广东盛润集团股份有限公司 2009 年第一季度季度报告全文
Guangdong Sunrise Holdings Co., Ltd.
The First Quarterly Report 2009
§1 Important Notice
1.1 The Board of Directors, the Supervisory Committee, as well as directors, supervisors and senior management staffs of Guangdong
Sunrise Holdings Co., Ltd. (hereinafter referred to as the Company) warrant that this report does not contain any false or misleading statements
or omit any material facts and all information set forth herein are true, accurate and complete.
1.2 None of director, supervisor or senior management staff stated that he (she) could not ensure the correctness, accuracy and
completeness of the contents of the Quarterly Report or have objection for this report.
1.3 All directors attended the Board meeting.
1.4 The first quarterly financial report has not been audited.
1.5 Wang Jianyu, Person in charge of the Company, Mr. Wang Jianyu, person in charge of the accounting work, and Mr. Yu Deshan,
person in charge of accounting organizations, hereby confirm that the Financial Report enclosed in the Quarterly Report is true and complete.
§2 Company Profile
2.1 Main accounting data and financial indicators
Unit: RMB
As at 31 Mar. 2009
As at 31 Dec. 2008
Increase/decrease (%)
Total assets
17,661,885.36
17,961,177.93
-1.67%
Owner’s equity attributable to parent company
-1,730,205,527.45
-1,723,542,317.56
-0.39%
Share capital
288,420,000.00
288,420,000.00
0.00%
Net assets per share attributable to owners of parent company
-6.00
-5.98
-0.33%
Jan.-Mar. 2009
Jan.-Mar. 2008
Increase/decrease (%)
Gross revenue
463,492.74
308,995.16
50.00%
Net profit attributable to owners of parent company
Net cash flow arising from operating activities
62.70
69,415.30
-99.91%
Net cash flow per share arising from operating activities
0.0000002
0.0002
-99.90%
Basic earnings per share
-0.0231
-0.0332
Diluted earnings per share
-0.0231
-0.0332
Return on equity
Return on equity after deducting extraordinary gains and losses
Items of extraordinary gains and losses
Amount from the year-begin to the end of reporting period
Total
0.00
1广东盛润集团股份有限公司 2009 年第一季度季度报告全文
2.2 Total number of shareholders as at the end of reporting period and shares held by the top ten
shareholders not subject to trading moratorium
Unit: Share
Total number of shareholders as at the end of reporting period
15,255
Shares held by the top ten shareholders holding shares not subject to trading moratorium
Name of shareholder (full name)
Number of shares not subject to trading moratorium
Type of share
LIUZHOU JIALI REAL ESTATE DEVELOPMENT CO., LTD.
2,750,400
RMB common shares
CHINA EVERBRIGHT HOLDINGS CO LTD
1,406,750
Domestically listed foreign shares
XU YONG SHAN
1,076,850
RMB common shares
ZANG LAI SUN
868,900
RMB common shares
CITRINE CAPITAL LIMITED
868,783
Domestically listed foreign shares
CAI HAN CHUAN
800,502
Domestically listed foreign shares
NI MIN
626,400
Domestically listed foreign shares
WANG ZHI FENG
560,000
RMB common shares
LU HUA ZHONG
555,500
Domestically listed foreign shares
GUAN YIN
541,300
RMB common shares
§3 Significant Events
3.1 Particulars about large-margin change in item of the main accounting statement and financial index, as well as the reason
□Applicable √Inapplicable
3.2 Progress of the significant events and its effects, as well as explanation on solutions analysis
√Applicable □Inapplicable
BDO.Guangdon Dahua Delu CPA, LLP produced the auditor’s report 2008 that the auditors are unable to
express an opinion, the Board of Directors also made the special explanation concerning the said matter and the
Supervisory Committeestated their views in the Annual Report 2008 (please refer to the Annual Report 2008 of
Guangdong Sunrise Holdings Co., Ltd. published on Securities Times and Hong Kong Ta Kung Pao, as well as
http://www.cninfo.com.cnon 8 Apr. 2009 for details).
After many efforts, the share merger reform plan was implemented successfully by the Company as at the end
of 2008, thus laying down the foundation for the debts restructuring of the Company. At the same time, joining
hands with its controlling shareholder, actual controller and the financial adviser—Beijing Integrity
Management Consulting Co., Ltd., the Company continued its efforts with debts restructuring and assets
reorganization, but they contacted a few parties which were interested in reorganizing the Company, althoughno
verbal or written agreement was reached, however, relevant parties tried to make a breakthrough on the
Company’s restructuring for purpose of improving ability to continue as a going concern.
In the reporting period, o substantial progress was achieved in the Company’s debts restructuring and
assets reorganization.
3.3 The fulfillment of the commitment made by the Company, shareholders and the actual controller
√Applicable □Inapplicable
Commitments
Content of commitments
Implementation
Commitments made when share
The controlling shareholder of the Company, Shenzhen
It is not yet the time
2广东盛润集团股份有限公司 2009 年第一季度季度报告全文
merger reform
Lionda Group Co., Ltdmade special commitments as follows: (1) As the S*ST Sunrise shares held by non-
tradable shareholder, Shenzhen Huashengda Investment Holdings Co., Ltd were frozen, the consideration it should
pay in accordance with share merger reform would be paid by Shenzhen Lionda Group Co., Ltd. After the payment,
if the shares were listed, it should return the consideration to, or get the permissionof Shenzhen Lionda Group
Co., Ltd. After the shareholder structure reform, if Shenzhen Huashengda Investment Holdings Co., Ltd listed
the non-tradable shares, it should get the permission of Lionda and Guangdong Sunrise Group Co., Ltd should
apply for listing and trading of the shares to the Stock Exchange.
(2) The related expenses of shareholder structure reform would be paid by the controllingshareholder,
Shenzhen Lionda Group Co., Ltd
for unlocking shares subject to trading moratorium.
Commitment of shares subject to trading moratorium
Naught
Naught
Commitments made in Acquisition Report or Report on Changes in Equity
Naught
Naught
Commitments made in restructuring of significant assets
Naught
Naught
Commitments made when issuance of shares
Naught
Naught
Other commitments (including additional commitments)
Naught
Naught
3.4 Warnings of possible losses or major changes of the accumulative net profit achieved during the period
from the beginning of the year to the end of the next reporting period compared with the same period of last
year according to prediction, as well as the reasons
√Applicable □Inapplicable
Performance estimates
Loss
From January 1, 2009 to June 30, 2009
From January 1, 2008 to June 30, 2008
Increase/decrease (%)
Estimate of accumulative net profit (RMB, Ten Thousand Yuan)
-1,500.00
-1,245.03
Down
-20.48
Basic earnings per share (Yuan/share)
-0.052
-0.0432
Down
-20.37
Remarks on performance estimates
The short-term borrowings continues to run at462 million, as a result, the financial expense of the Company
is still higher. It is expected that the business performance will be loss about 15 million in the middle of
2009.
3.5 Other significant events
3.5.1 Stock investment
□Applicable √Inapplicable
3.5.2 Visits and interviews received in the reporting period
Reception time
Reception place
Reception way
Visitor
Main contents of discussion and information
3广东盛润集团股份有限公司 2009 年第一季度季度报告全文
provided
17 Feb. 2009
Office of the Secretary to the Board
Telephone Communication
Investor of A-share
Asking about the auction of equity of the controlling shareholder of the Company.
The Company failed to receive the auction notice from the Court.
23 Mar. 2009
Office of the Secretary to the Board
Telephone Communication
Investor of A-share
Consulting debts restructuring of the Company.
Providing them with company situation, and the debt restructuring did not substantial progress.
3.5.3 Other significant events
□Applicable √Inapplicable
§4 Appendix
4.1 Balance Sheet
Prepared by Guangdong Sunrise Holdings Company Limited As at 31 Mar. 2009 Unit: RMB
Closing balance
Opening balance
Items
Consolidation
Parent company
Consolidation
Parent company
Current assets:
Monetary funds
30,126.83
30,126.83
30,064.13
30,064.13
Settlement fund reserve
Dismantle fund
Transaction financial asset
Notes receivable
Account receivable
Account paid in advance
Premium receivables
Receivables from reinsurers
Reinsurance contract reserve receivables
Interest receivable
Dividend receivable
80,000.00
80,000.00
160,000.00
160,000.00
Other account receivable
1,488,133.64
1,488,133.64
1,564,200.69
1,564,200.69
Financial assets purchased under agreements to resell
Inventories
2,000,000.00
2,000,000.00
2,000,000.00
2,000,000.00
Non-current assets due within 1 year
Other current assets
Total current assets
3,598,260.47
3,598,260.47
3,754,264.82
3,754,264.82
Non-current assets:
Loans and advance
Available for sale financial assets
Held to maturity investments
Long-term account receivable
Long-term equity investment
7,583,110.08
7,583,110.08
7,583,110.08
7,583,110.08
Investing property
Fixed asset
6,480,514.81
6,480,514.81
6,623,803.03
6,623,803.03
4广东盛润集团股份有限公司 2009 年第一季度季度报告全文
Project in construction
Engineering material
Fixed asset disposal
Bearer biological asset
Oil assets
Intangible assets
Development expense
Goodwill
Long-term expense to be apportioned
Deferred tax assets
Other non-current assets
Total of non-current assets
14,063,624.89
14,063,624.89
14,206,913.11
14,206,913.11
Total assets
17,661,885.36
17,661,885.36
17,961,177.93
17,961,177.93
Current liabilities:
Short-term borrowings
461,573,834.92
461,573,834.92
461,573,834.92
461,573,834.92
Borrowing from Central Bank
Deposits and due to banks and other financial institutions
Placements from banks and other financial institutions
Transaction financial liabilities
Notes payable
Account payable
Account received in advance
Financial assets sold under agreements to repurchase
Handling charges and commission payable
Employee’s compensation payable
554,942.76
554,942.76
530,777.88
530,777.88
Tax payable
65,769.80
65,769.80
Interest payable
396,023,073.70
396,023,073.70
389,895,681.04
389,895,681.04
dividend payable
Other account payable
155,154,426.21
155,154,426.21
155,007,836.23
155,007,836.23
Due to reinsurers
Insurance contract reserve
Customer deposits
Amount payables under security underwriting
Non-current liabilities due within 1 year
Other current liabilities
Total current liabilities
1,013,372,047.39
1,013,372,047.39
1,007,008,130.07
1,007,008,130.07
Non-current liabilities:
Long-term borrowings
Debentures payable
Long-term payables
Specific purpose account payables
5广东盛润集团股份有限公司 2009 年第一季度季度报告全文
Provisions for contingent liabilities
734,495,365.42
734,495,365.42
734,495,365.42
734,495,365.42
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities
734,495,365.42
734,495,365.42
734,495,365.42
734,495,365.42
Total liabilities
1,747,867,412.81
1,747,867,412.81
1,741,503,495.49
1,741,503,495.49
Owner’s equity (or shareholders’equity)
Paid-in capital (or share capital)
288,420,000.00
288,420,000.00
288,420,000.00
288,420,000.00
Capital surplus
381,059,098.78
381,059,098.78
381,059,098.78
381,059,098.78
Less: Treasury Stock
Reserved fund
138,304,806.89
138,304,806.89
138,304,806.89
138,304,806.89
General risk provision
Retained earnings
-2,537,989,433.12
-2,537,989,433.12
-2,531,326,223.23
-2,531,326,223.23
Foreign exchange difference
Total owners' equity attributable to holding company
-1,730,205,527.45
-1,730,205,527.45
-1,723,542,317.56
-1,723,542,317.56
Minority interest
Total owner’s equity
-1,730,205,527.45
-1,730,205,527.45
-1,723,542,317.56
-1,723,542,317.56
Total liabilities and owner’s equity
17,661,885.36
17,661,885.36
17,961,177.93
17,961,177.93
4.2 Income Statement
Prepared by Guangdong Sunrise Holdings Company Limited Jan.- Mar. 2009 Unit: RMB
Amount at this period
Amount at the last period
Items
Consolidation
Parent company
Consolidation
Parent company
I. Total sales
463,492.74
463,492.74
308,995.16
308,995.16
Including: Sales
463,492.74
463,492.74
308,995.16
308,995.16
Interests income
Premium income
Handling charges and commission income
II. Total cost of sales
7,126,702.65
7,126,702.65
9,886,981.77
9,886,981.77
Including: Cost of sales
0.00
0.00
0.00
0.00
Interests expenses
Handling charges and commission expenses
Claim expenses-net
Provision for insurance liability reserve
Expenses for reinsurance accepted
Payments on surrenders
Policyholder dividends
Taxes and associate charges
Selling and distribution expenses
Administrative expenses
1,000,367.62
1,000,367.62
969,360.72
969,360.72
Financial expense
6,126,335.03
6,126,335.03
8,917,621.05
8,917,621.05
Impairment loss
Add: gain/(loss) from change in fair value (“-” means loss)
6广东盛润集团股份有限公司 2009 年第一季度季度报告全文
Gain/(loss) from investment (“-” means loss)
Including: income form investment on affiliated enterprise and jointly enterprise
Foreign exchange difference (“-” means loss)
III. Business profit (“-” means loss)
-6,663,209.91
-6,663,209.91
-9,577,986.61
-9,577,986.61
Add: non-business income
Less: non-business expense
Including: loss from non-current asset disposal
IV. Total profit (“-” means loss)
-6,663,209.91
-6,663,209.91
-9,577,986.61
-9,577,986.61
Less: Tax expense
V. Net profit (“-” means loss)
-6,663,209.91
-6,663,209.91
-9,577,986.61
-9,577,986.61
-Attributable to parent company
-Minority interest
VI. Earnings per share
(I) Basic earnings per share
-0.0231
-0.0231
-0.0332
-0.0332
(II) Diluted earnings per share
-0.0231
-0.0231
-0.0332
-0.0332
4.3 Cash Flow Statement
Prepared by Guangdong Sunrise Holdings Company Limited Jan.- Mar. 2009 Unit: RMB
Amount at this period
Amount at the last period
Items
Consolidation
Parent company
Consolidation
Parent company
1. Cash flows for operating activities:
Cash received from sales of goods or rending of services
Cash received on deposits and from banks and other financial institutions
Net increased cash received on borrowings from central bank
Cash received on placements from other financial institutions
Premium received
Cash received from reinsurance
Net increased amount received on policyholder deposit and investment
Cash received from disposal of held for trading financial assets
Interests, handling charges and commission received
Cash received on placements from bank, net
Cash received under repurchasing, net
Refund of tax and fare received
Other cash received relating to operating activities
920,937.42
920,937.42
512,182.60
512,182.60
Sub-total of cash inflows
920,937.42
920,937.42
512,182.60
512,182.60
Cash paid for goods and services
Loans and advances drawn
Cash paid to central bank, banks and other financial institutions, net
Claims paid
Interests, handling charges and commission paid
Dividends paid to policyholders
Cash paid to and on behalf of employees
105,952.47
105,952.47
107,510.18
107,510.18
Tax and fare paid
7广东盛润集团股份有限公司 2009 年第一季度季度报告全文
Other cash paid relating to operating activities
814,922.25
814,922.25
335,257.12
335,257.12
Sub-total of cash outflows
920,874.72
920,874.72
442,767.30
442,767.30
Net cash flow from operating activities
62.70
62.70
69,415.30
69,415.30
2. Cash Flows from Investment Activities:
Cash received from return of investments
Cash received from investment income
Net cash received from disposal of fixed assets, intangible assets and other long-term assets
Proceeds from sale of subsidiaries and other operating units
Other cash received relating to investment activities
Sub-total of cash inflows
Cash paid for acquiring fixed assets, intangible assets and other long-term assets
Cash paid for acquiring investments
Net cash used in loans
Net cash used in acquiring subsidiaries and other operating units
Other cash paid relating to investment activities
Sub-total of cash outflows
Net cash flow from investing activities
3. Cash Flows from Financing Activities:
Cash received from absorbing investment
Including: Cash received from increase in minority interest
Cash received from borrowings
Cash received from issuing debentures
Other proceeds relating to financing activities
Sub-total of cash inflows
Cash paid for settling debt
Cash paid for distribution of dividends or profit or reimbursing interest
Including: dividends or profit paid to minority interest
Other cash payments relating to financing activities
Sub-total of cash outflows
Net cash flow from financing activities
4. Effect of foreign exchange rate changes
5. Increase in cash and cash equivalents
62.70
62.70
69,415.30
69,415.30
Add : Cash and cash equivalents at year-begin
30,064.13
30,064.13
2,188.68
2,188.68
6. Cash and cash equivalents at the end of the year
30,126.83
30,126.83
71,603.98
71,603.98
4.4 Auditor’s report
Audit opinion: un-audited
Guangdong Sunrise Holdings Co., Ltd.
Chairman of the Board: Wang Jianyu
29 Apr. 2009
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