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深赤湾B:2014年第一季度报告正文(英文版)2014-04-25  

						                                                                        Report for the First Quarter of 2014-Chiwan Wharf


Stock code: 000022 /200022         Short form: Chiwan Wharf A/Chiwan Wharf B               Announcement Serial No. 2014-021


                           Shenzhen Chiwan Wharf Holdings Limited
                                  Report for the First Quarter of 2014

                                    Section I. Important Reminders

I.   The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of
     Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as “the Company”) warrant that the
     information carried in this report is factual, accurate and complete, without any false record, misleading
     statement or material omission. And they shall be jointly and severally liable for that.
II. All Directors, Supervisors and Senior Management Staff agreed with and guaranteed the correctness,
    accuracy and completeness of the contents of this Report.
III. All directors have attended the board session for reviewing this report.
IV. This quarterly Financial Statements was un-audited.
V. Chairman of the Board Mr. Zheng Shaoping, Chief Financial Officer Mr. Zhang Fang and Financial Manager
   Ms. Li Li hereby announce that they guarantee the factuality, accuracy and completeness of the financial
   statements enclosed in this report.
VI. This report is prepared in both Chinese and English. Should there be any understanding discrepancy between
    the two versions, the Chinese version shall prevail.


           Section II. Financial Highlights & Change of Shareholders

I. Financial highlights

Does the Company adjust retrospectively or restate any accounting data of previous periods?
□ Yes √ No
                                                                       Jan.-Mar. 2014        Jan.-Mar. 2013       +/-

Total operating income (RMB Yuan)                                         404,266,553.22        412,475,925.33      -1.99%

Net profit attributable to shareholders of the parent (RMB Yuan)          106,553,992.04        130,207,443.98     -18.17%
Net profit attributable to shareholders of the parent after
                                                                          104,705,247.80        129,730,049.98     -19.29%
extraordinary gains and losses (RMB Yuan)
Net cash flows from operating activities (RMB Yuan)                       147,151,915.58        141,992,180.29          3.63%

Basic EPS (RMB Yuan/share)                                                         0.165                 0.202     -18.32%

Diluted EPS (RMB Yuan/share)                                                       0.165                 0.202     -18.32%

Weighted average ROE (%)                                                          2.62%                 3.47%       -0.85%

                                                                       31 Mar. 2014           31 Dec. 2013        +/-

Total assets (RMB Yuan)                                                 7,437,143,338.04      7,346,529,214.70          1.23%
Total shareholder’s equity attributable to equity holders of the
                                                                        4,054,847,730.82      3,947,846,392.77          2.71%
parent (RMB Yuan)

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                                                                           Report for the First Quarter of 2014-Chiwan Wharf


Items and amounts of extraordinary gains and losses
√ Applicable □ Inapplicable



                                  Item                                    1 Jan. 2014-31 Mar. 2014 (RMB Yuan)              Explanation

Profit or loss on disposal of non-current assets                                                                     -

Government grants recognized in profit or loss                                                           3,892,446.28

Other non-operating income and expenses other than the above                                               69,087.88

Tax effects                                                                                              (808,275.42)

Minority interests effects (after tax)                                                               (1,304,514.50)

Total                                                                                                    1,848,744.24          --

Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in
the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said
explanatory announcement as a recurrent gain/loss item
□ Applicable √ Inapplicable

II. Total number of shareholders at the period-end and shareholdings of top 10 shareholders

                                                                                                                               Unit: share

Total number of shareholders at the period-end     35,971, with 27,589 being A-share holders, and 8,382 being B-share holders
                                 Shareholdings of top 10 shareholders (all non-restricted shareholders)
                                                         Nature of
                                                                         Shareholding    Number of          Number of          Type of
                                                       shareholder
               Name of shareholder                                        percentage    non-restricted       pledged or      shares (A, B,
                                                     (state-owned or
                                                                             (%)         shares held       frozen shares      H or other)
                                                         foreign)
CHINA NANSHAN DEVELOPMENT
                                                                              32.52%      209,687,067            0              A-share
(GROUP) INC.
SHENZHEN MALAI STORAGE CO., LTD.                                                 25%      161,190,933            0              A-share
KEEN FIELD ENTERPRISES LIMITED                     Foreign shareholder         8.58%        55,314,208           0              B-share
CMBLSA RE FTIF TEMPLETON ASIAN
                                                   Foreign shareholder         7.43%        47,914,954       Unknown            B-share
GRW FD GTI 5496
GIC PRIVATE LIMITED                                Foreign shareholder         0.66%         4,275,390       Unknown            B-share
EMPLOYEES PROVIDENT FUND                           Foreign shareholder         0.44%         2,828,270       Unknown            B-share
TEMPLETON ASIAN GROWTH FUND                        Foreign shareholder         0.41%         2,657,852       Unknown            B-share
BAYVK A2-FONDS                                     Foreign shareholder         0.41%         2,614,089       Unknown            B-share
BBH A/C VANGUARD EMERGING
                                                   Foreign shareholder         0.40%         2,595,918       Unknown            B-share
MARKETS STOCK INDEX FUND
CMBNA/STICHTING PENS FND ABP                       Foreign shareholder         0.39%         2,504,856       Unknown            B-share
                                          China Merchants Holdings (International) Co., Ltd. (“CMHI”) was a shareholder of
                                          China Nanshan Development (Group) Inc. (“CND Group”), Shenzhen Malai Storage
Explanation on associated relationship or
                                          Co., Ltd. (Malai Storage) was a wholly-funded subsidiary of CMHI, and Keen Field
persons acting in concert among the
                                          Enterprises Limited was also a wholly-funded subsidiary of CMHI. Other than that,
above-mentioned shareholders
                                          the Company does not know whether the other non-restricted shareholders are
                                          related parties or not.
Did any shareholder of the Company carry out an agreed buy-back in the reporting period?
□ Yes √ No

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                                                                             Report for the First Quarter of 2014-Chiwan Wharf




                                          Section III. Significant Events


   I. Significant changes of the major accounting statement items and financial indicators for the
   reporting period, as well as the reasons for these changes

                                                                                                                   Unit: RMB Yuan
                                   Item                                  Jan.-Mar. 2014      Jan.-Mar. 2013            +/- (%)
    Financial expenses                                                      20,712,863.67        11,047,426.43             87.49%
    Investment gain                                                         26,958,571.17        18,203,848.53             48.09%
    Minority interests income                                               22,698,936.19        37,499,611.35            -39.47%
    Various taxes and fares paid                                            39,685,744.00        27,351,801.40             45.09%
    Cash payments related to other operating activities                     19,992,324.71        39,351,492.04            -49.20%

    Cash payments to acquire or construct fixed assets, intangible
                                                                            27,783,353.64        90,259,583.05            -69.22%
    assets and other long-term assets
    Cash borrowings received                                               118,965,000.00                     -                   -
    Debt repayments in cash                                                118,965,000.00         5,000,000.00           2279.30%

   Financial expenses increased mainly because the average interest balance of borrowings and the exchange loss
   increased.
   Investment gain increased mainly because the profit from joint venture and associated companies increased.
   Minority interests income decreased mainly because the container throughput of non-wholly-funded subsidiaries
   decreased, causing a decrease in profit of this business.
   Various taxes and fares paid increased mainly because the income taxes paid in the reporting year by subsidiaries
   for last year increased.
   Cash payments related to other operating activities decreased mainly because the payments made on behalf of
   others decreased.
   Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets decreased mainly
   because the investments into fixed assets of Machong Wharf decreased.
   Cash borrowings received and debt repayments in cash both increased mainly because new borrowings were
   secured and due borrowings were repaid in the current year while there was no such event last year.

   II. Progress of significant events and analysis & explanations on their influence and solutions

   N/A

   III. Commitments made by the Company or any shareholder with a shareholding over 5% in
   the reporting period or such commitments carried down into the reporting period
                                                                                              Time of
                Commitment                                                                                      Term of
 Commitment                                               Contents                            making                           Fulfillment
                  maker                                                                                       commitment
                                                                                            commitment
                                1. Commitments made by China Merchants Holdings                            It is promised that
Commitment in                   (International) about share custody;                                       the horizontal
the acquisition                 2. Commitment made by China Merchants Holdings                             competition issue In the
report or the    CMHI           (International) about guaranteeing the independency of the 17 Sept. 2012   will be solved      process of
report on equity                Company;                                                                   through ways such execution
changes                         3. Commitment made by China Merchants Holdings                             as asset
                                (International) about horizontal competition; and                          reorganization in



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                                                                                       Report for the First Quarter of 2014-Chiwan Wharf


                                   4. Commitment made by China Merchants Holdings                                       the coming 3-5
                                   (International) about regulating related-party transactions                          years.
                                   1. Commitment made by Malai Storage about guaranteeing
                                   the independency of the Company;                                                     Whenever Malai
                                                                                                                                            In the
                                   2. Commitment made by Malai Storage about horizontal                                 Storage holds the
                     Malai Storage                                                                     27 Dec. 2012                         process of
                                   competition; and                                                                     Company’s
                                                                                                                                            execution
                                   3. Commitment made by Malai Storage about regulating                                 shares
                                   related-party transactions
                                   CND Group irrevocably and unconditionally agrees that if
                                   Chiwan Wharf suffers from any loss, expense, liability,
                                   demanded compensation or law suit due to any actual or
                                                                                                       20 Mar. 2001;
                                   potential illegality or unenforceability in any land use                                                 In the
                                                                                                       18 Jun. 2003;
                     CND Group agreement or relevant documents signed or to be signed by                             Standing               process of
                                                                                                       29 Sept. 2004
                                   CND Group or other related problems, CND Group                                                           execution
                                   promises to give full immunity to the recipient party of the
  Other
                                   land use right and its inheritor and the recipient person
  commitments
                                   regarding the aforesaid matters.
  made to
                                   If the Company cannot pay interest on time, pay principals
  minority
                                   upon maturity or is involved in any violation, it shall at
  shareholders                                                                                                          Whenever any of
                                   least take the following measures:
                                                                                                                        the corporate
                                   1. Not to distribute profit to shareholders;                        26 Apr. 2012;                        In the
                     The                                                                                                bonds of “11
                                   2. Suspend capital outlay projects such as significant              18 Oct. 2013                         process of
                     Company                                                                                            Chiwan 01” and
                                   outward investments or mergers;                                                                          execution
                                                                                                                        “13 Chiwan 01”
                                   3. Reduce or stop salaries and bonuses for directors and
                                                                                                                        exists
                                   senior management staff; and
                                   4. Not to remove the persons held chiefly responsible.
  Executed in time
                    Yes
  or not?
  Specific reason
  for failing to
  fulfill the
                    Inapplicable
  commitment and
  plan for the next
  step (if any)


        IV. Predict the operating results of Jan.-Jun. 2014

        Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin
        to the end of the next reporting period according to prediction, as well as explanations on the reasons:
        □ Applicable √ Inapplicable

        V. Securities investments

                                   Initial                                  Number of                   Closing Gain/loss for
                                              Number of     Shareholding                 Shareholding
Variety of Code of Name of investment                                       shares held                book value reporting    Accounting
                                             shares held at percentage at                percentage at                                      Source of stock
securities securities securities cost (RMB                                       at                      (RMB       period          title
                                             period-begin period-begin                    period-end
                                   Yuan)                                    period-end                   Yuan)    (RMB Yuan)
                                                                                                                                            Shares held by
                                                                                                                                            legal entity,
                                                                                                                              Available-for
                                                                                                                                            which is
                                                                                                                              -sale
Stock      600377   NHGS         1,120,000       1,000,000            0.02%   1,000,000         0.02% 5,310,000             -               allowed for
                                                                                                                              financial
                                                                                                                                            circulation
                                                                                                                              assets
                                                                                                                                            after share
                                                                                                                                            reform
                                                                                                                              Long-term
                                                                                                                                            Shares held by
Stock      400032   SHA1         3,500,000        780,000             0.26%     780,000         0.26%     382,200           - equity
                                                                                                                                            legal entity
                                                                                                                              investment
                                                                                                                              Long-term
                                                                                                                                            Shares held by
Stock      400009   GJ1             27,500          20,000            0.02%       20,000        0.02%      17,000           - equity
                                                                                                                                            legal entity
                                                                                                                              investment
Total                            4,647,500       1,800,000       --            1,800,000      --        5,709,200            -      --             --




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                                                                  Report for the First Quarter of 2014-Chiwan Wharf


VI. Derivative investments

Derivative investments held at period-end:
□ Applicable √ Inapplicable

VII. Researches, visits and interviews received in the reporting period
                           Place of                                                         Main discussion and materials
    Time of reception                 Way of reception    Visitor type        Visitor
                          reception                                                           provided by the Company
                                                                                          Basic information of operations
                        Office of the Telephone                              Individual   and investments of the Company
 Jan.-Mar. 2014                                            Individual
                        Company       communication                           investors   and the financial status of the
                                                                                          Company

VIII. Other

The Company’s internal control progress:
In the first quarter of 2014, according to the work plan for internal control, the Company organized and carried out
the self-evaluation of internal control. Via talks and sampling tests, and according to the previously-set evaluation
standards, the office evaluated the defects found, prepared a defect evaluation summary sheet, and then offered
their rectification advice. It then, according to the results of its aforesaid work, prepared the 2013 annual internal
control self-evaluation report, which was later disclosed upon review and approval at the 7th Session of the 7th
Board of Directors and the 7th Session of the 7th Supervisory Committee.
The Company engaged Deloitte Touche Tohmatsu Certified Public Accountants LLP to audit the effectiveness of
its 2013 financial reporting internal control. A standard auditor’s report with unqualified opinion was issued by
DDT and later disclosed by the Company.
Currently, the Company is filing internal control documents of previous periods and solidifying the internal
control achievements. It is also renewing members of the internal control task groups and working on the internal
control work plan for 2014 to prepare for internal control activities in 2014.
The Company has completed the internal control work according to the schedule in the internal control work plan
for 2013, with no difference or delay.




                                                               For and on behalf of the Board
                                                                     Mr. Zheng Shaoping
                                                                           Chairman
                                                         Shenzhen Chiwan Wharf Holdings Limited
                                                                         Dated 25 April 2014




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