广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 1 Guangdong Rieys Group Company Ltd. The First Quarterly Report 2009 § 1 Important Notes 1.1 The Board of Directors, the Supervisory Board, directors, supervisors and other senior management personnel of Guangdong Rieys Group Company Ltd. (hereinafter referred to as “the Company”) hereby confirm that this report contains no false information, misleading statements or material omission, and accept, individually and collectively, the responsibilities for the authenticity, accuracy and completeness of the contents of this report. 1.2 Naught 1.3 All other directors attended in person the board meeting where this quarterly report was reviewed except for the director mentioned below. Name Position Reason for not attending the meeting in person Name of proxy Chen Honghai Director Job Chen Hongcheng Chen Xuewen Director Job Ding Lihong 1.4 The First Quarterly Financial Report has not been audited by a CPA firm. 1.5 Chairman of the Board Mr. Chen Hongcheng, Chief Financial Officer and concurrently Financial Manager Ms. Chen Peixia hereby confirm that the Financial Report enclosed in the Quarterly Report is true and complete. §2. Company Profile 2.1 Main accounting data and financial indicators Unit: (RMB) Yuan 31 Mar. 2009 31 Dec. 2008 Increase/decrease (%) Total assets 620,309,479.00 626,364,355.62 -0.97% Owner’s equity attributable to the parent company 338,601,803.00 345,621,316.85 -2.03% Stock capital 318,600,000.00 318,600,000.00 0.00% Net assets per share attributable to the owner of the parent company 1.06 1.08 -1.85% Jan.-Mar. 2009 Jan.-Mar. 2008 Increase/decrease (%) Total operation income 45,171,011.00 48,993,173.00 -7.80% Net profit attributable to the owner of the parent company -7,019,515.00 -14,437,295.00 51.37% Net cash flow generated from operating activities 5,863,170.00 -4,676,186.00 225.38% Net cash flow per share generated from operating activities 0.0184 -0.0147 225.38% Basic earnings per share -0.02 -0.04 50.00% Diluted earnings per share -0.02 -0.05 60.00% Rate of return on net assets -2.07% -3.31% 1.24% Rate of return on net assets after deducting extraordinary gains and losses -2.50% -3.12% 0.62% Items of extraordinary gains and losses Jan. –Mar. 2009广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 2 Profit and loss from disposal of non-current assets -249,723.35 Equity transfer 1,847,416.59 Unauthorized examination and approval, or lack of official approval documents, or occasional tax revenue return and abatement 0.00 Capital occupation fees charged to the non-financial enterprises and counted into the current profit and loss 0.00 Gains when the investment cost of acquiring a subsidy, an allied enterprise and a joint venture is less than the fair value of the identifiable net assets of the invested entity 0.00 Profit and loss from non-monetary assets exchange 0.00 Retained asset impairment provisions resulting from force majeure such as natural disasters 0.00 Profit and loss from debt restructuring 0.00 Enterprises ’ reorganization fees, such as staffing expenses and integration fees 0.00 Profit and loss that exceeds the fair value in transaction with unfair price 0.00 Current net profit and loss of the subsidies established by merger of enterprises under unified control from the beginning of the period to the merger day 0.00 Profit and loss on contingency that has no relation with the normal operation of the company 0.00 Other non-operating income and expenses besides the above items -84,684.34 Amount influenced by income tax -75,903.47 Amount influenced by minority interests -2.30 Total 1,437,103.13 Statements on the items of non-recurring gains and losses: By transferring 51% equities of Shenzhen Heyiyi Fashion Co., Ltd. at the price of RMB 1 Yuan per share, reversal of loss cost, as well as investment income of RMB 1,847,416.59. 2.2 Total number of shareholders at period-end, as well as shares held by the top ten tradable shareholders Unit: Share Total number of shareholders at period-end 19,748 Shares held by the top ten tradable shareholders Name of shareholder (full name) Number of tradable shares held at period-end Type of share MO TING 901,548 Domestically listed foreign shares DENG XIAO ZHEN 725,260 Domestically listed foreign shares SHUI GUO WEI 647,310 Domestically listed foreign shares HUANG KUI YING 644,400 Domestically listed foreign shares ZHOU XIAO QUN 635,800 Domestically listed foreign shares XU HUI 582,000 Domestically listed foreign shares LIN MING YU 560,000 Domestically listed foreign shares CHEN ZHEN HONG 554,200 Domestically listed foreign shares ZHONG YAO XIANG 541,299 Domestically listed foreign shares SI LEI 487,801 Domestically listed foreign shares § 3 Significant Events 3.1 Particulars about major changes of main accounting statement items and financial indicators, as well as reasons for the changes √Applicable □Inapplicable广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 3 Balance sheet Closing balance Opening balance Increase/decrease (%) Remark Monetary fund 18,342,111 13,151,057 39.47 Reversal of payment for goods and current payment account collected in advance 660,583 2,067,753 -68.05 Making sale in the reporting period Income statement Amount in this period Amount in last period Increase/decrease (%) Remark Financial expenses 5,768,305 9,054,641 -36.29 Decrease of bank loan Investment income (“-” means loss) 1,847,417 Transfer equity of Heyiyi at the price of RMB 1 Yuan per share, reversal of loss costs Less: Non-operating expense 334,413 942,571 -64.52 Disposal of equipment in 2007 Less: Income tax expense 1,178,268 264,806 344.96 Increase of income tax due to increase of profit Cash flow statement Amount in this period Amount in last period Increase/decrease (%) Remark Cash received from sales of goods or rending of services 34,466,423 53,644,888 -35 Decrease of returned cash due from sale Cash paid for goods and services 21,093,822 50,219,730 -58 Decrease of purchasing prepare material Cash received from borrowings 0 15,000,000 -100 The Company failed to repay borrowing in the reporting period Cash paid for settling debt 0 15,000,000 -100 The Company failed to repay borrowing in the reporting period Cash paid for distribution of dividends or profit or reimbursing interest 849,612 1,673,743 -49 Decrease of total loan 3.2 Progress and influence of significant events, as well as the analysis on solutions √Applicable □Inapplicable Beijing Xinghua Certified Public Accountants audited the Annual Report 2008 and produced the Auditors’ Report 2008 with qualified opinion ((2009) JKXSZi No. 6-168): 1. Described as XIII Notes to financial statement, based on contract on shares transfer of Puning Rieys Paper Co., Ltd be executed, Puning Rieys Paper Co., Ltd continued to durative operate, withdrew assets impairment provisions and prepared financial statements. When prepared consolidated statements, the Company didn’t adjusted financial statements with basis of liquidation. The Company and its related parties didn’t withdraw bad debt provision with creditor’s right of RMB 180 million, but decreased investment to RMB 51.94 million. We had no adequate audit evidence to confirm rationality and accuracy of withdrawing assets impairment provision by the Board of Directors. 2. Described as XIII Notes to financial statement, the Company was in loss for the last two years and need to repay overdue borrowing and interest amounting to RMB 175 million, which indicated that it was uncertain of durative operating ability. The Board of Directors formulated relevant plan that sole广东 雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 4 Puning Rieys Paper Co., Ltd as soon as possible to repay overdue borrowings. Whether the share transfer will be completed or not lied on decisions and capital of buyer. By the end of reporting period, the matters involved in the above-mentioned qualified opinion have no substantial progress. 3.3 Fulfillment of commitments made by the Company, shareholders and the actual controller □Applicable √Inapplicable 3.4 Warnings of possible losses or major changes of the accumulative net profit achieved during the period from the beginning of the year to the end of the next reporting period compared with the same period of last year according to prediction, as well as the reasons √Applicable □Inapplicable Performance estimates Loss From January - June 2009 From January –June 2008 Increase/decrease (%) Estimate of accumulative net profit (RMB, Ten Thousand Yuan) -2,500.00 -3,123.00 down 20% Basic earnings per share (Yuan/share) -0.08 -0.10 down 20% Remarks on performance estimates As affected by the global financial crisis, the textile and garment market still remained low, as a result, the number of export order failed to recover quickly, and the lower price when accepting the orders, insufficient consumption confidence in the domestic market, which caused that main operation did not pick-up obviously. Although, the Company adopted many measures to take away liabilities and expenses and withdraw cash, but the fundamental of the company did not be changed. Compared to the same period of last year, the financial expense and administrative expense had decreased, but with the larger base number, resulting in loss. 3.5 Other significant events 3.5.1 Stock investment □Applicable √Inapplicable 3.5.2 Visits and interviews received in the reporting period 3.5.3 Other significant events □Applicable √Inapplicable §4 Appendix 4.1 Balance sheet Prepared by Guangdong Rieys Group Company Ltd. 31 Mar. 2009 Unit: RMB Yuan Closing amount Opening amount Items Consolidation Parent company Consolidation Parent company Current assets: Monetary funds 18,342,111.00 4,367,174.00 13,151,057.05 1,602,713.55 Settlement fund reserve Dismantle fund Transaction financial asset广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 5 Notes receivable Account receivable 83,011,463.00 21,491,449.00 76,757,525.75 30,154,165.74 Account paid in advance 82,463,621.00 22,741,628.00 78,781,149.10 18,211,105.60 Premium receivables Receivables from reinsures Reinsurance contract reserve receivables Interest receivable Dividend receivable Other account receivable 46,668,120.00 178,348,320.00 48,779,676.14 182,572,201.02 Financial assets purchased under agreements to resell Inventories 43,933,687.00 340,973.00 56,639,215.71 340,973.16 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 assets 276,419,002.00 229,289,544.00 276,108,623.75 234,881,159.07 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 5,130,000.00 207,345,600.49 Investing property Fixed asset 252,260,671.00 65,408,336.00 258,240,859.74 66,903,157.70 Project in construction 2,199,942.00 1,040,572.00 2,199,942.29 1,040,571.59 Engineering material Fixed asset disposal Bearer biological asset Oil assets Intangible assets 69,091,652.00 50,331,937.00 69,476,718.29 50,608,839.32 Development expense Goodwill Long-term expense to be apportioned Deferred tax assets 10,208,212.00 30,073,779.00 10,208,211.55 30,073,778.85 Other non-current assets Total of non-current assets 343,890,477.00 359,700,223.00 350,255,731.87 360,971,947.95 Total assets 620,309,479.00 588,989,767.00 626,364,355.62 595,853,107.02 Current liabilities: Short-term borrowings 221,847,632.00 201,030,000.00 221,847,631.91 201,030,000.00 Borrowing from Central Bank Deposits and due to banks and other financial institutions Placements from banks and other financial institutions Transaction financial liabilities Notes payable广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 6 Account payable 6,007,640.00 30,194.00 7,015,487.60 30,193.72 Account received in advance 660,583.00 2,067,753.37 Financial assets sold under agreements to repurchase Handling charges and commission payable Employee’s compensation payable 1,784,186.00 277,110.00 2,382,538.14 154,697.19 Tax payable 5,978,959.00 1,183,440.00 4,976,744.77 1,549,464.84 Interest payable 29,472,726.00 26,910,202.00 24,640,578.80 22,793,407.21 dividend payable Other account payable 9,467,264.00 45,126,430.00 11,324,382.99 47,832,618.32 Due to reinsures Insurance contract reserve Customer deposits Amount payables under security underwriting Non-current liabilities due within 1 year Other current liabilities Total current liabilities 275,218,990.00 274,557,376.00 274,255,117.58 273,390,381.28 Non-current liabilities: Long-term borrowings Debentures payable Long-term payables Specific purpose account payables Provisions for contingent liabilities Deferred tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 275,218,990.00 274,557,376.00 274,255,117.58 273,390,381.28 Owner’s equity (or shareholders’ equity) Paid-in capital (or share capital) 318,600,000.00 318,600,000.00 318,600,000.00 318,600,000.00 Capital surplus 52,129,498.00 52,129,498.00 52,129,496.58 52,129,496.58 Less: Treasury Stock Reserved fund 86,036,260.00 86,036,260.00 86,036,260.20 86,036,260.20 General risk provision Retained earnings -118,163,955.00 -142,333,367.00 -111,144,439.93 -134,303,031.04 Foreign exchange difference Total owners' equity attributable to holding company 338,601,803.00 314,432,391.00 345,621,316.85 322,462,725.74 Minority interest 6,488,686.00 6,487,921.19 Total owner’s equity 345,090,489.00 314,432,391.00 352,109,238.04 322,462,725.74 Total liabilities and owner’s equity 620,309,479.00 588,989,767.00 626,364,355.62 595,853,107.02广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 7 4.2 Income Statement Prepared by Guangdong Rieys Group Company Ltd. Jan.- Mar. 2009 Unit: RMB Yuan Amount in this period Amount in last period Items Consolidation Parent company Consolidation Parent company I. Total sales 45,171,011.00 48,993,173.00 10,557,972.00 Including: Sales 45,171,011.00 48,993,173.00 10,557,972.00 Interests income Premium income Handling charges and commission income II. Total cost of sales 52,524,503.00 7,999,546.00 62,368,031.00 18,182,769.00 Including: Cost of sales 32,578,840.00 36,727,600.00 10,157,993.00 Interests expenses Handling charges and commission expenses Claim expenses-net Provision for insurance liability reserve Expenses for reinsurance accepted Payments on surrenders Policyholder dividends Taxes and associate charges 42,324.00 47,380.00 Selling and distribution expenses 4,049,466.00 2,026.00 4,677,409.00 109,008.00 Administrative expenses 10,085,568.00 3,057,811.00 11,861,001.00 3,315,233.00 Financial expense 5,768,305.00 4,939,709.00 9,054,641.00 4,600,535.00 Impairment loss Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) 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) III. Business profit (“-” means loss) -5,506,075.00 -7,999,546.00 -13,374,858.00 -7,624,797.00 Add: non-business income 5.00 5.00 30,000.00 Less: non-business expense 334,413.00 30,793.00 942,571.00 465,050.00 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -5,840,483.00 -8,030,334.00 -14,287,429.00 -8,089,847.00 Less: Tax expense 1,178,268.00 264,806.00 V. Net profit (“-” means loss) -7,018,751.00 -8,030,334.00 -14,552,235.00 -8,089,847.00 -Attributable to parent company -7,019,515.00 -8,030,334.00 -14,437,295.00 -8,089,847.00 -Minority interest 765.00 -114,940.00 VI. Earnings per share (I) Basic earnings per share -0.02 -0.03 -0.05 -0.03 (II) Diluted earnings per share -0.02 -0.03 -0.05 -0.03广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 8 4.3 Cash Flow Statement Prepared by Guangdong Rieys Group Company Ltd. Jan.- Mar. 2009 Unit: RMB Yuan Amount in this period Amount in last period Items Consolidation Parent company Consolidation Parent company 1. Cash flows for operating activities: Cash received from sales of goods or rending of services 37,509,903.00 8,662,716.00 53,644,888.00 14,426,949.00 Cash received on deposits and from banks and other financial institutions Net increased cash received on borrowings from central bank Cash received on placements from other financial institutions Premium received Cash received from reinsurance Net increased amount received on policyholder deposit and investment Cash received from disposal of held for trading financial assets Interests, handling charges and commission received Cash received on placements from bank, net Cash received under repurchasing, net Refund of tax and fare received 2,900,000.00 3,803,516.00 Other cash received relating to operating activities 5,112,824.00 4,224,232.00 9,599,772.00 4,947,623.00 Sub-total of cash inflows 45,522,727.00 12,886,948.00 67,048,176.00 19,374,572.00 Cash paid for goods and services 21,093,822.00 4,530,522.00 50,219,730.00 13,301,740.00 Loans and advances drawn Cash paid to central bank, banks and other financial institutions, net Claims paid Interests, handling charges and commission paid Dividends paid to policyholders Cash paid to and on behalf of employees 7,438,484.00 562,727.00 7,075,934.00 473,947.00 Tax and fare paid 1,194,220.00 201,361.00 1,851,435.00 113,700.00 Other cash paid relating to operating activities 9,933,031.00 4,054,094.00 12,577,263.00 6,862,810.00 Sub-total of cash outflows 39,659,557.00 9,348,704.00 71,724,362.00 20,752,197.00 Net cash flow from operating activities 5,863,170.00 3,538,244.00 -4,676,186.00 -1,377,625.00 2. Cash Flows from Investment Activities: Cash received from return of 1.00 1.00广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 9 investments Cash received from investment income Net cash received from disposal of fixed assets, intangible assets and other long-term assets 185,095.00 48,000.00 223,182.00 116,440.00 Proceeds from sale of subsidiaries and other operating units Other cash received relating to investment activities Sub-total of cash inflows 185,096.00 48,001.00 223,182.00 116,440.00 Cash paid for acquiring fixed assets, intangible assets and other long-term assets 7,600.00 477,487.00 3,999.00 Cash paid for acquiring investments Net cash used in loans Net cash used in acquiring subsidiaries and other operating units Other cash paid relating to investment activities Sub-total of cash outflows 7,600.00 477,487.00 3,999.00 Net cash flow from investing activities 177,496.00 48,001.00 -254,305.00 112,441.00 3. 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 5,000,000.00 Cash received from issuing debentures Other proceeds relating to financing activities Sub-total of cash inflows 15,000,000.00 5,000,000.00 Cash paid for settling debt 15,000,000.00 5,000,000.00 Cash paid for distribution of dividends or profit or reimbursing interest 849,612.00 821,748.00 1,673,743.00 345,452.00 Including: dividends or profit paid to minority interest Other cash payments relating to financing activities Sub-total of cash outflows 849,612.00 821,748.00 16,673,743.00 5,345,452.00 Net cash flow from financing activities -849,612.00 -821,748.00 -1,673,743.00 -345,452.00 4. Effect of foreign exchange rate changes -943,227.00 5. Increase in cash and cash equivalents 5,191,054.00 2,764,497.00 -7,547,461.00 -1,610,636.00 Add : Cash and cash equivalents at year-begin 13,151,057.00 1,602,714.00 8,712,973.00 1,665,416.00广东雷伊 ( 集团 ) 股份有限公司 2009 年第一季度季度报告全文 10 6. Cash and cash equivalents at the end of the year 18,342,111.00 4,367,211.00 1,165,512.00 54,780.00 4.4 Auditors’ Report Audit opinion: Un-audited