Chengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 1 Chengde Dixian Textile Co., Ltd. The First Quarterly Report for 2009 (Full Text) §1. Important Notice 1.1 Board of Directors and the Supervisory Committee of Chengde Dixian Textile 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 No Directors, Supervisors or Senior Executives stated that they couldn’t ensure the reality, accuracy and completion of the contents of the Quarterly Report or have objection for this report. 1.3 Other directors attended the meeting on examining the Quarterly Report except for the following directors. 1.4 The Financial Report For the First Quarterly Report of the Company has not been audited by CPAs. 1.45 Chen Rong, Principal of the Company; Ye Weijie, Person in Charge of Financial Works; and Li Weigang, Person in Charge of Accounting Organ (Accounting Supervisor) hereby confirm that the Financial Report enclosed in the First Quarterly Report is true and complete. §2. Company Profile 2.1 Main Accounting Data and Financial Indexes At the end of the report period At the end of the last year Changes of increase/decrease (%) Total assets 931,881,064.88 598,681,950.83 55.66% Equity attributable to owners of the parent company 2,329,340.65 -237,353,406.14 1.43% Share capital 706,320,000.00 706,320,000.00 Net asset per share attributable to owners of the parent company 0.003 -0.34 -159.65% In the report period The same period of last year Changes of increase/decrease (%) Total operating income 0.00 5,266,984.26 -100.00% Net profit attributable to owners of the parent company 239,682,746.79 -30,176,452.61 -93.36% Net cash flow arising from operating activities -382,585.32 3,770,172.89 -110.15% Net cash flow arising from operating activities per share -0.001 0.005 -120.00% Basic earnings per share -0.003 -0.04 -92.50% Diluted earnings per share -0.003 -0.04 -92.50% Return on equity 10,289.72% -7.52% 10,297.24% Return on equity after deducting the non-recurring losses and -57.04% -7.52% -49.52% Name of absent directors Position of the director Reason of absence Name of entrusted Naught Naught Naught NaughtChengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 2 gains Items of non-recurring gains and losses Amount in year-begin to the end of report period II. Total operating cost 6,937,497.80 Non-operating expenditure -1,050.00 Investment income (Loss is listed with “-”) 234,074,886.90 Total 241,011,334.70 Explanations on items of non-recurring gains and losses: Because the Company stopped its productions, there were no other events happened in the report period. 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 at the end of report period 23,599 Particulars about shares held by the top ten shareholders of circulation shares Shareholders’ name Number of circulation shares held at the period-end Type of shares China Southern Securities Co., Ltd. 108,840,000 Domestically listed foreign shares GUOTAI JUNAN SECURITIES(HONGKONG)LIMITED 8,957,162 Domestically listed foreign shares SBCI FINANCE ASIA LTD A/C SBC HONG KONG 8,169,363 Domestically listed foreign shares Wang Wensheng 7,258,007 Domestically listed foreign shares Xu Xinhuu 6,256,705 Domestically listed foreign shares SUN HUNG KAI INVESTMENT SERVICES LID-CUSTOMERA A/C 3,835,783 Domestically listed foreign shares Zhu Qing 3,160,369 Domestically listed foreign shares Peng Wei 2,978,525 Domestically listed foreign shares Wu Xiaomei 2,492,536 Domestically listed foreign shares Zhao Ziying 2,483,616 Domestically listed foreign 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 Influenced by kinds of factors, the Company and its subsidiaries all stopped productions since Oct. 2007. In the report period, productions were not resumed and any operations business was not carried out. So there were material changes in items of main accounting statement and financial index in the report period. 3.2 Analysis and explanation of significant events and their influence and solutions □Applicable √Inapplicable 3.3 Implementations of commitments by the Company, shareholders and actual controller □Applicable √InapplicableChengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 3 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 le 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. Date Place Way The received parties Contents discussed and materials supplied Jan. 19, 2009 Securities Department of the Company Telephone communication Investors Progress of reorganization of the Company and no material was supplied. March 2, 2009 Securities Department of the Company Telephone communication Investors Judgment of the involved case of the Company and no material was supplied. March 10, 2009 Securities Department of the Company Telephone communication Investors Auctions of part assets of the Company and assets of the subsidiaries. 3.5.3 Particulars about the explanations on other significant events □Applicable √Inapplicable §4. Appendix 4.1 Balance sheet Prepared by Chengde Dixian Textile Co., Ltd. March 31, 2009 Unit: RMB Balance at period-end Balance at year-begin Items Merger Parent Company Merger Parent Company Current assets: Monetary funds 45,662.41 2,851.92 447,257.73 365,685.40 Settlement provisions Capital lent Transaction finance asset Notes receivable Accounts receivable 13,416,963.62 12,231,947.36 6,314,628.93 12,231,947.36 Accounts paid in advance 93,630,272.88 92,842,017.50 68,630,272.88 92,842,017.50 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 209,387,451.78 450,893,059.56 64,109,210.96 450,923,188.75 Purchase restituted finance assetChengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 4 Inventories 16,577.96 377,830.47 Non-current asset due within one year Other current assets Total current assets 316,496,928.65 555,969,876.34 139,879,200.97 556,362,839.01 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity securities Long-term account receivable Long-term equity investment 312,999,223.34 1,211,812,433.52 97,215,729.65 1,211,812,433.52 Investment property Fixed assets 85,229,866.15 16,181,397.23 124,093,126.16 16,175,897.23 Construction in progress 12,883,800.00 12,883,800.00 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 70,956,132.86 7,990,608.73 91,294,980.17 7,990,608.73 Expense on Research and Development Goodwill Long-term expenses to be apportioned 2,009,612.55 2,009,612.55 2,009,612.55 2,009,612.55 Deferred income tax asset 131,305,501.33 131,305,501.33 131,305,501.33 131,305,501.33 Other non-current asset Total non-current asset 615,384,136.23 1,369,299,553.36 458,802,749.86 1,369,294,053.36 Total assets 931,881,064.88 1,925,269,429.70 598,681,950.83 1,925,656,892.37 Current liabilities: Short-term loans 125,450,705.60 650,705.60 257,110,082.88 650,705.60 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable Accounts payable 34,035,280.44 27,498,927.21 40,929,519.04 34,436,425.01 Accounts received in advance 719,601.25 8,607.09 721,601.25 8,607.09 Selling financial asset of repurchase Commission charge and commission payable Wage payable 24,049,552.83 17,897,697.28 27,658,657.03 17,897,697.28Chengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 5 Taxes payable 30,504,031.19 15,352,980.15 64,981,574.02 15,372,537.49 Interest payable 205,022,088.53 165,267,072.66 270,261,883.18 165,267,072.66 Dividend payable Other accounts payable 401,432,953.21 469,236,070.21 57,034,528.39 469,229,434.21 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 821,214,213.05 695,912,060.20 718,697,845.79 702,862,479.34 Non-current liabilities: Long-term loans Bonds payable Long-term account payable 95,450,000.00 95,450,000.00 Special accounts payable 10,651,018.03 151,018.03 19,651,018.03 151,018.03 Projected liabilities 2,118,395.79 2,118,395.79 2,118,395.79 2,118,395.79 Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 108,219,413.82 2,269,413.82 117,219,413.82 2,269,413.82 Total liabilities 929,433,626.87 698,181,474.02 835,917,259.61 705,131,893.16 Owner’s equity (or shareholders’ equity): Paid-in capital (or share capital) 706,320,000.00 706,320,000.00 706,320,000.00 706,320,000.00 Capital public reserve 395,971,144.37 394,571,587.96 395,971,144.37 394,571,587.96 Less: Inventory shares 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 -1,176,753,353.89 49,404,817.55 -1,416,436,100.68 42,841,861.08 Balance difference of foreign currency translation Total owner’s equity attributable to parent company 2,329,340.65 1,227,087,955.68 -237,353,406.14 1,220,524,999.21 Minority interests 118,097.36 118,097.36 Total owner’s equity 2,447,438.01 1,227,087,955.68 -237,235,308.78 1,220,524,999.21 Total liabilities and owner’s equity 931,881,064.88 1,925,269,429.70 598,681,950.83 1,925,656,892.37 4.2 Profit statement Prepared by Chengde Dixian Textile Co., Ltd. Jan.-Mar., 2009 Unit: RMB Items Amount in this period Amount in last periodChengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 6 Merger Parent Company Merger Parent Company I. Total operating income 0.00 0.00 5,266,984.26 534.19 Including: Operating income 0.00 0.00 5,266,984.26 534.19 Interest income Insurance gained Commission charge and commission income II. Total operating cost 1,328,587.91 373,491.33 37,403,034.87 25,127,705.32 Including: Operating cost 13,510.00 373,491.33 1,288,489.70 283.72 Interest expense Commission charge and commission expense Cash surrender value 0.34 Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras Sales expenses 500.00 500.00 Administration expenses 1,315,077.91 359,981.33 23,340,098.44 14,105,274.87 Financial expenses 13,510.00 13,510.00 12,773,946.73 11,021,646.73 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) 234,074,886.90 Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) 232,746,298.99 -373,491.33 -32,136,050.61 -25,127,171.13 Add: Non-operating income 6,937,497.80 6,937,497.80 -3,900.00 -3,900.00 Less: Non-operating expense 1,050.00 1,050.00 518.00 518.00 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) 239,682,746.79 6,562,956.47 -32,140,468.61 -25,131,589.13 Less: Income tax V. Net profit (Net loss is listed with “-”) 239,682,746.79 6,562,956.47 -32,140,468.61 -25,131,589.13 Net profit attributable to owner’s equity of parent company 239,682,746.79 -30,176,452.61 -25,131,589.13Chengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 7 Minority shareholders’ gains and losses -1,964,016.00 VI. Earnings per share i. Basic earnings per share 0.34 -0.04 ii. Diluted earnings per share 0.34 -0.04 4.3 Cash flow statement Prepared by Chengde Dixian Textile Co., Ltd. Jan.-Mar., 2009 Unit: RMB Amount in this period Amount in last period Items Merger Parent Company Merger Parent Company I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 6,455,025.00 625.00 Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Insured savings and net increase of investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received Other cash received concerning operating activities 4,517.00 4,517.00 372,560.00 6,302,560.00 Subtotal of cash inflow arising from operating activities 4,517.00 4,517.00 6,827,585.00 6,303,185.00 Cash paid for purchasing commodities and receiving labor service 1,800.00 1,800.00 Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensationChengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 8 Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 72,000.00 72,000.00 1,455,588.00 1,373,348.00 Taxes paid 492,694.00 19,971.81 Other cash paid concerning operating activities 315,102.32 276,340.48 1,107,330.11 1,140,422.66 Subtotal of cash outflow arising from operating activities 387,102.32 348,340.48 3,057,412.11 2,535,542.47 Net cash flows arising from operating activities -382,585.32 -343,823.48 3,770,172.89 3,767,642.53 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 5,500.00 5,500.00 3,400.00 3,400.00 Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 5,500.00 5,500.00 3,400.00 3,400.00 Net cash flows arising from investing activities -5,500.00 -5,500.00 -3,400.00 -3,400.00 III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans Cash received from issuing bondsChengde Dixian Textile Co., Ltd. The 1st Quarterly Report for 2009 (Full Text) 9 Other cash received concerning financing activities Subtotal of cash inflow from financing activities Cash paid for settling debts Cash paid for dividend and profit distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities 13,510.00 13,510.00 Subtotal of cash outflow from financing activities 13,510.00 13,510.00 Net cash flows arising from financing activities -13,510.00 -13,510.00 IV. Influence on cash due to fluctuation in exchange rate V. Net increase of cash and cash equivalents -401,595.32 -362,833.48 3,766,772.89 3,764,242.53 Add: Balance of cash and cash equivalents at the period -begin 6,316,017.15 3,250,011.31 VI. Balance of cash and cash equivalents at the period -end -401,595.32 -362,833.48 10,082,790.04 7,014,253.84 4.4 Auditor’ report Auditor’s opinions: Un-audited