Shenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 1 Shenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009 (Full Text) §1. Important Notice 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 Particulars about the directors presented the Board meeting on examining the Quarterly Report: Director Mr. Zhu Jianqi did not present the meeting due to work, but he entrusted Director Mr. Li Ronghui to present and exercise voting rights. 1.3 The Financial Report For the 1st Quarterly Report of the Company has not been audited by CPAs. 1.4 Shang Shijun, Principal of the Company; Jiang Houjin, Person in Charge of Accounting Works; and He Yili, Person in Charge of Accounting Institution (Accounting Officer) hereby confirm that the Financial Report enclosed in the 1st Quarterly Report is true and complete. §2. Company Profile 2.1 Main Accounting Data and Financial Indexes: Unit: RMB At the end of the report period At the end of the last year Changes of increase/decrease (%) Total assets 186,269,013.66 190,897,705.53 -2.42% Equity attributable to owners of the parent company -1,820,750,492.60 -1,803,059,381.39 0.98% Share capital 479,433,003.00 479,433,003.00 0.00% Net asset per share attributable to owners of the parent company -3.7977 -3.7608 0.98% In the report period The same period of last year Changes of increase/decrease (%) Total operating income 52,824,020.96 47,875,185.83 10.34% Net profit attributable to owners of the parent company -29,651,782.19 3,760,110.01 -888.59% Net cash flow arising from operating activities 7,001,509.35 4,915,125.37 42.45% Net cash flow arising from operating activities per share 0.0146 0.0103 41.75% Basic earnings per share -0.0618 0.0078 -892.31% Diluted earnings per share -0.0618 0.0078 -892.31% Return on equity --- --- --- Return on equity after deducting the non-recurring losses and gains --- --- --- Items of non-recurring gains and losses Amount in year-begin to the end of report period Other non-operating income and expense excluded the aforesaid items 36,694.79Shenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 2 Total 36,694.79 Explanations on items of non-recurring gains and losses Item of non-recurring gains and losses in the report period were mainly obtaining transfer price differences of property of Zhonghua Garden. 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 at the end of report period 33,864 Shares held by the top ten shareholders with tradable shares Full Name of shareholder Amount of tradable shares held Type of shares Shenzhen New Land Tool Consultants PTE. LTD. 9,857,556 RMB common share Shanghai (Hong Kong) Wanguo Securities 3,244,130 Domestically listed foreign share Zhang Huiling 2,028,472 Domestically listed foreign share TANG JING YUAN 1,924,500 Domestically listed foreign share Lu Huazhong 1,487,000 Domestically listed foreign share Qin Yuyan 1,398,560 Domestically listed foreign share Li Jinling 1,225,702 Domestically listed foreign share Jiang Lan 1,215,800 Domestically listed foreign share GUOTAI JUNAN SECURITIES (HONGKONG) LIMITED 1,151,400 Domestically listed foreign share Xiao Lizhu 1,127,649 Domestically listed foreign share §3. Significant events 3.1 Particulars about material changes in items of main accounting statement and financial index, and explanations of reasons √Applicable □Inapplicable Explanation on changes of main financial index in the first quarter of 2009 1. Monetary fund: increased 128.90% compared with that of the period-begin, which was mainly sales increase of Emmelle Company and receiving account of Agreement of Releasing Investment to Jiangxi Lihua Industry Co., Ltd. from Hong Kong Dahuan; 2. Notes receivable: decreased 90.17% compared with that of the period-begin, which was mainly because that notes receivable endorsement were transferred to pay to suppliers; 3. Account paid in advance: decreased 19.19% compared with that of the period-begin, which was mainly because that the account paid in advance to raw material suppliers decreased; 4. Other account receivable: decreased 28.94% compared with that of the period-begin, which was mainly receiving account of Agreement of Releasing Investment to Jiangxi Lihua Industry Co., Ltd. from Hong Kong Dahuan; 5. Account receivable: increased 13.65% compared with that of the period-begin, which was mainly because sales of Emmelle Company increased; 6. Other current liabilities: increased 10.06% compared with that of the period-begin, which wasShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 3 mainly because the Company withdrew interests payable for creditors in the report period; 7. Minority shareholders’ equity: increased 32.12% compared with that of the period-begin, which was mainly because the subsidiary – Emmelle Company realized profit in the report period; 8. Business tax and extras: decreased RMB 13,400 and 27.21% compared with the same period of last year, which was mainly because business tax and extras of subsidiary decreased and radix in last period was less; 9. Management expenses: decreased 55.58% compared with the same period of last year, which was mainly because there was economic dismissal and paid compensation RMB 7,573,400; 10. Financial expenses: increased RMB 34,322,000 and 333.59% compared with the same period of last year, which was mainly because RMB appreciation slowed down, and there was no exchange income of large amount foreign currency liability; 11. Investment income: decreased 100% compared with that the same period of last year, which was mainly because Agreement of Releasing Investment to Jiangxi Lihua Industry Co., Ltd. was signed in this period, and there was no investment income of Jiangxi Lihua; 12. Non-operating income: decreased 99.50% compared with the same period of last year, which was mainly because the Company gained large amount non-operating income by disposing Beijing real estate in the same period of last year; 13. Non-operating expense: decreased 96.04% compared with the same period of last year, which was mainly happened in disposing Beijing real estate in the same period of last year; 14. Income tax expenses: decreased 100% compared with that of the period-begin, which was mainly because the losses in this period were not withdrawn income tax; 15. Net profit: decreased 885.14% compared with the same period of last year, which was mainly because RMB appreciation slowed down, and there was no exchange income of large amount foreign currency liability; 16. Net profit attributed to shareholders of parent company: decreased 888.59% compared with the same period of last year, which was mainly because RMB appreciation slowed down, and there was no exchange income of large amount foreign currency liability; 17. Gains and Losses of minority shareholders: was mainly because the subsidiary–Emmelle Company realized profit in this period. 3.2 Analysis and explanation of significant events and their influence and solutions √Applicable □Inapplicable I. Explanations of the Board of Directors about 2008 Financial Report of the Company with disclaimer of opinions issued by Shenzhen Pengcheng Certified Public Accountants Co., Ltd.: Due to that the debt reorganization work of the Company had not been completely finished in 2008, so risk of bearing huge debt still remained with many significant uncertainties. The CPAs was not able to offer opinion on the financial debt, tax payable, contingent proceedings, lawsuits and sustainable operation. For that, the Board of the Company made the following explanation: 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 to RMB 265,875,786.92, and some letters were replied without confirmation on interest for the principal of loans totaling to RMB 114,558,000.00, and principal of loans which haven’t been replied totaled to RMB 194,255,951.99, so it was not available to confirm influence on financial statement by financial debt. The Company provided explanation in Note 13.1 for details of interest confirmation balance: when some creditors implemented the document ((2004) No.6) released by China Committee on BankShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 4 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 Jan 1st of 2002 and at the same time, exempt all the interest payable of the Company (including penalty interest and compound interest) occurred before Dec 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 Jan 1st of 2002 to Dec 31st of 2004. The exempt term was due on Dec 31st of 2004. The Company held it was not necessary for him 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 Jan 1st of 2002 to Dec 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. Issues on 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 118,292,319.46. Until the audit report day, no reply has been received, so it was impossible for us 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 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,Shenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 5 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 continuous 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 2008 prepared by the Company based on imagined continuous operations was proper. Since March 2003, the promotion on debt restructuring by the former largest creditor of the Company-China Huarong Asset Management Corporation acquired breakthrough development, the Plan on Reorganization of Shenzhen China Bicycle Company (Holdings) Limited has obtained the approval from relevant department such as China Banking Regulatory Commission, in which all the interests of the financial debts the Company owed ended Dec. 31, 2004 were exempted and stopped interest calculation , and it was under the stage of implementation. The Company and International Finance Corporation signed Reconciled Agreement on Mar 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. The two largest creditors of the Company-Shenzhen Guocheng Energy Investment Development Co., Ltd. and Guangdong Sunrise Holdings Co., Ltd. agreed to stop calculation of interest of consolidated loan of RMB 69,558,600 for the whole year of 2007, and RMB 66,226,800 for 2008. The interest would also not be collected in future. Besides progress is made in debt restructure, the Company also makes continuous growth in its main operation and the main operation continues to make profit. Payment pressure of the Company in short-term has been sharply brought down; the lasting operation ability has been improved comparatively. On Dec. 30, 2006, China Huarong Asset Management Corporation transferred its creditor right to Shenzhen Guocheng Energy Investment Development Co., Ltd. After the change of the largest creditor, the former largest creditor China Huarong Asset Management Corporation applied to Shenzhen Intermediate People’ Court for bankruptcy of the Company on August 1, 2005, planning to settle the debts of the Company completely through bankruptcy and reform measures; the new creditor Shenzhen Guocheng Energy Investment Development Co., Ltd. was responsible for promoting the restructuring works on relevant debts and reorganization, and speeded up making scheme of debt restructuring and got certain development. The Board of the Company believed that: as the debt and asset restructure of the Company continuously made progress, together with the continuous growth of the Company’s performance, its operation, operation status and sustainable operation ability would be improved further. II. Event on Share Merger Reform In the report period, the Company tried to promote the Share Merger Reform. Proposal of Share Merger Reform was passed in Shareholders’ General Meeting on Share Merger Reform of A Share Market held on Feb. 1, 2007, and it also got replies from Ministry of Commerce, PRC SZNo.1343 [2007] and Approval of Adding Total Capital Shares of Shenzhen China Bicycle (Holdings) Co., LtdShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 6 from Shenzhen Commerce and Industry Bureau SMGZFu No.2257 [2007] in which the Share Merger Reform Prospectus passed in Shareholders’ General Meeting of the Company held in Feb. 1, 2007. According to Working Guidelines on Share Merger Reform for Listed Companies, related Share Merger Reform procedures are under transaction in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited. 3.3 Implementations of commitments by the Company, shareholders and actual controller □Applicable √Inapplicable 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. Date Place Way The received parties Contents discussed and materials supplied Jan.-March, 2009 Office of the Company Communications by telephone Tradable shareholder Progresses of Share Merger Reform and debts restructuring of the Company 3.5.3 Particulars about the explanations on other significant events √Applicable □Inapplicable I. Particulars about event on the progress of the external investment The Company signed Affiliated Agreement on investing Jiangxi Lihua Industrial Co., Ltd. with Shareholder-Hong Kong Dahuan Group Co., Ltd.(hereinafter refers to be as Hong Kong Dahuan) on June 23, 1993. Considering that the aforementioned investment of the Company did not yield any profit until now, thus, with friendly negotiations between Hong Kong Dahuan and the Company, the Company signed Agreement on Releasing Affiliated Agreement with Hong Kong Dahuan on Jan. 20, 2009. The Company will take back investment account amounting to RMB 30,740,000 within 2 years and 6 months which had no influences on the gains/losses in the report year of the Company(for details, please see the notice of No. 2009-006). Ended the report period, the Company accumulatively received contract account amounting to RMB 10 million. II. Particulars about event on stopping calculating debts interests in this year by creditor The Company received Reply Letter on Applying to Stop Calculating Debts Interests in Year 2009 of the Company from the first largest shareholder and creditor- Shenzhen Guocheng Energy Investment Development Co., Ltd.(hereinafter refers to be as “Guocheng Energy”) on March 16, 2009: “Guocheng Energy” agreed to stop calculating whole year interests for year 2009 on the Renminbi credit rating 9,124,618.59 and US dollars 84,797,624.57 of the Company held by it, the total amount for the whole year was predicted to be RMB 47,662,500. The aforementioned interests were not withdrawn in the following years. The Company has published the aforementioned events on March 18, 2009, now the supplementary explanations were as followings: In accordance with the regulations on Notice of Well Implementing Accounting Standards for Business Enterprise on the Works of 2008 Annual Report by the Letter No. CK [2008]60 fromShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 7 Ministry of Finance: “ if accepting the direct or indirect donations from the controlling shareholders or the subsidiaries of the controlling shareholder, judge the capitalization input on enterprise belonging to controlling shareholders from the economic substances which should be the Equity Transaction, and relevant income should be recorded in owners’ equity(capital public reserve).” Guocheng Energy stopped to calculated the interests of debts of this year which would be reckoned into financial expense of the Company while calculating the interest payable reserve and the total amount for the whole year was predicted to be RMB 47,662,500, meanwhile, gains arising from stopping calculating the interests would be reckoned into owners’ equity(capital public reserve), and the total amount for the whole year was predicted to be RMB 47,662,500 §4. Appendix 4.1 Balance sheet Prepared by Shenzhen China Bicycle Company (Holdings) Limited March 31, 2009 Unit: RMB Balance at Items Merger pePriaorde-netn Cd ompany MerBgaelra n ce at yePara-rbeengt iCn ompany Current assets: Monetary funds 23,088,112.90 430,735.43 10,086,599.53 417,444.51 Settlement provisions Capital lent Transaction finance asset Notes receivable 531,830.00 5,408,792.00 Accounts receivable 354,671.13 136,929,234.34 385,033.41 136,120,228.45 Accounts paid in advance 407,644.41 504,440.40 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 29,980,921.07 82,299,769.92 42,193,937.90 87,659,723.49 Purchase restituted finance asset Inventories 38,880,632.97 26,109,914.12 36,197,343.93 26,922,910.94 Non-current asset due within one year Other current assets Total current assets 93,243,812.48 245,769,653.81 94,776,147.17 251,120,307.39 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity securities Long-term account receivable Long-term equity investment 2,619,840.50 2,619,840.50 2,619,840.50 2,619,840.50 Investment property 10,149,867.73 10,149,867.73 10,311,261.40 10,311,261.40 Fixed assets 53,291,057.12 52,662,201.07 56,010,305.12 55,334,097.37 Construction in progress Engineering materialShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 8 Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 26,964,435.83 26,964,435.83 27,180,151.34 27,180,151.34 Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset Other non-current asset Total non-current asset 93,025,201.18 92,396,345.13 96,121,558.36 95,445,350.61 Total assets 186,269,013.66 338,165,998.94 190,897,705.53 346,565,658.00 Current liabilities: Short-term loans 399,711,710.50 338,753,765.51 399,661,355.35 338,713,085.90 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable Accounts payable 134,974,613.52 324,962,929.98 130,714,884.86 324,940,555.98 Accounts received in advance 24,245,190.51 14,605,306.04 21,333,035.66 14,605,306.04 Selling financial asset of repurchase Commission charge and commission payable Wage payable 1,628,284.60 1,492,351.96 1,686,297.83 1,550,365.19 Taxes payable 95,371,119.68 94,314,872.25 95,399,029.08 94,220,632.13 Interest payable Dividend payable Other accounts payable 162,323,281.80 130,850,465.15 168,604,764.50 134,698,784.49 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due within 1 year 873,203,635.81 873,203,635.81 873,090,594.28 873,090,594.28 Other current liabilities 130,894,943.61 130,845,364.77 118,929,914.04 118,881,087.74 Total current liabilities 1,822,352,780.03 1,909,028,691.47 1,809,419,875.60 1,900,700,411.75 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities 184,133,984.92 184,133,984.92 184,133,984.92 184,133,984.92 Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 184,133,984.92 184,133,984.92 184,133,984.92 184,133,984.92Shenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 9 Total liabilities 2,006,486,764.95 2,093,162,676.39 1,993,553,860.52 2,084,834,396.67 Owner’s equity (or shareholders’ equity): Paid-in capital (or share capital) 479,433,003.00 479,433,003.00 479,433,003.00 479,433,003.00 Capital public reserve 422,854,235.31 422,854,235.31 410,893,564.33 410,893,564.33 Less: Inventory shares 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 -2,755,710,957.92 -2,689,957,142.77 -2,726,059,175.73 -2,661,268,533.01 Balance difference of foreign currency translation Total owner’s equity attributable to parent company -1,820,750,492.60 -1,754,996,677.45 -1,803,059,381.39 -1,738,268,738.67 Minority interests 532,741.31 403,226.40 Total owner’s equity -1,820,217,751.29 -1,754,996,677.45 -1,802,656,154.99 -1,738,268,738.67 Total liabilities and owner’s equity 186,269,013.66 338,165,998.94 190,897,705.53 346,565,658.00 4.2 Profit statement Prepared by Shenzhen China Bicycle Company (Holdings) Limited Jan.-Mar., 2009 Unit: RMB Amount i Items Merger n thiPsa preenrito Cd ompany MerAgmero u nt in lasPta preenrito Cd o mpany I. Total operating income 52,824,020.96 3,064,884.12 47,875,185.83 4,878,927.60 Including: Operating income 52,824,020.96 3,064,884.12 47,875,185.83 4,878,927.60 Interest income Insurance gained Commission charge and commission income II. Total operating cost 82,382,983.03 31,790,188.67 52,405,219.78 9,501,606.64 Including: Operating cost 50,626,053.58 2,078,119.99 46,728,919.74 5,244,515.51 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 35,961.65 49,402.85 Sales expenses 1,107,952.46 242,795.77 1,171,759.19 299,130.78 Administration expenses 6,524,401.82 5,386,265.78 14,688,542.93 14,167,269.19 Financial expenses 24,088,613.52 24,083,007.13 -10,233,404.93 -10,209,308.84 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) -187,559.64 -187,559.64Shenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 10 Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) -29,558,962.07 -28,725,304.55 -4,717,593.59 -4,810,238.68 Add: Non-operating income 48,176.13 48,176.13 9,616,484.60 9,616,484.60 Less: Non-operating expense 11,481.34 11,481.34 289,734.86 89,322.93 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) -29,522,267.28 -28,688,609.76 4,609,156.15 4,716,922.99 Less: Income tax 849,046.14 849,046.14 V. Net profit (Net loss is listed with “-”) -29,522,267.28 -28,688,609.76 3,760,110.01 3,867,876.85 Net profit attributable to owner’s equity of parent company -29,651,782.19 3,760,110.01 Minority shareholders’ gains and losses 129,514.91 VI. Earnings per share i. Basic earnings per share -0.0618 0.0078 ii. Diluted earnings per share -0.0618 0.0078 4.3 Cash flow statement Prepared by Shenzhen China Bicycle Company (Holdings) Limited Jan.-Mar., 2009 Unit: RMB Amount i Items Merger n thiPsa preenrito Cd ompany MerAgmero u nt in lasPta preenrito Cd o mpany I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 37,590,208.52 34,490,206.19 3,809,904.34 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 original insurance contract fee Net cash received from reinsurance business Insured savings and net increase of investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowedShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009(Full Text) 11 Net increase of returned business capital Write-back of tax received Other cash received concerning operating activities 5,762,699.75 4,498,576.34 60,893.98 1,683,490.62 Subtotal of cash inflow arising from operating activities 43,352,908.27 4,498,576.34 34,551,100.17 5,493,394.96 Cash paid for purchasing commodities and receiving labor service 25,615,020.46 22,129,990.75 1,043,237.63 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 and workers 4,172,659.08 285,195.24 3,762,954.21 937,503.39 Taxes paid 1,129,333.41 692,125.29 1,157,947.99 597,065.70 Other cash paid concerning operating activities 5,434,385.97 3,507,964.89 2,585,081.85 2,886,936.63 Subtotal of cash outflow arising from operating activities 36,351,398.92 4,485,285.42 29,635,974.80 5,464,743.35 Net cash flows arising from operating activities 7,001,509.35 13,290.92 4,915,125.37 28,651.61 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets 10,233,724.60 Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities 6,000,000.00 Subtotal of cash inflow from investing activities 6,000,000.00 10,233,724.60 Cash paid for purchasing fixed, intangible and other long-term assets 46,800.00 35,400.00 Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activitiesShenzhen China Bicycle Company (Holdings) Limited The 1st Quarterly Report for 2009 (Full Text) 12 Subtotal of cash outflow from investing activities 46,800.00 35,400.00 Net cash flows arising from investing activities 6,000,000.00 10,186,924.60 -35,400.00 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 from financing activities Net cash flows arising from financing activities IV. Influence on cash due to fluctuation in exchange rate 4.02 V. Net increase of cash and cash equivalents 13,001,513.37 13,290.92 15,102,049.97 -6,748.39 Add: Balance of cash and cash equivalents at the period -begin 10,086,599.53 417,444.51 14,062,198.43 477,660.27 VI. Balance of cash and cash equivalents at the period -end 23,088,112.90 430,735.43 29,164,248.40 470,911.88 4.4 Auditor’ report Auditor’s opinions: Un-audited The Board of Directors of Shenzhen China Bicycle Company (Holdings) Limited April 25, 2009