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公司公告

深深房B:2010年半年度报告(英文版)2010-08-23  

						(000029 SHENSHENFANG-A 200029 SHENSHENFANG-B)

    Shenzhen Special Economic Zone Real Estate

    & Properties (Group) Co., Ltd.

    Semi-Annual Report 2010

    23 August 2010

    Contents

    I. Important Notice………………………………………………………………….2

    II. Company Profile……………………………………………………………………3

    III. Change of Capital Share and Shares Held by Principal Shareholders………….....5

    IV. Particulars about the Directors, Supervisors and Senior Executives………………7

    V. Discussion and Analysis of Executives……………………………………………..8

    VI. Significant Events………………………………………………………………15

    VII. Financial Report………………………………………………………….…….21

    VIII. Documents Available for Reference…………………………………………21

    Attached: Financial Report…………………………………………………………...22

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    Section I. Important Notice

    The Board of Directors, the Supervisory Committee, directors, supervisors and senior

    executives of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co.,

    Ltd (hereinafter referred to as the Company) guarantee that there are no any omissions,

    fictitious or seriously misleading statements carried in the report and will take all

    responsibilities, individual and/or joint, for the authenticity, accuracy and integrality of

    the whole contents.

    None of the directors have declared uncertainty or disagreement about the truthfulness,

    accuracy, and completeness of this semi-annual report.

    Director Xia Guiying was unable to attend the board meeting for the reason of her duty

    and she entrusted Chairman of the Board Zhou Jianguo to attend the meeting and vote

    on behalf of her. Director Wen Li was unable to attend the board meeting for the

    reason of his duty and he entrusted Director Jiang Lihua to attend the meeting and vote

    on behalf of him.

    Zhou Jianguo, Principal of the Company, Chen Maozheng, Person-in-charge of the

    accounting work and Chen Jincai, Person-in-charge of the accounting organization

    hereby confirm the financial report enclosed in this semi-annual report is true and

    complete.

    The Semi-Annual Report 2010 has not been audited.

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    Section II Company Profile

    I. Company profile

    1. Legal Name of the Company

    In Chinese: 深圳经济特区房地产(集团)股份有限公司

    In English: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE &

    PROPERTIES (Group) CO., LTD

    Abbreviation in Chinese: 深房集团

    Abbreviation in English: SPG

    2. Stock Exchange Listed in: Shenzhen Stock Exchange

    Short Form of A Share: SHENSHENFANG A Stock Code: 000029

    Short Form of B share: SHENSHENFANG B Stock Code: 200029

    3. Registered Address: 47/F, SPG Plaza, No. 3005, Renmin South Road, Shenzhen

    Office Address: 46/F-48/F, SPG Plaza, No. 3005, Renmin South Road, Shenzhen

    Postal Code: 518001

    E-mail: spg@163.net

    4. Legal Representative: Zhou Jianguo

    5. Secretary of the Board: Chen Ji

    Securities Affairs Representative: Feng Hongwei

    Tel.: (0755) 82293000-4718, 4715

    Fax: (0755) 82294024

    E-mail: spg@163.net

    6. Newspapers Designated by CSRC and Chosen by the Company for Disclosing

    Information: China Securities Journal and Ta Kung Pao

    Internet Website Designated by CSRC: http://www.cninfo.com.cn

    The Place Where the Interim Report is Prepared and Placed: Room 4703, 47/F of

    SPG Plaza, No. 3005, Renmin South Road, Shenzhen

    7. Other Information of the Company

    Business Scope of the Company: real estate development and sales of commercial

    housing, property lease and management, decoration and installation of buildings,

    retails and trade of commodity, hotel and catering services.

    Initial Registration Date: 8 Jan. 1980

    Registration Place: Shenzhen Administration for Industry and Commerce

    Registration Number of Business License: 440301103225878

    Registration number of Taxation: 440300192179585

    Name and Address of the CPA firm engaged by the Company:

    Name: China Audit International Certified Public Accountants LTD.

    Address: 8/F, Times Technology Building, No.7028 Shennan Avenue, Futian District,

    Shenzhen

    II. Main Financial Data and Indices

    1. Main accounting data and financial indices

    Currency unit: (RMB) Yuan

    At the end of the report

    period

    At the period-end of last

    year

    Increase/decrease

    compared with the

    period-end of last year

    (%)

    Total assets 3,251,986,997.32 3,361,110,324.04 -3.25%

    Owners’ equity attributable to shareholders of the listed

    company 1,292,815,256.15 1,228,651,614.41 5.22%

    Share capital 1,011,660,000.00 1,011,660,000.00 0.00%

    Net assets per share attributable to shareholders of the

    listed company (Yuan/share) 1.2779 1.2145 5.22%

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    Report period (Jan.-Jun.) Same period of last year Increase/decrease

    year-on-year (%)

    Total operating income 518,826,692.07 290,811,601.49 78.41%

    Operating profit 78,107,399.80 12,022,240.15 549.69%

    Total profit 78,129,831.79 11,967,314.20 552.86%

    Net profit attributable to shareholders of the listed

    company 64,141,001.28 7,725,323.97 730.27%

    Net profit attributable to shareholders of the listed

    company after deducting non-recurring gains and losses 54,391,937.15 7,628,241.73 613.03%

    Basic earnings per share (Yuan/share) 0.0634 0.0076 734.21%

    Diluted earnings per share (Yuan/share) 0.0634 0.0076 734.21%

    ROE (%) 4.33% 0.63% 3.70%

    Net cash flows from operating activities -66,691,366.55 -21,003,143.36 -217.53%

    Net cash flows per share from operating activities

    (Yuan/share) -0.0659 -0.0208 -216.83%

    2. Items of non-recurring gains and losses

    Currency unit: (RMB) Yuan

    Item Amount

    Gains and losses from disposal of non-current assets 9,622,198.15

    Gains and losses from changes in fair value of transaction financial

    assets and liabilities, and investment income from disposal of

    transaction financial assets and liabilities and financial assets available

    for sale, excluding the valid hedging business relating to normal

    operation of the Company

    92,058.17

    Other non-operating incomes and expenses besides the items above 36,841.49

    Impact on income tax -2,033.68

    Total 9,749,064.13

    Section III Changes in Share Capital and Particulars about Shares Held by

    Principal Shareholders

    I. Particulars about changes in share capital

    The Company’s share capital remained unchanged in the report period.

    II. Shares held by shareholders

    1. Up to 30 Jun. 2010, only Shenzhen Investment Holdings Co., Ltd held over 5%

    shares of the Company. Shenzhen Investment Holdings Co., Ltd held 642,884,262

    shares not subject to trading moratorium, which remained unchanged in the report

    period. And none of those shares were frozen, pledged or in custody.

    2. Particulars about shares held by the top ten shareholders and the top ten shareholders

    holding shares not subject to trading moratorium

    Unit: share

    Total number of shareholders 99,433

    Particulars about shares held by the top ten shareholders

    Name of shareholder Nature of shareholder

    Shareholding

    ratio

    Total number of

    shares held

    Shares subject to

    trading moratorium

    held

    Shares pledged or

    frozen

    Shenzhen Investment Holdings Co., Ltd State-owned 63.55% 642,884,262 0 0

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    corporation

    CPI Financial Co., Ltd.

    State-owned

    corporation

    0.33% 3,336,701 0 0

    Guan Jinfeng

    Domestic natural

    person

    0.11% 1,092,220 0 0

    Li Hongjie

    Domestic natural

    person

    0.11% 1,075,800 0 0

    ICBC-GF China Securities 500 Index

    Securities Investment Fund (LOF)

    State-owned

    corporation

    0.08% 844,880 0 0

    Xue Haoyuan

    Domestic natural

    person

    0.07% 746,356 0 0

    Zhang Rui

    Domestic natural

    person

    0.07% 730,700 0 0

    CHU KOON YUK

    Foreign natural

    person

    0.07% 720,000 0 0

    Zhou Zhongping

    Domestic natural

    person

    0.07% 675,401 0 0

    GUOTAI JUNAN

    SECURITIES(HONGKONG)

    LIMITED

    Foreign corporation 0.07% 674,650 0 0

    Particulars about shares held by the top ten shareholders holding tradable shares

    Name of shareholder Number of shares not subject to trading

    moratorium held Type of share

    Shenzhen Investment Holdings Co., Ltd 642,884,262 Renminbi ordinary shares

    CPI Financial Co., Ltd. 3,336,701 Renminbi ordinary shares

    Guan Jinfeng 1,092,220 Renminbi ordinary shares

    Li Hongjie 1,075,800 Renminbi ordinary shares

    ICBC-GF China Securities 500 Index Securities Investment

    Fund (LOF)

    844,880 Renminbi ordinary shares

    Xue Haoyuan 746,356 Renminbi ordinary shares

    Zhang Rui 730,700 Renminbi ordinary shares

    CHU KOON YUK 720,000

    Domestically listed foreign

    shares

    Zhou Zhongping 675,401 Renminbi ordinary shares

    GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED 674,650 Domestically listed foreign

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    shares

    Explanation on associated relationship or

    action-in-concert among the above

    shareholders

    Unknown

    3. Particulars about the controlling shareholder of the Company

    During the report period, the controlling shareholder of the Company remained

    unchanged.

    Section IV Particulars about Directors, Supervisors and Senior Executives

    I. Changes in shares held by directors, supervisors and senior executives

    During the report period, shares held by directors, supervisors and senior executives

    remained unchanged.

    II. New engagement and dismissal of directors, supervisors and senior executives

    On 28 Jun. 2010, resignation letters of independent directors Ms. Hou Liying and Mr.

    Zong Dechun were reviewed and approved at the 2009 Annual Shareholders’ General

    Meeting of the Company. Considering that resignation of Ms. Hou Liying and Mr.

    Zong Dechun would make the Company’s ratio of independent directors lower than the

    prescribed lowest standard, their resignation letters would take effect after new

    independent directors had filled their places. Before arrival of new independent

    directors, Ms. Hou Liying and Mr. Zong Dechun would continue to perform their

    duties according to laws, regulations and the Company’s Articles of Association. (For

    more details, see the public notice disclosed on http://www.cnonfo.com.cn dated 28

    Jun. 2010.)

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    Section V Discussion and Analysis of Executives

    I. Operation review for the first half of 2010

    1. In the first six months of 2010, with a series of real estate macro-control policies

    constantly introduced by the government, the Company, based on actual situations of

    itself and the market, made a comprehensive assessment of the overall situation and

    coped with it in a flexible manner. As a result, operation and management in various

    aspects were in smooth progress, the economic performance of the Company greatly

    improved, and the total operating income and total profit both showed a significant

    year-on-year growth. In addition, the asset quality improved with a relatively sound

    financial position. The main business development capability was reinforced with a

    stronger stamina for further development. The control system was optimized step by

    step with a better and better management capability. And a good corporate culture was

    gradually taking shape.

    2. Analysis to operating results

    Currency unit: (RMB) Yuan

    Items Jan.-Jun. 2010 Jan.-Jun. 2009 Increase/decrease

    amount

    Increase/decrease

    %

    Operating income 518,826,692.07 290,811,601.49 228,015,090.58 78.41

    Operating cost 338,485,970.34 218,500,804.81 119,985,165.53 54.91

    Sales tax and sur-taxes 55,612,034.02 24,785,610.35 30,826,423.67 124.37

    Sales expenses 5,193,067.44 3,888,471.54 1,304,595.90 33.55

    Administrative expenses 32,261,773.04 29,658,569.11 2,603,203.93 8.78

    Financial expenses 31,581,722.57 9,782,087.07 21,799,635.50 222.85

    Period expense 69,036,563.05 43,329,127.72 25,707,435.33 59.33

    Income from change of fair

    value -24,785.75 133,836.40 -158,622.15 -118.52

    Income from investment 22,440,060.89 7,692,345.14 14,747,715.75 191.72

    Operating profit 78,107,399.80 12,022,240.15 66,085,159.65 549.69

    Non-operating income 123,299.72 30,925.09 92,374.63 298.70

    Non-operating expenditure 100,867.73 85,851.04 15,016.69 17.49

    Total profit 78,129,831.79 11,967,314.20 66,162,517.59 552.86

    Income tax expenses 13,988,830.51 4,267,635.56 9,721,194.95 227.79

    Net profit 64,141,001.28 7,699,678.64 56,441,322.64 733.03

    Net profit attributable to owners

    of parent company 64,141,001.28 7,725,323.97 56,415,677.31 730.27

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    During the report period, under the leadership of the Board of Directors and the

    operation team, all employees of the Company united as one, actively coped with

    market changes and forged ahead. As a result, the performance and management of the

    Company were both improved.

    (1) For the report period, the Company achieved a total profit reaching RMB

    78,129,800, up by RMB 66,162,500 from RMB 11,967,300 at the same period of last

    year, representing a growth of 552.86%; and a net profit attributable to shareholders of

    the listed company amounting to RMB 64,141,000, up by RMB 56,441,300 from RMB

    7,699,700 at the corresponding period of last year, representing an increase of 730.27%.

    The profit growth mainly came from increase in the operating income, the gross profit

    rate and investment incomes.

    (2) Operating profit stood at RMB 78,107,400, up by RMB 66,085,200 year on year,

    representing a growth of 549.69%. Main reasons for the significant growth of the

    operating profit are:

    ① In the report period, the Company achieved an operating income reaching RMB

    518,826,700, a year-on-year growth of 78.41%; and a comprehensive gross profit rate

    of 34.76%, up by 9.89 percentage points from 24.87% at the corresponding period of

    last year.

    ② Sales tax and sur-taxes stood at RMB 55,612,000, a year-on-year growth of

    124.37%, which was mainly because the sales tax and land VAT increased due to the

    operating income growth.

    ③ Period expense stood at RMB 69,036,600, representing a year-on-year growth of

    59.33%, which was mainly because: firstly, measures to reinforce product sales in the

    report period caused a year-on-year growth of 33.55% and 8.78% respectively in

    advertising and agent expense; secondly, borrowings increased and interest expenses

    thus grew by 222.85% as compared with the same period of last year.

    ④ Income from fair value changes decreased as compared with the same period of last

    year, which was mainly due to fair value decrease of transactional financial assets held

    by the Company.

    ⑤ Investment income stood at RMB 22,440,100, representing a year-on-year growth

    of 191.72%, which was mainly because: firstly, bonus received from Kunshan

    Tiaofeng Electrical Power Co., Ltd in the report period increased over the same period

    of last year; secondly, 50% equities of the Nantian Shopping Mall in Shatoujiao were

    transferred, which generated an investment income of RMB 9,636,600.

    3. Analysis to cash flows

    Currency unit: (RMB) Yuan

    Item Report period Same period of last

    year

    Year-on-year

    increase/decrease (%)

    . Cash flows from operating Ⅰ activities:

    Sub-total of cash inflows from operating

    activities 645,280,268.28 289,451,578.20 122.93%

    Sub-total of cash outflows from operating

    activities 711,971,634.83 310,454,721.56 129.33%

    Net cash flows from operating activities -66,691,366.55 -21,003,143.36 -217.53%

    Ⅱ. Cash flows from investing activities:

    Sub-total of cash inflows from investing

    activities 12,609,903.92 7,729,505.14 63.14%

    Sub-total of cash outflows from investing

    activities 256,855.60 305,224.43 -15.85%

    Net cash flows from investing activities 12,353,048.32 7,424,280.71 66.39%

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    . Cash flows from financing Ⅲ activities:

    Sub-total of cash inflows from financing

    activities 364,800,000.00 50,000,000.00 629.60%

    Sub-total of cash outflows from financing

    activities 371,305,213.93 76,662,804.11 384.34%

    Net cash flows from financing activities -6,505,213.93 -26,662,804.11 75.60%

    Ⅳ. Effect of exchange rate changes on cash

    and cash equivalents -254,669.43 77,327.26 -429.34%

    Ⅴ. Net increase in cash and cash equivalents -61,098,201.59 -40,164,339.50 -52.12%

    Add: Opening balance of cash and cash

    equivalents 386,102,533.51 328,413,393.57 17.57%

    . Closing balance of cash and cash Ⅵ

    equivalents 325,004,331.92 288,249,054.07 12.75%

    (1) Cash inflows and outflows from operating activities both registered a significant

    year-on-year growth and net cash flows from operating activities were down by

    217.53% as compared with the same period of last year, which was mainly because the

    Company paid some of the remaining land price amount of the Guangming Project in

    the report period.

    (2) Cash inflows from investing activities increased significantly as compared with the

    corresponding period of last year, which was mainly because the income from

    transferring 50% equities of the Nantian Shopping Mall in Shatoujiao was recognized

    in the report period.

    (3) Cash inflows and outflows from financing activities both showed a particularly

    significant growth as compared with the same period of last year, which was mainly

    because the Company optimized the borrowing structure in the report period.

    As shown by data, the operating scale of the Company expanded significantly as

    compared with the same period of last year. As a real estate developer, the Company

    basically achieved a balance between cash inflows and outflows when main projects

    developed by the Company were still in the input period.

    4. Operation status of main businesses classified according to industries

    Currency unit: (RMB) Yuan

    Industry Operating income Operating cost

    Gross

    profit

    rate (%)

    Increase/decrease

    of operating

    income

    year-on-year (%)

    Increase/decrease

    of operating cost

    year-on-year (%)

    Increase/decrease

    of gross profit

    ratio

    year-on-year (%)

    Real estate 318,604,350.04 166,107,938.16 47.86 209.47 160.59 9.77

    Construction 118,073,356.03 111,355,323.27 5.69 18.49 18.43 0.04

    Property lease and

    management 70,281,522.81 51,809,309.32 26.28 -6.72 1.51 -5.98

    Hotel and other

    services 11,867,463.19 9,213,390.59 22.36 -7.74 -4.98 -2.26

    Total 518,826,692.07 338,485,961.34 34.76 78.41 54.91 9.89

    Income increase and decrease in various main businesses classified according to

    industries:

    (1) Sales income of the leading business of real estate stood at RMB 318,604,400,

    representing a year-on-year growth of 209.47%. And the gross profit rate stood at

    47.86%, up by 9.77 percentage points as compared with the same period of last year.

    This was mainly because: ① Sales income from the Shantou Jinye Island Project

    increased by RMB 106,356,600 from the same period of last year and the gross profit

    rate also showed a year-on-year growth of 9 percentage points; and ② Real estate

    sales income achieved by the headquarters of the Company showed a year-on-year

    growth of RMB 109,295,500 with the gross profit rate up by 17 percentage points year

    on year.

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    (2) Construction income stood at RMB 118,073,400, up by 18.49% year on year,

    which was mainly because incomes from both self-operated and cooperation

    construction projects increased.

    (3) Income from property lease and management stood at RMB 70,281,500, down by

    6.72% year on year, which was mainly due to decrease of the leasing area.

    (4) Income from hotel, catering and other services stood at RMB 11,687,500, down by

    7.74% year on year. And the gross profit rate was also down by 2.26 percentage points

    due to increase of the operating cost rate. These were mainly because the hotel

    occupancy rate showed a year-on-year decrease. And incomes from other services also

    decreased year on year.

    II. Analysis and explanation on financial status of the Company

    During the report period, the Company actively coped with market changes. As a result,

    various businesses of the Company grew steadily, its asset quality improved and its

    financial position was sound. Relevant indexes were as follows:

    Item 30 Jun. 2010 31 Dec. 2009 Increase/decrease

    (%)

    Total assets 3,251,986,997.32 3,361,110,324.04 -3.25

    Total liabilities 1,972,194,713.26 2,145,481,681.72 -8.08

    Accounts payable 452,217,979.28 730,944,352.56 -38.13

    Accounts received in advance 218,043,366.47 157,116,052.15 38.78

    Taxes and fares payable -1,087,338.67 -8,782,763.56 87.62

    Interest payable 39,573,775.51 24,687,711.65 60.30

    Short-term borrowings 14,800,000.00 100,000,000.00 -85.20

    Non-current liabilities due within 1

    year

    129,353,308.07 229,607,155.48 -43.66

    Long-term borrowings 784,122,394.98 581,986,531.34 34.73

    Total owners’ equity attributable to the

    parent company

    1,292,815,256.15 1,228,651,614.41 5.22

    1. Up until 30 Jun. 2010, total assets of the Company stood at RMB 3,251,987,000,

    down by 3.25% as compared with the year-begin.

    2. Total liabilities stood at RMB 1,972,194,700, down by 8.08% as compared with the

    year-begin, of which: ① The closing balance of accounts payable decreased by RMB

    278,726,300 from the period-begin, representing a decrease margin of 38.13%, which

    was mainly because the Company paid the remaining amount for acquiring the land

    use right of the Guangming New District Project in the report period. ② The closing

    amount of accounts received in advance increased by RMB 60,927,300 from the

    period-begin, a growth of 38.78%, which was mainly due to increase in house

    payments received in advance which could not meet income recognition conditions yet.

    ③ The closing balance of taxes and fares payable increased by RMB 7,695,400 from

    the period-begin, a growth of 87.62%, which was mainly because pre-paid sales tax

    was carried forward for carried forward house payments received in advance and the

    business income tax payable increased. ④ The closing balance of interest payable

    increased by RMB 14,886,100 from the period-begin, a growth of 60.30%, which was

    mainly because the Company paid interest for the unsettled land price amount of the

    Guangming New District Project and for the borrowings from Shenzhen Investment

    Holdings Co., Ltd.. ⑤ The total closing balance of short-term and long-term

    borrowings increased by 1.83% from the period-begin, which was mainly because the

    Company optimized the borrowing structure.

    3. The closing balance of equities attributable to shareholders of the listed company

    (net assets) increased by RMB 64,163,600 from the period-begin, a growth of 5.22%,

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    which was mainly due to increase in the net profit achieved in the report period and the

    foreign-currency statement translation difference.

    Ⅲ. Investments in the report period

    1. In the report period, the Company did not raise any funds. There existed no such

    funds carried down from the previous periods, either.

    2. Progress of significant projects invested by non-raised funds

    Name of project

    Investment amount within the report

    period (RMB Ten thousand)

    Progress of project

    Longgang Project 91.66

    In the process of land transferring and relevant

    preparations

    Shantou Jinye Island

    International Garden Phase Ⅹ

    8,993.37The Phase Ⅹ is in construction.

    Guangming Project 659.94Preparations are in smooth progress.

    Total 9744.97 -

    Ⅳ. Problems and difficulties met in operation

    1. The macro-economic situation and the real estate market condition are still severe.

    Affected by macro-control measures on the real estate sector, it is more and more

    difficult for real estate developers to get financing. And product sales is also restricted

    in various aspects. Where the real estate market will go is still unclear.

    2. There still exists capital pressure. Although the Company has managed to cope with

    many peak periods of capital payment, the capital pressure is still there. The

    development progress of the Longgang Project and the Dongle Project was interrupted,

    which caused stagnancy of capital input previously. What’s worse, the Company needs

    to pay off the remaining land price amount for the Guangming New District Project

    and borrowings due within one year.

    3. The professional capability and control ability still need to be improved. The

    Guangming Project, Longgang Project and Shantou Jinhu Road Project have been

    launched in an all-round way, which will serve as a key turning point for the Company

    to shift from the survival strategy to the development strategy. It also presents a

    challenge to the Company’s main business development ability.

    4. Some problems in the past need to be solved. Problems in the past involving land,

    economic disputes, enterprise close-down, off-the-job employees shunting, etc. will

    affect the normal operation and stability of the Company to some degree.

    V. Business plan for the second half year of 2010

    In the second half year of 2010, the Company will continue to fully carry out the

    Concept of Scientific Development, stick to the Company’s development strategy and

    planning, promote reform through development and encourage development through

    reform; to elaborately work on the main business, further strengthen cost control,

    perfect management capability, and build a high-quality and professional management

    team so as to create core competitiveness; to improve the party conduct, the

    management team, enterprise culture and cohesion so as to lay a solid foundation for

    realizing the five-year development strategy and planning.

    In the second half year of 2010, we will work on the following central tasks:

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    1. To elaborately work on the main business. Firstly, the Company will work on project

    development in both Shenzhen and Shantou with equal efforts and launch high-quality

    projects. As for project in Shantou, the Company will realize the accomplishment of

    Construction of the District No.10 of Jinye Island Project, Jinhu Road Project and will

    begin; Preparation for the Longgang Project and the Guangming Project will be

    finished and the Company will try to begin construction within the year 2010.

    2. To further strengthen cost control. Firstly, to thoroughly strengthen budget

    management, strictly control expenses and enhance constant checks, supervision and

    service on budget execution. Secondly, to thoroughly carry out target cost control on

    project development, as well as control before events, examination during events and

    analysis after events. Finally, to strengthen management over construction contracts,

    improve management over contract signing, checking and approving, and handle

    affairs in strict compliance with contracts.

    3. To perfect management capability. Firstly, to improve corporate governance and

    management rules, as well as to promote standardized operation. In accordance with

    requirement of standard governance and management on state-owned assets for listed

    companies, to further perfect mechanism of decision-making, execution and

    supervision. Secondly, to improve various rules and revise Responsibility for Positions

    according to the fine management principle, and prepare information system for

    development and construction of the Company, then to carry out in several phases.

    Thirdly, to build a professional management team. Fourthly, to optimize the

    organizational structure, explore operation mechanisms for project development and

    perfect the management mode for projects. Fifthly, to optimize performance appraisal

    and improve the remuneration system. Sixthly, to strengthen financial management,

    improve management and use of funds, increase efficiency of capital use, and enhance

    ability to distribute capital with overall consideration. Finally, to enhance risk

    management and internal control by formulating and implementing a thorough risk

    control system, and continually strengthen auditing on economic responsibility,

    performance and financial income & expenditure and other specific auditing.

    4. To work on and formulate a development strategy and planning for the Company. To

    hold tendency of domestic real estate market, use advanced experience of famous

    enterprise for reference, formulate and execute five-year development strategy in

    accordance with orientation of economic strategic distribution and combining with

    actuality.

    5. To try every possible way to solve historical problems. To make use of policy and

    create chance, make effort to get support from all parties to solve historical land

    problems; to adopt several measures to settle historical economic disputes, enhance

    execution of lawsuit won and collection of debts; properly handle appeal to the higher

    authorities by staff off-the job due to reform, to ensure stability of enterprise.

    6. To thoroughly strengthen party building and create a new-type enterprise culture.

    IV. Warning and explanation on forecast that accumulative net profit from the

    year-beginning to the next report period will be deficit or great changes compared with

    the same period of last year.

    It is forecasted that net profit from Jan. to Sep. 2010 will from RMB 66,000,000 to

    68,000,000, with an increase from 485.65% to 503.40% year-on-year.

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    Section VI Significant Events

    I. Corporate governance

    In the report period, the Company actively in strict compliance with the Company Law,

    Securities Law, Code of Corporate Governance for Listed Companies, Stock-Listing

    Rules of Shenzhen Stock Exchange and other relevant laws and regulations, further

    carry out sprit of relevant document concerning corporate governance of listed

    companies from CSRC, continually perfected corporate governance structure, establish

    modern enterprise system and standardize operation of the Company.

    In the report period, responsibilities of shareholders’ general meeting ,the Board of

    Directors, the Supervisory Committee, impendent director and all specific

    commissions under the Board of Directors as well as managers are clear, and

    procedures are standard. Management realized democratic discussion, independent

    responsibility, normative operation and harmonious work together. All decisions were

    more democratic, scientific, normative and public, and promoted unity and accordance.

    The operating mechanism of “the Board of Directors make decision, operating team

    executes and the Supervisory Committee supervise” was further carried out, the

    operating is tending to more unit, harmonious and stable.

    In the report period, the Company adjusted Strategy Commission due to job change of

    its member Mr. Guo Hongzhuang, which was reviewed and approved at the Boarding

    Meeting date 20 Apr. 2010. Members of new Strategy Commission: Zhou Jianguo

    (Director), Chen Maozheng, Wern Li, Zong Dechun, Hou Liying. In order to improve

    quality and transparence of information disclosure, further identify responsibility for

    information disclosure, enhance responsibility for mistakes in information disclosure,

    Responsibility for Serious Errors in Disclosure of Annual Report was approved at the

    Board Meeting.

    In the report period, according to requirement of State-Owned Assets Supervision

    Administration of Shenzhen Municipality, Financial Department of the Company

    should summarize relevant data and report Express on General Monthly Major

    Financial Index of Companies in Shenzhen to State-Owned Assets Supervision

    Administration of Shenzhen Municipality though system online per month with check

    and signature of manager of Financial Department, General Manager and Chairman of

    the Board. The Company and controlling shareholder strictly executed system on

    report and file of insider, established insider information data, and reported list of

    person who know non-public information to Shenzhen Bureau each month.

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    In the report period, the Company was in line with requirement of Notice on Generally

    and Deeply Carrying out a Special Campaign on Standardization of Basic Work of

    Finance and Accounting, actively developed self-examination, self-correction and

    rectification on financial basic work, prepared Self-Examination Report on Basic Work

    of Finance and Accounting, formulated relevant rectification plan, identify term and

    duty man of recertification. At present, the above work has been in progress of

    execution.

    II. Particulars about profit distribution

    The Company would not conduct profit distribution or capitalization of public reserve

    for the first half of 2009. And there existed no profit distribution, capitalization of

    public reserve or issue of new shares which were planned in the previous periods to be

    implemented in the report period.

    III. Significant lawsuits and arbitrations

    For the significant lawsuits and arbitrations incurred in the report period or carried

    down from the previous years to the report period, please refer to “(I) Significant

    lawsuits” of Note X Contingency of the Financial Report.

    V. Acquisition, sales of assets and assets reorganization

    Review and approved the Provisional Board Meeting dated 22 Sep. 2009, 50% equity

    of the Nantian Shopping Mall in Shatoujiao held by the Company was listed in

    Shenzhen United Assets and Equity Exchange, and the equity transferred to Shenzhen

    Sha Tou Jiao Commercial Foreign Trade Co., Ltd on 2 Feb. 2010 with consolidation of

    RMB 12,145,000, and the sold assets contributed net profit of RMB 9,636,000 to the

    Company.

    (For details please refer to public notice on http://www.cninfo.com.cn)

    V. Related transactions

    For the Company’s related transactions, as well as the creditor’s rights and liabilities

    with its related parties in the report period, please refer to Note VI “Related Party

    Relationships and Transactions” of the Financial Report.

    VI. Particulars about guarantees provided by the Company

    Unit: RMB’0000

    Guarantees provided for external parties (excluding guarantees provided for subsidiaries)

    Name of the

    guaranteed

    Date and No.

    of Relevant

    public notice

    Guarantee

    line

    Date of

    occurrence

    (Date of

    signing

    agreement)

    Actual

    amount of

    guarantee

    Type of

    guarantee

    Term of

    guarantee

    Implementat

    ion

    accomplishe

    d or not

    Guarantee for

    related parties

    or not

    Total external guarantees lines

    examined and approved in the

    reporting period (A1)

    0.00

    Total external guarantees

    occurred in the reporting period

    (A2)

    0.00

    Total external guarantee lines

    examined and approved at the

    period end (A3)

    0.00 Balance of actual guarantees at

    the period end (A4) 0.00

    Guarantees provided for subsidiary companies

    Name of the

    guaranteed

    Date and No.

    of Relevant

    public notice

    Guarantee

    line

    Date of

    occurrence

    (Date of

    signing

    agreement)

    Actual

    amount of

    guarantee

    Type of

    guarantee

    Term of

    guarantee

    Implementat

    ion

    accomplishe

    d or not

    Guarantee for

    related parties

    or not

    Shantou Hualin

    Real Estate

    15 Aug. 2009

    (Public 30,000.00 31 Aug. 2009 30,000.00 Credit

    guarantee Three years No No

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    Development

    Co., Ltd.

    Notice No.

    2009-20)

    with joint

    responsibility

    Shenzhen Petrel

    Hotel Co., Ltd. - 1,800.00 10 Jul. . 2007 1,440.00

    Credit

    guarantee

    with joint

    responsibility

    Three years No No

    Total guarantees lines for

    subsidiaries examined and

    approved in the reporting period

    (B1)

    0.00

    Total guarantees for subsidiaries

    occurred in the reporting period

    (B2)

    0.00

    Total guarantee lines for

    subsidiaries examined and

    approved at the period end (B3)

    31,440.00 Balance of actual guarantees at

    the period end (B4) 31,440.00

    Total guarantees of the Company (Total of the two above)

    Total guarantees lines examined

    and approved in the reporting

    period (A1+B1)

    0.00 Total guarantees occurred in the

    reporting period (A2+B2) 0.00

    Total guarantees lines examined

    and approved at the report period

    (A3+B3)

    31,440.00

    Total balance of actual

    guarantees at the period end

    (A4+B4)

    31,440.00

    Proportion of total actual guarantee amount (A4+B4) in net assets of

    the Company 24.32%

    Among which:

    Amount of guarantees provided for shareholders, actual controller and

    other related parties (C) 0.00

    Amount of debt guarantees provided directly or indirectly for parties

    with asset-liability ratio exceeding 70% (D) 0.00

    Proportion of total guarantee amount exceeding 50% of the Company’s

    net assets (E) 0.00

    Total amount of the above three guarantees (C+D+E) 0.00

    Explanation on possibility of taking several and joint liability

    involving immature guarantees

    At the end of report period, balance of guarantees for property

    buyers has not settled totaling RMB 10.26 million.

    Due to that the Company is engaged in the real estate industry, and according to the

    relevant regulation of the People’s Bank of China that a developer must provide

    mortgage guarantees for property buyers, the Company currently provides phasic

    joint-liability guarantees for its property buyers. And the term of guarantee lasts from

    the date when the bank grants the loan to the date when the mortgage bank gets the real

    estate ownership certificate for the buyers. If the buyers do not perform the debtor’s

    responsibility within the aforesaid guarantee term, the Company is entitled to take back

    the properties sold. Thus, such a kind of guarantee will not bring any actual losses to

    the Company. As at the end of the report period, the Company provided such

    guarantees totaling RMB 10.26 million.

    VII. Particulars about capital occupation

    The Company’s main shareholder and its subsidiaries were not involved in any

    irregular occupation of the Company’s capital.

    VIII. Significant contracts and their implementation

    1. In the report period, the Company did not hold in trust, contract or lease the assets of

    other companies, or vise versa. And there existed no such matters carried down from

    the previous periods to the report period.

    2. In the report period, the Company did not entrust other with cash assets management.

    And there existed no such matters carried down from the previous periods to the report

    period.

    XI. Commitments made by the Company or shareholders holding over 5% (including

    5%) shares of the Company

    1. Shenzhen Investment Holding Co., Ltd. made the following commitments

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    concerning the relevant matters of the share merger reform of SPG: “ ① The Company

    shall abide by the relevant laws, regulations and rules, and fulfill the legal

    commitments; ② The Company hereby declares that: The promisor shall faithfully

    fulfill its commitments and shoulder corresponding responsibilities; Unless the

    transferee agrees to and is able to fulfill the commitments, the promisor shall not

    transfer the held shares. ③ The Company hereby declares that: Should the promisor

    fail to fulfill its commitments prescribed in the relevant documents, it shall compensate

    the other shareholders for their losses caused thereupon.” The commitments have been

    fulfilled;

    2. Shenzhen Investment Holding Co., Ltd. made the following commitments

    concerning the conditional sales of its held shares: The shares shall not be listed or

    transferred within 12 months from the date when the reform plan is implemented;

    When the aforesaid provision reaches its mature term, the originally non-tradable

    shares may be listed for trading at securities exchanges, with the proportion of the sold

    amount in the Company’s total shares not exceeding 5% within 12 months, as well as

    not exceeding 10% within 24 months.” And the said commitments have been fulfilled;

    3. In the share merger reform, Shenzhen Investment Holding Co., Ltd. promised to

    implement a share incentive plan, where the company was to sell its held shares (not

    exceeding 10% of SPG’s total shares) to the SPG’s management on three years’

    amortization. On 30 Sept. 2006, the State-Owned Assets Supervision and

    Administration Commission of the State Council issued the Trial Measures for

    Implementing Equity Incentive Plans by State Holding Listed Companies (Domestic)

    (GZFFP【2006】No. 175). The Item 9 of the Trail Measures stipulates that the source of

    the subject shares for implementing the equity incentive plan of a listed company shall

    not be paid by a single state shareholder and that the state equity shall not be

    gratuitously quantized either. Therefore, the equity incentive plan was unable to be

    implemented. Nor the concerned commitment of Shenzhen Investment Holding Co.,

    Ltd. was able to be fulfilled.

    4. The Shenzhen Sate-owned Assets Supervision and Administration Commission

    issued the Letter on Relevant Matters Concerning Information Disclosure of SPG to

    Shenzhen Investment Holdings Co., Ltd. in Oct. 2009, making a commitment that it

    would not conduct transfer of SPG share rights through agreements, asset

    reorganization or other matters (not including shareholding reduction in the secondary

    market) that have significant influence on SPG in this year or the next year. The said

    commitment is currently in the process of execution.

    X. Securities Investments

    Unit: (RMB) Yuan

    No. Securities variety Stock code Short form of

    stock

    Initial

    investment

    amount

    (Yuan)

    Shares held

    at period-end

    (share)

    Book value

    at

    period-end

    Proportion in

    total

    securities

    investment at

    period-end

    (%)

    Gains or losses

    in report period

    1 Stock 601857 China National

    Petroleum 48,024.00 3,000 30,750.00 29.72% -17,272.74

    2 Stock 780000 Subscription of

    Tangshan Port 16,400.00 2,000 16,400.00 15.85% 0.00

    3 Stock 601866 China Shipping

    Container Lines 13,160.00 2,000 6,740.00 6.51% -6,420.00

    4 Stock 002440 Zhejiang Runtu

    Co., Ltd 31,200.00 1,000 31,200.00 30.16% 0.00

    5 Stock 601898 China Coal 16,614.00 1,000 8,390.00 8.11% -8,223.61

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    Energy

    6 Stock 002137 Sea Star

    Technology 13,274.63 975 9,984.00 9.65% -3,291.00

    Other securities investments held at period-end 0.00 - 0.00 0.00% 0.00

    Gains/ losses from securities investment sold in report

    period - - - - 111,166.82

    Total 138,672.63 - 103,464.00 100% 75,959.47

    Explanation on securities investment: stocks held by the Company were lottery of new share, which has been sold in current day when

    benefit.

    XI. Reception of surveys, interviews and visits in the report period

    Reception time Reception place Reception

    way Visitor Main discussion and materials provided

    15 Jul. 2010 The Company’s

    office Field research Donghai Securities and Guodu

    Securities

    General interview, with no written materials

    provided by the Company

    22 Jun. 2010 The Company’s

    office Field research

    Nanfang Daily, Business Report

    in 21st Century, Ta Kung Pao

    and Shenzhen Jing Bao

    Acknowledge of renewal and rebuild of the city,

    with no materials provided by the Company

    17 Jun. 2010 The Company’s

    office By telephone Standard Chartered Bank Inquiring date of record of the Company, with no

    materials provided by the Company

    9 Jun. 2010 The Company’s

    office By telephone Individual investor

    Inquired about reasons for the Company’s shares

    reaching upper trading limit, with no materials

    provided by the Company

    18 May 2010 The Company’s

    office By telephone Individual investor

    Inquired with time of holding shareholders’

    general meeting of the Company, with no materials

    provided by the Company

    10 May 2010 The Company’s

    office By telephone Individual investor Inquired about land reserves of the Company, with

    no materials provided by the Company

    23 Apr. 2010 The Company’s

    office By telephone Individual investor

    Inquired about Annual Report 2009 of the

    Company, with no materials provided by the

    Company

    5 Mar. 2010 The Company’s

    office By telephone Individual investor

    Inquired about plan on development projects of the

    Company, with no materials provided by the

    Company

    12 Feb. 2010 The Company’s

    office By telephone Individual investor Inquired about sales of the Company’s sales, with

    no materials provided by the Company

    26 Jan. 2010 The Company’s

    office By telephone Individual investor

    Inquired about influence of the policy on the

    Company, with no materials provided by the

    Company

    8 Jan. 2010 The Company’s

    office By telephone Individual investor Inquired about operating of the Company in 2009,

    with no materials provided by the Company

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    Section VII Financial Report

    Section VIII Documents Available for Reference

    I. Text of the Semi-Annual Report 2010with the signature of Chairman of the Board

    of Directors;

    II. Text of the Financial Report with the signatures and stamps of the person in charge

    of the Company, the person in charge of accounting and the person in charge of the

    accounting agency;

    III. Texts of all the public notices disclosed in the report period on the newspapers

    designated by CSRC—Securities Times, Ta Kung Pao;

    IV. Text of the Articles of Association of the Company.

    Board of Directors

    Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.

    23 Aug. 2010

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    SHENZHEN SPECIAL ECONOMIC ZONE REAL

    ESTATE

    & PROPERTIES (GROUP) CO., LTD.

    Semi-annual Financial Report (Un-audited)

    for the year ended 30 June 2010

    CONTENTS PAGE(S)

    Ⅰ、FINANCIAL STATEMENTS

    1、CONSOLIDATED BALANCE SHEET 1-2

    2、CONSOLIDATED INCOME STATEMENT 3

    3、CONSOLIDATED CASH FLOW STATEMENT 4

    4、CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 5-6

    5、BALANCE SHEET 7-8

    6、INCOME STATEMENT 9

    7、CASH FLOW STATEMENT 10

    8、STATEMENT OF CHANGES IN EQUITY 11-12

    Ⅱ、NOTES TO THE FINANCIAL STATEMENTS 13-107

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    CONSOLIDATED BALANCE SHEET

    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    ASSETS Note Ⅴ 2010-6-30 2009-12-31

    Current assets:

    Cash at bank and on hand 1 325,004,331.92 386,102,533.51

    Financial assets held for trading 2 103,464.00 86,269.75

    Accounts receivable 3 16,088,595.19 14,732,395.84

    Advances to suppliers 4 21,437,926.25 18,020,338.85

    Other receivables 5 41,187,154.37 49,298,258.09

    Inventories 6 2,111,009,086.53 2,088,298,946.63

    Total current assets 2,514,830,558.26 2,556,538,742.67

    Non-current assets

    Long-term equity investments 7 108,659,053.80 111,305,288.02

    Investment Property 8 542,130,900.79 604,153,453.42

    Fixed assets 9 63,733,884.96 66,283,427.82

    Intangible assets 10 6,116,790.00 6,232,380.00

    Long-term deferred and prepaid expenses 11 283,679.10 364,901.70

    Deferred tax assets 12 16,232,130.41 16,232,130.41

    Total non-current assets 737,156,439.06 804,571,581.37

    TOTAL ASSETS 3,251,986,997.32 3,361,110,324.04

    The Notes on page 13 to 117 form part of these financial statements

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    CONSOLIDATED BALANCE SHEET(Continued)

    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    LIABILITIES AND

    SHAREHOLDERS' EQUITY

    Note Ⅴ 2010-6-30 2009-12-31

    Current liabilities:

    Short-term borrowings 15 14,800,000.00 100,000,000.00

    Accounts payable 16 452,217,979.28 730,944,352.56

    Advance from customers 17 218,043,366.47 157,116,052.15

    Employee benefits payable 18 23,002,786.59 24,499,493.75

    Taxes payable 19 -1,087,338.67 -8,782,763.56

    Interest payable 20 39,573,775.51 24,687,711.65

    Other payables 21 302,806,117.01 297,237,215.73

    Non-current liabilities within one

    year

    22 129,353,308.07 229,607,155.48

    Total of current liability 1,178,709,994.26 1,555,309,217.76

    Non-current liabilities:

    Long-term borrowings 23 784,122,394.98 581,986,531.34

    Long-term payable 9,362,324.02 8,185,932.62

    Accrued liabilities -- --

    Total non-current liabilities 793,484,719.00 590,172,463.96

    Total liabilities 1,972,194,713.26 2,145,481,681.72

    Shareholders' equity

    Share capital 24 1,011,660,000.00 1,011,660,000.00

    Capital reserve 25 978,244,858.10 978,244,858.10

    Less: Shares in stock -- --

    Surplus reserve 26 4,974,391.15 4,974,391.15

    Retained Earnings 27 -717,216,777.58 -781,357,778.86

    Foreign currency translation

    differences

    15,152,784.48 15,130,144.02

    Total equity attributable to

    equity holders of the Company

    1,292,815,256.15 1,228,651,614.41

    Minority interests 28 -13,022,972.09 -13,022,972.09

    Total shareholders' equity 1,279,792,284.06 1,215,628,642.32

    TOTAL LIABILITIES AND

    SHAREHOLDERS' EQUITY

    3,251,986,997.32 3,361,110,324.04

    The Notes on page 13 to 117 form part of these financial statements

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    CONSOLIDATED INCOME STATEMENT

    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Items Note Ⅴ Jan. 2010-

    Jun. 2010 Jan. 2009-

    Jun. 2009

    1、Operating Income 29 518,826,692.07 290,811,601.49

    Less:Cost of sales 29 338,485,970.34 218,500,804.81

    Business Taxes and Surcharges 30 55,612,034.02 24,785,610.35

    Selling and distribution expenses 5,193,067.44 3,888,471.54

    General and administrative expenses 32,261,773.04 29,658,569.11

    Finance expenses 31 31,581,722.57 9,782,087.07

    Add:Gain from changes of fair value -24,785.75 133,836.40

    Investment income 32 22,440,060.89 7,692,345.14

    Including: Investment income from affiliates 32 12,586,609.32 7,683,812.56

    2、Operating profit 78,107,399.80 12,022,240.15

    Add:Non-operating income 33 123,299.72 30,925.09

    Less:Non-operating expenses 34 100,867.73 85,851.04

    Including: Loss from disposal of non-current assets 34 14,409.50 48,532.00

    3、Profit before income tax 78,129,831.79 11,967,314.20

    Less:Income tax expenses 13,988,830.51 4,267,635.56

    4、Net profit 64,141,001.28 7,699,678.64

    Attributable to equity holders of the Company 64,141,001.28 7,725,323.97

    Minority profit or loss -- -25,645.33

    5、Earnings per share

    (1)Basic earnings per share 0.0634 0.0076

    (2)Diluted earnings per share 0.0634 0.0076

    6、Other comprehensive income 35 22,640.46 87,377.62

    7、Total comprehensive income 64,163,641.74 7,787,056.26

    Attributable to equity holders of the Company 64,163,641.74 7,812,701.59

    Minority comprehensive income -- -25,645.33

    The Notes on page 13 to 117 form part of these financial statements

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    CONSOLIDATED CASH FLOW STATEMENT 2010 First half Year

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE& (Un-audited)

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Items Note Ⅴ Jan. 2010-Jun. 2010 Jan. 2009-Jun. 2009

    1、Cash flows from operating activities

    Cash received from sales of goods or rendering of services 36(2) 561,833,156.45 260,615,674.46

    Refund of taxes and levies --

    Cash received relating to other operating activities 36(1) 83,447,111.83 28,835,903.74

    Sub-total of cash inflows 645,280,268.28 289,451,578.20

    Cash paid for goods and services 36(4) 545,456,789.91 184,311,701.42

    Cash paid to and on behalf of employees 36,125,405.77 41,215,377.96

    Payments of taxes and levies 56,224,700.88 36,743,154.64

    Cash paid relating to other operating activities 36(2) 74,164,738.27 48,184,487.54

    Sub-total of cash outflows 711,971,634.83 310,454,721.56

    Net cash flows from operating activities -66,691,366.55 -21,003,143.36

    2、Cash flows from investing activities

    Cash received from investment retrieving -- --

    Cash received as investment gains 2,553,452.35 37,160.00

    Net cash received from disposal of fixed assets, intangible

    assets and other long-term assets 10,053,451.57 7,692,345.14

    Net cash received from disposal of subsidiaries or

    other operational units

    3,000.00 --

    Cash received relating to other investing activities -- --

    Sub-total of cash inflows 12,609,903.92 7,729,505.14

    Cash paid to acquire fixed assets, intangible assets and

    other long-term assets 169,815.60 305,224.43

    Cash paid to acquire investments 87,040.00

    Net cash received from subsidiaries and other operational

    units

    Cash paid relating to other investing activities

    Sub-total of cash outflows 256,855.60 305,224.43

    Net cash flows from investing activities 12,353,048.32 7,424,280.71

    3、Cash flows from financing activities

    Cash received as investment -- --

    Including: Cash received as investment from minor

    shareholders -- --

    Cash received from borrowings 36(5) 364,800,000.00 50,000,000.00

    Cash received relating to other financing activities -- --

    Sub-total of cash inflows 364,800,000.00 50,000,000.00

    Cash repayments of borrowings 36(5) 348,117,983.77 66,235,566.97

    Cash payments for interest expenses and distribution of

    dividends or profits 23,187,230.16 10,427,237.14

    Including: Cash payments for dividends or profit to

    minority shareholders of subsidiaries -- --

    Cash payments relating to other financing activities -- --

    Sub-total of cash outflows 371,305,213.93 76,662,804.11

    Net cash flows from financing activities -6,505,213.93 -26,662,804.11

    4、Effect of foreign exchange rate changes on cash and

    cash equivalents -254,669.43 77,327.26

    5、Net increase in cash and cash equivalents -61,098,201.59 -40,164,339.50

    Add: Cash and cash equivalents at beginning of year 386,102,533.51 328,413,393.57

    6、Cash and cash equivalent at end of year 325,004,331.92 288,249,054.07

    The Notes on page 13 to 117 form part of these financial statements

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    CONSOLIDATED STATEMENT OF CHANGES IN OWNER'S EQUITY

    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE& PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Attributable to equity holders of the Company

    Share capital Capital

    reserve

    Less:

    shares

    in

    stock

    Special

    reserve

    Surplus

    reserves

    Retained

    Earnings

    Foreign

    currency

    exchange

    differences

    Minority

    interests Total

    1、Balance at the end of last year:: 1,011,660,000.00 978,244,858.10 -- -- 4,974,391.15 -781,357,778.86 15,130,144.02 -13,022,972.09 1,215,628,642.32

    Add:Changes of accounting policy -- -- -- -- -- -- -- -- --

    Error correction of the last period -- -- -- -- -- -- -- -- --

    2、Balance at the beginning of the year 1,011,660,000.00 978,244,858.10 -- -- 4,974,391.15 -781,357,778.86 15,130,144.02 -13,022,972.09 1,215,628,642.32

    3、Change in equity for the year -- -- -- -- -- 64,141,001.28 22,640.46 -- 64,163,641.74

    (1) Net profit -- -- -- -- -- 64,141,001.28 -- 64,141,001.28

    (2) Other comprehensive income -- -- -- -- -- -- 22,640.46 -- 22,640.46

    sub-total(1)&(2) -- -- -- -- -- 64,141,001.28 22,640.46 -- 64,163,641.74

    (3) Shareholders' contributions and decrease of

    capital

    -- -- -- -- -- -- -- -- --

    1、Contributions by shareholders -- -- -- -- -- -- -- -- --

    2、Equity settled share-based payment -- -- -- -- -- -- -- -- --

    (4) Appropriation of profits -- -- -- -- -- -- -- -- --

    1、Withdrawal of surplus reserves -- -- -- -- -- -- -- -- --

    2、Distributions to shareholders -- -- -- -- -- -- -- -- --

    3、Others -- -- -- -- -- -- -- -- --

    (5)Transfers within equity -- -- -- -- -- -- -- -- --

    1、share capital increased by capital reserve

    transfer

    -- -- -- -- -- -- -- -- --

    2、share capital increased by surplus reserve

    transfer

    -- -- -- -- -- -- -- -- --

    3、Remedying loss with profit surplus -- -- -- -- -- -- -- -- --

    4、others -- -- -- -- -- -- -- -- --

    4、Balance at the end of the year

    report period 1,011,660,000.00 978,244,858.10 -- -- 4,974,391.15 -717,216,777.58 15,152,784.48 -13,022,972.09 1,279,792,284.06

    The Notes on page 13 to 117 form part of these financial statements

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    CONSOLIDATED STATEMENT OF CHANGES IN OWNER'S EQUITY(Continued)

    As at 30 June 2009 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE& PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Attributable to equity holders of the Company

    Share capital Capital

    reserve

    Less:

    shares

    in

    stock

    Special

    reserve

    Surplus

    reserves

    Retained

    Earnings

    Foreign

    currency

    exchange

    differences

    Minority

    interests Total

    1、Balance at the end of last year:: 1,011,660,000.00 978,244,858.10 -- -- 118,910,686.94 -915,511,458.27 14,984,787.99 -11,161,500.40 1,197,127,374.36

    Add:Changes of accounting policy -- -- -- -- -- -- -- -- --

    Error correction of the last period -- -- -- -- -- -- -- -- --

    2、Balance at the beginning of the year 1,011,660,000.00 978,244,858.10 -- -- 118,910,686.94 -915,511,458.27 14,984,787.99 -11,161,500.40 1,197,127,374.36

    3、Change in equity for the year -- -- -- -- -118,910,686.94 126,636,010.91 87,377.62 -25,645.33 7,787,056.26

    (1) Net profit -- -- -- -- -- 7,725,323.97 -- -25,645.33 7,699,678.64

    (2) Other comprehensive income -- -- -- -- -- -- 87,377.62 -- 87,377.62

    sub-total(1)&(2) -- -- -- -- -- 7,725,323.97 87,377.62 -25,645.33 7,787,056.26

    (3) Shareholders' contributions and

    decrease of capital

    -- -- -- -- -- -- -- -- --

    1、Contributions by shareholders -- -- -- -- -- -- -- -- --

    2、Equity settled share-based payment -- -- -- -- -- -- -- -- --

    (4) Appropriation of profits -- -- -- -- -- -- -- -- --

    1、Withdrawal of surplus reserves -- -- -- -- -- -- -- -- --

    2、Distributions to shareholders -- -- -- -- -- -- -- -- --

    3、Others -- -- -- -- -- -- -- -- --

    (5)Transfers within equity -- -- -- -- -118,910,686.94 118,910,686.94 -- -- --

    1、share capital increased by capital reserve

    transfer

    -- -- -- -- -- -- -- -- --

    2、share capital increased by surplus reserve

    transfer

    -- -- -- -- -- -- -- -- --

    3、Remedying loss with profit surplus -- -- -- -- -118,910,686.94 118,910,686.94 -- -- --

    4、others -- -- -- -- -- -- -- -- --

    4、Balance at the end of the year

    report period 1,011,660,000.00 978,244,858.10 -- -- -- -788,875,447.36 15,072,165.61 -11,187,145.73 1,204,914,430.62

    The Notes on page 13to 117 form part of these financial statements

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    BALANCE SHEET

    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB

    Yuan

    ASSETS NoteⅫ 20109-6-30 2009-12-31

    Current assets:

    Cash at bank and on hand 67,002,303.29 73,508,120.37

    Financial assets held for trading 103,464.00 86,269.75

    Accounts receivable 1 5,799,020.77 6,109,646.72

    Advances to suppliers -- --

    Other receivables 2 299,457,451.19 469,851,675.39

    Inventories 3 1,412,234,321.43 1,414,914,758.68

    Total current assets 1,784,596,560.68 1,964,470,470.91

    Non-current assets:

    Long-term equity investments 4 299,358,529.15 302,004,763.37

    Investment Property 473,720,336.82 534,718,105.50

    Fixed assets 38,287,991.32 39,439,456.90

    Deferred tax assets 95,455.46 95,455.46

    Total non-current assets 811,462,312.75 876,257,781.23

    TOTAL ASSETS 2,596,058,873.43 2,840,728,252.14

    The Notes on page 13 to 117 form part of these financial statements

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    BALANCE SHEET(Continued)

    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    LIABILITIES AND OWNERS'

    EQUITY NoteⅫ 2010-6-30 2009-12-31

    Current liabilities:

    Short-term borrowings 100,000,000.00

    Account payable 320,728,548.23 621,374,407.44

    Advance from customers 15,424,301.60 10,696,023.60

    Employee benefits payable 10,741,208.31 9,066,342.19

    Taxes payable 2,230,108.83 2,915,204.83

    Interest payable 39,573,775.51 24,687,711.65

    Other payables 400,059,104.84 383,176,088.95

    Non-current liability due in one year 115,553,308.07 206,407,155.48

    Other current liability -- --

    Total of current liability 904,310,355.39 1,358,322,934.14

    Non-current liabilities:

    Long-term borrowings 484,122,394.98 281,986,531.34

    Accrued liabilities -- --

    Total non-current liabilities 484,122,394.98 281,986,531.34

    Total liabilities 1,388,432,750.37 1,640,309,465.48

    Owners' equity:

    share capital 1,011,660,000.00 1,011,660,000.00

    Capital reserve 978,244,858.10 978,244,858.10

    Less: Shares in stock -- --

    Surplus reserve -- -

    Retained Earnings -782,278,735.04 -789,486,071.44

    Total owners' equity 1,207,626,123.06 1,200,418,786.66

    TOTAL LIABILITIES AND

    OWNER'S EQUITY 2,596,058,873.43 2,840,728,252.14

    The Notes on page 13 to 117 form part of these financial statements

    INCOME STATEMENT

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    As at 30 June 2010 (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB

    Yuan

    Items NoteⅫ Jan.2010-Jun.2010 Jan.2009-Jun.2009

    1、Operating Income 5 156,040,672.45 55,954,978.92

    Less: Cost of sales 5 72,488,362.99 31,580,000.36

    Business Taxes and Surcharges 35,790,518.88 9,230,591.73

    Selling and distribution expenses 652,510.61 917,897.08

    General and administrative expenses 17,104,824.06 13,004,332.67

    Finance expenses 32,616,647.73 7,530,786.10

    Asset impairment losses -- --

    Add: Gain from changes of fair value -24,785.75 133,836.40

    Investment income 6 9,753,451.57 8,532.58

    Incl. Investment income from affiliates 6 -- --

    2、Operating profit 7,116,474.00 -6,166,260.04

    Add: Non-operating income 90,862.40 --

    Less: Non-operating expenses -- 1,318.84

    Incl. Loss from disposal of non-current

    assets -- --

    3、Profit before income tax 7,207,336.40 -6,167,578.88

    Less:Income tax expenses -- 21,061.72

    4、Net profit 7,207,336.40 -6,188,640.60

    5、Earnings per share

    (1)Basic earnings per share 0.0071 -0.0061

    (2)Diluted earnings per share 0.0071 -0.0061

    6、Other comprehensive income -- --

    7、Total comprehensive income 7,207,336.40 -6,188,640.60

    The Notes on page 13 to 117 form part of these financial statements

    CONSOLIDATED CASH FLOW STATEMENT

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    2010 First Half Year (Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Item NoteⅫ Jan.2010-Jun.2010 Jan.2009-Jun.2009

    1、Cash flows from operating activities

    Cash received from sales of goods or rendering of services 163,884,610.97 58,955,441.83

    Refund of taxes and levies -- --

    Cash received relating to other operating activities 206,890,634.05 15,310,229.24

    Sub-total of cash inflows 370,775,245.02 74,265,671.07

    Cash paid for goods and services 303,575,969.32 10,726,615.49

    Cash paid to and on behalf of employees 10,198,572.20 11,817,987.61

    Payments of taxes and levies 32,427,936.47 11,416,741.93

    Cash paid relating to other operating activities 39,584,594.50 41,760,424.53

    Sub-total of cash outflows 385,787,072.49 75,721,769.56

    Net cash flows from operating activities -15,011,827.47 -1,456,098.49

    2、Cash flows from investing activities

    Cash received from investment retrieving 2,553,452.35 37,160.00

    Cash received as investment gains 9,953,451.57 8,532.58

    Net cash received from disposal of fixed assets, intangible assets

    and other long-term assets -- --

    Net cash received from disposal of subsidiaries or

    other operational units

    -- --

    Cash received relating to other investing activities -- --

    Sub-total of cash inflows 12,506,903.92 45,692.58

    Cash paid to acquire fixed assets, intangible assets and other

    long-term assets 77,635.60 85,853.54

    Cash paid to acquire investments 87,040.00

    Net cash received from subsidiaries and other operational units

    Cash paid relating to other investing activities

    Sub-total of cash outflows 164,675.60 85,853.54

    Net cash flows from investing activities 12,342,228.32 -40,160.96

    3、Cash flows from financing activities

    Cash received as investment -- --

    Cash received from borrowings 350,000,000.00 50,000,000.00

    Cash received relating to other financing activities -- --

    Sub-total of cash inflows 350,000,000.00 50,000,000.00

    Cash repayments of borrowings 338,717,983.77 64,713,776.24

    Cash payments for interest expenses and distribution of dividends

    or profits 14,974,515.16 8,508,182.04

    Cash payments relating to other financing activities -- --

    Sub-total of cash outflows 353,692,498.93 73,221,958.28

    Net cash flows from financing activities -3,692,498.93 -23,221,958.28

    4、Effect of foreign exchange rate changes on cash and cash

    equivalents -143,719.00 -187.05

    5、Net increase in cash and cash equivalents -6,505,817.08 -24,718,404.78

    Add: Cash and cash equivalents at beginning of year 73,508,120.37 188,891,010.32

    6、Cash and cash equivalent at end of year 67,002,303.29 164,172,605.54

    The Notes on page 13 to 117 form part of these financial statements

    CHANGES IN OWNER'S EQUITY

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    As at 30 June 2010 ( Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Item Share capital

    Capital

    reserve

    Surplus

    reserves

    Retained

    Earnings

    Total

    一、Balance at the end of last

    year:

    1,011,660,000.00 978,244,858.10 -- -789,486,071.44 1,200,418,786.66

    Add: Changes of accounting policy -- -- -- -- --

    Error correction of the last period -- -- -- -- --

    2、Balance at the beginning of this

    year

    1,011,660,000.00 978,244,858.10 -- -789,486,071.44 1,200,418,786.66

    3、Change in equity for the year -- -- -- 7,207,336.40 7,207,336.40

    (1)Net profit -- -- -- 7,207,336.40 7,207,336.40

    (2)Other comprehensive income -- -- -- -- --

    sub-total(1)&(2) -- -- -- 7,207,336.40 7,207,336.40

    (3) Shareholders' contributions and

    decrease of capital

    -- -- -- -- --

    1、Contributions by shareholders -- -- -- -- --

    2、Equity settled share-based payment -- -- -- -- --

    (4) Appropriation of profits -- -- -- -- --

    1、Withdrawal of surplus reserves -- -- -- -- --

    2、Distributions to shareholders -- -- -- -- --

    (5)Transfers within equity -- -- -- -- --

    1、share capital increased by capital

    reserve transfer

    -- -- -- -- --

    2、share capital increased by surplus

    reserve transfer

    -- -- -- -- --

    3、Remedying loss with profit surplus -- -- -- -- --

    4、others

    4、Balance at the end of this

    report period

    1,011,660,000.00 978,244,858.10 -- -782,278,735.04 1,207,626,123.06

    The Notes on page 13to 117 form part of these financial statements

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    CHANGES IN OWNER'S EQUITY

    As at 30 June 2009( Un-audited)

    Prepared by: SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE&

    PROPERTIES (GROUP) CO., LTD. Units: RMB Yuan

    Item Share capital

    Capital

    reserve

    Surplus

    reserves

    Retained

    Earnings

    Total

    一、Balance at the end of last year: 1,011,660,000.00 978,244,858.10 113,936,295.79 -859,485,749.27 1,244,355,404.62

    Add: Changes of accounting policy -- -- -- -- --

    Error correction of the last period -- -- -- -- --

    2、Balance at the beginning of this year 1,011,660,000.00 978,244,858.10 113,936,295.79 -859,485,749.27 1,244,355,404.62

    3、Change in equity for the year -- -- -113,936,295.79 107,747,655.19 -6,188,640.60

    (1)Net profit -- -- -- -6,188,640.60 -6,188,640.60

    (2)Other comprehensive income -- -- -- -- --

    sub-total(1)&(2) -- -- -- -6,188,640.60 -6,188,640.60

    (3) Shareholders' contributions and

    decrease of capital

    -- -- -- -- --

    1、Contributions by shareholders -- -- -- -- --

    2、Equity settled share-based payment

    -- -- -- -- --

    (4) Appropriation of profits -- -- -- -- --

    1、Withdrawal of surplus reserves -- -- -- -- --

    2、Distributions to shareholders -- -- -- -- --

    (5)Transfers within equity

    -- -- -113,936,295.79 113,936,295.79 --

    1、share capital increased by capital

    reserve transfer

    -- -- -- -- --

    2、share capital increased by surplus

    reserve transfer

    -- -- -- -- --

    3、Remedying loss with profit surplus -- -- -113,936,295.79 113,936,295.79 --

    4、others

    4、Balance at the end of this

    report period

    1,011,660,000.00 978,244,858.10 -- -751,738,094.08 1,238,166,764.02

    The Notes on page 13 to 117 form part of these financial statements

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    For the year ended at 30 June 2010 (Un-audited)

    13

    NOTE 1、The company's basic information

    (1) COMPANY STATUS

    Shenzhen Special Economic Zone Real Estate and Properties (Group) Co., Ltd. (hereafter

    referred to as “Company”) was in corporate in July 1993, as approved by the Shenzhen Municipal

    Government with document SFBF (1993) 724. The Company issued A shares on 15th September

    1993 and issued B shares on 10 January 1994. On 31 August 1994, B shares issued were listed in

    New York Exchange market as class A recommendation. The total share capital are 1,011,660,000

    shares, of which, A shares are 891,660,000 shares, and the B shares are 120, 000,000 shares. The

    company business licenses registration number is 440301103225878, and the registered capital is

    RMB 1,011,660,000.00.

    On 13 October 2004,according to the document No.(2004) 223 “Decision on establishing

    Shenzhen investment Holding Co., Ltd.” issued by State-Owned Assets Supervision and

    Administration Commission of Shenzhen Municipal Government, Former major shareholder –

    Shenzhen Construction Investment Holding Company with two other assets management

    companies merged to form the Shenzhen Investment Holding Co., Ltd. By the State-owned Assets

    Supervision and Administration Commission of the state council, and quasi-exempt obligations

    tender offer as approved by China Security Regulatory Committee with document No.(2005)116,

    this issue of consolidated has been authorized and the registration changing had been done on 15

    February 2006. As at the end of the reporting period, Shenzhen Investment Holding Limited holds

    642,884,262 shares of the company (63.55% of the total share capital). The shares are all selling

    unrestricted shares.

    (2) The company's nature/business scope/main products or services

    Nature of Business: This Company belongs to the real estate industry.

    Business scope:Mainly engaged in real estate development and sales, property leasing and

    management, retail merchandising and trade, hotel, equipment installation and maintenance,

    construction, interior decoration and so on.

    The main products or services provided:commodity housing, property leasing and

    management , hotel service, construction and installation service, renovation service.

    (3) Approved financial report

    The financial statements were authorized for issue by the board of directors at 23 August

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    For the year ended at 30 June 2010 (Un-audited)

    14

    2010.

    NOTE 2、Summary of significant accounting policies, accounting estimates and

    prepare the consolidated financial statements

    (1) Basis of preparation

    The financial statements have been translated into English from the Company’s financial

    statements issued in Chinese.

    (2) Statement of compliance

    The financial statements have been prepared in accordance with the requirements of the

    China Accounting Standards for Business Enterprises ( CAS (2006)) issued by the Ministry of

    Finance(MOF). These financial statements present truly and completely the consolidated financial

    position and financial position, the consolidated results of operations and results of operations and

    the consolidated cash flows and cash flows of the Group.

    The financial statements also comply with the disclosure requirements of “ Regulation on

    the Preparation of Information Disclosures of Companies Issuing Public Shares, No. 15: General

    Requirements for Financial Reports and No. 9: Rate of Return(ROE) and the calculation of

    earning per share” revised by the China Securities Regulatory Commission(CSRC) in 2010.

    (3) Accounting period

    The accounting year of the Group is from 1 January to 31 December.

    (4) Functional and presentation currency

    The consolidated financial statements are presented in RMB Yuan, and subsidiaries registered

    in foreign countries shall consider the local currency as functional and presentation currency.

    (5) Accounting basis and Accounting measurement

    The accounting basis of the Group is the accrual system.

    Accounting measurements consist of: historical cost, replacement cost, net realizable value,

    present value, fair value. An enterprise shall generally adopt historical cost as the measurement

    basis for accounting elements. If the accounting elements are measured at replacement cost, net

    realizable value, present value or fair value, the enterprise shall ensure such amounts can be

    obtained and reliably measured.

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    For the year ended at 30 June 2010 (Un-audited)

    15

    (6) Foreign currency transactions

    Foreign currency transactions are , on a initial recognition, translated to RMB at the spot

    exchange rate on the dates of the transactions.

    Monetary items denominated in foreign currencies are translated into RMB at the spot

    exchange rate at the balance sheet date. The resulting exchange differences are recognized in profit

    or loss, except those arising from the principals and interests on foreign currency borrowings

    specifically for the purpose of acquisition, construction or productions of qualifying assets.

    Non-monetary items denominated in foreign currencies that are measured at historical cost are

    translated to RMB using the foreign exchange rate at the transaction date.

    (7) Business combination under common control and not under common control

    A business combinations refers to a transaction or event that brings together of separate

    enterprises into one reporting entity. Business combinations are classified into the business

    combinations involving enterprise common control under and the business combinations not

    involving enterprise under common control.

    1. Business combination involving entities under common control

    A business combination involving enterprises under common control is a business

    combination in which all of the combining enterprises are ultimately controlled by the same party

    or parties both before and after the business combination, and that control is not transitory. The

    assets an liabilities obtained are measured at the carrying amounts as recorder by the enterprise

    being absorbed at the combination date. The differences between the carrying amount of the net

    assets obtained and the carrying amount of consideration paid for the combination (or the total

    face value of shares issued) is adjusted for share premium in the capital reserve. If the balance of

    share premium is insufficient, any excess is adjusted to retained earnings. The combination date is

    the date on which the Group effectively obtains control of the enterprise being absorb.

    2、Business combinations involving entities not under common control

    A business combination involving entities not under common control is a business

    combination in which all of the combining entities are not ultimately controlled by the same party

    or parties both before and after the business combination. The cost of a business combination paid

    for the Group is the aggregate of fair value at the acquisition date of assets given, liabilities

    incurred or assumed, and equity securities issued by the Group, in exchange for control of the

    acquiree plus any cost directly attributable to the business combination. The difference between

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    For the year ended at 30 June 2010 (Un-audited)

    16

    the fair value and the carrying amount of the assets given is recognized in profit or loss. The

    acquisition date is the date on which the Group effectively obtains control of the acquirer.

    Any excess of the cost of a business combination over the Group’s interest in the fair value of

    the acquirer’s identifiable net assets is recognized as goodwill.

    Any excess of the Group’s interest in the fair value of the acquirer’s identifiable net assets

    over the cost of a business combination is recognized in profit or loss.

    The Group, at the acquisition date, allocates the cost of the business combination by

    recognizing the acquirer’s identifiable assets, liabilities and contingent liabilities at their fare value

    at that date.

    (8) Consolidated financial statements

    The consolidated financial statements comprise the company and the subsidiaries. Control is

    that the company can decide the financial and operating policy, and earn the profit from the

    business of the subsidiaries.

    When the company combines a subsidiary during the reporting period through a business

    combination involving entities under common control, the financial statements of the subsidiary

    are included in the consolidated financial statements as if the combination had occurred at the

    beginning of the earliest comparative period presented or, if later, at the date that common control

    was established. Therefore the opening balances and the preparations of the consolidated financial

    statements are restated. In the preparation of the consolidated financial statements, the subsidiary’s

    assets, liabilities and results of operations are included in the consolidated balance sheet and the

    consolidated income statements, from the date that common control was established.

    Where the company acquires a subsidiary during the reporting period through a business

    combination involving entities not under common control, the identifiable assets, liabilities and

    results of operations of the subsidiaries are consolidated into consolidated into consolidated

    financial statements from the date that control commences, base on the fair value of those

    identifiable assets and liabilities at the acquisition date.

    Minority interest is presented separately in the consolidated balance sheet within equity. Net

    profit or loss attributable to minority shareholders is presented separately in the consolidated

    income statement below the net profit line item.

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    Where the amount of losses attributable to the minority shareholders of a subsidiary exceeds

    the minority shareholders’ portion of the equity of the subsidiary, the excess, and any further

    losses arrtibutable to the minority shareholders, are allocated against the equity attributable to the

    Company except to the extent that the minority shareholders have a binding obligation under the

    articles of association or an agreement and are able to make additional investment to cover the

    losses. If the subsidiary subsequently reports profits, such profits are allocated to the equity

    attributable to the Company until the minority shareholders’ share of losses previously absorbed

    by the Company has been recovered.

    When the accounting period or accounting policies of a subsidiary are different from those of

    the Company, the Company makes necessary adjustments to the financial statements of the

    subsidiary based on the Company’s own accounting period or accounting policies. Intra-group

    balances and transactions, and any unrealized profit of loss arising from intra-group transactions,

    are eliminated in preparing the consolidated financial statements. Unrealized losses resulting from

    intra-group transactions are eliminated in the same way as unrealized gains but only to the extent

    that there is no evidence of impairment.

    (9) Cash and cash equivalents

    Cash equivalents are short-term, highly liquid investments that are readily convertible to

    known amounts of cash and that are subject to an insignificant risk of changes in value.

    (10) Recognition and Measurement of financial assets and financial liability

    1、Categories

    Financial assets and financial liability are classified into the following categories: financial

    assets and financial liability held for trading, held-to-maturity investments, receivables, financial

    assets available for sale, and other financial liabilities.

    2、Determination of the Fair Value of the financial assets and financial liability

    (1)If there is an active market for a financial asset or financial liability, the quoted prices in

    the active market shall be used to establish the fair value of the financial assets and financial

    liability.

    (2)There is no active financial instruments market, the valuation techniques used to

    determine its fair value.

    (3)As for the financial assets initially obtained or produced at source and the financial

    liabilities assumed, the fair value thereof shall be determined on the basis of the transaction price

    of the market.

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    (4)In applying discounted cash flow analysis to determine the fair value of a financial

    instrument, it shall use the market returns ratio of other financial instruments with essentially the

    same contractual stipulations and features as the rate of capitalization. Short-term receivable and

    payable with no state interest rate may be measured at the actual transaction amount when the

    difference between that amount and its present value is immaterial.

    3、Transaction of financial assets and financial liabilities

    The initial reorganization of a financial asset or financial liability held for trading shall

    measure it at fair value. Transaction costs shall be charged to the profit or loss for the current

    period. The payment has been including in the declared but not yet paid cash dividends or interest

    paid to the period but not yet receiving interest, recognized as receivables. Holding companies in

    the trading of financial assets acquired during the interest or dividends in cash, recognized as

    investment income.

    The balance sheet date, adopt fair value for trading financial assets and financial liabilities,

    changes of fair value will be included in current profit and loss.

    The disposal of financial assets or financial liabilities, its fair value and accounted for the

    initial amount of the difference recognized as investment income and changes in the fair value

    adjustment of profit and loss.

    4、Held-to-maturity investments

    The term "held-to-maturity investment" refers to a non-derivative financial asset with a fixed

    date of maturity, a fixed or determinable amount of price and which the enterprise holds for a

    definite purpose or the enterprise is able to hold until its maturity. The following non-derivative

    financial assets shall not be classified as investments held to their maturity:

    (1) The designated non-derivative financial assets which, at their initial recognition, are

    measured at their fair values and of which the variation is included in the current profits and

    losses;

    (2) The non-derivative financial assets which are designated as sellable at their initial

    recognition; and

    (3) Loans and account receivables.

    An enterprise shall, on the balance sheet date, make an appraisal on its purpose of holding

    and ability to hold. Where there is any change, it shall be dealt with according to the present

    Standards.

    5、Receivables

    Should be receiving amount according to the take initial confirmation amount with debtors

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    between the contract or the agreement.

    The date of the balance sheet, the receivable amount must account to the amortized cost

    measurement. Disposal or recovery of receivables, the difference between actual price and fair

    value will be counted as gain or loss for the current period.

    6、Sellable financial assets

    Sellable financial asset should be made in accordance with the fair value of financial assets

    and related transaction costs and is recognized as the initial amount. To pay the price included in

    the payment period has not yet received the bonds but has not yet declared or paid cash dividends,

    recognized as a separate receivables.

    For the sale of financial assets held by the period of interest and cash dividends, will be

    included in investment income. The balance sheet date, for the sale of financial assets should be

    based on fair value, and the changes in fair value will be included in capital reserve.

    7、Other financial liabilities

    Other financial liabilities at fair values and relevant transaction expenses to get them are

    deemed as the initial confirmation amount. The subsequent calculation adopts the amortized cost

    method.

    8、Impairment of Financial Assets

    The end of trading on financial assets other than financial assets, there is objective evidence

    that the impairment occurred, according to their expected future cash flows are lower than the

    book value of the difference between the impairment provisions.

    (1)Receivables

    Provide of the bad debts using the allowance method. At the end of period, if have the

    objective evidence to indicate that the receivable amount reduce, then the net book value and the

    estimate in the future between the cash flow current value differential computation confirmation

    the impairment loss.

    The end of the period, receivables that are individually significant are subject to individual

    impairment assessment, separate impairment test. If there is objective evidence that the incidence

    of impairment, a provision for impairment of the receivable is established at the difference

    between the carrying amount of the receivable and the present value of estimated future cash

    flows.

    The company based on the same or similar case which had the similar credit risk and actual

    loss, to define the specific provision for bad debt.

    The criterion of the bad debts: 1.the debtor goes bankrupt or the death, pay off the legally

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    after its bankrupt property or the inheritance, still that is unable to recover the funds; 2. the debtor

    default overdue, and that is unable to recover the funds.

    To the notes of the receivable and prepay credit,this company carries on the impairment test

    alone, which has the objective evidence to indicate that it has had the impairment, will be lower

    than its book value according to the future cash flow the current value the difference, it is the

    impairment loss, the provision for bad debt.

    (2)Held-to-maturity investments

    Has the objective evidence to indicate that has had the impairment to the due investment, that

    should be calculate this investment the cash flow current value in the future, this current value is

    lower than the book vale which the difference is the revaluation deficit.

    (3)Sellable financial asset

    Where a sellable financial asset is impaired, even if the recognition of the financial asset has

    not been terminated, the accumulative losses arising from the decrease of the fair value of the

    owner’s equity which was directly included shall be transferred out and recorded into the profits

    and losses of the current period. The accumulative losses that are transferred out shall be the

    balance obtained from the initially obtained costs of the sold financial asset after deducting the

    principals as taken back, the current fair value and the impairment-related losses as was recorded

    into the profits and losses of the current period.

    As for the sellable debt instruments whose impairment-related losses have been recognized, if,

    within the accounting period thereafter, the fair value has risen and are objectively related to the

    subsequent events that occur after the originally impairment-related losses were recognized, the

    originally recognized impairment-related losses shall be reversed and be recorded into the profits

    and losses of the current period.

    The impairment-related losses incurred to a sellable equity instrument. Investment shall not

    be reversed through profits and losses. However, the impairment-related losses incurred to an

    equity instrument investment for which there is no quoted price in the active market and whose

    fair value cannot be reliably measured, or incurred to a derivative financial asset which is

    connected with the said equity instrument and which shall be settled by delivering the said equity

    instrument, may not be reversed.

    After an impairment of a financial asset, the interest incomes shall be recognized at the

    interest rate which is used as the capitalization rate in the capitalization of the future cash flow

    when the impairment-related losses are determined.

    (11) Account Receivable and other receivables

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    Account receivable fund of the company comply accounts receivable and other

    receivables. The provision apply the Allowance method. If there are evidences proving that the

    account fund have devaluation. The company will recognize the difference between the book

    value and the estimated cash flow in the future.

    1. The recognizing of account receivable( other receivable) which is significant and the

    method of allowance

    The ending balance of RMB 5000 thousand or above of account receivables is Significant

    accounts receivable. The ending balance of RMB 5000 thousand or above of other receivables is

    Significant other receivable. If tested the significant account receivables or other receivables

    individually, if there are evidences proving that the account fund have devaluation. The company

    will recognize the difference as profit between the book value and the estimated cash flow in the

    future.

    2.The recognizing of account receivable( other receivable) which is insignificant

    individually but according to the characteristics of the portfolio after portfolio of risky accounts

    receivable and the method of allowance

    The company made the credit policy according to the markets characteristics and clients’

    risks. And form the credit risky Composition according to credit period and aging. The company

    accrued the allowance according to the actual loss rate comparing with the similar risk

    characteristics portfolio.

    3.Other insignificant accounts receivable and other receivables

    The less risky accounts receivable and other receivables, if the aging is longer, the debtors

    have serious financial difficulties and the company has dissensions with the debtors, the company

    accrued the allowance individually.

    (12)Inventories

    1、Categories of Inventories

    Inventory classification according to real estate development and non-development of

    products. 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 non-real estate development products including raw materials, finished products and stocks,

    low-value consumable products and construction.

    2、Measurement of Inventories:

    (1) Have been completed is the development of products that have been completed, pending

    the sale of the property; under construction is the development of products that have not yet

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    completed the sale of the property for development purposes; to develop land is acquired by

    means of, has decided to be developed for sale or lease land property. To the overall development

    of land in the project development, all built into the development of products; in the project

    development phases, it will be part of a phased development of land into the development of

    products in the building, undeveloped land is still retained in the proposed land development.

    (2) Public Facilities Fee: The cost is the actual construction cost incurred. Measured in the

    non-development product account. If several estate projects benefit from the same facility, and

    they stay in the same category. The cost of fee should be measured according to the allocation of

    sales area. If they got benefit but in different categories, the cost measured according to the

    allocation of the area under the prorated. Until the project complete, the cost measures in the

    assessment into the real estate development products.

    (3) Utility Reserve Fund: In special administrative region, the fund is the ratio of 2% of the

    whole constructive investment that included the land price of delivery of completed estate.

    Outside the region, the ratio of 2% of the whole constructive investment of the estate. But it all

    measures in the non-development products.

    (4) Quality Guarantees: According to the contract amount puts into the account of real estate

    development. Also record in the accounts payable at the same time. The actual payment incurs

    after the expiry of guarantee.

    (5) Implement the perpetual inventory system; all kinds of inventories are recorded in the

    actual cost, a weighted-average valuation for sell. The real estate development records in the

    measurement of identification. As for the low value properties, implement one amortization

    method when used.

    (6) Inventories are written down to the lower of the cost and the revised net realizable value.

    On the basis of comprehensive inventory, those destroyed, in whole or part outdated or the sales

    price is lower than its cost. Should decline the value. And the value is the difference from the cost

    and net realizable value. Long-term equity investments.

    (13)Long term equity investment

    1、 Long term equity investment can be classified: Investment in subsidiary; investment in

    associate; investment in joint venture; other long term investment in an entity which the investor

    does not have jointly control and significant influence, and also the fair value of this long term

    investment can not measure reliably in the active market.

    2、 Investment in subsidiary

    For the investment in subsidiary, initially cost of investment should be accounted for at its

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    carrying value of the investing entity. The direct cost relating to the acquisition, are recognized as

    expenses to income statement. The difference between the initially cost of investment and the fair

    value paid for the investment should be adjusted to capital reserve. If the capital reserve is not

    enough to deduct the difference, the surplus should be adjusted to retained earnings.

    For the investment in subsidiary, which is not under the same control, initially cost of

    investment should be accounted for at its fair value paid for the investment and all the direct cost

    relating to the investment. The difference between initially cost of investment and carrying value

    of the investing entity at the date of acquisition are recognised as profit/loss for the year. If the

    initially cost of investment is more than identifiable assets and liabilities for the investment entity

    at the date of acquisition, the surplus should be treated as long term investment in the

    investor/parent’s book. This surplus can be treated as goodwill, recorded in the consolidated

    accounts. If the initial cost of investment is less than the identifiable assets and liabilities of the

    investing entity at the date of acquisition, the difference should be recognized as expense for the

    year.

    Goodwill should not be amortized, but acquirer shall test it for impairment annually instead.

    Impairment test for goodwill is part of impairment testing the cash generating units to which it

    related. Once the impairment loss is recognized, it cannot be reverse back.

    In the investor/parent’s financial statement, costing method is used to account for the long

    term equity investment. Consolidated financial statement should be included subsidiary.

    If subsidiary has the indication for impairment as at the balance sheet date, recoverable

    amount should be measured. If the recoverable amount is less than its fair value, impairment loss

    should be provided. Provision for impairment cannot be reverse back in the following accounting

    period.

    For disposal of the long term investment, the difference between sales proceeds and carrying

    value, recognized as profit/loss for the investment.

    3、 Investment in associate and joint venture

    For the investment in associate, initial cost of investment should be account for the fair value

    paid for the investment and related cost for the investment.

    Investment in associate is acquired by non-monetary asset, if this transaction has business

    value, and the fair value of exchangeable assets can be measured reliably, therefore, initial cost of

    investment should be account at fair value of the exchangeable assets and related tax expenses.

    Difference of fair value and carrying value of the exchangeable assets, should be recognized as

    profit and loss for the year. If the two requirements are not met, then carrying value of the

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    exchangeable assets and related tax expenses should be account at initial cost of investment.

    If the associate is acquired by debt restructuring, initial cost of investment should be the

    market value of the shares acquired. The difference of the initial cost of investment and carry

    value of the debt should be recognized as profit/loss for the year.

    Equity method should be used for subsequent measurement of investment in associate. Once

    measuring gain/loss for investing in associate, it should be based on the fair value of identifiable

    net assets as at acquisition date. If associated company’s accounting policy and accounting period

    is difference with investing company, then it should follow investing company’s accounting policy

    and accounting period, and measure the investment profit or loss.

    If associated company is making a loss, carrying value of this investment and net investment

    equity can be reduce to zero, except for other responsibilities to be bear by the investing company.

    If associate company has the indication for impairment as at the balance sheet date,

    recoverable amount should be measured. If the recoverable amount is less than its fair value,

    impairment loss should be provided. Provision for impairment cannot be reverse back in the

    following accounting period.

    For disposal of the long term investment, the difference between sales proceeds and carrying

    value, recognized as profit/loss for the investment. Any movements which recorded in owner’s

    equity, during the disposal, it should be reverse out, and recognized as profit/loss for the year

    proportionately.

    The treatment of accounting principal for investment in joint venture is the same as

    investment in associate.

    4、 Other long term investment (no control and significant influence for the investing entity;

    no active market price; fair value can not be measured reliably)

    Investment in an entity which has no control power and significant influence, no active

    market value and fair value can not be measured reliably, called other long term investment. The

    recognition criteria of the initial cost of investment are same as the investment in associate.

    Costing method is used for subsequent measurement for other long term investment.

    When impairment appears, the difference between net present value of the market yield for

    similarity financial instrument and carrying value of the investment should be recognized

    impairment loss, recorded in income statement. Impairment can not be reverse back in the

    following accounting period.

    For disposal of the long term investment, the difference between sales proceeds and carrying

    value, recognized as profit/loss for the investment.

    (14)Investment Property

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    1、Recognition of Investment property

    Investment property shall be recognized as an assets when, and only when both of the

    following conditions are satisfied: (1)The held for earn rentals and/or capital appreciation, or

    both; (2)Investment property shall be capable of being measured and sold separately; (3)The

    economic benefits pertinent to this investment real estate are likely to flow into the enterprise;

    (4)The initial measurement of the investment real estate shall be made at its cost.

    2、Initial measurement

    Investment property should be measured in cost model.

    The cost of investment property from the transfer of non-monetary assets were taken into

    accounts of the transfer assets and the related expenditure, if it is the real exchange with

    commercial and the value of assets could be measured reliably. If not, the difference between the

    fair value and cost of the transfer assets should be taken into accounts of current profit and loss.

    The costs of investment property from debt restriction use the fair value as the initial

    investment cost. The difference between the cost and book value includes in current profit and

    loss.

    3、Subsequent Measurement

    An enterprise shall use the cost model for subsequent measurement of investment property at

    the balance sheet date.

    4、Transfer and Disposals

    Transfer to, or form, investment property shall be made when, and only when, there is a

    change in use.

    An investment property shall be derecognized on disposal; the enterprise shall deduct the

    book value of the investment property as well as the relevant taxes from the disposal income, and

    include the amount in the current profits and losses.

    (15)Recognition standard of fixed assets, Classification and Depreciation

    1、Standard of fixed assets

    Fixed assets are tangible assets that are held for use in the production or supply of services,

    for rental to others, or for administrative purposes; they have useful lives over one fiscal year.

    2、Recognition standard of fixed assets

    (1)It is probable that economic benefits associated with the assets will flow to the

    enterprise;

    (2)The cost of the fixed assets can be measured reliably.

    3、Classification of fixed assets:

    The Company’s fixed assets are classified as buildings and constructions, machinery

    equipment, transportation equipment, other equipment and fixed assets fitment.

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    4、Initial measurement of fixed assets

    Fixed assets are recorded at the actual cost on acquisition. The cost of fixed assets purchased

    includes purchase price, import tariffs, transport and insurance and other related costs as well as

    the fixed assets reached before the intended use of the necessary expenditure. Where payment for

    the purchase price of a fixed asset is deferred beyond normal credit terms, such that the

    arrangement is in substance of a financing nature, the cost of the fixed asset shall be determined

    based on the present value of the purchase price. The difference between the purchase price and its

    present value shall be recognized in profit or loss over the period of credit, except where it is

    capitalized in accordance with borrowing cost principle.

    5、Depreciation method

    Depreciation of fixed assets is provided for on a straight-line basis, the depreciation rate is

    recognized in accordance with fix assets, estimated useful life (5% of original value) and

    estimated residual rate of fixed assets. Annual depreciation rate of fixed assets by categories are as

    follows:

    Category Estimated useful life (year)

    Annual depreciation

    rate(%)

    Buildings and constructions 30 3.17

    Machinery equipment 7 13.57

    Transportation equipment 6 15.83

    Other equipment 5 19.00

    6、Subsequent expenditure of fixed assets

    Subsequent expenditure is only recognized as an asset when it meets two conditions at the

    same time: Firstly, it is probable that future economic benefits associated with the expenditures

    will flow into the enterprise. Secondly, the cost can be measured reliably. If not meets that, the

    expenditures should be included in the current profit and loss.

    Subsequent expenditure of operating lease should be capitalized, as long-term prepaid

    expenses, which amortize in a reasonable period.

    Impairment of fixed assets

    fixed assets should be estimated the recoverable amount if there is an indication. The

    recoverable amount is according to the high one of net value of fair value minus the disposal with

    the present value of the future cash flows. The estimation should be based on individual assets, if

    it is difficult to estimate the recoverable amount, change into estimating the group of assets it

    belongs to. Once provision for impairment, it could not be reversed in later accounting period.

    (16) Construction-in-progress

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    Construction-in-progress includes the pre-construction preparation, the under construction,

    installation, technical construction, overhaul project and so on. It measures in actual cost incurred.

    And are taken into accounts of fixed assets to record before used.

    On the balance sheet day, estimate the impairment of that long-term suspension and will not

    re-started in three years. The impairment estimation is book value minus the recoverable amount.

    Once provision for impairment, it could not be reversed in later accounting period.

    (17) Intangible assets

    Intangible assets including intangible assets with a finite useful life and intangible assets with

    an indefinite useful life.

    1、Calculation method of intangible assets

    An intangible asset shall be measured initially

    The cost of self-developed intangible assets shall include the total expenditures incurred

    during the period from the time when it meets the provisions of standards to the time when the

    expected purposes of use are realized.

    2、Amortization of intangible assets

    (1)With regard to intangible assets with limited service life.

    Useful life in the period, with the use of intangible assets related to the economic interests of

    the consistent realization of the expected amortization method, not a reliable way of determining

    expected to achieve, intangible assets shall be amortized by the straight-line method.

    Taxi license shall be amortized for 38 years.

    (2)Intangible assets with uncertain service life may not be amortized.

    3、Impairment of Intangible Assets

    On balance sheet day, make impairment testing to the uncertain life of intangible assets.

    If there is an indication of impairment on balance sheet day for intangible assets with the

    finite useful life. Estimate the recoverable amount. If the amount is lower than the book value, the

    carrying value of intangible assets will be written down to its recoverable amount. And the cut

    amount recognized as impairment losses, included in the current profit and loss period. Once

    provision for impairment, it could not be reversed in later accounting period.

    (18) Long-term prepaid expenses

    Long-term prepaid expenses amortize among the benefit periods average.

    (19) Borrowing costs

    The borrowing costs shall include interest on borrowings, amortization of discounts or

    premiums on borrowings, ancillary expenses, and exchange balance on foreign currency

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    borrowings.

    Where the borrowing costs incurred to an enterprise can be directly attributable to the

    acquisition and construction or production of assets eligible for capitalization, it shall be

    capitalized and recorded into the costs of relevant assets. Other borrowing costs shall be

    recognized as expenses on the basis of the actual amount incurred, and shall be recorded into the

    current profits and losses.

    1、Capitalized

    The borrowing costs shall not be capitalized unless they simultaneously meet the following 3

    requirements:

    (1)expenditure for the asset are being incurred;

    (2)borrowing cost are being incurred;

    (3)The necessary construction or production activities to make the assets ready for use or

    sales have been launched.

    2、Determination of the amount of capitalized

    As for specifically borrowed loans for the acquisition and construction or production of assets

    eligible for capitalization, the to-be-capitalized amount of interests shall be determined in light of

    the actual cost incurred of the specially borrowed loan at the present period minus the income of

    interests earned on the unused borrowing loans as a deposit in the bank or as a temporary

    investment.

    Where a general borrowing is used for the acquisition and construction or production of

    assets eligible for capitalization, the enterprise shall calculate and determine the to-be-capitalized

    amount of interests on the general borrowing by multiplying the weighted average asset

    disbursement of the part of the accumulative asset disbursements minus the general borrowing by

    the capitalization rate of the general borrowing used. The capitalization rate shall be calculated

    and determined in light of the weighted average interest rate of the general borrowing.

    3、Capitalized of Suspension

    Where the acquisition and construction or production of a qualified asset is interrupted

    abnormally and the interruption period lasts for more than three months, the capitalization of the

    borrowing costs shall be suspended. The borrowing costs incurred during such period shall be

    recognized as expenses, and shall be recorded into the profits and losses of the current period, till

    the acquisition and construction or production of the asset restarts. If the interruption is a

    necessary step for making the qualified asset under acquisition and construction or production

    ready for the intended use or sale, the capitalization of the borrowing costs shall continue.

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    4、Capitalized of ceased

    When the qualified asset under acquisition and construction or production is ready for the

    intended use or sale, the capitalization of the borrowing costs shall be ceased. After the borrowing

    costs incurred in the current period expenses.

    (20) Employee Benefits

    The term “employee benefits “refers to all kinds of payments and other relevant expenditures

    given by enterprises in exchange of the services offered by the employees. Employee benefits

    include: (1) Wages, bonuses, allowances and subsidies for the employees; (2) Welfare expenses for

    the employees; (3) Medical insurance, endowment insurance, unemployment insurance, work

    injury insurance, maternity insurance and other social insurances; (4) Housing accumulation

    fund ;(5) Labor union expenditure and employee education expenses; (6) Non-monetary benefits;

    (7) Compensations for the cancellation of the labor relationship with the employees; and (8) Other

    relevant expenditures of services offered by the employees.

    During the accounting period of an employee' providing services to an enterprise, the

    enterprise shall recognize the compensation payable as liabilities. Except for the compensations

    for the cancellation of the labor relationship with the employee, the enterprise shall, in accordance

    with beneficiaries of the services offered by the employee; cost of product, cost of services, cost of

    fixed assets, intangible assets or profit or loss for the current period, shall be recognized.

    (21) Contingent liability

    The obligation pertinent to a contingency shall be recognized as a provision when the

    following conditions are satisfied simultaneously:

    (1)the obligation is a current obligation of the enterprise;

    (2)it is probable that an outflow of economic benefit will be required to settle the

    obligation;

    (3)the amount of the obligation can be measured reliably

    A provision shall be recognized when an onerous contract and obligation to restructure

    incurred by an enterprise satisfies the requirements of the above conditions.

    The amount of a provision recognized of expenditure required to settle a provision is

    expected to be reimbursed of the best estimates of measurement.

    (22) Revenue

    (1)revenue from sales goods shall be recognized only when all of the following conditions

    are satisfied:

    A、the enterprise has transferred to the buyer the significant risks and rewards of ownership

    of the goods;

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    For the year ended at 30 June 2010 (Un-audited)

    30

    B、 the enterprise retains neither continuing managerial involvement to the degree usually

    associated with ownership nor effective control over the goods sold;

    C、the amount of revenue can be measured reliably;

    D、it is probable that the economic benefits associated with the transaction will flow to the

    enterprise;

    E、the associated costs incurred or to be incurred can be measured reliably:

    According to the principles above, the Company established real estate sales revenue is

    recognized, must satisfied the following four conditions at the same time:

    A、Real estate is completed, and is completed checking and accepting;

    B、Signed a contract of sale and make recording in land department

    Installment, if it is deferred for receiving money with financing, the cost should be measured

    in present value according to the contract price. Mortgage, has been received, and have completed

    the first phase of the mortgage loan approval procedures;

    D、Agreed in the contract of sale and transfer the property to buyers

    (2)Rendering of service,In case on the preparation date of balance sheet the results about

    service transaction can be reliably evaluated, the labor income will be confirmed by the

    completion percentage method.

    Company has estimated the costs of determining the proportion of the total cost of providing

    labor services, determinate of the progress of the completion of transactions. In case the service

    transaction results on the preparation date of balance sheet cannot be reliably evaluated. In case

    the service costs that have occurred can be compensated, the service income will be confirmed

    based on such service costs and the same amounts will be settled as the service costs. In case the

    service costs that have occurred cannot be compensated, such service costs will be accrued to the

    current profit and loss and will not be confirmed as the service costs.

    (3)Use by others of enterprise assets,in case the economic benefits related to the

    transaction will probably flow into the enterprise and the income amounts can be reliably

    calculated. The interest income amount will be calculated and determined based on the use time of

    currency capital from the Company by others and actual interest rate. The income amount of use

    expenses will be calculated and determined subject to the charging time and method agreed in the

    relevant contracts and agreements.

    (23) Government Grants

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    A government grant is transfer of monetary assets or non-monetary assets from the

    government to an enterprise at no consideration, excluding the contribution from the government

    as the owner of the enterprise to enterprise. The company’s government grants are classified into

    government grants relate to assets and government grants relate to income.

    If a government grant is a monetary asset, it shall be measured in the light of the received or

    receivable amount. If a government grants is a non-monetary asset, it shall be measured at its fair

    value. If its fair value cannot be obtained in a reliable way, it shall be measured at its nominal

    amount.

    The government grant pertinent to assets shall be recognized as deferred income, equally

    distributed within the useful lives of the relevant assets, and included in the current profits and

    losses. But the government grants measured at their nominal amounts shall be directly included in

    the current profits and losses.

    The government grant related to income, the grant used for compensating the related future

    expenses or losses of the enterprise shall be recognized as deferred income and shall included in

    the current profits and losses during the period when the relevant expenses are recognized; the

    grant used for compensating the related expenses or losses incurred to the enterprise shall be

    directly included in the current profits and losses.

    (24) Deferred tax assets and deferred tax liabilities

    The income tax of the company apply with the financial statement liability method. The

    Deferred tax assets and deferred tax liabilities are recognized of the difference of book value and

    tax book balance. At the balance date, the deferred tax assets and deferred tax liabilities were

    calculated based on the estimated taxable income tax rate.

    Deferred tax assets are recognized not more than the amount that income tax payable of the

    company.

    Deferred tax assets and deferred tax liabilities were recognized from the temporary difference

    of the subsidiaries and joint ventures. But Deferred tax assets and deferred tax liabilities were not

    recognized if the time of transferred back temporary difference can be determined and the

    temporary difference won’t be transferred back in the future.

    (25) 1. operating leasing

    Operating leasing are other leasing except for financial leasing.

    (1)leaseholder

    The rent will be calculated in gain or loss averagely. And the original expense will be counted

    in gain or loss in current year. Contingent rent will be calculated in gain or loss when it happens.

    If the lessor provides free-rental period, the total rent will be calculated in gain or loss

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    For the year ended at 30 June 2010 (Un-audited)

    32

    averagely in the whole rental period( including the free-rental period). The free-rental period

    have to recognized the rental expense.

    if the lessor bears some expense, The total rental expense which deducts the expense will be

    calculated in gain or loss averagely in the whole rental period.

    If the sale-leaseback transactions are defined as operating leasing, it will be dealt with

    according to the next situations:

    a.If there are some definite evidence show that the price of sale-leaseback transactions is

    determined with fair value. The difference between the price and the book value of the assets will

    be calculated in gain or loss.

    b.The price of sale-leaseback transactions is not determined with fair value. If the price is

    less than fair value, the difference will be calculated in gain or loss. But if this loss will be

    compensated with the rent which are less than the market price in the future, the loss should be

    deferred. And the loss will be ca calculated in the whole rental period with the same methoud. If

    the price is more than fair value, the difference will be recognized in deffered income. And

    amortized in the whole rental period.

    (2)lessor

    The financial statements will included the operating assets.

    The rent will be calculated in gain or loss averagely. The original expense will be calculated

    in gain or loss in current year. The property will be deprecated according to the similar assets

    deprecations policy. Contingent rent will be calculated in gain or loss when it happens.

    If the lessor provides free-rental period, the total rent will be calculated in gain or loss

    averagely in the whole rental period( including the free-rental period). If the lessor bear some

    expense, the rent deducting the original expense will be calculated in gain or loss in the whole

    rental period.

    2.Financial leasing

    Financial leasing is the leasing that actually transfer the property rights to leaseholder. And

    the property rights will be transferred or not in the end.

    (1)leaseholder

    At the starting date of leasing, the less amount of the assets fair value and par value of rent

    will be the book value of the rental assets in the financial statements. If the par value of rent as the

    book value of long-term payables, the difference is recognized as financial expense. The expense

    which happened during the negotiation period due to the leasing project can be calculated as

    assets.

    When calculated the par value of rent, the company use the leasing implied rate as discount

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    For the year ended at 30 June 2010 (Un-audited)

    33

    rate if it can get the leasing implied rate. Otherwise, the company use the rate which the agreement

    forth as the discount rate. If the company can not get the leasing implied rate or the agreement rate,

    it will use the similar loans’ rate as discount rate. The financial expense which had not been

    recognized will be calculated in the whole rental period averagely.

    The leasing assets will apply the same deprecation policy. If the leaseholder assure that it can

    have the property right when the leasing period ends, the assets will be deprecated in the whole

    use life time. And otherwise, the assets will be deprecated in period of which the shorter of the

    leasing period and use life time.

    Contingent rent will be calculated in gain or loss when it happens.

    (2)lessor

    At the starting date of leasing, the par value of rent and the original expense will be counted

    as long-term receivables. And record the remain unsecured amount at the same time. The

    difference between the par value of rent, original expenses and the remain unsecured amount will

    be recognized as the un-fulfillment financial income. The un-fulfillment financial income will be

    distributed with the actual rate averagely.

    When each year ended, the company will test the un-fulfillment financial income. If the

    un-fulfillment financial income increase, it won’t be recognized. And the un-fulfillment financial

    income increase decrease, the company will calculated the leasing implied rate. And the reduction

    due to leasing investment will be calculated in gain or loss. The income of each year will be

    calculated according to the revised leasing investment. The net amount of leasing investment is the

    difference between the par value of rent and un-fulfillment financial income.

    The amount of remain unsecured amount which had recognized as loss recover, it can be

    transferred back not less than the amount. And the company have to re-calculate the leasing

    implied rate. he the income of each year will be calculated according to the revised leasing

    investment.

    Contingent rent will be calculated in gain or loss when it happens.

    (26) Assets held for sale

    The assets held for sale must satisfy these conditions: 1, the company had made an disposal

    agreement; 2, the company had signed the irrevocable transferring agreement with the transferee;

    3, the transferring will be done in 1 year.

    To Assets held for sale, the company will adjust the estimated net value of this assets. And

    make the estimated net value can reflect the amount equaling the amount that the fair value minus

    the disposal expenses. And the amount can not excess the original cost of the assets. If the book

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    value is higher than the estimated net value, the difference will be calculated in current gain or

    loss.

    The Assets held for sale don’t deprecated. And it is counted with the less amount of the book

    value and the amount that the fair value minus the disposal expenses.

    If the Assets held for sale don’t satisfy the conditions, the company stopped re-classing it as

    the Assets held for sale. And it will be calculated with the less amount of the following:

    (1) the amount which calculated under the original method before the assets was re-classed to

    the assets held for sale.

    (2)the retracting amount when the company decide not to sale.

    The other incurrent assets which satisfy the conditions will use the method mentioned above.

    The other incurrent assets don’t include deferred tax assets, the financial assets documented in

    “ enterprise principle No.22 – re-cognization and calculation of financial instruments “, the

    properties calculated by the fair value, biological assets, the rights of the insurance agreement.

    NOTE 3、Taxation

    The main tax type and tax rate:

    Type Taxable basis Tax rate

    Business tax

    proceeds from sales of properties, leasing income, property

    management income

    5%

    Business tax Construction, installation income 3%

    Value added tax (“VAT”) Goods sales income 17%

    Construction tax Business tax and value added tax payable 1%

    Education surcharge Business tax and value added tax payable 3%

    Land appreciation Tax Sales revenue of properties *1

    Income tax Income tax payable *2

    * 1 According to Provisions of Shenzhen Municipal People’s Government and the local

    Inland Revenue Department. From 1 November 2005, the company or individuals should pay land

    value-added tax if they gain income from the real estate development or transfer in Shenzhen.

    “Pay in advance, settlement after, refund for any overpayment or a supplemental payment for any

    deficiency. In other words, prepaid the tax on the basis of the income from real estate transfer

    before the project completed (the pre-charge rate of villas, resorts, hotel–style apartment on sales

    of 1%, while 0.5% of other real estate sales). Till it all completed, handle settlement after clear the

    account. Clearing the land valued added tax rate of used ultra-progressive tax rate. Valued-added

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    For the year ended at 30 June 2010 (Un-audited)

    35

    ratio of 50% or less by 30 percent the proportion of value-added tax( general standard of domestic

    value-added ratio of less than 20% of the land exempt tax from value-added tax). Value-added

    ratio of more than 50 % did not exceed 100% of parts by 40% the proportion of the levy.

    Value-added tax of more than 100% does not exceed 200% of the parts by 50% the proportion of

    the levy. Value-added ratio of more than 200% of the parts by 60% the proportion of the levy.

    * 2、Enterprise income tax rate is as follows:

    Items Income tax rate

    Domestic Enterprises

    - enterprises in Shenzhen 20%

    - enterprises outside Shenzhen 25%

    Enterprises in HK 17.50%

    * According to the China’s Corporate Income Tax (“CIT”) law that was passed by the

    Standing Committee of the Tenth National People’s Congress(“NPC”) on 16 March 2007 and the

    Notice of the State Council on the Transitional Preferential Policy regarding implementation of the

    CIT Law (Guo Fa [2007] No.39) issued on 26 December 2007, income tax rate was effect from 1

    January 2008. for certain enterprises that are entitled to preferential income tax rate of 15% before

    the implementation of the CIT law, the income tax rate applicable will be 18%, 20%, 22%, 24%,

    25% in 2008, 2009, 2010, 2011, 2012 and thereafter respectively.

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    For the year ended at 30 June 2010 (Un-audited)

    41

    NOTE 4、Enterprises combination and the consolidated financial statements

    1、 The information’s of subsidiaries are as follows:

    The information’s of subsidiaries in 2009 are as follows :

    1. Subsidiaries acquired through new establishment or investment are as follows:

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    Shenzhen Petrel Hotel

    Co. Ltd.

    Wholly-owned subsidiary Shenzhen 3,000 hotel 3,000 -- 100 100 YES

    Shenzhen City Property

    Management Ltd.

    Wholly-owned subsidiary Shenzhen 725 Property management 725 -- 100 100 YES

    Shenzhen Zhen Tung

    Engineering Ltd

    Wholly-owned subsidiary Shenzhen 1,000

    Fitting-out contracting and

    maintenance

    1,000 -- 100 100 YES

    Shenzhen City We Gen

    Construction

    Management Ltd.

    Wholly-owned subsidiary Shenzhen 800

    Construction project

    management

    800 -- 100 100 YES

    Shenzhen City Car Rental

    Ltd.

    Wholly-owned subsidiary Shenzhen 1,029 Car rental 1,029 -- 100 100 YES

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    For the year ended at 30 June 2010 (Un-audited)

    42

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    Shenzhen Shenfang Car

    Park Ltd.

    Wholly-owned subsidiary Shenzhen 4,250

    Develop and operate car

    park

    4,250 -- 100 100 YES

    Shenzhen City Shenfang

    Investment Ltd.

    Wholly-owned subsidiary Shenzhen 1,000

    Investment and

    management

    1,000 -- 100 100 YES

    Shenzhen City Shenfang

    Free Trade Trading Ltd.

    Wholly-owned subsidiary Shenzhen 500

    Trading of Import and

    export

    500 -- 100 100 YES

    Shenzhen City SPG Long

    Gang Development Ltd.

    Wholly-owned subsidiary Shenzhen 3,000 Property development 3,000 -- 100 100 YES

    Shenzhen Special

    Economic Zone Real

    Estate (Group)

    Guangzhou Property and

    Estate Co., Ltd.

    Wholly-owned subsidiary Guangzhou 2,000 Property development 2,000 -- 100 100 YES

    Beijing fresh peak

    property development

    Wholly-owned subsidiary Beijing US$1,000 operating of Real estate 7,671 -- 100 100 YES

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    For the year ended at 30 June 2010 (Un-audited)

    43

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    management limited

    company

    Beijing SPG Property

    Management Limited

    Wholly-owned subsidiary Beijing 50 Property management 50 -- 100 100 YES

    Shenzhen ShenWu

    elebator Co.,Ltd

    Wholly-owned subsidiary Shenzhen 350 Elevator sales and service 350 -- 100 100 YES

    Shenzhen Lain Hua

    Industry and Trading Co.

    Ltd.

    Wholly-owned subsidiary Shenzhen 1,000

    Trading of equipment and

    provision of renovation

    material

    1,000 -- 100 100 YES

    Fresh Peak Enterprise

    Ltd.

    Wholly-owned subsidiary Hong Kong HKD100

    Investment and

    management

    HKD100 3,209 100 100 YES

    Wellam Ltd. Wholly-owned subsidiary Hong Kong HKD1 Investment holding HKD1 -- 100 100 YES

    Shantou SEZ Wellam Fty

    Bldg., Dev. Co.

    Wholly-owned subsidiary Shantou US$600 Property development US$600 -- 100 100 YES

    Great Wall Estate Co., Inc Subsidiary of holding USA USD50 Property development USD35 10,138 70 70 YES

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    For the year ended at 30 June 2010 (Un-audited)

    44

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    company

    Fresh Peak Holdings Ltd. Wholly-owned subsidiary Hong Kong HKD100

    Investment and

    management

    HKD100 57,623 100 100 YES

    Skill Elite Ltd. Wholly-owned subsidiary Hong Kong HKD1 corporate financing HKD1 -- 100 100 YES

    Fresh Peak Investment

    Ltd.

    Subsidiary of holding

    company

    Hong Kong HKD100 Properties investment HKD55 -- 55 55 YES

    Openice Ltd. Wholly-owned subsidiary Hong Kong HKD100

    Investment and

    management

    HKD120 -- 100 100 YES

    Barenie Co. Ltd.

    Subsidiary of holding

    company

    Hong Kong HKD1 Properties investment HKD0.8 -- 80 80 YES

    Keyear Development Ltd. Wholly-owned subsidiary Hong Kong HKD100 Investment holding HKD100 -- 100 100 YES

    Guangzhou Huangpu

    Xizun real estate limited

    company

    Wholly-owned subsidiary Guangzhou HKD3980 Property development HKD3980 -- 100 100 YES

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    For the year ended at 30 June 2010 (Un-audited)

    45

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    Fresh Peak Real Estate

    Dev. Construction

    (Wuhan) Co. Ltd.*1

    Wholly-owned subsidiary WuHan US$400 Property development US$400 -- 55 55 YES

    Shenzhen Shenfang

    Department Store Co.

    Ltd.*2

    Wholly-owned subsidiary Shenzhen 1,000

    Commercial goods

    supplier

    1,000 -- 100 100 No

    Shenzhen CyberPort Co.,

    Ltd *3

    Wholly-owned subsidiary Shenzhen 2,000

    Information Technology

    Advisory

    1,400 -- 70 70 No

    Shenzhen City SPG Bao

    An Development Ltd.*4

    Wholly-owned subsidiary Shenzhen 2,000 Property development 2,000 -- 100 100 No

    Shenzhen Real Estate

    Consolidated Service Co.,

    Ltd *5

    Wholly-owned subsidiary Shenzhen 1,371

    Construction material,

    consume goods

    596 -- 100 100 No

    Shenzhen Shen Fang

    Industrial Development

    Wholly-owned subsidiary Shenzhen 300

    Invest in industrial

    projects

    450 -- 100 100 No

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    For the year ended at 30 June 2010 (Un-audited)

    46

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    Co., Ltd.*6

    Shenzhen Tefa Real

    Estate Consolidated

    Service Co., Ltd.*7

    Wholly-owned subsidiary Shenzhen 221

    Construction and

    decoration

    818 -- 100 100 No

    Bekaton Property Limited

    *8

    Subsidiary of holding

    company

    Australia US$20 Property Development 91 1,256 60 60 No

    Canada Great Wall

    ( Vancouver) Corporation

    *8

    Subsidiary of holding

    company

    Canada JOD 0.1 Property Development 0.45 8,904 75 75 No

    Paklid Limited *8 Wholly-owned subsidiary Hong Kong HKD50

    Property construction and

    trading of construction

    materials

    20 1,107 100 100 No

    Shenzhen City Shenfang

    Construction and

    Decoration Materials Ltd

    Wholly-owned subsidiary Shenzhen 268 construction materials 268 -- 100 100 No

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    For the year ended at 30 June 2010 (Un-audited)

    47

    2010-6-30

    Name of

    the Subsidiary Types

    Registered

    place

    Registered

    capital (in

    ten

    thousand

    Yuan)

    Nature of business and

    principal activities

    Net

    Investment

    in subsidiary in

    substance

    (in ten thousand

    Yuan)

    Net balance of other

    investment items to the

    subsidiaries(in ten

    thousand Yuan)

    Equity

    holding

    (%)

    Voting

    rights

    (%)

    Whether or not

    included in

    consolidated

    financial

    statement

    *9

    Shenzhen ZhongGang

    Haiyan Enterprise

    Ltd.*10

    Subsidiary of holding

    company

    Shenzhen 1,900 Tourism Restaurant 1,294 -- 68 68 No

    Shenzhen Xing Dongfang

    Store Ltd.*11

    Wholly-owned subsidiary Shenzhen 2,000

    Domestic commercial

    goods supply

    1,850 -- 100 100 No

    Guangdong Province

    Fengkai Lain Feng

    Cement Manufacturing

    Co., Ltd *12

    Subsidiary of holding

    company

    Fengkai in

    Guangdong

    Province

    US$800

    Manufacturing and trading

    in cement products

    12,126 -- 90 90 No

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    For the year ended at 30 June 2010 (Un-audited)

    51

    *1 Fresh Peak Real Estate Dev. Construction (Wuhan) Co. Ltd.

    The company holds 100% equity of the corporation through the Subsidiary – fresh peak

    investment limited which the company held 55% equity.

    *2 Shenzhen Shenfang Department Store Co. Ltd.:

    The shareholders meeting held on 29 October 2007 passed the resolution to terminate

    business, liquidation and formed a group to carry out the liquidation prodecures. The liquidation

    group issued a notice of liquidation on 7 December 2007. According to the principle of

    “Enterprise Accounting Standards No.33- the Consolidation Financial Statement”, the Store will

    not be include in the company’s consolidated financial statement. The book value of the

    investment account of the company is zero.

    *3 Shenzhen Cyber Port Co., Ltd

    The shareholders meeting held on 12 May 2008 passed the resolution to terminate business,

    liquidation and formed a group to carry out the liquidation procedures. The liquidation group

    issued a notice of liquidation on 5 December 2008. According to the principle of “Enterprise

    Accounting Standards No.33- the Consolidation Financial Statement”, the corporation will not be

    include in the company’s consolidated financial statement. The book value of the investment

    account of the company is zero.

    *4 Shenzhen City SPG Bao An Development Ltd.

    The shareholders meeting held on 2009-9-18 passed the resolution to terminate business,

    liquidation and formed a group to carry out the liquidation procedures. According to the principle

    of “Enterprise Accounting Standards No.33- the Consolidation Financial Statement”, the Store will

    not be include in the company’s consolidated financial statement.

    *5 Shenzhen Real Estate Consolidated Service Co., Ltd.

    The operating period of this corporation is from 26 January 1983 to 28 August 1999. and this

    company has ceased operations for many years. And the corporation had been terminated its

    licenses by law on 8 February 2002 because failing to take part in annual inspection.

    *6 Shenzhen Shen Fang Industrial Development Co., Ltd.

    The operating period of this corporation is from 3 October 1993 to 3 October 1998. And this

    company has ceased operations for many years. And the corporation had been terminated its

    licenses by law on 8 February 2002 because failing to take part in annual inspection.

    *7 Shenzhen Tefa Real Estate Consolidated Service Co., Ltd

    The operating period of this corporation is from 7 March 1983 to 14 April 1995. And this

    company has ceased operations for many years. And the corporation had been terminated its

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    For the year ended at 30 June 2010 (Un-audited)

    52

    licenses by law in 2004 because failing to take part in annual inspection.

    *8 Bekaton Property Limited、Canada Great Wall ( Vancouver) Corporation and Paklid Limited

    These 3 subsidiaries were set up overseas in early times. The board of directors passed a

    resolution to terminate the corporations’ business.

    *9 Shenzhen City Shenfang Construction and Decoration Materials Ltd

    The operating period of this corporation is from 1 January 1984 to 6 July 2004. And this

    company has ceased operations for many years. And the corporation had been terminated its

    licenses by law on February 8, 2002 because failing to take part in annual inspection.

    *10 Shenzhen ZhongGang Haiyan Enterprise Ltd

    The operating period of this corporation is from 16 October 1984 to 16 October 2004. And

    this company has ceased operations for many years. And the corporation had been terminated its

    licenses by law in 1999 because failing to take part in annual inspection.

    *11 Shenzhen Xin Dongfang Store Ltd.

    The operating period of this corporation is from 7 June 1983 to 7 June 1998. And this

    company has ceased operations for many years. And the corporation had been terminated its

    licenses by law at 10 January 2001 because failing to take part in annual inspection.

    *12 Guangdong Province Fengkai Lian Feng Cement Manufacturing Co., Ltd.

    The total assets (including tangible and intangible assets) of the corporation were auctioned

    for debt repayment at 22 January 2006. The company's investment in the company's book value of

    zero.

    Except for *2、*3、*4、*12, the above subsidiaries which are not included in the company’s

    consolidated financial statement had ceased operations for many years. And the entities of the

    corporations didn’t exist. And the company have no control over its subsidiaries’ businesses.

    According to the principle of “Enterprise Accounting Standards No.33- the Consolidation

    Financial Statement”, the corporation will not be include in the company’s consolidated financial

    statement. The book value of the investment account of the company is zero.

    2. Subsidiaries acquired through combination under common control

    The company have no any subsidiaries acquired through combination under common control.

    3. Subsidiaries acquired through combination under non-common control.

    2009-12-31

    Registered

    place

    Types

    Registered

    place

    Registered

    capital

    (in ten

    Nature of

    business and

    principal

    Net

    investment

    in subsidiary

    Net balance of

    other investment

    items to the

    Equity

    holding

    Voting

    power

    Whether

    or not

    include in

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    For the year ended at 30 June 2010 (Un-audited)

    53

    thousand

    Yuan)

    activities in substance

    (in ten

    thousand

    Yuan)

    subsidiaries(in ten

    thousand Yuan)

    Percenta

    ge (%)

    the

    financial

    statement

    Shan Tou

    Special

    Economic Zone

    Real Estate Ltd.

    Wholly-owne

    d subsidiary

    ShanTou HKD3000

    Property

    development

    2108 -- 100 100 Yes

    4.The company have no any Entities special purpose.

    The company have no any controlling entities through the way of trustee or leasing.

    2、There is no any changes in the scope of combination in first half year of 2010.

    NOTE 5 、Notes to the consolidated and the Company’s financial statements

    1、 Cash at bank and on hand

    2010-6-30 2009-12-31

    Original

    currency

    Exchange

    rate

    RMB

    Original

    currency

    Exchange

    rate

    RMB

    Cash on hand

    RMB

    446,528.83 448,793.86 345,780.13 345,780.13

    HKD 20,883.47 0.8725 18,220.83 30,480.11 0.8805 26,839.22

    USD 2,000.00 6.8282 13,656.40

    467,014.69 386,275.75

    Deposit with banks

    RMB 299,005,785.26 299,005,785.26 322,210,490.21 322,210,490.21

    HKD 11,743,153.66 0.8725 10,245,901.57 53,146,295.26 0.8805 46,795,312.96

    USD 92,516.97 6.7901 628,199.48 106,432.32 6.8282 726,741.17

    CAD 197,933.41 6.4802 1,282,648.09

    AUD 48,827.40 6.1294 299,282.67

    309,879,886.31 371,314,475.10

    Other monetary funds

    RMB 14,593,243.79 14,593,243.79 14,191,779.92 14,191,779.92

    HKD 73,566.91 0.8725 64,187.13 238,507.72 0.8805 210,002.74

    14,657,430.92 14,401,782.66

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    For the year ended at 30 June 2010 (Un-audited)

    54

    2010-6-30 2009-12-31

    Original

    currency

    Exchange

    rate

    RMB

    Original

    currency

    Exchange

    rate

    RMB

    325,004,331.92 386,102,533.51

    Other monetary funds are the deposit of mortgage loan the bank asked for the company when

    the properties buyers applied the mortgage loan from the bank to buy the company’s properties.

    The cash decreased by RMB 6,110 ten thousand, 15.82% comparing to the opening balance.

    The decrease due to paying for the goods and services.

    2、 Financial assets held for trading

    2010-6-30 2009-12-31

    stock investment 103,464.00 86,269.75

    Including:Cost 132,920.00 90,940.00

    Change in the fair value -29,456.00 -4,670.25

    3、 Accounts receivable

    (1)The symbol of credit risk identified by customers categories

    2010-6-30 2009-12-31

    Book balance proportion % Provision of bad debts Book balance proportion % Provision of bad debts

    category 1 -- -- -- -- -- --

    category 2 14,475,072.39 41.88 12,172,384.7614,475,072.39 43.39 12,172,384.76

    category 3 20,087,801.91 58.12 6,301,894.3518,887,002.56 56.61 6,457,294.35

    Total 34,562,874.30 100.00 18,474,279.1133,362,074.95 100.00 18,629,679.11

    category 1: refers to accounts receivable with significant individual amount, such individual

    amount is more than 5 million Yuan

    category 2: individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky accounts receivable, aging of such fund in

    three years, and still less likely to recover the money.

    category 3: Other is not significant accounts receivable

    (2)Analysis of provision for bad and doubtful debts are as follow:

    Book balance Provision of

    bad debts

    Proportion% Notes

    individual is not a 14,475,072.39 12,172,384.76 84.09% The amount are mostly the accounts

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    For the year ended at 30 June 2010 (Un-audited)

    55

    significant amount of credit

    risk, but according to the

    characteristics of the

    portfolio after portfolio of

    risky accounts receivable

    receivable of import and export agency

    business. The aging is long and the

    irretrievability is little. We accrued the

    provision according the irretrievability of

    each item individually.

    Other insignificant accounts

    receivable

    20,087,801.91 6,301,894.35 31.37%

    The amount is mostly properties price. We

    accrued the provision according to the

    irretrievability of each item individually.

    Total 34,562,874.30 18,474,279.11

    (3) The aging of accounts receivable by categories:

    2010-6-30 2009-12-31

    Aging

    amount proportion %

    Provision of bad

    debts

    amount proportion %

    Provision of bad

    debts

    Within 1 year 3,392,471.62 9.82 3,129,531.81 9.38 --

    1 and 2 year 985,722.09 2.85 66,946.50 0.20 --

    2 and 3 year 251,629.33 0.73 330,779.11 0.99 --

    3and 5 year 718,804.65 2.08 886,529.88 2.66 --

    Above 5 year 29,214,246.61 84.52 18,474,279.11 28,948,287.65 86.77 18,629,679.11

    Total 34,562,874.30 100 18,474,279.11 33,362,074.95 100.00 18,629,679.11

    The provision of individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky accounts receivable

    2010-6-30 2009-12-31

    Aging

    amount proportion %

    Provision of bad

    debts

    amount proportion %

    Provision of bad

    debts

    Above 5 year 14,475,072.39 100.00 12,172,384.7614,475,072.39 100.00 12,172,384.76

    Total 14,475,072.39 100.00 12,172,384.7614,475,072.39 100.00 12,172,384.76

    (4)On 30 June 2010,the information’s of accounts receivables of the company's biggest

    five debtors are as follows:

    Name relationship amount proportion % aging Notes

    ZhongHai Properties Stock Un-related party

    3,076,255.49 8.90 Within 1 Construction billing

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    For the year ended at 30 June 2010 (Un-audited)

    56

    Limited Corporation year

    DaXing Auto Parts Co., Ltd Un-related party

    1,982,404.52 5.74

    Above 5

    year

    Individual – Wang WeiDong Un-related party

    1,200,000.00 3.47

    Above 5

    year

    Shenzhen LongFu Real Estate

    developing Corporation

    Un-related party

    1,184,669.51 3.43

    Above 5

    year

    Fresh Peak Exchange

    Corporation

    Un-related party

    1,178,541.43 3.41

    Above 5

    year

    The sales price of

    properties which hadn’t

    called back. The company

    would call back the

    money when the owner of

    the properties finfish the

    property right certificates.

    Total 8,621,870.95 24.95

    (5)No amount due from shareholders who hold 5% or more of the voting rights of the

    company is included in the above balance of accounts receivable.

    (6)Refer to Note6、(3).5 for details of the accounts receivables which due from related

    parities.

    (7)There were no any account receivables which had been accrued full or large proportion

    provision transferred back in this accounting year.

    (8)There were no any accounts receivable Wright off in this accounting year.

    (9)There were no any accounts receivables which had been terminated recognized.

    (10)There were no any accounting receivable which had been Securitization.

    4、 Advance to suppliers

    (1)The aging of advance to suppliers by categories:

    2010-6-30 2009-12-31

    aging

    Amount proportion % Amount proportion %

    Within 1 year 11,872,036.89 55.38 10,568,061.87 58.65

    1 to 2 years 2,113,612.38 9.86 -- --

    2 to 3 years 2,000.00 0.01

    Above 3 years 7,452,276.98 34.76 7,450,276.98 41.34

    Total 21,437,926.25 100.00 18,020,338.85 100.00

    (2)The information’s of accounts receivables of the company's biggest five debtors are as

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    For the year ended at 30 June 2010 (Un-audited)

    57

    follows:

    Name relationship amount proportion % aging Notes

    Shenzhen Mao Ning Co., Ltd Un-related

    party

    483,000.00 2.26

    Above 3

    years

    The un-settled prepayment of

    import and export business

    Shenzhen LianHua Insulated

    Materials trade Co., Ltd

    Un-related

    party

    815,168.55 3.80

    Above 3

    years

    The un-settled prepayment of

    import and export business

    KaiPing FuLiHua Fashion Co.,

    Ltd

    Un-related

    party

    1,570,000.00 7.32

    Above 3

    years

    The un-settled prepayment of

    import and export business

    ShangQiu City JiaHeQiangYi

    Co., Ltd

    Un-related

    party

    500,000.00 2.33

    Above 3

    years

    The un-settled prepayment of

    import and export business

    ShangQiu City QiuGe Mao

    Rong Co., Ltd

    Un-related

    party

    1,263,486.10 5.89

    Above 3

    years

    The un-settled prepayment of

    import and export business

    Total 4,631,654.65 21.60

    (3)No amount due from shareholders who hold 5% or more of the voting rights of the

    company is included in the above balance of advance suppliers.

    (4)No amount due from related parties is included in the above balance of advance

    suppliers.

    5、 Other receivables

    (1)The symbol of credit risk identified by customers categories

    2010-6-30 2009-12-31

    Book balance proportion %

    Provision of bad

    debts

    Book balance proportion %

    Provision of bad

    debts

    Category 1 154,633,577.80 70.35 149,340,344.13154,633,577.80 67.78 149,500,412.72

    Category 2 41,104,126.23 18.70 27,865,955.59 41,104,126.23 18.02 27,865,955.59

    Category 3 24,063,765.02 10.95 1,408,014.96 32,401,405.02 14.20 1,474,482.65

    Total 219,801,469.05 100.00 178,614,314.68228,139,109.05 100.00 178,840,850.96

    category 1: Refers to other receivables with significant individual amount, such individual

    amount is more than 5 million Yuan

    category 2: Individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky other receivables, aging of such fund in three

    years, and still less likely to recover the money.

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    For the year ended at 30 June 2010 (Un-audited)

    58

    category 3:Other is not significant other receivables.

    (2)The aging of accounts receivable by categories:

    2009-12-31 2008-12-31

    Aging

    amount proportion %

    Provision of bad

    debts

    amount proportion %

    Provision of bad

    debts

    Within 1 year 1,678,918.05 0.76 -- 9,336,668.77 4.09 --

    1 and 2 year 2,719,555.10 1.24 -- 3,399,443.88 1.49 --

    2 and 3 year 1,463,582.25 0.67 -- 1,626,202.50 0.71 --

    3and 5 year 1,446,877.20 0.66 -- 1,426,952.45 0.63 --

    Above 5 year 212,492,536.45 96.67 178,614,314.68 212,349,841.45 93.08 178,840,850.96

    Total 219,801,469.05 100.00 178,614,314.68 228,139,109.05 100.00 178,840,850.96

    The provision of individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky other receivable:

    2009-12-31 2008-12-31

    Aging

    amount proportion %

    Provision of bad

    debts

    amount proportion %

    Provision of bad

    debts

    Above 5 years 41,104,126.23 100.00 27,865,955.59 41,104,126.23 100.00 27,865,955.59

    (3)the provision of the other receivable which were significant or were insignificant

    individually but tested individually.

    2010-6-30

    categories

    Book balance

    Provision for bad

    debts

    proportion % Notes

    individual significant other

    receivables

    154,633,577.80 149,500,412.72 96.68%

    The amount were not included in

    subsidiaries which belong to the consolidate

    financial statement Correspondent Payment.

    The irretrievability is little. We accrued the

    provision according the irretrievability of

    each item individually.

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    For the year ended at 30 June 2010 (Un-audited)

    59

    individual is not a significant

    amount of credit risk, but according

    to the characteristics of the

    portfolio after portfolio of risky

    accounts receivable

    41,104,126.23 27,865,955.59 67.79%

    The correspondent payment about unrelated

    parities. The aging is long and the

    irretrievability is little. We accrued the

    provision according the irretrievability of

    each item individually.

    Other insignificant receivables 24,063,765.02 1,247,946.37 5.19%

    Insignificant other receivable, we accrued

    the provision according the irretrievability of

    each item individually.

    Total 219,801,469.05 178,614,314.68

    (4)The information’s of other receivables of the company's biggest five debtors are as

    follows::

    Name relationship Amount proportion % aging

    Canada Great Wall( Vancouver) Co., Ltd

    *

    subsidiary 89,035,748.07 40.51 Above 5 years

    Paklid Limited * 1 subsidiary 19,181,797.04 8.73 Above 5 years

    Bekaton property Limited * 2 subsidiary 12,559,290.58 5.71 Above 5 years

    Guangdong province Huizhou Luofu Hill

    mineral water Co., Ltd

    Joint venture 10,465,168.81 4.76 Above 5 years

    Luofu Hill Traveling Corporation Un- related party 9,600,000.00 4.37 Above 5 years

    Total 140,842,004.50 64.08

    * The above subsidiaries were not included in the company’s consolidated financial

    statement. Refer to Note 4 、(1).1 for details.

    (5)No amount due from shareholders who hold 5% or more of the voting rights of the

    company is included in the above other receivables.

    (6)Refer to Note6、(3).3 for details of the other receivables which due from related parities.

    (7)There were no any other receivables Wright off in this accounting year.

    (8)There were no any other receivables which had been terminated recognized in the

    accounting year.

    (9)There were no any other receivables which had been Securitization in the accounting

    year.

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    For the year ended at 30 June 2010 (Un-audited)

    60

    6、 Inventories

    (1)Inventories classed by category

    2010-6-30 2009-12-31

    Amount provision Amount provision

    Real estate development products 297,045,429.14 771,196.00 374,902,380.30 1,350,000.00

    Real estate developing products 634,229,198.04 47,584,499.31 542,654,985.50 47,584,499.31

    Real estate which are going to be

    developed

    1,206,770,138.46 --

    1,200,170,737.09 --

    Raw materials

    860,786.93

    --

    861,932.89 --

    finished products

    660,001.75 278,891.91 608,858.82 278,891.91

    low-value consumable

    products

    -- --

    11,478.74 --

    Construction

    20,078,119.43 -- 18,301,964.51 --

    Total 2,159,643,673.75 48,634,587.22 2,137,512,337.85 49,213,391.22

    The ending balance of inventories increased by RMB 2,271.01 ten thousand, 1.09%. The increase

    due to the additions of Real estate developing products.

    (2)Provision

    reductions

    2009-12-31 additions

    Transfer back Wright-off

    2010-6-30

    finished products 278,891.91 -- -- -- 278,891.91

    ShuiYunTianYa, MingYuan 47,584,499.31 -- -- -- 47,584,499.31

    HuaMin Building 1,350,000.00 -- -- 578,804.00 771,196.00

    Total 49,213,391.22 -- -- 578,804.00 48,634,587.22

    (3)Real estate development products

    Finished

    time

    2009-12-31 additions redutions 2010-6-30

    Jinye Island villa No.1 1996 3,141,098.72 -- 1,293,216.00 1,847,882.72

    Jinye Island Multi-tier villa 1997 36,077,347.92 20,000.00 126,889.14 35,970,458.78

    Jinye Island villa No.4 2010-3-31 3,436,974.85 -- 3,436,974.85

    Jinye Island villa No.6 2007 34,471,819.41 87,790.01 -- 34,559,609.42

    Jinye Island villa No.7 2007 18,424,926.88 -- 11,056,049.30 7,368,877.58

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    For the year ended at 30 June 2010 (Un-audited)

    61

    Finished

    time

    2009-12-31 additions redutions 2010-6-30

    Jinye Island villa No.8 2007 6,716,371.49 131,151.11 -- 6,847,522.60

    Jinye Island villa No.9 2009 56,446,237.99 34,000,638.07 22,495,513.46 67,951,362.60

    Jinye Island villa No.11 2008 138,898,000.80 -- 71,872,356.04 67,025,644.76

    HuangPuXinChun No.1 1994 121,283.88 -- 121,283.88

    HuangPuXinChun No.2 2007 6,732,405.35 -- 937,626.13 5,794779.22

    HuaMin Building 3,020,596.68 -- 1,295,061.85 1,725,534.83

    HuaFeng Building 2000 1,631,743.64 -- -- 1,631,743.64

    XingHu Garden Multi-tier 2003 248,384.29 -- -- 248,384.29

    XingHu Garden No.8 2005 9,988,789.21 -- -- 9,988,789.21

    BeiJing Fresh Peak Building 671,820.67 -- -- 671,820.67

    Friendship Multi-tier Parking Lot* 56,266,380.81 -- 56,266,380.81 --

    JiaoHu Roan Cyber Shop 2,045,172.56 -- -- 2,045,172.56

    WenJin Building** -- 12,751,281.46 -- 12,751,281.46

    WenJin Garden ** - 3,818,939.87 -- 3,818,939.87

    HuJing Building** -- 12,616,011.52 -- 12,616,011.52

    Real Estate Building** -- 11,025,444.77 -- 11,025,444.77

    DongLe Building** -- 9,597,909.91 -- 9,597,909.91

    Total 374,902,380.30 87,486,141.57 165,343,092.73 297,045,429.14

    * On 2010-1-29, Friendship Multi-tier Parking Lot were sold by auction successfully with the

    price - RMB 129,360,000.00 in Shenzhen Land Real Estate Trading Center.

    ** The above were re-classed to inventories because of the changes of use.

    (4)Real estate developing products

    Starting time Finished time 2009-12-31 2010-6-30

    DongHuDiJing Building 129,832,800.58 130,536,736.91

    Jinye Island villa No.10 2008 2010 118,848,416.49 208,782,105.70

    ShanTou JinHu Road Project 2008 53,858,008.00 53,878,008.00

    ShuiYuTianYa, MingYuan 2007 219,031,704.38 219,948,291.38

    ShanTou Fresh Peak Building 21,084,056.05 21,084,056.05

    Total 542,654,985.50 634,229,198.04

    Among the real estate developing products, the net balance of land-use right of Jinye Island

    villa No.10 is RMB 61,548,064.64. And also, it had been as mortgage when the company

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    For the year ended at 30 June 2010 (Un-audited)

    62

    borrowed money from the bank. The mortgage ending date is 3rd August 2012.

    The capitalization amount of loans was RMB 8,190,000 in the first half year of 2010. And

    last year was RMB 2,927,040.62.

    (5)Real estate which are going to be developed

    Starting

    time

    2009-12-31 additions reductions 2010-6-30

    GuangMing New

    District project

    2011.3 1,200,170,737.09 6,599,401.37 -- 1,206,770,138.46

    The company bought the land-use right of Shenzhen GuangMing New District whose number

    were A510-0131、A511-0025 through the listing transferring mode. The total land remise fund is

    1.2 billion. And the company had paid 50% of the fund on 9 September 2009. And the remaining

    fund have to be paid for in 1 year. The total area of the land is 90,737.09 square meter. FAR is 2.

    The total construction area is 181,470.00 square meter. And the project is planned to be developed

    at the beginning of 2011 year.

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    For The year ended at 30 June 2010 (Un-audited)

    64

    7、 Long-term equity investments

    (1)the information’s of Long-term equity investments are as follow:

    Name of investees

    Measured

    method Original cost 2009-12-31 movement 2010-6-30

    Proporti

    on (%)

    Voting

    right (%)

    Dividend in

    cash

    The

    provision

    accrued

    this year

    Accumulated

    provision

    1、Associate investment

    Shenzhen Shatoujiao Nantian

    Store *1

    equity

    method 2,850,618.06 2,446,234.22 -2,446,234.22 -- 50 50 -- -- --

    Zhaoqing Guifeng cement

    Co.,Ltd *2

    equity

    method 15,112,000.00 12,724,417.03 12,724,417.03 50 50 -- -- --

    Shenzhen Ronghua JiDian

    Co.,ltd

    equity

    method 1,250,000.00 1,841,277.19 -200,000.00 1,641,277.19 25 25 200,000.00 -- 1,076,954.64

    Shenzhen Fresh Peak property

    consultant Co.,Ltd

    equity

    method 600,000.00 -- -- -- 20 20 -- -- --

    Shenzhen runhua automobile

    trading Co.,Ltd

    equity

    method 1,445,425.56 1,445,425.56 -- 1,445,425.56 50 50 -- -- 1,445,425.56

    Shenzhen Dongfang New

    world store Co.,Ltd

    equity

    method 15,000,000.00 -- -- -- 50 50 -- -- --

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    For The year ended at 30 June 2010 (Un-audited)

    65

    Name of investees

    Measured

    method Original cost 2009-12-31 movement 2010-6-30

    Proporti

    on (%)

    Voting

    right (%)

    Dividend in

    cash

    The

    provision

    accrued

    this year

    Accumulated

    provision

    2、joint venture investment

    Guangdong province

    Huizhou Luofu Hill mineral

    water Co.,Ltd

    equity

    method

    9,969,206.09 9,969,206.09 -- 9,969,206.09

    coopera

    te

    cooperat

    e -- -- 9,969,206.09

    Fengkai Xinhua Hotel

    equity

    method 9,455,465.38 9,455,465.38 -- 9,455,465.38

    coopera

    te

    cooperat

    e -- -- 9,455,465.38

    Jiangmen Xinjian Real Estate

    Co. Ltd.

    equity

    method 9,037,070.89 9,037,070.89 -- 9,037,070.89

    coopera

    te

    cooperat

    e -- -- 912,537.16

    Xian Fresh Peak Building Co.

    Ltd.

    equity

    method 32,840,729.61 32,840,729.61 -- 32,840,729.61

    coopera

    te

    cooperat

    e -- -- 20,673,831.77

    DongYi Property Co.,Ltd

    equity

    method 30,376,084.89 30,376,084.89 -- 30,376,084.89

    coopera

    te

    cooperat

    e -- -- 21,225,715.87

    3、other equity investment:

    Shenzhen Shen Fang

    Industrial Development Co.,

    Ltd

    Cost

    method

    4,500,000.00 4,500,000.00 -- 4,500,000.00 100 100 -- -- 4,500,000.00

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    For The year ended at 30 June 2010 (Un-audited)

    66

    Name of investees

    Measured

    method Original cost 2009-12-31 movement 2010-6-30

    Proporti

    on (%)

    Voting

    right (%)

    Dividend in

    cash

    The

    provision

    accrued

    this year

    Accumulated

    provision

    Shenzhen ZhongGang Haiyan

    Enterprise Ltd.

    Cost

    method 12,940,900.00 12,940,900.00 -- 12,940,900.00 68 68 -- -- 12,940,900.00

    Shenzhen Real Estate

    Consolidated Service Co.,

    Ltd.

    Cost

    method

    5,958,305.26 5,958,305.26 -- 5,958,305.26 100 100 -- -- 5,958,305.26

    Paklid Limited Cost

    method 201,100.00 201,100.00 -- 201,100.00 100 100 -- -- 201,100.00

    Bekaton Property Limited Cost

    method 906,630.00 906,630.00 -- 906,630.00 60 60 -- -- 906,630.00

    Canada Great Wall

    (Vancouver) Co.,Ltd

    Cost

    method 4,526.25 -- -- -- 75 75 -- -- --

    Shenzhen Tefa Real Estate

    Consolidated Service Co.,

    Ltd.

    Cost

    method

    8,180,003.63 8,180,003.63 -- 8,180,003.63 100 100 -- -- 8,180,003.63

    Shenzhen Xin Dongfang

    Store Ltd.

    Cost

    method 18,500,000.00 18,500,000.00 -- 18,500,000.00 100 100 -- -- 18,500,000.00

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    For The year ended at 30 June 2010 (Un-audited)

    67

    Name of investees

    Measured

    method Original cost 2009-12-31 movement 2010-6-30

    Proporti

    on (%)

    Voting

    right (%)

    Dividend in

    cash

    The

    provision

    accrued

    this year

    Accumulated

    provision

    Shenzhen City Shenfang

    Construction and Decoration

    Materials Ltd.

    Cost

    method

    2,680,000.00 2,680,000.00 -- 2,680,000.00 100 100 -- -- 2,680,000.00

    Shenzhen Shenfang

    Department Store Co. Ltd.

    Cost

    method 10,000,000.00 10,000,000.00 -- 10,000,000.00 100 100 -- -- 10,000,000.00

    Shenzhen CyberPort Co., Ltd Cost

    method 14,000,000.00 7,613,507.96 -- 7,613,507.96 70 70 -- -- --

    KunShan Electrity Co.,Ltd *3

    Cost

    method 32,471,239.25 32,471,239.25 -- 32,471,239.25 50 50 12,586,609.32 -- --

    YunNan KunPeng Flight

    service Co.,Ltd

    Cost

    method 5,464,240.74 5,464,240.74 -- 5,464,240.74 25 25 -- -- --

    ShenZhen ShenFang BaoAn

    developmentCo.,Ltd

    Cost

    method 20,000,000.00 20,379,525.68 -- 20,379,525.68 100 100 -- -- --

    Shantou Fresh Peak Building

    Cost

    method 68,731,560.43 58,547,652.25 -- 58,547,652.25 100 100 -- -- 58,547,652.25

    Guangdong Province Fengkai Cost 121,265,000.00 56,228,381.64 -- 56,228,381.64 90 90 -- -- 56,228,381.64

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    For The year ended at 30 June 2010 (Un-audited)

    68

    Name of investees

    Measured

    method Original cost 2009-12-31 movement 2010-6-30

    Proporti

    on (%)

    Voting

    right (%)

    Dividend in

    cash

    The

    provision

    accrued

    this year

    Accumulated

    provision

    Lain Feng Cement

    Manufacturing Co., Ltd.

    method

    Total 453,740,106.04 354,707,397.27 -2,646,234.22 352,061,163.05 12,786,609.32 -- 243,402,109.25

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    For the year ended at 30 June 2010 (Un-audited)

    68

    *1 Shenzhen Shatoujiao Nantian Store

    The company transferred 50% equity of Shenzhen Shatoujiao Nantian Store to Shenzhen

    ShaTou Jiao Business trade Co., Ltd with a listing agreement price –RMB 12,145 thousand in

    Shenzhen United Exchange on 2nd February 2010.

    *2 Zhaoqing Guifeng cement Co.,Ltd

    The company held a party joint conference on 2010-4-19. The meeting passed a resolution to

    dispose the 50% equity of Zhaoqing Guifeng cement Co., Ltd the company held. With the same

    conditions, the former shareholder – GuangLong Group had preferential right. The company and

    GuangLong group had reached a preliminary agreement on equity transferring.

    *3 KunShan Electrity Co.,Ltd

    KunShan Electrity Co., Ltd held the directors’ meeting at 2010-1-30. because the board

    deemed the original liquidation date- 2009-6-30 had been delayed. The meeting decided the date –

    2010-2-6 as the new dissolution date. And the corporation was go into liquidation according to the

    procedure.

    (2)Impairment Provision for Long-term equity investment are as follows:

    reductions

    Name of investees Opening balance addition Transfer

    back

    Wright-off

    Closing balance

    Shenzhen ronghua JiDian Co.,ltd 1,076,954.64 -- -- -- 1,076,954.64

    Shenzhen Shen Fang Industrial Development Co., Ltd 4,500,000.00 -- -- -- 4,500,000.00

    Shenzhen ZhongGang Haiyan Enterprise Ltd. 12,940,900.00 -- -- -- 12,940,900.00

    Shenzhen Real Estate Consolidated Service Co., Ltd. 5,958,305.26 -- -- -- 5,958,305.26

    Paklid Limited 201,100.00 -- -- -- 201,100.00

    Bekaton Property Limited 906,630.00 -- -- -- 906,630.00

    Shenzhen Tefa Real Estate Consolidated Service Co., 8,180,003.63 -- -- -- 8,180,003.63

    Shenzhen Xin Dongfang Store Ltd. 18,500,000.00 -- -- -- 18,500,000.00

    Shenzhen City Shenfang Construction and Decoration 2,680,000.00 -- -- -- 2,680,000.00

    Shenzhen Shenfang Department Store Co. Ltd. 10,000,000.00 -- -- -- 10,000,000.00

    Guangdong Province Fengkai Lain Feng Cement 56,228,381.64 -- -- -- 56,228,381.64

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    For the year ended at 30 June 2010 (Un-audited)

    69

    reductions

    Name of investees Opening balance addition Transfer

    back

    Wright-off

    Closing balance

    Shenzhen Runhua automobile trading Co.,Ltd 1,445,425.56 -- -- -- 1,445,425.56

    Guangdong province Huizhou Luofu Hill mineral 9,969,206.09 -- -- -- 9,969,206.09

    Fengkai Xinhua hotel 9,455,465.38 -- -- -- 9,455,465.38

    Jiangmen Xinjian Real Estate Co. Ltd. 912,537.16 -- -- -- 912,537.16

    Xian Fresh Peak Property Management & Trading Co. 20,673,831.77 -- -- -- 20,673,831.77

    Tung Yick Property Co., Ltd. 21,225,715.87 -- -- -- 21,225,715.87

    Shantou Fresh Peak Building 58,547,652.25 -- -- -- 58,547,652.25

    TOTAL 243,402,109.25 -- -- -- 243,402,109.25

    8、 Investment Property(measured according to the cost model)

    2009-12-31 additions reductions 2010-6-30

    Original cost

    Buildings 834,855,168.59 -- 84,804,203.11 750,050,965.48

    Land use right 105,247,628.32 -- 27,744.61 105,219,883.71

    total 940,102,796.91 -- 84,831,947.72 855,270,849.19

    Accumulated

    depreciation

    Buildings 235,385,349.06 11,070,734.92 33,803,548.38 212,652,535.60

    Land use right --

    total 235,385,349.06 11,070,734.92 33,803,548.38 212,652,535.60

    provision for

    Impairment losses

    Buildings 14,182,354.95 53,810.33 14,128,544.62

    Land use right 86,381,639.48 22,771.30 86,358,868.18

    total 100,563,994.43 76,581.63 100,487,412.80

    Book value

    Buildings 585,287,464.58 523,269,885.26

    Land use right 18,865,988.84 18,861,015.53

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    For the year ended at 30 June 2010 (Un-audited)

    70

    2009-12-31 additions reductions 2010-6-30

    Total 604,153,453.42 542,130,900.79

    The amount of current year deprecation is RMB 11,070,734.92.

    There were no any provision for impairment losses accrued in this accounting year.

    The reduction of Original cost and Accumulated depreciation of building due to

    reclassification because of the change of purpose. The amount of building’s reductions of original

    cost is RMB 84,804,203.11, of which, the amount due to be sold is RMB 1,487,593.88. and the

    amount due to reclassification to inventories is RMB 83,316,609.23 ( the balance of Accumulated

    depreciation is RMB 33,507,021.70 ).

    The reductions of land use right’s original cost and provision for impairment losses due to the

    change of rate used in translation of foreign currencies.

    Among the investment property, RMB 272,959,888.24 of net balance of building were used

    as mortgage for the company’s short-term/long-term loans. Refer to Note 5、14 for details.

    9、 Fixed assets and Accumulated depreciation

    2009-12-31 additions reductions 2010-6-30

    Cost

    Buildings 117,069,692.56 -- -- 117,069,692.56

    Transport equipment 19,784,159.53 -- 334,693.10 19,449,466.43

    Electronic equipment and others 16,096,615.97 206,599.60 13,500.00 16,289,715.57

    Total 152,950,468.06 206,599.60 348,193.10 152,808,874.56

    Accumulated depreciation

    Buildings 59,463,001.85

    1,616,547.93 --

    61,079,549.78

    Transport equipment 13,950,692.68

    743,144.42

    317,958.60

    14,375,878.50

    Electronic equipment and others 13,121,617.75

    379,040.61

    12,825.00

    13,487,833.36

    Total 86,535,312.28

    2,738,732.96

    330,783.60

    88,943,261.64

    Provision for

    impairment loss

    Electronic equipment and others 131,727.96 -- -- 131,727.96

    Net book value

    Buildings 57,606,690.71 -- --

    55,858,414.82

    Transport equipment 5,833,466.85 -- --

    5,073,587.93

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    For the year ended at 30 June 2010 (Un-audited)

    71

    2009-12-31 additions reductions 2010-6-30

    Electronic equipment and others 2,843,270.26 -- --

    2,801,882.21

    Total 66,283,427.82

    63,733,884.96

    Until 2010-6-30 , net book value RMB 114,844,202.50 of the Buildings were used as the

    short-term/long-term loans’ mortgage (including the long-term loans). Refer to Note5、14 for

    details.

    There are no any temporary idle fixed assets.

    There are no any fixed assets acquired by financial leasing in the accounting year.

    There are no any fixed assets leased out through operating leasing way.

    There are no any fixed assets held for sale.

    10、 Intangible assets

    2009-12-31 additions amortization 2010-6-30

    Original cost

    Software 318,000.00 -- - 318,000.00

    Taxi license 6,368,000.00 - -- 6,368,000.00

    Total 6,686,000.00 -- -- 6,686,000.00

    Accumulative

    amortization

    Software 63,600.00 31,800.00 -- 95,400.00

    Taxi license 390,020.00 83,790.00 -- 473,810.00

    Total 453,620.00 115,590.00 -- 569,210.00

    Book value

    Software 254,400.00 -- -- 222,600.00

    Taxi license 5,977,980.00 -- -- 5,894,190.00

    Total 6,232,380.00 -- -- 6,116,790.00

    Provision for

    impairment loss

    -- --

    Net amount

    Software 254,400.00 -- -- 222,600.00

    Taxi license 5,977,980.00 -- -- 5,894,190.00

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    For the year ended at 30 June 2010 (Un-audited)

    72

    2009-12-31 additions amortization 2010-6-30

    Total 6,232,380.00 -- -- 6,116,790.00

    11、 Long-term deferred and prepaid expenses

    Original cost 2009-12-31 additions

    Current year

    amortization

    Accumulative

    amortization

    2010-6-30

    Decoration costs 1,808,640.24 364,901.70 -- 81,222.60 1,524,961.14 283,679.10

    12、 Deferred tax assets

    The deferred tax asset which were already recognized:

    2010-6-30 2009-12-31

    Assests impairment provision 11,896,124.83 11,896,124.83

    Employee benefits payable 807,847.20 807,847.20

    Unused operating losses against tax 3,528,158.38 3,528,158.38

    Total 16,232,130.41 16,232,130.41

    13、 Impairment provision of assets

    reductions

    2009-12-31

    additions

    Transfer back Wright-off

    2010-6-30

    Provision for bad debts 197,470,530.07 -- -- 381,936.28 197,088,593.79

    Inventories impairment

    provision

    49,213,391.22

    -- -- 578,804.00

    48,634,587.22

    Long-term equity investment

    impairment provision

    243,402,109.25

    -- -- --

    243,402,109.25

    Investment property

    impairment provision

    100,563,994.43

    -- -- 76,581.63

    100,487,412.80

    Fixed assets impairment

    provision

    131,727.96

    -- -- --

    131,727.96

    Total 590,781,752.93 -- -- 1,037,321.91 589,744,431.02

    14、 Restrictions on the ownership of assets

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    For the year ended at 30 June 2010 (Un-audited)

    73

    Items Mortagage period Book value on 2010-6-30

    Deposits with bank Other monetary funds * 11,444,484.00

    Inventories(work in process) JinYe Island No.10 land-use right 2009.08.31-2012.08.03 61,548,064.64

    Inventories(work in process)

    ShuiYunTianYa, MingYuan land-use

    right

    2009.12.08-2012.12.07 121,416,542.78

    Investment Property ShenFang Square 2007.06.21-2012.03.29 194,457,397.25

    Investment Property GuoShang North 2 floor 2007.05.29-2017.05.29 76,469,688.94

    Investment Property Real estate Building 2007.06.21-2010.12.04 2,032,802.05

    Fixed assests ShenFang Square 46-48 floor 2007.06.21-2010.12.04 30,679,525.77

    Fixed assests Hai Yan Building 84,164,676.73

    Total 582,213,182.16

    * Other monetary assets of the Company is the security deposit that the company provided

    when properties purchaser apply mortgage. Types consist with full security and Periodical

    security. Periodically to ensure security of the guarantee period from the effective date of the

    contract until the buyers who purchased homes in the "real estate license," registration process is

    completed and the mortgage bank completed and delivered the date of the Executive Management;

    the period of full security guarantees from the effective date until the date of expiry of the loan

    contract.

    The Restrictions on the ownership of assets mentioned above, except for Other monetary

    funds, were used as mortgage when the company borrowed money form the bank and related

    parities.

    15、 Short-term borrowings

    Nature 2010-6-30 2009-12-31

    Mortgage borrowings 14,800,000.00 100,000,000.00

    The company didn’t fail repaid any due short-term borrowings.

    16、 Accounts payable

    2010-6-30 2009-12-31

    Accounts payable 452,217,979.28 730,944,352.56

    (1)The balance of accounts payable decreased by RMB 27,872.63 ten thousand, 38.13%.

    The decrease due to pay for the remaining land remise fund to Urban Planning and Resources

    Commission of Shenzhen Municipality of the GuangMing New district project.

    (2)The balance of accounts payable whose aging is more than 1 year is mostly the

    un-billing construction fee.

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    For the year ended at 30 June 2010 (Un-audited)

    74

    (3)No amount due to shareholders who hold 5% or more of the voting rights of the

    company is included in the above balance of AP.

    (4)No amount due to related parities is included in the above balance of AP.

    17、 Advances from customers

    The aging analysis of the company’s accounts receivable is as follow:

    2010-6-30 2009-12-31

    aging

    Amount proportion% Amount proportion %

    Within 1 year 212,533,541.74 97.47 151,606,227.42 96.49

    Above 1 year 5,509,824.73 2.53 5,509,824.73 3.51

    Total 218,043,366.47 100.00 157,116,052.15 100.00

    (1)The balance of Advances from customers increased by RMB 6,092.73 ten thousand,

    38.78%. The increase due to the advance properties sales price which haven’t reached the

    condition of revenue recognition.

    (2)The balance whose aging were more than 1 year were mostly the import and export

    agency business payment which haven’t settle with the clients.

    (3)No amount due to shareholders who hold 5% or more of the voting rights of the

    company is included in the above balance .

    (4)No amount due to related parities is included in the above balance.

    On 2010-6-30,the main items of Advances from customers are as follow:

    Item 2009-12-31 2010-6-30 Situation Aging

    HuJing Building -- 8,000,000.00 completed Within 1 year

    Guangzhou Huangpu yuan 1,751,000.00 -- completed

    ShanTou Jinye Island villa No. 4 -- 3,699,650.00 completed Within 1 year

    ShanTou Jinye Island villa No. 7 6,173,201.00 4,379,994.00 completed Within 1 year

    ShanTou Jinye Island villa No. 8 -- 10,651,200.00 completed Within 1 year

    ShanTou Jinye Island villa No. 9 35,338,525.00 5,642,600.00 completed Within 1 year

    ShanTou Jinye Island villa No. 10 -- 122,247,519.20 December 2010 Within 1 year

    ShanTou Jinye Island villa No. 11 80,487,094.60 10,211,327.82 completed Within 1 year

    Total 123,749,820.60 164,832,291.02

    18、 Employee benefits payable

    2009-12-31 additions reductions 2010-6-30

    Wages , bonuses, allowances and subsidies 17,139,442.94

    29,486,436.33

    31,163,898.39

    15,461,980.88

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    For the year ended at 30 June 2010 (Un-audited)

    75

    Staff welfare --

    741,201.59

    741,201.59

    -

    Social securities 2,395,896.99

    4,674,952.41

    4,526,009.18

    2,544,840.22

    Labor union and employee education funds 632,882.76

    622,414.69

    580,045.07

    675,252.38

    Compensation to employees for

    termination of employment relationship 4,304,271.06

    46,457.67

    4,257,813.39

    others 27,000.00

    247,361.18

    211,461.46

    62,899.72

    Total 24,499,493.75 35,772,366.20 37,269,073.36 23,002,786.59

    (1)No amount’s nature of the employee benefits payable were arrears of wage.

    (2)The amount of Labor union and employee education funds were RMB 675,252.38. The

    nature were Monetary benefits.

    19、 Taxes payable

    2010-6-30 2009-12-31

    Value added tax (“VAT”) 551,979.66 -3,356,801.84

    Business tax -4,421,209.30 -8,775,058.40

    Construction tax -236,907.93 -246,366.15

    Education surcharge -89,767.25 -70,442.79

    Embankment Protection Fee 11,572.95 -125,435.28

    Property tax 1,829,282.27 2,069,192.63

    Land value added tax -2,851,114.84 2,119,324.64

    Corporate Income tax 3,966,701.56 -913,790.48

    Personal income tax 188,715.11 498,046.04

    others -36,590.90 18,568.07

    Total -1,087,338.67 -8,782,763.56

    The balance of taxes payable increased by RMB 769.54 ten thousand. The increase due to

    carry-over the prepaid business tax and corporate income tax comparing to the fund of properties

    sales.

    20、 Interests payable

    Name 2010-6-30 2009-12-31

    Shenzhen Investment Shareholding Co.,Ltd 16,447,275.51 14,421,711.65

    Urban Planning and Resources Commission of

    Shenzhen Municipality

    23,126,500.00 10,266,000.00

    Total 39,573,775.51 24,687,711.65

    The balance of interests payable due to Urban Planning and Resources Commission of

    Shenzhen Municipality were accrued form the unpaid land remise fund of the company

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    For the year ended at 30 June 2010 (Un-audited)

    76

    GuangMing New district project. And the land remise fund will be paid in 1 year. The rate is

    5.31%. Refer to Note 11 for details.

    21、 Other payables

    Closing balance Opening balance

    Other payables 302,806,117.01 297,237,215.73

    (1)The information of other payables due to shareholders who hold 5% or more of the

    voting rights of the company are is as follows:

    Name Closing balance Opening balance Nature of other payables

    Shenzhen Investment Holdings Co., Ltd. 63,848,819.24 63,848,819.24 Loan

    (2)The amount whose aging were more than 1 year are mostly loans borrowed form related

    parities, correspondent fund and leasing deposit.

    (3)Please refer to Note6、(3). 3 for details of the amount due to related parties.

    22、 Non-current liabilities within one year

    Closing balance Opening balance

    Long-term loans within one year -- --

    Mortgage loans 129,353,308.07 229,607,155.48

    Total 129,353,308.07 229,607,155.48

    (1) the company didn’t fail to repay the due long-term loans in the accounting year.

    (2)the lenders of long-term loans are as follows:

    lender Maturity Date currency Rate(%) Closing balance

    Shenzhen Rural Commercial Bank 2010.10.26 RMB 5.40 70,000,000.00

    Shenzhen Rural Commercial Bank 2010.12.4 RMB 5.40 40,000,000.00

    Nanyang Commercial Bank

    Shenzhen branch 2010.12 RMB 5.58 5,553,308.07

    China Construction Bank Shenzhen

    Branch

    2010.07.10

    RMB 6.21

    13,800,000.00

    Total 129,353,308.07

    23、 Long-term Borrowings s

    Loans conditions Closing balance Opening balance

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    For the year ended at 30 June 2010 (Un-audited)

    77

    Mortgage loans 913,475,703.05 811,593,686.82

    Total 913,475,703.05 811,593,686.82

    Including.:non-current liability within one year 129,353,308.07 229,607,155.48

    long term loans 784,122,394.98 581,986,531.34

    The ending balance of long-term loans by each lender are as follows:

    Lender currency Closing balance Conditions Maturity Date

    Nanyang Commercial Bank Shenzhen branch RMB 40,122,394.98 Mortgage 2017.05.29

    FuFa Branch Shenzhen BuJi Branch RMB 44,000,000.00 Mortgage 2012.3.29

    ShangHai Band Shenzhen Branch* RMB 400,000,000.00 Guaranteed 2012.12.07

    JiaoTong Band ShanTou Branch RMB 300,000,000.00 Mortgage 2012.08.03

    Total 784,122,394.98

    * The loans borrowed from Shanghai’s Band Shenzhen Branch were guaranteed by the

    company’s controlling shareholder – Shenzhen Investment Holdings Co., Ltd. And the company

    provided counter-guarantee mortgage with ShuiYunTianYa, MingYuan land-use right. Refer to

    Note5、14 for details.

    24、 Share capital

    Opening balance additions reductions Closing balance

    1、Shares with restriction on disposals

    1)、State-owned shares -- -- -- --

    2)、PRC legal person shares -- -- -- --

    3)、PRC legal nature person shares -- -- -- --

    4)、Others -- -- -- --

    Total -- -- -- --

    2、Shares without restriction on disposals

    1)、Domestically listed PRC public shares 891,660,000 -- -- 891,660,000

    2)、Domestically listed foreign shares 120,000,000 -- -- 120,000,000

    3)、Overseas listed foreign shares -- -- -- --

    4)、Others -- -- -- --

    Total 1,011,660,000 -- -- 1,011,660,000

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    For the year ended at 30 June 2010 (Un-audited)

    78

    Opening balance additions reductions Closing balance

    Sum total 1,011,660,000 1,011,660,000

    25、 Capital reserve

    Opening balance additions reductions Closing balance

    Capital premium 557,433,036.93 -- -- 557,433,036.93

    Other capital surplus 420,811,821.17 -- -- 420,811,821.17

    Total 978,244,858.10 -- -- 978,244,858.10

    26、 Surplus reserve

    Opening balance additions reductions Closing balance

    Reserve fund 4,974,391.15 -- -- 4,974,391.15

    27、 Retained Earnings

    Closing balance Opening balance

    Net profit for parent company’s shareholders 64,141,001.28 20,217,383.62

    add:Retained Earnings at the beginning of year -781,357,778.86 -915,511,458.27

    less:Profit distribution -- 113,936,295.79

    Including.:withdrawal legal surplus -- --

    Withdrawal special surplus -- --

    Distribution to ordinary shareholders -- --

    Remedying loss with surplus reserve -- 113,936,295.79

    Retained Earnings at the ending of year -717,216,777.58 -781,357,778.86

    28、 Minority Interest and profit or loss

    Name of investees

    Proportion of minority

    shareholdings %

    Closing balance Opening balance

    Fresh Peak Investment Ltd. 45 -10,995,584.63 -10,995,584.63

    Wellam Ltd. 20 -2,027,387.46 -2,027,387.46

    Total -13,022,972.09 -13,022,972.09

    29、 Turnover and cost of sales

    (1)Turnover and cost of sales

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    For the year ended at 30 June 2010 (Un-audited)

    79

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Core operating Income 514,325,139.40 288,743,395.14

    Other operating Income 4,501,552.67 2,068,206.35

    Gross Income 518,826,692.07 290,811,601.49

    Cost of sales 338,485,961.34 218,500,804.81

    (2)Core operating Income(classed by industry)

    operating Income operating Cost Operating margin

    Industry Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Real estate

    318,604,350.04 102,952,316.99

    166,107,938.16 63,742,098.75 152,496,411.88 39,210,218.24

    Construction 118,073,356.03 99,649,713.76

    111,355,323.27 94,023,612.07 6,718,032.76 5,626,101.69

    Leasing &

    Property

    management 70,281,522.81 75,347,008.91 51,809,309.32 51,038,851.06 18,472,213.49 24,308,157.85

    Hotel and

    others 11,867,463.19 12,862,561.83 9,213,390.59 9,696,242.93 2,654,072.60 3,166,318.90

    Total

    518,826,692.07 290,811,601.49

    338,485,961.34 218,500,804.81 180,340,730.73 72,310,796.68

    (3)core business(class by district)

    operating Income operating Cost Operating margin

    District Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Jan 2010 - Jun

    2010

    Jan 2009 -

    Jun 2009

    Domestic:

    GuangDong

    Province 518,493,114.95 290,395,405.61 338,485,961.34 218,500,804.81 180,007,153.61 71,894,600.80

    Overseas:

    333,577.12 416,195.88 333,577.12 416,195.88

    Total

    518,826,692.07 290,811,601.49 338,485,961.34 218,500,804.81 180,340,730.73 72,310,796.68

    (4)The information of the biggest 5 clients are as follows:

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    For the year ended at 30 June 2010 (Un-audited)

    80

    Jan 2010 - Jun 2010

    Client

    Amount proportion%

    Shenzhen ShengShi JiaChuang Investment Corporation 129,360,000.00 24.93

    ZhongShan City GuZhenZhenJiang NanHai An Garden Electric Fitting 10,662,588.15 2.06

    DaZu JiGuang Equipment Manufacture secondary power distribution & Air supply

    Project 9,314,700.00 1.80

    Individual – Liao ChuYin 7,691,200.00 1.48

    Individual – Wang Lei 7,429,998.00 1.43

    Total 164,458,486.15 31.70

    30、 Business Taxes and Surcharges

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Business tax 23,365,570.12 13,490,618.90

    City maintenance and construction tax 240,630.34 163,657.96

    Educational surcharge 414,098.21 256,933.62

    Property tax 3,479,836.34 3,799,059.74

    Land value added tax 27,780,088.67 6,869,813.66

    Others 331,810.34 205,526.47

    Total 55,612,034.02 24,785,610.35

    31、 Finance expenses

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Interest expenses 39,125,739.31 13,293,246.53

    Less:capitalization interest 8,190,000.00 2,927,040.62

    Less: interest income 617,242.05 726,616.64

    Exchange losses 1,771,437.40 --

    Less: exchange gains 1,473,280.54 43,824.49

    Others 965,068.45 186,322.29

    Total 31,581,722.57 9,782,087.07

    The finance expenses increased by RMB 2,180 ten thousand, 222.85%. The increase due to

    the accrued interest expenses of the remaining land remise fund of the GuangMing New District.

    32、 Investment income

    (1)The details of investment income are as follows:

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    For the year ended at 30 June 2010 (Un-audited)

    81

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    The investment income yielded from the long-term equity

    applied with the cost method 12,586,609.32 7,583,812.56

    The investment income yielded from the long-term equity

    applied with the equity method -- --

    The investment income yielded from the disposal of the

    long-term equity 9,636,607.65 --

    The investment income yielded from the disposal of the

    financial assets held for trading 116,843.92 8,532.58

    others 100,000.00 100,000.00

    Total 22,440,060.89 7,692,345.14

    *The company transferred the 50% equity of Shenzhen ShaTouJiao NanTian Store to

    Shenzhen ShaTouJiao Business trade company with the price of 1,214.50 ten thousand. And the

    company gained the investment profit RMB 963.66 ten thousand.

    (2)The investment income yielded from the long-term equity applied with the cost method

    investee

    Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Reason of the movement

    KunShanDiaoFeng electricity Co., Ltd 12,586,609.32 7,208,812.56

    The addition of the

    dividend

    YunNan KunPeng Flight Service Co.,

    Ltd -- 375,000.00

    The reduction of the

    dividend

    Total 12,586,609.32 7,583,812.56

    33、 Non-operating income

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    1、Total gain on disposal of non current assets -- 300.00

    including:Gain on disposal of fixed assets -- 300.00

    2、penalty income 78,762.40 818.50

    3、compensation income -- --

    4、others 44,537.32 29,806.59

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    For the year ended at 30 June 2010 (Un-audited)

    82

    Total 123,299.72 30,925.09

    34、 Non-operating expenses

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    1、Total losses on disposal of non current assets 14,409.50 48,532.00

    including:Loss on disposal of fixed assets 14,409.50 48,532.00

    2、penalty expense 7,858.23 --

    3、Donation expenses 68,000.00 24,000.00

    4、compensation expense* -- --

    5、others 10,600.00 13,319.04

    Total 100,867.73 85,851.04

    35、 Other comprehensive income

    ITEM

    Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    1、the gain/loss yield from the disposal of financial assets available for sale -- --

    Less:the effect of income tax of disposal of financial assets available for sale

    -- --

    The amount of which had been transferred in gain and loss which had been

    counted in other comprehensive income prior period

    -- --

    Total -- --

    2、The amount of which the investee other comprehensive income applied

    with the equity method

    -- --

    less:the effect of income tax of The amount of which the investee other

    comprehensive income applied with the equity method

    -- --

    The amount of which had been transferred in gain and loss which had been

    counted in other comprehensive income prior period

    -- --

    Total -- --

    三、the gain or loss yield from the cash flow hedging instrument -- --

    less:the effect of the gain or loss yield from the cash flow hedging

    instrument

    -- --

    The amount of which had been transferred in gain and loss which had been

    counted in other comprehensive income prior period

    -- --

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    For the year ended at 30 June 2010 (Un-audited)

    83

    ITEM

    Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    The adjustment of the first recognized amount which had been transferred

    in hedging instrument

    -- --

    Total -- --

    4、the differences of translation of foreign financial statement 22,640.46 87,377.62

    less:the net amount of dealing with the overseas operation gain or loss -- --

    Total 22,640.46 87,377.62

    5、others -- --

    less:the income tax effect of other item which had been counted in other

    comprehensive income

    -- --

    The amount of which had been transferred in gain and loss which had been

    counted in other comprehensive income prior period

    -- --

    Total -- --

    Sum total 22,640.46 87,377.62

    36、 Cash flow statements

    (1)Cash received from operating activities

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    interest income 962,273.50 726,616.64

    Mortgage、deposits 40,476,735.71 3,635,486.58

    Correspondent Payment 47,258.44 --

    Maintenance fund 2,070,673.06 1,944,783.36

    Others 39,890,171.12 22,529,017.16

    Total 83,447,111.83 28,835,903.74

    (2)Cash paid for other operating activities

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Cash paid to General and

    administrative expenses 11,347,864.88

    10,707,023.68

    Cash paid to operating expenses 3,888,613.50 2,551,818.93

    Mortgage and Guarantee 25,180,736.06 1,116,920.00

    Property license fee、Survey Fee 2,769,095.00 2,155,117.40

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    For the year ended at 30 June 2010 (Un-audited)

    84

    Other Correspondent Payment 4,397,359.64 3,074,539.26

    Others 26,581,069.19 28,579,068.27

    Total 74,164,738.27 48,184,487.54

    (3)Cash received by selling the products and providing the services

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Cash received by selling the products and

    providing the services

    561,833,156.45 260,615,674.46

    The cash increased RMB 30,121.75 ten thousand, 115.58%. The increase due to additions of

    the sales fund of properties.

    (4)Cash paid for the goods and services:

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Cash paid for the goods and services 545,456,789.91 184,311,701.42

    The cash increased RMB 36,114.51 ten thousand, 195.94%. The increase due to paying for

    the remaining land-use right fee of the GuangMing New District.

    (5)Cash received from borrowings & repaid the borrowings

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Cash received from borrowings 364,800,000.00 50,000,000.00

    Cash repaid the borrowings 348,117,983.77 66,235,566.97

    The borrowings increase by RMB 31,480 ten thousand, 629.60%.

    The cash paid for the borrowings increased by RMB 28,188.24 ten thousand, 425.58%. The

    increase due to debt rescheduling.

    (6)Cash flow statement(continued)

    Supplementary information Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    1、Reconciliation from the net profit to the cash flows from operating

    activities

    Net profit 64,141,001.28 7,699,678.64

    Add:Provisions for assets impairment

    Depreciation of fixed assets and investment property 13,818,749.79 17,529,766.15

    Amortization of intangible assets 115,590.00 112,410.00

    Long-term deferred and prepaid expenses amortization 81,222.60 81,222.60

    Losses on disposal of fixed assets, intangible assets and other long-term 13,734.50 48,232.00

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    For the year ended at 30 June 2010 (Un-audited)

    85

    Supplementary information Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    assets(gains used“-”)

    Scrapping of fixed assets losses(gains used“-”)

    Exchange of fair value losses(gains used“-”) 24,785.75 -133,836.40

    Finance expenses (gains used“-”) 38,191,264.49 13,062,903.65

    Investment losses(gains used“-”) -22,440,060.89 -7,692,345.14

    Decrease in deferred tax assets(gains used“-”)

    Increase in deferred tax liabilities(gains used“-”)

    Decrease in inventories(gains used“-”) 39,967,798.36 35,032,398.72

    Decrease in operating receivables(gains used“-”) 3,719,253.25 3,637,307.90

    Increase in operating payables(gains used“-”) -191,752,191.63 -90,114,568.35

    Others -12,572,514.05 -266,313.13

    Net cash flows from operating activities -66,691,366.55 -21,003,143.36

    2、Investment and financing activities not involving cash

    3、Net increase/ (decrease) in cash and cash equivalents

    Cash at the end of the year 325,004,331.92 288,249,054.07

    Less: cash at beginning of the year 386,102,533.51 328,413,393.57

    Net increase in cash and cash equivalents -61,098,201.59 -40,164,339.50

    Note 6、Related parties’ transaction

    (1)The standards of related parties recognition

    Party control, joint control or the other to exert a significant impact on the other party, as well

    as two or more than two parties are of the same party control, joint control or significant influence,

    constitutes a related party.

    (2)Related party relationships

    1、 the information of the company’s controlling shareholder is as follows:

    Controlling

    shareholder relationship Enterprise

    type

    Place of

    registration

    legal

    representative

    Nature

    of

    business

    and

    principal

    activities

    Registered

    code

    Registered

    capital

    Equity

    Holding

    proporation%

    Voting

    rights%

    Shenzhen

    Investment

    Shareholding

    Limited

    controlling

    shareholder

    State-owned

    Enterprises

    Guangdong

    province

    Shenzhen

    Chen hongbo * 76756642-1 RMB 4

    billion 63.55 63.55

    * Guarantees for Municipal State-owned enterprises; stated-owned shares management

    excluded from the enterprises of direct control by SAC; on assets restructurings of controlled

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    For the year ended at 30 June 2010 (Un-audited)

    86

    enterprises as well as its capital operation. Other businesses authorized by city SAC.

    2、 The information of the company’s subsidiaries. Refer to Note 4.(1) for details.

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    For the year ended at 30 June 2010 (Un-audited)

    88

    3、 The information of the joint venture and Associate

    Name of investees Enterprise type Nature of business legal representative Registered code

    Place of

    registration

    Registered

    capital

    (in ten thousand Yuan)

    Equity

    Holding

    proportion%

    Voting rights%

    1、Associate investment:

    Zhaoqing Guifeng cement

    Co.,Ltd *1

    limited liability

    company

    CEMENTand

    CONCRETE production

    LiangGuangZhen 78385809-6 zhaoqing 3,023 50 50

    Shenzhen ronghua JiDian

    Co.,ltd

    limited liability

    company

    Elevator, air-condition,

    water-electricty fixing

    and sales

    ZhengZhongQing 19219691-6 Shenzhen 500 25 25

    Shenzhen Fresh Peak

    property consultant Co.,Ltd

    limited liability

    company

    Property sales and

    rental

    ZhongXinFa 19221684-1 Shenzhen 300 20 20

    Shenzhen runhua automobile

    trading Co.,Ltd *2

    limited liability

    company

    Domestic car sales( not

    includen little car)、moto

    LiXueMin 19220483-2 Shenzhen 500 50 50

    Shenzhen Dongfang New

    world store Co.,Ltd *3

    limited liability

    company

    Domestic trade/material

    supply

    PengNaiDian 19222948-2 Shenzhen 3,000 50 50

    2、joint venture investment:

    Guangdong province

    Huizhou Luofu Hill mineral

    Cooperative

    Enterprises

    Water and other products

    supply

    YangHuaiYu boluo 602 cooperation cooperation

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    For the year ended at 30 June 2010 (Un-audited)

    89

    Name of investees Enterprise type Nature of business legal representative Registered code

    Place of

    registration

    Registered

    capital

    (in ten thousand Yuan)

    Equity

    Holding

    proportion%

    Voting rights%

    water Co.,Ltd *4

    Fengkai Xinhua Hotel *5

    Cooperative

    Enterprises

    tourism、Restaurant fengkai cooperation cooperation

    Jiangmen Xinjian Real Estate

    Co. Ltd.*6

    Cooperative

    Enterprises

    Property developing and

    sales

    LuoJinXXing jiangmen USD660 cooperation cooperation

    Xian Fresh Peak Building

    Co. Ltd.*6

    Cooperative

    Enterprises

    Developing and operating

    Xi’an trade building

    LiangWeiGuo 62390802-3

    Xi’a

    n

    HKD3,000

    cooperation cooperation

    DongYi Property Co.,Ltd *6

    Private owned

    enterprises

    Property development

    and sales

    Hong Kong HKD100

    cooperation cooperation

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    For the year ended at 30 June 2010 (Un-audited)

    9 0

    *1 Zhaoqing Guifeng cement Co., Ltd

    The company held the Fifth meeting of the Sixth Directors on 2010-4-19. The meeting

    passed a resolution to dispose the 50% equity of Zhaoqing Guifeng cement Co., Ltd the

    company held. With the same condition, the former shareholder – GuangLong Group had the

    right of priority in acquiring.

    *2 Shenzhen runhua automobile trading Co., Ltd

    The operating period of this corporation was form 1992-2-24 to 1997-2-24. and the

    corporation had ceased operations because of operating loss for many years. And the

    corporation had been terminated its licenses by law because it failed to pass the annual

    inspection. And the corporation stopped making the financial statement. At 2009-12-31, the

    book value of the investment account of the company is zero. According to the associate

    agreement, the company didn’t have the ability to bear the additional loss.

    *3 Shenzhen Dongfang New world store Co., Ltd

    The operating period of this corporation was form 1993-6-7 to 1998-6-7. and the

    corporation had ceased operations because of operating loss for many years. And the

    corporation had been terminated its licenses by law at 2001-1-10 because it failed to pass the

    annual inspection. And the corporation stopped making the financial statement. At

    2009-12-31, the book value of the investment account of the company is zero. According to the

    associate agreement, the company didn’t have the ability to bear the additional loss.

    *4 Guangdong province Huizhou Luofu Hill mineral water Co., Ltd

    The operating period of this corporation was form 1991-6-5 to 2001-6-4. and the

    corporation had ceased operations because of operating loss for many years. And the

    corporation had been terminated its licenses by law at 2001-7-6 because it failed to pass the

    annual inspection. And the corporation stopped making the financial statement. At

    2009-12-31, the book value of the investment account of the company is zero. According to the

    joint venture agreement, the company didn’t have the ability to bear the additional loss.

    *5 Fengkai Xinhua Hotel

    The FengKai XingHua Hotel was announced bankruptcy by the Guangdong Province

    Zhaoqing City second-middle intermediate Peoples’ court with the document (2002)ZHFJPZ

    No.2. and the corporation had finished the bankruptcy procedure. At 2009-12-31, the book

    value of the investment account of the company is zero. According to the joint venture

    agreement, the company didn’t have the ability to bear the additional loss.

    *6 Jiangmen Xinjian Real Estate Co. Ltd.、Xian Fresh Peak Building Co. Ltd、DongYi

    Property Co., Ltd

    The above corporations were the joint ventures set up with the local partners for the

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    For the year ended at 30 June 2010 (Un-audited)

    9 1

    properties developing projects. Because the projects had been stopped, the joint ventures had

    stopped operating activities for many years. And these corporations also stopped operation for

    many years and didn’t prepare financial statements. The company had accrued corresponding

    provision of the investment of joint ventures. Refer to Notes 5.7.2 for details.

    The above joint ventures and associates which number were *2、*3、*4、*5、*6 had stopped

    operating businesses and preparing financial statements. The constitution and the agreement of

    the above corporations didn’t require the shareholders bearing the extra loss abilities except for

    contributing capital. According to the principle “ Enterprise Accounting Standard – No.2

    Long-Term Investment Equity ”, the company had accrued full provision of the investment

    according to the corporations’ financial situations. And the company hadn’t transferred back

    any provision. So in the accounting period, the book value of the investment account of the

    company is still zero.

    (3)Related parties transactions

    The related parties transactions included the emoluments、borrowings from related parties

    and interest expenses. The information is as follows:

    1、 Borrowings from related parties

    Closing Balance Opening Balance

    Short-term loans - Shenzhen investment

    holding Co., Ltd

    -- 100,000,000.00

    Other payables - Shenzhen investment

    holding Co., Ltd

    63,848,819.24 63,848,819.24

    Total 63,848,819.24 163,848,819.24

    2、 The Assurance of the relate parities

    Assurance Provider secured party relationship

    Secured

    amount

    Secured period

    Shenzhen investment holding

    Co., Ltd

    Shenzhen Special

    Economic Zone Real

    Estate and Properties

    (Group) Co., Ltd

    Controlling

    subsidiary

    200,000,000 2009.12.08 to 2012.12.07

    Shenzhen investment holding

    Co., Ltd

    Shenzhen Special

    Economic Zone Real

    Estate and Properties

    (Group) Co., Ltd

    Controlling

    subsidiary

    100,000,000 2010.3.23 to 2012.12.07

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    For the year ended at 30 June 2010 (Un-audited)

    9 2

    Shenzhen investment holding

    Co., Ltd

    Shenzhen Special

    Economic Zone Real

    Estate and Properties

    (Group) Co., Ltd

    Controlling

    subsidiary

    100,000,000 2010.5.22 to 2012.12.07

    Shenzhen Special Economic

    Zone Real Estate and Properties

    (Group) Co., Ltd

    ShanTou HuaLin Real

    Estate Developing

    Corporation

    Controlling

    subsidiary

    300,000,000 2009.08.31 to 2012.08.03

    Shenzhen Special Economic

    Zone Real Estate and Properties

    (Group) Co., Ltd

    Shenzhen Petrel Hotel Co.

    Ltd.

    Controlling

    subsidiary

    15,000,000 2007.06.14 to 2010.06.13

    3、 Receivables and Payables of related parties

    Closing Balance Opening Balance

    Name of related parties

    amount proportion% amount proportion%

    Other receivables Luofu Hill mineral water Co., Ltd 10,465,168.81 4.76 10,465,168.81 4.59

    Shenzhen Runhua automobile

    trading Co., Ltd

    3,072,764.42 1.40 3,072,764.42 1.35

    Canada GreatWall(Vancouver)

    Co., Ltd

    89,035,748.07 40.51 89,035,748.07 39.03

    Bekaton Property Limited 12,559,290.58 5.71 12,559,290.58 5.51

    Paklid Limited 19,181,797.04 8.73 19,181,797.04 8.41

    Shenzhen Shenfang Department

    Store Co. Ltd.

    189,179.82 0.09 189,179.82 0.08

    Shenzhen Real Estate

    Consolidated Service Co., Ltd.

    927,136.22 0.42 927,136.22 0.41

    Shenzhen City Shenfang

    Construction and Decoration

    Materials Ltd.

    8,327,180.71 3.79 8,327,180.71 3.65

    Shenzhen RongHua JiDian Co.,

    Ltd

    475,223.46 0.22 1,187,723.46 0.52

    Xi’an Fresh Peak property

    management& Trading Co., Ltd

    8,419,205.19 3.83 8,419,205.19 3.69

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    For the year ended at 30 June 2010 (Un-audited)

    9 3

    Closing Balance Opening Balance

    Name of related parties

    amount proportion% amount proportion%

    Accounts receivable

    Shenzhen Fresh Peak property

    consultant Co., Ltd

    1,178,541.43 3.41 1,187,345.24 3.56

    Other payables

    Shenzhen Tefa Real Estate

    Consolidated Service Co., Ltd.

    598,012.16 0.20 598,012.16 0.20

    Shenzhen Shen Fang Industrial

    Development Co., Ltd

    1,534,854.91 0.51 1,534,854.91 0.52

    Shenzhen ZhongGang Haiyan

    Enterprise Ltd.

    135,853.52 0.04 135,853.52 0.05

    Shenzhen Dongfang New world

    store Co., Ltd

    902,974.64 0.30 902,974.64 0.30

    Shenzhen Xin Dongfang Store

    Ltd.

    1,394,704.21 0.46 1,394,704.21 0.47

    Guangdong Province Fengkai

    Lain Feng Cement Manufacturing

    Co., Ltd.

    1,870,577.00 0.62 1,870,577.00 0.63

    Shenzhen Shatoujiao Nantian

    Store

    -- -- 1,200,000.00 0.40

    Shenzhen Cyber Port Co., Ltd 7,940,762.26 2.62 7,910,026.54 2.66

    Shenzhen shenfang group

    Bao’An developing Co., Ltd

    20,754,116.41 6.85 18,981,347.13 6.39

    Shenzhen investment holding

    Co., Ltd

    63,848,819.24 21.09 63,848,819.24 21.48

    Short-term loans

    Shenzhen investment holding

    Co., Ltd

    -- -- 100,000,000.00 100.00

    Interest payable

    Shenzhen investment holding

    Co., Ltd

    16,447,275.51 41.56 14,421,711.65 58.42

    Note 7、Exchange of non-monetary assets

    No information of exchange of non-monetary assets are needed to disclosure in the first

    half year of 2010 .

    Note 8、Share-based payment

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    For the year ended at 30 June 2010 (Un-audited)

    9 4

    There are no any share-based payment contract in the first half year of 2010.

    Note 9、Debt restructurings

    No information of Debt restructurings are needed to disclosure in the first half year of

    2010.

    Note 10、Contingencies

    (1)Significant litigation

    1.Guoxing Building Lawsuit

    On 21 March 1997, the company singed an agreement “transferring equity of GuoXing

    Building agreement” with Baoxing real Estate Development (Shenzhen) Company limited

    (hereinafter referred to as “BaoXing” ). According to the agreement specifications, the company

    transferred 50% of GuoXing Building project to BaoXing with the price- RMB 145,000

    thousand . And also, the construction cost – RMB 15,000 thousand that the company owed to

    GuoXing Building were undertaken by BaoXing. But after paying RMB 45 million to the

    company, the remaining equity transferring fund- RMB 100,000 thousand and the construction

    cost – 15,000 thousand hadn’t paid for the company. The company instituted legal proceedings

    against BaoXing. After the trial of the Guangdong High People’s Court on 28 September 2002,

    Baoxing had to pay for RMB 98,948,060.00 and interest to the company according to the paper

    of civil judgment –“(2001)YueGaoFaJing – ChuZhi No.7. Upon a second sue of the case in

    2003, the judgment remained unchanged.

    On 2008-2-2, the company signed an agreement with BaoXing company. According to the

    agreement specifications, BaoXing company paid for RMB 15,000 thousand to the company.

    and at the same time, the company gave up the distribution right and Auction Disposal right of

    the LongGang District BaoXing Building. But the BaoXing Company failed to carry out the

    agreement. On 2008-7-23, Baoxing Company 、the third party – Shenzhen HongMing MuYe

    Co., Ltd (hereinafter referred to as HongMing Company )and the company signed the

    composition agreement. According to the agreement specifications, the debts and other

    responsibilities of BaoXing Company would be undertaken by HongMing company. And

    HongMing Company had to paid for the company RMB 15,000 thousand and transferred the

    land-use right of N0. 1514 room ( size: 343.95 square meters) of Shenzhen international

    exchange plaza. At December 2008, the company received RMB 2,500 thousand. And the

    property hadn’t finished the transferring ownership procedures. Now the case is proceeding and

    there was no any new substantive progress in the reporting period.

    Until 30 June, 2010, the amount of RMB 66,201,645.33 had been called back on the case

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    For the year ended at 30 June 2010 (Un-audited)

    9 5

    with the execution.

    2.Xi’an project Lawsuit

    Xi’an Fresh Pead Holding limited company (hereinafter referred to as “Fresh Peak

    Company” ) was sino-foreign joint venture set up in Xi’an city. The shareholder of the Fresh

    Peak Company – Hong Kong Fresh Peak Co., Ltd was the wholly owned subsidiary of the

    company. And the Hong Kong Fresh Peak Co., Ltd contributed 84% of the Fresh Peak

    company’s share- capital in cash. And Xi’an trade building which was the enterprise under the

    Xi’an Joint Commission on Commerce and Trade contributed 16% of the Fresh Peak company’s

    share- capital with the land-use right. The core business was property development. And the

    project was Xi’an Trade Building. The project was started on 1995-11-28. But the project had

    been stopped in 1996 because of the 2 parties differences on the operating policy of the project.

    In 2007, the Xi’an government withdrew the Xi'an Fresh Peak investment project

    compulsively and assigned the project to Xi’an Business Tourism Co., Ltd ( hereinafter referred

    to as “Business Tourism company” ). But the two parties had insulted an lawsuit on

    compensation. The ShanXi Province High Peoples Court made a judgement “(2000) SJ-CZ

    No.25”. The judgment were as follows: 1、Business Tourism company had to paid for the

    compensation RMB 36,620 thousand to Xi’an Fresh Peak company after the judgment entering

    into force. If the Business Tourism company failed to pay in time, it had to pay double debt

    interests to Xi’an Fresh Peak company. 2、Xi’an Joint Commission on Commerce had the joint

    and several obligation of the interests of the compensation.

    Until 30 June, 2010, the amount of RMB 15,201,000.00.had been called back. There was

    no any new substantive progress in the reporting period.

    At 2010-6-30, the book value of the investment of Xi’an Fresh Peak Company was RMB

    12,166,897.84 . The provision for investment was RMB 20,673,831.77. and the amount of

    credit was RMB 8,419,205.19.

    3.Luofu Hill project Lawsuit

    The company cooperated with Luofu Hill Tourism company ( hereinafter referred to as

    “Tourism company” )cooperated on Luofu Hill Tourism project in early years. The company

    instituted legal proceedings against Tourism company because the Tourism company failed to

    carry out the agreement. The judgment which issued by GuangDong Province High Peoples

    Court on 2007-12-21 are as follows:

    1、Tourism company had to paid for RMB 9,600 thousand to the company in 10 days after

    the judgment entering into force.

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    For the year ended at 30 June 2010 (Un-audited)

    9 6

    2、Tourism company should paid for the interests of RMB 9,600 thousand with The

    People's Bank of China similar loans rate in 10 days after the judgment entering into force. Of

    which, The interests of RMB 4,400 thousand were calculated from 1986-5-1 to the day the

    Tourism company paid off the debt. The interests of RMB 4100 thousand were calculated from

    1988-2-1 to the day the Tourism company paid off the debt. The interests of RMB 1,100

    thousand were calculated from 1989-6-15 to the day the Tourism company paid off the debt.

    The interest of RMB 8,580 thousand that the Tourism company had paid for to the company can

    be deduct ed from the interest payable.

    3、Luofushan Administration Committee had to undertake one third of the debts which

    Luofushan Tourism was unable to pay ;

    4、The interest of debts would be double if the Tourism company and Luofushan

    Administration Committee failed to fulfill their obligations within the designated period of this

    judgment;

    5、Tourism company undertake all the litigation fees (RMB 167,714 ). The expense of

    first instance and the second instance had to pay to the company during the duration of

    payment.

    There was no any new substantive progress after the judgment announced. The company

    applied the Guangdong Province High people’s Court to supervise implementation at May 2009.

    The Guangdong Province High people’s Court issued a document “(2009) YGYZDZ No. 67 to

    Huizhou intermediate people’s court and asked the Huizhou intermediate people’s court to close

    this case in 3 months after receiving the document. Until 2010-3-17, Huizhou intermediate

    people’s court had finished the Evaluation of the land use right of the executor.

    On 2010-6-30, the book value of the investment of Tourism company was RMB

    9,600,000.00 . the provision for investment was RMB 4,800,000.00.

    4.Shenyang Tongxin Case

    Shenyang Tongxin Real Estate Development Co., Ltd. ( hereinafter referred to as

    “TongXin Company” ) was joint-venture set up in ShenYang city. The shareholder of

    company – Hong Kong Fresh Peak Co., Ltd was the wholly owned subsidiary of the company.

    And the shares Hong Kong Fresh Peak Co., Ltd held was 93.1%. The core business of TongXin

    Company was to develop ShenYang Fresh Peak Business Plaza. TongXin Company refinanced

    RMB13,140 thousand from China Agriculture bank ShenYang branch. And the company

    provided assurance for the loan. Because TongXin Company failed to repaid the loan in time.

    The China Agriculture bank ShenYang branch instituted legal proceedings in shenyang

    Intermediate People's Court. So TongXin Company borrowed money from the company to

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    For the year ended at 30 June 2010 (Un-audited)

    9 7

    repay the loans and interests.

    On 2008-1-25, International economic trade Arbitration commission HuaNam branch

    made a judgment. According to the judgment, TongXin Company had to repaid RMB

    14,422,440.22 and interests to the company. Now the case is proceeding. Until 2010-1-27, the

    company had called back RMB 7,000 thousand.

    Related Matters of the case: 93.1% shares of Shenyang Tongxin Company's shares held

    by fresh Peak Company was auctioned sale by Shenzhen Intermediate People's Court on 22

    January 2006. and fresh Peak Company didn’t hold any shares of Tongxin Company'.

    (2)、Security for debts

    Up to 30 June 2010, balance of guarantees is as follows::

    Currency Amount

    (in ten thousand Yuan)

    Internal guarantees in the group RMB 31,440

    Guarantees for outstanding mortgage RMB 1,026

    Note 11、Commitments

    At 2010-6-30, the information of the commitments are as follows:

    Amount (in ten thousand)

    The land-use right contracts which had been signed or were going to carry out 30,000

    Until 2010-6-30, the company had the land-use right contract which had been signed but

    not already paid for the full land remise fund. The total land remise fund is RMB 1.2 billion.

    The company had paid for RMB0.9billion . The remaining land remise fund is RMB 0.3 billion.

    The rate is 5.31%. The remaining land remise fund had to be paid before 2010-8-28.

    Note12、Notes to the parent company financial statements

    1、 Accounts receivable

    (1)The symbol of credit risk identified by customers categories

    Closing Balance Opening Balance

    Book balance Provision of bad debts Book balance Provision of bad debts

    Amount

    proportion

    %

    Amount

    proportion

    %

    Amount

    proportion

    %

    Amount

    proportion

    %

    category 1 -- -- -- -- -- -- -- --

    category 2 -- -- -- -- -- -- -- --

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    For the year ended at 30 June 2010 (Un-audited)

    9 8

    category 3 12,100,874.79 100.00 6,301,854.02 100.00 12,566,900.74 100.00 6,457,254.02 100.00

    Total 12,100,874.79 100.00 6,301,854.02 100.00 12,566,900.74 100.00 6,457,254.02 100.00

    category 1: refers to accounts receivable with significant individual amount, such

    individual amount is more than 5 million Yuan

    category 2: individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky accounts receivable, aging of such fund in

    three years, and still less likely to recover the money.

    category 3: Other is not significant accounts receivable

    (2)The information of provision for bad debts of which the amount were significant or

    insignificant but tested individually are as follows:

    Closing Balance

    Book balance

    Provision for

    bad debts

    proportion % reason

    Other insignificant

    accounts receivable

    12,100,874.79 6,301,854.02 52.08%

    The sales price which were gonna reclaimed.

    The company accrued the provision according to

    the irretrievability.

    (3)The aging of accounts receivable by categories

    Closing Balance Opening Balance

    Aging

    Book balance proportion % Provision Book balance proportion % Provision

    Within 1 year -- -- -- -- -- --

    1 to 2 year -- -- -- 65,745.71 0.52 --

    2 to 3 year 38,875.00 0.32 183,200.39 1.46 --

    Above 3 years 12,061,999.79 99.68 6,301,854.02 12,317,954.64 98.02 6,457,254.02

    Total 12,100,874.79 100 6,301,854.02 12,566,900.74 100.00 6,457,254.02

    (4)No amount due from shareholders who hold 5% or more of the voting rights of the

    company is included in the above balance of accounts receivable.

    (5)Refer to Note6、(3).3 for details of the accounts receivables which due from related

    parities.

    2、 Other receivables

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    For the year ended at 30 June 2010 (Un-audited)

    9 9

    (1)The symbol of credit risk identified by customers categories

    Closing Balance Opening Balance

    Book balance Provision of bad debts Book balance Provision of bad debts

    Amount

    proport

    ion %

    Amount

    proport

    ion %

    Amount

    propor

    tion %

    Amount

    propor

    tion %

    Category 1 1,060,244,818.15 91.19 849,851,353.28 98.45 1,222,338,453.35 91.70 849,851,353.28 98.45

    Category 2 12,530,185.94 1.08 12,530,185.94 1.45 12,530,185.94 0.94 12,530,185.94 1.45

    Category 3 89,875,627.12 7.73 811,640.80 0.10 98,176,216.12 7.36 811,640.80 0.10

    Total

    1,162,650,631.21 100.00

    863,193,180.02 100.00 1,333,044,855.41 100.00 863,193,180.02 100.00

    category 1: refers to other receivables with significant individual amount, such individual

    amount is more than 5 million Yuan.

    category 2: individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky other receivables, aging of such fund in

    three years, and still less likely to recover the money.

    category 3: Other is not significant other receivables.

    (2)The aging of other receivables:

    Closing Balance Opening Balance

    Aging

    Amount proportion % Provision Amount proportion Provision

    Within 1 year 21,207,640.16 1.82 -- 23,564,044.62 1.77 --

    1 to 2 year 106,115,899.01 9.13 -- 115,288,327.28 8.65 --

    2 to 3 year 127,027,751.05 10.93 -- 132,332,131.47 9.92 --

    Above 3 years 908,299,340.99 78.12 863,193,180.02 1,061,860,352.04 79.66 863,193,180.02

    Total 1,162,650,631.21 100.00 863,193,180.02 1,333,044,855.41 100.00 863,193,180.02

    The provision of individual is not a significant amount of credit risk, but according to the

    characteristics of the portfolio after portfolio of risky other receivable:

    Closing Balance Opening Balance

    Aging

    amount proportion %

    Provision of bad

    debts

    amount proportion %

    Provision of bad

    debts

    Above 3 years 12,530,185.94 100.00 12,530,185.94 12,530,185.94 100.00 12,530,185.94

    (3)the information of provision for bad debts of which the amount were significant or

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    For the year ended at 30 June 2010 (Un-audited)

    1 0 0

    insignificant but tested individually are as follows:

    Closing Balance

    Book balance Provision (%) proportion % Reason

    individually significant other

    receivables

    1,060,244,818.15 849,851,353.28 80.16%

    The correspond money of related parties.

    The aging is long and the irretrievability

    is little. The company accrued the

    provision according to the irretrievability

    of each item.

    individual is not a significant

    amount of credit risk, but

    according to the characteristics

    of the portfolio after portfolio of

    risky accounts receivable

    12,530,185.94 12,530,185.94 100.00%

    The correspond money of unrelated

    parties. The aging is long and the

    irretrievability is little. The company

    accrued the full provision.

    Other insignificant receivables 89,875,627.12 811,640.80 0.90%

    Other insignificant receivable. The

    company accrued the provision according

    to the irretrievability of each item.

    Total 1,162,650,631.21 863,193,180.02

    (4)The information of accounts receivables of the company's biggest five debtors are as

    follows::

    Name relationship Amount proportion % aging

    417,789.75 0.036 Within 1 year

    977,977.04 0.084 1 to 2 year

    209,738,677.28 18.040 2 to 3 year

    Fresh Peak Enterprise Co., Ltd. subsidiary

    365,100,233.62 31.402 Above 3 years

    3,257,244.54 0.280 Within 1 year

    100,703,588.09 8.662 1 to 2 year

    Shenzhen ShenFang Group LongGang

    Development Co., Ltd

    subsidiary

    98,527,997.38 8.474 2 to 3 year

    American great wall Co., Ltd subsidiary 101,379,954.81 8.720 Above 5 years

    Canada Great Wall(Vancouver) Co., Ltd subsidiary 89,035,748.07 7.658 Above 3 years

    13,606,762.15 1.170 1 to 2 year

    Fresh Peak property Co., Ltd. subsidiary 761,332.16 0.065 2 to 3 year

    17,719,721.16 1.524 Above 3 years

    Total 1,001,227,026.05 86.116

    (5)No amount due from shareholders who hold 5% or more of the voting rights of the

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    For the year ended at 30 June 2010 (Un-audited)

    1 0 1

    company is included in the above balance of other receivables.

    (6)Refer to Note6、(3).3 for details of the other receivables which due from related

    parities.

    (7)There were no any other receivables which had been terminated recognized in the

    accounting year.

    (8)There were no any other receivables which had been Securitization in the accounting

    year.

    3、 Inventories

    Closing Balance Opening Balance

    Amount

    Provision for

    declines

    Amount

    Provision for

    declines

    Real estate development products 75,698,642.06 771,196.00 86,040,542.19 1,350,000.00

    Real estate developing products 130,536,736.91 -- 130,053,479.40 --

    Real estate which are going to be

    developed 1,206,770,138.46

    --

    1,200,170,737.09

    --

    Total 1,413,005,517.43 771,196.00 1,416,264,758.68 1,350,000.00

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    For the year ended 30 June 2010 (Un-audited)

    10 4

    4、 Long-term equity investments

    (1) the information of long-term equity investments:

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    Subsidiaries’ investment:

    Shenzhen City Property

    Management Ltd.

    Cost

    method

    12,821,791.52 12,821,791.52 -- 12,821,791.52 95 95 -- -- --

    Shenzhen Petrel Hotel Co.

    Ltd.

    Cost

    method

    20,605,047.50 20,605,047.50 -- 20,605,047.50 68.10 68.10 -- -- --

    Shenzhen City Shenfang

    Investment Ltd.

    Cost

    method

    9,000,000.00 9,000,000.00 -- 9,000,000.00 90 90 -- -- --

    Fresh Peak Enterprise Ltd.

    Cost

    method

    556,500.00 556,500.00 -- 556,500.00 100 100 -- -- --

    Fresh Peak Holdings Ltd.

    Cost

    method

    20,824,545.77 22,717,697.73 -- 22,717,697.73 100 100 -- -- --

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    For the year ended 30 June 2010 (Un-audited)

    10 5

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    Shenzhen Special Economic

    Zone Real Estate (Group)

    Guangzhou Property and

    Estate Co., Ltd.

    Cost

    method

    20,000,000.00 20,000,000.00 -- 20,000,000.00 100 100 -- -- --

    Shenzhen Zhen Tung

    Engineering Ltd

    Cost

    method

    11,332,321.45 11,332,321.45 -- 11,332,321.45 73 73 -- -- --

    American Great wall Co.,

    Ltd

    Cost

    method

    1,435,802.00 1,435,802.00 -- 1,435,802.00 70 70 -- -- --

    Shenzhen City Shenfang

    Free Trade Trading Ltd.

    Cost

    method

    4,750,000.00 4,750,000.00 -- 4,750,000.00 95 95 -- -- --

    Shenzhen City Hua Zhan

    Construction Management

    Ltd.

    Cost

    method 6,000,000.00 6,000,000.00 -- 6,000,000.00 75 75 -- -- --

    Shenzhen City Car Rental Cost 11,809,500.00 6,495,225.00 -- 6,495,225.00 55 55 -- -- --

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    10 6

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    Ltd. method

    QiLu Co., Ltd

    Cost

    method

    212,280.00 212,280.00 -- 212,280.00 20 20 -- -- --

    Beijing fresh peak property

    development management

    limited company

    Cost

    method 500,000.00 500,000.00 -- 500,000.00 10 10 -- -- --

    Shenzhen Lain Hua Industry

    and Trading Co. Ltd.

    Cost

    method

    13,458,217.05 13,458,217.05 -- 13,458,217.05 95 95 -- -- --

    Shenzhen City SPG Long

    Gang Development Ltd.

    Cost

    method

    30,850,000.00 30,850,000.00 -- 30,850,000.00 95 95 -- -- --

    Beijing fresh peak property

    development management

    limited company

    Cost

    method 64,183,888.90 64,183,888.90 -- 64,183,888.90 75 75 -- -- --

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    For the year ended 30 June 2010 (Un-audited)

    10 7

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    Shenzhen Shenfang Car Park

    Ltd.

    Cost

    method

    29,750,000.00 29,750,000.00 -- 29,750,000.00 70 70 -- -- --

    Joint venture investment:

    Guangdong province

    Huizhou Luofu Hill mineral

    water Co., Ltd

    Equity

    method 9,969,206.09 9,969,206.09 -- 9,969,206.09 cooperate cooperate 9,969,206.09 -- --

    Fengkai Xinhua Hotel

    Equity

    method

    9,455,465.38 9,455,465.38 -- 9,455,465.38 cooperate cooperate 9,455,465.38 -- --

    Associate investment : -- --

    Shenzhen Shatoujiao

    Nantian Store *1

    Equity

    method

    2,850,618.06 2,599,085.66 -152,851.44 2,446,234.22 50 50 -- -- --

    Zhaoqing Guifeng cement

    Co., Ltd *2

    Equity

    method

    15,112,000.00 14,500,911.03 -1,776,494.00 12,724,417.03 50 50 -- -- --

    Shenzhen runhua automobile Equity 1,445,425.56 1,445,425.56 -- 1,445,425.56 50 50 1,445,425.56 -- --

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    For the year ended 30 June 2010 (Un-audited)

    10 8

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    trading Co., Ltd method

    Shenzhen ronghua JiDian

    Co., ltd

    Equity

    method

    1,250,000.00 1,816,528.73 24,748.46 1,841,277.19 25 25 1,076,954.64 -- --

    Shenzhen Fresh Peak

    property consultant Co., Ltd

    Equity

    method

    600,000.00 -- -- -- 20 20 -- -- --

    Other investments: -- --

    Shenzhen Shen Fang

    Industrial Development Co.,

    Ltd

    Cost

    method 4,500,000.00 4,500,000.00 -- 4,500,000.00 100 100 4,500,000.00 -- --

    Shenzhen ZhongGang

    Haiyan Enterprise Ltd.

    Cost

    method

    12,940,900.00 12,940,900.00 -- 12,940,900.00 68 68 12,940,900.00 -- --

    Shenzhen Real Estate

    Consolidated Service Co.,

    Ltd.

    Cost

    method 5,958,305.26 5,958,305.26 -- 5,958,305.26 100 100 5,958,305.26 -- --

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    For the year ended 30 June 2010 (Un-audited)

    10 9

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    Paklid Limited

    Cost

    method

    201,100.00 201,100.00 -- 201,100.00 100 100 201,100.00 -- --

    Canada GreatWall

    (vancouver) Co., Ltd

    Cost

    method

    4,526.25

    -- -- -- 60 60 -- -- --

    Bekaton Property Limited

    Cost

    method

    906,630.00 906,630.00 -- 906,630.00 60 60 906,630.00 -- -

    Shenzhen Tefa Real Estate

    Consolidated Service Co.,

    Ltd.

    Cost

    method 8,180,003.63 8,180,003.63 -- 8,180,003.63 100 100 8,180,003.63 -- --

    Shenzhen Xin Dongfang

    Store Ltd.

    Cost

    method

    18,500,000.00 18,500,000.00 -- 18,500,000.00 100 100 18,500,000.00 -- --

    Shenzhen City Shenfang

    Construction and Decoration

    Materials Ltd.

    Cost

    method 2,680,000.00 2,680,000.00 -- 2,680,000.00 100 100 2,680,000.00 -- --

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    For the year ended 30 June 2010 (Un-audited)

    11 0

    Name of investees

    Measured

    method

    Original cost

    Opening

    Balance

    movement

    Closing

    Balance

    Proportion

    (%)

    Voting

    right (%)

    provision

    Provision

    accrued

    in the

    first half

    year of

    2010

    Dividend

    Shenzhen Shenfang

    Department Store Co. Ltd.

    Cost

    method

    9,500,000.00 9,500,000.00 -- 9,500,000.00 95 95 9,500,000.00 -- --

    Shenzhen Cyber Port Co.,

    Ltd

    Cost

    method

    14,000,000.00 12,401,018.42 -- 12,401,018.42 70 70 -- -- --

    ShenZhen ShenFang BaoAn

    development Co., Ltd

    Cost

    method

    19,000,000.00 19,000,000.00 -- 19,000,000.00 95 95 -- -- --

    Shantou Fresh Peak Building

    Cost

    method

    68,731,560.43 58,547,652.25 -- 58,547,652.25 100 100 58,547,652.25 -- --

    Total 497,875,634.85 445,866,406.18 -2,646,234.22 443,220,171.96 143,861,642.81 -- --

    PDF 文件使用 "pdfFactory Pro" 试用版本创建 www.fineprint.cn*1 Shenzhen Shatoujiao Nantian Store

    The company transferred 50% equity of Shenzhen Shatoujiao Nantian Store to Shenzhen

    ShaTou Jiao Business trade Co., Ltd with a listing agreement price –RMB 12,145.00 thousand in

    Shenzhen United property Exchange on 2nd February 2010 .

    *2Zhaoqing Guifeng cement Co., Ltd

    The company held a party joint conference at 2010-4-19. the meeting passed a resolution to

    dispose the 50% equity of Zhaoqing Guifeng cement Co., Ltd which the company held. under the

    same condition, the former shareholder – GuangLong Group had the right of priority in acquiring.

    (2)Provision for impairment of long-term equity investments:

    Provision for impairment

    Name of investees Opening

    balance

    additions reductions

    Closing

    balance

    Notes

    Shenzhen ronghua JiDian Co.,ltd 1,076,954.64 -- -- 1,076,954.64

    operating

    loss

    Shenzhen Shen Fang Industrial

    Development Co., Ltd

    4,500,000.00 -- -- 4,500,000.00

    cessation

    Shenzhen ZhongGang Haiyan Enterprise

    Ltd.

    12,940,900.00 -- -- 12,940,900.00

    cessation

    Shenzhen Real Estate Consolidated

    Service Co., Ltd.

    5,958,305.26 -- -- 5,958,305.26

    cessation

    Paklid Limited 201,100.00 -- -- 201,100.00 cessation

    Bekaton Property Limited 906,630.00 -- -- 906,630.00 cessation

    Shenzhen Tefa Real Estate Consolidated

    Service Co., Ltd

    8,180,003.63 -- -- 8,180,003.63

    cessation

    Shenzhen Xin Dongfang Store Ltd. 18,500,000.00 -- -- 18,500,000.00 cessation

    Shenzhen City Shenfang Construction

    and Decoration Materials Ltd.

    2,680,000.00 -- -- 2,680,000.00

    cessation

    Shenzhen Shenfang Department Store

    Co. Ltd.

    9,500,000.00 -- -- 9,500,000.00

    liquidition

    Shenzhen Runhua automobile trading

    Co.,Ltd

    1,445,425.56 -- -- 1,445,425.56

    cessation

    Guangdong province Huizhou Luofu Hill

    mineral water Co., Ltd

    9,969,206.09 -- -- 9,969,206.09

    cessation

    Fengkai Xinhua Hotel 9,455,465.38 -- -- 9,455,465.38 cessation

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    Provision for impairment

    Name of investees Opening

    balance

    additions reductions

    Closing

    balance

    Notes

    Shantou Fresh Peak Building 58,547,652.25 -- -- 58,547,652.25 cessation

    Total 143,861,642.81 -- -- 143,861,642.81

    5、 Turnover and cost of sales

    (1)Turnover and cost of sales

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Core Operating Income 153,726,868.02 55,952,078.92

    Other Operating Income 2,313,804.43 2,900.00

    Gross Income 156,040,672.45 55,954,978.92

    Cost of sales 72,488,362.99 31,580,000.36

    (2)Core operating Income(classed by industry)

    Operating Income operating Cost Operating margin

    Industry Jan 2010 - Jun

    2010

    Jan 2009 - Jun

    2009

    Jan 2010 -

    Jun 2010

    Jan 2009 - Jun

    2009

    Jan 2010 -

    Jun 2010

    Jan 2009 -

    Jun 2009

    Real 135,462,246.00 26,166,782.38 60,709,940.53 16,131,692.49 74,752,305.47 10,035,089.89

    Leasing 20,092,299.40 29,273,859.02 11,575,387.52 15,087,280.66 8,516,911.88 14,186,578.36

    Other 486,127.05 514,337.52 203,034.94 361,027.21 283,092.11 153,310.31

    Total 156,040,672.45 55,954,978.92 72,488,362.99 31,580,000.36 83,552,309.46 24,374,978.56

    (3)the information of the biggest 5 clients are as follows:

    Jan 2010 – Jun 2010

    Amount proportion%

    Shenzhen ShengShi JiaChuang Investment

    Corporation 129,360,000.00 82.90

    Shenzhen JinSe Times Corporation 1,580,500.00 1.01

    Individual – SunMingWei 728,643.00 0.47

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    ShenZhen YongWang Friendship Business

    Corporation 579,766.40 0.37

    YongChangCheng Consulting Services

    (Shenzhen) Corporation 529,374.00 0.34

    Total 132,778,283.40 85.09

    6、 Investment income

    (1)the details of investment income are as follows:

    Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    The investment income yielded from the long-term equity applied with the

    cost method

    -- --

    The investment income yielded from the long-term equity applied with the

    equity method

    The investment income yielded from the disposal of the long-term equity 9,636,607.65

    The investment income yielded from the disposal of the financial assets held

    for trading

    116,843.92 8,532.58

    others

    Total 9,753,451.57 8,532.58

    The investment income yielded from the disposal of the long-term equity is the profit that the company

    transferred the 50% equity of the NanTian Store.

    Note 13、 Non - regular gains and losses and financial

    1、Non - regular gains and losses

    According to "public offering of securities companies to disclose information interpretative

    bulletin No. 1 - non-recurring gains and losses (2008)", the Company non-recurring gains and

    losses are as follows::

    Item Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    Non-current assets disposed of profit and loss, including the write-off

    part of provision for asset impairment 9,622,198.15 -48,232.00

    Authority approval or non-formally approved document or incidental

    tax revenue return, relief -- --

    Gains and losses included in the current period of government -- --

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    Item Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    subsidies, but the company is closely related to normal business, in

    line with national policies and regulations, in accordance with

    standard fixed or quantitative government subsidies except

    Gains and losses included in current period on non-financial

    enterprises occupy fees charged by funds -- --

    Enterprises to obtain subsidiaries, joint ventures and joint venture

    investment is less than the cost of investment should be enjoyed by

    the investment unit fair value of identifiable net assets of the revenue

    generated -- --

    Non-monetary assets to exchange gains and losses -- --

    Commissioned the investment or management of assets, profit and

    loss -- --

    Due to force majeure factors, such as natural disasters and the

    provision of the quasi-impairment of assets -- --

    Debt restructuring, profit and loss -- --

    Corporate restructuring costs, such as placement of workers

    spending, such as integration charges -- --

    Significant loss of fair trading price of the transaction over the fair

    value of part of the profit and loss -- --

    The same under the control of mergers resulting from the merger a

    subsidiary of the opening day of the current period to the net profit or

    loss -- --

    Normal business with the company or have a matter arising from

    unrelated to the profit and loss -- --

    In addition to normal business with the company effective hedging

    related business, holders of tradable financial assets, transactions and

    financial liabilities arising from changes in fair value gains and

    losses, as well as the disposal of trading of financial assets, trading

    financial liabilities and available-for-sale financial assets investment

    returns achieved 92,058.17 142,368.98

    A separate impairment test for impairment of receivables transferred

    back to preparation -- --

    Commissioned external loans made by the profit and loss -- --

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    Item Jan 2010 - Jun 2010 Jan 2009 - Jun 2009

    The use of fair value measurement model of follow-up to the fair

    value of real estate investment gains and losses arising from changes -- --

    According to tax, accounting and other laws and regulations the

    requirements of the current profit and loss for a one-time adjustment

    of the current profit and loss impact -- --

    Entrusted with the operation of the trustee to obtain fee income -- --

    In addition to the above other than the operating income and

    expenditure 36,841.49 -6,693.95

    Other non-recurring gains and losses in line with the definition of

    profit and loss items -- --

    Total 9,751,097.81 87,443.03

    Less: Income tax impact of several 2,033.68 -9,639.21

    Profit and loss impact of the number of minority shareholders

    Deducting income tax, minority shareholders after the

    non-recurring profit and loss profit and loss together 9,749,064.13 97,082.24

    The Non - regular gains and losses increased by RMB 965.2 ten thousand. The increase due

    to transferred the 50% of the equity the Shenzhen ShaTouJiao Store .

    2、weighted Rate of return and Earnings per share

    Earnings per

    Items share ( Yuan/share)

    Profit during the

    reporting period

    Net assets yield (%)

    basic diluted

    Jan 2010 – Jun 2010

    the net profit Attributable to equity

    holders of the Company

    64,141,001.28 5.09 0.0634 0.0634

    the net profit after deducting the

    non-regular gain or loss attributable

    to equity holders of the Company

    54,391,937.15 4.33 0.0538 0.0538

    Jan 2009 – Jun 2009

    the net profit Attributable to equity

    holders of the Company

    7,725,323.97 0.637 0.0076 0.0076

    the net profit after deducting the

    non-regular gian or loss attributable

    to equity holders of the Company

    7,628,241.73 0.627 0.0075 0.0075

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    The calculation formula of weighted Rate of return is as follows:

    weighted Rate of return =P0/(E0+NP÷2+Ei×Mi÷M0– Ej×Mj÷M0±Ek×Mk÷M0)

    Notes: P0- the net profit attributable to holding company of the Company、the net profit after

    deducting the non-regular gain or loss attributable to holding company of the Company;

    NP - the net profit attributable to shareholders of the Company;

    E0 – the opening balance of net assets attributable to holding company;

    Ei – the balance of net assets attributed to the shares which issued in the reporting period or

    debt to equity shares;

    Ej – the balance of net assents attributed to the shares which were repurchased or decreased

    by distributing the cash dividend;

    Mi – the accumulated amount of the months from the next month the new additional net

    assests to the end month of the reporting period;

    Mj - the accumulated amount of the months from the next month the net assets reduced to the

    end month of the reporting period;

    Ek – the movement of the net assets attributed to the shares which due to other transaction;

    Mk - the accumulated amount of the months from the next month the net assests happened to

    the ending month of the reporting period;

    If the company happens combination under common control, when the company calculate

    the weighted average return on net assets, the net assets of the combined party are calculated form

    the beginning of the reporting period ; when calculating the weighted average return on net assets

    after deducting non-recurring gains and losses, the net assets of the combined party are calculated

    form the next month of combination month.

    When calculating the weighted average net assets during the return, the combined party's net

    profit, net assets are calculated from the comparing beginning of the period; when Calculating the

    weighted average return on net assets after deducting non-recurring gains and losses, the merged

    party's net assets are not counted in (weight is zero)

    3、the differences of the domestic Financial statements comparing with the overseas financial

    statement

    CAS (RMB) IFRS (RMB)

    the net profit attributable to

    holding company of the Company 64,141,001.28 64,141,001.28

    the net assets attributable to

    holding company of the Company 1,292,815,256.15 1,292,815,256.15

    notes No differences

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    English version of financial statements for the year 1 January 2010 to 30 June 2010 if there is

    any conflict of meaning between the Chinese and English versions, the Chinese version will

    prevail.

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