Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Report for the First Quarter of 2013 2013-010 April 2013 1 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Section I. Important Reminders The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. (hereinafter referred to as “the Company”) warrant that the information carried in this report is factual, accurate and complete, without any false record, misleading statement or material omission. And they shall be jointly and severally liable for that. Zhou Jianguo, chairman of the Board of Directors, Chen Maozheng, GM, Wei Hanping, chief of the accounting work, and Tang Xiaoping, chief of the accounting organ (chief of accounting), hereby confirm that the financial statements enclosed in this report are factual, accurate and complete. Except the following directors, all other directors have attended in person the board session for reviewing this report. Reason for not attending the Name Position Name of proxy board session in person Chen Maozheng Director On a business trip Zhou Jianguo This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. 2 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Section II. Financial Highlights & Change of Shareholders I. Financial highlights Does the Company adjust retrospectively or restate any accounting data of previous years? □ Yes √ No Jan.-Mar. 2013 Jan.-Mar. 2012 +/- (%) Operating revenues (RMB Yuan) 164,450,026.79 233,274,476.76 -29.5% Net profit attributable to shareholders of 3,508,651.86 22,039,543.14 -84.08% the Company (RMB Yuan) Net profit attributable to shareholders of the Company after extraordinary gains and 3,501,642.35 22,021,940.42 -84.1% losses (RMB Yuan) Net cash flows from operating activities 270,776,251.76 -16,248,114.45 1,766.51% (RMB Yuan) Basic EPS (RMB Yuan/share) 0.0035 0.0218 -83.94% Diluted EPS (RMB Yuan/share) 0.0035 0.0218 -83.94% Weighted average ROE (%) 0.21% 1.43% -1.22% 31 Mar. 2013 31 Dec. 2012 +/- (%) Total assets (RMB Yuan) 4,070,105,669.60 3,712,770,828.30 9.62% Net assets attributable to shareholders of 1,639,305,492.32 1,635,376,098.73 0.24% the Company (RMB Yuan) Items and amounts of extraordinary gains and losses √ Applicable □ Inapplicable Unit: RMB Yuan Item 1 Jan. 2013-31 Mar. 2013 Explanation Non-operating income and expense other than the above 8,312.01 Income tax effects 1,302.50 Total 7,009.51 -- II. Total number of shareholders at the period-end and shareholdings of top 10 shareholders Unit: share Total number of shareholders at the 83,721 period-end Shareholdings of top 10 shareholders Name of Nature of Shareholding Total shares held Number of Pledged or frozen shares 3 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. shareholder shareholder percentage (%) at the period-end restricted shares Status of shares Number of shares held SHENZHEN INVESTMENT State-owned 63.55% 642,884,262 0 HOLDINGS CO., corporation LTD Domestic natural LIU YONGKUI 0.28% 2,812,349 0 person Domestic natural JING JIANJUN 0.17% 1,750,000 0 person GUOTAI JUNAN Foreign SECURITIES(H 0.15% 1,536,250 0 corporation ONGKONG) LIMITED YANG Domestic natural 0.11% 1,138,900 0 SHUILIAN person THE CUSTOMER CREDIT TRANSACTION Domestic GUARANTEE non-state-owned 0.11% 1,116,294 0 SECURITIES corporation ACCOUNT OF GF SECURITIES CO., LTD. WANG Domestic natural 0.11% 1,095,808 0 ZHONGMING person Foreign natural WU HAOYUAN 0.11% 1,092,100 0 person Foreign natural LI, LONG CHIU 0.09% 950,550 0 person XUE Domestic natural 0.09% 894,956 0 HAOYUAN person Shareholdings of top 10 non-restricted shareholders Variety of shares Name of shareholder Number of non-restricted shares held Variety Number SHENZHEN INVESTMENT RMB ordinary 642,884,262 642,884,262 HOLDINGS CO., LTD shares LIU YONGKUI 2,812,349 RMB ordinary 2,812,349 4 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. shares RMB ordinary JING JIANJUN 1,750,000 1,750,000 shares GUOTAI JUNAN Domestically SECURITIES(HONGKONG) 1,536,250 listed foreign 1,536,250 LIMITED shares RMB ordinary YANG SHUILIAN 1,138,900 1,138,900 shares THE CUSTOMER CREDIT TRANSACTION GUARANTEE RMB ordinary 1,116,294 1,116,294 SECURITIES ACCOUNT OF GF shares SECURITIES CO., LTD. Domestically WANG ZHONGMING 1,095,808 listed foreign 1,095,808 shares Domestically WU HAOYUAN 1,092,100 listed foreign 1,092,100 shares Domestically LI, LONG CHIU 950,550 listed foreign 950,550 shares RMB ordinary XUE HAOYUAN 894,956 894,956 shares Explanation on associated relationship or persons acting in N/A concert among the above-mentioned shareholders 5 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Section III. Significant Events I. Significant changes of the major accounting statement items and financial indicators for the reporting period, as well as the reasons for these changes 1. The operating revenues for the reporting period stood at RMB 164.45 million, down 29.50% over the same period of last year; the total profit stood at RMB 6.42 million, down 78.07% over the same period of last year; and the net profit attributable to owners of the Company stood at RMB 3.51 million, down 84.08% over the same period of last year. The revenues and profit for the reporting period decreased manly because there were only some leftover houses for sale in the Jinye Island International Garden project of the wholly-funded subsidiary Shantou Hualin Real Estate Development Co., Ltd. and the relevant operating revenue decreased. For the reporting period, the operating revenues of Shantou Hualin Real Estate Development Co., Ltd. stood at RMB 31.18 million, down 65.47% over the same period of last year. And its net profit stood at RMB 7.63 million, down 63.64% over the same period of last year. The “SPG Chuanqi Hill” project of the headquarters of the Company entered presale at the end of 2012, but it has yet reached the carry-over conditions for now. 2. Prepayments stood at RMB 65.85 million, up 65.96% over the year-begin, which was mainly because the engineering prepayments by the wholly-funded subsidiary Shenzhen Zhentong Engineering Co., Ltd. increased. 3. Other current assets stood at RMB 12.05 million, up 54.90% over the year-begin, which was mainly because the paid taxes on the presale income of the headquarters of the Company increased. 4. Short-term borrowings stood at RMB 16 million, down 83.33% over the year-begin, which was mainly because some bank loans were repaid. 5. Accounts received in advance stood at RMB 904.68 million, up 122.17% over the year-begin, which was mainly due to the payments received by the headquarters of the Company for selling houses of the “SPG Chuanqi Hill” project. 6. Taxes and fares payable stood at RMB 10.85 million, down 45.66% over the year-begin, which was mainly because the turnover tax withdrawn at the end of last year was paid. 7. Net cash flows from operating activities stood at RMB 270.78 million, up 1766.51% over the same period of last year, which was mainly due to the payments received by the headquarters of the Company for selling houses of the “SPG Chuanqi Hill” project. 8. Net cash flows from financing activities stood at RMB -139.52 million, down 124.68% over the same period of last year, which was mainly because some bank loans were repaid. II. Progress of significant events and analysis & explanations on their influence and solutions In order to continue the implementation of the “Basic Rules of Internal Control for Enterprises” and its mating guidelines and according to the internal control improvement arrangements for 2013, the Company has, upon deliberation, planned to include Shenzhen Zhentong Engineering Co., Ltd. in its internal control improvement scope. And the relevant work has been proceeding as scheduled. Website index for the Overview of the significant event Date of disclosure disclosed relevant interim report 6 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Concerning the Dong Hu Di Jing Building project, in early September 2012, Shenzhen General Institute of Architectural Design and Research Co., Ltd. completed the first draft of design under entrustment of the Company, which was later submitted to the relevant department of the first administration directly under Shenzhen Urban Planning and Land Resources Commission for review and approval. In the middle of November 2012, the Company submitted the revised design plan and 30 Mar. 2013 http://www.cninfo.com.cn planning key points to the first administration. Upon review, the first administration decided to withdraw the “Decision on Idle Land” first. In early 2013, the first administration reported its withdrawal decision to the UPLR Commission for deliberation and approval. And the Company will kick off preparations for the project as soon as the “Decision on Idle Land” is withdrawn. III. Commitments made by the Company or any shareholder with a shareholding over 5% in the reporting period or such commitments carried down into the reporting period Commitment Contents of Date of Period of Commitment Execution maker commitment commitment commitment Share reform commitment Commitment made in an acquisition report or a report on equity changes Commitment made in asset reorganization Commitment made in IPO or re-financing Commitment made to minority shareholders of the Company Executed in time or not Yes Is a commitment made concerning any resulted horizontal competition and No related-party transaction? IV. Predict the operating results of Jan.-Jun. 2013 Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin to the end of the next reporting period according to prediction, as well as explanations on the reasons: √ Applicable □ Inapplicable Prediction: significant decrease in the same direction Type of the predicted data: interval data Jan.-Jun. 2013 Jan.-Jun. 2012 +/- (%) Predicted accumulative net 500 -- 1,000 4,008 Down 75.05% -- 87.52% profit (RMB Ten thousand) 7 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Basic EPS (RMB Yuan/share) 0.0049 -- 0.0099 0.0396 Down 75% -- 87.63% In the same period of last year, the Company’s profit mainly came from the Jinye Island International Garden project of its wholly-funded subordinate Shantou Hualin Real Estate Explanation about the Development Co., Ltd.. In the reporting period, there were only some leftover houses of the project predictions for sale. The “SPG Chuanqi Hill” project of the headquarters of the Company entered presale at the end of 2012, but it cannot reach the carry-over conditions by the end of the next reporting period. V. Securities investments Sharehold Sharehold Gain/loss Initial Number Number Closing ing ing for investmen of shares of shares book Variety of Code of Name of percentag percentag reporting Accounti Source of t cost held at held at value securities securities securities e at e at period ng title securities (RMB period-be period-en (RMB period-be period-en (RMB Yuan) gin d Yuan) gin d Yuan) Total 0.00 0 -- 0 -- 0.00 0.00 -- -- Explain shareholdings in other listed companies: N/A VI. Derivative investments Derivative investments held at period-end: □ Applicable √ Inapplicable Explanation VII. 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 2012 annual operation of the Company. The 25 Jan. 2013 Company Office By phone Individual Individual investor Company provided no written materials. 2012 annual operation and project progress of the 14 Mar. 2013 Company Office By phone Individual Individual investor Company. The Company provided no written materials. The operating situation in 5 Apr. 2013 Company Office By phone Individual Individual investor 2013 and arrangements for convening the general 8 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. meeting. The Company provided no written materials. 9 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Section IV. Financial Statements I. Financial statements 1. Consolidated balance sheet Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 616,868,072.89 496,805,905.01 Settlement reserves Intra-group lendings Transactional financial assets Notes receivable Accounts receivable 31,790,385.17 24,413,187.02 Accounts paid in advance 65,850,144.71 39,677,550.07 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividend receivable 1,052,192.76 1,052,192.76 Other accounts receivable 60,078,687.99 56,894,335.01 Financial assets purchased under agreements to resell Inventories 2,632,830,246.83 2,431,754,464.54 Non-current assets due within 1 year Other current assets 12,051,933.23 7,780,460.78 Total current assets 3,420,521,663.58 3,058,378,095.19 Non-current assets: Loans by mandate and advances granted Available-for-sale financial assets Held-to-maturity investments 10 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Long-term accounts receivable Long-term equity investment 75,225,969.30 75,225,969.30 Investing property 482,518,295.85 487,373,443.43 Fixed assets 63,488,581.90 63,204,808.66 Construction in progress Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 5,735,911.76 5,866,106.75 R&D expense Goodwill Long-term deferred expenses 784,006.83 427,321.35 Deferred income tax assets 19,881,649.62 19,881,649.62 Other non-current assets 1,949,590.76 2,413,434.00 Total of non-current assets 649,584,006.02 654,392,733.11 Total assets 4,070,105,669.60 3,712,770,828.30 Current liabilities: Short-term borrowings 16,000,000.00 96,000,000.00 Borrowings from Central Bank Customer bank deposits and due to banks and other financial institutions Intra-group borrowings Transactional financial liabilities Notes payable Accounts payable 61,786,182.48 72,660,833.60 Accounts received in advance 904,681,372.42 407,194,198.80 Financial assets sold for repurchase Handling charges and commissions payable Employee’s compensation payable 30,628,214.94 36,675,028.18 Tax payable 10,845,045.38 19,958,153.14 Interest payable 16,535,277.94 18,395,916.84 Dividend payable Other accounts payable 399,533,298.46 394,741,726.29 11 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Non-current liabilities due within 1 349,361,543.41 299,261,270.80 year Other current liabilities Total current liabilities 1,789,370,935.03 1,344,887,127.65 Non-current liabilities: Long-term borrowings 757,992,882.44 849,636,078.25 Bonds payable Long-term payables 11,427,357.94 11,136,124.62 Specific payables Estimated liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 769,420,240.38 860,772,202.87 Total liabilities 2,558,791,175.41 2,205,659,330.52 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 1,011,660,000.00 1,011,660,000.00 Capital reserves 978,244,858.10 978,244,858.10 Less: Treasury stock Specific reserves Surplus reserves 4,974,391.15 4,974,391.15 Provisions for general risks Retained profits -365,645,753.50 -369,154,405.36 Foreign exchange difference 10,071,996.57 9,651,254.84 Total equity attributable to owners of 1,639,305,492.32 1,635,376,098.73 the Company Minority interests -127,990,998.13 -128,264,600.95 Total owners’ (or shareholders’) equity 1,511,314,494.19 1,507,111,497.78 Total liabilities and owners’ (or 4,070,105,669.60 3,712,770,828.30 shareholders’) equity 12 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Legal representative: Zhou Jianguo Chief of the accounting work: Wei Hanping Chief of the accounting organ: Tang Xiaoping 2. Balance sheet of the Company Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 400,316,869.15 223,827,179.97 Transactional financial assets Notes receivable Accounts receivable 12,204,385.57 13,663,339.96 Accounts paid in advance 317,222.08 55,500.00 Interest receivable Dividend receivable Other accounts receivable 351,680,895.95 343,568,799.28 Inventories 1,954,902,774.06 1,844,523,622.50 Non-current assets due within 1 year Other current assets 4,088,540.34 0.00 Total current assets 2,723,510,687.15 2,425,638,441.71 Non-current assets: Available-for-sale financial assets Held-to-maturity investments Long-term accounts receivable Long-term equity investment 298,396,683.90 298,396,683.90 Investing property 421,795,132.17 426,426,812.91 Fixed assets 33,275,130.29 33,944,334.56 Construction in progress Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 302,566.76 327,266.75 R&D expense 13 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Goodwill Long-term deferred expenses 175,323.60 189,456.15 Deferred income tax assets 6,814.20 6,814.20 Other non-current assets 1,949,590.76 1,376,400.00 Total of non-current assets 755,901,241.68 760,667,768.47 Total assets 3,479,411,928.83 3,186,306,210.18 Current liabilities: Short-term borrowings 0.00 70,000,000.00 Transactional financial liabilities Notes payable Accounts payable 19,904,526.16 24,195,725.69 Accounts received in advance 703,749,456.00 280,272,668.00 Employee’s compensation payable 11,063,835.54 10,848,111.62 Tax payable 4,296,575.35 6,204,121.44 Interest payable 16,535,277.94 18,020,083.50 Dividend payable Other accounts payable 600,434,651.69 608,165,106.86 Non-current liabilities due within 1 349,361,543.41 299,261,270.80 year Other current liabilities Total current liabilities 1,705,345,866.09 1,316,967,087.91 Non-current liabilities: Long-term borrowings 557,992,882.44 649,636,078.25 Bonds payable Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 557,992,882.44 649,636,078.25 Total liabilities 2,263,338,748.53 1,966,603,166.16 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 1,011,660,000.00 1,011,660,000.00 Capital reserves 978,244,858.10 978,244,858.10 14 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Less: Treasury stock Specific reserves Surplus reserves Provisions for general risks Retained profits -773,831,677.80 -770,201,814.08 Foreign exchange difference Total owners’ (or shareholders’) equity 1,216,073,180.30 1,219,703,044.02 Total liabilities and owners’ (or 3,479,411,928.83 3,186,306,210.18 shareholders’) equity Legal representative: Zhou Jianguo Chief of the accounting work: Wei Hanping Chief of the accounting organ: Tang Xiaoping 3. Consolidated income statement Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Unit: RMB Yuan Item Jan.-Mar. 2013 Jan.-Mar. 2012 I. Total operating revenues 164,450,026.79 233,274,476.76 Including: Sales income 164,450,026.79 233,274,476.76 Interest income Premium income Handling charge and commission income II. Total operating cost 158,041,116.08 204,043,164.17 Including: Cost of sales 127,798,763.77 163,433,761.90 Interest expenses Handling charge and commission expenses Surrenders Net claims paid Net amount withdrawn for the insurance contract reserve Expenditure on policy dividends Reinsurance premium Taxes and associate charges 12,362,162.94 20,479,316.70 15 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Selling and distribution expenses 3,842,289.72 2,870,315.82 Administrative expenses 14,204,653.30 15,021,988.46 Financial expenses -166,753.65 2,237,781.29 Asset impairment loss Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means loss) Including: share of profits in associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 6,408,910.71 29,231,312.59 Add: non-operating income 60,002.01 52,519.70 Less: non-operating expense 51,690.00 22,746.07 Including: loss from non-current asset 633.60 disposal IV. Total profit (“-” means loss) 6,417,222.72 29,261,086.22 Less: Income tax expense 2,866,073.78 7,173,858.41 V. Net profit (“-” means loss) 3,551,148.94 22,087,227.81 Including: Net profit achieved by combined parties before the 0.00 0.00 combinations Attributable to owners of the 3,508,651.86 22,039,543.14 Company Minority shareholders’ income 42,497.08 47,684.67 VI. Earnings per share -- -- (I) Basic earnings per share 0.0035 0.0218 (II) Diluted earnings per share 0.0035 0.0218 Ⅶ. Other comprehensive incomes 651,847.47 332,052.11 Ⅷ. Total comprehensive incomes 4,202,996.41 22,419,279.92 Attributable to owners of the 3,929,393.59 22,280,228.12 Company Attributable to minority 273,602.82 139,051.80 shareholders Legal representative: Zhou Jianguo Chief of the accounting work: Wei Hanping 16 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Chief of the accounting organ: Tang Xiaoping 4. Income statement of the Company Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Unit: RMB Yuan Item Jan.-Mar. 2013 Jan.-Mar. 2012 I. Total sales 13,672,747.76 19,900,319.10 Less: cost of sales 5,315,662.69 6,588,628.43 Business taxes and surcharges 2,534,340.48 2,869,198.88 Distribution expenses 2,672,681.67 1,130,957.22 Administrative expenses 6,676,864.98 7,581,086.78 Financial costs 145,063.67 134,590.37 Impairment loss Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means loss) Including: income form investment on associates and joint ventures II. Business profit (“-” means loss) -3,671,865.73 1,595,857.42 Add: non-business income 60,002.01 30,231.00 Less: non-business expense 18,000.00 0.00 Including: loss from non-current asset disposal III. Total profit (“-” means loss) -3,629,863.72 1,626,088.42 Less: income tax expense IV. Net profit (“-” means loss) -3,629,863.72 1,626,088.42 V. Earnings per share -- -- (I) Basic earnings per share -0.0036 0.0016 (II) Diluted earnings per share -0.0036 0.0016 VI. Other comprehensive income VII. Total comprehensive income -3,629,863.72 1,626,088.42 Legal representative: Zhou Jianguo Chief of the accounting work: Wei Hanping Chief of the accounting organ: Tang Xiaoping 17 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. 5. Consolidated cash flow statement Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Unit: RMB Yuan Item Jan.-Mar. 2013 Jan.-Mar. 2012 I. Cash flows from operating activities: Cash received from sale of 627,871,867.98 194,328,246.16 commodities and rendering of service Net increase of deposits from customers and dues from banks Net increase of loans from the central bank Net increase of funds borrowed from other financial institutions Cash received from premium of original insurance contracts Net cash received from reinsurance business Net increase of deposits of policy holders and investment fund Net increase of disposal of tradable financial assets Cash received from interest, handling charges and commissions Net increase of intra-group borrowings Net increase of funds in repurchase business Tax refunds received Other cash received relating to 41,732,492.96 12,532,876.45 operating activities Subtotal of cash inflows from operating 669,604,360.94 206,861,122.61 activities Cash paid for goods and services 303,618,068.17 138,417,144.05 Net increase of customer lendings and advances Net increase of funds deposited in the central bank and amount due from banks 18 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Cash for paying claims of the original insurance contracts Cash for paying interest, handling charges and commissions Cash for paying policy dividends Cash paid to and for employees 31,113,894.74 27,354,326.29 Various taxes paid 26,454,731.30 34,303,027.00 Other cash payment relating to 37,641,414.97 23,034,739.72 operating activities Subtotal of cash outflows from 398,828,109.18 223,109,237.06 operating activities Net cash flows from operating activities 270,776,251.76 -16,248,114.45 II. Cash flows from investing activities: Cash received from withdrawal of investments Cash received from return on investments Net cash received from disposal of fixed assets, intangible assets and other long-term assets Net cash received from disposal of subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing activities Cash paid to acquire fixed assets, intangible assets and other long-term 665,014.76 1,426,456.00 assets Cash paid for investment Net increase of pledged loans Net cash paid to acquire subsidiaries and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 665,014.76 1,426,456.00 investing activities Net cash flows from investing activities -665,014.76 -1,426,456.00 19 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. III. Cash Flows from Financing Activities: Cash received from capital contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received from borrowings Cash received from issuance of bonds Other cash received relating to 2,500,000.00 financing activities Subtotal of cash inflows from financing 2,500,000.00 activities Repayment of borrowings 122,127,100.98 45,856,539.94 Cash paid for interest expenses and 19,892,153.55 16,240,221.24 distribution of dividends or profit Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to financing activities Sub-total of cash outflows from 142,019,254.53 62,096,761.18 financing activities Net cash flows from financing activities -139,519,254.53 -62,096,761.18 IV. Effect of foreign exchange rate -27,885.45 -90,555.56 changes on cash and cash equivalents V. Net increase in cash and cash 130,564,097.02 -79,861,887.19 equivalents Add: Opening balance of cash and 463,713,702.77 333,469,243.72 cash equivalents VI. Closing balance of cash and cash 594,277,799.79 253,607,356.53 equivalents Legal representative: Zhou Jianguo Chief of the accounting work: Wei Hanping Chief of the accounting organ: Tang Xiaoping 6. Cash flow statement of the Company Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. 20 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Unit: RMB Yuan Item Jan.-Mar. 2013 Jan.-Mar. 2012 I. Cash flows from operating activities: Cash received from sale of 438,428,405.24 13,422,376.62 commodities and rendering of service Tax refunds received Other cash received relating to 9,031,305.16 36,250,464.28 operating activities Subtotal of cash inflows from operating 447,459,710.40 49,672,840.90 activities Cash paid for goods and services 102,973,918.96 18,814,346.74 Cash paid to and for employees 7,211,617.13 7,290,944.68 Various taxes paid 9,287,497.80 4,239,863.85 Other cash payment relating to 14,589,887.19 40,466,184.15 operating activities Subtotal of cash outflows from 134,062,921.08 70,811,339.42 operating activities Net cash flows from operating activities 313,396,789.32 -21,138,498.52 II. Cash flows from investing activities: Cash received from retraction of investments Cash received from return on investments Net cash received from disposal of fixed assets, intangible assets and other long-term assets Net cash received from disposal of subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing activities Cash paid to acquire fixed assets, intangible assets and other long-term 589,298.76 57,048.00 assets Cash paid for investment Net cash paid to acquire subsidiaries and other business units 21 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. Other cash payments relating to investing activities Subtotal of cash outflows from 589,298.76 57,048.00 investing activities Net cash flows from investing activities -589,298.76 -57,048.00 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings Cash received from issuance of bonds Other cash received relating to 2,500,000.00 financing activities Subtotal of cash inflows from financing 2,500,000.00 activities Repayment of borrowings 112,127,100.98 5,856,539.94 Cash paid for interest expenses and 16,188,653.53 13,653,246.80 distribution of dividends or profit Other cash payments relating to financing activities Sub-total of cash outflows from 128,315,754.51 19,509,786.74 financing activities Net cash flows from financing activities -125,815,754.51 -19,509,786.74 IV. Effect of foreign exchange rate -117.73 -73.08 changes on cash and cash equivalents V. Net increase in cash and cash 186,991,618.32 -40,705,406.34 equivalents Add: Opening balance of cash and 190,825,250.83 153,281,158.51 cash equivalents VI. Closing balance of cash and cash 377,816,869.15 112,575,752.17 equivalents Legal representative: Zhou Jianguo Chief of the accounting work: Wei Hanping Chief of the accounting organ: Tang Xiaoping II. Audit report Is this report audited? 22 Report for the First Quarter of 2013 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. □ Yes √ No 23