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ST大路B:2012年第一季度报告全文(英文版)2012-04-26  

						       Chengde Dalu Co., Ltd.                                                  First Quarterly Report 2012(Full Text)



                             Chengde Dalu Co., Ltd.
                       The First Quarterly Report for 2012
                                  (Full Text)
§1. Important Notes
1.1 Board of Directors and the Supervisory Committee of Chengde Dalu Co., Ltd. (hereinafter
referred to as the Company) and its directors, supervisors and senior executives hereby confirm that
there are no any fictitious statements, misleading statements, or important omissions 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 Financial Report for the First Quarterly Report 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 Supervisor) hereby
confirm that the Financial Report of the First Quarterly Report is true and complete.
§2. Company Profile
2.1 Main accounting highlights and financial indexes
                                                                                         Unit: RMB
                                             At the end of the report At the period-end of the      Changes of
                                                     period                   last year        increase/decrease (%)
Total assets (RMB)                                   222,143,456.45            219,022,670.81                 1.42%
Owners’      equity     attributable   to
shareholders of the listed company                   -26,929,187.71           -23,882,038.57                 -12.76%
(RMB)
Total share capital (Share)                          706,320,000.00           706,320,000.00                    0.00%
Net asset per share attributable to
shareholders      of    listed     company                    -0.038                   -0.034                -12.76%
(RMB/Share)
                                                                    The same period of last      Changes of
                                              In the report period
                                                                            year            increase/decrease (%)
Total operating income (RMB)                             263,950.00                    0.00                0.00%
Net profit attributable to shareholders of
                                                      -3,047,149.14             -1,933,932.15                -57.56%
the listed company (RMB)
Net cash flow arising from operating
                                                       3,138,746.49                 20,118.66             15,501.17%
activities (RMB)
Net cash flow arising from operating
                                                               0.004                  0.00003             13,233.33%
activities per share (RMB/Share)
Basic earnings per share (RMB/Share)                         -0.0043                   -0.003                -43.33%
Diluted earnings per share (RMB/Share)                       -0.0043                   -0.003                -43.33%
Weighted average return on equity (%)                         0.00%                    0.00%                   0.00%
Weighted average return on equity after
deducting non-recurring gains and losses                      0.00%                    0.00%                    0.00%
(%)

Item of non-recurring gains/losses
√Applicable         □Inapplicable
                                                                                                     Unit: RMB
                                                               Amount from year-begin              Remarks (If
       Items of non-recurring gains and losses
                                                                   to period-end                   applicable)
Other non-operating income and expenditure except
                                                                                -54,412.17
for the aforementioned items
                        Total                                                   -54,412.17               -


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       Chengde Dalu Co., Ltd.                                          First Quarterly Report 2012(Full Text)



2.2 Total number of shareholders at the end of the report period and shares held by the top
ten shareholders of circulation share
                                                                                             Unit: Share
     Total number of shareholders
                                                                                                   22,448
       at the end of report period
               Particulars about shares held by the top ten shareholders of circulation shares
                                          Number of circulation shares
           Shareholders’ name                                                     Type of shares
                                              held at the period-end
GUOTAI JUNAN
                                                                          Domestically listed foreign
SECURITIES(HONGKONG)                                           60,340,849
                                                                          shares
LIMITED
                                                                          Domestically listed foreign
Shanghai H.K. Wangguo Securities                               26,978,492
                                                                          shares
                                                                          Domestically listed foreign
Zhou Xiaomin                                                    9,654,111
                                                                          shares
                                                                          Domestically listed foreign
Yu Sanxi                                                        8,792,000
                                                                          shares
                                                                          Domestically listed foreign
Wang Wensheng                                                   7,258,007
                                                                          shares
                                                                          Domestically listed foreign
Peng Wei                                                        2,978,525
                                                                          shares
                                                                          Domestically listed foreign
Zhao Ziying                                                     2,821,916
                                                                          shares
                                                                          Domestically listed foreign
Liu Tingyu                                                      2,743,764
                                                                          shares
                                                                          Domestically listed foreign
Li Siquan                                                       1,726,133
                                                                          shares
                                                                          Domestically listed foreign
Li Youhe                                                        1,582,900
                                                                          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
Monetary fund: amount at period-end decrease 3,065,734.31 yuan over that of period-begin with a
55.56% down. Mainly due to the construction amount paid for development of real estate project by
subsidiary;
Inventory: amount at period-end increase 5,451,500.00 yuan over that of period-begin with a
13.73% up. Mainly because real estate project of the subsidiary has not completed till end of this
period;
Account received in advance: amount at period-end increase 12,471,037.08 yuan over that of
period-begin with a 41.53% up. Mainly because house sales in advance of real estate project
increased;
Net profit attributable to shareholders of listed company: a y-o-y down of 1,113,216.99 yuan with a
57.56% down. Mainly because vary expenses are increased in this period;
Net cash flow arising from operation activities: a y-o-y growth of 3,118,627.83 yuan with a
15,501.17% up. Mainly because real estate project of the subsidiary has sold in advance;
3.2 Analysis and explanation of significant events and their influence and solutions
3.2.1 Particular about Qualified Opinion
√Applicable              □Inapplicable



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       Chengde Dalu Co., Ltd.                                         First Quarterly Report 2012(Full Text)



In 2011, the Crowe Horwath CPA (special general partnership) carried out qualified auditor’s report
with paragraph of emphasized matters for the Company.
Emphasis events:
Attention for user of financial statement:
1. As stated in 1(1) ③ of Note IV., Chengde Xingye Papermaking Co., Ltd., was established jointly
by Dalu Co., Ltd. and H.K Century Win International Holding Ltd in 2001 with registered capital of
USD 250 million and paid-in capital of USD100 million. Capital investment from shareholders
occupied 40% of registered capital, consisting USD 75 million (a 75% in equity) invested by the
Company and USD 25 million (a 25% in equity) invested by H.K Century Win International Holding
Ltd. On 28 October 2002, regulated by “Reply of Capital Increase for Joint Venture of Chengde
Xingye Papermaking Co., ltd.” WJMZ EH[2001] No. 969 issued by Ministry of Foreign Trade &
Economic Cooperation, PRC (former Ministry of Commerce), register capital will increase to USD
250 million from USD 100 million, the capital increased fro investment should paid-up within 3
years since changes of the business license, by means regulated in contract and article of association,
agreed by tow parties. Increase register capital of Chengde Xingye Papermaking Co., ltd are not paid
in total by Dalu Co., Ltd. and H.K Century Win International Holding Ltd on time.

Confirmed by the Companies Registry of Hong Kong SAR Government, Century Win International
Holding Co., Ltd declared to dismiss on 20 May 2005. According to the ruling of Hebei senior
People's Court (2009) Ji Xing Er Zhong Zi 44 of 23 April 2009, Chengde Xingye Papermaking Co.,
Ltd was adjudicated a deceptive foreign- invested enterprise which was established by the original
shareholder of the Company Wangsuxian in the name of Century Win International Holding Co., Ltd.
2. As stated in Note 5 (6), previous registry capital of associated enterprise of Dalu Holding
Company Chengde Dahua Paper Industry Co., Ltd was USD 5 million which was increased to 6.364
billion yen after equity transfer and capital increase. The increased part wasn’t approved by China
Certified Public Accountant. Owing that Chengde Dahua Paper Industry Co., Ltd didn’t submit 2007
annual inspection materials of industry and commerce, its business license had been revoked by
CGSCZ (2009) No. 75 administrative penalty paper issued by Chengde Industry and Commerce
Administration Bureau on Apr. 28 of 2009.
3. As stated in Note 7 (3), Li Rui brings a suit against Chengde Rongyida Real Estate Development
Co., Ltd, subsidiary of Dalu Company and Chengda Dalu Co., Ltd. for infringement. And claim for
money consideration of 15 million yuan, the case open a court session dated 20 April 2012 and no
ruling results till end of 22 April 2012.
4. Ended as 31 December 2011, owners’ equity attributable to parent company for Dalu Co., Ltd.
amounting as -23,882,038.57 yuan; no main business income obtained for year of 2010 and 2011with
uncertainty for sustainable operation ability.
The statement of the above paragraphs has no effect on the expressed audit opinion.
The board of directors thought that, the proceedings involved in unqualified opinions with paragraph
of emphasized matters provided by Crowe Horwath CPA (special general partnership) existed which
were problems left in history, and could not have substantial influences on production and operation
of the Company. The board of directors attached importance to the emphasized issues and qualified
matters in the audit report, and is communicating with related department at present on negotiating
the solutions.
Concerning the above said lawsuits, the Company will response to suits proactively and released
relevant progress of lawsuits on time.
The lawsuits will be solved one by one while the Company back to right track gradually.
3.2.2 Particular about fund offered to shareholder or its related parties by the Company and
external guarantee with procedure violation
□Applicable             √Inapplicable



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       Chengde Dalu Co., Ltd.                                          First Quarterly Report 2012(Full Text)



3.2.3 Particular about the significant contract of routine operation signed and implemented
□Applicable           √Inapplicable
3.2.4 Other
□Applicable           √Inapplicable
3.3 Implementations of commitments by the Company, shareholders and actual controller
Commitments make within the report period or persisted to the period by listed company and its
director, supervisor and senior executives, shareholder with over 5 percent shares held and its actual
controller
□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 Other significant events which need explanations
3.5.1 Particulars about securities investment
□Applicable           √Inapplicable
3.5.2 Registration form for receiving research, communication and interview in the report
period
                                                  Type of      Reception      Contents discussed and
      Date           Place           Method
                                                 reception       object          materials supplied
               Securities         Telephone
                                                                             Subsidy of the Company,
2012-01-06 Department of communicatio Individual Investors
                                                                             no material provided
               the Company        n
               Securities         Telephone                                  Performance in 2011 and
2012-01-18 Department of communicatio Individual Investors                   provided the prediction
               the Company        n                                          notice on performance
               Securities         Telephone                                  Current status of the
2012-02-19 Department of communicatio Individual Investors                   Company, no material
               the Company        n                                          provided
               Securities         Telephone                                  Progress of lawsuit of the
2012-03-23 Department of communicatio Individual Investors                   Company, no material
               the Company        n                                          provided
               Securities         Telephone                                  Suspension of the
2012-03-30 Department of communicatio Individual Investors                   Company, no material
               the Company        n                                          provided
3.6 Particulars about derivatives investment
□Applicable           √Inapplicable
3.6.1 Particulars about derivatives investment held at the end of report period
□Applicable           √Inapplicable
§4. Appendix
4.1 Balance sheet
Prepared by Chengde Dalu Co., Ltd.              March 31, 2012                  Unit: RMB
                                      Balance at period-end                 Balance at year-begin
            Items
                                Consolidation      Parent Company     Consolidation      Parent Company
Current assets:
     Monetary funds                2,451,957.98            4,019.80      5,517,692.29                4,019.80
     Settlement provisions
     Capital lent
     Transaction      finance



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          Chengde Dalu Co., Ltd.                                     First Quarterly Report 2012(Full Text)



asset
        Notes receivable
    Accounts receivable
    Accounts     paid    in
                                     21,062,496.25   20,084,632.25    21,059,096.25          20,084,632.25
advance
    Insurance receivable
     Reinsurance receivables
     Contract reserve of
reinsurance receivable
     Interest receivable
        Dividend receivable
     Other receivables               34,544,427.80     560,037.07     33,632,142.25             350,389.52
     Purchase       restituted
finance asset
     Inventories                     45,150,300.27                    39,698,800.27
     Non-current asset due
within one year
     Other current assets             1,093,527.39                     1,093,527.39
Total current assets                104,302,709.69   20,648,689.12   101,001,258.45          20,439,041.57
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                 59,366,716.28                    60,092,006.51
        Construction in progress      6,721,818.00                     6,721,818.00
        Engineering material
        Disposal of fixed asset
        Productive     biological
asset
        Oil and gas asset
      Intangible assets              24,046,903.88                    24,202,279.25
      Expense on Research
and Development
      Goodwill
      Long-term expenses to
                                       356,640.00                        356,640.00
be apportioned
      Deferred income tax
asset
      Other non-current asset        25,132,938.95                    24,432,938.95
Total non-current asset             117,840,746.76   58,925,880.26   118,021,412.36          58,925,880.26




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        Chengde Dalu Co., Ltd.                                      First Quarterly Report 2012(Full Text)



Total assets                      222,143,456.45    79,574,569.38   219,022,670.81          79,364,921.83
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                131,175.82       218,802.27        231,175.82             218,802.27
     Accounts received in
                                   42,499,650.10                     30,028,613.02
advance
     Selling financial asset of
repurchase
     Commission charge and
commission payable
     Wage payable                   6,347,882.20      129,639.20      6,707,882.20             489,639.20
     Taxes payable                 69,316,914.62       -34,675.85    69,588,226.39             169,855.54
     Interest payable
     Dividend payable
     Other accounts payable       111,295,122.36   102,732,936.89   116,572,501.13         101,813,353.28
     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         230,013,007.01   103,468,964.42   223,550,660.47         103,113,912.20
Non-current liabilities:
     Long-term loans                6,801,600.00                      6,801,600.00
      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 liabilities      17,399,600.03        98,000.03    17,399,600.03               98,000.03
Total liabilities                 247,412,607.04   103,566,964.45   240,950,260.50         103,211,912.23
Owner’s         equity     (or
shareholders’ equity):



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       Chengde Dalu Co., Ltd.                                               First Quarterly Report 2012(Full Text)



     Paid-in capital (or share
                                   706,320,000.00      706,320,000.00      706,320,000.00          706,320,000.00
capital)
     Capital public reserve        450,765,443.10      449,365,886.69      450,765,443.10          449,365,886.69
     Less: Inventory shares
     Reasonable reserve
     Surplus public reserve         76,791,550.17       76,791,550.17        76,791,550.17          76,791,550.17
     Provision of general risk
      Retained profit            -1,260,806,180.98   -1,256,469,831.93   -1,257,759,031.84      -1,256,324,427.26
      Balance difference of
foreign currency translation
Total      owner’s     equity
attributable     to     parent     -26,929,187.71      -23,992,395.07       -23,882,038.57         -23,846,990.40
company
Minority interests                   1,660,037.12                             1,954,448.88
Total owner’s equity              -25,269,150.59      -23,992,395.07       -21,927,589.69         -23,846,990.40
Total liabilities and owner’s
                                   222,143,456.45       79,574,569.38      219,022,670.81           79,364,921.83
equity
4.2 Profit statement
Prepared by Chengde Dalu Co., Ltd.                         Jan.-Mar. 2012                  Unit: RMB
                                       Amount in this period                   Amount in last period
            Items
                                 Consolidation     Parent Company        Consolidation     Parent Company
I. Total operating income             263,950.00               0.00                  0.00              0.00
Including: Operating income            263,950.00                0.00                   0.00                   0.00
     Interest income
      Insurance gained
      Commission charge and
commission income
II. Total operating cost             3,524,961.23          145,404.67         2,183,903.58             146,861.28
Including: Operating cost                    0.00                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           41,994.50
      Sales expenses
      Administration
                                     3,239,103.74          145,389.17         2,182,908.24             145,861.28
expenses
      Financial expenses               243,862.99               15.50                995.34
      Losses of devaluation of
asset
      Add: Changing income


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        Chengde Dalu Co., Ltd.                                             First Quarterly Report 2012(Full Text)



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 (Loss
                                        -3,261,011.23       -145,404.67      -2,183,903.58            -146,861.28
is listed with “-”)
       Add:        Non-operating
                                                                                 -4,448.77              -4,448.77
income
       Less:       Non-operating
                                           54,412.17                             -2,044.00              -2,044.00
expense
       Including: Disposal loss
of non-current asset
IV. Total Profit (Loss is
                                        -3,315,423.40       -145,404.67      -2,186,308.35            -149,266.05
listed with “-”)
       Less: Income tax                    26,137.50
V. Net profit (Net loss is
                                        -3,341,560.90       -145,404.67      -2,186,308.35            -149,266.05
listed with “-”)
       Net profit attributable to
owner’s equity of parent               -3,047,149.14       -145,404.67      -1,933,932.15            -149,266.05
company
     Minority shareholders’
                                         -294,411.76                          -252,376.20
gains and losses
VI. Earnings per share
i. Basic earnings per share                  -0.0043                                -0.003
ii. Diluted earnings per share               -0.0043                                -0.003
VII. Other consolidated
income
VIII. Total consolidated
                                        -3,341,560.90       -145,404.67      -2,186,308.35            -149,266.05
income
Total consolidated income
attributable to owners of               -3,047,149.14       -145,404.67      -1,933,932.15            -149,266.05
parent company
Total consolidated income
attributable    to    minority           -294,411.76                          -252,376.20
shareholders
Concerning the enterprise consolidation under common control occurred in the period; the mergered
party realized net profit before consolidation amounting to RMB00.00.
4.3 Cash flow statement
Prepared by Chengde Dalu Co., Ltd.                 Jan.-Mar. 2012          Unit: RMB
                                           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                12,734,987.08
providing labor services
      Net     increase    of
customer      deposit    and
interbank deposit



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        Chengde Dalu Co., Ltd.                                  First Quarterly Report 2012(Full Text)



      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       15,514.80    167,206.16       170,365.26             170,360.60
activities
       Subtotal of cash inflow
arising     from      operating    12,750,501.88   167,206.16       170,365.26             170,360.60
activities
      Cash paid for
purchasing commodities and          5,551,500.00
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
                                     504,000.00                      69,200.00               69,200.00
and workers
      Taxes paid                    1,899,073.50       50.00
      Other       cash      paid
concerning            operating     1,657,181.89   167,156.16        81,046.60               81,046.60
activities
      Subtotal of cash outflow
arising     from      operating     9,611,755.39   167,206.16       150,246.60             150,246.60
activities
      Net cash flows arising
                                    3,138,746.49         0.00         20,118.66              20,114.00
from operating activities



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        Chengde Dalu Co., Ltd.                    First Quarterly Report 2012(Full Text)



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 activities
    Cash paid for purchasing
fixed, 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     700,000.00
activities
      Subtotal of cash outflow
                                    700,000.00
from investing activities
      Net cash flows arising
                                   -700,000.00
from investing 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
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         2,414,480.80
interest paying
      Including: Dividend and


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       Chengde Dalu Co., Ltd.                                First Quarterly Report 2012(Full Text)



profit       of       minority
shareholder       paid      by
subsidiaries
     Other       cash     paid
concerning           financing    3,090,000.00
activities
     Subtotal of cash outflow
                                  5,504,480.80
from financing activities
     Net cash flows arising
                                  -5,504,480.80
from financing activities
IV. Influence on cash and
cash equivalents due to
fluctuation in exchange rate
V. Net increase of cash and
                                  -3,065,734.31      0.00          20,118.66              20,114.00
cash equivalents
     Add: Balance of cash
and cash equivalents at the       5,517,692.29    4,019.80         58,256.11              16,900.44
period -begin
VI. Balance of cash and cash
                                  2,451,957.98    4,019.80        78,374.77               37,014.44
equivalents at the period -end
4.4 Auditor’ report
Auditor’s opinions: Un-audited




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