意见反馈 手机随时随地看行情

公司公告

*ST中华B:2012年第一季度报告全文(英文版)2012-04-21  

						Shenzhen China Bicycle Company (Holdings) Limited                        First Quarterly Report 2012 (Full Text)



                   Shenzhen China Bicycle Company (Holdings) Limited
                           The First Quarterly Report 2012 (Full Text)
§1. Important Notes
1.1 Board of Directors and the Supervisory Committee of Shenzhen China Bicycle Company
(Holdings) Limited (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, individual and/or
joint, for the reality, accuracy and completion of the whole contents.
1.2 Other directors attended the meeting on examining the First Quarterly except for the following
directors.
  Name of absent
                           Title                    Reason of absence                 Name of entrusted
      directors
  Yao Zhengwang           Director              Went on business outside,               Zhang Zebing
1.3 The First Quarterly Financial Report of 2012 has not been audited by CPAs.
1.4 Person in Charge of the Company Luo Guiyou, Person in Charge of Accounting Works Zhang
Zebing and Person in Charge of Accounting Organ (Accounting Supervisor) Sun Longlong hereby
confirm that the Financial Report of the First Quarterly Report is true and complete.
§2. Company Profile
2.1 Main accounting highlights and financial indexes:
                                                                                                              Unit: RMB
                                              At the end of the report At the period-end of the      Changes of
                                                      period                   last year        increase/decrease (%)
Total assets (RMB)                                     145,061,039.18           135,746,630.93                 6.86%
Owners’      equity     attributable   to
shareholders of the listed company                  -1,690,397,235.31           -1,682,839,667.48                   -0.45%
(RMB)
Total share capital (Share)                           551,347,947.00               551,347,947.00                    0.00%
Net asset per share attributable to
shareholders      of    listed     company                       -3.07                         -3.05                -0.45%
(RMB/Share)
                                                                      The same period of last      Changes of
                                                In the report period
                                                                              year            increase/decrease (%)
Total operating income (RMB)                            41,879,893.15         55,263,134.64                -24.22%
Net profit attributable to shareholders of
                                                       -15,778,280.10              -12,150,753.18                   29.85%
the listed company (RMB)
Net cash flow arising from operating
                                                        -1,167,450.59                 7,503,023.21                 -115.56%
activities (RMB)
Net cash flow arising from operating
                                                              -0.0021                        0.0136                -115.44%
activities per share (RMB/Share)
Basic earnings per share (RMB/Share)                          -0.0286                       -0.0220                -30.00%
Diluted earnings per share (RMB/Share)                        -0.0286                       -0.0220                -30.00%
Weighted average return on equity (%)
Weighted average return on equity after
deducting non-recurring gains and losses
(%)

Items of non-recurring gains and losses
□Applicable √Inapplicable



                                                                                                                        1
Shenzhen China Bicycle Company (Holdings) Limited            First Quarterly Report 2012 (Full Text)



2.2 Total number of shareholders at the end of the report period and shares held by the top
ten shareholders with unrestricted conditions
                                                                                           Unit: Share
        Total number of shareholders
                                                                                                 39,178
         at the end of report period
   Particulars about the shares held by the top ten tradable shareholders with unrestricted conditions
                                                   Amount of tradable shares
                                                         with unrestricted
             Full name of shareholder                                               Type of shares
                                                    conditions held at the end
                                                         of report period
Shenzhen Kangsheng Investment Development
                                                                     5,972,500 RMB ordinary shares
Co., Ltd.
Jingchao Investment Co., Ltd.                                        5,001,944 RMB ordinary shares
GUOTAI JUNAN                                                                      Domestically listed
                                                                     4,599,164
SECURITIES(HONGKONG) LIMITED                                                        foreign shares
                                                                                  Domestically listed
Zeng Yin                                                             4,184,720
                                                                                    foreign shares
Shenzhen Fuwandian Investment Co., Ltd.                              2,637,099 RMB ordinary shares
Airline Trust and Investment Co., Ltd.                               2,340,000 RMB ordinary shares
Chen Qingtao                                                         2,300,000 RMB ordinary shares
                                                                                  Domestically listed
TANG JING YUAN                                                       2,213,175
                                                                                    foreign shares
                                                                                  Domestically listed
Gao Linyun                                                           1,916,200
                                                                                    foreign shares
                                                                                  Domestically listed
Zhang Huiling                                                        1,883,369
                                                                                    foreign shares
§3. Significant Events
3.1 Particulars about material changes in items of main accounting statement and financial index,
and explanations of reasons
√Applicable          □Inapplicable
1. Account receivable at period-end decreased by 54.75% over that of period-begin mainly due to
that amount for goods received by subsidiary EMMELLE Company;
2. Inventory at period-end increased by 131.63% over that of period-begin mainly due to that
subsidiary EMMELLE increased commodities preparation;
3. Account received in advance at period-end increased by 52.85% over that of period-begin, mainly
because good amount was received in advance by subsidiary EMMELLE.
4. Financial expenses in this period increased 56.61% y-o-y, mainly because at same period of last
year, RMB show an obviously appreciation against USD, more exchange income generated by USD
debts held by the Company.
5. Profit in this period increase 29.85% deficit y-o-y, mainly because the financial expense in this
period increased.
3.2 Analysis and explanation of significant events and their influence and solutions
3.2.1 Particular about Qualified Opinion
√Applicable            □Inapplicable
Shenzhen Pengcheng Certified Public Accountants Co., Ltd. offered 2011 Financial Report with the
disclaimer of opinion.
The Board of Directors agreed the 2011 Auditor’s Report offered by Shenzhen Pengcheng Certified
Public Accountants Co., Ltd. Due to that the debt reorganization work of the Company had not been
completely finished in 2011, so risk of bearing huge debt still remained with many significant


                                                                                                       2
Shenzhen China Bicycle Company (Holdings) Limited            First Quarterly Report 2012 (Full Text)



uncertainties. The CPAs was not able to offer opinion on the financial debt, tax payable, contingent
proceedings, lawsuits and sustainable operation.
In light of that, the Board of the Company made the following explanations:
(1) Financial debt:
Shenzhen Pengcheng CPAs held that: the letters replied from the financial creditors for the inquiry
showed that the Company missed to record an interest balance totaling amount to RMB
181,975,338.48, and principal of loans which haven’t been replied totaled to RMB 226,142,959.88,
so it was not available to confirm influence on financial statement by financial debt.
The Company provided explanation in Note 10 for details of interest confirmation balance, which
was audited for year of 2011. When some creditors implemented the document ([2004] No.6)
released by China Committee on Bank Supervision, they had different understanding on this
document with the Company. The document noticed that: Bank of China and other 10 financial
organizations stop calculating the interest of the Company for 3 years since January 1st of 2002 and at
the same time, exempt all the interest payable of the Company (including penalty interest and
compound interest) occurred before December 31st of 2001.
Some assets management companies and banks considered that the Company was expected to return
the interest exempted and stop-calculated, and some assets management companies had not
confirmed the proceeding of interest calculation. The Company had transferred all the interest of
loans payable owed before Dec 31st of 2001, RMB 357,993,665.24 (including penalty interest and
compound interest) to capital public reserve. Interest was stopped with calculation from January 1st
of 2002 to December 31st of 2004. The exempt term was due on December 31st of 2004. The
Company held it was not necessary to return the interest exempted and stop-calculated, so when the
term was due, the Company started to withdraw interest according to normal loan for those interests
which needed to be returned. The stop-calculated interest and compound interest from January 1st of
2002 to December 31st of 2004 was not accrued.
Besides, the financial debt of the Company was formed in history which had occurred for a long time
and the amount of period–end had not changed for years. Body qualification of some creditors had
been transferred and the particular personnel for handling had also changed, so the creditors needed
time to check clearly the amount of creditor and debt of both involved parties and that was why some
creditors had not replied the letters to confirm.
The Company would continuously advance the account-check work with the relevant creditors of
financial debt, trying as soon as possible to check clearly the interest on principal of the financial
debt. Once progress is made, relevant information would be disclosed according to relevant
regulation.
(2) Tax payable:
Shenzhen Pengcheng Certified Public Accountants Co., Ltd. thought that: in the audit process, the
CPAs implemented audit procedures including inspection and inquiry, inquiring book tax amount
payable, custom guarantee and penalty balance totaling to RMB 119,102,157.65. Till the day of
auditing report, no reply has been received, so it was impossible for the CPAs to confirm the
influence on financial statement of the Company.
Due to the Company’s tax payable was formed in the past, which had a long time, there was no
newly-increased tax payable in the report period, forming reasons were complex, personnel of
specific affairs had changed, and tax department needed time to check clear the debts rights and
amounts of both sides, therefore, we are not able to receive confirmation letter from tax department.
According to the regulations in Administration of Tax Collection regulated by the State, it is possible
to repay the penalties and overdue fine. The Company will continue to follow up the work of
checking account of tax department, check clear the amount of tax payable as soon as possible, and
will disclose information according to the requirements of relevant regulations if there is some



                                                                                                       3
Shenzhen China Bicycle Company (Holdings) Limited            First Quarterly Report 2012 (Full Text)



progress.
(3) Contingent events and lawsuits:
Shenzhen Pengcheng Certified Public Accountants believed that: card information for loans of the
Company was not accordant because of system updating and other seasons; during the auditing, the
CPAs made field verification in relevant courts involved in lawsuits for external guarantee and
overdue loans of the Company as substitute audit procedure, while no confirmation document had
been obtained from the relevant courts. Besides, due to that it was hard to implement other effective
audit procedures, it was unable for us to judge whether the Company had disclosed complete
contingent events and lawsuits, and impacts on its financial statement.
The historically formed loan and guarantee lawsuit had existed rather long time; in the report period,
there was no newly-added undisclosed guarantee events and lawsuits; part courts in charge of those
lawsuits changed, and specific responsible people also altered; the court needs time to check details
and amount of the case, so the court didn’t write back for confirmation. The Company will continue
follow up the check work by certified public accountants with related courts, and checks clear the
contingent events and lawsuits as soon as possible. If there is any progress, information disclosure
will be made according to requirements of relevant regulations.
(4) Matters on sustainable operations:
Shenzhen Pengcheng Certified Public Accountants thought that, the Company’ asset could seriously
not offset the debt; the measures on the reconciliation procedure of the bankruptcy to settle the debts
had no material progress and could not be able to get adequate and proper audit evidence to confirm
it could effectively improve the continuous operations of the Company; thus, we could not judge
whether the financial report 2011 prepared by the Company based on imagined continuous operations
was proper. Measures from the Company and largest creditor are as followed:
Since March 2002, the promotion on debt restructuring by the former largest creditor of the
Company-China Huarong Asset Management Corporation acquired breakthrough development.
Relevant department such as China Banking Regulatory Commission approved that all the interests
of the financial debts the Company owed ended December 31st, 2004 were exempted and stopped
interest calculation.
The Company and International Finance Corporation signed Reconciled Agreement on March 29th of
2007, in which it was agreed to settle all the credits and liabilities between the two parties with USD
equivalent to RMB 2 million. The liabilities amount was consisted of principal approximately
amounting to USD 3.87 million and an accrued interest approximately amounting to RMB 42.78
million.
On Oct. 15 of 2010, the Company signed the Debts Reconcile Term with Shenzhen Chengxingtai
Investment Co., Ltd which agreed the Company should pay the compensation to Chengxingtai
Company with RMB 14 million thus settled up all the creditor’s right and debts (about RMB 150
million). The above RMB 14 million has been settled up on Nov. 30 of 2010 totally.
On December 30, 2006, China Huarong Asset Management Corporation transferred its creditor right
to Shenzhen Guosheng Energy Investment Development Co., Ltd.( Guosheng Energy Company for
short), relevant debt restructure work have been in promotion by Guosheng Energy Company
recently and obtained certain progress. Due to the change of largest shareholder of the Company and
the implementation of new Bankruptcy Law, Guosheng Energy Company applied to the Shenzhen
Intermediate People’s Court in January 2010 for restructuring the Company according to the
regulation of Bankruptcy Law, with the purpose of recovering and improving the ability of
sustainable operations of the Company. On Dec. 28 of 2010, Shenzhen Intermediate People’s Court
believed that applicants didn’t submit materials such as solution plan both parties accepted which
was formed from settlement of tax income and creditor’s right with tax department, and then ruled
that they didn’t accept application of bankruptcy restructure Shenzhen Guosheng Energy Investment
and Development Co., Ltd raised up. Besides, Guosheng Energy Company agreed to stop accounting


                                                                                                       4
Shenzhen China Bicycle Company (Holdings) Limited             First Quarterly Report 2012 (Full Text)



RMB 33.6249 million of loan interests in 2011. This item of interests won’t be received in future
years. Previously, Guosheng Energy Company agrees to stop calculating loan interest from 2007 to
2010. In March 2012, Guosheng Energy Company reply a letter to state that agrees to stop
calculating loan interest for year of 2012 (approximately as RMB 33 million), the interest will no
received in later years.
In promoting the work of debt restructure, the Company realized a stable development and profits
continuity in main business. The short-term pressure of payment have been released, the ability of
sustainable operations got a certain improvement. Board of the Company considered that: as the debt
and assets restructure of the Company continuously made progress, the operation environment,
operation status and sustainable operation ability would be improved in future.
3.2.2 Particular about fund offered to shareholder or its related parties by the Company and
external guarantee with procedure violation
□Applicable           √Inapplicable
3.2.3 Particular about the significant contract of routine operation signed and implemented
□Applicable           √Inapplicable
3.2.4 Other
√Applicable               □Inapplicable
I. On 9 March 2012, the Company received Reply to Letter about Applying for Stopping Calculating
2012 Annual Debt Interest of the Company from major shareholder and largest creditor namely
Shenzhen Guosheng Energy Investment Development Co., Ltd (hereinafter referred to as Guosheng
Energy): Guosheng Energy agreed to dismiss 2012 annual interests on RMB 9,124,638.59 and USD
62,829,259.02 of debts held from the Company. Interests which were stopped to be calculated above
won’t be charged again. The above said debt was transferred to Guosheng Energy from former
creditor China Huarong Asset Management Corp., Guosheng Energy discharge the above said debt
interest in previous years. The stopping-calculation of interests on debts could put a positive impact
on sustainable operation of the Company. The Company estimated accrual interest based on RMB
annual loan interest rate 7.74% disclosed at end of December 2007 from Bank of China (no decrease
of accrual interest rate in line with conservatism principle since end of 2007) and USD annual loan
interest rate 8.13% (year of 2000) disclosed in latest period. Interest for whole year of 2012 estimated
approximately amounting to 33 million yuan for the above said debt. The Company will deal with
this account in accordance with relevant accounting policy and relevant rules, and reckoned them in
capital reserve, which will not affect gains and losses of the Company.
II. The Company gradually perfected vary business mechanism of internal control process in line
with “working plan of implementation of internal control”, put business manual of internal control
files into order, completed self-assessment report of internal control for year of 2011 in report period
and every works are carried forwarding in a steady way by the plan.
3.3 Implementations of commitments by the Company, shareholders and actual controller
Commitments make within the report period or persisted to the period by listed company and its
director, supervisor and senior executives, shareholder with over 5 percent shares held and its actual
controller
√Applicable           □Inapplicable
                                                     Content of
            Commitments               Promisee                                 Implementation
                                                    commitments
                                     Shenzhen Previous
                                     Guosheng non-tradable
Commitments for Share Merger Energy             shares are
                                                                     Complied with the commitments
Reform                               Developm forbidden to be
                                     ent Co., listed or
                                     Ltd,       transferred within


                                                                                                        5
Shenzhen China Bicycle Company (Holdings) Limited                 First Quarterly Report 2012 (Full Text)



                                          Zhuorun 12 months since
                                          Technolog implementation
                                          y Co., Ltd day of reform
                                                     plan; once the term
                                                     of the former rule
                                                     ends, previous
                                                     shareholders who
                                                     held more than 5%
                                                     non-tradable
                                                     shares could list
                                                     and trade their
                                                     non-tradable
                                                     shares through
                                                     stock exchange.
                                                     But the sale
                                                     amount can’t take
                                                     beyond 5% in total
                                                     shares of the
                                                     Company within
                                                     12 months and
                                                     10% within 24
                                                     months.
Commitments made in Acquisition
Report or Reports on Change in Naught             Naught                 Naught
Interests
Commitments made in Material
                                     Naught       Naught                 Naught
Assets Reorganization
Commitments made in issuing          Naught       Naught                 Naught
Other commitments (including
                                     Naught       Naught                 Naught
additional commitments)
3.4 Estimation of accumulative net profit from the beginning of the year to the end of next
report period to be loss probably or the warning of its material change compared with the
corresponding period of the last year and explanation of reason
□Applicable          √Inapplicable
3.5 Other significant events which need explanations
3.5.1 Particulars about securities investment
□Applicable           √Inapplicable
3.5.2 Registration form for receiving research, communication and interview in the report
period
                                               Type of                 Contents discussed and
     Date           Place          Method                   Investor
                                              investors                   materials supplied
                                Communicati
  Jan. – March Office of the                              Tradable   Progress of debt reorganization of
      2012                          ons by     Individual
                                                                                the Company
                  Company                                 shareholder
                                  telephone
3.6 Particulars about derivatives investment
□Applicable         √Inapplicable

3.6.1 Particulars about derivatives investment held at the end of report period


                                                                                                            6
Shenzhen China Bicycle Company (Holdings) Limited                  First Quarterly Report 2012 (Full Text)



□Applicable                √Inapplicable

§4. Appendix
4.1 Balance sheet
Prepared by Shenzhen China Bicycle Company (Holdings) Limited
                                         March 31, 2012                                      Unit: RMB
                                          Balance at period-end                   Balance at year-begin
             Items
                                    Consolidation      Parent Company       Consolidation      Parent Company
Current assets:
      Monetary funds                  23,374,791.82         565,083.14         24,546,601.39                  561,283.08
      Settlement provisions
      Capital lent
      Transaction        finance
asset
      Notes receivable                                                           1,000,000.00
      Accounts receivable               1,751,123.29        734,896.60           3,869,919.58                1,014,896.60
      Accounts       paid      in
                                        1,394,153.08                             1,588,743.08
advance
      Insurance receivable
      Reinsurance receivables
      Contract reserve of
reinsurance receivable
      Interest receivable
      Dividend receivable
      Other receivables               21,766,143.97       45,719,383.86        25,193,546.89             46,917,137.01
      Purchase         restituted
finance asset
      Inventories                     33,148,259.37        9,979,328.67        14,310,428.28                 9,943,662.01
      Non-current asset due
within one year
      Other current assets
Total current assets                  81,434,471.53       56,998,692.27        70,509,239.22             58,436,978.70
Non-current assets:
      Granted      loans      and
advances
      Finance asset available
for sales
      Held-to-maturity
investment
      Long-term          account
receivable
      Long-term           equity
                                        2,619,840.50       2,619,840.50          2,619,840.50                2,619,840.50
investment
      Investment property             22,236,673.54       22,236,673.54        22,763,296.78             22,763,296.78
      Fixed assets                    14,394,203.90       14,057,704.52        15,262,689.21             14,905,640.82
      Construction in progress
      Engineering material
      Disposal of fixed asset
      Productive      biological
asset
      Oil and gas asset
      Intangible assets               24,375,849.71       24,375,849.71        24,591,565.22             24,591,565.22
      Expense on Research
and Development
      Goodwill


                                                                                                                      7
Shenzhen China Bicycle Company (Holdings) Limited                 First Quarterly Report 2012 (Full Text)



      Long-term expenses to
be apportioned
      Deferred income tax
asset
      Other non-current asset
Total non-current asset               63,626,567.65     63,290,068.27         65,237,391.71            64,880,343.32
Total assets                         145,061,039.18    120,288,760.54        135,746,630.93           123,317,322.02
Current liabilities:
      Short-term loans               357,982,183.29    319,891,508.37        359,993,573.29           321,902,898.37
      Loan from central bank
      Absorbing deposit and
interbank deposit
      Capital borrowed
      Transaction      financial
liabilities
      Notes payable
      Accounts payable               124,856,548.69    126,758,498.84        116,792,484.21           126,706,858.84
      Accounts received in
                                      24,177,639.69     10,664,592.85         15,817,538.51             10,664,592.85
advance
      Selling financial asset of
repurchase
      Commission charge and
commission payable
      Wage payable                     2,940,849.40      1,837,459.95          4,093,942.70             2,418,776.27
      Taxes payable                   94,201,619.95     94,985,115.94         98,407,104.67            95,009,521.54
      Interest payable               215,208,094.38    215,208,094.38        207,999,625.50           207,999,625.50
      Dividend payable
      Other accounts payable         395,929,516.14    350,472,891.43        394,804,850.78           351,172,801.22
      Reinsurance payables
      Insurance         contract
reserve
      Security trading of
agency
      Security sales of agency
      Non-current liabilities
                                     451,597,919.96    451,597,919.96        452,026,831.88           452,026,831.88
due within 1 year
      Other current liabilities        2,350,950.07       2,320,660.19         2,437,393.95             2,320,660.19
Total current liabilities          1,669,245,321.57   1,573,736,741.91     1,652,373,345.49         1,570,222,566.66
Non-current liabilities:
      Long-term loans
      Bonds payable
      Long-term         account
payable
      Special          accounts
payable
      Projected liabilities          166,212,952.92    166,212,952.92        166,212,952.92           166,212,952.92
   Deferred       income     tax
liabilities
      Other          non-current
liabilities
Total non-current liabilities        166,212,952.92     166,212,952.92       166,212,952.92           166,212,952.92
Total liabilities                  1,835,458,274.49   1,739,949,694.83     1,818,586,298.41         1,736,435,519.58
Owner’s        equity       (or
shareholders’ equity):
      Paid-in capital (or share
                                     551,347,947.00    551,347,947.00        551,347,947.00           551,347,947.00
capital)


                                                                                                                  8
Shenzhen China Bicycle Company (Holdings) Limited                    First Quarterly Report 2012 (Full Text)



      Capital public reserve          468,978,280.11      468,978,280.11        460,757,567.84           460,757,567.84
      Less: Inventory shares
      Reasonable reserve
      Surplus public reserve           32,673,227.01       32,673,227.01         32,673,227.01             32,673,227.01
      Provision of general risk
      Retained profit               -2,743,396,689.43   -2,672,660,388.41    -2,727,618,409.33        -2,657,896,939.41
      Balance difference of
foreign currency translation
Total      owner’s      equity
attributable      to     parent     -1,690,397,235.31   -1,619,660,934.29    -1,682,839,667.48        -1,613,118,197.56
company
Minority interests
Total owner’s equity               -1,690,397,235.31   -1,619,660,934.29    -1,682,839,667.48        -1,613,118,197.56
Total liabilities and owner’s
                                      145,061,039.18      120,288,760.54        135,746,630.93           123,317,322.02
equity
4.2 Profit statement
Prepared by Shenzhen China Bicycle Company (Holdings) Limited
                                      Jan.-Mar. 2012                                  Unit: RMB
                                          Amount in this period                     Amount in last period
             Items
                                    Consolidation     Parent Company          Consolidation     Parent Company
I. Total operating income             41,879,893.15          6,045,937.76       55,263,134.64          4,817,240.94
Including: Operating income           41,879,893.15          6,045,937.76       55,263,134.64          4,817,240.94
      Interest income
      Insurance gained
      Commission charge and
commission income
II. Total operating cost               57,648,543.25       20,799,756.76         67,509,274.17             16,574,546.81
Including: Operating cost              36,725,622.06        1,608,119.60         51,568,797.11              2,379,394.14
      Interest expense
      Commission charge and
commission expense
      Cash surrender value
      Net amount of expense
of compensation
      Net       amount         of
withdrawal of insurance
contract reserve
      Bonus      expense       of
guarantee slip
      Reinsurance expense
      Operating tax and extras             33,600.52                                  53,104.84
      Sales expenses                    1,249,797.96                               1,313,342.83
      Administration
                                        4,865,871.37        4,407,326.41           5,141,172.66                4,759,139.63
expenses
      Financial expenses               14,773,651.34       14,784,310.75           9,432,856.73                9,436,013.04
      Losses of devaluation of
asset
      Add: Changing income
of fair value(Loss is listed
with “-”)
      Investment          income
(Loss is listed with “-”)
      Including: Investment
income        on       affiliated
company and joint venture



                                                                                                                        9
Shenzhen China Bicycle Company (Holdings) Limited                First Quarterly Report 2012 (Full Text)



      Exchange income (Loss
is listed with “-”)
III. Operating profit (Loss
                                     -15,768,650.10    -14,753,819.00       -12,246,139.53            -11,757,305.87
is listed with “-”)
      Add:         Non-operating
                                            1,800.00         1,800.00            101,286.35                101,286.35
income
      Less:        Non-operating
                                           11,430.00        11,430.00               5,900.00                 5,900.00
expense
      Including: Disposal loss
of non-current asset
IV. Total Profit (Loss is
                                     -15,778,280.10    -14,763,449.00       -12,150,753.18            -11,661,919.52
listed with “-”)
      Less: Income tax
V. Net profit (Net loss is
                                     -15,778,280.10    -14,763,449.00       -12,150,753.18            -11,661,919.52
listed with “-”)
      Net profit attributable to
owner’s equity of parent            -15,778,280.10    -14,763,449.00       -12,150,753.18            -11,661,919.52
company
     Minority shareholders’
gains and losses
VI. Earnings per share
i. Basic earnings per share                  -0.0286          -0.0268                -0.0220                  -0.0212
ii. Diluted earnings per share               -0.0286          -0.0268                -0.0220                  -0.0212
VII. Other consolidated
income
VIII. Total consolidated
                                     -15,778,280.10    -14,763,449.00       -12,150,753.18            -11,661,919.52
income
Total consolidated income
attributable to owners of            -15,778,280.10    -14,763,449.00       -12,150,753.18            -11,661,919.52
parent company
Total consolidated income
attributable       to   minority
shareholders
Concerning the enterprise consolidation under common control occurred in the period; the mergered
party realized net profit before consolidation amounting to RMB00.00.

4.3 Cash flow statement
Prepared by Shenzhen China Bicycle Company (Holdings) Limited
                          Jan.-Mar. 2012               Unit: RMB
                                         Amount in this period                  Amount in last period
            Items
                                   Consolidation     Parent Company       Consolidation     Parent Company
I. Cash flows arising from
operating activities:
      Cash received from
selling commodities and               36,752,304.87          1,365.00        44,707,222.52                   3,900.00
providing labor services
      Net      increase     of
customer       deposit    and
interbank deposit
      Net increase of loan
from central bank
      Net increase of capital
borrowed        from     other
financial institution
      Cash received from



                                                                                                                 10
Shenzhen China Bicycle Company (Holdings) Limited              First Quarterly Report 2012 (Full Text)



original insurance contract
fee
      Net cash received from
reinsurance business
      Net increase of insured
savings and investment
      Net increase of disposal
of transaction financial asset
    Cash      received     from
interest, commission charge
and commission
      Net increase of capital
borrowed
      Net increase of returned
business capital
      Write-back       of    tax
received
      Other cash received
concerning            operating         6,483,287.57   3,265,004.96          5,407,196.40                5,587,551.09
activities
       Subtotal of cash inflow
arising     from      operating       43,235,592.44    3,266,369.96        50,114,418.92                 5,591,451.09
activities
      Cash        paid       for
purchasing commodities and            32,871,525.36                        32,298,268.63
receiving labor service
      Net       increase      of
customer loans and advances
      Net increase of deposits
in central bank and interbank
      Cash paid for original
insurance               contract
compensation
      Cash paid for interest,
commission charge and
commission
      Cash paid for bonus of
guarantee slip
      Cash paid to/for staff
                                        4,680,063.76     93,605.20           3,082,191.61                 349,601.52
and workers
      Taxes paid                        3,409,295.87      7,321.63           3,383,835.56                1,413,907.34
      Other       cash      paid
concerning            operating         3,442,158.04   3,158,925.12          3,847,099.91                3,791,054.58
activities
      Subtotal of cash outflow
arising     from      operating       44,403,043.03    3,259,851.95        42,611,395.71                 5,554,563.44
activities
      Net cash flows arising
                                       -1,167,450.59       6,518.01          7,503,023.21                  36,887.65
from operating activities
II. Cash flows arising from
investing activities:
      Cash received from
recovering investment
      Cash received from
investment income
      Net cash received from



                                                                                                                 11
Shenzhen China Bicycle Company (Holdings) Limited           First Quarterly Report 2012 (Full Text)



disposal of fixed, intangible
and other long-term assets
      Net cash received from
disposal of subsidiaries and
other units
      Other cash received
concerning            investing
activities
      Subtotal of cash inflow
from investing activities
      Cash       paid       for
purchasing fixed, intangible                4,358.98   2,717.95              16,080.15
and other long-term assets
      Cash       paid       for
investment
      Net      increase      of
mortgaged loans
      Net cash received from
subsidiaries and other units
      Other      cash      paid
concerning            investing
activities
      Subtotal of cash outflow
                                            4,358.98   2,717.95              16,080.15
from investing activities
      Net cash flows arising
                                           -4,358.98   -2,717.95            -16,080.15
from investing activities
III. Cash flows arising from
financing activities
      Cash received from
absorbing investment
      Including:          Cash
received from absorbing
minority          shareholders’
investment by subsidiaries
      Cash received from
loans
      Cash received from
  issuing bonds
      Other cash received
concerning            financing
activities
      Subtotal of cash inflow
from financing activities
      Cash paid for settling
debts
      Cash paid for dividend
and profit distributing or
interest paying
      Including: Dividend and
profit       of        minority
shareholder        paid      by
subsidiaries
      Other      cash      paid
concerning            financing
activities
      Subtotal of cash outflow



                                                                                                      12
Shenzhen China Bicycle Company (Holdings) Limited               First Quarterly Report 2012 (Full Text)



from financing activities
     Net cash flows arising
from financing activities
IV. Influence on cash and
cash equivalents due to
fluctuation in exchange rate
V. Net increase of cash and
                                       -1,171,809.57        3,800.06          7,486,943.06                 36,887.65
cash equivalents
     Add: Balance of cash
and cash equivalents at the           24,546,601.39       561,283.08        17,756,773.58                 498,624.71
period -begin
VI. Balance of cash and cash
                                      23,374,791.82       565,083.14        25,243,716.64                 535,512.36
equivalents at the period -end
4.4 Auditor’s report
Auditor’s opinions: Un-audited



                                                           Board of Director of
                                            Shenzhen China Bicycle Company (Holdings) Limited
                                                              21 April 2012




                                                                                                                13