CMPD Semi-Annual Report 2009
1
Semi-Annual Report 2009
Announcement No.:【CMPD】2009-025
Chapter 1. Important Notice, Definitions & Content
(I) Important Notice
Board of Directors, Supervisory Committee of China Merchants Property Development Co., Ltd.
(hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby
confirm that there are no any important omissions, fictitious statements or serious misleading
information carried in this report, and shall take all responsibilities, individual and/or joint, for the
reality, accuracy and completion of the whole contents.
Sun Chengming - Legal Representative, Huang Peikun –Chief Financial Officer, and Xu Yixia –
Manager of Accounting Department hereby confirm that the Financial Report enclosed in the Semiannual
Report is true and complete.
This report has been prepared in Chinese and English version respectively. In the event of difference in
interpretation between the two versions, the Chinese report shall prevail.
The Semi-annual Financial Report of the Company was not audited.
(II) Definitions
Unless carried in the report, the following abbreviations possess the meanings as follows:
1. CSRC: China Securities Regulatory Commission
2. The Company: China Merchants Property Development Co., Ltd.
3. China Merchants Group: China Merchants Group Ltd.
4. Top Chief: Top Chief Co., Ltd.
5. Shekou Industrial Zone: China Merchants Shekou Industrial Zone Co., Ltd.
6. Shenzhen CMRE: Shenzhen China Merchants Real Estate Co., Ltd.
7. CMPS: Shenzhen China Merchants Power Supply Co., Ltd.
9. CMWS: Shenzhen China Merchants Water Supply Co., Ltd.
9. Hong Kong Ruijia: Ruijia Investment Industrial Co., Ltd.
10. Zhangzhou Real Estate: Zhangzhou CM Real Estate Co., Ltd.
(III) Content
Chapter 1. Important Notice, Definitions & Content
Chapter 2. Company Profile
Chapter 3. Changes in Share Capital and Particulars about Shareholders
Chapter 4. Particulars about Directors, Supervisors and Senior Executives
Chapter 5. Report of the Board of Directors
Chapter 6. Significant Events
Chapter 7. Financial Report
Chapter 8. Documents Available for ReferenceCMPD Semi-Annual Report 2009
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Chapter 2. Company Profile
I. Legal Name of the Company:
In Chinese: 招商局地产控股股份有限公司
Abbr: 招商地产
In English: CHINA MERCHANTS PROPERTY DEVELOPMENT CO., LTD.
Abbr: CMPD
II. Legal Representative: Sun Chengming
III. Secretary of the Board: Liu Ning
Securities Affair Representative: Liu Ning (Temporary)
Address: No. 3 Building, Nanhai E Cool Park, No.6 Xinghua Road, Shekou Industrial Zone,
Nanshan District, Shenzhen
Post Code: 518067
Email: investor@cmpd.cn
Tel: (0755)26819600
Fax: (0755)26819680
IV. Registered Address: No. 3 Building, Nanhai E Cool Park, No. 6 Xinghua Road, Shekou Industrial
Zone, Nanshan District, Shenzhen
Office Address: No. 3 Building, Nanhai E Cool Park, No. 6 Xinghua Road, Shekou Industrial Zone,
Nanshan District, Shenzhen
Post Code: 518067
Email: investor@cmpd.cn
V. Newspapers Chosen for Disclosing the Information of the Company: China Securities Journal,
Securities Times and Hong Kong Wen Wei Po
Internet Website for Publishing the Annual Report Designated by CSRC:
http://www.cninfo.com.cn
Place Where the Semi-Annual Report is Prepared and Placed: Secretariat of the Board of Directors
VI. Stock listed in: Shenzhen Stock Exchange
The Secondary Stock Exchange listed with: Singapore Stock Exchange
Short Form of the Stock: CMPD, CMPD-B
Stock Code: 000024, 200024
VII. Other Relevant Information of the Company
1. Initial registration date: September 19, 1990
2. Initial registration place: Shenzhen
3. Registration code for business license of corporation: 440301503287841
4. Number of taxation registration: National Tax – Shen Zi 440300618845136
Local Tax – Deng Zi 440300618845136
5. Organization Code Certificate: 61884513-6
6. Name and office address of the certified public accountants engaged by the Company:
Deloitte Touche Tohmatsu (Shanghai) CPA Ltd.
30/F, Bund Center, Yan An Road East, ShanghaiCMPD Semi-Annual Report 2009
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(II) Main financial data and index Unit: RMB)
Ended the report period End of last year
Increase/decrease
(%)
Total assets 40,451,988,888 37,437,014,995 8%
Shareholders’ equity attributable to
shareholders of the listed company 15,179,316,445 14,862,746,365 2%
Net assets per share attributable to
shareholders of the listed company 8.84 8.65 2%
This report period The same period
of last year
Increase/decrease in
this report period
year-on-year (%)
Operating profit 607,570,645 305,378,795 99%
Total profit 624,090,354 316,151,035 97%
Net profit attributable to shareholders of
the listed company 486,847,748 218,729,005 123%
Net profit attributable to shareholders of
the listed company after deducting nonrecurring
gains and losses 478,362,040 239,036,107 100%
Basic earnings per share 0.283 0.207 37%
Diluted earnings per share 0.283 0.207 37%
Return on equity (weighted) 3.24% 2.74% 0.50%
Net cash flow arising from operating
activities 3,146,422,732 (3,170,461,427) 199%
Net cash flow per share arising from
operating activities 1.830 (2.500) 173%
Non-recurring gain and loss items:
Non-recurring gain and loss items Amount
Gains/losses from the disposal of non-current assets (298,283)
Withdrawal of impairment provisions 107,964
Government subsidies 729,431
Other non-operating income/expenditure, net 8,333,562
Impact on income tax and influences on minority shareholders’
gains/losses
(386,966)
Total 8,485,708
Indexes calculated in accordance with Regulations on the Information Disclosure of Companies
Publicly Issuing Shares (No. 9) are as follows:
Return on equity (%)
Earnings per share
Profit index (RMB)
Fully
diluted
Weighted
average
Basic DilutedCMPD Semi-Annual Report 2009
4
Net profit attributable to the shareholders of
the company
3.21% 3.24% 0.283 0.283
Net profit attributable to the shareholders of
the company after deducting non-recurring
gains and losses
3.15% 3.18% 0.279 0.279
Influences of adjustment made under IAS on net profit and net asset (RMB’000)
Net profit attributable to
the shareholders of the
listed company
Net asset attributable to
the shareholders of the
listed company
Upon China Accounting Standard 486,848 15,179,316
Adjusted upon IAS
Adjustment of goodwill 1,339,829
Upon International Accounting Standard 486,848 16,519,145
Note: The main reason for adjustment on net asset attributable to shareholders of listed company
according to International Accounting Standard was: According to Chinese Accounting Standard and
relative regulations, the equity investment difference generated by consolidation of enterprises under
same control shall adjust capital reserves, whereas shall be presented separately as goodwill based on
IAS.CMPD Semi-Annual Report 2009
5
Chapter 3. Changes in Share Capital and Particulars about Shareholders
(I) Chart of share change
Before the change Increase / decrease this time (+, -) After the change
Amount Proportion
Issuance of
new shares
Bonus
shares
Conversion
of capital
public
reserve
Others Sub-total Amount Proportion
I. Shares with conditional
subscription
929,481,534 54.12% 929,439,484 54.12%
1. State-owned shares
2. State-owned legal person’s
shares
731,298,105 42.58% 731,298,105 42.58%
3. Other domestic shares
Including: Domestic nonstate-
owned legal person’s
shares
Domestic natural person’s
shares
4. Foreign shares 197,709,640 11.51% -200 -200 197,709,440 11.51%
Including: Foreign legal
person’s shares
197,709,640 11.51% -200 -200 197,709,440 11.51%
Foreign natural person’s
shares
5. Senior executives’ shares 473,789 0.03% -41,850 -41,850 431,939 0.03%
II. Shares with unconditional
subscription
787,818,969 45.88% 787,861,019 45.88%
1. RMB common shares 646,407,544 37.64% 26,850 26,850 646,434,394 37.64%
2. Domestically listed
foreign shares
141,411,425 8.24% 15,200 15,200 141,426,625 8. 24%CMPD Semi-Annual Report 2009
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3. Overseas listed foreign
shares
4. Others
III. Total shares 1,717,300,503 100.00% 1,717,300,503 100%
Notes:
(1) Foreign shares in shares with conditional subscription were held by underling subsidiary of Shekou Industrial Zone, the change amount in the
report period belonged to statistic difference on amount in year-begin by its brokers.
(2) In the report period, shares with conditional subscription held by former supervisor of the Supervisory Committee of the Company were
released restrictions and transferred into shares with unconditional subscription.
(3) Shares with conditional subscription include: Shekou Industrial Zone directly holds A shares of 693,419,317 and indirectly holds B shares of
197,709,440, China Merchants Zhangzhou Development Zone Co., Ltd. directly holds A shares of 37,878,788, senior executives hold A shares of
238,664 and B shares of 193,275.CMPD Semi-Annual Report 2009
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(II) Number of shareholders at end of report period
Shareholders in period-begin
Increase/decrease
in report period
Shareholders in period-end
A shares 37,671 - 8,782 28,889
B shares 8,547 -293 8,254
Total 46,218 - 9,075 37,143
(III) Particulars about shares held by the top ten shareholders (Unit: Share)
Name of the shareholder
Nature of the
shareholder
Proportion
of shareholding
Amount of
share held
Amount of
unconditional
shares held
Shares pledged
or frozen
China Merchants Shekou Industrial
Zone Co., Ltd.
State-owned
legal person
40.38% 693,419,317 693,419,317 Naught
Full Space Investment Ltd.
Foreign legal
person
5.48% 94,144,050 94,144,050 Naught
China Merchants Securities Hong
Kong Ltd.
Foreign legal
person
2.96% 50,777,710 49,242,445 Naught
China Merchants Zhangzhou
Development Zone Co., Ltd
State-owned
legal person
2.21% 37,878,788 37,878,788 Naught
FOXTROT INTERNATIONAL LIMITED
Foreign legal
person
1.61% 27,720,000 27,720,000 Naught
ORIENTURE INVESTMENT LTD
Foreign legal
person
1.55% 26,603,145 26,603,145 Naught
Bank of Communications Schroder
Selected Stock Fund
Domestic nonstate-
owned legal
person
0.92% 15,792,200 0 Unknown
Changsheng Tongde Theme Growth
Stock Fund
Domestic nonstate-
owned legal
person
0.90% 15,430,182 0 Unknown
Penghua Outstanding Corporate
Governance Stock Fund
Domestic nonstate-
owned legal
person
0.87% 15,002,859 0 Unknown
Bank of Communications Schroder
Stable Allocation Mixed Fund
Domestic nonstate-
owned legal
person
0.85% 14,648,106 0 Unknown
China Pacific Insurance (Group) Co.,
Ltd.－Traditional－General Insurance
Products
Domestic nonstate-
owned legal
person
0.76% 13,004,720 0 Unknown
Top 10 holders of unconditional shares
Full Name of shareholder
Amount of unconditional
shares held
Type of shares
Bank of Communications Schroder Selected Stock Fund 15,792,200 A shares
Changsheng Tongde Theme Growth Stock Fund 15,430,182 A shares
Penghua Outstanding Corporate Governance Stock Fund 15,002,859 A shares
Bank of Communications Schroder Stable Allocation Mixed Fund 14,648,106 A sharesCMPD Semi-Annual Report 2009
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China Pacific Insurance (Group) Co., Ltd. － Traditional － General
Insurance Products
13,004,720 A shares
CCB Optimizing Allocation Mixed Security Investment Fund 12,719,234 A shares
ChinaAMC Blue Chip Core Mixed Fund 11,602,600 A shares
ChinaAMC Advantage Growth Fund 11,331,267 A shares
Yinhua Core Value Selected Stock Fund 11,250,074 A shares
GF Large-Cap Growth Mixed Fund 10,086,053 A shares
Explanation on associated
relationship or accordant
action among the aforesaid
shareholders
(1) Among the shares held by China Merchants Securities Hong Kong Ltd., 49,242,445
shares were purchased-in entrusted by Top Chief Co., Ltd.; Top Chief Co., Ltd., Full Space
Investment Ltd., FOXTROT INTERNATIONAL LIMITED and ORIENTURE
INVESTMENT LTD are the wholly-owned subsidiaries of China Merchants Shekou
Industrial Zone Co., Ltd..
(2) Bank of Communications Schroder Selected Stock Fund and Bank of Communications
Schroder Stable Allocation Mixed Fund belong to the Bank of Communications Schroder
Fund Management Co., Ltd.; ChinaAMC Blue Chip Core Mixed Fund and ChinaAMC
Advantage Growth Fund belong to China Asset Management Co., Ltd.
(IV) Conditional shares and their conditions
Name of the shareholder
Amount of
conditional
shares (Share)
Nature
of
shares
Date when the
shares are
allowed to be
traded in
market
Committed condition
China Merchants Shekou
Industrial Zone Co., Ltd. 693,419,317 A share Sep. 24, 2010
1. Commitment in share relocation: The price of
A- shares of the Company sold in the stock
market before February 9, 2011 shall not be lower
than 120% of the arithmetical average in 30 days
prior to the publishing of share merger reform
prospectus, i.e. RMB11.51 (after profit
distribution of year 2005: RMB0.2 for each 10
shares; year 2006: RMB2.1 for each 10 shares;
year 2007: RMB1, 3 bonus shares and 2
capitalized shares for each 10 shares; year 2008:
RMB1 for each 10 shares and the price has been
adjusted to RMB7.33).
2. Promised not to sell the Company’s shares until
September 24, 2010.
Full Space Investment
Ltd. 94,144,050 B share Sep. 24, 2010 Promised not to sell the Company’s shares until
September 24, 2010.
China Merchants
Securities Hong Kong
Ltd.
49,242,445 B share Sep. 24, 2010
These shares were purchased on behalf of Top
Chief Co., Ltd. – one of the subsidiaries of
Shekou Industrial Zone during 2005-2006, which
was not breaking the commitment of not selling
before September 24, 2010.
China Merchants
Zhangzhou Development
Zone Co., Ltd
37,878,788 A share Sep. 24, 2010
The date when the shares are allowed to be traded
in market refers to the conditional period of
Shekou Industrial Zone due to subscribe the
publicly offering shares of the Company in 2008
FOXTROT
INTERNATIONAL
LIMITED
27,720,000 B share Sep. 24, 2010 Promised not to sell the Company’s shares until
September 24, 2010.
ORIENTURE
INVESTMENT LTD 26,603,145 B share Sep. 24, 2010 Promised not to sell the Company’s shares until
September 24, 2010.
Note: In year 2007, because Shekou Industrial Zone increasingly held the privately offering shares of the
Company, Shekou Industrial Zone promised to not sell the holding shares of the Company before
September 24, 2010 including the shares held directly indirectly.CMPD Semi-Annual Report 2009
9
Chapter 4. Particulars about directors, supervisors and senior executives
(I) Change in the Company’s shares held by its directors, supervisors and senior executives during the
report period
Unit: share
Shares held at period-begin Shares held at period-end
Name
A share B share A share B share
Reason for change
Lin Shaobin 41,670 100,500 41,670 100,500
Yang Baiqian 89,900 - 89,900 -
He Jianya 97,170 - 97,170 -
Yang Zhiguang 44,295 33,000 44,295 33,000
Huang Peikun - 130,700 - 130,700
Wang Li 30,187 - 30,187 -
Liu Ning - 13,500 - 13,500
Liu Ye 15,000 15,000
Xiong Yan - 6,300
Zhang Linmei 12,900 7,650
Restriction for shares held by the
supervisors who left their posts
were all released in the report
period
Total 331,122 291,650 318,222 277,700
(II)New engagement or dismissal of directors, supervisors and senior executives in the report period
During the report period, there were no changes in the directors, supervisors and senior executives.
Chapter 5. Managements' report
I. Discussion and analysis of the management team
Since this year, with the influence from the series of macro-economy stimulating policies released by the
state, a climbing tendency for national economy appeared in the first half year. From Jan. to June,
investment with fixed assets across the whole nation amounted to RMB 9130 billion with 33.5% up yearon-
year, totally increased by 7.2 percentage points compared over 26.3% (the increase scope for the same
period of last year.) As for investment in real estate development, totally RMB 1450 billion was
accomplished with 9.9% up year-on-year, decreased by 23.6 percentage points compared over 33.5% (the
increase scope for the same period of last year.) investment with fixed assets conducted by government
promoted economy distinctly. GDP received a growth of 7.1% in the first half year, and tendency for
warming economy was obvious.
In order to promote economy development, government released a series of policies supporting
development of real estate industry; loose monetary policy issued by banks also provided this industry with
capital support; meanwhile, developers increased buildings for sale in order to quicken turnover of
inventory; besides, demand for commercial residence which was depressive since 2008 completely released
in the first half year. With the common influence from the above factors, a warming tendency for real estate
market has shown up, that price rose and quantity climbed. In the first half year, the area of commercial
residence sold has increased by 33.4% year-on-year, and sales amount increased by 57.1% year-on-year.
Affected by the comparatively great demand and general prediction of domestic inflation, commercial
residence for many cities also received an ascending price for sales. Average sale price of commercial
residence in 70 large and medium-sized cities has maintained month-on-month growth since March.
Land market in various cities presented to be not so welcome in the first quarter of this year, the same as
2008. However, as commercial residence has been transacted with a greatly increasing quantity in the first
quarter, land market immediately warmed back since April. From Jun. to June, enterprises engaging in real
estate development of the nation totally purchased land with an area of 136.44 million square meters,CMPD Semi-Annual Report 2009
10
among which the land purchased in the second quarter accounted for 65% of the total land purchased in the
first half year.
The later half year would be key period for stably recovering our national economic development. Though
an active change happened in the first half year, the recovering base was not so stable. The growth speed of
entity economy and people’s psychology prediction influenced recovering speed of economy. In view of
real estate market, due to the greatly increasing sales of the first half year, the market stock was rapidly
digested; while the development speed hadn’t caught the speed of sales, it may appeared to be too nervous
for supply of real estate market in a short time. Promoted by the hot demand, price of houses would still
stably ascend in the later half year. Real estate market would continue to develop healthily with various
policy supplies from government.
In front of cycle of macro-economy and real estate market which was full of uncertainty, the Company
timely adjusted sales strategy and development rhythm, enhanced quality of products and service,
advocated the idea of advanced cost and delicate management, and besides, continuously improved core
competition ability.
As the market got better gradually in the first half year, the Company grasped the opportunity and adjusted
marketing strategy and energy: 15 buildings were presented to market across 19 cities, sales area reached at
623,200 square meters and sales amount totaled to RMB 7.169 billion. The sales area, sales amount and
cashing of receivables for sales accomplished in the first half year all greatly exceeded the plan made at the
beginning of this year.
In the later half year, the Company would take market as guidance, promptly adjust development progress,
quantity newly-started for construction and marketing progress, consider maximized profit as target and
completely accomplish the operation plan for this year.
II. Main operation in the report period
1. Operation achievement
Unit: RMB’000
Item Jan. to June, 2009 Jan. to June, 2008
Increase or decrease
（±%）
Operation income 2,875,777 1,446,934 98.75%
Operation profit 607,571 305,379 98.96%
Net profit attributable to
shareholders of listed company
486,848 218,729 122.58%
○1 Operation income:
The operation income realized by the Company in this period obviously grew over the same period of last
year, main benefiting from the high growth in its core business-property development.
②Operation profit and net profit:
In the period, the total operation profit and net profit attributable to shareholders of listed company
respectively received a growth of 98.96% and 122.58%. Except for the growth in income from property
development, the income obtained from investments to affiliated enterprises and joint ventures also
increased by RMB 115.34 million over the same period of last year.
2. Financial condition
Unit: RMB’000
Items June 30, 2009 Dec. 31, 2008 Change
scope Reason
Monetary capital 8,581,525 7,389,134 16%
Increased due to the increase in income sold in
advance of property in the report period
Transactional
financial assets 3,030 97,332 -97%
Decreased due to decrease of NDF (Note) handover
and fluctuation of NDF market price.
Others receivable 305,552 778,506 -61% Some capitals paid by the Company on behalf ofCMPD Semi-Annual Report 2009
11
joint ventures and assosicated enterprises for
development were taken back in this report period
Inventory 25,911,768 23,869,301 9% Cost for development increased
Other current
assets 468,481 227,597 106% Tax paid in advance increased due to growth in sales
Financial assets
available for sale 3,963 1,744 127% Increased due to fluctuation of fair value
Investment
property 2,572,479 2,632,976 -2%
Decreased due to that the investment property was
amortized in this report period
Deferred income
tax assets 96,996 40,876 137%
Increased as the deductible temporary differences
increased
Short-term loan 2,066,404 3,613,956 -43%
Decreased due to that some loans were returned back
in the period
Notes payable 249,604 143,288 74%
Newly increased bank acceptance bill in the report
period
Account received
in advance 6,520,803 2,731,473 139%
Increased as the income obtained from pre-sales of
property increased in the report period
Interest payable 38,124 41,051 -7% Due to decrease of bank loans
Other account
payable 3,453,999 3,154,569 9%
Accounts received by subsidiaries from minor
shareholders on behalf of the subsidiaries for
projects increased
Non-current
liability due
within one year
3,880,137 1,810,099 114% Increase in long-term loan due within 1 year
Other current
liability 774,242 459,072 69% Due to increase of value added tax of land accrued
Long-term loan 4,707,620 6,807,316 -31%
Long-term loan due within 1 year was transferred
into current liabilities
3. Main business
(1)Main business classified according to industries
Classified
according to
industries
Operation income Operation cost Gross profit Gross profit ratio
Amount
(RMB
’000)
Increase or
decrease
year-on-year
（%）
Amount
(RMB
’000)
Increase or
decrease yearon-
year（%）
Amount
(RMB
’000)
Increase or
decrease yearon-
year（%）
Gross
profit
ratio
(%)
Percentage
point increased
or decreased
year-on-year
Development &
sales for real estate 2,112,512 201.75% 1,100,624 276.67% 1,011,888 148.07% 47.90% -10.36
Investment property
operation 238,023 -0.08% 129,005 13.91% 109,018 -12.76% 45.80% -6.66
Property agency
service 52,085 57.19% 43,713 42.41% 8,372 243.22% 16.07% 8.71
Power & water
supply for parks
and communities
302,711 -7.74% 215,359 -8.95% 87,352 -4.64% 28.86% 0.94
Property
management 165,673 16.33% 133,294 17.89% 32,378 10.32% 19.54% -1.06
○1 Business of development & sales for real estate:
In the report period, income realized from this business increased over the same period of last year, mainly
due to that the carry-over area of real estate increased over the same period of last year; however, the gross
profit ratio for this business declined over the same period of last year, which made the growth scope of
operating gross profit lower than the increase scope.
○2 Business of investing property operation
In the report period, influenced by the continuous spread of global financial crisis, the Company almost
kept the same performance in lease income compared to that of the same period of last year due to theCMPD Semi-Annual Report 2009
12
decline in property lease rate, though the area available for lease for this report period increased than that of
the same period of last year, for the Company newly built Nanhai E Cool Park and Marine Center in second
half of year 2008. besides, the increase of amortization cost for the newly-increased projects also made the
operation cost for this report period increased over the same period of last year, so it occurred decline in the
gross profit and gross profit ratio for this report period.
○3 Business of property agency service:
During the report period, due to that another warm spring had come to real estate market, the property
agency business also greatly climbed over the same period of last year, together with the growth in income;
while cost received less influence from increase of fixed cost, so, the gross profit climbed greatly.
○4 Business of garden power & water supply
In the report period, the power & water supply business of the Company was continuously affected by the
industrial structure adjustment of Shekou Industry Zone. The quantity of power and water supplied
declined a little over the same period of last year, while the gross profit nearly remained the same as the
same period of last year.
○5 Property management
Because the Company had newly increased property management projects in Dongguan, Beijing as well as
Wuhan in this period, income was correspondingly raised.
(2)Main business classified according to area
Unit: RMB’000
Area Operation income Increase or decrease year-on-year
Area around Pearl River Delta 2,023,856 92.85%
Area around Yangtze River Delta 513,537 66.16%
Area around Bohai Sea 305,440 1656.29%
Other areas 32,944 -53.64%
Total 2,875,777 98.75%
Reason for change: Good sales tendency in real estate business mainly accounted for the good performance
of this report period. 19 buildings were presented to market across 10 cities; operation income obtained
from areas of Pearl River Delta, Yangtze River Delta, Bohai Sea all grew year-on-year. Because no carryover
of real estate project occurred in Bohai Sea area in the same period of last year, the growth proportion
of operation income of this area was comparatively high in this period, reaching at 1656.29%. And yearon-
year decline of operation income in other areas occurred mainly due to: for Zhangzhou real estate, only
part last-year-end projects were carried over in this report period, so operation income fell greatly year-onyear.
(3)Settlement for main real estate projects
Project Area for settlement
(square meter’0000)
Amount for settlement
(RMB’000)
Lanxi Valley Phase II 2.46 73,706
Tianjin Xikang Road 0.26 11,818
Shanghai Dream of Evian Phase II 1.81 27,805
Tianjin Weijin South Road 1.04 18,311
Guangzhou Golden Valley Phase I 4.30 58,733
III. Investment
(I)Progress and income of the project invested with raised proceeds
In the report period, the raised proceeds used by the Company included the proceeds raised through the
2007 non-public share offer and the 2008 public share offer:
1. Progress of the project invested with proceeds raised through the 2007 non-public share offer, and
application of the proceeds:
Unit: RMB’0000
Total proceeds raised 229,217 Total raised proceeds used
in this period
5,049CMPD Semi-Annual Report 2009
13
Total raised proceeds
accumulatively used
209,776
Commitment
Amount
planned to
input
Whether
change
projects
Amount
actually
input
Total profit
accumulatively
realized
Whether
comply to
planned
progress
Whether
comply to
planned
income
Purchase 5% equities of
Shenzhen China Merchants Real
Estate Co., Ltd.
40,000 No 40,000 7,292 Yes Note 1
Purchase office building of New
Times Square
88,000 No 88,000 4,108 Yes Note 2
Purchase land use right of
Meilun Apartment and develop
for construction
25,000
No 16,133 - Note 3 Note 3
Haiyue Huating 33,000 No 22,426 - Note 3 Note 3
Nanjing Xianlin (Evian Valley) 43,217 No 43,217 4,303 Note 4 Yes
Total 229,217 209,776 15,703
Explanation on reason why not
reaching the planned progress
and projected income
1. In the former Prospectus for Capital Raise of the Company, Shenzhen China
Merchants Real Estate Co., Ltd. was predicted to keep steady growth in net profit
attributable to parent company after 2007. However, due to the alteration of macroeconomic
situation of 2008 and that the new started construction of Shenzhen China
Merchants Real Estate Co., Ltd. hadn’t reached income confirmation condition, the net
profit attributable to parent company realized by Shenzhen China Merchants Real Estate
Co., Ltd. in 2008 was RMB 578.76 million which was lower than that of 2007. In this
period, the net profit attributable to parent company realized by Shenzhen China
Merchants Real Estate Co., Ltd. was RMB 383.06 million. It is predicted that the net
profit attributable to parent company for 2009 would keep growth year-on-year.
2. Income of RMB 12.23 million was realized by office building of New Times Square
in this period. Due to that the Company conducted a more stable depreciation policy
since it purchased in New Times Square, the annual depreciation amount for this
building was higher with RMB 7.82 million than that related to benefit measure in the
original listing public notice. Besides, the tax rate used in the aforementioned listing
public notice for benefit measure was 15%, while the rate actually used by the Company
in 2009 was increased to 20%. If computed according to the depreciation and tax rate
caliber of the original listing public notice, then New Times Square realized income of
RMB 16.32 million, which basically accorded with the predicated income.
3. Due to that it was later for position of raised capital than prediction, the use of raised
capital for Meilun Apartment and Haiyue Huating progressed slower than prediction.
Till Jun.30th of 2009, these two properties were still being developed and no income
from these projects had been yielded yet.
4. Benefit promised by Evian Valley included incomes from two phase projects, among
which, the net profit promised to realize by Evian Valley phase I was RMB 49.45
million and RMB 111.71 million for phase II. Till Jun 30th of 2009, the accumulative
area proportion carried over for sales in the phase I project was 80.57%, and 2.36% for
phase II. Totally net profit of RMB 43.03 million was realized by the two phases
projects.
Explanation on reason and
procedure of change
Unchanged
Usage and use plan of the raised
proceeds which hadn’t been
used yet
Use according to plan
2. Progress of the project invested with proceeds raised through the 2008 public share offer, and application
of the proceeds:CMPD Semi-Annual Report 2009
14
Unit: RMB’0000
Total raised proceeds used
in this period
84,268
Total proceeds raised 577,722
Total raised proceeds
accumulatively used
431,092
Commitment
Whether
change
projects
Amount
planned to
input
Amount
actually
input
Total profit
accumulatively
realized
Whether
comply to
planned
progress
Whether
comply to
planned
income
Garden City Syber Port No 22,722 19,083 - Yes N/A
Garden City Phase V No 22,000 20,877 - Yes N/A
Technology Building Phase II No 16,000 14,587 - Yes N/A
Pilot Tower No 44,000 44,000 - Yes N/A
Pilot Park No 34,000 31,349 - Yes N/A
Kings Ville No 130,000 93,110 - Yes N/A
CM Guanyuan No 40,000 18,161 - Yes N/A
CM Lanyuan No 70,000 51,940 - Yes N/A
Weijin South Road No 60,000 42,496 996 Yes Note 1
CM Jiangwan City No 40,000 39,253 - Yes N/A
Evian Town phase III No 26,000 18,931 - Yes N/A
Nanqiao No 35,000 18,446 - Yes N/A
Zhuanqiao No 38,000 18,859 - Yes N/A
Total 577,722 431,092 996
Explanation on predicted
income
In the report period, the sales proportion of the area carried over from project of Weijin
South Road was 3.42%, which made a net profit of RMB 9.96 million.
Ended Jun 30th of 2009, the other aforelisted projects were still being developed without
any yield of benefit, except for Weijin South Road project.
Explanation on reason and
procedure of change Unchanged
Usage and use plan of the raised
proceeds which hadn’t been
used yet
Use according to plan
(II)Actual progress and benefit of the significant projects invested with non-raised proceeds
Unit: RMB’000
Project
Investment
amount in
this period
Progress Benefit received in
this period
Zhangzhou
Nanpaotai 615,586 Pre-phase plan
Beijing Gangli Hotel 394,292 Pre-phase plan
Foshan Evian Town 225,203
For the phase-I project of small high buildings,
construction for external and internal decoration
was being done; as for the phase-ii project,
construction for the main body building was being
done.
Beijing Lishui
Bridge Project 161,087
For the phase-I project, construction for the main
body building was being done; as for the phases II
to IV, schemes were being designed.
Beijing Park·1872 135,565
General decoration for 10# building has been
almost finished; for 3# building, structural roofsealing
was finished
Guangzhou Golden 123,046 Phase-I: the No.1 and No. 2 sections were Realized gross profitCMPD Semi-Annual Report 2009
15
Valley accomplished; Phase-II: construction for walls of
the 3 towers had been almost finished.
of RMB 236,324,000
Shenzhen Yishanjun
Phase-III
86,051 Initial check-and-approval had been made since
the project was accomplished
Zhuhai Merchants
Garden City A 74,920 Construction for flattening ground and temporary
wall was finished
Shanghai Haide
Park 62,772
Phase-II: accomplished; phase-III: the 32
independent buildings in north area were
accomplished, and design for construction of 37
buildings in south area was finished.
Realized gross profit
of RMB 16,831,000
Suzhou Stone City 59,986
Phase-I: construction for ground, building surface
and wall had been basically finished; Phase-II:
Roof-ceiling for main body
Foshan Evian Up
Town 40,268 Construction for main body for phase-I project
Shanghai Gulf
project 32,288 Phase-I: structural roof-sealing for main body
Zhangzhou CM
Garden City 28,996
Phase-I: roof-sealing for basement in east area, and
for the west area, fundamental construction was
being made.
Tianjin Xikang
Road No.36 27,882
Villa was accomplished; for small high buildings,
construction for curtain wall of external brim was
being made.
Realized gross profit
of RMB 57,937
Chongqing Garden
City 16,142 Pre-phase plan
Zhuhai CM Garden
City B 7,280 Roof-sealing for basement
Shenzhen Xixiang
Golf Park 4,418 Pre-phase plan
Suzhou Weiting 2,884 Pre-phase plan
Zhangzhou Holiday
365 2,269 Pre-phase plan
(III)Company newly invested
The Company didn’t establish new subsidiaries in the report period.
IV. Modification plan for the operation plan for the later half year
According to the operation of the first half year, the Company made proper adjustment in the operation
plan for 2009. It planned to change the area of projects started for construction from the original 1.12
million square meters to 2.47 million square meters.
Chapter 6. Important Events
(I) Company governance
There is no difference between the Company’s perfect administration structure and the requirements of
documents concerning corporate governance issued by CSRC. In order to optimize the internal control
system and improve the corporate governance level, the Company began to conduct a comprehensive card
and reconstruction in management and control process of main business according to the requirements of
the Company Law, Code of Corporate Governance for Listed Companies, Listing Rules of Shares in
Shenzhen Stock Exchange and Basic Standard for Internal Control in the report period, for the purpose of
making decision-making right of operating links and system of responsibility more specific and making the
Company’s management and control process more scientific and efficient.
In the report period, the Company’s shareholders and the shareholders’ general meeting, directors and the
board of directors and supervisors and the supervisory committee all regulated the operation according toCMPD Semi-Annual Report 2009
16
law, which guaranteed the legal rights of the Company and the shareholders, especially the medium and
small shareholders.
The controlling shareholders and the actual controller of the Company earnestly implemented the faith
obligations and operated legally conforming to the regulations. The Company and the controlling
shareholders and the actual controller kept independences in staff, asset, finance, organization and business.
The affiliated transaction between the Company and the shareholders of associated party conformed to the
transaction principle of openness and fairness.
The Company controlled the trade risk satisfactorily since having NDF transaction for foreign currency
loan. In the report period, the Company formulated Derivative Financial Instrument Transaction System in
accordance with the requirements on strengthening the management of derivative financial instrument
transaction for listed company issued by CSRC, which further guaranteed the control of risk in NDF
transaction for foreign currency loan.
(II) Execution of profit distribution plan for year 2008
The proposal of profit distribution in 2008 was approved at the Annual General Meeting 2008 held on
April 20, 2009.
According to 10% of the net profit of the parent company RMB 581,823,973, statutory surplus reserve
RMB 58,182,397 was withdrew;
Taking the total capital shares 1,717,300503 shares as of year-end as the radix, cash RMB 1 (tax included)
would be sent for each 10 shares, that was to say, RMB 171,730,050 cash dividend would be sent.
The residual undistributed profit RMB 2,499,011,724 was retained to the next report year.
The Company did not conduct converting capital reserve into share capital this year.
The Company issued the Announcement on Dividend Distribution and Implementation of Converting
Capital Reserve into Share Capital of 2008 on China Securities Journal, Securities Times, Hong Kong Wen
Wei Po and http://www.cninfo.com.cn on June 8, 2009. The confirmed share equity registration day would
be June 15, 2009 and the ex-dividend day would be June 16, 2009.
Dividend distribution has been successfully accomplished in the report period.
(III) Profit distribution plan of semi-annual 2009
Neither profit distribution nor converting capital reserve into share capital will be implemented for semiannual
2009.
(IV) Material Lawsuits and Arbitration
The Company has not involved in any material lawsuit or arbitration in the report period.
(V) Status of shareholding in other listed companies
（Unit: RMB）
Stock code
Short form of
stock
Initial
investment
Share
proportion
Book balance
at the end of
the term
Gain/Loss in
the report
period
Change of owners’
equity in the report
period
000004 ST Guonong 1,572,275 0.58% 3,962,676 - 1,775,123
Total 1,572,275 0.58% 3,962,676 - 1,775,123
(VI) Material purchase, sale or asset restructuring
In the report period, the Company did not have material purchase, sale or asset restructuring.
(VII) Major related transactions
1. The Company has no material related transactions of purchasing and selling products or supplying labor
service in the report period.CMPD Semi-Annual Report 2009
17
2. The Company has no material related transactions of asset purchase or sale in the report period.
3. Other related transactions
(1) Shenzhen China Merchants Water Supply Co., Ltd. supplies water to its largest shareholder Shekou
Industrial Zone and its subsidiaries. Shenzhen China Merchants Power Supply Co., Ltd. supplies power to
its largest shareholder Shekou Industrial Zone and its subsidiaries. Calculated and charged utilities
according to the regulations of Bureau of Commodity Price, the water and electrical quantities of related
transaction couldn’t be counted because partial utilities were calculated and charged by other property
companies.
(2) Related transactions concerning land use
The facilities, equipments, and office locations of supplying electricity and water business of the Company
were located in Shekou. Most of the leasing properties in real estate business were built in Shekou.
Therefore, the Company and the subsidiaries engaging in aformentioned business have rented land of
Shekou Industrial Zone since they were founded. In the report period, land using expenses of the Company
and controlling subsidiaries paid to Shekou Industrial Zone totaled to RMB 8.06 million.
(3) Rental expense
The Company rented industrial buildings of Nanhai E Cool Park from Shekou Industrial Zone and renting
expense of the industrial buildings amounting to RMB 6.73 million should be paid to Shekou Industrial
Zone in the report period.
(4) Entrusted loan
New Times Branch of China Merchants Bank and Shekou Branch of China Industrial and Commercial
Bank accepted the commission of China Merchants Shekou Industrial Zone Co., Ltd. to issue entrusted
loans to the Company.
Name of the parties End of term Loan terms Annual interest rate Interest paid in current term
RMB Yuan RMB Yuan
China Merchants Shekou Industrial Zone Co., Ltd. (Note 1) 300,000,000 June 2, 2008 – June 1, 2010 7.560% 11,340,000
China Merchants Shekou Industrial Zone Co., Ltd. (Note 2) 300,000,000 Sept. 25, 2008 – Sept. 24, 2010 7.290% 10,935,000
Note 1: Shekou Subbranch of China Industrial and Commercial Bank was entrusted by Shekou Industrial
Zone to deliver entrusted loan to the Company;
Note 2: Nanshan Subbranch of China Agricultural Bank was entrusted by Shekou Industrial Zone to
deliver entrusted loan to the Company.
(5) Guarantee and assurance
End of the term Beginning of the term
RMB Yuan RMB Yuan
Shekou Industrial Zone (Note 1) 1,215,398,300 1,741,133,590
China Merchants Group Co., Ltd. (Note 2) 1,187,712,670 1,324,408,935
The wholly-owned subsidiary company of Shekou Industrial Zone – Top Chief Co., Ltd. provided
liquidation guarantee for long-term foreign exchange business engaged in ING Bank N.V., Hong Kong
Branch of the Company’s subsidiary-Hong Kong Ruijia.
Note 1: Shekou Industrial Zone Co., Ltd. provided guarantee for the loan of the company with the
guaranteed amount of RMB 510 million; and provided guarantee for the loan of Shenzhen China
Merchants Real Estate Co., Ltd. with the guaranteed amount of RMB 550 million; and provided guarantee
for the loan of Shenzhen China Merchants Power Supply Co., Ltd. with the guaranteed amount of USDCMPD Semi-Annual Report 2009
18
22.737 million (Converting into RMB 155,398,300);
Note 2: China Merchants Group Co., Ltd. provided guarantee for the loan of Hong Kong Ruijia Investment
Industrial Co., Ltd.
(6) Rental income Accumulated in Accumulated in the same
this term period of last year
RMB Yuan RMB Yuan
China Merchants Shekou Industrial Zone Co., Ltd. (Note 1) 5,758,446 5,691,260
China Merchants International (China) Investment Co., Ltd. (Note 2) 1,336,124 1,565,753
Shenzhen China Merchants Landmark Co., Ltd. (Note 1) 1,069,400 1,019,720
China Merchants Logistics Holding Co., Ltd. (Note 2) 738,854 450,930
Sh enzhen Beike Venture Co., Ltd. (Note 3) __3_3_5_,0_0_0_ _ _ 3_3_5_,_0_0_0_ ___
To tal ____9__,__2__3__7__,8__2__4__ 9__,__0__6__2,__6__6__3__ ____
Note 1: This was the rental income of New Times Plaza of the subsidiaries of the Company - Shenzhen
China Merchants Real Estate Co., Ltd. paid by Shenzhen China Merchants Landmark Co., Ltd. and China
Merchants Shekou Industrial Zone Co., Ltd.
Note 2: This was the rental income of the office building of the subsidiary of the Company - Shenzhen
China Merchants Real Estate Co., Ltd. paid by the above-mentioned companies.
Note 3: This was the deferred rental income that China Merchants Real Estate Co., Ltd. leased houses of
Shekou Beike Venture Building to Shenzhen Beike Venture Co., Ltd. In 2000, the Company charged the
15-years rent RMB 10 million in one time, and RMB 670,000 would be carried forward each year since the
year of colleting rent. Rent RMB 335,000 was carried forward as of Jan.-June of year 2009.
The above transactions are implemented according to agreement price.
4. Credit, debts between the Company and associated parties at the report period-end
Accounts Name of the associated parties The end of the term Beginning of the term
RMB Yuan RMB Yuan
Other account receivable Shenzhen China Merchants OCT Investment Co., Ltd. 104,766,208 261,728,182
Beijing Hengshihuarong Real Estate Development Co., Ltd. - 206,243,158
CM Guangming Science Park Co., Ltd. 16,676,057 -
___________ ___________
Total _ _ _ _ _ _ 1__2__1__,__4__4_ 2 _ , _2 _6 _5 _ __ __4__6__7__,9__7__1__,__3__4__0
Account p ayable China Merchants Shekou Industrial Zone Co., Ltd. __ __5__,3__3__8__,__7__2__4__ __ __ __8__2__,3__9__5__,__0__2__4__
Other account payable China Merchants Zhangzhou Development Zone Co., Ltd. 425,215,117 200,850,000
Tianjin Xinhai real Estate Development Co., Ltd. 148,831,399 117,331,399
CM Guangming Science Park Co., Ltd. 1,819,610 6,563,954
Shenzhen Shekou Dazhong Investment Co., Ltd. 138,235,302 -
Shenzhen CM Financing Service Co., Ltd. 10,000,000 -
China Merchants Securities Co., Ltd - 2,000,000
China Merchants Hanghua Science & Technology & Trade Center Co., Ltd. 1,973,777 1,973,777
Beijing Hengshihuarong Real Estate Development Co., Ltd. 1,366,970 -
____________ ___________
Total ____7__2__7__,__4__4__2__,1__7__5__ __3__2__8__,__7__1__9__,1__3__0__
The aformentioned issues had no major influences on the Company.CMPD Semi-Annual Report 2009
19
(VIII) Significant contracts and implementation
1. In the report period, there was no other significant trust, contract or lease event.
2. Implementation of significant contracts in the report period.
(1) The Company received the notification form for line of credit from China Industrial and Commercial
Bank Shenzhen Branch, the checked line of credit was totally up to RMB 4,770,870,000 for the Company
and underling subsidiaries with term from March 15, 2009 to December 31, 2009.
(2) The Company received the confirmation letter for credit of RMB 5.5 billion from China Construction
Bank Shenzhen Branch, including RMB 5 billion for the Company, RMB 0.3 billion for the underling
subsidiary company – Shenzhen Merchants Real Estate Co., Ltd. and RMB 0.2 billion for Zhangzhou CM
Real Estate.
(3) The Company signed agreement with Agriculture Bank of China Nanshan Sub-branch for the credit of
RMB 2 billion with term from February 12, 2009 to October 17, 2011.
(4) The Company signed agreement with head office of China Merchants Bank for the credit of RMB 3
billion with term from April 17, 2009 to April 17, 2012.
(5) The Company signed agreement with China Minsheng Bank Shenzhen Branch for the credit of RMB 1
billion with term from November 28, 2008 to November 28, 2009.
(6) The Company signed agreement with Guangdong Development Bank Shenzhen Branch for the credit of
RMB 1 billion with term from April 13, 2009 to April 12, 2010.
(7) The underling subsidiary of the Company – Hong Kong Ruijia signed agreement with China Merchants
Bank Offshore Department for the credit of USD 0.15 billion with term from November 28, 2008 to
November 28, 2011.
(8) The Company signed the “Capital Support Trust Contract” and “Capital Support Trust Priority Purchase
Contract” with Shanghai International Trust Co., Ltd. with term from January 18, 2008 to January 17, 2011.
The Company signed the agreement on Issuing Letter of Guarantee with China Construction Bank
Shenzhen Branch. Shenzhen Branch of China Construction Bank would issue the letter of guarantee for the
trust with guaranteed amount of RMB 1 billion.
Besides the aforementioned events, the Company was not involved in any significant contract the amount
of which took up over 10% of the Company’s net assets.
Ended the report period, the aforementioned contract was under the implementation.
3. Capital occupation of associated parties and guarantee issues
(1) Capital occupation of associated parties
According to the requirements of Notice on Standardizing Capital Current between the Listed Companies
and Associated parties and Notice on Standardizing External Guarantee of Listed Companies promulgated
by CSRC, the Company made self-inspection onthe current fund with the associated parties and external
guarantee and report to Shenzhen Securities Regulatory Bureau. Relevant details were as follows:
Name of the
parties
Relationship
with the
Company
Accounting
item
calculated by
listed
company
Amount at
period-begin
Amount in this
period
Amount in
period-end Reason Nature
Shenzhen China
Merchants OCT
Investment Co.,
Ltd.
Joint venture
Other
account
receivable
261,728,182 (156,961,974) 104,766,208 Current
fund
Nonoperational
occupancy
CM Guangming
Science Park Co.,
Ltd.
Associated
company
Other
account
receivable
- 16,676,057 16,676,057 Current
fund
Nonoperational
occupancy
(2) Guarantee issues
In the report period, the Company provided guarantee for the bank loan amounting to USD 30 million of
wholly-owned subsidiary company - China Merchants Power Supply, and provided guarantee amounting to
RMB 25 million for the bank loan amounting to RMB 50 million of the subsidiary company – FuoshanCMPD Semi-Annual Report 2009
20
Xingcheng Real Estate Co., Ltd. based on equity proportion.
Besides, due to that the Company belongs to real estate industry, the Company should provide mortgage
loan guarantee for purchaser of commercial house according to relevant regulations of people’s bank of
China. At present, the Company provided phase joint guarantee for purchaser of commercial house with
term from the date the bank offering loan to the date the bank completing handling Property Ownership
Certificate. If the purchaser did not implement the responsibility of debtor in the aforesaid period, the
Company had the right to take back the sold house, so the guarantee would not cause actual loss of the
Company. At the end of the period, the Company totally provided guarantee of RMB 208,380,000.
4. Special statement and independent opinions of the independent directors regarding capital occupation by
the associated parties and providing of external guarantees.
Independent Directors of the Company – Meng Yan, Chen Yanping, Gong Xinglong and Chai Qing
checked the conditions of capital occupation by controlling shareholders and associated parties and
providing of external guarantees, and thought that:
The Company providing development fund for joint venture as shares holding proportion and providing
loan guarantee for subsidiary company as shares holding proportion were demands of normal operation and
rational use of fund. Decision-making procedure accorded with laws and regulations without hurting
interests of the Company and shareholders.
Providing guarantee for purchaser of commercial house was the routine in real estate industry and the
demand of normal operation. At the same time the Company provided guarantee for purchaser of
commercial house, the purchaser of commercial house took the house as mortgage. The risk of the
aforementioned behavior could be controlled, and decision-making procedure accorded with laws and
regulations without hurting interests of the Company and shareholders.
5. In the report period, the Company did not entrust others to manage cash assets.
(IX) Accepting investigation, and communication and interview in the report period were as follows:
Reception
date
Reception
place
Reception way Object received
Content
discussed and
information
provided
Jan. 7
Shekou,
Shenzhen
Investigation Fortress, OCH-ZIFF, Goldman Sachs
Jan. 8
Shekou,
Shenzhen
Phone meeting Orient Securities Organization
Jan. 9 Shanghai
Strategy
meeting
Everbright Securities Organization
Jan. 13
Shekou,
Shenzhen
Investigation China Life Investment Co., Ltd.
Jan. 14
Shekou,
Shenzhen
Investigation E Fund Management Co., Ltd.
Feb. 6
Shekou,
Shenzhen
Investigation
Hong Kong Value Partners Fund
Management Co., Ltd.
Feb. 10
Shekou,
Shenzhen
Investigation
Changsheng Fund Management Co.,
Ltd.
1. Introducing
operation of the
Company.
2. Discussing the
industry
development.
3. Providing the
information
announced and
brochure for
projects of the
Company.CMPD Semi-Annual Report 2009
21
Feb. 11
Shekou,
Shenzhen
Collectivity
investigation
Everbright Securities Organization
Feb. 12
Shekou,
Shenzhen
Investigation Hongta Securities Co., Ltd.
Feb. 19
Shekou,
Shenzhen
Investigation Tiger Asia Management L.L.C.
Feb. 19
Shekou,
Shenzhen
Collectivity
investigation
Guotai Junan Organization
Feb. 24
Shekou,
Shenzhen
Investigation Taikang Asset Management Co., Ltd.
Feb. 25
Shekou,
Shenzhen
Collectivity
investigation
Citic Securities Organization
Feb. 27
Shekou,
Shenzhen
Investigation GE Asset Management
Mar. 31
Shekou,
Shenzhen
Net
communication
conference
Organized by China Jianyin
Investment Securities
Apr. 2
Shekou,
Shenzhen
Investigation HIGHBRIDGE
Apr. 10
Shekou,
Shenzhen
Investigation E Fund Management Co., Ltd.
Apr. 17
Shekou,
Shenzhen
Annual
meeting of
investors
Organizaed by the Company
Apr. 21
Shekou,
Shenzhen
Phone meeting Citic Securities Organization
Apr. 23
Shekou,
Shenzhen
Investigation Minsen Investment Co., Ltd.
Apr. 27
Shekou,
Shenzhen
United
Investigation
Shenzhen Sinowise Investment Co.
Ltd., Guangdong Zhongyi Investment
Group Co., Ltd.
May 14
Shekou,
Shenzhen
Investigation Nikko Asset Management Co., Ltd.
Organized by Gaohua
Fullgoal Fund Management Co., Ltd.
Harvest Fund Management Co., Ltd
May 15 Shekou,
Shenzhen
Collectivity
investigation
Hope Investments Management Co.,CMPD Semi-Annual Report 2009
22
Ltd.
Qunyi International Holding Co., Ltd.
Preparation Group of Huaxia Bank
Fund
May 19
Shekou,
Shenzhen
Investigation
Preparation Group of Pin’an Dahua
Fund
May 20
Shekou,
Shenzhen
Investigation Hamon Investment Group
May 21
Shekou,
Shenzhen
Investigation Taikang Asset Management Co., Ltd.
May 23
Shekou,
Shenzhen
Strategy
meeting
Interim strategy meeting of BOCI
International (China) Co., Ltd.
May 26
Shekou,
Shenzhen
Investigation CITIC Securities Co., Ltd.
Greatwall Securities Organization
Galaxy Asset Management Co., Ltd.,
Essence Securities Co., Ltd.
Leader Investment Co., Ltd., First
Capital Futures Co., Ltd.
Founder Securities Co., Ltd.,
Mingyuan Investment Consulting Co.,
Ltd.
Soochow Securities Co., Ltd., First-
Trust Fund Management Co., Ltd.
May 28
Shekou,
Shenzhen
Collectivity
investigation
Yingda Securities Co., Ltd. China
Pacific Insurance Co., Ltd.
Jun.11
Shekou,
Shenzhen
Investigation Deutsche Bank
Jun. 11 Beijing
Promotion
meeting
JP MORGAN Organization
Jun. 12
Shekou,
Shenzhen
Investigation Qilu Securities Co., Ltd.
Jun. 18
Shekou,
Shenzhen
Strategy
meeting
Interim strategy meeting of Citic
Securities Co., Ltd.
Jun. 23
Shekou,
Shenzhen
Investigation Guangzhou Securities Co., Ltd.CMPD Semi-Annual Report 2009
23
Jun. 24
Shekou,
Shenzhen
Promotion
meeting
Interim strategy meeting of Pingan
Securities Co., Ltd.
Jun. 25
Shekou,
Shenzhen
Promotion
meeting
Interim strategy meeting of China
Merchants Securities Co., Ltd.
Jun. 26
Shekou,
Shenzhen
Investigation E Fund Management Co., Ltd.
Jun. 26
Shekou,
Shenzhen
Investigation E.C. INSURANCE SERVICES
Jun. 29
Shekou,
Shenzhen
Promotion
meeting
Organized by UBS
Jun. 30
Shekou,
Shenzhen
Investigation
Shanghai Chaos Daoran Asset
Management Co., Ltd.
(X) Implementation of commitment made by shareholders with holding 5% or over shares
(1) Shekou Industrial Zone promised not to directly or indirectly engage in or develop any business or
project which are the same as or similar with the operation scope of the Company; not to conduct direct or
indirect competition with the Company for Shekou Industrial Zone and it associated parties, or establish,
develop, participate, and assist with any enterprise on the behalf of any third party; not to engage, directly
or indirectly participate in competitive activities with the Company by the information obtained from the
Company, and conduct any other competitive behaviors of hurting or possibly hurting the interests of the
Company. In the report period, Shekou Industrial Zone strictly implemented the commitment.
(2) In the report period, Shekou Industrial Zone fulfilled its commitments made during the Share Merger
Reform: not put any of the Company’s shares on sale.
(3) During the process of application for convertible bonds in 2007, Shekou Industrial Zone promised not
to dispose the shares in three years since completion of share transfer. In the report period, Shekou
Industrial Zone strictly implemented the commitment.
(4) Shekou Industrial Zone, Zhangzhou Development Zone and Top Chief Co., Ltd. increased their holding
shares of the Company in 2008, and promised to restrict sales of the shares in one year since the date of
increasing holding shares. In the report period, they strictly implemented the commitment.
(XI) Engagement or dismissal of CPAs
On April 20, 2009, the Company held Shareholders’ General Meeting of 2008, which approved relevant
proposal on Continuing Engaging Deloitte Touche Tohmatsu Certified Public Accountants Ltd. as External
Audit Institution.
(XII) In the report period, there was no criticism or condemnation received by the Company, the Board of
Directors, or the directors.
(XIII) Other significant events
1. The 5th meeting of the 6th board of directors approved that the Company planned to non-publicly issue A
shares. The objects were not more than 10 special investors including the controlling shareholder – Shekou
industrial Zone. The total issuing amount was not more than 0.2 billion shares, and capital planned to raise
was not more than RMB 5 billion (not deducting issuing expenses). The final issuing amount would be
negotiated and decided by the Company and sponsor organization (the main seller) according to the
subscription and raised capital demand of the Company.
Shekou Industrial Zone would subscribe the shares non-publicly issued this time in cash with the same
price of other purchasers which was not lower than 10% of the total raised capital in this issuing. The
subscribing price would be not lower than 90% of the average trading price of the Company’s shares in theCMPD Semi-Annual Report 2009
24
20 trading days before pricing ex-date. The bidding price result would be negotiated and decided by the
board of directors and sponsor organization (the main seller) according to regulations of Rules for the Nonpublic
Issuance of Stocks by Listed Companies. Shekou Industrial Zone did not take part in the procedure
of checking price in the market, but it promised to accept the result and purchase at the same price with
other special investors.
The Company planned to purchase the land use right of Jingshan Phase IX project owned by Shekou
Industrial Zone with part of the raised capital in non-public issuance. Jingshan Phase IX located in Shekou
Industrial Zone, Nanshan District, Shenzhen City, which is residential land with land area of 54,391 square
meters and building area of 106,500 square meters(plot ratio was calculated), and the trading price of the
aforementioned land use right took the evaluation value in Land Appraisal Report offered by evaluation
institution as price-making basis.
Details of the aforementioned issues could be found in relevant notice disclosed in Juchao Website on July
25, 2009.
2. Proceedings about carrying out and implementing increasing holding shares plan of shareholders with
holding over 30% shares in the report period
On September 23, 2008, the Company disclosed the condition that the controlling shareholders – Shekou
Industrial Zone increased to hold B shares of the Company in secondary market by its underling subsidiary
company – Top Chief Co., Ltd. In the report period, Shekou Industrial Zone did not increase holding shares
of the Company. Till the report date, the total increased amount of Shekou Industrial Zone was still
964,750 shares on the method in the notice, which was 0.076% of the total share before increasing holding
shares in 2008.
3. In the report period, with the themes of Responsibility and Undertaken, combined with self management
features, the Company feasibly implemented Green Responsibility. At the year-begin, the Company gave
the task of green real estate construction and implementation to each project, spreaded the concept of green
real estate, promoted to adopt green technology in new project, and strengthened energy-saving reform of
main invested property.
This July, the CMPD Golden Valley project of Company won the Award of Best Example for Residence of
U. N. HBA with the comprehensive development concept and practice in community of Green, Creative
and International Community, which was the only one enterprise who won the awardCMPD Semi-Annual Report 2009
25
Chapter 7. Financial Report (unaudited)
For the details please refer to Appendix.（Interim Financial Report 2009）
Chapter 8. Documents Available for Reference
1. Financial statements carrying the personal signatures and seals of Legal Representative, Person in
Charge of Accounting Works and Person in Charge of Accounting Department;
2. Originals of all documents and notices publicly disclosed on newspapers designated by CSRC in the
report period in 2009;
3. English version of Semi-Annual Report 2009 of the Company.
The Board of Directors of
China Merchants Property Development Co., Ltd.
August 18, 2009CMPD Semi-Annual Report 2009
26
China Merchants Property Development Co., Ltd.
Interim Financial Report 2009
The term from January 1, 2009 to June 30, 2009China Merchants Property Development Co., Ltd.
27
Balance Sheet of the Company and Consolidated
Jun 30, 2009
Consolidated The Company
Note End of term Beginning of term End of term Beginning of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Assets
Current asset:
Monetary capital 7 8,581,524,874 7,389,133,547 4,981,175,864 4,728,619,945
Transactional financial assets 8 3,030,002 97,331,980 - -
Account receivable 9 101,109,079 107,177,879 - -
Interest receivable 8,496,618 - 6,996,000 -
Prepayment 10 22,816,547 28,316,856 - -
Dividend receivable - - 3,030,848,071 3,030,848,071
Other account receivable 11 305,551,610 778,506,128 14,019,320,531 14,588,369,018
Inventories 12 25,911,768,366 23,869,301,251 - -
Non-current asset due in 1 year 26,753 40,129 - -
Other current asset 13 __4_6_8_,_4_8_1_,0_1_7_ __2_2_7_,5_9_6_,_7_4_2_ __________-_ _ __________-_ _
To tal of current asset 3_5_,4_0_2_,_8_0_4_,8_6_6_ 32_,_4_9_7_,4_0_4_,_5_1_2_ 2_2_,0_3_8_,_3_4_0_,4_6_6_ 2_2_,3_4_7_,_8_3_7_,0_3_4_
Non-current assets
Disposable financial asset 14 3,962,676 1,743,773 3,962,676 1,743,773
Long-term receivable 15 995,504,562 971,960,034 858,842,093 838,808,511
Long-term share equity investment 16 880,703,192 771,232,269 1,440,243,417 1,442,068,686
Investment properties 17 2,572,478,999 2,632,975,770 - -
Fixed assets 18 271,437,102 284,573,922 308,937 320,838
Construction in process 19 44,198,602 39,614,982 - -
Intangible assets 20 71,954 94,212 - -
Long-term amortizable expenses 21 183,831,434 196,539,294 254,179 349,732
Differed income tax asset 22 ___9_6_,_9_9_5_,5_0_1_ ___4_0_,8_7_6_,_2_2_7_ __________-_ _ __________-_ _
To tal of non-current assets _5_,0_4_9_,_1_8_4_,0_2_2_ 4_,_9_3_9_,6_1_0_,_4_8_3_ _2_,3_0_3_,_6_1_1_,3_0_2_ _2_,2_8_3_,_2_9_1_,5_4_0_
To tal of assets 4__0__,4__5__1__,__9__8__8__,8__8__8__ 37__,__4__3__7__,0__1__4__,__9__9__5__ 2__4__,3__4__1__,__9__5__1__,7__6__8__ 2__4__,6__3__1__,__1__2__8__,5__7__4__China Merchants Property Development Co., Ltd.
28
Balance Sheet of the Company and Consolidated - continues
Jun 30, 2009
Consolidated The Company
Note End of term Beginning of term End of term Beginning of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Liabilities and shareholders’ equity
Current liabilities
Short-term loans 24 2,066,403,565 3,613,956,278 1,574,325,000 2,806,081,100
Trade off financial liabilities 25 12,686,176 - - -
Notes payable 26 249,603,713 143,287,841 - -
Account payable 27 1,579,118,849 1,863,688,472 - -
Prepayment received 28 6,520,802,794 2,731,472,693 - -
Employees’ wage payable 29 86,162,490 121,900,048 1,157,742 4,237,517
Tax payable 30 287,805,243 270,545,613 6,490,414 291,820
Interest payable 31 38,123,915 41,051,205 30,886,620 36,025,186
Dividend payable 32 8,778,785 8,778,785 - -
Other account payable 33 3,453,999,105 3,154,569,035 3,712,309,365 2,688,993,082
Non-current liability due in 1 year 34 3,880,137,402 1,810,099,402 2,710,000,000 1,550,000,000
Other current liability 35 __7_7_4_,_2_4_2_,1_8_2_ __4_5_9_,0_7_2_,_3_9_8_ _______7_7_,5_5_9_ _______7_7_,5_5_9_
To tal of current liability 1_8_,9_5_7_,_8_6_4_,2_1_9_ 14_,_2_1_8_,4_2_1_,_7_7_0_ _8_,0_3_5_,_2_4_6_,7_0_0_ _7_,0_8_5_,_7_0_6_,2_6_4_
Non-current liabilities
Long-term borrowings 36 4,707,619,643 6,807,315,907 2,550,000,000 3,610,000,000
Long-term payable 37 40,846,547 33,285,411 - -
Expected liabilities 38 81,415,203 90,466,298 - -
Differed income tax liability 39 478,080 34,300 478,080 34,300
Other non-recurring liabilities 40 ____7_,_9_3_4_,6_0_4_ ____7_,9_8_4_,_3_0_5_ __________-_ _ __________-_ _
To tal of non-current liabilities _4_,8_3_8_,_2_9_4_,0_7_7_ 6_,_9_3_9_,0_8_6_,_2_2_1_ _2_,5_5_0_,_4_7_8_,0_8_0_ _3_,6_1_0_,_0_3_4_,3_0_0_
To tal of liability 2_3_,7_9_6_,_1_5_8_,2_9_6_ 21_,_1_5_7_,5_0_7_,_9_9_1_ 1_0_,5_8_5_,_7_2_4_,7_8_0_ 1_0_,6_9_5_,_7_4_0_,5_6_4_
Shareholders’ equity
Share capital 41 1,717,300,503 1,717,300,503 1,717,300,503 1,717,300,503
Capital reserves 42 8,548,319,907 8,548,544,784 8,929,845,745 8,928,070,622
Surplus reserves 43 670,226,504 670,226,504 619,275,111 619,275,111
Retained profit 44 4,173,179,984 3,858,062,286 2,489,805,629 2,670,741,774
Different of foreign currency
translation ___7_0_,_2_8_9_,5_4_7_ ___6_8_,6_1_2_,_2_8_8_ __________-_ _ __________-_ _
Total of shareholders’ equity attributable
to the parent company 15,179,316,445 14,862,746,365 13,756,226,988 13,935,388,010
M inor shareholders’ equity 45 _1_,4_7_6_,_5_1_4_,1_4_7_ 1_,_4_1_6_,7_6_0_,_6_3_9_ __________-_ _ __________-_ _
To tal of shareholders’ equity 1_6_,6_5_5_,_8_3_0_,5_9_2_ 16_,_2_7_9_,5_0_7_,_0_0_4_ 1_3_,7_5_6_,_2_2_6_,9_8_8_ 1_3_,9_3_5_,_3_8_8_,0_1_0_
To tal of owners’ equity and liabilities 4__0__,4__5__1__,__9__8__8__,8__8__8__ 37__,__4__3__7__,0__1__4__,__9__9__5__ 2__4__,3__4__1__,__9__5__1__,7__6__8__ 2__4__,6__3__1__,__1__2__8__,5__7__4__
The Notes to the Financial Statements are essential parts of the Financial Statements
Financial statements on page 23 to page 80 were singed by the following people:
Legal representative: Chief financial officer: Accounting Manager:China Merchants Property Development Co., Ltd.
29
___________________ ___________________ ___________________招商局地产控股股份有限公司
30
Income Statement of the Parent Company and Consolidated
The term from January 1, 2009 to June 30, 2009
Items Current term Same period last year
Note
Consolidated
Parent
company
Consolidated
Parent
company
I. Total revenue 2,875,777,226 - 1,446,933,596 0
Incl. Business income 46 2,875,777,226 - 1,446,933,596 0
Interest income - - - -
Insurance fee earned - - - -
Fee and commission received - - - -
II. Total business cost 2,348,586,025 7,380,826 1,112,291,936 34,566,886
Incl. Business cost 47 1,628,278,262 - 791,405,045 0
Interest expense - - - -
Fee and commission paid - - - -
Insurance discharge payment - - - -
Net claim amount paid - - - -
Net insurance policy reserves provided - - - -
Insurance policy dividend paid - - - -
Reinsurance expenses - - - -
Business tax and surcharge 48 480,483,907 - 141,354,234 0
Sales expense 114,595,993 - 70,454,628 -
Administrative expense 90,818,800 8,998,837 74,156,042 9,727,718
Financial expenses 49 34,517,027 -1,618,011 34,916,090 24,839,168
Asset impairment loss 50
-
107,964
- 5,897 0
Plus: Gains from fluctuation of fair value (“-“ for loss) 51
-
108,371,152
- 18,587,000 -
Investment gains (“-“ for loss) 52 188,750,596 -1,825,269 -47,849,865 -7,966,372
Incl. Investment gains from affiliates 109,884,894 -1,825,269 -5,458,504 -1,695,548
Exchange gains (“-“ for loss) - - - -
III. Operation profit (“-“ for loss) 607,570,645 -9,206,095 305,378,795 -42,533,258
Plus: Non business income 53 17,875,375 - 12,835,038 -
Less: Non-business expenses 54 1,355,666 - 2,062,798 -
Incl. Loss from disposal of non-current assets 318,807 - 123,147 -
IV. Gross profit (“-“ for loss) 624,090,354 -9,206,095 316,151,035 -42,533,258
Less: Income tax expenses 55 142,053,203 - 98,456,436 -
V. Net profit (“-“ for net loss) 482,037,151 -9,206,095 217,694,599 -42,533,258
Net profit attributable to the owners of parent co. 486,847,748 218,729,005
Minor shareholders’ equity
-
4,810,597
- -1,034,406 -
VI. Earnings per share:
(I) Basic earnings per share 57 0.283 0.207
(II) Diluted earnings per share 57 0.283 0.207招商局地产控股股份有限公司
31
Other misc incomes
-
224,877
-
86,575,026
Total misc gains 59 481,812,274 131,119,573
Total misc gains attributable to the parent company 486,622,871 132,153,979
Total misc gains attributable to the minor
shareholders
-
4,810,597
-
1,034,406
The Notes to the Financial Statements are essential parts of the Financial StatementsChina Merchants Property Development Co., Ltd.
32
Cash Flow Statement of the Company and Consolidated
The term from January 1, 2009 to June 30, 2009
Items Current term Same period last year
Note
Consolidated Parent company Consolidated
Parent
company
I. Net cash flow from business operation
Cash received from sales of products and providing of
services
6,727,241,165.98
- 2,370,421,500 0
Tax returned
9,407.23
- 1,607 -
Other cash received from business operation 62
824,720,066.29
3,745,135,936.46
744,898,884 144,071,808
Sub-total of cash inflow from business activities
7,551,970,639.50
3,745,135,936.46 3,115,321,991 144,071,808
Cash paid for purchasing of merchandise and services
2,645,911,081.15
- 4,759,721,748 -
Cash paid to staffs or paid for staffs
286,740,876.13
6,505,052.85
293,307,234 11,036,012
Taxes paid
689,645,723.12
72,411.00
450,227,717 14,617,769
Other cash paid for business activities 62
783,250,227.35
1,974,950,670.41
782,526,719 2,517,044,083
Sub-total of cash outflow from business activities
4,405,547,907.75
1,981,528,134.26 6,285,783,418 2,542,697,864
Cash flow generated by business operation, net
3,146,422,731.74
1,763,607,802.20
-
3,170,461,427
-
2,398,626,056
II. Cash flow generated by investing
Cash received from investment retrieving - - 40,702,143 40,702,143
Cash received as investment gains
413,971.16
12,515,977
-
Net cash retrieved from disposal of fixed assets, intangible
assets, and other long-term assets
26,214.40
- 179,113 -
Net cash received from disposal of subsidiaries or other
operational units
- -
Other investment-related cash received 63
77,277,985.05
- - -
Sub-total of cash inflow due to investment activities
77,718,170.61
-
53,397,233 40,702,143
Cash paid for construction of fixed assets, intangible assets
and other long-term assets
23,382,117.56
- 45,104,698 -
Cash paid as investment
5,327,200.00
- 147,957,709 90,000,000
Net cash received from subsidiaries and other operational
units
- - -3,010,125 -China Merchants Property Development Co., Ltd.
33
Other cash paid for investment activities 63 - - 21,803,244 -
Sub-total of cash outflow due to investment activities
28,709,317.56
-
211,855,526 90,000,000
Net cash flow generated by investment
49,008,853.05
-
-
158,458,293
-
49,297,857
III. Cash flow generated by financing
Cash received as investment
75,000,000.00
- 226,985,250 -
Incl. Cash received as investment from minor shareholders
75,000,000.00
- 226,985,250 -
Cash received as loans
2,167,067,164.60
1,698,346,000.00
4,411,118,702 1,949,295,800
Cash received from bond placing - -
Other financing-related cash received - - - -
Subtotal of cash inflow from financing activities
2,242,067,164.60
1,698,346,000.00 4,638,103,952 1,949,295,800
Cash to repay debts
3,744,278,142.20
2,830,102,100.00
1,806,588,162 430,704,800
Cash paid as dividend, profit, or interests
489,256,717.89
379,265,175.78
391,557,622 265,903,015
Incl. Dividend and profit paid by subsidiaries to minor
shareholders
20,913,265 -
Other cash paid for financing activities - - -
Subtotal of cash outflow due to financing activities
4,233,534,860.09
3,209,367,275.78 2,198,145,784 696,607,815
Net cash flow generated by financing
-
1,991,467,695.49
-
1,511,021,275.78 2,439,958,168 1,252,687,985
IV. Influence of exchange rate alternation on cash and cash
equivalents
-
325,163.82
-
30,607.62
18,289,630
4,005,956
V. Net increase of cash and cash equivalents
1,203,638,725.48
252,555,918.80
-
870,671,922
-
1,191,229,972
Plus: Balance of cash and cash equivalents at the beginning
of term
60
7,358,057,106.00
4,728,619,945.32
3,544,984,914 2,454,024,042
VI. Balance of cash and cash equivalents at the end of term 60
8,561,695,831.48
4,981,175,864.12
2,674,312,992 1,262,794,070
The Notes to the Financial Statements are essential parts of the Financial StatementsChina Merchants Property Development Co., Ltd.
34
Change in Shareholders’ Equity, the Company and Consolidated
The term from January 1, 2009 to June 30, 2009
Change in shareholders’ equity for the term ended June 30, 2009, the Company and consolidated
Consolidated Parent company
Share capital Capital reserves
Surplus
reserves
Retained profit
Different of
foreign currency
translation
Shareholders’
equity
attributable to
the parent
company
Minor
shareholders’
equity
Total of
shareholders’ equity
Share capital Capital reserves
Surplus
reserves
Retained profit
Total of
shareholders’
equity
I. Initial balance at beginning of
current term
1,717,300,503 8,548,544,784 670,226,504 3,858,062,286 68,612,288 14,862,746,365 1,416,760,639 16,279,507,004 1,717,300,503 8,928,070,623 619,275,111 2,670,741,774 13,935,388,011
II. Changed in current term (“-“ for
decrease)
- (224,877) - 315,117,698 1,677,259 316,570,080 59,753,508 376,323,588 - 1,775,122 - (180,936,145) (179,161,023)
(I) Net profit - - - 486,847,748 - 486,847,748 (4,810,597) 482,037,151 - - - (9,206,095) (9,206,095)
(II) Gains and losses accounted
as shareholders’ equity directly
- (224,877) - - 1,677,259 1,452,382 (78,087) 1,374,295 - 1,775,122 - - 1,775,122
1. Change in fair value of
sellable financial assets, net
- 2,218,903 - - - 2,218,903 - 2,218,903 - 2,218,902 - - 2,218,902
2. Influence of change in other
owners’ equity of invested
enterprises on equity basis
- - - - - - - - - - - - -
3. Income tax influence related
to shareholders’ equity items
- (443,780) - - - (443,780) - (443,780) - (443,780) - - (443,780)
4. Others - (2,000,000) - - 1,677,259 (322,741) (78,087) (400,828) - - - - -
Total of above (I) and (II) - (224,877) - 486,847,748 1,677,259 488,300,130 (4,888,684) 483,411,446 - 1,775,122 - (9,206,095) (7,430,973)
(III) Capital inputted by the
owners
- - - - - - 64,642,192 64,642,192 - - - - -
1. Capital inputted by the
owners in the report term
- - - - - - 75,000,000 75,000,000 - - - - -China Merchants Property Development Co., Ltd.
35
2. Share payment accounted
into shareholders’ equity
- - - - - - - - - - - - -
3. Others - - - - - - (10,357,808) (10,357,808) - - - - -
(IV) Profit allotment - - - (171,730,050) - (171,730,050) - (171,730,050) - - - (171,730,050) (171,730,050)
1. Providing of surplus reserves - - - - - - - - - - - - -
2. Dividend to owners - - - (171,730,050) - (171,730,050) - (171,730,050) - - - (171,730,050) (171,730,050)
3. Others - - - - - - - - - - - - -
(V) Internal transferring of
shareholders’ equity
- - - - - - - - - - - - -
1. Capital reserves transferred
to share capital
- - - - - - - - - - - - -
2. Surplus reserves transferred
to share capital
- - - - - - - - - - - - -
3. Making up losses by surplus
reserves
- - - - - - - - - - - - -
4. Others - - - - - - - - - - - - -
III. Balance at the end of term 1,717,300,503 8,548,319,907 670,226,504 4,173,179,984 70,289,547 15,179,316,445 1,476,514,147 16,655,830,592 1,717,300,503 8,929,845,745 619,275,111 2,489,805,629 13,756,226,988China Merchants Property Development Co., Ltd.
36
Change in Shareholders’ Equity, the Company and Consolidated - continues
The term from January 1, 2009 to June 30, 2009
Change in shareholders’ equity for the year ended December 31, 2008, the Company and consolidated
Consolidated Parent company
Share capital Capital reserves
Surplus
reserves
Retained profit
Different of
foreign currency
translation
Shareholders’
equity
attributable to
the parent
company
Minor
shareholders’
equity
Total of
shareholders’ equity
Share capital Capital reserves
Surplus
reserves
Retained profit
Total of
shareholders’
equity
I. Balance at the beginning of year 844,867,002 3,413,857,995 612,044,107 3,026,575,655 5,575,696 7,902,920,455 1,241,824,273 9,144,744,728 844,867,002 3,771,454,441 561,092,714 2,485,046,999 7,662,461,156
II. Changed this year (“-“ for
decrease)
872,433,501 5,134,686,789 58,182,397 831,486,631 63,036,592 6,959,825,910 174,936,366 7,134,762,276 872,433,501 5,156,616,181 58,182,397 185,694,775 6,272,926,854
(I) Net profit - - - 1,227,615,829 - 1,227,615,829 (135,615,724) 1,092,000,105 - - - 581,823,973 581,823,973
(II) Gains and losses accounted as
shareholders’ equity directly
- (23,560,367) - - 63,036,592 39,476,225 19,428,464 58,904,689 - (1,630,975) - - (1,630,975)
1. Change in fair value of
sellable financial assets, net
- (2,144,056) - - - (2,144,056) - (2,144,056) - (2,144,056) - - (2,144,056)
2. Influence of change in other
owners’ equity of invested
enterprises on equity basis
- (1,028,971) - - - (1,028,971) - (1,028,971) - - - - -
3. Income tax influence related
to shareholders’ equity items
- 513,081 - - - 513,081 - 513,081 - 513,081 - - 513,081
4. Others - (20,900,421) - - 63,036,592 42,136,171 19,428,464 61,564,635 - - - - -
Total of above (I) and (II) - (23,560,367) - 1,227,615,829 63,036,592 1,267,092,054 (116,187,260) 1,150,904,794 - (1,630,975) - 581,823,973 580,192,998
(III) Capital inputted by the
owners
450,000,000 5,327,220,556 - - - 5,777,220,556 304,382,300 6,081,602,856 450,000,000 5,327,220,556 - - 5,777,220,556
1. Capital inputted by the
owners in the report term
450,000,000 5,327,220,556 - - - 5,777,220,556 304,382,300 6,081,602,856 450,000,000 5,327,220,556 - - 5,777,220,556
2. Share payment accounted into - - - - - - - - - - - - -China Merchants Property Development Co., Ltd.
37
shareholders’ equity
3. Others - - - - - - - - - - - - -
(IV) Profit allotment 253,460,101 - 58,182,397 (396,129,198) - (84,486,700) (13,258,674) (97,745,374) 253,460,101 - 58,182,397 (396,129,198) (84,486,700)
1. Providing of surplus reserves - - 58,182,397 (58,182,397) - - - - - - 58,182,397 (58,182,397) -
2. Dividend to owners 253,460,101 - - (337,946,801) - (84,486,700) (13,258,674) (97,745,374) 253,460,101 - - (337,946,801) (84,486,700)
3. Others - - - - - - - - - - - - -
(V) Internal transferring of
shareholders’ equity
168,973,400 (168,973,400) - - - - - - 168,973,400 (168,973,400) - - -
1. Capital reserves transferred to
share capital
168,973,400 (168,973,400) - - - - - - 168,973,400 (168,973,400) - - -
2. Surplus reserves transferred to
share capital
- - - - - - - - - - - - -
3. Making up losses by surplus
reserves
- - - - - - - - - - - - -
4. Others - - - - - - - - - - - - -
III. Balance at end of year 1,717,300,503 8,548,544,784 670,226,504 3,858,062,286 68,612,288 14,862,746,365 1,416,760,639 16,279,507,004 1,717,300,503 8,928,070,623 619,275,111 2,670,741,774 13,935,388,011
The Notes to the Financial Statements are essential parts of the Financial StatementsChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
38
1. Basic Information
China Merchants Property Development Co., Ltd. (the Company), originally China Merchants Shekou
Shareholding Co., Ltd., is a sino-foreign joint venture established on the base of Shenkou China Merchants Port
Service Co., Ltd. by China Merchants Sekou Industrial Zone Co., Ltd. (Shekou Industrial Zone). The Company
was incorporated in Shenzhen China in September 1990.
On February 23 1993, the Company raised finance by placing 27,000,000 A shares to the local investors, and
50,000,000 B shares to foreign investors. Upon placing of these shares, the Company’s capital shares had
increased up to 210,000,000 shares. The A shares and B shares were listed at Shenzhen Stock Exchange in June
1993.
In July 1995, part of B shares were listed in Singapore Stock Exchange by mean of SDR (Singapore
Depository Receipts, “新加坡托管收据” in Chinese).
After several profit distributions and placings carried out during 1994 to 2004, as of December 31, 2004, the
total capital shares have increased up to 618,822,672 shares.
In June 2004, the Company changed its name to “China Merchants Property Development Co., Ltd.”
On January 18, 2006, as approved by the shareholders’ meeting, the A share relocation plan was implemented.
Namely holders of current A shares received 2 A shares and RMB3.14 upon each 10 current A shares from the
holders of non-current A shares. The total number of capital shares remains unchanged after completion of the
relocation plan.
As approved by Document [2006]67 issued by China Securities Regulatory Commission, the Company has
made full right issue of 15,100,000 convertible corporation bonds to original A shareholders on August 30,
2006, the part of right issue waived by the original A shareholders would be placed offline to institution
investors. The bonds are with face value of RMB100 each. The convertible part became negotiable in Shenzhen
Stock Exchange since September 11, 2006 with ID of “CM Convertible Bond” and the convertible date was
March 1, 2007.
On May 25, 2007, CM Convertible Bond was terminated from trading and converting. All of the bonds not
converted yet were repurchased by the Company. Till then, there were totally 15,093,841 bonds (with total face
value of RMB1,509,384,100) converted into 115,307,691 shares. The remained 6,159 convertible bonds (with
face value of RMB615,900) were repurchased by the Company. Thus the capital shares of the Company had
increased up to 734,130,363 shares.
As approved by document Zheng-Jian-Fa-Xing-Zi [2007]299 issued by China Securities Regulatory
Commission, the company has placed 110,736,639 shares privately to China Merchants Shekou Industrial Zone
Co., Ltd. on September 19, 2007. The Company’s capital shares have increased up to 844,867,002 shares since
then.
On March 17, 2008, the plan for profit distribution and capitalizing of common reserves for year 2007 was
passed by the Shareholders’ General Meeting 2007, which was, basing on the total capital share of 844,867,002
at December 31, 2007, 3 bonus shares were to distributed to each 10 shares, meanwhile 2 new shares were to
converted to each 10 shares from the common reserves basing on the same. Since then, the total capital shares
of the Company would be increased to 1,267,300,503 shares.
Under “Approval for issuing of new shares by China Merchants Property Development Co., Ltd.” (Zheng-Jian-
Xu-Ke[2008]989) issued by China Securities Regulatory Commission, the Company issued 450,000,000 shares
to existing A-share holders on November 26, 2008, among which 279,349,288 shares were subscribed by
China Merchants Shekou Industrial Zone Co., Ltd. – one of the shareholders of the Company. The total capital
shares of the Company have increased up to 1,717,300,503 shares since then.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
39
The Company has its headquarter located in Shenzhen Guangdong.
The Company and its subsidiaries (refered to as “the Group”) are mainly engaged in property development,
public utilities (water and power supply), and property management.
China Merchants Shekou Industrial Zone Co., Ltd. is the parent company of the Company, and China
Merchants Group Ltd. is the ultimate holding shareholder.
2. Statement of compliance to the Enterprise Accounting Standard
The financial statements prepared by the Company comply with the requirement of New Accounting Standards,
and are truly and completely reflecting the financial situations as of June 30, 2009 of both the company and
consolidated, as well as the operation results and cash flow in the period from January 1, 2009 to June 30, 2009
of the Company and consolidated.
3. Significant accounting policies and accounting estimates.
The following significant accounting policies and accounting estimates are based on the New Accounting
Standards.
Fiscal Year
The fiscal year of the Group is the solar calendar year, that is from January 1 to December 31.
Standard currency for bookkeeping
RMB is the primary currency in main economic environments; the accounting currency of the Group is RMB.
Thus the Company and its subsidiaries adopt RMB as the standard currency for bookkeeping. The business of
the subsidiaries of the Group in Hong Kong shall be accounted according to the local currency, i.e. Hong Kong
Dollar. Standard currency used in this financial statement is RMB.
Basis of Presentation and Principle of Pricing
The accounting basis of the Group is the accrual system. Except that some financial tools are accounted
according to fair value, the financial statements take the historical cost as the accounting basis. If assets impair,
account the corresponding provisions for impairment in accordance with the relevant provisions.
Recognition of cash equivalents
Cash equivalent refers to the investment held by the Company with short term, strong liquidity and low risk of
value fluctuation that is easy to be converted into cash of known amount.
Translation of foreign currencyChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
40
Foreign currency transactions at initial confirmation shall be translated with the approximate exchange rate on
the exchange date, the exchange rates which are approximate to the exchange rate on the exchange date shall be
determined according to the spot exchange rate of the current month of the transaction.
At the balance sheet day, foreign currencies are translated to Renminbi at the instant exchange rate of that day,
the exchange difference caused by difference of the instant rate at that day and the rate adopted in initial
recognition, or the exchange rate adopted in previous balance sheet, are accounted into current gain/loss
account, except for: (1) The exchange difference of special foreign currency borrowing satisfying the
conditions of capitalization, which is capitalized and accounted into cost of related asset; (2) Exchange
difference of hedge instruments for purpose of avoiding exchange risks is treated by the way of accounting on
hedge instruments;(3) Exchange differences caused by sellable non-monetary items (shares for instance), and
exchange differences caused by fluctuation of other book balance other than retained cost of sellable monetary
items, are accounted into current income account.
Non-monetary items in foreign currency and measured with historical costs are still measured at standard
currency with exchange rate of the day when the transaction is happened. Non-monetary foreign currency items
in fair value are translated at the rate when the fair value is determined. Differences between the standard
currency and original currency is handled as fair value fluctuation and accounted under current gain/loss
account or shareholders’ equity.
When preparing of consolidated financial statements is involving in overseas business operation, if it is a
foreign currency item practically formed net investment in overseas business, the difference caused by
exchange rate fluctuation will be accounted under “difference of foreign currency translation” of shareholders’
equity. When the overseas business is disposed of, it will be accounted into current gain/loss.
Recognition of financial instrument fair values
Fair value is the amount in a fair trade decided mutually by the both parties doing the trade or debt clearance
voluntarily and who are familiar with the situation. When there is an active market for the financial instrument,
the value quoted at the active market is adopted by the Company as the fair value. Value quoted at the active
market refers to the amount can be easily obtained from the exchange, brokers, industrial associations, or
pricing institutions, and is representing the price practically used in market transactions. When there isn’t any
active market, fair value will be recognized by evaluation techniques. Evaluation techniques include
referencing to the prices adopted in latest voluntary transaction between parties with full understanding of the
situation, referencing to the current fair value of other substantially similar financial instruments, discounted
cash flow analysis, and future option pricing model.
Recognition and measuring of financial assets
Transactions of financial assets in common ways are recognized and terminated according to the accounting of
the trading day. At initial recognition, financial assets are divided into financial assets measured at fair value
that accounted into current gain/loss account by its variations, investment in possession till expiration, loans
and receivables, and disposable financial assets. Fair values are adopted in initial recognitions of financial
assets. For those financial assets measured by fair value and with variations accounted into current gain/lossChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
41
account, the relative transaction expenses are accounted into current gain/loss account directly, while the
transaction expenses of other categories are accounted into initial recognition amounts.
- financial assets measured by fair value and with variations accounted into current gain/loss account
Including transactional financial assets and financial assets measured by fair value and with variations
accounted into current gain/loss account
Transactional financial assets are those satisfying one of the followings:(1) The purpose of acquiring the assets
is to sell or repurchase them in a recent time;(2) It is part of the distinguishable financial instrument portfolio
under collective management, and there is practical evidence showing that the Company is managing this
portfolio by way of short term gain;(3) Belongs to derivative financial instrument, however except for those be
recognized as effective hedging instruments, derivative instruments belongs to financial guarantee contract,
connected to option instruments without quotation in active market and cannot be reliably measured for their
fair value and can only be settled by delivery of this option instrument.
Financial assets satisfying one of the following conditions can be recognized as financial assets measured by
fair value and with variations accounted into current gain/loss account:(1) This recognition may eliminate or
obviously reduce the divorce of gain or loss caused by adopting of different measuring basis of the particular
financial asset;(2) It has been stipulated by the official document regarding risk management or investment
strategies, that the portfolio of financial assets or portfolio of financial assets and liabilities should be managed,
evaluated and reported to key managements on basis of fair value.
Fair value basis is adopted in successive measurement of financial assets measured by fair value and with
variations accounted into current gain/loss account. Gains or losses caused by variation of fair value and the
dividend or interest related to the financial assets is accounted into current gain/loss account as well.
- investment in possession till expiration
Refers to those non-derivate financial assets which has fixed expiration date, retrievable amount, and the
Company has definite intention and ability to hold under its possession.
Accounting of investment hold till expiration is on actual interest rate basis, and successive measurement will
upon retained cost after amortization, where the gains and losses occurred at termination recognition,
impairment, or amortization, are accounted into current gain/loss account.
Actual interest rate basis refers to the method of calculating the amortized costs and every due interests at actual
interest rate of financial assets or liabilities (including a group of financial assets or liabilities).Actual interest
rate refers to the interest rates used in discounting of future cash flow of particular financial asset or liability
during its existing period or applicable shorter time to the current book value.
At calculating of the actual interest rate, the Company predicts future cash flow with considering the financial
assets or liabilities on the basis of all contract clauses (without considering future credit loss), as well as theChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
42
costs, expenses, discounts or premiums paid between the parties of above contracts regarding the financial
assets or liabilities of which can be regarded as part of the actual interest rates.
- Loans and receivables
They are referring to those non-derivate financial assets without quotation in the active market, but with fixed
retrievable amount. Financial assets categorized under loans and receivables include notes receivable, account
receivable, interest receivable, dividend receivable and other receivable.
Accounting of loan and receivable is on actual interest rate basis, and successive measurement will upon
retained cost after amortization, where the gains and losses occurred at termination recognition, impairment, or
amortization, are accounted into current gain/loss account.
- Disposable financial asset
Includes those non-derivate financial assets recognized as disposable at initial recognition, and financial assets
other than those accounted at fair value and variations accounted into current gain/loss, loans and receivable,
and investment in possession till due.
Successive measurement of disposable financial assets is on fair value basis, gains or losses from variation of
fair values, except for impairment loss and exchange difference of foreign currency financial assets related to
retained costs, are accounted directly into shareholders’ equity, and transferred over to current gain/loss at
termination of such financial assets
Interests obtained during the period of holding the disposable financial assets and cash dividend announced by
the debtor are accounted into investment gains.
Financial asset impairment
Except for financial assets accounted at fair value and variation accounted into current gain/loss account, the
Company undertake inspection on the book value of other financial assets at each balance sheet day, whenever
practical evidence showing that impairment occurred with them, impairment provisions are provided.
Practical evidences on impairment of financial assets are the followings:
(1) The issuer or the debtor is in serious financial difficulty;
(2) The debtor has broken the conditions of contract, for instance default or overdue of payment for interest or
principal;
(3) With consideration of economic or legal factors, the Company decided to give way to the debtor who is in
financial difficulty;
(4) There is great possibility that the debtor will under receivership or bankruptcy;
(5) Financial asset is not able to be traded in the active market because the issuer is in significant financial
difficulty;
(6) It is hard to tell whether the cash flow of a particular asset in a portfolio has been declining, whereas upon
overall evaluation, the Company discovered that the predicted cash flow of the portfolio has practically
decreased since the initial recognition, and the decrease is quantifiable, including:China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
43
- The debtor of the portfolio is becoming worse in ability of making payments;
- Particular situation happened with the country or area where the debtor is located, which may cause
obstructions for payment of the financial asset;
(7) Major negative change occurred with the technical, market, economical, or legal environment of the debtors
business territory, which may cause obstructions for the investor to retrieve the investment;
(8) The fair value of right investment instrument is significantly decreasing or non-contemporarily decreasing;
(9) Other practical evidence showing that impairment has happened with the financial asset.
The Company performs impairment test separately on individual financial assets with major amounts; for
financial assets without major amounts, the Company performs impairment test separately or inclusively in a
group of financial assets with similar characteristics of risks. Those financial assets (individual financial assets
with or without major amounts) tested separately with no impairment found shall be tested again along with the
group of financial assets with similar risk characteristics. Financial assets confirmed for impairment shall not be
tested along with the group of financial assets with similar risk characteristics.
- Impairment of investment in possession till expiration, loans, an receivables
Financial assets measured at cost or retained cost after amortization is written down to the current value of
predicted future cash flow, the reduced amount is recognized as impairment loss and accounted into current
gain/loss account. Upon recognized for impairment losses, if practical evidence showing that a particular
financial asset has recovered in value, and practically related to the issues occurred after recognition of the loss,
the recognized impairment loss is restored, the book value of the particular financial asset after the restoring of
impairment loss shall not greater than the amortized cost at the day of restoring as if no impairment loss has
ever been provided.
- Impairment of sellable financial assets
When impairment occurred with a sellable financial asset, the accumulated losses caused by decreasing of fair
value which have originally been written into capital reserves shall be carried over to current gain/loss account,
the accumulated loss carried over is the balance of initial cost after deducting of retrieved principal, amortized
amount, current fair value, and impairment originally accounted into gain/loss account.
If practical evidence showing that the value of a particular financial asset has recovered in value after a
impairment loss has been recognized and practically related to the issues occurred after recognition of the loss,
the impairment loss recognized shall be restored. Impairment loss of sellable right investment instrument will
be restored to equity, and the same of sellable liability instrument will be restored to current gain/loss account.
Impairment losses of right investment instrument without quotation in an active market and can’t be reliably
measured for its fair value, or derivative financial assets which must be settled by delivering of such right
investment instrument shall not be restored.
Termination of recognition of financial assets
Recognition will be terminated when a financial asset satisfies one of the following conditions:(1) The rights
setout by the contract by which the the cash flow of the financial asset is collected have been terminated;(2)
The financial asset has been transferred to other parties along with almost all of the risks and rewards attachedChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
44
to the financial asset;(3) The financial asset has been transferred to other parties, although neither transferred
nor reserved the most risks and rewards attached to the financial asset, the Company gave away its controlling
power over it.
Inventories
The inventories shall measured according the initial cost. Inventories are divided into real estate development
products, raw materials, finished products and stocks, low-value and consumable products and others.
The real estate development products are the real estate development products under construction, development
products which have been completed, the lands to be developed, etc. The actual costs of real estate development
products include the land transfer amount, infrastructure expenses, and expenditures on construction and
installation works, the borrowing costs before the completion of the development projects and other related
costs. When the inventories are sent out, determine the actual cost by the individual valuation method.
The actual costs of inventories include the purchase price, transportation cost, and insurance premium, taxes
and other related costs for the expenses of making inventories reach the current site and state. When send out
the inventories, determine its actual costs according to the method of weighted average.
Low-value consumables are amortized on one-off basis.
Inventory system is the perpetual inventory system.
Inventory impairment provision
On the balance sheet date, inventories are accounted depending on which is lower between the cost and the net
realisable value. When its net realisable value is lower than the cost, provisions for impairment of inventories
shall be drawn. Provisions for impairment of inventories shall be accounted according to the difference between
the cost of individual inventory items and the net realisable value.
After providing of inventory impairment provision, if the impacting factors that caused impairment of inventory
were eliminated, and the realizable value of the inventory becomes higher than the book value, the inventory
impairment provision formerly provided shall be restored into current income account.
Realizable net value is, in daily transaction, the amount of predicted sales price less predicted cost at
completion of construction, less predicted sales expense and tax. Recognition of realizable net value of
inventory shall base on confirmed evidence obtained, with reference to the purpose to hold the inventory, and
influence of post balance sheet issues.
Investment properties
Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both,
including the rented land use rights and the land use rights which are held and prepared for transfer after
appreciation, the rented buildings. Furthermore, as for the idle estates hold by the Company and ready for rent,
if the Board has made written resolutions to use them for rent and shall remain unchanged, they will be reported
under investment real estate.
Investmental real estate is measured according to the initial cost. The follow-up expenses that are related to
investmental real estate, if the economic interests related to the assets are is likely to inflow cost and its costs
can be reliably measured, shall be included in the cost of investmental real estate. The other follow-up expense
shall be included in the current loss.
The Group adopts the cost model to have follow-up measurements of the investmental real estate, and to
conduct depreciation or amortization according to the policies that are in consistant with the land use rights.
Real estates for self use or inventories converted into investmental real estate or investmental real estate
converted into real estate for self use, the book value before the conversion shall be taken as the recorded value
after the conversion.
The difference of the income from the sale, transfer, dispose of the investmental real estate deducting the book
value and relevant taxes shall be included in the gains and losses in the current period.
Long-term share equity investmentChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
45
For the long-term equity investment formed by corporate merger, if it is the long-term equity investment
obtained from the corporate merger under the same control, the share of book value of owner's equity on the
merger date shall be taken as the initial investment cost. The long-term equity investment obtained through the
corporate merger under different control shall be taken as the initial investment cost of long-term equity
investment. The other long-term investment besides the long-term equity investment formed by corporate
merger shall conduct initial measurement according to its cost.
For the long-term equity investments that have no joint control or significant influence and have no price in
active market and the fair value can not be reliably measured, shall adopt the the cost accounting method; for
the long-term equity investments that have joint control or significant influence, shall adopt the method of
equity to account. For those without controlling, joint control or significant influence, and can be measured
reliably for their fair values, they are accounted as sellable financial assets.
In addition, in the financial statements of the Company, for long-term equity investment which can control the
unit invested, shall adopt the method of cost to account.
Controlling power means the power over the firm’s financial and operational decision-making, and can obtain
profit from the operation of such firm. Mutual control means the controlling power on particular activity hold
together with others against particular contract, and shall only take effect when all of the investment parties has
collective affirmative opinions on the major financial or operational issues. Major influence means the power to
participate in decision-making but cannot control or collectively control the same.
- Long-term equity investment on cost basis
When cost basis is adopted, long-term equity investments are measured at initial cost. When the investment
gains of current term are only the share of accumulative profit of the receiver of the investment since the
investment was made, the balances of profit or cash dividend announced by the receiver over the above amount
are treated as retrieving of initial investment cost and will be deducted from the book value of the investment.
- Long-term equity investment on equity basis
When equity basis is adopted, if the initial cost of the long-term equity investment is greater than the share of
fair value of the receiver’s recognizable net asset, the initial investment cost of the long-term equity investment
will not be adjusted; if the initial cost of the long-term equity investment is less than the share of fair value of
the receiver’s recognizable net asset, the balance shall be counted into current income account, and the cost of
long-term equity investment shall be adjusted.
When equity basis is adopted, investment gain/loss of the current term is the share of net gains or losses of the
investment receiver of the current year. Recognition of the share of net gains or losses of the investment
receiver shall be on the basis of fair value of recognizable asset of the receiver when the investment was made,
and recognized after adjustment on the net profit of the receiver in accordance with the Company’s accounting
policies and accounting period. For the gain/loss due to unrealised internal trade between the Company and coChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
46
operations, the share of the Company in this gain/loss shall be offset, and investment gains shall be recognized
upon them. But the losses from unrealised trade between the Company and investment receivers which are
regarded as losses from asset transferring according to “Enterprise Accounting Standard No.8 – Asset
impairment” shall not be offsetted. Change of equities of the investment receiver other than net gains or losses
shall be counted into shareholders’ equity, and the book value of long-term equity investment shall be adjusted
correspondingly and written into shareholders’ equity.
Recognition of the share of net loss by the investment receiver shall be limited to when the book value of longterm
equity investment and other long-term equity forms substantial net investment has been reduced to zero.
Beside, if the Company is responsible for other losses of the investment receiver, predicted liability shall be
recognized upon the prediction of responsibilities and recorded into current investment loss account. If the
receiver realized net profit in the period thereafter, the share of gains is recovered after making up of share of
losses which has not been recognized.
- Acquisition of minority share equity
At preparing of consolidated financial statements, the difference between the newly added long-term equity
investment due to purchasing of minority share equity and share of net asset calculated upon the new share
portion from the date of acquisition (or date of consolidation) in continuous way, shall be adjusted in capital
reserves, and when the capital reserves is not enough to be offset, the balance will be adjusted from the retained
gains.
- Disposal of long-term equity investment
At disposal of long-term equity investment, the difference between the book value and practical price shall be
accounted into current gain/loss account. At treating of long-term equity investment accounted on equity basis,
the part originally written into shareholders’ equity shall be transferred over to current gain/loss account at
appropriate portion.
Fixed asset and depreciation
Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing
services, lease or for operation & management, and have more than one year of service life.
Initial measurement shall be conducted on fixed assets according to the actual cost when obtain them and also
considering the expected costs for disposal. From the next month since reaching the intended use state,
depreciations on fixed assets shall be accounted by using the method of average life length. The service life of
fixed assets, expected net residual value and the year depreciation rate are as follows:
Categories Useful life Predicted retained value rate Annual depreciation
ratio
Houses & buildings 10-50 yrs 5% - 10% 1.8% - 9.5%
Equipment & machinery 10-20 yrs 5% - 10% 4.5% - 9.5%
Transportation facilities 5-10 yrs 5% 9.5% - 19%
Electronics, furniture, appliances 5-10 yrs 5% 9.5% - 19%
Estimated salvage value refers to the amount of value retrieved after deducting of predicted disposal expense
when the expected using life of a fixed asset has expired and in the expected state of termination.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
47
Successive expenses related to the fixed asset are counted into fixed asset cost if the financial benefit related to
the fixed asset is possible to inflow and the cost can be reliably measured. Recognition of the replacing part for
book value shall be terminated. Successive expenses other than the above are counted into current income
account as soon as they occurred.
The Company revises, at least once at the end of year, the useful life, estimated salvage value, and depreciation
policies of the fixed assets. If any change happened, it will be treated as changing of accounting estimations.
Income from treatment of fixed asset disposing, transferring, discarding or damage, the balance after deducting
of book value and relative taxes is recorded into current income account.
Construction in process
Cost of construction in process is determined at practical construction expenditures, including all expenses
during the construction, capitalized loan expenses before the construction reaches useful status, and other
relative expenses. It is transferred to fixed asset as soon as the construction reaches the useful status.
Intangible assets
Intangible assets are those recognizable non-monetary assets without physical shape under the Company’s
possess or control.
Intangible assets are measured by their costs. Those costs related to intangible assets, if the financial benefits
are likely to inflow to the Company and can be reliably measured, then counted into intangible asset costs.
Other expenditures related to intangible items are counted into current income account when occurred.
Land using rights purchased or by way of land using right payment for the Company’s own use are accounted
as intangible assets; land using rights purchased or by way of land using right payment for developing of
merchandise properties are accounted into property developing costs. For those houses or buildings purchased
from outside, the related payments are allocated between land using rights and buildings. Those which can
hardly be allocated are treated as fixed assets collectively.
Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they
become useable to the end of expected useful life.
At end of report term, revising will be performed on the useful life of intangible assets with limited useful life
and the methods of amortizing. If any change happened, it will be treated as changing of accounting estimations.
Long-term amortizable expenses
Long-term amortizable expenses are those already occurred and amortizable to the current term and successive
terms for over one year. Long-term amortizable expenses are evenly amortized to the benefit period.
Impairment of non-financial assetsChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
48
At each balance sheet date, the Company verify on the long-term equity investment in subsidiaries, jointventures
and partnerships, investment properties, fixed assets, constructions in process, and intangible assets
with fixed useful life to find out whether there is sign of impairment. If evidence shows that impairment has
happened, then the retrievable value will be estimated. Estimation of retrievable value is on basis of single asset.
If it is hard to estimate the retrievable value of a particular asset, then the retrievable value shall be estimated
upon the asset group in which the target asset is included. If the retrievable value of an asset is lower than its
book value, impairment provision shall be provided at the balance of the two, and shall be counted into current
income account.
Goodwill and intangible assets formed by merger of enterprises, whether or not there is impairment evidence,
shall be verified annually for impairment. Verifying of goodwill is performed along with the asset group or
combination of asset groups to which the goodwill is related. I.e. the book value of goodwill shall be reasonably
amortized to the related asset group since the day acquired. Those can hardly be amortized to the related asset
group shall be amortized to the combination of asset groups. Impairment loss is recognized when the retrievable
value of the asset group or combination of asset groups including the goodwill is lower than its book value.
Impairment losses shall be firstly amortized to the book value of goodwill of the asset group or combination of
asset groups, and then amortized to other assets in the group or combination of groups at their relative portions.
Retrievable value is the higher one of the net amount of fair value less disposal expenses and the current value
of expected future cash flow the asset may cause. Fair value is determined according to a fair trade contract; for
those without trade contract but has an active market, the fair value is determined at the price offered by the
buyer; for those without trade contract and active market, the fair value can be determined according to the best
information obtained. Disposal expenses include those legal expenses, taxes, truckage, and other direct
expenses occurred in purpose of make the asset usable.
Once impairment losses are confirmed upon the above assets, they won’t be restored in successive accounting
periods.
Financial liabilities
At initial recognition, financial liabilities are classified into financial liabilities measured by fair value with
changes counted into current income account and other financial liabilities. Initial recognition of financial
liabilities is on fair value basis. For financial liabilities measured by fair value with changes accounted into
current income account, the related transaction expenses are accounted into current income account directly, as
for other financial liabilities, the related transaction expenses are accounted into initially recognized amount.
- Financial liabilities measured by fair value with changes counted into current income account
Includes transactional financial liabilities and those being assigned to financial liabilities measured by fair value
with changes counted into current income account.
Recognition conditions of transactional financial liabilities and those being assigned to financial liabilities
measured by fair value with changes counted into current income account are similar with those conditions of
transactional financial assets and those being assigned to financial assets measured by fair value with changes
counted into current income account.
Successive measurements of financial liabilities measured by fair value with changes counted into current
income account are on fair value basis. Gains or losses due to change of fair value and dividend or interest
payment related to the financial asset are counted into current income account.
- Other financial liabilities
Derivative financial liabilities bonded to those equity instruments without quotation in an active market andChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
49
cannot be reliably measured for fair value, and can only be settled by giving of the equity instrument, are
measured on cost basis in successive measurement. Accounting of other financial liabilities is on practical
interest basis; successive measurements are on amortized balance of cost; gains or losses due to termination
recognition or amortizing are accounted into current income account.
- Financial guarantee contracts
Financial guarantee contracts that cannot be classified to financial liabilities assigned to be calculated by fair
value with changes accounted into current income account are initially recognized at fair value. Successive
measurement will be on the greater one between the amount recognized according to “Enterprise Accounting
Standard No.13 – Contingent Issues” and the balance of initially recognized amount less accumulative
amortization decided according to “Enterprise Accounting Standard No. 14 – Income”
Derivative financial instruments
Derivative instruments are initially measured on fair value basis at the day when the contracts are signed, and
successive measurements are on fair value as well. Change of fair value of derivative instruments are accounted
into current income account.
Embedded derivative instruments
For combined instruments with embedded derivative instruments, in case they are not assigned as financial
assets or liabilities on fair value basis and changes accounted into current income account, there is no close
relationship between the embedded derivative instruments and the main contract regarding financial and risk
characteristics, and with same conditions, and the individual instrument is satisfying the definition of derivative
instrument, the embedded derivative instrument shall be separated from the combined instrument and treated as
if it is an individual derivative instrument. In case individual measurement is not able to be carried out on the
embedded instrument at acquisition day or successive period, then the combined instrument is assigned to
financial asset or liability accounted on fair value basis with changes accounted into current income account.
Employees’ remunerations
In the accounting period when the employees served the Company, the remunerations payable to the employees
are recognized as liabilities.
According to the regulations, the Company has participated in the social security system setup by the
government, including endowment insurance, medical insurance, housing reserves, and other social security
policies. Corresponding expenses are accounted into relative asset cost or current income account.
Expected liabilities
Responsibilities connected to contingent issues and satisfied all of the following conditions are recognized as
predictive liabilities: (1) The responsibility is a current responsibility undertaken by the Company; (2) FulfillingChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
50
of the responsibility may lead to financial benefit outflow; (3) The responsibility can be measured reliably for
its value.
At balance sheet day, with reference to the risks, uncertainty and periodic value of currency that connected to
the contingent issues, the predicted liabilities are measured according to the best estimation on the payment to
fulfil the current responsibility.
If the expenses for clearing of predictive liability is fully or partially compensated by a third party, and the
compensated amount can be definitely received, it is recognized separated as asset. Though the compensated
amount shall not be greater than the book value of the predictive liability’s.
Neutralizing of financial assets and financial liabilities
The Company is legally empowered to neutralize the recognized financial assets and financial liabilities. The
power is currently executable. At the meantime, if the Company is about to liquidate by net amount or cash in
the financial assets and discharge the financial liabilities simultaneously, the neutralized amounts of financial
assets and liabilities are demonstrated in the Balance Sheet. Except for the above, financial assets and liabilities
are demonstrated separately and shall not be neutralized by each other.
Equity instrument
Equity instruments are those contracts that witness the Company’s possession of retained equities of the assets
after deducting of all liabilities. The considerations received at issuing of equity instrument shall be added to
the owners’ equity after deducting of trading expenses. Whereas the considerations paid to repurchase its own
equity instruments and trade expenses are used to reduce owners’ equity. None of gain or loss is recognized at
issuing, repurchasing, disposing or cancelling of equity instruments.
All distributions carried out by the Company to holders of equity instruments (excludes share dividend) are
used to reduce the owners’ equity. The Company doesn’t recognize change of fair value of equity instruments.
Repairing fund
Accounting method of repairing fund: For those property projects located in Shenzhen, the Company adopts
Szhen Property Public Utility Special Fund Administration Rules? As of those property projects located outside
Shenzhen, the Company adopts the local regulations.
Recognition of revenue
-- Goods sales income
When the Group transfers the main risks and rewards of the goods to buyers, and has no reservation of
continual management right related to the ownership, and has no effective control on the goods sold out, and
the income amount can be reliably measured, and relevant economic interests are likely to flow into the
company, and the relevant cost happened or will happen can be reliably measured, the sales income of theChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
51
goods shall be confirmed.
For the sales income from real estate development shall be recognized when the project is completed and has
received a qualified acceptance and the procedures for the transfer have completed.
The sales income from power supply and water supply shall be recognized when the electricity and water have
been provided and have received the right to collect the money.
-- Interest income.
Shall be determined and calculated according to the loan time and the actual rate.
-- Property management income.
When the property management services have been provided and the income from property management will
flow into the company and the relevant income and cost can be reliably measured, the property management
income shall be recognized.
Government subsidy
Government subsidies are those monetary and/or non-monetary assets obtained from the government by free,
but not include those capital input by the government by way of ownership. Government subsidies are classified
to asset-related government subsidies and income-related government subsidies.
Monetary government subsidies are measured at the amount received or receivable. Non-monetary government
subsidies are measured at fair value. If no fair value is available, nominal amount will be adopted. Government
subsidies measured at nominal amount are accounted into current income account directly.
Asset-related government subsidies are recognized as differed income and accounted into current income
evenly upon their useful life. Those income-related government subsidies used to neutralize relative expenses
and losses of successive periods are recognized as differed income and accounted into current income at the
period when the expenses are recognized; those used to neutralize relative expenses and losses which have
already occurred are accounted into current income directly.
When a recognized government subsidy needs to be returned, if there is balance of relative deferred income, the
booked balance of relative deferred income shall be neutralized, the exceeding part shall be accounted into
current income account; if there is no relative deferred income, it will be accounted into current income account.
Borrowing expenses
Borrowing expenses include borrowing interests, amortizing of discount or premium, auxiliary expenses, and
exchange balances due to borrowings in foreign currencies. Borrowing expenses that can be attributed for
purchasing or construction of assets that are complying with capitalizing conditions start to be capitalized when
the payment of asset and borrowing expenses have already occurred, and the purchasing or production activitiesChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
52
in purpose of make the asset usable have started; Capitalizing will be terminated as soon as the asset that
complying with capitalizing conditions has reached its usable or saleable status. The other borrowing expenses
are recognized as expenses when occurred.
Interest expenses practically occurred at the current term of a special borrowing are capitalized after deducting
of the bank saving interest of unused borrowed fund or provisional investment gains; Capitalization amounts of
common borrowings are decided by the weighted average of exceeding part of accumulated asset expenses over
the special borrowing assets multiply the capitalizing rate of common borrowings adopted. Capitalization rates
are decided by the weighted average of common borrowings.
In the capitalization period, all of the exchange differences of special borrowings in foreign currencies are
capitalized; exchange differences of common borrowings in foreign currencies are accounted into current
income account.
Assets satisfying the conditions of capitalization are those fixed assets, investment assets or inventories
which need a long period of time to purchase, construct, or manufacturing before becoming usable.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
is suspended abnormally for over 3 months, capitalizing of borrowing expenses shall be suspended until the
purchasing, construction, or manufacturing process is resumed.
Income tax
- Income tax of the current term
At the balance sheet date, the income tax liabilities (or assets) formed at current term or previous terms are
measured by the predicted income tax payable according to the tax law. The taxable amount of income used in
calculating of income tax expenses of current term is the result of adjusted accounting profit before tax of the
current year according to the relative tax laws.
- Deferred income tax asset and deferred income tax liabilities
The differences between the book values and taxable basis of certain assets and liability items, and provisional
differences occurred between the book value and taxable basis which are not recognized as assets and liabilities,
but may be recognized for taxable basis according to the law, are recognized as deferred income tax asset and
deferred income tax liabilities on liability basis of the balance sheet.
Those taxable provisional differences, which are related to initial recognition of goodwill, and neither
enterprise merger, nor initial recognition of assets or liabilities generated by trades make no influence on the
accounting profit and taxable income (or deductible losses), are not recognized as relative differed income tax
liabilities. Meanwhile, those taxable provisional differences related to investments in subsidiaries, joint
businesses, and cooperative businesses, if the Company is able to control the writing back time of the
provisional differences, and these provisional differences may neither be written back in an expectable future,
are not recognized as relative differed income tax liabilities. Beside the above exemptions, all of the otherChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
53
taxable provisional differences are recognized as differed income tax liabilities.
Those deductible provisional differences, which are neither enterprise merger, nor initial recognition of assets
or liabilities generated by trades make no influence on the accounting profit and taxable income (or deductible
losses), are not recognized as relative differed income tax assets. Meanwhile, those deductible provisional
differences related to investments in subsidiaries, joint businesses, and cooperative businesses, if these
provisional differences may neither be written back in an expectable future, or may not possibly obtain taxable
income used to deduct the provisional difference, are not recognized as relative differed income tax assets.
Beside the above exemptions, to the extend of the amount of taxable income used to deduct the provisional
difference which can possibly be obtained, all of the other taxable provisional differences are recognized as
differed income tax assets.
Those tax deductions which can be used to deduct losses and can be carried on to future years, to the extend of
the amount of taxable income used to deduct the deductible losses and deductible tax which can possibly be
obtained, are recognized as corresponding differed income tax assets.
At the balance sheet day, those differed income tax assets and income tax liabilities, according to the tax law,
calculation will be on tax rate applicable to retrieving period of assets or clearing of liabilities.
At the balance sheet day, verification will be performed on the book value of differed income tax assets. If it is
not possible to obtain enough taxable income to neutralize the benefit of differed income tax assets, then the
book value of the differed income tax assets shall be reduced. Whenever obtaining of taxable income became
possible, the reduced amount shall be restored.
- Income tax expenditures
Income tax expenditures include current income tax and differed income tax.
Those current income taxes and differed income taxes related to trades which are directly accounted into
shareholders’ equity are accounted into shareholders’ equity. Differed income tax generated by merger of
businesses are adjusted in the book value of goodwill. All current income taxes and differed income taxes
expenditures or incomes are accounted into current gain/loss account.
Merger of companies
Merger of companies refers to those trade or event that merges over two individual companies into one report
subject. Merger of companies is divided into merger of enterprises under common control and merger of
enterprises under different control.
Assets and liabilities acquired from merger of enterprises are recognized at consolidation day or purchasing day.
Consolidation day or purchasing day is the date when the controlling power over the target enterprise are
practically obtained, namely the date when the net asset or controlling power of business operation decisionmaking
is transferred to the Company.
- Merger of companies under common control
Both before and after the merger, the enterprises are under common control of sole party or several parties, andChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
54
the controlling power is by no means temporary, it is regarded as merger of enterprises under common control.
The party which obtained the controlling power over other parties participated in the merger at the merger day
is referred to as the merging party, where the other parties are referred to as the merged party.
Assets and liabilities obtained by the merging party are calculated at their book value with the merged parties at
the merger day. The differences between the book value of net assets and the book value of consideration price
(or the total of face value of share issued) are adjusted to the share capital premium under the capital reserves. If
the share capital premium is not enough to neutralize the difference, it will be adjusted to the retained gains.
Direct expenses occurred to the merging party for the merger is accounted into current gain/loss account when
occurred.
- Merger of enterprises under different control and goodwill
When the enterprises participated in the merger are not under controlling of the same party or group of parties,
either before or after the merger, the merger is regarded as merger of enterprises under different control. At
merging of enterprises under different control, the party which obtains power of control over other participants
is regarded as the buying party, and the other parties are regarded as the bought parties.
For merger of enterprises under common control, the merger cost is the fair value of capital paid, liability
occurred or undertaken, or equity instrument issued thereof, on the day of purchasing to obtain power of control
over the bought party, and those expenses directly related to the merger. For merger done through multiple
trades, the overall cost is the sum of cost of each single trade. If the merger contract provided faith on future
events that may influence the merger cost, and the event has great possibility to happen, and its influence may
be reliably measured, then it will be accounted into merger cost.
Recognizable assets, liabilities, and contingent liabilities obtained in merger of enterprises under different
control, are measured at their fair value on the purchase day.
When the merger cost is greater than the share of fair value of recognizable net asset of the bought enterprise,
the balance is recognized as goodwill. When the merger cost is lower than the share of fair value of
recognizable net asset of the bought enterprise, revising will firstly be done on the merger cost and fair value of
each recognizable assets, liabilities, and contingent liabilities of the bought party, and if the merger cost is still
lower than the share of fair value of recognizable net asset of the bought enterprise, the balance will be
accounted into current gain/loss account.
Leases
Financial leases are those which all of the risks and rewards attached to the assets have been substantially
transferred, regardless its ultimate ownership will be transferred or not. Leases other than this are regarded as
operational lease.
- Recording of operational lease businesses in which the Company is the undertaker
Rentals paid for operational lease are amortized to relative asset cost or current gain/loss account on straightChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
55
basis to each term covered by the rental period. Initial direct expenses are counted into current gain/loss account.
Contingent rentals are accounted into current gain/loss account as soon as happened.
- Recording of operational lease businesses in which the Company is a lender
Rentals paid for operational lease are amortized to relative asset cost or current gain/loss account on straight
basis to each term covered by the rental period. Initial direct expenses with greater amount are capitalized at
occur, and counted into current gain/loss account at the same segment to the recognition of rental income for
the whole period of rent. Contingent rentals are accounted into current gain/loss account as soon as happened.
Preparation of Consolidated Financial Statements
Consolidation range is determined on the basis of control power for the consolidated financial statements.
Control power means the Company has the ability to decide the financial and operation issues of another firm
and can obtain profit from the firm’s business operation.
The Company adopts the date of gaining or losing power of control over the subsidiaries as the date of
purchasing or disposal. For subsidiaries being disposed, their business result and cash flow before the disposal
day have been appropriately demonstrated in the consolidated income statement and cash flow statement. For
subsidiaries disposed in the current term, the initial amount of the consolidated balance sheet will not be
adjusted. Subsidiaries added as merger of enterprises under different control, their operation results and cash
flow after the purchase day have been appropriately demonstrated in the consolidated income statement and
cash flow statement. The initial amount and comparison amount of the consolidated financial statement will not
be adjusted. Subsidiaries added as merger of enterprises under common control, their operation results and cash
flow from the beginning of current term to the merger day have been appropriately demonstrated in the
consolidated income statement and consolidated cash flow statement. And the comparison amount in the
consolidated financial statement shall be adjusted accordingly.
The accounting policies and accounting periods of the subsidiaries are decided accordingly with the Company’s
accounting policies and accounting periods.
Trades and major accounts between the Company and subsidiary or any two subsidiaries shall be offsetted
when consolidated.
Those shares of owners’ equity in the subsidiaries not attributable to the parent company are treated as minor
shareholders’ equity, and demonstrated as minor shareholders’ equity under the shareholders’ equity items in
the consolidated balance sheet. The shares of minor shareholders’ equity in net income of current term are
demonstrated under minor shareholders’ gain/loss under the net profit items in the consolidated income
statement. When the share of losses attributable to the minor shareholders has exceeded their shares in the
shareholders’ equity at the beginning of term, if the Articles of Association of the Company has decided
beforehand that the minor shareholders has the responsibility to undertake the losses and have the power to
make up them, the shareholders’ equity shall be deducted thereof. If not so, it will be deducted from the
shareholders’ equity attributable to the parent company of the Company. Profits produced by the subsidiary in
subsequent periods are attributable to the shareholders’ equity of the parent company of the Company beforeChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
56
making up of the losses attributed to the minor shareholders but undertaken by the parent company of the
Company.
Translation of foreign currency financial statements
Foreign currency financial statements prepared for the Company’s overseas businesses are translated by the
following methods: All asset and liability items in the balance sheet are translated at the exchange rate of the
balance sheet date; shareholders’ equity items except for undistributed profit are translated at the exchange rate
of the day when they happened; all items in the income statement and items reflecting the amount of profit
distribution are translated at the similar exchange rate of the date when the trades happened; undistributed profit
at the beginning of year is the undistributed profit translated at the end of previous year; undistributed profit at
the end of year are demonstrated according to the calculation of profit distribution items after translated; the
differences between the translated asset items and liability items and total amount of shareholders’ equity items
are demonstrated separately as difference of foreign currency statement translation under shareholders’ equity
items in the balance sheet.
When disposing of overseas businesses, those foreign currency statement translation differences displayed
under shareholders’ equity in balance sheet and related to the overseas businesses are fully or at the portion of
the business transferred over to current gain/loss account regarding disposal.
Foreign currency cash flow and overseas subsidiaries’ cash flow are translated on the similar exchange rate of
the day when the cash flow was happened. Influences of exchange rate movement on cash and cash equivalents
are regarded as adjustment items and demonstrated under “Influence of exchange rates on cash and cash
equivalents” in the cash flow statement.
The initial amount at the beginning of year and the practical amount of last year are presented according to the
translated amount of the financial statements of last year.
Related parties
Related parties are formed when a party is controlled by another or collectively controlled by others, or there
are major influences on another party, and two or more than two parties are under common control, collective
control or under major influence.
4. Basis of Major Accounting Policies and Key Estimations and Uncertain Factors Adopted in Accounting
Estimation
In application of the accounting policies as described in Note 4, for the uncertainty of business operation, the
Company needs to determine, estimate, or make assumption on the book value of report subjects which are not
able to be precisely measured. These determinations, estimations, or assumptions are made upon the Company’s
experiences and with references to other relative factors. Their practical results may vary from the estimations
of the Company.
The Company performs periodic revision on the above determinations, estimations, and assumptions on the
basis of constant operation. When a change in accounting estimation is just influencing the current term, itsChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
57
influenced amount is recognized in the current term. When a change is influencing not only the current term but
also the future terms, its influenced amount is recognized in the current term and also the future terms.
At the balance sheet day, the key estimation and uncertain factors may cause adjustment of book value of future
periodic assets and liabilities are:
Accounting of inventory is on the lower one of cost and realizable net value. The realizable net value is the
estimated selling price of the inventory on a fair basis, less estimated cost yet to make the inventory complete,
the estimated sales expenses, and related taxations.
In case the management revised the inventory regarding its estimated sales price, cost to make it completed,
estimated sales expenses, and related taxations, and resulted in a lower estimated sales price than the current
one, or the cost to make it completed, estimated sales expenses, and related taxations are higher than the current
figures, the Company shall provide impairment provisions upon the inventory.
In case the practical sales price, the cost to make it completed, estimated sales expenses, and related taxations
are lower or higher than the current estimations made by the management, the Company shall recognize the
relative influences in the consolidated income statement of the corresponding fiscal period.
5. Taxation
Main tax items and rates applicable to the Company:
Taxation Tax basis Tax rate
Enterprise income tax Amount of income taxable (Note 1)
Business tax Income from sales or leasing of property 5%
VAT Sales of products 17%
Income from power supply 17%(Note 2)
Income from water supply 6%
Land VAT Sales of property – amount of items to be
deducted
On Excess Ratio Progressive of
Tax Rate
30%-60%
Contract tax Amount received for land using rights and
estates
3%
Property tax 70% of the original value of estates 1.2%(Note 3)
City maintenance and
construction tax
Operational tax (or VAT paid) 1%-3%
Education surtax Operational tax (or VAT paid) 3%
Note 1. Except for the subsidiaries in the following locations, the other subsidiaries of the
Company are subject to Income Tax of 25%.
Tax rate NoteChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
58
Shenzhen and Zhuhai 20% (1)
Hong Kong 16.5% (2)
(1) Shenzhen and Zhuhai are special economical zones. According to document Guo-Fa (2007)39 issued by
National Government, since January 1, 2008, enterprises originally enjoy preferential tax rates will shift to
statutory rates gradually in five years upon implementing of the new Tax Law. In which enterprises enjoys
15% of corporation tax will be subject to 20% of corporation tax in 2009. Therefore the subsidiaries of the
Company located in Shenzhen and Zhuhi are subject to 20% of corporation tax.
(2) According to “Taxation Act” of Hong Kong, enterprises located in Hong Kong are subject to 16.5% of
corporation tax.
Note 2: VAT is the balance of output tax less deductible input tax. Output tax is calculated according to the
sales income and taxable rate set forth by the relative taxation laws.
As approved by the Ministry of Finance and National Tax Bureau General with document Cai-Guan-
Shui [2009]28, in the period from January 1, 2009 to June 30, 2009, the electric power imported by
Shenzhen China Merchants Power Supply Co., Ltd. from Hong Kong is on the basic amount of 560
million Kwh. The VAT on the amount lower than the basic amount will be refunded at 30%, where the
amount beyond the basic amount is subject to the import VAT according to the regulations.
Note 3: The fixed assets of buildings and rental properties are subject to the payment of property tax upon 70%
of their original book value and stipulated tax rate. In which the newly constructed buildings are
exempted from property taxes in 3 years since documented by the tax bureau.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
59
6. Range of consolidated financial statements
Name Registered
address
Business
property
Business Scope Registered
capital
Practical investment at end
of term by the Group
Consolidated share
portion of the Group
Consolidated voting
rights of the Group
RMB’000 RMB’000
Major subsidiaries held by the Company both at
the end of last year and the end of this year
Shenzhen China Merchants Property Co., Ltd. Shenzhen Property
development
Property development and sales 106,000 1,450,312 100% 100%
Shenzhen CM Power Supply Co., Ltd. Shenzhen Power supply Power supply and sales 57,000 592,978 100% 100%
Shenzhen CM Water Supply Co., Ltd.
Shenzhen Water supply Water supply and installations 43,000 70,766 100% 100%
Shenzhen China Merchants Xin’an Properties Co.,
Ltd.
Shenzhen Property Leasing of self-owned properties 25,000 36,803 100% 100%
Ruijia Investment Industrial Ltd. HK Investment Investment HKD
20,000
19,919 100% 100%
Shenzhen Taige Apartment Management Co., Ltd. Shenzhen Hotel service Indoor golf court, Property rental, restaurant,
shopping mall, sales of water supply facilities
1,000 1,000 100% 100%
Shenzhen Maitesi Civil Engineering Co., Ltd. Shenzhen Engineering Water supply pipe engineering 9,000 8,100 90% 90%
Shekou Xinghua Industrial Holdings Co., Ltd. Shenzhen Property
development
Real-estate and other properties HKD
47,420
38,065 65.07% 65.07%
Shekou Zhaofa Property Co., Ltd. Shenzhen Property Building of commercial houses and auxiliary
facilities
36,000 36,000 100% 100%
Guangzhou Wende Property Management Co., Ltd. Guangzhou Property Property management 600 360 60% 60%
Shenzhen CM Property Consultancy Ltd. Shenzhen Property Real-estate operation, information & consulting 2,000 2,000 100% 100%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
60
development
Shanghai China Merchants Properties Co., Ltd. Shanghai Property
development
Property development and sales of construction
materials
30,000 30,000 100% 100%
CM Garden City (Beijing) Property Development
Co., Ltd.
Beijing Property
development
Property development, sales, and services 20,000 20,000 100% 100%
Guangzhou China Merchants Real-estate Co., Ltd. Guangzhou Property
development
Specialized property development, leasing and
sales
50,000 50,000 100% 100%
CM Property (Beijing) Ltd. Beijing Property
development
Property development and sales 20,000 20,000 100% 100%
China Merchants (Suzhou) Co., Ltd. Suzhou Property
development
Property development, operation and sales 30,000 30,000 100% 100%
CM (Chongqing) Ltd. Chongqing Property
development
Property development, leasing of self-owned
properties
30,000 30,000 100% 100%
Shenzhen City Main Plaza Investment Co., Ltd. Shenzhen Investment Industry and domestic commerce 10,000 - 100% 100%
Shanghai China Merchants Real-estates Co., Ltd. Shanghai Property
development
Property development, sales, and services 30,000 30,000 100% 100%
CM (Nanjing) Ltd. Nanjin Property
development
Property development, sales, and services 30,000 30,000 100% 100%
Tianjin China Merchants Properties Co., Ltd. Tianjin Property
development
Property development, sales, and services 40,000 30,000 75% 75%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
61
6. Range of consolidated financial statements - continues
Name Registered
address
Business
property
Business Scope Registered
capital
Practical investment
at end of term by
the Group
Consolidated share
portion of the
Group
Consolidated
voting rights of the
Group
RMB’000 RMB’000
Major subsidiaries held by the
Company both at the end of last
year and the end of this term -
continues
Shenzhen Meiyue Properties
Consultants Co., Ltd.
Shenzhen Property
developmen
t
Property consultancy, planning and
brokerage
1,000 21,215 100% 100%
China Merchants Property
Management Co., Ltd.
Shenzhen Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
25,000 169,200 100% 100%
Beijing CM Property Management
Co., Ltd.
Beijing Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
5,000 4,000 80% 80%
Nanjing CM Property Management
Co., Ltd.
Nanjin Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
5,000 5,000 100% 100%
Shanghai CM Property
Management Co., Ltd.
Shanghai Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
USD620 5,130 100% 100%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
62
agency
Wuhan CM Property Management
Co., Ltd.
Wuhan Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
5,000 5,000 100% 100%
CM Property Management (HK)
Ltd.
HK Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
HKD 10 11 100% 100%
Shenzhen China Merchants
Property Management Co., Ltd.
Shenzhen Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
11,200 11,200 100% 100%
Zhangzhou CM Property
Management Ltd.
Zhangzhou Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
500 500 100% 100%
Shenzhen CM Qile Property
Management Ltd.
Shenzhen Property Property management, decoration,
consultancy, property facility sales,
maintenance, property leasing and
agency
2,000 1,200 60% 60%
Zhangzhou CM Honglong Property
Co., Ltd. (Note 1)
Zhangzhou Property
developmen
t
Property development and sales 40,000 40,000 100% 100%
Zhangzhou China Merchants
Properties Co., Ltd.
Zhangzhou Property
developmen
t
Property development and sales 50,000 25,500 51% 51%
Zhuhai Huifeng Property Co., Ltd. Zhuhai Property Property development and sales 8,000 8,000 100% 100%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
63
developmen
t
Zhuhai Yuanfeng Property Ltd. Zhuhai Property
developmen
t
Property development and sales 8,000 4,080 51% 51%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
64
6. Range of consolidated financial statements - continues
Name Registered
address
Business
property
Business Scope Registered
capital
Practical investment at end
of term by the Group
Consolidated share
portion of the Group
Consolidated voting
rights of the Group
RMB’000 RMB’000
Major subsidiaries held by the Company both at the
end of last year and the end of this term - continues
Shanghai Fengyang Property Ltd. Shanghai Property
development
Property development and sales 30,000 353,250 60% 60%
Foshan Xincheng Property Co., Ltd. (Note 2) Foshan Property
development
Property development, sales, and services USD
127,000
478,690 50% 50%
Huipeng Property Co., Ltd. (Note 2) HK Property
development
Property development, sales, and services HKD
10
5 50% 50%
Suzhou Shuanghu Property Co., Ltd. (Note 2) Suzhou Property
development
Property development, sales, and services USD
160,000
326,845 50% 50%
Tianjing Zhaosheng Property Co., Ltd. Tianjin Property
development
Property development, sales, and services 30,000 30,000 100% 100%
Suzhou CM Nanshan Property Co., Ltd. Suzhou Property
development
Property development, sales, and services 100,000 60,000 60% 60%
Chengdu CM Property Ltd. Chengdu Property
development
Property development, sales, and services 50,000 30,000 60% 60%
Shenzhen CM Anye Investment Development Co.,
Ltd.
Shenzhen Investment Industrial investment, domestic commerce 5,000 2,550 51% 51%
Shanghai CM Minsheng Property Ltd. Shanghai Property
development
Property development, interior decoration,
construction material sales
30,000 30,000 100% 100%
Shanghai CM Fengsheng Property Ltd. Shanghai Property
development
Property development, interior decoration,
construction material sales
30,000 30,000 100% 100%
Shenzhen CM Construction Co., Ltd. Shenzhen Property
development
Construction engineering, decoration, elevator, air
conditioner maintaining, sales of construction
materials
50,000 50,000 100% 100%
Guangzhou Qidi Tech & Science Investment Co.,
Ltd.
Guangzhou Property
development
Ventual Investment 30,000 21,777 72.59% 72.59%
Foshan Xinjie Property Co., Ltd. (Note 2) Foshan Property
development
Property development, sales, and services USD
219,800
1,511,578 50% 50%
Heighten Holdings Limited BVI Trade Trade USD
0.002
11 100% 100%
Converage Holdings Limited BVI Trade Trade USD
0.002
11 100% 100%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
65
Range of consolidated financial statements - continues
Name Registered
address
Business property Business Scope Registered
capital
Practical
investment at
end of term
by the Group
Consolidated
share portion of
the Group
Consolidate
d voting
rights of the
Group
RMB’000 RMB’000
Major subsidiaries held by the
Company both at the end of last
year and the end of this term -
continues
Shanghai CM Fengrui Property Ltd. Shanghai Property
development
Property development, interior decoration,
sales of construction material
10,000 10,000 100% 100%
China Merchants Properties (Chongqing)
Co., Ltd.
Chongqing Property
development
Property development, interior decoration,
sales of construction material
30,000 30,000 100% 100%
CM Jiaming (Beijing) Property
Development Co., Ltd.
Beijing Property
development
Property development, interior decoration,
sales of construction material
200,000 100,000 50% 50%
Shenzhen CM Commercial Development
Co., Ltd.
Shenzhen Property
development
Development of commercial property,
operation, management, and leasing.
Investment in industry
51,000 51,000 100% 100%
Beijing Kanglade Property Development
Co., Ltd.
Beijing Property
development
Property development, sales of its products,
hotel development, import & export of goods
and technologies
30,000 18,000 60% 60%China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
66
Note 1: Zhangzhou CM Property Co., Ltd. – one of the subsidiaries of the Company acquired 30% share equity
of Zhangzhou CM Honglong Property Co., Ltd. with RMB13, 327,200
Note 2: Through its subsidiaries, the Company is holding 50% of the voting capital of Foshan Xincheng Real
Estate Co., Ltd., Huipeng Real Estate Co., Ltd., and Suzhou Shuanghu Real Estate Co., Ltd. respectively.
Because these subsidiaries are holding the major amount of voting capital in these companies, they are
substantially controlling over the financial and business operations of these companies. Thus the
Company includes them in the consolidate range of the consolidated financial statements. In which,
Huipeng Real Estate Co., Ltd. is holding 100% of the equity capital of Foshan Xinjie Real Estate Co.,
Ltd., thus Foshan Xinjie Real Estate Co., Ltd. is included in the consolidation range.
7. Monetary capital
End of term Beginning of term
Original currency Exchange rate RMB Yuan Original currency Exchange rate RMB Yuan
Cash
-RMB 64,620 1.00 64,620 50,001 1.00 50,001
-HKD 4,758 0.88 4,196 20,276 0.88 17,836
Bank deposit
-RMB 8,167,269,289 1.00 8,167,269,289 6,884,738,331 1.00 6,884,738,331
-HKD 6,547,901 0.88 5,773,521 8,388,656 0.88 7,393,460
- USD 56,849,255 6.83 388,553,672 68,154,853 6.83 465,827,107
Other monetary fund (Note)
-RMB 3,326,163 1.00 3,326,163 12,720,371 1.00 12,720,371
- USD 2,419,000 6 .83 ____1_6_,5_3_3_,_4_1_3 2,690,200 6 .83 ____1_8_,3_8_6_,_4_4_1
__8__,__5__8__1__,5__2__4__,__8__7__4 __7__,__3__8__9__,1__3__3__,__5__4__7
Note: Balances of other monetary fund are mainly transactions of foreign currency futures, credit
card deposit and deposits for project fund guarantees.
8. Transactional financial assets
Fair value at end of term Fair value at
beginning of term
RMB Yuan RMB Yuan
Deductive financial assets ____3__,__0__3__0__,0____0__2 (Note) 97__,3__3__1__,__9__8__0
Note: This was the fair value at end of the contract year by which Ruijia Investment Industrial Co.,
Ltd. and ING Bank N.V., Hong Kong Branch engaged for future foreign currency trading
without transferring of principal. As of June 30, 2009, the nominal principal has amounted to
USD241, 900,000. Such contracts will due amongst July 24, 2009 to June 2, 2010.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
67
9. Account receivable
(1) Account age analyze of account receivable
End of term Beginning of term
Age Amount Proportion Bad debt provision Book value Amount Proportion Bad debt provision Book value
RMB Yuan % RMB Yuan RMB Yuan RMB Yuan % RMB Yuan RMB Yuan
within 1 yr 100,720,332 95 2,155,723 98,564,609 106,050,263 94 2,312,665 103,737,598
1-2 years 608,547 1 15,799 592,748 1,420,716 1 25,136 1,395,580
2-3 years 335,598 - 299,497 36,101 169,547 1 31,982 137,565
Over 3 yrs 4,492,685 __________ ____4 __2_,5_7_7_,_0_6_4 ___1_,9_1_5_,_6_2_1 ___4_,7_0_0_,_9_5_0 ____4 __2_,7_9_3_,_8_1_4 ___1_,9_0_7_,_1_3_6
Total __1__0__6__,1__5__7__,__1__6__2 ____1__0__0 ____5__,0__4__8__,__0__8__3 __1__0__1__,1__0__9__,__0__7__9 __1__1__2__,3__4__1__,4__7__6__ __1__0__0__ ____5__,1__6__3__,5__9__7__ __1__0__7__,1__7__7__,8__7__9__
(2) Accounts receivable are presented according to the categories as the following:
End of term Beginning of term
Categories Amount ProportionBad debt provisionBook valueAmount ProportionBad debt provision Book value Basis of
categorizing
RMB Yuan % RMB Yuan RMB Yuan RMB Yuan % RMB Yuan RMB Yuan
Single account with large amount - - - - - - - - Single sum
over RMB10 mil.
Single account without
large amount but with
greater risks after
combined with credit
features 4,492,685 4 2,577,064 1,915,621 4,700,950 4 2,793,814 1,907,136 aged over 3 yrs
Other minor accounts __1_0_1_,6_6_4_,_4_7_7 ___9_6 __2_,4_7_1_,_0_1_9 __9_9_,1_9_3_,_4_5_8 _1_0_7_,6_4_0_,5_2_6_ __9_6_ __2_,3_6_9_,7_8_3_ _1_0_5_,2_7_0_,7_4_3_
Total ____1__0__6__,1__5__7__,__1__6__2 ____1__0__0 ____5__,0__4__8__,__0__8__3 __1__0__1__,1__0__9__,__0__7__9 __1__1__2__,3__4__1__,4__7__6__ __1__0__0__ ____5__,1__6__3__,5__9__7__ __1__0__7__,1__7__7__,8__7__9__
(3) Change of bad debt provisions provided upon account receivable
Amount
RMB Yuan
Beginning of term 5,163,597
Provided this term 153,230
Carried back this term ___2_6_8_,7_4_4_
End of term ____5__,0__4__8__,__0__8__3China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
68
(4) Top 5 receivables are as the followings:
Total of top 5 receivables Age Portion in total receivables
RMB Yuan %
11,637,450 within 1 yr 11
(5) No receivable account due from shareholders with 5% or above shares of the Company.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
69
10. Prepayment
(1) Age analyze of prepaid accounts
End of term Beginning of term
Age Amount Proportion Amount Proportion
RMB Yuan % RMB Yuan %
within 1 yr 15,566,189 100 26,822,305 95
1-2 years 7,250,358 - 1,444,551 5
2 -3 years ________-_ _ ___- _ ____5_0_,0_0_0_ ___- _
T otal __2__2__,__8__1__6__,5__4__7__ __1__0__0__ 2__8__,__3__1__6__,__8__5__6 ____1__0__0
(2) Prepaid accounts are presented according to the categories as the following:
Categories End of term Beginning of term Basis of categorizing
RMB Yuan RMB Yuan
Single account with large amount 13,616,507 13,616,507 Single sum
over RMB10 mil.
Single account without large amount
but with greater risks after
combined with credit features - - aged over 3 yrs
Other minor accounts __9_,_2_0_0_,0_4_0_ 1__4_,7_0_0_,_3_4_9
____2__2__,8__1__6__,__5__4__7 2__8__,__3__1__6__,8__5__6__
(3) No prepaid account to shareholders with 5% or above shares of the Company.
11. Other account receivable
(1) Account age analyse of other account receivable
End of term Beginning of term
Age Amount Proportion Bad debt provision Book value Amount ProportionBad debt provision Book value
RMB Yuan % RMB Yuan RMB Yuan RMB Yuan % RMB Yuan RMB Yuan
within 1 yr 256,620,508 62 15,508 256,605,000 625,184,871 71 59,823 625,125,048
1-2 years 153,375,221 36 108,048,922 45,326,299 258,550,646 29 108,049,251 150,501,395
2-3 years 2,722,401 1 206,773 2,515,628 1,644,540 - 214,920 1,429,620
O ver 3 yrs ____2_,8_8_6_,1_7_2_ ___1_ ____1_,7_8_1_,4_8_9_ ____1_,1_0_4_,6_8_3_ ____3_,1_7_1_,2_1_3_ ___-_ __1_,7_2_1_,1_4_8_ ____1_,4_5_0_,0_6_5_China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
70
____4__1__5__,6__0__4__,__3__0__2 ____1__0__0 ____1__1__0__,0__5__2__,__6__9__2 ____3__0__5__,5__5__1__,__6__1__0 ____8__8__8__,5__5__1__,__2__7__0 ___1__0__0_ 1__1__0__,0__4__5__,__1__4__2 ____7__7__8__,5__0__6__,__1__2__8China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
71
(2) Other accounts receivable are presented according to the categories as the following:
End of term Beginning of term
Categories Amount Bad debt provision Book value Amount Bad debt provisionBook value Basis of categorizing
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Single account with
large amount 335,257,118 108,033,906(Note)227,223,212 819,625,246 108,033,906 711,591,340 Single sum
over RMB10 mil.
Single account without large
amount but with greater
risks after combined with
credit features 2,886,172 1,781,489 1,104,683 3,171,213 1,721,148 1,450,065 aged over 3 yrs
Other minor accounts ___7_7_,4_6_1_,0_1_2_ _____2_3_7_,2_9_7_ ___7_7_,2_2_3_,7_1_5_ ___6_5_,7_5_4_,_8_11_ ___2_9_0_,0_8_8_ __6_5_,_4_6_4_,7_2_3_
Total ____4__1__5__,6__0__4__,__3__0__2 ____1__1__0__,0__5__2__,__6__9__2 ____3__0__5__,5__5__1__,__6__1__0 ____8__8__8__,5__5__1__,2__7__0__ 1__1__0__,0__4__5__,1__4__2__ ____7__7__8__,5__0__6__,1__2__8__
According to the “Confirmation Letter of Land Using Right Transfer”, for Ruijia Investment
Industrial Co., Ltd. and Shizhao Investment Co., Ltd. failed to pay the initial payment, the bidding
security of HKD122,501,310 (RMB108,033,906) has been provided full provision.
(3) Change of bad debt provisions provided upon other account receivable
Amount RMB
Yuan
Beginning of term 110,045,142
Provided this term _______7_,5_5_0_
End of term ____1__1__0__,0__5__2__,__6__9__2
(4) Top 5 receivables are as the followings:
Total of top 5 receivables Age Proportion of total other receivables
RMB Yuan %
335,257,119 within 2 yrs 81
(5) No other receivable account due from shareholders with 5% or above shares of the Company.
12. Inventories
End of term Beginning of term
Categories Amount Impairment provision Book value Amount Impairment provisionBook valueChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
72
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Real property
development costs 24,436,714,745 296,210,000 24,140,504,745 22,931,730,833 296,210,000 22,635,520,833
Property products 1,763,066,957 - 1,763,066,957 1,227,864,442 - 1,227,864,442
Raw materials 4,829,298 - 4,829,298 4,450,453 - 4,450,453
Low-value consumables
and others _____3_,_5_3_0_,3_4__8 _____1_6_2_,_9_8_2 _____3_,_3_6_7_,3_6_6_ _____1_,_6_2_8_,5_0_5_ _1_6_2_,_9_8_2 _____1_,_4_6_5_,_5_2_3
__2__6__,2__0__8__,__1__4__1__,3__4__8__ __2__9__6__,__3__7__2__,9__8__2__ __2__5__,9__1__1__,__7__6__8__,3__6__6__ __2__4__,1__6__5__,__6__7__4__,2__3__3__ 296__,__3__7__2__,9__8__2 __2__3__,8__6__9__,__3__0__1__,2__5__1__China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
73
(1). Real estate development costs are as follows:
Projects Start date Planned finish date Expected total investment.End of term Beginning of term
RMB0’000 RMB Yuan RMB Yuan
Development costs of real estate under construction:
Beijing Lishuiqiao Project 2008.10 2012.12 434,899 1,930,943,804 1,769,857,158
Foshan Yiyun Shangcheng 2008.08 2013.03 282,598 1,650,044,819 1,609,776,610
Tianjin Weijinnan Project 2007.10 2013.09 394,315 1,193,160,174 1,579,060,949
Suzhou Xiaoshicheng 2008.04 2014.03 462,932 1,529,340,344 1,469,354,406
Beijing Park 1872 2006.10 2012.12 378,198 1,468,450,563 1,332,885,813
Shanghai Haide Garden 2006.05 2012.07 150,842 1,033,607,561 1,252,815,691
Foshan Yiyunshui’an 2008.04 2012.06 324,049 1,396,881,892 1,171,678,450
Jinshan Valley, Guangzhou 2008.02 2015.07 482,973 823,327,460 1,053,695,705
Shenzhen CM Lanyuan 2008.03 2009.12 155,498 1,160,031,373 984,596,333
Shenzhen CM Guanyuan 2008.08 2011.08 195,073 968,102,851 936,723,035
Shanghai Zhuanqiao Project 2008.07 2011.11 132,539 761,324,870 701,560,844
Chongqing CM Jiangwancheng 2007.10 2012.10 179,892 794,617,868 681,509,730
Shanghai Haiwan Project 2008.10 2014.10 163,139 606,447,282 574,159,384
Shanghai Nanqiao Project 2008.03 2010.03 84,502 574,679,136 495,818,192
Nanjing Yunxigu 2006.12 2010.12 100,524 239,460,599 481,672,906
Shenzhen Haiyue Huating 2007.02 2009.09 45,020 393,441,913 328,987,065
Zhangzhou CM Garden City 2008.07 2011.11 63,701 315,334,462 286,338,846
Suzhou Yiyunshui’an Phase III 2007.12 2009.08 40,573 302,268,760 279,549,890
Shenzhen Yishanjun Phase III 2007.12 2009.08 42,863 301,552,019 215,500,993
Phase V. Garden City 2008.03 2010.06 38,833 218,859,378 202,669,933
Shenzhen Garden City Digital Building 2007.09 2009.09 30,360 217,862,096 187,526,695
Zhuhai CM Garden City A 2008.12 2011.02 72,484 259,663,388 184,743,841
Shenzhen Meilun Apartment 2008.03 2009.12 28,557 169,528,637 158,172,763
36 Xikang Road Tianjin 2007.03 2009.11 57,942 156,496,099 128,614,510
Shenzhen Lanxigu Phase II, land II 2008.08 2011.01 35,890 104,129,392 101,016,614
Shenzhen Technical Building Phase II 2009.03 2010.03 29,360 179,802,313 -
Others ____7_5_,_8_5_4_,7__0_0 ____7_9_,_1_4_2_,6_5_6_
Sub-total _1_8_,8_2_5_,_2_1_3_,7_5_3_ _1_8_,2_4_7_,_4_2_9_,0_1_2_
Land to be developed:
Chongqing Garden City 2009.11 2015.08 361,338 1,300,668,928 1,284,527,080
Suzhou Weiting 2009.12 2012.12 170,818 1,024,977,848 1,022,094,091
Shenzhen Yongjinwan 2009.09 2012.06 203,935 936,961,851 934,910,249
Shenzhen CM Plaza 2009.08 2012.03 143,759 460,141,905 438,047,925
Shenzhen Wuzi Apartment 2009.08 2012.04 76,649 316,978,877 311,251,663
Zhuhai CM Garden City B 2009.12 2012.07 135,332 277,764,387 270,483,988
Xixiang Golf Garden 2009.12 2012.09 109,274 196,250,949 191,832,850
Shenzhen Technical Building Phase II 2009.03 2010.03 29,360 - 145,544,282
Zhangzhou Holiday 365 2010.03 2012.10 42,534 87,878,247 85,609,693
Zhangzhou Nanpaotai 2009.07 2011.11 245,258 615,585,646 -China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
74
Beijing Gangli Hotel 2009.08 2011 .12 118,751 ___3_9_4_,_2_9_2_,3_5_4_ ____________- _
Sub-total 5,611,500,992 4,684,301,821
Less: Impairment provision 296,210,000 296,210,000
Incl. Yiyunshangcheng 182,370,000 182,370,000
Suzhou Weiting ___ _1_1_3_,8_4_0_,_0_0_0 ____1_1_3_,8_4_0_,_0_0_0
Total __2__4__,1__4__0__,__5__0__4__,7__4__5__ __2__2__,6__3__5__,__5__2__0__,8__3__3__( Note)
As of June 30 2009, among the land under planning, there were 357,318 squre meters have
entered the land using right transferring contract, concerning Chongqing Garden City, Xixiang
Golf Garden, Yongjingwan, CM Plaza, and Wuzi Apartment. Whereas the land using
certificate were under process.
(2). Products of real estate development are as follows:
Projects Date of finish Beginning of term Increased this term Decreased this term End of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Shenzhen Lanxigu Phase II. 2007.06 643,425,198 62,889,086 251,083,649 455,230,635
Tianjin 36 Xikang Road houses completed 2008.11 193,310,549 - 60,242,648 133,067,901
Shanghai Yiyunjun Phase II 2008.12 137,060,979 28,960,346 132,237,277 33,784,048
Nanjing Yiyunxigu Phase I 2008.06 65,210,305 3,732,110 18,428,926 50,513,489
Najing Yiyunxigu Phase II 2009.06 - 384,656,971 9,088,702 375,568,269
Suzhou Yiyunshui’an Phase II 2007.12 46,689,405 - 42,142,145 4,547,260
Beijing Park 1872 Phase I 2008.12 44,473,904 - 2,920,119 41,553,785
Shenzhen Yishanjun Phase II 2008.06 39,876,101 - 7,012,037 32,864,064
Zhangzhou Shanhuyuan Phase IV 2007.12 20,650,757 - 1,016,463 19,634,294
Zhangzhou Sun Garden Phase I 2006.06 11,855,101 - - 11,855,101
Zhangzhou Yinshanhai Phase II 2007.12 7,614,117 - 963,893 6,650,224
Shanghai Yiyuntjun Phase I 2007.06 5,295,477 - 5,295,477 -
Shanghai Haide Garden Phase I 2006.10 3,387,258 - 1,129,214 2,258,044
Shanghai Haide Garden Phase II 2009.06 - 281,980,274 66,202,601 215,777,673
Zhangzhou Jinshanjiao Apartment 2004.12 1,439,657 - - 1,439,657
Tianjin Weijingnan Phase I 2009.06 - 520,672,712 152,334,456 368,338,256
Guangzhou Jinshangu Phase I 2009.05 - 353,414,722 351,006,099 2,408,623
O thers ____7_,_5_7_5_,_6_3_4 ___________-_ _ __________-_ _ ___ _ _7_,5_7_5_,_6_3_4
T otal __1__,2__2__7__,__8__6__4__,4__4__2__ ____1__,6__3__6__,__3__0__6__,2____2__1 __1__,1__0__1__,__1__0__3__,7__0____6 __1__,7__6__3__,__0__6__6__,9__5__7__
As of June 30, 2009, part of the land of Beijing Xichengjiayuan (106,700 square meters) was put
into pledge for the loan of RMB82, 000,000 from China Merchants Bank Beijing Sanhuan Branch.
None of the above projects other than this one was involved in pledging, guarantee, or suspension.
RMB256, 568,371 of loan expenses were capitalized in the current term, which a interest payment
capitalized (including interest incomes).
(3) Inventory impairment provisions are:
Beginning of term Drawn in
current term
Carried
back this
term
Neutralised
this year
End of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB YuanChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
75
Real property development costs 296,210,000(Note 296,210,000
Low-value consumables and others 162,982 162,982
_______ ___________ _________ _________ ___________
Total 296,372,982 296,372,982
_______ ___________ _________ _________ ___________
_______ ___________ _________ _________ ___________
Note: As of June 30, 2009, RMB296,210,000 of inventory impairment provisions were provided
at the difference of realizable net value and the book value.
13. Other current asset
Items End of term Beginning of term
RMB Yuan RMB Yuan
Prepaid land VAT (Note) 85,336,554 88,259,891
Prepaid operation tax 261,859,000 86,302,838
Prepaid income tax 104,247,824 35,052,099
Prepaid other tax 14,323,137 1,935,436
Prepaid rent - 8,968,112
Others ____2_,7_1_4_,_5_0_2 __7_,0_7_8_,_3_6_6
____4__6__8__,4__8__1__,__0__1__7 2__2__7__,5__9__6__,__7__4__2
Note: For the property sales income collected prior to finishing of construction, the Company
pays Land VAT at legal portion and account them into other current asset. Upon finishing of
the construction, the actual Land VAT is calculated upon the income from sales of property
less the legal deductive items, and is accounted into other current liabilities after deducting of
prepaid amount.
14. Disposable financial asset
At end of term At beginning of term
Items fair value fair value
RMB Yuan RMB Yuan
Guonong Tech shares __3__,__9__6__2__,__6__7__6 __1__,__7__4__3__,7__7____3
15. Long-term receivable
Items End of term Beginning of termChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
76
RMB Yuan RMB Yuan
Entrusted loan (Note 1) 858,842,093 838,808,511
B alance of share equity transfer (Note 2) _1_3_6_,_6_6_2_,4_6_9_ 13_3_,_1_5_1_,5_2__3
T otal __9__9__5__,__5__0__4__,5__6__2__ 97__1__,__9__6__0__,__0__3__4
Note 1: In November 2008, the Company entered the Entrusted Loan Contract with China
Agriculture Bank Nanshan Branch (“Agriculture Bank Nanshan” hereafter) for the loan
quota of RMB900, 000,000. Agriculture Bank Nanshan will provide loans against the
Notification of Entrusted Loans issued by the Company to assigned parties.
As of June 30, 2009, Agriculture Bank Nanshan Branch provided loan of
RMB870,650,580 to Nanjing Fucheng Property Development Co., Ltd. upon the
Notification of Entrusted Loans issued by the Company. The interst accountable was
RMB15,302,306 and financing income unrecognized was RMB27,110,793. While Nanjing
Fucheng provided the property in Nanjing International Finance Center (U1-F6, and F8-
F51, totally 100,189 square meters) as security for the loan.
Note 2: In December 2008, Heighten Holdings Limited – one of the Company’s subsidiaries
transferred its shares in Elite Trade Investment Limited, the balance receivable was
RMB155,668,338. As of June 30, 2009, the Company calculated, but not confirmed,
financing expenses of RMB19,005,869 with reference to the bank loan rates at the similar
period. It was deducted from the long-term receivables.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
77
16. Long-term share equity investment
(1) Particulars about long-term equity investment
Name of invested companies Initial
investment
Beginning of
term
Investment
made in the
current term
Equity
adjustment
of the term
Cash
dividend
of the term
Other
decreases
End of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB
Yuan
RMB
Yuan
RMB Yuan
On equity basis
Shenzhen China Merchants OCT
Investment Co., Ltd.
50,000,000 337,847,737 - 110,525,80
8
- - 448,373,545
Guangzhou Panyu Innovation
Technology Garden Co., Ltd.
200,000,000 200,000,000 - - - - 200,000,000
Beijing Tianping Property
Management Co., Ltd.
490,000 1,211,050 - 103,068 - - 1,314,118
China Merchants Guangming
Technologies Garden Ltd.
98,000,000 90,424,274 - (1,825,269) - - 88,599,005
Shenzhen Haitao Hotel Co., Ltd. 4,996,675 5,743,233 - 65,520 413,971 - 5,394,782
Tianjin Xinhai real Estate
Development Co., Ltd.
6,750,000 80,296,355 - 1,963,199 - - 82,259,554
Shenzhen China Merchants OCT
Investment Co., Ltd.
2,500,000 2,776,594 - (219,574) - - 2,557,020
Beijing Hengshihuarong Realestate
Development Co., Ltd.
14,532,541 13,131,406 - (176,913) - - 12,954,493
Shenzhen TCL Optical-
Electronics Technologies Ltd.
40,000,000 39,701,620 - (550,945) - - 39,150,675
On cost basis
Shenzhen China Merchants
Engineering Co., Ltd.
100,000 100,000 - - - - 100,000
Shenzhen Fisherman’s Warf
Restaurant Co., Ltd.
100,000 100,000 - - - - 100,000
______ _____ ______ _____ ______ _____ ______ ____ _____ ____ _________ _____ ______
Total 417,469,216 771,332,269 - 109,884,89
4
413,971 880,803,192
____________ __________ ____________ __________ ____________ ________ __________ ________ __________________
L ess: Impairment provision _1_0_0_,0__0 _0_ ___ _1_0_0__,0 _0_0_ ___
L ong-term equity investment (net) __7__7__1__,2____3 __2__,2__6__9__ __8__8__0____,7 __0__3__,1__9__2__
Change of long-term equity investment impairment provision:
Name of invested companies Beginning
of term
Increased this
term
Neutralised
this year
End of
term
RMB Yuan RMB Yuan RMB Yuan RMB
Yuan
S henzhen Fisherman’s Warf Restaurant Co., Ltd. 1__0__0____,0__0__0__ __________-__ __ __________-__ __ ____ __1__0__0__,0__0__0__
Note: Shenzhen Fisherman’s Warf Restaurant Co., Ltd. was established by Shenzhen
Taige Apartment Management Co., Ltd in 2001. Due to poor management, now it is
closed. Shenzhen Taige Apartment Management Co., Ltd fully accounted provision
for impairment on its long-term investment.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
78
(2) List of joint ventures and affiliates and their major financial information
Name of invested companies Reg. Add. Business
property
Registered
capital
Portion in
the
registered
capital
Portion in
voting rights
Gross asset of the
invested business
at end of year
Gross liability of
the invested
business at end
of year
Turnover of the
invested
business of the
year
Net profit of
the invested
companies
of the year
RMB Yuan % % RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Joint ventures
Shenzhen China Merchants OCT Investment Co.,
Ltd.
Shenzhen Property
development
100,000,00
4,556,368,362 3,880,672,887 710,762,603
206,329,75
Guangzhou Panyu Innovative Technologies
Garden Co., Ltd.(Note)
Guangzho
u
Property leasing
and management
150,000,00
479,277,780 16,168,371
Shenzhen China Merchants OCT Investment Co.,
Ltd.
Shenzhen Property
management 5,000,000 7,030,596 1,692,717 5,373,208 293,486
Affiliates
Beijing Tianping Property Management Co., Ltd. Beijing Property
management 1,000,000 4,193,439 1,729,880 8,837,219 654,671
Shenzhen China Merchants Guangming
Technologies Zone Ltd.
Shenzhen Property
development and
management
200,000,00
202,060,646 17,521,312 1,800,000 (8,051,627)
Shenzhen Haitao Hotel Co., Ltd. Shenzhen Hotel
management 6,000,000 14,752,692 1,989,951 8,855,632 1,022,151
Tianjin Xinhai real Estate Development Co., Ltd. Tianjin Property
development 15,000,000 509,653,152 331,216,807 605,329,893
161,767,29China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
79
Beijing Hengshihuarong Real-estate Development
Co., Ltd.
Beijng Property
development and
operation 50,000,000 920,551,815 881,239,621 (2,784,090)
Shenzhen TCL Electric-Optical Co., Ltd. Shenzhen Development of
own properties
200,000,00
106,253,825 13,045,443 (745,949)China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
80
Name of invested companies Reg. Add. Business property Registered
capital
Portion in
the
registered
capital
Portion in voting
rights
Gross asset of
the invested
business at end
of year
Gross liability
of the invested
business at end
of year
Turnover of
the invested
business of the
year
Net profit of
the invested
companies
of the year
RMB Yuan % % RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Joint ventures
Shenzhen China Merchants OCT
Investment Co., Ltd.
Shenzhen Property development 100,000,00
0
50 50 2,602,743,433 1,929,630,175 721,063,407 221,051,61
7
Guangzhou Panyu Innovative
Technologies Garden Co., Ltd.(Note 1)
Guangzho
u
Property leasing and
management
150,000,00
0
70 50 475,936,540 13,911,004 - -
Shenzhen China Merchants OCT
Investment Co., Ltd.
Shenzhen Property management 5,000,000 50 50 6,293,678 1,397,755 2,427,686 (439,147)
Affiliates
Beijing Tianping Property Management
Co., Ltd.
Beijing Property management 1,000,000 49 49 2,979,342 359,144 2,964,946 210,344
China Merchants Guangming
Technologies Garden Ltd.
Shenzhen Property development
and management
200,000,00
0
49 49 228,211,213 47,396,918 720,000 (3,725,039)
Shenzhen Haitao Hotel Co., Ltd. Shenzhen Hotel management 6,000,000 45 45 13,824,118 1,755,266 3,977,409 145,600
Tianjin Xinhai real Estate Development
Co., Ltd.
Tianjin Property development 15,000,000 45 45 666,244,869 484,955,319 37,118,197 4,362,664
Beijing Hengshihuarong Real-estate
Development Co., Ltd. (Note 2)
Beijing Property development
and operation
100,000,00
0
12 12 920,551,815 812,597,682 1,532,000 (1,474,275)
Shenzhen TCL Optical-Electronics
Technologies Ltd.
Shenzhen Development of own
properties
200,000,00
0
40 40 172,979,571 81,148,553 - (1,377,363)
Note1: Guangzhou Qidi Technologies Garden Investment Co., Ltd. – one of the Company’s subsidiaries, is holding 70% shares ofChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
81
Guangzhou Panyu Innovative Technologies Garden Co., Ltd. As stipulated in the Articles of Association of Guangzhou Panyu
Innovative Technologies Garden Co., Ltd., all of the financial and operational decision making have to be decided by presenting of
the whole shareholders, thus Guangzhou Qidi Technologies Garden Investment Co., Ltd. has no controlling power over Guangzhou
Panyu Innovative Technologies Garden Co., Ltd.. Thus it was not included in the consolidation range.
Note 2: Beijing Hengshihuarong Real-estate Development Co., Ltd. has increased its registered capital by RMB50 million. And the
Compay’s shareholding rate was reduced to 12%.
(3) The Company’s long-term equity investment receivers as of June 30, 2009 were not limited in ability to transfer capital to the Company.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
82
17. Investment properties
Houses & buildings Land using right Total
RMB Yuan RMB Yuan RMB Yuan
Original value
Beginning of term 2,245,831,068 1,043,391,277 3,289,222,345
Purchased this term - 5,262,207 5,262,207
Private real estate or inventory converted into real estate. 227,500 - 227,500
Investment property converted to inventory ____2_,_4_2_6_,5_5_1_ ____1_,_1_6_5_,9_9_1_ ____3_,_5_9_2_,5_4__2
End of term _2_,2_4_3_,_6_3_2_,_0_1_7 _1_,0_4_7_,_4_8_7_,4_9_3_ _3_,2_9_1_,_1_1_9_,5_1_0_
Accumulated depreciation and accumulated amortization.
Beginning of term 584,344,355 71,902,220 656,246,575
Provided this term 49,235,972 13,581,240 62,817,212
Investment property converted to inventory ______3_5_3_,8_7_2_ _______6_9_,4__0_4 ______4_2_3_,_2_7_6
End of term __6_3_3_,_2_2_6_,4_5__5 ___8_5_,_4_1_4_,0_5__6 __7_1_8_,_6_4_0_,5_1_1_
Impairment provision
Initial and end of term __________-_ _ __________-_ _ __________-_ _
Net amount
Beginning of term __1__,6__6__1__,__4__8__6__,7__1__3__ ____9__7__1__,__4__8__9__,0__5__7__ __2__,6__3__2__,__9__7__5__,7__7__0__
End of term __1__,6__1__0__,__4__0__5__,5__6____2 ____9__6__2__,__0__7__3__,4____3__7 __2__,5__7__2__,__4__7__8__,9__9__9__
As of June 30 2009 none of the Company’s investment properties is on collateral.
As of June 30 2009 investment properties under ownership certificate filing procedures were
amounted to RMB551,245,565 net.
18. Fixed assets
Houses &
buildings
Equipment &
machinery
Transportation
facilities
Electronics,
furniture,
appliances
Total
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Original value of fixed assets
Beginning of term 198,330,643 353,161,844 51,596,324 58,497,933 661,586,744
Purchased this term
1,433,420 789,800 1,730,242 3,953,462
Transferred in from construction in current term 766,644 766,644
Disposed or sold in current term 1,120,686 336,660 544,229 2,001,575
Other decrease this term 3,30 53,98 57,286
___________ ___________ __________ __________ __________China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
83
End of term 198,330,643 354,237,922 52,049,464 59,629,960 664,247,989
___________ ___________ __________ __________ __________
Accumulated depreciation:
Beginning of term 85,350,479 226,470,023 28,538,856 36,653,464 377,012,822
Depreciation provided this term 2,773,971 5,779,553 2,909,242 6,036,287 17,499,053
Disposed or sold in current term 991,908 301,733 383,436 1,677,076
Other decrease this term 23,764 23,912
___________
___________ __________ __________ __________
End of term 88,124,450 231,257,520 31,146,365 42,282,552 392,810,887
___________ ___________ __________ __________ __________
Impairment provision
Initial and end of term
___________ ___________ __________ __________ __________
Net amount
Beginning of term 112,980,164 126,691,821 23,057,468 21,844,469 284,573,922
___________ ___________ __________ __________ __________
___________ ___________ __________ __________ __________
End of term 110,206,193 122,980,402 20,903,099 17,347,408 271,437,102
___________ ___________ __________ __________ __________
___________ ___________ __________ __________ __________
As of June 30, 2009, the Company still has investment properties amounted to
RMB46,865,346 of net value which were under processing of filing for property right certificates.
19. Construction in process
Project
Beginning
of Term
Increased
this year
Finished
and
transferre
d to fixed
asset this
year
Other
transferre
d out in
this year
End of
Term
Budget
Portion of
investmen
t on
budget
Fund
source
RMB
Yuan
RMB
Yuan
RMB
Yuan
RMB
Yuan
RMB
Yuan
RMB
Yuan
%
Transformer Sta 32,800,5 4,036,1 36,836,6 220,360, 17 Own c
Water supply
project
3,937,896 1,254,608 766,644 - 4,425,860
22,168,61
6
20
Own
capitalChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
84
Reconstruction
project
2,876,543 59,501 - - 2,936,044 2,936,043 100
Own
capital
Total
39,614,98
2
5,350,264 766,644 - 44,198,602
Less: Impairment
provision
- -
Net value of
construction in
progress
39,614,98
2
44,198,602
___________ __________
20. Intangible assets
Land using right Software Total
RMB Yuan RMB Yuan RMB Yuan
Original value
Beginning of term ________-_ _ _2_2_2_,5_8_0_ ____2_2_2_,_5_8_0
End of term ________-_ _ _2_2_2_,5_8__0 ____2_2_2_,_5_8_0
Accumulated amortizing
Beginning of term - 128,368 128,368
Provided this term __________ __2_2_,2_5_8_ _____2_2_,2_5_8_
End of term __________ _1_5_0_,_6_2_6 ____1_5_0_,_6_2_6
Net amount
Beginning of term ________________-__ __ ____9__4__,2__1__2__ __________9__4__,__2__1__2
End of term ____________________ ____7__1__,__9__5__4 __________7__1__,__9__5__4
21. Long-term amortizable expenses
Items End of term Beginning of term
RMB Yuan RMB Yuan
Expenses for improvement of operational assets leased in 174,116,158 183,911,501
Outdoor advertisement facilities 2,784,463 6,957,351
Golf club membership 254,180 349,732
Others ___6_,_6_7_6_,6_3_3_ _5_,_3_2_0_,_7_1_0
Total __1__8__3__,__8__3__1__,4__3__4__ 19__6__,__5__3__9__,__2__9__4China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
85
22. Differed income tax asset
Deductible provisional differences Differed income tax asset
Items End of term Beginning of term End of term Beginning of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Bad debt provision on receivables 1,319,927 427,869 290,384 85,377
Bad debt provision on other receivables 692,118 630,143 152,266 126,029
Inventory impairment provision 162,982 162,982 35,856 32,596
Long-term equity investment impairment provision 100,000 100,000 22,000 20,000
Depreciation of fixed assets 244,053 298,286 53,692 53,692
Amortizing of other long-term assets 1,742,300 1,501,667 383,306 388,566
Land VAT drawn in advance 417,933,852 154,825,620 95,881,577 38,519,585
Expected liabilities ___ _8_0_1_,9_1_1_ __8_,_2_5_1_,9_1_1_ __ _1_7_6_,4__2_0 __1_,_6_5_0_,_3_8_2
Total 4__2__2__,__9__9__7__,1__4__3__ 1__6__6__,__1__9__8__,4____7__8 9__6__,__9__9__5__,5__0__1__ __4__0__,__8__7__6__,2__2__7__
The following neutralizable provisional differences and losses are not recognized as differed
income tax assets:
End of term Beginning of term
RMB Yuan RMB Yuan
Neutralizable losses 7,750,200 29,535,706
Deductible provisional differences _1_5_5_,_4_0_5_,4_4_6_ 14_6_,_7_0_8_,_8_5_0
Total __1__6__3__,__1__5__5__,6__4__6__ 17__6__,__2__4__4__,__5__5__6
Deductible losses from unrecognised differed income tax assets share expire not later than 2014.
23. Asset impairment provision
Items Beginning of term Provided current term Carried back this term End of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Bad debt provision 115,208,739 160,780 268,744 115,100,775
- Account receivable 5,163,597 153,230 268,744 5,048,083
- Other receivables 110,045,142 7,550 - 110,052,692
Inventory impairment provision 296,372,982 - - 296,372,982
Long-term equity investment impairment provisio_n_ __1_0_0_,_0_0_0 ________-_ _ _______-_ _ ____1_0_0_,_0_0_0
Total 4__1__1__,__6__8__1__,7__2__1__ ________1__6__0__,7__8__0__ ______2__6__8__,7__4__4__ 4__1__1__,__5__7__3__,7__5__7__China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
86
24. Short-term loans
End of term Beginning of term
RMB Yuan RMB Yuan
Credit loan 1,861,005,265 2,802,290,730
Guarantee loan __2_0_5_,_3_9_8_,3_0_0_( Note) __8_1_1_,_6_6_5_,5_4_8_
Total __2__,0__6__6__,__4__0__3__,5__6__5__ __3__,6____1__3__,9__5__6__,__2__7__8
Note: Shenzhen CM Property Co., Ltd. borrowed RMB50,000,000 from China Merchants Bank
New Age Branch, which was secured by China Merchants Shekou Industrial Zone Co., Ltd.
Shenzhen CM Power Supply Co., Ltd. borrowed USD22,737,000 from China Merchants
Bank Shekou Branch, which was secured by China Merchants Shekou Industrial Zone Co.,
Ltd.
25. Trade off financial liabilities
Fair value at end of term Fair value at
beginning of term
RMB Yuan RMB Yuan
Deductive financial liability __1__2__,__6__8__6__,__1__7__6 (Note) __________-__ __
Note: See Note 8.
26. Notes payable
Categories End of term Beginning of term
RMB Yuan RMB Yuan
B ank acceptance __2__4__9__,__6__0__3__,7__1__3__ 1__4____3__,2__8__7__,__8__4__1
27. Account payable
(1). Information on shareholders holding more than 5% (include 5%) voting right is as follows:
Name of the shareholder End of term Beginning of term Property
RMB Yuan RMB Yuan
China Merchants Shekou Industrial Zone Co., Ltd. 5,338,724(Note)82,395,024 Land right price
Note: It was the balance of land right price payable by Shenzhen China Merchants Properties Co.,China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
87
Ltd. to China Merchants Shekou Industrial Zone Co., Ltd. for the land of Marine Center.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
88
(2) Account payable with large amount and aged over one year:
Name of the
companies
End of
term
Age Reason of overdue Amount to be
repaid after the
B/S date
RMB
Yuan
RMB Yuan
Chaoyang Property
Development Co.,
Ltd.
40,000,000 3-4
yrs
Resident moving expenses payable to Chaoyang
Property Development Co., Ltd., payable upon
granting of the Resident Moving Conclusive Letter
issued by National Land Bureau
-
28. Prepayment received
(1) Age analyse of prepayment received
End of term Beginning of term
RMB Yuan % RMB Yuan %
within 1 yr 6,518,412,079 100 2,699,705,236 99
1-2 years 499,976 - 29,679,420 1
2-3 years ____1_,_8_9_0_,7_3_9_ ___- _ ___2_,_0_8_8_,_0_3_7 ___-_
Total __6__,5__2__0__,__8__0__2__,7__9__4__ __1__0__0__ 2__,__7__3__1__,4__7__2__,__6__9__3 ____1__0__0
(2) Including: prepayment received for sales of houses
Projects Beginning of Term End of Term Pre-sell
portion
Planned
finish
date
RMB Yuan RMB Yuan %
Shenzhen Haiyue Huating 1,087,541,458 579,276,285 96 2009
Guangzhou Jinshangu Phase I, II 181,902,198 498,516,765 70 2009
Shanghai Yiyunjun Phase II 33,835,963 318,564,899 100 complete
d
Foshan Yiyunshui’an Phase I 755,067,477 290,116,266 100 2009
Beijing Park 1872 Phase I 670,536,190 285,731,279 77 2010
Shanghai Haide Garden Phase II 208,354,800 211,845,301 68 complete
d
Shanghai Haide Garden Phase III 34,751,981 - 30 2009
Shanghai Zhuanqiao Project Phase I 405,028,126 - 88 2009
Shanghai Nanqiao Project 228,903,328 - 37 2010
36 Xikang Road Tianjin 143,954,756 107,936,970 55 2009
Najing Yiyunxigu Phase II 276,415,786 89,204,312 65 2009
Nanjing Yiyunxigu Phase III 152,506,581 - 98 2010
Tianjin Weijingnan Phase I 173,403,804 79,199,033 57 2009
Chongqing Jiangwancheng Phase I 368,778,455 70,627,103 90 2009
Shenzhen Yishanjun Phase II, III 434,508,974 64,608,350 91 2009
Shenzhen Lanxigu Phase II. 465,435,706 47,100,566 71 complete
d
Suzhou Yiyunshui’an Phase II and III 476,449,169 30,601,109 100 2009
Suzhou Xiaoshicheng Phase I 346,377,692 - 70 2009
Zhangzhou CM Garden City Phase I 11,747,730 - 23 2009
Zhangzhou Yinshanhai Phase II 2,890,301 345,996 99 complete
dChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
89
Zhangzhou Shanhuyuan Phase IV 1,808,913 3,253,942 91 complete
d
Others 41,984,820 17,403,533
Total ______6_,5_0_2,_1_84 ,20_8 ______2,_69_4_,3_3_1 ,709
(3) No prepayment received was from shareholders holding 5% or over voting shares of the
Company.
29. Employees’ wage payable
Beginning of term Increased this term Decreased this term End of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Wage, bonus, allowance, subsidy 99,318,894 208,556,465 242,660,530 65,214,829
Employee welfare 932,921 13,356,405 12,685,414 1,603,912
Social insurance 5,707,212 17,246,111 20,348,170 2,605,153
Housing fund 84,043 2,406,281 2,400,932 89,392
Trade union and education allowance 15,366,917 5,170,064 5,383,975 15,153,006
Compensation for dismissing of employment - 2,199,437 919,437 1,280,000
O thers ______4_9_0_,0_6_1_ ____2_,0_6_8_,_5_5_5 ____2_,_3_4_2_,4_1_8_ ______2_1_6_,1_9_8_
T otal ____1__2__1__,__9__0__0__,0__4__8__ ____2__5__1__,0__0__3__,__3__1__8 ____2__8__6__,__7__4__0__,8__7__6__ ______8__6__,__1__6__2__,4__9__0__
30. Tax payable
End of term Beginning of term
RMB Yuan RMB Yuan
Enterprise income tax 132,124,588 109,859,036
Business tax 51,419,386 55,480,137
Land VAT (Note) 41,669,312 43,687,588
Contract tax 37,110,128 36,600,000
VAT 6,141,130 12,072,972
Personal income tax 15,298,138 3,323,067
City maintenance and construction tax 979,181 1,345,840
Land using tax 341,745 341,748
Property tax 58,261 57,065
Others ___2_,_6_6_3_,3_7_4_ ___7_,_7_7_8_,_1_6_0
Total __ 2__8__7__,__8__0__5__,2__4__3__ __2__7__0__,__5__4__5__,__6__1__3
Note: For details please go to Note 13.
31. Interest payable
End of term Beginning of term
RMB Yuan RMB Yuan
Short-term loan interest 5,456,119 13,616,242
Long-term loan interest __3_2_,6_6_7_,_7_9_5 _2_7_,_4_3_4_,9_6__3
Total __3__8__,__1__2__3__,9__1____5 ____4__1__,0__5__1__,__2__0__5China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
90
32. Dividend payable
End of term Beginning of term
Name of the investor RMB Yuan RMB Yuan
Tianjin Shenmiao Investment Group Co., Ltd. 8,493,185(Note) 8,493,185
Shekou Huayuan Restaurant ___2_8_5_,6_0_0_ ____2_8_5_,6_0_0_
Total __8__,__7__7__8__,7__8__5__ ______8__,7__7__8__,__7__8__5
Note: It was the dividend payable by Tianjin China Merchants Property Co., Ltd. – one of the
subsidiaries of the Company to Tianjin Shenmiao Investment Group Co., Ltd. as part of the
profit distribution plan as of December 31, 2008 approved by the Board meeting held on
December 20, 2008
33. Other account payable
(1) No other account payable due to shareholders holding 5% or above voting shares of the
Company
(2) Other payables with large amount:
Name of the companies End of Term Age Reason of overdue Amount
to be
repaid
after the
B/S date
RMB Yuan RMB
Yuan
Huidefeng Property (China) Co., Ltd. 751,223,639 within
2 yrs
Payable by Huipeng Property Co., Ltd. to
Huidefeng Property (China) Co., Ltd. for
the investment payment made to Foshan
Xinjie Property Co., Ltd. on behalf of
Huipeng.
-
Beijing Jiaming Property Development Co.,
Ltd.
695,581,188 within
2 yrs
Payable by CM Jiaming (Beijing)
Property Development Co., Ltd. to
Beijing Jiaming Property Development
Co., Ltd. for payment made on behalf
-
Shenzhen Nanshan Development Industrial
Co., Ltd.
431,427,130 within
2 yrs
Payable by Suzhou CM Nanshan Property
Co., Ltd. to Shenzhen Nanshan
Development Co., Ltd. for payment made
on behalf
-
CM Zhangzhou Development Zone Ltd. 425,215,117 within
2 yrs
Payable by Zhangzhou CM Property Co.,
Ltd. to CM Zhangzhou Development
Zone Co., Ltd. for payment made on
behalf
-China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
91
34. Non-current liability due in 1 year
Categories End of term Beginning of term
RMB Yuan RMB Yuan
Long-term loans due in 1 year 3,880,038,000 1,810,000,000
O ther non-current liabilities due in 1 year _______9_9_,4_0_2_ ______9_9_,4__0_2
T otal 3__,8__8__0__,__1__3__7__,4__0__2__(__N ote) __1__,8__1__0__,__0__9__9__,4__0__2
Note: Please refer to Note 36, 40.
35. Other current liability
End of term Beginning of term
RMB Yuan RMB Yuan
Land VAT drawn in advance (Note) 738,290,815 439,334,198
Outsourced cleaning and security guard services 5,768,468 5,853,294
Agencies 4,897,891 3,000,000
Original water and power supply 5,446,998 2,216,370
Clothing fee 4,593,365 1,639,910
Improving of intelligent system 307,900 1,385,217
Land using rights 4,585,055 -
Travel 2,664,700 -
Cooling fee 2,426,500 -
Others ___5_,_2_6_0_,4_9_0_ ___5_,_6_4_3_,_4_0_9
Total __7__7__4__,__2__4__2__,1__8__2__ __4__5__9__,__0__7__2__,__3__9__8
Note: Land VATs are calculated and provided in accordance with Guo-Shui-Fa[2006]187 with
the heading of “Circular about Settlement of Land VAT of Property Development
Enterprises” issued by National Tax Bureau General, and accounted into current income
account. Meanwhile, when calculating of the income tax of current year, corresponding
adjustments were done by the subsidies of the Company on the taxable income account
according to the relative income tax rules of local governments.
36. Long-term borrowings
End of term Beginning of term
Categories Original currency Exchange rate RMB Yuan Original currency Exchange rate RMB Yuan
Credit loan - RMB 3,650,000,000 1.00 3,650,000,000 3,950,000,000 1.00 3,950,000,000
Guaranteed loan (Note 1)- RMB 2,710,000,000 1.00 2,710,000,000 2,590,000,000 1.00 2,590,000,000
- USD 187,000,000 6.83 1,278,103,671 177,000,000 6.83 1,209,761,935
- HKD 130,000,000 0.88 114,647,000 130,000,000 0.88 114,647,000
Consigned loans RMB 752,906,972 1.00 752,906,972 752,906,972 1.00 752,906,972
P ledged loan (Note 2) - RMB 82,000,000 1. 00 _____8_2_,0_0_0_,0_0_0_ - - ___________-_ _
8,587,657,643 8,617,315,907
Less: Long-term borrowings due in 1 year 3,880,038,000 1,810,000,000
Incl. Borrowings on credit 1,100,000,000 450,000,000
Guarantee loan 2,465,038,000 1,360,000,000
Consigned loans 300,000,000 -
Pledged loan _____1_5_,0_0_0_,0_0_0_ ___________-_ _
C ooling fee __ __ 4__,__7__0__7__,6__1__9__,__6__4__3 ____6__,__8__0__7__,3__1__5__,__9__0__7China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
92
Annual interests of the above loans are ranged from 2.045% to 7.72%.
Note 1:The Company borrowed RMB650,000,000 from Shanhai International Trust Co., Ltd by
mean of trust finance, and RMB1,000,000,000 from Industrial Bank Shanghai Branch.
According to the “Agreement on Issuing the Deed of Guarantee” entered with China
Construction Bank Shenzhen Branch, both of the above loans were guaranteed by China
Construction Bank Shenzhen Branch.
The Company borrowed RMB110,000,000 from China Merchants Bank New Age Branch,
and RMB400,000,000 from China Merchants Bank Shekou Branch.they were secured by
China Merchants Shekou Industrial Zone Co., Ltd.
Shenzhen CM Property Co., Ltd. raised loan of RMB500,000,000 from China Merchants
Bank New Age Branch, it was secured by China Merchants Shekou Industrial Zone Co.,
Ltd.
Foshan Xincheng Property Co., Ltd. – one of the subsidiaries of the Company, raised loan
of RMB50,000,000 from China Construction Bank Foshan Branch, which was guaranteed
by the Compay and Huidefeng Property Co., Ltd. for RMB25,000,000 respectively.
Ruijia Investment Industrial Co., Ltd. Raised a loan of USD50,000,000 from ING Bank
N.V., Hong Kong Branch, which was secured by China Merchants Group Co., Ltd.
Ruijia Investment Industrial Co., Ltd. – one of the Company’s subsidiaries raised a loan of
USD60,000,000 from China Merchants Bank Offshore Business Department which was
secured by China Merchants Group Co., Ltd.
Ruijia Investment Industrial Co., Ltd. Raised loans of USD47,000,000 and
HKD130,000,000 from China Industrial & Commercial Bank (Asia), which were both
secured by China Merchants Group (HK) Co., Ltd.
China Merchants Power Supply Co., Ltd. – one of the subsidiaries of the Company raised
loan of USD30,000,000 (RMB205,038,000) from ING Shanghai Branch, which was
secured by the Company.
Note 2: CM Jiaming (Beijing) Property Co., Ltd. raised loan of RMB82,000,000 from China
Merchants Bank Beijing Sanhuan Branch against the land using rights under its possession.
37. Long-term payable
End of term Beginning of term
RMB Yuan RMB Yuan
Main body maintaining fund 40,846,547 33,285,411
Less: Long-term payables due in 1 year ________-_ _ ________-_ _
Long-term payables due beyond 1 year __4__0__,__8__4__6__,5__4__7__ __3__3__,__2__8__5__,__4__1__1
38. Expected liabilities
Beginning of term Increased this term Decreased this term End of term
Categories RMB Yuan RMB Yuan RMB Yuan RMB YuanChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
93
Predicted expenses (Note 1) 82,214,387 - 1,601,095 80,613,292
Guishan Villa case (Note 2) 7,450,000 - 7,450,000 -
L awsuit of certificate delay ___8_0_1_,9__1_1 ________-_ _ ______-_ _ ____8_0_1_,_9_1_1
Total 90,466,298 - 9,051,095 81,415,203
L ess: Predicted liability due in one year _______-_ _ ________-_ _ ______-_ _ ________-_ _
P redicted liability due beyond 1 year 9__0__,__4__6__6__,2__9__8__ ________________-__ __ 9__,__0__5__1__,0__9__5__ __8__1__,__4__1__5__,2__0__3__
Note 1: According to the agreement entered by the Company with Nanjing Fucheng Property Development Co.,
Ltd., this was the supplementary land transfer payment, land using payment, land VAT, and property
maintenance fund which are possibly exist before the transferring of International Finance Center and
should be undertaken by the Company.
Note 2: The Owners’ Committee of Guishan Villa Estate developed by Shenzhen China Merchants Property
Co., Ltd. raised lawsuit against Shenzhen China Merchants Property Co., Ltd. claiming for
RMB14,837,342 of compensation of land occupied in Guishan Villa Estate. Shenzhen China Merchants
Property Co., Ltd. predicted the possibility of make the above compensation and provided the predicted
liability of RMB7,450,000 which was 50% of the claimed amount. The plaintiff has retrieved the appeal,
the predicted liabilities have been written back.
39. Differed income tax liability
Taxable provisional difference Differed income tax liability
Provisional items of difference End of term Beginning of term End of term Beginning of term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Disposable financial asset
Fluctuation of fair value __2__,__3__9__0__,4__0__0__ __1__7__1__,4__9__8__ __4__7__8__,0__8____0 ____3__4__,__3__0__0
40. Other non-recurring liabilities
End of term Beginning of term
RMB Yuan RMB Yuan
Differed rental income 3,650,020 3,650,020
Infrastructure grant from Water Supply Bureau 2,787,686 2,837,387
Special grant for culture development 1,500,000 1,500,000
Other water supply grants ____9_6_,3_0_0_ ____9_6_,3_0_0_
Total 8,034,006 8,083,707
Less: Other non-current liabilities due in 1 year ____9_9_,4__0_2 ____9_9_,_4_0_2
Other non-current liabilities due beyond 1 year __7__,__9__3__4__,6__0__4__ __7__,__9__8__4__,3__0__5__
41. Share capital
Increased (decreased) this term
Bonus shares and capitalized
Beginning of term from capital reserves New offer Others End of termChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
94
(shares) (shares) (shares) (shares) (shares)
I. Shares with conditional subscription
1. National legal person shares 731,298,105 - - - 731,298,105
2. Foreign shares 197,709,640 - - (200) 197,709,440
Incl. Shares held by foreign legal persons 197,709,640 - - (200) 197,709,440
3. Ma nagement shares _____4_7_3_,7_8_9_ _________-_ _ _________-_ _ __(_4_1_,8_5_0_) ______4_3_1_,9_3_9_
T otal of conditional shares __9_2_9_,4_8_1_,_5_3_4 _________-_ _ _________-_ _ __(_4_2_,_0_5_0 ) ___9_2_9_,4_3_9_,_4_8_4
II. Shares with unconditional subscription
1. RMB common shares 646,407,544 - - 26,850 646,434,394
2. Foreign shares placed in
domestic exchange __1_4_1_,4_1_1_,4_2_5_ _________-_ _ _________-_ _ ___1_5_,2_0_0_ ___1_4_1_,4_2_6_,6_2_5_
T otal of unconditional shares __7_8_7_,8_1_8_,_9_6_9 _________-_ _ _________-_ _ ___4_2_,_0_5_0 ___7_8_7_,8_6_1_,0_1_9_
I II. To tal of shares 1__,__7__1__7__,3__0__0__,__5__0__3 __________________-__ __ __________________-__ __ ____________-__ __ __1__,__7__1__7__,3__0__0__,5__0__3__
The above shares are with par value of RMB1 yuan.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
95
42. Capital reserves
Items Beginning of
Term
Increased this
year
Decreased this
year
End of Term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Share capital premium 8,433,024,544 - 2,000,000 8,431,024,544
Incl. Share capital paid in by investors 8,884,412,549 - 8,884,412,549
Using of converting rights of convertible bonds 1,394,072,217 - - 1,394,072,217
Consolidation difference formed by merger of
firms under same control
(1,354,694,800) - - (1,354,694,800
)
Acquiring share equities from minor
shareholders of subsidiaries
(321,792,022) - 2,000,000(Note) (323,792,022)
Capital reserves capitalized (168,973,400) - - (168,973,400)
Other capital reserves 115,520,240 1,775,123 - 117,295,363
Incl. Other changes of owners’ equity other than
net income of the invested firms
11,392,790 - - 11,392,790
Gain or loss from change of fair value of
sellable financial assets
(284,308) 1,775,123 - 1,490,815
Transferred from capital reserves under original
system
104,411,758 - - 104,411,758
____________ ____________ ___________ ____________
T otal 8__,__5__4__8__,__5__4__4__,7__8__4__ ______1__,7__7__5__,__1__2__3__ __ ______2__,0__0__0__,__0__0__0__ __8__,5__4__8__,__3__1__9__,9__0__7__
Note: When Shenzhen CM Property Co., Ltd. acquired the 45% share equity of Shenzhen Meiyue
Property Consultant Co., Ltd. from Mr. Gao Hong the minority shareholder, there was
difference between the long-term equity investment cost and the share of net asset of
Shenzhen Meiyue Property Consultant Co., Ltd. since the date of merger at corresponding
portion. The capital reserves were reduced correspondingly.
43. Surplus reserves
Statutory common reserves Optional surplus reserves Total
RMB Yuan RMB Yuan RMB Yuan
Balance at the beginning of term 530,106,466 140,120,038 670,226,504
Increased this term - - -
Decreased this term _________-_ _ _________-_ _ _________-_ _
Balance at the end of term __5__3__0__,__1__0__6__,__4__6__6 __1__4__0__,__1__2__0__,__0__3__8 __6__7__0__,__2__2__6__,__5__0__4China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
96
Statutory reserves may be used to makeup the Company’s losses, expand the Company’s business
operation, or converted to share capital.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
97
44. Retained profit
Current term Previous Year
RMB Yuan RMB Yuan
Profit not distributed at the beginning of term 3,858,062,286 3,026,575,655
Plus: net profit of current term 486,915,971 1,227,615,829
Less: Providing of statutory surplus reserves (Note 1) _________ _ -_ _ ____5_8_,1_8_2_,_3_9_7
Profit distributable to shareholders 4,344,978,257 4,196,009,087
Less: Dividend payable –approved by the shareholders’ meeting
Cash dividend of last year (Note 2) 171,730,050 84,486,700
Less: Dividend payable –approved by the shareholders’ meeting
Share dividend of last year __________-_ _ ___2_5_3_,4_6_0_,_1_0_1
Retained profit at the end of term __4__,1__7__3__,__2__4__8__,__2__0__7 __3__,8__5__8__,__0__6__2__,__2__8__6
Incl. Post balance sheet profit distributed - 171,730,050
Note 1：Providing of surplus reserves
According to the provisions of the Articles of Association of the company, statutory
surplus reserves are provided at 10% of the net profit. When the statutory surplus reserves
have accumulated to over 50% of the registered capital of the Company, providing of
statutory surplus reserves can be suspended.
Note 2: Cash dividend approved by the Shareholders’ Annual Meeting.
According to the resolutions adopted at the Shareholders’ Meeting 2008 held in April 2009,
on the basis of 1,717,300,503 shares at December 31, 2008, the Company distributed
RMB1.00 to each 10 shares, and totally RMB171,730,050 was distributed.
45. Minor shareholders’ equity
Minor shareholders’ equity of main subsidiaries of the Group is as the followings:
End of term Beginning of term
RMB Yuan RMB Yuan
Foshan Xincheng Property Co., Ltd. 465,054,137 469,268,062
Suzhou Shuanghu Property Co., Ltd. 427,599,120 427,625,726
Shanghai Fengyang Property Development Co., Ltd. 230,986,760 231,712,648
China Merchants Jiaming (Beijing) Property Co., Ltd. 174,688,445 99,912,892
Suzhou CM Nanshan Property Co., Ltd. 73,969,558 76,078,951
Zhangzhou China Merchants Properties Co., Ltd. 56,858,013 71,887,922
Shekou Xinghua Industrial Holdings Co., Ltd. 36,304,877 35,982,232
Chengdu CM Property Ltd. 19,281,422 19,289,542
Tianjin China Merchants Properties Co., Ltd. 18,474,495 11,136,311
Beijing Kanglade Property Co., Ltd. 11,727,376 12,000,000
Guangzhou Qidi Tech & Science Investment Co., Ltd. 8,226,230 8,226,530
Shenzhen CM Water Supply Co., Ltd. 591,538 628,070
Huipeng Property Development Co., Ltd. (59,556,068) (54,415,380)
O thers ____1_2_,3_0_8_,_2_4_4 _____7_,4_2_7_,_1_3_3
T otal __1__,__4__7__6__,5__1__4__,__1__4__7 __1__,__4__1__6__,7__6__0__,__6__3__9China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
98
46. Turnover
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Major business
Incl. Property industry 2,407,393,782 978,538,128
Public Utilities 302,710,854 328,121,344
Property management __1_6_5_,_6_7_2_,5_9_0_ __1_4_0_,_2_7_4_,1_2_4_
T otal _2_,8_7_5_,_7_7_7_,2_2_6_ _1_,4_4_6_,_9_3_3_,5_9_6_
The tunover from top five customers amounted to RM125,761,724 (same period last year: RMB145,124,418),
account for 4.37% of the total operating income (last year: 10%).
47. Operation cost
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Major business
Incl. Property industry 1,279,625,305 443,610,732
Public Utilities 215,358,646 236,517,388
Property management __1_3_3_,_2_9_4_,3_1_1_ __1_1_1_,_2_7_6_,9_2_5_
T otal __1__,6__2__8__,__2__7__8__,2__6__2__ ____7__9__1__,__4__0__5__,0__4__5__
48. Business tax and surcharge
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Business tax 129,410,111 55,798,758
Land VAT 344,756,208 82,566,795
Education surtax 2,919,672 1,952,984
City maintenance and construction tax 2,335,284 886,873
O thers ___1_,_0_6_2_,6_3_2_ _____1_4_8_,8_2__4
Total __4__8__0__,__4__8__3__,9__0__7__ __1__4__1__,__3__5__4__,2__3__4__
49. Financial expenses
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Interest expense 305,057,589 357,635,301
Less: Interest paid and capitalized 262,854,000 308,682,234
Interest income (15,893,999) (19,286,930)
Less: interest income capitalized (6,285,629) -
Exchange differences 349,430 110,212,804China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
99
Less: Exchange difference capitalized - 106,898,892
C ommission charges and others ___1_,_5_7_2_,3_7_8_ __1_,_9_3_6_,0_4_1_
T otal ____3__4__,__5__1__7__,0__2__7__ __3__4__,__9__1__6__,0__9__0__
50. Asset impairment loss
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
B ad debt losses ____(_1_0_7_,9_6_4_ ) ______5_,8_9_7_
T otal ________(__1__0__7__,9__6__4__ ) ____________5__,8__9__7__
51. Income from change of fair value
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Source of income from change of fair value
Transactional financial liabilities _(1_0_8_,_3_7_1_,1_5_2_) _1_8_,_5_8_7_,0_0__0
T otal __(1__0__8__,__3__7__1__,1__5__2__ ) __1__8__,__5__8__7__,0__0__0__
52. Investment income
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Long-term equity investment income 109,884,894 (26,145,808)
Incl. Gains recognized on equity basis 109,884,894 (5,458,504)
Income of disposal of long-term equity investment - (20,687,304)
Other long-term equity investment gains (2,969,391) -
I ncome of transactional financial assets __8_1_,_8_3_5_,0_9_3_ __(2_1_,_7_0_4_,_0_5_7 )
T otal ________1__88__,__75__0__,5__9__6 ________(__47__,__84__9__,8__6__5 )
53. Non-business income
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Government subsidy (Note) 8,484,431 11,288,965
Write back of predicted debts 7,450,000 12,900
Profit from disposal of fixed assets 20,524 185,428
Income from penalties 1,847,513 -
Others 72,907 1,347,745
__________ ___________China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
100
Total __1__7__,__8__7__5__,3__7__5__ ____1__2__,__8__3__5__,0__3__8__
Note: See Note 56.
54. Non-operational expenditure
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Outgoing donations 190,461 1,798,000
Loss from fixed asset disposal 318,807 123,148
O thers ___8_4_6_,3_9_8_ ___1_4_1_,6_5_0_
T otal __1__,__3__5__5__,6__6__6__ __2__,__0__6__2__,7__9__8__
55. Income tax
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Income tax of current term 198,172,477 98,616,418
D eferred income tax __(5_6_,_1_1_9_,2_7_4_) ___(_1_5_9_,9_8_3_ )
__1__4__2__,__0__5__3__,2__0__3__ __9__8__,__4__5__6__,4__3__6__
Adjustments on income tax expenditure and accounting profit:
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Accounting profit 624,158,577 316,151,035
Income tax at 20% (18% last year) 124,831,715 56,907,186
Influence of taxes may not be neutralized by expenses 37,319,173 14,708,684
Influence of tax-free income (23,673,865) (1,166,092)
Influence of taxes not confirmed to neutralize loss and neutralizable provisional differences (13,088,910) 25,369,090
I nfluence of inconsistency in tax rates of subsidiaries in other region __1_6_,_6_6_5_,_0_9_0 ___2_,_6_3_7_,_5_6_8
I ncome tax expenses __1__4__2__,__0__5__3__,2__0____3 ____9__8__,__4__5__6__,4__3__6__
56. Government subsidy
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Income-related government subsidy received
Refund of import VAT of electricity power (Note 1) 7,755,000 10,340,000China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
101
Tax refund (Note 2) 634,730 948,965
Solar energy subsidy (Note 3) _____4_5_,_0_0_0 ________-_ _
Total ___8__,__4__3__4__,7__3__0__ __1__1__,__2__8__8__,9__6__5__
Asset-related government subsidy received
Government subsidy for pipe line reconstruction (Note 4) __2_,_9_3_6_,7_8__9 __2_,_9_3_6_,7_8__9
Total ____2__,__9__3__6__,7__8__9__ ____2__,__9__3__6__,7__8__9__
Government subsidy counted into current gain/loss account 8,484,431 11,288,965
Government subsidy counted into differed gain/loss 2,787,686 2,936,789
Note 1: As approved by the Ministry of Finance and National Tax Bureau General with document
Cai-Guan-Shui [2009]621, in the period from January 1, 2009 to December 31, 2009, the
electric power imported by Shenzhen China Merchants Power Supply Co., Ltd. from Hong
Kong is on the basic amount of 560 million Kwh. The VAT on the amount lower than the
basic amount will be refunded at 30%, where the amount beyond the basic amount is
subject to the import VAT according to the regulations.
Note 2: This was the tax refund received by Shanghai China Merchants Property Management
Co., Ltd. according to the agreement engaged with Shanghai Hongkou District
Government.
Note 3: Solar energy subsidiary received by Shenzhen CM Property Co., Ltd. for CM Lanyuan
Project.
Note 4: It was the differed income formed by government grant received by Shenzhen China
Merchants Water Supply Co., Ltd. for reconstruction of Shahexi DN1200 pipe lines and
expanding engineering of Xili (Beihuan-Langshan) water pipe.
57. Earnings per share
(1) At calculating of diluted earnings per share, the current net profit attributable to the common
shareholders is:
Accumulated this term Accumulated same period last year
RMB Yuan RMB Yuan
Net profit of current term attributable to the common shareholders 486,847,748 218,829,005
Diluted potential common share interest recognized to expenditure
at current term, the part attributable to common share holders after deducting
of income tax influence - -
Gains or expenses generated by converting of diluted potential common sharesChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
102
The part attributable to common share holders after deducting ___-_ _ _______ _____- _ _ ____
___4_8_6_,8_4_7_,_7_4_8 ____________ __2_1_8_,8_2_9_,_0_0__5_ _________
(2) At calculating of basic earnings per share, the denominator is the weighted average of
common shares out in the market. The calculating process is as the following:
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Common shares out in the market at beginning of year 1,717,300,503 844,867,002
Plus: Weighted amount of common shares issued this term __________-_ _ __1_4_0_,8_1_1_,_1_6_7
C ommon shares out in the market at end of term __1__,7__1__7__,__3__0__0__,5__0____3 __9__8__5__,__6__7__8__,__1__6__9
(3) At calculating of diluted earnings per share, the weighted average of common shares out in the
market is calculated as the following:
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Weighted average of common shares used
in calculating of basic earnings per share 1,717,300,503 985,678,169
Plus: Weighted average amount of common shares increased
with assumption of the diluted potential common shares have
b een converted to current common shares __________-_ _ _________-_ _
Weight average amount of common shares
used in calculating of diluted earning per share 1,717,300,503
____9__8__5__,__6__7__8__,1__6__9__ ______________________China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
103
58. Net profit deducted non-recurring gain/loss
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Net profit attributable to the owners of parent co. 486,847,748 218,829,005
Plus (less): None recurring gain/loss items
- Net gains/loss by disposal of long term investment
and fixed assets 186,530 20,657,895
- Government subsidy (729,431) (948,965)
- Impairment provisions provided (107,964) 5,897
- Other non-operational gain or expenditures (8,315,463) 630,043
- Influence of income tax _____4_8_0_,_6_2_0 _____(_3_7_,_7_6_8 )
T otal __4__7__8__,__3__6__2__,0__4__0__ __2__3__9__,__1__3__6__,1__0__7__
59. Misc incomes
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Other misc incomes
- Fluctuation of fair value of sellable financial assets, net 2,218,903 -
- Income tax influence related to items accounted to owners’ equity (443,780) -
- Others ___(2_,_0_0_0_,0_0_0_ ) __(8_6_,_5_7_5_,0_2_6_)
T otal ________(__2__2__4__,8____7__7 ) ____(8__6__,__5__7__5__,0__2__6__)
P lus: net profit _4_8_2_,_0_3_7_,_1_5_1 _2_1_7_,_6_9_4_,_5_9_9
T otal misc gains __4__8__1__,__8__1__2__,2__7__4__ __1__3__1__,__1__1__9__,5__7__3__
60. Cash and cash equivalents
End of term Beginning of term
RMB Yuan RMB Yuan
Cash
Incl: Cash in stock 68,816 67,837
Bank savings could be used at any time 8,561,596,482 7,357,958,898
Other monetary capital could be used at any time _______3_0_,_5_3_3 _______3_0_,_3_7_1
Balance of cash and cash equivalents __8__,5__6__1__,__6__9__5__,8__3____1 __7__,3__5__8__,__0__5__7__,1__0__6__
Constraine d cash and cash equivalents of the parent company and internal subsidiaries ______1__9__,__8__2__9__,__0__4__3 ______3__1__,__0__7__6__,__4__4__1China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
104
61. Appendix of Cash Flow Statement
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
(1) Net profit adjusted to cash flow of business operation
Net profit 482,037,151 217,694,599
Plus: Asset impairment provision (107,964) 5,897
Depreciation of fixed assets 17,499,053 17,414,610
Amortizing of intangible assets and investment properties 62,839,470 55,632,688
Amortizing of long-term expenses 11,167,990 1,696,538
Cash received from treatment of fixed assets,
intangible assets and other long-term assets (less: gains) 298,283
Loss of asset (Less: gains) (62,281)
Loss of fair value change (less: gains) 108,371,152 (18,587,000)
Financial expenses 34,517,027 34,916,090
Invest losses (Less: gains) (188,750,596) 47,849,865
Decrease of differed income tax assets (less: increase) (56,119,274) (73,179)
Increase of differed income tax assets (less: decrease) 443,780
Decrease of inventory (Less: increase) (2,042,467,115) (3,092,389,438)
Decrease of operational receivables (Less: increase) 484,523,627 (21,405,240)
Increase of operational payables (Less: decrease) _4_,2_3_2_,_1_7_0_,1_4_8_ __(4_1_3_,_1_5_4_,5__7_6 )
Cash flow generated by business operation, net _3_,1_4_6_,_4_2_2_,7_3__2 (_3_,1_7_0_,_4_6_1_,4_2_7_)
(2) Investment and financing activities not involved in cash flow:
Credit converted to investment
Debt converted to capital shares ____________ ____________
(3) Change of cash and cash equivalents, net:
Balance of cash at period end 8,561,695,831 2,674,312,992
Less: Initial balance of cash 7,358,057,106 3,544,984,914
Plus: Balance of cash equivalents at the period end - -
Less: Initial balance of cash equivalents __________-_ _ __________-_ _
Net in creasing of cash and cash equivalents __1__,2__0__3__,__6__3__8__,7__2____5 ____(8__7__0__,__6__7__1__,9__2__2__)
62. Other cash flow related to business operation
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Other cash received from business operation
Operational trade money received 500,146,184 506,140,616
Project deposit received 125,550,342 108,413,538
Operational provisional money received 174,655,573 110,708,146
Interes t received __2_4_,_3_6_7_,9_6_7_ ___1_9_,_6_3_6_,5_8__4
Total __8__2__4__,__7__2__0__,0__6__6__ ____7__4__4__,__8__9__8__,8__8__4__
Other cash paid for business activities
Operational trade money paid 618,392,498 665,419,106
Cash paid for administrative expenses 32,678,218 33,493,625
Project deposit refunded 65,130,245 49,206,810
Cash p aid for sales expenses __6_7_,_0_4_9_,2_6_6_ ___3_4_,_4_0_7_,1_7_8_
Total __7__8__3__,__2__5__0__,2__2__7__ ____7__8__2__,__5__2__6__,7__1__9__China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
105
63. Other cash flow related to investment activities
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Other investment-related cash received
Cash r eceived from future foreign currency trading __7__7__,__2__7__7__,__9__8__5 ________________-__ __
Other cash paid for investment activities
Cash r etrieved from foreign currency future trade ________________-__ __ __2__1__,__8__0__3__,__2__4__4
64. Segment report
For the risks and returns are mainly influenced by the differences of products and services, the
Company takes business segment as the main form of report, whereas geographic segment as the
secondary form of report.
(1) Main report form
Jan-Jun 2009
Property development Public sector Property management Others Total
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Turnover 2,409,508,854 302,710,854 163,557,518 - 2,875,777,226
Operation cost 1,281,779,122 215,358,646 131,140,494 - 1,628,278,262
Periodic expenses 166,459,728 26,845,128 10,551,237 36,075,727 239,931,820
O peration profit ___ _6_0_0_,7_0_2_,_4_1_3 __ _ _5_9_,6_6_1_,_7_1_7 __ _1_3_,1_0_7_,_0_3_5 ____-_6_5_,8_3_2_,_2_97_ ___ _6_0_7_,6_3_8_,8_6_8_
T otal of assets __3__6__,__5__0__4__,3__4__3__,__3__4__4 __1__,__5__6__5__,5__4__1__,__9__3__7 __ __2__8__9__,3__3__9__,__9__4__0 ____2__,__0__9__2__,7__6__3__,6__6__7__ _____________ __4__0__,__4__5__1__,9__8__8__,8__8__8__
T otal of liability __2__1__,__2__4__1__,2__7__9__,__0__0__3 ______7__1__3__,2__6__4__,__4__2__3 ____2__0__5__,7__9__5__,__2__4__0 ____1__,__6__3__5__,8__1__9__,6__3__0__ _____________ __2__3__,__7__9__6__,1__5__8__,2__9__6__
Supplementary info.
Depreciation and amortized
expenses 79,923,496 8,613,477 494,964 2,474,576 91,506,513
Impairment recognized in
current term (107,964) - - - (107,964)
Capital expenditure
Incl. Expenditure of
construction-in-process 59,501 5,290,763 - - 5,350,264
Expenditure for
purchasing of fixed assets 1,449,679 1,523,893 979,890 - 3,953,462
Expenditure for purchasing
of investment property 5,262,207 - - - 5,262,207China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
106
Jan-Jun 2008
Property development Public sector Property management Others Total
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Turnover 978,538,128 328,121,344 140,274,124 - 1,446,933,596
Operation cost 443,610,732 236,517,388 111,276,925 - 791,405,045
Periodic expenses 102,715,535 (14,025,087) 10,801,070 80,035,242 179,526,760
Operation profit ___ _2_9_4_,5_3_8_,_4_7_5 _ _ _1_0_4_,6_4_5_,_6_4_4 __ _1_0_,0_3_4_,_2_8_0 ___(_1_0_3_,8_3_9_,6_0_4_) ___ _3_0_5_,3_7_8_,7_9_5_
T otal of assets __2__4__,__1__0__4__,1__1__4__,__2__2__2 __1__,__7__6__5__,0__6__9__,__9__5__9 __ __3__1__5__,1__6__1__,__2__0__5 ____1__,__5__9__3__,1__8__3__,3__1__3__ _____________ __2__7__,__7__7__7__,5__2__8__,6__9__9__
T otal of liability __1__5__,__7__1__4__,8__1__5__,__8__8__0 __1__,__0__3__7__,3__7__2__,__8__9__5 ____2__4__0__,4__2__1__,__5__6__9 ____1__,__2__1__7__,5__5__8__,6__3__2__ _____________ __1__8__,__2__1__0__,1__6__8__,9__7__6__
_ ____________ ________________________ ______________________ __________________________ __________________________ _______________________ _____________
Supplementary info.
Depreciation and
amortized expenses 10,910,089 9,689,103 916,842 2,351,897 23,867,931
Impairment recognized
in current term 5,897 - - - 5,897
Capital expenditure
Incl. Expenditure of construction
-in-process 36,430,858 6,109,565 - - 42,540,423
Expenditure for purchasing
of fixed assets 7,724,185 586,370 783,627 36,558 9,130,740
Expenditure for purchasing
of intangible assets 9,280 - - - 9,280
Expenditure for purchasing
of investment property 6,764 - - - 6,764
(2) Secondary report form
Jan-Jun 2009
Items Pearl River Delta Yangtze River Delta Bohai Sea Coast Area Other Total
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
I. Business turnover
External business
turnover __2_,_0_2_3_,8_5_6_,_3_8_9 ___5_1_3_,5_3_6_,_6_0_8 __3_0_5_,4_4_0_,2_9_2_ ____3_2_,9_4_3_,9_3_7_ _2_,_8_7_5_,7_7_7_,2_2_6_
I I. Total of assets _2_2_,_4_6_3_,0_5_4_,_5_7_8 _7_,_7_6_3_,1_3_9_,_0_1_3 5_,_9_4_0_,8_5_0_,_7_1_2 _4_,_3_1_8_,7_2_5_,7_1_5_ 4_0_,_4_8_5_,7_7_0_,0_1_8_
Jan-Jun 2008
Items Pearl River Delta Yangtze River Delta Bohai Sea Coast Area Other Total
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
I. Business turnover
External business
turnover __1_,_0_4_9_,4_2_3_,_1_6_6 ___3_0_9_,0_6_2_,_1_4_9 ___1_7_,3_9_1_,_2_33_ ____7_1_,0_5_7_,0_4_8_ _1_,_4_4_6_,9_3_3_,5_9_6_China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
107
II. Total of assets 13,951,375,504 _____________ _6_,_2_6_4_,3_2_2_,_2_6_2 5_,_0_8_8_,8_2_9_,_2_6_9 _2_,_4_7_3_,0_0_1_,6_6_4_ 2_7_,_7_7_7_,5_2_8_,6_9_9_
65. Related parties and transactions
(1) Controlling related parties
Name of companies Organization
code
Registered
address
Business property Registered
capital
Portion of
voting
rights
Share
proportio
n %
RMB’000
China Merchants Shekou Industrial
Zone Co., Ltd.
10001146-0 Shenzhen Establishment and
management of
various types of
enterprises.
2,236,000 51.89% 51.89%
The ultimate controlling party of the Group is China Merchants Group Co., Ltd. The
parent company and the ultimate controlling party of the Group do not provide financial
statements to outsiders.
(2) For details of subsidiaries please see note 6.
(3) Other related parties have trades with the Company but without controlling relationships
are:
Name of the parties Relationship
Shenzhen China Merchants Landmark Co., Ltd. Under same controlling shareholder
Shenzhen Beike Venture Co., Ltd. Under same controlling shareholder
Shenzhen China Merchants Financing Service Co., Ltd. Under same controlling shareholder
China Merchants Logistics Holdings Co., Ltd. Under same controlling shareholder
Shenzhen Shekou Dazhong Investment Co., Ltd. Under same controlling shareholder
China Merchants Hanghua Technologies and Trade Center Co., Ltd. Under same controlling shareholder
China Merchants Port Service (Shenzhen) Ltd. Under common substantial controlling shareholder
China Merchants Group Co., Ltd. Under common substantial controlling shareholder
China Merchants Securities Co., Ltd. Under common substantial controlling shareholder
China Merchants International (China) Investment Co., Ltd. Under common substantial controlling shareholder
CM Zhangzhou Development Zone Ltd. Under common substantial controlling shareholder
Shenzhen China Merchants OCT Investment Co., Ltd. Joint company of the Company
Beijing Hengshihuarong Real-estate Development Co., Ltd. Affiliate company
China Merchants Guangming Technologies Garden Ltd. Affiliate company
Tianjin Xinhai real Estate Development Co., Ltd. Affiliate company
(4) The following material related transactions have occurred between the Company and the
related parties in this year
(a) Leasing expenditures
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
China Merchants Shekou Industrial Zone Co., Ltd. (Note) 14,787,497 7,853,035
Note 1: Shenzhen China Merchants Property Co., Ltd., Shenzhen China Merchants
Water Supply Co., Ltd., Shenzhen China Merchants Power Supply Co., Ltd. –
the subsidiaries of the Company paid the rental for Nanhai E-cool block 1, 3, 5
to CMSIZ.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
108
(b) Rental income
Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
China Merchants Sekou Industrial
Zone Co., Ltd. (Note 1) 5,758,446 5,691,260
China Merchants International (China) Investment Co., Ltd. (Note 2) 1,336,124 1,565,753
China Merchants Landmark Co., Ltd. (Note 1) 1,069,400 1,019,720
China Merchants Logistics Group Co., Ltd. (Note 2) 738,854 450,930
Shenzhen Beike Chuangye Co., Ltd. (Note 3) ____3_3_5_,_0_0_0 ____3_3_5_,_0_0_0
Total ____9__,__2__3__7__,8__2__4__ ____9__,__0__6__2__,6__6____3
Note 1: Shenzhen China Merchants Property Co., Ltd.– the subsidiary of the
Company received rental for New Age Plaza from Shenzhen CM Landmark
Co., Ltd. and CMSIZ.
Note 2: Office rental received by Shenzhen China Merchants Property Co., Ltd. from
the above companies.
Note 3: The deterred rental income paid by Shenzhen Beike Ventrures Co., Ltd. for
renting Shekou Beike Ventures Building of the subsidiary China Merchants
Real Estate Co., Ltd. In 2000, the Company charged the rent 10 million Yuan
in one time, and will collect rent 670,000 yuan each year since that year. For
Jan-Jun 2009, the rental income transferred were amounted to RMB335,000
Yuan.
The above transactions are implemented according to agreement price.
(c) Income from power supply and water supply.
The subsidiary of the Company Shenzhen Water Works Co., Ltd. provided life and
industrial water to China Merchants Shekou Industrial Zone Co., Ltd and its
subsidiaries. The subsidiary of the Company Shenzhen China Merchants Power
Supply Co., Ltd provided life and production power to China Merchants Shekou
Industrial Zone Co., Ltd and its controlling subsidiaries.
The above transactions are implemented according to agreement price.
(d) Guarantee and assurance
End of term Beginning of term
RMB Yuan RMB Yuan
China Merchants Sekou Industrial Zone Co., Ltd. (Note 1) 1,215,398,300 1,741,133,590
CM Group Ltd. (Note 2) 1,187,712,670 1,324,408,935
Dafeng International Inc., a wholly owned subsidiary of China Merchants Shekou
Industrial Zone Co., Ltd., provided clearance assurance for the long-term foreign
currency exchange in ING Bank N.V., Hong Kong Branch conducted by Hong Kong
Ruijia Investment Industrial Co., Ltd.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
109
Note 1: China Merchants Shekou Industrial Zone Co., Ltd. provided
RMB510,000,000 of loan guarantee for the company; RMB 550,000,000 of
loan guarantee for Shenzhen China Merchants Property Co., Ltd.;
USD22,737,000 of loan guarantee for Shenzhen CM Power Supply Co., Ltd.,
translated to RMB155,398,300.
Note 2: Which was the guarantees provided by China Merchants Group to Ruijian
Investment Co., Ltd. for loans.
(e) Entrusted loan
Name of the parties End of term Loan terms Annual interest
rate
Current term Interest
paid
RMB Yuan RMB Yuan
China Merchants Sekou Industrial Zone
Co., Ltd. (Note 1)
300,000,00
0
June 2 2008 – June 1
2010
7.560% 11,340,000
China Merchants Sekou Industrial Zone
Co., Ltd. (Note 2)
300,000,00
0
Sept. 25 2008 to Sept.
24 2010
7.290% 10,935,000
Note 1: As entrusted by CMSIZ, China Industrial & Commercial Bank Shekou
Branch provided entrusted loans to the Company.
Note 2: As entrusted by CMSIZ, China Agriculture Bank Nanshan Branch provided
entrusted loans to the Company.
(k) Balance of debts and credits
Detailed information on the balance of credit and debt between the related parties
and the Company, as follows:
Accounts Name of the parties End of term Beginning of
term
RMB Yuan RMB Yuan
Other account receivable Shenzhen China Merchants OCT Investment Co., Ltd.
104,766,208
261,728,182
Beijing Hengshihuarong Real-estate Development Co., Ltd. - 206,243,158
China Merchants Guangming Technologies Garden Ltd. 16,676,057 -
Total 121,442,265 467,971,340
___________ ___________
___________ ___________
Account payable China Merchants Shekou Industrial Zone Co., Ltd. 5,338,724 82,395,024
___________ ___________China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
110
___________ ___________
Other account payable CM Zhangzhou Development Zone Ltd. 425,215,117 200,850,000
Tianjin Xinhai real Estate Development Co., Ltd. 148,831,399 117,331,399
China Merchants Guangming Technologies Garden Ltd. 1,819,610 6,563,954
Shenzhen Shekou Dazhong Investment Co., Ltd. 138,235,302 -
CM Financing 10,000,000 -
China Merchants Securities Co., Ltd. - 2,000,000
China Merchants Hanghua Technologies and Trade Center Co.,
Ltd.
1,973,777 1,973,777
Beijing Hengshihuarong Real-estate Development Co., Ltd. 1,366,970 -
___________
_
___________
Total 727,442,175 328,719,130
___________
_
___________
___________
_
___________
66. Financial Instruments and Risk Management
Financial instruments adopted by the Company are available-for-sale financial assets, long-term
equity investments, loans, account receivable, account payable, transactional financial liabilities,
and convertible bonds. Details of these financial instruments are available in respective notes
herein. Risks attached to these financial instruments and the risk management policies adopted by
the Company are illustrated hereafter. The executive team of the Company have been monitoring
and controlling over the risk exposures to constrain them in a certain extent.
1. Objective and policies of risk management
The objective of the Company’s risk management is to achieve a balance between the risk and
gains. Constrain the negative influence on business operation to the lowest limit, and maximum
the interests of shareholders and other equity holders. With regard to this target, the basic policies
of the Company are; locate and analyse the risks, set appropriate bottom line for risks, and
manage and monitor on each risk and constrain them in a certain extent.
1.1 Market risk
1.1.1 Foreign currency risk
Foreign currency risks are those generated by vibration of exchange rates. Foreign currency risks
of the Company are mainly involved with Hong Kong Dollar, Singapore Dollar, and US Dollar.China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
111
Except for the overseas subsidiaries of the Company incorporated in Hong Kong Special
Executive Zone and other countries, which are doing their businesses by local currencies, all other
main business operations of the Company are in Renminbi. As of June 30 2009, except for the
following assets which are demonstrated in Hong Kong Dollar, Singapore Dollar, and US Dollar,
all of the other assets and liabilities of the Company are demonstrated in RMB. Foreign currency
risks brought by these assets and liabilities in foreign currencies may influence the Company’s
business performance.
End of term Beginning of term
RMB Yuan RMB Yuan
Monetary capital 427,398,215 491,624,844
Other account receivable 111,678,561 108,790,311
Other account payable 751,232,031 751,219,269
Short-term loans 1,196,403,565 1,488,956,278
Long-term borrowings 1,392,750,671 1,324,408,935
Transactional financial assets / liability (Note) 1,653,289,740 1,838,644,092
Note: Which was the principal of future foreign currency contract without transaction of principal.
The Company pays close attention on the influences of exchange rate vibration.
1.1.2 Interest rate risk
The Company’s loans are mainly in Renminbi, and foreign currency loans are just auxiliary
measures. Foreign currency loans are mainly floating rate loans in USD and HKD without being
influenced by adjustment of basic interest rate done by People’s Bank of China. As for loans in
RMB, the Company eliminated the influence of increasing interest rate to a certain extent by
obtaining fix rate loans in advance and raise the portion of fix rate loans in the whole loans, in
both arrangements of short-term and long-term loans.
1.1.3 Other price risks
The financial assets available to sale (see Note 14) held by the Company are measured at their fair
value at the balance sheet day. Thus the Company is exposed to the risks of securities market
vibration. So far the Company adopted no countermeasures to minimize financial asset price
fluctuation risks.
1.2 Credit risks
As at June 30, 2009, the Group’s maximum exposure to credit risk which will cause a financial
loss to the Group due to failure to discharge an obligation by the counterparties or debtors is
arising from:China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
112
- the carrying amount of the respective recognized financial assets as stated in the consolidated
balance sheet; As for the financial instruments measured by fair value, the book values are
reflecting the exposure to risks, though they are not the biggest exposures. The biggest
exposures change along with the change of future fair values.
- The financial guarantee contract amount disclosed in Note 68 – Contingent Issues.
In order to minimize the credit risk, the management of the Group has delegated a team
responsible for determination of credit limits, credit approvals and other monitoring procedures to
ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the
recoverable amount of each individual trade debt at each balance sheet date to ensure that
adequate impairment losses are made for irrecoverable amounts. In this regard, the directors of
the Company consider that the Group’s credit risk is significantly reduced.
The credit risk on liquid funds is limited because the counterparties are banks with high credit
ratings assigned by international credit-rating agencies.
The Company adopted necessary policies to make sure that all clients and customers are
attributed with merit credit records.
1.3 Liquidity risk
In the management of the liquidity risk, the Company monitors and maintains a level of cash and
cash equivalents deemed adequate by the management to finance the Company’s operations and
mitigate the effects of fluctuations in cash flows. The management monitors the utilization of
bank borrowings and ensure the loan contracts are properly exercised.
The Company uses bank loans as main capital resources. On June 30, 2009, the bank loan credit
used was RMB7,513,700,000 .
The due dates of financial liabilities held by the Company on retained contract liabilities without
discounted to cash is as the followings:
Book value Gross value within 1 yr 1-5 years over 5 yrs
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Account receivable 101,109,079 101,109,079 101,109,079 - -
Other account receivable 305,551,610 305,551,610 305,551,610 - -
Disposable financial asset 3,962,676 3,962,676 3,962,676 - -
Long-term receivable 995,504,562 995,504,562 - 995,504,562 -
Loans (10,654,061,208) (10,654,061,208) (5,946,441,565) (4,707,619,643) -
Notes payable (249,603,713) (249,603,713) (249,603,713) - -China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
113
Account payable (1,579,118,849) (1,579,118,849) (1,579,118,849) - -
Other account payable _(_3_,4_5_3_,_9_9_9_,1__0_5 ) _(_3_,4_5_3_,_9_9_9_,_1_0_5 ) (_3_,4_5_3_,_9_9_9_,_1_0_5 ) __________-_ _ ______-_ _
T otal (__1__4__,5__3__0__,__6__5__4__,9__4__8__) (__1__4__,5__3__0__,__6__5__4__,__9__4__8 ) (1__0__,8__1__8__,__5__3__9__,8__6____7 ) (__3__,7__1__2__,__1__1__5__,__0__8__1 ) ____________-__ __
fair value
Fair value of financial assets and financial liabilities are decided by the ways as provided
hereafter:
- Fair values of financial assets and financial liabilities complying with standard conditions and
with active market are decided respectively with reference to the current prices of the active
market and current offers;
- Fair value of other financial assets and financial liabilities are recognized by general pricing
matrix on future discounted cash flow basis, or recognized by observable current market prices;
- Fair values of derivate instruments are determined by the public offer in the active market.
The management of the Company deems that, the book values of financial assets and financial
liabilities measured by amortized costs are close to the fair values of these assets and liabilities.
67. Contingent issues
As of June 30 2009, the Company has provided guarantees for property mortgages to the banks
totalled to RMB208,382,801 (December 31, 2008: RMB177,089,955). This issue makes no
material influence on the financial situations of the report term and the period after the report term.
68. Commitments
(1) Capital commitments
End of term Beginning of term
RMB Yuan RMB Yuan
Signed but not yet recognized in the financial statements
－Real estate development projects 3,130,193,910 3,061,514,027
- Commitment made for purchasing of fixed assets __________-_ _ _____3_,6_1_3_,_3_1_7
__3__,1__3__0__,__1__9__3__,9__1__0__ __3__,0__6__5__,__1__2__7__,3__4__4__
(2) . Commitment of operational lease
By the balance sheet date, information on irrevocable operation lease contract signed withChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
114
outside, as follows:
End of term Beginning of term
RMB Yuan RMB Yuan
Minimum lease payments of irrevocable operation lease:
The first year since the balance sheet date. 31,077,064 34,918,208
The Second years since the balance sheet date. 24,131,883 25,158,847
The Third years since the balance sheet date 22,056,111 22,869,126
T he following years _1_7_6_,_5_2_6_,2_9_8_ _1_7_7__,1_0_7_,_0_2_3
T otal __2__5__3__,__7__9__1__,3__5__6__ __2__6__0__,__0__5__3__,__2__0__4
(3) Other commitment issues
In April 2008, Shenzhen China Merchants Property Co., Ltd. and Beijing Jiaming
Property Development Co., Ltd. won the bidding for land using rights of five pieces of
land titled CY-01, CY-02, CY-09, CY-07, and CY-10 located in Changping District
Beijing (Chenyingxincun to the east, Qinghe to the south, green land and Beijing Military
Production Base to the west, Jingyun Garden and Beijing Military Production Base to the
north), the price was RMB1.65 billion.
After winning of the above land, the above two company entered the “Supplementary
Agreement on Land Development and Construction” with Ronghe Property Co., Ltd. – the
primary developer. According to the agreement, Shenzhen China Merchants Property Co.,
Ltd. and Beijing Jiaming Property Development Co., Ltd. are responsible to provide the
Council of Chenying Village 20,000 square meter of commercial building and 6,000
square meter of resident building at price of RMB6,000 per square meter upon completion
of construction. Location of these properties shall to the consent and acceptance of the
Council of Chenying Village.
In April 2008, China Merchants Jiaming (Beijing) Property Development Co., Ltd. – the
subsidiary of the Company, Beijing Construction Committee, and Beijing National Land
Resource Administration entered the “Agreement on construction of ‘low-price mid-small
suite’ property product”, by which all of the parties agreed to construct 200 thousand
square meter of ‘low-price mid-small suite’ houses in Chenying Village, Xiaokou Town,
Changping Disctrict, along with auxiliary facilities and commercial facilities. The sales
price of such ‘low-price small-suite’ will be limited to RMB6500 per construction square
meter, and only allowed to sell these properties to the objects decided by Beijing
Construction Committee, and Beijing National Land Resource Administration.
In April 2008, China Merchants Jiaming (Beijing) Property Development Co., Ltd.
entered the “Agreement on construction of low-rental properties” with Beijing
Construction Committee, by which the company will construct 20 thousand square meter
of low-rental properties in Chenying Village, Dongxiaokou Town, Changping along withChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
115
living facilities and commercial facilities. These properties will be purchased one off by
Beijing Construction Committee or other department assigned by the Government at price
of RMB4400 per square meter. The low-rental properties will under the possession of the
government.
69. Non-adjustment issues among post-balance-sheet issues
On July 24, 2009, as approved by the 5th meeting of the 6th term of Board, the Company is planning
to place A shares privately to not more than 10 particular investors including CMSIZ, the controlling
shareholder of the Company. The shares placed will not more than 200 million and proceeds not more
than 5 billion (including promotion fees). The practical amount will be decided by the Company
along with the sponsor (main dealer) according to the situation of subscription and the Company’s
need of capital.
70. Notes to the main items of the financial statements of the parent company
(1) Other account receivable
(a) Age analysis of other receivable accounts
End of term Beginning of term
Amount ProportionBad debt provision Book value Amount ProportionBad debt provision Book value
RMB Yuan % RMB Yuan RMB Yuan RMB Yuan % RMB Yuan RMB Yuan
within 1 yr 14,019,320,531 100 - 14,019,320,531 14,588,369,018 100 - 14,588,369,018
1 -2 years ___________-_ _ __- _ _______-_ _ ___________-_ _ __________-_ _ __- _ _______-_ _ __________-_ _
T otal __1__4__,__0__1__9__,3__2__0__,__5__3__1 __1__0__0 ______________-__ __ __1__4__,__0__1__9__,3__2__0__,__5__3__1 1__4__,__5__8__8__,3__6__9__,__0__1__8 1__0__0__ ______________-__ __ 1__4__,__5__8__8__,3__6__9__,0__1__8__
(b) Other receivable accounts are classified as the following
End of term Beginning of term
Amount Bad debt provision Book value Amount Bad debt provisionBook value Basis of categorizing
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Single sum
Major single amount 14,017,215,676 - 14,017,215,676 14,581,472,247 - 14,581,472,247 over RMB 10 Mil.
Single account without
large amount but with
greater risks after combined
with credit features - - - - - - Aged over 3 years
O ther minor accounts ______2_,1_0_4_,_8_55_ ______-_ _ ______2_,1_0_4_,8_5_5_ _____6_,8_9_6_,7_7_1_ _______-_ _ _____6_,8_9_6_,7_7_1_ Others
T otal __1__4__,__0__1__9__,3__2__0__,__5__3__1 ____________-__ __ __1__4__,__0__1__9__,3__2__0__,5__3__1__ 1__4__,__5__8__8__,3__6__9__,0__1__8__ ______________-__ __ 1__4__,__5__8__8__,3__6__9__,0__1__8__
(2) Long-term share equity investmentChina Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
116
(a) Details of long-term equity investments
Name of invested
companies
Initial
investment
Beginning of
Term
New investment
this year
Equity adjusted
this year
Cash dividend
this year
Other increase
(decrease) in this
year
End of Term
RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan RMB Yuan
On equity basis
China Merchants
Guangming Technologies
Garden Ltd.
98,000,000 90,424,274 (1,825,269) 88,599,005
On cost basis
Shanghai China Merchants
Properties Co., Ltd.
3,000,000 3,000,000 3,000,000
Shenzhen CM Property
Consultancy Ltd.
400,000 400,000 400,000
Shanghai China Merchants
Real-estates Co., Ltd.
3,000,000 3,000,000 3,000,000
Shenzhen China
Merchants Property Co.,
Ltd.
106,000,000 692,841,461 692,841,461
Shenzhen CM Power
Supply Co., Ltd.
57,000,000 119,791,233 119,791,233
Shenzhen CM Water
Supply Co., Ltd.
43,000,000 127,209,610 127,209,610
Shenzhen China
Merchants Xin’an
Properties Co., Ltd.
25,000,000 20,822,211 20,822,211
Ruijia Investment
Industrial Ltd.
HKD20,000,000 19,919,300 19,919,300
China Merchants Garden
City (Beijing) Properties
18,000,000 18,000,000 18,000,000
CM Property (Beijing)
Ltd.
18,000,000 18,000,000 18,000,000
China Merchants (Suzhou)
Co., Ltd.
27,000,000 27,000,000 27,000,000
CM (Chongqing) Ltd. 27,000,000 27,000,000 27,000,000
China Merchants Property
Management Co., Ltd.
22,500,000 36,460,597 36,460,597
CM (Nanjing) Ltd. 14,700,000 14,700,000 14,700,000
Zhangzhou China
Merchants Properties Co.,
Ltd.
25,500,000 25,500,000 25,500,000
Tianjing Zhaosheng
Property Co., Ltd.
18,000,000 18,000,000 18,000,000
Suzhou CM Nanshan
Property Co., Ltd.
120,000,000 120,000,000 120,000,000
Chengdu CM Property
Ltd.
30,000,000 30,000,000 30,000,000
China Merchants
Properties (Chongqing)
Co., Ltd.
30,000,000 30,000,000 30,000,000
____________ ___________ __________ _________ _________ ___________
1,442,068,686 ______________________ __(__1__,8__2__5__,__2__6__9__) __________________ __________________ 1,440,243,417
Less: Impairment
p rovision ____________ ___________
Long-term equity
investment (net)
1,442,068,686 1,440,243,417
________________________ ______________________China Merchants Property Development Co., Ltd.
Notes to Financial Statements
Term between January 1, 2009 and June 30, 2009
117
(b) List of joint enterprises and major financial data
Name of invested companies Reg. Add. Business
property
Registered
capital
Portion in the
registered
capital
Portion in
voting rights
Gross asset of
the invested
business
Gross liability
of the invested
business at end
of year
Turnover of
the invested
business of
the year
Net profit of
the invested
companies
of the year
RMB Yuan % % RMB Yuan RMB Yuan RMB Yuan RMB Yuan
Affiliated company
Shenzhen China Merchants Guangming
Technologies Zone Ltd.
Shenzhen Property
development and
management
200,000,000 49 49 228,211,213 47,396,918 720,000 (3,725,039)
(c) The Company’s long-term equity investment receivers as of June 30, 2009 were not limited in ability to transfer capital to the Company.China Merchants Property Development Co., Ltd.
118
(4) Short-term loans
End of term Beginning of term
RMB Yuan RMB Yuan
Credit loan 1,574,325,000 2,406,081,100
Guarantee loan __________-_ _ __4_0_0_,_0_0_0_,_0_0_0
Total __1__,5__7__4__,__3__2__5__,0__0__0__ __2__,8____0__6__,0__8__1__,__1__0__0
(5) Long-term borrowings
End of term Beginning of term
Categories Original currency Exchange rate RMB Yuan Original currency Exchange rate RMB Yuan
Credit loan - RMB 3,100,000,000 1.00 3,100,000,000 3,300,000,000 1.00 3,300,000,000
G uaranteed loan - RMB 2,160,000,000 1 .00 __2_,_1_6_0_,0_0_0_,_0_0_0 1,860,000,000 1. 00 __1_,_8_6_0_,0_0_0_,0_0_0_
5,260,000,000 5,160,000,000
Less: Long-term borrowings due in 1 year 2,710,000,000 1,550,000,000
Incl. Borrowings on credit 650,000,000 450,000,000
Guarantee loan 1,760,000,000 1,100,000,000
Consigned loans ____3_0_0_,0_0_0_,0_0_0_ ___________-_ _
Cooling fee
____2__,__5__5__0__,0__0__0__,__0__0__0 ____3__,__6__1__0__,0__0__0__,__0__0__0
(6) Investment income
Items Accumulated Accumulated same
this term period last year
RMB Yuan RMB Yuan
Long-term equity investment income (1,825,269) (7,966,372)
Incl. Profit distribution announced by the investment receiver on cost basis - -
Gain/loss recognized on equity basis (1,825,269) (1,695,548)
Gain/loss from disposal of long-term equity investment _________-_ _ ____(_6_,2_7_0_,_8_2_4 )
T otal ______(1__,__8__2__5__,2__6__9__ ) ________(7__,__9__6__6__,3__7__2__ )
(7) RELATED PARTIES TRANSACTIONS
(a) Guarantee and assurance
Guarantees provided to the Company
End of term Beginning of term
RMB Yuan RMB Yuan
CMSIZ. (Note 1) 510,000,000 610,000,000
End of term Beginning of term
RMB Yuan RMB Yuan
Guarantees provided by the Company
Shenzhen CM Power Supply Co., Ltd. (Note 2) 205,038,000 205,038,000
F oshan Xincheng Property Co., Ltd. (Note 2 ) ___2_5_,0_0_0_,_0_0_0 _________-_ _
T otal __2__3__0__,__0__3__8__,0__0__0__ __2__0__5__,__0__3__8__,0__0__0__
Note 1: For details please see 65(4)(e).
Note 2: For details please see Note 24.China Merchants Property Development Co., Ltd.
119
(b) Entrusted loan
Current term
Name of the parties End of term Loan terms Annual interest rate Interest paid
RMB Yuan RMB Yuan
China Merchants Shekou Industrial Zone Co., Ltd. 300,000,000 June 2 2008 – June 1 2010 7.560% 11,340,000
China Merchants Shekou Industrial Zone Co., Ltd. 300,000,000 Sept. 25 2008 to Sept. 24 2010 7.290% 10,935,000
Note: Please see Note 65(4)(j).
(e) Balance of debts and credits
Details of credits and debts with related parties:
Accounts Name of the parties End of term
Beginning of
term
RMB Yuan RMB Yuan
Dividend receivable China Merchants Property Co., Ltd. (Note) 3,030,848,071 3,030,848,071
Other account
receivable
Shenzhen China Merchants Property Co., Ltd. 4,108,504,841 4,516,341,620
Guangzhou China Merchants Real-estate Co., Ltd. 1,231,305,504 1,435,307,998
Tianjing Zhaosheng Property Co., Ltd. 1,314,956,200 1,412,479,200
CM Property (Beijing) Ltd. 854,469,017 1,004,249,678
CM Jiaming (Beijing) Property Development Co., Ltd. 755,370,853 818,769,538
CM Properties (Chongqing) Co., Ltd. 743,924,502 732,000,000
Suzhou CM Nanshan Property Co., Ltd. 660,948,829 718,384,807
Shanghai CM Minsheng Property Ltd. 350,158,960 646,184,735
CM Property (Chongqing) Ltd. 732,663,423 624,777,184
Shanghai CM Fengsheng Property Ltd. 523,001,746 442,991,746
Shanghai CM Fengrui Property Ltd. 591,932,835 440,099,694
CM Property (Nanjing) Ltd. 430,670,000 432,170,000
Zhuhai Huifeng Property Co., Ltd. 310,553,517 324,262,128
Zhangzhou China Merchants Properties Co., Ltd. 549,709,341 275,002,533
Shanghai Fengyang Property Development Co., Ltd. 220,643,596 220,643,596
Beijing Kanglade Property Development Co., Ltd. 221,243,158 -
CM Property (Suzhou) Co., Ltd. 189,486,511 149,368,200
Ruijia Investment Industrial Ltd. 81,644,013 80,044,013
CM Jiaming (Beijing) Property Co., Ltd. 49,193,991 -
Shenzhen China Merchants Xin’an Properties Co., Ltd. 36,305,186 39,883,897
Suzhou Shuanghu Property Co., Ltd. 28,360,390 27,087,661
Foshan Xinjie Property Ltd. 17,011,437 16,777,640
China Merchants Guangming Technologies Garden Ltd. 16,676,057 -
Zhuhai Yuanfeng Property Co., Ltd. 104,349 104,349China Merchants Property Development Co., Ltd.
120
Shenzhen China Merchants OCT Investment Co., Ltd. 75,237 -
Shenzhen Meiyue Properties Consultants Co., Ltd. 40,110 40,110
Guangzhou Qidi Tech & Science Investment Co., Ltd. - 3,000
Guangzhou Wende Property Management Co., Ltd. - 3,000
Beijing Hengshihuarong Real-estate Development Co.,
Ltd.
- 202,649,674
14,018,953,60
1
14,559,626,001
Accounts Name of the parties End of term
Beginning of
term
RMB Yuan RMB Yuan
Other account
payable
Shenzhen CM Power Supply Co., Ltd. 1,135,957,703 1,306,145,715
CM Property (Suzhou) Co., Ltd. 486,068,632 46,788,908
CM Property (Nanjing) Ltd. 329,588,518 99,544,488
CM Property (Chongqing) Ltd. 285,834,203 4,404,977
Shanghai China Merchants Properties Co., Ltd. 249,726,828 281,316,354
Shanghai CM Fengsheng Property Ltd. 228,131,763 1,086,344
Shenzhen China Merchants Property Management Co., Ltd. 117,097,709 108,606,766
Shenzhen Taige Apartment Management Co., Ltd. 101,939,686 83,977,078
Beijing CM Property Management Co., Ltd. 96,813,124 100,257,959
Shekou Xinghua Industrial Holdings Co., Ltd. 89,709,584 87,253,387
CM Property (Beijing) Ltd. 88,531,555 43,206,046
Shenzhen CM Water Supply Co., Ltd. 88,434,231 74,857,464
Shenzhen City Main Plaza Investment Co., Ltd. 59,190,279 61,390,279
Shenzhen CM Commercial Development Co., Ltd. 49,971,617 49,971,617
Shenzhen CM Construction Co., Ltd. 49,745,930 49,745,930
Tianjin China Merchants Properties Co., Ltd. 45,436,889 60,770,482
Shanghai CM Property Management Co., Ltd. 40,303,095 36,516,030
Shanghai China Merchants Real-estates Co., Ltd. 30,500,688 30,500,688
Shanghai Fengyang Property Development Co., Ltd. 18,816,766 36,698,843
CM Garden City (Beijing) Property Development Co., Ltd. 15,266,268 15,266,268
Zhangzhou CM Honglong Property Ltd. 11,573,817 11,563,410
Wuhan CM Property Management Co., Ltd. 11,343,355 10,312,204
Shenzhen CM Qile Property Management Ltd. 9,046,359 10,730,161
Tianjing Zhaosheng Property Co., Ltd. 8,065,540 13,898,466
Guangzhou China Merchants Real-estate Co., Ltd. 5,188,159 18,198,541
Nanjing CM Property Management Co., Ltd. 5,040,722 6,864,460
China Merchants Guangming Technologies Garden Ltd. 1,819,610 6,563,954
CM Properties (Chongqing) Co., Ltd. - 3,814,153
Ruijia Investment Industrial Ltd. 3,435,905 3,435,905
China Merchants Property Management Co., Ltd. 279,092 13,095,326
China Merchants Hanghua Technologies and Trade Center Co., 200,000 200,000China Merchants Property Development Co., Ltd.
121
Ltd.
Shenzhen CM Property Consultancy Ltd. 12,715 12,692
Chengdu CM Property Ltd. - 3,138,750
China Merchants Securities Co., Ltd. - 2,000,000
Total 3,663,070,342 2,682,133,645
Note: According to the resolutions adopted by the Board in 2007 and 2008 about
profit distribution, it was the profit retrieved by Shenzhen China Merchants
Property Co., Ltd.
(f) Capital dispatch of fund clearance center
The Company has established an internal capital clearance center to collectively
manage and coordinate the capital inside the Company. All of the subsidiaries save
their money in the center, and apply for fund when needed for project development.
The Company charge the fund applied at practical financial cost.China Merchants Property Development Co., Ltd.
122
71. Net income on asset and earnings per share after fully diluted and weighted average
This formula of net income on asset and earnings per share was prepared by China Merchants Property
Development Co., Ltd. (CMPD) according to “Information Disclosure Rules of PLC No.09 – calculating
and disclosing of net income on asset and earnings per share” (Revised 2007) issued by China Securities
Regulatory Commission.
Profit of the report period
Calculated according to net
profit attributable to
common shareholders of the
Company
Calculated according to net profit
attributable to common shareholders after
deducting of non-recurring gain/loss
On full amortizing
basis
3.20% 3.16%
Net earnings / asset
weighted average 3.24% 3.19%
Basic gains per
share
0.283 0.279
Earning per share (RMB)
Diluted gains per
share
0.283 0.279
72. Analysis on change of items in the financial statements
This analysis on change of items in the financial statements was prepared by CMPD according to
“Information Disclosure Rules of PLC No.15 – General rules of financial reports” (Revised 2007) issued
by China Securities Regulatory Commission.
In RMB
Items Current term Comparing amount Scale of change Causation of differences
Monetary capital 8,581,524,874 7,389,133,547 16%
Increased due to expanding of business and issuing of new
shares
Transactional financial assets 3,030,002 97,331,980 -97%
Decreased due to decrease of NDF
(Note) handover and fluctuation of
NDF market price.
Other account receivable 305,551,610 778,506,128 -61% Retrieved some development capital paid on behalf of affiliates
Inventories
25,911,768,36
6
23,869,301,251 9% Development cost and increase of land reserves
Other current asset 468,481,017 227,596,742 106% Prepaid tax increased due to increase of sales
Disposable financial asset 3,962,676 1,743,773 127% Increased due to fair value fluctuation
Investment properties 2,572,478,999 2,632,975,770 -2% Decreased due to amortizing of investment properties
Differed income tax asset 96,995,501 40,876,227 137% Increased due to increase of contemporary deductibleChina Merchants Property Development Co., Ltd.
123
differences
Short-term loans 2,066,403,565 3,613,956,278 -43% Decreased due to returning of partial loans in the current term
Notes payable 249,603,713 143,287,841 74% Newly issued bank accepted drafts
Prepayment received 6,520,802,794 2,731,472,693 139% Increased due to increase of property sold in advance
Interest payable 38,123,915 41,051,205 -7% Decrease of bank loans
Other account payable 3,453,999,105 3,154,569,035 9%
Increasing of project payment received by subsidiaries from
minor shareholders
Non-current liability due in 1
year
3,880,137,402 1,810,099,402 114% Debt structure adjustment
Other current liability 774,242,182 459,072,398 69% Increase of land VAT drawn in advance
Long-term borrowings 4,707,619,643 6,807,315,907 -31% Debt structure adjustment
Turnover 2,875,777,226 1,446,933,596 99%
Caused by increase of transferred from property sales.
Operation cost 1,628,278,262 791,405,045 106%
Increase of property sales transferring costs.
Business tax and surcharge 480,483,907 141,354,234 240%
Increase of property sales tax.
Sales expense 114,595,993 70,454,628 63%
Increase of property sales caused increase of sales costs.
Income from change of fair value (108,371,152) 18,587,000 -683%
Due to increase of gains from NDF handover, reduced the fair
value of the original contract.
Investment income 188,750,596 (47,849,865) -494%
Increase of investment gains from affiliates and increase of
gains from NDF handover.
Non-business income 17,875,375 12,835,038 39% Writing back of predicted liabilities
Income tax expenses 142,053,203 98,456,436 44% Increase of gross profit
Note: NDF means future foreign currency trade contract without handover of principal.
73. Approval of the financial statements
The Financial Statements of the Company and consolidated were approved by the Board of Directors on
August 17, 2009.
