China Fangda Group Co., Ltd. 2014 Third Quarter Report China Fangda Group Co., Ltd. 2014 Third Quarter Report October 2014 1 China Fangda Group Co., Ltd. 2014 Third Quarter Report I Important Statement The members of the Board and the Company guarantee that the quarterly report is free from any false information, misleading statement or material omission and are jointly and severally liable for the information’s truthfulness, accuracy and integrity. All the Directors have attended the meeting of the board meeting at which this report was examined. 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. 2 China Fangda Group Co., Ltd. 2014 Third Quarter Report II Financial Highlight and Changes in Shareholders 1. Financial Highlight The Company retroactively adjusts or restates financial statistics of the previous years because of changes in account policies and correction of accounting errors. □ Yes √ No End of the report period End of last year Year-on-year change Total asset (RMB) 3,504,823,683.92 2,599,557,542.57 34.82% Net profit attributable to the shareholders of the listed company 1,197,232,829.31 1,160,639,730.85 3.15% (RMB) Between beginning of Year-on-year change Change from the same This report period the year to the end of (%) period last year the report period Turnover (yuan) 500,074,083.72 13.23% 1,322,866,822.74 12.25% Net profit attributable to shareholders of the listed company 18,530,437.37 6.79% 59,300,395.61 4.56% (yuan) Net profit attributable to the shareholders of the listed company 14,035,814.91 -15.40% 53,705,363.29 -0.88% and after deducting of non-recurring gain/loss (RMB) Net cash flow generated by -- -- -354,082,741.68 -1,918.86% business operation (RMB) Basic earnings per share 0.03 50.00% 0.08 14.29% (yuan/share) Diluted Earnings per share 0.03 50.00% 0.08 14.29% (yuan/share) Weighted average net 1.56% 0.05% 5.05% -0.03% income/asset ratio Accidental gain/loss item and amount √ Applicable □ Inapplicable In RMB Amount from beginning of Items the year to the end of the Notes report period 3 China Fangda Group Co., Ltd. 2014 Third Quarter Report Non-current asset disposal gain/loss (including the write-off part -1,339,032.85 for which assets impairment provision is made) Subsidies accounted into the current income account (except the government subsidy closely related to the enterprise’s business 1,516,299.51 and based on unified national standard quota) Earns from financial products Gain from entrusted investment or assets management 630,009.86 purchased Gain/loss from change of fair value of transactional financial asset and liabilities, and investment gains from disposal of transactional financial assets and liabilities and sellable financial 2,279,889.00 assets, other than valid period value instruments related to the Company’s common businesses Other non-business income and expenditures other than the above 1,918,197.11 Other gain/loss items satisfying the definition of non-recurring Gains from reverse repurchase of 1,381,539.13 gain/loss account treasury bonds Less: Influenced amount of income tax 787,738.59 Influenced amount of minority shareholders’ equity 4,130.85 (after-tax) Total 5,595,032.32 -- Explanation statement should be made for accidental gain/loss items defined and accidental gain/loss items defined as regular gain/loss items according to the Explanation Announcement of Information Disclosure No. 1 - Non-recurring gain/loss mentioned. √ Applicable □ Inapplicable Items Amount Reason Gains from reverse repurchase 1,381,539.13 Gains from reverse repurchase of treasury bonds of treasury bonds It is related to the Company’s business. The amount is refunded to the Tax refunded related to 1,037,017.17 Company according to the tax rate provided by the taxation software products administration. 2. Total number of shareholders and shareholding of top 10 shareholders by the end of the report period (1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the report period In share Number of shareholders of common 46,740 shares at the end of the report period Top 10 Shareholders of Common Shares 4 China Fangda Group Co., Ltd. 2014 Third Quarter Report Properties of Conditional Pledging or freezing Shareholder Shareholding Number of shares shareholder shares Share status Amount Shenzhen Banglin Domestic Technologies non-state legal 9.09% 68,774,273 0 Pledged 32,510,000 Development Co., person Ltd. Shengjiu Foreign legal 4.75% 35,929,581 0 Investment Ltd. person Domestic natural Huang Jupei 4.20% 31,801,000 0 person Domestic natural Zhou Shijian 2.79% 21,123,481 0 person Shenzhen Shilihe Domestic Investment Co., non-state legal 2.36% 17,860,992 0 Ltd. person Domestic natural Zhao Bing 2.34% 17,699,000 0 person Domestic natural Wang Shaolin 1.82% 13,792,932 0 person Bank of Communication – Huaan Chuangxin Others 1.79% 13,555,026 0 Securities Investment Fund Domestic natural Jiang Jing 1.41% 10,635,440 0 person Harvest Fund – CCB - Ping An Others 0.66% 5,029,358 0 Life Insurance Company of China Top 10 shareholders of unconditional common shares Category of shares Shareholder Amount of unconditional common shares Category of Amount shares Shenzhen Banglin Technologies RMB common 68,774,273 68,774,273 Development Co., Ltd. shares Foreign shares Shengjiu Investment Ltd. 35,929,581 listed in domestic 35,929,581 exchanges 5 China Fangda Group Co., Ltd. 2014 Third Quarter Report RMB common Huang Jupei 31,801,000 31,801,000 shares RMB common Zhou Shijian 21,123,481 21,123,481 shares Shenzhen Shilihe Investment Co., RMB common 17,860,992 17,860,992 Ltd. shares RMB common Zhao Bing 17,699,000 17,699,000 shares RMB common Wang Shaolin 13,792,932 13,792,932 shares Bank of Communication – Huaan RMB common Chuangxin Securities Investment 13,555,026 13,555,026 shares Fund RMB common Jiang Jing 10,635,440 10,635,440 shares Harvest Fund – CCB - Ping An Life RMB common 5,029,358 5,029,358 Insurance Company of China shares Among the shareholders, Shenzhen Banglin Technology Development Co., Ltd. and Shengjiu Investment Co., Ltd. are parties action-in-concert. Shenzhen Banglin Technology Notes to top ten shareholder Development Co., Ltd. and Shenzhen Shilihe Investment Co., Ltd. are related parties. The relationship or "action in concert" Company is not notified of other action-in-concert or related parties among the other holders of current shares. Huang Jupei holds 31,800,000 stocks of the Company through the GF securities customer Participation of top 10 unconditional credit transaction guarantee securities account; Zhou Shijian holds 21,123,481 stocks of the common share shareholders in Company through the GF securities customer credit transaction guarantee securities account; securities margin trading (if any) Zhao Bing holds 17,699,000 stocks of the Company through the Everbright Securities customer credit transaction guarantee securities account. Agreed re-purchasing by the Company’s top 10 shareholders of common shares and top 10 shareholders of unconditional common shares in the report period □ Yes √ No No agreed re-purchasing is performed by the Company’s shareholders in the report period. (2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period □ Applicable √ Inapplicable 6 China Fangda Group Co., Ltd. 2014 Third Quarter Report III Significant Events 1. Major changes in accounting items and financial data in the report period and reasons √ Applicable □ Inapplicable Items Closing amount Opening amount Change Cause of change Caused by increase in prepaid material Prepayment 53,882,784.90 28,364,016.21 89.97% fees for construction in progress Caused in increase in investment of the Inventory 864,763,972.63 428,537,851.82 101.79% Fangda Town renovation project which has entered the development stage Goodwill 25,322,869.47 - - Caused by acquiring Guangdong SOZN Other non-current House prepayment to Tianjin Wanda 33,656,151.10 15,978,789.90 110.63% assets Center Investment Company Short-term loans 1,030,000,000.00 369,000,000.00 179.13% Additional financing demand Fangda Town land transfer payment Account payable 707,401,426.32 489,216,140.32 44.60% unpaid Transfer of received engineering Prepayment received 99,222,201.22 168,386,251.94 -41.07% payment into income Employees’ wage 18,479,501.68 30,182,851.80 -38.77% 2013 bonus paid payable Other payables 79,295,904.90 41,687,580.72 90.21% Increase in bidding deposit received Amount of the Same period last Items Change Cause of change Current Term year Caused by increase in previous Asset impairment loss 10,104,141.91 14,625,807.80 -30.92% receivable collected Non-operating 5,679,197.28 4,196,811.56 35.32% Increase in governmental subsidy revenue Non-business Caused by increase in disposal of 2,546,716.34 992,003.35 156.72% expenses long-term asset losses Income tax 7,021,212.14 12,371,750.46 -43.25% Decrease in deferred income tax Other cash received from business 70,054,311.35 38,275,896.85 83.02% Increase in bidding deposit received operation Cash paid for 1,297,947,089.10 941,055,438.35 37.92% Caused in increase in development purchasing products expenditure of the Fangda Town and services renovation project which has entered the development stage Cash paid to and for 160,019,118.12 121,844,649.34 31.33% Increase in staff remuneration the staff Cash received from 100,000,000.00 20,000,000.00 400.00% Increase in maturity of financial 7 China Fangda Group Co., Ltd. 2014 Third Quarter Report investment recovery products Caused by increase in the Cash flows generated development expenditure of Fangda by operating -358,608,957.87 19,467,237.44 -1942.12% Town renovation project and delay activities, net in collection of accounts receivable Cash paid for construction of fixed Increase in payment of long-term asset assets, intangible 28,385,573.09 41,497,821.99 -31.60% investment assets and other long-term assets Purchase of financial products and Cash paid as 116,340,675.00 21,000,000.00 454.00% investment in Sino Oil and Gas investment Holdings Ltd Cash received from 944,000,000.00 100,000,000.00 844.00% Additional financing demand borrowed loans Cash paid to repay 283,000,000.00 110,000,000.00 157.27% Repayment of short-term borrowing debts Cash paid as 52,661,058.83 30,971,678.77 70.03% Increase in paid interest fee due to dividend, profit, or increase in short-term borrowing interests The Ministry of Financial has issued or amended the Enterprise Accounting Standard No.2 – Long-term Stock Investment, Enterprise Accounting Standard No.9 – Staff Remuneration, Enterprise Accounting Standard No.30 – Presentation of Financial Statements, Enterprise Accounting Standard No.33 – Consolidate Financial Statements, Enterprise Accounting Standard No.39 – Measurement of Fair Value, Enterprise Accounting Standard No.40 – Joint Venue Arrangement, Enterprise Accounting Standard No.41 – Disclosure of Interest in Other Entities, Enterprise Accounting Standard No.37 – Presentation of Financial Tools, of which seven standards have been implemented since July 1, 2014. Changes to the above-mentioned financial standards have no major impact on the Company’s consolidated financial statements. (1) Long-term share equity investment 1. According to the amended Enterprise Accounting Standard No.2 – Long-term Stock Investment, the Company has no following circumstances. Consolidated financial statements are not affected and no retroactive adjustment is needed: Impose substantial influence on invested entities or implement joint control due to increase in investment; (2) Lose joint control or substantial influence on invested entities due to disposal of part of investment 2. According to the amended long-term stock investment standard, the Company has calculated the investment in Shenzhen Ganshang Joint Investment Co., Ltd. using the interest method. The change in the owner’s interest in the invested entity is a change in the net gain/loss rather than other owner's interest change other than comprehensive income and profit allocation. The change has no impact on the consolidated financial statements and no retroactive adjustment is needed. (2) Retirement pension program The Company has re-evaluated the staff remuneration according to the amended Enterprise Accounting Standard No.9 – Staff Remuneration and no problem has been found in the benefit program and other long-term 8 China Fangda Group Co., Ltd. 2014 Third Quarter Report staff remuneration. Therefore, the change has no impact on the consolidated financial statements and no retroactive adjustment is needed. (3) Consolidation scope The Company has re-evaluated the scope of consolidated financial statements according to the Enterprise Accounting Standard No.33 – Consolidated Financial Statements and no change has been found to the consolidation scope according to the standard. Therefore, the change has no impact on the consolidated financial statements and no retroactive adjustment is needed. (4) Joint venture arrangement According to Enterprise Accounting Standard No.40 – Joint Venue Arrangement, the Company has no joint venture arrangement of any form. Therefore, the change has no impact on the consolidated financial statements and no retroactive adjustment is needed. (5) Impacts of other standard changes In addition to the above-mentioned items, there is no impact on the Company’s financial statements caused by new or amended enterprise accounting standards. 2. Progress of key issues and its impacts and solutions √ Applicable □ Inapplicable 1. Progress of Fangda Town renovation project The Fangda Town renovation project undertaken by Shenzhen Fangda Property Development Co., Ltd., a wholly-owned subsidiary of the Company, has been proceeded as scheduled since commencement on May 18 this year. The project will complete by the end of this year. 2. Business progress of Shenzhen Fangda New Energy Co., Ltd.: No. Progress Date of announcement Announcement Media of disclosure Fangda New Energy and Luo Huichi Announcement on Acquiring China Securities (natural person) entered into an agreement Zhongshan SOZN Lighting Co., Journal, Shanghai 1 July 22, 2014 to acquire a LED company controlled by Ltd. and LED Lighting Business Securities Daily, Luo of Its Affiliates Securities Times, Announcement of the Strategic HKCD and The Company and Shenzhen BOC signed Cooperation Agreement entered www.cninfo.com.cn 2 a strategic cooperation framework July 23, 2014 into between the Company and agreement. Shenzhen BOC the Company entered into the new energy Announcement of Signing the PV project cooperation framework New Energy PV Project 3 agreement with Information Industry August 14, 2014 Cooperation Framework th Electronics 11 Design Institute Sci & Agreement Tech Engineering Co., Ltd. 3. Commitments of shareholders with over 5% of shares made in the report term or carried over from previous terms □ Applicable √ Inapplicable 9 China Fangda Group Co., Ltd. 2014 Third Quarter Report The Company and shareholders with more than 5% stakes in the Company made no guarantee in the report period or before report period but remaining effective in the report period. 4. Forecast of operating performance in 2014 Warning and reasons of possible net loss or substantial change from the last period between the beginning of the year and the end of the next report period □ Applicable √ Inapplicable 5. Securities investment √ Applicable □ Inapplicable Number Number of shares of shares Closing Initial held at Opening Closing Abbreviat held at book Gain/loss Accounti Securities Code investmen beginning sharehold sharehold Source ion end of the value (RMB) ng item t cost of the ing ing period (RMB) period (share) (share) Sino Oil Transacti (HK) and Gas 16,263,67 100,000,0 18,543,56 2,279,889 onal Stock 0 0.00% 0.66% Purchase 00702 Holdings 5.00 00 4.00 .00 financial Ltd assets 16,263,67 100,000,0 18,543,56 2,279,889 Total 0 -- -- -- -- 5.00 00 4.00 .00 Disclosure date of approval by the Board of Directors of None securities investment Disclosure date of securities investment approval by the None Shareholders’ Meeting (if any) Notes to shareholding in other listed companies □ Applicable √ Inapplicable The Company holds no stock of other list companies in the report period. 6. Derivative investment √ Applicable □ Inapplicable In RMB10,000 10 China Fangda Group Co., Ltd. 2014 Third Quarter Report Proportio n of closing Derivativ investmen Actual Impairme e Related Initial Closing t amount gain/loss Relations Initial nt investme transactio Type Start date End date investmen investmen in the in the hip amount provision nt n t amount t amount closing report (if any) operator net assets period in the report period Shanghai Shanghai May 5, July 23, Futures None No 1,459.21 0 0 0 0.00% 21.94 aluminum 2014 2014 Exchange Total 1,459.21 -- -- 0 0 0 0.00% 21.94 Capital source Self-owned fund Lawsuit (if any) Inapplicable Disclosure date of derivative investment None approval by the Board of Directors (if any) Disclosure date of derivative investment approval by the Shareholders’ Meeting (if None any) To prevent the risk of fluctuation of raw material prices, the Company adopted the Risk analysis and control measures for the aluminum futures exchanged at the domestic futures exchange to provide hedging for derivative holding in the report period aluminum as a raw material for the Company. The Company has set up and (including without limitation market, implemented the Provincial Regulations on China Fangda Group Domestic Futures liquidity, credit, operation and legal risks) Hedging to prevent risks. Changes in the market price or fair value of the derivative in the report period, the The fair value of the derivative should be calculated with the open quotation of the analysis of the derivative’s fair value futures market and should be reviewed regularly to ensure effective hedging. should disclose the method used and related assumptions and parameters. Material changes in the accounting policies and rules related to the derivative in the No report period compared to last period Opinions of independent directors on the Company’s derivative investment and risk None controlling 11 China Fangda Group Co., Ltd. 2014 Third Quarter Report 7. Reception of investigations, communications, or interviews in the reporting period √ Applicable □ Inapplicable Main content involved and Time/date Place Way Visitor Visitor materials provided Onsite Hong Yuan Business and future September 3, 2014 Shenzhen Institution investigation Securities development 12 China Fangda Group Co., Ltd. 2014 Third Quarter Report IV Financial Statements 1. Financial statements 1. Consolidated Balance Sheet Prepared by: China Fangda Group Co., Ltd. In RMB Items Closing balance Ending balance Current asset: Monetary capital 571,439,392.82 333,876,921.97 Settlement provision Outgoing call loan Financial assets measured at fair value with variations accounted into 18,543,564.00 current income account Notes receivable 25,394,667.10 21,898,770.43 Account receivable 1,031,801,555.08 898,780,981.93 Prepayment 53,882,784.90 28,364,016.21 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable 36,387.50 Dividend receivable Other receivables 61,753,786.13 66,298,730.17 Repurchasing of financial assets Inventory 864,763,972.63 428,537,851.82 Assets held for sales Non-current assets due in 1 year Other current assets 9,622,154.59 Total current assets 2,637,201,877.25 1,777,793,660.03 Non-current assets: Disburse of consigned loans Sellable financial assets 13 China Fangda Group Co., Ltd. 2014 Third Quarter Report Investment held until mature Long-term receivable Long-term share equity investment 9,897,005.88 9,994,565.55 Investment real estate 189,280,840.99 195,249,069.13 Fixed assets 461,739,619.77 462,930,269.98 Construction in process 282,151.59 940,841.00 Engineering materials Disposal of fixed assets 32,625.31 177,298.11 Productive biological assets Gas & petrol Intangible assets 94,807,737.66 91,527,650.52 R&D expense Goodwill 25,322,869.47 Long-term amortizable expenses 4,119,165.99 3,799,354.79 Deferred income tax assets 48,483,638.91 41,166,043.56 Other non-current assets 33,656,151.10 15,978,789.90 Total of non-current assets 867,621,806.67 821,763,882.54 Total of assets 3,504,823,683.92 2,599,557,542.57 Current liabilities Short-term loans 1,030,000,000.00 369,000,000.00 Loans from Central Bank Deposit received and held for others Call loan received Financial liabilities measured at fair value with variations accounted into current income account Notes payable 194,163,378.47 188,570,850.63 Account payable 707,401,426.32 489,216,140.32 Prepayment received 99,222,201.22 168,386,251.94 Selling of repurchased financial assets Fees and commissions payable Employees’ wage payable 18,479,501.68 30,182,851.80 Taxes payable 59,656,349.92 44,839,947.77 14 China Fangda Group Co., Ltd. 2014 Third Quarter Report Interest payable 1,092,483.32 689,153.75 Dividend payable Other payables 79,295,904.90 41,687,580.72 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Liabilities held for sales Non-current liabilities due in 1 year Other current liabilities Total current liabilities 2,189,311,245.83 1,332,572,776.93 Non-current liabilities: Long-term loans Bond payable Long-term payable Special payables Anticipated liabilities Deferred income tax liabilities 40,930,880.10 40,656,763.97 Other non-current liabilities 10,107,506.78 10,255,823.93 Total of non-current liabilities 51,038,386.88 50,912,587.90 Total liabilities 2,240,349,632.71 1,383,485,364.83 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 756,909,905.00 756,909,905.00 Capital reserves 79,191,052.01 79,191,052.01 Less: Shares in stock Special reserves Surplus reserves 46,389,142.21 46,389,142.21 Common risk provisions Retained profit 314,742,730.09 278,149,631.63 Difference caused by translation of foreign currency statements Total of owner’s equity belong to the 1,197,232,829.31 1,160,639,730.85 parent company 15 China Fangda Group Co., Ltd. 2014 Third Quarter Report Minor shareholders’ equity 67,241,221.90 55,432,446.89 Total of owners’ equity (or 1,264,474,051.21 1,216,072,177.74 shareholders’ equity) Total of liability and owners’ equity (or 3,504,823,683.92 2,599,557,542.57 shareholders’ equity) Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 2. Balance Sheet of the Parent Company Prepared by: China Fangda Group Co., Ltd. In RMB Items Closing balance Ending balance Current asset: Monetary capital 220,495,414.35 68,223,808.76 Financial assets measured at fair value with variations accounted into current income account Notes receivable Account receivable 604,459.49 604,459.49 Prepayment 33,962.26 218,984.07 Interest receivable Dividend receivable 39,356,000.00 Other receivables 531,945,499.80 571,620,659.73 Inventory Assets held for sales Non-current assets due in 1 year Other current assets 702,381.34 Total current assets 753,781,717.24 680,023,912.05 Non-current assets: Sellable financial assets Investment held until mature Long-term receivable Long-term share equity investment 944,692,404.46 719,728,311.13 Investment real estate 163,615,954.05 174,778,756.62 Fixed assets 59,820,539.50 48,117,849.19 Construction in process 914,126.00 16 China Fangda Group Co., Ltd. 2014 Third Quarter Report Engineering materials Disposal of fixed assets Productive biological assets Gas & petrol Intangible assets 2,044,102.48 1,351,845.98 R&D expense Goodwill Long-term amortizable expenses 68,586.18 50,314.43 Deferred income tax assets 14,135,469.08 12,342,430.37 Other non-current assets Total of non-current assets 1,184,377,055.75 957,283,633.72 Total of assets 1,938,158,772.99 1,637,307,545.77 Current liabilities Short-term loans 300,000,000.00 104,000,000.00 Financial liabilities measured at fair value with variations accounted into current income account Notes payable Account payable 606,941.85 1,849,090.36 Prepayment received 693,045.60 798,586.70 Employees’ wage payable 829,075.23 1,881,681.86 Taxes payable 532,069.16 260,761.30 Interest payable 350,833.33 193,930.00 Dividend payable Other payables 328,098,942.12 192,765,065.68 Liabilities held for sales Non-current liabilities due in 1 year Other current liabilities Total current liabilities 631,110,907.29 301,749,115.90 Non-current liabilities: Long-term loans Bond payable Long-term payable Special payables 17 China Fangda Group Co., Ltd. 2014 Third Quarter Report Anticipated liabilities Deferred income tax liabilities 88,889,490.39 88,615,374.26 Other non-current liabilities Total of non-current liabilities 88,889,490.39 88,615,374.26 Total liabilities 720,000,397.68 390,364,490.16 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 756,909,905.00 756,909,905.00 Capital reserves 38,690,396.63 38,690,396.63 Less: Shares in stock Special reserves Surplus reserves 46,389,142.21 46,389,142.21 Common risk provisions Retained profit 376,168,931.47 404,953,611.77 Difference caused by translation of foreign currency statements Total of owners’ equity (or 1,218,158,375.31 1,246,943,055.61 shareholders’ equity) Total of liability and owners’ equity (or 1,938,158,772.99 1,637,307,545.77 shareholders’ equity) Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 3. Consolidated Income Statement of the Report Period Prepared by: China Fangda Group Co., Ltd. In RMB Items Amount of the Current Term Amount of the Previous Term 1. Total revenue 500,074,083.72 441,652,030.98 Incl. Business income 500,074,083.72 441,652,030.98 Interest income Insurance fee earned Fee and commission received 2. Total business cost 486,029,695.50 422,049,826.39 Incl. Business cost 420,426,989.66 363,673,640.07 Interest expense 18 China Fangda Group Co., Ltd. 2014 Third Quarter Report 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 4,107,536.30 5,643,697.09 Sales expense 10,522,482.95 9,467,499.65 Administrative expense 41,082,991.15 31,529,238.86 Financial expenses 4,652,738.11 5,135,374.03 Asset impairment loss 5,236,957.33 6,600,376.69 Plus: gains from change of fair 2,279,889.00 value (“-“ for loss) Investment gains (“-“ for 944,870.82 233,972.60 loss) Incl. Investment gains from -55,752.10 affiliates and joint ventures Exchange gains (“-“ for loss) 3. Operational profit (“-“ for loss) 17,269,148.04 19,836,177.19 Plus: non-operational income 2,637,678.88 1,692,109.82 Less: non-operational expenditure 484,813.06 319,704.19 Incl. Loss from disposal of 2,602.43 4,725.37 non-current assets 4. Gross profit (“-“ for loss) 19,422,013.86 21,208,582.82 Less: Income tax expenses 2,658,308.60 4,575,842.04 5. Net profit (“-“ for net loss) 16,763,705.26 16,632,740.78 Including: Net profit realized by the entity taken over before the takeover Net profit attributable to the 18,530,437.37 17,352,459.65 owners of parent company Minor shareholders’ equity -1,766,732.11 -719,718.87 6. Earnings per share: -- -- 19 China Fangda Group Co., Ltd. 2014 Third Quarter Report (1) Basic earnings per share 0.03 0.02 (2) Diluted earnings per share 0.03 0.02 7. Other misc. incomes -35,700.00 Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses -35,700.00 in the subsequent accounting period when certain conditions are satisfied 8. Total of misc. incomes 16,728,005.26 16,632,740.78 Total of misc. incomes attributable 18,494,737.37 17,352,459.65 to the owners of the parent company Total misc gains attributable to the -1,766,732.11 -719,718.87 minor shareholders Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 4. Consolidated Income Statement of the Report Period Prepared by: China Fangda Group Co., Ltd. In RMB Items Amount of the Current Term Amount of the Previous Term 1. Turnover 7,642,085.27 11,457,016.90 Less: Operation cost 1,677,315.63 3,216,944.02 Business tax and surcharge 616,462.21 836,566.81 Sales expense Administrative expense 5,705,314.37 5,461,079.65 Financial expenses 2,882,171.63 4,831,460.14 Asset impairment loss 9,157.18 21,501.47 Plus: gains from change of fair 0.00 value (“-“ for loss) Investment gains (“-“ for loss) 29,617.76 0.00 Incl. Investment gains from -55,752.10 0.00 affiliates and joint ventures 2. Operational profit (“-“ for loss) -3,206,528.18 -2,910,535.19 Plus: non-operational income 470,029.19 41,918.34 20 China Fangda Group Co., Ltd. 2014 Third Quarter Report Less: non-operational expenditure 199,914.53 61,631.00 Incl. Loss from disposal of 1,631.00 non-current assets 3. Gross profit (“-“ for loss) -2,936,413.52 -2,930,247.85 Less: Income tax expenses -418,160.91 -323,215.06 4. Net profit (“-“ for net loss) -2,518,252.61 -2,607,032.79 5. Earnings per share: -- -- (1) Basic earnings per share (2) Diluted earnings per share 6. Other misc. incomes Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses in the subsequent accounting period when certain conditions are satisfied 7. Total of misc. incomes -2,518,252.61 -2,607,032.79 Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 5. Consolidated Income Statement Between the Beginning of the Year and End of the Report Period Prepared by: China Fangda Group Co., Ltd. In RMB Items Amount of the Current Term Amount of the Previous Term 1. Total revenue 1,322,866,822.74 1,178,480,070.86 Incl. Business income 1,322,866,822.74 1,178,480,070.86 Interest income Insurance fee earned Fee and commission received 2. Total business cost 1,267,180,886.26 1,115,378,320.92 Incl. Business cost 1,088,874,433.97 948,167,460.51 Interest expense Fee and commission paid 21 China Fangda Group Co., Ltd. 2014 Third Quarter Report Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 15,465,996.01 19,276,935.18 Sales expense 28,767,603.81 27,082,486.74 Administrative expense 108,268,494.31 88,876,734.26 Financial expenses 15,700,216.25 17,348,896.43 Asset impairment loss 10,104,141.91 14,625,807.80 Plus: gains from change of fair 2,279,889.00 value (“-“ for loss) Investment gains (“-“ for 1,913,989.32 233,972.60 loss) Incl. Investment gains from -97,559.67 affiliates and joint ventures Exchange gains (“-“ for loss) 3. Operational profit (“-“ for loss) 59,879,814.80 63,335,722.54 Plus: non-operational income 5,679,197.28 4,196,811.56 Less: non-operational expenditure 2,546,716.34 992,003.35 Incl. Loss from disposal of 1,572,509.10 174,448.90 non-current assets 4. Gross profit (“-“ for loss) 63,012,295.74 66,540,530.75 Less: Income tax expenses 7,021,212.14 12,371,750.46 5. Net profit (“-“ for net loss) 55,991,083.60 54,168,780.29 Including: Net profit realized by the entity taken over before the takeover Net profit attributable to the 59,300,395.61 56,714,053.07 owners of parent company Minor shareholders’ equity -3,309,312.01 -2,545,272.78 6. Earnings per share: -- -- (1) Basic earnings per share 0.08 0.07 22 China Fangda Group Co., Ltd. 2014 Third Quarter Report (2) Diluted earnings per share 0.08 0.07 7. Other misc. incomes Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses in the subsequent accounting period when certain conditions are satisfied 8. Total of misc. incomes 55,991,083.60 54,168,780.29 Total of misc. incomes attributable 59,300,395.61 56,714,053.07 to the owners of the parent company Total misc gains attributable to the -3,309,312.01 -2,545,272.78 minor shareholders Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 6. Income Statement of the Parent Between the Beginning of the Year and End of the Report Period Prepared by: China Fangda Group Co., Ltd. In RMB Items Amount of the Current Term Amount of the Previous Term 1. Turnover 21,974,339.52 35,037,418.48 Less: Operation cost 3,806,918.59 7,959,134.09 Business tax and surcharge 1,795,575.87 2,666,384.63 Sales expense 0.00 Administrative expense 17,022,158.29 15,842,714.14 Financial expenses 8,247,166.15 6,918,105.00 Asset impairment loss -44,002.40 36,319.22 Plus: gains from change of fair value (“-“ for loss) Investment gains (“-“ for loss) -12,189.81 Incl. Investment gains from -97,559.67 affiliates and joint ventures 2. Operational profit (“-“ for loss) -8,853,476.98 1,614,761.40 Plus: non-operational income 1,796,297.93 1,066,929.44 Less: non-operational expenditure 526,936.87 434,879.83 23 China Fangda Group Co., Ltd. 2014 Third Quarter Report Incl. Loss from disposal of 125,522.34 35,916.02 non-current assets 3. Gross profit (“-“ for loss) -7,584,115.92 2,246,811.01 Less: Income tax expenses -1,518,922.58 671,224.93 4. Net profit (“-“ for net loss) -6,065,193.34 1,575,586.08 5. Earnings per share: -- -- (1) Basic earnings per share (2) Diluted earnings per share 6. Other misc. incomes Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses in the subsequent accounting period when certain conditions are satisfied 7. Total of misc. incomes -6,065,193.34 1,575,586.08 Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period Prepared by: China Fangda Group Co., Ltd. In RMB Items Amount of the Current Term Amount of the Previous Term 1. Net cash flow from business operations: Cash received from sales of 1,168,322,724.05 1,188,588,557.12 products and providing of services 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 24 China Fangda Group Co., Ltd. 2014 Third Quarter Report 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 refunded 889,173.36 1,402,551.72 Other cash received from business 70,054,311.35 38,275,896.85 operation Sub-total of cash inflow from business 1,239,266,208.76 1,228,267,005.69 operations Cash paid for purchasing products 1,297,947,089.10 941,055,438.35 and services 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 and for the staff 160,019,118.12 121,844,649.34 Taxes paid 64,990,093.66 57,147,153.49 Other cash paid for business 74,918,865.75 88,752,527.07 activities Sub-total of cash outflow from business 1,597,875,166.63 1,208,799,768.25 operations Cash flow generated by business -358,608,957.87 19,467,237.44 operations, net 2. Cash flow generated by investment: Cash received from investment 100,000,000.00 20,000,000.00 recovery 25 China Fangda Group Co., Ltd. 2014 Third Quarter Report Cash received as investment profit 2,015,277.59 233,972.60 Net cash retrieved from disposal of fixed assets, intangible assets, and other 4,579,733.50 230,729.00 long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash 133,500.00 1,401,800.10 received Sub-total of cash inflow generated from 106,728,511.09 21,866,501.70 investment Cash paid for construction of fixed assets, intangible assets and other 28,385,573.09 41,497,821.99 long-term assets Cash paid as investment 116,340,675.00 21,000,000.00 Net increase of loan against pledge Net cash paid for acquiring -9,844,140.31 subsidiaries and other operational units Other cash paid for investment 270,500.00 2,023,903.10 Subtotal of cash outflows 135,152,607.78 64,521,725.09 Cash flow generated by investment -28,424,096.69 -42,655,223.39 activities, net 3. Cash flow generated by financing activities: Cash received from investment Incl. Cash received from investment attracted by subsidiaries from minority shareholders Cash received from borrowed 944,000,000.00 100,000,000.00 loans Cash received from bond placing Other cash received from financing activities Subtotal of cash inflow from financing 944,000,000.00 100,000,000.00 activities Cash paid to repay debts 283,000,000.00 110,000,000.00 Cash paid as dividend, profit, or 52,661,058.83 30,971,678.77 interests Incl. Dividend and profit paid by 26 China Fangda Group Co., Ltd. 2014 Third Quarter Report subsidiaries to minority shareholders Other cash paid for financing 156,090.75 131,621.53 activities Subtotal of cash outflow from financing 335,817,149.58 141,103,300.30 activities Net cash flow generated by financing 608,182,850.42 -41,103,300.30 activities 4. Influence of exchange rate changes 664,894.09 -7.06 on cash and cash equivalents 5. Net increase in cash and cash 221,814,689.95 -64,291,293.31 equivalents Plus: Balance of cash and cash 285,237,255.38 240,167,372.86 equivalents at the beginning of term 6. Balance of cash and cash equivalents 507,051,945.33 175,876,079.55 at the end of the period Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period Prepared by: China Fangda Group Co., Ltd. In RMB Items Amount of the Current Term Amount of the Previous Term 1. Net cash flow from business operations: Cash received from sales of 18,385,573.41 26,341,564.44 products and providing of services Tax refunded Other cash received from business 1,132,208,446.25 499,639,535.86 operation Sub-total of cash inflow from business 1,150,594,019.66 525,981,100.30 operations Cash paid for purchasing products 4,594,088.02 9,654,563.50 and services Cash paid to and for the staff 11,592,919.43 9,712,788.14 Taxes paid 2,107,786.71 3,460,417.50 Other cash paid for business 1,128,883,942.80 346,256,016.42 activities Sub-total of cash outflow from business 1,147,178,736.96 369,083,785.56 27 China Fangda Group Co., Ltd. 2014 Third Quarter Report operations Cash flow generated by business 3,415,282.70 156,897,314.74 operations, net 2. Cash flow generated by investment: Cash received from investment 20,000,000.00 recovery Cash received as investment profit 39,441,369.86 Net cash retrieved from disposal of fixed assets, intangible assets, and other 171,007,300.50 729.00 long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received Sub-total of cash inflow generated from 230,448,670.36 729.00 investment Cash paid for construction of fixed assets, intangible assets and other 1,269,764.57 192,948.50 long-term assets Cash paid as investment 245,061,653.00 41,000,000.00 Net cash paid for acquiring subsidiaries and other operational units Other cash paid for investment Subtotal of cash outflows 246,331,417.57 41,192,948.50 Cash flow generated by investment -15,882,747.21 -41,192,219.50 activities, net 3. Cash flow generated by financing activities: Cash received from investment Cash received from borrowed 396,000,000.00 15,000,000.00 loans Cash received from bond placing Other cash received from financing activities Subtotal of cash inflow from financing 396,000,000.00 15,000,000.00 activities Cash paid to repay debts 200,000,000.00 90,000,000.00 Cash paid as dividend, profit, or 31,127,433.82 28,574,895.10 28 China Fangda Group Co., Ltd. 2014 Third Quarter Report interests Other cash paid for financing 156,090.75 131,621.53 activities Subtotal of cash outflow from financing 231,283,524.57 118,706,516.63 activities Net cash flow generated by financing 164,716,475.43 -103,706,516.63 activities 4. Influence of exchange rate changes on cash and cash equivalents 5. Net increase in cash and cash 152,249,010.92 11,998,578.61 equivalents Plus: Balance of cash and cash 67,973,808.76 25,540,604.84 equivalents at the beginning of term 6. Balance of cash and cash equivalents 220,222,819.68 37,539,183.45 at the end of the period Legal representative: Xiong Jianming CFO: Lin Kebing Accounting Manager: Chen Yonggang 2. Auditor‘s report Whether the Q3 report is audited □ Yes √ No The Q3 Report is not audited. 29