Chengde Dalu Co., Ltd. Semi-Annual Report 2010 1 承 德 大 路 股 份 有 限 公 司 CHENGDE DALU CO.,LTD. Semi-Annual Report 2010 (Full Text) (January-June, 2010) August, 2010 Chengde · PRCChengde Dalu Co., Ltd. Semi-Annual Report 2010 2 Contents SectionⅠ. IMPORTANT NOTES AND PARAPHRASE------------------------------1 SectionⅡ. COMPANY PROFILE-----------------------------------------------------------1 SectionⅢ. CHANGES IN SHARE CAPITAL AND PARTICULARS ABOUT SHARES HELD BY MAIN SHAREHOLDERS------------------------------------------------------6 SectionⅣ. PARTICULARS ABOUT DIRECTORS, SUPERVISORS AND SENIOR EXECUTIVES-----------------------------------------------------------------------------------8 SectionⅤ. REPORT OF THE BOARD-----------------------------------------------------9 Section Ⅵ. SIGNIFICANT EVENTS-------------------------------------------------------12 Section Ⅶ. FINANCIAL REPORT----------------------------------------------------------17 Section Ⅷ. DOCUMENTS AVAILABLE FOR REFERENCE------------------------85Chengde Dalu Co., Ltd. Semi-Annual Report 2010 3 Section I. Important Notes and Paraphrase Important Notes: The Board of Directors, Supervisory Committee of Chengde Dalu Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives confirm that there are no material omissions or errors which would render any statement misleading and individually and collectively accept responsibility for the correctness, accuracy and completeness of the contents of this report. The 14th Meeting of the 4th Board of Directors examined and approved 2010 Semi-annual Report and its summary of the Company. Except Director Mr. Zhang Guichen who didn’t attend the meeting because of personal affairs, other directors attended the meetings of Board of Directors. No director, supervisor and senior executive stated that he (she) couldn’t ensure the correctness, accuracy and completeness of the contents of the Semi-annual Report or have objection to this report. Mr. Chen Rong, Chairman of the Board, Mr. Wang Ansheng, Chief Financial Officer, and Mr. Liu Fengguo Person in Charge of Accounting Institution confirm that the Financial Report of 2010 Semi-annual Report is authentic and complete. The semi-annual financial report is not audited. Paraphrase: Unless otherwise stated, the following words and expressions have the following meanings: Company/the Company: Chengde Dalu Co., Ltd. and its subsidiaries Rongyida Company: Chengde Rongyida Real Estate Development Co., Ltd. Fashion Company: Chengde Dixian Fashion Co., Ltd. Xiabancheng Company: Hebei Xiabancheng Knitwear Co., Ltd. Xingye Papermaking Company: Chengde Xingye Papermaking Co., Ltd. Dahua Paper: Chengde Dahua Paper Co., Ltd. Chengde Banhe Company: Chengde Banhe Chemical Simulation Textile Co., Ltd. Suning Banhe Company: Suning Banhe Simulation Textile Co., Ltd. RMB: Renminbi Note: The report is prepared in bilingual versions using Chinese and English respectively, in the event of any discrepancy in understanding the two aforementioned versions, the Chinese version shall prevail.Chengde Dalu Co., Ltd. Semi-Annual Report 2010 4 Section II. Company Profile 1. Legal Name of the Company In Chinese: 承德大路股份有限公司 In English: CHENGDE DALU CO., LTD. 2. Legal Representative: Chen Rong 3. Secretary of Board of Directors: Han Zhigang Contact Address: Xiabancheng Town, Chengde County, Hebei Province Tel: 0314-3115048 Fax: 0314-3111475 E-mail: hzg18632@126.com 4. Registered Address: Xiabancheng Town, Chengde County, Hebei Province Office Address: Xiabancheng Town, Chengde County, Hebei Provice Post Code: 067400 Company’s Internet Web Site: http://www.dxtex.com E-mail: dxgs-9@heinfo.net 5. Newspapers Chosen for Disclosing the Information of the Company: Securities Times (domestic) and Hong Kong Commercial Daily (overseas) Internet Web Site for Publishing the Annual Report: http://www.cninfo.com.cn The Place Where the Annual Report is Prepared and Placed: Securities Department of the Company Contact Tel: (86) 314-3115048, (86) 314-3115049 6. Stock Exchange Listed with: Shenzhen Stock Exchange Short Form of the Stock: ST DALU B Stock Code: 200160 7. Other Relevant Information of the Company Initial registered date: Nov. 3, 1999 Registered date after change: Mar. 31, 2004 Registered address: Industry and Commerce Administration Bureau of Hebei Province (No.316, Tiyu South Street, Shijiazhuang, Hebei Province) Registered number for business license of the Company: 1300001001372 1/1 Registered number of taxation of the Company: 130821106576876 Custodian agent of the non-circulating shares of the Company: China Securities Depository and Clearing Corporation, Ltd. Shenzhen Branch Name of lawyer firm engaged by the Company: Beijing Jin Cheng Tongda Lawyer Firm Office address: 11/F, Huaxia Bank, No. 22, Jian Guo Men Nei Ave., Beijing II. Major accounting data and financial indexes (Unit: RMB) At the end of this report period At the period-end of last year Increase/decrease at the end of this report period compared with that inChengde Dalu Co., Ltd. Semi-Annual Report 2010 5 period-end of last year (%) Total assets 181,980,726.18 183,328,923.59 -0.74% Owners’ equity attributable to shareholders of the listed company -55,653,839.17 -51,338,938.68 -8.40% Share capital 706,320,000.00 706,320,000.00 0.00% Net assets per share attributable to shareholders of the listed company(RMB/Share) -0.08 -0.07 -14.29% This report period (Jan. to Jun.) The same period of last year Increase/decrease in this report period year-on-year (%) Total operating income 0.00 0.00 0.00% Operating profit -4,767,355.11 -29,476,732.50 83.83% Total profit -4,819,752.88 128,452,903.72 -103.75% Net profit attributable to shareholders of the listed company -4,314,900.49 128,452,903.72 -103.36% Net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses -4,262,502.72 -3,315,155.20 -28.58% Basic earnings per share (RMB/Share) -0.006 0.18 -103.33% Diluted earnings per share (RMB/Share) -0.006 0.18 -103.33% Return on equity (%) 8.07% -74.20% 82.27% Net cash flow arising from operating activities 4,609.37 235,139.48 -98.04% Net cash flow per share arising from operating activities (RMB/Share) 0.00001 0.0003 -96.67% Items of non-recurring gains and losses (Unit: RMB) Non-recurring gains and losses Amount Note (If it is applicable) Net amount of other non-operating income and expense excluded the aforementioned items -52,397.77 Note 14 Total -52,397.77 - Statement of Provision for Devaluation of Assets Decrease in this period Items Book balance at the period-beginnin Increase in this period Switching back Transferri ng out Book balance at period-endChengde Dalu Co., Ltd. Semi-Annual Report 2010 6 g I. Total of provision for bad debts 64,285,296.43 64,285,296.43 II. Provision for falling price of inventory III. Provision for devaluation of financial asset available for sales IV. Provision for devaluation of held-to-maturity investment V. Provision for devaluation of long-term equity investment 892,335,310.93 892,335,310.93 VI. Provision for devaluation of investing property VII. provision for devaluation of fixed assets 35,246,816.97 35,246,816.97 VIII. Provision for devaluation of engineering materials IX. Provision for devaluation of construction in progress 246,724,222.04 246,724,222.04 X. Provision for devaluation of productive biological asset Including: Provision for devaluation of mature productive biological asset XI. Provision for devaluation of oil asset XII. Provision for devaluation of intangible asset XIII. Provision for devaluation of goodwill XIV. Other Total 1,238,591,646.3 7 1,238,591,646.3 7 Loss of assets depreciation (Unit: RMB) Items Amount occurred in this period Amount occurred in last period I. Loss of bad debts II. Loss of inventory depreciation III. Loss of devaluation for financial asset available for sales IV. Loss of devaluation of held-to-maturity investment 215,783,493.69 V. Loss of devaluation of long-term equity investmentChengde Dalu Co., Ltd. Semi-Annual Report 2010 7 VI. Loss of devaluation of investing property VII. Loss of devaluation of fixed assets VIII. Loss of devaluation of engineering materials IX. Loss of devaluation of construction in progress XI. Loss of devaluation of oil asset XII. Loss of devaluation of intangible asset XIII. Loss of devaluation of goodwill XIV. Other Total 0.00 215,783,493.69 III. Difference in CAS and IAS There remained no differences in net profit in this period and no differences in net assets ended as report period calculated based on the CAS and the IAS.Chengde Dalu Co., Ltd. Semi-Annual Report 2010 8 Section III. Changes in Share Capital and Particulars about Shares held by Main Shareholders I. Particulars about changes in share capital In the report period, the Company’s total shares and share structure remained unchanged. II. Particulars about shareholders (I) Ended as June 30, 2010, the Company had totally 24,732 shareholders, including 5 of sponsors’ share and 24,727 of domestically listed foreign share. (II) Particulars about the shares held by the top ten shareholders and the top ten shareholders of tradable share as follows: Unit: Share Total number of shareholders 24,732 Particulars about shares held by the top ten shareholders Name of shareholders Nature of shareholders Proportion of share held Total number of share held Number of unlisted share held Number of share pledged or frozen Chen Rong Domestic natural person 29.49% 208,324,800 208,324,800 0 Li Tianyun Circulating B-share 3.18% 22,440,000 0 0 Zhou Haihong Circulating B-share 3.17% 22,400,000 0 0 Qian Zhenlin Circulating B-share 3.11% 22,000,000 0 0 Xu Jiang Circulating B-share 3.11% 22,000,000 0 0 Chen Yan Circulating B-share 2.83% 20,000,000 0 0 Chengde North Industrial Corporation Domestic non-state-o wned legal person 2.62% 18,517,651 18,517,651 0 Wang Zhengsong Domestic natural person 1.89% 13,327,891 13,327,891 0 Wanf Wensheng Circulating B-share 1.03% 7,258,007 0 0 Peng Wei Circulating B-share 0.42% 2,978,525 0 0 Particulars about shares held by the top ten shareholders of tradable share Name of shareholders Number of tradable share held Type of share Li Tianyun 22,440,000 Domestically listed foreign shares Zhou Haihong 22,400,000 Domestically listed foreign shares Qian Zhenlin 22,000,000 Domestically listed foreignChengde Dalu Co., Ltd. Semi-Annual Report 2010 9 shares Xu Jiang 22,000,000 Domestically listed foreign shares Chen Yan 20,000,000 Domestically listed foreign shares Wang Wensheng 7,258,007 Domestically listed foreign shares Peng Wei 2,978,525 Domestically listed foreign shares Shanghai Wanguo (Hong Kong) Securities Co., Ltd. 2,945,164 Domestically listed foreign shares UBS CUSTODY SERVICES SINGAPORE PTE.LID. 2,607,101 Domestically listed foreign shares Zhao Ziying 2,600,416 Domestically listed foreign shares Explanation on associated relationship among the aforesaid shareholders Among the top ten shareholders, except for that 5 natural persons of Li Tianyun, Zhou Haihong, Qian Zhenlin, Xu Jiang and Che Yan holds the shares of the Company on behalf of Chengde Municipal Government and become Act in Concert; the Company is unknown whether there exists associated relationship or belongs to the consistent actor regulated by the Management Measure of Information Disclosure on Change of Shareholding for Listed Company among the other shareholders. (III) In June of 2009, the Company received notice from Bankruptcy and Clearing Team of China South Securities Co., Ltd. (Hereinafter refers to as South Securities), with the details as the followings: Bankruptcy and Clearing Team of South Securities singed relevant agreement with Chengde Municipal Government, with the voting approval of Creditors’ Chairman Committee of South Securities and judgment of Shenzhen Intermediate People’s Court, Bankruptcy and Clearing Team of South Securities transferred its holding 108,840,000 shares of the Company into Chengde Municipal Government with price of HKD 76,188,000. The purpose for shares acceptance of Chengde Municipal Government is to help and save Dixian Company and promote the reognization of Dixian Company. In accordance with the present national policy, as the local first level government, Chengde Municipal Government could not hold the shares directly; and dometic institution could not hold the shares either pursuant to present state policy on B shares; thus, Chengde Municipal Government especially entrusted 5 natural persons of Li Tianyun, Qian Zhenlin, Che Yan, Xu Jiang and Zhou Haihong, to hold the shares instead. After the transfer, South Securities did not hold the shares of the Company any longer. . IV. Particulars about the controlling shareholders The controlling shareholder and actual controller of the Company remained unchanged in the report period.Chengde Dalu Co., Ltd. Semi-Annual Report 2010 10 Section IV. Particulars about Directors, Supervisors and Senior Executives I. Alteration in shares held by directors, supervisors and senior executives of the Company: No directors, supervisors and senior executives of the Company hold shares of the Company except for Mr. Chen Rong, Chairman of the Board. During the report period, no alteration happened to shares (non-circulating) held by Chen Rong. II. In the report period, the Company has neither newly engaged nor dismissed directors, supervisors and senior executives. 1. On Apr 30th of 2010, as result of job change, previous chief financial officer—Mr. Ye Weijie didn’t on this position of the Company anymore. The board of directors agreed to engage Mr. Wang Ansheng as the person in charge of the financial of the Company who can exercise the duties of Chief Financial Officer. Term limits lasts till the expiration of the current Board of Directors ends. 2. On Jul 15th of 2010, as result of job change, previous Secretary of the Board Mr. Chen Zhiguo resigned to the Company. To make sure smooth processing of information disclosure, in line with related rules of Articles of Association, through the agreement of board of directors, the Company engaged Mr. Han Zhigang as secretary of boards. Term limits lasts till the expiration of the current Board of Directors ends.Chengde Dalu Co., Ltd. Semi-Annual Report 2010 11 Section V. Report of the Board I. Discussion and analysis on overall operation of the report period In reporting period, through bankruptcy restructure of the Company, debts burden and financial risk relieved effectively. But the capital condition of the Company is still tense. Being limited in time and condition, the Company hasn’t recovered its main business production. As the Company finished bankruptcy reforming, its financial condition got improved. Input with assets of Chengde Rongyida Real Estate Development Co., Ltd. provided favorable condition for the Company to recover its main business ability. Besides, Dalu Qianyuan (commercial residence), developed by the wholly-owned subsidiary-Rongyida Company at the initial phase have been started for implementation, which laid foundation for the Company to gradually resume its production operation. The Company would continue to seek for powerful strategic investors and cooperative partners to integrate its assets and business and inject capital to the Company, bring in assets or business which owns brilliant development potential and profitability to help the Company resume its production and profit-making ability of main business and various businesses as soon as possible. II. Scope and operation of main business: 1. Main business scope: knitting, weaving series, high-end suits, children's clothing line, packaging materials, paper and paper products, production and processing of all kinds of yarn and synthetic yarn, marketing its own products, real estate development and sales, hotel and catering industry. 2. In the report period, the Company did neither resume production, nor conduct any activities of production and operation, so main business of the period was still loss. 2. Main business classified according to industry and area Unit: RMB’0000 Main business classified according to industry Classified according to industries or products Income from operatio ns Cost of operatio ns Gross profit ratio (%) Increase/decr ease in income from operations year-on-year (%) Increase/de crease in cost of operations year-on-yea r (%) Increase/decr ease in gross profit ratio year-on-year (%) Costume manufacture industry - - - - - - Cotton spin industry - - - - - - Paper-making industry - - - - - - Main business classified according to area Unit: RMB’0000Chengde Dalu Co., Ltd. Semi-Annual Report 2010 12 Area Income from operations Increase/decrease in income from operations year-on-year (%) Domestic sales 0 - Overseas sales - - 3. Analysis on financial condition (1)Analysis on assets constitution Unit: RMB Item Jun 30th, 2010 Dec 31st, 2009 Change proporti on (%) Reason for change Total assets 181,980,726.18 183,328,923.59 -0.74% The Company stopped production to accrue depreciation amortization Current assets 32,569,657.07 32,594,836.56 -0.08% - Non-current assets 149,411,069.11 150,734,087.03 -0.88% - Total liabilities 223,709,780.88 220,238,225.41 1.58% Accruing of real estate tax and land tax Current liability 213,111,780.85 209,640,225.38 1.66% Accruing of real estate tax and land tax Owners’ equity -41,729,054.70 -36,909,301.82 -13.06% The Company stopped production to accrue depreciation amortization and tax Undistributed profit -1,234,736,533.71 -1,230,421,633.22 -0.35% The Company stopped production to accrue depreciation amortization and tax (2)Analysis on operation achievements Unit: RMB Amount (RMB Item Jan. to June, 2010 Jan. to June, 2009 Increase / decrease ratio (%) Reason for change Operation income 0 0 - - Operation profit -4,767,355.11 -29,476,732.50 83.83% Devaluation loss of accruing assets of last year Net profit attributable to -4,314,900.49 128,452,903.72 -103.36% The Company stoppedChengde Dalu Co., Ltd. Semi-Annual Report 2010 13 owners of parent company production to accrue depreciation amortization and tax Administration expense 4,766,244.48 3,119,858.08 52.77% Accruing of real estate tax and land tax Financial expense 1,110.63 15,297.12 -92.74 - 4. Explanation for alteration in profit constitution, main business and its structure, profit-making ability of main business of the Company in the report period: Due to that the Company conducted no production operation, bankruptcy reforming of the Company, bankruptcy declaration of its subsidiaries-Xiabancheng Company, Fashion Company and Chengde Banhe Company, and reconciliation reached between Xingye Paper Making Company and its creditors, comparatively changes happened to profit constitution. In the report period, due to the un-recover production of the Company, main business, its structures and profitability etc. remains the same. 5. Other operational business activities bringing significant influence on profit in the report period In reporting period, the Company and its subsidiary had still not restored production, and there was no other operating activities significantly affecting the profit. 6. In the report period, no investment income contributed by share-investing company affected net profit of the Company over 10%. 7. Problems and difficulties and solution in operation In the report period, the Company was still in shortage of capital and its production hadn’t been resumed yet. As assets was input by Rongyida Company, it would turn to better for the Company. The Company would continue to seek for powerful strategic investors and cooperative partners to integrate its assets and business and inject capital to the Company, to help the Company resume its profit-making ability of main business III. Investment in the report period 1. In the report period, the Company neither raised proceeds, nor did it use proceeds raised in previous periods. 2. Projects invested with non-raised proceeds. In the report period, there was no project invested with non-raised proceeds. IV. The Company didn’t make modification for the annual operation plan. V. In 2009, Beijing Yongtuo Certified Public Accountants issued auditor’s report with an un-qualified opinions and paragraph of emphasized matters since they audited the financial report of the Company. The board of directors thought that, the proceedings involved in un-qualified opinions with paragraph of emphasized matters provided by Beijing Yongtuo Certified Public Accountants did exist, and it was a historical issue which won’t take real impact on production and operation of the Company. The Company attached great importance to the events the audit report emphasized and currently is communicating with related department, discussing solutions. As the completion of bankruptcy and restructuring of the Company ends, the Company will gradually step into formal trace, and the above issues will be solved one by one.Chengde Dalu Co., Ltd. Semi-Annual Report 2010 14 Section VI. Significant Events I. Corporation governance Strictly according to the requirements in Company Law, Securities Law, Governance Rules of Listed Companies, Listed Rules of Stock in Shenzhen Stock Exchange and other relevant laws and regulations, the Company continuously improved the legal person governance structure of the Company, established modern enterprise system and standardized the operation of the Company. In the report period, in accordance with the regulations of Notice on Doing Well the 2009 Annual Report Work of Listed Company issued by Shenzhen Stock Exchange and Decision on Revising Several Regulations of Cash distribution of Listed Company issued by CSRC (CSRC [2008] No.57), further perfects Articles of Association. The Company formulated and perfected Article of Association, Discussion Regulation of Shareholders’ General Meeting, Discussion Regulation of Board of Directors, Discussion Regulation of Supervisory Committee, Fine Working of Independent Directors, Working Rules of Annual Report of Audit Committee, Measurement System on Incentive and Restriction of Management, Fine Implementation of Strategy Committee of Board, Fine Implementation of Remuneration and Assessment Committee of Board, Fine Fact of Nomination Committee of Board, Management System of Information Disclosure and Management System of Related Transaction etc. The actual governance condition of the Company basically accorded with the requirement of Governance Rules of Listed Companies. II. Implementation of profit distribution plan and circumstances of equity incentive mechanism: 1. There was no profit distribution plan which was made in the previous period and implemented in the report period, plan of converting the public reserve capital into share capital or plan of issuing new shares. In the semi-annual of 2010, the Company had neither profits distribution plan nor plan of converting pubic reserve into share capital. 2. The Company did not implemented equity incentive mechanism. III. Significant lawsuit and arbitration: On Feb. 25, 2009, Shijiazhuang Intermediate People’s Court made a sentence that the Company had the crime of smuggling general cargo, which would be fined RMB 68,734,451.21, and the general cargo involved in the case would be confiscated into state treasury. In the legal time limit, Wang Shuxian appealed. On Apr. 23, 2009, Hebei high People’s Court made a Written Verdict of Crime (2009) JXEZZ No.44, which judged that: rejected the appeal and kept the original sentence. And the judgment was the final verdict. There was no real execution in reporting period. The Company thought that the aforementioned results had no material influence on reorganization of the Company. The Company had no equity of other listed company, joint stock business bank, Securities Company, Issuance Company, trust company and Futures Company. IV. The purchase and sales of assets in the report period There was no condition of purchasing and selling assets in the Company in reporting period. V. Related transactions of the Company in the report period There was no significant related transaction of the Company in the report period. VI. Significant contract and implementation (1) In the report period, the Company had no significant transaction, entrustment, contract or leasing proceeding of other companies, nor vice versa matters. (2) In the report period, the Company had no significant guarantee contract. (3) In the report period, the Company did not entrust others to manage cash assets.Chengde Dalu Co., Ltd. Semi-Annual Report 2010 15 VII. Special explanation and independent opinion issued by independent directors on capital occupancy and external guarantee of related parties of the Company Following the spirits of Concerning Some Issues on Regulating the Funds between Listed Companies and Associated Parties and Listed Companies’ Provision of Guaranty to Other Parties (No. 56 [2003] promulgated by CSRS on Standardizing External Guarantee of Listed Company, as independent directors of the Company, we made careful inspection on the capital occupancy of related parties and external guarantee executed according to the aforementioned regulation and presented the following explanation on relevant problems, with an attitude of earnest and responsibility: 1. The Company standardized the capital occupancy of related parties and external guarantee behavior and thus controlled risks of capital occupancy by related parties and external guarantee, in strict accordance to regulation of Articles of Association. 2. Till Jun 30th of 2010, no condition that related parties of the Company occupy capital of listed companies against rules was found. 3. Till Jun. 30, 2010, the Company has never provided guarantee for shareholder, actual controller and its related party, any non legal person unit and individual; controlling shareholder and other related party neither forced the Company to provide guarantee for others. VIII. The Company or the shareholders holding over 5% of total shares had no commitment issues that had important influence on the operating results and financial situation of the Company in the report period or lasting to the report period. IX. In the report period, the present directors, supervisors, senior executives, shareholders, actual controllers and purchaser of the Company had never be investigated by authorized department, received compulsory measure from judicial department, be sent to judicial department or be investigated into criminal responsibility; also never received investigation, administrative punishment or criticism through public notice from China Securities Regulatory Commission, nor had they been condemned by the stock exchange in public either. X. Particulars about the Company’s Reception of Investigations and Interviews: In accordance with the principles of just, fair and publicity, to further regulate the behaviors of information disclosure for the listed companies and ensure justice for information disclosure, the Company received the research and media interviews in standardized way according to the regulations of Guideline on Fair Information Disclosure for Listed Companies promulgated by Shenzhen Stock Exchange. In the report period, the Company received visits and telephone communication from its investors for many times; the Company received them and replies strictly in accordance with relevant regulations; there occurred no such situations as selectively and privately reveal or leak non-public significant information to specific parties; and all these assure the fairness of information disclosure of the Company. Reception date Reception place Way of reception Reception person Discussion issue and offered information 2010-02-12 Security Department of the Company Phone communication Individual investor Current situation of the Company, no offered information 2010-03-25 Security Department of the Company Phone communication Individual investor Starting work of main business, no offered information 2010-04-12 Security Department Phone communication Individual investor Condition of annual audit reportChengde Dalu Co., Ltd. Semi-Annual Report 2010 16 of the Company 2009, no offered information 2010-04-22 Security Department of the Company Phone communication Individual investor Performance of 2009, performance report of 2009 was offered 2010-5-17 Security Department of the Company Phone communication Individual investor Current assets of the Company, annual report was offered 2010-5-20 Security Department of the Company Phone communication Individual investor Real estate development of the Company, no offered information 2010-6-9 Security Department of the Company Phone communication Individual investor Production restoring condition of the Company, no offered information 2010-6-29 Security Department of the Company Phone communication Individual investor Current situation of the Company, no offered information XI. Other significant events Because the subsidiaries of the Company - Chengde Dixian Fashion Co., Ltd., Hebei Xiabancheng Knitwear Co., Ltd. and Chengde Banhe Chemical Simulation Textile Co., Ltd. were declared bankruptcy, the aforesaid three companies were not in the range of consolidation statement in this period. XII. Index to other events In the report period, all the notices of the Company have been published on Securities Times, Hong Kong Commercial Daily as well as Juchao Website (http://www.cninfo.com.cn). Particulars are as follows: Notice number Notice date Notice Events Newspaper Layout Securities Times D6 2010-001 2010-4-21 Notice on delayed disclosure of 2009 annual report Hong Kong Commercial Daily A5 Securities Times D6 2010-002 2010-4-21 Express of 2009 Performance Hong Kong Commercial Daily A5 2010-003 2010-4-30 Notice on the 12th Meeting of the Securities Times D83Chengde Dalu Co., Ltd. Semi-Annual Report 2010 17 4th Board of Directors Hong Kong Commercial Daily D66 Securities Times D83 2010-004 2010-4-30 Notice on decision of the 4th Meeting of 5th Supervisory Committee Hong Kong Commercial Daily D66 Securities Times D83 2010-005 2010-4-30 Summary of 2009 Annual- Report Hong Kong Commercial Daily D66 Securities Times D83 2010-006 2010-4-30 Notice on Holding 2009 Shareholders’ General Meeting Hong Kong Commercial Daily D66 Securities Times D83 2010-007 2010-4-30 Text of First Quarterly Report 2010 Hong Kong Commercial Daily D66 Securities Times C8 2010-008 2010-5-11 Notice on Abnormal Fluctuation of Stock Exchange Hong Kong Commercial Daily A5 Securities Times D3 2010-009 2010-5-27 Notice on Resolution of Shareholders’ General Meeting 2009 Hong Kong Commercial Daily A15 Securities Times C12 2010-010 2010-6-1 Notice on Holding Performance Explanation Meeting Hong Kong Commercial Daily A14 Securities Times D11 2010-011 2010-7-16 Notice on Resignation of Secretary of the Board Hong Kong Commercial Daily A14 Securities Times C9 2010-012 2010-7-17 Notice on Resolution of 13th Meeting of the 4th Board of Directors Hong Kong Commercial Daily A17Chengde Dalu Co., Ltd. Semi-Annual Report 2010 18 Section VII. Financial Report (Un-audited) Balance Sheet Prepared by Chengde Dalu Co., Ltd. Jun. 30, 2009 Unit: RMB Note Amount at period-end Amount at year-begin Items V Consolidation Parent Company Consolidation Parent Company Current assets: Monetary funds 1 62,865.48 21,500.44 58,256.11 16,900.44 Settlement reserve fund Capital lend Transaction finance asset Notes receivable Accounts receivable Accounts paid in advance Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 2 20,117,165.60 44,469,012.60 20,146,954.46 44,498,801.46 Purchase restituted finance asset Inventories 3 11,296,098.60 11,296,098.60 Non-current asset due within one year Other current assets 4 1,093,527.39 1,093,527.39 Total current assets 32,569,657.07 44,490,513.04 32,594,836.56 44,515,701.90 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 6 2,215,729.65 630,800,001.00 2,215,729.65 630,800,001.00 Investment property Fixed assets 7 30,267,700.14 31,279,967.32 Construction in progress 8 12,883,800.00 12,883,800.00 Engineering material Disposal of fixed asset Productive biological assetChengde Dalu Co., Ltd. Semi-Annual Report 2010 19 Oil and gas asset Intangible assets 9 25,134,531.47 25,445,282.21 Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset 10 2,008,501.45 2,008,501.45 2,008,501.45 2,008,501.45 Other non-current asset 12 76,900,806.40 76,900,806.40 Total non-current asset 149,411,069.11 632,808,502.45 150,734,087.0 3 632,808,502.45 Total assets 181,980,726.18 677,299,015.49 183,328,923.5 9 677,324,204.35 Current liabilities: Short-term loans 13 5,422,261.91 422,261.91 5,422,261.91 422,261.91 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable Accounts payable 14 231,075.82 218,802.27 231,075.82 218,802.27 Accounts received in advance Selling financial asset of repurchase Commission charge and commission payable Wage payable 15 6,238,486.60 120,000.00 6,217,486.60 120,000.00 Taxes payable 16 7,940,152.38 -50,883.04 5,259,144.31 -34,717.11 Interest payable Dividend payable Other accounts payable 17 193,279,804.14 142,541,965.14 192,510,256.7 4 141,820,505.74 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due within 1 year Other current liabilities Total current liabilities 213,111,780.85 143,252,146.28 209,640,225.3 142,546,852.81Chengde Dalu Co., Ltd. Semi-Annual Report 2010 20 8 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable 18 10,598,000.03 98,000.03 10,598,000.03 98,000.03 Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 10,598,000.03 98,000.03 10,598,000.03 98,000.03 Total liabilities 223,709,780.88 143,350,146.31 220,238,225.4 1 142,644,852.84 Owner’s equity (or shareholders’ equity): Paid-in capital (or share capital) 19 706,320,000.00 706,320,000.00 706,320,000.0 0 706,320,000.00 Capital public reserve 20 395,971,144.37 394,571,587.96 395,971,144.3 7 394,571,587.96 Less: Inventory shares Reasonable reserve Surplus public reserve 21 76,791,550.17 76,791,550.17 76,791,550.17 76,791,550.17 Provision of general risk Retained profit 22 -1,234,736,533. 71 -643,734,268.95 -1,230,421,63 3.22 -643,003,786.62 Balance difference of foreign currency translation Total owner’s equity attributable to parent company -55,653,839.17 533,948,869.18 -51,338,938.6 8 534,679,351.51 Minority interests 13,924,784.47 14,429,636.86 Total owner’s equity -41,729,054.70 533,948,869.18 -36,909,301.8 2 534,679,351.51 Total liabilities and owner’s equity 181,980,726.18 677,299,015.49 183,328,923.5 9 677,324,204.35 Legal person: Chen Rong Person in charge of accounting work: Wang Ansheng Person in charge of accounting institution: Liu Fengguo Profit Statement Prepared by Chengde Dalu Co., Ltd. January- June 2010 Unit: RMB Amount in this period Amount in last period Items NoteV Consolidation Parent Company Consolidation Parent Company I. Total operating income 0.00 0.00Chengde Dalu Co., Ltd. Semi-Annual Report 2010 21 Including: Operating income 0.00 0.00 Interest income Insurance gained Commission charge and commission income II. Total operating cost 4,767,355.11 678,084.56 218,918,648.89 582,387,843.31 Including: Operating cost 0.00 0.00 0.00 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Reinsurance expense Operating tax and extras Sales expenses Administration expenses 23 4,766,244.48 676,964.56 3,119,858.08 1,360,207.17 Financial expenses 24 1,110.63 1,120.00 15,297.12 15,202.62 Losses of devaluation of asset 215,783,493.69 581,012,433.52 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) 189,441,916.39 Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) -4,767,355.11 -678,084.56 -29,476,732.50 -582,387,843.31 Add: Non-operating income 25 -4,448.77 -4,448.77 759,561,973.45 577,298,505.71 Less: Non-operating expense 26 47,949.00 47,949.00 601,632,337.23 542,303,684.94 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) -4,819,752.88 -730,482.33 128,452,903.72 -547,393,022.54 Less: Income tax expense V. Net profit (Net loss is listed with “-”) -4,819,752.88 -730,482.33 128,452,903.72 -547,393,022.54 Net profit attributable to owner’s of parent company -4,314,900.49 -730,482.33 128,452,903.72 -547,393,022.54 Minority shareholders’ gains and losses -504,852.39Chengde Dalu Co., Ltd. Semi-Annual Report 2010 22 VI. Earnings per share i. Basic earnings per share 27 -0.006 0.18 ii. Diluted earnings per share 2 7 -0.006 0.18 VII. Other consolidated income VIII. Total consolidated income -4,819,752.88 -730,482.33 128,452,903.72 -547,393,022.54 Total consolidated income attributable to owners of parent company -4,314,900.49 -730,482.33 128,452,903.72 -547,393,022.54 Total consolidated income attributable to minority shareholders -504,852.39 Legal person: Chen Rong Person in charge of accounting work: Wang Ansheng Person in charge of accounting institution: Liu Fengguo Statement of Cash Flow Prepared by Chengde Dalu Co., Ltd. January- June 2010 Unit: RMB Items Note V Amount in this period Amount in last period Consolidation Parent Company Consolidation Parent Company I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Insured savings and net increase of investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax receivedChengde Dalu Co., Ltd. Semi-Annual Report 2010 23 Other cash received concerning operating activities 29 1,210,003.50 1,209,994.13 1,574,515.00 1,574,515.00 Subtotal of cash inflow arising from operating activities 1,210,003.50 1,209,994.13 1,574,515.00 1,574,515.00 Cash paid for purchasing commodities and receiving labor service Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 151,800.00 151,800.00 891,086.00 758,344.00 Taxes paid Other cash paid concerning operating activities 29 1,053,594.13 1,053,594.13 448,289.52 542,269.68 Subtotal of cash outflow arising from operating activities 1,205,394.13 1,205,394.13 1,339,375.52 1,300,613.68 Net cash flows arising from operating activities 4,609.37 4,600.00 235,139.48 273,901.32 II. Cash flows arising from investing activities:: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activitiesChengde Dalu Co., Ltd. Semi-Annual Report 2010 24 Cash paid for purchasing fixed, intangible and other long-term assets 5,500.00 5,500.00 Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 5,500.00 5,500.00 Net cash flows arising from investing activities -5,500.00 -5,500.00 III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities Cash paid for settling debts Cash paid for dividend and profit distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities 13,510.00 13,510.00 Subtotal of cash outflow from financing activities 13,510.00 13,510.00 Net cash flows arising from financing activities -13,510.00 -13,510.00 IV. Influence on cash andChengde Dalu Co., Ltd. Semi-Annual Report 2010 25 cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash equivalents 4,609.37 4,600.00 216,129.48 254,891.32 Add: Balance of cash and cash equivalents at the period -begin 447,257.73 365,685.40 VI. Balance of cash and cash equivalents at the period -end 4,609.37 4,600.00 663,387.21 620,576.72 Legal person: Chen Rong Person in charge of accounting work: Wang Ansheng Person in charge of accounting institution: Liu Fengguo26 Consolidated Statement on Changes of Owners' Equity Prepared by Chengde Dalu Co., Ltd. 30 June 2010 Unit: RMB Amount in this report period Amount in last year Owners' equity attributable to the parent company Owners' equity attributable to the parent company Items Paid-up capital (Share capital) Capital reserves Less: Treasury Stock Reasona ble reserve Surplus reserves General risk provision Retained profit Others Minority ’s equity Total owners’ equity Paid-up capital (Share capital) Capital reserves Less: Treasury Stock Reasona ble reserve Surplus reserves General risk provision Retained profit Others Minority ’s equity Total owners’ equity I. Balance at the end of last year 706,320, 000.00 395,971, 144.37 76,791,5 50.17 -1,230,4 21,633.2 2 14,429,6 36.86 -36,909, 301.82 706,320, 000.00 395,971, 144.37 76,791,5 50.17 -1,416,4 36,100.6 8 118,097. 36 -237,235 ,308.78 Add: Changes of accounting policy Error correction of the last period Others II. Balance at the beginning of this year 706,320, 000.00 395,971, 144.37 76,791,5 50.17 -1,230,4 21,633.2 2 14,429,6 36.86 -36,909, 301.82 706,320, 000.00 395,971, 144.37 76,791,5 50.17 -1,416,4 36,100.6 8 118,097. 36 -237,235 ,308.78 III. Increase/ Decrease in this year (Decrease is listed with "-") -4,314,9 00.49 -504,852 .39 -4,819,7 52.88 186,014, 467.46 14,311,5 39.50 200,326, 006.96 (I) Net profit -4,314,9 00.49 -504,852 .39 -4,819,7 52.88 186,014, 467.46 14,311,5 39.50 200,326, 006.96 (II) Other consolidated income Subtotal of (I) and (II) -4,314,9 -504,852 -4,819,7 186,014, 14,311,5 200,326,27 00.49 .39 52.88 467.46 39.50 006.96 (III) Owners' devoted and decreased capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others (IV) Profit distribution 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (shareholders) 4. Others (V) Carrying forward internal owners' equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Others (VI) Reasonable reserve 1. Withdrawal in the report period28 2. Usage in the report period IV. Balance at the end of the report period 706,320, 000.00 395,971, 144.37 76,791,5 50.17 -1,234,7 36,533.7 1 13,924,7 84.47 -41,729, 054.70 706,320, 000.00 395,971, 144.37 76,791,5 50.17 -1,230,4 21,633.2 2 14,429,6 36.86 -36,909, 301.82 Legal person: Chen Rong Person in charge of accounting work: Wang Ansheng Person in charge of accounting institution: Liu Fengguo Statement on Changes of Owners' Equity (Parent Company) Prepared by Chengde Dalu Co., Ltd. 30 June 2010 Unit: RMB Amount in this report period Amount in last year Items Paid-up capital (Share capital) Capital reserves Less: Treasury Stock Reasonable reserve Surplus reserves General risk provision Retained profit Total owners’ equity Paid-up capital (Share capital) Capital reserves Less: Treasury Stock Reasonable reserve Surplus reserves General risk provision Retained profit Total owners’ equity I. Balance at the end of last year 706,320,00 0.00 394,571,58 7.96 76,791,550. 17 -643,003,7 86.62 534,679,35 1.51 706,320,00 0.00 394,571,58 7.96 76,791,550. 17 42,841,861. 08 1,220,524,9 99.21 Add: Changes of accounting policy Error correction of the last period Others II. Balance at the beginning of this year 706,320,00 0.00 394,571,58 7.96 76,791,550. 17 -643,003,7 86.62 534,679,35 1.51 706,320,00 0.00 394,571,58 7.96 76,791,550. 17 42,841,861. 08 1,220,524,9 99.21 III. Increase/ Decrease in this year (Decrease is listed with "-") -730,482.3 3 -730,482.3 3 -685,845,6 47.70 -685,845,6 47.70 (I) Net profit -730,482.3 -730,482.3 -685,845,6 -685,845,629 3 3 47.70 47.70 (II) Other consolidated income Subtotal of (I) and (II) -730,482.3 3 -730,482.3 3 -685,845,6 47.70 -685,845,6 47.70 (III) Owners' devoted and decreased capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others (IV) Profit distribution 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (shareholders) 4. Others (V) Carrying forward internal owners' equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserves30 4. Others (VI) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period IV. Balance at the end of the report period 706,320,00 0.00 394,571,58 7.96 76,791,550. 17 -643,734,2 68.95 533,948,86 9.18 706,320,00 0.00 394,571,58 7.96 76,791,550. 17 -643,003,7 86.62 534,679,35 1.51 Legal person: Chen Rong Person in charge of accounting work: Wang Ansheng Person in charge of accounting institution: Liu Fengguo31 CHENGDE DALU COMPANY LIMITED NOTES OF FINANCIAL STATEMENT FOR THE SEMI-ANNUAL 2010 (All amounts in RMB Yuan unless otherwise stated) I. Brief introduction of the Company 1. History evolution Chengde Dalu Company Limited (hereinafter referred to as “the Company”) with former name of Chengde Dixian Textile Company Limited is established in the People’s Republic of China as a jointly stock Company as approved by People’s Government of Hebei Province (JI GU BAN (1999) No. 36) dated on 3 November 1999. The registration number of Corporation Legal Person of Business License was 130000400001225 issued from Industrial and Commercial Bureau of Hebei Province. There are five promoters of the Company, which are Mr. Shuxian Wang, North Industry Co., Ltd., Longfeng Cosmetic Co., Ltd., Red Star Plastic Product Co., Ltd. and Mr. Zhengsong Wang respectively. The initial registered capital of the Company was RMB 100,000,000 representing 100,000,000 shares with a par value of RMB1.00 each and Mr. Shuxian Wang holds 85,100,000 shares. Upon the approval document No. [2000]121 issued by the China Securities Regulatory Commission (CSRC for short) on 29 August 2000, the Company issued 100,000,000 domestically listed foreign shares (B share for short) with a par value of RMB1.00 each on 29 September 2000. In addition, the Company increased issuance of 15,000,000 foreign capital shares (B share) with a par value of RMB1.00 each between 29 September and 29 October 2000. The Company’s B shares listed in Shenzhen Stock Exchange. The registered capital of the Company after the issue of B shares was increased to RMB 215,000,000 with par value of RMB 1.00 each amounting to 215,000,000 shares. According to the resolution of general meeting of shareholders on 12 March 2002, the Company distributed share bonus 43,000,000 shares to all shareholders at the rate of two shares given per ten shares and used capital reserves to into capital as 107,500,000 shares to all shareholders at the rate of five shares given per ten shares. The registered capital of the Company was increased to RMB 365,500,000 after share bonus distribution and turning. According to the resolution of general meeting of shareholders on 22 July 2003, the Company distributed share bonus 73,100,000 shares to all shareholders at the rate of two shares given per ten shares. The registered capital of the Company was increased to RMB 438,600,000 after share bonus distribution. Upon the approval document No.[2004]101 issued by the China Securities Regulatory Commission in July 2004, the Company increases of its capital by issuing 150,000,000 B shares, in which 91,300,000 shares were issued for Hong Kong dollars and32 58,700,000 shares were issued for Renminbi Yuan (RMB). Upon the approval of the Ministry of Commerce on 11 March 2004, the Company changed to foreign investment joint stock Company under the approval from Ministry of Commerce of P.R.C. According to the resolution of general meeting of shareholders on 8 June 2006, the Company distributed share bonus 117,720,000 shares to all shareholders at the rate of two shares given per ten shares. The registered capital of the Company was increased to RMB 706,320,000 after share bonus distribution. The bonus shares and previous 15,000,000 B-share issued for capital increased have been verified by the Zhong Lei Certified Public Accountants Co., Ltd. with the Verification Report of Zhong Lei Yan Zi No.[2010]10009. Intermediate People's Court of Shenzhen determined that promoter share of 112,324,800 shares held by Shuxian Wang should be compensate for Chen Rong in the price of RMB 45,491,544 in 2008. And at the same year, Intermediate People's Court of Dalian determined that promoter share of 96,000,000 shares held by Shuxian Wang should be compensate for Rong Chen in the price of RMB 38,880,000. On 13 November 2009, approved by the Company and Board, the Company changed the name as Chengde Dalu Co., Ltd. 2. Business scope Except the subsidiary—Chengde Rongyida Real Estate Development Co., Ltd. (Rongyida Company for short), the Company and other consolidated subsidiaries (herein named the Company) principle engaged in the production of various knitwear and synthetic silk, business of processing and selling as well as top-class coated paper, production and selling business of liner board serials. Rongyida Company principle engaged in the development of real estate. II. Major accounting policy, accounting estimation and previously errors of the Company 1. Basis of preparation of financial statement The Company takes the sustainable operation as the basis, in according to actual occurred transaction together base on the followed mentioned preparation basis, major accounting policy and accounting estimation. 2. Statement on Implementation of Accounting Standard for Business Enterprises The financial statement prepared by the Company was compliance with the Accounting Standard for Business Enterprises—Basic Standard and Article 38 of Specific Accounting Standard issued on 15 February 2006 form Ministry of Finance R.R.C (Finance Ministry for short) and meet the requirement of Application Guideline of Accounting Standard for Business Enterprise, Explanation of Accounting Standard for Business Enterprise and relevant regulations issued later. The financial statement represented real and completed (consolidated) financial status, (consolidated) business results and (consolidated) cash flow of the Company. Besides, the financial statement compliance with the relevant disclosure requirements that is the financial statements in Preparation Rule of Information Disclosure of33 Enterprises Publicly Issuing Securities No. 15—General Rule of Financial Report (No. 15 Document for short) which have been amended in 2010. 3. Accounting period The accounting period consisted of annual and semi-annual, the semi-annual accounting period refers to a report period that shorter than a completed accounting period. The company adopts Gregorian calendar, namely each 1 January to 31 December should be one fiscal year. 4. Standard Accounting Currency The Company adopts Renminbi as the standard accounting currency. Only the subsidiary of the Company named Gold Axe Investment Group Limited (Gold Axe for short) adopt USD as the accounting currency. 5. Accounting Treatment Method for Business Merger under the Same Control and not under the Same Control The business combination under the same control: The assets and liabilities that the combining party obtains in a business combination shall be measured on the basis of their carrying amount in the combined party on the combining date. As for the balance between the carrying amount of the net assets obtained by the combining party and the carrying amount of the consideration paid by it (or the total par value of the shares issued), the additional paid-in capital shall be adjusted. If the additional paid-in capital is not sufficient to be offset, the retained earnings shall be adjusted. The direct cost for the business combination of the combining party shall, including the expenses for audit, assessment and legal services, be recorded into the profits and losses at the current period. Where a relationship between a parent company and a subsidiary company is formed due to a business combination, the parent company shall, on the combining date, prepare a consolidated balance sheet, a profit statement and a cash flow statement. In the consolidated balance sheet, the assets and liabilities of the combined party shall be measured pursuant to their carrying amount. If it is necessary to make an adjustment according to the present Standard because the accounting policy adopted by the combined party is different from that adopted by the combining party, the assets and liabilities of the combined party (parties) shall be measured on the basis of the post-adjustment carrying amount. The consolidated profit statement shall include the incomes, expenses and profits of the combining party incurred from the beginning of the current period to the combining date. The net profits of the combined party which has been realized prior to the combination shall be reflected through an item separately presented in the profit statement. The consolidated cash flow statement shall include the cash flow of the parties to the combination from the beginning of the current period to the combining date. Business Combination Not under the Same Control: The combination costs shall be the fair values, on the acquisition date, of the assets paid, the liabilities incurred or assumed and the equity securities issued by the acquirer in exchange for the control on the acquiree, as well as all relevant direct costs incurred to the acquirer for the business combination shall also be recorded into the cost of business combination. The acquirer shall, on the acquisition date, measure the assets given and liabilities incurred or assumed by an enterprise for a business combination in light of their fair values, and shall record the balances between them and their carrying amounts into the profits and losses at the current period. The acquirer shall recognize the positive balance between the combination costs and the fair value of the identifiable net assets it obtains from the acquiree as business reputation. The acquirer shall reexamine the measurement of the34 fair values of the identifiable assets, liabilities and contingent liabilities it obtains from the acquiree as well as the combination costs, If, after the reexamination, the combination costs are still less than the fair value of the identifiable net assets it obtains from the acquiree, it shall record the balance into the profits and losses of the current period. Where a relationship between a parent company and a subsidiary company is formed due to a business combination, the parent company shall prepare a combined balance sheet on the acquisition date, which shall present the identifiable assets, liabilities and contingent liabilities acquired in the combination at their fair values. 6. Compilation of Consolidated Financial Statements a. Determination principle of consolidated scope The scope for the consolidated financial statements shall be confirmed based on the principle of control. Control refers to a power that the Company can determine the financial and operating strategy of the invested company, and can be obtained profit from the operating activities of the invested company. The Company owned over 50%(50% excluded) of the voting rights in invested company or owned less than 50% voting rights but has material controlling, collected into consolidated scope. b. Accounting methods used in consolidated financial statement Consolidated financial statement is prepared under the regulation of Accounting Standard for Enterprise No. 33—Consolidated Financial Statement. Base on the financial statement of the parent Company and its collected consolidated subsidiaries, according to other information, adjusted the long-term equity investment of the Company based on the equity method, after setting-of the equity capital investment of the parent company and shares in owners’ equity of subsidiaries held by parent company and significant transaction internal and internal current. Shareholders’ equity of minority is listed under the Shareholders’ equity of minority item in Owners’ equity in consolidated balance sheet. Gains and losses of minority shareholders are listed under the income of minority shareholders item in net profit in consolidated profit statement. Subsidiaries of the parent company increased by merger under same control in report period consolidated the income, expenses and profit from current period-begin of merger to period-end into consolidated profit statement. To those merger under different control, consolidated the income, expenses and profit from the day of purchased to period-end into consolidated profit statement. If the parent company disposing a subsidiary in report period, than the income, expenses and profit from the period-begin to disposal date collected into the consolidated profit statement. c. Accounting policy of subsidiaries Controlling subsidiaries adopts the same accounting policy as the Company. 7. Recognition basis of cash and cash equivalent Cash equivalent refers to the investment held by the Company with short term (due within three months from day of purchased), strong liquidity and low risk of value fluctuation that is easy to be converted into cash of known amount.35 8. Foreign Currency Transactions and Foreign Currency Statement Translation Foreign currency transaction at initial confirmation shall translated foreign currencies to Renminbi at the spot exchange rate on the exchange date. At the balance sheet day, foreign currencies are translated to Renminbi at the instant exchange rate of that day, the exchange difference caused by difference of the instant rate at that day and the rate adopted in initial recognition, or the exchange rate adopted in previous balance sheet, are accounted into current gains and losses. Non-monetary items of foreign currency calculated based on historical cost shall converted at the spot exchange rate of transaction day and changed no amount of standard currency bookkeeping. All assets and liability items in the balance sheet are translated at eh exchange rate of the balance sheet date; owners’ equity items except for un-distributed profit are translated at the exchange rate of the day when they happened. Income and expenses items in profit statement are translated at the spot exchange rate of transaction day. The translated differences in foreign currency financial statement shall be listed under owners’ equity items in balance sheet. Concerning the overseas operating financial statements in the malignant fluctuation economy, the balance sheet item used in general price index shall reiterated, the profit statement item used in general price index shall reiterated, than converted by the spot exchange rate at nearly balance sheet date. Concerning the overseas operating not in the malignant fluctuation economy, stop reiterated and converted the financial statement that haven reiterated at the stopped dated based on the price level. Foreign currency cash flow and overseas subsidiaries’ cash flow are translated on the spot exchange rate of the day when the cash flow was happened. 9. Financial Instruments a. Classification of financial assets and financial liabilities The financial assets covers the transactional financial assets, financial assets measured at fair value and its change was recorded into current gains and losses, held-to-maturity investment, loans, accounts receivable and financial assts available for sale etc. financial liabilities covers transactional financial liabilities and financial liabilities that measured at fair value and its change was recorded into current period. b. recognition and measuring of financial instruments36 ① When the Company became a party of financial instrument contract, recognized a financial assets or financial liabilities. If the contract of obtaining the cash flow of financial assets was terminated, the financial assets have been transferred and the financial assets that complied with the termination condition recognized as terminated. When the current liability of a financial liabilities have been totally/partially released, terminated recognized wholly/partial of this financial liabilities. ② Initial recognized financial assets or financial liabilities measured on fair value. Concerning the financial assets or financial liabilities that accounted into the current gains and losses with their fair value changes, relevant transaction expense directly accounted into current gains and losses; concerning other type of financial assets or financial liabilities, relevant transaction expense accounted into initial confirmation amount. ③The follow-up measurement on fair value is taken on the financial assets in the Company, with no deduction of transaction expenses for the future disposal of the financial assets; however, the following cases are not included: The investment held due and the account receivable are measured on the actual rate and the diluted cost; Measured on cost are stock investment instrument of no quotation in the active market and no reliable measurement on the fair value and the derivative financial assets hooked with the investment instrument and settled by the payment of the stock instrument; As for the cases as changes in the holding intention or capability, and the unreliable measurement of the fair value, which make the financial assets are not fit to the fair value measurement, the assets are measured on cost, which is the fair value of the assets on the re-classification day. ④The follow-up measurement on the actual rate and diluted cost is taken on the liabilities, but the following cases are not included: As for the cases as changes in the holding intention or capability, and the unreliable measurement of the fair value, which make the financial liabilities are not fit to the fair value measurement, the assets are measured on cost, which is the fair value of the liabilities on the re-classification day; Measured on cost are stock investment instrument of no quotation in the active market and no reliable measurement on the fair value and the derivative financial liabilities hooked with the investment instrument and settled by the payment of the stock instrument Derivative financial liabilities that without quotation in active market and cannot be reliably measured for their fair value and can only be settled by delivery of this option instrument measured based on cost; Not belongs to financial guarantee contract of financial liabilities measured by fair value and with variations accounted into current gains and losses, or loan commitments that for the price lower the market rate with financial liabilities measured by fair value and with variations accounted into current gains and losses, shall measured subsequently base on the higher amount between the followed amounts when initially recognized: Amount recognized based on contingency principle; Initial recognized amount deducting the accumulated amortized balance based on the income. ⑤ Gains and losses from variation of fair value of financial assets or financial liabilities shall treated as followed regulation except for the hedging:37 As for the financial assets and liabilities measured on the fair value and the changes reckoned into the current loss/gain, the profit or loss from fair value changes is reckoned into the current loss/gain; The profit or loss from the fair value changes of the financial assets available for sale, is reckoned into the current loss/gain, in addition to the exchange difference from the impairment loss and foreign currency monetary financial assets, and is transferred out and reckoned into the current loss/gain upon the termination of the recognition of the assets. ⑥ Reckoned into the current loss/gain are the financial assets or liabilities measured on the diluted cost and from the termination of the recognition, actual impairment or dilution, in addition to ones related to the hedge. ⑦ Reckoned into the current loss/gain is the balance-out result of the fair value changes between the hedge instrument and the hedged item in the same accounting period. c. Recognition of fair value of financial assets and liabilities The financial assets or financial debts that existing active market confirm its fair value with the quoted price on active market, the quoted price on active market including prices easy to be acquired from Exchange, broker, industry association, pricing service organization etc. termly, which represents the price of market transaction that actually occurred in a fair shake; the financial assets or financial debts not exist active market, adopt value estimation skill to confirm its fair value. The value estimation skill include refer to price used in recent market deals carried through by the parties that familiar with situation and deal by freewill, current fair value of other financial assets or financial debts that are essentially the same, discounted cash flow method, and option pricing model etc. d. Provision of financial assets At the period-end, the check is taken on the book value of financial asset to exclusion of tradable financial assets measured on the fair value and the changes reckoned into the current loss/gain, preparation for assets impairment is made if there is objective evidence to prove impairment. Upon the accrual of the impairment provision, the single substantive account is tested singly; and as for the singly not substantive one, it is tested in the financial assets group of the similar risk characters. Method of accrual provision for financial assets: ①As the financial assets available for sale can be measured reliably on the fair value, the balance of the fair value below the book value, is accrued as the impairment provision and reckoned into the current loss/gain; as the financial assets available for sale cannot be measured reliably on the fair value, the balance of the estimative future cash flow (excluding the credit loss un-incurred) below the book value, is accrued as the impairment provision and reckoned into the current loss/gain. Upon the actual impairment of the financial assets, even though the assets recognition is not terminated, the accumulative loss from the fall-down of the fair value directly reckoned into the owners’ equity may be transferred out and reckoned into the current loss/gain. ② As for the investment held due, the balance of the current value of the estimative cash flow (excluding the future credit loss un-incurred) below the book value is accrued and reckoned into the current loss/gain. e. Recognition and measurement of the transfer of the financial assets: Recognition of transfer of financial assets: in the following cases, the corporation transferred nearly all risks or compensation in the patent of the financial assets to the transfer-in party, the transfer is recognized and the recognition of the assets terminated.38 ① The financial assets are sold in with no recourse; ② Measurement of partial transfer of the financial assets: As for the partial transfer of the financial assets, the integral book value of the transferred assets is diluted on the respective fair value between the part of recognition termination and the part of no recognition termination yet, and is reckoned into the current loss/gain on the difference of book value of the part of the recognition termination and the consideration value of the part of the recognition termination together with the corresponding part of the recognition termination part directly reckoned into the accumulative sum of the fair value changes of the owners’ equity previously. The corresponding part is recognized after the dilution on the relative fair values of the recognition termination part and the recognition non-termination part. 10. Account Receivable (1) Confirmation and Method for Provisions for Bad Debts of Single Significant Amount Confirmation of single significant account receivable: Account receivable with single significant amount of RMB1, 000,000 beyond was the single significant account receivable. A. Provisions method for bad debts of single significant amount: If any objective evidence shows that the accounts receivable has been impaired, the impairment-related losses shall be recognized to prepare the provisions for bad debts according to the balance between the future present value and the book value. (2) Confirmation basis and provision method for single insignificant amount that is of great risk after combined according to the credit risk features: Confirmation basis of credit risks feature combination: The account receivable with single amount lower than RMB 1 million and has over 3years account ages, judgeless recoverable account receivable is the single minor amount but with high characteristic of risk after combination. Based on the accrual method of characteristic of credit risk: concerning the account receivable with single minor amount but with high risk after combination, occurring impairment after impairment testing, considered the age category as risk characteristic, based on the historical loss rate of similar age category in previous years, withdrawal39 the bad debt provision by the similar age category by combining real situation. (3) Account age analysis method Account Age Accrual Ratio for Account Receivable (%) Accrual Ratio for other account receivables (%) 1within one year(including 1 year) 1%-5% 1%-5% 1-2years 20% 20% 2-3 years 50% 50% Over 3 years 100% 100% 11. Inventory (1) Classification of inventory The inventory of the Company refers to raw materials, accessory materials, spare parts for maintenance, turn-over materials, product in process and manufacture products. (2) Valuing of the delivered inventory Weighted average method was adopted for the issued inventory. (3) Confirmation of net realizable value for the inventory and provision for inventory impairment After fully clearance of inventory at period-end, taking the lower amount between the inventory cost and net realizable value or adjusted the provision of inventory. Products in process, commodities and selling materials etc. directly used for commodity inventory selling. In the normal operating process, estimated sale value minors estimated sale expense and relevant tax, recognized the net realizable value as the result; Concerning material inventory need processing, in the normal operating process, estimated sales value minors estimated probability cost, estimated sale expense and relevant tax, recognized the net realizable value as the result; Inventory held for sales contract or labor contract, the net realizable value based on the contract price. If the amount of inventory held more than the amount of order in contracts, the exceeded part inventory based on the general sale price for their net realizable value. Withdrawal the provision of inventory at period-end based on single inventory items; concerning the inventory with quantity and low unit-price, withdrawal the provision by category; concerning the inventory with difficulty measurement, with same serials in the same area and has the same final purpose, shall consolidated withdrawal provision. The influence facts less record in inventory values have been disappeared, the minor amount shall be recovered. And switch-back in the original accrual provision, the40 amount of witch-back accounted into current gains and losses. (4) Rake inventory The Company adopts the perpetual inventory system for inventories. (5)Amortization method for the low-value consumables and wrappage The Company adopts one-off amortization method to amortize the low-value consumables and wrappage. 12. Long-term equity investment The long-term equity investment in the Company is the equity investment with the exertion of control or common control over with the other affiliated party or the significant influence on, the invested unit, or with no control or common control over, or significant influence on, the invested unit, and with no quotation in the active market and no reliable fair value measurement. (1) Recognition of initial investment cost As for the long-term equity investment formed in the corporate consolidation, the initial investment cost is recognized according to the following rules: a. As for the consolidation of enterprises under the same control, taken as the initial investment cost is the share of the book value of the owners’ equity attributable to the consolidated party; and for the adjustment of the reserve is the difference between the initial investment cost and the payment consideration value; and as for the reserve not sufficient for the deduction, it is for the adjustment of the remained gain; b. As for the consolidation not under the same control, taken as the initial investment are assets paid, liabilities incurred or taken, and fair value of stock offering, for obtaining the control rights over the purchased party; reckoned into the actual corporate consolidation cost are all expenses directly related to the consolidation; reckoned into the consolidation cost are future events of the possible influence on the consolidation cost, stipulated in the consolidation contract or agreement, if on the purchase day, the future events are estimated as of probable chance, and with the reliable measurement on their influences on the consolidation cost. In addition to the long-term stock investment formed in the corporate consolidation, the initial investment cost of other ones is recognized according to the following rules: ①As for the long-term stock investment obtained by the cash payment, the actual purchase price paid is taken as the initial investment cost. The initial investment cost consists of the expenses, tax, and other necessary expenditure, directly related to obtaining long-term stock investment. Checked individually as the account receivable is the cash dividend included in the actual payment and announced and yet received; ②As for the long-term equity investment obtained by the stock offering, taken as the initial investment cost is the fair value of the stock offering; ③As for the long-term equity investment invested by the investors, taken as the initial investment cost is the value stipulated in the contract or agreement, in addition to the unfair value in the contract or agreement; ④As for the long-term stock investment by the non-monetary transaction, the initial cost is recognized according to Corporate Accounting Principles No. 7 – Non-monetary41 Assets Transfer; ⑤As for the long-term stock investment by the debts restructuring, the initial cost is recognized according to Corporate Accounting Principles No. 12 –Debts Restructuring. (2) Follow-up measurement and recognition methods for impairment As for the long-term stock investment with the Company’s no common control over or significant influence on the invested unit, and no quotation in the active market and no reliable measurement on the fair value, and exercise of control over the invested unit, it is checked on cost. The long-term investment in the subsidiaries is adjusted on equity in the preparation of the consolidated statements. As being checked on cost, the book value of the long-term stock investment remains unchanged in addition to the additional investment, cash dividend or interest deserving distribution but transferred as investment, or investment withdrawn. Taken as the current investment return is the profit or cash dividend announced to be distributed by the invested unit. With the Company’s common control or significant influence on the invested unit, the long-term stock investment may be checked on equity; as for the long-term stock investment checked with the initial investment cost higher than the share of fair value of the net recognizable assets held in the invested unit, the initial investment cost is not adjusted and recognized as the business fame in preparation of the consolidated statements; as the cost is lower than the share, the difference is reckoned into the current loss/gain. Upon the check on equity, and after obtaining the stock investment, the Company may adjust the book value of the investment according to the share of the net loss/gain of the invested unit achieved in the year and deserving enjoyment or distribution, and take it as the current loss/gain; and as for the recognition of the share, the net loss/gain is adjusted on the basis of the fair value of the recognizable assets (instantly the Company obtains the investment) of the invested unit. Upon the recognition of the actual loss/gain of the invested unit, taken as the limit is the write-down zero of the investment book value and other long-term stock substantially composed of the net investment in the invested unit; if the net profit in the invested unit is achieved in future periods, and after the share of return enjoyed is above the share of the unrecognized loss distributed, the recognition of the share of the return is recovered. The investment book value is decreased according to the deserving part measured on the profit or cash dividend announced to be distributed by the invited unit. (3) Basis of recognition of common control over or significant influence on the invested units As for the common control stipulated in the contract over certain economic activity, if it exists only in the case that the important financial accounting and the operation decision-making need the unanimous agreement of the investors who share the control right, it is regarded as the common control with the other investors over the invested units; if having the right to take part in the corporate accounting and operation decision-making but not the control or the common control with other parties over the policy-making, the investing enterprises are regarded as able to exert the significant42 influence on the invested units. (4) On the balance sheet day, as for the long-term sock investment in the cost check method and with no quotation in the active market and no reliable fair value measurement, recognized as the assets impairment loss is the difference between the book value and the current value recognized according to the return rate in the similar financial market over the future cash flow discount; as for other long-term stock investment, they may be checked to make sure the impairment indications, and as for the one of the impairment indication, the single assets are tested for the impairment; and as for the business fame from the consolidation, it is tested whether there is impairment indication or not, and if the result shows that the recoverable is below the book value, the book value deduction is reckoned into the recoverable, and recognized as the assets impairment loss and reckoned into the current loss/gain. Once the impairment loss of the capital assets is recognized, it cannot be transferred back. 13. Fixed assets (1) Recognition conditions of fixed assets The capital assets are houses, buildings and transportation equipment together with the other equipment, facility, and tools related with the production and operation, of above RMB 1,000 unit value and above 1-year service life, as well as goods not attributable to the main operation or production ones but of above 2,000 unit value and above 2-year service life. Taken as the entry value is the cost of capital assets newly acquired or constructed. As for the assets appraised in the Company’s system reform, taken as the entry value is its appraisal value recognized by the state-owned assets regulatory departments. (2) Depreciation method for all fixed assets The depreciation method for capital assets is average service life one, and the depreciation rate is recognized as follows according to its category, estimative economic service life and estimative remnant (5% -- 10% of the original value): Categories years of depreciation(years) Scrap value rate (%) Annual depreciation rate (%) Houses and buildings 25-year 5 3.8 Papermaking equipment 20-year 10 4.5 Other machine equipment 7 – 15-year 5 6.33-13.57 Transportation equipment 5—10-year 5 9.5—19 Office equipment 5 – 10-year 5 9.5—1943 Checked at every accounting-period-end are service life, estimative net remnant and the depreciation method, of capital assets. If there is great difference or change between the net estimative remnant of the life service and the depreciation method, and the previous ones, it is adjusted respectively. (3) Test methods for capital assets impairment and accrual methods for its provision The capital assets are checked at the period-end, and the recoverable of the assets is measured for the accrual of the impairment provision if there are the following cases found out: ①The larger fall-down of the market price of the capital assets is much higher than the estimative one due to the time lapse or the normal use and cannot be recovered in the near future; ② There are material changes in the corporate operation environment as technological, market, economic or law environments, or the products market, in the current period or near future, which impact negatively on the market;③ The great period-on-period rise in the market interest probably influences the measurement of the corporate discount rate of the capital assets and results the large fall-down in the recoverable of the capital assets; ④ The capital assets are backward or the entity is broken;⑤ There are material unfavorable changes in the estimative utilization methods for the capital assets, such as the termination of the corporate plan or the restructuring of the operation business attributable to the assets and early disposal of the assets, and therefore the corporation is negatively impacted;⑥ Other cases probably testify the actual impairment of the assets. If the recoverable is lower the book value, the impairment provision of the capital assets is accrued according to the difference of the above two, and reckoned into the current loss/gain. The impairment provision is accrued as the single assets. Once the impairment loss is recognized, it cannot be transferred back in the future accounting periods. 14. Projects under construction As for the projects under construction, the classification accounting is taken on the established projects. Taken as the entry value of the capital assets is all actual construction expenditure before the planned availability of the assets. As for the assets which has reached the availability but yet done the final accounts, they are transferred into the capital assets on the fixed value according to the projects budget, cost or the actual cost from the day of reaching the planned availability, and the capital assets depreciation is accrued on the corporate policies of capital assets depreciation; upon the completion of the projects, the previous tentative estimative value is adjusted according to the actual cost, but the accrued depreciation is not adjusted. The difference of the recoverable below the book value is taken as the impairment provision for the projects under construction if the projects under construction stop long time and is not expected to restart in the forthcoming 3 years or are backward in properties or technology and of great uncertainty as for the economic interest brought upon the corporation or of other cases to testify fully its impairment. 15. Borrowing Costs (1) Recognition principles on the capitalization of borrowing costs44 Capitalized and reckoned into the relevant assets cost are the corporate actual borrowing expenses directly attributable to construction and production of assets up to the capitalization conditions; other borrowing expenses are reckoned into the current loss/gain on their actual sum. Assets up to the capitalization conditions are assets such as the capital assets, investment property and inventory assets as can reach the planned availability or marketability only after the long-term construction or production. As the borrowing expenses are up to all of the following conditions, the capitalization starts: a. There is the actual assets expenditure, which includes the expenditure in the form of cash payment, transfer of non-cash assets or interested debt assumption for the construction or production of the assets up to the capitalization conditions; b. There are the actual borrowing expenses; c. There has been the starting of the construction or production activities necessary for the planned availability or marketability of the assets. As the assets up to the capitalization conditions reach the availability and marketability, the borrowing expenses stop capitalization. As part projects of the assets construction or production are completed respectively and utilized singly, the very part of the borrowing expenses stops capitalization. (2) Capitalization period of borrowing expenses The capitalization period is the period from the capitalization starting time point to the ending point with the temporary break point excluded. As there is irregular break above 3-month, of the assets up to the capitalization conditions in its construction or production, the assets stop the capitalization temporarily until the re-starting of the construction. (3) Measurement methods for the capitalization of borrowing expenses Capitalized are the interest expenses of the specific borrowings (deducting the interest income from the borrowing un-utilized but deposited in the bank or the investment return from the temporary investment) and its auxiliary expenses, before the planned availability or marketability of the assets constructed and produced up to the capitalization conditions. Sum of the general borrowing interest to be capitalized is measured and recognized on the accumulative assets expenditure above that of the specific borrowing times the capitalization rate of appropriation of general borrowing on the annual average. The capitalization rate is recognized on the average interest rate of the general borrowing. If the discount or premium exists in the borrowings, it is recognized on the actual rate every accounting period, and the interest is adjusted every period. 16. Intangible assets The intangible assets including the land use right, are valued on the actual cost price as being obtained, and averagely diluted on the use year stipulated in the contract. At the period-end, the book value of the intangible assets is checked and the provision for the intangible assets is accrued on the difference between the recoverable sum and the book value and reckoned into the current loss/gain. The provision is accrued with the single45 substantive assets as the unit. Once the assets impairment loss is recognized, it will not be transferred back in the future accounting periods. 17. Long-term deferred expenses Taken as the long-term deferred expenses in the Company and averagely diluted according to the estimative benefit period of the item is the improving outlay for the capital assets leased in by the operational lease, and all expenses actually incurred but diluted in the Period and the future periods with 1-year-above dilution. The start-up expenses in the preparation period are diluted into the current expenses at one time in the operation starting month. 18. Projected liabilities As for the current obligations from the warranty for the products quality, external guarantees, and un-resolved lawsuits, their fulfillment probably cause the outflow of economic interest, and the sum of those obligations is recognized as the estimative liabilities as the sum can be measured reliably. As for the future operation loss, it is not recognized as the projected liabilities. The estimative liabilities are measured initially according to the best estimator of the expenditure for the fulfillment of the current obligations, and factors are comprehensively taken into account as risks, uncertainty, and the monetary time value related to the contingent events. As for the significant influence of the monetary time value, the best estimator is finally recognized after the discount of the relevant future cash flow; recognized as the interest expenses the increased sum of the book value of the projected liabilities due to the discount reduction with the time lapse. On the balance sheet day, the book value of the projected liabilities is checked and adjusted properly for the reflection to the current best estimator. 19. Income Income recognition basis and measurement methods a. Products sales income is recognized as up to all of the following conditions: the Company has transferred major risks and compensation of the product patent to the purchaser; the Company neither retains the continuous management rights usually related to the ownership nor exerts effective control over the sold goods; the obtained income can be measured reliably; the relevant economic interest probably flows into the corporation; relevant cost incurred or to incur can be measured reliably; b. Labor supply income is recognized as up to all of the following conditions: the income can be measured reliably; relevant interest probably flows into the corporation; the completion progress of the transaction can be measured reliably; relevant cost incurred or to incur in the transaction can be measured reliably; c. Income from the transfer of the assets use right: can flow into the corporation the economic interest related to the transaction; the income can be measured reliably; d. As the goods are sold in the after-sale repurchase, the accounts received are recognized as the liabilities; if the repurchase price is higher than the original sales price, the interest of the difference is accrued on time in the repurchase period and reckoned into the financial expenses. If there is concrete evidence to show that the after-sale repurchase is up to the recognition conditions of sales income, the income of46 goods sold are recognized by the sales price and the goods repurchased are dealt with as goods purchased in; e. As the goods are sold in the after-sale lease-back, and the transaction are recognized as the operational lease, the difference is deferred between the sales price and the assets book value and diluted for the adjustment of the lease expenses in the lease period in the same way of the recognition of the lease expenses. 20. Deferred income tax assets/ deferred income tax liabilities Recognition basis of deferred income tax a. As for the deductible temporary differences between the book value of the assets and liabilities, and with the taxable income probably obtained for balancing out the deductible temporary differences as the limit, recognized are the deferred income assets arising from the deductible temporary differences: ①The transaction is not enterprise consolidation; ②Upon the transaction, neither the accounting profit nor the taxable income is influenced. b. As the deductible temporary differences related to the investment into the subsidiaries, affiliated enterprises or joint enterprises, are up to the following conditions, the corresponding deferred income tax assets are recognized: ①The temporary differences are probably transferred back in the expectable future; ②In the future,probably obtained are the taxable income available for deducting the deductible temporary differences. c. As for the deductible loss or tax deduction able to be settled and transferred in the future years, the corresponding deferred income assets are recognized with the future taxable income probably obtained and available for deducting the loss and tax deduction as the limit. d. On the balance sheet day, the book value of the deferred income tax assets is checked, and the sum deducted is transferred back if the sufficient taxable income cannot be obtained. 21. Major changes in accounting policies and estimation There are no changes in the accounting policies or estimation. 22. Other major accounting policies, estimation and methods for financial statements (1) Assets impairment The assets impairment is the assets recoverable sum below than its book value. On the financial statements day, the corporation may make judgment whether there is the impairment indication in the assets. If there is the indication, the recoverable sum is estimated; and if the sum is below the book value, the book value is written down into the recoverable sum, and is recognized as the assets impairment loss and reckoned into the current loss/gain, and the assets impairment provision is accrued. As for the business fame and the intangible assets of uncertain service life, whether there is impairment indication or not, the impairment test is taken every year. The impairment test is taken on the combination between the business fame and relevant assets groups47 or portfolio of the groups. The assets accrual basis and recognition methods are as follows of the long-term stock investment, capital assets, and projects under construction and intangible assets: a. On the balance sheet day, the Company makes judgment on the impairment indication of the assets as the long-term stock investment, capital assets, projects under construction and intangible assets. The following indications show the probable chance of the assets impairment: ①The large fall-down of the assets market price in the current period is much higher than the estimative one due to the time lapse or the normal use. ②There are or will be material changes in the corporate operation environments as economic, technological and law ones or the assets market in the current or forthcoming period, which will impact the corporation unfavorably. ③With the current improvement of the market interest rate or other market investment return rate, influenced is the corporate measurement in the discount rate of the current value of the assets estimative future cash flow and resulted is the large fall-down of recoverable sum. ④It is testified that the assets has been out-of-date or its entity has been broken. ⑤The assets have been or will be stranded, terminated or disposed in advance on schedule. ⑥The corporate inside report testifies that the assets economic performance has been or will be lower than the expected one, such as the net cash flow created by the assets or the operation profit (loss) achieved is much lower (higher) than the expected one. ⑦ Other indications to prove the possible assets impairment b. As for the assets of impairment indications, its recoverable sum is estimated. The recoverable sum is recognized as the higher one between the net of the assets fair value less the disposal expenses, and the current value of the future cash low estimated. As for the net of the assets fair value less the disposal expenses, and the current value of the future cash low estimated, so far as one item is above the assets book value, there is no occurrence of the assets impairment and need for estimation of the other item. The net of the assets fair value less the disposal expenses is recognized on the basis of the sales agreement price in the fair trade less the sum directly attributable to the disposal expenses. As for the assets not in the sales agreement but in the active market, it is recognized on the basis of its market price less the disposal expenses. The assets market price is usually recognized on the basis of the buyer’s offering. In the case of no sales agreement and no active assets market, and then on the basis of the best information available, estimated is the net of the assets fair value less the disposal expenses, which can also be estimated with the reference to the latest trade price of similar assets in the same trade. As for the current value of the accrued future cash flow, pursuant to the accrued future cash flow in the continual use and the final disposal of the assets, recognized is the sum discounted on the appropriate discounting rate. And as for the current value, should be considered thoroughly accrued future cash flow, service life and discounting rate of the assets. c. The measurement result of the recoverable sum shows that as the recoverable sum of48 the assets is lower than its book value, the book value is written down into the recoverable sum and reckoned into the current loss/gain, and the corresponding assets impairment provision is accrued. Upon the recognition of the assets impairment loss, the assets depreciation or dilution expenses should be adjusted correspondingly in the future so as that the adjusted book value (net estimative remnant value deducted) is systematically distributed in the assets remain service life. Upon the recognition of the assets impairment loss, the loss cannot be transferred back in the future accounting period. d. If there is the indication to the assets impairment, the recoverable sum is estimated on the basis of the single asset. If the recoverable sum of the single asset is impossible to estimate, the recoverable sum of the assets group is recognized on the basis of the assets group assets. In recognition of the assets group, the basis is whether the main cash flow from the assets group is independent from the cash flow of other assets or assets group; meanwhile, considered are the management methods for the production and operation activities and decision-making methods for the assets continual use or disposal. (2) Staff remuneration The staff remuneration is a variety of compensation offered for the staff supply of service together with other relevant expenditure. The staff remuneration consists of the staff wages, rewards, allowance & subsidy, and the social insurance expenses as that of welfare, medical insurance, endowment insurance, unemployment insurance, job injury and birth insurance, and the housing reserves, labor union funds & staff education funds, non-monetary welfare and the compensation for severing the labor relations. The staff remuneration payable is recognized as liability in the period of staff supply of service, and reckoned into the relevant expenses or assets according to the beneficiary of the staff service in addition to the severance of labor relations. Pursuant to relevant rules, the insurance expenses and reserves are generally withdrawn in certain ratio and without above the stipulated the limit, and paid to the labor and social insurance institutions; and the corresponding expenditure is reckoned into the current production cost or expenses. (3) Preparation methods for consolidated financial statements a. Recognition principles on consolidation range The consolidation range of the consolidated financial statements is recognized on the basis of control. The control is the right to decide the financial and operation policies of invested units and obtain the interest from the operation activities of the invested units. All put in the consolidation range are investment in other units accounting for above 50% (50% included) total voting assets or less than 50% yet of the control rights. b. Accounting methods for consolidated financial statements The consolidated financial statements are prepared upon the adjustment of long-term stock investment in the subsidiaries, balancing out the parent company’s equity investment and the parent company’s holding share in the subsidiaries’ owners’ equity , and the Company’s inside substantive transaction and inside dealing , according to rules Corporate Accounting Principles No. 33 – Consolidated Financial Statements, based on the financial statements of the parent company and subsidiaries included in the range,49 and according to other relevant information, and the equity law. The minority shareholders’ equity is listed in the item of owners’ equity in consolidated balance sheet as the “minority shareholders’ equity”. The minority shareholders’ loss/gain is listed in the item of net profit as the “minority shareholders’ return”. As for the increase of subsidiary by the consolidation of enterprises under the same control, put into the consolidated profit statement are the subsidiary’s income, expense and profit from the current period-beginning of the subsidiary’s consolidation to the Period-end. As for the increase of subsidiary by the consolidation of enterprises not under the same control, put into the consolidated profit statement are the subsidiary’s income, expense and profit from the purchasing day to the Period-end. As for the disposal of the subsidiaries by the Company, put into the consolidated profit statement are the subsidiary’s income, expense and profit from the Period-beginning to the disposal day. c. Accounting policies of subsidiary Consistent with the Company’s ones are the accounting policies implemented by the controlling subsidiary. III. Taxes Major taxes and tax rate applicable for the Company this year: Tax category Tax calculation evidence Tax rate Value added tax 17% of the taxable sales volume deducting current deduct-able input tax 17%, 13% Business tax Taxable turnover 5% Enterprise income tax Taxable income 25% IV. Business Combination and Consolidated Financial Statements 1. Subsidiaries (1) Subsidiaries obtained by means of establishment or investment, etc.50 Full name Type Registrat ion place Busine ss nature Register ed capital Busines s scope Actual amount subscribed at the end of period Balan ce of other items actually forming the net investmen t in the subsidiari es Proporti on of shares held (%) Proporti on of voting power (%) Consolida ted report statement or not Minor shareholde rs’ equity Amou nt for offsetting the gain and loss of minor shareholde rs in the minor shareholde rs’ equity Balan ce after that the loss of current period shared by minor sharehold ers and offset with parent company owner’s equity exceeds the shares owned by minor sharehold ers in the subsidiary at the beginning of period51 Hebei Xiabanche ng Knitwear Co., Ltd. Wholly-own ed Chengde Wearcloth Manufacture USD 4million Manufact ure and export of various knitwear USD 4million 100% 100% No Cheng de Dixian Fashion Co., Ltd. Wholly-own ed Chengde Wearcloth Manufacture USD 24 million Manufact ure and selling high-class chemical fabric fashion and cloth USD 24 million 100% 100% No Cheng de Xingye Papermaki ng Co., Ltd. controlling Chengde Paper production USD 100 million Manufact ure and selling high-class coated board and serials of Kraft paperboard USD 75 million 75% 75% Yes RMB 13924777. 73 Cheng de Banhe Chemical Simulation Textile Co., Ltd. controlling Chengde Wearcloth Manufacture USD 60 million Manufact ure and selling high-class chemical fabric fashion and cloth USD39 million 65% 65% No52 Gold Axe Investment Group Limited Wholly-own ed Virgin Island exporting USD1.00 Liaison of investment and export business Authori zed capital USD 5,000, issuing capital USD1.00 100% 100% Yes Cheng de Huaxin Waste Paper Recycle Co., ltd. Controlling Chengde Recycle and processing of wasted paper RMB1million Recycle processing and selling of various wasted paper and paper-made products RMB0.9 million 90% 90% Yes RMB 6.7453 Note: 25% equity of Hebei Xiabancheng Knitting Garment Co., Ltd. (hereinafter referred to as "Xiabancheng Knitting") was held by wholly owned subsidiary of the Company Gold Axe. Xiabancheng Knitting had declared bankruptcy on Sep 8th of 2009. Foreign investor of Chengde Di Yin Fashion Co., Ltd. (hereinafter referred to as "Fashion Company") Japan Yu Fat Co., Ltd. (hereinafter referred to as "Japanese Yu-fat") and Gold Axe signed equity transfer term on Jun 25th of 2005, Japan Yu-fat agreed to transfer 25% equity of Fashion Garment to Gold Axe, in the way that Gold Axe offset the share transfer fees with accounts receivable over Japan Yu-fat 50,643,321.00 yuan which previously referred to clothes accounts payable for the Company. The Company signed transfer term about accounts receivable with Gold Axe on Jun 25th of 2005. Accounts receivable 50,643,321.00 yuan were transferred to Gold Axe with book value. The above equity transfer events were approved by the board of directors of Fashion Garment. Only transfer events of foreign investor hadn’t been approved by related department, and related change of business process procedures have not been handled. Fashion Garment Company had declared bankruptcy on Feb 8th of 2009. Chengde Xingye Paper Industry Co., Ltd. (hereinafter referred to as "Xingye Paper") was built by co-financing from the Company and Show Jubilee International Holdings Limited of Hong Kong ("Hong Kong Jubilee Exhibition"), and received a business license of business entity on Mar 12th of 2001. According to joint venture agreement of both parties, the Company and Hong Kong Jubilee Exhibition respectively invested 622,500,000.00 yuan and 207,500,000.00 yuan which must be paid within 3 years (investing period) after joint company received business license. Till Dec 31st of 2007, the Company and Hong Kong Jubilee Exhibition respectively invested 622,500,000.00 yuan and 207,500,000.00 yuan to Xingye Paper Production. Partial production lines of Xingye Paper Production have been put into operation. Instruments value (calculated according to value of investment agreement, having not received value confirmation of CCIB) Hong Kong Jubilee Exhibition invested was beyond by 128,650,000.00 yuan over its assets which should invest. On Apr 23rd of 2009, Hebei Province High People's Court confirmed that Xingye Paper Production was fictional foreign investment operation enterprise registered and built through previous shareholder of the Company Wang Shuxian masqueraded the name of Hong Kong Jubilee Exhibition via (2009) the second sentence final word of Ji Criminal No. 44 "Criminal Ruling". Being short of capital, shareholding subsidiary of the Company Chengde Xingye Paper Industry Co., Ltd. had totally stopped production since 2006; on Dec 8th of 2008, Intermediate People's Court of Chengde City in Hebei Province confirmed acceptance of bankruptcy liquidation application of Xingye Paper Production from Chengde Yonghe Cement Co., Ltd. via (2008) Cheng Civil Break Word No. 13 "Civil Ruling"; on Mar 11th of 2009, Intermediate People's Court of Chengde City in Hebei Province approved settlement request of Xingye Paper Production via (2008) Cheng Civil Break Word No. 13-2 "Civil Ruling"; on May54 10th of 2009, Intermediate People's Court of Chengde City in Hebei Province confirmed the settlement term agreed by Xingye Paper Production and creditors on May 8th of 2009 and stopped the settlement procedure via (2008) Cheng Civil Break Word No. 13-3 "Civil Ruling". Chengde Banghe Chemical Fabric Co., Ltd. (hereafter referred as Banhe Fabric) is the joint company of the Company’s controlling subsidiary. It is registered on 29 September 2002 as a Sino-foreign operation enterprise, with the registered capital of US$ 15 million, and the Fashion Cloth Company and the Ninhon Yamaxita Shangji Co., Ltd. (hereafter referred as the Ninhon Yamaxita Shangji) respective of 35% and 65% shareholding. It was approved by the Foreign Trade Economic Cooperation Hall of Hebei Province with Ji Foreign Economy Trade No. [2003] 37 on 24 March 2003 and increased the registered capital from US$ 15 million and US$ 60 million on 7 July 2003, and in addition to the original two parties’ increased capital and the Xitabangjion Fabric increased as the investor, and respectively of 20% , 55%, 25% shareholding. It was approved by the Commerce Hall of Hebei Province with Ji Foreign Economy Trade No. [2003] 37 on 31 March 2004 that the 20% shareholding in the Banghe Fabric was transferred by the Nihon Yamaxita Shangji to the Fashion Cloth Company. After the change, the registered capital in the Banghe remains US$ 60 million, with the changed shareholding respectively of 40%, 35%, 25%. As ending at 31 December 2007, Banghe Fabric received the actual investment capital is RMB 394,820,975.29, with the Fashion Cloth Company’s RMB199,200,000.00 and the Xitabangjion Fabric’s RMB114,890,975.29. All above the investment capital has not done the capital verification procedures yet. Banghe Fabric announced to be bankrupt on 8 February 2009. Chengde Huaxin Wastepaper Recycling Co., Ltd. (hereafter referred as the “Huaxin Commercial Trade Co., Ltd. of Chengde County (hereafter referred as the “Xinye Commercial Trade”) – the Company’s controlling subsidiaries commonly and received the business license on 17 January 2003. 90% shareholding in the Huaxin Wastepaper is held by the Xinye Papermaking – the Company’s controlling subsidiary. Huaxin Wastepaper has closed in 2006. According to the Huaxin Wastepaper’s industrial and commercial information, its minority shareholder has been changed from the Xingye Commercial Trade to the Fashion Cloth Company. As not reporting and presenting the 2007 annual corporate verification material, Huaxin Wastepaper has been cancelled the license by the Administration of Industry and Commerce of Chengde Municipality on 28 April 2009. (2) There is no obtaining of subsidiaries by the consolidation of enterprises under the same control. (3) Subsidiaries obtained by the consolidation of enterprises not under the same control55 Ful l name of subsidi ary T ype of subs idia ry R egist ered plac e N ature of busin ess Regist ered capital Operat ion scope Actual capital invested at Period-en d Othe r item surplus actually composi ng the net investme nt in subsidiar ies P ropor tion of share holdi ng (%) P ropor tion of vote (%) on so li da te d st at e m en t in or it y sh ar eh ol de rs’ eq ui ty Eatup part of minorit y sharehol ders’ loss in minorit y sharehol der’ equity Balance of the parent shareholders’ owner’' equity less the eat-up part of the loss diluted by minority shareholders of the subsidiaries in Peiod above their equity share at Period-beginning Ch engde Rongyi da Propert y Develo pment Co., Ltd. in Chengd e County L imit ed liabi lity C heng de City P ropert y Devel opme nt RMB1 0 million Proper ty developme nt; production of textile and clothing, import & export of clothing; lease service RMB 1 1 00% 1 00% es 2. There is no subject for the specific purpose or the operation entity of control rights formed by trustee operation or lease. 3. There is no incidence of consolidation of enterprises under the same control at the Period-end. V. Notes to the consolidated financial statements 1. Monetary funds Amount at the end of period Amount at the beginning of period Items Amount in foreign currencies Conversion rate Amount in RMB Amount in foreign currencies Conversion rate Amount in RMB Cash: - - - - - - RMB - - - - - -56 Bank deposit: - - 62,865.48 - - 58,256.11 RMB - - 62,865.48 - - 58,256.11 Total - - 62,865.48 - - 58,256.11 2. Other accounts receivable (1) Exposure of other accounts receivable by category: Amount at the end of period Amount at the begin of period Book balance Provision for bad debts Book balance Provision for bad debts Category Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Other account receivable with single big amount 84,366,165.76 99.96% 64,281,533.51 99.99% 84,366,165.76 99.92% 64,281,533.51 99.99% Other account receivable not with single big amount but with heavy combination risk after combination by credit risk characteristic - - - - - - - - Other not important other accounts receivable 36,296.27 0.04% 3,762.92 0.01% 66,085.13 0.08% 3,762.92 0.01% Total 84,402,462.03 100.00% 64,285,296.43 100% 84,432,250.89 100.00% 64,285,296.43 100% Note: recognized basis of single major amount of other account receivable: over RMB 1 million. (2) Accrual of bad debt provision of other account receivable with single major amount or minor amount but impairment testing individually: Content of other Book balance Amount of Accrual reasons57 account receivable bad debt proportion Financial Office of Xiabancheng 40,169,264.5 0 20,084,632.2 5 50% 2-3years account age Da Hua Paper Industry 44,196,901.2 6 44,196,901.2 6 100% over 3 years account age Total 84,366,165.7 6 64,281,533.5 1 - - Note: other account receivable—Financial Office of Xiabancheng RMB 40,169,264.50, was the land amount for purchasing 619.81 Mu, in which 324.781 Mu have been accomplished the land-use certificated. Due to the non-corresponding of land-use certificate and payment, all of them shall transferred to intangible assets while finished all land-use certificated, and shall amortized calculated based on the land-use right. (3) There are no other account receivables in this period that have been totally accrued of bad debt provision or have major proportion of bad debt provision accrued but totally recover or switch-back in current period. (4) there are no other account receivable held in shareholders with 5 %( including5%) voting rights in the period. (5) Other account receivable with major amount mainly refers to the current account of affiliated companies, land amount that not transferred to intangible assts calculated temporary. (6) Top 5 units with an amount of other account receivable: Name Relationship with the company Amount Period Proportion among the total other accounts receivable (%) Da Hu Paper Industy Affiliated company 44,196,901.26 Over 3 years 52.364% Financial Office of Xiabancheng Dominion 40,169,264.50 2-3years 47.593% Suning Banhe Chemical Fiber Facsimile Fabric Affiliated company 15,361.00 Within 1 year 0.018% Shi Bainian Staff 14,500.00 Within 1 year 0.017% Liu Qingmin Staff 1,557.75 Within 1 year 0.002% Total -- 84,397,584.51 -- 99.994% (7) Account receivable of related parties58 Name Relationship with the company Amount Proportion among the total other accounts receivable (%) Da Hu Paper Industy Affiliated company 44,196,901.26 52.36% Suning Banhe Chemical Fiber Facsimile Fabric Affiliated company 15,361.00 0.02% Total -- 44,212,262.26 52.38% (8) There is no securitized transaction with the object of other account receivable in this period. 3. Inventory Inventory classification Amount at the end of period Amount at the beginning of period Items Book balance Depreci ation reserve Book value Book balance Depreci ation reserve Book value Merchan dise inventory - - - - - - Raw materials - - - - - - Prod ucts in process - - - - - - Plan ning develope d products 11,296,0 98.60 11,296,0 98.60 11,296,0 98.60 11,296,0 98.60 Tota l 11,296,0 98.60 - 11,296,0 98.60 11,296,0 98.60 - 11,296,0 98.60 Note: Balance of “planning developed products” refer to the land-use rights purchased from subsidiary of the Company—Xiabancheng Knitwear, Cheng Xian Guo Yong No.32, No.33 and No.34(2000), which has been declared bankruptcy, and land-use rights from subsidiary of the Company – Fashion Company, Cheng Xian Guo Yong No.173 and No.174(2000), which has been declared bankruptcy.59 The purchased land-use right accounting into book based on the bidding price, but has not finished the transformation of property. 4. Other current assts Items Amount at period-end Amount at period-begin Credit purchased 1,093,527.39 1,093,527.39 Total 1,093,527.39 1,093,527.39 Note: Other current liabilities refer to the bidding credit purchased from parent company by Rongyida Company. The book keeping value is the original obtaining cost; including bidding price of RMB 1,197,300.00 and bidding expense RMB 11,973.00( dealing confirmation No. Ji Sheng Pai ZiNo.1 (20090408)). 5. Investment to joint venture and affiliated companies Inve sted compay Natu re of the company Re gister place Le gal repres entativ e B usines s nature Regi ster capital Prop ortion of share holding (%) Prop ortion of voting rights held (%) Total assts at period-end Total liabilities at period-end Tot al net assts at period-e nd Total operating income at period-e nd Net profit at this period I. Joint venture II. Affiliated company Suning Banhe Chemical Fiber Facsimile Fabric Co., Ltd Limite d Liability Company Su ning Hebei Wang Zheng song Manufa cture enterpri se USD 29million 20% 20% 23,456 ,210.61 69,755,78 6.34 46, 299,575 .73 - - Chengde Beirifang Co., Ltd Limite d Liability Company Cheng de Wang Shuxia n Manufa cture enterpri se USD 1 million - - Chengde Dahua Paper Industry Co., Ltd. Limite d Liability Company Cheng de Shi Bainia n Manufa cture enterpri se JPY6364 million 45% 45% 266,96 9,909.27 624,579.6 2 266 ,345,32 9.65 - -60 The Chengde Dixian Light Track Co., Ltd. Limite d Liability Company C hengd e Wang Huilai Manuf acture enterpr ise USD8mil lion - - Note: Suning Banhe Chemical Fiber Facsimile Fabric Co., Ltd. (hereafter referred as the “Suning Banhe”) is set up on 7 December 2004, which is approved by the People’s Government of Hebei Province (Provincial People’s Government Foreign Investment Ji Chang City No. [2004] 0047), and in joint venture between the Company and the Nehon Yamaxita Sangji, and received the Corporate Consolidation Ji Chang No. 130900100274 business license. It is of US$ 29 million registered capital, with the Company’s investment capital of US$ 5.8 million accounting for 20% of the total. Among that, the Company’s monetary investment is RMB 7,251,417.00, namely US$ 895,236.67; Nihon Niuseiken Dayiben Kayisa paid for the foreign equipment disassembly fees, installation fees and transportation fees totaled JPY 521,007,225.00, namely US$ 4,904,763.00, as its investment capital. Nihon Yamaxita Sangji invested US$ 2.32 million in the form of equipment supply, accounting for 80% of the total. The manufacture of the equipment leased from the Chengde Banhe by the Suning Banhe started in 2006. Chengde Beirifang Co., Ltd. (hereafter referred as the “Beirifang”) is a Sino-foreign joint venture enterprise by the common investment of the Company, Japanese Keta Nihon Honki Co., Ltd. (hereafter referred as the “Beiriben Fabric”) and the Nihohan Yusets, and received the business license on 13 December 2002. The Company held 50% stock in the ‘Beirifang”. As ending at 31 December 2005, the Company has not invested actually yet, and the “Beirifang” has closed and the business license was cancelled by the Administration of Commerce and Industry of Chengde Municipality on 27 March 2008. Chengde Dahua Paper Industry Co., Ltd. (hereafter referred as the “Dahua Paper”), with the former name as Chengde Rizhi Co., Ltd., was approved by the Chengde Commerce Bureau Chengde City Commerce Foreign Investment No. [2004] 8. It was set up by the Company and Japanese Sexi Co., Ltd. It is of registered capital US$ 5 million, with the Company’s investment capital of US$ 2.25 million accounting for 45% of the total. The investment total of the joint venture increased from US$ 5 milion to JPY 11 billion, with the registered total from US$ 5 million to JPY 6.364 billion, and the Company’s investment capital from US$ 2.25 million to JPY2.864 billion accounting for 45% of the total. On 24 June 2005, the Rebenzhizzhi singed the stock transfer contract with the Japanese Xinseki Trade Co., Ltd. (hereafter referred as the Japanese Xinseki), and the Ribenzhizhi transferred 55% stock to the Japanese Xinseki. The above events were approved by the Hebei Provincial Commerce Bureau Ji Commerce Foreign Investment No. [2005] 70. On 29 June 2005, the Company signed the transfer agreement with the Xingye Papermaking with the transfer of 45% shareholding61 from the former one to the latter one. As ending at 31 December 2007, the actually received investment capital by the Dahua has been RMB 266,280,320.00, and all of the above invested-in capital has all done capital verification; and the changes in shareholders has not finished yet. As not reporting and presenting information of the corporate annual verification in 2007, the business license of the Dahua Paper Making was cancelled by the Administration of Industry and Commerce of Chengde Municipality on 28 April 2009. The Chengde Dixian Light Track Co., Ltd. (hereafter referred as the “Light Track Company’) was approved by the Economy and Trade Ji Cheng , and start-up by on 27 the Company and the Nihon Xinseki commonly, and received the license Corporate Consolidation Ji Cheng No. 000272 on 8 April 2003. It is of registered capital of US$ 8 million, the total invested capital of US$ 17.8 million, the Company’s taxable registered capital of US$ 6 million accounting for 75% of the total. As ending at 31 July 2007, the Company had not invested actually; and the Light Track had not start formally the operation and been cancelled the license by the Administration of Industry and Commerce of Chengde Municipality on 27 March 2008. 6. Long-term equity investment62 Invested company Calculation method Initial investment cost Balance at period-begin Change of increase/decrease Balance at period-end Proportion of share held (%) Proportion of voting right held (%) explanation of non-coincidence between the proportion of share held and proportion of voting held Provision of depreciation Accrual provision n in this period Cash bonus in this period I. Investment for affiliated companies、 Suning Banhe Cost 46,980,000.00 46,980,000.00 46,980,000.00 20% 20% 46,980,000.00 - - Da Hua Paper Industry Equity 206,215,729.65 206,215,729.65 206,215,729.65 45% 45% 204,000,000.00 - Subtotal 253,195,729.65 253,195,729.65 - 253,195,729.65 250,980,000.00 - Fashion Company Cost 200,051,551.11 200,051,551.11 - 200,051,551.11 100% 0% Declare Bankruptcy 200,051,551.11 - Xiabancheng Knitting Cost 441,303,759.82 441,303,759.82 - 441,303,759.82 100% 0% Declare Bankruptcy 441,303,759.82 - Subtotal 641,355,310.93 641,355,310.93 - 641,355,310.93 641,355,310.93 - Total 894,551,040.58 894,551,040.58 - 894,551,040.58 892,335,310.93 -63 7. Fixed assts (1) Particular about fixed assts Items Book balance at period-begin Increase in this period Decrease in this period Book balance at period-end I. Total original book value: 87,601,850.85 - - 87,601,850.85 Including: House and buildings 76,629,147.41 - - 76,629,147.41 Machinery equipment - - - 0.00 Transportation instrument 10,802,089.94 - - 10,802,089.94 Other equipment 170,613.50 - - 170,613.50 II.Total accumulated depreciation: 20,960,320.52 1,012,267.18 - 21,972,587.70 Including: House and buildings 12,677,788.63 814,655.51 - 13,492,444.14 Machinery equipment - - - 0.00 Transportation instrument 8,226,664.43 197,611.67 - 8,424,276.10 Other equipment 55,867.46 - - 55,867.46 III. Total net book value of fixed assets 66,641,530.33 -1,012,267.18 - 65,629,263.15 Including: House and buildings 63,951,358.78 -814,655.51 - 63,136,703.27 Machinery equipment - - - 0.00 Transportation instrument 2,575,425.51 -197,611.67 - 2,377,813.84 Other equipment 114,746.04 - - 114,746.04 IV. Total of depreciation provision 35,361,563.01 - - 35,361,563.01 Including: House and buildings 33,129,463.59 - - 33,129,463.59 Machinery equipment - - - 0.00 Transportation instrument 2,117,353.38 - - 2,117,353.38 Other equipment 114,746.04 - - 114,746.04 V. Total book value of fixed assts 31,279,967.32 -1,012,267.18 - 30,267,700.14 Including: House and buildings 30,821,895.19 -814,655.51 - 30,007,239.68 Machinery equipment - - - 0.0064 Transportation instrument 458,072.13 -197,611.67 - 260,460.46 Other equipment - - - - (2) No fixed assets rent by means of financing lease in this year. (3) No fixed assets held for sale at the end of year. 8. Projects under construction (1) Particular about projects under construction Amount at period-end Amount at period-begin Items Book balance Depreciation provision Net value of book Book balance Depreciation provision Net value of book Paper-making projects 255,286,903.30 246,724,222.04 8,562,681.26 255,286,903.30 246,724,222.04 8,562,681.26 Thermal power plant 4,321,118.74 - 4,321,118.74 4,321,118.74 - 4,321,118.74 Total 259,608,022.04 246,724,222.04 12,883,800.00 259,608,022.04 246,724,222.04 12,883,800.00 (2) Provision of project under construction Items Amount at period-end Increased in this period Decreased in this period Amount at period-begin Accrual reasons Paper-making projects 246,724,222.04 - - 246,724,222.04 -- Total 246,724,222.04 - - 246,724,222.04 -- Note: due to the shortage of capital and influence of smuggling affairs, the Company’s construction still in suspended, the equipment idle for a long time which has not reached the use status, results in a rot on the equipment with majority parts and losses its use value. The Company judged that the above mention items have a low value of using and accrued relevant provision. 9. Intangible assts Particular about intangible assts: Items Book balance at period-begin Increased in this period Decreased in this period Book balance at period-end I. Total original book value 31,075,075.63 - - 31,075,075.63 Land-use right 31,075,075.63 - - 31,075,075.63 II.total accumulated amortized 5,629,793.42 310,750.74 - 5,940,544.16 Land-use right 5,629,793.42 310,750.74 - 5,940,544.16 III. Total net 25,445,282.21 -310,750.74 - 25,134,531.4765 book value of intangible assts Land-use right 25,445,282.21 -310,750.74 - 25,134,531.47 IV. Total depreciation provision - - - - Land-use right - - - - V. Total book value of intangible assts 25,445,282.21 -310,750.74 - 25,134,531.47 Land-use right 25,445,282.21 -310,750.74 - 25,134,531.47 10. Deferred income tax assts Particular about deferred income tax assts Items Amount at period-end Amount at period-begin Deferred income tax assets: Depreciation provision of assets 2,008,501.45 2,008,501.45 Subtotal 2,008,501.45 2,008,501.45 11. Details of depreciation provision of assets Decrease this period Items Book balance at period-begin Increa se this period Switch-ba ck Charge-o ff Book balance at period-end I. Bad debit provision 64,285,296.43 64,285,296.43 II. Impairmen t provision for long-term equity investment 892,335,310.9 3 892,335,310.9 3 III. Impairmen t provision for fixed assets 35,246,816.97 35,246,816.97 IV. Impairmen t provision for constructio n in progress 246,724,222.0 4 246,724,222.0 4 Total 1,238,591,646. 37 1,238,591,646. 37 12. Other non-current assets Items Amount at period-end Amount at period-begin House and buildings 36,821,474.54 36,821,474.5466 Transportation instrument 21,181.31 21,181.31 Electronic equipment 38,320.79 38,320.79 Land-use right 40,019,829.77 40,019,829.77 Total 76,900,806.41 76,900,806.41 Note: ① Other non-current assets refers to the bidding assets from parent company and subsidiaries that have been declared bankruptcy by Rongyida Company. Among which the cost of bidding assets of parent company was RMB18, 620,966.00(including RMB 184,366.00 bidding expense), cost of credit mortgage from Shanghai Pudong Developmetn Bank Tianjing Branch was RMB 14,300,000.00, and cost of bankruptcy assets from Xiabancheng Knitwear was 5,730,560.16(including RMB 183,142.18 bidding expense) and cost of bankruptcy assets from Banhe Textile was RMB 19,751,920.00(obtained from assets transfer). ②Other non-current assets including house, buildings and transportation instruments. The land-used right has not dealing with the property transfer procedure. 13. Short-term loans (1) Classification of short-term loans Items Amount at period-end Amount at period-begin Pledge loans Mortgage loans Warranty loans Credit loans 5,422,261.91 5,422,261.91 Warranty and mortgage loans Total 5,422,261.91 5,422,261.91 14. Accounts payable (1) particular about accounts payable Amount at period-end Amount at period-begin Age Amount Proportion in total amount Amount Proportion in total amount Within 1 year - - - - 1-2 years 1,629.97 0.71% 1,629.97 0.71% 2-3 years 51,223.05 22.17% 51,223.05 22.17% Over 3 years 178,222.80 77.12% 178,222.80 77.12% Total 231,075.82 100.00% 231,075.82 100.00% (2) There is no such amount in period-end belongs to shareholders or related parties who hold 5% or more than 5% voting rights. (3) There are no major account payables with more than 1 year in the report67 period. 15. Employee salaries payable Items Amount in period-begin Increases Decreases Amount in period-end I. Wages, bonuses, allowances and subsidies 120,000.00 21,000.00 - 141,000.00 II. Social insurances 6,097,486.60 - - 6,097,486.60 III. Welfare of resignation - - - - Total 6,217,486.60 21,000.00 - 6,238,486.60 Note: social insurances refer to the under-payment social insurance from 1999 to 2007 accrual in 2007 from Xingye Paper-making—subsidiary of the Company. This item is not confirmed from the social insurance department. 16. Taxes payable Items Amount in period-end Amount in period-begin Value added tax -63,059.32 -46,893.39 Business tax - - Enterprise income tax - - Housing property tax 1,433,460.57 952,985.22 Individual income tax 12,176.28 12,176.28 Land-use tax 6,557,574.85 4,340,876.20 Others - - Total 7,940,152.38 5,259,144.31 17. Other payables (1) Particular about other payables Amount in period-end Amount in period-begin Aging Amount Rate in total Amount Rate in total Within 1 year 189,475,246.91 98.03% 188,705,699.51 98.02% 1 to 2 years 2,178,419.79 1.13% 2,178,419.79 1.13% 2 to 3 years - - - - Over 3 years 1,626,137.44 0.84% 1,626,137.44 0.85% Total 193,279,804.14 100.00% 192,510,256.74 100.00% Note: In the balance at period-end, loan balance from nature person amounting to RMB44, 000,000.00. (2) Particulars about other account payables belong to shareholders or related parties who hold 5% or more than 5% voting rights. Name Amount in period-end Amount in period-begin68 Da Hua Paper Industry 1,177,216.37 1,177,216.37 Total 1,177,216.37 1,177,216.37 (3) Other account payable with major amounts Name Amount in period-end Natural Aging Office of Chengde Removal Leading Team 57,504,370.00 Loans Within I year Bankruptcy manager of Fashion Company 26,410,000.00 Loans Within I year Li Yan 22,590,000.00 Loans Within I year Bankruptcy manager of Banhe Fabric 19,750,000.00 Loans Within I year Financial Bureau of Chengde County 17,349,983.30 Loans Within I year Shanghai Mining and Power Co., Ltd. 12,000,000.00 Loans Within I year Bankruptcy manager of Xiabancheng Knitting 8,760,000.00 Loans Within I year Li Tianhong 8,000,000.00 Loans Within I year Zhang Xiaoming 6,500,000.00 Loans Within I year Chen Liping 5,000,000.00 Loans Within I year High People’s Court of Hebei Province 2,118,395.79 Penalty 1-2years Da Hua Paper Industry 1,177,216.37 Current account Over 3years Tan Liang 1,000,000.00 Loans Within I year Qian Zhenlin 910,000.00 Loans Within I year 18. Special account payable Item Amount in period-begin Increase this period Decrease this period Amount in period-end Notes Environment subsidy 10,500,000.00 10,500,000.00 Financial Bureau of Chengde County 98,000.03 98,000.03 Total 10,598,000.03 10,598,000.03 Note: Environment subsidy of RMB10, 500,000.00 was the gratuitous subsidy fund received from the Financial Bureau of Chengde County. 19. Share capital Change of increase/decrease(+,-) Amount at period-begin Newly issued shares Bonus shares Shares from public reserve Other Subtotal Amount at period-end69 Total shares 706,320,000.00 706,320,000.00 Note: after increasing the capital, the register capital was RMB38, 600,000.00, which has been verified by the verification report of PWH Yan Zi No. 149(2003) issued by Price Water House Coopers Co., Ltd. In July 2004, according to the approval of No.101[2004] issued by CSRC, the Company oriented increase capital with issuing B-shares of 150,000,000 shares including 91,300,000 shares with HKD, and 58,700,000 shares with RMB. According to the resolution of General Meeting of Shareholders’ on 8 June 2006, the Company distributed bonus of 117,720,000 shares to all shareholders with the ratio of every 2 shares for each 10 shares. After distribution, the register capital amounting to RMB 706,320,000. The above mentioned event have been verified by the verification report of No.10009 [2010] issued from Zhonglei CPA Co., Ltd. 20. Capital reserve Item Amount at period-begin Increase this period Decrease this period Amount at period-end Share premium 391,996,587.96 391,996,587.96 Provision of equity investment 1,399,556.41 1,399,556.41 Other capital surplus 2,575,000.00 2,575,000.00 Total 395,971,144.37 395,971,144.37 21. Surplus reserve Item Amount at period-begin Increase this period Decrease this period Amount at period-end Mandatory surplus reserve fund 76,791,550.17 76,791,550.17 Total 76,791,550.17 76,791,550.17 22. Retained profit Item Amount Proportion of withdrawal or distribution Retained profit at last year-end before adjustment -1,230,421,633.22 -- Add: Total net profit attributable to parent company -4,314,900.49 -- Retained profit at period-end -1,234,736,533.71 -- 23. Administrative expenses Item Current period Last period Staff salaries 172,800.00 891,086.00 Material consumption 9,398.50 54,702.00 Depreciation expense and 1,012,267.18 1,201,468.4170 production suspend loss Service fee for agent 520,000.00 500,000.00 Tax 2,697,174.00 - Amortization of intangible assets 310,750.74 424,440.50 Others 43,854.06 48,161.17 Total 4,766,244.48 3,119,858.08 24. Financial expense Category Current period Last period Interest expense - - Less: interest income 9.37 - Others 1,120.00 15,297.12 Total 1,110.63 15,297.12 25. Non-operating income Item Current period Last period Restructuring benefits - 759,561,973.45 Others -4,448.77 Total -4,448.77 759,561,973.45 26. Non-operating expenses Item Current period Last period Total losses on disposal of non-current assets - 513,192,270.51 Including: Losses on disposal of fixed assets - 13,365,132.26 Losses on disposal of intangible assets - 26,077,076.00 Losses on disposal of other assets - 473,750,062.25 Debt restructuring losses - 58,972,608.47 Expenses for fines - 29,467,458.25 Others 47,949.00 - Total 47,949.00 601,632,337.23 27. Calculation about basic earnings per share and diluted earnings per shares Current period Last period Net profit attributable to common shareholders of the Company P0 -4,314,900.49 128,452,903.7271 Impact on potential common shares diluted Total shares at year-begin S0 706,320,000.00 706,320,000.00 Amount of shares increase from public reserve or dividend distribution S1 Amount of shares increase from newly issued shares or liabilities etc. Si Amount of shares decrease from repurchase in period Sj Amount of decrease shares in period Sk Amount of month in period M0 Amount of increased share months from next month to year-end of report period Mi 12 12 Amount of decrease share months from next month to year-end of report period Mj Total share at year-end 706,320,000.00 706,320,000.00 Amount of common shares increased by warrants, stock option and transfer bonds Sl Amount of month in period M0 12 12 Amount of increased share months from next month to year-end of report period Mk Weighted average amount of common shares increased by warrants, stock option and transfer bonds =Sl×Mk÷M0 Weighted average amount of external issued common shares S=S0+S1+ Si×Mi÷M0-Sj×Mj÷M0-Sk S 706,320,000.00 706,320,000.00 Basic earnings per share =P0÷S - 0.01 0.18 Diluted earnings per share =(P0+ Impact on potential common shares diluted)/(S+ Weighted average amount of common shares increased by warrants, stock option and transfer bonds) - 0.01 0.18 28. No other consolidated income occurred in this period. 29. Notes to items of cash flows statement (1) Other cash received from operating activities Items Amount Current account 1,209,994.13 Interest income 9.37 Total 1,210,003.50 (2) Other cash paid to operating-related activities72 Items Amount Material consumption 9,398.50 Fee to agents 520,000.00 Others 43,854.06 Current account 480,341.57 Total 1,053,594.13 (3) There are no Cash received arising from other investment activities in period. (4) There are no Cash payables to other investment activities in period. (5) There are no Cash received arising from other financing activities in period. (6) There are no Cash payables to other financing activities in period. 30. Supplemental Information for Cash Flow Statement (1) Supplemental Information for Cash Flow Statement: Supplemental information Current period Last period 1. Adjustments to reconcile net income to net cash provided by operating activities: Net profit -4,819,752.88 128,452,903.72 Add: Impairment provision for assets - 215,783,493.69 Depreciation of fixed assets, consumption & depreciation of fuel and gas, depreciation of production materials 1,012,267.18 1,120,982.86 Amortization for intangible assets 310,750.74 505,926.05 Amortization for long-term prepayment - 2,009,612.55 Loss on disposal of fixed assets, intangible assets and others long-term assets(Income is listed with “-“) - 68,908,616.51 Loss upon rejection of fixed assets(Income is listed with “-“) - - Loss on variance of fair value (Income is listed with “-“) - - Finance cost (Income is listed with “-“) - 13,510.00 Loss in investment(Income is listed with “-“) - - 189,441,916.39 Decrease of deferred tax assets(Increase is listed with “-“) - - Liability increase of deferred tax(Decrease is listed with “-“) - - Decrease of inventories(Increase is listed with “-“) - - Decrease of operating receivable account items(Increase is listed with “-“) 29,788.86 94,220,365.48 Increase of operating payable account items (Decrease is listed with “-“) 3,471,555.47 - 321,338,354.99 Others - - Net cash flow from operating activities 4,609.37 235,139.4873 2. Significant investing and financing activities for non cash items: Liabilities capitalized - - Convertible bonds payable mature in one year - - Financing leased fixed assets - - 3. Net increase (decrease) for cash and cash equivalents: Ending balance for cash 62,865.48 663,387.21 Less: beginning balance for cash 58,256.11 447,257.73 Add: ending balance for cash equivalents - - Less: beginning balance for cash equivalents - - Net increase in cash and cash equivalents 4,609.37 216,129.48 (2) Constitution of cash and cash equivalent ( Item Current period Last period I. Cash 62,865.48 58,256.11 Including: Inventory cash Bank deposit payable at any time 62,865.48 58,256.11 Other monetary fund payable at any time Account in central bank payable at any time Account in interbank Lending of interbank II. cash equivalent Including: Bond investment due within 3 months III. Balance of cash and cash equivalent at period-end 62,865.48 58,256.11 31. Notes to items in Change of Owners’ Equity There only has the change of owners’ equity from net profit, see No. 22 in Note V VI. Accounting treatment on assts securitization There is no business of assets securitization in the year. VII. Related parties and related transaction 1. Parent company of the Company The Company has no directly controlling parent company. The related parties with controlling relationship of the Company refer to Mr. Chen Rong –controlling shareholder, who held 29.49% equity of the Company. 2. Subsidiaries of the Company Na me Nature of the subsidiaries Type of subsidiari es Re gister place Lega l represent ative Busin ess nature Re gister capital Pro portion of share held (%) Pro portion of voting right held (%) Orga nization code74 Hebei Xiaban cheng Knitwe ar Co., Ltd. Wholl y-owned Li mited liability compan y Chengd e Wang Suxian Fashion manufactu re USD 4 million 100 % 100 % 6012 6026-2 Chengd e Dician Fashion Co., Ltd. Wholl y-owned Li mited liability compan y Chengd e Wang Suxian Fashi on manufactu re USD 24 Million 100 % 100 % 6012 6040-6 Chengd e Xinye Paperm aking Co., Ltd. Contro lling Li mited liability compan y Chengd e Wang Suxian Paper manufactu re USD 100 million 75% 75% 6012 5211-5 Chengd e Banhe Chemic al Simulat ion Textile Co., Ltd. Contro lling Li mited liability compan y Chengd e Shanxia Huisi Fashion manufactu re USD 60 million 65% 65% 7434 1034-2 Gold Axe Investm ent Group Limited Wholl y-owned Li mited liability compan y Virgin Island expor ting USD1.0 0 100 % 100 % Chengd e Xinhua Recycle Co., Ltd. Contro lling Li mited liability compan y Chengd e Xu Sulian recycle and process of wasted paper RMB 1 million 90% 90% 7454 4580-5 Chengd e Rongyi da Real Estate Develo pmetn Co., Wholl y-owned Li mited liability compan y Chengd e Che n Rong devel opment of real estate R MB 10 million 100 % 100 % 6843 4235-075 3. Particular about joint venture and affiliated company Invested company Type of companies Register place Legal representatives Company nature Register capital Proportion of share held (%) Proportion of voting held (%) Total asset at period-end total liabilities at period-end total net asst at period-end total operating income this peiod net profit this period related relationship Organization code I. Affiliated enterprise II.ffiliated enterprise Suning Banhe Simulation Textile C., Ltd. Limited Liability Company Suning Hebei Wang Zhengsong Manufacture USD 29 million 20% 20% 23,456,210.61 69,755,786.34 46,299,575.73 - - Affiliated Chengde Beirifang Co., Ltd. Limited Liability Company Chengde Wang Suxian Manufacture USD 1 million - - Affiliated Chengde Dahua paper Industry Co., ltd. Limited Liability Company Chengde Shi Bainian Manufacture JPY6364 million 45% 45% 266,969,909.27 624,579.62 266,345,329.65 - - Affiliated 76033882-1 Chengde Light Rail Co.,ltd. Limited Liability Company Chengde Wang Huilai Manufacture USD 8 million - - Affiliated76 4. Other related parties of the Company Name of related parties Relationship with the Company Japan New Century Co., Ltd. Shareholder of holding subsidiary’s associated Company Century Win International Holding Co., Ltd. Shareholder of subsidiary Chengde Beirifang Co., Ltd. Joint Company with 50% of equity Dahua Paper Industry 45% of equity participation Suning Banhe 20% of equity participation 5. Transactions of related parties (1) related leasing Subsidiary of the Company—Banhe Fabric, rented 215 equipment to Suning Banhe without the leasing agreement. The Suning Banhe suspended operating due to the smuggling and has not paid the rent yet. 6. Account of receivable and payable fro related parties Item Related party Amount at period-end Amount at period-begin Other account receivable Suning Banhe 15,361.00 13,312.00 Other account receivable Dahua Paper Industry 44,196,901.26 44,196,901.26 Other account payable Dahua Paper Industry 1,177,216.37 1,177,216.3777 VIII. Shares paid There are no shares paid in this period. IX. Contingency There are no contingency in the Company. X. Commitments As at the end of 30 December 2010, there exist capital commitments that have been signed but no need to present in the financial statement: Items Amount at period-end Amount at period-begin Invested in joint-share enterprise—Da Hua Paper Industry --- --- Invested in controlling enterprise—Banhe Fabric 8,439,024.71 8,439,024.71 Invested in Joint venture-- - Beiri Textile 4,035,100.00 4,035,100.00 Invested in controlling enterprise—Light Rail Company 48,421,200.00 48,421,200.00 Total 60,895,324.71 60,895,324.71 The Company and Nippon Paper Industries Co., Ltd built a joint venture Japan Paper Co., Ltd. with registration capital USD 5 million. According to Articles of Association of Chengde Japan Paper Co., Ltd. and Hebei Foreign Commerce [2004] 41 of Hebei Provincial Commerce Department which was Reply for Total Increased Investment of Chengde Day Paper Co., Ltd. and Registration Capital, the registration capital increased from USD 5 million to Yen 6.364 billion, and the capital invested by the Company increased from USD 2.25 million which took 45% of registration capital. On Jun 24th of 2005, Japan Paper’s shareholder Nippon Paper and Japan New Age signed equity transferring contract, and then Nippon Paper transferred holding 55% equity of Japan Paper to Japan New Age. The above matter of equity changes was approved by Hebei Foreign Commerce [2005] 70 of Hebei Provincial Commerce Department which was Reply for Agreeing Chengde Japan Paper Co., Ltd to Transfer Equity and Change the Name of Company, at the same time approved Nippon Paper to change its name to Chende Dahua Paper Co., Ltd. On Jun 29th of 2005, the Company and Xingye Paper Production signed contract of equity transferring, the Company transferred 45% equity of Dahua Paper to Xingye Paper Production, the change of business process is still being handled. Till Dec 31st of 2006, Xingye Paper Production had actually invested 206,215,729.65 yuan. As 2007 annual inspection materials of enterprise was not delivered, the business license of Dahua Paper was revoked by Chengde Industry and Commerce Administration on Apr 28th of 2009. Since the establishment of Beiri Textile and Light Rail Company, the Company has no real investment, and revoking business license by Industrial and Commerce Bureau of Chengde on 27 March 2008. XI. Item after date of balance sheet78 There exist no items after date of balance sheet for disclosure. XII. Other significant event s 1、 China Southern Securities Co., Ltd. (hereinafter referred to as "China Southern Securities") and its subsidiary China Southern Securities (Hong Kong) Limited held 108.84 million shares of the Company previously. On Jun of 2009, China Southern Securities Bankruptcy Liquidation Group and Chengde municipal government signed related agreement. After creditor chairman commission of southern security approved and Shenzhen Intermediate People's Court ruled and granted, Southern Securities Bankruptcy Liquidation Group transferred 108.84 million shares to Chengde People’s Government with HKD 76,188,000. The Government accepted shares aiming at rescuing and promoting restructure of the Company. According to national policy, Chengde People’s Government couldn’t hold shares directly as the first level government. While currently domestic institution can’t hold share B, so the Government entrusted Li Yuntian, Qian Zhenlin, Chen Yan, Xu Jiang, Zhou Haihong, the 5 natural persons, to hold them instead. 2 、On Jan 4th of 2008, Hebei Province Shijiazhuang Municipal People's Procuratorate made a proceeding to the Shijiazhuang People's Court. The indictment believed that: accused unit Chengde Di Yin Knitting & Textile Co., Ltd. in order to escape customer supervisory and evaded tax payable utilized national policy of free duties for imported instruments of foreign investment projects, built “Chengde Banhe”, ”Dixian Light Rail”, ”Xingye Paper Production”, ”Fashion Garment Company”, ”Suning Meihua”, ”Suning Puhua” and ”Suning Leiyi” 7 fictional foreign investment operation enterprises, cheated and got documents for free duties for imported instruments, made false of general trade import goods to import instruments of foreign investment projects, evaded tax payable 68,734,451.21 yuan. His behavior has violated the "PRC Criminal Law" the second paragraph of Article 53; it should be investigated for criminal responsibility of smuggling ordinary goods. On Feb 25TH OF 2009, Shijiazhuang Intermediate People's Court ruled smuggling ordinary goods crime of accused unit Chengde Di Yin Knitting & Textile Co., Ltd. with fine RMB 68,734,451.21 via (2008) Shi Criminal Early word the 48th criminal judgment; Involved smuggling goods were confiscated and turned over to state treasury. Within the statutory time limit, Wang Shuxian appealed. On Apr 23rd of 2009, Hebei Province High People's Court ruled: Dismiss the appeal and uphold the original verdict via (2009) Ji Criminal the second Final Word No. 44 "Criminal Ruling". The ruling is the final verdict. XIII. Notes to Parent Company’s financial statement 1. other account receivable (1) Other account receivable classified according to categories: Amount at period-end Amount at period-begin Book balance Bad debt provision Book balance category Bad debt provision Amount Proportion %) Amount Proportion %) Amount Proportion %) Amount Proportion %) other account receivable 64,521,111.50 99.94% 20,084,632.25 99.98% 64,521,111.50 99.90% 20,084,632.25 99.98%79 with single major amount Other account receivable with single minor amount but with risk after combination - - - - - - - - other account receivable with minor significant 36,296.27 0.06% 3,762.92 0.02% 66,085.13 0.10% 3,762.92 0.02% Total 64,557,407.77 100% 20,088,395.17 100.00% 64,587,196.63 100.00% 20,088,395.17 100.00% Note: recognition of other account receivable of the single major amount: over RMB 1 million. (2) Bad debt provision for other account receivable with single major amount or single minor amount but exercising impairment testing individually at period-end: Other account receivable Balance at book Amount of Bad debt Accrual proportion reasons Financial Office of Xiabancheng 40,169,264.5 0 20,084,632.2 5 50% With account age of 2-3 years Total 40,169,264.5 0 20,084,632.2 5 - - (3) There is no bad debt provision that totally accrued in pre-period or with major accrual proportion in this period, but recovered and switch-back totally in this period. (4) There are no other account receivables held in the shareholders with 5 %( Including 5%) voting rights held in the report period. (5) Other account receivable with major amounts mainly is the land amount that has not been transferred into intangible assets temporary. (6) Top 5 in other account receivable Name Relationship to the Company Amount Term Proportion in total other account receivable (%) Financial Office of Xiabancheng Dominion 40,169,264.50 2-3years 62.223% Rongyida Company Subsidiary 24,351,847.00 Within 1year 37.721% Suning Banhe Simulation Textile Co., Ltd. Affiliated company 15,361.00 Within 1year 0.024% Shi Bainian Staff 14,500.00 Within 1year 0.022% Liu Qingmin Staff 1,557.75 Within 1year 0.002% Total -- 64,552,530.25 -- 99.98%80 (7) Other related account receivable Name Relationship to the Company Amount Term Suning Banhe Simulation Textile Co., Ltd. Affiliated company 15,361.00 0.02% Rongyida Company Subsidiary 24,351,847.00 37.72% Total -- 24,367,208.00 37.74% (8) There is no securitized transaction base on the object of other account receivable in this period.81 2. Long-term equity investment Invested Calculation method Initial investment cost Balance at period-begin Change (=,-) Balance at period-end Proportion of share held (%) Proportion of voting held (%) explanation on un-coincidence between proportion of share held and proportion of voting held Provision Accrual provision Cash dividend I. Investment to affiliated companies Suning Banhe cost 46,980,000.00 46,980,000.00 - 46,980,000.00 20% 46,980,000.00 - - Subtotal 46,980,000.00 46,980,000.00 - 46,980,000.00 46,980,000.00 - - II. Investment to subsidiaries Fashion Company cost 149,408,230.11 149,408,230.11 - 149,408,230.11 75% 0% Declare bankruptcy 149,408,230.11 - Xiabancheng Knitwear cost 431,604,203.41 431,604,203.41 - 431,604,203.41 75% 0% Declare bankruptcy 431,604,203.41 - Xingye Papermaking cost 622,500,000.00 622,500,000.00 - 622,500,000.00 75% 75% Rongyida Company cost 1.00 - 1.00 1.00 100% 100% Gold Axe(Oversea company cost 8,300,000.00 8,300,000.00 - 8,300,000.00 100% 100% Subtotal 1.00 -82 1,211,812,434.52 1,211,812,433.52 1,211,812,434.52 581,012,433.52 Total 1,258,792,434.52 1,258,792,433.52 1.00 1,258,792,434.52 627,992,433.52 -83 3. Supplementary information of cash flow statement Supplemental information Current period Last period 1. Adjustments to reconcile net income to net cash provided by operating activities: Net profit -730,482.33 -547,393,022.54 Add: Impairment provision for assets 581,012,433.52 Depreciation of fixed assets, consumption & depreciation of fuel and gas, depreciation of production materials Amortization for intangible assets Amortization for long-term prepayment 2,009,612.55 Loss on disposal of fixed assets, intangible assets and others long-term assets(Income is listed with “-“) 9,579,964.22 Loss upon rejection of fixed assets(Income is listed with “-“) Loss on variance of fair value (Income is listed with “-“) Finance cost (Income is listed with “-“) 13,510.00 Loss in investment(Income is listed with “-“) Decrease of deferred tax assets(Increase is listed with “-“) Liability increase of deferred tax(Decrease is listed with “-“) Decrease of inventories(Increase is listed with “-“) Decrease of operating receivable account items(Increase is listed with “-“) 29,788.86 523,283,022.62 Increase of operating payable account items (Decrease is listed with “-“) 705,293.47 - 568,231,619.05 Others Net cash flow from operating activities 4,600.00 273,901.32 2. Significant investing and financing activities for non cash items:84 Liabilities capitalized Convertible bonds payable mature in one year Financing leased fixed assets 3. Net increase (decrease) for cash and cash equivalents: Ending balance for cash 21,500.44 620,576.72 Less: beginning balance for cash 16,900.44 365,685.40 Add: ending balance for cash equivalents Less: beginning balance for cash equivalents Net increase in cash and cash equivalents 4,600.00 254,891.3285 4. There is no anti-direction purchase in the period-end XIV. Supplementary information 1. Details of current non-recurring gains and losses Items Amount Disposal gains and losses of non-current assets - gains and losses of debt restructure - Other non-operating income and expense excluding the abovementioned items -52,397.77 Total -52,397.77 2. The Company has no difference based on the CAS and IAS (1) The net profit and net assts calculated based on CAS and on IAS are have no difference. (2) The Company have no other oversees Accounting Standard except for IAS that been used in disclosure the financial report. 3. Return on equity and earnings per share Profit in report period Weighted earnings per share average of Return on equity(%) Basic earnings per share Diluted earnings per share Net profit attributable to common shareholders of the Company 8.07% -0.006 -0.006 Net profit attributable to common shareholders of the Company after deducting non-recurring gains and losses 7.97% -0.006 -0.006 Note14. Approval of Financial Statement The Financial Statement of the Company has been approved by Board of Directors on 22 August 2010. Section VIII. Documents available for reference I. Text of Semi-annual Report 2010 carrying the genuine signatures of legal representative; II. Text of financial report carrying the autograph and seals of legal representative, principal86 in charge of the accounting affairs and principal in charge of the accounting institute; III. Original texts of all documents and announcement disclosed publicly in the Securities Times and Hong Kong Commercial Daily in the report period; IV. Article of Association The abovementioned documents will provide under the requirement from China Securities Regulatory Commission and Stock Exchange if necessary. Board of Director of Chengde Dalu Company Limited 24 August 2010