China Fangda Group Co., Ltd. The 3rd Quarterly Report 2012 (Official Text) Stock Code: 000055,200055 Stock ID: Fangda Group, Fangda B Announcement No.: 2012-42 The 3rd Quarterly Report 2012 (Official Text) I. Important Statement 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. Directors other than the followings presented at the Board Meeting on which this report was examined: Name of the director Reason for not presenting Position Name of consignee absented the meeting Huang Yaying Independent Director Business engagement Guo Jinlong Mr. Xiong Jianming, the Chairman of Board, Mr. Lin Kebin, the Chief Financial Officer, and Mr. Chen Yonggang, the manager of accounting department declare: the Financial Report carried in this report is authentic and completed. II. Company Profile (I) Financial Highlihgts If retrospective adjustment has been carried out on financial reports of previous periods [] Yes [V] No [] Not applicable 2012.9.30 2011.12.31 Changed by (%) Gross Assets (RMB) 2,198,830,368.83 2,163,325,598.14 1.64% Owners’ equity attributable to the 1,093,463,299.65 1,073,843,444.65 1.83% shareholders of the listed company (yuan) Capital shares (shares) 756,909,905.00 756,909,905.00 0% Net asset per share attributable to the shareholders of the listed company 1.44 1.42 1.41% (Yuan/share) Changed over the same Changed over the same July-Sept. 2012 Jan-Sept. 2012 period of last year (%) period of last year (%) Turnover (yuan) 392,243,147.94 23.17% 921,532,745.74 2.66% Net profit attributable to shareholders of the 5,734,975.97 -17.56% 18,378,273.37 -65.36% listed company (yuan) Net Cash flow generated by business -- -- -4,397,317.41 operation (RMB) Net Cash flow per share generated by -- -- -0.01 business operation (yuan/share) Basic earnings per share (Yuan/share) 0.01 0% 0.02 -71.43% Diluted earnings per share (Yuan/share) 0.01 0% 0.02 -71.43% Weighted average net 0.53% -0.13% 1.7% -3.42% income/asset ratio (%) Weighted average net income/asset ratio less non-recurring 0.65% -0.12% 1.2% -3.29% gain/loss(%) 1 China Fangda Group Co., Ltd. The 3rd Quarterly Report 2012 (Official Text) Income items and amounts after deducting of non-recurring gains/losses [V] Applicable [] Not applicable Amount from openning of Items year to the end of report Remarks period Gain/loss of non-current assets 103,505.98 Tax refunding or exemption without official certification or exceeded authority Gains and losses included in the current period of government subsidies, excluding those government grants which are closely related to normal business and in line with national 768,641.36 policy , or in accordance with fixed standards or quantities Capital adoption fee collected from non-financial organizations and accounted into current 1,061,306.08 gain/loss Gain/loss from differences between the cost of enterprise merger and the fair value of recognizable net asset of the invested entities Gain/loss from non-monetary assets Gain/loss from commissioned investment or assets Asset impairment provisions provided for force-majeur Gain/loss from debt reorganization Enterprise reorganizing expenses, such as employee placement fee and integration fee Gain/loss from trade departing from fair value Current net gain/loss of subsidiaries under same control from beginning of term till date of consolidation Gain/loss generated by contingent liabilities without connection with main businesses Gain/loss from change of fair value of transactional asset and liabilities, and investment gains from disposal of transactional financial assets and liabilities and sellable financial assets, other than valid period value instruments related to the Company’s common businesses Restoring of receivable account impairment provision tested individually Gain/loss from commissioned loans Gain/loss from change of fair value of investment property measured at fair value in follow-up 5,218,024.15 measurement Influence of one-time adjustment made on current gain/loss account according to the laws and regulations regarding tax and accounting Consigning fee received for cosigned operation Other non-business income and expenditures other than the above 213,442.27 Other gain/loss items satisfying the definition of non-recurring gain/loss account Influenced amount of minority shareholders’ equity -10,656.05 Influenced amount of income tax -2,020,543.55 Total 5,333,720.23 -- 2 China Fangda Group Co., Ltd. The 3rd Quarterly Report 2012 (Official Text) (II) Top 10 shareholders at the end of report period, and total number of shareholders Total shareholders at the end of 75,505(Including 53,218 A-stock accounts and 22,287 B-stock accounts the report period (accounts) Top ten holders of the shares without subscription limitation Amount of unconditional shares Categories and amounts of shares Name of the shareholder holding at the end of report term Categories Amount Shenzhen Banglin Technologies 68,774,273 RMB common shares 68,774,273 Development Co., Ltd. Liaoning Fangda Group 30,765,226 RMB common shares 30,765,226 Industry Co., Ltd. Foreign shares placed in Shengjiu Investment Ltd. 21,339,867 21,339,867 domestic exchange Shenzhen Shilihe Investment 17,860,992 RMB common shares 17,860,992 Co., Ltd. Wang Shaolin 16,800,000 RMB common shares 16,800,000 Foreign shares placed in Cao Yifan 3,337,465 3,337,465 domestic exchange Foreign shares placed in Chen Lihong 2,305,365 2,305,365 domestic exchange Jianxi International Trust Co., 2,117,150 RMB common shares 2,117,150 Ltd. (Goldlion 199) China Merchants Securities Foreign shares placed in 1,754,465 1,754,465 Hong Kong Ltd. domestic exchange Foreign shares placed in Zhen Fan 1,568,014 1,568,014 domestic exchange Among the top 10 shareholders, Shenzhen Banglin Technology Development Co., Ltd. and Shengjiu Investment Co., Ltd. are parties action-in-concert. Shenzhen Banglin Technology Situations of the shareholders Development Co., Ltd. and Shenzhen Shilihe Investment Co., Ltd. are related parties. No other action-in-concert or related parties among the other holders of current shares. III. Material Events (I) Material changes in accounting items and indicies [V] Applicable [] Not applicable 1. Sellable financial assets increased by 69.75% by the end of period than that of the beginning, which was caused by the closing rate of Tianjin Magnetic Card stock has increased. 2. Construction in process increased by 114.73%, which was caused by continuous increase of investment in PV curtain wall and PSD expanding projects. 3. Notes receivable has increased by 177.12%, which was caused by enlarging of note payment portion. 4. Wage payable has decreased by 43.22%, which was caused by delivering of annual bonus of 2011. 5. Tax payable decreased by 31.17%, which was caused by clearing of corporation tax for 2011. 6. Asset impairment loss has increased by RMB23.40 million, which was caused by suspending of Shenyang Fangda – one of the subsidiaries of the Company, and impairment provision has been provided. 7. Net profit and earnings per share attributable to the owners of the parent company decreased by 65.36% and 71.43% respectively, which was caused by suspending of Shenyang Fangda – one of the subsidiaries of the Company, and impairment provision has been provided. 3 China Fangda Group Co., Ltd. The 3rd Quarterly Report 2012 (Official Text) (II) Progress, influences, and solutions of material events 1. Non-standard opinions [] Applicable; [V] Not applicable 2. Providing of capital to the controlling shareholder or related parties, or illegal providing of external guarantees [] Applicable; [V] Not applicable 3. Engaging and executing of material contracts [V] Applicable [] Not applicable (1) Angola International Airport project is progressing on schedule. (2) Shenzhen Airport T3 Tower curtain wall project is proceeding as scheduled by the contract; (3) Shenyang Xingmo’er Shopping Mall curtain wall project is proceeding as scheduled by the contract; (4) China ASEAN (Liuzhou) Industry Product Trade Center curtain wall project was on schedule according to the contract; (5) Shenzhen Zhongguanghe Building curtain wall project is proceeding according to the contract; (6) Jiangsu Xinhua Daily News Center project is proceeding according to the contract; (7) Dashi PSD project in Singapore is proceeding according to the contract; (8) The PSD project of Xi’an Metro Line No.1 is proceeding on schedule; (9) Wuhan Rail Line 2 phase I PSD system was on schedule; (10) Dalian Metro safe door system project was on schedule. (11) Dongguan City Express Railway Line R2 PSD system was on schedule. 4. Others [V] Applicable [] Not applicable (1) There isn’t any shareholder holding over 30% of the Company’s shares, thus no shareholders with over 30% of shareholding who has raised any plan to increase shareholding in the Company. (2) No dividend distribution implemented in the report period; (3) No investment in stock or derivate instruments in the report period; (4) No single sales, project construction, or service contract accounting for over 50% of the main business income of the Company, or absolute amount over RMB1 billion signed in the report period. (5) Progress of projects financed by public share issuing as of end of the report period: the PV curtain wall expanding project has been partially put into operation; and the PSD expanding project has partially been put into operation. (III) Commitment issues made by the Company or shareholders holding over 5% of the shares, in the report period or carried down from previous period [] Applicable; [V] Not applicable (IV) Prediction of business performance for 2012 Alert of loss or significant change in net profit from the beginning of year to the end of next report period or comparing with the same period of last year, and statement of causations. [V] Applicable [] Not applicable Discription: significant delining at the same trend Type of data filled for the prediction [] Actual figures, [v] Interval figures 4 China Fangda Group Co., Ltd. The 3rd Quarterly Report 2012 (Official Text) From the beginning of year to Same period Changed by (%) the end of next report period last year Predicted number of -- [] increase [v] accumulative net profit 1,800 -- 2,800 6,550 57.25% -- 72.52% decrease (RMB0,000) Basic earnings per share -- [] increase [v] 0.02 -- 0.04 0.09 55.56% -- 77.78% (Yuan/share) decrease It is predicted that the net profit and earnings per share will decline significantly, which are caused Remarks on the prediction by suspending of Shenyang Fangda and its assets are diposed or provided impairmnet provision. (V) Other material events to be presented 1. Securities investment [] Applicable; [V] Not applicable 2. Investment in derivate instruments [] Applicable; [V] Not applicable 3. Derivate instruments in stock [] Applicable; [V] Not applicable 4 Reception of investigations, communications, or interviews Main content Time/date Place Way Type of visitors Visitors involved and material provided Business operation July 1 to Sept 30 Telephone Off site reception Individual Public investor and future 2012 communication development 5. Issuing of corporation bonds Are there any corporation bonds issued [] Yes [V] No China Fangda Group Co., Ltd. October 31, 2012 5