SHENZHEN CHIWAN PETROLEUM SUPPLY BASE CO., LTD. THE THIRD QUARTERLY REPORT OF 2009 §1 Important Notice 1.1 The Board of Directors, the Board of Supervisors, directors, supervisors and senior management of the Company confirm that there are no false representations, misleading statements or material omissions contained herein, and individually and/or jointly take full responsibility for the truthfulness, accuracy and completeness of the contents of this report. 1.2 The Company’s 2009 third quarterly financial report has not been audited. 1.3 All the directors have attended the Board Meeting. 1.4 Mr. Han Guimao, Chairman of the Board, Ms. Yu Zhongxia, Deputy Financial Controller and Mr. Zeng Xiaoming, Manager of Finance Department, hereby ensure the truthfulness and completeness of the financial report enclosed in this report. §2 Corporate Information 2.1 Major Accounting Data and Financial Index Unit: RMB 30th Sep, 2009 31st Dec, 2008 Period-on-Period Increase/Decrease Total Assets 2,595,562,124.65 2,269,548,271.28 14.36% Total Shareholders’ Equity Attributed to the Shareholders of the Parent Company 929,740,335.35 886,063,910.86 4.93% Capital Stock 230,600,000.00 230,600,000.00 - Net Assets per Share Attributed to the Parent Company (Yuan/per share) ) 4.03 3.84 4.95% July to September, 2009 Increase/Decrease over the Same Period January to September, 2009 Increase/Decrease over the Same Period Total Operating Revenue 90,506,762.78 24.24% 241,367,521.46 14.71% Net Profit Attributed to the Shareholders of Parent Company 29,429,782.26 44.75% 83,339,624.49 91.73% Net Cash Flow from Operation Activities - - 181,736,947.08 3.71% Net Cash Flow per Share from Operation Business (Yuan/per share) ) - - 0.79 3.95% Basic Earnings per Share (Yuan/per share) 0.13 44.44% 0.36 89.47% Diluted Earnings per Share (Yuan/per share) 0.13 44.44% 0.36 89.47% ROE ( % ) 3.17 An increase of 0.78 percentage points 8.96 An increase of 3.86 percentage points ROE after Deducted of Non-recurring Gain/Loss Attributed to the Parent Company ( % ) 3.16 An increase of 0.73 percentage points 8.96 An increase of 3.72 percentage points2 Unit: RMB Items of Non-recurring Losses and Gains Amount from Jan to Sep, 2009 Losses and Gains on Disposal of Non-current Assets -984,206.47 Government subsidy accounted as current losses and gains, excluding those closely related to the company's operation businesses, granted on a continuous basis according to a preset amount or quantity standards persistent to the state policy. 1,480,804.00 The amount affected by income tax -275,955.96 Other non-operating income and expenditure, excluding above-mentioned items -187,708.79 Total 32,932.78 2.2 Total number of shareholders and top ten tradable shareholders Unit: Share Total No. of Shareholders 8,601 Information of Top Ten Tradable Shareholders Names of Shareholders Shares of Shareholders Type OFFSHORE JOINT SERVICES (BASES) CO. OF SGP. PTE LTD 51,180,000 B CHINA MERCHANTS SECURITIES(HK) CO., LTD 1,610,093 B GUOTAI JUNAN SECURIES(HONGKONG) LIMITED 1,178,505 B SUN LIFENG 676,870 B OU YANPING 630,800 B WU CHI LI 555,000 B MORGAN STANLEY&CO. INTERNATIONAL PLC 450,100 B PAN BO 349,800 B CHEN CHUNPENG 336,600 B LUO WEIDONG 325,101 B §3 Significant events 3.1 Explanations and reasons of significant changes of financial statements and financial index I Applicable J Inapplicable ( 1 ) The ending balance of account receivable is RMB 45,447,923.12, an increase of 51.20% compared with the beginning balance. It is caused by revenue increase and some deferred payments. ( 2 ) The ending balance of other account receivable is RMB 12,861,216.36, an increase of 213.56% compared with the beginning balance. It is caused by prepaid payments of equipment purchase and increasing of fund of disbursement. ( 3 ) The ending balance of constructions in process is RMB 459,418,247.77, an increase of 35.43% compared with the beginning balance. It is caused by constructions of Tianjin and Xindu logistics parks.3 ( 4 ) The ending balance of intangible assets is RMB 808,674,855.65, an increase of 95.95% compared with the beginning balance. It is caused by the effectiveness of 25 years lease contract of Chiwan yard. ( 5 ) The ending balance of long-term loans is RMB 750,000,000 and the beginning balance is RMB 0. It is caused by the adjustment of debt structure. Some short-term loans turn to long-term loans. ( 6 ) Investment income from 1st Jan, 2009 to the end of the report period is RMB 22,792,554.78. The investment income over the same period of last year is RMB -1,951,103.04. It is because that Chiwan Sembawang Engineering (CSE) turns its losses of RMB 8.15 million into gains of RMB 69.02 million. ( 7 ) From 1st Jan, 2009 to the end of the report period, non-operating income is RMB 1,578,492.44 with a year-on-year increase of 2,086.12%.It is caused by the government subsidy to the subsidiaries. ( 8 ) From 1st Jan, 2009 to the end of the report period, non-operating expense is RMB 1,898,485.86 with a year-on-year increase of 47.39%. It is caused by disposal cost for Shenyang project. ( 9 ) From 1st Jan, 2009 to the end of the report period, income tax is RMB 10,894,888.12 with a year-on-year increase of 54.66%. It is caused by the increase of profit and income tax rate. 3.2 Significant events, their impact and explanation of solution. J Applicable I Inapplicable 3.3 The fulfillment of commitment of the Company, shareholders and actual controllers. JApplicable I Inapplicable 3.4 The warning and explanation of deficit probability by the end of next report period or considerable change of net profit over the same period of last year. J Applicable I Inapplicable 3.5 Other significant events There is no supply of funds and no external guarantee against procedures to the controlling shareholders or their affiliates. 3.5.1 Reception of investors and medias In the report period, implementing the Guidelines of Fair Information Disclosure for Listed Companies and Regulations of Investors Relation Management, the Company strictly observed the principles of fair information disclosure to ensure the objectiveness, authenticity and completeness of the information and had never been engaged in any activity of revealing, disclosing or letting out in advance any private information. The Company had received many telephone enquiries but no investors asking on-site investigation or written enquiries. 3.6 Investment of financial derivatives JApplicable I Inapplicable 3.6.1 Holdings of financial derivatives investment at the end of report period JApplicable I Inapplicable4 §4 Appendix 4.1 Balance Sheet Unit: RMB Sep 30,2009 Jan 1 ,2009 Items Consolidated Parent company Consolidated Parent company Current assets: Cash and cash equivalents 231,201,879.84 220,689,995.30 131,387,928.04 80,240,914.36 Notes receivable Accounts receivable 45,447,923.14 35,872,322.95 30,058,340.97 18,180,431.33 Prepayments in advance 1,419,097.34 493,810.52 1,253,214.62 666,692.87 Interest receivable Dividend receivable 37,260,777.76 Other receivable 12,861,216.36 578,428,252.15 4,101,625.86 383,229,928.01 Inventories 1,284,214.45 1,184,920.44 1,426,789.13 1,292,411.92 Non-current asset due in 1 year Other current assets Total current assets 292,214,331.13 836,669,301.36 168,227,898.62 520,871,156.25 Non-current assets: Long-term accounts receivable Long-term share equity investment 301,831,584.81 825,985,356.94 279,739,030.03 803,892,802.16 Investment Property 528,017,267.61 115,403,303.03 479,508,264.36 96,941,237.80 Fixed assets 155,707,363.93 46,677,463.61 146,384,412.87 44,629,869.67 Construction in progress 459,418,247.77 430,592.20 339,240,607.25 29,866,123.04 Construction material Disposal of fixed assets Intangible assets 808,674,855.65 396,889,894.35 412,695,502.70 27,390,042.79 Development expenditures Goodwill Long-term expenses to be amortized Deferred income tax assets 2,494,576.95 36,963.88 2,796,005.65 36,963.88 Other non-current assets: 47,203,896.80 440,956,549.80 381,154,260.00 Total non-current assets: 2,303,347,793.52 1,385,423,574.01 2,101,320,372.66 1,383,911,299.34 Total assets: 2,595,562,124.65 2,222,092,875.37 2,269,548,271.28 1,904,782,455.59 Current liabilities: Short-term loans 289,184,000.00 289,184,000.00 855,000,000.00 855,000,000.00 Notes payable 29,947,807.68 29,947,807.68 Account payable 9,542,682.72 8,608,925.46 1,311,094.09 1,039,045.63 Received in advance 615,797.42 390,724.80 Employees’ wage payable 12,976,301.09 10,946,362.72 15,252,748.28 13,787,725.01 Tax payable 11,674,339.43 7,437,405.58 11,772,839.61 9,547,357.13 Interest payable 2,325,305.46 2,325,305.46 1,419,943.75 1,419,943.75 Others payables 422,077,796.79 270,449,332.34 358,055,082.99 185,091,297.21 Non-current liability due in 1 year5 Other current liabilities Total current liabilities 778,344,030.59 618,899,139.24 1,243,202,433.52 1,065,885,368.73 Non-current liabilities: Long-term loans 750,000,000.00 750,000,000.00 Long-term account payable Special payable 2,000,000.00 Deferred income tax liability Other non-current liabilities 26,719,571.64 26,150,354.25 27,577,121.24 27,577,121.24 Total non-current liabilities 778,719,571.64 776,150,354.25 27,577,121.24 27,577,121.24 Total liabilities 1,557,063,602.23 1,395,049,493.49 1,270,779,554.76 1,093,462,489.97 Shareholders’ equity Share capital 230,600,000.00 230,600,000.00 230,600,000.00 230,600,000.00 Capital reserves 220,640,584.58 208,453,861.91 220,640,584.58 208,453,861.91 Less : Treasury Stock Surplus reserves 184,522,601.92 184,522,601.92 180,538,930.34 180,538,930.34 undistributed profits 293,977,148.85 203,466,918.05 254,284,395.94 191,727,173.37 Difference for foreign currency translation Total shareholders’ equity attributable to the parent company 929,740,335.35 827,043,381.88 886,063,910.86 811,319,965.62 Minority 108,758,187.07 112,704,805.66 Total shareholders’ equity 1,038,498,522.42 827,043,381.88 998,768,716.52 811,319,965.62 Total Liabilities and Equities 2,595,562,124.65 2,222,092,875.37 2,269,548,271.28 1,904,782,455.59 4.2 Income statement (from Jul 1 to Sep 30) Unit: RMB Jul 1- Sep 30,2009 Jul 1- Sep 30,2008 Items Consolidated Parent company Consolidated Parent company I. Total business revenue 90,506,762.78 59,114,180.92 72,847,216.20 46,353,871.83 Incl. Business revenue 90,506,762.78 59,114,180.92 72,847,216.20 46,353,871.83 Interest income II. Total business cost 72,003,540.11 49,933,752.72 55,363,958.86 38,412,442.27 Incl. Business cost 42,043,620.15 29,018,987.97 24,613,509.90 14,384,691.02 Interest cost Business tax and surcharge 4,348,450.63 2,581,711.26 3,591,388.44 1,939,175.61 Sales expense Administrative expense 13,177,032.30 9,234,351.70 14,540,222.95 9,721,111.00 Financial expense 12,434,437.03 9,098,701.79 12,618,837.57 12,367,464.64 Plus: Gains from change of fair value (“-” for loss) Investment income (“-” for loss) 12,460,107.27 12,460,107.27 5,219,953.97 5,219,953.97 Incl. Investment income from affiliates 12,460,107.27 12,460,107.27 5,164,653.98 5,164,653.98 Exchange gains(“-” for loss) III. Operational profit (“-” for loss 30,963,329.94 21,640,535.47 22,703,211.31 13,161,383.53 Plus: Non-operating income 1,464,894.91 11,190.00 48,521.69 37,974.62 Less: Non-operating expenditure 1,747,697.93 56,439.01 308,866.71 297,614.036 Incl. Loss from disposal of non-current assets 1,637,817.22 53,261.42 206,821.95 195,614.03 IV. Gross profit (“-” for loss) 30,680,526.92 21,595,286.46 22,442,866.29 12,901,744.12 Less: Income tax expenses 2,975,484.74 1,827,035.83 2,111,423.63 1,382,722.22 V. Net profit (“-” for net loss) 27,705,042.18 19,768,250.63 20,331,442.66 11,519,021.90 Net profit attributable to the owners of parent company 29,429,782.26 19,768,250.63 20,331,442.66 11,519,021.90 Minor shareholders’ equity -1,724,740.08 VI. Earnings per share: : (I) Basic earnings per share 0.13 0.09 0.09 0.05 (II) Diluted earnings per share 0.13 0.09 0.09 0.05 VII. Other comprehensive income - - - - VIII. Accumulated other comprehensive income 27,705,042.18 19,768,250.63 20,331,442.66 11,519,021.90 (I) Accumulated other comprehensive income to the owners of parent company 29,429,782.26 19,768,250.63 20,331,442.66 11,519,021.90 (II) Accumulated other comprehensive income to Minor shareholders -1,724,740.08 4.3 Income Statement (from Jan 1 to Sep 30) Unit: RMB Jan 1-Sep 30,2009 Jan 1-Sep 30,2008 Items Consolidated Parent company Consolidated Parent company I. Total business revenue 241,367,521.46 151,147,076.21 210,419,357.48 137,348,359.53 Incl. Business revenue 241,367,521.46 151,147,076.21 210,419,357.48 137,348,359.53 Interest income II. Total business cost 173,552,188.80 110,307,316.04 156,740,639.83 108,859,308.57 Incl. Business cost 95,149,208.79 59,201,481.81 69,749,513.57 41,915,608.98 Interest cost Business tax and surcharge 11,304,887.92 6,379,609.88 9,824,085.17 5,770,946.73 Sales expense Administrative expense 36,418,564.85 24,033,848.70 43,366,235.45 28,026,210.56 Financial expense 30,679,527.24 20,692,375.65 33,800,805.64 33,146,542.30 Plus: Gains from change of fair value (“-” for loss) Investment income (“-” for loss) 22,792,554.78 22,792,554.78 -1,951,103.04 -1,951,103.04 Incl. Investment income from affiliates 22,792,554.78 22,792,554.78 -2,106,403.23 -2,106,403.23 Exchange gains(“-” for loss) III. Operational profit (“-” for loss 90,607,887.44 63,632,314.95 51,727,614.61 26,537,947.92 Plus: Non-operating income 1,578,492.44 56,889.00 72,205.29 53,688.62 Less: Non-operating expenditure 1,898,485.86 153,940.42 1,288,037.88 1,087,715.06 Incl. Loss from disposal of non-current assets 1,643,688.63 59,132.83 462,092.86 449,934.94 IV. Gross profit (“-” for loss) 90,287,894.02 63,535,263.53 50,511,782.02 25,503,921.48 Less: Income tax expenses 10,894,888.12 8,148,647.27 7,044,288.47 4,962,904.467 V. Net profit (“-” for net loss) 79,393,005.90 55,386,616.26 43,467,493.55 20,541,017.02 Net profit attributable to the owners of parent company 83,339,624.49 55,386,616.26 43,467,493.55 20,541,017.02 Minor shareholders’ equity -3,946,618.59 VI. Earnings per share: : (I) Basic earnings per share 0.36 0.24 0.19 0.09 (II) Diluted earnings per share 0.36 0.24 0.19 0.09 VII. Other comprehensive income - - - - VIII. Accumulated other comprehensive income 79,393,005.90 55,386,616.26 43,467,493.55 20,541,017.02 (I) Accumulated other comprehensive income to the owners of parent company 83,339,624.49 55,386,616.26 43,467,493.55 20,541,017.02 (II) Accumulated other comprehensive income to Minor shareholders -3,946,618.59 4.4 Cash Flow Statement Unit: RMB Jan 1-Sep 30,2009 Jan 1-Sep 30,2008 Items Consolidated Parent company Consolidated Parent company I. Net cash flow from business operation Cash received from sales of products & providing of services 228,604,190.42 135,647,447.54 200,043,732.46 128,491,377.84 Received tax return 536,367.24 Other cash received for business activities 60,234,900.21 116,858,565.46 65,513,585.45 38,256,842.69 Sub-total of cash inflow from business activities 289,375,457.87 252,506,013.00 265,557,317.91 166,748,220.53 Cash paid for purchasing of merchandise and services 29,015,452.03 20,996,621.94 23,690,118.51 17,774,800.32 Cash paid to or for staffs 30,992,150.45 21,917,485.83 26,932,264.17 18,818,558.25 Taxes paid 33,618,541.44 21,357,721.83 27,234,107.51 19,057,686.26 Other cash paid for business activities 14,012,366.87 10,643,206.71 12,468,520.31 8,934,846.80 Sub-total of cash outflow from business activities 107,638,510.79 74,915,036.31 90,325,010.50 64,585,891.63 Net cash flow from business operation 181,736,947.08 177,590,976.69 175,232,307.41 102,162,328.90 II. Cash flow from investing Cash received from investments 700,000.00 700,000.00 30,100,000.20 30,100,000.20 Net cash received from disposal of fixed assets, intangible assets, and other long-term assets 10,727.82 2,227.82 49,980.00 33,000.00 Net cash received from disposal of subsidiaries and other operational units Other cash received for investment activities 2,000,000.008 Sub-total of cash inflow due to investment activities 2,710,727.82 702,227.82 30,149,980.20 30,133,000.20 Cash paid for construction of fixed assets, intangible assets and other long-term assets 192,970,212.98 188,180,478.66 303,294,150.24 296,207,715.75 Cash paid for investment Net cash paid for getting subsidiaries and other operational units 90,000,000.00 Other cash paid for investment activities Sub-total of cash outflow from investment activities 192,970,212.98 188,180,478.66 303,294,150.24 386,207,715.75 Net cash flow from investment -190,259,485.16 -187,478,250.84 -273,144,170.04 -356,074,715.55 III. Cash flow from financing Cash received from investment Incl. Cash received from minor shareholders Cash received from loans 1,009,184,000.00 1,051,184,000.00 695,000,000.00 808,700,000.00 Other cash received fro m financing activities Sub-total of cash inflow from financing activities 1,009,184,000.00 1,051,184,000.00 695,000,000.00 808,700,000.00 Repayment for debts 825,000,000.00 825,000,000.00 388,953,212.44 388,953,212.44 Cash paid for dividend or interests 75,862,756.79 75,862,756.79 86,794,021.48 86,794,021.48 Incl. Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities Sub-total of cash outflow from financing activities 900,862,756.79 900,862,756.79 475,747,233.92 475,747,233.92 Net cash flow from financing 108,321,243.21 150,321,243.21 219,252,766.08 332,952,766.08 IV. Influence of exchange rate alternation on cash and cash equivalents 15,246.67 15,111.88 1,240,533.74 1,241,100.35 V. Net increase of cash and cash equivalents 99,813,951.80 140,449,080.94 122,581,437.19 80,281,479.78 Plus: Balance of cash and cash equivalents at the beginning of term 131,387,928.04 80,240,914.36 84,572,921.25 76,940,780.32 VI. Balance of cash and cash equivalents at the end of term 231,201,879.84 220,689,995.30 207,154,358.44 157,222,260.10 4.5 Financial Statements The financial statements have not been audited. Shenzhen Chiwan Petroleum Supply Base Co., Ltd 30th Oct, 2009