Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report For 2012 I. Important Notes Board of Directors and the Supervisory Committee of Shenzhen Zhongheng Huafa Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. All directors of the Company are attended the Meeting for quarterly report deliberation. The Third Quarterly Financial Report of 2012 has not been audited by CPAs. Principal of the Company Li Zhongqiu, Person in Charge of Accounting Works Jiang Yanjun and Person in Charge of Accounting Organ (Accounting Officer) Wu Ai’jie hereby confirm that the Financial Report of the Third Quarterly Report is true and complete. II. Company Profile (I) Major accounting data and financial indexes Whether retroactive adjusted on previous financial report or not □Yes √ No □Not applicable Increase/decrease in this 2012.9.30 2011.12.31 period-end over period-end of last year (%) Total assets (RMB) 761,065,540.95 668,385,621.82 13.87% Owners’ equities attributable to the 283,230,748.23 276,939,153.21 2.27% shareholders of listed company (RMB) Share capital (Share) 283,161,227.00 283,161,227.00 0% Net assets per share attributable to the 1.0002 0.978 2.27% shareholders of listed company (RMB/Share) Increase/decrease Increase/decrease July- September of January- September over the same period over the same period 2012 of 2012 of the last year of the last year Total operating income (RMB) 165,334,212.55 -26.33% 548,851,511.10 -19.98% Net profit attributable to the shareholders of -134,642.79 37.99% 6,291,595.02 -30.58% listed company (RMB) Net cash flow arising from operating activities -- -- -6,919,322.01 -41.99% (RMB) Net cash flow arising from operating activities -- -- -0.02 -41.99% per share (RMB/Share) Basic earnings per share (RMB/Share) -0.0005 37.99% 0.0222 30.58% Diluted earnings per share (RMB/Share) -0.0005 37.99% 0.0222 30.58% 0.03 percentage 1.09 percentage Weighted average return on equity (%) -0.05% 2.25% points up points down Weighted average return on equity after 0.11 percentage 1.32 percentage -0.05% 2.18% deducting non-recurring gains and losses (%) points down points down Items and amount with non-recurring gains/losses deducted √Applicable □ Not applicable Amount from year-begin to Item Note period-end (RMB) Gains and losses from disposal of non-current 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 1 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) 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 gains/losses Income occurred when investment cost paid by enterprise for obtaining subsidiaries, associates and joint ventures are lower than its share in fair value of net realizable assets of invested units Gains and losses from exchange of non-monetary assets Gains and losses from entrusted investment or management assets Various asset impairment reserve provided for force majeure, such as natural disaster Gains/losses from debt reorganization Reorganization expenses, such as expenditure for allocation of employees and integration fee Gains and losses from excess of transaction which are conducted on a non-fair-valued basis over its fair value Current net gains and losses of subsidiaries occurred from combination under the same control commencing from period-begin to combination date Gains and losses from contingent events which has no relation with normal business of the Company Gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities except for the effective hedge business related to normal business of the Company, and investment income from disposal of transactional financial assets and liabilities and financial assets available for sale Reversal of impairment reserve for account receivable with separate impairment testing gains/ losses from external entrustment loans Gains and losses arising from change of fair value of investment properties whose follow-up measurement are at fair value Affect upon current gains/losses arising from the one-off adjustment in subject to requirement of laws and rules in relation to taxation and accounting Income from entrusted custody operation Other non-operating income and expenditure except the abovementioned Other item that satisfied the definition of non-recurring gains and losses 243,521.42 Influenced amount of minority shareholders’ equity Impact on income tax -60,905.36 Total 182,616.06 -- Explanation on “Other item that satisfied the definition of non-recurring gains and losses” and defined non-recurring gains and losses as recurring gain/loss according to natures and characteristic of self-operation status Item Amount involved (RMB) Note Penalty income 178,579.00 Penalty of terminate the contract in advance Fine income 64,942.42 Quality find from suppliers (II) Total shareholders at period-end and top ten shareholders Total number of shareholders 29,018 at the end of report period Particulars about the shares held by the top ten shareholders with unrestricted conditions Amount of unrestricted shares Type/amount of shares Shareholders held at period-end Type Amount SEG (HONG KONG) CO., Domestically listed foreign 16,569,560 16,569,560 LTD. share 2 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) GOOD HOPE CORNER Domestically listed foreign 13,900,000 13,900,000 INVESTMENTS LTD share Domestically listed foreign Zeng Yin 1,500,000 1,500,000 share Jia Wenjun 1,272,432 RMB common share 1,272,432 Domestically listed foreign BINGHUA LIU 876,213 876,213 share Domestically listed foreign Li Jianfeng 799,000 799,000 share Domestically listed foreign Zhu Ming 611,348 611,348 share Domestically listed foreign Yang Xiaoping 553,100 553,100 share Domestically listed foreign Zhen Qiaofeng 550,000 550,000 share Wu Ying 511,068 RMB common share 511,068 The Company neither knew whether there exists associated relationship among the top ten shareholders with unrestricted conditions, nor they belong to consistent actors that are prescribed Explanation on shareholders in Measures for the Administration of Disclosure of Shareholder Equity Changes of Listed Companies. III. Significant events (I) Particulars about material changes in items of main accounting statement and financial index, and explanations of reasons √Applicable □Not applicable Unit: RMB Item 2012-9-30 2011-12-31 Ratio Reasons for changes Note receivable 40,831,846.65 59,258,576.59 -31.10% Part of the notes are due for cash in this period Business from subsidiary has busy and down Account receivable 239,596,344.79 85,553,134.14 180.06% seasons Account paid in advance 2,669,731.00 9,724,896.44 -72.55% Business from subsidiary decreased in this period The historical arrears from Shenzhen Wanshang Other account receivable 5,355,194.88 9,970,760.59 -46.29% Friendship Department Store Co., Ltd was recover by lawsuit in this period Short-term turnover capital increased in this period Short-term loans 160,424,199.54 104,543,897.22 53.45% from export invoice financing Business from subsidiary has busy and down Account payable 74,069,165.68 43,332,376.94 70.93% seasons Subscription paid by clients for video business Account received in advance 1,172,898.19 263,497.35 345.13% increased in this period Payable taxes increased in this period because the Taxes payable 15,363,673.65 719,584.69 2035.08% input tax of VAT are totally off-set the export tax rebate Item Jan. to Sept. 2012 Jan. to Sept. 2011 Ratio Reasons for changes Net profit 6,291,595.02 9,063,595.21 -30.58% Profit from injection decreased in this period Taxes refund received 16,867,799.10 0 -- Export tax refund from subsidiary in this period Cash paid for /to staff 41,606,680.51 28,261,058.71 47.22% Soaring labor cost Payable VAT increased in this period because the Taxes paid 12,000,269.53 7,289,264.99 64.63% input tax of VAT are totally off-set the export tax rebate Net cash flows arising from operating Mainly because of labor cost increased in this -6,919,322.01 -4,873,139.28 -41.99% activities period Cash paid for purchasing fixed, 5,913,766.51 12,214,294.55 -51.58% Less purchasing for material fixed assets intangible and other long-term assets Part of the bank deposit are cumulative save to this Cash received from loans 217,256,454.05 440,969,749.05 -50.73% year, loan demands in this period declined Cash paid for settling debts 183,402,482.80 285,741,581.46 -35.82% Due short-term loans decreased in this period Influence on cash and cash equivalents -356,357.14 -2,834,200.10 87.43% Stable changes in fluctuation of exchange rate in 3 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) due to fluctuation in exchange rate this period Net increase of cash and cash 5,617,608.08 121,473,325.92 -95.38% Less bank loans in this period equivalents (II) Progress of significant events, their influences, and analysis and explanation of their solutions 1. Qualified opinion □Applicable √Not applicable 2. Particular about fund offers to controlling shareholders or associated parties and external guarantee that against the regulation. □Applicable √ Not applicable 3. Particular about signing and implementation on significant contracts of ordinary management. √Applicable □Not applicable The Company entered into House Leasing Contract and supplementary agreement with Shenzhen Wanshang Friendship Department Store Co., Ltd since 2001. Rental sites were the 1/F to 4/F of Huafa Building, the self-owned property of the Company, and the contract has completed in this report period. The property of 1/F to 3/F of Huafa Building are in a planning stage and will redecoration for rental in September 2012. 4. Other □Applicable √ Not applicable (III) Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period. √Applicable □Not applicable Commitment Commitment Commitments Accepter Contents Implementation date term Promised that the holding Zhongheng The commitment has been fulfilled on 18 May 2010. non-circulating Commitments New Till the end of this report period, 116,489,894 shares of shares of the for Share Technology 2007-5 -18 to the Company held are in the condition of pledged, Company won’t be 2006 Merger Industry 2010-5-17 Zhongheng New Technology Industry Group Company traded on the market Reform Group apply no release procedure to Shenzhen Stock Exchange within 36 months Company for the abovementioned restricted shares yet. since they acquired listed trading right. After equity 1. On 5 June 2008, with examination and approval from ownership the 3rd temporary meeting of the Board for 2008, the transferring, plans to Company took cash RMB 27 million to buy relevant followed the items as assets concerning production of injection products from bellowed within one Wuhan Zhongheng New Technology Industry Group Commitments Wuhan year: Company, and thus fulfilled the commitment; made in Zhongheng 1. Transfer relevant Acquisition New 2. In the first 10 days of May 2008, the Company assets of plastic 2007-4 -12 to officially started off the significant asset restructure Report or Technology injection into the 2007 2008 - 4 - 11 work of purchasing the 70% equities of Wuhan Reports on Industry Company; Change in Group Hengsheng Photoelectricity Industry Co., Ltd.; engaged Interests Company 2. Transfer 70% financial consultant and law consultant to carry out equity of Wuhan earnest investigation on the restructure assets that may Hengsheng be involved, and negotiated with relevant departments Photoelectricity which were in charge of this. However, due to the Industry Co., Ltd. material business-running amount between Wuhan held into the Zhongheng New Technology Industry Group Company 4 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Company. and Wuhan Hengsheng Photoelectricity Industry Co., Ltd are not be paid in short period , there were obstacles in material asset restructure Commitme nts in assets N/A N/A N/A N/A N/A replacemen t Commitme nts made in N/A N/A N/A N/A N/A issuing Other commitmen ts for medium N/A N/A N/A N/A N/A and small shareholder s Completed on □Yes √No □Not applicable time or not Detail reasons for un-compleme More details in “Implementation” nt and further plan Whether made a promise to horizontal competition □Yes √No □Not applicable and related transactions that resulted or not Solution term N/A promised Solution way N/A Complementa N/A tion (IV) Estimation of operation performance for year of 2012 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason □Applicable √Not applicable (V) Particulars about other significant events which needed explanations 1. Particular about security investment □Applicable √Not applicable 2. Particulars about derivatives investment □Applicable √Not applicable 3. Particulars about the positions of derivatives investment at the end of report period □Applicable √Not applicable 5 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) 4. Registration form of receiving research, communication and interview in the report period Content discussed Date Place Way Type Object and documents provided Operational condition, assets July to September of Telephone Several individual Office of the Board Individual status and city 2012 communication investors renewal projects, no materials provided 5. Corporate bond issuance Whether corporate bond issued or not □ Yes √ Not IV. Appendix (I) Financial statement Whether consolidated statement or not: √ Yes □ No □ Not applicable Unless otherwise, currency for this statement refers to CNY (RMB) 1. Consolidated Balance Sheet Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Items Balance at period-end Balance at period-begin Current assets: Monetary funds 113,362,336.45 141,426,712.65 Settlement provisions Capital lent Transaction finance asset Notes receivable 40,831,846.65 59,258,576.59 Accounts receivable 239,596,344.79 85,553,134.14 Accounts paid in advance 2,669,731.00 9,724,896.44 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 5,607,740.89 9,970,760.59 Purchase restituted finance asset Inventories 56,014,200.12 55,927,484.28 Non-current asset due within one year Other current assets Total current assets 458,082,199.90 361,861,564.69 Non-current assets: Granted loans and advances Finance asset available for sales 6 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Held-to-maturity investment Long-term account receivable Long-term equity investment Investment real estate 34,127,452.87 35,730,725.03 Fixed assets 206,555,409.36 207,570,220.77 Construction in progress 2,894,794.73 2,667,769.50 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 50,822,234.22 51,963,537.72 Expense on Research and Development Goodwill Long-term expenses to be apportioned 1,230,583.29 1,541,966.67 Deferred income tax asset 7,352,866.58 7,049,837.44 Other non-current asset Total non-current asset 302,983,341.05 306,524,057.13 Total assets 761,065,540.95 668,385,621.82 Current liabilities: Short-term loans 160,424,199.54 104,543,897.22 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable 38,990,239.08 33,795,522.26 Accounts payable 74,069,165.68 43,332,376.94 Accounts received in advance 1,172,898.19 263,497.35 Selling financial asset of repurchase Commission charge and commission payable Wage payable 3,947,616.22 4,005,890.25 Taxes payable 15,426,810.15 719,584.69 Interest payable Dividend payable Other accounts payable 15,764,055.31 18,400,291.35 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due within 1 year Other current liabilities Total current liabilities 309,794,984.17 205,061,060.06 Non-current liabilities: Long-term loans 167,795,600.00 186,141,200.00 Bonds payable Long-term account payable Special accounts payable 7 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Projected liabilities 244,208.55 244,208.55 Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 168,039,808.55 186,385,408.55 Total liabilities 477,834,792.72 391,446,468.61 Owner’s equity (or shareholders’ equity): Paid-up capital (or share capital) 283,161,227.00 283,161,227.00 Capital public reserve 109,496,837.33 109,496,837.33 Less: Inventory shares Reasonable reserve Surplus public reserve 77,391,593.25 77,391,593.25 Provision of general risk Retained profit -186,818,909.35 -193,110,504.37 Balance difference of foreign currency translation Total owner’s equity attributable to parent company 283,230,748.23 276,939,153.21 Minority interests Total owner’s equity(or shareholders’ equity) 283,230,748.23 276,939,153.21 Total liabilities and owner’s equity(or shareholders’ equity) 761,065,540.95 668,385,621.82 Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 2. Balance Sheet of parent company Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Item Balance at period-end Balance at period-begin Current assets: Monetary funds 15,246,267.48 26,428,341.78 Transaction finance asset Notes receivable 1,905,914.85 Accounts receivable 45,147,863.33 46,527,773.17 Accounts paid in advance 977,823.62 Interest receivable Dividend receivable Other receivables 65,729,495.08 66,524,564.98 Inventories 5,624,627.73 14,806.50 Non-current asset due within one year Other current assets Total current assets 132,726,077.24 141,401,401.28 Non-current assets: Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 184,708,900.00 184,708,900.00 Investment real estate 34,127,452.87 35,730,725.03 Fixed assets 110,048,346.76 111,933,449.28 Construction in progress 2,665,309.73 1,623,356.00 Engineering material 8 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 5,604,565.71 5,713,275.00 Expense on Research and Development Goodwill Long-term expenses to be apportioned 1,129,566.63 1,541,966.67 Deferred income tax asset 7,965,043.75 7,753,550.21 Other non-current asset Total non-current asset 346,249,185.45 349,005,222.19 Total assets 478,975,262.69 490,406,623.47 Current liabilities: Short-term loans Transaction financial liabilities Notes payable Accounts payable 17,547,012.55 9,582,988.12 Accounts received in advance 12,878.19 90,347.35 Wage payable 843,593.94 636,334.24 Taxes payable 12,674,802.78 12,605,519.17 Interest payable Dividend payable Other accounts payable 10,261,112.81 12,930,265.33 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 41,339,400.27 35,845,454.21 Non-current liabilities: Long-term loans 167,795,600.00 186,141,200.00 Bonds payable Long-term account payable Special accounts payable Projected liabilities 244,208.55 244,208.55 Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 168,039,808.55 186,385,408.55 Total liabilities 209,379,208.82 222,230,862.76 Owner’s equity (or shareholders’ equity): Paid-up capital (or share capital) 283,161,227.00 283,161,227.00 Capital public reserve 109,496,837.33 109,496,837.33 Less: Inventory shares Reasonable reserve Surplus public reserve 77,391,593.25 77,391,593.25 General risk reserve Retained profit -200,453,603.71 -201,873,896.87 Balance difference of foreign currency translation Total owner’s equity(or shareholders’ equity) 269,596,053.87 268,175,760.71 Total liabilities and owner’s equity(or shareholders’ equity) 478,975,262.69 490,406,623.47 Legal representative: Li Zhongqiu 9 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 3. Consolidated Profit Statement (this report period) Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Item Amount in this period Amount in last period I. Total operating income 165,334,212.55 224,433,933.93 Including: Operating income 165,334,212.55 224,433,933.93 Interest income Insurance gained Commission charge and commission income II. Total operating cost 165,473,531.86 223,964,363.63 Including: Operating cost 145,162,417.42 205,526,373.98 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 1,055,266.94 836,376.45 Sales expenses 6,031,250.42 2,564,942.86 Administration expenses 11,923,288.65 10,734,656.38 Financial expenses 4,935,227.82 5,186,673.70 Losses of devaluation of asset -167,611.83 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) -139,319.31 469,570.30 Add: Non-operating income 13,800.00 2,550.00 Less: Non-operating expense 391,024.74 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) -125,519.31 81,095.56 Less: Income tax expense 9,123.48 298,224.98 V. Net profit (Net loss is listed with “-”) -134,642.79 -217,129.42 Including: net profit realized before consolidation by mergered party 0.00 0.00 Net profit attributable to owner’s of parent company -134,642.79 -217,129.42 Minority shareholders’ gains and losses VI. Earnings per share -- -- i. Basic earnings per share -0.0005 -0.0008 ii. Diluted earnings per share -0.0005 -0.0008 VII. Other consolidated income VIII. Total comprehensive income -134,642.79 -217,129.42 Total consolidated income attributable to owners of parent company -134,642.79 -217,129.42 Total consolidated income attributable to minority shareholders The merger realized net profit RMB 0.00 before consolidation during enterprises consolidation under a same 10 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) control. Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 4. Profit Statement of parent company (this report period) Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Items Amount in this period Amount in last period I. Operating income 9,903,540.51 12,113,738.79 Less: operating cost 1,321,969.05 803,659.98 Operating tax and extras 673,362.50 767,043.09 Sales expenses 185,740.19 54,060.00 Administration expenses 5,872,792.34 4,487,929.39 Financial expenses 3,041,059.64 3,259,643.54 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed with “-”) -1,191,383.21 2,741,402.79 Add: Non-operating income 12,000.00 1,190.00 Less: Non-operating expense 391,023.02 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) -1,179,383.21 2,351,569.77 Less: Income tax expense -294,845.80 IV. Net profit (Net loss is listed with “-”) -884,537.41 2,351,569.77 V. Earnings per share -- -- i. Basic earnings per share -0.0031 0.0083 ii. Diluted earnings per share -0.0031 0.0083 VI. Other consolidated income VII. Total comprehensive income -884,537.41 2,351,569.77 Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 5. Consolidated profit statement (year-begin to end of this period) Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Item Amount in this period Amount in last period I. Total operating income 548,851,511.10 685,932,871.16 Including: Operating income Interest income Insurance gained Commission charge and commission income II. Total operating cost 540,459,878.05 674,351,677.65 Including: Operating cost 482,023,944.27 622,592,144.54 Interest expense Commission charge and commission expense 11 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) 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 2,711,251.58 2,573,912.90 Sales expenses 6,031,250.42 5,009,162.64 Administration expenses 33,493,693.05 30,187,870.36 Financial expenses 15,155,233.98 13,988,587.21 Losses of devaluation of asset 1,044,504.75 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) 8,391,633.05 11,581,193.51 Add: Non-operating income 243,621.42 19,276.00 Less: Non-operating expense 100.00 452,685.14 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) 8,635,154.47 11,147,784.37 Less: Income tax expense 2,343,559.45 2,084,189.16 V. Net profit (Net loss is listed with “-”) 6,291,595.02 9,063,595.21 Including: net profit realized before consolidation by mergered party 0.00 0.00 Net profit attributable to owner’s of parent company 6,291,595.02 9,063,595.21 Minority shareholders’ gains and losses VI. Earnings per share -- -- i. Basic earnings per share 0.0222 0.032 ii. Diluted earnings per share 0.0222 0.032 VII. Other consolidated income VIII. Total comprehensive income 6,291,595.02 9,063,595.21 Total consolidated income attributable to owners of parent company 6,291,595.02 9,063,595.21 Total consolidated income attributable to minority shareholders The merger realized net profit RMB 0.00 before consolidation during enterprises consolidation under a same control. Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 6. Profit Statement of parent company (year-begin to end of this period) Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Items Amount in this period Amount in last period I. Operating income 35,346,500.16 33,159,698.12 Less: operating cost 6,125,838.55 2,470,763.68 Operating tax and extras 2,266,625.70 2,305,215.20 Sales expenses 343,339.81 228,682.90 Administration expenses 16,853,264.91 13,986,094.11 Financial expenses 7,194,485.17 7,787,515.72 Losses of devaluation of asset 845,974.14 Add: Changing income of fair value(Loss is listed with “-”) 12 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed with “-”) 1,716,971.88 6,381,426.51 Add: Non-operating income 176,779.00 17,916.00 Less: Non-operating expense 20.00 451,783.42 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) 1,893,730.88 5,947,559.09 Less: Income tax expense 473,437.72 IV. Net profit (Net loss is listed with “-”) 1,420,293.16 5,947,559.09 V. Earnings per share -- -- i. Basic earnings per share 0.005 0.021 ii. Diluted earnings per share 0.005 0.021 VI. Other consolidated income VII. Total comprehensive income 1,420,293.16 5,947,559.09 Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 7. Consolidated Cash Flow Statement (year-begin to end of this period) Prepared by Shenzhen Zhongheng Huafa Co., Ltd. Unit: RMB Amount in this Amount in last Item period period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 538,698,589.71 618,063,541.66 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 16,867,799.10 Other cash received concerning operating activities 21,052,639.26 28,608,736.64 Subtotal of cash inflow arising from operating activities 576,619,028.07 646,672,278.30 Cash paid for purchasing commodities and receiving labor service 499,430,259.44 581,598,684.62 Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 41,606,680.51 28,261,058.71 Taxes paid 12,000,269.53 7,289,264.99 Other cash paid concerning operating activities 30,501,140.60 34,396,409.26 Subtotal of cash outflow arising from operating activities 583,538,350.08 651,545,417.58 Net cash flows arising from operating activities -6,919,322.01 -4,873,139.28 13 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 0.00 0.00 Cash paid for purchasing fixed, intangible and other long-term assets 5,913,766.51 12,214,294.55 Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 5,913,766.51 12,214,294.55 Net cash flows arising from investing activities -5,913,766.51 -12,214,294.55 III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans 217,256,454.05 440,969,749.05 Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 217,256,454.05 440,969,749.05 Cash paid for settling debts 183,402,482.80 285,741,581.46 Cash paid for dividend and profit distributing or interest paying 15,046,917.51 13,833,207.74 Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 198,449,400.31 299,574,789.20 Net cash flows arising from financing activities 18,807,053.74 141,394,959.85 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate -356,357.14 -2,834,200.10 V. Net increase of cash and cash equivalents 5,617,608.08 121,473,325.92 Add: Balance of cash and cash equivalents at the period -begin 107,744,728.37 113,686,755.85 VI. Balance of cash and cash equivalents at the period -end 113,362,336.45 235,160,081.77 Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie 8. Cash Flow Statement of parent company (year-begin to end of this period) Prepared by Shenzhen Zhongheng Huafa Co., Ltd. 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 services 39,141,874.06 35,210,603.90 Write-back of tax received Other cash received concerning operating activities 23,972,639.26 15,542,418.66 Subtotal of cash inflow arising from operating activities 63,114,513.32 50,753,022.56 Cash paid for purchasing commodities and receiving labor service 2,622,832.38 1,406,345.91 Cash paid to/for staff and workers 6,599,479.77 3,579,985.84 Taxes paid 4,771,631.99 4,080,418.49 Other cash paid concerning operating activities 31,224,332.23 20,712,069.07 Subtotal of cash outflow arising from operating activities 45,218,276.37 29,778,819.31 14 Shenzhen Zhongheng Huafa Co., Ltd. The Third Quarterly Report for 2012(Full Text) Net cash flows arising from operating activities 17,896,236.95 20,974,203.25 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 0.00 0.00 Cash paid for purchasing fixed, intangible and other long-term assets 2,380,515.96 576,960.00 Cash paid for investment Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 2,380,515.96 576,960.00 Net cash flows arising from investing activities -2,380,515.96 -576,960.00 III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 0.00 0.00 Cash paid for settling debts 18,345,600.00 13,674,600.00 Cash paid for dividend and profit distributing or interest paying 8,339,907.47 9,605,772.42 Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 26,685,507.47 23,280,372.42 Net cash flows arising from financing activities -26,685,507.47 -23,280,372.42 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate -12,287.82 V. Net increase of cash and cash equivalents -11,182,074.30 -2,883,129.17 Add: Balance of cash and cash equivalents at the period -begin 26,428,341.78 29,345,694.04 VI. Balance of cash and cash equivalents at the period -end 15,246,267.48 26,462,564.87 Legal representative: Li Zhongqiu Person in charge of accounting works: Jiang Yanjun Person in charge of accounting institution: Wu Ai’jie (II) Auditing Report Auditing Opinion Un-audited Board of Directors of Shenzhen Zhongheng Huafa Co., Ltd. October 27, 2012 15