants Bank Co., Ltd., publicly issued to institutional investors of China’s inter-bank bond market by bookkeeping, book
building, centralizing and placing, and could be issued by stages within the validity period of registration. On 15 September 2011, the
Company successfully issued short-term financing bills of phaseⅠ2011 with total amount of RMB 0.7 billion and deadline of 365
days. And the short-term financing bills were cashed successfully on 14 September 2012. On 23 October 2012, the Company
successfully issued short-term financing bills of phaseⅠ2012 with total amount of RMB 0.7 billion and deadline of 365 days.
On 6 August 2012, the First Extraordinary Shareholders’ General Meeting 2012 of CSG Holding Co., Ltd deliberated and approved
the proposal of issuing short-term financing bills, approving the application of short-term financing bills within RMB 2.2 billion
limit.
More information can be found on www.chinabond.com.cn and www.chinamoney.com.cn.

3. It does not exist that non-operating fund of listed company is occupied by the largest shareholder and its affiliated enterprises.

(III)Commitments of shareholders with over 5% of shares made in the report period or carried over from
previous period

√Applicable □ Non-applicable
    Item of                                                                             Commitment Commitmen
                    Promisee                    Content of commitments                                       Implementation
Commitments                                                                                date      t term
                                   The Company has implemented share merger
            the original           reform in May 2006. Till June 2008, the share of
            non-tradable           the original non-tradable shareholders which
            shareholder            holding over 5% total shares of the Company had                                    By the end of
            Shenzhen               all released. Therein, the original non-tradable                                   the report
            International          shareholder Shenzhen International Holdings                                        period, the
Commitments Holdings (SZ)          (SZ) Limited (with former name of Yiwan                                            original
for Share   Limited and Xin        Industrial Development (Shenzhen) Co., Ltd. )                                      non-tradable
            Tong Chan                                                               2009-7-9            N/A           shareholders of
Merger                             and Xin Tong Chan Industrial Development
Reform      Industrial             (Shenzhen) Co., Ltd. both are wholly-funded                                        the Company
            Development            subsidiaries to Shenzhen International Holdings                                    have strictly
            (Shenzhen) Co.,        Limited (hereinafter Shenzhen International for                                    carried out their
            Ltd.                   short) listed in Hong Kong united stock exchange                                   promises.
                                   main board. On 9 July 2009, Shenzhen
                                   International held the Shareholders’ General
                                   Meeting and authorized its board of directors to



                                                                   -5-
  CSG HOLDING CO., LTD.                                                                         THE THIRD QUARTER REPORT 2012


                                  sell the CSG A share held by Shenzhen
                                  International at price of no less than RMB 8.5.
                                  Shenzhen International made commitment that it
                                  would strictly carry out related regulations of
                                  Securities Law, Administration of the Takeover of
                                  Listed Companies Procedures and Guiding
                                  Opinions on the Listed Companies’ Transfer of
                                  Original Shares Released from Trading
                                  Restrictions    issued    by     CSRC        during
                                  implementing share decreasingly-held plan and
                                  take information disclosure responsibility timely.
Commitments
in report of
acquisition or
equity change
Commitments
in assets
replacement
Commitments
made in
issuing
Other
commitments
for medium
and small
shareholders
Completed on
                   √ Yes □ No
time or not
Detail reasons
for
un-complemen       N/A
t and further
plan
Whether made
a promise to
horizontal
competition
                   □ Yes √ No
and related
transactions
that resulted or
not
Solution term
                   N/A
  promised
Solution way       N/A
Complementat
                   N/A
ion


(IV) Prediction of business performance for 2012

Alert of loss or significant change in net profit from the beginning of year to the end of next report period or compared with the same
period of last year, and statement of causations.
√ Applicable □ Non applicable
Discription: significant delining at the same trend
Type of data filled for the prediction
□Actual figures √ Interval figures
                                                                   The same
                                  Year-begin to the end of the
                                                                  period of last                Increase or decrease (%)
                                      next report period
                                                                      year
Predicted amount of
                                                                                   □Increase
accumulative net profit               25,000    --      35,000          117,823                             70.29% --         78.78%
                                                                                   √Decrease
(RMB'0,000)
Basic income per share                                                             □Increase
                                         0.12   --         0.17             0.57                            70.18% --         78.95%
(RMB/Share)                                                                        √Decrease



                                                                  -6-
  CSG HOLDING CO., LTD.                                                                      THE THIRD QUARTER REPORT 2012


                                 1. In the report period, influenced by government macro-control policies and production
                                 over-capacity, the selling price of flat glass reduce considerably compare with the same period of
                                 last year. The profit of flat glass in the Company will reduce considerably compared with the
                                 same period of last year.
                                 2. Influenced by the European debt crisis and government subsidy cut, the solar photovoltaic
Statement on performance         industry keeps sluggish in the report period. The selling price of polysilicon, cells & modules and
herald                           solar energy glass decline considerably compared with the same period of last year. The profit of
                                 solar energy industry of the Company will reduce considerably compared with the same period of
                                 last year for the above reasons.
                                 3. Based on the principle of prudence, the Company predicts that there will be impairment reserved
                                 for some related assets. Because it has not been deliberated and approved by the Board of directors
                                 yet, there is still some uncertainty for the prediction.


(V) Other issues to be disclosed

1. Securities investment

□Applicable √ Non-applicable

2. Derivatives investment

□Applicable √ Non-applicable

3. Position of the derivatives investment at the end of the report period

□Applicable √ Non-applicable

4. Reception of investigations, communications, or interviews in the report period

                                                                                                         Main content involved and
    Date        Place        Way            Type                         Visitors
                                                                                                             material provided
                                                                                                       Introduction of the disclosed
             In the  Spot                                                                              information about operation
2012-09-04                         Institution China Investment Securities Co., Ltd.
             Company investigation                                                                     and production of the
                                                                                                       Company.
                                             Guotai Junan Securities Co., Ltd., Everbright
                                                                                           Introduction of the disclosed
                                             Pramerica Fund Management Co.,Ltd., Ping An
           In the  Spot                                                                    information about operation
2012-09-19                       Institution Insurance (Group) Company Of China, Ltd.,
           Company investigation                                                           and production of the
                                             Essence Fund Management Co., Ltd., Shenzhen
                                                                                           Company.
                                             Golden Investment Management Co., Ltd.


5. Corporate bond issuance

Whether the Company issued corporate bond or not?
√ Yes □ No
Approved by the 2nd Extraordinary Shareholders’ General Meeting 2009, the Company issued corporate bond on 20 October 2010
with the amount of RMB 2 billion in total. The bond had two products with 5-year and 7-year, in which product I of 5-year with
RMB 1 billion issuance scale and product II of 7-year with RMB 1 billion issuance scale. Meanwhile, attached with option of
up-regulate coupon rate of issuer and re-sale option of investors for the product II. On 10 November 2010, the corporate bond was
listed for trading in Shenzhen Stock Exchange with fixed annual coupon rate of 5.33% within five-years of duration. Short name for
5-year product was ‘10 CSG 01’ (code 112021) while 7-year product was ‘10 CSG 02’ (code 112022). Closing date for trading will
be 20 October 2015 and 20 October 2017 respectively (notice of the Company disclosed shall prevail). More details can be found in
Notice of Issuance Results on Company Bond 2010 published at China Securities Journal, Securities Times, Hong Kong Commercial
Daily and Juchao Website (www.cninfo.com.cn) on 26 October 2010.
According to the track rating from CCXR in 2012, the Company gained AA+ for subject credit rating, expectation rating was stable,
and bond credit rating of this period was AA+. On 20 October 2011 and 22 October 2012, interests in the first two periods of
interest-bearing for corporate bond were paid by the Company. The Company will continuously guarantee debt servicing ability by
solid development of its own business in the future.



                                                                 -7-
  CSG HOLDING CO., LTD.                                                                    THE THIRD QUARTER REPORT 2012


IV. Notes

(I)Financial statements

Consolidated or not
√Yes     □ No       □Non-applicable
All figures in the financial statements are in RMB except for otherwise stated.

1. Consolidated Balance Sheet

Prepared by CSG Holding Co., Ltd.
                                                                                                                 Unit: RMB
                                 Items                                        Ending balance          Beginning balance
Current asset:
Monetary capital                                                                        573,369,661             656,239,151
Settlement provision
Outgoing call loan
Transactional financial assets
Notes receivable                                                                        247,965,664             465,326,418
Account receivable                                                                      380,004,963             315,204,776
Prepayment                                                                               91,492,510              53,946,544
Insurance receivable
Reinsurance receivable
Provisions of Reinsurance contracts receivable
Interest receivable
Dividend receivable
Other account receivable                                                                 81,067,215              51,555,671
Repurchasing of financial assets
Inventories                                                                             499,315,484             479,716,050
Non-current asset due in 1 year
Other current asset                                                                     164,456,471             913,630,129
Total of current asset                                                                2,037,671,968           2,935,618,739
Non-current assets
Disburse of consigned loans
Available-for-sale financial asset                                                      110,667,987             117,892,827
Expired investment in possess
Long-term receivable
Long-term share equity investment
Investment real estates
Fixed assets                                                                          8,529,876,184           9,431,688,834
Construction in process                                                               2,984,635,957           1,713,437,065
Engineering material
Fixed asset disposal
Productive living assets
Gas & petrol
Intangible assets                                                                       953,711,526             913,473,642
R&D expense                                                                              13,445,507              30,688,334
Goodwill                                                                                 18,404,380              18,404,380



                                                                 -8-
  CSG HOLDING CO., LTD.                                  THE THIRD QUARTER REPORT 2012


Long-term amortizable expenses                          2,334,446             1,319,695
Deffered income tax asset                            101,220,881             81,376,849
Other non-current asset                               37,490,712             37,490,712
Total of non-current assets                        12,751,787,580        12,345,772,338
Total of assets                                    14,789,459,548        15,281,391,077
Current liabilities
Short-term loans                                    1,736,002,477         1,546,224,149
Loan from Central Bank
Deposit received and hold for others
Call loan received
Trade off financial liabilities
Notes payable                                        291,430,872            106,118,119
Account payable                                     1,180,826,151         1,345,809,426
Prepayment received                                  163,239,133            135,537,639
Selling of repurchased financial assets
Fees and commissions receivable
Employees’ wage payable                              91,538,916            139,392,699
Tax payable                                          145,123,463            139,317,213
Interest payable                                     108,216,693             38,423,616
Dividend payable                                         687,627               687,627
Other account payable                                178,479,746            886,647,082
Reinsurance fee payable
Insurance contract provision
Entrusted trading of securities
Entrusted selling of securities
Non-current liability due in 1 year                  382,202,919            180,033,101
Other current liability                                  526,872              2,926,872
Total of current liability                          4,278,274,869         4,521,117,543
Non-current liabilities
Long-term borrowings                                 783,464,576          1,088,240,944
Bond payable                                        1,985,544,015         1,982,441,160
Long-term payable
Special payable
Anticipated liabilities
Deffered income tax liability                         30,765,993             44,090,844
Other non-recurring liabilities                      332,361,959            339,566,047
Total of non-current liabilities                    3,132,136,543         3,454,338,995
Total of liability                                  7,410,411,412         7,975,456,538
Owners’ equity (or shareholders’ equity)
Capital paid in (or share capital)                  2,075,335,560         2,075,837,060
Capital reserves                                    1,381,441,692         1,380,994,405
Less: Shares in stock
Special reserves                                      13,201,526             10,591,844
Surplus reserves                                     599,935,097            599,935,097
Common risk provision
Retained profit                                     2,872,083,502         2,842,873,242




                                             -9-
  CSG HOLDING CO., LTD.                                                                   THE THIRD QUARTER REPORT 2012


Different of foreign currency translation                                                1,467,045                     886,336
Total of owner’s equity belong to the parent company                                6,943,464,422               6,911,117,984
Minor shareholders’ equity                                                            435,583,714                 394,816,555
Total of owners’ equity (or shareholders’ equity)                                  7,379,048,136               7,305,934,539
Total of liability and shareholders’ equity (or owners’ equity)                   14,789,459,548              15,281,391,077


Legal Representative:Zeng Nan                  CFO:Luo Youming             Manager of the financial department:Huang Yanbing


2. Balance Sheet of the Parent Company

Prepared by CSG Holding Co., Ltd.
                                                                                                                    Unit: RMB
                                 Items                                       Ending balance             Beginning balance
Current asset:
Monetary capital                                                                       160,260,794                 229,898,568
Transactional financial assets
Notes receivable
Account receivable
Prepayment
Interest receivable
Dividend receivable                                                                    177,241,113
Other account receivable                                                             1,453,809,889               1,464,351,799
Inventories
Non-current asset due in 1 year
Other current asset
Total of current asset                                                               1,791,311,796               1,694,250,367
Non-current assets
Available-for-sale financial asset                                                      84,882,395                  90,423,881
Expired investment in possess
Long-term receivable                                                                 2,324,797,088               2,165,031,152
Long-term share equity investment                                                    4,768,142,121               4,568,233,404
Investment real estates
Fixed assets                                                                            16,329,573                  14,583,342
Construction in process                                                                  5,403,046
Engineering material
Fixed asset disposal
Productive living assets
Gas & petrol
Intangible assets                                                                        3,204,384                   3,537,234
R&D expense
Goodwill
Long-term amortizable expenses
Deffered income tax asset
Other non-current asset
Total of non-current assets                                                          7,202,758,607               6,841,809,013
Total of assets                                                                      8,994,070,403               8,536,059,380
Current liabilities




                                                                    - 10 -
  CSG HOLDING CO., LTD.                                                                        THE THIRD QUARTER REPORT 2012


Short-term loans                                                                           700,000,000                 761,613,200
Trade off financial liabilities
Notes payable
Account payable                                                                                  29,790
Prepayment received
Employees’ wage payable                                                                      3,956,620                 40,403,745
Tax payable                                                                                      85,932                    609,880
Interest payable                                                                             12,946,069                  2,984,980
Dividend payable                                                                                687,627                    687,627
Other account payable                                                                      940,051,414                 947,884,945
Non-current liability due in 1 year
Other current liability
Total of current liability                                                               1,657,757,452               1,754,184,377
Non-current liabilities
Long-term borrowings                                                                       130,000,000
Bond payable                                                                             1,985,544,015               1,982,441,160
Long-term payable
Special payable
Anticipated liabilities
Deffered income tax liability                                                                16,810,349                 18,195,720
Other non-recurring liabilities                                                               5,000,000
Total of non-current liabilities                                                         2,137,354,364               2,000,636,880
Total of liability                                                                        3,795,111,816              3,754,821,257
Owners’ equity (or shareholders’ equity)
Capital paid in (or share capital)                                                       2,075,335,560               2,075,837,060
Capital reserves                                                                         1,418,995,573               1,417,697,982
Less: Shares in stock
Special reserves
Surplus reserves                                                                           599,935,097                 599,935,097
Common risk provision
Retained profit                                                                          1,104,692,357                 687,767,984
Different of foreign currency translation
Total of owners’ equity (or shareholders’ equity)                                      5,198,958,587               4,781,238,123
Total of liability and shareholders’ equity (or owners’ equity)                        8,994,070,403               8,536,059,380


Legal Representative:Zeng Nan                  CFO:Luo Youming                Manager of the financial department:Huang Yanbing

3. Consolidated Income Statement in the report period

Prepared by CSG Holding Co., Ltd.
                                                                                                                        Unit: RMB
                                   Items                                     Balance of this period       Balance of last period
I. Total revenue                                                                         1,947,809,464               2,067,750,476
Incl. Business income                                                                    1,947,809,464               2,067,750,476
Interest income
Insurance fee earned
Fee and commission received




                                                                    - 11 -
  CSG HOLDING CO., LTD.                                                                      THE THIRD QUARTER REPORT 2012


II. Total business cost                                                                  1,739,427,606               1,707,066,409
Incl. Business cost                                                                      1,460,092,713               1,446,089,410
Interest expense
Fee and commission paid
Insurance discharge payment
Net claim amount paid
Net insurance policy reserves provided
Insurance policy dividend paid
Reinsurance expenses
Business tax and surcharge                                                                 14,067,914                     15,537,197
Sales expense                                                                              68,298,247                     57,361,014
Administrative expense                                                                    137,745,946                    146,253,013
Financial expenses                                                                         60,177,826                     40,623,406
Asset impairment loss                                                                        -955,040                      1,202,369
Plus: gains from change of fair value (“-“for loss)
Investment gains (“-“ for loss)                                                                                           -801,520
Incl. Investment gains from affiliates
Exchange gains (“-“ for loss)
III. Operational profit (“-“ for loss)                                                  208,381,858                    359,882,547
Plus: non-operational income                                                               16,215,764                     23,967,362
Less: non-operational expenditure                                                             685,629                      1,444,475
Incl. Loss from disposal of non-current assets                                                526,917                      1,209,476
IV. Gross profit (“-“ for loss)                                                         223,911,993                    382,405,434
Less: Income tax expenses                                                                  39,063,624                     69,224,449
V. Net profit (“-“ for net loss)                                                        184,848,369                    313,180,985
Including: Net profit realized by the entity taken over before the
takeover
Net profit attributable to the owners of parent company                                   156,677,476                    272,443,398
Minor shareholders’ equity                                                                28,170,893                     40,737,587
VI. Earnings per share:                                                             --                              --
(I) Basic earnings per share                                                                       0.08                         0.13
(II) Diluted earnings per share                                                                    0.08                         0.13
VII. Other misc. incomes                                                                    -9,171,897                    -1,508,872
VIII. Total of misc. incomes                                                              175,676,472                    311,672,113
Total of misc. incomes attributable to the owners of the parent
                                                                                          147,505,579                    270,934,526
company
Total misc gains attributable to the minor shareholders                                    28,170,893                     40,737,587
Net profit contributed by entities merged under common control in the report period was RMB 0.

Legal Representative:Zeng Nan                   CFO:Luo Youming            Manager of the financial department:Huang Yanbing

4. Income Statement of the Parent Company in the report period

Prepared by CSG Holding Co., Ltd.
                                                                                                                          Unit: RMB
                                     Items                                Balance of this period          Balance of last period
I. Turnover                                                                                          0                     1,065,932
Less: Operation cost                                                                                                         61,291



                                                                 - 12 -
  CSG HOLDING CO., LTD.                                                                   THE THIRD QUARTER REPORT 2012


Business tax and surcharge
Sales expense
Administrative expense                                                                   6,492,555                    16,376,512
Financial expenses                                                                       1,902,340                     2,716,657
Asset impairment loss                                                                      -20,701
Plus: gains from change of fair value (“-“ for loss)
Investment gains (“-“ for loss)                                                                                       -801,520
Incl. Investment gains from affiliates
II. Operational profit (“-“ for loss)                                                  -8,374,194                  -18,890,048
Plus: Non business income                                                                5,000,000                     4,294,527
Less: Non-business expenses                                                                 11,077                         1,762
Incl. Loss from disposal of non-current assets                                              11,077                         1,762
III. Total profit (“-“ for loss)                                                       -3,385,271                  -14,597,283
Less: Income tax expenses
IV.Net profit (“-“ for net loss)                                                       -3,385,271                  -14,597,283
V. Earnings per share                                                            --                             --
(I) Basic earnings per share
(II) Diluted earnings per share
VI. Other misc gains                                                                     -6,982,760
VII. Total of integrated income                                                         -10,368,031                  -14,597,283


Legal Representative:Zeng Nan                   CFO:Luo Youming         Manager of the financial department:Huang Yanbing

5. Consolidated Income Statement from the beginning of the year to the end of the report period

Prepared by CSG Holding Co., Ltd.
                                                                                                                      Unit: RMB
                                     Items                             Balance of this period         Balance of last period
I. Total revenue                                                                      5,293,059,949              6,506,284,578
Incl. Business income                                                                 5,293,059,949              6,506,284,578
Interest income
Insurance fee earned
Fee and commission received
II. Total business cost                                                               4,876,317,005              5,085,105,349
Incl. Business cost                                                                   4,098,220,248              4,322,413,812
Interest expense
Fee and commission paid
Insurance discharge payment
Net claim amount paid
Net insurance policy reserves provided
Insurance policy dividend paid
Reinsurance expenses
Business tax and surcharge                                                              31,093,001                    42,881,002
Sales expense                                                                          173,833,081                   196,815,255
Administrative expense                                                                 377,254,068                   411,012,116
Financial expenses                                                                     193,530,038                   105,833,510
Asset impairment loss                                                                    2,386,569                     6,149,654




                                                              - 13 -
  CSG HOLDING CO., LTD.                                                                     THE THIRD QUARTER REPORT 2012


Plus: gains from change of fair value (“-“for loss)
Investment gains (“-“ for loss)                                                         62,612,488                       5,695,272
Incl. Investment gains from affiliates
Exchange gains (“-“ for loss)
III. Operational profit (“-“ for loss)                                                 479,355,432                 1,426,874,501
Plus: non-operational income                                                              96,036,837                      65,872,412
Less: non-operational expenditure                                                          1,543,465                       2,126,759
Incl. Loss from disposal of non-current assets                                             1,007,710                       1,570,423
IV. Gross profit (“-“ for loss)                                                        573,848,804                 1,490,620,154
Less: Income tax expenses                                                                 94,992,390                     258,651,736
V. Net profit (“-“ for net loss)                                                       478,856,414                 1,231,968,418
Including: Net profit realized by the entity taken over before the
takeover
Net profit attributable to the owners of parent company                                  402,770,661                 1,110,086,740
Minor shareholders’ equity                                                               76,085,753                     121,881,678
VI. Earnings per share:                                                             --                              --
(I) Basic earnings per share                                                                       0.19                         0.53
(II) Diluted earnings per share                                                                    0.19                         0.53
VII. Other misc. incomes                                                                  -4,936,175                         68,578
VIII. Total of misc. incomes                                                             473,920,239                 1,232,036,996
Total of misc. incomes attributable to the owners of the parent
                                                                                         397,789,655                 1,110,155,318
company
Total misc gains attributable to the minor shareholders                                   76,130,584                     121,881,678
Net profit contributed by entities merged under common control from the beginning of the year to the end of the report period was
RMB 0.

Legal Representative:Zeng Nan                   CFO:Luo Youming            Manager of the financial department:Huang Yanbing

6. Income Statement of the Parent Company from the beginning of the year to the end of the report period

Prepared by CSG Holding Co., Ltd.
                                                                                                                          Unit: RMB
                                     Items                                Balance of this period          Balance of last period
I. Turnover                                                                                1,257,853                       2,479,239
Less: Operation cost                                                                          70,566                        432,531
Business tax and surcharge
Sales expense
Administrative expense                                                                    14,791,978                      50,625,419
Financial expenses                                                                        11,129,772                       4,420,474
Asset impairment loss                                                                        300,078
Plus: gains from change of fair value (“-“ for loss)
Investment gains (“-“ for loss)                                                        805,030,048                 1,052,539,196
Incl. Investment gains from affiliates
II. Operational profit (“-“ for loss)                                                  779,995,507                     999,540,011
Plus: Non business income                                                                 10,501,000                       4,494,527
Less: Non-business expenses                                                                   11,735                           5,384
Incl. Loss from disposal of non-current assets                                                11,735                           5,384
III. Total profit (“-“ for loss)                                                       790,484,772                 1,004,029,154




                                                                 - 14 -
  CSG HOLDING CO., LTD.                                                                      THE THIRD QUARTER REPORT 2012


Less: Income tax expenses                                                                                                  -212,380
IV.Net profit (“-“ for net loss)                                                        790,484,772               1,004,241,534
V. Earnings per share                                                               --                             --
(I) Basic earnings per share
(II) Diluted earnings per share
VI. Other misc gains                                                                        -4,156,114
VII. Total of integrated income                                                           786,328,658               1,004,241,534


Legal Representative:Zeng Nan                   CFO:Luo Youming            Manager of the financial department:Huang Yanbing


7. Consolidated Cash Flow Statement from the beginning of the year to the end of the report period

Prepared by CSG Holding Co., Ltd.
                                                                                                                         Unit: RMB
                                     Items                                Balance of this period         Balance of last period
I. Net cash flow from business operation
Cash received from sales of products and providing of services                           6,214,902,734              6,982,130,973
Net increase of customer deposits and capital kept for brother
company
Net increase of loans from central bank
Net increase of inter-bank loans from other financial bodies
Cash received against original insurance contract
Net cash received from reinsurance business
Net increase of client deposit and investment
Net increase of trade financial asset disposal
Cash received as interest, processing fee, and commission
Net increase of inter-bank fund received
Net increase of repurchasing business
Tax returned                                                                              112,452,601                   170,244,219
Other cash received from business operation                                                90,181,088                    91,771,196
Sub-total of cash inflow from business activities                                        6,417,536,423              7,244,146,388
Cash paid for purchasing of merchandise and services                                     3,662,281,292              4,276,591,772
Net increase of client trade and advance
Net increase of savings in central bank and brother company
Cash paid for original contract claim
Cash paid for interest, processing fee and commission
Cash paid for policy dividend
Cash paid to staffs or paid for staffs                                                    592,345,154                   671,840,534
Taxes paid                                                                                483,528,672                   792,085,095
Other cash paid for business activities                                                   296,463,674                   272,012,466
Sub-total of cash outflow from business activities                                       5,034,618,792              6,012,529,867
Cash flow generated by business operation, net                                           1,382,917,631              1,231,616,521
II. Cash flow generated by investing
Cash received from investment retrieving
Cash received as investment profit                                                            339,962                     1,000,000
Net cash retrieved from disposal of fixed assets, intangible assets,
                                                                                            8,098,484                     1,207,810
and other long-term assets
Net cash received from disposal of subsidiaries or other operational                       78,552,498                   279,482,884



                                                                 - 15 -
  CSG HOLDING CO., LTD.                                                                      THE THIRD QUARTER REPORT 2012


units
Other investment-related cash received                                                     43,531,540                 95,243,322
Sub-total of cash inflow due to investment activities                                    130,522,484                 376,934,016
Cash paid for construction of fixed assets, intangible assets and
                                                                                       1,061,357,422               2,461,687,679
other long-term assets
Cash paid as investment                                                                    27,068,998                 55,535,338
Net increase of loan against pledge
Net cash received from subsidiaries and other operational units                                                        5,000,000
Other cash paid for investment activities                                                   4,742,970                 15,000,000
Sub-total of cash outflow due to investment activities                                 1,093,169,390               2,537,223,017
Net cash flow generated by investment                                                   -962,646,906              -2,160,289,001
III. Cash flow generated by financing
Cash received as investment                                                                52,855,285                165,966,547
Incl. Cash received as investment from minor shareholders                                  52,855,285                165,966,547
Cash received as loans                                                                 2,383,345,342               3,510,838,706
Cash received from bond placing
Other financing-related cash received                                                      36,000,000                402,956,394
Subtotal of cash inflow from financing activities                                      2,472,200,627               4,079,761,647
Cash to repay debts                                                                    2,297,104,281               1,977,417,711
Cash paid as dividend, profit, or interests                                              639,944,823                 943,707,496
Incl. Dividend and profit paid by subsidiaries to minor shareholders                     123,764,085                 130,710,610
Other cash paid for financing activities                                                   44,774,967                  9,184,990
Subtotal of cash outflow due to financing activities                                   2,981,824,071               2,930,310,197
Net cash flow generated by financing                                                    -509,623,444               1,149,451,450
IV. Influence of exchange rate alternation on cash and cash
                                                                                              601,947                  -8,323,704
equivalents
V. Net increase of cash and cash equivalents                                              -88,750,772                212,455,266
Plus: Balance of cash and cash equivalents at the beginning of term                      634,416,574                 660,213,739
VI. Balance of cash and cash equivalents at the end of term                              545,665,802                 872,669,005


Legal Representative:Zeng Nan                 CFO:Luo Youming               Manager of the financial department:Huang Yanbing


8. Cash Flow Statement of the Parent Company from the beginning of the year to the end of the report
period

Prepared by CSG Holding Co., Ltd.
                                                                                                                      Unit: RMB
                                 Items                                     Balance of this period       Balance of last period
I. Net cash flow from business operation
Cash received from sales of products and providing of services
Tax returned
Other cash received from business operation                                                 2,914,770                  4,641,481
Sub-total of cash inflow from business activities                                           2,914,770                  4,641,481
Cash paid for purchasing of merchandise and services
Cash paid to staffs or paid for staffs                                                     41,818,591                136,114,996
Taxes paid                                                                                    232,259                    464,786
Other cash paid for business activities                                                     9,507,157                  5,524,822
Sub-total of cash outflow from business activities                                         51,558,007                142,104,604



                                                                  - 16 -
  CSG HOLDING CO., LTD.                                                                 THE THIRD QUARTER REPORT 2012


Cash flow generated by business operation, net                                       -48,643,237                -137,463,123
II. Cash flow generated by investing
Cash received from investment retrieving                                                                         133,000,000
Cash received as investment profit                                                   526,634,274                 992,590,922
Net cash retrieved from disposal of fixed assets, intangible assets,
                                                                                             450
and other long-term assets
Net cash received from disposal of subsidiaries or other operational
                                                                                      62,400,000                 228,675,000
units
Other investment-related cash received                                                15,500,000
Sub-total of cash inflow due to investment activities                                604,534,724               1,354,265,922
Cash paid for construction of fixed assets, intangible assets and
                                                                                       8,310,383                     367,250
other long-term assets
Cash paid as investment                                                              203,105,620                 863,742,296
Net cash received from subsidiaries and other operational units
Other cash paid for investment activities                                            103,717,913                 374,846,268
Sub-total of cash outflow due to investment activities                               315,133,916               1,238,955,814
Net cash flow generated by investment                                                289,400,808                 115,310,108
III. Cash flow generated by financing
Cash received as investment
Cash received as loans                                                               830,000,000                 860,765,640
Cash received as bond issuance
Other financing-related cash received
Subtotal of cash inflow from financing activities                                    830,000,000                 860,765,640
Cash to repay debts                                                                  761,500,720                 211,983,420
Cash paid as dividend, profit, or interests                                          374,762,405                 730,342,205
Other cash paid for financing activities                                               2,221,645                   4,118,420
Subtotal of cash outflow due to financing activities                               1,138,484,770                 946,444,045
Net cash flow generated by financing                                                -308,484,770                 -85,678,405
IV. Influence of exchange rate alternation on cash and cash
                                                                                      -1,910,576                    -381,019
equivalents
V. Net increase of cash and cash equivalents                                         -69,637,775                -108,212,439
Plus: Balance of cash and cash equivalents at the beginning of term                  229,898,569                 373,901,165
VI. Balance of cash and cash equivalents at the end of term                          160,260,794                 265,688,726


Legal Representative:Zeng Nan                 CFO:Luo Youming            Manager of the financial department:Huang Yanbing

(II)Auditor’s Report

Auditor’s opinion              Unaudited




Board of Directors of
CSG Holding Co., Ltd.
30 October 2012




                                                                  - 17 -