Shenzhen Zhongheng Huafa Co., Ltd. THE THIRD QUARTERLY REPORT FOR 2014 (Full-Text) October 2014 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Section 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. Principal of the Company Li Zhongqiu, Person in Charge of Accounting Works Cao Li and Person in Charge of Accounting Organ (Accounting Officer) Wu Aijie hereby confirm that the Financial Report of the Third Quarterly Report is authentic, accurate and complete. 2 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Section II. Main accounting data and changes of shareholders I. Main accounting data and index Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not □Yes √ No Current period-end Period-end of last year Increase/decrease Total assets(RMB) 1,126,836,165.80 731,348,499.86 54.08% Net assets attributable to shareholders 274,654,345.47 273,663,649.47 0.36% of listed company (RMB) Increase/decrease in Increase/decrease in Year-begin to end comparison with Current period comparison with same of the Period year-begin to Period-end period of last year of last year Operating revenue (RMB) 208,177,270.86 38.21% 574,799,097.22 26.79% Net profit attributable to shareholders of -465,240.93 59.89% 990,696.00 22.60% the listed company (RMB) Net profit attributable to shareholders of the listed company after deducting -675,588.63 43.73% 363,979.24 -77.49% non-recurring gains and losses(RMB) Net cash flow arising from operating -- -- -383,919,788.32 860.38% activities(RMB) Basic earnings per share (RMB/Share) -0.0016 60.98% 0.0035 20.69% Diluted earnings per share (RMB/Share) -0.0016 60.98% 0.0035 20.69% Weighted average ROE -0.17% 0.24 percent points up 0.36% 0.07 percent points up Items and amount of extraordinary profit (gains)/losses √Applicable □Not applicable In RMB Amount from year-begin to Item Note end of the Period Gains/losses from the disposal of non-current asset (including the write-off that accrued 54,775.18 for impairment of assets) Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to national standards, which are closely relevant to 200,695.00 enterprise’s business) Other non-operating income and expenditure except for the aforementioned items 580,152.17 3 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Less: impact on income tax 208,905.59 Total 626,716.76 -- Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons □ Applicable √ Not applicable In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss. II. Statement of the total shareholders and shares-held of top ten shareholders at end of the Period 1. Statement of the total common shareholders and shares-held of top ten common shareholders at end of the Period In Share Total common shareholders in reporting period 24,827( including 16,340 shareholders of A-share) Shares-held of top ten common shareholders Amount of Number of share pledged/frozen Proportion of Amount of shares Shareholders Nature of shareholder restricted shares shares held held State of share Amount held Wuhan Zhongheng New Domestic Pledged 116,489,894 Science & Technology non-state-owned legal 41.14% 116,489,894 116,489,894 Frozen 0 Industrial Group Co., Ltd. person SEG (HONG KONG) Overseas legal person 5.85% 16,569,560 0 Pledged / Frozen 0 CO., LTD. GOOD HOPE CORNER Overseas legal person 4.91% 13,900,000 0 Pledged / Frozen 0 INVESTMENTS LTD. BINGHUA LIU Overseas nature person 0.31% 876,213 0 Pledged / Frozen 0 Xie Deqing Domestic nature person 0.28% 780,100 0 Pledged / Frozen 0 Shi Feng Domestic nature person 0.25% 714,273 0 Pledged / Frozen 0 Wang Jianguang Domestic nature person 0.23% 651,849 0 Pledged / Frozen 0 Li Jianfeng Domestic nature person 0.23% 637,600 0 Pledged / Frozen 0 Zhu Ming Domestic nature person 0.22% 611,348 0 Pledged / Frozen 0 Jia Wenjun Domestic nature person 0.20% 557,232 0 Pledged / Frozen 0 4 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Particular about top ten common shareholders with un-restrict shares held Amount of un-restrict common Type of shares Shareholders shares held Type Amount SEG (HONG KONG) CO., LTD. 16,569,560 Domestically listed foreign shares 16,569,560 GOOD HOPE CORNER INVESTMENTS LTD. 13,900,000 Domestically listed foreign shares 13,900,000 BINGHUA LIU 876,213 Domestically listed foreign shares 876,213 Xie Deqing 780,100 Domestically listed foreign shares 780,100 Shi Feng 714,273 RMB ordinary shares 714,273 Wang Jianguang 651,849 Domestically listed foreign shares 651,849 Li Jianfeng 637,600 Domestically listed foreign shares 637,600 Zhu Ming 611,348 Domestically listed foreign shares 611,348 Jia Wenjun 557,232 RMB ordinary shares 557,232 Wu Jingmin 491,786 RMB ordinary shares 491,786 Among the top ten shareholders, Wuhan Zhongheng New Science & Technology Industrial Group Co., Ltd. neither bears associated relationship with other shareholders, nor belongs Explanation on associated relationship among the to the consistent actor that are prescribed in Measures for the Administration of Disclosure of Shareholder Equity Changes of Listed Companies. The Company neither knew whether top ten shareholders or consistent action there exists associated relationship among the other tradable shareholders, nor they belong to consistent actors that are prescribed in Measures for the Administration of Disclosure of Shareholder Equity Changes of Listed Companies. Explanation on shareholders involving margin Ended as the reporting period, in top ten shareholders, 714,273 shares of the Company were hold by Shifeng through the guarantee securities account of client credit trading under business about top ten common shareholders with the name of China Merchants Securities Co., Ltd., representing 100 percent of the un-restrict shares held (if applicable) Company’s stock held by himself Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement dealing in reporting period □ Yes √ No The shareholders of the Company have no buy-back agreement dealing in reporting period. 2. Total of shareholders with preferred stock held and the top ten shareholdings in Period-end □Applicable √Not applicable 5 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Section III. Important events I. Particular about major changes from items of main accounting statements and financial indexes as well as reasons √ Applicable □Not applicable Item 2014-9-30 2014-1-1 Increase/decrease y-o-y Reasons Sales collections declined and payment for Monetary fund 31,637,263.02 54,251,456.20 -41.68% puchasement increased due to the low season alternates with peak season Transfer of endorsement occurred in the Note receivable 76,943,566.42 154,375,936.49 -50.16% Period Accounts receivable 392,228,009.22 162,278,705.83 141.70% Operating income increased in Period Advance payment 289,183,823.35 13,483,243.19 2044.76% Newly advance payment in trade in Period Water and electricity of tenants increased in Other accounts receivable 13,757,672.85 9,623,767.78 42.96% this Period Transfer of golf membership occurred in the Long-term prepaid expenses 984,299.90 1,773,524.86 -44.50% Period Notes payable 56,081,649.22 34,646,052.79 61.87% Payment for notes increased in Period Accounts payable 28,991,115.66 52,206,342.81 -44.47% Payment for notes increased in Period Utilities received in advance from part of the Advance payment 2,124,969.90 1,572,324.29 35.15% tenant in Period Margin for property rental received increased Other receivables 30,283,261.48 22,392,413.99 35.24% in Period The Company increased new bank loans due Long-term loans 592,800,000.00 162,418,800.00 264.98% to the development of business Item Jan.-Sep. 2014 Jan.-Sep. 2013 Increase/decrease y-o-y Reasons Interest expense arising from new bank loans Financial expenses 26,200,025.63 16,882,403.45 55.19% in Period Losses of devaluation of asset -140,992.99 -869,044.62 83.78% Bad debt switch back in last period Previous accured expenses including legal Non-operating expense 99,726.04 2,051,124.98 -95.14% charges Accrual income tax expenses due to the Income tax expenses 526,828.04 -169,257.95 411.26% earnings from subsidiary 6 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Cash received from selling commodities and providing labor 254,875,585.83 379,887,983.19 -32.91% Notes settlement increased in Period services Cash paid for purchasing commodities and receiving labor 579,317,407.91 361,047,890.28 60.46% Payment in advance increased in Period. service The Company increased new bank loans due Cash received from loans 889,576,740.81 372,867,761.34 138.58% to the development of business Part of the new loans are paid for due loans in Cash paid for settling debts 503,617,245.56 349,936,294.48 43.92% Period Cash paid for distribution of 23,616,708.26 15,568,339.32 51.70% Interest expense increased in Period dividend, profit or interest payment Impact on cash and cash equivalent The impact of exchange rate fluctuations -1,762,391.19 -3,616,808.99 51.27% from changes of rate relative reduced in Period. Balance of cash and cash equivalent 50,704,319.86 112,834,841.39 -55.06% Notes settlement increased at period-begin Balance of cash and cash equivalent 24,226,727.34 73,958,944.04 -67.24% Payment in purchase increased at period-end Ministry of Finance revised the Accounting Standards for Enterprises No.2—Long-term equity investment, Accounting Standards for Enterprises No.9—Wages and salaries of employees, Accounting Standards for Enterprises No.30—Presentation of financial statements and Accounting Standards for Enterprises No.33—Consolidated financial statements in 2014, and enacted the concrete standards of Accounting Standards for Enterprises No.39— Fair value measurements, Accounting Standards for Enterprises No.40—Joint venture arrangement and Accounting Standards for Enterprises No.41—Disclosure of interests in other entity etc., and executed since 1 July 2014. Modifying the Accounting Standards for Enterprises-Basic Standards and carried into force since 23 July, the date of modifying released; the Accounting Standards for Enterprises No.37—Presentation of financial instruments have been revised and implemented since year of 2014 and financial reports in later period. The Company carried out the above said accounting standards since the date of issued. Change of the accounting standards shows no impact on financial statement of the Company and no retroactive treatment exercised either. II. Progress of significant events, their influences, and analysis and explanation of their solutions √ Applicable □Not applicable 1. The site of 1/F to 3/F in Huafa Building, the self-owned property of the Company, is decorating again for renting and attract investment due to the leasing contract run out in 3Q of 2012. Investment attraction still in process up to now, and gains greatly progress, part of the sites are sign for tenant, shops opened successively, and the inactive sites declined greatly. Although average rent has a certain growth over the past, due to a free-rent period in the leasing contract, it is estimated that the overall renting income from the property in 2014 are close to the normal years before the site re-decorating. 2. With purpose of optimized the industrial pattern, explored income resources, improved financial structure and raise the level of corporate profits, the Company is actively planning to the private placement in the Period. Controlling shareholder subscribe with the land assets in Wuhan, other specified objects subscribe in cash. Vary preliminary works with private placement matters involved are in an orderly manner currently. 7 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) III. Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or made in previous period and extending to reporting period √ Applicable □Not applicable Commitment Dated for Commitments Contents Commitment term Implementation party commitment Share Merger Reform N/A N/A Within 1 year after transferred Wuhan From 4 December of this equity acquisition: 1. Zhongheng 2007 to 4 Injected relevant capital of Commitments in report of acquisition or New Science & November 2008; plastic injection business into 2007-03-29 Implementing equity change Technology From 13 May the Company; 2.70% equity of Industrial 2014 to 12 May the Hengsheng Photoelectricity Group Co., Ltd. 2015 will inject into the Company. Commitments in assets reorganization N/A N/A Commitments in initial public offering or N/A N/A refinancing Other commitments to minority N/A N/A shareholders of the Company Completed on time or not No 1. On 5 June 2008, approving by the 3rd Extraordinary Meeting of Board of Directors 2008, the Company purchased relevant assets of plastic injection products from Wuhan Zhongheng Group by cash of RMB 27 million, the commitment have been implemented; 2. In the first 10 days of May, 2008, the Company officially started off the significant asset restructures work of purchasing the 70% equities of Hengsheng Photoelectricity.; engaged financial consultant and law consultant to carry out earnest investigation on the restructure assets that may be involved, and negotiated with relevant departments which were in charge of this. However, due Detail reasons for un-complement and to that relevant condition was not mature; there still remain obstacles in material asset restructure. further plan (if applicable) In April 2014, considering unpleasant operation of Hengsheng Photoelectricity, as well avoid causing loss to listed companies due to forced commitment fulfillment, holding shareholder Wuhan Zhongheng Group raised proposal of changing the commitment from perspective of maintaining long-term interests of listed company, which was changed to: within 1 year since the General Shareholders’ Meeting approved, Wuhan Zhongheng Group sold its underneath street shops located in property of the 1st phase of Yutian Happy Sea in cash. The revised commitment has been approved in Shareholders’ General Meeting of 2013 held on 13th May 2014. IV. Estimation of operation performance for year of 2014 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 8 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) V. Particular about security investment □ Applicable √ Not applicable The Company had no security investment in Period. Explanation on equity of other listed company held □ Applicable √Not applicable The Company had no equity of other listed company in Period. VI. Particulars about derivatives investment □ Applicable √ Not applicable The Company had no derivatives investment in Period. VII. Registration form of receiving research, communication and interview in the report period √ Applicable □Not applicable Content discussed and Date Place Way Type Object documents provided Operation situation of the From July to The company's Company, assets status and Telephone Personal Individual investors September in 2014 headquarters process of city update projects 9 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Section IV. Financial Statement I. Financial statement 1. Consolidated Balance Sheet Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In RMB Items Balance at period-end Balance at period-begin Current assets: Monetary funds 31,637,263.02 54,251,456.20 Settlement provisions Capital lent Financial assets measured by fair value and whose change is recorded in current gains and losses Notes receivable 76,943,566.42 154,375,936.49 Accounts receivable 392,228,009.22 162,278,705.83 Accounts paid in advance 289,183,823.35 13,483,243.19 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 13,757,672.85 9,623,767.78 Purchase restituted finance asset Inventories 41,786,500.85 47,119,303.85 Divided into assets held ready for sales Non-current asset due within one year Other current assets Total current assets 845,536,835.71 441,132,413.34 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity investment Long-term account receivable 10 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Long-term equity investment Investment property 31,588,353.01 32,529,420.82 Fixed assets 189,441,892.68 195,542,067.03 Construction in progress 2,853,356.00 2,323,356.00 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 48,240,258.89 49,360,979.93 Expense on Research and Development Goodwill Long-term expenses to be apportioned 984,299.90 1,773,524.86 Deferred income tax asset 8,191,169.61 8,686,737.88 Other non-current asset Total non-current asset 281,299,330.09 290,216,086.52 Total assets 1,126,836,165.80 731,348,499.86 Current liabilities: Short-term loans 120,700,298.98 162,140,601.13 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Financial liability measured by fair value and with variation reckoned into current gains/losses Notes payable 56,081,649.22 34,646,052.79 Accounts payable 28,991,115.66 52,206,342.81 Accounts received in advance 2,124,969.90 1,572,324.29 Selling financial asset of repurchase Commission charge and commission payable Wage payable 3,624,357.41 4,760,822.51 Taxes payable 14,971,755.87 14,943,081.06 Interest payable Dividend payable Other accounts payable 30,283,261.48 22,392,413.99 Reinsurance payables 11 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Insurance contract reserve Security trading of agency Security sales of agency Divided into liability held ready for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 256,777,408.52 292,661,638.58 Non-current liabilities: Long-term loans 592,800,000.00 162,418,800.00 Bonds payable Long-term account payable Special accounts payable Projected liabilities 2,604,411.81 2,604,411.81 Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 595,404,411.81 165,023,211.81 Total liabilities 852,181,820.33 457,684,850.39 Owner’s equity (or shareholders’ equity): Paid-in 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 -195,395,312.11 -196,386,008.11 Balance difference of foreign currency translation Total owner’s equity attributable to parent company 274,654,345.47 273,663,649.47 Minority interests Total owner’s equity(or shareholders’ equity) 274,654,345.47 273,663,649.47 Total liabilities and owner’s equity(or shareholders’ equity) 1,126,836,165.80 731,348,499.86 Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 12 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) 2. Balance Sheet of parent company Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In RMB Item Balance at period-end Balance at period-begin Current assets: Monetary funds 11,417,144.43 18,575,925.94 Financial assets measured by fair value and whose change is recorded in current gains and losses Notes receivable Accounts receivable 1,699,750.46 38,718,332.28 Accounts paid in advance 500,000.00 1,004,976.83 Interest receivable Dividend receivable Other receivables 572,243,661.45 100,394,931.80 Inventories 14,806.50 14,806.50 Divided into assets held ready for sales Non-current asset due within one year Other current assets Total current assets 585,875,362.84 158,708,973.35 Non-current assets: Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 187,708,900.00 186,708,900.00 Investment real estate 31,588,353.01 32,529,420.82 Fixed assets 101,121,228.40 104,096,997.92 Construction in progress 2,853,356.00 2,323,356.00 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 5,314,674.27 5,423,383.56 Expense on Research and Development Goodwill Long-term expenses to be apportioned 925,083.32 1,698,633.25 13 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Deferred income tax asset 8,527,442.54 8,485,262.26 Other non-current asset Total non-current asset 338,039,037.54 341,265,953.81 Total assets 923,914,400.38 499,974,927.16 Current liabilities: Short-term loans 30,908,000.00 36,180,000.00 Financial liability measured by fair value and with variation reckoned into current gains/losses Notes payable Accounts payable 9,740,367.33 10,745,344.16 Accounts received in advance 1,258,950.30 126,522.29 Wage payable 707,128.38 655,258.44 Taxes payable 11,005,383.75 10,616,750.61 Interest payable Dividend payable Other accounts payable 16,729,344.03 11,799,762.43 Divided into liability held ready for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 70,349,173.79 70,123,637.93 Non-current liabilities: Long-term loans 592,800,000.00 162,418,800.00 Bonds payable Long-term account payable Special accounts payable Projected liabilities 2,604,411.81 2,604,411.81 Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 595,404,411.81 165,023,211.81 Total liabilities 665,753,585.60 235,146,849.74 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 14 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Reasonable reserve Surplus public reserve 77,391,593.25 77,391,593.25 General risk reserve Retained profit -211,888,842.80 -205,221,580.16 Balance difference of foreign currency translation Total owner’s equity(or shareholders’ equity) 258,160,814.78 264,828,077.42 Total liabilities and owner’s equity(or shareholders’ equity) 923,914,400.38 499,974,927.16 Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 3. Consolidated Profit Statement (this report period) Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In RMB Item Amount in this period Amount in last period I. Total operating income 208,177,270.86 150,618,600.97 Including: Operating income 208,177,270.86 150,618,600.97 Interest income Insurance gained Commission charge and commission income II. Total operating cost 209,036,915.32 152,358,158.50 Including: Operating cost 178,527,255.38 130,778,059.89 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 1,376,240.31 2,815,332.20 Sales expenses 3,140,144.67 2,740,965.09 Administration expenses 10,002,764.59 8,664,451.85 Financial expenses 15,990,510.37 7,359,349.47 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) 15 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) -859,644.46 -1,739,557.53 Add: Non-operating income 282,665.42 51,325.00 Less: Non-operating expense 2,201.80 10,661.97 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) -579,180.84 -1,698,894.50 Less: Income tax expense -113,939.91 -538,996.75 V. Net profit (Net loss is listed with “-”) -465,240.93 -1,159,897.75 Including: net profit realized before consolidation by mergered party Net profit attributable to owner’s of parent company -465,240.93 -1,159,897.75 Minority shareholders’ gains and losses VI. Earnings per share -- -- i. Basic earnings per share -0.0016 -0.0041 ii. Diluted earnings per share -0.0016 -0.0041 VII. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy VIII. Total comprehensive income -465,240.93 -1,159,897.75 Total consolidated income attributable to owners of parent company -465,240.93 -1,159,897.75 Total consolidated income attributable to minority shareholders Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 4. Profit Statement of parent company (this report period) Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In RMB Items Amount in this period Amount in last period I. Operating income 15,724,379.84 10,099,979.83 Less: operating cost 2,640,562.98 891,969.77 Operating tax and extras 930,324.67 704,385.03 Sales expenses 0.00 Administration expenses 4,714,135.33 4,106,604.76 16 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Financial expenses 13,235,797.59 3,586,239.12 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 “-”) -5,796,440.73 810,781.15 Add: Non-operating income 67,808.00 39,520.00 Less: Non-operating expense 77.22 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) -5,728,632.73 850,223.93 Less: Income tax expense 0.00 IV. Net profit (Net loss is listed with “-”) -5,728,632.73 850,223.93 V. Earnings per share -- -- i. Basic earnings per share ii. Diluted earnings per share VI. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy VII. Total comprehensive income -5,728,632.73 850,223.93 Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 5. Consolidated profit statement (from year-begin to end of this period) Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In RMB Item Amount in this period Amount in last period I. Total operating income 574,799,097.22 453,351,424.39 Including: Operating income 574,799,097.22 453,351,424.39 Interest income Insurance gained Commission charge and commission income II. Total operating cost 574,117,195.53 451,431,120.47 17 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Including: Operating cost 505,448,858.26 394,291,567.27 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 4,381,764.40 4,088,844.27 Sales expenses 8,704,843.81 7,298,539.82 Administration expenses 29,522,696.42 29,738,810.28 Financial expenses 26,200,025.63 16,882,403.45 Losses of devaluation of asset -140,992.99 -869,044.62 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 “-”) 681,901.69 1,920,303.92 Add: Non-operating income 935,348.39 769,645.79 Less: Non-operating expense 99,726.04 2,051,124.98 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) 1,517,524.04 638,824.73 Less: Income tax expense 526,828.04 -169,257.95 V. Net profit (Net loss is listed with “-”) 990,696.00 808,082.68 Including: net profit realized before consolidation by mergered party Net profit attributable to owner’s of parent company 990,696.00 808,082.68 Minority shareholders’ gains and losses VI. Earnings per share -- -- i. Basic earnings per share 0.0035 0.0029 ii. Diluted earnings per share 0.0035 0.0029 VII. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy 18 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) VIII. Total comprehensive income 990,696.00 808,082.68 Total consolidated income attributable to owners of parent company 990,696.00 808,082.68 Total consolidated income attributable to minority shareholders Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 6. Profit Statement of parent company (from year-begin to end of this period) Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In RMB Items Amount in this period Amount in last period I. Operating income 35,414,915.54 28,188,898.06 Less: operating cost 5,996,505.98 3,617,717.90 Operating tax and extras 2,256,699.79 1,944,199.86 Sales expenses 139,350.72 Administration expenses 15,339,318.20 14,162,532.17 Financial expenses 18,519,254.38 6,368,749.34 Losses of devaluation of asset 168,721.11 -869,044.62 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 “-”) -6,865,583.92 2,825,392.69 Add: Non-operating income 156,141.00 59,614.30 Less: Non-operating expense 1,889,182.93 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) -6,709,442.92 995,824.06 Less: Income tax expense -42,180.28 -255,015.27 IV. Net profit (Net loss is listed with “-”) -6,667,262.64 1,250,839.33 V. Earnings per share -- -- i. Basic earnings per share -0.0235 0.0044 ii. Diluted earnings per share -0.0235 0.0044 VI. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy 19 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) VII. Total comprehensive income -6,667,262.64 1,250,839.33 Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 7. Consolidated Cash Flow Statement (from year-begin to end of this period) Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In 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 254,875,585.83 379,887,983.19 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 3,999.97 Other cash received concerning operating activities 12,388,222.70 16,931,129.23 Subtotal of cash inflow arising from operating activities 267,263,808.53 396,823,112.39 Cash paid for purchasing commodities and receiving labor service 579,317,407.91 361,047,890.28 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 42,001,233.83 34,702,269.27 Taxes paid 12,140,924.96 13,523,680.36 Other cash paid concerning operating activities 17,724,030.15 27,525,035.79 Subtotal of cash outflow arising from operating activities 651,183,596.85 436,798,875.70 Net cash flows arising from operating activities -383,919,788.32 -39,975,763.31 II. Cash flows arising from investing activities: 20 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets 50,000.00 Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 50,000.00 Cash paid for purchasing fixed, intangible and other long-term assets 3,188,200.00 2,646,452.59 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 3,188,200.00 2,646,452.59 Net cash flows arising from investing activities -3,138,200.00 -2,646,452.59 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 889,576,740.81 372,867,761.34 Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 889,576,740.81 372,867,761.34 Cash paid for settling debts 503,617,245.56 349,936,294.48 Cash paid for dividend and profit distributing or interest paying 23,616,708.26 15,568,339.32 Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 527,233,953.82 365,504,633.80 Net cash flows arising from financing activities 362,342,786.99 7,363,127.54 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate -1,762,391.19 -3,616,808.99 V. Net increase of cash and cash equivalents -26,477,592.52 -38,875,897.35 Add: Balance of cash and cash equivalents at the period -begin 50,704,319.86 112,834,841.39 VI. Balance of cash and cash equivalents at the period -end 24,226,727.34 73,958,944.04 Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie 21 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) 8. Cash Flow Statement of parent company (from year-begin to end of this period) Prepared by SHENZHEN ZHONGHENG HUAFA CO., LTD In 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 32,446,311.37 25,283,258.59 Write-back of tax received Other cash received concerning operating activities 59,702,045.41 16,931,129.23 Subtotal of cash inflow arising from operating activities 92,148,356.78 42,214,387.82 Cash paid for purchasing commodities and receiving labor service 1,177,778.17 Cash paid to/for staff and workers 3,819,398.87 4,119,957.91 Taxes paid 4,308,884.22 4,649,927.63 Other cash paid concerning operating activities 494,106,065.77 52,107,150.17 Subtotal of cash outflow arising from operating activities 502,234,348.86 62,054,813.88 Net cash flows arising from operating activities -410,085,992.08 -19,840,426.06 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 Cash paid for purchasing fixed, intangible and other long-term assets 882,600.00 1,067,935.00 Cash paid for investment 1,000,000.00 Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 1,882,600.00 1,067,935.00 Net cash flows arising from investing activities -1,882,600.00 -1,067,935.00 III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans 627,000,000.00 31,000,000.00 Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 627,000,000.00 31,000,000.00 22 Shenzhen Zhongheng Huafa Co., Ltd. Third Quarterly Report 2014(Full-Text) Cash paid for settling debts 201,890,800.00 2,797,500.00 Cash paid for dividend and profit distributing or interest paying 20,312,256.75 9,562,956.11 Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 222,203,056.75 12,360,456.11 Net cash flows arising from financing activities 404,796,943.25 18,639,543.89 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate 12,867.32 -49,705.92 V. Net increase of cash and cash equivalents -7,158,781.51 -2,318,523.09 Add: Balance of cash and cash equivalents at the period -begin 18,575,925.94 10,555,114.25 VI. Balance of cash and cash equivalents at the period -end 11,417,144.43 8,236,591.16 Legal representative: Li Zhongqiu Person in charge of accounting works: Cao Li Person in charge of accounting institution: Wu Aijie II. Audit Report Whether the third quarter report was audited or not □Yes √No The third quarter report of the Company has not been audited Board of Directors of Shenzhen Zhongheng Huafa Co., Ltd. 25 October 2014 23