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深深宝B:2012年半年度报告摘要(英文版)2012-08-20  

						                                                               深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Stock Code: 000019, 200019                            Notice No: 2012-41
Short Form of the Stock: SHENSHENBAO-A, SHENSHENBAO-B




            SHENZHEN SHENBAO INDUSTRIAL CO.,LTD
                     SEMI-ANNUAL REPORT 2012
                                         I. Important Note

Board of Directors, Supervisory Committee of Shenzhen Shenbao Industrial Co., Ltd. (hereinafter
referred to as the Company) and its directors, supervisors and senior executives hereby confirm that
there are no any important omissions, fictitious statements or serious misleading information carried
in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and
completion of the whole contents.
All directors are attending the Meeting for deliberation and approval for the semi-annual report.
Financial report of this semi-annual repot has not been audited by CPA.
Mr. Zheng Yuxi, person in charge of the Company, Ms. Zeng Suyan, person in charge of accounting
works and Ms. Wang Zhiping, person in charge of accounting institution (accounting officer)
hereby confirm the truthfulness and completeness of the Financial Report in the Semi-annual
Report 2012.
                                        II. Company Profile
(I) Company information

Short form for stock A-share       SHENSHENBAO-A
Code for stock A-share             000019
Listing stock exchange             Shenzhen Stock Exchange
                                         Secretary of the Board             Representative of security affairs
Name                               Li Yiyan                               Zheng Guibo
                                   23/F, Education Technology             23/F, Education Technology
                                   Mansion, No.26 Zizhu Qi Dao,           Mansion, No.26 Zizhu Qi Dao,
Contact adds.
                                   Zhuzilin Fourth Road, Futian           Zhuzilin Fourth Road, Futian
                                   District, Shenzhen                     District, Shenzhen
Tel.                               0755-82027522                          0755-82027522
Fax.                               0755-82027522                          0755-82027522
E-mail                             shenbao@sbsy.com.cn                    shenbao@sbsy.com.cn
(II) Major financial data and indexes
1. Major accounting data and financial indexes
Whether retroactive adjusted on previous financial report or not
□Yes    √ No
                                                                                      Increase/decrease in this
                                   End of this report period     End of last period    period-end over that of
                                                                                            last year (%)



                                                     1
                                                                    深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Total assets(RMB)                             1,160,917,182.41            1,061,964,234.64                  9.32%
Owners’ equity attributable to
shareholders of the listed                     978,533,639.86              889,876,512.59                   9.96%
company(RMB)
Share capital(Share)                           250,900,154.00              250,900,154.00                      0%
Net assets per share attributable to
shareholder of listed company                                3.90                     3.55                  9.86%
(RMB/ Share)
Asset-liability ratio (%)                              15.71%                       16.2%                 -0.49%
                                                                                        Increase/decrease in this
                                        Reporting period (Jan.
                                                               Same period of last year       report period
                                               to June)
                                                                                            year-on-year (%)
Total business revenue(RMB)                     114,026,690.16        139,922,991.06                     -18.51%
Business profit(RMB)                             89,376,111.45               -8,639,594.03              1,134.49%
Total profit(RMB)                                89,910,633.28                8,733,411.67                 929.5%
Net profit attributable to
shareholders of the listed company               88,867,376.42                4,396,354.98              1,921.39%
(RMB)
Net profit attributable to
shareholders of the listed company
                                                -18,638,342.71              -12,866,651.90                -44.86%
after deducting non-recurring gains
and losses(RMB)
Basic      earnings       per   share
                                                        0.3542                      0.0242              1,363.64%
(RMB/Share)
Diluted      earnings      per  share
                                                        0.3542                      0.0242              1,363.64%
(RMB/Share)
Weighted average ROE (%)                                9.51%                       1.34%                   8.17%
Weighted average ROE after
deducting non-recurring gains/losses                    -1.99%                     -3.93%                   1.94%
(%)
Net cash flow arising from operating
                                                  3,259,065.52               -8,272,410.63                 139.4%
activities(RMB)
Net cash flow per share arising from
                                                         0.013                      -0.033                139.36%
operating activities (RMB/Share)
Explanation on former accounting data and financial index at period-end (stating adjustment
explanation if there has retroactive adjustment)
  In the reporting period, the operating profit, total profit and net profit attributable to shareholders
of listed company have increased by 1,134.49%, 929.50%, 1,921.39% respectively as compared to
the same period of last year, mainly due to the significant increase of investment income since the
Company received the account for transferring the 15% equity interests of Shenzhen Pepsi during
this period. Net profit attributable to shareholders of listed company after deducting extraordinary
gains and losses has decreased by -44.86% as compared to the same period of last year, mainly
resulted from the decreased profit contribution from business due to the decrease of main business
income and increase of related costs when implementing fund-raising projects; net cash flow from
operating activities increased by 139.4% as compared to the same period of last year, mainly due to
the timely recovery of account receivables, purchase of raw materials and decrease of other related
costs. Since the operating profit significantly increased during the reporting period, the financial
indicators such as earnings per share, return on equity and net cash flow per share from operating
activities rise significantly as well.

2. Items of non-recurring gains/losses
√Applicable □Not applicable


                                                         2
                                                               深圳市深宝实业股份有限公司 2012 年半年度报告摘要



                                                          Amount from
        Items of non-recurring gains/losses               year-begin to                   Note
                                                        period-end (RMB)
Gains and losses from disposal of non-current
                                                            103,317,580.23
assets
Tax refund or exemption out of authorization, with
absence of official approval document or
accidentally
Governmental subsidy calculated into current gains
and losses(while closely related with the normal
business of the Company, excluding the                          663,580.00
fixed-amount or fixed-proportion governmental
subsidy according to the unified national standard)
Fund occupation expenses received from
non-financial enterprises that reckon into current                     0.00
gains/losses
Income occurred when investment cost paid by
enterprise for obtaining subsidiaries, associates and
                                                                       0.00
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
                                                                       0.00
assets
Gains and losses from entrusted investment or
                                                                       0.00
management assets
Various asset impairment reserve provided for force
                                                                       0.00
majeure, such as natural disaster;
Gains/losses from debt reorganization                                  0.00
Reorganization expenses, such as expenditure for
                                                                       0.00
allocation of employees and integration fee
Gains and losses from excess of transaction which
are conducted on a non-fair-valued basis over its                      0.00
fair value
Current net gains and losses of subsidiaries
occurred from combination under the same control
                                                                       0.00
commencing from period-begin to combination
date
Gains and losses from contingent events which has
                                                                       0.00
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                 3,580,028.74
investment income from disposal of transactional
financial assets and liabilities and financial assets
available for sale
Reversal of impairment reserve for account
                                                                 10,237.50
receivable with separate impairment testing
gains/ losses from external entrustment loans                          0.00
Gains and losses arising from change of fair value
of investment properties whose follow-up                               0.00
measurement are at fair value
Affect upon current gains/losses arising from the
one-off adjustment in subject to requirement of
                                                                       0.00
laws and rules in relation to taxation and
accounting




                                                        3
                                                                              深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Income from entrusted custody operation                                                   0.00
Other non-operating income and expenditure
                                                                                 99,930.00
except the abovementioned
Other item that satisfied the definition of
                                                                                          0.00
non-recurring gains and losses
Influenced amount of minority shareholders’ equity                                       0.00
Impact on income tax                                                            165,637.34


Total                                                                      107,505,719.13                          --
3. Difference of net profit and net assets disclosed in financial report based on IAS and CAS
√Applicable     □Non-applicable
                                                                                                                               Unit: RMB
                                            Net profit attributable to                           Owners’ equity attributable to
                                          shareholders of listed company                         shareholders of listed company
                                  Amount in the report                                                                   Amount at
                                                              Amount in last period       Amount at period-end
                                       period                                                                           period-begin
By Chinese Accounting
                                          88,867,376.42                   4,396,354.98           978,533,639.86           889,876,512.59
Standards
Item and amount adjusted by IAS
1. Adjustment on amortization
of differences of equity                                 0                            0            1,016,958.04             1,016,958.04
investment
2. Adjustment on cost of
transferring Shenzhen Pepsi’s               381,359.27                               0             -762,718.54              -381,359.27
equity
3. Other adjustment on
regulated funds payable in                               0                            0            1,067,000.00             1,067,000.00
share market
By International Accounting
                                          89,248,735.69                   4,396,354.98           979,854,879.37           891,579,111.36
Standards
4. Difference of net profit and net assets disclosed in financial report based on foreign
accounting standards and CAS
□ Applicable √ not applicable
            III. Changes in Share Capital and Particular about Shareholders
(I) Changes in share capital
□ Applicable √ not applicable
(II) Statement of shares held by top ten shareholders and the top ten shareholders with
unrestricted conditions/circulate shareholders
Statement of shares held by top 10 shareholders and top 10 shareholders with unrestricted shares
held
Total shareholders                                                                                                               21,938.00
Particulars about the shares held by the top ten shareholders
                                               Proportion                  Amount of Shares pledged or frozen
                                Nature of                 Total amount of
 Shareholders (full name)                       of shares                 the restricted
                               shareholders                  shares held
                                                held (%)                   shares held Share status Amount
                                   Domestic
Shenzhen Agricultural Products
                               non-state-owned               19.09%        47,895,097.00     7,770,118.00
Co., Ltd.
                                 legal person
Shenzhen Investment Holdings State-owned legal
                                                               16%         40,143,586.00     6,783,729.00
Co., Ltd.                          person
Shenzhen             Tianzhong    Domestic                   9.96%         24,983,908.00 24,983,908.00           Pledge     24,983,908.00
Investment Co., Ltd.           non-state-owned



                                                                      4
                                                                     深圳市深宝实业股份有限公司 2012 年半年度报告摘要


                                 legal person
                               Domestic nature
Li Duruo                                              5.28%       13,252,874.00 13,252,874.00
                                  person
                              Domestic
Yingfu(Tianjin)    Equity
                          non-state-owned             4.65%       11,662,068.00 11,662,068.00    Pledge   11,662,068.00
Investment Management L.P
                            legal person
                              Domestic
Xinjiang   Xiehe   Equity
                          non-state-owned             4.62%       11,595,402.00 11,595,402.00    Pledge   11,595,402.00
Investment Management L.P
                            legal person
                               Domestic nature
Lin Yixiang                                           1.02%        2,561,002.00   2,561,002.00
                                  person
                               Domestic nature
Xia Zhenzhong                                         0.85%        2,134,917.00   2,134,917.00   Pledge    2,134,917.00
                                  person
                               Domestic nature
Cao Lijun                                              0.8%        2,012,758.00   2,012,758.00   Pledge    2,012,758.00
                                  person
                                   Domestic
Zhong Rong International Trust
                               non-state-owned        0.47%        1,180,000.00           0.00
Co., Ltd.-Rong Yu #12
                                 legal person
Particulars about the shares held by the top ten unrestricted shareholders
                                                   Amount of unrestricted              Type/amount of shares
                Shareholders                          shares held at
                                                       period-end                  Type              Amount
Shenzhen Agricultural Products Co., Ltd.                          40,124,979.00   A-share                 40,124,979.00

Shenzhen Investment Holdings Co., Ltd.                            33,359,857.00   A-share                 33,359,857.00
Zhong Rong International Trust Co., Ltd.-Rong Yu
#12
                                                                   1,180,000.00   A-share                  1,180,000.00

Yu Jianjun                                                          953,299.00    A-share                   953,299.00

Wang Shulun                                                         713,998.00    A-share                   713,998.00

Liu Yi                                                              584,730.00    A-share                   584,730.00

Zhang Huizhen                                                       476,300.00    A-share                   476,300.00

Huang Xiangdong                                                     474,689.00    B-share                   474,689.00
Client’s credit exchange guarantee account of
China Securities Co., Ltd.
                                                                    462,973.00    A-share                   462,973.00

Long Weiguo                                                         461,200.00    A-share                   461,200.00
                                       Shenzhen SASAC directly holds 21.52% equity interests of Agricultural
                                       Products, indirectly holds 5.22% equity interests of Agricultural
Explanation on associated relationship Products and directly holds 100%equity interests of Shenzhen
among the top ten shareholders or      Investment Holding. Except for this, the Company was not aware of any
(and) consistent action                related relationship between other shareholders above, and whether they
                                       belonged to parties acting in concert as defined by the Acquisition
                                       Management Method of Listed Company.
(III) Changes of controlling shareholders and actual controller
□Applicable √Not applicable
                          IV. Directors, Supervisors and Senior Executives

(I) Changes of shares held by directors, supervisors and senior executive
                                         Amount Amount of                             Amount of
                            Shares held                       Shares held Including:
                                         of shares   shares                              stock
                                 at                               at       restricted             Reasons for
   Name           Title                 increase in decreased                         option held
                            period-begi                       period-end shares held               changes
                                            this      in this                              at
                             n(Share)                           (Share)     (Share)
                                        period(Shar period                            period-end


                                                              5
                                                                              深圳市深宝实业股份有限公司 2012 年半年度报告摘要



                                                   e)          (Share)                                      (Share)
Zheng Yuxi     Chairman                  0.00           0.00           0.00          0.00           0.00           0.00 -
Chen
               Director                  0.00           0.00           0.00          0.00           0.00           0.00 -
Shaoqun
He Dong        Director                  0.00           0.00           0.00          0.00           0.00           0.00 -
               Independent
Du Wenjun                                0.00           0.00           0.00          0.00           0.00           0.00 -
                director
               Independent
Deng Meixi                               0.00           0.00           0.00          0.00           0.00           0.00 -
               director
Xu
           Independent
ZHuangchen                               0.00           0.00           0.00          0.00           0.00           0.00 -
           director
g
Yan Zesong     GM, Director              0.00           0.00           0.00          0.00           0.00           0.00 -
Lin Yanfeng Director                     0.00           0.00           0.00          0.00           0.00           0.00 -
Dou Qiang      Director                  0.00           0.00           0.00          0.00           0.00           0.00 -
Lin Hong       Supervisor                0.00           0.00           0.00          0.00           0.00           0.00 -
Luo Longxin Supervisor                   0.00           0.00           0.00          0.00           0.00           0.00 -
Huang Qin      Supervisor                0.00           0.00           0.00          0.00           0.00           0.00 -
Li Fang        Deputy GM                 0.00           0.00           0.00          0.00           0.00           0.00 -
               Deputy GM,
Li Yiyan       Secretary of              0.00           0.00           0.00          0.00           0.00           0.00 -
               the Board
Qian Xiaojun Deputy GM                   0.00           0.00           0.00          0.00           0.00           0.00 -
Zeng Suyan     CFO                       0.00           0.00           0.00          0.00           0.00           0.00 -


                                     V. Report of the Board of Directors

(I) Statement of main business classified according to industries and products
                                                                                                                     Unit: RMB
                                          Main business classified according to industries
                                                                               Increase or        Increase or         Increase or
                                                                               decrease of        decrease of      decrease of gross
  According to        Operating                         Gross profit ratio operating revenue operating cost         profit ratio over
                                         Operating cost
   industries          revenue                                  (%)        over the last same over the last same the last same
                                                                           period of last year period of last year period of last year
                                                                                   (%)                (%)                  (%)
Industry             113,546,678.74       92,139,709.60            18.85%            -18.68%             -17.73%               -0.93%
Leasing service             293,400.00                                  100%                 0%                 0%                 0%
                                           Main business classified according to products
                                                                               Increase or         Increase or         Increase or
                                                                               decrease of         decrease of      decrease of gross
  According to        Operating                          Gross profit ratio operating revenue operating cost         profit ratio over
                                         Operating cost
   products            revenue                                  (%)         over the last same over the last same the last same
                                                                            period of last year period of last year period of last year
                                                                                   (%)                 (%)                  (%)
Soft drinks           16,255,773.29       14,462,465.08             11.03%             37.67%              41.44%               -2.37%
Condiment                 6,406,160.77      4,034,718.70               37.02%               1.6%            -2.48%              2.63%
Tea products          90,884,744.68        73,642,525.82               18.97%          -25.21%             -24.57%             -0.68%
Property leasing            293,400.00                                  100%                 0%                 0%                 0%
-
(II) Main business classified according to areas
                                                                                                                        Unit: RMB
                   Areas                                 Operating revenue                   Increase/decrease in revenue from



                                                                   6
                                                                       深圳市深宝实业股份有限公司 2012 年半年度报告摘要



                                                                                       operations over the same period of
                                                                                                  last year (%)
Export                                                                 2,003,197.52                                362.65%
South China                                                           37,464,399.74                                  1.15%
East China                                                            34,599,721.54                                -33.72%
North China                                                           11,108,038.79                                 -29.1%
Other area                                                            28,664,721.15                                -17.11%
(III) Explanation on reasons of material changes in main operations and its structure
□Applicable         √Not applicable
(IV) Explanation on reasons of material changes in profitability (gross profit ratio) of main
operations compared with that of last year
□Applicable         √Not applicable
(V) Analysis on reasons of material changes in profit structure compared with the previous
year
√Applicable         □Not applicable
During the reporting period, the Company received payment for transferring the 15% equity interest in
Shenzhen Pepsi, which contributed investment income of RMB103, 546,500, leading to a significant
increase in total profit as compared to the same period of previous year. Besides, the Company recognized
non-operating income of RMB17, 088,500 in the same period of last year due to that Shengrun Company
implemented its debt reorganization plan that period. Deducting the effects on total profit by the two
non-deductible factors, the total profit recorded in the Company’s consolidated statement decreased by
63.20% as compared to the same period of last year.

(VI) Application of the raised proceeds
1. Statement of application of the raised proceeds
√Applicable          □Not applicable
                                                                                                           Unit: RMB00’000
Total fund-raised                                                57,239.21 Total
                                                                           fund-rais
                                                                           ed
Total fund-raised for changes its using                                                                            4,002.25
                                                                 16,729.17 invested
purpose in report period                                                   in report
                                                                           period
                                                                           Total
Total accumulative fund-raised for changes
                                                                 16,729.17 accumula
its using purpose                                                          tive
                                                                                                                  10,624.44
                                                                           fund-rais
Proportion of total fund-raised that with                                  ed
                                                                   29.23%
using purpose changed                                                      invested
                                                               Amount Investme
                         Projects   Total
                                                                  of
                        changed committe Total                               nt                                    Project
Committed investment                                Amount accumula program Predicted Realized Reach the
                          or not      d    investme                                                              feasibility
projects and investment                             invested     ted               useable interests predicted
                        (includin investme nt after                       till the                                changed
purpose for fund raised                             in report investme period-en date of    of this interest or
                            g       nt of  adjustme                                                             significantl
   out of expectation                                period nt till the d (%)(3) project     year       not
                        changed fund-rais nt (1)                                                                  y or not
                                                              period-en
                        partially)   ed                                 =(2)/(1)
                                                                d (2)
Committed investment
projects
Acquisition of 48.33%
                                                                                       31 July
equity interests in         No       6,510.05 6,510.05       0 6,510.05        100%                 70.4   Yes       No
Shenbao Huacheng                                                                       2011

Comprehensive                                                                          31
Investment Project of       No         27,000   27,000 2,004.03 2,043.07      7.57% March              0   No        No
Tea Industry Chain                                                                     2013



                                                             7
                                                                            深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Comprehensive Project
                                                                                             31 July
with Annual Capacity Yes                15,500     15,500          0          0          0                     0       No       Yes
of 300 Tons Catechin                                                                         2012
                                                                                             31 July
Chain Project for
Classical Tea Leaves
                          Yes            3,000      3,000          0          0          0                     0       No       No
                                                                                             2012
Project of R&D Center                                                                        30 April
for Tea and Natural   Yes                4,000      4,000          0          0          0                     0       No       No
Plants                                                                                       2012
Expansion Project of                                                                         31 July                   No
Condiment Production Yes                 6,900 1,229.17            0          0          0                     0                Yes
Line                                                                                         2012
Subtotal of committed
                      -             65,910.05 57,239.22 2,004.03 8,553.12 -                  -              70.4 -          -
investment projects
Investment purpose for
fund raised out of
expectation
                          No                 0          0          0          0        0%                      0

   Loans payment to
                          -                  0          0          0          0        0% -             -          -        -
  Bank(if applicable)

    Current capital

  supplementation(if      -                  0          0          0          0        0% -             -          -        -

        applicable)
Subtotal of Capital
investment with fund      -                  0          0          0          0-             -                 0-           -
raising out of the plan
Total                     -                                                       -          -                     -        -
Reasons for falling
behind the target
progress or target        Non-applicable
income(By specific
items)
                          1. Comprehensive Project with Annual Capacity of 300 Tons Catechin: by virtue of technical innovation,
                          the Company made comprehensive enhancements in the original production crafts for instant tea powder,
                          pursuant to which, the production line for instant tea powder was equipped with the function of producing
                          catechin and natural plant products. Therefore, the Company was able to develop and produce catechin and
                          natural plant products for sales, satisfying demands from its existing and new customers. As compared to
                          the original plan on implementing the Comprehensive Project with Annual Capacity of 300 Tons Catechin,
                          the Company can be better served with such innovated technologies to make comprehensive use of the
                          production line of instant tea powder, with fewer equipments allocation, more efficient benefits, reduction
                          of fixed assets allocation and amortization, so as to improve the integrated profitability of the Company. In
                          order to effectively prevent from investment risks and protect the interests of the Company and its
                          shareholders, the Company, with careful and prudent consideration, decided to cancel the Comprehensive
Statement for major       Project with Annual Capacity of 300 Tons Catechin and thereby to change the proceeds application
change of project         purposes.
feasibility
                          2. Expansion Project of Condiment Production Line: despite that the prospectus of condiment market was
                          positive, the furious market competition can’t be ignored. In case that the Company wanted to make
                          significant breakthrough in the furious market competition based on the prevailing operation condition of
                          condiment, the Company was required to allocate material human, assets and property resources. In 2011,
                          the Company experienced significant drop in income from its condiment operation, recording relatively
                          material losses. Considering that it had no advantage in condiment operation, the Company would face
                          relatively significant market risks and uncertainty if the original resources allocation couldn’t meet the
                          expected target. By virtue of the non-public offering, the Company determined its development direction
                          for tea industry, namely Natural, Green and Healthy, in 2011. According to the development strategy, the
                          Company would focus on expanding tea industry. Therefore, the Company cancelled the Expansion Project
                          of Condiment Production Line, and applied the proceeds for such project to investment in the Project of




                                                                   8
                                                                            深圳市深宝实业股份有限公司 2012 年半年度报告摘要


                        R&D Center for Tea and Natural Plants.
                        At the 2011 Annual General Meeting held on 27 April 2012, the Company considered and approved the
                        Proposal on Change of Part Proceeds Application Purposes, approving the changes and adjustments
                        involved in the above projects.
Amount, using purpose □ Applicable √ Non-applicable
and progress of using
for fund-raised out of
the plan
                        √ Applicable □ Non-applicable
Change of               √ Occurred during the reporting period □ Occurred in previous years
implementation place    The Company changed the implementation place of Project of R&D Center for Tea and Natural Plants
of investment project   from Wuyuan county Jiangxi province to Shenzhen Guangdong province. Those changes were considered
of fund-raised          and approved in the 2011 Annual General Meeting of the Company held on 27 April 2012.


Regulation of           □ Applicable √ Non-applicable
implementation ways
                        □ Occurred during the reporting period □ Occurred in previous years
of investment project
of fund-raised
Preliminary investment □ Applicable √ Non-applicable
and replacement of
investment project of
fund-raised
                        √ Applicable □ Non-applicable
Temporarily
supplement for the      On 21 March 2012, the Company held the 1st extraordinary general meeting for 2012, to consider and
current capitals with   approve the resolution of Further Application of Part Idle Proceeds to Temporarily Supplement Current
idle fund-raised        Capital, pursuant to which, part idle proceeds of RMB150,000,000 was used to temporarily supplement
                        current capital of the Company, with term not exceeding 6 months.
Amount and reason for □ Applicable √ Non-applicable
surplus of fund-raised
when implementing
projects
Usage of the retained
raised fund and what is
                        Saved in the special account for proceeds and supplement current capital.
expected to invested
with those fund
Problems exits in usage The related information concerning proceeds disclosed by the Company is in-time, true, accurate and
and disclosure of the   complete; no illegal issue has been found in place, use, management and disclosure of proceeds. The
raised fund and other Company has never made financing for over 2 times, not even the application of proceeds in those years.
information
2. Statement of changes on projects invested by raised funds
√Applicable        □Not applicable
                                                                                                                   Unit: RMB00’000
                         Planned           Actual                                   Date for                          Whether
                                                                     Investment
              Correspon    total  Actual accumulat                                 project to Benefits                  or not
                                                                     progress as                         Reach the
  Project        ding   proceeds input in  e input                                 reach the realized in             significant
                                                                          at                              projected
   after       original     for   current amount as                                condition the current              changes
                                                                     period-end                          benefits or
  change      committed projects reporting    at                                      for     reporting               occur in
                                                                     (%)(3)=(2)                              not
                project   after   period period-end                                intended    period                availability
                                                                         /(1)
                        change(1)            (2)                                      use                            of projects

Investment   Comprehe
developme    nsive
nt project   Project
for          with                                                                                           Non-applica
             Annual            15,500      1,939.12       1,961.21       12.65% 2012-12-31              0
                                                                                                            ble
                                                                                                                        No
high-end
brand        Capacity
classical    of 300
tea          Tons
             Catechin


                                                                     9
                                                                            深圳市深宝实业股份有限公司 2012 年半年度报告摘要



             /Chain
             Project of
             Classical
             Tea
             Leaves


            Comprehe
            nsive
Jointly     Project
incorporati with                                                                                              Non-applica
on of       Annual                3,000              0            0            0 2012-12-31               0
                                                                                                              ble
                                                                                                                          No
Zhejiang Capacity
Shenbao of 300
Huafa Tea Tons
Leaves      Catechin
Co., Ltd.
           Project of
           R&D
           Center for
Project of
           Tea and
R&D
           Natural
Center for                                                                                                    Non-applica
           Plants /               5,400         59.09        110.11       2.04% 2012-12-31                0
                                                                                                              ble
                                                                                                                          No
Tea and
           Expansion
Natural
           Project of
Plants
           Condiment
           Production
           Line
Total        --                 23,900       1,998.21     2,071.32 --            --                       0 --           --
                                          (1) Comprehensive Project with Annual Capacity of 300 Tons Catechin: by virtue of
                                          technical innovation, the Company made comprehensive enhancements in the original
                                          production crafts for instant tea powder, pursuant to which, the production line for instant
                                          tea powder was equipped with the function of producing catechin and natural plant
                                          products. Therefore, the Company was able to develop and produce catechin and natural
                                          plant products for sales, satisfying demands from its existing and new customers. As
                                          compared to the original plan on implementing the Comprehensive Project with Annual
                                          Capacity of 300 Tons Catechin, the Company can be better served with such innovated
                                          technologies to make comprehensive use of the production line of instant tea powder, with
                                          fewer equipments allocation, more efficient benefits, reduction of fixed assets allocation
                                          and amortization, so as to improve the integrated profitability of the Company. In order to
                                          effectively prevent from investment risks and protect the interests of the Company and its
                                          shareholders, the Company, with careful and prudent consideration, decided to cancel the
                                          Comprehensive Project with Annual Capacity of 300 Tons Catechin. The proceeds for such
                                          project was invested in investment development project for high-end brand classical tea and
Explanation for reason for changes,
                                          jointly incorporation of Zhejiang Shenbao Huafa Tea Leaves Co., Ltd.
decision-making and information
disclosure (based on specific project)    (2). Cancel the Expansion Project of Condiment Production Line: despite that the
                                          prospectus of condiment market was positive, the furious market competition can’t be
                                          ignored. In case that the Company wanted to make significant breakthrough in the furious
                                          market competition based on the prevailing operation condition of condiment, the Company
                                          was required to allocate material human, assets and property resources. In 2011, the
                                          Company experienced significant drop in income from its condiment operation, recording
                                          relatively material losses. Considering that it had no advantage in condiment operation, the
                                          Company would face relatively significant market risks and uncertainty if the original
                                          resources allocation couldn’t meet the expected target. The Company determined its
                                          development direction for tea industry, namely Natural, Green and Healthy. According to
                                          the development strategy, the Company would focus on expanding tea industry. Therefore,
                                          the Company cancelled the Expansion Project of Condiment Production Line, and applied
                                          the proceeds for such project to investment in the Project of R&D Center for Tea and
                                          Natural Plants.
                                          (3) Change the project implementation site and subject of tea and natural plants R&D
                                          center: Though Wuyuan County, the original project implementation site, has advantages in
                                          tea industry resources and costs, it doesn’t have advantages in talents, exchange of



                                                                   10
                                                                          深圳市深宝实业股份有限公司 2012 年半年度报告摘要


                                       information, resource sharing and integrating and service market customers, so the project
                                       implementation site is changed to Shenzhen, and the implementation subject is changed
                                       from Wuyuan Jufangyong to wholly-owned subsidiary, Shenzhen Shenbao Technology
                                       Center Co., Ltd., and considering that the project fixed assets input costs and labor costs in
                                       new implementation site is high, the Company shall increase the project gross investment to
                                       54 million Yuan.
                                       Such changes in proceeds projects have been considered and approved at the 20th meeting
                                       of the 7th board held on 5 April 2012 and 2011 Annual General Meeting held on 27 April
                                       2012. For details, please refer to the announcements of the Company published in the
                                       Securities Times, China Securities News, Hong Kong Commerce and the website
                                       www.cninfo.com.cn dated 6 April 2012 and 28 April 2012.
Not meet the scheduled progress or
projected benefits, and reasons for that
(based on specific project)              Non-applicable


Explanation on significant changes in
                                      Non-applicable
availability of projects
(VII) The modification of Board to the business plan for the second half of the year
□Applicable            √Not applicable
(VIII) Prediction of business performance from January – September 2012
Estimation on 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 on reason
□Applicable            √Not applicable
(IX) Explanation on “Qualified Opinion” from the Certified Public Accountants in the report
period by the Board of Directors
□Applicable            √Not applicable
(X) Explanation of the Management on changes and disposal of the issues involved in
“Qualified Opinion” from the Certified Public Accountants in the last year by the Board of
Directors
□Applicable            √Not applicable

                                                VI. Significant Event
(I) Assets acquisition, sales of assets and assets reorganization
1. Assets purchased or acquired
□Applicable          √Not applicable
Explanation on assets acquisition

2. Assets sold
□Applicable          √Not applicable
Explanation on assets sold
3. Progress of the events and their influence on the Company’s operating results and financial
status in the report period after the Report on Assets Restructure or Public Notice on
Acquisition and Sales of Assets being published
√Applicable          □Not applicable
On 22 December 2011, the transfer of 15% equity interests in Shenzhen Pepsi by the Company involving
significant assets reorganization was approved by the CSRC by issuance of the Approval for Significant
Assets Reorganization of Shenzhen Shenbao Industry Co., Ltd.(ZJXK No.2030(2011)). On 10 January 2012,
Shenzhen Pepsi completed the business registration change process for such transfer of its 15% equity
interests. On 29 June 2012, the Company received from Pepsi (China) USD22, 788,415.89 (equivalent to
RMB144, 000,000) as the consideration for equity transfer, representing payment in full. Since then, this
significant assets reorganization was completed, by which, investment income increased by
RMB103,546,600, which helped the Company to improve its asset-to-debt structure and cash flow, thus to
improve the development of major business.


                                                                11
                                                               深圳市深宝实业股份有限公司 2012 年半年度报告摘要




(II) Guarantee
√Applicable              □Not applicable

                                                                                               Unit: RMB00’000
Particulars about the external guarantee of the Company (Barring the guarantee for the controlling subsidiaries)
                                                                                                        Guarant
                    Related                Actual date                                        Complet
                                                                                                          ee for
  Name of the      Announce               of happening   Actual                                   e
                              Guarantee                              Guarantee Guarantee                 related
   Company            ment                   (Date of   guarantee                             impleme
                                 limit                                  type         term                 party
  guaranteed       disclosure                 signing     limit                                ntation
                                                                                                        (Yes or
                      date                 agreement)                                           or not
                                                                                                           no)

   Total approving external                              Total actual occurred
  guarantee in report period                             external guarantee in
             (A1)                                         report period (A2)
                                                        Total actual balance of
  Total approved external
                                                       external guarantee at the
guarantee at the end of report
                                                        end of report period
        period ( A3)
                                                                 (A4)
                                  Guarantee of the Company for the subsidiaries
                                                                                                   Guarant
                      Related              Actual date                                    Complet
                                                                                                    ee for
   Name of the       Announce             of happening     Actual                             e
                                Guarantee                             Guarantee Guarantee          related
    Company             ment                 (Date of     guarantee                       impleme
                                  limit                                 type      term              party
   guaranteed        disclosure               signing       limit                          ntation
                                                                                                   (Yes or
                        date               agreement)                                      or not
                                                                                                     no)
Shenzhen Shenbao                                                                                     Yes
Huacheng             -              2,000   2011-01-26         941.63 Guarantee   1 year     Yes
Technology Co., Ltd.
Shenzhen Shenbao                                                                                          Yes
Huacheng            -               3,000   2011-05-26         2,800 Guarantee       1 year       Yes
Technology Co., Ltd
Shenzhen Shenbao                                                                                          Yes
Huacheng             -              3,000   2012-02-23        707.05 Guarantee       1 year       no
Technology Co., Ltd.
Shenzhen Shenbao                                                                                          Yes
Huacheng            -               1,500   2012-02-10         1,500 Guarantee      7 months      Yes
Technology Co., Ltd
                                                       Total amount of actual
Total amount of approving
                                                       occurred guarantee for
guarantee for subsidiaries in                    4,500                                                  2,706.65
                                                       subsidiaries in report
report period (B1)
                                                       period (B2)
Total amount of approved                               Total balance of actual
guarantee for subsidiaries at                          guarantee for subsidiaries
                                                 3,000                                                          0
the end of reporting period                            at the end of reporting
(B3)                                                   period (B4)
Total amount of guarantee of the Company( total of two abovementioned guarantee)
  Total amount of approving                              Total amount of actual
  guarantee in report period                     4,500 occurred guarantee in                            2,706.65
          (A1+B1)                                        report period (A2+B2)
  Total amount of approved                               Total balance of actual
guarantee at the end of report                   3,000 guarantee at the end of                                  0
       period (A3+B3)                                    report period (A4+B4)
The proportion of the total amount of actually                                                                  0




                                                         12
                                                                 深圳市深宝实业股份有限公司 2012 年半年度报告摘要



guarantee in the net assets of the Company(that is A4+
B4)
Including:
Amount of guarantee for shareholders, actual
                                                                                                              0
controller and its related parties(C)
The debts guarantee amount provided for the
guaranteed parties whose assets-liability ratio exceed                                                        0
70% directly or indirectly(D)
Proportion of total amount of guarantee in net assets of
                                                                                                              0
the Company exceed 50%(E)
Total     amount        of     the    aforesaid   three
                                                                                                              0
guarantees(C+D+E)
Explanations on possibly bearing joint and several
                                                                                                              0
liquidating responsibilities for undue guarantees
Explanations on external guarantee against regulated
                                                                                                              0
procedures
(III) Non-operating current related credits and liabilities
Whether have non-operating current related credits and liabilities or not
□Applicable         √Not applicable
(IV) Material lawsuits and arbitrations
□Applicable         √Not applicable
(V) Other significant events and analysis of their influences and solution plan
√Applicable         □Not applicable
On 21 May 2012, the Company received an official letter from its major shareholder Agricultural Products.
Agricultural Products and related parties are in process of negotiating the Company’s significant matters as
those matters involve material uncertainty pending for further discussion. At the request of the Company, its
shares suspended trading with effect from 22 May 2012, and its resumption was pending for determination
on relevant matters and disclosure of the relevant progress. During the suspension period, Agricultural
Products and related parties conducted relevant works proactively and made prudent negotiation in
connection with the entry of strategic investors, adjustments to the Company’s equity structure and
promotion of future development. Given that it was hard for the related parties to reach unanimous
conclusion on effectively integrating various resources to promote the Company’s future development,
Agricultural Products and related parties, after prudent research, decided to terminate the aforesaid matters.
Agricultural Products undertook that it would not plan to prepare equity transfer relating to the Company
within at least one year. The shares of the Company resumed to trade with effect from 18 June 2012.
1. Security investment
√Applicable         □Not applicable

                                                                                         Percentage
                                                                                           in total  Gains and
                                                    Initial
Serial                                                           Ending     Ending book investment losses during
       Securities    Stock Code Stock Name        investment
 No.                                                             quantity   value (Yuan) of ending report period
                                                  cost (Yuan)
                                                                 (Share)                  securities  (Yuan)
                                                                                             (%)
                                 *ST
1      stock        000030                 17,334,869.55 1,011,320.00 8,859,163.20          97.96% 3,581,528.74
                                 SUNRISE A
2      stock        400005       Haiguoshi         272,288.09 150,000.00       18,450.00     2.04%      -1,500.00
Other ending securities investment               17,607,157.64      --      9,043,663.20      100% 3,580,028.74
Gains and losses of securities investment sold
                                                      --            --           --          --      2,610,661.54
during report period
Total                                            17,607,157.64      --      9,043,663.20 100%        3,580,028.74
Explanation on security investment



                                                           13
                                                                        深圳市深宝实业股份有限公司 2012 年半年度报告摘要



2. Equity of other listed company held by the Company
□Applicable         √Not applicable
Explanation on equity of other listed company held by the Company
3. Fund occupation and progress of paying off
□Applicable           √Not applicable
Till end of reporting period, accountability plan proposed by the Board for completed no
non-operational fund occupation from listed company
□Applicable           √Non-applicable

4. Implementation of commitments
Commitments made by the Company and its directors, supervisors, senior executives, shareholders
holding above 5% shares of the Company and actual controller in reporting period or extending to
reporting period
□Applicable        √Not applicable
Commitments        Accepter                                    Contents                                    Implementation
                                The original shareholders of non circulation shares made the
                                 following undertakings during the equity reform: 1. Agricultural
                                 Products and Investment Holdings will observe relevant laws,
                                 regulations and rules during the equity reform, and perform their
                                 legal undertaking obligations; 2. Upon completion of the equity
                                 reform, in order to provide long-term effective incentives to
                                 management, the original shareholders of non circulation shares,
                                 namely Agricultural Products and Investment Holdings, will sell
                                 the shares which they will hold upon satisfaction of consideration
                                 (such shares account for 6%-8% of the total share capital
                                 (182,923,088 shares ) of the Company) to management within 3
                                 years according to their shareholding percentages after the equity
             Shenzhen            reform. The particular method and implementation rules for the
             Agricultural        above management share option scheme was prepared by the listed
Undertakings
             Products Co., Ltd., company in compliance with the Management Method for Share
for equity                                                                                            Observe the undertakings
             Shenzhen            Option Scheme of Listed Company of CSRC and the relevant
reform
             Investment          national requirements. The share option scheme has been submitted
             Holdings Co., Ltd. to Shenzhen SASAC for consideration and approval for
                                 implementation. The circulation condition for such shares will be
                                 subject to relevant regulations. Agricultural Products and
                                 Investment Holdings observed their legal undertaking obligations
                                 strictly. Pursuant to the Provisional Method for State-owned Listed
                                 Company (domestic) to Implement Share Option Scheme jointly
                                 promulgated by the SASAC and the ministry of Finance on 6
                                 December 2006, the share option scheme for management of the
                                 Company shall be further specific according to relevant regulations.
                                 The original shareholders of non circulation shares will promote
                                 share option scheme for management to the extent permitted by the
                                 relevant laws and regulations of the PRC, based on adequate
                                 market condition.
Undertakings
made in
acquisition
              Non-applicable
report or
equity change
report
Undertakings
  made in
  assets     Non-applicable
  replacemen
  ts
Undertakings
              Non-applicable
 for issuance
Other
undertakings Non-applicable
made to



                                                               14
                                                                深圳市深宝实业股份有限公司 2012 年半年度报告摘要


minority
shareholders
of the
Company
5. Profit distribution of Board of Directors this time or preplan of capital reserve capitalizing
□Applicable           √Not applicable
6. Items of other consolidated income
                                                                                       Unit: RMB
                                                                                           Amount occurred in
                                                               Amount occurred in the
                           Items                                                           same period of last
                                                                  report period
                                                                                                period
1. Gains(losses) from financial assets available for sales
Less: Income tax influences from financial assets available
for sales
Net amount reckoned into other consolidated income in
previous period but transferred into gains/losses in current                  210,249.15
period
Subtotal                                                                     -210,249.15
2. Shares in the other consolidated income of the investee
calculated based on equity method
Less: Income tax influences of shares in the other
consolidated income of the investee calculated based on
equity method
Net amount reckoned into other consolidated income in
previous period but transferred into gains/losses in current
period
Subtotal
3. Gains(losses) from cash flow hedge instrument
Less: Income tax influences from cash flow hedge
Net amount reckoned into other consolidated income in
previous period but transferred into gains/losses in current
period
Adjusted amount transferred to initial confirmed amount of
the arbitraged items
Subtotal
4. Differences from translating foreign currency financial
statements
Less: Net amount of disposing overseas business transferred
to current gains/losses
Subtotal
5. Others
Less: Income tax influences by others reckoned into other
consolidated income
Net amount reckoned into other consolidated income in
previous period but transferred into gains/losses in current
period
Subtotal
Total                                                                        -210,249.15
(VI)Registration form of receiving research, communication and interview in the report
period
                                                                                       Content discussed and
       Date             Place              Way                 Type           Object
                                                                                        documents provided
                   Meeting room of                                         New horizon Discuss about the
13 February 2012                   On-site inspection        Institution
                    the Company                                               fund     operation and


                                                        15
                                                           深圳市深宝实业股份有限公司 2012 年半年度报告摘要



                                                                                   production of the
                                                                                   Company, future
                                                                                   strategic plan,
                                                                                   particulars about the
                                                                                   proceeds. The
                                                                                   Company has not
                                                                                   disclosed or leaked any
                                                                                   material non-public
                                                                                   information to the party
                                                                                   received.



                                         VII. Financial Report
(I) Auditing opinion
Audited the semi-annual report or not
□ Yes √No
(II) Financial statement
Whether consolidated statement or not:
√Yes □No
1. Consolidated Balance Sheet
Prepared by Shenzhen Shenbao Industrial Co., Ltd
                                                                                                  Unit: RMB
              Items               Note       Balance at period-end           Balance at period-begin
   Current assets:
Monetary funds                                             519,197,954.69                    437,342,717.15
Settlement provisions
Capital lent
Transaction finance asset                                    9,043,663.20                     14,627,801.40
Notes receivable
Accounts receivable                                         25,811,829.87                     71,769,419.01
Accounts paid in advance                                     7,621,344.91                     10,243,725.62
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Interest receivable
Dividend receivable
Other receivables                                           23,934,074.34                     35,956,860.85
Purchase restituted finance
asset
Inventories                                                 70,881,287.47                     56,983,348.83
Non-current asset due within
one year
Other current assets
Total current assets                                       656,490,154.48                    626,923,872.86
Non-current assets:
Granted loans and advances
Finance asset available for
sales
Held-to-maturity investment
Long-term account receivable



                                                   16
                                          深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Long-term equity investment                25,471,291.08                     63,891,371.62
Investment real estate
Fixed assets                              149,858,929.28                    150,807,447.25
Construction in progress                   90,800,393.40                     11,113,058.18
Engineering material
Disposal of fixed asset
Productive biological asset                   436,156.00                       436,156.00
Oil and gas asset
Intangible assets                         231,093,757.03                    202,531,194.37
Expense on Research and
Development
Goodwill
Long-term expenses to be
                                            4,239,946.13                      3,615,812.95
apportioned
Deferred income tax asset                   2,526,555.01                      2,645,321.41
Other non-current asset
Total non-current asset                   504,427,027.93                    435,040,361.78
Total assets                             1,160,917,182.41                 1,061,964,234.64
Current liabilities:
Short-term loans                           30,000,000.00                     38,000,000.00
Loan from central bank
Absorbing        deposit      and
interbank deposit
Capital borrowed
Transaction financial liabilities
Notes payable
Accounts payable                           16,268,756.13                     34,863,967.03
Accounts received in advance                2,715,791.05                      3,420,712.90
Selling financial asset of
repurchase
Commission        charge      and
commission payable
Wage payable                                2,251,965.58                      3,666,717.12
Taxes payable                               1,403,107.04                      4,923,433.34
Interest payable
Dividend payable                            2,909,182.74                      2,909,182.74
Other accounts payable                    121,741,682.58                     79,810,651.49
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Non-current liabilities due
within 1 year
Other current liabilities                     843,137.43                         43,137.43
Total current liabilities                 178,133,622.55                    167,637,802.05
Non-current liabilities:
Long-term loans
Bonds payable
Long-term account payable


                                    17
                                                          深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Special accounts payable
Projected liabilities
Deferred income tax liabilities
Other non-current liabilities                               4,249,920.00                      4,449,920.00
Total non-current liabilities                               4,249,920.00                      4,449,920.00
Total liabilities                                         182,383,542.55                    172,087,722.05
Owner’s          equity       (or
shareholders’ equity):
Paid-up capital (or share
                                                          250,900,154.00                    250,900,154.00
capital)
Capital public reserve                                    568,489,973.36                    568,700,222.51
Less: Inventory shares
Reasonable reserve
Surplus public reserve                                     32,464,033.34                     32,464,033.34
Provision of general risk
Retained profit                                           126,679,479.16                     37,812,102.74
Balance difference of foreign
currency translation
Total       owner’s       equity
                                                          978,533,639.86                    889,876,512.59
attributable to parent company
Minority interests
Total owner’s equity(or
                                                          978,533,639.86                    889,876,512.59
shareholders’ equity)
Total liabilities and owner’s
                                                        1,160,917,182.41                  1,061,964,234.64
equity(or shareholders’ equity)
Legal representative: Mr. Zheng Yuxi
Person in charge of accounting works: Ms. Zeng Suyan
Person in charge of accounting institution: Ms. Wang Zhiping


2. Balance Sheet of parent company
                                                                                             Unit: RMB
              Item                   Note   Balance at period-end           Balance at period-begin
Current assets:
Monetary funds                                            186,945,009.15                    399,181,994.57
Transaction finance asset                                   8,859,163.20                     14,441,801.40
Notes receivable
Accounts receivable                                           284,966.26                         10,800.00
Accounts paid in advance
Interest receivable
Dividend receivable
   Other receivables                                      268,433,564.07                    290,113,278.83
   Inventories                                                636,422.82                       748,577.05
Non-current asset due within
one year
Other current assets
Total current assets                                      465,159,125.50                    704,496,451.85
Non-current assets:
Finance asset available for
sales


                                                  18
                                           深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Held-to-maturity investment
Long-term account receivable
Long-term equity investment                779,524,266.12                    313,836,495.78
Investment real estate                      24,255,453.23                     24,670,895.45
Fixed assets                                 3,120,007.86                      2,821,015.29
Construction in progress                    49,774,696.98                      6,977,937.19
Engineering material
Disposal of fixed asset
Productive biological asset                    436,156.00                       436,156.00
Oil and gas asset
Intangible assets                           65,693,524.40                     66,607,860.51
Expense on Research and
Development
Goodwill
Long-term expenses to be
                                               686,593.67                       785,282.95
apportioned
Deferred income tax asset                    1,382,880.17                      1,475,455.82
Other non-current asset
Total non-current asset                    924,873,578.43                    417,611,098.99
Total assets                              1,390,032,703.93                 1,122,107,550.84
Current liabilities:
Short-term loans                            30,000,000.00
Transaction financial liabilities
Notes payable
Accounts payable                               457,746.88
Accounts received in advance                                                    130,320.00
Wage payable                                 1,870,699.47                      2,602,137.43
Taxes payable                                  563,491.00                       213,379.40
Interest payable
Dividend payable                             2,909,182.74                      2,909,182.74
Other accounts payable                     263,089,434.03                    115,853,186.53
Non-current liabilities due
within 1 year
Other current liabilities
Total current liabilities                  298,890,554.12                    121,708,206.10
Non-current liabilities:
Long-term loans
Bonds payable
Long-term account payable
Special accounts payable
Projected liabilities
Deferred income tax liabilities
Other non-current liabilities                   49,920.00                         49,920.00
Total non-current liabilities                   49,920.00                         49,920.00
Total liabilities                          298,940,474.12                    121,758,126.10
Owner’s          equity       (or
shareholders’ equity):
Paid-up capital (or share                  250,900,154.00                    250,900,154.00



                                     19
                                                          深圳市深宝实业股份有限公司 2012 年半年度报告摘要



capital)
Capital public reserve                                    583,300,472.29                    583,510,721.44
Less: Inventory shares
Reasonable reserve
Surplus public reserve                                     32,464,033.34                     32,464,033.34
Retained profit                                           224,427,570.18                    133,474,515.96
Balance difference of foreign
currency translation
Total owner’s equity(or
                                                        1,091,092,229.81                  1,000,349,424.74
shareholders’ equity)
Total liabilities and owner’s
                                                        1,390,032,703.93                  1,122,107,550.84
equity(or shareholders’ equity)

3. Consolidated Profit Statement
                                                                                             Unit: RMB
               Item                  Note   Amount in this period            Amount in last period
I. Total operating income                                 114,026,690.16                    139,922,991.06
Including: Operating income                               114,026,690.16                    139,922,991.06
Interest income
Insurance gained
Commission         charge      and
commission income
II. Total operating cost                                  131,477,781.95                    148,255,335.86
Including: Operating cost                                  92,593,340.74                    112,209,097.15
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                                      662,775.12                       896,845.51
Sales expenses                                              6,539,865.06                      8,969,300.98
Administration expenses                                    31,343,771.04                     21,699,521.40
Financial expenses                                            381,706.23                      4,550,650.77
Losses of devaluation of asset                                -43,676.24                        -70,079.95
Add: Changing income of fair
                                                              969,367.20                        -42,000.00
value(Loss is listed with “-”)
Investment income (Loss is
                                                          105,857,836.04                       -265,249.23
listed with “-”)
Including: Investment income
on affiliated company and joint                              -299,393.90                       -265,249.23
venture
Exchange income (Loss is
listed with “-”)
III. Operating profit (Loss is
                                                           89,376,111.45                     -8,639,594.03
listed with “-”)



                                                  20
                                                           深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Add: Non-operating income                                     772,170.63                      17,433,557.36
Less: Non-operating expense                                   237,648.80                         60,551.66
Including: Disposal loss of
                                                              237,578.80                         60,551.66
non-current asset
IV. Total Profit (Loss is listed
                                                            89,910,633.28                      8,733,411.67
with “-”)
Less: Income tax expense                                     1,043,256.86                      1,674,051.00
V. Net profit (Net loss is listed
                                                            88,867,376.42                      7,059,360.67
with “-”)
Including: net profit realized
before consolidation by
mergered party
Net profit attributable to
                                                            88,867,376.42                      4,396,354.98
owner’s of parent company
Minority shareholders’ gains
                                                                                               2,663,005.69
and losses
VI. Earnings per share                                --                                --
i. Basic earnings per share                                        0.3542                             0.0242
ii. Diluted earnings per share                                     0.3542                             0.0242
VII. Other consolidated
                                                              -210,249.15
income
VIII. Total comprehensive
                                                            88,657,127.27                      7,059,360.67
income
Total consolidated income
attributable to owners of parent                            88,657,127.27                      4,396,354.98
company
Total consolidated income
attributable to minority                                                                       2,663,005.69
shareholders
Legal representative: Mr. Zheng Yuxi
Person in charge of accounting works: Ms. Zeng Suyan
Person in charge of accounting institution: Ms. Wang Zhiping
4. Profit Statement of parent company
                                                                                              Unit: RMB
               Items                Note   Amount in this period              Amount in last period
I. Operating income                                          2,050,941.33                      1,434,424.23
      Less: operating cost                                    422,583.09                         91,320.28
   Operating tax and extras                                     72,935.33                        66,000.00
Sales expenses                                                266,780.75                        515,239.93
Administration expenses                                     17,165,949.80                     11,040,603.19
Financial expenses                                            -274,315.92                      2,392,752.83
Losses of devaluation of asset                                       0.00                             540.00
Add: Changing income of fair
                                                              970,867.20
value(Loss is listed with “-”)
Investment income (Loss is
                                                           105,857,836.04                       -265,249.23
listed with “-”)
Including: Investment income
on affiliated company and joint                               -299,393.90                       -265,249.23
venture
II. Operating profit (Loss is
                                                            91,225,711.52                    -12,937,281.23
listed with “-”)
Add: Non-operating income                                                                     17,088,533.21




                                                 21
                                                               深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Less: Non-operating expense                                        180,081.65                         35,326.88
Including: Disposal loss of
                                                                   180,081.65                         35,326.88
non-current asset
III. Total Profit (Loss is listed
                                                                91,045,629.87                      4,115,925.10
with “-”)
Less: Income tax expense                                            92,575.65
IV. Net profit (Net loss is listed
                                                                90,953,054.22                      4,115,925.10
with “-”)
V. Earnings per share                                  --                                   --
i. Basic earnings per share
ii. Diluted earnings per share
VI. Other consolidated income                                     -210,249.15
VII. Total comprehensive
                                                                90,742,805.07                      4,115,925.10
income
5. Consolidated Cash Flow Statement
                                                                                                  Unit: RMB
                Item                   Amount in this period                     Amount in last period
I. Cash flows arising from
operating activities:
Cash received from selling
commodities and providing labor                             176,491,074.07                       177,726,719.69
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 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                                     436,438.16                             49,009.53
Other cash received concerning
                                                              2,938,001.74                         6,445,884.77
operating activities
  Subtotal of cash inflow arising
                                                            179,865,513.97                       184,221,613.99
from operating activities
Cash     paid     for    purchasing
commodities and receiving labor                             126,671,262.26                       139,613,835.64
service
Net increase of customer loans
and advances
Net increase of deposits in central
bank and interbank


                                                  22
                                              深圳市深宝实业股份有限公司 2012 年半年度报告摘要



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          22,096,377.43                        17,020,987.85
Taxes paid                                  12,270,546.05                        12,934,545.26
Other cash paid concerning
                                            15,568,262.71                        22,924,655.87
operating activities
Subtotal of cash outflow arising
                                           176,606,448.45                       192,494,024.62
from operating activities
Net cash flows arising from
                                             3,259,065.52                        -8,272,410.63
operating activities
II. Cash flows arising from
investing activities:
Cash received from recovering
                                           152,102,277.68                        24,800,000.00
investment
Cash received from investment
income
Net cash received from disposal
of fixed, intangible and other                840,414.80                         13,051,728.00
long-term assets
      Net cash received from
disposal of subsidiaries and other
units
Other cash received concerning
investing activities
Subtotal of cash inflow from
                                           152,942,692.48                        37,851,728.00
investing activities
Cash paid for purchasing fixed,
intangible and other long-term              65,533,240.27                        17,789,197.69
assets
Cash paid for investment
Net increase of mortgaged loans                                                 -20,000,000.00
Net     cash      received    from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from
                                            65,533,240.27                        -2,210,802.31
investing activities
Net cash flows arising from
                                            87,409,452.21                        40,062,530.31
investing activities
III. Cash flows arising from
financing activities
Cash received from absorbing
                                                                                512,499,992.40
investment
Including: Cash received from
absorbing minority shareholders’
investment by subsidiaries
Cash received from loans                   145,000,000.00                        65,000,000.00
Cash received from issuing bonds
Other cash received concerning
                                             2,723,285.23
financing activities



                                      23
                                                        深圳市深宝实业股份有限公司 2012 年半年度报告摘要



Subtotal of cash inflow from
                                                     147,723,285.23                       577,499,992.40
financing activities
Cash paid for settling debts                         153,000,000.00                        52,400,000.00
Cash paid for dividend and profit
                                                       3,039,716.43                         5,530,183.59
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by
subsidiaries
Other cash paid concerning
                                                        500,000.00                          4,099,501.38
financing activities
Subtotal of cash outflow from
                                                     156,539,716.43                        62,029,684.97
financing activities
Net cash flows arising from
                                                      -8,816,431.20                       515,470,307.43
financing activities
IV. Influence on cash and cash
equivalents due to fluctuation in                            3,151.01                             -8,344.27
exchange rate
V. Net increase of cash and cash
                                                      81,855,237.54                       547,252,082.84
equivalents
Add: Balance of cash and cash
                                                     436,842,717.15                        40,540,179.32
equivalents at the period -begin
VI. Balance of cash and cash
                                                     518,697,954.69                       587,792,262.16
equivalents at the period -end
6. Cash Flow Statement of parent company
                                                                                           Unit: RMB
                Item                 Amount in this period                Amount in last period
I. Cash flows arising from
operating activities:
Cash received from selling
commodities and providing labor                        1,192,862.90                         1,413,364.27
services
Write-back of tax received
Other cash received concerning
                                                     126,209,411.56                         4,239,039.14
operating activities
Subtotal of cash inflow arising
                                                     127,402,274.46                         5,652,403.41
from operating activities
Cash paid for purchasing
commodities and receiving labor                           79,699.32                          271,848.55
service
Cash paid to/for staff and workers                     7,395,526.26                         5,784,877.12
Taxes paid                                             1,339,488.17                          919,246.61
Other cash paid concerning
                                                       7,502,361.90                        20,208,017.33
operating activities
Subtotal of cash outflow arising
                                                      16,317,075.65                        27,183,989.61
from operating activities
Net cash flows arising from
                                                     111,085,198.81                       -21,531,586.20
operating activities
II. Cash flows arising from
investing activities:
Cash received from recovering
                                                     152,102,277.68                        24,800,000.00
investment
Cash received from investment
income
Net cash received from disposal
                                                        115,000.00                         13,000,000.00
of fixed, intangible and other



                                                24
                                              深圳市深宝实业股份有限公司 2012 年半年度报告摘要



long-term assets
      Net cash received from
disposal of subsidiaries and other
units
Other cash received concerning
investing activities
Subtotal of cash inflow from
                                          152,217,277.68                         37,800,000.00
investing activities
Cash paid for purchasing fixed,
intangible and other long-term               1,947,919.14                         1,143,684.68
assets
Cash paid for investment                  503,497,641.88
Net cash received from
subsidiaries and other units
Other cash paid concerning
                                                                                -20,000,000.00
investing activities
Subtotal of cash outflow from
                                          505,445,561.02                        -18,856,315.32
investing activities
Net cash flows arising from
                                          -353,228,283.34                        56,656,315.32
investing activities
III. Cash flows arising from
financing activities
Cash received from absorbing
                                                                                512,499,992.40
investment
Cash received from loans                  130,000,000.00                         30,000,000.00
Cash received from bond offering
Other cash received concerning
                                             1,977,263.06
financing activities
Subtotal of cash inflow from
                                          131,977,263.06                        542,499,992.40
financing activities
Cash paid for settling debts              100,000,000.00                         29,000,000.00
Cash paid for dividend and profit
                                             2,071,163.95                         3,818,933.23
distributing or interest paying
Other cash paid concerning
                                                                                  4,099,501.38
financing activities
Subtotal of cash outflow from
                                          102,071,163.95                         36,918,434.61
financing activities
Net cash flows arising from
                                           29,906,099.11                        505,581,557.79
financing activities
IV. Influence on cash and cash
equivalents due to fluctuation in
exchange rate
V. Net increase of cash and cash
                                          -212,236,985.42                       540,706,286.91
equivalents
Add: Balance of cash and cash
                                          399,181,994.57                         23,617,846.34
equivalents at the period -begin
VI. Balance of cash and cash
                                          186,945,009.15                        564,324,133.25
equivalents at the period -end




                                     25
                                                                                                                                         深圳市深宝实业股份有限公司 2012 年半年度报告摘要


7. Consolidated Statement on Changes of Owners' Equity
Amount in this period
                                                                                                                                                                                   Unit: RMB
                                                                                                                 Amount in this period
                                                                                  Owners' equity attributable to the parent company
                     Items                                                                                                                                          Minority’s    Total owners’
                                                                                    Less:                                     General
                                                  Paid-up capital    Capital                  Reasonable        Surplus                                              equity           equity
                                                                                   Treasury                                     risk   Retained profit   Others
                                                  (Share capital)   reserves                     reserve       reserves
                                                                                    Stock                                    provision
I. Balance at the end of last year
Add: Changes of accounting policy
Error correction of the last period
Others
II. Balance at the beginning of this year      250,900,154.00 568,700,222.51                                  32,464,033.34              37,812,102.74                             889,876,512.59
III. Increase/ Decrease in this year (Decrease
                                                                 -210,249.15                                                             88,867,376.42                              88,657,127.27
is listed with'"-")
(i) Net profit                                                                                                                           88,867,376.42                              88,867,376.42
(ii) Other consolidated income                                      -210,249.15                                                                                                       -210,249.15
Subtotal of (i)and (ii)                                             -210,249.15                                                          88,867,376.42                              88,657,127.27
(III) Owners' devoted and decreased capital                 0.00           0.00          0.00          0.00            0.00       0.00            0.00       0.00           0.00             0.00
1. Owners' devoted capital
2. Amount calculated into owners' equity paid
in shares
3. Others
(IV)Profit distribution                                     0.00           0.00          0.00          0.00            0.00       0.00            0.00       0.00           0.00             0.00
1. Withdrawal of surplus reserves
2. Withdrawal of general risk provisions
3. Distribution for owners (shareholders)
4. Others
(V) Carrying forward internal owners' equity                0.00           0.00          0.00          0.00            0.00       0.00            0.00       0.00           0.00             0.00
1. Capital reserves conversed to capital (share
capital)
2. Surplus reserves conversed to capital
(share capital)
3. Remedying loss with surplus reserve


                                                                                                  26
                                                                                                                                        深圳市深宝实业股份有限公司 2012 年半年度报告摘要

4. Others
(VI) Reasonable reserve
1.    Withdrawal in this period
2.    Usage in this period
(VII) Other
IV. Balance at the end of the report period   250,900,154.00 568,489,973.36                                32,464,033.34               126,679,479.16                               978,533,639.86
Amount in last period
                                                                                                                                                                                    Unit: RMB
                                                                                                           Amount in last period
                                                                               Owners' equity attributable to the parent company
                     Items                                                       Less:                                      General                                  Minority’s    Total owners’
                                              Paid-up capital    Capital                    Reasonable       Surplus                      Retained                    equity           equity
                                                                                Treasury                                      risk                      Others
                                              (Share capital)   reserves                      reserve        reserves                      profit
                                                                                 Stock                                     provision
I. Balance at the end of last year
Add: retroactive adjustment arising from
enterprise consolidation under the same
control
Add: Changes of accounting policy
Error correction of the last period
Others
II. Balance at the beginning of this year      181,923,088.00 79,873,070.29                                32,464,033.34               30,831,869.17               47,849,552.44 372,941,613.24
III. Increase/ Decrease in this year (Decrease
                                                68,977,066.00 488,827,152.22                                                            6,980,233.57               -47,849,552.44 516,934,899.35
is listed with'"-")
(i) Net profit                                                                                                                          6,980,233.57                2,663,005.69      9,643,239.26
(ii) Other consolidated income
Subtotal of (i)and (ii)                                                                                                                 6,980,233.57                2,663,005.69      9,643,239.26
(III) Owners' devoted and decreased capital    68,977,066.00 488,827,152.22            0.00         0.00            0.00        0.00            0.00        0.00 -50,512,558.13 507,291,660.09
1. Owners' devoted capital                    68,977,066.00 503,415,075.89                                                                                                          572,392,141.89
2. Amount calculated into owners' equity paid
in shares
3. Others                                                   -14,587,923.67                                                                                         -50,512,558.13 -65,100,481.80
(IV)Profit distribution                                 0.00           0.00            0.00         0.00            0.00        0.00            0.00        0.00             0.00             0.00
1. Withdrawal of surplus reserves
2. Withdrawal of general risk provisions
3. Distribution for owners (shareholders)

                                                                                               27
                                                                                                                                         深圳市深宝实业股份有限公司 2012 年半年度报告摘要

4. Others
(V) Carrying forward internal owners' equity                0.00           0.00          0.00         0.00            0.00       0.00            0.00          0.00           0.00              0.00
1. Capital reserves conversed to capital (share
capital)
2. Surplus reserves conversed to capital (share
capital)
3. Remedying loss with surplus reserve
4. Others
(VI) Reasonable reserve
1.Withdrawal in this period
2.Usage in this period
(VII) Other
IV. Balance at the end of the report period       250,900,154.00 568,700,222.51                              32,464,033.34              37,812,102.74                                889,876,512.59
8. Statement on Changes of Owners' Equity of Parent Company
Amount in this period
                                                                                                                                                                                         Unit: RMB
                                                                                                                 Amount in this period
                          Item                       Paid-up capital                     Less: Treasury       Reasonable                        General risk                         Total owners’
                                                                     Capital reserves                                      Surplus reserves                      Retained profit
                                                     (Share capital)                         Stock             reserve                            reserve                               equity
I. Balance at the end of last year
Add: Changes of accounting policy
Error correction of the last period
Others
II. Balance at the beginning of this year         250,900,154.00 583,510,721.44                                               32,464,033.34                      133,474,515.96 1,000,349,424.74
III. Increase/ Decrease in this year (Decrease is
                                                                    -210,249.15                                                                                   90,953,054.22       90,742,805.07
listed with'"-")
(i) Net profit                                                                                                                                                    90,953,054.22       90,953,054.22
(ii) Other consolidated income                                            -210,249.15                                                                                                   -210,249.15
Subtotal of (i)and (ii)                                                   -210,249.15                                                                             90,953,054.22       90,742,805.07
(III) Owners' devoted and decreased capital                        0.00           0.00               0.00              0.00              0.00             0.00              0.00                0.00
1. Owners' devoted capital
2. Amount calculated into owners' equity paid in
shares
3. Others
(IV) Profit distribution                                           0.00           0.00               0.00              0.00              0.00             0.00              0.00                0.00


                                                                                                28
                                                                                                                                   深圳市深宝实业股份有限公司 2012 年半年度报告摘要

1. Withdrawal of surplus reserves
2.    Withdrawal of general risk reserve
3. Distribution for owners (shareholders)
4.   Others
(V) Carrying forward internal owners' equity                 0.00             0.00                0.00           0.00              0.00             0.00               0.00              0.00
1. Capital reserves conversed to capital (share
capital)
2. Surplus reserves conversed to capital (share
capital)
3. Remedying loss with surplus reserves
4. Others
(VI) Reasonable reserve
1.    Withdrawal in this period
2.    Usage in this period
(VII) Other
IV. Balance at the end of the report period        250,900,154.00 583,300,472.29                                          32,464,033.34                     224,427,570.18 1,091,092,229.81
Amount in last year
                                                                                                                                                                              Unit: RMB
                                                                                                          Amount in last year
                          Item                     Paid-up capital                    Less: Treasury     Reasonable                        General risk                       Total owners’
                                                                   Capital reserves                                     Surplus reserves                    Retained profit
                                                   (Share capital)                        Stock           reserve                            reserve                             equity
I. Balance at the end of last year
Add: Changes of accounting policy
Error correction of the last period
Others
II. Balance at the beginning of this year         181,923,088.00 80,095,645.55                                            32,464,033.34                     134,399,358.26    428,882,125.15
III. Increase/ Decrease in this year (Decrease is
                                                   68,977,066.00 503,415,075.89                                                                                -924,842.30    571,467,299.59
listed with'"-")
(i) Net profit                                                                                                                                                 -924,842.30       -924,842.30
(ii) Other consolidated income
Subtotal of (i)and (ii)                                                                                                                                        -924,842.30       -924,842.30
(III) Owners' devoted and decreased capital         68,977,066.00 503,415,075.89                  0.00           0.00               0.00             0.00              0.00   572,392,141.89
1. Owners' devoted capital                          68,977,066.00 503,415,075.89                                                                                              572,392,141.89
2. Amount calculated into owners' equity paid in
shares

                                                                                             29
                                                                                                             深圳市深宝实业股份有限公司 2012 年半年度报告摘要

3. Others
(IV) Profit distribution                                   0.00            0.00        0.00   0.00            0.00         0.00             0.00            0.00
1. Withdrawal of surplus reserves
2. Withdrawal of general risk reserve
3. Distribution for owners (shareholders)
4.   Others
(V) Carrying forward internal owners' equity               0.00            0.00        0.00   0.00            0.00         0.00             0.00            0.00
1. Capital reserves conversed to capital (share
capital)
2. Surplus reserves conversed to capital (share
capital)
3. Remedying loss with surplus reserves
4. Others
(VI) Reasonable reserve
3.    Withdrawal in this period
4.    Usage in this period
(VII) Other
IV. Balance at the end of the report period       250,900,154.00 583,510,721.44                      32,464,033.34                133,474,515.96 1,000,349,424.74




                                                                                  30
                                                                     深圳市深宝实业股份有限公司 2012 年半年度报告摘要




(III) Notes to financial statement

1. Changes of main accounting policy and accounting estimation as well as accounting errors
modification and figures
(1) Changes of accounting policy
Is there any change on accounting policy in reporting period?
□ Yes √ No
(2) Changes of accounting estimation
Is there any change on main accounting estimation in reporting period?
□ Yes √ No
(3) Accounting errors modification
Is there has previous accounting errors modified in reporting period?
□ Yes √ No
2. Reasons of consolidation range changed in aspect of consolidation statement
The consolidation range has two new wholly-owned subsidiaries: Hangzhou Mingduan Tianping Tea Co., Ltd. and Shenzhen
Shenbao Technology Center Co., Ltd were established by the Company dated 3 May 2012 and 10 May 2012 respectively.

3. If Non-standard Unqualified Opinion is supplied, list the related notes to the matters
involved.
□ Yes √ No


Shenzhen Shenbao Industrial Co., Ltd.
Chairman: Zheng Yuxi
17 August 2012




                                                            31