FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text §1 Important 1.1. The Board of Directors, the Supervisory Committee, directors, supervisors and senior executives hereby individually and collectively accept responsibility for the correctness, accuracy and completeness of the contents of this report and confirm that there are no material omissions or errors which would render any statement misleading. 1.2 The Company’s 1st Quarterly Financial Report has not been audited by the CPAs. 1.3. Mr. Wu Guangquan, the Company leader, Mr. Li Dehua, chief financial officer and the Mr. Hu Xinglong, the person in charge of the accounting department (the person in charge of the accounting) hereby confirm the authenticity and completeness of the financial report enclosed in this quarterly report. §2 Company Information 2.1 Financial highlights In CNY End of the reporting End of the previous Increase/decrease period year (%) Total assets, in CNY 3,181,884,736.04 3,061,600,094.74 3.93% Owner’s equity attributable to the 1,405,202,488.33 1,425,864,692.45 -1.45% Company’s shareholders, in CNY Total capital stock, in shares 392,767,870.00 392,767,870.00 - Net asset per share attributable to the 3.58 3.63 -1.45% Company’s shareholders (CNY/share) Same Period of the Increase/decrease Reporting period Previous Year (%) Turnover, in CNY 737,516,704.64 613,099,786.10 20.29% Net profit attributable to the Company’s 35,189,309.19 33,754,342.56 4.25% shareholders, in CNY Net cash flows arising from operating -65,823,575.63 -51,909,837.16 - activities, in CNY Net cash flows per share arising from -0.17 -0.19 -9.43% operating activities (CNY/share) Basic earning per share (CNY/share) 0.09 0.086 4.25% Diluted earning per share (CNY/share) 0.09 0.086 4.25% Net assets-income ratio , weighted 2.44% 2.59% -0.15% average, (%) Weighted net assets-income ratio less the 2.52% 2.78% -0.26% non-recurring gains and loss (%) 1 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text Non-recurring gain and loss items √ applicable □ inapplicable In CNY Amount from year beginning Non-recurring gain and loss items to the end of the reporting Note (if applicable) period Government subsidy counted to the current gain and loss but except the government subsidy with close relation with the 567,500.00 Company’s normal business and in compliance with the national policy with the nominal amount or fixed amount Current net gain and loss of the subsidiaries created by consolidation of enterprises under the same control from the -2,130,265.54 beginning of the reporting period to the date of consolidation Income and expenses from the business other than the above 684,793.20 items Amount influencing the income tax -311,336.44 Total -1,189,308.78 - 2.2 Total number of shareholders and shares held by the top ten shareholders of non-restricted shares at the end of the reporting period In Shares Total shareholders at the end of the 21,782 reporting period Shares held by top 10 shareholders of unrestricted negotiable shares Quantity of the unrestricted Full names of shareholders negotiable shares held at the end of Categories the period China Construction Bank – Huaxia Superiority Growth Stock Based Securities 14,920,073 A Shares Investment Fund Industrial and Commercial Bank of China – E-Fund Value Growth Mixed Securities 11,469,845 A Shares Investment Fund China Merchants Securities (HK) Co., Ltd. 5,341,531 B shares Bank of Communications – Penghua China 50 Open-ended Securities Investment 5,199,610 A Shares Fund China Construction Bank – MANULIFE TEDA Efficiency Selected Hybrid 5,121,943 A Shares Securities Investment Fund China Construction Bank – YINHUA 4,299,994 A Shares Thematic Wealth Equity Fund KGI ASIA LIMITED 4,279,265 B shares GUOTAI JUNAN 4,079,617 B shares SECURITIES(HONGKONG) LIMITED National Social Security Fund No. 118 3,895,590 A Shares Portfolio China Construction Bank – First State Cinda Leading Growth Stock Type 3,705,127 A Shares Securities Investment Fund 2 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text §3 Important Events 3.1 Great Changes in Principal Accounting Statement Items and Financial Indexes and the Causes √ applicable □ inapplicable 1. Increase of the monetary fund by CNY 67.37 million over the year beginning was mainly due to net cash flow-out amounting to CNY 65.32 million for the Company’s operation activities and net cash flow-out amounting to CNY 48.38 million for investment activities and net cash flow-in amounting to CNY 181.42 million from the financing activities. 2. Decrease of advance payment by CNY 37.77 million was mainly due to that the advance payment amounting to CNY 28.05 million for acquisition of the equity in Hengdarui was transferred out upon completion of the equity acquisition in the reporting period. 3. Increase of the notes payable by CNY 125 million over the year beginning was due to increase of bank acceptance issued for the Company. 4. In the reporting period, due to consolidation of the enterprises under the same control (acquisition of the equity in Liaoning Hengdarui Commerce & Trade Co., Ltd., the profit of the consolidatee from the beginning of the reporting period to the date of the consolidation formation was CNY-2.13 million. 5. Decrease of the capital reserve by CNY 32.73 million was mainly due to influence from the consolidation of the enterprise under the same control in the reporting period. 6. Increase of the long term equity investment by CNY 40.15 million over the year beginning was mainly due to increase of the investment in the equity in Shanghai Watch Industry by 25% in the reporting period. (As the equity acquisition was not yet completed at the beginning of the year, the investment was stated in the item of other non-current assets) 3.2 Progress of Significant Events, its Impacts and the Solutions 3.2.1 Modified audit opinion □ Applicable √ Inapplicable 3.2.2 Engagement in such activities as supply of fund to the controlling shareholder or other related parties or outward guarantee against the regulations □ Applicable √ Inapplicable 3.2.3 Subscription and Implementation of Significant Contracts for Daily Operation □ Applicable √ Inapplicable 3.2.4 Miscellaneous □ Applicable √ Inapplicable 3.3 Implementation of the Commitments of the Company, the Shareholders and the Actual Controller The commitments of the Company, its directors, supervisors and senior executives, and the related parties, including the shareholder holding over 5% of the Company’s total shares and the actual controller in the reporting period or extending to the reporting period are as follows: √ applicable □ inapplicable 3 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text Commitments Acceptors Description Implementation (1) CATIC Shenzhen Holdings Limited committed that upon completion of the equity separation reform of FIYTA, the non-negotiable shares held by CATIC Shenzhen would not be listed with Shenzhen Stock Exchange for trading Implementation of the commitment: The within 36 months commitment is in process of after the day when implementation. Commencing from the such shares got Commitment for Equity Separation CATIC date when the equity separation reform approved for Reform Shenzhen was fulfilled to the end of the reporting listing;(2) Within 24 period, CATIC Shenzhen has not months after the reduced or assigned any restricted 3-year sales shares held by CATIC Shenzhen. restriction term expires, in case CATIC Shenzhen would sell the non-negotiable FIYTA shares it was holding through listing with Shenzhen Stock Exchange, the sales price must not be lower than CNY 25.00 per share. Commitments in the acquisition report or the written report on - - - change of equity Commitment at the time of important - - - assets reorganization Commitment of CATIC Shenzhen: Within 36 months commencing from the end of the Company’s Status of implementation of the CATIC non-public issuing Commitment at the time of issuing commitment: The commitment is in Shenzhen (from December 30, process of implementation. 2010 to December 29, 2013), CATIC Shenzhen shall not assign any of the new shares it has subscribed. Other commitment (including - - - supplementary commitment) 3.4 Prediction of the possibility of the accumulated net profit from the year beginning to the end of the next reporting period being of loss; or warning for big changes in the net profit in comparison with the same period of the previous year and the reasons □ Applicable √ Inapplicable 4 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text 3.5 Other Important Matters Necessary to be Clarified 3.5.1 Investment in Securities □ Applicable √ Inapplicable 3.5.2 Statement of such activities as reception, research, communications and interviews in the reporting period Reception Way of Types of Discussion topics and Reception place Visitors received Time reception Visitors provision of materials China Southern Fund Development trend of the Management domestic luxury goods Co., Ltd., Guotai sector, some measures Junan Securities concerning the Company’s Co., Ltd., February 28, On-Site strategic development, brand Company Organization Guosen 2012 Survey construction, terminal Securities Co., management in the past Ltd. and China three years. Provision of International the Company’s public Fund brochures in 2012. Management Co., Ltd., Development trend of the Industrial domestic luxury goods Securities Co., sector, some measures Ltd. and concerning the Company’s On-Site FrankLin strategic development, brand March 1, 2012 Company Organization Survey Templeton construction, terminal Sealand Fund management in the past Management three years. Provision of the Co., Ltd. Company’s public brochures in 2012. Development trend of the domestic luxury goods Everbright sector, some measures Securities Co., concerning the Company’s March 15, On-Site Ltd. and strategic development, brand Company Organization 2012 Survey Changan Fund construction, terminal Management management in the past Co., Ltd. three years. Provision of the Company’s public brochures in 2012. Development trend of the domestic luxury goods sector, some measures concerning the Company’s Sinolink March 22, On-Site strategic development, brand Company Organization Securities Co., 2012 Survey construction, terminal Ltd. management in the past three years. Provision of the Company’s public brochures in 2012. 3.6 Investment in Derivatives □ Applicable √ Inapplicable 5 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text 3.6.1 Holding of the Investments in Derivatives at the End of the Reporting Period □ Applicable √ Inapplicable §4 Appendix 4.1. Balance Sheet Prepared by: FIYTA Holdings Ltd. March 31, 2012 年 03 月 31 日 In CNY Ending balance Opening balance Items Consolidated Parent company Consolidated Parent company Current assets: Monetary fund 247,337,914.88 67,172,303.39 179,972,430.02 49,327,161.12 Settlement Reserve Inter-bank lending Trading financial assets Notes receivable Accounts receivable 304,023,208.25 212,183,668.52 268,900,768.37 157,324,732.29 Prepayments 39,373,696.37 77,139,710.01 Insurance premium receivable Reinsurance accounts receivable Accounts receivable reinsurance reserve Interest receivable Dividends receivable 34,607,884.20 Other receivables 33,006,656.82 1,185,750,440.93 34,058,993.74 879,552,488.89 Buying and selling back financial assets Inventories 1,709,914,022.99 12,182,510.69 1,640,904,483.64 60,263,407.14 Non-current assets due within a year Other current assets 31,331,108.20 44,245,896.17 Total current assets 2,364,986,607.51 1,477,288,923.53 2,245,222,281.95 1,181,075,673.64 Non-Current Assets: Disbursement of entrusted loans and advances Available-for-sale financial assets Held –to-due investment Long-term accounts receivable Long-term equity 42,098,835.02 774,298,555.02 1,948,572.76 734,148,292.76 investment Investment based real 270,077,158.70 270,077,158.70 272,490,648.63 272,490,648.63 estate Fixed assets 297,317,980.12 101,678,881.89 295,407,284.31 103,792,286.84 Construction-in-process 283,500.00 283,500.00 249,000.00 249,000.00 Engineering supplies 6 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text Disposal of fixed assets Productive biological assets Oil and gas asset Intangible assets 36,980,179.58 30,612,508.05 37,065,827.49 30,695,325.97 Development expenses Goodwill Long-term expenses to be 120,775,056.36 18,224,186.22 122,665,313.17 22,046,301.93 apportioned Deferred income tax asset 49,365,418.75 3,642,027.05 46,250,916.43 3,642,026.85 Other non-current assets 40,300,250.00 40,300,250.00 Total non-current assets 816,898,128.53 1,198,816,816.93 816,377,812.79 1,207,364,132.98 Total assets 3,181,884,736.04 2,676,105,740.46 3,061,600,094.74 2,388,439,806.62 Current liabilities: Short-term Loan 1,238,107,000.00 1,170,000,000.00 1,099,107,000.00 912,000,000.00 Borrowings from central bank Receipt of deposits and deposits from other banks Loans from other banks Trading financial liabilities Notes payable 125,000,000.00 62,500,000.00 Accounts payable 163,772,050.21 4,669,625.01 191,460,941.62 9,109,177.41 Advance receipts 8,361,555.11 3,752,981.06 3,740,327.89 1,466,500.43 Funds from selling out and repurchasing financial assets Service charge and commission payable Salaries payable to the 9,634,492.33 27,414,469.57 4,839,475.00 employees Taxes payable 44,371,176.32 17,950,638.56 50,298,472.82 17,593,036.57 Interest payable 1,937,922.99 1,907,509.99 2,138,573.07 1,907,509.99 Dividends payable Other payables 26,067,420.77 78,161,591.84 33,000,834.53 43,019,929.22 Reinsurance payable Insurance contract reserve Funds from securities trading agency Funds from underwriting securities agency Non-current liabilities due 89,500,000.00 89,500,000.00 149,600,000.00 149,600,000.00 within a year Other current liabilities 7,481,617.19 16,714,572.85 Total current liabilities 1,714,233,234.92 1,428,442,346.46 1,573,475,192.35 1,139,535,628.62 Non-Current Liabilities: Long-term loan 57,000,804.07 57,030,567.09 Bonds payable Long term accounts payable Special accounts payable 7 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text Predicted liabilities Deferred income tax 128,393.19 128,393.19 128,393.19 128,393.19 liability Other non-current liabilities 2,686,000.00 2,686,000.00 2,350,000.00 2,350,000.00 Total non-current liabilities 59,815,197.26 2,814,393.19 59,508,960.28 2,478,393.19 Total liabilities 1,774,048,432.18 1,431,256,739.65 1,632,984,152.63 1,142,014,021.81 Owners’ equity (or shareholders’ equity): Paid up capital (or capital 392,767,870.00 392,767,870.00 392,767,870.00 392,767,870.00 stock) Capital reserve 548,876,333.81 531,162,493.88 581,606,952.78 531,162,493.88 Less: shares in stock Special reserve Surplus reserve 107,954,056.75 131,323,437.78 131,323,437.78 131,323,437.78 Generic risk reserve Retained earnings 362,711,269.77 189,595,199.15 327,521,960.58 191,171,983.15 Foreign Currency Capital -7,107,042.00 -7,355,528.69 Total owner’s equity attributable to the parent 1,405,202,488.33 1,244,849,000.81 1,425,864,692.45 1,246,425,784.81 company Minority equity 2,633,815.53 2,751,249.66 Total owners’ equity 1,407,836,303.86 1,244,849,000.81 1,428,615,942.11 1,246,425,784.81 Total liabilities and owners’ 3,181,884,736.04 2,676,105,740.46 3,061,600,094.74 2,388,439,806.62 equity 4.2 Profit Statement Prepared by: FIYTA Holdings Ltd. March 31, 2012 年 03 月 31 日 In CNY Amount in the reporting period Amount in the previous period Items Consolidated Parent company Consolidated Parent company I. Gross Revenue 737,516,704.64 76,813,735.01 613,099,786.10 101,438,544.06 Including: revenue 737,516,704.64 76,813,735.01 613,099,786.10 101,438,544.06 Interest income Earned premium Service charge and commission income II. Total operating cost 692,569,485.20 79,275,170.98 568,733,388.49 102,856,963.86 Including: operating costs 490,208,507.58 57,571,143.06 416,509,948.95 48,594,833.04 Interest payment Service charge and commission payment Refunded premiums Compensation pay-out, net Net amount of reserves for reinsurance contract Policy dividend payment Reinsurance expenses 8 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text Business taxes and 3,993,487.73 2,151,767.02 2,717,380.13 1,281,051.71 surcharge Sales costs 128,096,629.55 3,442,248.92 90,751,393.83 36,158,387.44 Administrative 42,196,990.42 10,710,630.13 42,813,012.22 13,874,162.21 expenses Financial expenses 28,078,168.62 5,403,680.55 15,941,653.36 2,948,529.46 Loss from impairment -4,298.70 -4,298.70 of assets Add: Income from change of fair value (loss expressed with “-“) Investment income 150,012.26 150,012.26 34,187,130.93 (loss expressed with “-“) Including: income from investment in associates and joint ventures Exchange income (loss expressed with “-“) III. Operating Profit (loss 45,097,231.70 -2,311,423.71 44,366,397.61 32,768,711.13 expressed with “-“) Plus: Non-operating 1,254,795.94 815,562.40 553,891.04 50,266.03 income Less: Non-operating 2,520.27 997.70 20.31 expenses Including: Loss from disposal of non-current assets IV. Total profit (total loss 46,349,507.37 -1,496,859.01 44,920,268.34 32,818,977.16 expressed with “-“) Less: Income tax expense 11,280,543.89 79,924.99 10,861,284.18 5,469.14 V. Net Profit (net loss 35,068,963.48 -1,576,784.00 34,058,984.16 32,813,508.02 expressed with “-“) Net profit attributable to 35,189,309.19 -1,576,784.00 33,754,342.56 32,813,508.02 the parent company’s owner Minority shareholders’ -120,345.71 304,641.60 gain/loss VI. Earnings per share: (I) Basic earnings per 0.09 0.086 share (II) Diluted earnings per 0.09 0.086 share VII. Other comprehensive 251,398.27 income VIII. Total comprehensive 35,320,361.75 -1,576,784.00 34,058,984.16 32,813,508.02 income Total comprehensive income attributable to the 35,437,795.88 -1,576,784.00 33,754,342.56 32,813,508.02 owner of the parent company Total comprehensive income attributable to -117,434.13 304,641.60 minority shareholders In case consolidation of the enterprises under the same control took place in the reporting period, the net profit realized by the enterprises to be consolidated before the consolidation was CNY -2,130,265.54. 9 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text 4.3. Cash Flow Statement Prepared by: FIYTA Holdings Ltd. March 31, 2012 年 03 月 31 日 In CNY Amount in the reporting period Amount in the previous period Items Consolidated Parent company Consolidated Parent company I. Net cash flows arising from operating activities: Cash received from sales of goods and supply of 787,816,057.95 31,261,628.52 701,070,274.49 121,410,896.89 labor Net increase of customers’ deposit and due from banks Net increase of borrowings from the central bank Net increase of borrowings from other financial institutions Cash received from former insurance contract premium Net cash received from reinsurance business Net increase of insurance reserve and investment Net increase from disposal of transactional financial asset Cash received from interest, service charge and commission Net increase of borrowings Net increase of fund from repurchases Rebated taxes received 217,481.16 Other operation activity 5,385,787.06 96,720,216.95 3,246,551.37 1,168,114.42 related cash receipts Subtotal of cash flow 793,201,845.01 127,981,845.47 704,534,307.02 122,579,011.31 in from operating activity Cash paid for purchase of goods and reception of 642,086,226.93 10,604,623.06 591,977,074.47 60,512,271.00 labor services Net increase of loans and advances to customers Net increase of due from central bank and due from banks Cash paid for indemnity of original insurance contract Cash paid for interest, service charge and commission Cash paid for insurance 10 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text policy dividend Cash paid to and for 95,422,141.67 13,228,453.93 67,514,236.58 25,625,960.21 staff Taxes paid 38,032,677.40 12,578,721.14 37,538,185.04 5,548,767.63 Other business related 83,484,374.64 284,994,206.02 59,414,648.09 165,033,543.11 cash payments Subtotal of cash flow 859,025,420.64 321,406,004.15 756,444,144.18 256,720,541.95 out from operating activity Net cash flow arising from operating -65,823,575.63 -193,424,158.68 -51,909,837.16 -134,141,530.64 activities II. Cash flows arising from investment activities: Cash received from recovery of investment Cash received from 300,000.00 34,907,884.20 investment income Net amount of cash received from disposal of fixed assets, intangible 100.00 56,686.60 56,686.60 assets and other long term assets Net cash received from disposal of subsidiaries and other operating units Other investment related 634.74 cash receipts Subtotal of cash flow 300,100.00 34,907,884.20 57,321.34 56,686.60 in from investment activity Cash paid for construction/purchase of fixed assets, intangible 20,626,440.09 592,632.00 159,560,331.46 7,158,221.30 assets and other long term assets Cash paid for 28,050,000.00 16,300,000.00 investment Net increase of hypothecated loans Net cash received from payment by subsidiaries and other operating units Other investment related cash payments Subtotal of cash flow 48,676,440.09 592,632.00 175,860,331.46 7,158,221.30 out from investment activity Net cash flow arising from investment -48,376,340.09 34,315,252.20 -175,803,010.12 -7,101,534.70 activities III. Cash flows arising from fund raising activities: Cash received from 51,000,000.00 absorption of investment Incl.: Cash received from subsidiaries’ absorption of minority shareholders’ investment Cash received from 387,000,000.00 387,000,000.00 258,000,000.00 139,000,000.00 11 FIYTA Holdings Ltd. 2012 1st Quarterly Report, Full Text borrowings Cash received from bond issuing Other fund-raising 125,000,000.00 related cash receipts Subtotal of cash flow 512,000,000.00 387,000,000.00 309,000,000.00 139,000,000.00 in from fund raising activity Cash paid for liabilities 308,130,500.95 189,100,000.00 320,030,100.84 270,000,000.00 repayment Cash paid for dividend/profit distribution or 21,419,522.94 19,914,700.35 10,273,760.63 8,902,479.44 repayment of interest Including: Dividend and profit paid by subsidiaries to minority shareholders Other fund-raising 1,031,250.90 1,031,250.90 related cash payments Subtotal of cash flow 330,581,274.79 210,045,951.25 330,303,861.47 278,902,479.44 out from fund raising activity Net cash flow arising from fund-raising 181,418,725.21 176,954,048.75 -21,303,861.47 -139,902,479.44 activities IV. Influence from change of exchange rate upon cash 146,675.37 -29.98 and cash equivalents V. Net increase of cash and 67,365,484.86 17,845,142.27 -249,016,738.73 -281,145,544.78 cash equivalents Plus: Opening balance 179,972,430.02 49,327,161.12 613,455,817.52 529,568,738.47 of cash and cash equivalents VI. Ending balance of cash 247,337,914.88 67,172,303.39 364,439,078.79 248,423,193.69 and cash equivalents 4.4 Audit Report Auditor’s opinion: Unaudited 12