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公司公告

ST大路B:2011年第三季度报告全文(英文版)2011-10-25  

						Chengde Dalu Co., Ltd.                                     The Third Quarterly Report for 2011 (Full-text)



                                Chengde Dalu Co., Ltd.
                          The Third Quarterly Report For 2011
                                      (Full Text)
§1. Important Notes

1.1 The Board of Directors and the Supervisory Committee of Chengde Dalu Co., Ltd. (hereinafter
referred to as the Company), along with all its directors, supervisors and senior executives hereby
confirm that there are no any important omissions, fictitious statements or serious misleading
information carried in this report, and shall take all responsibilities, individual and/or joint, for the
reality, accuracy and completion of the whole contents.
1.2 The Third Quarterly Financial Report 2011 of the Company has not been audited by CPAs.
1.3 Yan Qizhong, Principal of the Company; Wang Ansheng, Person in Charge of Accounting
Works; and Liu Fengguo, Person in Charge of Accounting Organ (Accounting Officer) hereby
confirm that the Financial Report of the Third Quarterly Report is true and complete.

§2. Company Profile
2.1 Main accounting highlights and financial indexes:
                                                                                    In RMB Yuan
                                                                                      Increase/decrease
                                         2011.9.30                  2010.12.31
                                                                                          scope (%)
Total assets (RMB)                        211,568,199.64             199,976,147.64                5.80%
Owners’ equity attributable to
shareholders of listed company            -35,951,641.87              -27,525,241.03                         -30.61%
(RMB)
Share capital (Share)                    706,320,000.00               706,320,000.00                          0.00%
Net assets per share attributable
to shareholders of listed                           -0.051                       -0.039                      -30.77%
company (RMB/Share)
                                                        Increase/decreas                     Increase/decreas
                                     July-Sep. of        e over the same       Jan.-Sep. of e over the same
                                         2011              period of the          2011         period of the
                                                           last year (%)                       last year (%)
Total operating income (RMB)               8,750.00                                30,000.00            0.00%
Net profit attributable to
shareholders of listed company       -4,357,349.05              -84.63%        -8,426,400.84                 -26.24%
(RMB)
Net cash flow arising from
                                           -                    -              -7,763,305.97        -168,358.36%
operating activities (RMB)
Net cash flow per share arising
from     operating      activities         -                    -                       -0.011      -168,358.36%
(RMB/Share)
Basic earnings per share
                                               -0.006          -100.00%                 -0.012               -20.00%
(RMB/Share)
Diluted earnings per share
                                               -0.006          -100.00%                 -0.012               -20.00%
(RMB/Share)
Weighted average return on
                                               0.00%                                    0.00%                 0.00%
equity (%)
Weighted average return on
                                               0.00%                0.00%               0.00%                 0.00%
equity      after      deducting


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Chengde Dalu Co., Ltd.                                 The Third Quarterly Report for 2011 (Full-text)



non-recurring gains/losses (%)

Items of non-recurring gains and losses
√Applicable         □Inapplicable
                                                                                              In RMB Yuan
Items of non-recurring gains and losses                                                       Remarks(If
                                                                  Amount
                                                                                              applicable)
Gains & losses from disposal of non-current assets                                0.00
Other non-operating income and expenditure beside
                                                                          868,739.49
for the aforementioned items
                        Total                                             868,739.49                -

2.2 Total number of shareholders at the end of the report period and shares held by the top
ten shareholders of circulation share
                                                                                               In Share
    Total number of shareholders
                                                                                                  22,793
      at the end of report period
              Particulars about shares held by the top ten shareholders of circulation shares
                                         Number of circulation shares
       Shareholders’ full name                                                         Type
                                             held at the period-end
GUOTAI JUNAN
                                                                            Domestically listed foreign
SECURITIES(HONGKONG)                                          61,102,649
                                                                                       shares
LIMITED
Shanghai Wanguo (Hong Kong)                                                 Domestically listed foreign
                                                              27,728,491
Securities Co., Ltd.                                                                   shares
                                                                            Domestically listed foreign
Zhou Xiaomin                                                   9,654,111
                                                                                       shares
                                                                            Domestically listed foreign
Yu Sanxi                                                       8,741,210
                                                                                       shares
                                                                            Domestically listed foreign
Wang Wensheng                                                  7,258,007
                                                                                       shares
                                                                            Domestically listed foreign
Peng Wei                                                       2,978,525
                                                                                       shares
                                                                            Domestically listed foreign
Zhao Ziying                                                    2,600,416
                                                                                       shares
                                                                            Domestically listed foreign
Li Siquan                                                      1,726,133
                                                                                       shares
                                                                            Domestically listed foreign
Li Youhe                                                       1,544,700
                                                                                       shares
                                                                            Domestically listed foreign
Ye Guang                                                       1,511,500
                                                                                       shares

§3. Significant events
3.1 Particulars about material changes in items of main accounting statement and financial
index, and explanations of reasons
√Applicable         □Inapplicable
1. Large changes in net cash flow arising from activities mainly cause by the project fund that have
been paid in advance by Chengde Rongyida Real Estate Development Co., Ltd., the wholly-owned
subsidiary of the Company.


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Chengde Dalu Co., Ltd.                                The Third Quarterly Report for 2011 (Full-text)



2. Changes in owners’ equity attributable to shareholder of listed company mainly due to deficit of
the Company.

3.2 Progress of significant events, their influences, and analysis and explanation of their
solutions
3.2.1 Qualified opinion
√Applicable             □Inapplicable
In the year of 2010, Crowe Horwath CPA Co., Ltd. audited the financial report of the Company and
issued an auditing report of qualified audit opinions with explanatory notes. The Board holds the
opinion that there exists the situation that listed in the auditing report. The involved items are
historical issue and have no material influence towards the business operation of the Company. The
Company highly attaches importance to the auditing report; currently, the Company is
communicating with relevant department for solution plan. We believe, the abovementioned issues
would be solved gradually while the Company back into its normal operation.
3.2.2 Particular about fund offers to controlling shareholders or associated parties and
external guarantee that against the regulation.
□Applicable          √Inapplicable

3.2.3 Particular about signing and implementation on significant contracts of ordinary
management.
□Applicable       √Inapplicable

3.2.4 Others
√Applicable          □Inapplicable
The consolidated statement in this period should not contain with the followed companies for
bankruptcy declaration, that is Chengde Dixian Fashion Co., Ltd., Hebei Xiabancheng Knitwear Co.,
Ltd. and Chengde Banhe Chemical Fiber Facsimile Fabric Co., Ltd.

3.3 Implementations of commitments by the Company, shareholders and actual controller
Commitments made by the listed company and its directors, supervisors, senior executives, the
shareholders with holding above 5% shares and its actual controller in the report period or lasting
until the report period.
□Applicable          √Inapplicable

3.4 Estimation of accumulative net profit from the beginning of the year to the end of next
report period to be loss probably or the warning of its material change compared with the
corresponding period of the last year and explanation of reason
□Applicable          √Inapplicable

3.5 Particulars about the other significant events which needed explanations

3.5.1 Particular about security investment
□Applicable            √Inapplicable
3.5.2 Activities on receiving research, communication and interview in the report period
                                                     The received      Contents discussed and
     Date             Place               Way
                                                       parties           materials supplied
                                                                   Present situation of profit
               Security
                                   Telephone                       constitution for semi-annual
2011-07-11 Department of the                       Investor
                                   communication                   as well as the Semi-Annual
               Company
                                                                   Report


                                                                                                        3
Chengde Dalu Co., Ltd.                              The Third Quarterly Report for 2011 (Full-text)



                Security                                                 Situation    of    production
                                    Telephone
2011-08-16      Department of the                    Investor            recovery without materials
                                    communication
                Company                                                  provided
                Security                                                 Situation of real estate
                                    Telephone
2011-08-24      Department of the                    Investor            development and without
                                    communication
                Company                                                  materials provided
                Security                                                 Situation of real estate
                                    Telephone
2011-09-07      Department of the                    Investor            development and without
                                    communication
                Company                                                  materials provided
                                                                         Disclosure schedule for third
                Security
                                  Telephone                               quarterly report of the
2011-09-29      Department of the                    Investor
                                  communication                           Company, and provided no
                Company
                                                                          materials
3.6 Particulars about derivatives investment
□Applicable          √Inapplicable

3.6.1 Particulars about the positions of derivatives investment at the end of report period
□Applicable          √Inapplicable

§4. Appendix
4.1 Balance sheet
Prepared by Chengde Dalu Co., Ltd.                     Sept. 30, of 2011             In RMB Yuan
                                 Balance at period-end                  Balance at year-begin
            Items
                             Consolidation Parent Company Consolidation Parent Company
Current assets:
      Monetary funds           2,227,173.43          9,834.90        9,723,008.25          37,197.70
      Settlement
provisions
      Capital lent
      Transaction finance
asset
      Notes receivable
      Accounts receivable
      Accounts paid in
                              21,154,896.25     20,084,632.25       20,084,632.25      20,084,632.25
advance
      Insurance receivable
      Reinsurance
receivables
      Contract reserve of
reinsurance receivable
      Interest receivable
      Dividend receivable
      Other receivables       34,593,556.29        300,481.99       30,485,301.52         278,347.22
      Purchase restituted
finance asset
      Inventories             35,691,394.54                         17,742,081.41
      Non-current      asset
due within one year
      Other current assets     1,093,527.39                          1,093,527.39


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Chengde Dalu Co., Ltd.                             The Third Quarterly Report for 2011 (Full-text)



Total current assets            94,760,547.90   20,394,949.14       79,128,550.82           20,400,177.17
Non-current assets:
      Granted loans and
advances
      Finance          asset
available for sales
      Held-to-maturity
investment
      Long-term account
receivable
      Long-term       equity
                                 2,215,729.65   58,925,880.26         2,215,729.65          58,925,880.26
investment
      Investment property
      Fixed assets              60,454,649.23                       62,653,329.49
      Construction        in
                                 6,721,818.00                         6,721,818.00
progress
      Engineering
material
      Disposal of fixed
asset
      Productive
biological asset
      Oil and gas asset
      Intangible assets         24,357,654.62                       24,823,780.73
      Expense            on
Research                and
Development
      Goodwill
      Long-term expenses
to be apportioned
      Deferred income tax
asset
      Other non-current
                                23,057,800.24                       24,432,938.95
asset
Total non-current asset        116,807,651.74   58,925,880.26      120,847,596.82           58,925,880.26
Total assets                   211,568,199.64   79,320,829.40      199,976,147.64           79,326,057.43
Current liabilities:
      Short-term loans            422,261.91      422,261.91            422,261.91             422,261.91
      Loan from central
bank
      Absorbing deposit
and interbank deposit
      Capital borrowed
      Transaction
financial liabilities
      Notes payable
      Accounts payable            231,075.82      218,802.27            231,075.82             218,802.27
      Accounts received
                                20,768,952.92
in advance


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Chengde Dalu Co., Ltd.                               The Third Quarterly Report for 2011 (Full-text)



      Selling      financial
asset of repurchase
      Commission charge
and commission payable
      Wage payable                6,355,286.60      257,800.00         6,395,486.60              277,000.00
      Taxes payable              71,929,533.74      -84,698.85        72,070,571.83              -62,298.33
      Interest payable
      Dividend payable
      Other        accounts
                                128,714,568.61   118,046,476.01      128,516,654.41         117,654,080.62
payable
      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       228,421,679.60   118,860,641.34      207,636,050.57         118,509,846.47
Non-current liabilities:
      Long-term loans             6,398,000.00                          6,398,000.00
      Bonds payable
      Long-term account
payable
      Special      accounts
                                 10,598,000.03        98,000.03       10,598,000.03                98,000.03
payable
      Projected liabilities
   Deferred income tax
liabilities
      Other non-current
liabilities
Total           non-current
                                 16,996,000.03        98,000.03       16,996,000.03                98,000.03
liabilities
Total liabilities               245,417,679.63   118,958,641.37      224,632,050.60         118,607,846.50
Owner’s       equity     (or
shareholders’ equity):
      Paid-in capital (or
                                706,320,000.00   706,320,000.00      706,320,000.00         706,320,000.00
share capital)
      Capital         public
                                450,765,443.10   449,365,886.69      450,765,443.10         449,365,886.69
reserve
      Less:       Inventory
shares
      Reasonable reserve
      Surplus         public     76,791,550.17    76,791,550.17       76,791,550.17           76,791,550.17


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Chengde Dalu Co., Ltd.                              The Third Quarterly Report for 2011 (Full-text)



reserve
      Provision of general
risk
      Retained profit        -1,269,828,635.14 -1,272,115,248.83 -1,261,402,234.30 -1,271,759,225.93
      Balance difference
of     foreign      currency
translation
Total owner’s equity
attributable to parent -35,951,641.87             -39,637,811.97    -27,525,241.03 -39,281,789.07
company
Minority interests                2,102,161.88                        2,869,338.07
Total owner’s equity           -33,849,479.99    -39,637,811.97    -24,655,902.96 -39,281,789.07
Total     liabilities    and
                                211,568,199.64     79,320,829.40 199,976,147.64        79,326,057.43
owner’s equity

4.2 Profit statement in the report period
Prepared by Chengde Dalu Co., Ltd.                 July-Sept. of 2011             In RMB Yuan
                                 Amount of this period                Amount of last period
           Items
                             Consolidation Parent Company Consolidation Parent Company
I. Total operating income           8,750.00             0.00               0.00              0.00
Including:        Operating
                                    8,750.00                                0.00              0.00
income
      Interest income
      Insurance gained
      Commission charge
and commission income
II. Total operating cost       4,129,447.51        182,478.47       2,713,139.37        148,949.19
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
      Net     amount     of
withdrawal of insurance
contract reserve
      Bonus expense of
guarantee slip
      Reinsurance
expense
      Operating tax and
extras
      Sales expenses
      Administration
                               3,705,032.53        182,446.97       2,713,122.92       -148,928.19
expenses
      Financial expenses         424,414.98             31.50              16.45             21.00
      Losses             of


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Chengde Dalu Co., Ltd.                            The Third Quarterly Report for 2011 (Full-text)



devaluation of asset
      Add:          Changing
income of fair value(Loss
is listed with “-”)
      Investment income
(Loss is listed with “-”)
      Including:
Investment income on
affiliated company and
joint venture
      Exchange income
(Loss is listed with “-”)
III. Operating profit
                               -4,120,697.51     -182,478.47        -2,713,139.37            -148,949.19
(Loss is listed with “-”)
      Add: Non-operating
income
      Less: Non-operating
expense
      Including: Disposal
loss of non-current asset
IV. Total Profit (Loss is
                               -4,120,697.51     -182,478.47        -2,713,139.37            -148,949.19
listed with “-”)
      Less: Income tax
                                  684,105.80
expense
V. Net profit (Net loss is
                               -4,804,803.31     -182,478.47        -2,713,139.37            -148,949.19
listed with “-”)
      Net               profit
attributable to owner’s of    -4,357,349.05     -182,478.47        -2,360,047.90            -148,949.19
parent company
     Minority
shareholders’ gains and         -447,454.26                          -353,091.47
losses
VI. Earnings per share
i. Basic earnings per
                                      -0.006                                 -0.003
share
ii. Diluted earnings per
                                      -0.006                                 -0.003
share
VII. Other consolidated
income
VIII. Total consolidated
                               -4,804,803.31     -182,478.47        -2,713,139.37            -148,949.19
income
Total          consolidated
income attributable to
                               -4,357,349.05     -182,478.47        -2,360,047.90            -148,949.19
owners        of       parent
company
Total consolidated
income attributable to           -447,454.26                          -353,091.47
minority shareholders
The merger realized RMB 0.00 of net profit before consolidation   as for corporation consolidation


                                                                                                     8
Chengde Dalu Co., Ltd.                              The Third Quarterly Report for 2011 (Full-text)



under the same control.

4.3 Profit statement from year-begin to the end of report period
Prepared by Chengde Dalu Co., Ltd.                Jan.-Sept. of 2011      In RMB Yuan
                                   Amount in this period                Amount in last period
           Items
                               Consolidation Parent Company Consolidation Parent Company
I. Total operating income           30,000.00              0.00               0.00              0.00
Including:          Operating
                                    30,000.00                                 0.00              0.00
income
      Interest income
      Insurance gained
      Commission charge
and commission income
II. Total operating cost         9,404,710.08        353,751.39       7,480,494.48        827,033.75
Including: Operating cost                 0.00                                0.00
      Interest expense
      Commission charge
and commission expense
      Cash          surrender
value
      Net     amount        of
expense of compensation
      Net     amount        of
withdrawal of insurance
contract reserve
      Bonus expense of
guarantee slip
      Reinsurance
expense
      Operating tax and
                                    10,295.16
extras
      Sales expenses
      Administration
                                 8,965,150.95        353,704.39       7,479,367.40        825,892.75
expenses
      Financial expenses           429,263.97             47.00           1,127.08          1,141.00
      Losses                of
devaluation of asset
      Add:          Changing
income of fair value(Loss
is listed with “-”)
      Investment income
(Loss is listed with “-”)
      Including:
Investment income on
affiliated company and
joint venture
      Exchange income
(Loss is listed with “-”)
III. Operating profit           -9,374,710.08       -353,751.39      -7,480,494.48       -827,033.75


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Chengde Dalu Co., Ltd.                             The Third Quarterly Report for 2011 (Full-text)



(Loss is listed with “-”)
      Add: Non-operating
                                1,021,011.00                              -4,448.77     -4,448.77
income
      Less: Non-operating
                                  152,271.51           2,271.51          47,949.00      47,949.00
expense
      Including: Disposal
loss of non-current asset
IV. Total Profit (Loss is
                               -8,505,970.59       -356,022.90       -7,532,892.25    -879,431.52
listed with “-”)
      Less: Income tax
                                  687,606.44
expense
V. Net profit (Net loss is
                               -9,193,577.03       -356,022.90       -7,532,892.25    -879,431.52
listed with “-”)
      Net              profit
attributable to owner’s of    -8,426,400.84       -356,022.90       -6,674,948.39    -879,431.52
parent company
     Minority
shareholders’ gains and         -767,176.19                           -857,943.86
losses
VI. Earnings per share
i. Basic earnings per
                                       -0.012                                 -0.01
share
ii. Diluted earnings per
                                       -0.012                                 -0.01
share
VII. Other consolidated
income
VIII. Total consolidated
                               -9,193,577.03       -356,022.90       -7,532,892.25    -879,431.52
income
Total          consolidated
income attributable to
                               -8,426,400.84       -356,022.90       -6,674,948.39    -879,431.52
owners        of     parent
company
Total          consolidated
income attributable to           -767,176.19                           -857,943.86
minority shareholders
The merger realized RMB 0.00 of net profit before consolidation as for corporation consolidation
under the same control that occurred from year-begin to end of this period.

4.4 Cash flow statement from year-begin to the end of report period
Prepared by Chengde Dalu Co., Ltd.            Jan.-Sept. of 2011         In RMB Yuan
                                Amount in this period               Amount in last period
          Items
                           Consolidation Parent Company Consolidation Parent Company
I. Cash flows arising
from operating activities:
      Cash received from
selling commodities and     20,768,952.92
providing labor services
      Net increase of
customer deposit and


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Chengde Dalu Co., Ltd.                          The Third Quarterly Report for 2011 (Full-text)



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
     Net increase of
insured      savings     and
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
received
     Other cash received
concerning         operating    11,574,216.18   480,894.60         1,425,732.05           1,425,718.13
activities
       Subtotal of cash
inflow      arising     from    32,343,169.10   480,894.60         1,425,732.05           1,425,718.13
operating activities
     Cash        paid     for
purchasing commodities
                                17,596,558.42
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



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Chengde Dalu Co., Ltd.                         The Third Quarterly Report for 2011 (Full-text)



      Cash paid for bonus
of guarantee slip
      Cash paid to/for
                                 557,450.00    200,200.00           236,000.00             236,000.00
staff and workers
      Taxes paid                5,605,110.75
      Other cash paid
concerning       operating     16,347,355.90   308,057.40         1,185,118.13           1,185,118.13
activities
      Subtotal of cash
outflow arising from           40,106,475.07   508,257.40         1,421,118.13           1,421,118.13
operating activities
      Net cash flows
arising from operating         -7,763,305.97   -27,362.80              4,613.92                  4,600.00
activities
II. Cash flows arising
from investing activities:
      Cash received from
recovering investment
      Cash received from
investment income
      Net cash received
from disposal of fixed,
                                 967,298.00
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            967,298.00
activities
      Cash     paid      for
purchasing            fixed,
                                 316,210.41
intangible and other
long-term assets
      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           316,210.41



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Chengde Dalu Co., Ltd.                            The Third Quarterly Report for 2011 (Full-text)



outflow from investing
activities
      Net cash flows
arising from investing           651,087.59
activities
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
                               14,800,000.00
loans
      Cash received from
  issuing bonds
      Other cash received
concerning        financing
activities
        Subtotal of cash
inflow from financing          14,800,000.00
activities
      Cash     paid     for
                               14,900,000.00
settling debts
      Cash     paid     for
dividend      and     profit
                                 283,616.44
distributing or interest
paying
      Including: Dividend
and profit of minority
shareholder paid         by
subsidiaries
      Other cash paid
concerning        financing
activities
      Subtotal of cash
outflow from financing         15,183,616.44
activities
       Net cash flows
arising from financing           -383,616.44
activities
IV. Influence on cash and
cash equivalents due to
fluctuation in exchange
rate
V. Net increase of cash           -7,495,834.82     -27,362.80               4,613.92               4,600.00
and cash equivalents



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Chengde Dalu Co., Ltd.                           The Third Quarterly Report for 2011 (Full-text)



      Add: Balance of
cash and cash equivalents         9,723,008.25      37,197.70              58,256.11               16,900.44
at the period -begin
VI. Balance of cash and
cash equivalents at the           2,227,173.43       9,834.90              62,870.03               21,500.44
period -end

4.5 Auditor’s report
Auditor’s opinions: Un-audited




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