深圳南山热电股份有限公司 2014 年半年度报告全文 Shenzhen Nanshan Power Co., Ltd. SEMI-ANNUAL REPORT 2014 No.: 2014-060 12August 2014 1 深圳南山热电股份有限公司 2014 年半年度报告全文 Section I. Important Notice, Contents and Paraphrase Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Shenzhen Nanshan Power Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. All directors are attended the Board Meeting for report deliberation. The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either. Chairman Yang Haixian, principal of the Company, Director GM Fu Bo , CFO Lv Xiaoping and Financial Manager Huang Jian, person in charge of accounting organ (accounting principal) hereby confirm that the Financial Report of Semi-Annual Report 2014 is authentic, accurate and complete. The report has been prepared in both Chinese and English, for any discrepancies, the Chinese version shall prevail. Please read the full report seriously。 Concerning the forward-looking statements with future planning involved in the Semi-Annual Report, they do not constitute a substantial commitment for investors. Investors are advised to exercise caution of investment risks. 2 深圳南山热电股份有限公司 2014 年半年度报告全文 Content Semi-Annual Report 2014 ................................................................................................................. 1 Section I Important Notice, Contents and Paraphrase .................................................................. 4 Section II Company Profile ............................................................................................................... 5 Section III Accounting data and summary of finnaical indexes .................................................... 7 Section IV Report of the Board of Directors ................................................................................... 9 Section V Important Events ............................................................................................................ 18 Section VI Changes in shares and particular about shareholders............................................... 27 Section VII Preferred Stock………………………………………………………………...……..31 Section VIII Directors, Supervisors and Senior Executives ....................................................... 32 Section IX Financial Report ............................................................................................................ 33 Section X Documents Available for Reference ............................................................................. 33 3 深圳南山热电股份有限公司 2014 年半年度报告全文 Paraphrase Items Refers to Definition Company, the Company, Shen Nan Dian Refers to Shenzhen Nanshan Power Co., Ltd. Shen Nan Dian Zhongshan Co Refers to Shen Nan Dian (Zhongshan) Electric Power Co., Ltd. Shen Nan Dian Dongguan Co Refers to Shen Nan Dian (Dongguan) Weimei Electric Power Co., Ltd Shen Nan Dian Engineering Co., Refers to Shenzhen Shennandian Turbine Engineering Technology Co., Ltd. Shen Nan Dian Envionment Protection Co., Refers to Shenzhen Shen Nan Dian Envionment Protection Co., Ltd. Server Co., Refers to Shenzhen Server Petrochemical Supplying Co., Ltd. New Power, New Power Co., Refers to Shenzhen New Power Industrial Co., Ltd. Singapore Company Refers to Shen Nan Energy (Singapore) Co., Ltd. Nanshan Power Factory Refers to Nanshan Power Factory of Shenzhen Nanshan Power Co., Ltd. Zhongshan Nam Long Power Plant of Shen Nan Dian (Zhongshan) Zhongshan Nam Long Power Plant Refers to Electric Power Co., Ltd. Dongguan Gaobu Power Plant of Shen Nan Dian (Dongguan) Weimei Dongguan Gaobu Power Plant Refers to Electric Power Co., Ltd. Shenzhong Properties Company Refers to Zhongshan Shenzhong Real Estate Investment Properties Co., Ltd. Shenzhong Real Estate Company Refers to Zhongshan Shenzhong Real Estate Development Co., Ltd. Syndisome Company Refers to Hong Kong Syndisome Co., Ltd. Jiangxi Nuclear Power Company Refers to CPI Jiangxi Nuclear Power Co.,Ltd. Energy Group Refers to Shenzhen Energy Group Co.,Ltd. Paipu Technology Refers to Shenzhen Paipu Energy Technology Development Co.,LTD. NAM HOI Refers to HONG KONG NAM HOI (INTERNATIONAL) LTD. Guangju Holding Refers to Shenzhen Guangju Investment Holding Co.,Ltd. HK Tengda Refers to Tengda Property Co.,LTD. Guoneng International Trading Refers to Shenzhen Guoneng International Trading Co., LTD. Hong Kong Energy Refers to Shenzhen Energy (Hong Kong) International Co.,LTD. Guangju Energy Refers to Shenzhen Guangju Energy Co., LTD. Guangju Industrial Refers to Guangju Industrial Co.,LTD. Luneng Group Refers to Luneng Group Co., LTD Kehuitong Refers to Shenzhen Kehuitong Investment Holding Co.,Ltd. Shenzhen Energy Group Refers to Shenzhen Energy Group Co., LTD. 4 深圳南山热电股份有限公司 2014 年半年度报告全文 Section II Company profile I. Company Profile Short form for share Shen Nan Dian A, Shen Nan Dian B Code for share 000037, 200037 Listing stock exchange Shenzhen Stock Exchange Chinese name of the Company 深圳南山热电股份有限公司 Legal Representative Chairman Yang Haixian II. Contact person and ways Secretary of the Board Rep. of securities affairs Name Hu Qin - 16/F-17/F, Hantang Building, OCT, Contact adds. Nanshan District, Shenzhen, Guangdong - Province Tel. 0755-26948888 - Fax. 0755-26003684 - E-mail investor@nspower.com.cn - III. Others 1. Way of contact Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or not □ Applicable √ Not applicable Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period, found more details in Annual Report 2013. 2. Information disclosure and preparation place Whether information disclosure and preparation place changed in reporting period or not □ Applicable √ Not applicable The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation place for semi-annual report have no change in reporting period, found more details in Annual Report 2013. 3. Registration changes of the Company Whether registration has changed in reporting period or not 5 深圳南山热电股份有限公司 2014 年半年度报告全文 □ Applicable √ Not applicable Date/place for registration of the Company, registration number for enterprise legal license, number of taxation registration and organization code have no change in reporting period, found more details in Annual Report 2013. 6 深圳南山热电股份有限公司 2014 年半年度报告全文 Section III. Accounting data and summary of financial indexes I. Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not □Yes √ No Increase/decrease in this Current period Same period of last year report y-o-y Operating revenue (RMB) 527,397,555.77 565,476,934.91 -6.73% Net profit attributable to shareholders of -75,247,848.71 -101,535,348.67 -25.89% the listed company(RMB) Net profit attributable to shareholders of the listed company after deducting -77,137,151.13 -110,880,260.43 -30.43% non-recurring gains and losses(RMB) Net profit attributable to shareholders of the listed company after deducting -77,213,559.47 -110,880,260.43 -30.36% non-recurring gains and losses(RMB) Net cash flow arising from operating 390,088,829.00 505,430,314.24 -22.82% activities(RMB) Basic earnings per share (RMB/Share) -0.12 -0.17 -29.41% Diluted earnings per share (RMB/Share) Not applicable Not applicable - Weighted average ROE (%) -4.81% -6.78% 1.97% Increase/decrease in this End of current period End of last period report-end over that of last period-end Total assets (RMB) 5,549,757,952.73 5,440,291,369.21 2.01% Net assets attributable to shareholder of 1,525,807,691.16 1,601,055,539.87 -4.70% listed company(RMB) II. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √ Not applicable 7 深圳南山热电股份有限公司 2014 年半年度报告全文 The Company has no difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) in reporting period. 2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √ Not applicable The Company has no difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) in reporting period. III. Items and amounts of extraordinary profit (gains)/loss √ Applicable □ Not applicable In RMB Item Amount Note Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to 1,815,600.76 national standards, which are closely relevant to enterprise’s business) Other non-operating income and expenditure except for the 217,511.72 aforementioned items Other gains/losses satisfied definition of extraordinary profit (gains)/loss Less: impact on income tax 65,004.62 Impact on minority shareholders’ equity (post-tax) 78,805.44 Total 1,889,302.42 Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons □ Applicable √ Not applicable In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/lo 8 深圳南山热电股份有限公司 2014 年半年度报告全文 Section IV. Report of the Board of Directors I. Introduction In the first half year of 2014, the global economy slows, electricity consumption in whole society was in the stage of medium-low speed growth. Economical operation shows a steady state in Guangdong Province and the competitive in elcetricity market comes more and more fierce. As the rapid growth of purchased electricity-- west-east electricity transmission and new units came into full operation successively, the trend of industrial consumption is running low. Electricity market in Guangdong Province enjoys stability in supply and demand, the grid present an apparently declined in peak power demands from those enterprise power by gas turbine. At the same time, provincial grid increased power supply efforts to Shenzhen, the electricity from geological survey fossil power plant declining year by year; in first half year of 2014, three fuel gas power plant of the Company have on-grid energy of 0.803 kwh in total with 9.3% declined on a year-on-year basis. Faced with the difficult market enviornment and business distress, the Company explores in great depth the best economic operation model under the low power situation. Promoted economic operation results on the premise that the safety guarantee, reduced operation costs as far as possible. Meanwhile, enforeced the budget manaegment, actively promoted the effective executiion of government subsidy for electricity, closely follow the revenue and expenditure of subsidies. However, due to the high runnings in NG price and un-schedual implementation of on-grid price policy, electricity subsidy standards in Shenzhen is unavailable to cover the electricity costs, and resulted from the insufficient capital resouces of government electricity subsidy, electricity of the Company declined with operation deficit continued. II. Main business analysis Introduction Business scope of the Company including production and operation of power-up and heat supply, engaged in the relevant technology consultant and technology service of power plant (station). The Company mainly operated electricity generation, owes three wholly-owned or controlling power plants in total in Shenzhen, Zhongshan and Dongguan, and all of them are located in the power load center of Pearl River Delta. Name of the company On-grid energy (KWH) Same period of last year y-o-y changes Nanshan Power Factory(including units belongs to 4.00 4.47 -10.54% New Power Co.,) Zhongshan Nam Long Power Plant 2.79 2.48 12.65% Dongguan Gaobu Power Plant 1.23 1.89 -35.05% Total 8.03 8.85 -9.30% During the reporting period, the accumulative operating revenue of the Company was RMB 527,397,600, a 6.73% down as compared to the same period of last year, operating costs was RMB 756,465,000, a 16.98% down as compared to the same period of last year, which mainly due to the generating capacity reduced; Net profit attributable to owners of the parent company was RMB -75,247,800, decreased the loss of RMB 26,287,500 as compared to the same period of last year, and the main reason was that the fuel costs greatly reduced and electricity subsidies of the three power plants are reduced. As of 30 June 2014, the Company’s total assets was about RMB 5.550 billion, net assets was RMB 1.526 billion and the asset-liability ratio was up to 69.39%. 9 深圳南山热电股份有限公司 2014 年半年度报告全文 Y-o-y changes of main financial data In RMB Current period Same period of last year Y-o-y increase/decrease Reasons for changes Generating income Operating revenue 527,397,555.77 565,476,934.91 -6.73% reduced Operating costs 756,464,991.38 911,164,225.22 -16.98% Generating cost reduced Disposal costs of dry Sales expenses 1,659,963.69 1,097,790.70 51.21% sludge increased Entertainment charges Administration expenses 43,191,076.63 45,078,741.44 -4.19% and vehicle costs declined The interest in first half of 2014 from Shenzhong Real Estate Company have totally expense Finance expenses 106,839,866.08 102,005,328.28 4.74% while at same period of last year, interest expense in Jan. to March and interest capitalize in April to June Dongguan Company made a supplementary Income tax expenses 1,692,763.26 100.00% payment of final settlement R&D input 0.00 0.00 0.00% Net cash flow arising Received less subsidy 390,088,829.00 505,430,314.24 -22.82% from operating activities and generating revenue Technical improve of Net cash flow arising low-nitrogen reform from investment -22,525,931.92 -16,214,944.45 38.92% from Zhongshan activities Dongguan expenses more in the Period Net cash flow arising -171,777,208.82 -398,063,841.88 -56.85% Financed amount growth from financing activities Net increase of cash and 195,855,731.81 91,004,926.21 115.21% Financed amount growth cash equivalent Mainly because after rests of 40% equity of Investment income -1,270,147.52 0 100.00% Huidong Server re-measured by fair 10 深圳南山热电股份有限公司 2014 年半年度报告全文 value, the added value of long-term assets were depreciated and amortized in the Period Major changes on profit composition or profit resources in reporting period □ Applicable √ Not applicable No major changes on profit composition or profit resources occurred in reporting period. The future development and planning extended to reporting period that published in disclosure documents as prospectus, private placing memorandum and recapitalize statement □ Applicable √ Not applicable No future development and planning extended to reporting period that published in disclosure documents as prospectus, private placing memorandum and recapitalize statement. Review on the previous business plan and its progress during reporting period 1. In the reporting period, three fuel gas power plant of the Company have a cumulative on-grid electricity of 0.803 billion kwh, 3,713 days safety production in succession achieved, created an important guarantee for routine operation and sustainable development of the Company. 2. Actively participate in Xinjiang-aid program of Guangdong Province, on basis of document preparation of heat-supplying planning in regions, obtained a Reply on preliminary work approval from Development and Reform Commission of the autonomous region; moreover, entered into the trilateral investment cooperation agreement on-site between Shufu Couty Government in Kashi Prefecture and HQ of Xinjiang-aid program of Guangdong Province. 3. While promoting the Xinjiang-aid removal project, in line with the general planning scheme prepared with Development and Reform Commission of Guangdong Province, the Company promote expansion project of NG cogeneration [2×460MW(9F class)] in Zhongshan Nanlang Power Plant at the same time, and is supported greatly by local government in Zhongshan and CNOOC. Zhongshan Government listed the project in Central Heating Development Plan in Industrial Park and Industrial Agglomerations in Zhongshan City(Y2013-Y2020), implemented project heat consumer, and the Report of Preliminary Work on NG cogeneration [2×460MW(9F class)] Construction of Shennandian (Zhongshan) Power Co., Ltd. was reported officially to Development and Reform Commission of Guangdong Province. Furthermore, the Company resulting in fundamental intention with CNOOC Gas-Electricity Group in aspect of gas supplying 4. In January 2014, the Notice of Buy Shares of Shenzhen Nanshan Power Co., Ltd. was delivered to the Company from strategy investors, indicated the intention of share buying and plans to communicate with the Company and shareholder’s unit in aspect of relevant matters. On that day, after requesting permission from main shareholders, stocks of the Company apply for suspension since the following day. Currently, concerning the transaction mentioned, main shareholders carried out continues replying with relevant authorities; intermediary of the private placement conduct a full responsible investigation on the Company, and to sort out and verify relevant assets in aspect of approval procedures, ownership matters and other relevant staffs with the Company. In the following time, the Company will continues to conduct a proof and implemented relevant decision-making procedures in aspect of the private placement with other related parties, took concerted cooperation with relevant intermediary for due diligence, actively improved the complete procedure for relevant assets as well as problem solving for relevant controversy. 11 深圳南山热电股份有限公司 2014 年半年度报告全文 III. Constitution of main business In RMB Increase or Increase or Increase or decrease of decrease of decrease of gross Operating Operating cost Gross profit ratio operating revenue operating cost profit ratio over revenue over same period over same period same period of of last year of last year last year According to industries Energy 499,061,668.37 727,838,652.89 -45.84% -7.81% -18.14% 18.41% Engineering labor 0.00 2,742,845.01 0.00% -100.00% 13.90% 372.19% Sludge treatment 27,037,654.80 20,573,089.80 23.91% 30.42% 37.34% -3.83% income Other revenue 358,118.88 3,795,938.53 -959.97% -82.72% -16.06% -841.73% According to products Power marketing 499,061,668.37 727,838,652.89 -45.84% -7.67% -18.10% 18.58% Thermal 0.00 0.00 0.00% -100.00% -100.00% -48.84% marketing Engineering labor 0.00 2,742,845.01 0.00% -100.00% 13.90% 372.19% Sludge drying 27,037,654.80 20,573,089.80 23.91% 30.42% 37.34% -3.83% Others 358,118.88 3,795,938.53 -959.97% -82.72% -16.06% -841.73% According to region Shenzhen area 282,375,107.98 376,780,975.22 -33.43% -8.65% -23.85% 26.62% Dongguan area 64,513,662.10 122,980,270.20 -90.63% -33.66% -38.20% 13.98% Zhongshan area 179,568,671.97 255,189,280.81 -42.11% 13.45% 17.43% -4.81% IV. Core competitive-ness analysis The Company, as a leader in the field of gas turbine generator, was honor the title of “The biggest gas turbine power generation enterprise in China”; it is the enterprise with the most 9E (PG9171E gas-steam combined-cycle generator-transformer unit) held so far, and also it is the President Unit of Guangdong Gas Turbine Generator Association. The Company realized transformation from traditional power plant to a energy cascade comprehensive utilization enterprise in terms of power, cooling and heat supplying (hot-water and steam) to areas as well as recycling treatment of sludge. After two decades construction and development, the Company has training and absorbing a large number of gas turbine technology specialist, meanwhile, through reinforcing the communication and cooperation with the industry in same profession, created a gas turbine talent training base, which lay out a favorable foundation for the follow-up development of the enterprise. With a favorable peaking performance in gas turbine, plus obviously environmental mitigation effect for natural gas, therefore, the gas turbine is indispensable to the economically developed coastal areas in particular, whether in terms of roles in emergency grid loading and regional security and environmental protection needs. Along with the reform and implementation of national electricity price system, natural gas reform and gas turbine enterprise still owns a competition-ness and major operation rooms. 12 深圳南山热电股份有限公司 2014 年半年度报告全文 V. Investment analysis 1. External equity investment (1) External investment √ Applicable □ Not applicable External investment Investment at same period of last year Investment in reporting period (RMB) Changes (RMB) 0.00 8,000,000.00 100.00% Invested company Proportion of equity held by listed Name Main business company in invested company Development, construction and operation of the nuclear power projects; power generating and relevant products; foreign trading (excluded import and export CPI Jiangxi Nuclear Power Co., Ltd. 5.00% business with state-run trade management concerned); (excluding projects, the above mentioned, with national special permission hold) 2. Trust management, derivative investment and entrust loans In reporting period, the Company has no trust management, derivative investment and entrust loans occurred 3. Application of raised proceeds The Company has no fund raised in the Period 4. Main subsidiaries and joint-stock companies analysis √ Applicable □ Not applicable Main subsidiaries and joint-stock companies In RMB Main Industry Registered Operation Operation Name Type products or Total assets Net assets Net profit involved capital revenue profit service Shen Nan power RMB 746.8 1,054,981,3 129,655,32 180,165,51 -99,330,4 Subsidiary Electricity -30,001,912.50 Dian generation million 05.10 1.34 7.35 21.02 13 深圳南山热电股份有限公司 2014 年半年度报告全文 Zhongshan by burning Company machines, power generation by remaining heat, power supply and heat supply (excluding pipeline network of heat supply), lease of dock and oil storage (excluding oil products, dangerous chemicals and inflammabl e and explosive materials). Constructio Shen Nan n and Dian operation of US $ 35.04 1,106,827,3 290,699,51 64,650,984. -83,115,8 Subsidiary Electricity -30,129,451.13 Dongguan natural gas million 46.83 3.54 84 01.72 Company power plants. Technology developmen t regarding to application RMB New Power Power 426,862,34 72,840,715. 59,681,523. 21,405,91 Subsidiary of 113.85 21,405,913.84 Company industry 2.01 07 39 3.84 remaining million heat (excluding restricted items) and 14 深圳南山热电股份有限公司 2014 年半年度报告全文 power generation with remaining heat. Add: power generation through burning machines. Shenzhong RMB 1,066,514,7 -46,501,768 -25,320,1 Real Estate Subsidiary Real Estate Real Estate 177.80 25,641.03 -25,311,371.95 67.56 .79 56.95 Company million 5. Subsidiary obtained in Period In reporting period, controlling subsidiary Shennandian Zhongshan Power Company established a wholly-owned subsidiary Zhongshan Shennandian Warehouse Co., Ltd. with business scope of warehousing service, oil depot and pier lease. Zhongshan Shennandian Warehouse Co., Ltd. included in consolidated statement of the Company since date of founded. The new company shows no influence on operation performance of the Company and controlling subsidiary temporary during the process of construction. 6. Major project invested by non-raised funds √ Applicable □ Not applicable In ten thousand Yuan Amount invested Total investment Amount invested in Project accumulative till end Progress Earnings planned this period of reporting period CPI Jiangxi Nuclear Developing earlier-s 34,785 0 5,731.5 N/A Power Co., Ltd. tage works Total 34,785 0 5,731.5 -- -- VI. Prediction of business performance from January – September 2014 Estimation on 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 on reason □ Applicable √ Not applicable VII. Explanation from the Board and Supervisory Committee for “Qualified Opinion” from the CPA of this year’s 15 深圳南山热电股份有限公司 2014 年半年度报告全文 □ Applicable √ Not applicable VIII. Explanation from the Board for “Qualified Opinion” of last year’s √ Applicable □ Not applicable In year 2013, Ruihua CPA (LLP) issued qualified auditor’s report with paragraph of emphasized matters for the Company. During the report period, the matter involved in non-standard qualified opinion has no any progress. (More details found in notice of No.: 2014-024 from Annual Report of 2013) IX. Implementation of profit distribution in reporting period Implementation or adjustment of profit distribution plan in reporting period, cash dividend plan and shares converted from capital reserve in particular □ Applicable √ Not applicable The profit distribution plan in semi-annual year was: no cash dividend distributed, no bonus shares and has no share converted from capital reserve either. X. Profit distribution and capitalization of capital reserves in the Period □ Applicable √ Not applicable The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either for the semi-annual year XI. In the report period, reception of research, communication and interview √ Applicable □ Not applicable Contents discussed and Time Place Way Type Reception material provided Conference room Operation status of the 2014-05-16 Field research Individual Investor of the Company Company 16 深圳南山热电股份有限公司 2014 年半年度报告全文 Section V. Important Events I. Corporate governance During the reporting period, in line with the Company Law, Securities Law, Governance Rules for Listed Company, Rules of Stocks Listing in Shenzhen Stock Exchange and relevant requirement from CSRC, the Company continues to standardizeed and improved the corporate governance structure, established and perfected the internal management, made a serial controlling system perfected, accelerate an effectively balance in the “Three Commissions”, further to refine the governance mechanism and improve standards of decision-making and management. 1. General Meeting of the Company was convened and open under the laws and regulations, witnessing lawyers are invited on-site. Concerning the votings involves the affiliated deals, affiliated shareholders withdraw from voting to guarantee a legal decision-making procedure for related transactions in way of openness, fairness and impartiality, there is no condition of major shareholders and its related parties occupied or transferred assets, capital and other resources of the Company in all forms. The Company guarantee shareholders, minority in particular, fully perform the righst to know and participation rights via various ways. 2. The Company convened board meeting and formed a resolution strictly in accordance with the "Rules of Procedure for the Board" and "Articles of Association". The directors of the Company actively attended board meetings with a serious and responsible attitude, made decision prudently, and expressed clear opinion on matters arising. Directors earnestly fulfilled its diligence obligations of good faith, and earnestly safeguard the interests of minority shareholders. Independent directors have performed their duties conscientiously and safeguarded the overall interests of the Company, particularly concerned about the issues related to the legitimate interests of small investors. The Board of Directors has established the Audit Committee, the Remuneration and Appraisal Committee, and the special committees have been working to develop the relevant regulations of the committees to ensure efficient operation of the board of directors and scientific decision-making. 3. The number and composition of the Board of Supervisors is of compliance with laws and regulations and the "Articles of Association". Supervisors of the Company earnestly performed their duties in accordance with the requirements and the "Rules of Procedure of the Board of Supervisors" and "Articles of Association". Supervisors effectively inspected all aspects of the Company such as production and management as well as legal compliance of the directors, senior management personnel performing their duties, effectively implemented the oversight duties, and safeguarded the interests of the Companies and small investors. 4. The management team of the Company strictly implemented Board resolutions in accordance with the strict compliance of the "Articles of Association". Acts ultra various exercise of authority does not exist. Matters beyond the authority of managers will be submitted to the Board for consideration and there is no tendency of “internal control”. The manager work diligently in the ordinary course of business, strengthened the standard operation, and carried out honest and trustworthy business. There is no failure to faithfully perform their duties, and no breach of fiduciary duty case, fully respect and safeguard the legitimate rights of stakeholders to realize the coordinate and balance the interests of all parities. 5. The Company fulfill their information disclosure obligation in accordance with relevant regulations of Company Law, the Securities Times and Juchao Website are appointed as the newspaper and website for information released, guarantee all shareholders of the Company getting infomration in way of fairness. There is no condition of undisclosure information offered to major shareholders and actual controller in the Period that violated the governance regulations. 6. The undisclosed information reported by first majority shareholder including: daily generated energy, report of the barriers of electrical production and accident report and monthly security briefings. According to requirments, before Meeting of the Board and Supervisory Committee open, secretariat of the Board collected all proposals that have been varified in GM meeting, to the directors and supervisors, and filed in the property rights legal department and administration department at the same time. With purpose of strengthening manaegment of non-diclosure information, insider have been controlled stricted by the Company in numbers, standardized information tranfer procedures, strictly performing relevant regulation of Registration System of Insiders, 17 深圳南山热电股份有限公司 2014 年半年度报告全文 submitted insider information to Shenzhen Security Bureau regularly. There is no difference between corporate governance and the requirements of the Company Law and relevant regulations of the CSRC II. Significant lawsuits and arbitrations of the Company No significant lawsuits and arbitrations of the Company in reporting period. III. Question from media No universal questioned by media in reporting period IV. Bankruptcy reorganization In reporting period, the Company has no bankruptcy reorganization occurred. V. Transaction in assets The Company has no major assets purchased, assets sales and enterprise combined in the Period VI. Implementation and its influence of equity incentive The company had not yet made the plan of equity incentive in the reporting. VII. Insignificant related transactions 1. In reporting period, the Company has no routine operational related transactions, assets purchased and assets sales occurred, and no major related transaction of investment outside either. The Company has no related transaction with routine operation concerned in Period 2. Current related liabilities and debts √ Applicable □ Not applicable Whether exist non-operating contact of related liabilities and debts or not √Applicable □Not applicable Exist Balance at Occurred Balance at non-operating period-begin amount in the period-end (in Related parties Relationship Type Reason (in 10 period (in occupation of thousand 10 thousand 10 thousand funds (Y/N) Yuan) Yuan) Yuan) Shenzhen Shennandian Debt payable Routine Turbine Engineering Subsidiary to related operation N 11,168.9 -402.65 10,766.25 Technology Co., Ltd. party open credit Shenzhen Shennandian Financial Profit Subsidiary N 5,626.5 0 5,626.5 Turbine Engineering claim distribution 18 深圳南山热电股份有限公司 2014 年半年度报告全文 Technology Co., Ltd. receivable from related party Financial Shen Nan Dian claim Routine (Zhongshan) Electric Subsidiary receivable operation N 62,072.85 1,684.73 63,757.58 Power Co., Ltd. from related open credit party Financial Zhongshan Shenzhong claim Routine Real Estate Subsidiary receivable operation N 77,479.88 1,945.12 79,425 Development Co., Ltd from related open credit party Financial Zhongshan Shenzhong claim Routine Real Estate Investment Subsidiary receivable operation N 8,771.77 292.52 9,064.29 Property Co., Ltd from related open credit party Financial Shen Nan Dian claim Routine (Dongguan) Weimei Subsidiary receivable operation N 6,233.57 7,250.4 13,483.97 Electric Power Co., from related open credit Ltd party Shen Nan Dian Debt payable Routine (Dongguan) Weimei Subsidiary to related operation N 738.82 0 738.82 Electric Power Co., party open credit Ltd Debt payable Routine Shenzhen New Power Subsidiary to related operation N 55,224.39 -54,387.96 836.43 Industrial Co., Ltd. party open credit Financial claim Shenzhen New Power Profit Subsidiary receivable N 59,787.59 -59,787.59 0 Industrial Co., Ltd. distribution from related party Shenzhen Server Debt payable Routine Petrochemical Subsidiary to related operation N 12.78 -12.78 0 Supplying Co., Ltd party open credit Shenzhen Server Debt payable Routine Petrochemical Subsidiary to related operation N 8,048.56 68.25 8,116.81 Supplying Co., Ltd party open credit 19 深圳南山热电股份有限公司 2014 年半年度报告全文 Financial Shenzhen Shen Nan claim Routine Dian Environment Subsidiary receivable operation N 4,139.66 -3,624.39 515.27 Protection Co., Ltd. from related open credit party Financial claim Routine Shen Nan Energy Subsidiary receivable operation N 21.23 0 21.23 (Singapore) Co., Ltd. from related open credit party Financial claim Routine Hong Kong Subsidiary receivable operation N 6.49 1.66 8.15 Syndisome Co., Ltd. from related open credit party Debt payable Routine Hong Kong Subsidiary to related operation N 162.69 1.47 164.16 Syndisome Co., Ltd. party open credit Influence on business performance Influence on financial status from related liabilities and debts: decreased current assets and financial status of the Company RMB 522,375,500 in the period and decreased current liabilities RMB 547,336,700 in the from related liabilities and debts period. 3. Other significant related transactions The company had no other significant related transactions in reporting period. VIII. Non-business capital occupying by controlling shareholders and its related parties No non-business capital occupied by controlling shareholders and its related parties in Period IX. Significant contracts and its implementation 1. Trusteeship, contract and lease (1) Trusteeship √ Applicable □ Not applicable Instruction of trusteeship As for the Assets Custody Operation Contract in Connection with Burning Machine-Stream Joint Cycle Heat Power Generation Machine Unit entered into in February 2003, the Company was entrusted to operate and manage the power generation machine unit owned by its wholly-owned subsidiary New Power Company. The custody business service charge RMB 2.3934 million was obtained by the Company in reporting period. 20 深圳南山热电股份有限公司 2014 年半年度报告全文 (2) Contract The Company had no contract in the reporting period. (3) Leasing The Company had no leasing in the reporting period. 2. Guarantees √ Applicable □ Not applicable In ten thousand Yuan Particulars about the external guarantee of the Company (Barring the guarantee for the controlling subsidiaries) Related Actual date of Guarante Complete Announcem happening e for Name of the Guarantee Actual Guarantee Guarantee implemen ent (Date of related Company guaranteed limit guarantee limit type term tation disclosure signing party (Y/N) date agreement) (Y/N) Guarantee of the Company for the subsidiaries Related Actual date of Guarante Complete Announcem happening e for Name of the Guarantee Actual Guarantee Guarantee implemen ent (Date of related Company guaranteed limit guarantee limit type term tation disclosure signing party(Y/ (Y/N) date agreement) N) Shen Nan Dian General 2014/4/25 25,000 2014-06-12 25,000 1year N Y Dongguan Company assurance Shen Nan Dian General 1year 2014/4/25 10,000 2014-04-30 10,000 N Y Dongguan Company assurance Shen Nan Dian General 1year 2014/4/25 7,000 2014-06-10 0 N Y Dongguan Company assurance Shen Nan Dian General 1year 2014/4/25 24,000 2014-01-28 4,300 N Y Dongguan Company assurance Shen Nan Dian General 1year 2014/4/25 21,000 2014-03-01 3,500 N Y Dongguan Company assurance Shen Nan Dian General 1year 2014/4/25 8,000 2013-08-16 0 N Y Dongguan Company assurance Shen Nan Dian General 1year 2014/4/25 10,000 2014-05-16 5,000 N Y Zhongshan Company assurance Shen Nan Dian General 1year 2014/4/25 5,000 2014-01-08 5,000 N Y Zhongshan Company assurance Shen Nan Dian General 1year 2014/4/25 10,000 2014-05-09 0 N Y Zhongshan Company assurance Shen Nan Dian General 2014/4/25 4,000 2013-08-09 1,292 1year N Y Zhongshan Company assurance Shen Nan Dian Environment 2014/4/25 600 2009-11-03 600 General 5 years N Y Protection Co. 21 深圳南山热电股份有限公司 2014 年半年度报告全文 assurance Shen Nan Dian General Environment 2014/4/25 2,500 2013-12-26 2,500 1year N Y Protection Co. assurance New Power General 1year 2014/4/25 10,000 2013-12-30 10,000 N Y Company assurance New Power General 1year 2014/4/25 10,000 2013-12-20 10,000 N Y Company assurance New Power General 1year 2014/4/25 30,000 2013-12-31 15,000 N Y Company assurance Total amount of actual Total amount of approving occurred guarantee for guarantee for subsidiaries in 177,100 92,192 subsidiaries in report period report period (B1) (B2) Total balance of actual Total amount of approved guarantee for subsidiaries at guarantee for subsidiaries at the 177,100 92,192 the end of reporting period end of reporting period (B3) (B4) Total amount of guarantee of the Company( total of two abovementioned guarantee) Total amount of approving Total amount of actual guarantee in report period 177,100 occurred guarantee in report 92,192 (A1+B1) period (A2+B2) Total amount of approved Total balance of actual guarantee at the end of report 177,100 guarantee at the end of report 92,192 period (A3+B3) period (A4+B4) The proportion of the total amount of actually guarantee in the 60.42% net assets of the Company (that is A4+ B4) Including: Amount of guarantee for shareholders, actual controller and its 0 related parties(C) The debts guarantee amount provided for the guaranteed parties 92,188.9 whose assets-liability ratio exceed 70% directly or indirectly(D) Proportion of total amount of guarantee in net assets of the 15,901.62 Company exceed 50%(E) Total amount of the aforesaid three guarantees(C+D+E) 108,090.52 Explanations on possibly bearing joint and several liquidating N/A responsibilities for undue guarantees (if applicable) Explanations on external guarantee against regulated N/A procedures (if applicable) (1) Guarantee outside against the regulation □ Applicable √ Not applicable No guarantee outside against the regulation in Period 3. Other significant contract √ Applicable □ Not applicable Net book Appraisal Appraisal Base date Dealing Implemen Parties in Related Counterp Date for value of value of agency of assets Pricing price (10 Relations tation end the transactio arty signing assets assets (if evaluatio principle thousand hip as the contract n(Y/N) involved involved( applicable n (if Yuan) Report 22 深圳南山热电股份有限公司 2014 年半年度报告全文 (10 10 ) applicable thousand thousand ) Yuan) (if Yuan) (if applicable applicable ) ) Be composed of three parts of LNG price, comprehe nsive Guangdo service ng Trade charge Branch Related and taxes. of Not contracts The 2013-1-1 Two applicable CNOOC N still in company 5 different Gas & implemen price of Power ting LNG Group should be Co., Ltd. set in two period later from 2013, 2014 and later contract years Be Guangdo composed ng Trade of three Shen Nan Branch parts of Related Dian of LNG Not contracts 2013-12- applicable Donggua CNOOC price, N still in 21 n Gas & comprehe implemen Company Power nsive ting Group service Co., Ltd. charge and taxes. Shen Nan Zhuhai Be Not Related 2014-05- applicable Dian Trade composed N contracts 31 Zhongsha Branch of three still in 23 深圳南山热电股份有限公司 2014 年半年度报告全文 n of parts of implemen Company CNOOC LNG ting Gas & price, Power comprehe Group nsive Co., Ltd. service charge and taxes. 4. Other material transactions □ Applicable √ Not applicable The Company had no other material transactions in the reporting period. X. Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period □ Applicable √ Not applicable No commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period in the reporting period. XI. Engagement and dismissal of CPA Whether the semi-annual report was audited or not □ Yes √ No XII. Penalty and rectification □ Applicable √ Not applicable The Company had no penalty or rectification in the reporting period. XIII. Risk disclosure of delisting with laws and rules violated □ Applicable √ Not applicable The Company has no delisting risks with laws and rules violated in Period. XIV. Explanation on other significant events √ Applicable □ Not applicable During the reporting period, in process of private placement preparation, the event still exist major uncertainities, stock of the Company suspended since open dated 9 January 2014 in order to prevent price fluctuation arising from the event. Relevant plans still in negotiation and preparation, in order to protect fairness of information disclose and investor’s interests, relevant annoucement will release after matters determined and stock resumption shall be applied. 24 深圳南山热电股份有限公司 2014 年半年度报告全文 Section VI. Changes in Shares and Particulars about Shareholders I. Changes in Shares In share Before the Changes Increase/Decrease in the Change (+, -) After the Changes Public Newly- Proportio Bonus reserve-co Amount Proportion issued Others Subtotal Amount shares nverted n shares shares I. Restricted shares 18,263 0.00% 18,263 0.00% 3. Other domestic 18,263 0.00% 18,263 0.00% shareholding Domestic nature 18,263 0.00% 18,263 0.00% person shares 602,744,3 602,744,3 II. Unrestricted shares 100.00% 100.00% 33 33 338,894,0 338,894,0 1.RMB ordinary shares 56.22% 56.22% 12 12 2.Domestically listed 263,850,3 263,850,3 43.77% 43.77% foreign shares 21 21 602,762,5 602,762,5 III. Total shares 100.00% 100.00% 96 96 Reasons for share changed □ Applicable √ Not applicable Approval of share changed □ Applicable √ Not applicable Ownership transfer of share changes □ Applicable √ Not applicable Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common shareholders of Company in latest year and period □ Applicable √ Not applicable Other information necessary to disclose for the Company or need to disclosed under requirement from security regulators √ Applicable □ Not applicable shareholder of the Company State Grid Shenzhen Energy Development Group Co., Ltd. (”State Grid Energy”) was mergered by Shenzhen Guoneng International Trading Co., Ltd. (“Shenzhe Guoneng Trading”) on 13 December 2013, the corporation qualification of State Grid Energy will cancelled after merger, and Shenzhe Guoneng Trading inherited all the equity and liability of State Grid Energy. Relevant registration changes on Industrial & Commerce has been completed by Shenzhe Guoneng Trading in the Period, and obtained a new Business License for Enterprise Corporate issued by Shenzhen Market Supervisory Authority. Until now, Shenzhe Guoneng Trading holds 32,673,560 A-share of Shen Nan Dian, 5.42% in total shares of the Company. 25 深圳南山热电股份有限公司 2014 年半年度报告全文 Explanation on changes in aspect of total shares, shareholders structures as well as structure of assets and liability of the Company □ Applicable √ Not applicable II. Number of shares and shares held In Share Total preference shareholders with voting rights recovered at Total shareholders at period-end 37,313 0 end of reporting period (if applicable) (see Note 8) Particulars about shares held above 5% by shareholders or top ten shareholders Amount Number of share Amount Changes of pledged/frozen Number of of Nature of Proportion of in un-restri Shareholders shares held at restricte shareholder shares held reportin cted period-end d shares State of share Amount g period shares held held Shenzhen State-owned 100,769 Guangju 16.72% 100,769,712 Industrial Co., corporate ,712 Ltd. HONG KONG NAM HOI 92,123, Overseas corporate 15.28% 92,123,248 (INTERNATION 248 AL) LTD SHENZHEN State-owned ENERGY corporate 65,106, 10.80% 65,106,130 (GROUP) CO., 130 LTD. BNP P P/PANDA INVESTMENT 49,426, Overseas corporate 8.20% 49,426,518 COMPANY 518 LIMITED Shenzhen Guoneng State-owned 32,673, 5.42% 32,673,560 International corporate 560 Trading Co., LTD Yang Fangping Domestic natural 2,536,0 0.42% 2,536,073 person 73 Jinbang Security 1,500,0 Overseas corporate 0.25% 1,500,000 Holding Co., Ltd 00 Wang Tingsheng Domestic natural 0.22% 1,354,378 1,354,3 26 深圳南山热电股份有限公司 2014 年半年度报告全文 person 78 Xu Yingmu Domestic natural 1,267,6 0.21% 1,267,645 person 45 Ji Hongjun Domestic natural 1,167,0 0.19% 1,167,000 person 00 Strategy investors or general corporate becomes top 10 shareholders due to N/A rights issued (if applicable)(see Note 3) Explanation on associated relationship 1. Shenzhen Energy (Group) Co., Ltd. holds indirectly 100% equities of Hong Kong Nam Hoi (International) Limited; 2. Among other social public shareholders, the Company did among the aforesaid shareholders not know whether there were associated relationships or belonging to consistent actors. Particular about top ten shareholders with un-restrict shares held Type of shares Shareholders Amount of un-restrict shares held at period-end Type Amount RMB ordinary Shenzhen Guangju Industrial Co., Ltd. 100,769,712 100,769,712 shares Domestically HONG KONG NAM HOI 92,123,248 listed foreign 92,123,248 (INTERNATIONAL) LTD shares SHENZHEN ENERGY (GROUP) RMB ordinary 65,106,130 65,106,130 CO., LTD. shares Domestically BNP P P/PANDA INVESTMENT 49,426,518 listed foreign 49,426,518 COMPANY LIMITED shares Shenzhen Guoneng International RMB ordinary 32,673,560 32,673,560 Trading Co., LTD shares Yang Fangping Domestically 2,536,073 listed foreign 2,536,073 shares Domestically Jinbang Security Holding Co., Ltd 1,500,000 listed foreign 1,500,000 shares Wang Tingsheng RMB ordinary 1,354,378 1,354,378 shares Xu Yingmu RMB ordinary 1,267,645 1,267,645 shares Ji Hongjun RMB ordinary 1,167,000 1,167,000 shares Expiation on associated relationship or 1. Shenzhen Energy (Group) Co., Ltd. holds indirectly 100% equities of Hong Kong Nam Hoi (International) Limited; 2. Among other social public shareholders, the Company did consistent actors within the top 10 not know whether there were associated relationships or belonging to consistent actors. 27 深圳南山热电股份有限公司 2014 年半年度报告全文 un-restrict shareholders and between top 10 un-restrict shareholders and top 10 shareholders Explanation on shareholders involving margin business (if applicable)(see N/A note 4) Whether has a buy-back agreement in reporting period or not □Yes √No The Company had no buy-back agreement in reporting period. III. Changes of controlling shareholders or actual controller 1. Controlling shareholder of the Company The Company has no controlling shareholder, and there is no change in Period 2. Actual controller of the Company The Company has no actual controller, and there is no change in Period IV. Share holding increasing plan proposed or implemented in reporting period from shareholder of the Company and its concerted action person □ Applicable √Not applicable As far as the Company know, there are no share holding increasing plan proposed or implemented in Period from shareholder of the Company and its concerted action person 28 深圳南山热电股份有限公司 2014 年半年度报告全文 Section VII. Preferred Stock I. Issuance and listing of preferred stock in Period □ Applicable √ Not applicable II. Number of shareholders with preferred stock held and shareholdings □ Applicable √ Not applicable III. Repurchase and conversion of preferred stock 1. Preferred stock repurchased □ Applicable √ Not applicable 2. Preferred stock converted □ Applicable √ Not applicable IV. Preferred stock with voting rights recovered and executed □ Applicable √ Not applicable V. Accounting policy taken for preferred stock and reasons □ Applicable √ Not applicable 29 深圳南山热电股份有限公司 2014 年半年度报告全文 Section VIII. Directors, Supervisors and Senior Executives I. Changes of shares held by directors, supervisors and senior executives □ Applicable √ Not applicable Shares held by directors, supervisors and senior executives have no changes in reporting period. II. Resignation and dismissal of directors, supervisors and senior executives □ Applicable √ Not applicable Resignation and dismissal of directors, supervisors and senior executives have no changes in reporting period. 30 深圳南山热电股份有限公司 2014 年半年度报告全文 Section IX. Financial Report (Un-audited) The financial report of the semi-annual report 2014 has not been audited (Attached) X. Documents Available for Reference I. Semi-annual Report of 2014 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 original 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. 31 深圳南山热电股份有限公司 2014 年半年度报告全文 Consolidated Balance Sheet In RMB Liabilities and owners’ Asset 2014-6-30 2013-12-31 2014-6-30 2013-12-31 equity: Current assets: Current liabilities: Monetary funds 733,910,561.33 543,054,829.52 Short-term loans 2,924,923,209.20 2,998,961,917.89 Notes receivable - - Notes payable 64,000,000.00 50,000,000.00 Accounts 864,028,640.18 876,368,547.41 Accounts payable 336,277,792.09 78,171,109.54 receivable Accounts paid in Accounts received in 6,676,863.37 11,000,834.97 - 512,402.70 advance advance Interest receivable - - Wage payable 45,527,032.05 43,361,677.73 Dividend - - Taxes payable 854,958.72 22,682,243.56 receivable Other receivables 36,862,443.60 42,191,268.26 Interest payable 106,113,549.68 98,775,045.80 Inventories 1,297,370,876.83 1,288,814,086.30 Dividend payable - - Long-term debt Other accounts investment due within 1 - - 291,354,921.17 263,833,902.66 payable year Long-term liabilities due Other current assets 516,851,797.26 565,589,166.99 - - within 1 year Total current liabilities 3,769,051,462.91 3,556,298,299.88 Total current assets 3,455,701,182.57 3,327,018,733.45 Non-current liabilities: Non-current assets: Long-term loans 6,000,000.00 6,000,000.00 Long-term equity 82,410,852.48 83,681,000.00 Accrual liabilities 27,500,000.00 27,500,000.00 investment Investment Other non-current 3,765,331.27 3,986,674.03 48,897,915.74 50,713,516.50 property liabilities Total non-current Fixed assets 1,830,364,106.46 1,892,316,932.05 82,397,915.74 84,213,516.50 liabilities Construction in 93,936,376.97 48,692,441.81 Total liabilities 3,851,449,378.65 3,640,511,816.38 progress Disposal of fixed asset - - Owners’ equity: Intangible assets 57,909,127.09 58,924,611.98 Share capital 602,762,596.00 602,762,596.00 Long-term Capital public expenses to be - - 362,670,442.46 362,670,442.46 reserve apportioned Deferred income 2,788,794.11 2,788,794.11 Surplus public reserve 332,908,397.60 332,908,397.60 tax asset Other non-current 22,882,181.78 22,882,181.78 Retained profit 227,466,255.10 302,714,103.81 asset Balance difference of Total non-current asset 2,094,056,770.16 2,113,272,635.76 foreign currency - - translation Total owner’s equity attributable to parent 1,525,807,691.16 1,601,055,539.87 Company Minority interests 172,500,882.92 198,724,012.96 Total shareholders’ equity 1,698,308,574.08 1,799,779,552.83 32 深圳南山热电股份有限公司 2014 年半年度报告全文 Total liabilities and Total assets 5,549,757,952.73 5,440,291,369.21 5,549,757,952.73 5,440,291,369.21 shareholders’ equity Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: Balance sheet of parent company In RMB Liabilities and owners’ Asset 2014-6-30 2013-12-31 2014-6-30 2013-12-31 equity: Current assets: Current liabilities: Monetary funds 454,942,282.75 269,557,683.68 Short-term loans 1,889,000,000.00 1,929,000,000.00 Notes receivable - - Notes payable 64,000,000.00 50,000,000.00 Accounts 457,135,026.84 561,165,822.31 Accounts payable 271,944,620.94 140,299,583.60 receivable Accounts paid in Accounts received in 171,106.20 92,985.00 - 162,402.70 advance advance Interest receivable - - Wage payable 25,502,358.45 24,911,363.28 Dividend 56,264,962.17 654,140,866.58 Taxes payable 1,626,689.87 11,566,882.79 receivable Other receivables 1,666,730,750.84 1,589,545,170.22 Interest payable 3,671,055.34 3,526,868.54 Inventories 82,887,127.79 84,396,527.41 Dividend payable - - Long-term debt Other accounts investment due within 1 - - 219,980,587.54 769,598,877.74 payable year Long-term liabilities due Other current assets 385,006,548.54 418,542,707.70 - - within 1 year Other current liabilities - - Total current Total current assets 3,103,137,805.13 3,577,441,762.90 2,475,725,312.14 2,929,065,978.65 liabilities Non-current assets: Non-current liabilities: Long-term equity 749,297,849.76 749,297,849.76 Long-term loans - - investment Investment Other non-current - - 32,347,947.57 33,655,528.23 property liabilities Total non-current Fixed assets 263,403,054.80 269,217,021.95 32,347,947.57 33,655,528.23 liabilities Construction in 37,111,878.16 37,711,980.01 Total liabilities 2,508,073,259.71 2,962,721,506.88 progress Disposal of fixed asset - - Owners’ equity: Intangible assets 7,668,141.80 8,010,181.91 Share capital 602,762,596.00 602,762,596.00 Long-term Capital public expenses to be - - 288,769,132.47 288,769,132.47 reserve apportioned Deferred income - - Surplus public reserve 332,908,397.60 332,908,397.60 tax asset Other non-current - - Retained profit 428,105,343.87 454,517,163.58 asset 33 深圳南山热电股份有限公司 2014 年半年度报告全文 Balance difference of Total non-current asset 1,057,480,924.52 1,064,237,033.63 foreign currency - - translation Total shareholders’ equity 1,652,545,469.94 1,678,957,289.65 Total liabilities and Total assets 4,160,618,729.65 4,641,678,796.53 4,160,618,729.65 4,641,678,796.53 shareholders’ equity Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: Consolidated Profit Statement In RMB Item Jan-Jun 2014 Jan-Jun 2013 I. Total operation income 527,397,555.77 565,476,934.91 Including: operation income 527,397,555.77 565,476,934.91 II. Total operation cost 911,511,690.74 1,062,370,143.37 Including: operation cost 756,464,991.38 911,164,225.22 Operation tax and surcharge 3,355,792.96 3,024,057.73 Sales expense 1,659,963.69 1,097,790.70 Management expense 43,191,076.63 45,078,741.44 Financial expense 106,839,866.08 102,005,328.28 Loss of assets impairment - - Add: Changing income of fair value - - Investment income (Loss) -1,270,147.52 - Including: Investment income on affiliated - - company and joint venture(Loss) III. Operating profit (Loss) -385,384,282.49 -496,893,208.46 Add: Non-operating income 285,616,447.50 383,165,093.32 Less: Non-operating expense 10,380.50 10,000.00 Including: Disposal loss of non-current asset - - IV. Total Profit -99,778,215.49 -113,738,115.14 Less: Income tax 1,692,763.26 - V. Net profit -101,470,978.75 -113,738,115.14 Net profit attributable to owner’s equity of -75,247,848.71 -101,535,348.67 parent company Minority shareholders’ gains and losses -26,223,130.04 -12,202,766.47 VI. Earnings per share - - i. Basic earnings per share -0.12 -0.17 ii. Diluted earnings per share Not applicable Not applicable 34 深圳南山热电股份有限公司 2014 年半年度报告全文 VII. Other consolidated income - - VIII. Total consolidated income -101,470,978.75 -113,738,115.14 Total consolidated income attributable to owners of -75,247,848.71 -101,535,348.67 parent company Total consolidated income attributable to -26,223,130.04 -12,202,766.47 minority shareholders Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: Profit statement of parent company In RMB Item Jan-Jun 2014 Jan-Jun 2013 I. Operation income 205,833,519.73 144,185,090.51 Less: Operation cost 338,703,247.78 323,163,492.48 Operation tax and surcharge 2,587,543.57 2,543,064.05 Sales expense - - Management expense 18,337,356.02 12,946,082.42 Financial expense 33,900,873.73 33,683,875.02 Loss of assets impairment - Add: Changing income of fair value - - Investment income (Loss) - - Including: Investment income on affiliated - - company and joint venture(Loss) II. Operating profit (Loss) -187,695,501.37 -228,151,423.46 Add: Non-operating income 161,283,681.66 184,422,880.66 Less: Non-operating expense - - Including: Disposal loss of non-current asset - - III. Total Profit -26,411,819.71 -43,728,542.80 Less: Income tax - IV. Net profit -26,411,819.71 -43,728,542.80 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 consolidated income -26,411,819.71 -43,728,542.80 Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: 35 深圳南山热电股份有限公司 2014 年半年度报告全文 Consolidated Cash Flow Statement In RMB Item Jan-Jun 2014 Jan-Jun 2013 I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 501,429,191.92 584,003,955.03 Write-back of tax received - - Other cash received concerning operating activities 422,104,140.58 489,681,616.68 Subtotal of cash inflow arising from operating activities 923,533,332.50 1,073,685,571.71 Cash paid for purchasing commodities and receiving labor service 418,136,407.31 415,836,299.40 Cash paid to/for staff and workers 58,940,436.65 56,387,263.90 Taxes paid 30,742,279.61 12,703,196.28 Other cash paid concerning operating activities 25,625,379.93 83,328,497.89 Subtotal of cash outflow arising from operating activities 533,444,503.50 568,255,257.47 Net cash flows arising from operating activities 390,088,829.00 505,430,314.24 II. Cash flows arising from investing activities: Net cash received from disposal of fixed, intangible and other 192,000.00 320,000.00 long-term assets Other cash received concerning investing activities and disposal of subsidiaries - - and other units Other cash received concerning investing activities - - Subtotal of cash inflow from investing activities 192,000.00 320,000.00 Cash paid for purchasing fixed, intangible and other long-term assets 22,717,931.92 8,534,944.45 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 investing activities 22,717,931.92 16,534,944.45 Net cash flows arising from investing activities -22,525,931.92 -16,214,944.45 III. Cash flows arising from financing activities Cash received from absorbing investment - - Cash received from loans 2,124,923,209.20 1,539,000,000.00 Other cash received concerning financing activities 5,000,000.00 - Subtotal of cash inflow from financing activities 2,129,923,209.20 1,539,000,000.00 Cash paid for settling debts 2,198,961,917.89 1,788,000,000.00 Cash paid for dividend and profit distributing or interest paying 102,738,500.13 149,063,841.88 Other cash paid concerning financing activities - - Subtotal of cash outflow from financing activities 2,301,700,418.02 1,937,063,841.88 Net cash flows arising from financing activities -171,777,208.82 -398,063,841.88 IV. Influence on cash due to fluctuation in exchange rate 70,043.55 -146,601.70 V. Net increase of cash and cash equivalents 195,855,731.81 91,004,926.21 Add: Balance of cash and cash equivalents at the period -begin 538,054,829.52 526,852,121.41 VI. Balance of cash and cash equivalents at the period -end 733,910,561.33 617,857,047.62 36 深圳南山热电股份有限公司 2014 年半年度报告全文 Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: Cash flow statement of parent company In RMB Item Jan-Jun 2014 Jan-Jun 2013 I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 246,894,180.60 275,919,064.65 Write-back of tax received - - Other cash received concerning operating activities 363,882,004.24 383,857,550.04 Subtotal of cash inflow arising from operating activities 610,776,184.84 659,776,614.69 Cash paid for purchasing commodities and receiving labor service 173,636,002.04 58,304,818.15 Cash paid to/for staff and workers 35,681,103.73 30,165,482.18 Taxes paid 14,316,543.11 5,645,697.86 Other cash paid concerning operating activities 94,508,969.12 216,822,943.17 Subtotal of cash outflow arising from operating activities 318,142,618.00 310,938,941.36 Net cash flows arising from operating activities 292,633,566.84 348,837,673.33 II. Cash flows arising from investing activities: 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 investing activities - - Cash paid for purchasing fixed, intangible and other long-term assets 375,242.58 1,082,953.00 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 investing activities 375,242.58 9,082,953.00 Net cash flows arising from investing activities -375,242.58 -9,082,953.00 III. Cash flows arising from financing activities Cash received from absorbing investment - - Cash received from loans 1,539,000,000.00 1,039,000,000.00 Other cash received concerning financing activities 5,000,000.00 - Subtotal of cash inflow from financing activities 1,544,000,000.00 1,039,000,000.00 Cash paid for settling debts 1,579,000,000.00 1,158,000,000.00 Cash paid for dividend and profit distributing or interest paying 66,873,223.57 70,056,691.78 Other cash paid concerning financing activities - - Subtotal of cash outflow from financing activities 1,645,873,223.57 1,228,056,691.78 Net cash flows arising from financing activities -101,873,223.57 -189,056,691.78 IV. Influence on cash due to fluctuation in exchange rate -501.62 -629.19 V. Net increase of cash and cash equivalents 190,384,599.07 150,697,399.36 Add: Balance of cash and cash equivalents at the period -begin 264,557,683.68 204,114,395.05 37 深圳南山热电股份有限公司 2014 年半年度报告全文 VI. Balance of cash and cash equivalents at the period -end 454,942,282.75 354,811,794.41 Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: 38 深圳南山热电股份有限公司 2014 年半年度报告全文 Consolidated Statement on Changes of Owners’ Equity In RMB Amount in Jan-Jun 2014 Amount in 2013 Equity attributable to Shareholder of parent company Equity attributable to Shareholder of parent company Item Minority’s Total owners’ Minority’s Total owners’ Capital Surplus Capital Surplus Share capital Retained profit equity equity Share capital Retained profit equity equity reserve reserves reserve reserves I. Balance at the end of 602,762,596.0 362,670,442.4 332,908,397.6 302,714,103.8 198,724,012.9 1,799,779,552. 602,762,596.0 363,633,446.8 332,908,397.6 249,614,987.3 173,891,856.0 1,722,811,283. the last year 0 6 0 1 6 83 0 4 0 6 2 82 Add: Changes of - - - - - - - - - - - - accounting policy II. Balance at the 602,762,596.0 362,670,442.4 332,908,397.6 302,714,103.8 198,724,012.9 1,799,779,552. 602,762,596.0 363,633,446.8 332,908,397.6 249,614,987.3 173,891,856.0 1,722,811,283. beginning of this year 0 6 0 1 6 83 0 4 0 6 2 82 III. Increase/ Decrease -101,470,978.7 - - - -75,247,848.71 -26,223,130.04 - -963,004.38 - 53,099,116.45 24,832,156.94 76,968,269.01 in this year 5 -101,470,978.7 (I) Net profit - - - -75,247,848.71 -26,223,130.04 - - - 53,099,116.45 20,280,063.91 73,379,180.36 5 (II) Other consolidated - - - - - - - - - - - - income -101,470,978.7 Subtotal of (I) and (II) - - - -75,247,848.71 -26,223,130.04 - - - 53,099,116.45 20,280,063.91 73,379,180.36 5 (III) Owners devoted - - - - - - - - - - - - and capital decreased 1. Owners devoted - - - - - - - - - - - - capital 2. Purchase of minority - - - - - - 39 深圳南山热电股份有限公司 2014 年半年度报告全文 shareholders’ equity 3. Other - - - - - - - - - - - - (IV) Profit distribution - - - - - - - - - - - - (V) Carrying forward - - - - - - - - - - - - internal owners equity (VI)Other - - - - - - - -963,004.38 - - 4,552,093.03 3,589,088.65 IV. Balance at the end of 602,762,596.0 362,670,442.4 332,908,397.6 227,466,255.1 172,500,882.9 1,698,308,574. 602,762,596.0 362,670,442.4 332,908,397.6 302,714,103.8 198,724,012.9 1,799,779,552. the Period 0 6 0 0 2 08 0 6 0 1 6 83 Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: 40 Statement on Changes of Owners’ Equity of Parent Company In RMB Amount in Jan-Jun 2014 Amount in 2013 Item Capital Total owners’ Surplus Total owners’ Share capital Surplus reserves Retained profit Share capital Capital reserve Retained profit reserve equity reserves equity I. Balance at the end of 602,762,596.00 288,769,132.47 332,908,397.60 454,517,163.58 1,678,957,289.65 602,762,596.00 288,769,132.47 332,908,397.60 390,843,018.74 1,615,283,144.81 the last year Add: Changes of - - - - - - - - - - accounting policy II. Balance at the 602,762,596.00 288,769,132.47 332,908,397.60 454,517,163.58 1,678,957,289.65 602,762,596.00 288,769,132.47 332,908,397.60 390,843,018.74 1,615,283,144.81 beginning of this year III. Increase/ Decrease in - - - -26,411,819.71 -26,411,819.71 - - - 63,674,144.84 63,674,144.84 this year (I) Net profit - - - -26,411,819.71 -26,411,819.71 - - - 63,674,144.84 63,674,144.84 (II) Other consolidated - - - - - - - - - - income Subtotal of (I) and (II) - - - -26,411,819.71 -26,411,819.71 - - - 63,674,144.84 63,674,144.84 (III) Owners devoted and - - - - - - - - - - capital decreased 1. Owners devoted capital - - - - - - - - - - 2. Other - - - - - - - - - - (IV) Profit distribution - - - - - - - - - - 1. Withdrawal of surplus - - - - - - - - - - reserves 2. Other - - - - - - - - - - (V) Carrying forward - - - - - - - - - - internal owners’ equity 1. Capital reserves - - - - - - - - - - conversed to share capital 13 2. Surplus reserves - - - - - - - - - - conversed to share capital IV. Balance at the end of 602,762,596.00 288,769,132.47 332,908,397.60 428,105,343.87 1,652,545,469.94 602,762,596.00 288,769,132.47 332,908,397.60 454,517,163.58 1,678,957,289.65 the Period Person in charge of the Company: CFO: Person in charge of Financial Department: Re-check: Tabulator: 14 Shenzhen Nanshan Power Co., Ltd. Notes to financial statement of Semi-Annual Report 2014 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 on 25 November 1993, upon the approval of General Office of Shenzhen Municipal Government with Document Shen Fu Ban Fu [1993] No.897. After approved by Document Shen Zheng Ban Fu [1993] No.179 issued by Shenzhen Securities Regulatory Office, on 3 January 1994, the Company offered 40,000,000 RMB common shares and 37,000,000 domestically listed foreign shares in and out of China. And the RMB common shares (A-stock) and domestically listed foreign listed shares (B-stock) were listed in Shenzhen Securities Exchange successively on July 1, 1994 and Nov. 28, 1994. Headquarter of the Company located in Shenzhen, Guangdong Province. 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.Preparation basis of Financial Statements The Group’s financial statements have been prepared based on the going concern assumption. The financial statements have been prepared based on actual transactions and events, in accordance with the accounting standards for business enterprises promulgated by the Ministry of Finance of PRC on 15 February 2006 and 38 specific accounting standards, the subsequently promulgated application guidelines of the Accounting Standards for Business Enterprises, interpretations and other related rules of the Accounting Standards for Business Enterprises (hereinafter referred to as “ASBEs”), and the disclosure requirements of the “Regulation on the Preparation of Information Disclosures of Companies Issuing Public Shares, No. 15: General Requirements for Financial Reports” (revised in 2010) of China Securities Regulatory Commission. The Group’s financial statements have been prepared on an accrual basis in accordance with the ASBEs. Except for certain financial instruments and investment property, the financial statements are prepared under the historical cost convention. In the event that depreciation of assets occurs, a provision for impairment is made accordingly in accordance with the relevant regulations. III. Declaration of obedience to corporate accounting principles The Financial Statements are up to requirements of corporate accounting principles, and also a true and thorough reflection to the Group together with its financial information as financial position on 30 June 2014, and the Company 13 together with its operation results, and cash flow for the first half of the year 2014. In addition, the financial statements of the Group also comply with, in all material respects, the disclosure requirements of the “Regulation on the Preparation of Information Disclosures of Companies Issuing Public Shares, No. 15: General Requirements for Financial Reports” revised by the China Securities Regulatory Commission in 2010 and the notes thereto. IV. The main accounting policies and accounting estimates 1. Accounting period Accounting period of the Group divide into annual and medium-term, and the medium-term is the reporting period that shorter than one completed accounting year. The Group’s accounting year is Gregorian calendar year, namely from 1 st January to 31st December. 2.Bookkeeping standard currency 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. 3.Accounting methods for consolidation of enterprises Enterprise combination refers to a trading or event that two or over two independent enterprise/s combined to one reporting body. The combination was divided into enterprise consolidation under the same control and the one not under the same control. (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. For a business combination involving enterprises under common control, the party that, on the combination date, obtains control of another enterprise participating in the combination is the absorbing party, while that other enterprise participating in the combination is a party being absorbed. The combination date is the date on which one combining enterprise effectively obtains control of the other combining enterprises. Assets and liabilities obtained by the absorbing party are measured at their carrying amount at the combination date as recorded by the party being merged. The difference between the carrying amount of the net assets obtained and the carrying amount of the consideration paid for the combination (or the aggregate nominal value of shares issued as consideration) is charged to the capital reserve (share capital premium). If the capital reserve (share capital premium) is not sufficient to absorb the difference, any excess shall be adjusted against retained earnings. Cost incurred by the absorbing party that is directly attributable to the business combination shall be charged to profit or loss in the period in which they are incurred. (2) Consolidation of enterprises not under the same control 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. For a business combination not involving enterprises under common control, the party that, on the acquisition date, obtains control of another enterprise participating in the combination is the acquirer, while that other enterprise participating in the combination is the acquiree. The acquisition date is the date on which the acquirer effectively obtains control of the acquiree. 14 For business combination involving entities not under common control, the cost of a business combination is the aggregate of the fair values, on the date of acquisition, of assets given, liabilities incurred or assumed, and equity instruments issued by the acquirer to be paid by the acquirer, in exchange for control of the acquire plus agency fee such as audit, legal service and evaluation consultation and other management fees charged to the profit or loss for the period when incurred. As equity or bond securities are issued by the acquirer as consideration, any attributable transaction cost is included in their initial costs. Involved or contingent consideration charged to the combination cost according to its fair value on the date of acquisition, the combined goodwill would be adjusted if new or additional evidence existed about the condition on the date of acquisition within twelve months after the acquisition date, which is required to adjust the contingent consideration. The combination cost incurred by the acquirer and the identifiable net assets acquired from the combination are measured at their fair values. Where the cost of a business combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable net assets on the acquisition date, the difference is recognized as goodwill. Where the cost of a business combination is less than the acquirer’s interest in the fair value of the acquiree’s identifiable net assets, the acquirer shall first reassess the measurement of the fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities and the measurement of the cost of combination. If after such reassessment the cost of combination is still less than the acquirer’s interest in the fair value of the acquiree’s identifiable net assets, the difference is charged to profit or loss for the period. Where the acquiree’s deductible temporary difference acquired by the acquirer is not yet recognized as it does not satisfy the recognition conditions of the deferred income tax assets on the acquisition date, but new or additional information proves that the relevant circumstances have already existed on the acquisition date within twelve months after the acquisition date, which estimates that the economic benefits incurred from the deductible temporary difference at the acquisition date of acquirer can be realized, then the relevant deferred income tax assets will be recognized, and the goodwill will be reduced at the same time, if the goodwill is not sufficient to be absorbed, any excess shall be recognized in the profit or loss for the period. Except as disclosed above, the deferred income tax assets related to the business combination are charged to the profit or loss for the period. For a business combination not under common control is finished by a stage-up approach with several transactions, these several transactions will be judged whether they fall within “transactions in a basket” in accordance with the judgment standards on “transactions in a basket” as set out in the Notice of the Ministry of Finance on Issuing Accounting Standards for Business Enterprises Interpretation No. 5 (Cai Kuai [2012] No. 19) (see Note IV. 4(2)). If they fall within “transactions in a basket”, they are accounted for with reference to the descriptions as set out in the previous paragraphs of this section and Note IV. 10 “Long-term equity investments”, and if they do not fall within “transactions in a basket”, they are accounted for in separate financial statements and consolidated financial statements: In separate financial statements, the initial equity investment cost is the aggregate of the carrying amount of the equity investment in the acquiree held prior to the acquisition date and the investment cost newly added as at the acquisition date. Any other comprehensive income attributable to the equity interest in the acquiree prior to the acquisition date is transferred to investment income upon disposal of the investment. In consolidated financial report, 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 other consolidation income related to them should transferred into current investment income at purchased date. 15 4. Preparation methods for corporate consolidated statements (1) Determining principle for consolidated financial report scope The scope is determined on the basis of control. The control is right to decide the invested enterprise’s accounting and operation policies and obtain the interest according to the invested enterprise’s operation. The consolidated scope includes the Group and all the subsidiaries. Subsidiary is referring to the enterprise or the subject controlled by the Company. (2)Preparation methods for corporate consolidated statements Subsidiaries are consolidated from the date on which the Group obtains net assets and the effective control of decision making of production and operation are deconsolidated from the date that such control ceases. For disposal of subsidiaries, the operating results and cash flows of such subsidiaries before the date of disposal are properly included in the consolidated income statement and consolidated cash flow statements; for disposal of subsidiaries during the reporting period, no adjustment shall be made to the opening balance of the consolidated balance sheet. For those subsidiaries acquired through business combination not under common control, the operating results and cash flows after the acquisition date have been properly included in the consolidated income statements and consolidated cash flow statements. No adjustments shall be made to the opening balance and the comparative figures of the consolidated financial statements. For those subsidiaries acquired through business combination under common control and acquiree absorbed through combination, the operating results and cash flows from the beginning of the consolidation period to the consolidation date are also presented in the consolidated income statement and the consolidated cash flow statements. The comparative figures presented in the consolidated financial statements are also adjusted accordingly. The financial statements of the subsidiaries are adjusted in accordance with the accounting policies and accounting period of the Company in the preparation of the consolidated financial statements, where the accounting policies and the accounting periods are inconsistent between the Company and the subsidiaries. For subsidiaries acquired from business combination not under common control, the financial statements of the subsidiaries will be adjusted according to the fair value of the identifiable net assets at the acquisition date. All intra-group significant balances, transactions and unrealized profit are eliminated in the consolidated financial statements. As for the subsidiary’s shareholders’ equity and the parts that does not owned the Group in current net gains/losses, listed out independently as minority shareholders’ equity and minority shareholders gains/losses in item of shareholders’ equity and net profit contained in consolidated financial statement separately. 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. For control rights loss in original subsidiary for partial equity investment 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, reckoned into the current investment income of control rights loss. The other consolidation income related to original subsidiary’s equity investment will transfer to current investment income while control rights loss. The remaining equity interests are measured subsequently according to “Accounting 16 Standard for Business Enterprises No. 2 – Long-term Equity Investments” or “Accounting Standard for Business Enterprises No. 22 – Recognition and Measurement of Financial Instruments”. See Note IV.10 “Long-term equity investments” or Note IV.7 “Financial instruments” for details. When the Company disposes of equity investment in a subsidiary by a stage-up approach with several transactions until the control over the subsidiary is lost, it shall determine whether these several transactions related to the disposal of equity investment in a subsidiary until the control over the subsidiary is lost fall within “transactions in a basket”. Usually, these several transactions related to the disposal of equity investment in a subsidiary are accounted for as transactions in a basket when the terms, conditions and economic impacts of these several transactions meet the following one or more conditions: (i) these transactions are entered into at the same time or after considering their impacts on each other; (ii) these transactions as a whole can reach complete business results; (iii) the occurrence of a transaction depends on at least the occurrence of an other transaction; (iv) an individual transaction is not deemed as economic, but is deemed as economic when considered with other transactions. If they are not transactions in a basket, each of which are accounted for in accordance with applicable rules in “partial disposal of long-term equity investment of a subsidiary without losing control over a subsidiary” (see Note IV. 10 (2) (iv)) separately, and “the control over a subsidiary is lost due to partial disposal of equity investment or other reasons” (see the preceding paragraph). When several transactions related to the disposal of equity investment in a subsidiary until the control over the subsidiary is lost fall within transactions in a basket, each of which is accounted for as disposal of a subsidiary with a transaction until the control over a subsidiary is lost; however, the different between the amount of disposal prior to the loss of control and the net assets of a subsidiary attributable to the disposal investment shall be recognized as other comprehensive income in consolidated financial statements and transferred to profit or loss for the period at the time when the control is lost. 5. Determination criteria of cash and cash equivalent Cash and cash equivalents of the Group include cash on hand, deposits readily available for payment purpose and short-term (normally fall due within three months from the date of acquisition) and highly liquid investments held the Group which are readily convertible into known amounts of cash and which are subject to insignificant risk of value change. 6. Foreign currency business 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 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 available for sale (i.e Shares) 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. 17 7. Financial instruments (1)Recognition of fair value for financial assets and financial liabilities The fair value is sum for assets exchange or debts payment between the trading parties in fair dealings. As for instrument in active market, the fair value is adopted according to the quotation in the active market. Quote in active market refers to the price easy to obtain regularly from exchange; broker’s agency, industry association and pricing service authority etc., and such quote represent a price that actually occurred in market trading during the fair transaction. 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. (2) Classification, recognition and measurement of financial assets By way of buying and selling the financial assets in a regular way, recognition and derecognition are carried out according to the accounts on the transaction day. Financial assets are divided into financial assets at fair value through profit or loss, held-to-maturity investments, loans and accounts receivable and available for-sale financial assets when they are initially recognized. Financial assets are initially recognized at fair value. For financial assets classified as fair value through profit or loss, relevant transaction costs are directly recognized in profit or loss for the period. For financial assets classified as other categories, relevant transaction costs are included in the amount initially recognized. ① Financial assets carried at fair value through profit or loss for the current period They include financial assets held for trading and financial assets designated as at fair value through profit or loss for the current period. Financial assets may be classified as financial assets held for trading if one of the following conditions is met: A. the financial assets is acquired or incurred principally for the purpose of selling it in the near term; B. the financial assets is part of a portfolio of identified financial instruments that are managed together and for which there is objective evidence of a recent pattern of short-term profit-taking; or C. the financial assets is a derivative, excluding the derivatives designated as effective hedging instruments, the derivatives classified as financial guarantee contract, and the derivatives linked to an equity instrument investment which has no quoted price in an active market nor a reliably measured fair value and are required to be settled through that equity instrument. A financial asset may be designated as at fair value through profit or loss upon initial recognition only when one of the following conditions is satisfied: A. Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise result from measuring assets or recognizing the gains or losses on them on different bases; or B. The financial asset forms part of a group of financial assets or a group of financial assets and financial liabilities, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the grouping is reported to key management personnel on that basis. Financial assets carried at fair value through profit or loss for the current period is subsequently measured at fair value. The gain or loss arising from changes in fair value and dividends and interest income related to such financial assets are charged to profit or loss for the current period. 18 ② Held-to-maturity investments They are non-derivative financial assets with fixed maturity dates and fixed or determinable payments that the Company has positive intent and ability to hold to maturity. Held-to-maturity investments are subsequently measured at amortized cost using the effective interest method. Gain or loss on derecognition, impairment or amortization is recognized through profit or loss for the current period. The effective interest method is a method of calculating the amortized cost of a financial asset and of allocating interest income or expense over each period based on the effective interest of a financial asset or a financial liability (including a group of financial assets or financial liabilities). The effective interest is the rate that discounts future cash flows from the financial asset or financial liability over its expected life or (where appropriate) a shorter period to the carrying amount of the financial asset or financial liability. In calculating the effective interest rate, the Company will estimate the future cash flows (excluding future credit losses) by taking into account all contract terms relating to the financial assets or financial liabilities whilst considering various fees, transaction costs and discounts or premiums which are part of the effective interest rate paid or received between the parties to the financial assets or financial liabilities contracts. ③ Loans and receivables They are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Financial assets, including bills receivable, accounts receivable, the Group classifies interest receivable, dividends receivable and other receivables as loans and receivables. Loans and receivables are measured subsequently at the amortized cost by using the effective interest rate method. Gains or losses incurred at the time of derecognition, impairment or amortization are charged to profit or loss for the current period. ④ Available-for-sale financial assets They include non-derivative financial assets that are designated in this category on initial recognition, and the financial assets other than the financial assets at fair value through profit and loss, loans and receivables and held-to-maturity investments. The closing cost of available-for-sale debt instruments are determined based on amortized cost method, which means the amount of initial recognition less the amount of principle already repaid, add or less the accumulated amortized amount arising from the difference between the amount initially recognized and the amount due on maturity using effective interest rate method, and less the amount of impairment losses recognized. The closing cost of available-for-sale equity instruments is equal to its initial acquisition cost. Available-for-sale financial assets are subsequently measured at fair value. The gain or loss on change in fair value are recognized as other comprehensive income and charged to capital reserves, except for impairment loss and exchange differences arising from foreign monetary financial assets and amortized cost which are accounted for through profit or loss for the current period. The financial assets will be transferred out of the financial assets on derecognition and 19 accounted for through profit or loss for the current period. Interests received from available-for-sale financial assets held and the cash dividends declared by the investee are recognized as investment income. (3)Impairment of financial assets Except for financial assets accounted at fair value and variation accounted into current gain/loss account, the Group undertakes 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 Group performs impairment test separately on individual financial assets with major amounts; for financial assets without major amounts, the Group 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. ① Impairment of held-to-maturity investments and loans and receivables The carrying amount of financial assets measured as costs or amortized costs are subsequently reduced to the present value discounted from its projected future cash flow. The reduced amount is recognized as impairment loss and recorded as profit or loss for the period. After recognition of the impairment loss from financial assets, if there is objective evidence showing recovery in value of such financial assets impaired and which is related to any event occurring after such recognition, the impairment loss originally recognized shall be reversed to the extent that the carrying value of the financial assets upon reversal will not exceed the amortized cost as at the reversal date assuming there is no provision for impairment. ② Impairment of available-for-sale financial assets In the event that decline in fair value of the available-for-sale equity instrument is regarded as “severe decline” or “non-temporary decline” on the basis of comprehensive related factors, it indicates that there is impairment loss of the available-for-sale equity instrument. When the available-for-sale financial assets impair, the accumulated loss originally included in the capital reserve arising from the decrease in fair value was transferred out from the capital reserve and included in the profit or loss for the period. The accumulated loss that transferred out from the capital reserve is the balance of the acquired initial cost of asset, after deduction of the principal recovered, amortized amounts, current fair value and the impairment loss originally included in the profit or loss. After recognition of the impairment loss, if there is objective evidence showing recovery in value of such financial assets impaired and which is related to any event occurring after such recognition in subsequent periods, the impairment loss originally recognized shall be reversed. The impairment loss reversal of the available-for-sale equity instrument will be recognized as other consolidated income, and the impairment loss reversal of the available-for-sale debt instrument will be included in the profit or loss for the period. 20 When an equity investment that is not quoted in an active market and the fair value of which cannot be measured reliably, or the impairment loss of a derivative financial asset linked to the equity instrument that shall be settled by delivery of that equity instrument, then it will not be reversed. (4) Recognition basis and measurement method for transfer of financial assets As for the financial assets up to the following conditions, the recognition termination is available: ①Termination 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. 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. For financial assets that are transferred with recourse or endorsement, the Group needs to determine whether the risk and rewards of ownership of the financial asset have been substantially transferred. If the risk and rewards of ownership of the financial asset have been substantially transferred, the financial assets shall be derecognized. If the risk and rewards of ownership of the financial asset have been retained, the financial assets shall not be derecognized. If the Group neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, the Group shall assess whether the control over the financial asset is retained, and the financial assets shall be accounted for according to the above paragraphs. (5) Categorizing and measuring of financial liabilities 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 are initially recognized at fair value. For financial liabilities classified as fair value through profit or loss, relevant transaction costs are directly recognized in profit or loss for the period. For financial liabilities classified as other categories, relevant transaction costs are included in the amount initially recognized. ① Financial liabilities at fair value through profit or loss for the period The criteria for a financial liability to be classified as held for trading and designated as financial liabilities at fair value 21 through profit or loss are the same as those for a financial asset to be classified as held for trading and designated as financial assets at fair value through profit or loss. Financial liabilities at fair value through profit or loss for the period are subsequently measured at fair value. The gain or loss arising from changes in fair value and dividends and interest income related to such financial liabilities are included in profit or loss for the period. ② Other financial liabilities Derivative financial liabilities which are linked to equity instruments that are not quoted in an active market and the fair value of which cannot be measured reliably measured, and which shall be settled by delivery of equity instruments are subsequently measured at cost. Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Gains or losses arising from derecognition or amortization is recognized in profit or loss for the period. ③ Financial Guarantee Contracts Financial guarantee contracts other than those designated as financial liabilities at fair value through profit or loss are initially recognized at fair value, and shall be subsequently measured at the higher of the following: the amount determined in accordance with Accounting Standard for Business Enterprises No. 13 “Contingencies” and the amount initially recognized less cumulative amortization recognized in accordance with the principles set out in Accounting Standard for Business Enterprises No. 14 “Revenue”. (6)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. (7) Derivatives and embedded derivatives Derivative instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently measured at fair value. Any gains or losses arising from changes in fair value of derivatives are taken directly to profit or loss for the period, except for derivative instruments that are designated as hedging instruments and which are highly effective in hedging, gains or losses arising from changes in their fair value are taken to the profit or loss for the period in accordance with the hedge accounting requirement based on the nature of hedging relationships. For combined instruments contain embedded derivatives which are not designated as financial assets or financial liabilities at fair value through profit or loss, and the embedded derivative and the main contract does not have a material relation in terms of risk and economic attributes, and when an individual instrument which is the same as the 22 embedded derivative can be defined as derivative, the embedded derivative shall be separated from the combined instrument and treated as an individual derivative. If the embedded derivative cannot be separately measured at acquisition or subsequent balance sheet date, the combined instrument shall be designated as financial assets or financial liabilities at fair value through profit or loss. (8)Balance-out between the financial assets and liabilities As the Group 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)Equity instrument The equity instrument is the contract to prove the holding of the surplus stock of the assets with the deduction of all liabilities in the Group. 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 Group’s all distribution (shares dividend excluded) to the holders of the equity instrument will decrease the shareholders’ equity. The Group does not recognize the fair value change sum of the stock instrument. 8. Account receivable Account receivable included account receivable and other account receivable. (1)Accounts receivable with significant amount and single provision for bad debt Determination basis and amount standard of The single account receivable above RMB 2 million is recognized as single substantive account items with single receivable significant amount Accrual methods of bad The Company takes the independent impairment test on the single substantive account. As for the account preparation for account receivable without the impairment in the test, it is included in the account receivable single substantive portfolio of the similar credit risk characters for the impairment test. As for the account receivable 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 (2) Providing of bad debt provisions on account receivable by combination Recognition basis of combination account receivable with individual minor The Company believed that the account receivable with individual minor amount and with individual major amount but amount and with individual major amount but without impairment found without impairment found after separately after separately testing has a lower credit risk. The Company withdrawal no testing bad debt provision unless evidence of major credit risk on certain account receivable been found. (3) Accounts receivable with minor amount and single provision for bad debt If there is evidence proving that the credit risk of certain account receivable Reasons for bad debt provision single is big, the bad debt provision for account receivable should be accrued individually. 23 Methods for bad debt provision Specific Identification Method 9. Inventory (1) Categories of inventory The Company’s inventory mainly consists of fuels, raw materials and developing products in process and so on. (2) Valuation method of inventory acquired and delivered The inventories are initially measured at cost. The costs of developing products include land grant fee, expenditures for auxiliary facilities, expenses on construction and installation, borrowing costs incurred before the completion of the subject project and other related expenses during the course of the development. Other cost of inventories comprises purchase costs, processing costs and other costs incurred in bringing the inventories to their present location and condition. 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. (3) Recognition of net realizable value of inventory, and accrual methods of preparation for depreciation 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. 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. (4)The inventory system is perpetual inventory system. 24 10. Long-term equity investment (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 purchase 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. (2) Follow-up measurement and gain/loss recognition 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; Long-term equity investment with joint control of or significant influence on the investee is accounted for using equity method. Long-term equity investment without control or joint control of or significant influence on the investee and with a fair value that can be reliably measured is accounted for as available-for-sale financial assets or financial assets carried at fair value through profit or loss for the period. In addition, long-term equity investment to the invested units that control by the Company adopted the cost method for calculation in financial statement. ① Long-term equity investment checked by the cost 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. 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 policies and accounting 25 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. ③Acquisition of minority equity When preparing consolidated financial statements, the difference between the increase in long-term equity investment due to acquisition of minority interest of a subsidiary and the share of net asset of the subsidiary since the acquisition date (or combination date) calculated under the new ownership ratio shall be adjusted to the capital surplus, when capital surplus is insufficient, the excess shall be adjusted to retained profits. ④ Disposal of long-term equity investment In these consolidated financial statements, where the parent company disposes part of its subsidiary without loss of control, the difference between the consideration received and the share of net asset for the disposed portion of long-term equity investment shall be recognized in shareholders’ equity; where the parent company disposes part of its subsidiary with loss of control, the accounting treatment should be in accordance with the accounting policies stated at Note IV 4 (2) “Preparation of consolidated financial statements”. For disposal of long-term equity investment in other situations, the difference between the considerations received and the carrying amount of the disposed investment shall be recognized in profit or loss; for long- term equity investment accounted for using equity method, the other comprehensive income recognized in shareholder’s equity shall be reclassified to profit or loss on pro rata basis upon disposal. The retained interest is recognized at its carrying amount as long-term equity investment or other relevant financial assets, and subsequently measured in accordance with the accounting policies on long-term equity investment or financial assets previously stated. The retrospective adjustment shall be made in accordance with the relevant provisions if the retained interest is accounted for using the equity method instead of the cost method. (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 have 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. 26 (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. 11. 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. 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. 12. Fixed assets (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. 27 Concerning the follow-up expenses related to fixed assets, if the relevant economy benefit of fixed assets probably in-flow into the Company and can be measured reliably, 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. (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 depreciation Item Life expectancy Salvage value rate rate Houses and buildings 20-year 10% 4.50% Equipment (fuel machinery group excluded) 15-20-year 10% 4.5%-6% Equipment--fuel machinery group The work quantity (note) 10% method Transportation tools 5-year 10% 18% Other equipment 5-year 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: gas turbine generator set is provided with depreciation under workload method, namely to determine the depreciation amount per hour of gas turbine generator set based on equipment value, predicted net remaining value and predicted generation hours. Details are set out as follows: Depreciation amount Name of the Company Fixed assets (RMB/Hour) Generating unit 1# 4,225.09 The Company Generating unit 3# 4,401.76 Generating unit 7# 4,407.11 Shenzhen New Power Industrial Co., Ltd. (“New Generating unit 10# 3,954.47 Power Company”) Shen Nan Dian (Zhongshan) Power Co., Ltd. Generating unit 1# 3,856.98 (“Zhongshan Power Company”) Generating unit 3# 3,799.49 Shen Nan Dian (Dongguan) Weimei Power Co., Ltd. Generating unit 1# 4,107.76 (“Weimei Power Company”) Generating unit 3# 3,850.07 (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 28 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. (4) Recognition basis and measurement method of fixed assets under finance lease Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. Title may or may not eventually be transferred. The depreciation policy for fixed asset held under finance lease is consistent with that for its owned fixed asset. When a leased asset can be reasonably determined that its ownership will be transferred at the end of the lease term, it is depreciated over the period of expected use; otherwise, the leased asset is depreciated over the shorter period of the lease term and the period of expected use. (5)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 any 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. 13. 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. 14. 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. 29 The other borrowing expenses are recognized as expenses when occurred. 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. 15. Intangible assets (1) Intangible assets Intangible assets including land-use right and software 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-certain 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. (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. 16. 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. 17. Impairment of non-current non-financial assets The Group will judge if there is any indication of impairment as at the balance sheet date in respect of non-current non-financial assets such as fixed assets, construction in progress, intangible assets with an infinite useful life, investment properties measured at cost, and long-term equity investments in subsidiaries, joint ventures and associates. If there is any evidence indicating that an asset may be impaired, recoverable amount shall be estimated for impairment test. Goodwill, intangible assets with an indefinite useful life and intangible assets beyond working conditions will be tested for impairment annually, regardless of whether there is any indication of impairment. 30 If the impairment test result shows that the recoverable amount of an asset is less than its carrying amount, the impairment provision will be made according to the difference and recognized as an impairment loss. The recoverable amount of an asset is the higher of its fair value less costs of disposal and the present value of the future cash flows expected to be derived from the asset. An asset’s fair value is the price in a sale agreement in an arm’s length transaction. If there is no sale agreement but the asset is traded in an active market, fair value shall be determined based on the bid price. If there is neither sale agreement nor active market for an asset, fair value shall be based on the best available information. Costs of disposal are expenses attributable to disposal of the asset, including legal fee, relevant tax and surcharges, transportation fee and direct expenses incurred to prepare the asset for its intended sale. The present value of the future cash flows expected to be derived from the asset over the course of continued use and final disposal is determined as the amount discounted using an appropriately selected discount rate. Provisions for assets impairment shall be made and recognized for the individual asset. If it is not possible to estimate the recoverable amount of the individual asset, the Group shall determine the recoverable amount of the asset group to which the asset belongs. The asset group is the smallest group of assets capable of generating cash flows independently. For the purpose of impairment testing, the carrying amount of goodwill presented separately in the financial statements shall be allocated to the asset groups or group of assets benefiting from synergy of business combination. If the recoverable amount is less than the carrying amount, the Group shall recognize an impairment loss. The amount of impairment loss shall first reduce the carrying amount of any goodwill allocated to the asset group or set of asset groups, and then reduce the carrying amount of other assets (other than goodwill) within the asset group or set of asset groups, pro rata on the basis of the carrying amount of each asset. An impairment loss recognized on the aforesaid assets shall not be reversed in a subsequent period in respect of the restorable value. 18. 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 fulfill the current responsibility. If the monetary value has significant influence, than recognized the best estimation amount based on discount of predicted future 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. 19. Share-based Payments (1) Types of share-based payments Share-based payment refers to a transaction in which an enterprise grants equity instruments or undertakes equity-instrument- based liabilities in return for services from employee or other parties. The share-based payments 31 shall consist of equity-settled share-based payments and cash-settled share-based payments. ① Equity-settled Share-based Payment The equity-settled share-based payment in return for employee services shall be measured at the fair value of the equity instruments granted to the employees as at the date of grant. For equity instruments that cannot be exercised until the services are fully rendered during vesting period or specified performance targets are met, within the vesting period, the fair value of such instrument shall, based on the best estimate of the number of exercisable instruments, be calculated with the straight- line method and recognized in relevant costs or expenses. For equity instruments that may be exercised immediately after the grant, the fair value of such instrument shall, on the date of the grant, be recognized in relevant costs or expenses with the increase in the capital reserve accordingly. The equity-settled share-based payment in return for services from other parties, if the fair value of services from other parties can be reliably measured, shall be measured at the fair value of such services as at the date of acquisition; if the fair value of services from other parties cannot be reliably measured but the fair value of equity instruments can be reliably measured, shall be measured at the fair value of such equity instruments as at the date of acquisition of such services recognized in relevant costs or expenses with the increase in the capital reserve accordingly. ②Cash-settled Share-based Payment The cash-settled share-based payment shall be measured at the fair value of liabilities identified on the basis of shares or other equity instruments undertaken by the Group. For the instruments that may be exercised immediately after the grant, the fair value shall, on the date of the grant, be recognized in relevant costs or expenses and the liabilities shall be increased accordingly. For instruments that cannot be exercised until the services are fully provided during vesting period or specified performance targets are met, on each balance sheet date within the vesting period, the services acquired in the current period shall, based on the best estimate of the number of exercisable instruments, be recognized in relevant costs or expenses and the corresponding liabilities at the fair value of the liability incurred by the Group. The Group shall, on each balance sheet date and on each account date prior to the settlement of the relevant liabilities, re-measure the fair values of the liabilities and include the changes in the profit or loss for the period. (2) Basis for determining the best estimate of the number of exercisable instruments On each balance sheet date within the vesting period, the Group shall determine the best estimate based on the latest number of employees able to exercise their options and revise the estimated number of exercisable equity instruments. (3) Accounting treatment in respect of the implementation, modification and termination of share-based payment scheme If any modification made by the Group to the share-based payment scheme increases the fair value of the equity instrument awarded, services obtained shall be increased accordingly. The increase in fair value of such equity instrument equals to the difference between the fair values before and after the date of modification. If any modification reduces the total fair value of share-based payment or is otherwise unfavorable to employees, services obtained shall be treated as if such modification had never been made, unless the Group has canceled part or the entire equity instrument award. 32 During the vesting period, where an equity instrument award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognized for the award is included immediately into the profit or loss for the period and capital reserve is recognized. Where employees or other parties are permitted to choose to fulfill non-vesting conditions but have not fulfilled during the vesting period, equity instrument award are deemed cancelled. 20. 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. Detail recognization according to specific revenue: (1) Power sales revenue The Group generates electricity by thermal power, and realizes sales through incorporation into Guangdong power grid. As for power sales, the Group realizes revenue when it produces electricity and obtains the grid power statistics table confirmed by the power bureau. (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, not including the capital invested by the government as owner. Government grant divided into the government grant related to assets and the government grant related to income. 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 deferred 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 deferred 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. 33 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. Pursuant to the calculation method required by the Notice on Issuance of Provisional Collection of Gas and Fuel Processing Subsidy to Support the Peak Power Scheme of Local Burning Machine Power Plants (SFB No.74[2010]) issued by people municipality of Shenzhen, the Reply for Confirming the Power Generation Subsidy Scheme for Shenzhen Burning Machine Power Plants for 2011 (SZSITIC No.207[2010]) and the Notice on Continuous Collection of Gas and Fuel Processing Subsidy to Support the Peak Power Generation Losses of Local Burning Machine Power Plants (SZSITIC No.206[2011]), the Company recognized fuel subsidy income and recognized as Government grant income in line with the Notice on Issuance of Provisional Rules for Management over Power Subsidy of Shenzhen Local Fuel (Gas) Machine sets (SFB No.54[2009]) issued by people municipality of Shenzhen. According to the notice on collection of gas and fuel process fee on temporary basis (YFH[2008]No.31) issued by the municipal government of Guangdong and the provisions of relevant documents issued by Guangdong price bureau, Zhongshan Power Company and Weimei Power Company would confirm Government grant income when it receives subsidy for gas and fuel process fee or relevant certificate in respect of collection of gas and fuel process fee subsidy. 22 Deferred income tax asset/ deferred income tax liability Income tax expense includes current income tax and deferred income tax. (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. (2) Deferred income tax asset & deferred income tax liability 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. Generally, 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. 34 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 portability obtained taxable amount that should be deducted the deductible temporary differences. At the balance sheet day, those deferred 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 transition and event of other consolidation income or shareholders’ 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. Leasing Finance lease is to virtually transfer all risks and rewards related to ownership of asset. Leases other than finance lease are operating leases. (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. (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 35 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.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. 25. Other Main Accounting Policies, Estimations and Preparation Method - Debt restructures (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. (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 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. 36 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. 26. Changes of main accounting policy and accounting estimation There was no change of main accounting policy and accounting estimation in the reporting period. 27. Corrections of preliminary accounting errors There was no correction of preliminary accounting errors in the reporting period. 28. Major judgment made in adopting accounting policies and key assumption and Uncertainties adopted in accounting estimation When using the accounting policies discussed in note IV, the Group needs to made judgment, estimation and assumption for carrying value of certain items which cannot be measured adequately due to inherent uncertainty of economic activities. Such judgment, estimation and assumption are based on historical experiences of the Group’s management, together with consideration of other relevant factors. The actual results may be different from the Group’s estimation. The Group conducts regular re-review on the aforesaid judgment, estimation and assumption on a continued operation basis. If the change of accounting estimation only affect current period, the affected amount is recognized in the period when change occurs. If the change affects current and future periods both, the affected amount is recognized in the period when change occurs and future periods. - Key assumption and uncertainties adopted in accounting estimation As of the balance sheet date, the key assumptions and uncertainties that may result in material adjustments to carrying values of assets and liabilities of future periods mainly include: (1)Fixed assets are provided for depreciation by output method The Group recognizes depreciation for unit electricity based on values of power generation machine sets, projected power sales volume and projected net remaining value, and provides for depreciation according to depreciation of unit electricity and actual power sales volume. Taking into account the prevailing industry policies, technologies, 37 consumption, allocation method of power management authorities and past experiences, and the Group management believes that it is adequate for utilization life of such power generation machine sets, projected power sales volume, projected net remaining value and provision method for depreciation. If the future actual power sales volume differs substantially from the projected one, the Group would make adjustment to unit electricity depreciation, which would bring affects to the depreciation expenses included in profit and loss for the current and future periods. (2)The provisional estimated value of fixed assets As for the power generation machine sets and related buildings reaching the condition for intended use, due to the long construction period of power plant projects, high prices and long completion settlement time, they are accounted provisional based on project budget, project pricing or project actual costs before process of project completion settlement. And upon such settlement, the Company adjusts the original provisional value according to the actual costs. If provisional estimated values of power generation machine sets and related buildings differ materially from the actual costs, the Company may have to make corresponding adjustments to the values of fixed assets. (3) Provision for bad debts The Group use allowance method to state bad debt losses according to the accounting policies of accounts receivable. Impairment of receivables is based on the assessment of the recoverability of accounts receivable. Identification of impairment of receivables requires management judgments and estimates. The differences between actual results and the original estimate will affect the book value of accounts receivable as well as the recognition or reversal of provision for bad debts in the period in which the estimate is changed. (4) Allowance for inventories Under the accounting policies of inventories and by measuring at the lower of cost and net realizable value, the Group makes allowance for inventories that have costs higher than net realizable value or become obsolete and slow moving. Write-down of inventories to their net realizable values is based on the salability of the evaluated inventory and their net realizable values. Identification of inventories requires management to make judgments and estimates on the basis of obtaining conclusive evidence, and considering the purpose of holding inventory and the events after balance sheet date. The differences between actual results and the original estimate will affect the book value of inventories as well as the recognition or reversal of provision for inventories in the period in which the estimate is changed. (5) Deferred income tax assets If it is likely to obtain sufficient taxable income taxes to offset the benefit deductible, the Group confirmed all the unused tax losses into the deferred income tax assets. In order to determine the amount of deferred tax assets, the Group’s management is required to use large judgments as well as tax planning strategies to estimate the time and amount of the occurrence of the taxable profits in the future. V. Taxes 1. Main taxation items and its tax rate Taxation items Calculation bases Tax rate Balance of current output tax deducting Output tax calculated based on the 11%, 13% or VAT (Note 1) current input tax 17% of the sales volume regulated by Tax Law Business tax (Note1) Business revenue 3% or 5% City maintenance tax VAT and business tax actually paid 1%, 5% or 7% 38 Education surtax VAT and business tax actually paid 3% Local education VAT and business tax actually paid 2% surtax Enterprise income tax Taxable income 16.5% to 25%(Note2) Value-added amount from transferring Land VAT state-owned land use right , landing Four level progressive rates construction and its affiliates Calculated by the original value of real 1.2% for the remaining sum of real estate; 12% for Real estate tax estate deducting 30%; rent income of the the rent income of the real estate real estate Land-use tax of town Land occupation actually area 2.5 Yuan ~ 9Yuan per square meter Note 1: during the period from 1 January 2012 to 31 October 2012, Shenzhen Server Oil Supply Co., Ltd.(hereinafter referred to as “Shenzhen Server”), subsidiary of the Company, paid business tax at tax rate of 3% in respect of the transportation income. According to the notice on trial collection of value-added tax instead of business tax for transportation industry and certain modern service industries in Beijing and other seven provinces and cities issued by the ministry of finance and State Administration of Taxation (CS(2012)No.71), the aforesaid income of Shenzhen Server shall be levied with value-added tax at 11% as modern service industry instead of the original business tax since 1 November 2012. Note2: Tax rate of the enterprise income tax for the Company and its subsidiaries are shown as follows: Tax rate of enterprise income tax Name of the Company and its subsidiaries 2014 2013 The Company 25% 25% New Power Company 25% 25% Shenzhen Shennandian Gas Turbine Engineering Technique Co., Ltd. (“Engineering Co.,) 25% 25% Shenzhen Server 25% 25% Shenzhen Shennandian Environment Protection Co., Ltd. (“Environment Protection Co.,”) 25% 25% Zhongshan Power Company 25% 25% Weimei Power Company 25% 25% SHENNAN ENERGY (SINGAPORE) PTE LTD (“Shennan Singapore”) 20% 20% Zhongshan Shenzhong Real Estate Development Co., Ltd. (“Shenzhong Development”) 25% 25% Zhongshan Shenzhong Real Estate Investment Property Co., Ltd. (“Shenzhong Property Investment”) 25% 25% Zhongshan Shennandian Warehouse Co., Ltd. 25% - HONG KONG SYNDISOME CO., LIMITED (“Syndisome Co., ) 16.50% 16.50% 2. Taxes preferential and approvals Name of the Relevant regulation and Approval Approval Exemption Period of Tax company policies basis institution documents range validity 39 ” Notice of adjustment and Environment perfection on resources VAT free for Not Not VAT Protection comprehensive usage and Not applicable sludge applicable applicable Company labor VAT policy”(CS treatment No.115[2011]) ” Arrangement of avoidance of double-taxation and Levy income Enterprise prevention of tax free in Syndisome Not tax by 10% of Not income mainland China and Hong Not applicable Co., applicable total share applicable tax Kong Special interests Administrative Region”(GSH No. 884[2006]) No enterprise State Tax Shen Guo income tax Enterprise ’Enterprise Income Tax Bureau of Sui Nan Kou Syndisome should pay for Not income Law of People’s Republic Nanshan Jiao Bei Zi Co., the dividend applicable tax of China” District No.: before 31 Shenzhen [2011]0011 December 2007 40 VI. Enterprise merger and Consolidated Financial Statement Particular about subsidiaries 1. Subsidiaries obtained through establishment or investment In RMB Other item Actual balance of Proportion Proportion Consolidated Full name of the Register Business investment net Type of subsidiaries Register capital Business scope shares of voting statement subsidiaries place nature dated 30 June investment held (%) right (%) Yes/No 2014 towards subsidiaries Self-business of fuel and agent for Shenzhen Server import-export; fuel Limited Liability Shenzhen Trading 53,300,000.00 26,650,000.00 - 50 50 Yes (Note) and oil storage business (excluding product oil) Technical development on New Power Jointed Power wasted-heat usage, Shenzhen 113,850,000.00 113,850,000.00 - 100 100 Yes Company enterprise(H.K-capital) generation power generation by wasted-heat and fuel power Fuel power, waste heat power, power & Zhongshan Jointed Power Zhongshan 746,800,000.00 heat supplying , 597,440,000.00 - 80 80 Yes Power Company enterprise(H.K-capital) generation leasing of wharf and oil depot Technical consultation and relevant maintenance and inspection on Engineering Jointed Engineering running equipments Shenzhen 10,000,000.00 13,520,000.00 - 100 100 Yes Company enterprise(H.K-capital) consultation for the union cycle power station by fuel gas and steam, import and export of goods and technology 41 Establishment and Weimei Power Jointed Power Dongguan US$ 35,040,000.00 operation of natural 208,102,049.76 - 70 70 Yes Company enterprise(H.K-capital) generation gas power station Environment Jointed Protection Shenzhen Engineering 79,000,000.00 Sludge drying 79,000,000.00 - 100 100 Yes enterprise(H.K-capital) Company 1,500,000.00 Gas turbine and its Shennan Limited Liability Singapore Trading spare parts and fuel 6,703,800.00 - 100 100 Yes Singapore SG$ agent Zhongshan Warehousing service, Shennandian Limited Liability Zhongshan Warehousing 100,000.00 oil depot and pier 100,000.00 - 100 100 Yes Warehouse Co., lease Ltd. (2) Subsidiaries obtained through merger under no common control In RMB Other item Actual balance of Proportion Proportion Consolidated Full name of the Type of Register Business investment net Register capital Business scope shares of voting statement subsidiaries subsidiaries place nature dated 30 June investment held (%) right (%) Yes/No 2014 towards subsidiaries Real estate investment, property management, Shenzhong Real estate Limited Liability Zhongshan 177,800,000.00 sales of self-owned - - 75 75 Yes Development development commercial houses, rental and investment Real estate investment, property management, Shenzhong Property Real estate Limited Liability Zhongshan 60,000,000.00 sales of self-owned - - 75 75 Yes Investment development commercial houses, rental and investment Syndisome Hong Import-export Limited Liability HK$ 200,000.00 Import-export trading 217,807.27 - 100 100 Yes Co.,( Note) Kong trading 42 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 to ShenYe Investment Company at the consideration of HK$ 393,885,100.00. According to this Transfer Agreement, ShenYe Investment Company should pay HK$ 1,000,000.00 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 HK$ 392,885,100.00 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. Explanation on changes in consolidation statement’s scope Controlling subsidiary Zhongshan Power Company established a wholly-owned subsidiary Zhongshan Shennandian Warehouse Co., Ltd. on 17 February 2014 with business scope of warehousing service, oil depot and pier lease. Zhongshan Shennandian Warehouse Co., Ltd. included in consolidated statement of the Company since date of founded. 43 VII. Notes to Consolidated Financial Statement 1. Monetary fund In RMB 2014-6-30 Year-begin Item Foreign Exchange RMB Foreign Exchange RMB currency Rate Amount currency Rate Amount Cash on hand: -RMB - - 109,631.73 - - 119,506.34 -HKD 82,656.91 0.7938 65,609.12 82,656.91 0.7862 64,984.86 -USD 995.22 6.1528 6,123.39 995.22 6.0969 6,067.76 -EUO 1,017.87 8.3946 8,545.09 1,017.87 8.4189 8,569.35 Bank savings: -RMB - - 725,696,362.39 - - 529,632,012.65 -HKD 749,715.68 0.7938 595,124.42 750,264.79 0.7862 589,858.18 -USD 1,062,118.03 6.1528 6,535,374.34 1,069,383.85 6.0969 6,519,926.40 -SGD 20,879.81 4.9744 103,864.53 44,879.81 4.7845 214,727.45 Other monetary capital: -RMB - - 787,029.52 - - 5,895,170.62 -USD 470.81 6.1528 2,896.80 657.04 6.0969 4,005.91 Total 733,910,561.33 543,054,829.52 Note: Other monetary capital at period-end of the Group including guarantee margin and draft margin with 0 Yuan in total (31 December 2013: 5,000,000 Yuan) 2. Account receivable (1) Account receivable classified according to types: In RMB 2014-6-30 Year-begin Bad debt Bad debt Book Balance Book Balance provision provision Type Prop Prop Prop Prop Amo Amo Amo Amo ortio ortio ortio ortio unt unt unt unt n (%) n (%) n (%) n (%) 3,474 3,47 3,474 3,47 Account receivable with individual major amount and 100.0 100.0 ,613. 0.40 4,61 ,613. 0.39 4,61 withdrawal bad debt provision independently 0 0 06 3.06 06 3.06 Accounts receivable with minor amount and accounts 864,0 876,3 receivable with major amount found no devaluation 28,64 99.49 - - 68,54 99.50 - - after individual devaluation test 0.18 7.41 946, 946, Account receivable with individual minor amount but 946,9 100.0 946,9 100.0 0.11 915. 0.11 915. withdrawal bad debt provision independently 15.10 0 15.10 0 10 10 868,4 4,42 880,7 4,42 100.0 100.0 Total 50,16 1,52 0.51 90,07 1,52 0.50 0 0 8.34 8.16 5.57 8.16 (2) Age analysis of account receivable: - 44 - In RMB 2014-6-30 Year-begin Account age Amount Proportion (%) Amount Proportion (%) Within 1 year 750,501,048.01 86.42 634,467,247.62 72.04 1 to 2 years 113,345,468.31 13.05 241,719,175.93 27.44 2 to 3years 84,236.10 0.01 84,236.10 0.01 Over 3 years 4,519,415.92 0.52 4,519,415.92 0.51 Total 868,450,168.34 100.00 880,790,075.57 100.00 (3)Withdrawal of bad debt provision ① Account receivable with individual major amount and withdrawal bad debt provision independently In RMB Withdrawal Item Carrying amount Bad debt provision Reasons proportion (%) Shenzhen Petrochemical Products Bonded Trading Co., 3,474,613.06 3,474,613.06 Un-collectible 100.00 Ltd. ② Account receivable with individual minor amount but withdrawal bad debt provision independently at period-end In RMB Withdrawal Item Book Balance Bad debt provision Reasons proportion (%) Account of engineering 800,000.00 800,000.00 100% Un-collectible for overdue receivable Amount of oil sales receivable 146,915.10 146,915.10 100% Un-collectible for overdue Total 946,915.10 946,915.10 100% (4) There are no account receivable of the shareholders or related party who hold over 5 %( 5% included) voting rights in report period. (5)Top 5 companies in account receivables In RMB Proportion in total account Name of the company Relationship Amount Age receivable (%) Bureau of Finance of Shenzhen Government 382,334,30 Within 2 44.02 Municipality institution 1.00 years Bureau of Finance of Dongguan Government 179,389,35 Within 1 20.66 Municipality institution 7.36 year 156,455,34 Within 1 Guangdong Power Grid Company Non-related 18.02 2.70 year Bureau of Finance of Zhongshan Government 140,153,51 Within 1 16.14 Municipality institution 8.48 year Government 8,429,998.2 Within 1 Shenzhen Water Bureau 0.97 institution 5 year 866,762,51 Total 99.81 7.79 - 45 - 3. Account paid in advance (1) Account paid in advance classified according to age: In RMB 2014-6-30 Year-begin Account age Amount Proportion (%) Amount Proportion (%) Within 1 year 6,524,259.17 97.71 10,842,745.79 98.56 1 to 2 years - - - - 2 to 3years - - - - Over 3 years 152,604.20 2.29 158,089.18 1.44 Total 6,676,863.37 100.00 11,000,834.97 100.00 (2) Top five clients in account paid in advance In RMB Clients Relationship Amount Time Unbalanced account Shenzhen Nangang Power Engineering Non-associate 4,675,0 Within Amount paid in advance Co., Ltd. supplier 00.00 1 year for procurement Shenzhen Nangang Power Equipment Non-associate 702,000 Within Amount paid in advance Installation Co., Ltd. supplier .00 1 year for procurement Shandong Huayuan Power Station Non-associate 471,000 Within Amount paid in advance Equipment Co., Ltd. supplier .00 1 year for procurement Install Branch of Hangzhou Boiler Group Non-associate 240,000 Within Amount paid in advance Co., Ltd. supplier .00 1 year for procurement Dongguan Dongsheng Energy Non-associate 87,840. Within Amount paid in advance Conservation Engineering Co., Ltd. supplier 00 1 year for procurement 6,175,8 Total 40.00 (3) No shareholders’ with over 5% (including 5%) voting rights of the Company held in account paid in advance in Period 4. Other account receivable (1) Other account receivable classified according to type: In RMB 2014-6-30 Year-begin Book Bad debt Book Bad debt provision Balance provision Balance Type Prop Prop Prop Prop Am ortio Am ortio Am ortio ortio Amount ount n ount n ount n n (%) (%) (%) (%) 20,3 20,3 20,3 Account receivable with individual major 41,6 33.3 41,6 100. 41,6 30.6 100. amount and withdrawal bad debt provision 20,341,666.46 66.4 3 66.4 00 66.4 6 00 independently 6 6 6 - 46 - Accounts receivable with minor amount and 36,2 41,5 accounts receivable with major amount found 26,4 59.3 55,3 62.6 - - - no devaluation after individual devaluation 76.8 6 01.4 2 - test 0 6 Account receivable with individual minor 4,46 3,82 4,46 85.7 85.7 amount but withdrawal bad debt provision 0,45 7.31 4,48 0,45 6.72 3,824,483.31 4 4 independently 0.11 3.31 0.11 61,0 24,1 66,3 28,5 100. 66,1 39.6 57,4 100. 36.4 Total 24,166,149.77 93.3 00 49.7 0 18.0 00 2 7 7 3 (2)Other account receivable classified according to age: In RMB 2014-6-30 Year-begin Account age Amount Proportion (%) Amount Proportion (%) Within 1 year 36,145,397.19 59.23 31,353,466.20 47.25 1 to 2 years 447,203.95 0.73 307,173.95 0.46 2 to 3years 23,886.75 0.04 23,886.75 0.04 Over 3 years 24,412,105.48 40.00 34,672,891.13 52.25 Total 61,028,593.37 100.00 66,357,418.03 100.00 (3)Withdrawal of bad debt provision ①other account receivable with individual major amount and withdrawal bad debt provision independently In RMB Withdrawal Item Carrying amount Bad debt provision Reasons proportion (%) Huiyang County Kangtai 14,311,626.70 14,311,626.70 100.00 Un-collectible Industrial Company Shandong Jinan Power 3,560,000.00 3,560,000.00 100.00 Un-collectible Equipment Factory Individual income tax 2,470,039.76 2,470,039.76 100.00 Un-collectible Total 20,341,666.46 20,341,666.46 100.00 ②Period-end account receivable with individual minor amount but withdrawal bad debt provision independently: In RMB Withdrawal Bad debt Item Book Balance proportion Reasons provision (%) Un-collectible for Dormitory amount receivable 2,083,698.16 1,736,004.16 83.31 those which was overdue Un-collectible for Deposit receivable 1,312,974.95 1,312,974.95 100.00 those which was overdue - 47 - Un-collectible for Bureau of Finance of 219,192.00 21,919.20 10.00 those which was Zhongshan Municipality overdue Un-collectible for Administrative Office of 50,000.00 5,000.00 10.00 those which was Nanshan District Shenzhen overdue Un-collectible for GE COMPANY 35,000.00 7,000.00 20.00 those which was overdue Un-collectible for Other 759,585.00 741,585.00 97.63 those which was overdue Total 4,460,450.11 3,824,483.31 85.74 (4) There are no other account receivable of the shareholders who hold over 5 %( 5% included) voting rights in report period. (5) Top 5 companies in other account receivable In RMB Relationsh Proportion in total other account Name of the company Amount Duration ip receivable (%) Related 14,660,361 Over 3 Huidong Server party .44 years 24.02 Huiyang County Kangtai Industrial Non-relat 14,311,626 Over 3 Company ed .70 years 23.45 Related 12,500,000 Within 1 Huidong Server managed account party .00 year 20.48 Shandong Jinan Power Equipment Non-relat 3,560,000. Over 3 Factory ed 00 years 5.83 Non-relat 2,470,039. Over 3 Individual income tax ed 76 years 4.05 47,502,027 Total .90 77.84 5. Inventory In RMB 2014-6-30 Year-begin Item Depreciation Depreciation Book Balance Carrying value Book Balance Carrying value provision provision Fuels 11,196,072.72 6,882,792.16 4,313,280.56 9,504,975.68 6,882,792.16 2,622,183.52 Raw 40,232,692.8 40,232,692.8 142,151,138.89 101,918,446.01 140,213,301.50 99,980,608.62 materials 8 8 Land Space Needed to 1,236,742,782.1 45,603,631.8 1,191,139,150.2 1,231,814,926.0 45,603,631.8 1,186,211,294.1 Developmen 1 5 6 1 5 6 t (Note) 1,390,089,993.7 92,719,116.8 1,297,370,876.8 1,381,533,203.1 92,719,116.8 1,288,814,086.3 Total 2 9 3 9 9 0 Note: 1) The land cost for development of Shenzhong Development Co., and Shenzhong Property Investment. - 48 - 2) In the balance of land space needed to development at period-end, the capitalizing loan expenses amounting to RMB 168,902,319.91 (as at 31 December 2013: RMB 168,902,319.91). The capitalizing loan expense of this year was 0 Yuan. 6. Other current assets In RMB Item 2014-6-30 Year-begin VAT input tax deductible 516,851,797.26 565,589,166.99 - 49 - 7. Long-term equity investment Details of long-term equity investment: In RMB Explanation on the Proportion Proportion incongruity of share of voting in share Impairment Cash Invested Calculation Investment holding in rights in holding Impairment provision bonus Year-begin Increase/decrease(+,-) 2014-6-30 company method cost invested invested proportion provision of accruing this company company and voting this year year (%) (%) proportion in invested company Shenzhen Petro-Chemical Bonded-Trade Cost Not Co., Ltd. 2,500,000.00 2,500,000.00 4 4 2,500,000.00 - - method - 2,500,000.00 applicable (Petrol-Chemical Bonded Company) CPI Jiangxi Nuclear Power Cost Not Co., Ltd. 57,315,000.00 57,315,000.00 5 5 - - - method 57,315,000.00 applicable (“Jiangxi Nuclear Power Co”) Equity Huidong Server 3,126,000.40 26,366,000.00 method -1,270,147.52 25,095,852.48 Total 62,941,000.40 86,181,000.00 -1,270,147.52 84,910,852.48 2,500,000.00 - - Less: depreciation 2,500,000.00 - 2,500,000.00 reserves Net long-term equity 83,681,000.00 -1,270,147.52 82,410,852.48 investment - 50 - 8. Investment real estate In RMB Item Year-begin Increased Decreased 2014-6-30 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 and 5,721,340.93 221,342.76 - 5,942,683.69 accumulated amortization 1.House, buildings 5,721,340.93 221,342.76 - 5,942,683.69 2.Land use right - - - - III. Total book net value 3,986,674.03 3,765,331.27 1.House, buildings 3,986,674.03 3,765,331.27 2.Land use right - - IV. Total depreciation reserves - - - - 1.House, buildings - - - - 2.Land use right - - - - V. Total carrying value 3,986,674.03 3,765,331.27 1.House, buildings 3,986,674.03 3,765,331.27 2.Land use right - - - 9. Fixed assets Change of fixed assets In RMB Item Year-begin Increased Decreased 2014-6-30 I. Total original book value 4,429,774,970.53 4,841,986.60 635,810.00 4,433,981,147.13 Including: House and buildings 454,255,565.83 - - 454,255,565.83 Machinery equipment 3,899,140,957.00 4,634,026.08 - 3,903,774,983.08 Transportation tools 29,102,370.62 - 626,000.00 28,476,370.62 Other equipment 47,276,077.08 207,960.52 9,810.00 47,474,227.60 II. Total accumulated 2,486,621,269.59 66,674,891.19 515,889.00 2,552,780,271.78 depreciation Including: House and buildings 224,355,006.93 9,001,875.69 - 233,356,882.62 Machinery equipment 2,197,996,174.52 56,359,059.47 - 2,254,355,233.99 Transportation tools 25,440,642.41 264,810.90 507,060.00 25,198,393.31 Other equipment 38,829,445.73 1,049,145.13 8,829.00 39,869,761.86 III. Total net book value 1,943,153,700.94 1,881,200,875.35 Including: House and buildings 229,900,558.90 220,898,683.21 Machinery equipment 1,701,144,782.48 1,649,419,749.09 Transportation tools 3,661,728.21 3,277,977.31 Other equipment 8,446,631.35 7,604,465.74 IV. Total impairment provision 50,836,768.89 50,836,768.89 Including: House and buildings 16,783,716.84 16,783,716.84 Machinery equipment 33,866,281.52 33,866,281.52 Transportation tools 64,276.68 64,276.68 Other equipment 122,493.85 122,493.85 Total carrying value 1,892,316,932.05 1,830,364,106.46 - 51 - Including: House and buildings 213,116,842.06 204,114,966.37 Machinery equipment 1,667,278,500.96 1,615,553,467.57 Transportation tools 3,597,451.53 3,213,700.63 Other equipment 8,324,137.50 7,481,971.89 - 52 - 10. Construction in process (1) Details of construction in process: In RMB 2014-6-30 Year-begin Item Book Depreciation Net book Book Depreciation Net book Balance reserves value Balance reserves value 41,245,6 14,815,695.8 26,429,9 41,245,6 14,815,695.8 26,429,9 Oil to Gas Works 25.24 2 29.42 25.24 2 29.42 Heat and power projects of recycling 9,274,76 9,274,76 9,327,82 9,327,82 - - economy 1.46 1.46 1.98 1.98 Cogeneration of heat and electricity 11,114,21 11,114,2 10,659,8 10,659,8 - - Project 6.71 16.71 64.11 64.11 9E combustion unit low-nitrogen 45,770,9 45,770,9 - - - - combustion technical reform 29.72 29.72 1,528,01 1,528,01 Sludge drying project - - - - 4.00 4.00 1,346,53 1,346,53 746,812. 746,812. Others - - 9.66 9.66 30 30 108,752, 14,815,695.8 93,936,3 63,508,1 14,815,695.8 48,692,4 Total 072.79 2 76.97 37.63 2 41.81 (2) Changes of significant projects in construction In RMB Fixed Other Year-begi assets Item Budget Increase decrea 2014-6-30 n transferr se ed 74,400,00 41,245,62 41,245,625 Oil to Gas Works - - - 0.00 5.24 .24 30,000,00 9,327,821 53,060 9,274,761. Heat and power projects of recycling economy - - 0.00 .98 .52 46 10,659,86 454,352.6 11,114,216 Cogeneration of heat and electricity Project - - 4.11 0 .71 1,528,014 1,528,01 Sludge drying project - 0.00 .00 4.00 9E combustion unit low-nitrogen 45,770,92 45,770,929 - - - combustion technical reform 9.72 .72 746,812.3 599,727.3 1,346,539. Others - 0 6 66 63,508,13 46,825,00 1,528,01 53,060 108,752,07 Total 7.63 9.68 4.00 .52 2.79 - 53 - 11. Intangible assets In RMB 2014-6-30Book Item Year-begin Increase Decrease Balance I. Total book original value 94,554,652.14 404,952.99 - 94,959,605.13 Including: Land use right 91,253,625.27 - - 91,253,625.27 Software 3,301,026.87 404,952.99 - 3,705,979.86 II. Total accumulated amortization 35,630,040.16 1,420,437.88 - 37,050,478.04 Including: Land use right 33,329,998.76 1,200,923.86 - 34,530,922.62 Software 2,300,041.40 219,514.02 - 2,519,555.42 III. Total depreciation reserves - - - - Including: Land use right - - - - Software - - - - IV. Total carrying value 58,924,611.98 57,909,127.09 Including: Land use right 57,923,626.51 56,722,702.65 Software 1,000,985.47 1,186,424.44 12. Deferred income tax assets In RMB Item 2014-6-30 Year-begin Deferred income tax assets: Provision for bad debts of accounts receivable 1,105,382.04 1,105,382.04 Other provision for bad debts of accounts receivable 185,396.25 185,396.25 Staff salary payable 729,101.00 729,101.00 Provision for devaluation of long-term equity investment 625,000.00 625,000.00 Other 143,914.82 143,914.82 Total 2,788,794.11 2,788,794.11 13. Details of assets depreciation reserves In RMB Decreased Item Year-begin Increased 2014-6-30 Carry-back Write-off I. Bad debt provision 28,587,677.93 - - - 28,587,677.93 II. Provision for inventory 92,719,116.89 - - - 92,719,116.89 III. Impairment for long-term 2,500,000.00 - - - 2,500,000.00 equity investment IV. Impairment for fixed assets 50,836,768.89 - - - 50,836,768.89 V. Impairment for construction 14,815,695.82 - - - 14,815,695.82 in progress Total 189,459,259.53 - - - 189,459,259.53 14. Other non-current assets In RMB Item 2014-6-30 Year-begin 54 - - Project of LNG (Note) 22,882,181.78 22,882,181.78 Note: the project was jointly constructed by Weimei Power Company and Guangdong Dapeng Liquid Natural Gas Co., Ltd.(hereinafter referred to as Dapeng LNG). According to the contract signed between the two parties, before the project involved by this construction acquired approval from the relevant national authorities, the ownership belongs to both parties. After such approval, Dapeng LNG will acquire LNG project. Thus, Weimei Power Company recorded it under the item of “other non-current assets”. 15. Short-term loans In RMB Item 2014-6-30 Year-begin Guarantee loans 935,923,209.20 969,961,917.89 Credit loans 1,989,000,000.00 2,029,000,000.00 Total 2,924,923,209.20 2,998,961,917.89 16. Note payable In RMB Type 2014-6-30 Year-begin Bank acceptance 64,000,000.00 50,000,000.00 17. Account payable (1) Details of account payable: In RMB Item 2014-6-30 Year-begin Natural gas 331,354,439.62 73,471,998.03 Raw materials 3,625,937.74 3,378,921.66 Electricity 770,871.64 1,046,970.91 other 526,543.09 273,218.94 Total 336,277,792.09 78,171,109.54 (2)There is no fund of shareholders with 5 %( including 5%) or more of the voting shares in the Group in the report period. (3) Top five clients in account payable In RMB Ratio in total Name Relationship Amount Year account payable (%) Guangdong Trade Branch of Non-related 224,162,937.84 Within 1 year 66.66 CNOOC Gas & Power Group Guangdong Guoyu Energy Co., Non-related 44,533,632.03 Within 1 year 13.24 Ltd. Dongguan Dongli Gas Co., Non-related 33,823,897.07 Within 1 year 10.06 55 - - Ltd. Xinao Energy Trade Co., Ltd. Non-related 21,341,597.99 Within 1 year 6.35 Guangzhou Yuanheng Energy Non-related 7,651,306.70 Within 1 year 2.28 Co., Ltd. Total 331,513,371.63 98.58 18. Account received in advance (1) Details of account received in advance: In RMB Item 2014-6-30 Year-begin Account received in advance for goods - 512,402.70 (2) There is no advance fund of shareholders with 5% (including 5%) or more of the voting shares in the Group in the report period. 19. Wages payable In RMB Item Year-begin Increased Decreased 2014-6-30 I. wages, bonuses, allowances and 37,221,067.44 48,783,690.62 46,871,477.36 39,133,280.70 subsidies II. Welfare for employee - 37,190.00 37,190.00 - III. Social insurance 731,059.26 9,822,159.50 9,570,191.02 983,027.74 Including: Medical insurance 132,758.91 2,744,649.49 2,673,114.33 204,294.07 Endowment insurance 437,167.83 6,659,401.85 6,495,698.09 600,871.59 Unemployment insurance 45,961.39 154,868.40 149,549.70 51,280.09 Work injury insurance 109,639.84 235,157.78 226,888.29 117,909.33 Maternity insurance 5,531.29 28,081.98 24,940.62 8,672.65 IV. Housing provident fund 551,355.42 7,096,747.40 7,090,180.08 557,922.74 V. Union funds and staff education 1,607,994.03 979,470.72 682,283.00 1,905,181.75 expenses VI. Non-monetary welfare 14,516.89 - - 14,516.89 VII. Compensation for labor 302,182.46 - 302,182.46 - contract termination VIII. Enterprise annuities 2,916,513.00 - - 2,916,513.00 IX. Other 16,989.23 - 400.00 16,589.23 Total 43,361,677.73 66,719,258.24 64,553,903.92 45,527,032.05 Note: There is no fund in arrears in salaries payable to staff. 20. Taxes payable In RMB Item 2014-6-30 Year-begin VAT 13,076.84 27,275.63 Business tax 1,927,797.85 1,859,727.55 Enterprise income tax -6,260,469.49 14,803,610.02 56 - - Individual income tax 1,265,232.15 1,661,719.64 Land-use tax of town 1,317,547.33 1,588,507.01 Real estate tax 1,338,592.42 2,521,674.86 Others 1,253,181.62 219,728.85 Total 854,958.72 22,682,243.56 21. Interest payable In RMB Item 2014-6-30 Year-begin Long-term loan interest of installment and interest charges 9,984.99 10,816.67 Interest payable of short-term loan 32,080,997.35 31,079,138.44 HCP 74,022,567.34 67,685,090.69 Total 106,113,549.68 98,775,045.80 22. Other account payable Details of other account payable In RMB Item 2014-6-30 Year-begin Loan (note ) 206,473,308.65 206,473,308.65 Project expense 52,100,183.42 17,303,421.18 Temporary option contract amount 12,972,512.06 12,848,310.64 Quality guarantee deposit 2,401,369.11 8,463,062.13 Land use right charge 532,838.28 1,027,616.63 Fund of the Board 566,970.25 575,659.27 Other 16,307,739.40 17,142,524.16 Total 291,354,921.17 263,833,902.66 Note: represented the amounts borrowed by Shenzhong Development Company from HCP with the land use right and fixed assets owned by it as the pledge and represented the amounts borrowed by Shenzhong Development Company from the Bureau of Finance of Zhongshan Municipality. 23. Accrued liabilities In RMB Item Year-begin Increased Decreased 2014-6-30 Guarantee offering outside 27,500,000.00 - - 27,500,000.00 On 29 November 2013, Shenzhen Server and Jiahua Building Products (Shenzhen) Co., Ltd. (Jiahua Building) signed a supplementary term aiming at equity transfer over equity attribution and division of Yapojiao Dock, which belongs to Shenzhen Server, Huidong Server, and Huidong Nianshan Town Government as well as its subordinate Nanshan Group. In order to solve this remaining historic problem, Shenzhen Server saved RMB 12,500,000.00 in condominium deposit account as guarantee. In addition, Server pledged its 20% of equity holding from Huidong Server to Jiahua Architecture with pledge duration of 2 years. The amount of collateral on loans could not exceed RMB 15,000,000.00. As of 30 June 2014, the group is forecast to lose RMB 27,500,000.00concerning this matter. 24. Long-term loans In RMB 57 - - Item 2014-6-30 Year-begin Guarantee loans 6,000,000.00 6,000,000.00 Note: the loans guarantee provided to Environment Protection Co., by the Company, RMB 6,000,000.00. 25. Other non-current liability In RMB Item Content 2014-6-30 Year-begin Government grant with assets Deferred income 48,897,915.74 50,713,516.50 concerned Details of deferred incomes: In RMB Amount reckoned in Other Assets New Liability Year-begin 2014-6-30 related/income subsidy related non-operation changes revenue Treasury subsidies for Assets sludge drying 4,356,250.00 - 127,500.00 - 4,228,750.00 related Support fund of recycling Assets economy for sludge drying 11,333,291.07 - 323,501.46 - 11,009,789.61 related Subsidy for project of low-nitrogen Assets transformation for 33,201,802.75 - 1,276,992.42 - 31,924,810.33 related welcoming the Universiade Support fund of enterprise Assets informationalization 453,725.48 - 30,588.24 - 423,137.24 related Subsidy for energy-saving Assets technology reform 1,368,447.20 - 57,018.64 - 1,311,428.56 related Total 50,713,516.50 - 1,815,600.76 - 48,897,915.74 26. Share capital In RMB Changes Item Year-begin Bonus 2014-6-30 Other Subtotal shares I. Restricted shares 1.state-owned shares - - - - - 2. shares held by - - - - - state-owned companies 3. shares held by other 18,263.00 - - - 18,263.00 domestic investors 4. shares held by foreign - - - - - investors 58 - - Total restricted shares 18,263.00 - - - 18,263.00 II. Unrestricted shares 1. RMB common shares 338,894,012.00 - - - 338,894,012.00 2. Domestically listed 263,850,321.00 - - - 263,850,321.00 foreign shares 3. Overseas listed foreign - - - - - shares 4.other - - - - - Total unrestricted shares 602,744,333.00 - - - 602,744,333.00 III. Total shares 602,762,596.00 - - - 602,762,596.00 27. Capital reserve In RMB Item Year-begin Increased Decreased 2014-6-30 Capital premium 233,035,439.62 - - Including: investors’ capital 215,487,650.42 - - 215,487,650.42 Balance caused by the acquisition of minority interests 17,547,789.20 - - 17,547,789.20 Other capital surplus 129,635,002.84 - - 129,635,002.84 Including: capital surplus transferred from original system 129,631,483.51 - - 129,631,483.51 Total 362,670,442.46 - - 362,670,442.46 28. Surplus reserves In RMB Item Year-begin Increased Decreased 2014-6-30 legal surplus reserve 310,158,957.87 - - 310,158,957.87 Discretionary surplus 22,749,439.73 - - 22,749,439.73 reserve Total 332,908,397.60 - - 332,908,397.60 29. Retained profit In RMB Item Amount Retained profit at year-begin 302,714,103.81 Add: net profit attributable to shareholders of parent company -75,247,848.71 Less: withdrawal of statutory surplus reserve - Common Stock dividend payable - Retained profit at period-end 227,466,255.10 30. Operating income, operating cost (1) Operating income, operating cost In RMB 59 - - Item Current period Last period Main business income 526,457,442.05 564,655,995.03 Other business income 940,113.72 820,939.88 Total business income 527,397,555.77 565,476,934.91 Main business cost 754,950,526.23 911,070,410.26 Other business cost 1,514,465.15 93,814.96 Total business cost 756,464,991.38 911,164,225.22 (2) Main business (by industries) In RMB Current period Last period Industry Operating income Operating cost Operating income Operating cost Energy Industry 499,061,668.37 727,838,652.89 541,342,937.69 889,160,298.08 Engineering labors and - 2,742,845.01 510,000.00 2,408,143.85 services Sludge treatment 27,037,654.80 20,573,089.80 20,730,847.11 14,979,601.46 Other income 358,118.88 3,795,938.53 2,072,210.23 4,522,366.87 Total 526,457,442.05 754,950,526.23 564,655,995.03 911,070,410.26 (3) Main business (by products) In RMB Current period Last period Products Operating income Operating cost Operating income Operating cost Electricity sales 499,061,668.37 727,838,652.89 540,526,165.74 888,742,410.93 Heat sales - - 816,771.95 417,887.15 Engineering labors and - 2,742,845.01 510,000.00 2,408,143.85 services Sludge drying 27,037,654.80 20,573,089.80 20,730,847.11 14,979,601.46 Other 358,118.88 3,795,938.53 2,072,210.23 4,522,366.87 Total 526,457,442.05 754,950,526.23 564,655,995.03 911,070,410.26 (4) Condition of operating income of top 5 clients In RMB Clients Operating income Ratio in total operating income (%) Guangdong Power Grid Company 499,061,668.37 94.63 Shenzhen Water Bureau 27,037,654.80 5.13 Dongguan Dongchang Petrochemical Co., Ltd. 596,845.38 0.11 RongFengHua Stationery 259,392.00 0.05 Guangdong Dapeng LNG Company Ltd. 137,322.74 0.03 Total 527,092,883.29 99.94 31. Operating tax and surcharges In RMB Item Current period Last period 60 - - Business tax 2,953,299.03 2,695,465.62 206,898.77 City maintenance tax 183,640.11 195,595.16 Others 144,952.00 Total 3,355,792.96 3,024,057.73 32. Management expenses In RMB Item Current period Last period Salary 18,467,978.36 17,853,102.10 Taxes 2,126,376.28 2,056,740.26 Leasing expenses 2,857,978.71 3,141,609.97 Entertainment expense 1,531,724.81 2,154,359.11 Expenses for agency appointment 952,713.04 2,291,932.08 Vehicles expenses 2,220,530.48 1,921,740.43 Expenses from the Board 738,892.81 914,769.80 Housing fund 1,570,856.80 730,403.33 Depreciation expense 1,388,406.49 1,858,052.30 Amortization of intangible assets 1,048,582.24 1,416,697.32 Professional fees 301,730.29 426,528.00 Eco fee 945,405.88 1,007,844.78 Sundry expenses 1,350,674.49 1,445,859.61 Expenses for enterprise culture 181,155.00 459,813.50 Property expense 544,529.04 473,613.00 Office expenses 287,177.34 197,282.09 Endowment insurance 1,784,132.86 1,743,425.34 Communication charge 698,374.15 612,870.23 Business traveling charge 207,873.71 244,357.26 Stock charge 341,009.23 172,268.03 Medical insurance 853,379.29 767,887.23 Labor-union expenditure 406,733.10 350,989.14 Personnel education 214,676.21 89,352.57 Long-term expense for amortized 0.00 24,994.08 Other 2,170,186.02 2,722,249.88 Total 43,191,076.63 45,078,741.44 33. Financial expenses In RMB Item Current period Last period Interest expenditure 103,263,773.91 116,589,477.12 Less: capitalization interests expenses 12,832,567.64 - Less : interest income 2,164,599.64 2,750,339.44 Exchange gains/losses 127,658.52 -53,829.73 Other 5,613,033.29 1,052,587.97 Total 106,839,866.08 102,005,328.28 61 - - 34. .Return on investment In RMB Item Current period Last period Huidong Server (Note) -1,270,147.52 - Note: on 9 December 2013, 60% equity of Huidong Server held by controlling subsidiary of the Company Shenzhen Server was transferred, rests of the 40% equity re-measured by fair value and as for the added value of identifiable long-term assets on disposal date, depreciation and amortization in the Period amounting as 1,357,635.36 Yuan correspondingly. 35. Non-operating income In RMB Item Current period Last period Government grant 285,388,555.28 371,954,330.36 VAT return on impor&export of natural gas - 10,739,822.79 Profits of disposal of he non-current assets 69,220.00 299,145.30 Other 158,672.22 171,794.87 Total 285,616,447.50 383,165,093.32 Including particulars about governmental subsidies: In RMB Item Current period Last period Income from fuel subsidies 159,976,101.00 183,115,300.00 Subsidies income of fuel processing fee 123,596,853.52 187,360,199.68 Subsidy for project of low-nitrogen transformation 1,276,992.42 1,276,992.42 for welcoming the Universiade Support fund of enterprise informationalization 30,588.24 30,588.24 Subsidy for energy-saving technology reform 57,018.64 - Government bond subsidy for sludge drying 127,500.00 127,500.00 Support fund of recycling economy for sludge 323,501.46 43,750.02 drying Total 285,388,555.28 371,954,330.36 Note 1: Pursuant to the calculation method required by the Notice on Issuance of Provisional Collection of Gas and Fuel Processing Subsidy to Support the Peak Power Scheme of Local Burning Machine Power Plants (SFB No.74(2010)) issued by people municipality of Shenzhen, the Reply for Confirming the Power Generation Subsidy Scheme for Shenzhen Burning Machine Power Plants for 2011 (SZSITIC No.207(2010)), the Notice on Continuous Collection of Gas and Fuel Processing Subsidy to Support the Peak Power Generation Losses of Local Burning Machine Power Plants (SZSITIC No.2062011)), the Notice on Issuance of Provisional Rules for Management over Power Subsidy of Shenzhen Local Fuel (Gas) Machine sets (SFB No.54(2009)) issued by people municipality of Shenzhen and the Notice on Issuance of Electricity Subsidy Scheme of Gas-Engine Unit for year of 2013 in Shenzhen (SJMXXDZ Zi No.11 [2014]) issued by Economy, Trade and Information Commission of Shenzhen Municipality, the Company recognized fuel subsidy income for first half year of 2014 as 159,976,101 Yuan. 62 - - Note 2: According to the Notice on Collection of Gas and Fuel Process Fee on Temporary Basis (YFH(2008)No.31) issued by the municipal government of Guangdong Province and accounting measures of subsidy for gas and fuel process for year of 2013, the subsidy for gas and fuel process recognized by Zhongshan Power Company and Weimei Power Company for first half year of 2014 was 123,596,853.52 Yuan. 36. Non-operating expense In RMB Item Current period Last period Expenses from external donation 10,000.00 10,000.00 Gains and loss of disposal of fixed assets 196.00 - Other 184.50 - Total 10,380.50 10,000.00 37. Income tax expenses In RMB Item Current period Last period Current income tax calculated based on tax laws 1,692,763.26 and relevant regulations - 38. Basic EPS and diluted EPS (1) Earnings per share In RMB Current period Last period Profit in the Period Basic EPS Basic EPS Net profit attributable to common shareholders of the Company -0.12 -0.17 Net profit attributable to common shareholders of the Company after -0.13 -0.18 deducting non –recurring gains/losses (2)The Group has no dilution potential common shares held in the Period, thus, the diluted EPS equals to the basic EPS 39. Notes to item of cash flow statement (1)Cash received and related to other operation activities In RMB Item Current period Last period Drawback of duties for NG - 10,739,822.79 Income of fuel subsidies 407,770,600.00 474,528,624.40 Margin for gas purchased back from Dapeng 10,032,000.00 - Time deposit maturity - Other 4,301,540.58 4,413,169.49 Total 422,104,140.58 489,681,616.68 63 - - (2)Cash paid for other operating activities In RMB Item Current period Last period Discount paid for public facility supporting - 24,680,608.20 Land premium paid for over capacity - 32,386,269.86 Fee paid for intermediary organs engaged 1,438,036.89 2,173,007.55 Expenses from the Board 739,263.33 815,569.82 Leasing expense 3,756,007.33 2,891,588.07 Entertainment expense 1,458,277.01 1,989,284.91 Vehicles expense 2,502,077.13 1,945,279.17 Expenses for enterprise culture 111,194.00 402,803.50 Communication charge 793,027.80 566,882.56 Environmental expense 1,145,269.18 1,270,267.02 Enterprise annuity 193,262.22 2,120,828.20 Expense for land 1,027,616.63 1,453,650.00 Urban infrastructure supporting fees 409,634.50 - Expense for line maintenance 260,952.00 263,892.00 Other 11,790,761.91 10,368,567.03 Total 25,625,379.93 83,328,497.89 (3)Cash received from other financing-related activities In RMB Item Current period Last period Margin received 5,000,000.00 - 40. Supplementary information on cash flow statement (1) Information of regulate the net profit into the cash flow of operating activities: In RMB Item Current period Last period 1.Regulate the net profit into the cash flow of operating activities: Net profit -101,470,978.75 -113,738,115.14 Add: Asset impairment provision - - Depreciation of fixed assets 66,159,002.19 70,045,211.41 Amortization of intangible assets 1,420,437.88 1,704,280.68 Amortization of long-term deferred expenses - 24,994.08 Loss from disposing fixed assets, intangible assets and other -69,024.00 -299,145.30 long-term assets (income) Abandonment loss from fixed assets - - 64 - - Financial expenses(income) 106,839,866.08 102,005,328.28 Investment loss(income) 1,270,147.52 - Decrease of deferred income tax assets(increased) - - Decrease of inventory(increased) -8,556,790.53 -62,105,802.36 Decrease of receivable operating items(increased) 71,565,968.34 77,776,353.43 Increase of payable operating items(decreased) 252,930,200.27 430,017,209.16 Other - Net cash flow from operation activities 390,088,829.00 505,430,314.24 2. Major investment and financing activities not involving cash income and expenditure: Debt capitalization - - Convertible company bond due within one year - - Fixed assets acquired under finance leases - - 3. Net change of cash and cash equivalents: Balance of cash and cash equivalents at period-end 733,910,561.33 617,857,047.62 Less: Balance of cash and cash equivalents at year-begin 538,054,829.52 526,852,121.41 Net increase of cash and cash equivalents 195,855,731.81 91,004,926.21 (2) Composition of cash and cash equivalents In RMB Item 2014-6-30 Year-begin I. Cash 733,910,561.33 617,857,047.62 Including: cash in hand 189,909.33 248,607.75 Bank savings available for payment needed 732,930,725.68 616,975,538.01 Other monetary capital available for payment needed 789,926.32 632,901.86 II. Cash equivalent - - III. Balance of cash and cash equivalent at year-end 733,910,561.33 617,857,047.62 65 - - (VIII)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 VI 1. Subsidiaries of the Company 3. Other related parties of the Company Other related parties name Relationship between the Company Organization code Shareholders have major influence on Energy Group the Company 19218918-5 Minority shareholders of the HCP subsidiaries 733112675 Energy Holding Subsidiary of Energy Group 19224115-8 Director of the Company and other senior executives Key management staff Not applicable 4. Related Transactions (1) Lending money of related party Jan-Jun in this year: In RMB Amount of Commencement Balance dated 30 Related parties Maturity Date Note lending money date June 2014 Borrowing HCP 125,316,816.85 2013.01.01 2014.12.31 125,316,816.85 Renewal HCP 23,750,000.00 2013.01.01 2014.12.31 23,750,000.00 Renewal HCP 16,250,000.00 2013.01.01 2014.12.31 16,250,000.00 Renewal HCP 14,335,291.80 2013.01.01 2014.12.31 14,335,291.80 Renewal HCP 2,500,000.00 2013.01.01 2014.12.31 2,500,000.00 Renewal Last year: In RMB Amount of Commencement Balance dated 30 Related parties Maturity Date lending money date June 2013 Note Borrowing: HCP 125,316,816.85 2012.01.01 2013.12.31 125,316,816.85 Renewal HCP 23,750,000.00 2012.01.01 2013.12.31 23,750,000.00 Renewal HCP 16,250,000.00 2012.01.01 2013.12.31 16,250,000.00 Renewal HCP 14,335,291.80 2012.01.01 2013.12.31 14,335,291.80 Renewal HCP 2,500,000.00 2012.01.01 2013.12.31 2,500,000.00 Renewal (2) Fund occupation expenses 66 - - In RMB Amount in Jan-Jun 2014 Amount in Jan-Jun 2013 Price Proportion Proportion Related Transaction Transaction in amount in amount setting parties type content Amount of similar Amount of similar principal transaction transaction (%) (%) Fund HCP occupation Interest Note 6,337,476.65 100.00 6,337,476.65 100.00 expenses expenses Note: payment for the use of state funds is calculated according to loan rate of current capital of peer banks. (3) Account payable/receivable from related parties Account payable to related parties In RMB Item Related parties 2014-6-30 Amount at year-begin Account received Huidong Server 14,660,361.44 14,660,361.44 in advance Co-management account of 12,500,000.00 12,500,000.00 Huidong Server Subtotal 27,160,361.44 27,160,361.44 Other account HCP 182,152,108.65 182,152,108.65 payable Interest payable HCP 74,022,567.34 67,685,090.69 IX. Contingency In March 2008, the Company and Just-run (Singapore) Private Company (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. 67 - - From Apr.2008 to Oct.2008, based on the above confirmations, Just-run Company pays to the Company with US$ 2.10 million, the Company includes it into "other payables" item after receives this payment. On 6 November 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$3,736,958.66 as of November 27th, 2009. The Company replies on January 25th, 2010, which shows that the Company did not accept claims for loss compensation. On 31 March 2011, Just-run Company sent another letter to the Company which claimed that they are willing to coordinate with the Company continuously as for USD 79,962,943.00 we owed them and interests from the day of Nov. 6 of 2008, and invited the Company to raise up suggestion on this matter, meanwhile Just-run Company stressed to remain all the rights on this matter. The Company replied them with a letter on Apr. 6 of 2011 which showed we didn’t accept requirements from Just-run Company about compensation for loss, and agreed to answer their invitation and negotiate based on equality without influence on rights of both parties. On 6 February 2012, Jierun sent letter to the Company again, requiring the Company to pay the arrears of USD83, 699,901.66 and the related interests. The Company replied on 10 February 2012 to deny the loss compensation requirements of Jierun and require Jierun to pay the Company the amount payables of USD300, 000.00 under the confirmation latter No. 165723967102.11 arising in October 2008 and the interests accrued since 7 November 2008. And the Company agreed to be invited by Jierun for further negotiation in connection with this dispute provided that interests of both parties were not influenced. Subsequently, the Company negotiate with Jierun Company, under circucumstance of changed and/or give up any parties’ right. Ended as the disclosed date for this financial statement, the event has no further progress. If the negotiation doesn’t succeed, in the judgment of the management of the Company, it is possible to solve this dispute through justice channel. On 10 February 2014, Just-run sent a letter to the Company, repeated the claims of paying arrears of US$ 83,699,901.66 and relevant interest that stated in Letters of 6 February 2012. The Company replied on 28 March 2014 for claims to be not authorized, and asked for paying the payables US$ 300,000.00 under the confirmation No. 165723967102.11 from Just-run Company that arising in October 2008 and interest since from 7 November 2008, and the Company agrees to negotiate with Just-run Company for solving the issues on the basis of rights of both parties are not been affected. Up to the date the Financial Report authorized to disclosed, the event has no further progress. Management of the Company considers that the issue is open to solve through judicial channel if the negotiations fail to reach. 68 - - Based on the legal opinions issued by independent qualified lawyers in connection with the aforesaid event, the board of directors of the Company believes that: (1)Two confirmation letters and transaction have been terminated by both parties; (2)Various uncertainties still exist during the process of this issue, so it is not possible to make estimation for the potential solution approaches and results; (3)Since the final results cannot be estimated reasonably and reliably currently, projected liabilities shall not be recognized in the financial statements in the half year of 2014. The Board of Directors of the Company will promptly review the relevant accounting operation according to the progress of the above matters. X. Commitment 1. Capitalization commitment In RMB Item 2014-6-30 Year-begin Signed capital expenditure commitment which was still not recognized in financial statements -Construction commitment of long-term assets 28,826,800.00 26,750,000.00 -External investment commitment - - Total 28,826,800.00 26,750,000.00 Note: Construction commitment of long-term assets refers to the contract of technical supply renovation for 9E gas turbine low Nox burner that signed by Zhongshan Power, subsidiary of the Company (2)Commitment on operating lease Till the balance sheet day, the condition of irrevocable operating lease contract the Group externally signed is as follow: In RMB Item 2014-6-30 Year-begin Minimum lease payments of irrevocable operating lease: The first year after balance sheet day 6,735,783.50 6,739,925.50 The second year after balance sheet day 6,397,746.50 6,736,681.50 The third year after balance sheet day 3,728,646.50 3,728,646.50 Subsequent years 63,556,377.75 64,308,576.00 Total 80,418,554.25 81,513,829.50 XI. Events Occurring after the Balance Sheet Date 1. At the beginning of 2014, Ministry of Finance based on the Cai Kuai [2014] No.6, No.7, No.8, No.10, No.11, No.13, No.14 and No.16 respectively issued the “Accounting Standards for Business Enterprise No.39 –Fair value measurement”, “Accounting Standards for Business Enterprise No.30 –Preparation of financial statement (revised in 2014)”, “Accounting Standards for Business Enterprise No.9 –Employee compensation(revised in 2014)”, “Accounting Standards for Business Enterprise No.33 –Consolidated financial statement(revised in 2014)”, “Accounting Standards for Business Enterprise No.40 – Joint venture arrangements”, “Specification of Financial Liability and Equity Instrument and Regulation of relevant accounting treatment”, “Accounting Standards for Business Enterprise No.2 –Long-term Equity investment (revised in 2014)” and “Accounting Standards for Business Enterprise No.41 –Disclosure of Interests in Other Entities”, 69 - - asking implemented in all enterprises with the accounting standards performed in all enterprises since 1 July 2014, and encourage the enterprise listed overseas to performed the rules in advance. The Group performs the above mentioned rules since 1 July 2014, and made changes on relevant accounting policy in line with the rules that above mentioned. 2.The Company is prepare for a private placement, for uncertained from the placement, in order to protect interest of the investors and avoid major impact on price of the stock of the Company, in line with relevant regulations from Shenzhen Stock Exchange, being applied by the Company, stock of the Company suspended since 9 January 2014; up to disclosure date for the Report, stock of the Company still suspended. XII. Note to main items of financial statements of the Company 1. Accounts receivable (1) Accounts receivable classifying according to the category: In RMB 2014-6-30 Year-begin Bad debt Bad debt Book Balance Book Balance provision provision Type Propo A Propo Propo A Propo Amou rtion mo rtion Amou rtion mo rtion nt (%) unt (%) nt (%) unt (%) Account receivable with individual major amount and - - - - - - - - withdrawal bad debt provision independently Accounts receivable with minor amount and accounts 457,1 561,1 100.0 receivable with major amount found no devaluation 35,02 - - 65,82 - - - 0 after individual devaluation test 6.84 2.31 Account receivable with individual minor amount but - - - - - - - - withdrawal bad debt provision independently 457,1 561,1 100.0 Total 35,02 - - 65,82 - - - 0 6.84 2.31 (2) Age analysis of account receivable: In RMB 2014-6-30 Year-begin Ages Amount Proportion (%) Amount Proportion (%) Within 1 year 343,829,737.84 75.21 319,486,825.69 56.93 1 to 2 years 113,302,400.00 24.79 241,676,107.62 43.07 2 to 3years - - - - Over 3 years 2,889.00 0.00 2,889.00 0.00 Total 457,135,026.84 100.00 561,165,822.31 100.00 (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 In RMB Relationship between the Proportion in total account Name of the company Company Amount Age receivable (%) Bureau of Finance of Shenzhen Government institution 382,334,30 Within 2 83.64 70 - - Municipality 1.00 years Guangdong Power Grid 74,742,974 Within 1 Non-related 16.35 Company .34 year Within 1 Shenzhen University Non-related 54,862.50 0.01 year Over 3 Ai Xihua Non-related 2,889.00 0.00 years 457,135,02 Total 100.00 6.84 2. Other account receivable (1) Other account receivable classified according to type: In RMB 2014-6-30 Year-begin Bad debt Bad debt Book Balance Book Balance provision provision Type Prop Prop Prop Prop Amou ortio Amo ortio Amou ortio Amo ortio nt n (%) unt n (%) nt n (%) unt n (%) 16,7 16,7 16,78 16,78 Account receivable with individual major amount 81,6 81,6 100.0 1,666. 1.00 0.85 1,666. 1.04 and withdrawal bad debt provision independently 66.4 66.4 0 46 46 6 6 Accounts receivable with minor amount and 1,666, 1,589, accounts receivable with major amount found no 383,0 98.80 - - 197,4 98.75 - devaluation after individual devaluation test 56.84 76.22 Account receivable with individual minor amount 3,396, 3,04 3,396, 3,04 673.1 0.20 8,97 0.15 673.1 0.21 8,97 89.76 but withdrawal bad debt provision independently 1 9.11 1 9.11 19,8 19,8 1,686, 1,609, 100.0 30,6 100.0 30,6 Total 561,3 1.00 375,8 1.23 0 45.5 0 45.5 96.41 15.79 7 7 (2)Other account receivable classified according to age: In RMB 2014-6-30 Year-begin Ages Amount Proportion (%) Amount Proportion (%) Within 1 year 1,150,506,713.42 68.22 1,073,321,132.80 66.69% 1 to 2 years 384,352,071.98 22.79 384,352,071.98 23.88% 2 to 3years 90,141,334.50 5.34 90,141,334.50 5.60% Over 3 years 61,561,276.51 3.65 61,561,276.51 3.83% Total 1,686,561,396.41 100.00 1,609,375,815.79 100.00% (3)Withdrawal of bad debt provision ①Other account receivable with individual major amount and withdrawal bad debt provision independently In RMB Withdrawal Carrying Bad debt Content of other account receivable proportion Reasons amount provision (%) 71 - - Huiyang County Kangtai Industrial Company 14,311,626.70 14,311,626.70 100.00 Un-collectible Individual income tax 2,470,039.76 2,470,039.76 100.00 Un-collectible Total 16,781,666.46 16,781,666.46 100.00 ②Year-end account receivable with individual minor amount but withdrawal bad debt provision independently: In RMB Withdrawal Content of other account Withdrawal Book Balance Amount of Bad Reasons receivable proportion debt provision Deposit receivable 2,083,698.16 1,736,004.16 83.31 Un-collectible for overdue Dormitory amount receivable 1,312,974.95 1,312,974.95 100.00 Un-collectible for overdue Total 3,396,673.11 3,048,979.11 89.76 (4) There are no other account receivable of the shareholders who hold over 5 %( 5% included) voting rights in report period. (5) Top 5 companies in other account receivable In RMB Proportio n in total Relationship between the other Name of the company Amount Duration Group account receivabl e (%) Within 1 year to over 3 Shenzhong Development Subsidiary 794,250,011.27 years 47.09 Within 1 year to over 3 Zhongshan Power Company Subsidiary 637,575,803.07 years 37.80 Weimei Power Company Subsidiary 134,839,665.00 Within 1 year 7.99 Shenzhong Property Investment Subsidiary 90,642,949.99 Within 1 year 5.37 Environment Protection Subsidiary 5,152,743.72 Within 1 year Company 0.31 1,662,461,173. Total 05 98.56 (6) Account receivable from related parties In RMB Proportion in total other Units Relationship Amount account receivable (%) Shenzhong Development Subsidiary 794,250,011.27 47.09 Zhongshan Power Company Subsidiary 637,575,803.07 37.80 Weimei Power Company Subsidiary 134,839,665.00 7.99 Shenzhong Property Investment Subsidiary 90,642,949.99 5.37 Environment Protection Company Subsidiary 5,152,743.72 0.31 Shennan Singapore Subsidiary 212,337.56 0.01 72 - - Syndisome Co., Subsidiary 81,497.94 0.00 Total 1,662,755,008.55 98.57 73 - - 3. Long-term equity investment Details of long-term equity investment: In RMB Explanation on the Proportion Proportion incongruity of share of voting in share Impairment Cash Calculation Investment Balance at Balance dated holding in rights in holding Depreciation provision bonus Invested company Increase/decrease(+,-) method cost 30 June 2014 invested invested proportion reserves of accruing this year-begin company company and voting this year year (%) (%) proportion in invested company Cost Not Shenzhen Server 26,650,000.00 26,650,000.00 - 26,650,000.00 50 50 - - - method applicable New Power Cost Not 71,270,000.00 71,270,000.00 - 71,270,000.00 75 75 - - - Company method applicable Zhongshan Power Cost Not 410,740,000.00 410,740,000.00 - 410,740,000.00 55 55 - - - Company method applicable Engineering Cost Not 6,000,000.00 6,000,000.00 - 6,000,000.00 60 60 - - - Company method applicable Weimei Power Cost Not 115,319,049.76 115,319,049.76 - 115,319,049.76 40 40 - - - Company method applicable Cost Not Shennan Singapore 6,703,800.00 6,703,800.00 - 6,703,800.00 100 100 - - - method applicable Environment Cost Not Protection 55,300,000.00 55,300,000.00 - 55,300,000.00 70 70 - - - method applicable Company Shenzhong Cost Not - - - - 75 75 - - - Development method applicable Shenzhong Cost Not Property - - - - 75 75 - - - method applicable Investment Jiangxi Nuclear Cost 49,315,000.00 57,315,000.00 57,315,000.00 5 5 Not - - - 74 - - Power method - applicable Total 741,297,849.76 749,297,849.76 749,297,849.76 - - - - Less: depreciation - - reserves - Net amount long-term equity 749,297,849.76 749,297,849.76 - investment 75 - - 4. Operation revenue/cost (1) Operation revenue/cost In RMB Item Current period Last period Main business revenue 195,266,910.43 132,378,837.12 Other business revenue 10,566,609.30 11,806,253.39 Total operation revenue 205,833,519.73 144,185,090.51 Main business cost 338,131,663.22 323,069,677.52 Other business cost 571,584.56 93,814.96 Total operation cost 338,703,247.78 323,163,492.48 (2) Main business (by industries) In RMB Current period Last period Industries Operation revenue Operation cost Operation revenue Operation cost Energy 195,266,910.43 338,131,663.22 132,378,837.12 323,069,677.52 (3) Main business (by products) In RMB Current period Last period Industries Operation revenue Operation cost Operation revenue Operation cost Electricity sold 195,266,910.43 338,131,663.22 131,562,065.17 322,651,790.37 Thermal sold - - 816,771.95 417,887.15 Total 195,266,910.43 338,131,663.22 132,378,837.12 323,069,677.52 (4) Operation revenue from top five clients In RMB Ratio in total operation Name Operation revenue revenue (%) Guangdong Power Grid Company 195,266,910.43 94.87 Environment Protection Company 7,130,997.53 3.46 76 - - New Power Company 3,174,738.24 1.54 Qianhai Development Investment Holding Co., Ltd. 143,550.00 0.07 Jinque Collection Stations of Shenzhen Metal Recycling Co., Ltd. 64,615.38 0.03 Total 205,780,811.58 99.97 5. Supplement of cash flow statement In RMB Item Current period Last period 1. Net profit adjusted as cash flow from operation activities: Net profit -26,411,819.71 -43,728,542.80 Add: Assets for impairment Depreciation of fixed assets 8,995,348.46 6,209,120.73 Amortization of intangible assets 674,323.56 663,794.16 Amortization of long-term expenses to be amortized - 24,994.08 Loss from disposal of fixed assets, intangible assets and other - - long-term assets (income) Abandonment loss from fixed assets - Financial expenses (income) 64,338,852.85 68,038,686.24 Investment losses (income) - - Decrease of deferred income tax assets (increased) - - Decrease of inventory (increased) - -2,155,641.11 Decrease of operational receivable (increased) 61,139,147.93 -136,923,004.58 Increase of operational payable (decreased) 183,897,713.75 456,708,266.61 Other - Net cash flow from operation activities 292,633,566.84 348,837,673.33 2. Major investment and financing activities not involved with cash income and expenses: 77 - - Debt transfer to assets - - Convertible bonds due within one year - - Financing rent-in fixed assets - - 3. Net changes of cash and cash equivalent: Balance of cash and cash equivalent at year-end 454,942,282.75 354,811,794.41 Less: Year-beginning balance of cash and cash equivalent 264,557,683.68 204,114,395.05 Net increase of cash and cash equivalent 190,384,599.07 150,697,399.36 XIII. Supplementary information 1. Statement of non-recurring gains/losses In RMB Item Amount in Jan-Jun 2014 Amount in Jan-Jun 2013 Gains/losses from the disposal of non-current asset Governmental subsidy calculated into current gains and losses, with closely related with the normal business of the Company, 1,478,830.68 1,815,600.76 excluding the fixed-amount or fixed-proportion governmental subsidy according to the unified national standard) Gains/losses from debt restructuring 0 - Carry-back of depreciation reserves for receivables that testing 0 independently - VAT return on impor&export of natural gas 10,739,822.79 - Other non-operating income and expenditure except for the 460,940.17 aforementioned items 217,511.72 Impact on income tax - -65,004.62 Impact on minority shareholders’ equity (post-tax) -3,334,681.88 -78,805.44 Total 9,344,911.76 1,889,302.42 2. ROE and EPS In RMB Profit in the Period Weighted average ROE EPS 78 - - (%) Basic EPS Diluted EPS Net profit attributable to shareholders of the -4.81% -0.12 Not applicable listed company Net profit attributable to shareholders of the listed company after deducting -4.93% -0.13 Not applicable non-recurring gains and losses 79 - -