深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 SHENZHEN NANSHAN POWER CO., LTD Semi-Annual Report 2011 Notice No.: 2011-047 August 9, 2011 Important Notice The Board of Directors and its directors, Supervisory Committee and its supervisors, senior executives of Shenzhen Nanshan Power Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no false recordation, misleading statements or material omissions carried in this report, and shall take all responsibilities, individually and/or jointly, for the reality, accuracy and completeness of the whole contents. No director, supervisor and senior executive stated that he (she) couldn’t ensure the correctness, accuracy 2-1-1 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 and completeness of the contents of the Semi-annual Report or have objection to this report. Deputy Chairman—Sun Yulin and Director Jiang Xiaojun did not present the meeting due to work, and entrusted Director Fu Bo to attend and vote on his behalf respectively. The Semi-annual Financial Report 2011 of the Company has not been audited. Chairman of the Board Mr. Yang Haixian, General Manager Mr. Fu Bo, CFO Mr. Lu Xiaoping and Manager of Financial Department Mr. Huang Jian hereby confirm the truthfulness and completeness of the Financial Report in the Semi-annual Report 2011. This report has been prepared in Chinese and English version respectively. In the event of differences in interpretation between the two versions, the Chinese report shall prevail. Content I. Company Profile-----------------------------------------------------------------------04 II.Changes in Share Capital and Particulars about Shareholders-------------07 III. Particulars about Directors, Supervisors and Senior Executives----------10 IV. Report of the Board of Directors -------------------------------------------------11 V. Significant Events----------------------------------------------------------------------14 VI. Financial Report (Un-audited) ----------------------------------------------------22 VII. Documents Available for Reference----------------------------------------------22 2-1-2 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 I. Company Profile (I) Basic Information 1. Legal Name of the Company: In Chinese: 深圳南山热电股份有限公司 In English: Shenzhen Nanshan Power Co., Ltd. 2. Legal Representative: Yang Haixian 3. Secretary of the Board: Hu Qin Tel: (0755)26948888 Fax :( 0755)26003684 E-mail: investor@nspower.com.cn Contact address: 16/F-17/F, Hantang Building, OCT, Nanshan District, Shenzhen, China. 4. Registered Address: No.2097 Yueliangwan Avenue, Nanshan District, Shenzhen, China. Post Code: 518052 Office Address: 16/F-17/F, Hantang Building, OCT, Nanshan District, Shenzhen, China Post Code: 518053 Website: http://www.nsrd.com.cn E-mail: public@nspower.com.cn 5. Newspapers Designated for publishing notices: Securities Times ,China Securities Journal and Hong Kong Comercial Daily. Website desinated by China Securities Regulatory Committee for publishing semi-annual report: http://www.cninfo.com.cn Place Where the Semi-Annual Report is Prepared and Placed: Secretariat of the Board 6. Stock Exchange Listed with: Shenzhen Stock Exchange 2-1-3 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Short Form of the Stock and Stock Code: Shen Nan Dian A 000037 Shen Nan Dian B 200037 7. Other Relevant Information: Initial Registration Date: April 6, 1990 Initial Registration Address: Nanshan Jiaozui, Nanshan District, Shenzhen Registration Address after the Change: No.2097Yueliangwan Avenue, Nanshan District, Shenzhen Registration code of the enterprise business license: 440301501125497 Registration code of taxation: YSW Zi No. 440305930100069 (14) Organization Code: 61881512-1 8. Definition Company, the Company: Shenzhen Nanshan Power Co., Ltd. Xiefu Company: Shenzhen Xiefu Fuel Supply Co., Ltd. whose 50% shares held by the Company; New Power Company: Shenzhen New Power Industrial Co., Ltd. whose 100% equity is held by the Company; Singapore Company: Shennandian (Singapore) Co., Ltd. whose 100% equity is held by the Company; Syndisome Company: HONG KONG SYNDISOME CO., LIMITED; Shennandian Engineering Company: Shennandian Turbine Engineering Technology Co., Ltd. whose 100% equity is held by the Company; Shennandian Zhongshan Co., Ltd.: Shennandian (Zhongshan) Electric Power Co., Ltd. whose 80% equity is held by the Company; Shennandian Dongguan Company: Shennandian (Dongguan) Weimei Electric Power Co., Ltd. Whose 70% equity is held by the Company; Shennandian Envionment Protection Company: Shenzhen Shennandian Envionment Protection Co., Ltd. Whose 100% equity is held by the Company; Shenzhen Energy Environmental Corporation: Shenzhen Energy Environmental Co., Ltd. Whose 10% equity is held by the Company; Nanshan Power Factory: Nanshan Power Factory who is the second degree institution of Shenzhen Nanshan Power Co., Ltd.; Zhongshan Nam Long Power Plant: Zhongshan Nam Long Power Plant of Shennandian (Zhongshan) Electric Power Co., Ltd.; Dongguan Gaobu Power Plant: Dongguan Gaobu Plant of Shennandian (Dongguan) Weimei Electric Power Co., Ltd.; Shenzhong Zhiye Company: refers to Shenzhen Zhongshan Real Estate Investment Properties Co., Ltd whose 75% equity is held by the Company Shenzhong Real Estate Company: Zhongshan Shenzhong Real Estate Investment Property Co., Ltd. whose 75% equity is held by the Company; Jiangxi Xinchang Company: China Power Investment Xinchang Power Generation Co., Ltd. of Jiangxi; Jiangxi Pengze Nuclear Power Company: China Power Investment Jiangxi Nuclear Power Co., Ltd. whose 5% equity is held by the Company; CSRC: China Securities Regulatory Committee; SZSRC: Shenzhen Supervision Municipal of China Securities Regulatory Committee; SZSE: Shenzhen Stock Exchange; Designated newspapers: Securities Times ,China Securities Journal and Hong Kong Comercial Daily; RMB: Unless otherwise specified, the standard currency in the financial data or unit refers to Renminbi. (II) Major Financial Data and Indexes 1. Major accounting data and financial indexes Unit: RMB At the end of this At the Increase/decrease 2-1-4 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 report period period-end of at the end of this last year report period compared with that in period-end of last year (%) Total assets 5,577,828,199.72 5,278,954,349.90 5.66% Owners’ equity attributable to 1,650,986,621.15 1,735,842,488.46 -4.89% shareholders of the listed company Share capital 602,762,596.00 602,762,596.00 0.00% Net assets per share attributable to shareholders of the listed 2.74 2.88 -4.89% company(RMB/Share)) Increase/decrease This report period The same period in this report (Jan. to Jun.) of last year period year-on-year (%) Total operating income 1,143,413,610.78 702,859,674.61 62.68% Operating profit -676,784,833.99 -442,321,305.40 53.01% Total profit -87,767,475.29 -270,933,519.42 -67.61% Net profit attributable to shareholders of -84,855,867.31 -255,073,535.78 -66.73% the listed company Net profit attributable to shareholders of the listed company after deducting -146,853,231.11 -255,262,197.62 -42.47% non-recurring gains and losses RMB 0.28 /Share Basic earnings per share (RMB/Share) -0.14 -0.42 increased Diluted earnings per share (RMB/Share) Inapplicable Inapplicable - 9.82 percentage Return on equity (%) -5.01% -14.83% points increased Net cash flow arising from operating RMB 105,831,200 38,488,966.75 -67,342,242.23 activities increased Net cash flow per share arising from RMB 0.1756 0.0639 -0.1117 operating activities (RMB/Share) /Share increased 2. Items of non-recurring gains and losses Unit: RMB Amount Amount Item occurred this occurred the year period before Gains and losses from disposal of -1,840.00 non-current assets Governmental subsidy calculated into current gains and losses(while closely related with the normal business of the Company, - - excluding the fixed-amount or fixed-proportion governmental subsidy according to the unified national standard) Gains/losses from debt reorganization - - Impairment provision of account receivable with impairment testing conducted - - independently reversal. 2-1-5 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Other non-operating income and expenditure 72,907,122.30 250,055.79 beside for the aforementioned items Impact on income tax -3,488,388.29 - Influenced amount of minority shareholders’ -7,421,370.20 -59,553.95 equity(after-tax) Total 61,997,363.80 188,661.84 3. Appendix table of profit statement Earnings per share Weighted average ROE Diluted Profit for the report period Basic earnings (%) earnings per per share share Net profit attributable to shareholders of ordinary shares -5.01 -0.14 Inapplicable of the Company Net profit attributable to shareholders of ordinary shares of the Company after -8.67 -0.24 Inapplicable deducting non-recurring gains and losses 4. There is no provision of assets depreciation occurred in the report period. 5. Difference under CAS and IAS In the report period, there were no differences between net profit attributable to shareholders of listed company and the owners’ equities calculated based on CAS and IAS. II. Change in Share Capital and Particulars about Shareholders (I) Changes in share capital 1. Statement of changes in shares (As at June 30, 2011) (Unit: Share) Increase/Decrease in the Change (+, Before the Changes After the Changes -) Public Newly Content reserve Proporti - Bonus Subtot Proporti Amount -conve Others Amount on (%) issued shares al on (%) rted shares shares I. Restricted shares 12,993 0.002 5,270 5,270 18,263 0.0023 1. State-owned shares 2. State-owned legal 0 0 person’s shares 3. Other domestic shares Including: Domestic non-state-owned legal person’s shares Domestic natural person’s shares 4. Foreign shares Including: Foreign legal person’s shares Foreign natural 2-1-6 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 person’s shares 5. Senior executives’ 12,993 0.002 5,270 5,270 18,263 0.0023 shares II. Unrestricted shares 602,749,603 99.998 -5,270 -5,270 602,744,333 99.997 1. RMB Ordinary 338,895,157 56.224 -1,145 -1,145 338,894,012 56.223 shares 2. Domestically listed -4,125 -4,125 263,854,446 43.774 263,850,321 43.774 foreign shares 3. Overseas listed foreign shares 4. Others III. Total shares 602,762,596 100 0 0 602,762,596 100 [Note] No changes on total share amount or share capital structure occurred during the report period. (II) Particulars on shares held by top ten shareholders and top ten shareholders with unrestricted conditions Ended by the report period, the Company owes 46,277 shareholders in total, of them, 30,535 shareholders of A-share, and 15,742 shareholders of B-share. Unit: Share Total amount of shareholders at 46,277 the end of report Particulars about the shares held by the top ten shareholders Proportio Amount of Nature of Total Amount of the n of shares Full Name of shareholder shareholde amount of restricted shares pledged or rs shares held shares held held frozen State-own SHENZHEN GUANGJU ed legal 16.72% 100,769.712 0 0 INVESTMENT CO., LTD person Foreign HONG KONG NAM HOI legal 15.28% 92,123,248 0 0 (INTERNATIONAL) LIMITED person State-own SHENZHEN ENERGY (GROUP) ed legal 10.80% 65,106,130 0 0 CO., LTD. person Foreign BNP P P/PAND INVESTMENT CO., legal 8.20% 49,426,518 0 0 LTD. person STATE GRID SHENZHEN State-own ENERGY DEVELOPMENT ed legal 5.97% 35,999,805 0 0 (GROUP) CO., LTD. person Domestic YAN TIAN GONG natural 0.55% 3,300,000 0 Unknown person Domestic LI WEI PING natural 0.39% 2,376,301 0 Unknown person Foreign Jinbang Security Holding Co., Ltd legal 0.25% 1,500,000 0 Unknown person 2-1-7 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Domestic WU SHU HUA natural 0.22% 1,351,400 0 Unknown person Foreign ING ASIA PRIVATE BANK legal 0.22% 1,325,561 0 Unknown LIMITED person Particulars about the shares held by the top ten unrestricted shareholders Amount of unrestricted shares Full Name of shareholder Type of shares held SHENZHEN GUANGJU 100,769.712RMB ordinary share INVESTMENT CO., LTD HONG KONG NAM HOI Domestically listed 92,123,248 (INTERNATIONAL) LIMITED foreign share SHENZHEN ENERGY (GROUP) 65,106,130RMB ordinary share CO., LTD. BNP P P/PAND INVESTMENT CO., Domestically listed 49,426,518 LTD foreign share STATE GRID SHENZHEN ENERGY DEVELOPMENT 35,999,805RMB ordinary share (GROUP) CO., LTD. Domestically listed YAN TIAN GONG 3,300,000 foreign share Domestically listed LI WEI PING 2,376,301 foreign share Domestically listed Jinbang Security Holding Co., Ltd 1,500,000 foreign share Domestically listed WU SHU HUA 1,351,400 foreign share ING ASIA PRIVATE BANK Domestically listed 1,325,561 LIMITED foreign share 1. Shenzhen Energy (Group) Co., Ltd. holds indirectly 100% equities of Hong Kong Nam Hoi (International) Explanation on associated Limited; relationship among the top ten 2. Among other social public shareholders, the Company shareholders or consistent action did not know whether there were associated relationships or belonging to consistent actors. (III) Particulars about the changes on controlling stockholders and the actual controller The Company has no controlling shareholder and actual controller, and this situation remains unchanged in the report period. III. Particulars about Directors, Supervisors and Senior Executives (I) Particulars about changes of shares held by directors, supervisors and senior executives In the report period, there were no shares of the Company held by other directors and supervisors except 1,527 shares of A-stock and 5,500 shares of B-stock held respectively by staff supervisor Peng Bo and Li Wenhui as well as 17,325 A-stock shares held by GM Zhang Jie. (II) Changes of directors, supervisors and senior executives in the report period. 1. Original deputy chairman Mr. Wang Jianbin resigned position of deputy chairman dated 13th January 2011; 2. Original supervisor Ms. Chen Lihong resigned position of supervisor dated 13th January 2011; 2-1-8 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 3. Mr. Li Hong was elected as the deputy chairman of the Company by the Board dated 13th January 2011; 4. Mr. Zhen Dalei, Mr. Peng Bo, Ms. Li Huiwen and Mr. Tao Lin were elected as the staff representative supervisor for the 6th Session of Supervisory on Meeting of Staff Representative dated 13th May 2011; 5. New session of the Board and Supervisory of the Company have been renewed dated 25th May 2011, details of the 6th Session of the Board and Supervisory are as: The 6th Session of the Board: Chairman: Yang Haixian; Deputy Chairman: Li Hongsheng, Sun Yulin; Directors: Fu Bo, Huangfu Han, Yu Chunling, Zhou Qun, Chen Lihong and Jiang Xiaojun; Independent Directors: Li Zheng, Wang Xiaodong, Wang Junsheng, Wu Xiaolei, Tang Tianyun and Pan Chengwei. The 6th Session of the Supervisory: Chairman of Supervisory: Zhao Xiangzhi; Supervisors: Ma Fengming, Ji Yuanhong and Wang Difei; Staff Supervisors: Zhen Dalei, Peng Bo, Li Huiwen and Tao Lin. IV. Report of the Board of Directors (I) Discussion and analysis on operational situation of the Company in the report Period In the report period, power demand in Guangdong province shows steady soaring for influences by insufficient power resources added, decrease of the electricity of West to East Power transmission and the lysteresis of power grid construction. Demand and supply for electricity within the province still intensify continuously, the one-day stagger power consumption load almost reaches 6 million kilowatt and actual load demand takes a break of 74 million kilowatt, higher the peak load of all province the year before of 71.5 million kilowatt. However, influenced by turbulence situation in oil-produce countries of Middle-ease and North Africa and other geo-politics, gas price has a strong growth in first half year of 2011, cost of power fuel for gas turbine runs in a high price correspondingly and amount for power subsidy demand soaring. Under the circumstances of insufficient capital resources for subsidiary, main dept. of the province restricted the annual power volume of 9E gas turbine. Meanwhile, affected by macro control of the Country, financing for the Company comes more and more difficult. Confronted with severe market environment and operational dilemma, the Company persistently carries forward the operational idea of “striving for survival and going through difficulties”. By strictly follow the principle of safety production and economic powering, the Company higher its profitability in main business of powering. Promoting the recycle economy and practice energy-saving and emission reduce projects actively, semi-annual production and business planning of the Company gains a better results. During the report period, system IC engine power station of the Company accumulated owes energy output of 1.701 billion Kwhr, a 42.17% up y-o-y and completed 49.46% of the planning in whole year. (II) Corporate Operation during the Report Period The Company accumulatively realized operating income of RMB1,143,413,600 , 62.68% up over the same period of last year, among which, RMB1,029,131,700 was realized by power and steam production and supply and project contracted construction, 46.68% up over the same period of last year; RMB 114,281,800 was realized by other business, 9150% up over the same period the year before; Since the fuel cost has increased, main business profit realized by power, steam and project contracted construction amounted to RMB-498,166,100, 65.61% deficit increased over the same period of last year and other industries reached profit of main business amounted to RMB 5,996,700, increase RMB 5,577,400 compared the same period of last year; net profit attributable to owners of the parent company amounted to RMB -84,855,900, decrease RMB170,217,700 compare with same period of last year; earning per share reached RMB-0.14/Share. 1. Statement of main operations classified according to industries and products Unit: RMB’0000 Classified Increase Increase Increase or Gross according to Operating Operating or or decrease of gross profit ratio industries or revenue cost decrease decrease profit ratio over the (%) products of of last same period of 2-1-9 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 operating operating last year (%) revenue cost over over the the last last same same period of period of last year last year (%) (%) Power 6.92 percentage 97,161.60 146,263.57 -50.54% 40.67% 47.45% marketing points decreased Thermal 20.07 percentage 431.12 662.30 -53.62% -13.63% -0.65% marketing points decreased Fuel marketing 2,668.89 2,300.58 13.80% 100.00% 100.00% Engineering 24.94 percentage 2,528.57 2,257.03 10.74% 327.05% 492.64% labor points decreased Other revenue 123.00 1,246.31 -913.29% 100.00% 100.00% 2. Statement of main operations classified according to areas Unit: RMB ‘0000 Increase/decrease in income Areas Income from operations from operations over the same period of last year (%) Shenzhen 69,931.79 47.78% Zhongshan 17,717.74 2931.37% Dongguan 26,691.84 19.27% 3. In the report period, the profit composition, main operation and its structure of the Company did not have significant change over the same period of last year. 4. Reason for significant change happened to the gross profit ratio of the report period over the same period of last year: great increase in fuel cost. 5. During the report period, accounted by equity method, share-jointed company of the Company—Jiangxi Xinchang Company suffers investment losses of RMB39, 857,500 with impact on net profit of the Company reaching 46.97%. (III) Investment in the report period 1. Application of raised proceeds In the report period, the Company neither raised proceeds, nor had proceeds raised in former periods but extended to use in the report period. 2. Investment of non-raised proceeds (1) The sludge drying project Project of sludge drying was put into operating since 1st of January 2011, payment standard of operating cost was exercise by the bid price within the bidding purchasing with sole resources. However, the plan of single source tender has not been approved by Financial Committee of the City. The Company entered into no operational contract of sludge drying for the bid documents still in approval procedures from Financial Committee currently. The Company actively contacts with relevant government dept. for closely follow-up works and promoting tendering & bidding for completed as soon as possible with the purpose of obtained the disposal charge for sludge. At present, comprehensive usage works on sludge drying were conducted by the Company actively. No capital increased within the report period; as at end of the report period, the Company accumulate invested RMB 55.3 million in total. (2) Project of cooling, heating and power recycling economy 2 - 1 - 10 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 In the report period, the Company consolidated the project of CCHP into the Qianhai Planning actively and perfected the research report of “Resolving Plan of Energy Integrity in Cooperation Zone of Qianhai Shen-Gang Modern Service Industry by Mode of Intelligence and Low-Carbon”. Demonstration cooling station for cooling, heating and power are start cooling since 1st April of 2011 with 6 days a week and 13 hours a day since 1st of June. No newly investment increase for the project within the report period. (3) Project in Xinchang ,Jiangxi Province Within the report period, the project completed power of 3.43974 billion Kwhr by generation (of which transmission power of 0.335 billion Kwhr), completed 49.14% of the planning, grid power generation finished 3.28 billion Kwhr, a 50% of the planning completed. Net profit realized RMB -139,368,300 with seriously deficit due to the dramatically soaring of fuel price. No capital increased within the report period; as at end of the report period, the Company accumulate invested RMB 286,285,700 in total. (4) Nuclear Power Project in Peng Ze, Jiangxi Province In report period, state council decided to cease the approval of nuclear power projects(including the project of pre-phase conduction) after the nuclear accident occurred in Fukushima, Japan. There are 5 items of approval documents defer for approval due to the above reasons. Within the reporting period, field-leveled construction of the project have been completed, 1# nuclear island meets the condition of excavation, general contracting units of nuclear island and conventional islands are step in the field for construction. The internal auditing for primary design was completed basically, and long-term equipment contract have been signed. On 31st of May, the “Frame Agreement of Nuclear Island Contracting for Phase I Peng Ze Nuclear Project” that entered into between China Power Investment Corporation and State Nuclear Power Engineering Company and its memo were come into effect on 31st of May. As at 30 June 2011, accumulate RMB 1,887.2 million were invested for the project, actually capital received totaled RMB 727.27 million, totaled RMB 1,681,590,000 were financing accumulate. Till end of the report period, accumulative capital of RMB 37.315.000 was invested by the Company in total. (5) Shenzhen Energy Environment Company Approaching zero-accident in report period with power generation amounting to 0.136 billion Kwhr, 48.42% of the planning completed; volume of the waste treatment totaled 448,100 tons completed, 47.17% of the planning completed. In August of 2010, being decided by Shareholders’ Meeting of Shenzhen Energy Environment Company, RMB 610.5 million was increased for register capital for project of Phase II of Bao’an construction and expansion project of Phase II for Nanshan with 2 installments. Totaling RMB 478,810,000 was increased dated 31st January 2011; resets of the RMB 131,690,000 will invest within 30 days after receiving the Evaluation of Environment for Phase II of Nanshan Projects. Shenzhen Energy Environment Company owes its register capital of RMB 1,028,400,000 after capital increased. Till recently, the Company invested accumulative RMB 89,671,000(RMB 13,169,000 have not invested yet) in total. (IV) Explanations by the Board of Directors on the matters involved in non-standard qualified opinion issued by CPAs. In 2010, Deloitte Huayong CPAs Co., Ltd. issued qualified auditor’s report with paragraph of emphasized matters for the Company. During the report period, the matters involved in non-standard qualified opinion have not any progress. V. Significant Events (I) Administration of the Company In the report period, the Company operated in law and standardized its operation continuously in accordance to Company Law, Securities Law, and Governing Principle for listed Companies, and Management Method on Information Disclosure of Listed Company as well as Listing Rules for Stock in Shenzhen Stock Exchange. The Company continuously perfect its governance structure, higher the governance standard, strengthen information disclosure and standardized the operational for the Company. The actual corporate management structure basically accorded with the regulations of relevant standard documents on administration of listed company issued by CSRC. Every special committee of the Shareholders’ Meeting, Board of Directors and Supervisory Committee as well as managers were performing in a clearly responsibilities; the approval procedures were conducting a regulated ways; perform duties in accordance with the laws without regulation violations. Concerning 2 - 1 - 11 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 the related transaction, external guarantee, material investment and information discloses, the Company strictly exercise relevant approval procedures in line with relevant regulations and release the information timely. Guarantee the legal interest of the Company and shareholders, minority shareholders in particular. Pursuit to the requirement of “Notice of Standardized Pilot of Internal Control for Listed Companies in Shenzhen Areas” SZJ GSZi No: 31[2011] issued form Shenzhen Securities Regulatory Bureau, the Company combined actual conditions formulated the “Plan of Implementation for Internal Control of Shenzhen Nanshan Power Co., Ltd.” that approved and deliberated by Meeting of the Board, relevant information been disclosed on April 30. This plan is implementing recently. (II) Profit distribution plan and its execution There was no profit distribution plan, plan on public reserve conversion into shares or new share issuing plan implemented in the report period which was drawn in the past. There was no profit distribution preplan or plan on public reserve conversion into shares or equity incentive proceeding in the report period. (III) Significant lawsuit or arbitration The Company had not involved in any significant lawsuit or arbitration during the report period. (IV) Investment in securities During the report period, the Company neither held equity in other listed companies or in financial enterprises such as joint commercial banks, securities companies, insurance companies, trusted companies and futures companies nor joint in companies intended to go listing. (V) Significant purchase and sale of assets and enterprise combination in the report period No event of assets purchase and sale as and enterprise combination occurred in the report period. (VI) Significant related transaction 1. Related transaction related to daily operation No related transaction that related to daily operational occurred in report period. 2. Related transaction incurred by purchase or sales of assets during the report period No related transaction incurred by purchase or sales of assets during the report period. 3. Current related liabilities and debts Unit: RMB Funds offered to related parties Funds offer to listed company by by listed company related parties Related parties Occurred Occurred Balance Balance amount amount Xiefu Company - 6,279,664.17 -2,455,253.22 2,410,292.43 Shennandian (Zhongshan) Power Co., Ltd. 239,214,264.87 508,629,723.58 - - Shenzhong Real Estate Development Co., Ltd. 10,918,413.30 677,004,186.72 - - Shennandian Engineering Company - - -1,847,625.23 - Shennandian (Dongguan) Company -110,741,527.27 53,318,668.57 - - New Power Company - 597,875,904.41 -25,888,323.20 308,381,404.30 Shennandian -366,631.30 - 1,135,838.47 1,135,838.47 2 - 1 - 12 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Environment Company Shenzhen Energy Group Co., Ltd. - - -1,158.78 510,249.91 Syndisome Company - - -8,277.48 1,813,776.55 Singapore Company - 31,072.34 - - Mawan Power Company - - -49,171.39 - Moon Bay Oil Company - - - - Total 139,024,519.60 1,843,139,219.79 -29,113,970.83 314,251,561.66 (VII) Significant contracts of the Company and its implementation 1. During the report period, except that Shenzhen New Power Industrial Co., Ltd. continues to entrust the Company to manage and operate the assets of project of power generating with waste heat, the Company has not trusted, contracted and leased other companies’ assets nor has other companies trusted, contracted and leased asset of listed company. 2. Particular about material contract in the report period Being deliberated and approved by 4th Extraordinary Shareholders’ General Meeting of 2010, the Company and Shennandian Dongguan Company were consented to enter into the Purchase Contract of Nature Gas with Branch of Guangdong Trading, CNOOC Gas & Power Group and Guangdong Branch of CNOOCrespectively. Among which, the Company (wholly-owned Nanshan Power Station) signed a contract of 2-year term (January of 2011—December of 2012) while Shennandian Dongguan Company has a 3-year tem contract signed (January of 2011 – December of 2013)(Notice No.: 2010-048, 2010-050 and 2010-058). Relevant contract is implementing. 3. During the report period, the Company has not entrusted others to manage cash assets. (VIII) Significant guarantee Unit: RMB’0000 Particulars about the external guarantee of the Company (the guarantee for subsidiaries from subsidiaries) Related Compl Announce Date of Actual ete Guarantee Name of the ment Amount happening amount Guarant Imple for related Company disclosure of (Date of of Guarantee type ee term mentat party (Yes guaranteed day and guarantee signing guarant ion or or no) Announce agreement) ee not ment No. Shennandian Maximum 2009.4.30 (Zhongshan) 5,000 2010.03.26 5,000 Amount 3 years Not Yes (2009-028) Company Guarantee Shennandian Maximum 2010.7.21 (Dongguan) 12,000 2010.08.22 5,600 Amount 3 years Not Yes (010-039) Company Guarantee Total amount of external Total actually amount guarantee approved in the 12,000 of external guarantee in 10,600 report period(A1) the report period(A2) Total actually amount Total amount of external of external guarantee at guarantee approved at the end 17,000 10,600 the end of the report of the report period(A3) period(A4) 2 - 1 - 13 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Guarantee of the Company for its subsidiaries Related Compl Announce Date of Actual ete Guarantee Name of the ment Amount happening amount Guarant Imple for related Company disclosure of (Date of of Guarantee type ee term mentat party (Yes guaranteed day and guarantee signing guarant ion or or no) Announce agreement) ee not ment No. Shennandian Maximum 2009.4.30 (Zhongshan) 10,000 2009.06.04 10,000 Amount 3 years Not Yes (2009-028) Company Guarantee Shennandian Maximum 2011.1.14 (Zhongshan) 20,000 2011.01.19 20,000 Amount 3 years Not Yes (2011-001) Company Guarantee Shennandian Maximum 2010.7.21 (Zhongshan) 10,000 2010.07.30 10,000 Amount 3 years Not Yes (2010-039) Company Guarantee Shennandian Maximum 2010.7.21 (Zhongshan) 10,000 2010.08.19 4,000 Amount 3 years Not Yes (2010-039) Company Guarantee Shennandian Maximum 2011.1.14 (Zhongshan) 6,000 2011.04.08 5,805 Amount 3 years Not Yes (2011-001) Company Guarantee Shennandian Maximum 2011.1.14 (Dongguan) 30,000 2011.01.20 30,000 Amount 3 years Not Yes (2011-001) Company Guarantee Shennandian Maximum 2011.5.11 (Dongguan) 10,000 2009.06.10 10,000 Amount 3 years Not Yes (2011-030) Company Guarantee Shennandian Maximum 2010.11.4 (Dongguan) 8,000 2011.06.20 8,000 Amount 3 years Not Yes (2010-058) Company Guarantee Shennandian Maximum 2010.11.4 (Dongguan) 20,000 2010.12.29 12,000 Amount 3 years Not Yes (2010-058) Company Guarantee Shennandian Maximum Environment 2011.1.31 8,000 2009.11.06 3,600 Amount 3 years Not Yes Protection Co., (2011-006) Guarantee Ltd. Maximum New Power 2011-1.31 3 10000 2011.06.30 3000 Amount Not Yes Company (2011-006) years Guarantee Shennandian Maximum Environment 2011.5.11 2,700 2010.03.30 2,700 Amount 3 years Not Yes Protection Co., (2011-030) Guarantee Ltd. Total of actual Total of guarantee for guarantee for subsidiaries approved in the 74,000 119,105 subsidiaries in the Period (B1) Period (B2) 2 - 1 - 14 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Total of actual Total of guarantee for guarantee for subsidiaries approved at 144,700 119,105 subsidiaries at Period-end (B3) Period-end (B4) Total of Company’s guarantee(Namely total of the large two aforementioned) Total of actual Total of guarantee approved in 86,000 guarantee in the Period 129,705 the Period (A1+B1) (A2+B2) Total of guarantee approved at Total of actual Period-end 161,700 guarantee at Period-end 129,705 (A3+B3) (A4+B4) The proportion of the total amount of actually guarantee 78.56% in the net assets of the Company(that is A4+ B4) Including: Amount of guarantee for shareholders, actual controller 0 and its associated parties(C) The debts guarantee amount provided for the guaranteed parties whose assets-liability ratio exceed 70% directly or 57,805 indirectly(D) Proportion of total amount of guarantee in net assets of the 47,156 Company exceed 50%(E) Total guarantee amount of the abovementioned 104,961 guarantees(C+D+E) Explanations on possibly bearing joint and several N/A liquidating responsibilities for undue guarantees (IX) Special explanation and independent opinion issued by independent directors on capital occupancy and external guarantee of related parties of the Company According to ZJF No. 56 Notice (2003) on Standardizing Capital Current between Listed Company and Related Parties and External Guarantee of Listed Company, SZJFZ No. 338 Notice (2004) on Strengthening Capital Occupancy of Listed Company and Out-of-line Guarantee Information Disclosure as well as ZJF No. 120 Notice (2005) on Standardizing External Guarantee of Listed Company, and with knowledge and data inquiry of the Company, we issued the following special explanation and opinion for the current capital occupancy and external guarantee of related parties of the Company as semi-annual of 2011: 1. As at June 30, 2011, the current capital between the Company and its controlling shareholders, subsidiaries and other related parties all belong to normal non-operating current capital and no related parties occupy the Company’s capital out of line. 2. As at June 30, 2011, the balance of external guarantee of the Company amounts to RMB 1,297,050,000 (belong to loan guarantee provided by the Company for its controlling subsidiaries and guarantee provided by controlling subsidiaries for other controlling subsidiaries). The Company and its controlling subsidiaries have not provided guarantee for its shareholders, other related parties, any non-legal unit or individual; earnestly implemented its obligation for disclosing information of external guarantee. (X) Implementation of commitment issued by shareholders holding above 5% equity (include 5%) of Company During the report period, the shareholders holding more than 5% (5% included) shares of the Company have not made commitment or previous commitment but lasting till the report period which brought significant influence to the Company’s operation achievement and financial status. (XI) Reception for investigation, communication and interview 2 - 1 - 15 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 During the report period, no reception for investigation, communication and interview occurred. (XII) During the report period, no director, supervisor, senior executive, shareholder, actual controller and the Company has received investigation from CSRC, administrative punishment and public criticize from CSRC, punishment from other administrative department, public blame and justice compulsive measure from stock exchange. (XIII) Index for the information of the Company The designated newspapers for information disclosure are China Securities Journal, Securities Times, and Hong Kong Commercial Daily; designated website is Juchao Information Website (http://www.cninfo.com.cn). Name and page of Date Content publishing press China Securities Journal -- Notice on Resolution of 2011 the first B008; 2011-1-14 Extraordinary Shareholders’ General Securities Times --D13; Meeting Hong Kong Commercial Daily--A4 Notice of Resignation of Deputy China Securities Journal Chairman; --B008; Notice of Resignation of Supervisor; Securities Times --B12; 2011-1-15 Resolution of Extraordinary Meeting of Hong Kong Commercial 5th Session of the Board; Daily--A18; Resolution of 31st Meeting of 5th Session China Securities Journal -- of Supervisory B008 China Securities Journal --A28; 2011-1-31 Forecast of Performance for 2010 Securities Times --C4; Hong Kong Commercial Daily--A5 China Securities Journal --A36; 2011-2-28 Notice of Clarification Securities Times --C8; Hong Kong Commercial Daily--A5 Securities Times --D24; Notice of Guarantee Expects to Loans Hong Kong Commercial from Zhuhai Commercial Bank to 2011-3-22 Daily--A5; Shennandian (Zhongshan) Power Co., China Securities Journal Ltd. --B004 2011-4-15 Resolution of 40th Meeting of 5th Session Securities Times --D46; of the Board; China Securities Journal Resolution of 33rd Meeting of 5th Session --D052; of the Supervisory; Hong Kong Commercial Notice of Convening the Annual Daily--A28 Shareholders’ General Meeting of 2010; Notice of the bank credit scale, external 2 - 1 - 16 guarantee, bank loans for entrust of capital within the system or directly 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Quarterly for 2011 Securities Times --D45; China Securities Journal Annual Report of 2010 for SHENZHEN --B501; NANSHAN POWER CO.,LTD Hong Kong Commercial Daily--A26 Securities Times --D26; China Securities Journal Forecast of the Performance of 1st 2011-4-15 --B052; Quarterly for 2011 Hong Kong Commercial Daily--A28 Securities Times; Resolution of 41st Meeting of 5th Session China Securities Journal of the Board; --A17; Resolution of 34th Meeting of 5th Session Hong Kong Commercial of the Supervisory Daily--A5 2011-4-23 Securities Times; st China Securities Journal Text of 1 Quarterly Report of 2011; --A18; Full-Text of 1st Quarterly Report of 2011; Hong Kong Commercial Daily--A5 Resolution of the Extraordinary Meeting( by communication voting) of 5th Securities Times; Session of the Board; China Securities Journal 2011-4-30 Resolution of the Extraordinary --A17; Meeting( by communication voting) of 5th Hong Kong Commercial Session of the Supervisory; Daily--A9 Implementation of the Internal Control Standardized Resolution of 39th Meeting of 5th Session Securities Times --D9; of the Board; Hong Kong Commercial Resolution of 32nd Meeting of 5th Session 2011-5-4 Daily--A12; of the Supervisory; China Securities Journal Notice of Convening the 2nd --B004 Extraordinary Shareholders’ General Meeting of 2011 Securities Times --D32; Resolution of Annual Shareholders’ 2011-5-11 Hong Kong Commercial General Meeting for 2010 Daily--A17; 2 - 1 - 17 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 China Securities Journal --B004 Securities Times ; Election of the Supervisor of Staff Hong Kong Commercial 2011-5-18 Representative Daily--A6; China Securities Journal nd Resolution of 2 Extraordinary Shareholders’ General Meeting of 2011; Securities Times --D24; Resolution of 1st Meeting of 6th Session of China Securities Journal 2011-5-26 the Board; --A24; Resolution of 1st Meeting of 6th Session of Hong Kong Commercial the Supervisory Daily--A6 Securities Times --D36; Hong Kong Commercial Resolution of 42nd Meeting of 5th Session 2011-6-3 Daily-- A5; of the Board China Securities Journal --B005 VI. Financial Report (Un-audited) The 2011 Semi-annual Financial Report is un-audited (attached). VII. Documents Available for Reference (I) Semi-annual Report of 2011 carried with the personnel signature of Legal Representative; (II) Accounting Statements carried with the signature and seals of the Legal Representative, General Manager and CFO; (III) All the originals of the Company’s documents and public notices disclosed in Securities Times, China Securities Journal and Hong Kong Commercial Daily in the report period; (IV) Place for inspection: Secretariat of the Board of Director of the Company. Board of Directors of Shenzhen Nanshan Power Co., Ltd. August 9, 2011 2 - 1 - 18 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 SHENZHEN NANSHAN POWER CO.,LTD Accounting Statement & Annotations for Semi-annual of 2011 2 - 1 - 19 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Consolidated Balance Sheet Unit: RMB Liabilities and Assets 2011-6-30 2010-12-31 2011-6-30 2010-12-31 owner’s equity Current assets: Current liabilities: Monetary fund 639,580,595.19 601,386,814.04 Short-term loan 3,287,500,000.00 3,112,400,000.00 Bill receivable - 700,000.00 Bill payable 38,049,000.00 - Account receivable 935,570,314.10 518,392,276.69 Account payable 243,689,092.48 61,115,438.61 Account paid in Account received in 24,571,262.81 13,529,901.89 23,090,662.53 39,274,341.26 advance advance Remuneration Interest receivable - - 31,394,214.61 45,432,950.70 payable Dividend receivable - - Tax payable -483,528,913.35 -501,193,418.09 Other accounts 23,397,718.50 20,450,149.23 Interest payable 64,122,312.85 59,348,039.27 receivable Inventory 1,252,289,971.15 1,352,372,212.06 Dividend payable - - Long-term stock Other account investment due - - 291,056,300.23 288,768,647.34 payables within one year Long-term liabilities Other current assets - 4,242,431.37 200,000,000.00 50,000,000.00 due within one year Other current - - - liabilities Total of current Total of current 2,875,409,861.75 2,511,073,785.28 3,695,372,669.35 3,155,145,999.09 assets liabilities Non-current Non-current assets: - liabilities Long-term stock Long-term 314,231,776.82 306,208,274.30 36,000,000.00 186,000,000.00 investment borrowing Investment real Other non-current 5,093,387.77 5,308,769.98 5,350,000.00 5,350,000.00 estate liabilities Total of non-current Capital assets 2,205,733,408.78 2,169,226,270.73 41,350,000.00 191,350,000.00 liabilities Project under 88,100,178.37 196,729,476.64 Total of liabilities 3,736,722,669.35 3,346,495,999.09 construction Disposal of capital - - Owners’ equity assets Intangible assets 62,743,827.01 64,236,931.51 Share capital 602,762,596.00 602,762,596.00 Long-term unamortized 160,155.30 273,212.64 Capital reserve 363,629,927.51 363,629,927.51 expenses Deferred income tax 4,624,405.14 4,624,405.14 Reserve surplus 332,908,397.60 332,908,397.60 assets Other non-current 21,731,198.78 21,273,223.68 Undistributed profit 351,685,700.04 436,541,567.35 assets Translation Total of non-current 2,702,418,337.97 2,767,880,564.62 difference in foreign - - assets currency statement Equity attributable to owners of the 1,650,986,621.15 1,735,842,488.46 parent company Minority 190,118,909.22 196,615,862.35 shareholders’ equity 2 - 1 - 20 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Total of 1,841,105,530.37 1,932,458,350.81 shareholders' equity Total of liabilities Total of assets 5,577,828,199.72 5,278,954,349.90 and shareholders' 5,577,828,199.72 5,278,954,349.90 equity Balance Sheet of the Parent Company Unit: RMB Liabilities and Assets 2011-6-30 2010-12-31 2011-6-30 2010-12-31 owner’s equity Current assets: Current liabilities: Monetary fund 169,579,571.56 269,369,131.18 Short-term loan 2,326,100,000.00 2,218,000,000.00 Bill receivable - - Bill payable - - Account receivable 545,703,102.53 277,107,630.12 Account payable 67,577,263.66 1,749,561.08 Account paid in Account received in 9,439,330.71 455,623.51 21,934,195.45 14,586,000.00 advance advance Remuneration Interest receivable - - 16,462,554.66 26,713,770.75 payable Dividend receivable 597,875,904.41 597,875,904.41 Tax payable -430,669,385.70 -436,158,042.22 Other accounts 1,057,565,531.44 894,247,309.68 Interest payable 4,053,707.78 3,720,714.47 receivable Inventory 128,856,808.03 166,594,071.43 Dividend payable - - Long-term stock Other account investment due - - 565,497,714.35 490,528,945.93 payables within one year Long-term liabilities Other current assets 280,000,000.00 393,003,940.43 - - due within one year Other current liabilities Total of current Total of current 2,789,020,248.68 2,598,653,610.76 2,570,956,050.20 2,319,140,950.01 assets liabilities Non-current Non-current assets: liabilities Long-term stock 813,714,626.58 796,731,124.06 Long-term loan - - investment Investment real Other non-current - - - - estate liabilities Total of non-current Fixed assets 284,475,368.18 316,444,713.69 - - liabilities Construction in 66,090,220.18 56,766,007.77 Total of liabilities 2,570,956,050.20 2,319,140,950.01 process Disposal of capital - - Owners’ equity - assets Intangible assets 8,776,083.16 9,318,739.90 Share capital 602,762,596.00 602,762,596.00 Long-term unamortized 120,804.92 171,594.44 Capital reserve 288,769,132.47 288,769,132.47 expenses Deferred income tax - - Reserve surplus 332,908,397.60 332,908,397.60 assets Other non-current - Undistributed profit 166,801,175.43 234,504,714.54 assets Total of non-current Converted difference 1,173,177,103.02 1,179,432,179.86 - - assets in Foreign Currency 2 - 1 - 21 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Statements Total of shareholders’ 1,391,241,301.50 1,458,944,840.61 equity Total of liabilities Total assets 3,962,197,351.70 3,778,085,790.62 and shareholders’ 3,962,197,351.70 3,778,085,790.62 equity Consolidated Profit Statement Unit: RMB Items Jan.-Jun. of 2011 Jan.-Jun. of 2010 I. Operation income 1,143,413,610.78 702,859,674.61 Less: operation cost 1,635,583,031.68 1,003,249,405.69 Operation tax and surcharge 3,850,355.62 2,971,470.22 Sales expense 396,202.63 464,946.47 Management expense 50,599,499.76 47,023,275.69 Accounting expense 89,911,857.60 59,239,993.66 Loss of assets impairment - - Plus: gain of fair value change - - Investment gain (loss) -39,857,497.48 -32,231,888.28 Among: gain (loss) of investment into affiliated and joint enterprises -39,857,497.48 -32,231,888.28 II. Operation profit (loss) -676,784,833.99 -442,321,305.40 Plus: Non-operation income 589,314,683.18 171,419,645.98 Less: Non-operation expense 297,324.48 31,860.00 Among: Loss from disposal of non-current assets 162,698.07 1,840.00 III. Total of profit -87,767,475.29 -270,933,519.42 Less: income tax expense 3,585,345.15 687,530.22 IV. Net profit -91,352,820.44 -271,621,049.64 Net profit attributable to shareholders of parent company -84,855,867.31 -255,073,535.78 Minority shareholders’ equity -6,496,953.13 -16,547,513.86 V. Earnings per share - - (I) Basic earnings per share -0.14 -0.42 (II) Diluted earnings per share Not applicable Not applicable VI. Other consolidated incomes - - VII. Total of consolidated incomes -91,352,820.44 -271,621,049.64 Total of consolidated incomes attributable to shareholders of the parent company -84,855,867.31 -255,073,535.78 2 - 1 - 22 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Total of consolidated incomes attributable to minority shareholders -6,496,953.13 -16,547,513.86 Profit Statement of Parent Company Unit: RMB Items Jan. to Jun. of 2011 Jan. to Jun. of 2010 I. Operation income 442,608,095.42 167,055,044.81 Less: operation cost 694,282,683.32 294,907,340.61 Operation tax and surcharge 1,772,393.29 1,686,853.10 Sales expense - - Management expense 19,283,461.96 7,828,022.18 Accounting expense 37,688,810.51 18,046,704.28 Loss of assets impairment - - Plus: gain of fair value change - - Investment gain (loss) -39,857,497.48 -32,231,888.28 Among: gain (loss) of investment into affiliated and joint enterprises -39,857,497.48 -32,231,888.28 III. Operation profit (loss) -350,276,751.14 -187,645,763.64 Plus: Non-operation income 282,577,058.44 - Less: Non-operation expense 3,846.41 - Among: Loss from disposal of non-current assets - - III. Total of profit -67,703,539.11 -187,645,763.64 Less: Income tax expense - - IV. Net profit -67,703,539.11 -187,645,763.64 V. Earnings per share (I) Basic earnings per share Not applicable Not applicable (II) Diluted earnings per share Not applicable Not applicable VI. Other consolidated income - - VII. Total of consolidated income -67,703,539.11 -187,645,763.64 2 - 1 - 23 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Consolidated Cash Flow Statement Unit: RMB Items Jan. to Jun. of 2011 Jan. to Jun. of 2010 I. Net cash flow from operation activities Cash received from sales of products and supply of labor 1,418,009,918.58 954,715,452.71 Tax expense returns received - - Cash received and related to other operation activities 75,542,660.32 35,519,595.88 Subtotal of cash inflows from operation activities 1,493,552,578.90 990,235,048.59 Cash paid for purchase of goods and acceptance of labor 1,321,170,701.32 909,385,409.09 Cash paid to or for staff 56,866,969.06 47,196,564.92 All tax paid 44,300,719.65 57,194,367.60 Cash paid and related to other operation activities 32,725,222.12 43,800,949.21 Subtotal of cash outflows from operation activities 1,455,063,612.15 1,057,577,290.82 Net cash flow from operation activities 38,488,966.75 -67,342,242.23 II. Cash flow from investment activities - - Cash received from divestment - - Cash received from investment returns - - Net cash drawback from disposal of capital assets, 4,344,000.00 11,593,462.50 intangible assets and other long-term assets Net cash received from disposal of subsidiaries or other - - business units Other investment-related cash received - - Sub-total of cash inflows of investment activities 4,344,000.00 11,593,462.50 Cash paid for construction of fixed assets, intangible assets 22,843,360.85 39,524,878.57 and other long-term assets Cash paid for investment 47,881,000.00 60,457,857.00 Net cash received from payment of subsidiaries and other - - operational units Other investment-related cash payment - - Sub-total of cash outflows from investment activities 70,724,360.85 99,982,735.57 Net cash flow from investment activities -66,380,360.85 -88,389,273.07 III. Cash flow from financing activities - - Cash received from investment take-up - - Cash received from obtaining borrowings 2,379,100,000.00 2,296,000,000.00 Cash received from other financing-related activities - - Subtotal of cash inflow from financing activities 2,379,100,000.00 2,296,000,000.00 Cash paid for debts 2,204,000,000.00 2,043,120,000.00 Cash paid for dividend or profit distribution, or interest 109,011,750.54 71,236,958.66 Other funding-related cash payment - - Subtotal of cash outflows from financing activities 2,313,011,750.54 2,114,356,958.66 Net cash flow from financing activities 66,088,249.46 181,643,041.34 IV. Influence of exchange rate fluctuation on cash and cash -3,074.21 -2,624.45 2 - 1 - 24 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 equivalents V. Net increase of cash and cash equivalents 38,193,781.15 25,908,901.59 Plus: Balance of cash and cash equivalents at 591,386,814.04 356,362,100.63 Period-beginning VI. Balance of cash and cash equivalents at Period-end 629,580,595.19 382,271,002.22 Cash Flow Statement of the Parent Company Unit: RMB Items Jan. to Jun. of 2011 Jan. to Jun. of 2010 I. Cash flow from operation activities Cash received from sales of products and supply of labor 729,133,218.02 506,963,574.90 Tax expense returns received - - Cash received and related to other operation activities 299,082,095.79 152,163,679.44 Subtotal of cash inflows from operation activities 1,028,215,313.81 659,127,254.34 Cash paid for purchase of goods and acceptance of labor 696,657,561.65 450,688,125.74 Cash paid to or for staff 32,276,567.86 22,434,981.27 All tax paid 8,350,015.33 5,932,097.07 Cash paid and related to other operation activities 352,099,113.80 377,847,817.06 Subtotal of cash outflows from operation activities 1,089,383,258.64 856,903,021.14 Net cash flow from operation activities -61,167,944.83 -197,775,766.80 II. Cash flow from investment activities - Cash received from divestment - - Cash received from investment returns - - Net cash drawback from disposal of capital assets, - - intangible assets and other long-term assets Net cash received from disposal of subsidiaries or other - - business units Cash received from relevant activities - - Sub-total of cash inflows of investment activities - - Cash paid for construction of fixed assets, intangible assets 18,557,420.52 19,267,886.09 and other long-term assets Cash paid for investment 56,841,000.00 60,457,857.00 Net cash received from payment of subsidiaries and other - - operational units Other investment-related cash payment - - Sub-total of cash outflows from investment activities 75,398,420.52 79,725,743.09 Net cash flow from investment activities -75,398,420.52 -79,725,743.09 III. Cash flow from financing activities Cash received from investment take-up - - Cash received from obtaining borrowings 1,532,100,000.00 1,430,000,000.00 Cash received from other financing-related activities - - Subtotal of cash inflows from financing activities 1,532,100,000.00 1,430,000,000.00 2 - 1 - 25 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Cash paid for debts 1,424,000,000.00 989,000,000.00 Cash paid for dividend or profit distribution, or interest 71,322,473.33 43,032,885.87 Other funding-related cash payment - - Subtotal of cash outflows from financing activities 1,495,322,473.33 1,032,032,885.87 Net cash flow from financing activities 36,777,526.67 397,967,114.13 IV. Influence of exchange rate fluctuation on cash and cash -720.94 -1,893.84 equivalents V. Net increase of cash and cash equivalents -99,789,559.62 120,463,710.40 Plus: Balance of cash and cash equivalents at 269,369,131.18 35,564,935.05 Period-beginning VI. Balance of cash and cash equivalents at Period-end 169,579,571.56 156,028,645.45 2 - 1 - 26 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 Consolidated Statement of Changes in Owners’ Equity Unit: RMB Amount in Jan.-Jun.2011 Amount of 2010 Items Shareholders’ equity attributable to the parent company Shareholders’ equity attributable to the parent company Minor Total of Minor Total of Capital Surplus Retained shareholders shareholders’ Share Capital Surplus Retained shareholders’ shareholders’ Share capital reserves reserves profit ’ equity equity capital reserves reserves profit equity equity I. Balance at the end of 602,762,596 363,629,927. 332,908,397 436,541,567. 196,615,862 1,932,458,35 602,762,59 363,629,92 332,908,39 547,986,75 208,604,106.2 2,055,891,782 last year .00 51 .60 35 .35 0.81 6.00 7.51 7.60 5.29 4 .64 Plus: Change of 3,193,490.2 - - - - - - - - - -3,193,490.26 - accounting policy 6 Correction of previous - - - - - - - - - - - - errors II. Balance at the 602,762,596 363,629,927. 332,908,397 436,541,567. 196,615,862 1,932,458,35 602,762,59 363,629,92 332,908,39 551,180,24 205,410,615.9 2,055,891,782 beginning of current .00 51 .60 35 .35 0.81 6.00 7.51 7.60 5.55 8 .64 year III. Increase/decrease -84,855,867. -6,496,953.1 -91,352,820. -114,638,6 -123,433,431. - - - - - - -8,794,753.63 changed in Year 31 3 44 78.20 83 -84,855,867. -6,496,953.1 -91,352,820. -114,638,6 -123,433,431. - - - - - - -8,794,753.63 (I) Net profit 31 3 44 78.20 83 (II) Other consolidated - - - - - - - - - - - - income Subtotal of the above -84,855,867. -6,496,953.1 -91,352,820. -114,638,6 -123,433,431. - - - - - - -8,794,753.63 (I) and (II) 31 3 44 78.20 83 (III) Capital invested or - - - - - - - - - - - - reduced by shareholders 1. Capital invested by - - - - - - - - - - - - shareholders 2. Share payment accounted into - - - - - - - - - - - - shareholders’ equity 3. Others - - - - - - - - - - - - - - - - - - - - - - - - (IV) Profit distribution 1.Withdrawl of surplus - - - - - - - - - - - - reserves 2. Dividend distribution - - - - - - - - - - - - to shareholders 3. Others - - - - - - - - - - - - (V) Internal settlement and transfer of - - - - - - - - - - - - shareholders’ equity 2 - 1 - 27 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 1. Capital reserves transferred to share - - - - - - - - - - - - capital 2. Surplus reserves transferred to share - - - - - - - - - - - - capital IV. Balance of end of 602,762,596 363,629,927. 332,908,397 351,685,700. 190,118,909 1,841,105,53 602,762,59 363,629,92 332,908,39 436,541,56 196,615,862.3 1,932,458,350 this year .00 51 .60 04 .22 0.37 6.00 7.51 7.60 7.35 5 .81 Statement of Changes in Owners’ Equity (Parent Company) Unit: RMB Amount in Jan.-Jun.2011 Amount of 2010 Total of Total of Capital shareholders’ Surplus shareholders’ Items Share capital reserves Surplus reserves Retained profit equity Share capital Capital reserves reserves Retained profit equity I. Balance at the end of 602,762,596.0 288,769,132.4 602,762,596.0 332,908,397.6 1,551,628,284.7 332,908,397.60 234,504,714.54 1,458,944,840.61 288,769,132.47 327,188,158.71 last year 0 7 0 0 8 Plus: Change of - - - - - - - - - - accounting policy Correction of previous - - - - - - - - - - errors II. Balance at the 602,762,596.0 288,769,132.4 602,762,596.0 332,908,397.6 1,551,628,284.7 332,908,397.60 234,504,714.54 1,458,944,840.61 288,769,132.47 327,188,158.71 beginning of current year 0 7 0 0 8 III. Increase/decrease - - - -67,703,539.11 -67,703,539.11 - - - -92,683,444.17 -92,683,444.17 changed in Year - - - -67,703,539.11 -67,703,539.11 - - - -92,683,444.17 -92,683,444.17 (I) Net profit (II) Other consolidated - - - - - - - - - - income Subtotal of the above (I) - - - -67,703,539.11 -67,703,539.11 - - - -92,683,444.17 -92,683,444.17 and (II) (III) Capital invested or - - - - - - - - - - reduced by shareholders 1. Capital invested by - - - - - - - - - - shareholders 2. Share payment accounted into - - - - - - - - - - shareholders’ equity - - - - - - - - - - 3. Others - - - - - - - - - - (IV) Profit distribution 2 - 1 - 28 深圳南山热电股份有限公司 第六届董事会第三次会议文件之二 1.Withdrawl of surplus - - - - - - - - - - reserves 2. Dividend distribution to - - - - - - - - - - shareholders - - - - - - - - - - 3. Others (V) Internal settlement and transfer of shareholders’ - - - - - - - - - - equity 1. Capital reserves - - - - - - - - - - transferred to share capital 2. Surplus reserves - - - - - - - - - - transferred to share capital IV. Balance of end of this 602,762,596.0 288,769,132.4 602,762,596.0 332,908,397.6 1,458,944,840.6 332,908,397.60 166,801,175.43 1,391,241,301.50 288,769,132.47 234,504,714.54 year 0 7 0 0 1 2 - 1 - 29 II. Annotations of the financial statements (I.) Company Profile Shenzhen Nanshan Power Co., Ltd (hereinafter called as “Company”) was reorganized to be a joint-stock enterprise from a foreign investment enterprise in 1993, upon the approval of General Office of Shenzhen Municipal Government with Document Shen Fu Ban Fu No.897 in 1993. When transformed, the Company’s total capital was 103,000,000 Yuan with paper value per share 1 Yuan. After approved by Document Shen Zhu Ban Fu No. 179 in 1993 issued by Shenzhen Securities Regulatory Office, the Company offered 40,000,000 RMB common shares and 37,000,000 foreign exchange shares listed in China respectively to domestic and overseas investors, which were listed in Shenzhen Securities Exchange respectively on Jul 1, 1994 and Nov 28, 1994. After the offering, the Company’s total capital increased to 180,000,000 Yuan. After several later dividnend distributions and stock allotments, the Company’s capital increased to 602,762,596 Yuan on June 30, 2011. The Company together with its subsidiaries (hereafter referred as the Company) is mainly engaged in businesses as production of power and heat,plant constructional, oil trader, property developmental, construction technology consultation and sludge drying. No controlling shareholder and actual controller exist in the Company, Shenzhen Energy Corporation (hereafter referred as the Energy Group) is the first largest shareholder of the Company. (II)PreparationbasisofFinancialStatements 1.PreparationbasisofFinancialStatements The Company executes the Accounting Standard for Business Enterprises issued by MOF on February 15, 2006. Moreover, the Company disclosed relevant financial information complied with the Preparation Rules on Information Revelation for the Company with Securities Public Offering No. 15 – General Rules of Financial Report (Revised 2010) The Company takes the accrual system as the bookkeeping basis of accounting auditory. In addition to some financial instruments of fair value measurement, the Financial Statements are measured on the basis of historic cost. As for the assets impairment, available is the corresponding impairment provision accrued in line with the relevant rules. 2.Declarationofobediencetocorporateaccountingprinciples The Financial Statements are up to requirements of corporate accounting principles, and also a true and thorough reflection to the Company together with its financial information as consolidated financial position on 30th June 2011, and the Company together with its consolidated operation results, and consolidated cash flow in the first half of 2011. 3.Accountingperiod The Group’s accounting year is Gregorian calendar year, namely from 1st January to 31st December. 4.Bookkeepingstandardcurrency RMB is the currency in the Group’s main business economic environment and the bookkeeping standard one, which is adopted in preparation of the financial statements. 5.Accountingmethodsforconsolidationofenterprisesunderthesamecontrolorotherwise The combination was divided into enterprise consolidation under the same control and the one not under the same control 5.1 Consolidation of enterprises under the same control The enterprises involved in the consolidation are all under the final control of one party or parties and the control is not temporary. That is the corporate consolidation under the common control. 2 - 1 - 30 The difference between the book value of the net assets and the consideration value with total book value of stock is used for reserve adjustment while it is used for retained earnings adjustment as not sufficient for eat up part of reserve. Directly related expenses for corporate combination are reckoned into the current loss/gain 5.2 Consolidation of enterprises not under the same control and goodwill The enterprises involved in the consolidation are ones not under the same final control of the common party or parties before and after the consolidation. That is the corporate consolidation under the different control. The consolidation cost is assets paid for and the liabilities responsible for the obtaining of the control right from the purchased party, together with the fair value of the equity instruments offered. For merger under different control done through multiple trades by step, the merger cost is the sum of consideration paid at purchased day and the fair value of equity of bought party before purchasing on purchased date. For equity of bought party held before purchasing, re-measured by fair value on purchased date, and the difference of fair value and its book value should reckoned into current investment income; For equity of bought party held before purchasing but with other consolidation income involved, the oher consolidation income related to them should transferred into current investment income at purchased date. Measured on fair value on the purchase day are the recognizable assets, liabilities or the contingent liabilities obtained in the consolidation and recognized as qualified. Measured by fair value is consolidation cost and recognized assets of the purchaser. The plus difference between fair values of the consolidation cost and the recognized net assets is recognized as business fame in form of an item of assets and calculated initially by cost while as for the minus one, firstly the measurements of consolidated cost and fair value of the recognizable assets, liabilities or contingent liabilities was checked, and the consolidated cost which was checked and less than the fair value of the net assets obtained from the purchased party is reckoned into current loss/gain. Goodwill formed by enterprise consolidation will list independently in consolidation financial statement and measure by the cost after accumulated impairment provision dectuction. Impairment test on goodwill should verify at end of the every year at least. The test is taken in accordance with the relevant assets group or portfolio of groups. Namely, the book value of the fame is diluted reasonably into the relevant group from the purchase day; the assets loss is recognized if the sum receivable of the assets group or the portfolio of the diluted business fame is lower than the book value. The impairment loss abates the book value of the business fame diluted into the group or the portfolio firstly and then abates book value of other assets proportionally according to the proportion of the book value of other assets. The recoverable sum is the higher one between the net of assets fair value less disposal expenses and the current value of the future cash flow. The assets fair value is determined by the sales agreement price in the fair trade. As for the assets not in the sales agreement but in the active market, their fair value is determined by the offering price of the purchaser; as for the assets neither in the agreement nor in the active market, their fair value is based on the best information receivable. The disposal expenses are composed of the law expense, relevant tax, cartage, and the actual direct expenses enable the assets to be available. The assets current value of future cash flow is determined according to the future expected cash flow in the continual use and the final disposal and the appropriate discount rate. Goodwill impairment will be included in current loss and gains and not be written back in subsequent fiscal periods as soon as it was recognized. 6. Preparationmethodsforcorporateconsolidatedstatements 2 - 1 - 31 The scope is determined on the basis of control. The control is right to decide another enterprise’s accounting and operation policies and obtain the interest according to the latter enterprise’s operation. For subsidiaries being disposed, their business result and cash flow before the disposal day(losing power of control day) have been appropriately demonstrated in the consolidated income statement and cash flow statement. Subsidiaries added as merger of enterprises under different control, their operation results and cash flow from the beginning of purchasing day( gaining pwer of control day) have been appropriately demonstrated in the consolidated income statement and consolidated cash flow statement. And the comparison amount and period-begin amount in the consolidated financial statement shall not be adjusted. Subsidiaries added as merger of enterprises under common control, their operation results and cash flow from the beginning of current term to the merger day have been appropriately demonstrated in the consolidated profit statement and consolidated cash flow statement. The subsidiaries’ main accounting policies and period are determined by the Company’s uniform ones. All substantive accounts o transactions between the Company and its subsidiaries or among the subsidiaries are balanced out in consolidation. The amount not attributable to the parent company is the minority shareholders’ equity and is listed in the consolidated balance sheet as minority shareholders’ equity. The amount attributable to minority shareholders’ equity of current net loss/gains of subsidiaries is listed in the net profit item of consolidated profit as minority shareholders’ equity. When the share of losses attributable to the minor shareholders has exceeded their shares in the owners’ equity at the beginning of term attributable to minority shareholders in the subsidiary, the balance shall offset the minor shareholders’ equity. Concerning the purchasing of minority shareholders’ equity from subsidiary or the transaction of partial equity investment disposal without control rights loss in the subsidiary, calculated them as equity transaction. And reflect relevant equity changes in the subsidiary for adjusting the owners’ equity attributablt to parent company and book value of minority shareholders’ equity. Difference between the adjusted amount on minority equity and fair value of consideration received/paid will adjust as capital reserve, adjuste as income retained while capital reserve fail for off-setting. For control rights loss in original subsidiary for partial equity investmtne disposal or other reasons, the remained equity should re-measured based on the fair value at date of control losses. The difference between the net assets of original subsidiary share by proportion held that sustainable calculated since purchased date and sum of consideration obtained by equity disposal and fair value of remain equity, recokoned into the current investment income of control rights loss. The other consolidation income related to original subsidairy’s equity investment will transfer to current investment income while control rights loss. 7.Determinationcriteriaofcashequivalentincashflowstatements Cash is the corporate storage cash and deposits available for payment anytime. Cash equivalents are investment of short‐term,strongmobilityandeasytransfertoknownsumcash,andslightriskofvaluevibration. 8. Foreigncurrencyexchange The current rate of the trading day is adopted in the initial recognition of the foreign exchange. Foreign monetary items are converted at the current rate on the assets/liabilities statements’ day, for the exchange difference due to inconsistency of the current exchange rate on that day and in the initial recognition or on the last balance sheet day, in addition to: (1) the foreign specific borrowing difference up to the 2 - 1 - 32 capitalization conditions reckoned into the relevant assets cost via capitalization; (2) difference of the hedging instruments for avoidance of the foreign exchange risk handled by the hedging accounting methods; (3) difference of the non-monetary items and from the changes of the book value of financial assets in addition to the diluted cost all reckoned into the current loss/gain. Non-monetary items measured in historical cost are still measured by sum on the bookkeeping standard currency at the current exchange rate. The items measured by the fair value are converted at the current rate on the fair value recognition day. The difference is dealt as the fair value change and reckoned into the current loss/gain or recognized as the other consolidated income and reckoned into the reserve. 9.Financialinstruments Being party of the Contractof Financial Instruments, the Company recognized a financial assets or financial liabilities.At initial recognition, financial assets and financial liabilities are measured by fair value. Concerning the fiancnial assets and financial liabilities that measured by fair value but with variation reckoned into current gains.loss, relevant transaction expense counted into gains/loss directly; for other category fiancnial assets and financial liabilities, relevant transaction expense counted into initial recognization amount. 9.1 Recognition of fair value The fair value is sum for assets exchange or debts payment between the trading parties. As for instrument in active market, the fair value is adopted according to the quotation in the active market. As for the instruments not in the active market, the fair value is recognized by the estimation technology. The technology is composed of the price in the latest fair trade, fair value according to the fundamentally same instruments, cash flow discount and stock price-setting model. 9.2 Actual interest rate Actual interest rate is the method for calculation of amortized cost and interest income/expenditure of every period by actual interest rate of financial assets or financial liabilities(a set of financial assets or financial liabilities included). Discount the future cash flow of financial assets/liabilities that in predicted continuance or applicable shorter terms to the rate used in current book value of financial assets/liabilities consider as the actual interest rate. While calculating actual interest rate, the Company will predict the future cash flow ( without futre credit loss consideration) on base of all contrat clause of financial assets/liabilities consideration, take the vary expenses, belong to actual interest rate that paid/received between contract parties, transaction expenses& discount and premium as well as into consideration. 9.3 Classification, reorganization and measurement of financial assts On initial confirmation, the financial assets are divided into: financial assets measured by fair value and of which the changes are recognized to be current profit/loss, receivables, tradable financial assets and held-to-maturity investments. The financial assets are bought or sold by the regular way, and recognized or terminated to be recognized according to the trading day accounting. The assets are loans and account receivable. Loan and the account receivable The assets are the un-derivative financial assets without quotation in the active market, steady or recognizable recoverable sum. The assets are composed of bill receivable, account receivable, receivable equity and other account receivable. The actual interest rate and the diluted cost are adopted in the follow-up measurement of loan and account receivable. Gain or loss is reckoned into the current gain/loss upon the recognition termination, impairment or dilution. 2 - 1 - 33 9.4Impairmentoffinancialassets Except for financial assets accounted at fair value and variation accounted into current gain/loss account, the Company undertake inspection on the book value of other financial assets at each balance sheet day, whenever practical evidence showing that impairment occurred with them, impairment provisions are provided. The practical evidence of impairment for financial assets refers to the items that has influence on the predicted future cash flow of financial assts, and the influences could measured reliable by the enterprise which were actually occurred after the initial recognition of financial assets. Objective evidence for impairment of financial assets is composed of the following events observable: (1) Sever financial difficulties of offering part or debtor; (2) Breach of the contract, as in payment of interest or principal or payment overdue; (3)Recessionmakingfordebtorsbycreditorsinconsiderationofeconomicorlegalfactors; (4) Probable bankruptcy or other financial restructuring of debtors; (5)Incapabilityoftradingthefinancialassetsinthemarketastheofferingparty’ssubstantivefinancialdifficulties; (6) Incapability of recognize whether cash flow of certain assets decreases or not but the discovery after the general evaluation that as can be measured, the expected future cash flow surely decreases since the initial recognition, including: --Gradual worsening of the debtor’s solvency for the group financial assets --Incidences of the probable chance to cause the group financial assets unable to be paid in the debtors’ country or district; (7)Materialunfavorablechangesinthedebtor’soperationenvironmentoftechnology,market,economyandlaw; (8)Severeorpermanentfall‐downinfairvalueofequityinstrumentinvestment; (9) Other objective evidence to prove the impairment of the financial assets. - Loss of impairment of financial assets measured by diluted cost Loss of impairment of financial assets measured by diluted cost is written down into the present value of future expected cash flow(un-occurred future credit losses excluded) that converted by original actual interest rate of the financial assets . The written-down sum is recognized as the impairment loss and reckoned into the current loss/gain. After the recognition of impairment of the above assets, if there is practical evidence to show that the asset has recovered, which is related to events following up the loss, the previous impairment loss is taken back. The book value of the assets transferred back into the impairment loss is not above the diluted cost supposedly un-accrued on the transfer day. The Company performs impairment test separately on individual financial assets with major amounts; for financial assets without major amounts, the Company performs impairment test separately or inclusively in a group of financial assets with similar characteristics of risks. Those financial assets (individual financial assets with or without major amounts) tested separately with no impairment found shall be tested again along with the group of financial assets with similar risk characteristics. Financial assets confirmed for impairment individually shall not be tested along with the group of financial assets with similar risk characteristics. 9.5 transfer of financial assets As for the financial assets up to the following conditions, the recognition termination is available: (1) Termination of the contract right to take the cash flow of the financial assets;(2) transferred to the transferring-in part nearly all risk and compensation;(3) all risk and compensation neither transferred nor retained, and with the give-up of the control over the financial assets. As for financial assets of almost all risk and compensation neither transferred nor retained, and without the give-up of the control over the financial assets, it was recognized according to the extension of the continual entry into the transferred financial assets and relevant liabilities are correspondingly recognized. The continual entry into the transferred financial assets is risk level which the enterprise faces up to due to the assets changes. 2 - 1 - 34 As for the whole transfer of the financial assets up to the recognition termination conditions, the book value of the transferred assets, together with the difference between the consideration value and the accumulative total of the fair value change of the other consolidated income, is reckoned into the current gain/loss. As for the partial transfer of the financial assets up to the recognition termination conditions, the book value of the transferred assets is diluted on the relative fair value between the terminated part and the un-terminated part; and reckoned into the current loss/gain is the difference between the sum of the consideration value and the accumulative sum of the valuation change ought to be diluted into the recognition termination part but into the other consolidated income, and the above diluted book value, is reckoned into the current loss/gain. 9.6 Categorizing, recognition and measuring of financial liabilities Finanical liabilities or equity instrument is recognized by the substance of financial instrument listed in contract and the definition of financial liabilities and equity instrument for the financial instruments issued by the Company. At initial recognition, financial liabilities are classified into financial liabilities measured by fair value with changes counted into current gains/losses and other financial liabilities. Financial liabilities of the Company refer to other financial liabilities. Other financial liabilities The follow-up measurement by the cost is taken on the derivative financial liabilities which is hooked with the stock instrument without the quotation in the active market and the reliable measurement, and settled by handing over the stock instrument. The follow-up measurement at the actuarial rate and by the diluted cost is taken on the other financial liabilities. 9.7 Termination recognition of financial liabilities Only is released the whole or part of the current duties, the termination of the liabilities or part of it is available. The Group (the creditor) signed the agreement with the debtor: the existing liabilities are replaced by the bearing of the new liabilities; and the contract terms are fundamentally different of the new liabilities and the existing ones; the termination of the recognition of the existing ones is available; and the recognition of new ones is available. As for the whole or partial termination of the recognition of the liabilities, the difference between the book value of the part of recognition termination and the consideration value paid (including the non-cash assets transferred out or the liabilities newly beard) is reckoned into the current loss/gain. 9.8 Balance-out between the financial assets and liabilities As the Company has the legal right to balance out the financial liabilities by the net or liquidation of the financial assets, the balance-out sum between the financial assets and liabilities is listed in the balance sheet. In addition, the financial assets and liabilities are listed in the balance sheet without being balanced out. 9.9 Stock instrument The stock instrument is the contract to prove the holding of the surplus stock of the assets with the deduction of all liabilities in the Company. When issuing other stock instruments, the consideration value received in offering with the deduction of trading expense is used for increasing the shareholders’ equity. The Company’s all distribution (shares dividend excluded) to the holders of the stock instrument will decrease the shareholders’ equity. The Company does not recognize the fair value change sum of the stock instrument. 10.Accountreceivable 10.1 Accounts receivable with significant amount and single provision for bad debt 2 - 1 - 35 Determination basis and amount The single account receivable above RMB 2 million is standard of items with single recognized as single substantive account receivable significant amount The Company takes the independent impairment test on the single substantive account. As for the account receivable Accrual methods of bad account without the impairment in the test, it is included in the preparation for single substantive account receivable portfolio of the similar credit risk accountreceivable characters for the impairment test. As for the account receivable with the recognition of impairment loss, it is not included in the account receivable portfolio of the similar credit risk characters for the impairment test 10.2 providing of bad debt provisions on account receivable by combination Recognition basis of combination account receivable with individual The Company believed that the account receivable with individual minor amount and with individual major minor amount and with individual major amount but without amount but without impairment found impairment found after separately testing has a lower credit risk. The after separately testing Company withdrwal no bad debt provision unless evidence of major credit risk on certain account receivable been found. 10.3 account receivable with individual minor amount but withdrwal bed bedt provision singlely If there is evidence proving that the credit risk of certain Reasons for bad bedt provision singlely account receivable is big, the bad debt provision for account receivable should be accrued individually. Methods for bad debt provision Specific Identification Method 11. Inventory 11.1Categoriesofinventory The Company’s inventory mainly consists of fuels, raw materials and developing products in process. The inventory is measured initially by cost. The cost for developing products consists of the land transfer capital, supporting infrastructure expenditure, construction installation projects expenditure, the loan expense before the completion of the development projects and the other relevant expenses in the development. Other inventory cost consists of the purchase cost, process cost, and other expenditure enables the inventory to arrive at the present place and the sate to occur. 11.2Valuationmethodofinventorydelivered The actual cost of the property development products delivered is recognized by the individual valuation method. The actual cost of other inventories delivered is recognized by the weighted average method. 11.3Recognitionbasisofnetrealizablevalueofinventory,andaccrualmethodsofpreparationforinventorydepreciation On the balance sheet day, the inventory is measured by the lower one between the cost and the net realizable value. As the net realizable value is lower than the cost, the inventory depreciation provision is accrued. The net realizable value is balance of the estimated sale price less the estimated forthcoming cost upon the completion, the estimated sale expense, and the relevant tax in the daily activities. Upon the recognition of net realizable value of the inventory, the concrete evidence is based on and the purpose of holding the inventory and the influence of events after the balance sheet day are considered. 2 - 1 - 36 As for the inventory of large sum and lower price, the inventory depreciation provision is accrued by the inventory categories. As for the inventory related to the product series produced and sold in the same district, of the same or similar final use or purpose and impossible to be separated from the other items, the provision is consolidated and accrued. The provision for other inventory is accrued by the difference between the cost and net realizable value. Upon the accrual of the inventory depreciation provision, if the previous influence factors on the inventory deduction disappeared, which resulted in the net realizable value being higher than its book value; the accrual is transferred back within the previous accrual of the provision and reckoned into the current gain/loss. 11.4Inventorysystem The inventory system is perpetual inventory system. 12.Long‐termequityinvestment 12.1 Recognition of investment cost For the long-term equity investment formed by corporate merger, if it is the long-term equity investment obtained from the corporate merger under the same control, the share of book value of owner's equity on the merger date shall be taken as the investment cost. The merger cost of long-term equity investment obtained through the corporate merger under different control shall be taken as the investment cost of long-term equity investment. Concerning the corporate merger under different control with many transactions, the long-term equity investment cost refers to the total amount of book value of equity investment on purchasee held before the purchased day and newly added investment cost in purchased day. The other equity investment besides the long-term equity investment formed by corporate merger shall conduct initial measurement according to its cost. 12.2Follow‐upmeasurementandgain/lossrecognition 12.2.1. Long-term equity investment checked by the cost As for the long-term equity investment without the common control over or significant influence on the invested units, the quotation in the active market and a reliable measurement of the fair value, it is measured by the cost. In addition, long-term equity investment to subsidiary of the Company adopted the cost method for calculation in financial statement. Subsidiary refers to the invested units that control by the Company. Upon the cost check, the investment is valuated on the initial cost. In addition to the actual prices or the announced but yet undistributed cash dividend or profit in consideration valuation, the current investment return is recognized by the announced cash dividend or profit by the invested units. 12.2.2. Long-term equity investment checked by the equity Investment to associated enterprise and joint ventures by the Company adopted equity method for calculation. Associated enterprise refers to the invested units that the Company has significant influence on it while joint venture refers to the invested units that controlled by the Company and other investors together. When equity basis is adopted, if the initial cost of the long-term equity investment is greater than the share of fair value of the receiver’s recognizable net asset, the initial investment cost of the long-term equity investment will not be adjusted; if the initial cost of the long-term equity investment is less than the share of fair value of the receiver’s recognizable net asset, the balance shall be counted into current income account, and the cost of long-term equity investment shall be adjusted. When equity basis is adopted, investment gain/loss of the current term is the share of net gains or losses of the investment receiver of the current year. Recognition of the share of net gains or losses of the investment receiver shall be on the basis of fair value of recognizable asset of the receiver when the investment was made, and recognized after adjustment on the net profit of the receiver in accordance with the Company’s accounting 2 - 1 - 37 policies and accounting period. For the gain/loss due to unrealised internal trade between the Company and co-operations, the share of the Company in this gain/loss shall be neutralized, and investment gains shall be recognized upon them. But the losses from unrealised trade between the Company and investment receivers which are regarded as losses from asset transferring shall not be neutralized. Change of equities of the investment receiver other than net gains or losses shall be counted into shareholders’ equity, and the book value of long-term equity investment shall be adjusted correspondingly and recognized as other miscellaneous income and recorded in capital reserves. Recognition of the share of net loss by the investment receiver shall be limited to when the book value of long-term equity investment and other long-term equity forms substantial net investment has been reduced to zero. Beside, if the Company is responsible for other losses of the investment receiver, predicted liability shall be recognized upon the prediction of responsibilities and recorded into current investment loss account. If the receiver realized net profit in the period thereafter, the share of gains is recovered after making up of share of losses which has not been recognized. 12.2.3 Disposal of long-term equity investment Whiledisposal of long-term equity investment, the difference between the book value and actual price received shall be accounted into current gains/losses. For long-term equity investment accounted on equity basis, the part originally accounted into shareholders’ equity is carried over to current gains/losses at corresponding rate when disposed. 12.3 Recognition standards the common control over and significant influence on the invested units Controlling power means the power over the firm’s financial and operational decision-making, and can obtain profit from the operation of such firm. Mutual control means the controlling power on particular activity hold together with others against particular contract, and shall only take effect when all of the investment parties has collective affirmative opinions on the major financial or operational issues. Significant influence means the power to participate in decision-making but cannot control or collectively control the same. At considering of substantial control or significant influence of a firm, the potential voting right factors such as current convertible bonds or executable subscription options have been considered. 12.4 Impairment testing and basis of impairment provision Impairment testing is performed on the long-term equity investment at each balance sheet date. In case of there is evidence showing impairment has occurred, the recoverable amount shall be assessed. If the recoverable amount is lower than the book value, the impairment provision shall be provided at the difference and accounted into current income account. Once the impairment loss of a long-term equity investment is recognized, it shall not be written back in subsequent fiscal periods. 13. Investment real estate Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both, including the rented land use rights and the land use rights which are held and prepared for transfer after appreciation, the rented buildings. Investment real estate is measured according to the initial cost. The follow-up expenses that are related to investment real estate, if the economic interests related to the assets are is likely to inflow cost and its costs can be reliably measured, shall be included in the cost of investment real estate. The other follow-up expense shall be included in the current gains/losses. The Company adopts the cost model to have follow-up measurements of the investment real estate, and to conduct depreciation or amortization according to the policies that are in consistent with the land use rights. 2 - 1 - 38 Impairment testing is performed on investment real estate at each balance sheet day. When evidence showing that impairment has occurred, the recoverable value shall be assessed. Assessment of recoverable value is based on individual asset. If the recoverable value was hard to evaluate separately, it shall be decided along with the group of assets it belongs to. If the recoverable value of an asset is lower than its book value, the balance shall be provided for impairment provision and accounted into current gains/losses. Once impairment of investment real estate was recognized, it will not be written back in the subsequent fiscal periods. The difference of the income from the sale, transfer, dispose of the investment real estate deducting the book value and relevant taxes shall be included in the gains and losses of the current period. 14. Fixed assets 14.1 Recognition conditions for the fixed assets Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing services, lease or for operation & management, and have more than one fiscal year of service life. The fixed assets recognized on the condition of economy benefit probably in-flow into the Company and the cost should measured reliably only. Initial measurement shall be conducted on fixed assets according to the actual cost when obtain them and also considering the expected costs for disposal. Concerning the follw-up expenses related to fixed assets, if the relevant economy benefit of fixed assets probably in-flow into the Company and can be measured reliabliy, reckoned into cost of fixed assets and terminated the recognition of the book value of the parts that been replaced. Others follow-up expenses should reckoned into current gains/losses while occurred. 14.2 Depreciation of various fixed assets From the next month since reaching the intended use state, depreciations on fixed assets shall be accounted by using the method of average life length except the steam turbine generating unit that accounted by withdrawal the working volume method. Life expectancy, expected net impairment value and annual depreciation rate of all assets are as follows: Annual Item Life expectancy Salvage value rate depreciation rate Houses and buildings 20 years 10% 4.50% Equipment (fuel machinery group 10 years 10% 9% excluded) Equipment--fuel The work quantity machinery group 10% method (note) Transportation tools 5-10 years 10% 9%-18% Other equipment 5 years 10% 18% Estimated salvage value refers to the amount of value retrieved after deducting of predicted disposal expense when the expected using life of a fixed asset has expired and in the expected state of termination. Note: Steam turbine generating unit that accounted by withdrawal the working volume method, the specifications are as follows: Depreciation sum Name Fixed assets (RMB/hour) The Company No.1 Power Group 4,225.09 No.3 Power Group 4,401.76 2 - 1 - 39 No.7 Power Group 4,407.11 Shenzhen New Power Industrial Co., Ltd. (New No.10 Power Group 3,954.47 Power Company) No.1 Power Group 1,911.87 Shenzhen Nanshan Power No.2 Power Group 688.66 (Zhongshan) Co., Ltd No.3 Power Group 1,902.68 (“Zhongshan Power”) No.4 Power Group 693.18 No.1 Power Group 2,009.43 Shennandian (Dongguan) No.2 Power Group 585.11 Weimei Co., Ltd (“Weimei No.3 Power Group 1,980.18 Power Company”) No.4 Power Group 585.08 14.3 Impairment test on fixed asset and providing of impairment provision Impairment testing is performed on fixed asset at each balance sheet day. When evidence showing that impairment has occurred, the recoverable value shall be assessed. Assessment of recoverable value is based on individual asset. If the recoverable value was hard to evaluate separately, it shall be decided along with the group of assets it belongs to. If the recoverable value of an asset is lower than its book value, the balance shall be provided for impairment provision and accounted into current gains/losses. Once fixed asset impairment is recognized, it shall not be written back in subsequent fiscal periods. 14.4 Other remarks The Company rechecks, at least at the end of each year, the useful life, estimated net residual value, and total hours of power generation of gas turbine generator units and depreciation method of fixed assets. In case of any change to the above said items, it will be treated as change of accounting estimate Terminated the recognition of fixed assts that in the status of disposal or pass through the predicted usage or without no economy benefits arising from disposal. Income from treatment of fixed asset disposing, transferring, discarding or damage, the balance after deducting of book value and relative taxes is recorded into current income account. 15. Construction-in-progress Cost of construction in process is determined at practical construction expenditures, including all expenses during the construction, capitalized loan expenses before the construction reaches useful status, and other relative expenses. No depreciation accrued on construction in progress. It is transferred to fixed asset as soon as the construction reaches the useful status. Impairment testing is performed on construction in process at each balance sheet day by the Company. When evidence showing that impairment has occurred, the recoverable value shall be assessed. Assessment of recoverable value is based on individual asset. If the recoverable value was hard to evaluate separately, it shall be decided along with the group of assets it belongs to. If the recoverable value of an asset is lower than its book value, the balance shall be provided for impairment provision and accounted into current gains/losses. Once impairment of construction in progress impairment is recognized, it shall not be written back in subsequent fiscal periods. 16. Borrowing expenses Borrowing expenses that can be directly attributed for purchasing or construction of assets that are complying with capitalizing conditions start to be capitalized when the payment of asset and borrowing expenses have already occurred, and the purchasing or production activities in purpose of make the asset usable have started; Capitalizing will be terminated as soon as the asset that complying with capitalizing conditions has reached its usable or saleable status. The other borrowing expenses are recognized as expenses when occurred. 2 - 1 - 40 Interest expenses practically occurred at the current term of a special borrowing are capitalized after deducting of the bank saving interest of unused borrowed fund or provisional investment gains; Capitalization amounts of common borrowings are decided by the weighted average of exceeding part of accumulated asset expenses over the special borrowing assets multiply the capitalizing rate of common borrowings adopted. Capitalization rates are decided by the weighted average of common borrowings. 17. Intangible assets 17.1 Intangible assets Intangible assets including land-use right and rights of patent etc The intangible assets are subject to initial measurement at cost. Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they become useable to the end of expected useful life. The intangible assets with un-certained service life should not be amortized. The useful life and amortization method of intangible asset with limited useful life is rechecked at the end of the period. 17.2 Impairment test method of intangible assets & calculation method of depreciation reserve The Company checks, on every balance sheet date, whether the intangible asset with certain useful life shows evidence of possible depreciation. If any, its recoverable amount will be estimated. The recoverable amount of assets is estimated on the basis of individual asset. If it is difficult to estimate the recoverable amount of individual asset, the recoverable amount of asset group will be determined on the basis of the belonging asset group of the assets. If the recoverable amount of the assets is less than its book value, the assets depreciation reserve will be accrued according to their balance and counted in the current gains/losses. The intangible assets with uncertain service life and those not yet up to the serviceable condition are subject to impairment test annually whether there is evidence of depreciation. Once intangible asset impairment loss was recognized, shall not be written back in subsequent fiscal periods. 18. Long-term expenses to be amortized Long-term amortizable expenses are those already occurred and amortizable to the current term and successive terms for over one year. Long-term amortizable expenses are evenly amortized to the benefit period. 19. Predicted liabilities Responsibilities connected to contingent issues are the current liability undertaken by the Company and the liability has the probability of result in financial benefit outflow and the responsibility can be measured reliably for its value. At balance sheet day, with reference to the risks, uncertainty and periodic value of currency that connected to the contingent issues, the predicted liabilities are measured according to the best estimation on the payment to fulfil the current responsibility. If the monetary value has significant influence, than recognized the best estimation amount based on discount of predicted furute cash flow. If the expenses for clearing of predictive liability is fully or partially compensated by a third party, and the compensated amount can be definitely received, it is recognized separated as asset. The compensated amount shall not be greater than the book value of the predictive liability. 20. Recognition of income 2 - 1 - 41 20.1 Goods sales revenue When significant risks and rewards of ownership of goods have been transferred to buyer, no continuous management right regularly related to ownership is retained, no effective control is conducted on goods sold, moreover, amount of income may be measured in a reliable way, relevant economic profit may have flown into enterprise and relevant incurred cost or to be incurred may be measured in a reliable way, implementation of goods sales revenue will be confirmed. 20.2 Revenue from Providing Labor Service Under the condition of service providing business can be estimated in a reliable way, relevant economic benefit is likely to flow into enterprise, completion degree of business may be estimated in a reliable way and relevant incurred cost and to be incurred may be measured in a reliable way, the revenue from labor service providing recognized. Relevant service revenue may be confirmed by the Company as percentage-of-completion method on balance sheet date. Completion degree of service business will be determined as share of incurred service cost in estimated general cost. If result of service providing business can’t be estimated in a reliable way, service revenue should be confirmed as amount of incurred service cost expected to be compensated, where incurred service cost is taken as period charge. If no compensation is expected for incurred service cost, income won’t be confirmed. 21. Government grant Government subsidies are those monetary and/or non-monetary assets obtained from the government by free. Government subsidies are recognized when satified the attached qualification of government grant and receivable on hand. Those government grants of monetary assets are measured at the amount received or receivable. Non-monetary government grants are measured at fair value. If no fair value is available, nominal amount will be adopted. Government subsidies measured at nominal amount are accounted into current gains/losses directly. Asset-related government grants are recognized as deffered income and accounted into current gains/losses evenly upon their service life. Those income-related government grants used to neutralize relative expenses and losses of successive periods are recognized as deffered income and accounted into current income at the period when the expenses are recognized; those used to neutralize relative expenses and losses which have already occurred are accounted into current gains/losses directly. If confirmed government grant needs to be surrendered,for government grant with relevant balance of deferred income,book balance of relevant deferred income will be offset while remnant will be included in current profit and loss. On the contrary, for government grant without relevant deferred income, it will be directly in current gain and loss. 22 Deferred income tax asset/ deferred income tax liability Income tax expense includes current income tax and deferred income tax. 22.1 Current income tax On balance sheet date, current income tax liability (or asset) formed during and before current period will be measured as amount of income tax payable (or repayable) as specified by tax law. 22.2 Deferred income tax asset & deferred income tax liability 2 - 1 - 42 For balance of book value of some asset/liability item and its tax base, or temporary difference derived from balance of book value and tax base of the item, which is not confirmed as asset or liability but tax base can be fixed as specified by tax law, deferred income tax asset & deferred income tax liability will be confirmed in balance sheet liability approach. Generaly, all temporary difference shall be recognized as relevant deferred income tax. But concerning the deductable temporary difference, relevant deferred income tax asset may be confirmed subject to amount of taxable income which is likely to be acquired to deduct deductible loss and taxation decrease in the future. Furthermore, for taxable temporary difference, which is related to initial recognition for goodwill and asset or liability produced by transaction which neither is business combination nor affects accounting profit and taxable income (or deductible loss), relevant deferred income tax liability won’t be confirmed. For deductible loss and taxation decrease which can be carried over to following fiscal year, relevant deferred income tax asset may be confirmed subject to amount of taxable income which is likely to be acquired to deduct deductible loss and taxation decrease in the future. The Company recognized deferred income tax liabilities arising from taxable temporary differences of investment related between the subsidiaries, associated enterprise and joint ventures, unless the Company control time of switch-back on temporary differences and the difference will not be switch-back probably in predicted future. For those deductible temporary differences related to investment with subsidiaries, associated enterprise and joint ventures, the Company have deferred income tax assets recognized on the condition of temporary differences might probably carry-back in predicted future and in the future, have the protability obtained taxable amount that should be deducted the deductible temporary differences. At the balance sheet day, those deffered income tax assets and income tax liabilities, according to the tax law, calculation will be on tax rate applicable to retrieving period of assets or clearing of liabilities. Other current income tax and deferred income tax or income reckoned into current gains/loss except the followed: the current income tax and deferred income tax related to the transation and event of other consolidation income or shareholers’ equity reckoned, counted into other consolidation income or shareholders’ equity together with the book value of goodwill adjusted of deferred income tax arising from enterprise merger. At the balance sheet day, verification will be performed on the book value of differed income tax assets. If it is not possible to obtain enough taxable income to neutralize the benefit of differed income tax assets, then the book value of the differed income tax assets shall be reduced. Whenever obtaining of taxable income became possible, the reduced amount shall be restored. When accounting with net amount is a stipulated rights, and tending to account with net amount or acquire of asset and clearing of debts are performed simultaneously, the income tax asset and liabilities of the current term are accounted at net amount after neutralization. When accounting of income tax asset and liabilities of current term with net amount is the stipulated rights, and the income tax asset and liabilities are related to the same subject recognized by the same taxation authority, or to the different subjects but within each period of writing back the differed income tax asset and liabilities with great importance, and tending to account with net amount or acquire of asset and clearing of debts are performed simultaneously, the income tax asset and liabilities of the current term are accounted at net amount after neutralization. 23. Operational leasing and financial leasing Finance lease is to virtually transfer all risks and rewards related to ownership of asset. Leases other than finance lease are operating leases. 2 - 1 - 43 23.1 Lease business with the Company as the rentee The rental is reckoned into the relevant assets cost or the current loss/gain in the linear way. The initial direct expenses are reckoned into the current gain/loss, or the actual rental into the current loss/gain. 23.2 Lease business with the Company as the rentor The rental is reckoned into the relevant assets cost or the current loss/gain in the linear way. The initial direct substantive expenses are capitalized and reckoned into the current gain/loss, or the actual rental into the current loss/gain. The initial direct small expenses are reckoned into the current actual gain/loss, or the actual rental into the current loss/gain. 24. Other Main Accounting Policies, Estimations and Preparation Method 24.1 Employee wages Except for the compensation for labor contract termination, the payable employee wages in the accounting period of service provided by employee of the Company were recognized as liabilities. The Company participates in social security system for employee set up by government department as specified, including basic pension insurance, medical insurance, and housing fund and other systems. Expenses involved will be included in relevant cost of asset and current profit and loss when actually incurred. The Company will sever labor relation with employee prior to expiration of labor contract, or encourage employee to voluntarily accept layoff and put forward suggestion on compensation. If we have formulated formal plan for severing labor relation or put forward voluntary layoff suggestion and plan to put into effect meanwhile the plan and suggestion can’t be withdrawn unilaterally, estimated liability produced by compensation for severing labor relation with employee will be confirmed and included in current profit and loss. 24.2 Debt restructures 24.2.1. Obligation of recording debt restructuring as debtor For debt liquidated with cash, balance between book value of debt to be restructured and amount of actual payment will be included in current gain and loss. On the contrary, for debt liquidated with non-cash asset, balance between book value of debt to be restructured and fair value of non-cash asset transferred will be included in current gain and loss. Balance between fair value of non-cash asset transferred and book value of debt to be restructured will be included in current gains and loss. When debt is transferred to capital, balance between book value of debt to be restructured and fair value of loaner’s share derived from disclaim will be included in current gains and loss. When other terms of debt are modified, fair value of debt after modification will be taken as entry value of restructured debt. Balance between book value of debt prior to restructuring and debt restructured will be included in current gain and loss. When combination of multiple modes is applied, book value of debt to be restructured will be offset by cash for payment, fair value of non-cash asset transferred and fair value of loaner’s share successively, then applicable method under modification mentioned above will be applied. 24.2.2. Obligation of recording debt restructuring as loaner For debt liquidated with cash, balance between book balance of credit to be restructured and cash received 2 - 1 - 44 will be included in current gain and loss. On the contrary, for debt liquidated with non-cash asset, balance between book balance of credit to be restructured and fair value of non-cash asset received will be included in current gain and loss. When debt is transferred to capital, balance between fair value of loaner’s share and book balance of credit to be restructured will be included in current gain and loss. When other terms of debt are modified, fair value of credit after modification will be taken as book value of credit to be restructured. Balance between book balance of debt prior to restructuring and book value of credit restructured will be included in current gain and loss. When combination of multiple modes is applied, book balance of credit to be restructured will be offset by cash received, fair value of] non-cash asset received and fair value of loaner’s share successively, applicable method under modification mentioned above will be applied. When depreciation reserve has been accrued in credit to be restructured, accrual depreciation reserve will be offset by balances above. Remnant after offset will be included in current gain and loss. (III) Taxes 1. Main taxation items and its tax rate Taxation items Calculation bases Tax rare Output tax calculated Balance of current output tax based on the 13% or 17% VAT deducting current input tax of the sales volume regulated by Tax Law Business tax Income of business 3% or 5% VAT and business tax actually City maintenance tax 7% paid VAT and business tax actually Education surtax 5% paid Enterprise income tax Taxable income 16.5% to 25% (Note 1) 1.2% for the remaining Calculated by the original value sum of real estate; 12% for Real estate tax of real estate deducting 30%; the rent income of the real rent income of the real estate estate RMB 4.00 per Square Land-use tax of town Land occupation actually area meter Note1: Tax rate of the enterprise income tax for the Company and its subsidiaries are shown as follows: Name of the Company and its subsidiaries Tax rate of enterprise income tax 2011 2010 The Company 24% 22% Shenzhen New Power Industrial Co., Ltd. (New 24% 22% Power) Shennan Power Gas Turbine Engineering 24% 22% Technique Co., Ltd. (“Engineering Co.,) Shenzhen Xiefu Fuel Supply Co., Ltd. 24% 22% 2 - 1 - 45 (“Xiefu Fuel Supply”) Shennandian Environment Protection 24% 22% (“Environment Co.,”) Zhongshan Power Grid 24% 22% Weimei Power Grid 24% 22% SHENNAN ENERGY (SINGAPORE) PTE 20% 20% LTD (“Shennan Signapore”) Zhongshan Shenzhong Real Estate Development Co., Ltd. (“Shenzhong 25% 25% Development Co.,”) Zhongshan Shenzhong Real Estate Investment Property Co., Ltd. (“Shenzhong Property 25% 25% Investment”) Huidong Xiefu Harbour Comprehensive 25% 25% Development Co., Ltd. (“Huidong Xiefu Co.,”) Huidong Harbour Development Co., Ltd. 25% 25% (“Huidong Harbour Co.,) HONG KONG SYNDISOME CO., LIMITED 16.50% 16.50% (“Syndisome Co., ) The Company, New Power, Engineering Co., Xiefu Fuel Supply and Environment Co., are the enterprise that established in the special economic zone. Zhongshan Power Grid and Weimei Power Grid are the foreign-investment enterprises that engaged in the manufacture of energy. The applicable income tax rate of the abovementioned subsidiaries and the Company was 15% before 1 January 2008. Since 1 January 2008, the tax rate will gradually turns to 25% in five years. The Company and abovementioned subsidiaries apply 24% tax rate in the report period. 2. Taxes preferential and approvals Name of the Relevant regulation and Approval Approval Exemption Period of Tax company policies basis institution documents range validity Enterpris Weimei Enterprise Income Tax Law of Inapplicable Inapplicabl Two years e income Power People’s Republic of China and e free-tax and tax Grid Notice of Transition three years 2008.1.1~2 Preferential Policy on half-taxes on 012.12.31 Enterprise Income Tax from enterprise State Council. (State income tax since IssueNo.39 [2007]) 2008. Enterpris Zhongsh Enterprise Income Tax Law of Inapplicable Inapplicabl Two years e income an Power People’s Republic of China and e free-tax and tax Grid Notice of Transition three years 2008.1.1~2 Preferential Policy on half-taxes on 012.12.31 Enterprise Income Tax from enterprise State Council. (State income tax since IssueNo.39 [2007]) 2008. 2 - 1 - 46 (IV) Enterprise merger and Consolidated Financial Statement Particular about subsidiaries 1. Subsidiaries obtained through establishment or investment Unit: RMB Other item Actual balance of Full name of Regist Busine Proportion Proportion Consolidated Type of Register investment net the er ss Business scope shares held of voting statement subsidiaries capital ending Jun. 30 investment subsidiaries place nature (%) right (%) Yes/No of 2011 towards subsidiaries Xiefu Fuel Self-business of fuel and agent for Limited Shenz Supply Co., Trading 53,300,000.00 import-export 26,650,000.00 N/A 50 50 Yes Liability hen (note) Jointed Power Technical development on wasted-heat N/A Yes New Power Shenz enterprise(H. generati 113,850,000.00 usage, power generation by wasted-heat 113,850,000.00 100 100 Co., hen K-capital) on and fuel power Jointed Power Fuel power and power generation by N/A Yes Zhongshan Zhong enterprise(H. generati 396,800,000.00 wasted-heat 317,440,000.00 80 80 Power Grid shan K-capital) on Enginee technical consultation and relevant N/A Yes Jointed Engineering Shenz ring maintenance and inspection on running enterprise(H. 10,000,000.00 13,520,000.00 100 100 Co., hen consult equipments for the union cycle power K-capital) ation station by fuel gas and steam Jointed Power Establishment and operation of natural N/A Yes Weimei Power Dongg 35,040,000.00 enterprise(H. generati gas power station 208,102,049.76 70 70 Grid uan USD K-capital) on Jointed Sludge drying N/A Yes Environment Shenz Enginee enterprise(H. 79,000,000.00 79,004,403.00 100 100 Co., hen ring K-capital) Pier Establishment and operation of N/A Yes Huidong Xiefu Limited Shenz operatio 8,620,000.00 comprehensive pier and its affiliated 6,465,001.00 84 84 Co., Liability hen n facilities Pier Establishment and operation of general N/A Yes Huidong Limited Shenz operatio 10,000,000.00 cargo pier, oil product pier, oil depot 5,500,000.00 55 55 Harbor Co., Liability hen n and affiliated facilities Note: the Company holds 50% equity of the Xiefu Fuel Supply, and occupied majority voting rights in Xiefu Fuel Supply. Therefore, collected Xiefu Fuel Supply into the consolidated scope for actually controlling owned by the Company. 2 - 1 - 47 2. Subsidiaries obtained through merger under no common control Unit: RMB Full name Type Regist Actually invested Other item balance Consolidated of the of Business Register Proportion Proportion of er Business scope capital at of net investment statement subsidiarie subsid nature capital shares held (%) voting right (%) place period-end towards subsidiaries Yes/No s iaries Limite gas turbine and its Shennan d Singap 1,500,000.00 spares and fuel Singapore Trading 1,500,000.00 SGD - 100 100 Yes Liabili ore SGD agents Co., ty real estate Yes Limite Real investment, property Shenzhong d Zhong estate 177,800,000. management, sales of Developme - - 75 75 Liabili shan developm 00 self-owned nt Co., ty ent commercial houses, rental and investment real estate Yes Shenzhong Limite Real investment, property Property d Zhong estate 60,000,000.0 management, sales of - - 75 75 Investment Liabili shan developm 0 self-owned ” ty ent commercial houses, rental and investment Limite import-export trading Yes Syndisome Import-ex d Hong 200,000.00 Co., (note port 200,000.00 HKD - 100 100 Liabili Kong HKD 1) trading ty Note: On December 5, 2008, ShenNan Singapore Company and ShenYe Investment and Management Co., Ltd signed the Share Transfer Agreement on the Purchase and Selling 2000 Shares of the Common Stock of HONGKONGSYNDISOMECO., LIMITED, (Hein after referred to as ShenYe Investment Company), ShenNan Singapore Company is to transfer 100% stock right which it has of Syndisome Company to ShenYe Investment Company at the consideration of 393,885,100.00 Hong Kong dollar. According to this Transfer Agreement, ShenYe Investment Company should pay 1,000,000.00 Hong Kong dollars on the date of transfer agreement, and pay the remaining transfer money within the six months after the date. Up to the approval day of this financial statements, ShenYe Investment Company hasn’t yet paid 392,885,100.00 Hong Kong dollar of the remaining transfer money, so the Company still possess the actual control right over Syndisome Company, therefore will include it into the Consolidation scope of the Consolidation financial statements. 2 - 1 - 48 (V) Notes to Consolidated Financial Statement 1. Monetary capital Unit: RMB 2011-6-30 2010-12-31 Items Amount of Exchange Amount of Exchange Amount of Amount of RMB foreign currency Rate foreign currency Rate RMB Cash: RMB - - 216,660.79 121,987.47 1.00 121,987.47 HKD 82,656.91 0.83 68,737.49 82,656.91 0.85 70,332.77 USD 10,822.53 6.47 70,039.07 995.22 6.62 6,591.04 EUO 1,017.87 9.36 9,528.48 1,017.87 8.81 8,963.88 Bank savings: RMB - - 505,756,546.40 575,020,508.91 1.00 575,020,508.91 HKD 5,335,635.82 0.83 4,437,114.75 5,369,706.06 0.85 4,569,082.89 USD 1,538,888.47 6.47 9,959,070.60 1,658,289.85 6.62 10,982,356.19 SGD 70,879.81 5.24 371,714.99 22,144.87 5.12 113,361.80 Other monetary capital: RMB (Note) - - 118,686,412.80 10,488,747.90 1.00 10,488,747.90 USD 737.04 6.47 4,769.83 737.04 6.62 4,881.19 Total 639,580,595.19 601,386,814.04 Note: was the guarantee margin and credit card savings. As at 30 June 2011, the restrained margin amounting to RMB 10,000,000.00 (RMB 10,000,000 as at 31 December 2010). 2. Note receivable Unit: RMB Type 2011-6-30 2010-12-31 Bank Acceptance Bill - 700,000.00 At the end of report period, the note receivable in advance decrease 100% over year-begin, mainly caused by the due of note receivable in this period. 3. Account receivable (1) Account receivable classified according to types: Unit: RMB 2011-6-30 2010-12-31 Balance at book Bad debt provision Balance at book Bad debt provision Type Proportion Proportion Proportion Proportion Amount (%) Amount (%) Amount (%) Amount (%) Account receivable 10,426,731.34 1.11% 4,580,704.34 92.13% 12,135,091.34 2.32% 4,580,704.34 37.75% with individual 2 - 1 - 49 major amount and withdrawal bad debt provision independently Accounts receivable with minor amount and accounts receivable with major 928,468,451.10 98.72% - 0.00% 508,090,413.69 97.08% - - amount found no devaluation after individual devaluation test Account receivable with individual minor amount 1,646,915.10 0.18% 391,079.10 7.87% 3,138,555.10 0.6% 391,079.10 12.46% but withdrawal bad debt provision independently Total 940,542,097.54 100.00% 4,971,783.44 100.00% 523,364,060.13 100% 4,971,783.44 0.95% The Group recognized account receivable with over RMB 2 million (RMB 2 million included) as significant single amounts. Age analysis of account receivable: Unit: RMB 2 - 1 - 50 2011-6-30 2010-12-31 Age Amount Proportion (%) Bad debt provision Book value Amount Proportion (%) Bad debt provision Book value Within 1year 928,865,562.10 98.76% - 928,865,562.10 508,292,525.93 97.12% - 508,292,525.93 1 to 2years 300,000.00 0.03% 15,000.00 285,000.00 - - - - 2 to 3years 6,263,319.00 0.67% 626,043.00 5,637,276.00 6,358,317.76 1.21% 641,043.00 5,717,274.76 Over 3 years 5,113,216.44 0.54% 4,330,740.44 782,476.00 8,713,216.44 1.67% 4,330,740.44 4,382,476.00 Total 940,542,097.54 100.00% 4,971,783.44 935,570,314.10 523,364,060.13 100% 4,971,783.44 518,392,276.69 2 - 1 - 51 (2) Account receivable with individual minor amount but withdrawal bad debt provision independently at period-end: Unit: RMB Content of account Withdrawal amount of bad Withdrawal receivable Balance of Book debt provision proportion (%) Reasons Account of engineering Un-recover partially for 1,646,915.10 391,079.10 23.75% receivable overdue (3) There are no account receivable of the shareholders who hold over 5 %( 5% included) voting rights in report period. (4)Top 5 companies in account receivables Unit: RMB Relationship between the Proportion in total account Name of the company Company Amount Age receivable (%) Bureau of Finance of Shenzhen Government Within 1 402,652,045.62 42.81% Municipality institution year Government Within 1 Finance Bureau of Dongguan 160,216,341.40 17.03% institution year Guangdong Power Grid Corporation of Non-related Within 1 142,419,266.01 15.14% Shenzhen Bureau client year Non-related Within 1 Guangdong Power Grid Corporation 121,639,636.76 12.93% client year Bureau of Finance of Zhongshan Government Within 1 99,029,138.80 10.53% Municipality institution year Total 925,956,428.59 98.45% (5) Period-end accounts receivable increased by 80.485 over year-begin mainly due to subsidies for fuel power increased. 4. Account paid in advance (1) Account paid in advance classified according to age: Unit: RMB 2011-6-30 2010-12-31 Age Amount Proportion (%) Amount Proportion (%) Within 1year 23,966,176.11 97.54% 12,746,630.59 94.21% 1to 2years 290,003.98 1.18% 542,468.58 4.01% 2to 3years 21,504.71 0.09% 21,224.71 0.16% Over 3 years 293,578.01 1.19% 219,578.01 1.62% Total 24,571,262.81 100.00% 13,529,901.89 100% (2) Top 5 companies in account paid in advance: Unit: RMB Name of the company Relationship Amount Duration Reasons for 2 - 1 - 52 between the unsettlement Company Non-related Within Purchase paid in Shenzhen Nangang Power Project Co., Ltd 9,034,000.00 supplier 1year advance Non-related Within Natural gas fee Shenzhen Dapeng LNG Sales Co., Ltd 6,525,887.12 supplier 1year paid in advance Non-related Within Natural gas fee Shenzhen Xishun Industy Development Co., Ltd 3,074,637.62 supplier 1year paid in advance Xinjiang Guanghui LNG Development Co., Ltd Branch Non-related Within Natural gas fee 1,591,651.15 in Qishan supplier 1year paid in advance Xinjiang Guanghui LNG Development Co., Ltd Non-related Within Natural gas fee 1,002,312.35 Transportation Branch in Qishan supplier 1year paid in advance Total 21,228,488.24 (3)There are no account paid in advance of the shareholders who hold over 5 %( 5% included) voting rights in report period. (4) Reporting period-end accounts paid in advance increased by 81.61% over year-begin mainly due to fuel fess paid in advance. 5. Other account receivable (1) Other account receivable classified according to type: Unit: RMB 2 - 1 - 53 2011-6-30 2010-12-31 Book amount Bad debt provision Book amount Bad debt provision Type Proportion Proportion Proportion Proportion Amount (%) Amount (%) Amount (%) Amount (%) Account receivable with individual major amount 26,237,404.46 49.21% 26,237,404.46 87.68% 26,237,404.46 52.08% 26,237,404.46 100% and withdrawal bad debt provision independently Accounts receivable with minor amount and accounts receivable with major 18,992,690.29 35.62% 0.00 0.00% 18,742,661.50 37.21% - - amount found no devaluation after individual devaluation test Account 8,091,938.69 15.18% 3,686,910.48 12.32% 5,394,398.21 10.71% 3,686,910.48 68.35% 2 - 1 - 54 receivable with individual minor amount but withdrawal bad debt provision independently Total 53,322,033.44 100.00% 29,924,314.94 100.00% 50,374,464.17 100% 29,924,314.94 59.4% 2 - 1 - 55 The Group recognized other account receivable with over RMB 2 million (RMB 2 million included) as significant single amounts. Other account receivable classified according to age: Unit: RMB 2011-6-30 2010-12-31 Age Proportion Bad debt Proportion Bad debt Amount (%) provision Book value Amount (%) provision Book value Within 17,122,527.47 32.11% - 17,122,527.47 14,174,958.20 28.14% - 14,174,958.20 1year 1to 2 4,352,781.54 8.16% - 4,352,781.54 4,352,781.54 8.64% - 4,352,781.54 years 2to 3 81,091.50 0.15% - 81,091.50 81,091.50 0.16% - 81,091.50 years Over 31,765,632.93 59.57% 29,924,314.94 1,841,317.99 31,765,632.93 63.06% 29,924,314.94 1,841,317.99 3years Total 53,322,033.44 100.00% 29,924,314.94 23,397,718.50 50,374,464.17 100% 29,924,314.94 20,450,149.23 (2) Period-end account receivable with individual minor amount but withdrawal bad debt provision independently: Unit: RMB Content of other account Withdrawal amount Withdrawal receivable Book balance of bad debt provision proportion (%) Reasons Shenzhen Gaiya Environment 1,496,448.19 1,496,448.19 100.00% Unrecovered for overdue Technology Co., Ltd Unrecovered for partial Other 6,595,490.50 2,190,462.29 33.21% overdue Total 8,091,938.69 3,686,910.48 45.56% (3) There are no other account receivable of the shareholders who hold over 5 %( 5% included) voting rights in report period. (4) Top 5 companies in other account receivable Unit: RMB Relationship between the Proportion in total other Name of the company Company Amount Duration account receivable (%) Project cooperation 14,311,626.70 Over 3 years 26.84% Huiyang Kangtai Industrial Co., party Wiyhin one Shenzhen Dapeng LNG Sales Co., Ltd Non-related client 10,032,000.00 18.81% year Shenzhen Nanshan Investment Non-related client 5,895,738.00 Over 3 years 11.06% Management Company JINAN POWER EQUIPMENT Non-related client 3,560,000.00 Over 3 years 6.68% 2 - 1 - 56 FACTORY Income tax advance for another Inapplicable 2,470,039.76 Over 3 years 4.63% Total 36,269,404.46 68.02% 6. Inventory (1) Classification of inventory Unit: RMB 2011-6-30 2010-12-31 projects Depreciation Depreciation Book balance provision Book value Book balance provision Book value Fuels 30,446,511.42 400,686.44 30,045,824.98 164,666,409.63 3,121,172.54 161,545,237.09 Raw materials 154,183,988.83 17,199,322.54 137,040,994.29 144,530,444.66 17,199,322.49 127,331,122.17 Land Space 1,109,099,484.6 1,063,495,852.8 Needed to 1,130,806,783.73 45,603,631.85 1,085,203,151.88 45,603,631.85 5 0 Development 1,418,296,338.9 1,352,372,212.0 Total 1,315,437,283.98 63,203,640.83 1,252,289,971.15 65,924,126.88 4 6 In the balance of inventory at period-end, amount for loan pledge totally to RMB 234,171,184.79 (as at 31 December 2010: RMB 229,163,561.16). In the balance of inventory at period-end, the capitalizing loan expenses amounting to RMB 145,453,033.22 (as at 31 December 2010: RMB 124,204,731.24). The capitalizing loan expense of this year was RMB 21,248,301.98 and the capitalizing rate was 5.31%. (2)Depreciation provision of inventory Unit: RMB Accruing amount Decrease in this year Book balance Inventory type 2010-12-31 at this year Reversal Charge-off ending 2011-6-30 Fuels 3,121,172.54 - - 2,720,486.05 400,686.49 Raw materials 17,199,322.49 - - 0.00 17,199,322.49 Development cost of 45,603,631.85 - - 0.00 45,603,631.85 real estate Total 65,924,126.88 - - 2,720,486.05 63,203,640.83 7. Other current assets Other current assets shown by category: Unit: RMB 2011-6-30 2010-12-31 Category Devaluation Devaluation Amount Net amount Amount Net amount provision provision Long-term assets held - - - 5,875,631.20 1,633,199.83 4,242,431.37 for sale Period-end other current assets decreased by 100% over year-begin mainly due to Shenzhong Development 2 - 1 - 57 Company sold cogeneration equipment. 2 - 1 - 58 8. Investment for affiliated enterprises Unit: RMB Voting rights in Jan.-Jun of The Company 2011-6-30 2011-6-30 2011-6-30 Jan.-Jun of 2011 invested company 2011 Proportion of Invested company Proportion of voting right held share holding Total assets Total liabilities Total net assts Total income Net profit (loss) by the Company (%) (%) Affiliated enterprises Jiangxi CPI Xinchang Power Generation Co., 30% 30% 4,464,167,187.19 3,890,014,599.43 574,152,587.76 1,214,937,820.40 -139,368,268.36 Ltd. (Jiangxi Xinchang for short) 9. Long-term equity investment Details of long-term equity investment: Unit: RMB Explanation on Proportion Proportion Impairm the incongruity in of share of voting ent Cash Calculati Initial Balance share holding Invested Increase/decre holding in rights in Impairment provision bonus on investment 2010-12-31 ending Jun. proportion and company ase(+,-) invested invested provision of this method cost 30 of 2011 voting proportion company company accruing year in invested (%) (%) this year company Jaingxi Equity 286,285,715.0 -39,857,497.4 187,245,776.8 227,103,274.30 30% 30% - - - - Xinchang Co., method 0 8 2 Petro-Chemic Cost 2,500,000.00 2,500,000.00 2,500,000.00 4% 4% - 2,500,000.00 - - al Co., method Shenzhen Energy Cost 41,790,000.00 41,790,000.00 89,671,000.00 10% 10% - - - - 47,881,000.00 Environment method 2 - 1 - 59 Co., Ltd. CPI Jiangxi Nuclear 37,315,000.00 37,315,000.00 37,315,000.00 5% 5% - - - - Power Co., Cost Ltd. method 421,986,115.0 316,731,776.8 Total 308,708,274.30 8,023,502.52 2,500,000.00 - - 0 2 Less: devaluation 2,500,000.00 2,500,000.00 - provision Net amount of long-term 314,231,776.8 306,208,274.30 8,023,502.52 equity 2 investment 2 - 1 - 60 10. Investment real estate Unit: RMB Decreased this Item 2010-12-31 2011-6-30 Increased this year year I. Total original book value 9,708,014.96 - - 9,708,014.96 1. House, buildings 9,708,014.96 - - 9,708,014.96 2. Land-use right - - - - II. Total accumulated depreciation 4,399,244.98 215,382.21 - 4,614,627.19 and accumulated amortization 1. House, buildings 4,399,244.98 215,382.21 - 4,614,627.19 2. Land-use right - - - - III. Total net book value of 5,308,769.98 - 5,093,387.77 investment real estate 1. House, buildings 5,308,769.98 - 5,093,387.77 2. Land-use right - - IV. Total depreciation provision - - of investment real estate 1. House, buildings - 2. Land-use right - - V. Total book value of investment 5,308,769.98 - - 5,093,387.77 real estate 1. House, buildings 5,308,769.98 - - 5,093,387.77 2. Land-use right - - - - 11. Fixed assets (1) Change of fixed assets Unit: RMB Decreased this Items 2010-12-31 Increased this year 2011-6-30 year I. Total original book value: 4,220,935,520.11 140,904,312.47 529,397.65 4,361,310,434.93 Including: House and buildings 447,729,795.72 - - 447,729,795.72 Machinery equipment 3,675,038,036.84 140,406,377.61 521,597.65 3,814,922,816.80 Transportation means 33,968,349.80 400,167.00 - 34,368,516.80 Other equipment 64,199,337.75 97,767.86 7,800.00 64,289,305.61 II. Total accumulated depreciation: 2,018,728,112.00 104,352,084.82 484,308.05 2,122,595,888.77 Including: House and buildings 185,153,139.13 7,470,207.39 - 192,623,346.52 Machinery equipment 1,754,084,729.67 95,365,577.25 477,288.05 1,848,973,018.87 Transportation means 27,898,786.75 556,002.89 - 28,454,789.64 Other equipment 51,591,456.45 960,297.29 7,020.00 52,544,733.74 III. Total net book value of fixed 2,202,207,408.11 2,238,714,546.16 assts Including: House and buildings 262,576,656.59 255,106,449.20 2 - 1 - 61 Machinery equipment 1,920,953,307.17 1,965,949,797.93 Transportation means 6,069,563.05 5,913,727.16 Other equipment 12,607,881.30 11,744,571.87 IV. Total impairment provision 32,981,137.38 - - 32,981,137.38 Including: House and buildings 25,686,723.89 - - 25,686,723.89 Machinery equipment 7,030,159.76 - - 7,030,159.76 Transportation means 85,146.84 - - 85,146.84 Other equipment 179,106.89 - - 179,106.89 V. Total book value of fixed assts 2,169,226,270.73 - - 2,205,733,408.78 Including: House and buildings 236,889,932.70 - - 229,419,725.31 Machinery equipment 1,913,923,147.41 - - 1,958,919,638.17 Transportation means 5,984,416.21 - - 5,828,580.32 Other equipment 12,428,774.41 - - 11,565,464.98 Note: including, RMB 17,179,080.82 increased due to purchase, RMB 123,725,231.65 increased due to transfer in of construction in process, and RMB 529,397.65 decreaased mainly due to disposal. (2)Temporary stranded fixed assets Unit: RMB Items Original book value Accumulated Impairment Net book value depreciation provision Balance at period-begin: 466,268,043.17 405,890,620.56 8,329,271.25 52,048,151.36 Including: House and buildings 2,489,600.00 94,720.48 2,394,879.52 - Machinery equipment 463,752,743.17 405,792,912.04 5,932,755.20 52,027,075.93 Transportation means 3,200.00 - 200.00 3,000.00 Other equipment 22,500.00 2,988.04 1,436.53 18,075.43 Balance ending 2011-6-30 466,242,343.17 405,887,632.52 8,327,634.72 52,027,075.93 Including: House and buildings 2,489,600.00 94,720.48 2,394,879.52 - Machinery equipment 463,752,743.17 405,792,912.04 5,932,755.20 52,027,075.93 Transportation means - - - - Other equipment - - - - (3)Fixed assets with un-finished property certificate Unit: RMB Prediction of the Reason for un-finished items Original value Net value property certificate property certificate finished Booster station 11,416,072.09 8,126,583.98 Acceptance of project 2011 Steam turbine plant 4,221,136.27 3,073,472.20 completion still in Chemical water process building 7,050,395.16 5,095,904.86 Treatment plant of residue 1,357,924.60 990,691.19 Pump house of fire- protection 709,475.99 517,311.03 Recycle pump house 4,487,508.99 3,260,059.88 2 - 1 - 62 Comprehensive building 7,076,356.29 5,332,035.89 Production maintenance building 9,860,653.25 8,218,360.53 Administration building 10,138,618.59 8,449,849.99 Total 56,318,141.23 43,064,269.55 12. Project in construction (1) Particulars about projects in construction: Unit: RMB 2011-6-30 2010-12-31 Items Provision for Book net Provision for Book net Book balance Book balance devaluation amount devaluation amount Oil to Gas Works 41,909,353.41 14,790,696.15 27,118,657.26 41,087,274.71 14,790,696.15 26,296,578.56 Comprehensive building projects of recycling economy 16,608,825.06 - 16,608,825.06 13,255,379.33 - 13,255,379.33 Heat and power projects of recycling economy 7,478,636.05 - 7,478,636.05 7,160,526.05 - 7,160,526.05 Equipment Improvement Project 11,680,335.40 - 11,680,335.40 9,684,185.63 - 9,684,185.63 Cogeneration of heat and electricity Project 10,847,011.94 - 10,847,011.94 8,882,713.73 - 8,882,713.73 Technical transformation projects 7,070,194.51 - 7,070,194.51 2,505,000.00 - 2,505,000.00 Sludge drying project 4,987,004.53 - 4,987,004.53 126,728,860.05 - 126,728,860.05 Others 2,309,513.62 - 2,309,513.62 2,216,233.29 - 2,216,233.29 Total 102,890,874.52 14,790,696.15 88,100,178.37 211,520,172.79 14,790,696.15 196,729,476.64 2 - 1 - 63 (2) Changes of significant projects in construction Unit: RMB Proportion of project Transferred fixed Budget Budget Number 2010-12-31 Increase of this year Other decrease investment Project progress 2011-6-30 assets Number in budget (%) Oil to Gas Works 153,200,000.00 41,087,274.71 822,078.70 - - 27.36% 27.36% 41,909,353.41 Comprehensive building projects of recycling 3,353,445.73 - - 47.45% 47.45% 16,608,825.06 economy 35,000,000.00 13,255,379.33 Heat and power projects 318,110.00 - - 24.93% 24.93% 7,478,636.05 of recycling economy 30,000,000.00 7,160,526.05 Equipment Improvement 1,996,149.77 - - 0.00% 11,680,335.40 Project - 9,684,185.63 Cogeneration of heat and 1,964,298.21 - - 23.74% 23.74% 10,847,011.94 electricity Project 45,700,000.00 8,882,713.73 Technical transformation 4,565,194.51 - - 75.38% 75.38% 7,070,194.51 projects 9,380,000.00 2,505,000.00 Sludge drying project 346,337,000.00 126,728,860.05 1,983,376.13 123,725,231.65 - 1.44% 1.44% 4,987,004.53 Others - 2,216,233.29 93,280.33 - - 2,309,513.62 Total 211,520,172.79 15,095,933.38 123,725,231.65 - 102,890,874.52 (3) Provision for devaluation of projects in construction Unit: RMB Decrease of this Reason for Item Increase of this year 2011-6-30 2010-12-31 year accruing Oil to gas project 14,790,696.15 - - 14,790,696.15 2 - 1 - 64 2 - 1 - 65 13. Intangible assets Unit: RMB Increase of this Decrease of this Items 2010-12-31 2011-6-30 year year I. Total book original value 95,836,143.29 - - 95,836,143.29 Including: land use right 95,600,235.88 - - 95,600,235.88 Software 235,907.41 - - 235,907.41 II. Total accumulated 26,484,148.07 1,493,104.50 - 27,977,252.57 amortization Including: land use right 26,274,255.40 1,475,225.58 - 27,749,480.98 Software 209,892.67 17,878.92 - 227,771.59 III. Total net value of 69,351,995.22 67,858,890.72 Intangible assets Including: land use right (Note 69,325,980.48 67,850,754.90 5) Software 26,014.74 8,135.82 IV. Total provision for 5,115,063.71 - - 5,115,063.71 devaluation Including: land use right 5,115,063.71 - - 5,115,063.71 Software - - - - V. Total book value of 64,236,931.51 - 62,743,827.01 intangible assets Including: land use right 64,210,916.77 - 62,735,691.19 Software 26,014.74 - - 8,135.82 14. Long-term expense prepaid Unit: RMB Increase Amortization Other Item 2010-12-31- amount of this amount of this decrease 2011-6-30 year year amount Improvements expenses of fixed 273,212.64 - 113,057.34 - 160,155.30 assets from operating lease 15. Deferred income tax assets Unit: RMB Items 2011-6-30 2010-12-31 Deferred income tax assets: Provision for bad debts of accounts receivable 983,843.73 983,843.73 Other provision for bad debts of accounts receivable 1,012,702.11 1,012,702.11 Provision for inventory devaluation 749,081.41 749,081.41 Staff salary payable 1,014,310.56 1,014,310.56 Provision for devaluation of long-term equity 625,000.00 625,000.00 investment 2 - 1 - 66 Other 239,467.33 239,467.33 Total 4,624,405.14 4,624,405.14 16. Particulars about provision for assets devaluation Unit: RMB Increase of this Decrease of this year Items 2010-12-31 2011-6-30 year Rewind Resellers I. Provision for bad debts 34,896,098.38 - - - 34,896,098.38 II. Provision for inventory 65,924,126.88 - - 2,720,486.10 63,203,640.78 devaluation III. Provision for devaluation 2,500,000.00 - - - 2,500,000.00 of long-term equity investment IV. Provision for fixed assets 32,981,137.38 - - - 32,981,137.38 devaluation V. Provision for projects in 14,790,696.15 - - - 14,790,696.15 construction VI. Provision for intangible 5,115,063.71 - - - 5,115,063.71 assets devaluation VII. Other devaluation 1,633,199.83 - - - 1,633,199.83 provision Total 157,840,322.33 - - 2,720,486.10 155,119,836.23 17. Short-term loan Unit: RMB Items 2011-6-30 2010-12-31 Pledge loan 937,000,000.00 700,000,000.00 Credit loan 2,350,500,000.00 2,412,400,000.00 Total 3,287,500,000.00 3,112,400,000.00 18. Notes payable Unit: RMB Category 2011-6-30 2010-12-31 Bank acceptance bill 38,049,000.00 - Period-end notes payable increased by 100% over year-begin mainly due to bank acceptance drafts increased of this period. 19. Accounts payable (1) Particulars about accounts payable is as follow: Unit: RMB Items 2011-6-30 2010-12-31 CNOOC Gas & Power Group Co., Ltd. 215,981,341.93 41,806,080.04 Shenzhen Nangang Power Project Co., Ltd 5,455,302.00 9,160,098.52 2 - 1 - 67 Zhanjiang Hengyuan Transport Co., Ltd 4,546,077.54 1,502,327.83 Shenzhen Xishun Industry Transport Co., Ltd 1,186,177.69 141,178.41 Thermal Equipment Co., Ltd. Wuxi family 1,162,469.80 1,362,469.80 Huasheng Filters (Shenzhen) Co., Ltd. 493,800.00 680,680.33 Langkun Mechanical and Electrical Co., Ltd. Shenzhen 1,836,000.00 - Xinhui Electric Control Equipment Factory Co., Ltd. in 1,388,000.00 - Jiangmen City Fushun Huyou Energy Equipment Factory 1,253,000.00 - Guangzhou Star River Electronics Technology Co., Ltd. 1,049,650.00 - Other 9,337,273.52 6,462,603.68 Total 243,689,092.48 61,115,438.61 (2) Accounts payable in this reporting period exclude payments for shareholders whose 5% (including 5%) voting right equity was held by the Company. (3) There exists no notes payable with above 1 year account age in the group. (4) Accounts payable at the end of reporting period increased by 298.74% compared to the one at year-begin, mainly due to increased natural gas fuel accounts payable. 20. Accounts received in advance (1) Particulars about accounts received in advance Unit: RMB Item 2011-6-30 2010-12-31 Project accounts received in advance 422,000.00 24,210,498.66 Transfer amount for unit capacity received in advance 14,586,000.00 14,586,000.00 sale of fuel oil received in advance 8,082,662.53 477,842.60 Total 23,090,662.53 39,274,341.26 (2) Accounts received in advance in this reporting period exclude payments from shareholders whose 5% (including 5%) voting right equity was held by the Company. (3) Accounts received in advance at reporting period-end decreased by 41.21% compared to the one at year-begin, mainly due to decreased projects accounts. 21. Staff salary payable Unit: RMB Items 2010-12-31 Increase of this year Decrease of this year 2011-6-30 I. Salary, bonus, grants and 35,136,058.44 45,822,079.98 55,863,123.44 25,095,014.98 subsidies II. Welfare fees for staffs - - - - III. Social insurance 795,465.82 4,352,109.56 4,044,925.41 1,102,649.97 premium Including: medical 126,913.93 1,017,286.24 991,345.38 152,854.79 insurance Old-age insurance 570,135.63 3,195,336.85 2,945,692.44 819,780.04 Unemployment insurance 36,930.79 49,084.29 41,868.97 44,146.11 Work injury insurance 59,996.94 80,141.63 57,603.64 82,534.93 2 - 1 - 68 Maternity insurance 1,488.53 10,260.55 8,414.98 3,334.10 IV. Housing fund 1,828,835.46 1,566,872.85 2,509,119.60 886,588.71 VI. Union funds and employee education 1,715,337.35 1,070,903.32 802,359.43 1,983,881.24 expenses VI. Annuity 5,926,920.26 272,740.48 3,880,226.74 2,319,434.00 VII. Others 30,333.37 3,200.00 26,887.66 6,645.71 Total 45,432,950.70 53,087,906.19 67,126,642.28 31,394,214.61 Period-end salary payable decreased by 30.9% over year-begin mainly due to salaries accrued in previous years had been paid. 22. Tax payable Unit: RMB Items 2011-6-30 2010-12-31 Value-added tax -486,359,771.70 -516,271,620.82 Operating tax 991,824.60 2,038,956.43 Corporate Income Tax -4,099,276.12 8,069,776.38 Personal Income Tax 2,917,087.72 1,646,774.92 Land use fees 1,107,682.34 1,137,583.80 Real Estate Tax 1,473,605.31 1,770,165.58 Others 439,934.50 414,945.62 Total -483,528,913.35 -501,193,418.09 23. Interest payable Unit: RMB Item 2011-6-30 2010-12-31 Long-term loan interest with principal of installed - 204,536.00 interest payment and due repayment of seed capital Interest payable of short-term loan 64,122,312.85 59,143,503.27 Total 64,122,312.85 59,348,039.27 24 Other accounts payable (1). Particulars about other accounts payable: Unit: RMB Item 2011-6-30 2010-12-31 Zhongshan Xingzhong Group Co., Ltd.(“Xingzhong 182,152,108.65 182,152,108.65 Group’) Zhongshan Finance Bureau 24,321,200.00 24,321,200.00 Project expense 11,636,542.90 15,750,790.11 Temporary option contract amount 13,905,656.99 13,905,656.99 Insurance premium 4,495,703.06 7,384,578.88 Shenzhen South Harbor Power Engineering Co., Ltd. - 6,417,095.00 2 - 1 - 69 Grants for Board of Directors - 2,928,060.85 Nanjing South Harbor Power Equipment Installation 1,806,600.00 2,719,200.00 Co., Ltd. Hangzhou Boiler Plant Engineering Materials Co., Ltd. 2,564,600.00 2,486,189.74 Shenzhen Custom - 2,200,000.00 Wuxi Shijia Heat Energy Equipment Co., Ltd. - 1,088,000.00 Others 50,173,888.63 27,415,767.12 Total 291,056,300.23 288,768,647.34 (2) Condition of balance of other accounts payable in this reporting period of units which held 5% (including 5%) voting right equity of the Company 25. Non-current liabilities due within one year (1) Particulars about non-current liabilities due within one year: Unit: RMB Items 2011-6-30 2010-12-31 Non-current liabilities due within 1 year 200,000,000.00 50,000,000.00 (2) Particulars about long-term loan due within one year: Unit: RMB Items 2011-6-30 2010-12-31 Guarantee loans 200,000,000.00 50,000,000.00 (3) The top five long-term loans due within one year Unit: RMB Loan Loan start date Loan unit termination date Currency Rate (%) 2011-6-30 HXB Shenzhen Branch 2009-09-01 2011-09-01 RMB 5.76 50,000,000.00 HXB Shenzhen Branch 2010-04-01 2012-04-01 RMB 5.76 50,000,000.00 coterminous rate down HXB Shenzhen Branch 2010-04-01 2012-04-01 RMB 100,000,000.00 by 10% (4) Period-end non-current liabilities due within 1 year increased by 300% over year-begin mainly due to long-term loan due within 1 year increased. 26. Long-term loan (1) Category of long-term loan Unit: RMB Items 2011-6-30 2010-12-31 Pledge loan 36,000,000.00 186,000,000.00 (2) Top 5 units with largest long-term loan 2 - 1 - 70 Unit: RMB Commencement date of Ending date of loan Credit units loan Currency Rate (%) 2011-6-30 China Merchants Bank, Jingtian Branch 2009-11-6 2017-9-20 RMB 5.35 36,000,000.00 in Shenzhen (3) Reporting period-end long-term loan decreased by 80.65% over year-begin mainly due to long-term loan was transferred to long-term liabilities due within 1 year. 27. Other non-current liabilities Unit: RMB Items 2011-6-30 2010-12-31 Treasury subsidies for sludge drying 5,100,000.00 5,100,000.00 Suppor fund of recycling economy for sludge drying 250,000.00 250,000.00 Total 5,350,000.00 5,350,000.00 28. Share capital Unit: RMB Change of this year Amount at Items Amount at period-begin Bonus issue Others Subtotal period-end The first half year of 2011: I. Shares with selling restriction 1. Holding shares of State 1 - - - - - 2. Holding shares of - - - - - State-owned legal person 3. Other domestic shares 12,993.00 - - - 12,993.00 4. Shares with foreign - - - - - ownership Total shares with selling 12,993.00 - - - 12,993.00 restriction II. Shares without selling restriction 1. RMB ordinary shares 338,895,157.00 - - - 338,895,157.00 2. Domestically listed 263,854,446.00 - - - 263,854,446.00 foreign shares 3. Overseas listed foreign - - - - - shares 4. Others - - - - - Total shares without selling 602,749,603.00 - - - 602,749,603.00 restriction III. Total shares 602,762,596.00 - - - 602,762,596.00 2 - 1 - 71 Year 2010: I. Shares with selling restriction 1. Holding shares of State 1 - - - - - 2. Holding shares of - - - - - State-owned legal person 3. Other domestic shares 12,993.00 - - - 12,993.00 4. Shares with foreign - - - - - ownership Total shares with selling 12,993.00 - - - 12,993.00 restriction II. Shares without selling restriction 3. RMB ordinary shares 338,895,157.00 - - - 338,895,157.00 4. Domestically listed 263,854,446.00 - - - 263,854,446.00 foreign shares 3. Overseas listed foreign - - - - - shares 4. Others - - - - - Total shares without selling 602,749,603.00 - - - 602,749,603.00 restriction III. Total shares 602,762,596.00 - - - 602,762,596.00 29. Capital Surplus Unit: RMB Amount of Decrease of this Amount of Items Increase of this year year-begin year period-end The first half year of 2011: Capital premium 233,998,444.00 - - 233,998,444.00 Including: invested capital by 215,487,650.42 - - 215,487,650.42 investors Difference arising from purchasing equity of minority 18,510,793.58 - - 18,510,793.58 shareholders Other capital surplus 129,631,483.51 - - 129,631,483.51 Including: transferring from 129,631,483.51 - - 129,631,483.51 capital surplus in original system Total 363,629,927.51 - - 363,629,927.51 Year 2010: Capital premium 233,998,444.00 - - 233,998,444.00 Including: invested capital by 215,487,650.42 - - 215,487,650.42 investors Difference arising from 18,510,793.58 - - 18,510,793.58 purchasing equity of minority 2 - 1 - 72 shareholders Other capital surplus 129,631,483.51 - - 129,631,483.51 Including: transferring from 129,631,483.51 - - 129,631,483.51 capital surplus in original system Total 363,629,927.51 - - 363,629,927.51 30. Surplus reserves Unit: RMB Decrease of this Amount of Items Amount of year-begin Increase of this year year period-end The first half year of 2011: Legal surplus reserve 310,158,957.87 - - 310,158,957.87 Discretionary surplus reserve 22,749,439.73 - - 22,749,439.73 Total 332,908,397.60 - - 332,908,397.60 Year 2010: Legal surplus reserve 310,158,957.87 - - 310,158,957.87 Discretionary surplus reserve 22,749,439.73 - - 22,749,439.73 Total 332,908,397.60 - - 332,908,397.60 31. Retained profit Unit: RMB Items Amount The first half year of 2011: Undistributed profit at year-begin 436,541,567.35 Add: net profit attributable to shareholders of parent company -84,855,867.31 Undistributed profit at period-end 351,685,700.04 Year 2010: Before adjustment: retained profit at end of last year 547,986,755.29 Adjustment: total retained profit at year-begin(Note 1) 3,193,490.26 After adjustmet: retained profit at year-begin 551,180,245.55 Add: net profit attributable to shareholders of parent company -114,638,678.20 Undistributed profit at period-end 436,541,567.35 32. Operating income, operating cost (1) Operating income Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Main business income 1,029,131,736.95 701,624,196.24 Other business income 114,281,873.83 1,235,478.37 Operating cost 1,635,583,031.68 1,003,249,405.69 (2) Main business (sub-industry) Unit: RMB 2 - 1 - 73 Industry Jan-Jun of 2011 Jan-Jun of 2011 Operating income Operating cost Operating income Operating cost Energy Industry 975,927,223.18 1,469,258,727.45 695,703,196.24 998,624,839.08 Engineering labors and 25,285,653.00 22,570,289.17 5,921,000.00 3,808,437.37 services Other income 27,918,860.77 35,468,879.49 - - Total 1,029,131,736.95 1,527,297,896.11 701,624,196.24 1,002,433,276.45 (3) Main business (sub-products) Unit: RMB Jan-Jun of 2011 Jan-Jun of 2010 Industry Operating income Operating cost Operating income Operating cost Electricity sales 971,615,982.72 1,462,635,685.41 690,711,341.40 991,958,211.09 Heat sales 4,311,240.46 6,623,042.04 4,991,854.84 6,666,627.99 Sale of fuel oil 26,688,890.47 23,005,762.19 - - Engineering labors and 25,285,653.00 22,570,289.17 5,921,000.00 3,808,437.37 services Other income 1,229,970.30 12,463,117.30 Total 1,029,131,736.95 1,527,297,896.11 701,624,196.24 1,002,433,276.45 (5) Condition of operating income of top 5 clients Unit: RMB Proportion in total operating Clients Operating income income (%) Guangdong Power Grid Corporation 973,344,986.88 85.13% Shenzhen Xiyang Petrochemical Co., Ltd. 49,664,804.55 4.34% Guangdong Yongli Company 67,843,298.77 5.93% Sundram Company 25,285,653.00 2.21% Zhongshan Zhenyang Company 9,348,615.38 0.82% Total 1,125,487,358.58 98.43% 33. Operating tax and addition Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Operating tax 2,093,553.47 2,545,108.31 Urban maintenance and construction tax 1,204,934.89 340,332.20 Others 551,867.26 86,029.71 total 3,850,355.62 2,971,470.22 34. Management expenses Unit: RMB Items Jan. to Jun. of 2011 Jan. to Jun. of 2010 2 - 1 - 74 Salary 18,689,743.50 16,921,273.61 Taxes 4,535,903.08 4,351,712.66 Leasing expenses 3,361,253.08 3,237,755.35 Entertainment expense 2,441,391.68 2,431,155.90 Expenses for agency appointment 2,395,745.99 2,302,153.81 Vehicles expenses 1,931,408.77 1,862,307.77 Expenses from the Board 3,969,555.99 1,730,092.90 Housing accumulation fund 513,495.80 1,617,843.60 Depreciation expense 1,141,879.78 1,336,059.97 Amortization of intangible assets 1,137,209.46 677,569.49 Verification expense for projects 56,749.00 0.00 Enterprise annuity 103,020.48 885,559.46 Environmental expense 948,713.70 862,015.66 Sundry expenses 814,932.34 769,846.25 Expenses for enterprise culture 858,945.87 719,490.80 Property expense 790,048.00 677,202.00 Office expenses 193,231.74 135,959.85 Charge of endowment insurance 841,411.77 1,008,947.21 Communication charge 375,862.55 391,280.16 Business traveling charge 443,283.72 309,196.57 Stock charge 308,687.40 161,287.80 Medical insurance 317,577.98 318,889.26 Labor union expense 357,837.30 369,734.75 Educational charge for employee 172,643.60 138,124.80 Long-term expense for amortized 100,089.54 105,900.48 Inventory loss -90,552.07 106,997.11 Other 3,889,429.71 3,594,918.47 Total 50,599,499.76 47,023,275.69 35. Financial expenses Unit: RMB Items Jan. to Jun. of 2011 Jan. to Jun. of 2010 Interest expenditure 86,123,937.29 59,807,556.07 Minus: capitalized interest expenses 6,772.10 8,646.14 Minus: interest income 1,622,061.46 1,918,004.42 Exchange differential -49,893.26 -8,161.70 Other 5,466,647.13 1,367,249.85 Total 89,911,857.60 59,239,993.66 36. Investment income (1) Particulars about investment income Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 2 - 1 - 75 Long-term equity investment income calculated by cost - - method Long-term equity investment income calculated by -39,857,497.48 -32,231,888.28 equity method Total -39,857,497.48 -32,231,888.28 (2) Long-term equity investment income calculated by equity method Unit: RMB Jan-Jun of 2011 Jan-Jun of 2010 Invested units Jiangxi Xinchang Company -39,857,497.48 -32,231,888.28 37. Non-operating income (1) Particulars about non-operating income Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Governmental subsidies 516,078,289.40 139,518,326.56 Refund on value added tax of natural gas 70,689,758.96 31,621,243.63 import Refund on customs fines 2,200,000.00 - Disposal of waste and old materials 314,687.82 - Other 31,947.00 280,075.79 Total 589,314,683.18 171,419,645.98 (2) Particulars about governmental subsidies Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Income from fuel subsidies 236,819,900.00 - Subsidies income of fuel processing fee 279,258,389.40 139,518,326.56 Total 516,078,289.40 139,518,326.56 38. Non-operating expense Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Gains and loss of disposal of fixed assets 162,698.07 1,840.00 Donation from the day of Helping the poor 100,000.00 - and caring for the needy Others 34,626.41 30,020.00 Total 297,324.48 31,860.00 39. Calculation process of basic income per share and diluted income per share Calculating basic income per share, the profit attributable to shareholders of parent company: Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 2 - 1 - 76 Current net profit attributable to shareholders of parent company -84,855,867.31 -255,073,535.78 Including: net profit attributable to constant operation -84,855,867.31 -255,073,535.78 Net profit attributable to ending operation - - Calculating basic income per share, denominator is weighted average number of general shares externally issued. The calculation process is as follow: Unit: share Items Jan. to Jun. of 2011 Jan. to Jun. of 2010 Share amounts of externally issued general shares at year-begin 602,762,596.00 602,762,596.00 Add: weight amounts of general shares issued in this year - - Less: weight amount of general shares repurchased - - Weight amount of general shares externally issued at period-end 602,762,596.00 602,762,596.00 Income per share Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Calculating according to net profit attributable to shareholders of parent company: Basic income per share -0.14 -0.42 Diluted income per share Not applicable Not applicable Calculating according to net profit of constant operation attributable to shareholders of parent company: Basic income per share -0.14 -0.42 Diluted income per share Not applicable Not applicable Calculating according to net profit of ending operation attributable to shareholders of parent company: Basic income per share Not applicable Not applicable Diluted income per share Not applicable Not applicable 40. Statement on items of cash flow sheet (1) Other received cash related to operating activities Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Received import tax refund of natural gas 70,689,758.96 31,621,243.63 Others 4,852,901.36 3,898,352.25 Total 75,542,660.32 35,519,595.88 (2) Other payments of cash related to operating activities 2 - 1 - 77 Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Expense for engaging intermediaries 1,918,079.19 2,342,529.31 Expense for Board of Directors 3,945,555.99 2,855,342.30 Lease fees 4,054,517.70 3,032,322.00 Communication fees 2,525,925.68 2,418,347.60 Fleet costs 2,143,162.13 2,047,506.44 Corporation culture costs 845,956.87 706,633.80 Telecommunication costs 451,665.16 436,080.02 Environment costs 159,143.92 4,920,055.50 Early expense of recycle economy 772,800.67 529,017.06 Payment for disposal tax of terminal depot by - 4,083,659.00 agent buyer Payment for loans of Finance Bureau by - 7,772,394.67 Shenzhong Development Compensation for settlement of staffs of - 1,567,958.00 Zhongshan Guangzhong Supplementary pension 3,308,907.73 - Others 12,599,507.08 11,089,103.51 Total 32,725,222.12 43,800,949.21 41. Supplementary information of cash flow sheet (1) Supplementary information of cash flow sheet Unit: RMB Supplementary information Jan-Jun of 2011 Jan-Jun of 2010 I. Operating activities cash flow transferred from net profit: Net profit -91,352,820.44 -271,621,049.64 Add: provision for assets devaluation - - Fixed assets depreciation 103,867,776.77 86,122,666.82 Intangible assets amortization 1,493,104.50 1,382,426.86 Amortization of long-term prepaid accounts 113,057.34 105,900.48 Loss (gains) of disposal of fixed assets, intangible assets and other 346,634.82 -1,630.00 long-term assets Loss from scrap of fixed assets - - Finance expense (income)) 89,065,557.60 81,955,864.98 Investment loss (income) 39,857,497.48 32,231,888.28 Decrease of deferred income tax assets (increase) - Decrease of inventory (increase) 100,082,240.91 19,925,834.63 Decrease of operating accounts receivable (increase) -420,110,752.49 -77,533,696.33 Decrease of operating accounts payable (increase) 215,126,670.26 60,089,551.69 Others - - Net amount of cash flow arising from operating activities 38,488,966.75 -67,342,242.23 II. Significant investment and financing activities un-related to 2 - 1 - 78 income and expense of cash: Debts transferring to assets - Convertible bonds due within 1 year - Fixed assets financed by leasing - III. Net change of cash and cash equivalent: Period-end balance of cash and cash equivalent 629,580,595.19 382,271,002.22 Less: year-begin balance of cash and cash equivalent 591,386,814.04 356,362,100.63 Net increase amount of cash and cash equivalent 38,193,781.15 25,908,901.59 (2) Constitution of cash and cash equivalent Unit: RMB Items 2011-6-30 2010-12-31 I. Cash 629,580,595.19 382,271,002.22 Including: inventory cash 301,367.43 280,686.83 Bank deposit which can be used for payment at any time 510,588,045.13 281,495,811.39 Other currency capital which can be used for payment at any time 118,691,182.63 494,504.00 II. Year-end balance of cash and cash equivalent 629,580,595.19 382,271,002.22 (VI)Related party and related transaction 1. Parent company of the Company Share holding proportion of any shareholder of the Company didn't reach 50%, and couldn't form a holding relationship of the Company through any methods. The Company has no parent company. 2. Subsidiaries of the Company Detail of subsidiaries sees in Note (IV). 3. Joint venture of the Company Details of joint ventures of the Company see in Note (V). 4. Other related parties of the Company Other related parties name Relationship between the Company Organization code SHENZHEN GUANGJU INVESTMENT CO., LTD (Guangju Shareholders have major influence on the Holding for short) Company 192170273 Shareholders have major influence on the Inapplicable BNP P P/PANDA INVESTMENT COMPANY LIMITED Company Shareholders have major influence on the Inapplicable HONGKONG NAM HOI (INTERNATIONAL) LTD Company STATE GRID SHENZHEN ENERGY DEVELOPMENT Shareholders have major influence on the (GROUP) CO., LTD. (State Grid for short) Company 71529249X Shareholders have major influence on the Energy Group Company 192189185 Dongguan Weimei Pottery Industrial Park Co., Ltd. (Weimei Minority shareholders of the subsidiaries Pottery for short) 72919361X 2 - 1 - 79 Xingzhong Group Minority shareholders of the subsidiaries 733112675 Minority shareholders of the subsidiaries Guanzhong Investment Company before Sep. 30 of 2009 733096986 Shenzhen Mawan Power Co., Ltd.(Mawan Power for short) Subsidiaries of Energy Group 618816706 Shenzhen Moon Bay Oil Port Co., Ltd. ("Moon Bay Oil Company") Subsidiary of energy group 618849428 Shenzhen Energy Group Co., Ltd. ("Energy Company") Subsidiary of energy group 19224115-8 Directors of the Company and other senior executives Key management staff Inapplicable 5. Merger and related transaction of parent company Merger (1) Related transaction of commodities purchase, labor service received/provided Unit: RMB Jan.-June 2011 Jan.-June 2010 Price setting principal and strategy procedures Related Transaction Transaction Proportion Proportion parties type content Amount in amount of Amount in amount of similar similar transaction transaction (%) (%) Reference to the market Mawan Labor Usage fee price or based on the Power service of oil - - 231,126.66 100% price from executives Company received pipeline department Reference to the market Yueliang Labor Usage fee price or based on the Bay Fuel service - - 876,663.67 100% of pier price from executives Company received department (2)Offering capital of related parties Unit: RMB Amount of Commencement Related parties Maturity Date Balance at 30 June 2011 Note offering date Borrowing Xinzhong Group 125,316,816.85 2008.11.19 2010.12.31 125,316,816.85 Xinzhong Group 23,750,000.00 2009.10.15 2010.12.31 23,750,000.00 Due, Xinzhong Group 16,250,000.00 2009.03.27 2010.12.31 16,250,000.00 theextension Xinzhong Group 14,335,291.80 2008.12.29 2010.12.31 14,335,291.80 is in process Xinzhong Group 2,500,000.00 2009.03.27 2010.12.31 2,500,000.00 (3) Account receivable of related parties Unit: RMB Items Related parties Balance of Jun. 30 of Balance of Dec. 31 of 2 - 1 - 80 2011 2010 Other accounts payable Xingzhong Group 182,152,108.65 182,152,108.65 Accounts received in advance Energy Holding 14,586,000.00 14,586,000.00 Interest payable Xingzhong Group 37,427,297.93 32,106,381.85 Parent company (1)Related transaction of commodities purchase, labor service received/provided Unit: RMB Jan. to Jun. of 2011 Jan. to Jun. of 2010 Proportion in Proportion Transaction amount of in amount Related parties content Price setting Amount similar Amount of similar principal and transaction transaction strategy procedures (%) (%) Reference to the Xiefu Fuel market price or Supply based on the price - - 11,185,594.06 9.38% Company from executives Fuel purchase department Reference to the Xiefu Fuel market price or Supply Storage and based on the price 3,658,557.18 100.00% 10,155,584.63 100% Company transportation from executives fee department Reference to the market price or New Power based on the price 55,592,816.04 36.90% 253,160,447.98 100% Company from executives Fuel purchase department Reference to the market price or based on the price - - 231,126.66 100% Mawan Power Usage of oil from executives Company pipeline department Reference to the market price or based on the price - - 876,663.67 100% Yueliang Bay Usage fee of from executives Fuel Company pier department Reference to the market price or 1,340,495.71 100% 992,918.40 100% New Power Usage fee of based on the price Company Smoke& Gas from executives 2 - 1 - 81 department Reference to the market price or Labor service based on the price 8,670,931.00 100% 13,026,305.00 100% New Power fee of machinery from executives Company units’ entrusted department Statement of commodity selling/ labor service provided Unit: RMB Jan. to Jun. of 2011 Jan. to Jun. of 2010 Proportion Proportion in in the the amount of Pricing methods and amount of Amount similar Amount Contents of decision making similar transactions related procedures of related transactions (%) Related parties transactions transactions (%) Accord to the price released New Power Co., Ltd Use-charge of smoke by the authority or refer to 1,270,272.00 100% 992,918.40 100% the market price Accord to the price released Entrust labor for unit New Power Co., Ltd by the authority or refer to 8,670,931.00 100% 13,026,305.00 100% operation the market price Accord to the price released New Power Co., Ltd Sale s of heat power by the authority or refer to 1,412,094.17 100% 72,815.19 100% the market price Accord to the price released Weimei Power Sales of materials by the authority or refer to 289,524.05 100% 632,788.47 100% Co., Ltd the market price (2) Related entrusted Unit: RMB Name of Name of Date of Due date recognized basis Trust income consigner entrusted Transaction type Asset trust beginning of entrusted confirmed at income the period Power Calculated based generation on the RMB New Trusteeship income unit of 2011.01.01 2011.6.30 0.025/kwh of the 8,670,931.00 Power The 2#,10# and generation Company Company 11# volume Power Calculated based generation on the RMB New Trusteeship income unit of 2010.01.01 2010.6.30 0.025/kwh of the 13,026,305.00 Power The 2#,10# and generation Company Company 11# volume 2 - 1 - 82 Power Allocated based generation on electrical New Cost-allocation unit of 2011.01.01 2011.6.30 energy of new 8,320,523.17 Power The 2#,10# and power machine Company Company 11# set Power Allocated based generation on electrical New Cost-allocation unit of 2010.01.01 2010.6.30 energy of new 18,775,700.38 Power The 2#,10# and power machine Company Company 11# set Power Allocated based generation on electrical New Expenses-allocation unit of 2011.01.01 2011.6.30 energy of new 9,541,067.55 Power The 2#,10# and power machine Company Company 11# set Power Allocated based generation on electrical New Expenses-allocation unit of 2010.01.01 2010.6.30 energy of new 19,177,994.38 Power The 2#,10# and power machine Company Company 11# set (3) Related guarantee Guarantee provided Unit: RMB Assurance Guarantee Impletion of Guarantee received Guarantee amount Guarantee due date Provider beginning date guarantee or not The Company Weimei Power Co., Ltd 60,000,000.00 2010.02.01 2012.02.01 No The Company Weimei Power Co., Ltd 40,000,000.00 2010.04.01 2012.04.01 No The Company Weimei Power Co., Ltd 120,000,000.00 2011.01.26 2012.01.26 No The Company Weimei Power Co., Ltd 80,000,000.00 2011.02.12 2012.02.12 No The Company Weimei Power Co., Ltd 10,000,000.00 2011.02.14 2012.02.12 No The Company Weimei Power Co., Ltd 90,000,000.00 2011.02.22 2012.02.12 No The Company Weimei Power Co., Ltd 80,000,000.00 2011.01.14 2011.07.14 No The Company Weimei Power Co., Ltd 100,000,000.00 2010.12.29 2011.12.29 No The Company Weimei Power Co., Ltd 20,000,000.00 2011.01.10 2012.01.10 No The Company Zhongshan Power Co., No 100,000,000.00 2011.01.19 2012.01.19 Ltd The Company Zhongshan Power Co., No 50,000,000.00 2011.01.24 2012.01.19 Ltd The Company Zhongshan Power Co., No 50,000,000.00 2011.01.25 2012.01.19 Ltd The Company Zhongshan Power Co., No 100,000,000.00 2011.01.21 2012.01.21 Ltd The Company Zhongshan Power Co., 50,000,000.00 2009.09.01 2011.09.01 No 2 - 1 - 83 Ltd The Company Zhongshan Power Co., No 50,000,000.00 2010.04.01 2012.04.01 Ltd The Company Zhongshan Power Co., No 20,000,000.00 2011.04.08 2012.04.08 Ltd The Company Zhongshan Power Co., No 2,960,000.00 2011.04.14 2011.10.14 Ltd The Company Zhongshan Power Co., No 3,330,000.00 2011.04.25 2011.10.25 Ltd The Company Zhongshan Power Co., No 4,760,000.00 2011.05.05 2011.11.05 Ltd The Company Zhongshan Power Co., No 6,743,000.00 2011.05.11 2011.11.11 Ltd The Company Zhongshan Power Co., No 4,400,000.00 2011.05.13 2011.11.13 Ltd The Company Zhongshan Power Co., No 7,128,000.00 2011.05.13 2011.11.13 Ltd The Company Zhongshan Power Co., No 8,728,000.00 2011.05.13 2011.11.13 Ltd The Company Zhongshan Power Co., No 5,000,000.00 2010.10.28 2011.10.28 Ltd The Company Zhongshan Power Co., No 35,000,000.00 2010.11.05 2011.11.05 Ltd The Company Environmental No 20,000,000.00 2010.08.02 2011.08.02 Protection Co., Ltd The Company Environmental No 7,000,000.00 2011.03.25 2012.03.25 Protection Co., Ltd The Company Environmental No 36,000,000.00 2009.11.06 2017.09.20 Protection Co., Ltd The Company New Power Company 30,000,000.00 2011.06.30 2012.06.30 No (4) Lending money of related party Unit: RMB Amount of Commencement Maturity Balance at Related parties Note lending money date Date period-end Borrowing Engineering Company 60,000,000.00 2009.11.20 2011.11.17 60,000,000.00 Entrusted loan Offering Shenzhong Overdue, in process of Development 70,040,000.00 2009.10.14 2010.03.31 70,040,000.00 extension Company Shenzhong Overdue, in process of Development 48,750,000.00 2009.04.25 2010.03.31 48,750,000.00 extension Company 2 - 1 - 84 Shenzhong Overdue, in process of Development 7,500,000.00 2009.04.05 2010.03.31 7,500,000.00 extension Company Shenzhong Overdue, in process of Development 375,950,450.55 2009.11.18 2010.03.31 375,950,450.55 extension Company Shenzhong Overdue, in process of Development 43,005,307.50 2009.12.28 2010.03.31 43,005,307.50 extension Company Shenzhong Overdue, in process of Development 46,280,000.00 2009.01.01 2009.12.31 46,280,000.00 extension Company Entrust the bank to release Weimei Power the loan to the related 63,080,000.00 2010.07.26 2011.07.26 Company parties and paid on Mar. 30, 2011 Zhongshan Power Overdue, in process of 50,000,000.00 2009.03.25 2010.03.31 50,000,000.00 Company extension Zhongshan Power Overdue, in process of 40,437,227.87 2008.09.26 2010.03.31 40,437,227.87 Company extension Zhongshan Power Overdue, in process of 28,000,000.00 2009.01.11 2010.03.31 28,000,000.00 Company extension Zhongshan Power Overdue, in process of 19,623,969.20 2008.10.30 2010.03.31 19,623,969.20 Company extension Entrust the bank to release Zhongshan Power the loan to the related 25,000,000.00 2009.12.24 2010.12.23 Company parties and paid on Jan. 13, 2011 Entrust the bank to release Zhongshan Power 180,000,000.00 2010.04.14 2012.04.14 180,000,000.00 the loan to the related Company parties Entrust the bank to release Zhongshan Power the loan to the related 50,000,000.00 2010.06.12 2011.06.12 Company parties and paid on Jun. 12, 2011 Entrust the bank to release Zhongshan Power 40,000,000.00 2010.09.20 2011.09.19 40,000,000.00 the loan to the related Company parties Entrust the bank to release Zhongshan Power 35,000,000.00 2010.09.28 2011.09.27 35,000,000.00 the loan to the related Company parties Entrust the bank to release Zhongshan Power 100,000,000.00 2011.01.18 2011.02.28 the loan to the related Company parties and paid on Mar. 23, 2 - 1 - 85 2011 Entrust the bank to release Zhongshan Power 25,000,000.00 2011.03.02 2012.03.01 25,000,000.00 the loan to the related Company parties Zhongshan Power 25,000,000.00 2011.04.26 2012.04.25 25,000,000.00 Financial assistance Company Zhongshan Power 25,000,000.00 2011.04.27 2012.04.25 25,000,000.00 Financial assistance Company Zhongshan Power 40,000,000.00 2011.06.02 2012.06.02 40,000,000.00 Financial assistance Company Zhongshan Power 50,000,000.00 2011.06.10 2012.06.10 50,000,000.00 Financial assistance Company (5) Payment for the use of state funds Unit: RMB U Jan-June 2011 Jan-June 2010 Proportion in Price Proportion in Transaction Transaction amount of Related parties setting amount of type content Amount Amount similar principal similar transaction transaction (%) (%) for the use Note Engineering Interest of state 1,180,500.00 1.76% 1,127,495.00 4.18% company expenses funds for the use Note Zhongshan Interest of state 14,573,326.22 44.32% 8,197,913.80 30.38% Power Company income funds for the use Note Weimei Power Interest of state 1,032,217.76 3.14% 1,859,237.50 6.89% Company income funds Shenzhong for the use Note Interest Development of state 17,279,288.97 52.54% 15,796,573.00 58.55% income Company funds Note: payment for the use of state funds is calculated according to loan rate of current capital of peer banks. (6) Account receivable of related parties Account receivable from related parties Unit: RMB Items Related parties 2011-6-30 2010-12-31 Other account receivable Xiefu fuel Supply Company 6,279,375.00 6,280,847.20 Zhongshan Power Company 326,394,031.93 181,927,622.99 Weimei Power Company 8,103,250.17 7,778,446.81 Shenzhong Development 710,337,484.77 693,061,355.80 Company 2 - 1 - 86 Shennan Singapore Company 138,660.87 31,072.34 Xingshengde Company 30,900.01 19,596.65 Dividend receivable New Power Company 597,875,904.41 597,875,904.41 Other current liabilities Zhongshan Power Company 280,000,000.00 329,923,940.43 Weimei Power Company - 63,080,000.00 Account payable to related parties Unit: RMB Item Related parties 2011-6-30 2010-12-31 Account received in 14,586,001.00 14,586,001.00 advance Energy Company Account payable Server Supplying Co., Ltd. 1,829,278.59 849,814.37 Other account payable Server Supplying Co., Ltd. 1,006,921.50 1,030,238.37 New Power Co., Ltd 546,745,402.95 470,222,997.74 Engineering Co., Ltd 116,880.71 115,528.80 Syndisome Company 1,728,383.30 1,768,797.13 Short-term loans Engineering Co., Ltd 60,000,000.00 60,000,000.00 (VII) Contingency In March 2009, the Company and Just-run Company entered into a Contract Confirmation (hereafter referred to as “the Confirmation”) with contract numbers of 165723967102.11 and 165723968102.11. The first confirmation is valid from March 3rd, 2008 to December 31st, 2008, constituted by three options contracts. When the floating price (that is, the arithmetic average of the closing settlement prices of light crude future contracts of New York Mercantile Exchange at that month within every decision validity) is higher than 63.50 U.S. dollars / barrel, the Company will receive 300,000 U.S. dollars of income per month (200,000 barrels × 1.50 U.S. dollars / barrel); When the floating price is 62.00-63.50 U.S. dollars / barrel, the Company will obtain the income of (the floating price -62.00 USD / barrel) × 200,000 barrels per month; when the floating price is less than 62.00 U.S. dollars / barrel, the company will pay Just-run Company an amount equivalent to (62.00 U.S. dollars / barrel - the floating price) × 400,000 barrels per month. The second confirmation is valid from January 1st, 2009 to October 31st, 2010, constituted by three options contracts, Just-run Company has a right to choose whether to implement before 18:00 on December 30th, 2009. When the floating price is higher than 66.50 U.S. dollars / barrel, the Company will receive 340,000 U.S. dollars of income per month (200,000 barrels × 1.70 U.S. dollars / barrel); when the floating price is 64.80-66.50 U.S. dollars / barrel, the Company will receive a monthly income of (the floating price -64.80 U.S. dollars / barrel) × 200,000 barrels; when the floating price is lower than 64.50 U.S. dollars / barrel, the Company will pay Just-run Company an amount equivalent to (64.50 U.S. dollars / barrel – the floating price) × 400,000 barrels. 2 - 1 - 87 From Apr.2008 to Oct.2008, based on the above confirmations, Just-run Company pays to the Company with US$ 2.10 million (equivalent to RMB 14,352,083.46), the Company includes it into "other payables" item after receives this payment. On November 6th, 2008, Just-run Company writes to the Company. They deems that the Company intends to not perform transaction in the notice issued by the Company on October 21st ,2008 and the statement of the meeting held by the Company on October 29th ,2008, which has constituted a breach of contract, and Just-run Company announces the termination of the transaction. The Company replies Just-run Company that the company has never made any statement not intend to continue to perform transactions, and deems that Jierun Company's unilateral termination of the contract and refuse of paying the A/C payable under the first confirmation as of October, 2008 has constituted a breach of contract, so the Company announces the termination of the transaction. Although both sides terminate the transaction confirmation for different reasons, there are no differences about the termination reality of confirmation and transactions. After the transaction terminated, Just-run Company sends a letter to request the Company to compensate for the transaction termination loss, while sends another letter to express the hope to resolve the disputes by the commercial way. The company replies Just-run Company that the Company does not accept claims for loss compensations, while sends a separate letter to agree to peace talks. Then both sides do several rounds of consultations and negotiations, but no agreement has reached. On November 27th, 2009, the Company receives a letter of Allen & Overy LLP, which describes above matters and requires the Company to compensate Just-run with a total of US$79,962,943.00 and the interests of US$3,736,958.66 as of November 27th, 2009. The Company replies on January 25th, 2010, which shows that the Company did not accept claims for loss compensation. On Mar. 31 of 2011, Just-run Company sent another letter to the Company which claimed that they are willing to coordinate with the Company continuously as for USD 79,962,943.00 we owed them and interests from the day of Nov. 6 of 2008, and invated the Company to raise up suggestion on this matter, meanwhile Just-run Company stressed to remain all the rights on this matter. The Company replied them with a letter on Apr. 6 of 2011 which showed we didn’t accept requirements from Just-run Company about compensation for loss, and agreed to answer their invitation and negotiate based on equality without influence on rights of both parties. If senior management team failed to agreement, both parties may solve the debate in judicial way. The Board of Directors of the Company deems: (1) Two confirmations and the transactions have been terminated by both parties; (2) There are many uncertainties for the progress of this matter, so it is not possible to estimate the future resolving methods and results at this stage; (3) As the final result cannot be estimated reasonable and reliable, the Company should not confirm it as accrued liabilities in the first half of 2011 financial statements. The Board of Directors of the Company will promptly review the relevant accounting operation according to the progress of the above matters. (VIII) Commitment 1. Capitalization commitment Unit: RMB Item 2011-6-30 2010-12-31 Signed capital expenditure commitment which was still not recognized in financial statements 2 - 1 - 88 -Construction commitment of long-term assets 30,286,322.68 22,732,380.01 -External investment commitment - - Total 30,286,322.68 22,732,381.00 (2) Commitment on operating lease Till the balance sheet day, the condition of irrevocable operating lease contract the Group externally signed is as follow: Unit: RMB Item 2011-6-30 2010-12-31 Minimum lease payments of irrevocable operating lease: The first year after balance sheet day 6,155,280.29 4,394,861.29 The second year after balance sheet day 1,376,850.00 1,376,850.00 The third year after balance sheet day 1,389,536.63 1,389,536.63 Subsequent years 66,437,026.43 66,616,466.43 Total 75,358,693.34 73,777,714.35 2 - 1 - 89 (IX) Segment report According to the internal organization structural, management requirements and internal reporting systems of the Company, the operation business of the group is classified into 5 reporting segments, i.e. power and heat supply, fuel trade, sludge drying, real estate development and other relevant business. Management of the Company regularly evaluates the operation results of the reporting segments, so as to decide to distribute resources to them and evaluate their achievements. The segment report information is disclosed according to the accounting policies and measuring standards adopted by all segments when reporting to the management and such measuring bases are kept consistent with the accounting and measuring bases upon preparation of the financial statements. Unit: RMB Power and heat supply Fuel trade Real estate development Sludge drying Other related business Inter-segment offset Total Items Current Current Current Last Current Current year Last year year Last year year Last year year year year Last year Current year Last year Current year Last year Business income Foreign trade 1,085,765,305 697,288,30 32,261,352. -349,627.0 25,285,653. 5,921,00 1,143,413,61 702,859,674. income .72 1.61 16 0 - - 101,299.90 - 00 0.00 0.78 61 Inter-seg ment trade 40,252,924. 44,327,05 -14,744,742. -84,579,98 income 14,744,742.05 27 - 7.09 - - - - - - 05 1.36 - - Total segment business 1,100,510,047 737,541,22 32,261,352. 43,977,43 25,285,653. 5,921,00 -14,744,742. -84,579,98 1,143,413,61 702,859,674. income .77 5.88 16 0.09 - - 101,299.90 - 00 0.00 05 1.36 0.78 61 Adjusted -76,159,038.2 -259,951,2 1,445,944.9 -1,249,703 -6,686,31 -7,517,007. -11,290,24 2,021,499.0 753,514. -2,969,109. -87,767,475. -270,933,51 items: 9 13.86 3 .09 9.93 69 8.98 - 0 48 2,900,687.98 26 29 9.42 2 - 1 - 90 Income 195,307. tax 2,480,334.38 492,222.27 246,885.42 - - 858,125.35 95 - - 3,585,345.15 687,530.22 Net -78,639,372.6 -260,443,4 1,199,059.5 -1,249,703 -6,686,31 -7,517,007. -11,290,24 1,163,373.6 558,206. -2,969,109. -91,352,820. -271,621,04 profit 7 36.13 1 .09 9.93 69 8.98 - 5 53 2,900,687.98 26 44 9.64 2 - 1 - 91 (X). Note to main items of parent company’s financial statements 1. Accounts receivable (1) Accounts receivable classifying according to the category: Unit: RMB 2011-6-30 2010-12-31 Provision for bad Provision for bad Category Book balance debts Book balance debts Proportion Proportion Proportion Proportion Amount (%) Amount (%) Amount (%) Amount (%) Account receivable with individual major amount - - - - - - - - and withdrawal bad debt provision independently Accounts receivable with minor amount and accounts receivable with major 545,703,102.53 100% - - 277,107,630.12 100% - - amount found no devaluation after individual devaluation test Account receivable with individual minor amount - - - - - - - - but withdrawal bad debt provision independently Total 545,703,102.53 100% - - 277,107,630.12 100% - - 2 - 1 - 92 (2) Accounts receivable classifying according to the account age: Unit: RMB 2011-6-30 2010-12-31 Account Provision Provision age Book value Amount Book value Proportion for bad Proportion for bad Amount (%) debts (%) debts Within 545,700,213.53 100.00% - 545,700,213.53 277,104,741.12 100% - 277,104,741.12 1 year - - - - - - - - 1-2years 2,889.00 - - 2,889.00 2,889.00 - - 2,889.00 2-3years Above - - - - - - - - 3 years Total 545,703,102.53 100.00% - 545,703,102.53 277,107,630.12 100% - 277,107,630.12 (3)Balance of account receivables excludes the debts of the shareholders who hold over 5% (including 5%) of voting share of our company in this reporting period. (4)Particulars about top 5 units owing accounts receivable Unit: RMB Amount of bad debt Proviston ratio Content of accounts receivable Book balance Reason provision (%) Subsidies for fuel gas-fired power fess 402,652,045.62 - - Within 1 year receivable Electricity tariff receivable 142,419,266.01 - - Within 1 year Hot water fees receivable 631,790.90 - - Within 1 year Total 545,703,102.53 - - 2. Other accounts receivable (1) Other accounts receivable classifying according to the category: Unit: RMB 2 - 1 - 93 2011-6-30 2010-12-31 Book balance Provision for bad debts Book balance Provision for bad debts Category Proportion Proportion Proportion Proportion Amount (%) Amount (%) Amount (%) Amount (%) Account receivable with individual major amount 22,677,404.46 2.10% 22,677,404.46 94.17% 22,677,404.46 2.47% 22,677,404.46 100% and withdrawal bad debt provision independently Accounts receivable with minor amount and accounts receivable with major 1,056,240,981.91 97.65% - - 892,922,760.15 97.23% - - amount found no devaluation after individual devaluation test Account receivable with individual minor amount 2,729,502.62 0.25% 1,404,953.09 5.83% 2,729,502.62 0.3% 1,404,953.09 51.47% but withdrawal bad debt provision independently Total 1,081,647,888.99 100.00% 24,082,357.55 100.00% 918,329,667.23 100% 24,082,357.55 2.62% 2 - 1 - 94 Other accounts receivable classifying according to the account age: Unit: RMB 2 - 1 - 95 Account age 2011-6-30 2010-12-31 Amount Proportion (%) Provision for bad debts Book value Amount Proportion (%) Provision for bad debts Book value Within 1 year 219,015,867.00 20.25% - 219,015,867.00 55,697,645.24 6.06% 55,697,645.24 1-2years 261,428,722.35 24.17% - 261,428,722.35 261,428,722.35 28.47% 261,428,722.35 2-3years 100,975,970.51 9.34% 100,975,970.51 100,975,970.51 11% 100,975,970.51 Above 3 years 500,227,329.13 46.25% 24,082,357.55 476,144,971.58 500,227,329.13 54.47% 24,082,357.55 476,144,971.58 Total 1,081,647,888.99 100.00% 24,082,357.55 1,057,565,531.44 918,329,667.23 100% 24,082,357.55 894,247,309.68 2 - 1 - 96 (2) Other account receivable with individual minor amount but withdrawal bad debt provision independently: Unit: RMB Amount of accruing Accruing Other accounts receivable Book balance provision for bad Reason proportion debts Deposit receivable 2,729,502.62 1,404,953.09 0.16% (3) Balance of other account receivables excludes the debts of the shareholders who hold over 5% (including 5%) of voting share of our company in this reporting period. (4) Particulars about top 5 units owing other accounts receivable Unit: RMB Relationship with the Total proportion in Units Amount Age limit Company accounts receivable (%) Shenzhong Subsidiary of the 710,337,484.77 Above 3 years 65.67% Development Company Company Zhongshan Power Subsidiary of the 326,394,031.93 1 to 2 years 30.18% Company Company Huiyang County Kangtai Industrial Project partners 14,311,626.70 Above 3 years 1.32% company Weimei Power Subsidiary of the 8,103,250.17 Within 1 year 0.75% Company Company Xiefu Oil Supply Subsidiary of the 6,279,375.00 2 to 3 years 0.58% Company Company Total 1,065,425,768.57 98.50% 2 - 1 - 97 3. Long-term equity investment Unit: RMB Equity Reason for Accrued holding difference provision for proportion between Voting right devaluation Cash Original in invested equity Calculation Balance at Increase and Balance proportion Provision for of this year dividend Invested units investment units holding method 2010-12-31 decrease 2011-6-30 in invested devaluation of this cost proportion units (%) year and voting right proportion Xiefu Oil 26,650,000.0 Supply 26,650,000.00 - 26,650,000.00 50 50 - - - - 0 Company Cost method New 71,270,000.0 Electricity 71,270,000.00 - 71,270,000.00 75 75 - - - - 0 Company Cost method Zhongshan Electricity 218,240,000. 218,240,000.0 218,240,000.0 - 55 55 - - - - Power 00 0 0 Company Cost method Engineering 6,000,000.00 6,000,000.00 - 6,000,000.00 60 60 - - - - Company Cost method Weimei 115,319,049. 115,319,049.7 115,319,049.7 Electricity - 40 40 - - - - 76 6 6 Company Cost method Shennan 6,703,800.00 6,703,800.00 - 6,703,800.00 100 100 - - - - Singapore Cost method 2 - 1 - 98 Company Environment 46,340,000.0 46,340,000.00 8,960,000.00 55,300,000.00 70 70 - - - - Company Cost method 0 Shenzhong Development - - - - 75 75 - - - - Company Cost method Shenzhong Property - - - - 75 75 - - - - Company Cost method Energy 41,790,000. 47,881,000.0 89,671,000.0 Environmenta 41,790,000.00 10 10 - - - - 00 0 0 l Corporation Cost method Jiangxi Nuclear Cost 37,315,000.0 37,315,000.0 37,315,000.00 5 5 - - - - Power Company method 0 0 Jiangxi Xinchang Equity 286,285,715. -39,857,497. 187,245,776. 227,103,274.30 30 30 - - - - Company method 00 48 82 855,913,564. 16,983,502.5 813,714,626. Total 796,731,124.06 - - - 76 2 58 Less: devaluation - - - provision Net amount of 16,983,502.5 813,714,626. long-term equity 796,731,124.06 2 58 investment 2 - 1 - 99 4. Operating income and operating cost (1) Operating income Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Main business income 389,625,979.86 144,086,307.60 Other business income 52,982,115.56 22,968,737.21 Operating cost 694,282,683.32 294,907,340.61 (2)Main business (Sub-industry) Unit: RMB Jan-Jun of 2011 Jan-Jun of 2010 Industry Operating income Operating cost Operating income Operating cost Energy Industry 389,625,979.86 654,210,959.97 144,086,307.60 294,259,059.56 (3) Main business (Sub-products) Unit: RMB Jan-Jun of 2011 Jan-Jun of 2010 Industry Operating income Operating cost Operating income Operating cost Electricity sales 387,043,743.56 650,250,151.84 143,161,046.58 292,167,488.02 Heat sales 2,582,236.30 3,960,808.13 925,261.02 2,091,571.54 Total 389,625,979.86 654,210,959.97 144,086,307.60 294,259,059.56 5. Investment income (1) Particulars about investment income Unit: RMB Items Jan-Jun of 2011 Jan-Jun of 2010 Long-term equity investment income calculated by cost - - method Long-term equity investment income calculated by -39,857,497.48 -32,231,888.28 equity method Total -39,857,497.48 -32,231,888.28 (2) Long-term equity investment income calculated by equity method Unit: RMB Jan-Jun of 2011 Jan-Jun of 2010 Invested units Jiangxi Xinchang Company -39,857,497.48 -32,231,888.28 6. Supplementary information of cash flow sheet Unit: RMB Supplementary information Jan-Jun of 2011 Jan-Jun of 2010 1. Net profit transferred to cash flow of operating activities: Net profit -67,703,539.11 -187,645,762.64 Add: provision for assets devaluation - - 3 - 100 Fixed assets depreciation 33,240,256.10 22,539,592.88 Intangible assets amortization 468,527.22 431,697.75 Long-term accounts prepaid amortization 50,789.52 56,600.46 Loss of disposal of fixed assets, intangible assets and other long-term assets - - Scrap loss of fixed assets - - Financial expense (income) 66,915,573.91 43,805,893.79 Investment loss (income) 39,857,497.48 32,231,888.28 Decrease of deferred income taxes assets (Increase) - - Decrease of inventory (Increase) 37,737,263.40 13,263,352.52 Decrease of operating accounts receivable(Increase) -315,449,413.54 -121,558,372.43 Increase of operating accounts payable (Decrease) 143,715,100.19 -900,656.41 Other - - Net amount of cash flow arising from operating activities -61,167,944.83 -197,775,765.80 2.Significant investment and financing activities unrelated to cash income and expense: Debts transferred to assets - - Convertible Bonds due within 1 year - - Fixed assets financed by leasing - - 3.Net changes in cash and cash equivalents: Period-end balance of cash and cash equivalents 169,579,571.56 156,028,645.45 Less: period-begin balance of cash and cash equivalent 269,369,131.18 35,564,935.05 Amount of increase of cash and cash equivalent -99,789,559.62 120,463,710.40 (X) Supplementary information 1. Particulars about current non-recurring gains and loss Unit: RMB Item Amount of this year Amount of last year Loss and gains of disposal of non-current assets -1,840.00 Government subsidies included in current gains and loss (excluding those closely in accordance with corporation business and enjoyed according to fixed amount under national united standard) - - Gains and loss from debts restructure - - Impairment reversal of accounts receivable with single devaluation test - - Other operating income and expense excluding the above 72,907,122.30 250,055.79 Influence amount of income taxes -3,488,388.29 - 3 - 101 Influence amounts of minority shareholders (after tax) -7,421,370.20 -59,553.95 Total 61,997,363.80 188,661.84 2. Return on equity and earnings per share Unit: RMB Earnings per share Weighted average return on Profit in reporting period Basic earning s per Diluted earnings equity (%) share per share Net profit attributable to ordinary shareholders -5.01% -0.14 Not applicable of the Company Net profit attributable to ordinary shareholders of the Company deducting non-recurring gains -8.67% -0.24 Not applicable and loss 3 - 102