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方 大B:2012年第一季度报告全文(英文版)2012-04-19  

						China Fangda Group Co., Ltd.                                                                  The 1st Quarterly Report 2012 (Full Text)




                                        China Fangda Group Co., Ltd.


                            The 1st Quarterly Report 2012 (Full Text)


§1 Important Declaration

     1.1 The Board of Directors and the directors of the Company guarantee that there are no significant
omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint
responsibilities for the truthfulness, accuracy and completeness of the Report.
     1.2 Directors other than the followings presented at the Board Meeting on which this report was examined:
Name of the director
                             Position                          Reason for not presenting the meeting                 Name of consignee
    absented
Xiong Jianwei          Director               Business cause                                                        Wang Shengguo
     1.3 The financial statements carried in this report are not audited.
     1.4 Mr. Xiong Jianming, the Chairman, Mr. Lin Kebing, the Financial Officer, and Mr. Chen Yonggang, the
Accounting Manager hereby declares that: The financial statements carried in this quarterly report are of authentic
and complete.

§2 Company Profile

2.1 Financial highlights

                                                                                                                         In RMB Yuan
                                                       Ended this report term          Ended previous year          Changed by (%)
                Total asset (RMB)                                2,093,089,951.46             2,163,325,598.14                    -3.25%
Owners’ equity attributable to the shareholders of
                                                                 1,083,046,394.53             1,073,843,444.65                    0.86%
           the listed company (yuan)
           Total capital share (shares)                            756,909,905.00               756,909,905.00                    0.00%
      Net asset per share attributable to the
                                                                              1.43                        1.42                    0.70%
 shareholders of the listed company (Yuan/share)
                                                          This report term            Same period last year         Changed by (%)
                 Turnover (yuan)                                   233,711,878.60               261,994,647.36                  -10.80%
   Net profit attributable to shareholders of the
                                                                     9,160,949.85                16,838,681.42                  -45.60%
              listed company (yuan)
 Net Cash flow generated by business operation
                                                                   -42,490,494.14               -92,793,091.30
                   (RMB)
 Net Cash flow per share generated by business
                                                                             -0.06                       -0.12
             operation (yuan/share)
      Basic earnings per share (Yuan/share)                                   0.01                        0.02                  -50.00%
     Diluted earnings per share (Yuan/share)                                  0.01                        0.02                  -50.00%
               Weighted average net
                                                                            0.85%                       1.65%                     -0.80%
              income/asset ratio (%)
            Weighted average net
      income/asset ratio less non-recurring                                 0.79%                       1.40%                     -0.61%
                 gain/loss(%)



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China Fangda Group Co., Ltd.                                                                   The 1st Quarterly Report 2012 (Full Text)




Non-recurring gain and loss items
√ applicable    □ not applicable
                                                                                                                          In RMB Yuan
                                                                           Amount from beginning of year to
                   Non-recurring gain and loss items                                                               Note (if applicable)
                                                                              the end of report period
Gain/loss of non-current assets                                                                     -73,010.51
Government subsidies accounted into current gain/loss account, other
than those closely related to the Company’ common business, comply
                                                                                                    362,000.00
with the national policy and continues to enjoy at certain fixed rate or
amount.
Gain/loss from debt reorganization                                                                  -32,984.31
Other non-business income and expenditures other than the above                                     586,199.47
Influenced amount of minority shareholders’ equity                                                     -60.55
Influenced amount of income tax                                                                    -171,463.69
                                  Total                                                             670,680.41                -


2.2 Total of shareholders and the top 10 holders of unconditional shares

                                                                                                                                  In shares
Total shareholders at the end of the report period
                                                                                                                                      77,060
                   (accounts)
                                        Top ten holders of the shares without subscription limitation
                                                      Amount of unconditional shares held at
             Full name of shareholder                                                                            Categories
                                                             the end of report term
Shenzhen Banglin Technologies Development
                                                                                    68,774,273 RMB common shares
Co., Ltd.
Liaoning Fangda Group Industry Co., Ltd.                                            30,765,226 RMB common shares
Shenzhen Shilihe Investment Co., Ltd.                                               17,860,992 RMB common shares
Wang Shaolin                                                                        16,800,000 RMB common shares
                                                                                                  Foreign shares placed in domestic
Shengjiu Investment Ltd.                                                            13,768,120
                                                                                                  exchange
                                                                                                  Foreign shares placed in domestic
Cao Yifan                                                                             3,336,565
                                                                                                  exchange
Chen Binblin                                                                          3,116,400 RMB common shares
                                                                                                  Foreign shares placed in domestic
Chen Lihong                                                                           2,305,365
                                                                                                  exchange
                                                                                                  Foreign shares placed in domestic
Zhen Fan                                                                              1,880,000
                                                                                                  exchange
Tan Wenjun                                                                            1,625,288 RMB common shares


§3     Significant Events

3.1 Details and causations of major change in major accounting subjects and financial indices

√ applicable     □ not applicable
1. Notes receivable decreased by 85.65%, which was caused by mature of notes and endorsing of notes;
2. Construction in progress increased by 31.88%, which was caused by increase of investment to Dongguan Base;
3. Notes payable decreased by 51.89%, which was caused by mature of notes.
4. Wage payable decreased by 43.73%, which was caused by distributing of annual bonus at end of 2011.
5. Operational tax and surcharge increased by 52.85%, which was caused by increase of VAT payable and surcharges, and increasing
of local education surcharges.



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China Fangda Group Co., Ltd.                                                                  The 1st Quarterly Report 2012 (Full Text)


6. Asset impairment loss decreased by 320.30%, which was caused by retrieving of old account in the report period.
7. Loss from fluctuation of fair value decreased by 100%, which was caused by no increase with the fair value of investment
property.
8. Non-operational income increased by 154.33%, which was caused by receiving of government subsidy.
9. Income tax expenses decreased by 53.96%, which was caused by decrease of income tax payable upon profit.
10. Under the impact of macro economy, some of the curtain wall projects were launched later than schedule, which caused 10.8% of
drop in income. Meanwhile the gross profit is higher and decrease of overseas sales, the gross profit rate decreased by 1.85%, the net
profit attributable to the owners of the parent company has decreased by 45.60%.


3.2 Progress of significant events, their influence, countermeasures, and analysis

3.2.1 None-standard opinions

□applicable    √ not applicable


3.2.2 Illegal providing of capital or guarantees to the holding shareholder or its related parties or external
parties

□applicable    √ not applicable


3.2.3 Signing and execution of major business contracts

√ applicable      □ not applicable
1. Shenyang Xingmo’er Shopping Mall curtain wall project is proceeding as scheduled by the contract;
2. China ASEAN (Liuzhou) Industry Trading Center curtain wall project is proceeding as scheduled;
3. Zhongguanghe Building curtain wall project is proceeding as scheduled;
4. Shenzhen Airport Expanding T3 Tower curtain wall project is proceeding on schedule.
5. Angola New International Airport Tower outer wall decoration project is proceeding as scheduled.
6. Xi’an Metro line No.1 PSD project is proceeding on schedule.
7. Wuhan Metro Line No.2 PSD project is proceeding on schedule.
8. Dalian Metro safe door system project was on schedule.


3.2.4 Misc.

√ applicable      □ not applicable
I. The Company neither provided capital to the holding shareholder or other related parties nor provided any guarantee to external
parties;
II. No shareholder holding over 30% of shares of the Company, therefore no shareholder with over 30% shares proposed or practiced
share increasing plan.
III. No cash dividend was distributed in the report term;
IV. No investment on securities or derivate instruments conducted by the Company;
V. In the report term, there isn’t any particular sales, project contracting or service providing contract accounted for over 50% of the
main business turnover as audited, or with absolute amount over RMB1 billion.
VI. Statement of internal control operation in the 1st quarter of 2012
According to the Enterprise Internal Control Criteria issued jointly by the five national departments, and the Notice on Implementing
of Internal Control Criteria in PLCs located in Shenzhen, the Company has planned and implemented a number of works. Through
hard work through out a year, the internal control system has been basically completed. At present, it is on introspection assessment
and external verification stage. Details of the works done in the 1st quarter of 2012 are:
1. Executing of works
(1) According to the Introspective Work Plan on Internal Control System, the Company has performed inspection on the internal
control on company level and business flow level. The Introspective Report on Internal Control (For Discussion) was produced and
submitted to the Administration Team.
(2) Internal auditing was performed smoothly along with the CPA, provided required material to the CPA and communicated duly
with it. Improving works have been done according to the response of the CPA.
(3) Report to the Auditing Committee about the internal control practice and anti-cheating in year 2011.
(4) Assigned employees to participate in the associations organized by Anyong (China) Enterprise Consultants Ltd. and learn from
the newest experiences.



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China Fangda Group Co., Ltd.                                                             The 1st Quarterly Report 2012 (Full Text)



Beside the above, the Administration Team filled up the Survey of Internal Control of PLCs, Assessment Criteria, and Internal
Control Work Summary Form, to satisfy the requirements of Shenzhen Securities Regulatory Office.
2. Comparison of practical progress and the schedule of Internal Control Plan
According to the Internal Control Plan, the Company has performed introspection work and assisted the auditing works of the CPA.
As of the end of the 1st quarter, the Administration Team has accomplished the missions set out by the Internal Control Plan.
3. Following up works
According to the present progress, the Administration Team will further improve the internal control system of the Company in year
2012.


3.3 Fulfilling of commitment issues made by the Company, shareholder, or substantial controller

Commitment made by the PLC, its directors, supervisors, executives, and shareholders with 5% or over shares of the Company, and
its substantial dominator in the report term or carried over to the report term:
□applicable      √ not applicable


3.4 Estimated accumulative profit from the year beginning to the end of the next report period may be of
deficits; or in comparison with the same period of the previous year, give the warning of great change and
the notice to the reasons.

□applicable    √ not applicable


3.5 Major events needs to be explained

3.5.1 Investment in securities

□applicable    √ not applicable


3.5.2 Reception of investigations, communications, or interviews

No such investigation, communication or visiting happened in the report term.


3.6 Investment in derivate financial instruments

□applicable    √ not applicable


3.6.1 Derivate financial instrument stock at end of report term

□applicable    √ not applicable


§4 Attachments




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China Fangda Group Co., Ltd.                                                              The 1st Quarterly Report 2012 (Full Text)




4.1 Balance Sheet

Prepared by China Fangda Group Co., Ltd.    Ended March 31, 2012      RMB Yuan
                                                              Ending balance                Balance at the beginning of year
                          Items
                                                       Consolidated     Parent company      Consolidated      Parent company
Current asset:
Monetary capital                                       247,710,520.55     11,995,949.67     324,780,350.77      24,587,261.80
Settlement provision
Outgoing call loan
Transactional financial assets
Notes receivable                                           904,591.05                         6,303,353.88
Account receivable                                     663,259,436.76      5,603,561.80     664,333,498.11       5,603,561.80
Prepayment                                              33,013,261.50                        25,444,369.81        122,369.00
Insurance receivable
Reinsurance receivable
Provisions of Reinsurance contracts receivable
Interest receivable                                                                             201,961.11
Dividend receivable                                                       57,338,200.00                         57,338,200.00
Other account receivable                                69,398,714.89    257,143,855.15      53,412,523.94     265,169,612.63
Repurchasing of financial assets
Inventories                                            225,290,483.61                       254,419,907.08
Non-current asset due in 1 year
Other current asset
Total of current asset                               1,239,577,008.36    332,081,566.62 1,328,895,964.70       352,821,005.23
Non-current assets
Disburse of consigned loans
Available-for-sale financial asset                       2,254,000.00      2,254,000.00       2,198,000.00       2,198,000.00
Expired investment in possess
Long-term receivable
Long-term share equity investment                                        659,733,745.58                0.00    659,733,745.58
Investment real estates                                277,705,949.35    271,841,967.35     277,705,949.35     271,841,967.35
Fixed assets                                           311,497,476.06     56,761,487.61     316,775,398.58      57,299,884.44
Construction in process                                107,880,104.46       308,919.24       81,799,896.43        298,019.24
Engineering goods
Fixed asset disposal                                        20,394.95
Production physical assets
Gas & petrol
Intangible assets                                      109,301,090.13      9,752,143.75     110,599,955.27       9,910,673.85
R&D expense                                                891,783.63                           914,683.63
Goodwill                                                 8,197,817.29                         8,197,817.29
Long-term amortizable expenses                           2,553,597.47                         2,600,195.30
Differed income tax asset                               33,210,729.76     14,433,875.64      33,637,737.59      14,415,297.03
Other non-current asset
Total of non-current assets                            853,512,943.10 1,015,086,139.17      834,429,633.44 1,015,697,587.49
Total of assets                                      2,093,089,951.46 1,347,167,705.79 2,163,325,598.14 1,368,518,592.72



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China Fangda Group Co., Ltd.                                                             The 1st Quarterly Report 2012 (Full Text)



Current liabilities
Short-term loans                                      387,000,000.00    210,000,000.00     387,000,000.00    210,000,000.00
Loan from Central Bank
Deposit received and hold for others
Call loan received
Trade off financial liabilities
Notes payable                                          18,791,044.37                        39,058,058.47
Account payable                                       289,753,652.13      1,851,490.36     324,340,008.15       1,851,490.36
Prepayment received                                   115,477,232.36       693,045.60      124,950,664.78        693,045.60
Selling of repurchased financial assets
Fees and commissions receivable
Employees’ wage payable                               11,496,723.10       532,447.09       20,432,966.02       1,251,357.38
Tax payable                                            36,031,339.92       606,299.13       41,002,265.87        655,031.17
Interest payable                                          813,183.59       441,980.00          780,979.73        441,980.00
Dividend payable
Other account payable                                  37,519,417.47     43,611,117.21      36,783,207.38     66,697,963.87
Reinsurance fee payable
Insurance contract provision
Entrusted trading of securities
Entrusted selling of securities
Non-current liability due in 1 year
Other current liability
Total of current liability                            896,882,592.94    257,736,379.39     974,348,150.40    281,590,868.38
Non-current liabilities
Long-term borrowings
Bond payable
Long-term payable                                          13,300.00                             14,700.00
Special payable
Anticipated liabilities                                   215,013.74                           288,000.00
Differed income tax liability                          32,611,637.16     32,200,364.40      32,597,637.16     32,186,364.40
Other non-recurring liabilities                          4,020,000.00                        4,020,000.00
Total of non-current liabilities                       36,859,950.90     32,200,364.40      36,920,337.16     32,186,364.40
Total of liability                                    933,742,543.84    289,936,743.79 1,011,268,487.56      313,777,232.78
Owners’ equity (or shareholders’ equity)
Capital paid in (or share capital)                    756,909,905.00    756,909,905.00     756,909,905.00    756,909,905.00
Capital reserves                                       80,521,493.92     41,120,838.54      80,479,493.92     41,078,838.54
Less: Shares in stock
Special reserves
Surplus reserves                                       24,676,077.16     24,676,077.16      24,676,077.16     24,676,077.16
Common risk provision
Retained profit                                       220,938,918.45    234,524,141.30     211,777,968.57    232,076,539.24
Different of foreign currency translation
Total of owner’s equity belong to the parent company 1,083,046,394.53 1,057,230,962.00 1,073,843,444.65 1,054,741,359.94
Minor shareholders’ equity                            76,301,013.09                        78,213,665.93
Total of owners’ equity                            1,159,347,407.62 1,057,230,962.00 1,152,057,110.58 1,054,741,359.94
Total of liabilities and owners’ equity            2,093,089,951.46 1,347,167,705.79 2,163,325,598.14 1,368,518,592.72




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China Fangda Group Co., Ltd.                                                              The 1st Quarterly Report 2012 (Full Text)



4.2 Income Statement

Prepared by: China Fangda Group Co., Ltd.                  Jan-Mar 2012               RMB Yuan
                                                                    Amount of the Current Term       Amount of the Previous Term
                                  Items                                                 Parent                         Parent
                                                                    Consolidated                     Consolidated
                                                                                       company                        company
I. Total revenue                                                   233,711,878.60 10,682,571.24 261,994,647.36        8,616,275.34
Incl. Business income                                              233,711,878.60 10,682,571.24 261,994,647.36        8,616,275.34
Interest income
Insurance fee earned
Fee and commission received
II. Total business cost                                            225,347,884.45     8,705,330.94 245,619,745.83     8,451,142.39
Incl. Business cost                                                186,079,847.67     1,942,413.18 203,751,469.61     1,885,368.40
Interest expense
Fee and commission paid
Insurance discharge payment
Net claim amount paid
Net insurance policy reserves provided
Insurance policy dividend paid
Reinsurance expenses
Business tax and surcharge                                           5,627,464.32       854,236.05    3,681,660.25     721,519.57
Sales expense                                                        6,413,973.49       -15,831.98    5,332,740.96       88,464.43
Administrative expense                                              26,134,459.17     4,177,145.48 26,858,055.00      4,748,855.39
Financial expenses                                                   5,214,939.18     1,652,773.94    4,124,345.67    1,049,274.16
Asset impairment loss                                               -4,122,799.38        94,594.27    1,871,474.34      -42,339.56
Plus: Gains from change of fair value (“-“ for loss)                                                3,124,240.16    3,110,340.16
Investment gain (“-“ for loss)
Incl. Investment gains from affiliates
Gains from currency exchange (“-“ for loss)
III. Operational profit (“-“ for loss)                             8,363,994.15     1,977,240.30 19,499,141.69      3,275,473.11
Plus: Non business income                                             957,568.61        453,954.02     376,505.00      281,609.76
Less: Non-business expenses                                            115,363.96         2,170.87       46,646.99
Incl. Loss from disposal of non-current assets
IV. Gross profit (“-“ for loss)                                    9,206,198.80     2,429,023.45 19,828,999.70      3,557,082.87
Less: Income tax expenses                                            1,957,901.79       -18,578.61    4,252,501.07    1,102,310.85
V. Net profit (“-“ for net loss)                                   7,248,297.01     2,447,602.06 15,576,498.63      2,454,772.02
Net profit attributable to the owners of parent company              9,160,949.85     2,447,602.06 16,838,681.42      2,454,772.02
Minor shareholders’ equity                                         -1,912,652.84                    -1,262,182.79
VI. Earnings per share:
(I) Basic earnings per share                                                   0.01                           0.02
(II) Diluted earnings per share                                                0.01                           0.02
VII. Other misc. incomes                                                  42,000.00      42,000.00     452,200.00      452,200.00
VIII. Total of misc. incomes                                         7,290,297.01     2,489,602.06 16,028,698.63      2,906,972.02
Total of misc. incomes attributable to the owners of the parent
                                                                     9,202,949.85     2,489,602.06 17,290,881.42      2,906,972.02
company
Total misc gains attributable to the minor shareholders             -1,912,652.84                    -1,262,182.79
Merger of entities under common control, the net profit realized by the merged party was RMB0.00.



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China Fangda Group Co., Ltd.                                                                 The 1st Quarterly Report 2012 (Full Text)



4.3 Cash Flow Statement

Prepared by: China Fangda Group Co., Ltd.                   Jan-Mar 2012                RMB Yuan
                                                                        Amount of the Current Term     Amount of the Previous Term
                                Items                                                    Parent                           Parent
                                                                        Consolidated                   Consolidated
                                                                                        company                          company
I. Net cash flow from business operation
Cash received from sales of products and providing of services         236,609,873.15   8,787,561.92 207,420,626.05      8,896,673.05
Net increase of customer deposits and capital kept for brother
company
Net increase of loans from central bank
Net increase of inter-bank loans from other financial bodies
Cash received against original insurance contract
Net cash received from reinsurance business
Net increase of client deposit and investment
Net increase of trade financial asset disposal
Cash received as interest, processing fee, and commission
Net increase of inter-bank fund received
Net increase of repurchasing business
Tax returned                                                             1,171,203.29                     933,908.51
Other cash received from business operation                             12,118,275.80    949,211.17    16,213,472.39      367,942.88
Sub-total of cash inflow from business activities                      249,899,352.24   9,736,773.09 224,568,006.95      9,264,615.93
Cash paid for purchasing of merchandise and services                   209,121,088.84   2,407,973.69 237,922,109.48      2,297,256.11
Net increase of client trade and advance
Net increase of savings in central bank and brother company
Cash paid for original contract claim
Cash paid for interest, processing fee and commission
Cash paid for policy dividend
Cash paid to staffs or paid for staffs                                  31,413,521.97   2,539,963.89   24,799,906.95     2,428,598.35
Taxes paid                                                              16,417,982.80   1,056,026.28    7,189,980.97      894,373.14
Other cash paid for business activities                                 35,437,252.77   2,505,727.43   47,449,100.85     2,503,483.75
Sub-total of cash outflow from business activities                     292,389,846.38   8,509,691.29 317,361,098.25      8,123,711.35
Cash flow generated by business operation, net                         -42,490,494.14   1,227,081.80 -92,793,091.30      1,140,904.58
II. Cash flow generated by investing
Cash received from investment retrieving
Cash received as investment gains
Net cash retrieved from disposal of fixed assets, intangible assets,
                                                                         1,094,000.00                         782.00
and other long-term assets
Net cash received from disposal of subsidiaries or other
operational units
Other investment-related cash received                                       3,200.00
Sub-total of cash inflow due to investment activities                    1,097,200.00                         782.00
Cash paid for construction of fixed assets, intangible assets and
                                                                        22,928,869.90   2,436,980.00    3,843,065.13      254,535.00
other long-term assets
Cash paid as investment
Net increase of loan against pledge
Net cash received from subsidiaries and other operational units
Other cash paid for investment activities                                 707,100.00




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China Fangda Group Co., Ltd.                                                           The 1st Quarterly Report 2012 (Full Text)



Sub-total of cash outflow due to investment activities            23,635,969.90   2,436,980.00     3,843,065.13     254,535.00
Net cash flow generated by investment                            -22,538,769.90   -2,436,980.00   -3,842,283.13     -254,535.00
III. Cash flow generated by financing
Cash received as investment
Incl. Cash received as investment from minor shareholders
Cash received as loans                                           100,000,000.00                   90,000,000.00
Cash received from bond placing
Other financing-related cash received                                 27,444.64
Subtotal of cash inflow from financing activities                100,027,444.64                   90,000,000.00
Cash to repay debts                                              100,000,000.00   7,717,111.43 104,000,000.00 25,016,713.61
Cash paid as dividend, profit, or interests                        6,458,249.00   3,656,380.00     4,854,343.86    2,522,250.00
Incl. Dividend and profit paid by subsidiaries to minor
shareholders
Other cash paid for financing activities
Subtotal of cash outflow due to financing activities             106,458,249.00 11,373,491.43 108,854,343.86 27,538,963.61
Net cash flow generated by financing                              -6,430,804.36 -11,373,491.43 -18,854,343.86 -27,538,963.61
IV. Influence of exchange rate alternation on cash and cash
                                                                       1,940.61                       -6,965.43
equivalents
V. Net increase of cash and cash equivalents                     -71,458,127.79 -12,583,389.63 -115,496,683.72 -26,652,594.03
Plus: Balance of cash and cash equivalents at the beginning of
                                                                 300,177,008.78 24,337,261.80 468,878,715.15 30,252,759.44
term
VI. Balance of cash and cash equivalents at the end of term      228,718,880.99 11,753,872.17 353,382,031.43       3,600,165.41


4.4 Auditors’ Report

Auditor’s opinion: not audited.




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