Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 Stock code: 000022 /200022 Short form: Chiwan Wharf A/Chiwan Wharf B Announcement No. 2016-045 SHENZHEN CHIWAN WHARF HOLDINGS LIMITED THIRD QUARTER REPORT 2016 Date of disclosure: 28 October 2016 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 Section I Important Statements The board of directors (the “Board”), the board of supervisors (the “Board of Supervisors”) as well as the directors, supervisors and senior management of Shenzhen Chiwan Wharf Holdings Limited (the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents of this Report, and shall be jointly and severally liable for any false representation, misleading statements or material omissions in this Report. All the 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 that the financial statements carried in this Report are factual, accurate and complete. 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. 1 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 Section II Financial Highlights & Shareholder Changes I Highlights of accounting data and financial indicators Whether the Company performs any retroactive adjustments to or restatements of its accounting data of last year due to change in accounting policies or correction of accounting errors □ Yes √ No 30 September 2016 31 December 2015 +/- (%) Total assets (RMB) 6,710,692,291.27 6,913,772,876.99 -2.94% Net assets attributable to shareholders 4,607,138,778.85 4,439,600,537.05 3.77% of the Company (RMB) July-September 2016 YoY +/- (%) January-September 2016 YoY +/- (%) Operating revenues (RMB) 513,538,393.69 0.73% 1,418,348,045.93 2.00% Net profit attributable to shareholders of 160,704,737.43 -8.45% 427,240,244.40 2.33% the Company (RMB) Net profit attributable to shareholders of the Company excluding exceptional 160,374,471.28 -8.50% 425,090,855.59 1.45% profit and loss (RMB) Net cash flows from operating activities -- -- 573,323,438.12 -11.12% (RMB) Basic earnings per share (RMB/share) 0.249 -8.46% 0.663 2.31% Diluted earnings per share (RMB/share) 0.249 -8.46% 0.663 2.31% Weighted average return on equity (%) 3.55% -0.59% 9.41% -0.45% Unit: RMB Item January-September 2016 Note Profit/loss on disposal of non-current assets (including offset asset -396,232.45 impairment provisions) Government grants charged to the profit/loss for the period (except for the government grants closely related to the business of the 792,260.53 Company and given at a fixed quota or amount in accordance with nationally uniform standards) Non-operating revenue and expense other than the above 2,340,740.57 Less: Corporate income tax 251,258.43 Minority interests (after tax) 336,121.41 Total 2,149,388.81 -- Explanation of why the Company classified an item as exceptional profit/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Profit and Loss, or reclassified any exceptional profit/loss item given as an example in the said explanatory announcement to recurrent profit/loss □ Applicable √ Not applicable 2 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 II Total number of shareholders and shareholdings of top 10 shareholders at the period-end 1. Total number of ordinary shareholders and preference shareholders who had resumed their voting right & shareholdings of top 10 shareholders at the period-end Unit: share Total number of preference Total number of shareholders at 34,249 shareholders in total, including 23,914 shareholders who had resumed their 0 the end of the Reporting Period A-share holders and 10,335 B-share holders voting right at the end of the Reporting Period Shareholdings of top 10 shareholders (all being non-restricted share holders) Number of Type of shares Shares Nature of Percentage of Name of shareholder non-restricted shares (A, B, H or pledged or shareholder shareholding held other) frozen (share) CHINA NANSHAN DEVELOPMENT State-owned 32.52% 209,687,067 A share 0 (GROUP) INC. corporation Ordinary domestic SHENZHEN MALAI STORAGE CO., LTD. 25.00% 161,190,933 A share 0 corporation Foreign KEEN FIELD ENTERPRISES LIMITED 8.58% 55,314,208 B share 0 corporation CMBLSA RE FTIF TEMPLETON ASIAN Foreign 7.43% 47,914,954 B share Unknown GRW FD GTI 5496 corporation 3,769,399 A share Domestic ZHU WUGUANG 0.58% 3,973,723 Unknown individual 204,324 B share BBH A/C VANGUARD EMERGING Foreign 0.41% 2,617,518 B share Unknown MARKETS STOCK INDEX FUND corporation Foreign TEMPLETON ASIAN GROWTH FUND 0.39% 2,534,858 B share Unknown corporation SHENWAN HONGYUAN SECURITIES Foreign 0.39% 2,486,586 B share Unknown (HK) LIMITED corporation CHINA MERCHANTS SECURITIES (HK) State-owned 0.34% 2,214,824 B share Unknown CO., LTD. corporation Foreign NORGES BANK 0.26% 1,660,562 B share Unknown corporation China Merchants Port Holdings Company Limited* (CMPort) is a shareholder of China Nanshan Development (Group) Inc.. (CND Group). Shenzhen Malai Storage Co., Ltd. (Malai Storage) and Keen Related or act-in-concert parties among the shareholders above Field Enterprises Limited are both wholly-funded subsidiaries of CMPort. Other than that, the Company does not know whether the other non-restricted shareholders are related parties or not. * China Merchants Port Holdings Company Limited is formerly known as “China Merchants Holdings (International) Company Limited” (CMHI). The said name change took place on 10 August 2016. Did any of the top 10 ordinary shareholders or the top 10 non-restricted ordinary shareholders of the Company conduct any promissory repo during the Reporting Period? □ Yea √ No 2. Total number of preference shareholders and shareholdings of the top 10 of them at the period-end □ Applicable √ Not applicable 3 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 Section III Significant Events I Changes in main accounting statement items and financial indicators in the Reporting Period, as well as reasons for the changes √ Applicable □ Not applicable Unit: RMB 30 September 31 December Item +/- +/- (%) Main reason for change 2016 2015 Monetary funds 458,277,511.84 683,138,123.66 -224,860,611.82 -33% More self-owned funds were used to repay debts Discounts have not yet been given as to the Accounts container handling revenue of the period; and 268,506,909.40 189,016,564.86 79,490,344.54 42% receivable there was a slight increase in the turnover days of accounts receivable Other accounts Payment of a second-phase watercourse 36,503,112.16 14,908,748.44 21,594,363.72 145% receivable occupancy fee (to be returned by the government) Construction in Building of new plate silos for bulk cargos and 82,575,754.44 22,222,084.78 60,353,669.66 272% progress berth renewal Short-term Repayment of short-term borrowings with - 141,610,178.37 -141,610,178.37 -100% borrowings self-owned funds The “13 Chiwan 01” Corporate Bond was Non-current redeemed ahead of maturity, so the bonds payable liabilities due 504,004,136.75 5,306,254.17 498,697,882.58 9398% of RMB500 million were reclassified into within one year non-current liabilities due within one year Other current Repayment of some short-term bonds with 150,000,000.00 500,000,000.00 -350,000,000.00 -70% liabilities self-owned funds The “13 Chiwan 01” Corporate Bond was redeemed ahead of maturity, so the bonds payable Bonds payable - 497,764,383.59 -497,764,383.59 -100% of RMB500 million were reclassified into non-current liabilities due within one year January-Septem January-Septembe Item +/- +/- (%) Main reason for change ber 2016 r 2015 Interest cost decreased as the average balance of Finance costs 21,711,836.73 48,443,583.46 -26,731,746.73 -55% interest-bearing debts and the average loan rate decreased Expiration of the income tax preferential policy Corporate (exemption for first three years and half reduction 79,443,347.70 58,030,462.54 21,412,885.16 37% income tax for second three years) of subsidiary Dongguan Chiwan Wharf Company Limited from this year In the same period of last year, the money Cash received advanced for clients as to the Tonggu shipping from other 8,890,587.84 39,974,117.19 -31,083,529.35 -78% lane was repaid and the first-phase watercourse operating occupancy fee was returned, while there were no activities such cases in the current period In the current period, the money advanced for Cash paid for clients increased and the second-phase other operating 62,502,243.86 21,666,665.93 40,835,577.93 188% watercourse occupancy fee was paid, while there activities were no such cases in the same period of last year Cash received In the current period, dividends from associate as return on 77,454,161.88 34,386,896.52 43,067,265.36 125% Mawan Wharf were received, while there were no investments such cases in the same period of last year Cash received from issuance 150,000,000.00 800,000,000.00 -650,000,000.00 -81% Decrease in short-term bonds issued of bonds 4 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 Repayment of The first phase of corporate bonds of RMB500 745,531,586.99 1,100,000,000.00 -354,468,413.01 -32% borrowings million was repaid in the same period of last year Cash paid for In the same period of last year, controlled interest subsidiary Chiwan Container Terminal Co., Ltd. expenses and 286,096,232.65 464,056,566.07 -177,960,333.42 -38% distributed minority distributed dividends to distribution of minority shareholders, while there were no such dividends or cases in the same period of last year profit II Progress on significant events, as well as the 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 Commitm Type of Period of Commitment Contents making Fulfillment ent maker commitment commitment commitment CND Group proposed in Mar. 2009 to the Company, which was reviewed and approved in the general meeting of the Company in May 2009. The Board of In order to enhance the Directors of the Company was authorized shareholding confidence of to formulate and carry out an equity tradable share holders, and incentive plan at a proper timing according encourage the core to applicable laws and regulations. In Jun. management and key 2014, according to jointly and all the shareholders can promulgated by the State-owned Assets coincide, CND made a Supervision and Administration Share reform CND commitment to entrust, Other April 2006 Standing Commission of the State Council and the commitment Group through the general meeting Ministry of Finance, as well as to formulate and carry out an promulgated by CSRC, the equity equity incentive plan at a incentive plan could not be successfully proper timing after the formulated due to policy and regulation completion of the share changes, as well as some restrictions. division reform according to Therefore, the Company has decided not to applicable laws and formulate and carry out the equity regulations. 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. Commitment 1. Commitments made by Concerning Commitment CMPort about share custody; horizontal on horizontal in the competition, it competition, 2. Commitment made by acquisition is promised that In the process of execution CMPort related-party CMPort about guaranteeing 2012-09-17 report or the the horizontal transactions the independency of the report on competition and capital Company; equity changes issue will be occupation 3. Commitment made by solved through 5 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 CMPort about horizontal ways such as competition; and asset 4. Commitment made by reorganization CMPort about regulating in the coming related-party transactions 3-5 years. And the other three commitments are subject to the share custody period. 1. Commitment made by Malai Storage about guaranteeing the Commitment independency of the on horizontal Company; Whenever competition, Malai Storage Malai 2. Commitment made by related-party 2012-12-27 holds the In the process of execution Storage Malai Storage about transactions Company’s horizontal competition; and and capital shares occupation 3. Commitment made by Malai Storage about regulating 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 potential illegality or unenforceability in any land 2001-03-20; CND use agreement or relevant 2003-06-18; Other Standing In the process of execution Group documents signed or to be 2004-09-29 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 and the Other recipient person regarding commitments the aforesaid matters. made to minority If the Company cannot pay shareholders 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 Whenever any shareholders; of the corporate Fulfilled. The “13 Chiwan 01” Corporate The 2013-10-18 Other 2. Suspend capital outlay bonds of “13 Bond has been redeemed on 18 October Company projects such as significant Chiwan 01” 2016. outward investments or exists mergers; 3. Reduce or stop salaries and 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 N/A in case of commitment unfulfilled on time 6 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 IV Performance forecast for Y2016 Warning of possible loss or considerable YoY change in the accumulative net profit made during the year-beginning to the end of the next reporting period, as well as the reasons □ Applicable √ Not applicable V Securities investment √ Applicable □ Not applicable Unit: RMB Gain/loss Initial Number of shares Shareholding Number of Shareholding Variety of Code of Name of Closing book in Accounting Source of investment held at percentage at shares held at percentage at securities securities securities value Reporting title stock cost period-beginning period-beginning period-end period-end Period Corporate Available-fo shares, which Ninghu r-sale are allowed for Stock 600377 1,120,000 1,000,000 0.02% 1,000,000 0.02% 8,810,000 400,000 Expressway financial circulation assets after share reform Available-fo Petro-chemi r-sale Corporate Stock 400032 3,500,000 780,000 0.26% 780,000 0.26% 382,200 - cal A1 financial shares assets Available-fo r-sale Corporate Stock 400009 Guang Jian 1 27,500 20,000 0.02% 20,000 0.02% 17,000 - financial shares assets Total 4,647,500 1,800,000 -- 1,800,000 -- 9,209,200 400,000 -- -- VI Investment in derivative financial instruments □ Applicable √ Not applicable No such cases in the Reporting Period. VII Visits paid to the Company for purposes of research, communication, interview, etc. during the Reporting Period √ Applicable □ Not applicable Date of visit Way of visit Type of visitor Index to main inquiry information Phone talk, one-on-one Main inquiry: basic business condition, investments and meeting and written inquiry financial condition of the Company; Individual and July-September 2016 (through the EasyIR platform Materials provided: brochure of the Company; institution of the Shenzhen Stock Index: SZSE EasyIR Exchange) (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. 7 Shenzhen Chiwan Wharf Holdings Limited Third Quarter Report 2016 IX Occupation of the Company’s funds for non-operating purposes by the controlling shareholder and its related parties □ Applicable √ Not applicable No such cases in the Reporting Period. X Internal control progress Pursuant to the “Internal Control Rules for Enterprises” and the mating guidelines, the Company has completed the following internal control tasks for the third quarter of 2016: 1. The internal control task groups of the Headquarters and the subsidiaries have reviewed the flow chart risk matrix assessment of last year, and have re-described work flows within the internal control improvement scope according to business changes this year so as to formulate an internal control risk matrix and a core flow chart for the Company for 2016. 2. The internal control task groups of the Headquarters and the subsidiaries have searched for defects in internal control by designing and running effectiveness tests. 3. The Company has searched for risks by going through the operation flows and has made a list of risks. The Company carries out the internal control-related work according to the schedule for the internal control improvement plan for 2016. And the internal control project is right on schedule, with no derivation or delay. For and on behalf of the Board Shi Wei Chairman Shenzhen Chiwan Wharf Holdings Limited Dated 28 October 2016 8