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方大B:2014年第三季度报告正文(英文版)2014-10-16  

						                                                                China Fangda Group Co., Ltd. 2014 Q3 Report Text




Stock Code: 000055, 200055   Stock ID: Fangda Group, Fangda B     Announcement No. 2014-50




        China Fangda Group Co., Ltd.                            2014 Q3 Report Text




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                                                                     China Fangda Group Co., Ltd. 2014 Q3 Report Text




                                      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.




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                                                                                        China Fangda Group Co., Ltd. 2014 Q3 Report Text




                  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 the
                                                                  Year-on-year                                       Change from the same
                                         This report period                               year to the end of the
                                                                    change (%)                                           period last year
                                                                                              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



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                                                                        China Fangda Group Co., Ltd. 2014 Q3 Report Text


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




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                                                                              China Fangda Group Co., Ltd. 2014 Q3 Report Text




             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

                       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 – Others                     1.79%         13,555,026              0
Huaan Chuangxin


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                                                                                  China Fangda Group Co., Ltd. 2014 Q3 Report Text


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

                                                                                                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.



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                                                                                 China Fangda Group Co., Ltd. 2014 Q3 Report Text


                                       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




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                                                                  China Fangda Group Co., Ltd. 2014 Q3 Report Text




                                           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


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                                                                         China Fangda Group Co., Ltd. 2014 Q3 Report Text


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
                                                                                    Increase in paid interest fee due to
dividend, profit, or      52,661,058.83         30,971,678.77         70.03%
                                                                                    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 consolidate 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
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

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                                                                             China Fangda Group Co., Ltd. 2014 Q3 Report Text


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.:
                                                      Date of                                                Media of
No.                    Progress                                                Announcement
                                                announcement                                                disclosure

       Fangda New Energy and Luo Huichi                              Announcement on Acquiring
       (natural person) entered into an                              Zhongshan SOZN Lighting Co.,
1                                                         22.07.14
       agreement to acquire a LED company                            Ltd. and LED Lighting Business
       controlled by Luo                                             of Its Affiliates
                                                                                                         China Securities
                                                                     Announcement of the Strategic           Journal,
       The Company and Shenzhen BOC
                                                                     Cooperation Agreement entered           Shanghai
2      signed a strategic cooperation                     23.07.14
                                                                     into between the Company and        Securities Daily,
       framework agreement.
                                                                     Shenzhen BOC                        Securities Times,
                                                                                                            HKCD and
       the Company entered into the new
                                                                                                         www.cninfo.com.
       energy PV project cooperation                                 Announcement of Signing the
                                                                                                                cn
       framework agreement with Information                          New Energy PV Project
3                                               August 14, 2014
       Industry Electronics 11th Design                              Cooperation Framework
       Institute Sci & Tech Engineering Co.,                         Agreement
       Ltd.


3. Commitments of shareholders with over 5% of shares made in the report term or carried
over from previous terms

□ Applicable √ Inapplicable
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

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                                                                                            China Fangda Group Co., Ltd. 2014 Q3 Report Text


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
Securit                 Abbreviat                                             held at                   book         Gain/loss Accounti
            Code                     investmen beginning sharehold                        sharehold                                            Source
  ies                         ion                                            end of the                 value         (RMB)       ng item
                                       t cost       of the           ing                     ing
                                                                              period                   (RMB)
                                                    period
                                                                              (share)
                                                    (share)

                        Sino Oil                                                                                                 Transacti
                        and Gas      16,263,67                               100,000,0                18,543,56 2,279,889 onal
Stock (HK) 00702                                              0      0.00%                   0.66%                                            Purchase
                        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
                                                                                                                                 Proportio
                                                                                                                                    n of
Derivativ                                                                                                                         closing      Actual
                                                                                                      Impairme
    e                    Related                                                           Initial                    Closing investmen gain/loss
            Relations                               Initial                                              nt
investme                transactio     Type                       Start date End date investmen                      investmen t amount        in the
              hip                                  amount                                             provision
    nt                        n                                                           t amount                   t amount      in the      report
                                                                                                      (if any)
 operator                                                                                                                         closing      period
                                                                                                                                 net assets
                                                                                                                                   in the


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                                                                                     China Fangda Group Co., Ltd. 2014 Q3 Report Text


                                                                                                                     report
                                                                                                                     period

Shanghai
                                   Shanghai
Futures     None       No                         1,459.21 05.05.14 23.07.14              0             0        0     0.00%       21.94
                                   aluminum
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


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




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