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深深房B:2012年第三季度报告正文(英文版)2012-10-30  

						         SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE &
                  PROPERTIES (GROUP) CO., LTD.

            ABSTRACT OF THE THIRD QUARTERLY REPORT 2012


I. Important Notes

The Board of Directors, the Supervisory Committee and the directors, supervisors and senior management of
Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. (hereinafter referred to as “the
Company”) hereby guarantee that this report does not contain any false information, misleading statements or
material omissions, and accept, individually and collectively, the responsibility for the factuality, accuracy and
completeness of this report.
All directors attended the board session for reviewing this report.
Zhou Jianguo, Person-in-charge of the Company, Chen Maozheng, Person-in-charge of the accounting work, and
Tang Xiaoping, Person-in-charge of the accounting organ hereby confirm the factuality and completeness of the
Financial Report in this quarterly report.

II. Company Profile

(I) Major accounting data and financial indexes

Any retrospective adjustment in previous financial statements?
□ Yes √ No □ Inapplicable
                                        30 Sept. 2012                       31 Dec. 2011                Increase/decrease (%)
Total assets (RMB Yuan)                       3,495,348,805.51                  3,236,127,046.06                              8.01%
Owners’ equity attributable to
shareholders of the Company                   1,591,794,557.67                  1,528,596,536.13                              4.13%
(RMB Yuan)
Share capital (share)                         1,011,660,000.00                  1,011,660,000.00                                 0%
Net      assets    per    share
attributable to shareholders of
                                                             1.5734                         1.511                             4.13%
the       Company        (RMB
Yuan/share)
                                                             YoY increase/decrease                            YoY increase/decrease
                                   Jul.-Sept. 2012                                    Jan.-Sept. 2012
                                                                     (%)                                              (%)
Gross operating         revenues
                                       260,092,023.21                        7.42%         707,456,226.28                   -11.13%
(RMB Yuan)
Net profit attributable to
shareholders of the Company             23,328,496.44                        4.16%          63,412,594.53                   -26.86%
(RMB Yuan)
Net cash flow from operating
                             --                             --                             -194,934,163.92                 -331.46%
activities (RMB Yuan)
Net cash flow per share from
operating activities (RMB    --                             --                                      -0.1927                -331.46%
Yuan/share)
Basic EPS (RMB Yuan/share)                           0.02                    4.16%                  0.0627                  -26.86%
Diluted     EPS           (RMB
                                                     0.02                    4.16%                  0.0627                  -26.86%
Yuan/share)
Weighted average ROE (%)                        1.48%                        0.01%                   4.06%                    1.83%
Weighted average ROE after                      1.48%                        0.01%                   4.07%                    1.76%
deducting non-recurring gains



                                                                                                                                      1
and losses (%)
Items of non-recurring gains and losses
√Applicable □Inapplicable
                                                                      Amount during
                             Item                                  Jan.-Sept. 2012 (RMB                     Notes
                                                                           Yuan)
Gains and losses on disposal of non-current assets                             5,516.57 Disposal of fixed assets
Tax rebate, reduction or exemption due to un-authorized
approval or the lack of formal approval documents
Government grants recognized in the current year, except
for those acquired in the ordinary course of business or
granted at certain quotas or amounts according to the
country’s unified standards
Capital occupation fees received from non-financial
enterprises that are included in current gains and losses
Gains generated when the investment costs of the
Company’s acquiring subsidiaries, associates and joint
ventures are less than the fair value of identifiable net assets
in the investees attributable to the Company in the
acquisition of the investments
Exchange gains and losses of non-monetary assets
Gains and losses through entrusting others to invest or
manage assets
Various asset impairment provisions due to acts of God such
as natural disasters
Gains and losses on debt restructuring
Enterprise reorganization expenses, such as expenses on
employee settlement and integration
Gains and losses on the parts exceeding the fair value when
prices of transactions become unfair
Net current gains and losses from the period-begin to the
combination date of subsidiaries due to business
combinations under the same control
Gains and losses on contingent matters which are irrelevant
to the normal operation of the Company
Gains and losses on fair value changes of transactional
financial assets and liabilities, and investment gains on
disposal of transactional financial assets and liabilities and
available-for-sale financial assets, except for the effective
hedging business related to the Company’s normal operation
Reversal of impairment provisions for accounts receivable
which are separately tested for impairment signs
Gains and losses on entrustment loans from external parties
Gains and losses on fair value changes of investing
properties for which the fair value method is adopted for
subsequent measurement
Current gain and loss effect due to a just-for-once
adjustment to current gains and losses according to
requirements of taxation and accounting laws and
regulations
Custodian fee income from entrusted operations with the
Company
Other non-operating incomes and expenses besides the
                                                                             -94,705.60 Compensation and donation expenses
items above
Other gain and loss items that meet the definition of
non-recurring gains and losses




                                                                                                                             2
Minority interests effects
Income tax effects                                                            18,489.51


Total                                                                         -70,699.52                         --
“Other gain and loss items that meet the definition of non-recurring gains and losses” & non-recurring gain and
loss items recognized as recurring gain and loss items according to the natures and characteristics of the
Company’s normal business
                                    Involved amount (RMB
              Item                                                                                  Notes
                                            Yuan)



(II) Total number of shareholders and top 10 shareholders at the period-end

Total number of shareholders
                             Particulars about shares held by the top ten shareholders holding tradable shares
                                    Number of tradable shares held                           Type and number of shares
        Name of shareholder
                                           at period-end                              Type                             Number
SHENZHEN INVESTMENT
                                                        642,884,262 RMB ordinary shares                                     642,884,262
HOLDINGS CO., LTD
JING JIANJUN                                               1,750,000 RMB ordinary shares                                        1,750,000
GUOTAI          JUNAN
                                                                       Domestically     listed    foreign
SECURITIES(HONGKONG)                                       1,559,050                                                            1,559,050
                                                                       shares
LIMITED
                                                                       Domestically     listed    foreign
WANG ZHONGMING                                             1,095,808                                                            1,095,808
                                                                       shares
                                                                       Domestically     listed    foreign
WU HAOYUAN                                                 1,092,100                                                            1,092,100
                                                                       shares
XUE HAOYUAN                                                 894,956 RMB ordinary shares                                          894,956
PENG QIONGHUI                                               890,399 RMB ordinary shares                                          890,399
YANG MIANWA                                                 826,574 RMB ordinary shares                                          826,574
AGRICULTURAL BANK OF
CHINA—CHINA SOUTHERN
                                                            823,159 RMB ordinary shares                                          823,159
CHINA SECURITIES 500
INDEX FUND (LOF)
XU TAIYING                                                  780,000 RMB ordinary shares                                          780,000
Particulars about shareholders


III. Significant Events

(I) Significant changes in major accounting data, financial highlights and reasons for these
changes

√Applicable □Inapplicable
                                                                                                                      Unit: RMB Yuan
                                                     Opening amount at Increase/decr
          Items               Closing amount                                                            Reasons for changes
                                                       the year-begin    ease (%)

Prepayments                          75,766,197.79           44,871,783.45        68.85% More prepayments for construction

                                                                                         The subsidiary Shenzhen Zhentong
Short-term borrowings                26,000,000.00           20,000,000.00        30.00% Engineering Co., Ltd. secured more
                                                                                         short-term borrowings from banks.



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Payroll payable                24,413,088.40        36,389,941.35         -32.91% Salaries for last year were paid.

                                                                                  The corporate income tax for last year was
                                                                                  paid, the business tax and surtax on the
Taxes and fares payable         -3,117,666.96         2,969,643.65       -204.98% house payments received in advance were
                                                                                  prepaid, and land VAT was prepaid
                                                                                  according to the pre-levy rate.
                                                                                  The Company secured new long-term
                                                                                  borrowings     from  Shenzhen     Rural
                                                                                  Commercial Bank, the Bank of East Asia,
Long-term borrowings          667,755,176.29       299,621,374.64         122.87%
                                                                                  Huaxia Bank, China Construction Bank
                                                                                  and Industrial and Commercial Bank of
                                                                                  China.
                                                                     Increase/decr
                          Jan.-Sept. 2012       Jan.-Sept. 2011                               Reasons for changes
                                                                       ease (%)

Selling expenses                 8,943,293.19         6,776,433.17         31.98% More expenses on project promotion

                                                                                  Default fine income on house payments
Non-operating income               76,292.34          1,183,641.61        -93.55% receivable decreased over the same period
                                                                                  of last year.
                                                                                  Translation difference of foreign-currency
Other comprehensive
                                 -306,532.84          3,437,912.05       -108.92% statements decreased due to changes of
income
                                                                                  exchange rates.
Cash paid for goods                                                               The SPG Chuanqi Mountain project and
                              662,848,364.31       488,929,051.18          35.57%
and services                                                                      the SPG Shanglin Garden project of the
                                                                                  Company both started construction within
Net cash flows from                                                               this year. As a result, payments for
                              -194,934,163.92       84,217,559.08        -331.46% construction increased over the same
operating activities
                                                                                  period of last year.
Net cash flows from
                              223,764,962.08      -128,566,830.10         274.05% New bank borrowings
financing activities




(II) Progress of significant events and its influence, as well as the analysis and explanation on
solutions

1. About non-standard audit opinion

□Applicable √Inapplicable

2. The Company offers capital to the controlling shareholder or its related parties or provides
external guarantees in violation of the prescribed procedures.

□Applicable √Inapplicable

3. Signing and execution of significant contracts concerning routine operation

□Applicable √Inapplicable

4. Others

□Applicable √Inapplicable




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(III) Commitments of the Company or shareholders with an over 5% shareholding made in or carried
down into the reporting period

□Applicable √Inapplicable

(IV) Predict the 2012 annual operating results

Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the
beginning of the year to the end of the next reporting period compared with the same period of the last year
according to prediction, as well as explanations on the reasons
□Applicable √Inapplicable

(V) Other significant events that need to be explained


1. Securities investment
□Applicable √Inapplicable

2. Investments in derivatives

□Applicable √Inapplicable

3. Derivative investments held at the period-end

□Applicable √Inapplicable

4. Researches, visits and interviews received in the reporting period

                                                                                                         Main discussion and
 Time of reception    Place of reception    Way of reception       Visitor type          Visitor          materials provided
                                                                                                           by the Company
                                                                                                        Inquiring about the
                                                                                                        Company’s
                                                                                                        operating situation in
                                                                                                        the first half year of
19 Jul. 2012         Company Office        By phone            Individual         Individual investor
                                                                                                        2012,      with     no
                                                                                                        written      materials
                                                                                                        being provided by
                                                                                                        the Company
                                                                                                        Exchanging opinions
                                                                                                        on           relevant
                                                                                                        information
                                                                                                        disclosed in the
31 Aug. 2012         Company Office        By phone            Individual         Individual investor   semi-annual report
                                                                                                        2012,     with     no
                                                                                                        written     materials
                                                                                                        being provided by
                                                                                                        the Company
                                                                                                        Inquiring about data
                                                                                                        in the semi-annual
                                                                                                        report 2012 and
                                                                                                        progress          of
5 Sept. 2012         Company Office        By phone            Individual         Individual investor   investment projects,
                                                                                                        with no written
                                                                                                        materials      being
                                                                                                        provided by the
                                                                                                        Company




                                                                                                                                 5
                                                                                 Inquiring about the
                                                                                 progress    of    the
                                                                                 Company’s       SPG
                                                                                 Chuanqi Mountain
28 Sept. 2012     Company Office   By phone   Individual   Individual investor   project    and     its
                                                                                 presale time, with no
                                                                                 written     materials
                                                                                 being provided by
                                                                                 the Company


5. Corporate bonds issued

Any corporate bonds issued?
□ Yes √ No




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