Guangdong Rieys Group Company Ltd The Third Quarterly Report 2009 §1. Important Notice 1.1 The Board of Directors, the Supervisory Committee as well as directors, supervisors and senior management of Guangdong Rieys Group Company Ltd (hereinafter referred to as “the Company”) warrant that this report does not contain any false or misleading statements or omit any material facts and shoulder individually and jointly responsibility for true, accurate and complete of contents. 1.2 Naught 1.3 All other directors attended the board meeting on review and examination of the third quarterly report except the following directors. Name of absent directors Post Reason Name of trustee Chen Honghai Director Due to work Chen Hongcheng 1.4 The Financial Report of the Third Quarterly Report has not been audited. 1.5 Chen Hongcheng, Person in charge of the Company, and Chen Peixia, Chief Financial Officer as well as person in charge of accounting organ, hereby declare that they would guarantee the authenticity and completeness of the Financial Report in this Quarterly Report. §2. Company Profile 2.1 Main accounting data and financial indices Unit: RMB Yuan 30 Sep. 2009 31 Dec. 2008 Increase/decrease (%) Total assets (Yuan) 602,282,961.00 626,364,356.00 -3.84% Owner’s equity attributable to shareholders of listed company (Yuan) 317,161,628.00 345,621,317.00 -8.23% Share capital (Share) 318,600,000.00 318,600,000.00 0.00% Net assets per share attributable to shareholders of listed company (Yuan/share) 1.00 1.08 -7.41% Jul.-Sep. 2009 Increase/decrease year-on-year (%) Jan.-Sep. 2009 Increase/decrease year-on-year (%) Operating revenue (Yuan) 31,211,579.00 -39.97% 105,136,6 59.00 -28.22% Net profit attributable to shareholders of listed company (Yuan) -7,998,119.00 -38.51% -28,459,68 9.00 -35.67% Net cash flow arising from operating activities (Yuan) - - -503,185.0 0 -99.88% Net cash flow per share arising from operating - - 0.00 -98.88%activities (Yuan/share) Basic earnings per share (Yuan/share) -0.03 -25.00% -0.09 -35.71% Diluted earnings per share (Yuan/share) -0.03 -25.00% -0.09 -35.71% Return on equity (%) -2.52% -23.12% -8.97% -20.66% Return on equity after deducting non-recurring gains and losses (%) -2.52% -23.12% -9.33% -20.66% Items of non-recurring gains and losses Amount from the year-begin to the end of report period Note Gains and losses from disposal of non-current assets -287,225.61 Gains and losses from contingencies with no relationship with normal operating business 1,847,416.59 Share transfer Other non-operating income and expense except the aforesaid items -428,064.97 Total 1,132,126.01 - 2.2 Total number of shareholders at the end of the report period and statement on shares held by the top ten shareholders with shares not subject to trading moratorium Unit: share Total number of shareholders 17,684 The top ten shareholders holding shares not subject to trading moratorium Full name of shareholders Number of shares not subject to trading moratorium held at the period-end Type of share Shanghai Hong Kong Wanguo Securities 1,460,000 Domestically listed foreign share NGAI KWOK PAN 1,093,900 Domestically listed foreign share CHEN ZE XIONG 986,800 Domestically listed foreign share CHEN MING XIONG 971,120 Domestically listed foreign share WANG DE BO 888,888 Domestically listed foreign share ZHOU ZHENG ZHONG 882,900 Domestically listed foreign share LUO HUI 842,800 Domestically listed foreign share CHEN ZE BING 807,021 Domestically listed foreign share LIU YAN CHANG 754,320 Domestically listed foreign share ZHOU XIAO QUN 635,800 Domestically listed foreign share §3. Significant events 3.1 Particular about large-margin change in main item of accounting statement and financial index and reason for change √Applicable □Inapplicable Balance sheet Balance at period-end Balance at year-begin Increase/decr ease (%) Explanation Accounts receivable 40,051,717 76,757,256 -47.82 Decline of selling and Calling back fund of goods Account paid in advance 107,664,08 6 78,781,149 36.66 Payment for purchase of good in advance increasedAccounts payable 3,567,370 7,015,488 -49.15 Credit on purchase of goods decreased and cash purchase increased. Interest payable 38,287,919 24,640,579 55.39 Interest payable increased Other accounts payable 6,960,236 11,324,383 -38.54 Repay of borrowings Income statement Amount in current period Amount in the last period Increase/decrea se proportion (%) Explanation Operating cost 75,368,610 110,745,882 -31.94 Income decreased and cost decreased accordingly Gains and losses from investment 1,847,417 0 Selling subsidiary companies whose net assets was negative. Non-operating expenditure 969,928 2,310,994 -58.03 Non-operating expenditure like donation decreased 3.2 The progress of significant events and its influence, as well as the analysis and explanation on resolving proposal □Applicable √Inapplicable 3.3 The fulfillment of the commitment made by the Company, shareholders and the actual controller □Applicable √Inapplicable 3.4 Warnings of possible loss or great change of the accumulated net profit made during the period from the beginning of the year to the end of the next report period compared with the same period of the last year according to prediction, as well as explanations on the reasons √Applicable □Inapplicable Performance forecast Deficit From year-begin to the end of the next report period Same period of last year Increase/decrease ( % ) Estimated accumulative net profit (RMB’0000) -4,000.00 -10,635.00 Decline -62% Basic earnings per share (Yuan/share) -0.13 -0.33 Decline -62% Notes to performance forecast Influenced by global financial crisis, textile clothing market was still recession since this year, export orders didn’t recovered rapidly, price of order taken was low, consumption confidence in domestic market was lacked and main business didn’t rise obviously. Although the Company adopted many measures to reduce burden and expenses, call back cash, basic condition has no large change. Financial expense and administrative expense decreased year-on-year, but the base was large, which caused deficit. 3.5 Other significant events need to be explained None3.5.1 Interviews, communications and visits in the reporting period Reception time Reception place Reception manner Reception object Contents discussed and information offered 1 Jul. 2009 Naught Naught Naught Naught 3.6 Derivative products □Applicable √Inapplicable 3.6.1 Derivative products held at the end of report period □Applicable √Inapplicable §4 Appendix 4.1 Balance sheet Prepared by Guangdong Rieys Group Company Ltd 30 Sep. 2009 Unit: RMB (Yuan) Balance at the period-end Balance at the year-begin Items Consolidation Parent Company Consolidation Parent Company Current Assets: Monetary funds 11,191,120.00 2,893,234.00 13,151,057.00 1,602,713.00 Settlement fund reserve Dismantle fund Transaction financial asset Notes receivable Account receivable 40,051,717.00 10,480,019.00 76,757,526.00 30,154,166.00 Account paid in advance 107,664,086.00 16,089,520.00 78,781,149.00 18,211,106.00 Premium receivables Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividend receivable Other account receivable 43,884,978.00 125,497,411.00 48,779,676.00 182,572,201.00 Buying back the sale of financial assets Inventories 67,939,279.00 9,227,391.00 56,639,216.00 340,973.00 Non-current assets due within 1 year 2,000,000.00 2,000,000.00 2,000,000.00 2,000,000.00 Other current assets Total current liabilities 272,731,180.00 166,187,575.00 276,108,624.00 234,881,159.00 Non-current assets: Loans and advance Available for sale financial assets Held to maturity investments Long-term account receivable 5,000,000.00 5,000,000.00 5,000,000.00 5,000,000.00 Long-term equity investment 5,130,000.00 207,845,599.00 5,130,000.00 207,345,600.00 Investing property Fixed assets 234,666,907.00 100,880,582.00 258,240,860.00 66,903,158.00Construction in progress 5,514,942.00 4,355,572.00 2,199,942.00 1,040,572.00 Engineering material Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 68,332,092.00 68,320,588.00 69,476,718.00 50,608,839.00 Development expense Goodwill Long-term deferred expenses Deferred tax assets 10,907,840.00 30,073,779.00 10,208,212.00 30,073,779.00 Other non-current assets Total of non-current assets 329,551,781.00 416,476,120.00 350,255,732.00 360,971,948.00 Total assets 602,282,961.00 582,663,695.00 626,364,356.00 595,853,107.00 Current liabilities: Short-term borrowings 215,533,284.00 194,715,652.00 221,847,632.00 201,030,000.00 Borrowing from Central Bank Deposits and sue to banks and other financial institutions Call loan received Transaction financial liabilities Notes payable Account payable 3,567,370.00 102,435.00 7,015,488.00 30,194.00 Account received in advance 5,910,134.00 2,067,753.00 Financial assets sold for repurchase Handling charges and commissions payable Employee’s compensation payable 2,021,014.00 301,999.00 2,382,538.00 154,697.00 Tax payable 6,441,145.00 1,140,343.00 4,976,745.00 1,549,465.00 Interest payable 38,287,919.00 34,298,861.00 24,640,579.00 22,793,407.00 Dividend payable Other account payable 6,960,236.00 52,569,065.00 11,324,383.00 47,832,618.00 Reinsurance premiums payable Insurance contract reserves Money received for acting trading of securities Money paid for acting underwriting of securities Non-current liabilities due within 1 year Other current liabilities Total current liabilities 278,721,102.00 283,128,355.00 274,255,118.00 273,390,381.00 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Specific payables Accrued liabilitiesDeferred tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 278,721,102.00 283,128,355.00 274,255,118.00 273,390,381.00 Owner’ equity (or shareholder’s equity) Paid-up capital (or share capital) 318,600,000.00 318,600,000.00 318,600,000.00 318,600,000.00 Capital reserves 52,129,497.00 52,129,497.00 52,129,497.00 52,129,497.00 Less: Treasury Stock Special reserves Surplus reserves 86,036,260.00 86,036,260.00 86,036,260.00 86,036,260.00 Provisions for general risks Retained profits -139,604,129.00 -157,230,417.00 -111,144,440.00 -134,303,031.00 Foreign exchange difference Total owners' equity attributable to parent company 317,161,628.00 299,535,340.00 345,621,317.00 322,462,726.00 Minority interest 6,400,231.00 6,487,921.00 Total owner’s equity 323,561,859.00 299,535,340.00 352,109,238.00 322,462,726.00 Total liabilities and owner’s equity 602,282,961.00 582,663,695.00 626,364,356.00 595,853,107.00 4.2 Income statement in this report period Prepared by Guangdong Rieys Group Company Ltd Jul.-Sep. 2009 Unit: RMB (Yuan) Current period Same period of the previous year Items Consolidation Parent company Consolidation Parent company I. Total sales 31,211,579.00 4,872,358.00 51,997,186.00 9,808,571.00 Including: Sales income 31,211,579.00 4,872,358.00 51,997,186.00 9,808,571.00 Interest income Premium income Handling charges and commission income II. Total cost of sales 38,115,586.00 11,596,421.00 64,396,729.00 21,473,367.00 Including: Cost of sales 21,583,806.00 4,360,942.00 39,174,013.00 8,976,209.00 Interests expenses Handling charges and commission expenses Cash surrender value Net amount of claims Net amount of withdrawn from the insurance contract reserve Expenditure on policy dividends Reinsurance premium Taxes and associate charges 25,925.00 34,608.00 Selling expenses 4,521,497.00 304,489.00 5,702,246.00 83,318.00 Administrative expenses 7,710,516.00 2,970,108.00 14,309,012.00 7,391,722.00 Financial expenses 4,273,842.00 3,960,882.00 5,176,851.00 5,022,118.00 Impairment lossAdd: gain from change in fair value (“-” means loss) Gain from investment (“-” means loss) Including: income form investment on affiliated enterprise and jointly enterprise Foreign exchange difference (“-” means loss) -2,294.00 -338,962.00 -20,020.00 III. Business profit (“-” means loss) -6,906,301.00 -6,724,063.00 -12,738,505.00 -11,684,816.00 Add: non-operation income 1,526.00 5.00 Less: non-business expense 489,879.00 8,635.00 276,641.00 309,474.00 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -7,394,654.00 -6,732,693.00 -13,015,146.00 -11,994,290.00 Less: Tax expense 669,992.00 36,901.00 V. Net profit (“-” means loss) -8,064,646.00 -6,732,693.00 -13,052,047.00 -11,994,290.00 Attributable to owners of parent company -7,998,119.00 -6,732,693.00 -13,007,284.00 -11,994,290.00 Minority interest -66,527.00 -44,763.00 VI. Earnings per share (I) Basic earnings per share -0.03 -0.02 -0.04 -0.04 (II) Diluted earnings per share -0.03 -0.02 -0.04 -0.04 VII. Other comprehensive income 0.00 0.00 0.00 0.00 VIII. Total comprehensive income -8,064,646.00 -6,732,693.00 -13,052,047.00 -11,994,290.00 Attributable to owners of parent company -7,998,119.00 -6,732,693.00 -13,007,284.00 -11,994,290.00 Minority interest -66,527.00 -44,763.00 4.3 Income statement from the year-beginning to the end of report period Prepared by Guangdong Rieys Group Company Ltd Jul.-Sep. 2009 Unit: RMB (Yuan) Current period Same period of the previous year Items Consolidation Parent company Consolidation Parent company I. Total sales 105,136,659.00 5,194,077.00 146,478,247.00 29,383,507.00 Including: Sales income 105,136,659.00 5,194,077.00 146,478,247.00 29,383,507.00 Interest income Premium income Handling charges and commission income II. Total cost of sales 133,083,545.00 28,062,050.00 182,224,773.00 56,727,322.00 Including: Cost of sales 75,368,610.00 4,693,888.00 110,745,882.00 27,659,343.00 Interests expenses Handling charges and commission expenses Cash surrender value Net amount of claims Net amount of withdrawn from the insurance contract reserve Expenditure on policy dividends Reinsurance premiumTaxes and associate charges 109,030.00 127,607.00 Selling expenses 12,308,499.00 310,463.00 16,966,959.00 306,821.00 Administrative expenses 26,075,206.00 9,068,807.00 35,557,068.00 13,709,529.00 Financial expenses 16,344,156.00 13,988,892.00 18,827,257.00 15,051,629.00 Impairment loss 2,878,044.00 Add: gain from change in fair value (“-” means loss) Gain from investment (“-” means loss) 1,847,417.00 Including: income form investment on affiliated enterprise and jointly enterprise 1,847,417.00 Foreign exchange difference (“-” means loss) -114,978.00 -7,260,265.00 -1,250,799.00 III. Business profit (“-” means loss) -26,214,447.00 -22,867,973.00 -43,006,791.00 -28,594,614.00 Add: non-operation income 36,015.00 15.00 38,921.00 1,230.00 Less: non-business expense 969,928.00 59,428.00 2,310,994.00 1,517,882.00 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -27,148,360.00 -22,927,386.00 -45,278,864.00 -30,111,266.00 Less: Tax expense 1,399,018.00 -1,155,419.00 V. Net profit (“-” means loss) -28,547,378.00 -22,927,386.00 -44,123,445.00 -30,111,266.00 Attributable to owners of parent company -28,459,689.00 -22,927,386.00 -44,237,893.00 -30,111,266.00 Minority interest -87,690.00 114,448.00 VI. Earnings per share (I) Basic earnings per share -0.09 -0.07 -0.14 -0.09 (II) Diluted earnings per share -0.09 -0.07 -0.14 -0.09 VII. Other comprehensive income 0.00 0.00 0.00 0.00 VIII. Total comprehensive income -28,547,378.00 -22,927,386.00 -44,123,445.00 -30,111,266.00 Attributable to owners of parent company -28,459,688.00 -22,927,386.00 -44,237,893.00 -30,111,266.00 Minority interest -87,690.00 114,448.00 4.4 Cash flow statement from the year-beginning to the end of report period Prepared by Guangdong Rieys Group Company Ltd Jul.-Sep. 2009 Unit: RMB (Yuan) Amount of current period Amount of last period Items Consolidation Parent company Consolidation Parent company I. Cash flows from operating activities: Cash received from sale of commodities and rendering of service 145,684,848.00 24,868,223.00 168,994,146.00 26,933,024.00 Net increase of deposits from customers and dues from banks Net increase of loans from the central bank Net increase of funds borrowed from other financial institutions Cash received from premium of original insurance contractsNet cash received from reinsurance business Net increase of savings of policy holders and investment fund Net increase of disposal of tradable financial assets Cash received from interest, handling charges and commissions Net increase of borrowed inter-bank funds Net increase of buy-back funds Tax refunds received 8,394,651.00 7,349,478.00 Other cash received relating to operating activities 10,494,759.00 27,006,349.00 23,780,566.00 3,826,940.00 Subtotal of cash inflows from operating activities 164,574,258.00 51,874,572.00 200,124,190.00 30,759,964.00 Cash paid for purchase of commodities and reception of service 115,529,920.00 11,386,479.00 153,637,065.00 37,281,725.00 Net increase of customer lending and advance Net increase of funds deposited in the central bank and amount due from banks Cash for paying claims of the original insurance contract Cash for paying interest, handling charges and commissions Cash for paying policy dividends Cash paid to and for employees 21,190,172.00 1,819,181.00 22,502,513.00 2,201,703.00 Various taxes paid 3,589,618.00 348,216.00 5,656,386.00 1,054,952.00 Payment of cash relating to operating activities 24,767,733.00 27,782,896.00 63,165,715.00 105,620,343.00 Subtotal of cash outflows from operating activities 165,077,443.00 41,336,772.00 244,961,679.00 146,158,723.00 Net cash flows from operating activities -503,185.00 10,537,800.00 -44,837,489.00 -115,398,759.00 II. Cash Flows from investment activities: Cash received from return of investments Cash received from investment income Net cash received from disposal of fixed assets, intangible assets and other long-term assets 8,210,838.00 48,000.00 252,703.00 116,440.00 Net cash received from disposal of subsidiary or other operating business units 1.00 1.00 171,500,000.00 171,500,000.00 Other cash received relating to investment activities Subtotal of cash inflows from investment activities 8,210,839.00 48,001.00 171,752,703.00 171,616,440.00 Cash paid to acquire fixed assets, intangible assets and other long-term assets 625,370.00 5,988,427.00 34,748.00 Cash paid to investment 500,000.00 Net increase of pledged loansNet cash paid by subsidiaries and other operating business units Payment of cash relating to other investment activities Subtotal of cash outflows from investment activities 625,370.00 500,000.00 5,988,427.00 34,748.00 Net cash flows from investment activities 7,585,469.00 -451,999.00 165,764,276.00 171,581,692.00 III. Cash flows from financing activities: Cash received from absorbing investment Including: Cash received from increase in minority interest Cash received from borrowings 15,000,000.00 40,000,000.00 40,000,000.00 Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing activities 15,000,000.00 40,000,000.00 40,000,000.00 Cash repayments of amounts borrowed 21,314,348.00 6,314,348.00 125,690,072.00 81,274,876.00 Cash paid interest expenses and distribution of dividends or profit 2,612,896.00 2,480,933.00 11,593,912.00 5,518,799.00 Including: dividends or profit paid to minority interest Other cash payments relating to financing activities Sub-total of cash outflows from financing activities 23,927,244.00 8,795,281.00 137,283,984.00 86,793,675.00 Net cash flow from financing activities -8,927,244.00 -8,795,281.00 -97,283,984.00 -46,793,675.00 IV. Effect of foreign exchange rate changes on cash and cash equivalents -114,978.00 -7,260,265.00 -1,250,799.00 V. Increase in cash and cash equivalents -1,959,938.00 1,290,520.00 16,382,538.00 8,138,459.00 Add : Cash and cash equivalents at year-begin 13,151,057.00 1,602,714.00 8,712,973.00 1,665,416.00 VI. Cash and cash equivalents at the end of the year 11,191,119.00 2,893,234.00 25,095,511.00 9,803,875.00 4.5 Auditor’s report Auditor’s opinion: un-audited