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南江B:2015年第三季度报告正文(英文版)2015-10-29  

						                                                         承德南江股份有限公司 2014 年第三季度报告正文


Stock Code: 200160      Short Form of the Stock: Nanjiang-B             Public Notice No: 2015-074




                     Chengde Nanjiang Co., Ltd.
          THE THIRD QUARTERLY REPORT FOR 2015 (TEXT)




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                                                                      承德南江股份有限公司 2015 年第三季度报告正文



                                    Section 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.


Principal of the Company Zhao Yongsheng, Person in Charge of Accounting Works Zhao Yongsheng and Person
in Charge of Accounting Organ (Accounting Officer) Liu Fengguo hereby confirm that the Financial Report of the
Third Quarterly Report is authentic, accurate and complete.




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                                                                                   承德南江股份有限公司 2015 年第三季度报告正文




        Section II. Main accounting data and changes of shareholders

I. Main accounting data and index

Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No

                                          Current period-end              Period-end of last year                 Increase/decrease

Total assets(RMB)                                   614,936,432.32                      642,501,296.47                               -4.29%

Net assets attributable to
shareholders of listed company                      415,271,977.01                      289,982,016.44                               43.21%
(RMB)

                                                                                                                       Increase/decrease in
                                                               Increase/decrease in
                                                                                          Year-begin to end of           comparison with
                                         Current period       comparison with same
                                                                                                 the Period               year-begin to
                                                                period of last year
                                                                                                                      Period-end of last year

Operating revenue (RMB)                     107,993,371.65                    -12.87%             465,813,996.25                     36.69%

Net profit attributable to
shareholders of the listed company            1,742,667.13                    -89.56%             121,888,560.55                    238.30%
(RMB)

Net profit attributable to
shareholders of the listed company
                                               2,511,802.22                   139.89%              21,798,757.95                    224.57%
after deducting non-recurring gains
and losses(RMB)

Net cash flow arising from
                                               --                       --                         16,481,722.11                    116.79%
operating activities(RMB)

Basic earnings per share
                                                      0.002                   -91.67%                         0.173                 239.22%
(RMB/Share)

Diluted earnings per share
                                                      0.002                   -91.67%                         0.173                 239.22%
(RMB/Share)

Weighted average ROE                                 0.42%                     -6.61%                    34.73%                      18.91%

Items and amount of extraordinary profit (gains)/losses
√Applicable      □Not applicable
                                                                                                                                      In RMB

                                                                     Amount from year-begin to
                               Item                                                                                      Note
                                                                             end of the Period

Gains/losses from the disposal of non-current asset (including the                    103,610,779.62 Earnings from land assets transfer



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                                                                                  承德南江股份有限公司 2015 年第三季度报告正文


write-off that accrued for impairment of assets)

Other non-operating income and expenditure except for the
                                                                                     -3,520,977.02
aforementioned items

Total                                                                               100,089,802.60                   --

Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable     √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss.


II. Statement of the total shareholders and shares-held of top ten shareholders at end of the
Period

1. Statement of the total common shareholders and shares-held of top ten common shareholders at end of
the Period

                                                                                                                                In share

Total common shareholders in
                                                                                                                                19,555
reporting period-end

                                               Shares-held of top ten common shareholders

                                                                                 Amount of          Number of share pledged/frozen
                         Nature of          Proportion of    Amount of shares
   Shareholders                                                                 non-tradable
                       shareholder           shares held           held                            State of share         Amount
                                                                                 shares held

                    Domestic natural
Wang Dong                                          29.49%        208,324,800       208,324,800
                    person

China Everbright
Securities (HK)     Foreign corporate              13.28%          93,833,093                  0
Limited

GUOTAI
JUNAN
SECURITIES(H Foreign corporate                       6.87%         48,524,062                  0
ONGKONG)
LIMITED

Chengde North       Domestic
Industrial          non-state owned                  2.62%         18,517,651        18,517,651
Corporation         legal person

                    Domestic natural
Wang Zhengsong                                       1.89%         13,327,891        13,327,891
                    person


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                                                                         承德南江股份有限公司 2015 年第三季度报告正文


                   Domestic natural
Wang Wensheng                               1.03%          7,258,007                   0
                   person

                   Domestic natural
Zhou Haihong                                0.95%          6,708,495                   0
                   person

                   Domestic natural
Li Tianyun                                  0.73%          5,158,000                   0
                   person

Shanghai
Wanguo (H.K)       Foreign corporate        0.71%          4,995,920                   0
Securities

                   Domestic natural
Chen Yan                                    0.57%          4,023,256                   0
                   person

                                       Tradable shares held by top 10 shareholders

                                                                                                       Type of shares
             Shareholders                    Amount of tradable shares held
                                                                                                    Type           Amount

                                                                                           Domestically
China Everbright Securities (HK)
                                                                              93,833,093 listed foreign                 93,833,093
Limited
                                                                                           shares

GUOTAI JUNAN                                                                               Domestically
SECURITIES(HONGKONG)                                                          48,524,062 listed foreign                 48,524,062
LIMITED                                                                                    shares

                                                                                           Domestically
Wang Wensheng                                                                  7,258,007 listed foreign                  7,258,007
                                                                                           shares

                                                                                           Domestically
Zhou Haihong                                                                   6,708,495 listed foreign                  6,708,495
                                                                                           shares

                                                                                           Domestically
Li Tianyun                                                                     5,158,000 listed foreign                  5,158,000
                                                                                           shares

                                                                                           Domestically
Shanghai Wanguo (H.K) Securities                                               4,995,920 listed foreign                  4,995,920
                                                                                           shares

                                                                                           Domestically
Chen Yan                                                                       4,023,256 listed foreign                  4,023,256
                                                                                           shares

                                                                                           Domestically
Zhao Ziying                                                                    3,286,616 listed foreign                  3,286,616
                                                                                           shares

VANGUARD TOTAL                                                                 3,182,875 Domestically                    3,182,875



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                                                                            承德南江股份有限公司 2015 年第三季度报告正文


INTERNATIONAL STOCK INDEX                                                                 listed foreign
FUND                                                                                      shares

                                                                                          Domestically
Peng Wei                                                                        2,978,525 listed foreign           2,978,525
                                                                                          shares

Explanation       on          associated The Company is unknown whether there exists associated relationship or belongs to
relationship among the aforesaid consistent actor regulated by “management method for acquisition of listed company” among
shareholders                              the above said shareholders.

Explanation      on      shareholders
involving margin business about top
                                          N/A
ten    common      shareholders     (if
applicable)

Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement
dealing in reporting period
□ Yes √ No
The ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-back
agreement dealing in reporting period.


2. Total of shareholders with preferred stock held and the top ten shareholdings in Period-end

□Applicable           √Not applicable




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                                                                             承德南江股份有限公司 2015 年第三季度报告正文




                                       Section III. Important events

I. Particular about major changes from items of main accounting statements and financial
indexes as well as reasons

√ Applicable □Not applicable
1. Items of balance sheet
                                                                            Changes
 Serial          Item     Closing balance     Opening balance                                                Reasons
                                                                     Amount           Ratio
   1                         79,966,390.15        36,998,545.17   42,967,844.98         116.13% The house-selling money
          Monetary
                                                                                                 received in the Period
          fund
                                                                                                 increased
   2      Account              3,731,171.15        2,722,676.66    1,008,494.49          37.04% Credit sale operation at
          receivable                                                                             period-end increased

   3                         22,136,445.52         7,780,145.39   14,356,300.13         184.52% The account paid in advance
          Account paid
                                                                                                 for engineering increased
          in advance
                                                                                                 during the Period
   4                         89,395,601.44        11,008,292.44   78,387,309.00         712.08% The receivable account for
          Other account                                                                          government land
          receivables                                                                            purchasing-and-storage
                                                                                                 increased in the Period
   5      Other current        7,496,677.69       24,131,851.80   -16,635,174.11        -68.93% The tax paid in advance was
          assets                                                                                 close to gains/losses

   6      Intangible           5,461,790.60       11,902,512.97   -6,440,722.37         -54.11% The government land
          assets                                                                                 purchasing-and-storage in the
                                                                                                 Period
   7      Account            21,665,650.35        10,425,920.41   11,239,729.94         107.81% Procurement payment
          receivable                                                                             payable in the Period

   8      Account            95,689,012.56       290,954,152.81 -195,265,140.25         -67.11% House account received in
          received in                                                                            advance was close to revenue
          advance

   9      Other              46,586,448.33        14,624,828.17   31,961,620.16         218.54% The intercourse funds
          payables                                                                               received in the period
                                                                                                 increased
2. Items of profit statement
                                                                            Changes
 Serial          Item       This Period         Last period                                                  Reasons
                                                                     Amount           Ratio
   1      Operation         465,813,996.25       340,773,707.74   125,040,288.51         36.69% Real estate project close to
          revenue                                                                                revenue in the Period


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   2      Business tax          23,682,943.35               175,909.40     23,507,033.95           13363.15% Real estate project close to
          and surcharge                                                                                        revenue in the Period

   3                                 1,834,389.20         2,863,009.15     -1,028,619.95              -35.93% Marketing expenses declined
          Sales expense
                                                                                                               in the Period
   4      Non-operation        104,095,952.29            59,203,175.73     44,892,776.56               75.83% Earnings from land transfer
          revenue                                                                                              increased in the Perido

          Income taxes                                                                                         The      payable   income      tax
   5                            23,911,569.38               -23,637.85           23,935,207.23    101257.97%
              expenses                                                                                         increased in the Period

3. Items of cash flow statement
                                                                                        Changes
 Serial         Item           This Period             Last period                                                         Reasons
                                                                             Amount                 Ratio
   1      Net cash flow         16,481,722.11           -98,162,930.60    114,644,652.71              116.79% The house-selling money
          arising from                                                                                         received in the Period
          operating                                                                                            increased
          activities

   2      Net cash flow         26,486,122.87            48,710,324.62    -22,224,201.75              -45.63% Account received from land
          arising from                                                                                         transfer decreased in the
          investment                                                                                           Perido
          activities


II. Progress and influence of the main events as well as solution analysis specification

□ Applicable       √ Not applicable

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

                         Commitmen                                                                 Dated for     Commitment Implementa
  Commitments                                                 Contents
                           t party                                                                commitment            term           tion

Share Merger
Reform

                                        1. Commitments in aspect of independency of listed
                                        company:       For the equity changes, that is
                                        208,324,800 shares of Chengde Dalu Co., Ltd held
                                        by Chen Rong was transfer, Wang Dong guarantee
Commitments         in
                                        there are no influence on the independent of
report              of Controlling                                                                              Duration of       Implementi
                                        employee, financial, institution, business and 2012-04-24
acquisition         or shareholder                                                                              the Company ng
                                        integrity of assets of Chengde Dalu Co., Ltd. After
equity change
                                        transaction, Chengde Dalu Co., Ltd still has the
                                        ability   of   independent   operation    and    owes
                                        independent legal person, and continues to owes the
                                        independency of institution, assts, employees,


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                                                                                       承德南江股份有限公司 2015 年第三季度报告正文


                                    production and financial. 2. Commitments for
                                    horizontal competition: after 208,324,800 shares of
                                    Chengde Dalu Co., Ltd held by Chen Rong was
                                    transfer, Wang Dong guarantee there are no or
                                    potential     horizontal   competition   between     the
                                    Chengde Dalu Co., Ltd and Wang Dong and related
                                    parties of Wang Dong

                                    The performance compensation commitment: net
                                    profit (deducting non-recurring gains and losses) for
                                    2012, 2013, 2014 and 2015 for Runhua Rural Water
Commitments in                      (Tianjin)      International    Trade     Co.,      Ltd.                            Implementi
                     Controlling
assets                              Respectively can’t be less than 306,300 Yuan, 2013-04-10              2012-2015    ng
                     shareholder
reorganization                      904,000 Yuan, 1,500,000 Yuan and 3,400,000 Yuan.                                    normally
                                    If the actual net profit is less than the promised, the
                                    controlling     shareholders    shall    perform     the
                                    obligations of profit compensation accordingly.

Commitment
made during the
IPO or refinancing

Other
commitments to
minority
shareholders of
the Company

Completed on
                     Yes
time or not


IV. Estimation of operation performance for year of 2015

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           √Not applicable


V. Particular about security investment

□ Applicable √ Not applicable

The Company had no security investment in Period.

VI. Explanation on equity of other listed company held

□ Applicable √ Not applicable

No security investment in Period.


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                                                                                承德南江股份有限公司 2015 年第三季度报告正文


VII. Particulars about derivatives investment

□ Applicable    √ Not applicable
The Company had no derivatives investment in Period.

VIII. Registration form of receiving research, communication and interview in the report
period
√ Applicable □Not applicable
                                                                                                           Content discussed and
        Date                 Place               Way                  Type                Object
                                                                                                            documents provided
                     Securities                                                                         Suspension condition of the
2015-07-23           department of the    Telephone            Personal            Investor             Company, no material
                     Company                                                                            required

                     Securities                                                                         Current situation of the
2015-09-17           department of the    Telephone            Personal            Investor             Company, no material
                     Company                                                                            required

IX. External guarantee get out of line
□ Applicable   √ Not applicable
The Company has no external guarantee get out of the line in the Period

X. Controlling shareholder and its related parties occupying non-business capital of the listed
company
□ Applicable   √ Not applicable
There are no controlling shareholder and its related parties occupying non-business capital of the listed company in Period




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