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深赤湾B:2016年第一季度报告正文(英文版)2016-04-27  

						                             The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited



Stock code: 000022 /200022     Short form: Chiwan Wharf A/Chiwan Wharf B         Announcement No. 2016-018




         Shenzhen Chiwan Wharf Holdings Limited

            The Report for the First Quarter of 2016




                                Disclosed on 27 April 2016
                              The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited




                            Section I Important Statements

The Board of Directors, Supervisory Committee, directors, supervisors and senior management of
Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as the “Company”) hereby
guarantee that the information presented in this Report is factual, accurate and complete, and shall
be jointly and severally liable for any false information, misleading statements or material
omissions carried in this Report.
All directors attended the board meeting for the review of this Report.
Board Chairman Shi Wei, Chief Financial Officer Zhang Fang and Financial Manager Li Li hereby
guarantee the factuality, accuracy and completeness of the Financial Report in this Report.
This Report has been prepared in both Chinese and English. Should there be any discrepancies or
misunderstandings between the two versions, the Chinese version shall prevail.




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                                         The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited




               Section II Financial Results and Changes in Shareholders

I Financial results

Whether the Company performed any retroactive adjustments to or restatement of its accounting data due to changes of accounting
policies or correction of accounting errors
□ Yes √ No

                                  Item                               January-March 2016      January-March 2015      +/-%

Operating revenues (RMB)                                                  441,414,712.95          407,974,820.55            8.20%

Net profit attributable to shareholders of the Company (RMB)              121,221,004.55          102,580,695.58            18.17%
Net profit attributable to shareholders of the Company after
                                                                          120,104,236.05          104,753,391.40            14.65%
exceptional profit and loss (RMB)
Net operating cash flow (RMB)                                             101,594,145.81          161,160,849.20        -36.96%

Basic earnings per share (RMB/share)                                               0.188                     0.159          18.24%

Diluted earnings per share (RMB/share)                                             0.188                     0.159          18.24%

Weighted average return on equity (%)                                              2.69%                     2.46%          0.23%

                                  Item                                 31 March 2016         31 December 2015        +/-%

Total assets (RMB)                                                       6,908,633,505.09        6,913,772,876.99           -0.07%

Net assets attributable to shareholders of the Company (RMB)             4,560,997,545.10        4,439,600,537.05           2.73%



Exceptional profit and loss
√ Applicable □ Not applicable
                                                                                                                     Unit: RMB

                                              Item                                           January-March 2016      Note

Profit/loss on disposal of non-current assets (including offset amount of asset impairment
                                                                                                      -15,687.35
provisions)

Government grants charged to the profit/loss for the Reporting Period (except for the
government grants closely related to the business of the Company and given at a fixed                 199,598.58
quota or amount in accordance with the State’s uniform standards)

Non-operating income and expense other than the above                                               1,141,517.34

Less: Corporate income tax                                                                             83,494.06

        Minority interests (after tax)                                                                125,166.01

Total                                                                                               1,116,768.50       --

In the Reporting Period, the Company did not recognize any recurrent profit/loss item which should have been classified as
exceptional profit/loss according to the relevant definition and examples given in the Explanatory Announcement No. 1 on
Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Profit and Loss.



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                                           The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited


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

1. Numbers of common shareholders and preference shareholders with resumed voting rights as well as
shareholdings of top ten shareholders

                                                                                                                           Unit: share
Total number of common                                              Total number of preference
                            37,522 (including 27,645 A-shareholders
shareholders at the                                                 shareholders with resumed voting                                  0
                            and 9,877 B-shareholders)
period-end                                                          rights at the period-end (if any)

                                  Shareholdings of top ten shareholders (all non-restricted shareholders)

                                                                          Shareholding      Number of        Number of
                                                           Nature of
               Name of shareholder                                         percentage      non-restricted     pledged or Type of share
                                                          shareholder
                                                                              (%)           shares held     frozen shares
CHINA NANSHAN DEVELOPMENT (GROUP)                       State-owned
                                                                                 32.52%       209,687,067        0          A-share
INC.                                                    corporation
                                                        Domestic
SHENZHEN MALAI STORAGE CO., LTD.                        non-state-owned          25.00%       161,190,933        0          A-share
                                                        corporation
                                                        Foreign
KEEN FIELD ENTERPRISES LIMITED                                                    8.58%        55,314,208        0          B-share
                                                        corporation

CMBLSA RE FTIF TEMPLETON ASIAN GRW FD Foreign
                                                                                  7.43%        47,914,954    Unknown        B-share
GTI 5496                              corporation

                                                        Foreign
CMBNA/STICHTING PENS FND ABP                                                      0.54%         3,463,503    Unknown        B-share
                                                        corporation

                                                        Foreign
GIC PRIVATE LIMITED                                                               0.44%         2,857,377    Unknown        B-share
                                                        corporation

BBH A/C VANGUARD EMERGING MARKETS                       Foreign
                                                                                  0.41%         2,617,518    Unknown        B-share
STOCK INDEX FUND                                        corporation

                                                        Foreign
TEMPLETON ASIAN GROWTH FUND                                                       0.39%         2,534,858    Unknown        B-share
                                                        corporation

KUMPULAN WANG PERSARAAN                                 Foreign
                                                                                  0.35%         2,253,948    Unknown        B-share
(DIPERBADANKAN)                                         corporation

CHINA MERCHANTS SECURITIES (HK) CO.,                    State-owned
                                                                                  0.32%         2,034,462    Unknown        B-share
LTD.                                                    corporation
                                                     China Merchants Holdings (International) Company Limited is a shareholder of
                                                     China Nanshan Development (Group) Inc., Shenzhen Malai Storage Co., Ltd. is
                                                     a wholly-funded subsidiary of China Merchants Holdings (International)
Related or acting-in-concert parties among the above
                                                     Company Limited, and Keen Field Enterprises Limited is also a wholly-funded
shareholders
                                                     subsidiary of China Merchants Holdings (International) Company Limited.
                                                     Other than that, the Company does not know whether the other non-restricted
                                                     shareholders are related parties or not.
Top ten common shareholders conducting securities
                                                  N/A
margin trading (if any)



None of the top ten common shareholders or the top ten non-restricted common shareholders of the Company conducted any
promissory repo during the Reporting Period.


2. Total number of preference shareholders and shareholdings of the top ten of them

□ Applicable √ Not applicable


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                                                  The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited




                                          Section III Significant Events

I Changes in major accounting statement items and financial indicators for the Reporting
Period, as well as reasons for such changes

√ Applicable □ Not applicable
                                                                                                                           Unit: RMB

                             January-March          January-March
          Item                                                          +/-%                     Explanation of change
                                 2016                   2015
                                                                                  Main reasons: 1. Increase of profit; 2. Expiration of
                                                                                  the preferential corporate income tax rate for
                                                                                  Dongguan Chiwan Wharf Company Limited, a
  Income Tax Expenses             24,716,392.29        18,699,948.73       32%
                                                                                  controlled subsidiary; and 3. Receipt of dividends
                                                                                  by Chiwan Wharf (Hong Kong) Ltd. (an overseas
                                                                                  subsidiary) from its associated enterprise.
                                                                                  Cash payments for goods purchased and services
  Net Cash Flow from
                              101,594,145.81         161,160,849.20       -37%    received as well as the payments on behalf of
  Operating Activities
                                                                                  others increased.


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

□ Applicable √ Not applicable


III Commitments of the Company, its shareholders, actual controller, acquirer, directors,
supervisors, senior management or other related parties fulfilled in the Reporting Period or
ongoing at the period-end

√ Applicable □ Not applicable
                                                                              Time of
                 Commitment   Type of                                                        Period of
Commitment                                              Contents              making                                Fulfillment
                   maker    commitment                                                      commitment
                                                                            commitment
                                                                                                            CND Group proposed in
                                              In order to enhance the                                       Mar. 2009 to the
                                              shareholding confidence of                                    Company ,
                                              interests of the management                                   which was reviewed and
                                              and all the shareholders can                                  approved in the general
                                              coincide, CND made a                                          meeting of the Company
Share reform                                  commitment to entrust,                                        in May 2009. The Board
               CND Group          Other                                     Apr. 2006     Standing          of Directors of the
commitment                                    through the general meeting
                                              of the Company, the Board                                     Company was authorized
                                              of Directors of the                                           to formulate and carry out
                                              Company to formulate and                                      an equity incentive plan at
                                              carry out an equity incentive                                 a proper timing according
                                              plan at a proper timing after                                 to applicable laws and
                                              the completion of the share                                   regulations. In Jun. 2014,
                                              division reform according to                                  according to  jointly


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                                                     The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited


                                                                                                                 promulgated by the
                                                                                                                 State-owned Assets
                                                                                                                 Supervision and
                                                                                                                 Administration
                                                                                                                 Commission of the State
                                                                                                                 Council and the Ministry
                                                                                                                 of Finance, as well as
                                                                                                                  promulgated
                                                                                                                 by CSRC, the equity
                                                                                                                 incentive plan could not
                                                                                                                 be successfully
                                                                                                                 formulated due to policy
                                                                                                                 and regulation changes, as
                                                                                                                 well as some restrictions.
                                                                                                                 Therefore, the Company
                                                                                                                 has decided not to
                                                                                                                 formulate and carry out
                                                                                                                 the equity incentive plan
                                                                                                                 for now. The Board of
                                                                                                                 Directors will continue to
                                                                                                                 follow and study relevant
                                                                                                                 policies and regulations,
                                                                                                                 and reconsider
                                                                                                                 formulating and carrying
                                                                                                                 out a new equity incentive
                                                                                                                 plan according to the
                                                                                                                 actual situation of the
                                                                                                                 Company and executing
                                                                                                                 the decision-making
                                                                                                                 procedure.
                                                   1. Commitments made by
                                                   China Merchants Holdings                    Concerning
                                                   (International) about share                 horizontal
                                                   custody;                                    competition, it is
                                                   2. Commitment made by                       promised that
                                                   China Merchants Holdings                    the horizontal
                                                   (International) about                       competition
                                   Commitment
                 China                             guaranteeing the                            issue will be
                                   on horizontal
                 Merchants                         independency of the                         solved through
                                   competition,
                 Holdings                          Company;                                    ways such as       In the process of
                                   related-party                               17 Sept. 2012
                 (International)                                                               asset              execution
                                   transactions    3. Commitment made by
                 Company                                                                       reorganization in
                                   and capital     China Merchants Holdings
                 Limited                                                                       the coming 3-5
                                   occupation      (International) about
Commitment                                                                                     years. And the
                                                   horizontal competition; and                 other three
in the                                             4. Commitment made by
acquisition                                                                                    commitments
                                                   China Merchants Holdings                    are subject to the
report or the                                      (International) about
report on                                                                                      share custody
                                                   regulating related-party                    period.
equity changes                                     transactions
                                                   1. Commitment made by
                                                   Malai Storage about
                                                   guaranteeing the
                               Commitment          independency of the
                               on horizontal       Company;                                    Whenever Malai
                               competition,
                                                   2. Commitment made by                       Storage holds  In the process of
                 Malai Storage related-party                                   27 Dec. 2012
                                                   Malai Storage about                         the Company’s execution
                               transactions
                                                   horizontal competition; and                 shares
                               and capital
                               occupation          3. Commitment made by
                                                   Malai Storage about
                                                   regulating related-party
                                                   transactions




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                                                  The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited


                                                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
                                                potential illegality or
                                                unenforceability in any land
                                                use agreement or relevant 20 Mar. 2011                         In the process of
                CND Group         Other                                                Standing
                                                documents signed or to be                                      execution
                                                signed by CND Group or
                                                other related problems,
                                                CND Group promises to
                                                give full immunity to the
                                                recipient party of the land
                                                use right and its inheritor
Other                                           and the recipient person
commitments                                     regarding the aforesaid
made to                                         matters.
minority
shareholders                                    If the Company cannot pay
                                                interest on time, pay
                                                principals upon maturity or
                                                is involved in any violation,
                                                it shall at least take the
                                                following measures: 1. Not
                                                to distribute profit to
                                                shareholders; 2. Suspend                      Whenever any
                                                capital outlay projects such 18 Oct. 2013     of the corporate
                                                                                                               In the process of
                The Company Other               as significant outward                        bonds of “13
                                                                                                               execution
                                                investments or mergers; 3.                    Chiwan 01”
                                                Reduce or stop salaries and                   exists
                                                bonuses for directors and
                                                senior management staff;
                                                and
                                                4. Not to remove the
                                                persons held chiefly
                                                responsible.


Executed on time or not                                 Yes


Explain in detail specific reasons for failing to fulfill
commitment and plan for next step in case of              N/A
commitment unfulfilled on time



 IV Operating result forecast for January-June 2016

 Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-beginning to the end of
 the next reporting period according to prediction, as well as explanations on the reasons:
 □Applicable √ Not applicable




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                                                  The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited


V Securities investments

√ Applicable □ Not applicable
                       Name                                                                          Profit/loss
                                  Initial   Opening     Opening     Closing    Closing
Variety of Code of       of                                                                Closing     in the     Accounting Source of
                               investment number of shareholding number of shareholding
securities securities securiti                                                            book value Reporting        title      securities
                                   cost    shares held percentage shares held percentage
                         es                                                                            Period
                      Petroch                                                                                    Available-for-
                                                                                                                                Corporate
Stock      400032 emical         3,500,000    780,000        0.26%   780,000        0.26%    382,200      -      sale financial
                                                                                                                                shares
                      A1                                                                                             assets
                                                                                                                 Available-for-
                      Guang                                                                                                     Corporate
Stock      400009                   27,500      20,000       0.02%     20,000       0.02%     17,000      -      sale financial
                      Jian 1                                                                                                    shares
                                                                                                                     assets
                                                                                                                                Corporate
                                                                                                                                shares
                                                                                                                                that had
                      Jiangsu                                                                                    Available-for-
                                                                                                                                become
Stock      600377 Express 1,120,000 1,000,000                0.02% 1,000,000        0.02% 8,360,000       -      sale financial
                                                                                                                                tradable
                      way                                                                                            assets
                                                                                                                                through
                                                                                                                                share
                                                                                                                                reform

Total                         4,647,500   1,800,000       --           1,800,000       --       8,759,200     -          --           -



VI Investments in derivative financial instruments

□ Applicable √ Not applicable
No such cases in the Reporting Period.


VII Visits paid to the Company in the Reporting Period for purposes of research,
communication, interview, etc.

√ Applicable □ Not applicable

        Date of visit              Way of visit                Type of visitor               Index to main inquiry information

                                                                                   Main inquiry: basic business condition, investments
                         Phone talks and written                                   and financial condition of the Company;
 January-March 2016      inquiry (through the EasyIR     Individual                Materials provided: brochure of the Company;
                         platform of SZSE)                                         Index: SZSE EasyIR
                                                                                   (http://irm.cninfo.com.cn/ssessgs/S000022/index.html)



VIII Illegal provision of guarantees for external parties

□ Applicable √ Not applicable
No such cases in the Reporting Period.


IX Occupation of the Company’s funds by the controlling shareholder or its related parties
for non-operating purposes

□ Applicable √ Not applicable
No such cases in the Reporting Period.




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                                                 The Report for the First Quarter of 2016-Shenzhen Chiwan Wharf Holdings Limited


X Progress made on internal control

In the first quarter of 2016, according to the previously-set evaluation standards, the Company evaluated the defects found in the
internal control tests, and then drew up a defect evaluation summary sheet and a rectification plan. Also, according to the results of its
aforesaid work, the Company produced the 2015 annual internal control self-evaluation report, which was later disclosed upon
review and approval at the 5th Meeting of the 8th Board of Directors and the 5th Meeting of the 8th Supervisory Committee.

The Company engaged Deloitte Touche Tohmatsu Certified Public Accountants LLP to audit the effectiveness of its 2015 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 making preparations for its internal control activities in 2016. It has renewed the list of the internal control
task group members, formulated the work plan and schedule for internal control in 2016 and determined the subjects and work flows
for the internal control in 2016.

The Company has completed the internal control work in 2015 according to the schedule in the internal control work plan for 2015,
as well as the preparations for its internal control activities in 2016 according to the schedule in the internal control work plan for
2016, with no deviation or delay.




                                                                               For and on behalf of the Board
                                                                                             Shi Wei
                                                                                           Chairman
                                                                         Shenzhen Chiwan Wharf Holdings Limited
                                                                                       Dated 27 April 2016




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