Guangdong Rieys Group Company Ltd The Third Quarterly Report 2010 §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 individual and joint responsibility for the factuality, accuracy and completeness of the contents of this report. 1.2 No objection has been raised against this report. 1.3 The Financial Report of the Third Quarterly Report has not been audited by a CPA firm. 1.4 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. 2010 31 Dec. 2009 Increase/decrease (%) Total assets (Yuan) 607,119,067.68 640,024,704.10 -5.14% Owner’s equity attributable to shareholders of listed company (Yuan) 334,741,558.55 349,348,058.06 -4.18% 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) 1.05 1.10 -4.55% Jul.-Sep. 2010 Increase/decrease year-on-year (%) Jan.-Sep. 2010 Increase/decrease year-on-year (%) Operating revenue (Yuan) 36,779,725.03 17.84% 116,408,282.07 10.72% Net profit attributable to shareholders of listed company (Yuan) -3,266,996.73 -59.15% -14,606,499.51 -48.68% Net cash flow arising from operating activities (Yuan) - - 42,529,009.34 8,551.97% Net cash flow per share arising from operating activities (Yuan/share) - - 0.13 8,551.97% Basic earnings per share (Yuan/share) -0.01 -66.67% -0.05 -44.44% Diluted earnings per share (Yuan/share) -0.01 -66.67% -0.05 -44.44% Weighted average ROE (%) -0.96% 1.56% -4.27% 4.70% Weighted average ROE after deducting non-recurring gains and losses (%) -0.73% 1.79% -4.01% 5.32% 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 2,600.00 Other non-operating income and expense except the aforesaid items -944,631.46 Impact on income tax 15,310.88 Impact on minority interest 23,049.08 Total -903,671.50 -2 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 15,798 The top ten shareholders holding shares not subject to trading moratorium Full name of shareholders Tradable shares held at period-end Type of share SU YOU HE 6,001,167 Domestically listed foreign share XU XIN FENG 1,773,970 Domestically listed foreign share LUO DONG HUI 1,400,000 Domestically listed foreign share XU HAI 1,378,700 Domestically listed foreign share Taifook Securities Company Limited-Account Client 1,197,459 Domestically listed foreign share NGAI KWOK PAN 1,145,816 Domestically listed foreign share WANG YAN FENG 701,867 Domestically listed foreign share CHEN ZHEN QI 701,800 Domestically listed foreign share ZHOU XIAO QUN 635,800 Domestically listed foreign share LIU QING NAN 538,581 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 Statement of items that with a gains and loses changing ratio over 30%. Balance sheet Balance at period-end Balance at year-begin Increase/decr ease (%) Explanation Monetary funds 8,116,086 2,168,571 274.26 Goods payments and some incomings were received. Other accounts receivable 75,630,917 121,470,760 -37.74 Incomings from Rieys Paper, etc. were received. Construction in progress 4,858,812 1,040,572 366.94 The new construction project of the Company’s fences Accounts payable 6,768,448 4,521,833 49.68 Increase of purchases on tally Paid to and for employees 1,132,058 2,666,808 -57.55 The main course of the Company was under conversion and the managerial effectiveness was improved. Liabilities in advance 4,919,585 Limited interest relief was approved by Construction Bank Income statement Amount in current period Amount in the last period Increase/decrea se proportion (%) Explanation Asset impairment loss 10,093,152 2,878,04 -450.69 The quality of assets is improved. 3.2 The progress of significant events and its influence, as well as the analysis and explanation on solutions 3.2.1 Non-standard audit opinion √Applicable □Inapplicable ASIA (Group) Accounting Firm, the audit agency engaged by the Company for the 2009 annual3 audit, issued an unqualified audit report with highlighted events for the Company’s annual report of 2009. The highlighted events were as follows, “For Y2009, the net profit attributable to shareholders of parent company stood at RMB 3,726,700, and at -48,631,600 after deducting non-occurring gains and losses, which shows a successive loss of main business for the third year. In 2010, the main business scope of the Company was transformed from garments to both garments and real estate development. However, there still existed uncertainty to whether the real estate business would generate a profit or not. Rieys Group Company Ltd has disclosed the intended solutions to adapt, but the ability of consistent business operation is still uncertain. This paragraph has no impact on the audited opinions that has bee revealed.” The board of directors believed that the replacement of assets at the end of 2009 has cleaned the obstacles that hinder the development of the Company fundamentally. In that case, the Company made an evident improvement on the quality of the assets. Though the Company showed a loss on the third quarterly report, the loss volume is decreasing sharply. At the same time, the sales of the Company’s garments business jump year-on-year. The process of the property item on Puning is going well. But the development of property item is periodic that profit is not able to show in a short term. To sum up, the business of the Company is turning in a positive direction and the going-concern ability is fully guaranteed. 3.2.2 Whether the Company provided funds to the controlling shareholder or its related parties or provided guarantees to external parties in violation of the prescribed procedure □Applicable √Inapplicable 3.2.3 Signing and execution of significant contracts concerning routine operations □Applicable √Inapplicable 3.2.4 Others □Applicable √Inapplicable 3.3 Fulfillment of commitments 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) -2,500.00 372.67 Decrease -800.00% Basic earnings per share (Yuan/share) -0.08 0.01 Decrease -800.00% Notes to performance forecast During the report period, the Company smoothed the way for the progress of real estate projects as well as made a big improvement on the quality of assets. But the period of the property projects is long that it is impossible for it to be accomplished this year. Though the expenses of the Company decreased compared year-on-year, but the base is huge that 2010 is expected to loss.4 3.5 Other significant events that need to be explained 3.5.1 Securities investment □Applicable √Inapplicable 3.5.2 Interviews, communications and visits in the reporting period Time Location Means Investor Topics discussed and information provided 26 Aug. 2010 Office of the Board Communication by telephone Shareholder Basic information of the Company 3.6 Investment in 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. 2010 Unit: RMB (Yuan) Items Balance at the period-end Balance at the year-begin Consolidation Parent Company Consolidation Parent Company Current assets: Monetary funds 8,116,085.93 2,576,931.29 2,168,571.06 647,412.49 Settlement fund reserve Dismantle funds Transaction financial assets Notes receivable Account receivable 59,023,742.12 832,452.93 56,358,542.78 11,421,549.96 Account paid in advance 66,625,947.80 63,583,703.28 4,039,432.45 Premium receivable Reinsurance premium Receivable reinsurance contract reserve Profit receivable Dividends receivable Other receivables 75,630,916.88 119,364,960.33 121,470,760.04 149,219,951.35 Financial assets under agreement to resell Inventories 203,088,502.00 195,246,476.67 3,884,313.41 Non-current assets due within 1 year 5,000,000.00 5,000,000.00 5,000,000.00 5,000,000.00 Other non-current assets 9,853.19 53,335.50 Total current assets 417,495,047.92 127,774,344.55 443,881,389.33 174,212,659.66 Non-current assets: Loans and advances5 Tradable financial assets Held-to-maturity investment Long-term receivable Long-term equity investment 250,832,508.68 250,832,508.68 Investing property Fixed assets 106,191,286.98 99,155,172.11 113,529,392.33 105,415,799.26 Construction in progress 4,858,812.22 4,858,812.22 1,040,571.59 1,040,571.59 Engineering materials 1,530,000.00 1,530,000.00 1,530,000.00 1,530,000.00 Disposal of fixed assets Production biological assets Oil-air assets Intangible assets 66,817,055.31 66,817,055.31 67,944,705.09 67,944,705.09 Development expenses Goodwill Long-term amortization expenses Deferred income tax 10,226,865.25 2,366,374.16 12,098,645.76 2,513,148.55 Other non-current assets Total non-current assets 189,624,019.76 425,559,922.48 196,143,314.77 429,276,733.17 Total assets 607,119,067.68 553,334,267.03 640,024,704.10 603,489,392.83 Current liabilities: Short-term borrowings 180,300,055.36 165,300,055.36 213,583,282.66 192,765,650.75 Loans from central bank Deposits and sue to banks and other financial institutions Call loan received Transaction financial liabilities Notes payable Account payable 6,768,448.44 19,940.47 4,521,832.85 102,434.92 Account pay in advance 897,850.76 570,447.24 Financial assets sold for repurchase Handling charges and commissions Employee’s compensation payable 1,132,058.36 160,808.99 2,666,808.00 428,362.11 Tax payable 8,299,201.95 536,457.55 8,406,437.19 2,235,632.14 Interest payable 58,083,390.27 52,723,781.85 46,682,049.12 42,298,670.85 Dividends payable Other payables 6,052,949.20 79,876,242.25 7,721,559.81 88,842,039.66 Reinsurance premiums payable Insurance contract reserve Money received for acting trading of securities Money paid for acting underwriting of securities Non-current liabilities due within 1 year Other liabilities6 Total current liabilities 261,533,954.34 298,617,286.47 284,152,416.87 326,672,790.43 Current liabilities: Long-term borrowings Bonds payable Long-term accounts payable Specific payable Provisions for contingent liabilities 4,919,585.47 4,919,585.47 Deferred income tax liabilities Other non-current liabilities 500,000.00 500,000.00 Total non-current liabilities 5,419,585.47 4,919,585.47 500,000.00 Total liabilities 266,953,539.81 303,536,871.94 284,652,416.87 326,672,790.43 Owners’ equity(or shareholders’ equity) Paid-up capital(or share capital) 318,600,000.00 318,600,000.00 318,600,000.00 318,600,000.00 Capital reserve 52,129,496.58 52,129,496.58 52,129,496.58 52,129,496.58 Less: treasury share Specific reserve Surplus reserve 86,036,260.20 86,036,260.20 86,036,260.20 86,036,260.20 Provision for general risk Retained interest -122,024,198.23 -206,968,361.69 -107,417,698.72 -179,949,154.38 Foreign exchange differences Total owners’ equity attributable to parent company 334,741,558.55 249,797,395.09 349,348,058.06 276,816,602.40 Minority interest 5,423,969.32 6,024,229.17 Total owners’ equity 340,165,527.87 249,797,395.09 355,372,287.23 276,816,602.40 Total liabilities and owners’ equity 607,119,067.68 553,334,267.03 640,024,704.10 603,489,392.83 4.2 Income statement in this report period Prepared by Guangdong Rieys Group Company Ltd Jul.-Sep.2010 Unit: RMB (Yuan) Items Current period Last period Consolidation Parent company Consolidation Parent company I. Total operating income 36,779,725.03 417,000.00 31,211,579.00 4,872,358.00 Including: operating income 36,779,725.03 417,000.00 31,211,579.00 4,872,358.00 Interest income Premium income Handling charges and commissions II. Total cost of sales 39,280,127.71 8,671,557.76 38,115,586.00 11,596,421.00 Including: Cost of sales 28,907,253.37 400,263.99 21,583,806.00 4,360,942.00 Interests expenses Handling charges and commission expenses Cash surrender value Net amount of claims Net amount of withdrawn from the insurance contract reserve7 Expenditure on policy dividends Reinsurance premium Taxes and associate charges 30,231.42 25,925.00 Selling expenses 3,242,078.96 96.00 4,521,497.00 304,489.00 Administrative expenses 6,186,898.92 3,832,223.80 7,710,516.00 2,970,108.00 Financial expenses 6,190,251.26 4,438,973.97 4,273,842.00 3,960,882.00 Impairment loss -5,276,586.22 Add: 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 III. Business profit (“-” means loss) -2,500,402.68 -8,254,557.76 -6,906,301.00 -6,724,063.00 Add: non-operation income 0.80 1,526.00 5.00 Less: non-business expense 189,644.72 115,610.52 489,879.00 8,635.00 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -2,690,046.60 -8,370,168.28 -7,394,654.00 -6,732,693.00 Less: Tax expense 793,996.87 669,992.00 V. Net profit (“-” means loss) -3,484,043.47 -8,370,168.28 -8,064,646.00 -6,732,693.00 Attributable to owners of parent company -3,266,996.73 -8,370,168.28 -7,998,119.00 -6,732,693.00 Minority interest -217,046.74 -66,527.00 VI. Earnings per share (I) Basic earnings per share -0.01 -0.03 -0.03 -0.02 (II) Diluted earnings per share -0.01 -0.03 -0.03 -0.02 VII. Other comprehensive income 0.00 0.00 VIII. Total comprehensive income -3,484,043.47 -8,370,168.28 -8,064,646.00 -6,732,693.00 Attributable to owners of parent company -3,266,996.73 -8,370,168.28 -7,998,119.00 -6,732,693.00 Minority interest -217,046.74 -66,527.00 4.3 Income statement from the year-beginning to the end of report period Prepared by Guangdong Rieys Group Company Ltd Jan.-Sep. 2010 Unit: RMB (Yuan) Items Current period Last period Consolidation Parent company Consolidation Parent company I. Total operating income 116,408,282.07 9,240,130.70 105,136,659.00 5,194,077.00 Including: operating income 116,408,282.07 9,240,130.70 105,136,659.00 5,194,077.00 Interest income Premium income8 Handling charges and commissions II. Total cost of sales 125,518,717.52 35,231,775.71 133,083,545.00 28,062,050.00 Including: Cost of sales 86,610,473.31 9,461,885.25 75,368,610.00 4,693,888.00 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 88,281.17 109,030.00 Selling expenses 9,780,506.27 86,207.28 12,308,499.00 310,463.00 Administrative expenses 19,717,157.18 10,805,661.69 26,075,206.00 9,068,807.00 Financial expenses 19,415,451.62 15,465,119.06 16,344,156.00 13,988,892.00 Impairment loss -10,093,152.03 -587,097.57 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 III. Business profit (“-” means loss) -9,110,435.45 -25,991,645.01 -26,214,447.00 -22,867,973.00 Add: non-operation income 58,913.19 16,218.01 36,015.00 15.00 Less: non-business expense 1,000,944.65 897,005.92 969,928.00 59,428.00 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -10,052,466.91 -26,872,432.92 -27,148,360.00 -22,927,386.00 Less: Tax expense 5,154,292.44 146,774.39 1,399,018.00 V. Net profit (“-” means loss) -15,206,759.35 -27,019,207.31 -28,547,378.00 -22,927,386.00 Attributable to owners of parent company -14,606,499.51 -27,019,207.31 -28,459,688.00 -22,927,386.00 Minority interest -600,259.84 -87,690.00 VI. Earnings per share (I) Basic earnings per share -0.05 -0.08 -0.09 -0.07 (II) Diluted earnings per share -0.05 -0.08 -0.09 -0.07 VII. Other comprehensive income 0.00 0.00 0.00 0.00 VIII. Total comprehensive income -15,206,759.35 -27,019,207.31 -28,547,378.00 -22,927,386.00 Attributable to owners of parent company -14,606,499.51 -27,019,207.31 -28,459,688.00 -22,927,386.009 Minority interest -600,259.84 -87,690.00 4.4 Cash flow statement from the year-beginning to the end of report period Prepared by Guangdong Rieys Group Company Ltd Jan.-Sep. 2010 Unit: RMB (Yuan) Items Current period Last period Consolidation Parent company Consolidation Parent company I. Cash flow arising from operating activities Cash received from sales of goods and rendering of services 114,070,486.25 19,829,227.73 145,684,848.00 24,868,223.00 Net increase of deposits from customers and dues from banks Net increase of loans from central bank Net increase of funds borrowed from other financial institutions Cash received from premium of original insurance contracts Net cash flow received from reinsurance business Net increase of savings of policy holders and investment fund Net increase received from disposal of tradable financial assets Cash received from interest, handling charges and commissions Net increase of borrowed inter-bank funds Net increase of buying goods for repurchase Net increase of buy-back funds 8,746,650.76 8,394,651.00 Tax refunds received 67,437,537.25 59,872,464.64 10,494,759.00 27,006,349.00 Sub-total cash inflows from operating activities 190,254,674.26 79,701,692.37 164,574,258.00 51,874,572.00 Cash paid for purchase of commodities and reception of service 88,826,246.11 4,063,354.38 115,529,920.00 11,386,479.00 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 policy10 dividends Cash paid to and for employees 18,692,973.48 1,957,857.86 21,190,172.00 1,819,181.00 Various taxes paid 6,393,708.65 3,232,602.91 3,589,618.00 348,216.00 Payment of cash relating to operating activities 33,812,736.68 39,082,021.40 24,767,733.00 27,782,896.00 Subtotal of cash outflows from operating activities 147,725,664.92 48,335,836.55 165,077,443.00 41,336,772.00 Net cash flows from operating activities 42,529,009.34 31,365,855.82 -503,185.00 10,537,800.00 II. Cash Flows from investment activities: Cash received from return of investments 2,000,000.00 2,000,000.00 Cash received from investment income Net cash received from disposal of fixed assets, intangible assets and other long-term assets 389,600.00 8,210,838.00 48,000.00 Net cash received from disposal of subsidiary or other operating business units 1.00 1.00 Other cash received relating to investment activities Subtotal of cash inflows from investment activities 2,389,600.00 2,000,000.00 8,210,839.00 48,001.00 Cash paid to acquire fixed assets, intangible assets and other long-term assets 4,683,398.60 3,818,240.63 625,370.00 Cash paid to investment 500,000.00 Net increase of pledged loans Net cash paid by subsidiaries and other operating business units Payment of cash relating to other investment activities Subtotal of cash outflows from investment activities 4,683,398.60 3,818,240.63 625,370.00 500,000.00 Net cash flows from investment activities -2,293,798.60 -1,818,240.63 7,585,469.00 -451,999.00 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 Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing activities 15,000,000.00 Cash repayments of amounts borrowed 33,283,227.30 27,465,595.39 21,314,348.00 6,314,348.0011 Cash paid interest expenses and distribution of dividends or profit 1,004,468.57 152,501.00 2,612,896.00 2,480,933.00 Including: dividends or profit paid to minority interest Other cash payments relating to financing activities Sub-total of cash outflows from financing activities 34,287,695.87 27,618,096.39 23,927,244.00 8,795,281.00 Net cash flow from financing activities -34,287,695.87 -27,618,096.39 -8,927,244.00 -8,795,281.00 IV. Effect of foreign exchange rate changes on cash and cash equivalents -114,978.00 V. Increase in cash and cash equivalents 5,947,514.87 1,929,518.80 -1,959,938.00 1,290,520.00 Add : Cash and cash equivalents at year-begin 2,168,571.06 647,412.49 13,151,057.00 1,602,714.00 VI. Cash and cash equivalents at period-end 8,116,085.93 2,576,931.29 11,191,119.00 2,893,234.00 4.5 Auditor’s report Auditor’s opinion: un-audited