意见反馈 手机随时随地看行情

公司公告

ST南江B:2012年第三季度报告全文(英文版)2012-10-28  

						Chengde Nanjiang Co., Ltd.                                                  The Third Quarterly Report for 2012 (Full-text)



                               The Third Quarterly Report For 2012
I. Important Notes
Board of Directors and the Supervisory Committee of Chengde Nanjiang 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.
All directors of the Company are attended the Meeting for quarterly report deliberation.
The Third Quarterly Financial Report of 2012 has not been audited by CPAs.
Lin Lixin, Principal of the Company; Zhao Yongsheng, Person in Charge of Accounting Work and
Liu Fengguo, Person in Charge of Accounting Organization (Accounting Officer) hereby confirm
that the Financial Report of the Third Quarterly Report is true and complete.

II. Company Profile

(I) Major accounting data and financial indexes
Whether retroactive adjusted on previous financial report or not
□Yes    √ No     □Not applicable
                                                                                                        Increase/decrease in this
                                           2012.9.30                      2011.12.31               period-end over period-end of last
                                                                                                                year (%)
Total assets (RMB)                               271,243,152.10                219,022,670.81                                23.84%
Owners’ equities attributable
to the shareholders of listed                      48,642,084.33                   21,325,140.04                             128.1%
company (RMB)
Share capital (Share)                            706,320,000.00                706,320,000.00
Net assets per share
attributable to the
                                                               0.069                        0.03                             128.1%
shareholders of listed
company (RMB/Share)
                                                         Increase/decrease over                       Increase/decrease over
                                                                                January- September of
                                 July- September of 2012 the same period of the                       the same period of the
                                                                                        2012
                                                              last year (%)                                last year (%)
Total operating income
                                             107,800.00                  1,132%               589,440.00                   1,864.8%
(RMB)
Net profit attributable to the
shareholders       of    listed           43,021,925.79                1,087.34%           27,316,944.29                    424.18%
company (RMB)
Net cash flow arising from
                                --                        --                               -9,045,575.00                    -16.52%
operating activities (RMB)
Net cash flow arising from
operating activities per share --                         --                                        -0.013                  -16.42%
(RMB/Share)
Basic earnings per share
                                                   0.06                  1,100%                      0.039                     425%
(RMB/Share)
Diluted earnings per share
                                                   0.06                  1,100%                      0.039                     425%
(RMB/Share)
Weighted average return on
                                                                                                   78.08%
equity (%)
Weighted average return on
equity after deducting
                                                                                                   -42.44%
non-recurring gains and losses
(%)
Items and amount with non-recurring gains/losses deducted
√Applicable □ Not applicable


                                                                                                                                        1
Chengde Nanjiang Co., Ltd.                                                    The Third Quarterly Report for 2012 (Full-text)



                                                                    Amount from
                             Item                                   year-begin to                      Note
                                                                  period-end (RMB)
Gains and losses from disposal of non-current assets                   43,512,374.42
Tax refund or exemption out of authorization, with absence
of official approval document or accidentally
Governmental subsidy calculated into current gains and
losses(while closely related with the normal business of the
Company, excluding the fixed-amount or fixed-proportion
governmental subsidy according to the unified national
standard)
Fund occupation expenses received from non-financial
enterprises that reckon into current gains/losses
Income occurred when investment cost paid by enterprise
for obtaining subsidiaries, associates and joint ventures are
lower than its share in fair value of net realizable assets of
invested units
Gains and losses from exchange of non-monetary assets
Gains and losses from entrusted investment or management
assets
Various asset impairment reserve provided for force
majeure, such as natural disaster
Gains/losses from debt reorganization
Reorganization expenses, such as expenditure for allocation
of employees and integration fee
Gains and losses from excess of transaction which are
conducted on a non-fair-valued basis over its fair value
Current net gains and losses of subsidiaries occurred from
combination under the same control commencing from
period-begin to combination date
Gains and losses from contingent events which has no
relation with normal business of the Company
Gains and losses from change of fair values of
held-for-transaction financial assets and financial liabilities
except for the effective hedge business related to normal
business of the Company, and investment income from
disposal of transactional financial assets and liabilities and
financial assets available for sale
Reversal of impairment reserve for account receivable with
separate impairment testing
gains/ losses from external entrustment loans
Gains and losses arising from change of fair value of
investment properties whose follow-up measurement are at
fair value
Affect upon current gains/losses arising from the one-off
adjustment in subject to requirement of laws and rules in
relation to taxation and accounting
Income from entrusted custody operation
Other non-operating income and expenditure except the
                                                                        -3,119,484.80
abovementioned
Other item that satisfied the definition of non-recurring
gains and losses
Influenced amount of minority shareholders’ equity                     1,771,573.62
Impact on income tax


Total                                                                  42,164,463.24                     --
Explanation on “Other item that satisfied the definition of non-recurring gains and losses” and defined
non-recurring gains and losses as recurring gain/loss according to natures and characteristic of self-operation
status
          Item           Amount involved (RMB)                               Note



                                                                                                                                2
   Chengde Nanjiang Co., Ltd.                                                     The Third Quarterly Report for 2012 (Full-text)




  (II) Total shareholders at period-end and top ten shareholders

   Total number of shareholders
                                                                                                                               21,153
   at the end of report period
                         Particulars about the shares held by the top ten shareholders with unrestricted conditions
                                     Amount of unrestricted shares                         Type/amount of shares
              Shareholders
                                         held at period-end                             Type                          Amount
   GUOTAI          JUNAN
   SECURITIES(HONGKONG)                                   69,850,210 Domestically listed foreign share                   69,850,210
   LIMITED
   Shanghai H.K. Wanguo Secur
                                                          26,983,735 Domestically listed foreign share                   26,983,735
   ity
   Zou Xiaomin                                             9,785,900 Domestically listed foreign share                    9,785,900
   Yu Sanxi                                                8,282,000 Domestically listed foreign share                    8,282,000
   Wang Wensheng                                           7,258,007 Domestically listed foreign share                    7,258,007
   CORE PACIFIC-YAMAICHI
   INTERNATIONAL   (H.K.)                                  4,101,958 Domestically listed foreign share                    4,101,958
   LIMITED
   Liu Tingyu                                              3,533,364 Domestically listed foreign share                    3,533,364
   Peng Wei                                                2,978,525 Domestically listed foreign share                    2,978,525
   Zhao Ziying                                             2,853,616 Domestically listed foreign share                    2,853,616
   Li Siquan                                               1,726,133 Domestically listed foreign share                    1,726,133
   Explanation on shareholders
  III. Significant events
  (I) Particulars about material changes in items of main accounting statement and financial
  index, and explanations of reasons
  √Applicable     □Not applicable

                          Balance at         Balance at
                     period-end (amount period-begin (amount Cahnges rate
      Item                                                                            Reasons for changes
                       occurred in this    occurred in last     (%)
                           period)             period)
Monetary fund              54,555,936.46         5,517,692.29    888.75% Disposal of non-current assets received
Account paid in                                                           Account paid in advance recover
                            9,894,024.31        21,059,096.25     -53.02%
advance
Inventory                                                                              Real estate project of subsidiary, and not
                              66,703,734.72           39,698,800.27             68.02%
                                                                                       completed till end of this report period
Total current                                                                          Disposal of non-current assets and real estate
                             166,703,131.91         101,001,258.45              65.05%
asstes                                                                                 project still in process
Short-term loans                                         422,261.91           -100.00% Loans are paid in this period
Account payable                1,225,343.22              231,175.82            430.05% Invoice of construction received
 Account received                                                                      House-selling account received in advance
                              72,424,575.98           30,028,613.02            141.19%
 in advance
Taxes payable                 12,991,408.96           19,811,988.25            -34.43% Taxes paid in this period
Long-term loans                                        6,801,600.00           -100.00% Loans are paid in this period
Special payable                                           98,000.03           -100.00% Loans are paid in this period
Total non-current                                                                      Debts are paid in this period
                                           -           6,899,600.03           -100.00%
 liability
Total                                                                                  Gains generated from disposal of non-current
shareholders’                48,642,084.33           21,325,140.04            128.10% assets
interest


                                                                                                                                        3
   Chengde Nanjiang Co., Ltd.                                          The Third Quarterly Report for 2012 (Full-text)



Total operating                                                               Revenue from leasing increaed
                            589,440.00             30,000.00       1864.80%
revenue
Finanical expenses        3,696,233.71            429,263.97        761.06% Loans interest accural
Operating profit        -13,298,784.83         -9,374,710.08         41.86% Financial expenses increased
Non-operating                                                               Gains generated from disposal of non-current
                         50,598,668.90          1,021,011.00       4855.74%
revenue                                                                     assets
Non-operating                                                               Losses from lawsuits compromise
                         10,205,879.28            152,271.51       6602.42%
expenditure
Income tax                                                                    Payable taxes increased in this period
                          2,279,190.25            687,606.44        231.47%
expenses
Net profit                                                                    More income generated from disposal of
attributable to                                                               non-current assets in subsidiary
                         27,316,944.29         -8,426,400.84       -424.18%
owners of parent
company
Gains/losses of                                                               Deficit soaring from subsidairy
minority                 -2,502,129.75           -767,176.19       -226.15%
shareholders

   (II) Progress of significant events, their influences, and analysis and explanation of their
   solutions
   1. Qualified opinion
   □Applicable √Not applicable

   2. Particular about fund offers to controlling shareholders or associated parties and external
   guarantee that against the regulation.

   □Applicable √ Not applicable

   3. Particular about signing and implementation on significant contracts of ordinary
   management.

   □Applicable √ Not applicable

   4. Other

   √Applicable      □Not applicable
   The Suspension Notice for Planning and Preparation of Material Assets Reorganization (Notice No.: 2012-048)) was
   released on 26 July for purpose of material assets reorganization plan, and the stock of the Company will suspend
   effected from 26 July 2012. After suspension, the Progress of Material Assets Recognization (Notice No.: 2012-050,
   2012-051 and 2012-055) released on 1 August 2012, 8 August 2012 and 15 August 2012 respectively. Also, the Progress
   of Material Assets Recognization and Delay Resumption (Notice No.: 2012-056, 2012-061 and 2012-062, 2012-063,
   2012-064, 2012-066, 2012-070 and 2012-077) were released on 22 August 2012, 28 August 2012, 5 September 2012,
   12 September 2012, 19 September 2012, 26 September 2012, 9 October 2012, 16 October and 23 October respectively.
   Relevant notice with reorganization concerned will release on time by the Company.

   (III) Commitments made by the Company or shareholders holding above 5% shares of the
   Company in reporting period or extending to reporting period.
   □Applicable √ Not applicable

   (IV) Estimation of operation performance for year of 2012

   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



                                                                                                                         4
Chengde Nanjiang Co., Ltd.                                                     The Third Quarterly Report for 2012 (Full-text)



explanation of reason
□Applicable          √Not applicable
(V) Particulars about other significant events which needed explanations
1. Particular about security investment
□Applicable          √Not applicable

2. Particulars about derivatives investment

□Applicable                  √Not applicable

3. Particulars about the positions of derivatives investment at the end of report period

□Applicable                  √Not applicable

4. Registration form of receiving research, communication and interview in the report period

                                                                                                              Content discussed
        Date                   Place                 Way                 Type                  Object          and documents
                                                                                                                  provided
                                                                                                            Relevant event of
                                              Communications by
July 27, 2012           Security Department                            Individual             Investor      reorganization no
                                              telephone
                                                                                                            materials provided
                                                                                                            Events of assets sold
                                              Communications by
August 15, 2012         Security Department                            Individual             Investor      and no materials
                                              telephone
                                                                                                            provided
                                                                                                            Operation of the
                                              Communications by
September 18, 2012 Security Department                                 Individual             Investor      Company and no
                                              telephone
                                                                                                            materials provided


5. Corporate bond issuance

Whether corporate bond issued or not
□ Yes √ No

IV. Appendix

(I) Financial statement

Whether consolidated statement or not:
√ Yes □ No □Not applicable
Unless otherwise, currency for this statement refers to CNY (RMB)
1. Consolidated Balance Sheet
Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                                    Unit: RMB
                   Items                               Balance at period-end                     Balance at period-begin
Current assets:
Monetary funds                                                          54,555,936.46                               5,517,692.29
Settlement provisions
Capital lent
Transaction finance asset
Notes receivable



                                                                                                                                    5
Chengde Nanjiang Co., Ltd.                            The Third Quarterly Report for 2012 (Full-text)



Accounts receivable
Accounts paid in advance                           9,894,024.31                           21,059,096.25
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance receivable
Interest receivable
Dividend receivable
Other receivables                                 34,455,909.03                           33,632,142.25
Purchase restituted finance asset
Inventories                                       66,703,734.72                           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                             166,703,131.91                         101,001,258.45
Non-current assets:
Granted loans and advances
Finance asset available for sales
Held-to-maturity investment
Long-term account receivable
Long-term equity investment                        2,215,729.65                            2,215,729.65
Investment real estate
Fixed assets                                      51,205,612.78                           60,092,006.51
Construction in progress                           6,854,978.00                            6,721,818.00
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets                                 23,736,153.14                           24,202,279.25
Expense on Research and Development
Goodwill
Long-term expenses to be apportioned                464,292.53                              356,640.00
Deferred income tax asset
Other non-current asset                           20,063,254.09                           24,432,938.95
Total non-current asset                          104,540,020.19                          118,021,412.36
Total assets                                     271,243,152.10                         219,022,670.81
Current liabilities:
Short-term loans                                                                            422,261.91
Loan from central bank
Absorbing deposit and interbank deposit
Capital borrowed
Transaction financial liabilities
Notes payable
Accounts payable                                   1,225,343.22                             231,175.82
Accounts received in advance                      72,424,575.98                           30,028,613.02
Selling financial asset of repurchase
Commission      charge     and      commission
payable
Wage payable                                       6,179,225.16                            6,707,882.20



                                                                                                          6
Chengde Nanjiang Co., Ltd.                                             The Third Quarterly Report for 2012 (Full-text)



Taxes payable                                                   12,991,408.96                              19,811,988.25
Interest payable
Dividend payable
Other accounts payable                                         115,259,135.79                             116,572,501.13
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                                      208,079,689.11                             173,774,422.33
Non-current liabilities:
Long-term loans                                                                                             6,801,600.00
Bonds payable
Long-term account payable
Special accounts payable                                                                                       98,000.03
Projected liabilities
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities                                              0.00                             6,899,600.03
Total liabilities                                              208,079,689.11                             180,674,022.36
Owner’s equity (or shareholders’ equity):
Paid-up capital (or share capital)                             706,320,000.00                             706,320,000.00
Capital public reserve                                         450,765,443.10                             450,765,443.10
Less: Inventory shares
Reasonable reserve
Surplus public reserve                                          76,791,550.17                              76,791,550.17
Provision of general risk
Retained profit                                             -1,185,234,908.94                          -1,212,551,853.23
Balance difference of foreign currency
translation
Total owner’s equity attributable to parent
                                                                48,642,084.33                              21,325,140.04
company
Minority interests                                              14,521,378.66                              17,023,508.41
Total owner’s equity(or shareholders’
                                                                63,163,462.99                              38,348,648.45
equity)
Total liabilities and owner’s equity(or
                                                               271,243,152.10                             219,022,670.81
shareholders’ equity)
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo

2. Balance Sheet of parent company

Prepared by Chengde Nanjiang Co., Ltd
                                                                                                            Unit: RMB
                        Item                   Balance at period-end                     Balance at period-begin
Current assets:




                                                                                                                           7
Chengde Nanjiang Co., Ltd.                      The Third Quarterly Report for 2012 (Full-text)



Monetary funds                                   4,019.80                                4,019.80
Transaction finance asset
Notes receivable
Accounts receivable
Accounts paid in advance                     9,593,760.31                           20,084,632.25
Interest receivable
Dividend receivable
Other receivables                             813,922.30                              350,389.52
Inventories
Non-current asset due within one year
Other current assets
Total current assets                        10,411,702.41                           20,439,041.57
Non-current assets:
Finance asset available for sales
Held-to-maturity investment
Long-term account receivable
Long-term equity investment                 58,925,880.26                           58,925,880.26
Investment real estate
Fixed assets
Construction in progress                      133,160.00
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets
Expense on Research and Development
Goodwill
Long-term expenses to be apportioned          154,148.53
Deferred income tax asset
Other non-current asset
Total non-current asset                     59,213,188.79                           58,925,880.26
Total assets                                69,624,891.20                           79,364,921.83
Current liabilities:
Short-term loans                                                                      422,261.91
Transaction financial liabilities
Notes payable
Accounts payable                              218,802.27                              218,802.27
Accounts received in advance
Wage payable                                   39,785.48                              489,639.20
Taxes payable                                  -49,141.98                             169,855.54
Interest payable
Dividend payable
Other accounts payable                      94,771,590.35                         101,813,353.28
Non-current liabilities due within 1 year
Other current liabilities
Total current liabilities                   94,981,036.12                          103,113,912.20




                                                                                                    8
Chengde Nanjiang Co., Ltd.                                                The Third Quarterly Report for 2012 (Full-text)



Non-current liabilities:
Long-term loans
Bonds payable
Long-term account payable
Special accounts payable                                                                                             98,000.03
Projected liabilities
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities                                                 0.00                                   98,000.03
Total liabilities                                                  94,981,036.12                             103,211,912.23
Owner’s equity (or shareholders’ equity):
Paid-up capital (or share capital)                                706,320,000.00                             706,320,000.00
Capital public reserve                                            449,365,886.69                             449,365,886.69
Less: Inventory shares
Reasonable reserve
Surplus public reserve                                             76,791,550.17                              76,791,550.17
General risk reserve
Retained profit                                                -1,257,833,581.78                          -1,256,324,427.26
Balance difference of foreign currency
translation
Total owner’s equity(or shareholders’
                                                                  -25,356,144.92                             -23,846,990.40
equity)
Total liabilities and owner’s equity(or
                                                                   69,624,891.20                              79,364,921.83
shareholders’ equity)
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo

3. Consolidated Profit Statement (this report period)

Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                               Unit: RMB
                        Item                      Amount in this period                      Amount in last period
I. Total operating income                                             107,800.00                                      8,750.00
Including: Operating income                                           107,800.00                                      8,750.00
Interest income
Insurance gained
Commission          charge     and   commission
income
II. Total operating cost                                            5,695,140.24                               4,129,447.51
Including: Operating cost
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



                                                                                                                                 9
Chengde Nanjiang Co., Ltd.                                               The Third Quarterly Report for 2012 (Full-text)



Reinsurance expense
Operating tax and extras                                                 1,056.00
Sales expenses
Administration expenses                                            3,648,007.10                               3,705,032.53
Financial expenses                                                 2,046,077.14                                 424,414.98
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     (Loss is listed with
                                                                  -5,587,340.24                              -4,120,697.51
“-”)
Add: Non-operating income                                         50,598,668.90
Less: Non-operating expense                                          286,865.48
Including: Disposal loss of non-current
asset
IV. Total Profit   (Loss is listed with “-”)                    44,724,463.18                              -4,120,697.51
Less: Income tax expense                                           2,250,225.00                                 684,105.80
V. Net profit (Net loss is listed with “-”)                     42,474,238.18                              -4,804,803.31
Including: net profit realized before
consolidation by mergered party
Net profit attributable to owner’s of parent
                                                                  43,021,925.79                              -4,357,349.05
company
Minority shareholders’ gains and losses                            -547,687.61                                -447,454.26
VI. Earnings per share                                    --                                         --
i. Basic earnings per share                                                  0.06                                   -0.006
ii. Diluted earnings per share                                               0.06                                   -0.006
VII. Other consolidated income
VIII. Total comprehensive income                                  42,474,238.18                              -4,804,803.31
Total consolidated income attributable to
                                                                  43,021,925.79                              -4,357,349.05
owners of parent company
Total consolidated income attributable to
                                                                    -547,687.61                                -447,454.26
minority shareholders
The merger realized net profit RMB 0.00 before consolidation during enterprises consolidation under a same
control.
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo
4. Profit Statement of parent company (this report period)
Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                              Unit: RMB
                     Items                       Amount in this period                      Amount in last period
I. Operating income
Less: operating cost
Operating tax and extras
Sales expenses
Administration expenses                                              869,508.37                                 182,446.97
Financial expenses                                                                                                   31.50



                                                                                                                           10
Chengde Nanjiang Co., Ltd.                                            The Third Quarterly Report for 2012 (Full-text)



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
II. Operating profit (Loss is listed with
                                                                    -869,508.37                             -182,478.47
“-”)
Add: Non-operating income
Less: Non-operating expense                                              100.00
Including: Disposal loss of non-current
asset
III. Total Profit (Loss is listed with “-”)                       -869,608.37                             -182,478.47
Less: Income tax expense
IV. Net profit (Net loss is listed with “-”)                      -869,608.37                             -182,478.47
V. Earnings per share                                     --                                      --
i. Basic earnings per share
ii. Diluted earnings per share
VI. Other consolidated income
VII. Total comprehensive income                                     -869,608.37                             -182,478.47
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo

5. Consolidated profit statement (year-begin to end of this period)

Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                           Unit: RMB
                     Item                        Amount in this period                   Amount in last period
I. Total operating income                                             589,440.00                                 30,000.00
Including: Operating income                                          589,440.00                                  30,000.00
Interest income
Insurance gained
Commission        charge    and    commission
income
II. Total operating cost                                          13,888,224.83                            9,404,710.08
Including: Operating cost
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                                              50,243.20                                  10,295.16
Sales expenses
Administration expenses                                           10,141,747.92                            8,965,150.95
Financial expenses                                                 3,696,233.71                              429,263.97




                                                                                                                         11
Chengde Nanjiang Co., Ltd.                                               The Third Quarterly Report for 2012 (Full-text)



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     (Loss is listed with
                                                                 -13,298,784.83                              -9,374,710.08
“-”)
Add: Non-operating income                                         50,598,668.90                               1,021,011.00
Less: Non-operating expense                                       10,205,879.28                                 152,271.51
Including: Disposal loss of non-current
asset
IV. Total Profit   (Loss is listed with “-”)                    27,094,004.79                              -8,505,970.59
Less: Income tax expense                                           2,279,190.25                                 687,606.44
V. Net profit (Net loss is listed with “-”)                     24,814,814.54                              -9,193,577.03
Including: net profit realized before
consolidation by mergered party
Net profit attributable to owner’s of parent
                                                                  27,316,944.29                              -8,426,400.84
company
Minority shareholders’ gains and losses                          -2,502,129.75                                -767,176.19
VI. Earnings per share                                    --                                         --
i. Basic earnings per share                                                 0.039                                   -0.012
ii. Diluted earnings per share                                              0.039                                   -0.012
VII. Other consolidated income
VIII. Total comprehensive income                                  24,814,814.54                              -9,193,577.03
Total consolidated income attributable to
                                                                  27,316,944.29                              -8,426,400.84
owners of parent company
Total consolidated income attributable to
                                                                  -2,502,129.75                                -767,176.19
minority shareholders
The merger realized net profit RMB 0.00 before consolidation during enterprises consolidation under a same
control.
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo
6. Profit Statement of parent company (year-begin to end of this period)
Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                              Unit: RMB
                     Items                       Amount in this period                      Amount in last period
I. Operating income
Less: operating cost
Operating tax and extras
Sales expenses
Administration expenses                                            1,509,039.02                                 353,704.39
Financial expenses                                                          15.50                                    47.00
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



                                                                                                                           12
Chengde Nanjiang Co., Ltd.                                               The Third Quarterly Report for 2012 (Full-text)



II. Operating profit (Loss is listed with
                                                                  -1,509,054.52                                -353,751.39
“-”)
Add: Non-operating income
Less: Non-operating expense                                                100.00                                   2,271.51
Including: Disposal loss of non-current
asset
III. Total Profit (Loss is listed with “-”)                     -1,509,154.52                                -356,022.90
Less: Income tax expense
IV. Net profit (Net loss is listed with “-”)                    -1,509,154.52                                -356,022.90
V. Earnings per share                                     --                                         --
i. Basic earnings per share                                                -0.002                                   -0.0005
ii. Diluted earnings per share                                             -0.002                                   -0.0005
VI. Other consolidated income
VII. Total comprehensive income                                   -1,509,154.52                                -356,022.90
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo
7. Consolidated Cash Flow Statement (year-begin to end of this period)
Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                              Unit: RMB
                     Item                        Amount in this period                      Amount in last period
I. Cash flows arising from operating
activities:
Cash received from selling commodities
                                                                  41,304,904.08                              20,768,952.92
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
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
                                                                   3,764,057.03                              11,574,216.18
activities
Subtotal of cash inflow arising from
                                                                  45,068,961.11                              32,343,169.10
operating activities
Cash paid for purchasing commodities and
                                                                  26,114,498.70                              17,596,558.42
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




                                                                                                                           13
Chengde Nanjiang Co., Ltd.                       The Third Quarterly Report for 2012 (Full-text)



Cash paid for bonus of guarantee slip
Cash paid to/for staff and workers            1,779,078.67                             557,450.00
Taxes paid                                   13,709,609.67                            5,605,110.75
Other cash paid concerning operating
                                             12,511,349.07                           16,347,355.90
activities
Subtotal of cash outflow arising from
                                             54,114,536.11                           40,106,475.07
operating activities
Net cash flows arising from operating
                                             -9,045,575.00                           -7,763,305.97
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,
                                             61,678,178.00                             967,298.00
intangible and other long-term assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning investing
                                              3,000,000.00
activities
Subtotal of cash inflow from investing
                                             64,678,178.00                             967,298.00
activities
Cash paid for purchasing fixed, intangible
                                               235,729.50                              316,210.41
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
                                               854,148.53
activities
Subtotal of cash outflow from investing
                                              1,089,878.03                             316,210.41
activities
Net cash flows arising from investing
                                             63,588,299.97                             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 loans                                                             14,800,000.00
Cash received from issuing bonds
Other cash received concerning financing
activities
Subtotal of cash inflow from financing
                                                      0.00                           14,800,000.00
activities
Cash paid for settling debts                                                         14,900,000.00
Cash paid for dividend and profit
                                              2,414,480.80                             283,616.44
distributing or interest paying
Including: Dividend and profit of minority
shareholder paid by subsidiaries
Other cash paid concerning financing
                                              3,090,000.00
activities
Subtotal of cash outflow from financing
                                              5,504,480.80                           15,183,616.44
activities
Net cash flows arising from financing
                                             -5,504,480.80                             -383,616.44
activities
IV. Influence on cash and cash equivalents
due to fluctuation in exchange rate
V. Net increase of cash and cash
                                             49,038,244.17                           -7,495,834.82
equivalents




                                                                                                   14
Chengde Nanjiang Co., Ltd.                                            The Third Quarterly Report for 2012 (Full-text)



Add: Balance of cash and cash equivalents
                                                                5,517,692.29                               9,723,008.25
at the period -begin
VI. Balance of cash and cash equivalents at
                                                               54,555,936.46                               2,227,173.43
the period -end
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo
8. Cash Flow Statement of parent company (year-begin to end of this period)
Prepared by Chengde Nanjiang Co., Ltd.
                                                                                                           Unit: RMB
                     Item                     Amount in this period                      Amount in last period
I. Cash flows arising from operating
activities:
Cash received from selling commodities
and providing labor services
Write-back of tax received
Other cash received concerning operating
                                                                  866,827.73                                 480,894.60
activities
Subtotal of cash inflow arising from
                                                                  866,827.73                                 480,894.60
operating activities
Cash paid for purchasing commodities and
receiving labor service
Cash paid to/for staff and workers                                    84,787.82                              200,200.00
Taxes paid                                                               50.00
Other cash paid concerning operating
                                                                  682,483.22                                 308,057.40
activities
Subtotal of cash outflow arising from
                                                                  767,321.04                                 508,257.40
operating activities
Net cash flows arising from operating
                                                                      99,506.69                                  -27,362.80
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,
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
                                                                           0.00                                       0.00
activities
Cash paid for purchasing fixed, intangible
                                                                      81,502.16
and other long-term assets
Cash paid for investment
Net cash received from subsidiaries and
other units
Other cash paid concerning investing
                                                                      18,004.53
activities
Subtotal of cash outflow from investing
                                                                      99,506.69                                       0.00
activities
Net cash flows arising from investing
                                                                  -99,506.69                                          0.00
activities
III. Cash flows arising from financing
activities
Cash received from absorbing investment
Cash received from loans
Cash received from issuing bonds
Other cash received concerning financing
activities



                                                                                                                         15
Chengde Nanjiang Co., Ltd.                                The Third Quarterly Report for 2012 (Full-text)



Subtotal of cash inflow from financing
                                                              0.00                                     0.00
activities
Cash paid for settling debts
Cash paid for dividend and profit
distributing or interest paying
Other cash paid concerning financing
activities
Subtotal of cash outflow from financing
                                                              0.00                                     0.00
activities
Net cash flows arising from financing
                                                              0.00                                     0.00
activities
IV. Influence on cash and cash equivalents
due to fluctuation in exchange rate
V. Net increase of cash and cash
                                                              0.00                               -27,362.80
equivalents
Add: Balance of cash and cash equivalents
                                                          4,019.80                                37,197.70
at the period -begin
VI. Balance of cash and cash equivalents at
                                                          4,019.80                                 9,834.90
the period -end
Legal representative: Lin Lixin
Person in charge of accounting works: Zhao Yongsheng
Person in charge of accounting institution: Liu Fengguo

(II) Auditing Report

Auditing Opinion               Un-audited




                                                                                                            16