Shenzhen Nanshan Power Co., Ltd. The First Quarterly Report 2013 2013-018 24April 2013 1 Section I. Important Notes Board of Directors and the Supervisory Committee of Shenzhen Nanshan Power Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives should guarantee the reality, accuracy and completion of the quarterly report, there are no any fictitious statements, misleading statements or important omissions carried in this report, and shall take legal responsibilities, individual and/or joint. Yang Haixian, person in charge of the Company, Fu Bo and Lu Xiaoping, person in charger of accounting works and Huang Jian, person in charger of accounting organ (accounting officer) hereby confirm that the Financial Report of this Quarterly Report is authentic, accurate and complete. All Directors are attended the Board Meeting for Quarterly Report deliberation. 2 Section II. Main financial data and changes of shareholders I. Main financial data Whether has retroactive adjustment or re-statement on financial data of previous’ period in this report or not □Yes √ No Changes of this period over Jan. – March 2013 Jan. – March 2012 same period of last year (%) Operating income (RMB) 210,612,299.28 432,815,711.38 -51.34% Net profit attributable to shareholders of -64,339,706.87 -68,401,188.04 -5.94% the listed company(RMB) Net profit attributable to shareholders of the listed company after deducting -72,588,998.16 -68,454,444.78 6.04% non-recurring gains and losses(RMB) Net cash flow arising from operating 312,733,181.47 301,024,997.40 3.89% activities(RMB) Basic earnings per share (RMB/Share) -0.11 -0.11 0% Diluted earnings per share (RMB/Share) - - - 加权平均净资产收益率(%) -4.24% -3.99% -0.25% Changes of this period-end 2013-3-31 2012-12-31 over same period-end of last year (%) Total assets (RMB) 5,650,471,029.72 5,536,067,729.98 2.07% Net assets attributable to shareholder of 1,484,579,720.93 1,548,919,427.80 -4.15% listed company (RMB) Items of non-recurring gains and losses √ Applicable □ Not applicable Unit: RMB Amount from year-end to Item Note period-end Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to 739,415.34 - national standards, which are closely relevant to enterprise’s business) Other non-operating income and expenditure except for the -10,000.00 - aforementioned items Import VAT refund of natural gas 10,739,822.79 - 3 Impact on minority shareholders’ equity (post-tax) 3,219,946.84 - Total 8,249,291.29 -- Amount from year-begin to Item Note period-end II. Total number of shareholders at the end of this report period and top ten shareholders Unit: Share Total number of shareholders 39,400 at the end of report period Top ten shareholders Amount of Number of share pledged/frozen Shareholder’s Nature of Proportion of Amount of shares restricted shares name shareholder shares held (%) held State of share Amount held Shenzhen Guangju State-owned legal 16.72% 100,769,712 Industrial Co., person Ltd. HONG KONG NAM HOI Oversea legal 15.28% 92,123,248 (INTERNATION person AL) LTD SHENZHEN ENERGY State-owned legal 10.8% 65,106,130 (GROUP) CO., person LTD. BNP P P/PANDA INVESTMENT Oversea legal 8.2% 49,426,518 COMPANY person LIMITED STATE GRID SHENZHEN ENERGY State-owned legal 5.51% 33,233,560 DEVELOPMEN person T (GROUP) CO., LTD. Domestic nature Wang Lan 0.27% 1,602,500 person Jinbang Security Oversea legal 0.25% 1,500,000 Holding Co., Ltd person Wu Shuhua Domestic nature 0.2% 1,235,398 4 person Domestic nature Tang Rongbao 0.19% 1,124,401 person Naito Security Oversea legal 0.18% 1,114,996 Co., Ltd person Top ten shareholders with unrestricted shares held Type of shares Shareholder’s name Amount of unrestricted shares held Type Amount Shenzhen Guangju Industrial Co., 100,769,712 Ltd. HONG KONG NAM HOI 92,123,248 (INTERNATIONAL) LTD SHENZHEN ENERGY (GROUP) 65,106,130 CO., LTD. BNP P P/PANDA INVESTMENT 49,426,518 COMPANY LIMITED STATE GRID SHENZHEN ENERGY DEVELOPMENT 33,233,560 (GROUP) CO., LTD. Wang Lan 1,602,500 Jinbang Security Holding Co., Ltd 1,500,000 Wu Shuhua 1,235,398 Tang Rongbao 1,124,401 Naito Security Co., Ltd 1,114,996 1. 100% equity of HONG KONG NAM HOI (INTERNATIONAL) LIMITED was held by Explanation on associated SHENZHEN ENERGY (GROUP) CO., LTD 2. Among other social public shareholders, the relationship among the aforesaid Company did not know whether there were associated relationships or belonging to consistent shareholders actors. 5 Section III. Significant Events I. Particulars about material changes in items of main accounting statement and financial index and explanations of reasons Balance at period-en Balance at period-begin Item Changes Reasons d(RMB) (RMB) Monetary Cash inflow from operation fund 768,840,277.64 526,852,121.41 45.93% activity increased in this year The account paid in advance Account paid for natural gas increased in this in advance 17,221,372.58 12,132,738.08 41.94% year The account payable for Account natural gas increased in this payable 270,397,352.09 70,970,449.91 281.00% year Operation Electricity sales decreased in income 210,612,299.28 432,815,711.38 -51.34% this year Operation Electricity sales decreased in cost 352,724,963.07 669,915,764.47 -47.35% this year Fuel subsidy decreased due to Non-operation the decline of electricity sales income 153,103,579.33 233,985,916.13 -34.57% in this year Income tax Income tax expenses decreased expenses - 44,939.46 -100.00% in this year II. Analysis and explanation of significant events and their influence and solutions For year of 2012, Deloitte Touche Tohmatsu CPA issued qualified audit opinions with explanatory notes. In reporting period, concerning the progress of event with modified opinions involved, please found the Annual Report of 2012 (Notice No.: 2013-010) disclosed dated 23 April 2013 for more details. III. Forecast of operation performance from Jan. – June of 2013 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason □Applicable √Not applicable 6 IV. Derivative Investment Derivative investment held at period-end □Applicable √Not applicable Explanation Not applicable V. Registration form for receiving research, communication and interview in the report period No investors’ field research, telephone communication and written inquiries are received in the report period. 7 Section IV. Financial Statement I. Financial statement 1. Consolidate balance sheet Prepared by Shenzhen Nanshan Power Co., Ltd Unit: RMB Items Balance at period-end Balance at period-begin Current assets: Monetary funds 768,840,277.64 526,852,121.41 Settlement provisions Capital lent Transaction finance asset Notes receivable Accounts receivable 829,168,513.04 924,997,868.15 Accounts paid in advance 17,221,372.58 12,132,738.08 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 18,738,938.42 16,297,883.22 Purchase restituted finance asset Inventories 1,222,091,171.53 1,220,486,524.51 Non-current asset due within one year Other current assets 590,677,082.04 606,661,855.88 Total current assets 3,446,737,355.25 3,307,428,991.25 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 57,315,000.00 49,315,000.00 8 Investment real estate 4,318,688.17 4,429,359.55 Fixed assets 2,008,333,886.68 2,040,100,204.81 Construction in progress 47,371,596.31 47,177,164.98 Engineering material Disposal of fixed asset -350,000.00 Productive biological asset Oil and gas asset Intangible assets 61,619,374.01 62,471,514.35 Expense on Research and Development Goodwill Long-term expenses to be 33,325.64 45,822.68 apportioned Deferred income tax asset 2,782,546.88 2,782,546.88 Other non-current asset 22,309,256.78 22,317,125.48 Total non-current asset 2,203,733,674.47 2,228,638,738.73 Total assets 5,650,471,029.72 5,536,067,729.98 Current liabilities: Short-term loans 3,240,361,552.86 3,210,361,552.86 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable 28,190,000.00 29,670,000.00 Accounts payable 270,397,352.09 70,970,449.91 Accounts received in advance 14,816,000.00 14,586,000.00 Selling financial asset of repurchase Commission charge and commission payable Wage payable 30,797,858.72 35,431,332.25 Taxes payable 2,177,420.93 2,961,440.37 Interest payable 89,303,126.69 86,232,475.82 Dividend payable Other accounts payable 264,344,216.25 303,027,729.31 Reinsurance payables Insurance contract reserve Security trading of agency 9 Security sales of agency Non-current liabilities due within 1 year Other current liabilities Total current liabilities 3,940,387,527.54 3,753,240,980.52 Non-current liabilities: Long-term loans 16,000,000.00 16,000,000.00 Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities 43,276,050.30 44,015,465.64 Total non-current liabilities 59,276,050.30 60,015,465.64 Total liabilities 3,999,663,577.84 3,813,256,446.16 Owner’s equity (or shareholders’ equity): Paid-in capital (or share capital) 602,762,596.00 602,762,596.00 Capital public reserve 363,633,446.84 363,633,446.84 Less: Inventory shares Reasonable reserve Surplus public reserve 332,908,397.60 332,908,397.60 Provision of general risk Retained profit 185,275,280.49 249,614,987.36 Balance difference of foreign currency translation Total owner’s equity attributable to 1,484,579,720.93 1,548,919,427.80 parent company Minority interests 166,227,730.95 173,891,856.02 Total owners’ equity (or shareholders’ 1,650,807,451.88 1,722,811,283.82 equity) Total liability and owners’ equity (or 5,650,471,029.72 5,536,067,729.98 shareholders’ equity) Legal Representative: Yang Haixian Person in charge of accounting works: Fu Bo, Lu Xiaoping Person in charge of accounting institute: Huang Jian 2. Balance sheet of parent company Prepared by Shenzhen Nanshan Power Co., Ltd Unit: RMB 10 Items Balance at period-end Balance at period-begin Current assets: Monetary funds 472,624,916.67 204,114,395.05 Transaction finance asset Notes receivable Accounts receivable 530,672,476.64 589,569,090.03 Accounts paid in advance 331,198.21 394,954.21 Interest receivable Dividend receivable 654,140,866.58 654,140,866.58 Other receivables 1,502,603,986.81 1,391,822,925.79 Inventories 88,928,333.46 88,668,143.49 Non-current asset due within one year Other current assets 419,249,357.86 435,035,629.99 Total current assets 3,668,551,136.23 3,363,746,005.14 Non-current assets: Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 749,297,849.76 741,297,849.76 Investment real estate Fixed assets 276,750,170.67 279,009,436.68 Construction in progress 36,041,186.23 35,828,374.94 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 9,058,068.02 9,419,549.87 Expense on Research and Development Goodwill Long-term expenses to be 33,325.64 45,822.68 apportioned Deferred income tax asset Other non-current asset Total non-current asset 1,071,180,600.32 1,065,601,033.93 11 Total assets 4,739,731,736.55 4,429,347,039.07 Current liabilities: Short-term loans 2,029,000,000.00 1,929,000,000.00 Transaction financial liabilities Notes payable Accounts payable 168,060,189.57 9,875,959.85 Accounts received in advance 14,586,000.00 14,586,000.00 Wage payable 15,370,325.54 17,344,092.23 Taxes payable 1,974,087.45 1,073,552.54 Interest payable 4,025,499.35 4,066,892.25 Dividend payable Other accounts payable 884,146,377.48 801,846,707.84 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 3,117,162,479.39 2,777,793,204.71 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities 35,616,899.22 36,270,689.55 Total non-current liabilities 35,616,899.22 36,270,689.55 Total liabilities 3,152,779,378.61 2,814,063,894.26 Owner’s equity (or shareholders’ equity): Paid-in capital (or share capital) 602,762,596.00 602,762,596.00 Capital public reserve 288,769,132.47 288,769,132.47 Less: Inventory shares Reasonable reserve Surplus public reserve 332,908,397.60 332,908,397.60 Provision of general risk Retained profit 362,512,231.87 390,843,018.74 Balance difference of foreign currency translation 12 Total owners’ equity (or shareholders’ 1,586,952,357.94 1,615,283,144.81 equity) Total liability and owners’ equity (or 4,739,731,736.55 4,429,347,039.07 shareholders’ equity) Legal Representative: Yang Haixian Person in charge of accounting works: Fu Bo, Lu Xiaoping Person in charge of accounting institute: Huang Jian 3.Profit statement Prepared by Shenzhen Nanshan Power Co., Ltd Unit: RMB Items Amount in this period Amount in last period I. Total operating income 210,612,299.28 432,815,711.38 Including: Operating income 210,612,299.28 432,815,711.38 Interest income Insurance gained Commission charge and commission income II. Total operating cost 435,709,710.55 748,813,540.33 Including: Operating cost 352,724,963.07 669,915,764.47 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 1,457,696.68 1,726,019.81 Sales expenses 342,498.68 287,581.15 Administration expenses 24,428,912.05 24,989,853.86 Financial expenses 56,755,640.07 51,894,321.04 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) 13 Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed -225,097,411.27 -315,997,828.95 with “-”) Add: Non-operating income 153,103,579.33 233,985,916.13 Less: Non-operating expense 10,000.00 23,607.37 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with -72,003,831.94 -82,035,520.19 “-”) Less: Income tax 44,939.46 V. Net profit (Net loss is listed with “-”) -72,003,831.94 -82,080,459.65 Including: Net profit realized by combined party before combination Net profit attributable to owner’s -64,339,706.87 -68,401,188.04 equity of parent company Minority shareholders’ gains and -7,664,125.07 -13,679,271.61 losses VI. Earnings per share -- -- i. Basic earnings per share -0.11 -0.11 ii. Diluted earnings per share 0 0 VII. Other consolidated income VIII. Total consolidated income -72,003,831.94 -82,080,459.65 Total consolidated income attributable -64,339,706.87 -68,401,188.04 to owners of parent company Total consolidated income attributable -7,664,125.07 -13,679,271.61 to minority shareholders Legal Representative: Yang Haixian Person in charge of accounting works: Fu Bo, Lu Xiaoping Person in charge of accounting institute: Huang Jian 4. Profit statement of parent company Prepared by Shenzhen Nanshan Power Co., Ltd Unit: RMB Items Amount in this period Amount in last period I. Operating income 53,046,808.29 190,594,298.26 Less: operating cost 127,175,498.19 278,081,758.04 14 Operating tax and extras 1,210,027.57 1,396,470.09 Sales expenses Administration expenses 6,557,177.19 10,554,361.74 Financial expenses 16,901,582.54 14,309,295.76 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed -98,797,477.20 -113,747,587.37 with “-”) Add: Non-operating income 70,466,690.33 134,156,400.00 Less: Non-operating expense 2,785.84 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with -28,330,786.87 20,406,026.79 “-”) Less: Income tax IV. Net profit (Net loss is listed with -28,330,786.87 20,406,026.79 “-”) V. Earnings per share -- -- i. Basic earnings per share 0 0 ii. Diluted earnings per share 0 0 VI. Other consolidated income VII. Total consolidated income -28,330,786.87 20,406,026.79 Legal Representative: Yang Haixian Person in charge of accounting works: Fu Bo, Lu Xiaoping Person in charge of accounting institute: Huang Jian 5. Consolidate cash flow statement Prepared by Shenzhen Nanshan Power Co., Ltd Unit: RMB Items Amount in this period Amount in last period I. Cash flows arising from operating activities: Cash received from selling 301,469,187.58 648,812,849.64 commodities and providing labor 15 services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received Other cash received concerning 193,714,673.26 171,144,186.43 operating activities Subtotal of cash inflow arising 495,183,860.84 819,957,036.07 from operating activities Cash paid for purchasing commodities and receiving labor 126,882,917.77 459,716,776.66 service Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 31,867,846.95 30,200,830.03 Taxes paid 5,447,739.55 8,629,147.25 Other cash paid concerning 18,252,175.10 20,385,284.73 operating activities 16 Subtotal of cash outflow arising 182,450,679.37 518,932,038.67 from operating activities Net cash flows arising from 312,733,181.47 301,024,997.40 operating activities II. Cash flows arising from investing activities: Cash received from recovering 106,342,100.00 investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term 320,000.00 assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from 320,000.00 106,342,100.00 investing activities Cash paid for purchasing fixed, 1,971,826.96 22,945,634.47 intangible and other long-term assets Cash paid for investment 8,000,000.00 Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from 9,971,826.96 22,945,634.47 investing activities Net cash flows arising from -9,651,826.96 83,396,465.53 investing activities III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans 590,000,000.00 770,000,000.00 Cash received from issuing bonds Other cash received concerning financing activities 17 Subtotal of cash inflow from 590,000,000.00 770,000,000.00 financing activities Cash paid for settling debts 560,000,000.00 1,101,824,953.89 Cash paid for dividend and profit 91,056,370.38 65,914,040.04 distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from 651,056,370.38 1,167,738,993.93 financing activities Net cash flows arising from -61,056,370.38 -397,738,993.93 financing activities IV. Influence on cash and cash equivalents due to fluctuation in -36,827.90 -67,665.61 exchange rate V. Net increase of cash and cash 241,988,156.23 -13,385,196.61 equivalents Add: Balance of cash and cash 526,852,121.41 629,318,992.12 equivalents at the period -begin VI. Balance of cash and cash 768,840,277.64 615,933,795.51 equivalents at the period -end Legal Representative: Yang Haixian Person in charge of accounting works: Fu Bo, Lu Xiaoping Person in charge of accounting institute: Huang Jian 6. Cash flow statement of parent company Prepared by Shenzhen Nanshan Power Co., Ltd Unit: RMB Items Amount in this period Amount in last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 62,423,039.45 323,709,231.00 services Write-back of tax received Other cash received concerning 273,080,935.35 477,764,857.40 operating activities Subtotal of cash inflow arising 335,503,974.80 801,474,088.40 from operating activities Cash paid for purchasing 8,369,180.64 115,066,044.66 18 commodities and receiving labor service Cash paid to/for staff and workers 17,159,241.30 17,438,062.54 Taxes paid 2,754,346.68 3,839,356.92 Other cash paid concerning 96,272,600.32 352,463,357.46 operating activities Subtotal of cash outflow arising 124,555,368.94 488,806,821.58 from operating activities Net cash flows arising from 210,948,605.86 312,667,266.82 operating activities II. Cash flows arising from investing activities: Cash received from recovering 106,342,100.00 investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from 106,342,100.00 investing activities Cash paid for purchasing fixed, 223,830.17 15,195,678.77 intangible and other long-term assets Cash paid for investment 8,000,000.00 Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from 8,223,830.17 15,195,678.77 investing activities Net cash flows arising from -8,223,830.17 91,146,421.23 investing activities III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans 520,000,000.00 435,000,000.00 Cash received from issuing bonds 19 Other cash received concerning financing activities Subtotal of cash inflow from 520,000,000.00 435,000,000.00 financing activities Cash paid for settling debts 420,000,000.00 741,824,953.89 Cash paid for dividend and profit 34,213,923.28 36,139,740.61 distributing or interest paying Other cash paid concerning financing activities Subtotal of cash outflow from 454,213,923.28 777,964,694.50 financing activities Net cash flows arising from 65,786,076.72 -342,964,694.50 financing activities IV. Influence on cash and cash equivalents due to fluctuation in -330.79 203.79 exchange rate V. Net increase of cash and cash 268,510,521.62 60,849,197.34 equivalents Add: Balance of cash and cash 204,114,395.05 303,150,447.89 equivalents at the period -begin VI. Balance of cash and cash 472,624,916.67 363,999,645.23 equivalents at the period -end Legal Representative: Yang Haixian Person in charge of accounting works: Fu Bo, Lu Xiaoping Person in charge of accounting institute: Huang Jian II. Audit report Whether the 1st quarterly report has been audited or not □Yes √ No 20