Guangdong Provincial Expressway Development Co.,Ltd. The Third Quarterly Report 2014 October 2014 1 I. Important Notice The Board of Directors and the Supervisory Committee of the Company and its directors, supervisors and senior executives should guarantee the reality, accuracy and completion of the quarterly report, there are no any fictitious statements, misleading statements or important omissions carried in this report , and shall take legal responsibilities, individual and /or joint. All of the directors presented the board meeting at which this Quarterly Report was examined. Mr.Zhu Zhanliang, Compant principal , Mr. Xiao Laijiu, General manager, Mr. Yun Wujun,,Chief of the accounting work,Ms.Liu Xiaomei, Chief of the accounting organ (chief of accounting ) hereby confirm the authenticity and completeness of the financial report enclosed in this report. 2 II. Main financial data and changes of shareholders (1)Main financial data and financial 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 End of the report period End of last year Year-on –year change Gross assets(RMB) 12,095,478,409.17 12,694,475,514.01 -4.72% Net assets attributable to the shareholders of the listed company 4,502,042,194.11 4,237,999,072.46 6.23% (RMB) Between beginning of Year-on year Change from the same This report period the year to the end of change9%) period last year the report period Operating income(RMB) 379,295,699.87 7.42% 1,068,012,591.73 8.64% Net profit attributable to the shareholders of the listed company 122,815,513.69 212.40% 301,008,457.71 210.56% (RMB) Net profit after deducting of non-recurring gain/loss 121,167,322.13 208.00% 297,644,013.07 308.93% attributable to the shareholders of listed company(RMB) Cash flow generated by business -- -- 779,283,830.65 38.93% operation, net(RMB) Basic earning per 0.10 233.33% 0.24 200.00% share(RMB/Share) Diluted gains per 0.10 233.33% 0.24 200.00% share(RMB/Share)(RMB/Share) Weighted average income/asset 2.74% 1.81% 6.89% 4.62% ratio(%) Items and amount of non-current gains and losses √Applicable □Not applicable In RMB Amount from beginning of Items the year to the end of the Notes report period Non-current asset disposal gain/loss(including the -763,305.71 write-off part for which assets impairment provision is 3 made) Net amount of non-operating income and expense except the 5,210,236.83 aforesaid items Less:Amount of influence of income tax 1,082,486.48 Total 3,364,444.64 -- For the Companys non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as recurring gains and losses, it is necessary to explain the reason. □ Applicable√ Not applicable None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period. 4 (II) Total number of shareholders and shareholding of top 10 shareholders by the end of the report period (1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the report period In Shares Total number of shareholders at the 84,900 end of report period Particular about shares held by top ten shareholders Amount of Pledging or freezing Properties of Share tradable shares Shareholder name Quantity Status of the shareholder proportion % with Conditional Quantity shares held Guangdong State-owned legal Communication 40.83% 513,328,290 409,948,548 Freezing 103,379,742 person Group Co., Ltd. Guangdong State-owned legal Expressway Co., 1.56% 19,582,228 19,582,228 person Ltd Domestic non Haerbin Hali State-owned 1.32% 16,567,054 Industry Co., Ltd. Legal person Overseas legal Xinyue Co., Ltd. 1.05% 13,201,086 person Guangdong Yuecai Trust State-owned legal 0.97% 12,174,345 Investment Co., person Ltd. Domestic Natural Li Zhuo 0.77% 9,678,994 person Shanxi Huiteng Domestic non International State-owned 0.28% 3,582,289 Freight Forwarding Legal person Co., Ltd. China Everbright Bank Co., Ltd. - Domestic non China Everbright State-owned 0.28% 3,564,313 Core Securities Legal person Investment Fund Liu Feng Domestic Natural 0.26% 3,303,452 5 person Domestic Natural Hu Maohua 0.25% 3,133,868 person Shareholding of top 10 shareholders of unrestricted shares Quantity of unrestricted shares held at the end of the Share type Name of the shareholder reporting period Share type Quantity Guangdong Communication Group RMB Common 103,379,742 103,379,742 Co., Ltd. shares RMB Common Haerbin Hali Industry Co., Ltd. 16,567,054 16,567,054 shares Foreign shares placed in Xinyue Co., Ltd. 13,201,086 13,201,086 domestic exchange Guangdong Yuecai Trust RMB Common 12,174,345 12,174,345 Investment Co., Ltd. shares RMB Common Li Zhuo 9,678,994 9,678,994 shares Shanxi Huiteng International Freight RMB Common 3,582,289 3,582,289 Forwarding Co., Ltd. shares China Everbright Bank Co., Ltd. - RMB Common China Everbright Core Securities 3,564,313 3,564,313 shares Investment Fund RMB Common Liu Feng 3,303,452 3,303,452 shares Foreign shares placed in Hu Maohua 3,133,868 3,133,868 domestic exchange Foreign shares placed in Lu Weiqiang 2,900,992 2,900,992 domestic exchange Guangdong Communication Group Co., Ltd. is the parent company of Guangdong Explanation on associated Expressway Co., Ltd. and Xinyue Co., Ltd.. It is unknown whether there is relationship relationship between other shareholders and whether they are persons taking concerted action specified among the aforesaid shareholders in the Regulations on Disclosure of Information about Change in Shareholding of Shareholders of Listed Companies. 6 Harbin Hali Industry Co., Ltd. holds7,586,714 A shares of the Company through stock account with credit transaction and guarantee and holds 8,980,340 A shares through ordinary Participation of top 10 unconditional stock account. hold16,567,054 shares of the Company's stock totally;Li Zhuo holds 9,635,414 A shares of the Company through stock account with credit transaction and common share shareholders in guarantee and holds43,580 A shares through ordinary stock account, hold 9,678,994 shares of the Company's stock totally;Liu Feng holds3,294,452 A shares of the Company through stock account with credit transaction and guarantee and holds9,000A shares through securities margin trading (if any) ordinary stock account. hold3,303,452 shares of the Company's stock totally. Agreed re-purchasing by the Companys top 10 shareholders of common shares and top 10 shareholders of unconditional common shares in the report period □ Yes √ No No agreed re-purchasing is performed by the Companys shareholders in the report period. (2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period □ Applicable√ Not applicable 7 III. Significant Events I. Particular about large-margin change of main accounting statement item and financial index and its reason. √ Applicable □ Not applicable (I)Items of balance sheet as compared with the beginning of this year. 1.Monetary capital decreased by RMB 394 million and 40.31% over the beginning of the year mainly due to net cash inflow of RMB 779 million from operating activities, net cash outflow of RMB 49 million from investing activities and net cash outflow of RMB 1.123 billion from financing activities. 2.Accounts payable increased by RMB 19.60 million and 70.26% over the beginning of the year , mainly due to increase of toll income receivable from United Electronic Toll Center by Guangdong Fokai Expressway Co., Ltd. 3. Financial assets available for sale Increased by RMB 774 million and 114.53% over the beginning of the year , The main reasons for the increase were: (1) in accordance with requirements of the new accounting standards for enterprise in 2014, our company turned the 9% shares of Guangdong Guangle Expressway Co., Ltd. held by us from the accounting subject of "long-term equity investment" into the accounting subject of "salable financial assets" to calculate, increasing an amount of RMB 730 million. (2) increasing an investment of RMB 20.2067 million to the Guangdong Guangle Expressway Co., Ltd.; (3) by the end of this term, the stock fair value of China Everbright Bank Co., LTD. we held has increased RMB 26 million . 4.Deferred income tax assets decreased by RMB 45.13 million and 97.11% over the beginning of the year, Due to the reversal of deferred tax assets of Guangdong Fokai Expressway Co., Ltd. in current period. 5.The short-term borrowings balance was 200 million , the beginning balance is zero, which are the new short-ter m borrowings of Fokai Expressway Co., Ltd. and Guangfo Expressway Co., Ltd. in the current period. 6.Account payables decreased by RMB 168 million and 52.82% over the beginning of the year, The decrease due to the extension project of Xiebian-Sanbao Section of Fokai Expressway project has finished the checking and acceptance and has already been open to traffic. The project payment has been paid faster and the p ayable for projects currently decreased. 7. Interest payables increased by RMB 38.79 million and 108.09% over the beginning of the year, mainly because the parent company made provision of RMB 50.92 million for the interest of unmatured medium term notes for the first three quarters and repaid interest of RMB 6.4 million for the corporate bonds and insurance funds for which it made provision at the beginning of year. 8. Dividend payables decreased by RMB 26.68 million and 70.48% over the beginning of the year, Mainly due to Guangdong Fokai Expressway Co., Ltd. paid the dividends to minority shareholders. 9. Non-current liabilities to become due within one year decreased by RMB 450 million and 52.11% over the beginning of the year due to the parent company repaid long-term loan due within one year of RMB 800 million; Guangdong Fokai Expressway Co., Ltd. increased RMB352 million long-term loans that due within one year thu s reclassified to this statement. (II) Items of profit statement as compared with the same period of the previous year 1.Operating income increased by RMB 84.92million and 8.64% year on year, The main reason is that Guangfo Expressway Co., Ltd and Fokai Expressway Co., Ltd have increased their incomes of toll due to the natural increase of traffic volume. 2.Operating cost decreased by RMB 94.15 million and 14.5% year on year , The decrease caused by the following reasons:(1)Xiebian-Sanbao Section of Fokai Expressway project had chang 8 es in accounting estimates led to the depreciation expense reduced;(2)Guangfo Expressway Co., Ltd. and Guangd ong Fokai Expressway Co., Ltd. increased depreciation expense caused by traffic growth. 3.Business tax and surcharge increased by RMB2.84million and 7.85% year on year, mainly due the tax increased caused by the increase of operation income. 4.Administrative expense decreased by RMB 10.37 million and 8.64% year on year, The decrease due to operation cost decreased affected by company operation management improvement. 5.Asset impairment loss decreased by RMB6.65 million year on year, Due to Guangdong Expressway Technology Investment Co., Ltd. received entrusted loans RMB6 million from Beijing Gelinenze Organic Fertilizer Co., Ltd. ; (2) company received debts of RMB 0.65 million from Kunlun Se curities Co., Ltd.. 6.Investment income increased by RMB 65.78million and 24.67% year on year, The main reason: (1) Investment income of China Everbright Bank increased by 26 million RMB.(2) Also duo to the natural increase of traffic volume of Guangdong Guanghui Expressway, and the open to traffic of Boshen Expressway which increased the total traffic volume, the income of Guanghui Expressway Co., Ltd has been increased prominently, while the investment income was increased by RMB 37 million. 7.Non-operating income increased by RMB 6.38million and 249.99% year on year, The main reasons were that Guangdong Fokai Expressway Co., Ltd. Jiujiang Bridge Branch received fund for land acquisition and demolition building and that there is an increasing both on received insurance indemnity and claim income of expressway property by Guangfo Expressway Co., Ltd. 8.Non-operating expenses increased by RMB1.69 million and 123.66% year on year, The main reason was the loss due to the increased repair expenses on expressway property by Guangfo Expressway Co., Ltd. 9.Income tax expenses increased by RMB 41.29million and 224.17% year on year, The reason is that the total profit increase leads to the increase of income tax expense. 10. The net profit for the owners of the parent company increased by RMB 204 million and 210.56% year on year due to the combined influence of the above factors. (III) Notes of main items of cash flow statement 1.Taxes and levies paid This item mainly calculates the income tax, business tax and surcharge actually paid in current period. Taxes and levies paid decreased by RMB 24.41 million and 31.97% year on year mainly because the income tax paid retroactively by Guangdong Fokai Expressway Co., Ltd. after final settlement in 2013 decreased year on year. 2.Other cash payment related to operating activities decreased by RMB 63.50 million and 62.30% year on year mainly due to the year-on-year increase of project performance bond and bid bond repaid in current period caused by the completion and start of use of the expansion project of Xiebian-Sanbao Section of Fokai Expressway at the end of the previous year. This item mainly calculates cash outflows of current accounts, the expenses of engaging intermediaries, office expenditure, rental charges and listing fee. 3. Other cash receivable related to operating activities increased by RMB 6.20 million year on year, The main reason was that Guangdong Expressway Technology Investment Co., Ltd. withdrew back RMB 6 million entrust loans from Beijing Gelinenze Organic Fertilizer Co., Ltd. 4.Cash paid for purchase or construction of fixed assets, intangible assets and other long-term assets The amount of this item decreased by RMB 196 million and 52.68% year on year, It is mainly affected by following factors: (1) project funds paid for Fokai Expressways expansion and overhaul reduced by RMB 165 9 million year on year; (2) management expense paid for Fokai Expressways expansion reduced by RMB 18 million year on year; (3) project funds for final follow-up paid by Guangfo Expressway Co., Ltd. for Yayao to Xiebian sections expansion reduced by RMB 8.6 million compared with the same period of last year. 5. Cash paid for investment The amount of this item increased by RMB 39.87 million and 255.50% year on year, The main reason was : (1) parent company increased investment of RMB 20.21 million to Guangdong Guangle Expressway Co., Ltd.; (2) parent company increased investment on reverse repurchase of national debt led to cash outflow. 6. Cash received from absorption of investment decreased by RMB23.46million year on year , There is no transaction this term. Since the extension project of Xiebian-Sanbao Section of Fokai Expressway has been accomplished the project checking and acceptance, and has already been open to traffic, as well as the accomplishment of major maintenance of Guangdong Fokai Expressway Co., Ltd has not received any investment funds from other shareholders within this period. 7. The cash received from obtaining loans decreased by RMB 1.601 billion and 88.41% year on year, Mainly due to the company's current borrowing reduced. 8.Cash paid for debt repayment decreased by RMB 622 million and 39.46% year on year, The cash paid in current period for repayment of debt was RMB 164 million. Guangdong Fokai Expressway Co., Ltd. repaid all the bank loans. The cash repaid for debt this period was RMB 966 million, mainly including RMB 800 million paid for corporate bonds, and RMB 166 million repaid for bank loans by Guangdong Fokai Expressway Co., Ltd. II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal. √Applicable □Not applicable When implementing interests distribution, the company had some odd lots that have been registered to a specified account of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as Depository Company). To properly resolve the odd lots left over historically, according to the provisions of CSRC, the he company signed an agreement that is Listed Company Entrusts China Securities Depository and Clearing Co., Ltd. Shenzhen Branch to Sale Odd Lots with the Depository Company in July 2014 to entrust the sale of the odd lots. The sales net income was RMB 12,507.50 in September, 2014. Description of the website for disclosing Description of provisional announcement Date of disclosing provisional announcements III.The commitments of the Company and its shareholders holding over 5% of the Companys total shares in the report year of extending to the report year from previous year. □ Applicable √ Not applicable The Company and shareholders with more than 5% stakes in the Company made no guarantee in the report period or before report period but remaining effective in the report period. 10 IV.Prediction of Business performance for 2014. 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. Investment in Securities □ Applicable √ Not applicable There is no securities investment during the report period. State of holding stocks of other PLCs √ Applicable □ Not applicable Name Category Sharehol ding Number of Shareholding Number of proporti shares held at proportion at shares held at Book balance at on at the Gain. loss of Sauce Initial investment the beginning the beginning the end of the the end of the Accountin end of the reporting of the cost(RMB) of the of the reporting reporting period g items the period (RMB) shares reporting reporting period (RMB) reporting period(shares) period(%) (shares) period( %) China Commercial 528,000,000.00 240,000,000 0.59% 235,254,944 0.58% 651,656,194.88 40,463,850.37 Everbright bank Financial Bank Subscri assets be on available 2009 for sale; Total 528,000,000.00 240,000,000 -- 235,254,944 -- 651,656,194.88 40,463,850.37 -- -- In the report period ,the Company received cash dividends of RMB 40,463,850.37 from Everbright Bank. The investment income was RMB 40,463,850.37. VI. Derivative investment □ Applicable √ Not applicable There is no derivative investment during the report period. 11 VII. The registration form of acceptance of investigation, communication and interview in the report period for future reference □ Applicable √ Not applicable The Period has no research, communication and written inquiry from the investors in the report period. VIII. The effect on consolidated financial statements following the execution of new accounting standards for enterprises On October 29, 2014, the company held the 12th Provisional meeting of seventh board of directors, which passed the Proposal on Execution of 2014 New Accounting Standards for Enterprises and agreed that the company would begin to execute standards newly revised and issued by the Ministry of Finance from July 1, 2014. 1. The effect on consolidated financial statements following the execution of Accounting Standards for Enterprises No. 2 - Long-term Equity Investment. In accordance with "Accounting Standards for Enterprises No. 2 - Long-term Equity Investment", to those equity investments over which our company didnt have control, joint control and significant influence, and whose fair value cannot be reliably measured, our company didn't list on the long-term equity investment subject, and turned it into salable financial assets subject for accounting, and adjusted it under Retrospective Application principle. The detailed adjustment was as follows: The unit to be invested Basic trade Shareholders' December 31, 2013 information equity attributes Long-term Shareholders to the shareholders Equity Equity attri of the parent Investment butes to the company on Jan. 1, (+/-) Financial assets shareholde 2013 available for sale; rs (+/- (+/-) of the parent company (+/ -) Guangdong Broadcast The company 0 -50,000,000.00 50,000,000.00 0 Television Network holds its 3.11% Investment No. 1 shares Limited Partnership Huazheng Asset The company 0 -226,800 226,800 0 Managerment Co., Ltd. holds its 0.54 shares Total -- 0 -50,226,800.00 50,226,800.00 0 The execution of accounting standards above only affected the “salable financial assets” subject and “long-term equity investment” subject on amounts, and didn't have effect on our company's total assets, total debt, net assets and net profits both in 2013 and this period. 2. The effect on consolidated financial statements following the execution of Accounting Standards for Enterprises No. 30 - Presentation of Financial Statement. 12 In accordance with the regulations of “Accounting Standards for Enterprises No. 30 - Presentation of Financial Statement”, compared with the old version before revise, new presentation of financial statements balance sheet had some changes: (1) “trading financial assets” and “trading financial liabilities” have been changed to “financial assets measured by fair value and reckoned in current profit and loss” and “financial liabilities measured by fair value and reckoned in current profit and loss”; (2) increasing “other comprehensive income” subject on owner's equity, in accordance with the accounting standards above, the company have adjusted it under Retrospective Application principle. The detailed adjustment was as follows: Adjusted content Projects affected in Amount affected (Yuan statement December 31, 2013 Reclassified salable financial assets fair value Other comprehensive 108,217,274.24 changes into “other comprehensive income” income subject from the original “capital reserve Capital reserve -108,217,274.24 The execution of accounting standards above only affected the “other comprehensive income” subject and “capital reserve” subject on amounts, and didn't have effect on our company's total assets, total debt, net assets and net profits both in 2013 and this period. 3. related effect following the execution of "Accounting Standards for Enterprises No. 9 - Wages and Salaries of Employees", "Accounting Standards for Enterprises No. 33 - Consolidated Financial Statements", "Accounting Standards for Enterprises No. 37 - Presentation of Financial Instruments ", "Accounting Standards for Enterprises No. 39 - Fair Value of Measurement", "Accounting Standards for Enterprises No. 40 - Joint Venture Arrangement", "Accounting Standards for Enterprises No. 41 - Disclosure of Interests in Other Entities". The related businesses and events in financial statement both in 2013 and this period about “Wages and Salaries of Employees”, “Consolidated Financial Statements", Presentation of Financial Instruments, “Fair Value of Measurement", “Joint Venture Arrangement", and “Disclosure of Interests in Other Entities" would not have significant effect on our company's accounting project amounts in financial statement both in 2013 and this period. 13 IV Financial statements 1. Financial statements 1. Consolidated Balance sheet Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Year-end balance Year-beginning balance Current asset: Monetary fund 582,876,524.85 976,468,685.82 Settlement provision Outgoing call loan Financial assets measured at fair value with variations accounted into current income account Bill receivable Account receivable 47,500,213.97 27,898,415.37 Prepayments 2,416,813.36 2,921,945.75 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable 12,444.44 Dividend receivable 16,290,318.11 16,648,284.74 Other account receivable 19,764,021.20 27,827,811.48 Repurchasing of financial assets Inventories Assets held for sales Non-current asset due in 1 year Other current asset 40,101,928.00 5,001,000.00 Total of current assets 708,949,819.49 1,056,778,587.60 Non-current assets: Loans and payment on others behalf disbursed 14 Disposable financial asset 1,450,231,296.61 676,004,951.04 Expired investment in possess Long-term receivable Long term share equity investment 2,619,744,111.77 3,191,410,684.40 Property investment 4,264,451.23 4,612,611.28 Fixed assets 7,299,890,088.05 7,696,941,214.30 Construction in progress 1,549,556.00 8,332,139.39 Engineering material Fixed asset disposal Production physical assets Gas & petrol Intangible assets 4,060,258.96 5,326,522.51 R & D petrol Goodwill Long-germ expenses to be amortized 5,446,061.33 8,596,068.39 Differed income tax asset 1,342,765.73 46,472,735.10 Other non-current asset Total of non-current assets 11,386,528,589.68 11,637,696,926.41 Total of assets 12,095,478,409.17 12,694,475,514.01 Current liabilities Short-term loans 200,000,000.00 Loan from Central Bank Deposit received and hold for others Call loan received Financial liabilities measured at fair value with variations accounted into current income account Bill payable Account payable 149,928,067.90 317,797,859.76 Advance payment 5,061,837.86 4,405,334.64 Selling of repurchased financial assets Fees and commissions receivable Employees wage payable 3,096,366.16 2,378,720.62 Tax payable 13,531,013.50 11,713,374.15 Interest payable 74,679,901.96 35,887,681.26 15 Dividend payable 11,177,263.36 37,860,468.95 Other account payable 255,996,763.18 255,719,356.70 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Liabilities held for sales Non-current liability due in 1 year 410,800,000.00 857,757,334.35 Other current liability Total of current liability 1,124,271,213.92 1,523,520,130.43 Non-current liabilities: Long-term loan 4,485,920,000.00 4,993,761,250.00 Bond payable 997,000,000.00 997,000,000.00 Long-term payable 2,022,210.11 2,022,210.11 Special payable Expected liabilities Differed income tax liability 125,153,688.49 125,427,487.64 Other non-current liabilities Differed income 5,610,095,898.60 6,118,210,947.75 Total of liability 6,734,367,112.52 7,641,731,078.18 Owners equity Share capital 1,257,117,748.00 1,257,117,748.00 Capital reserves 1,534,771,223.07 1,534,758,715.57 Less:Shares in stock Special reserves Other Comprehensive income 134,095,318.08 108,217,274.24 Surplus reserves 233,750,778.75 233,750,778.75 Common risk provision Undistributed profit 1,342,307,126.21 1,104,154,555.90 Different of foreign currency translation Total of owners equity belong to the 4,502,042,194.11 4,237,999,072.46 parent company Minority shareholders equity 859,069,102.54 814,745,363.37 Total of owners equity 5,361,111,296.65 5,052,744,435.83 16 Total of liabilities and owners equity 12,095,478,409.17 12,694,475,514.01 2. Balance sheet of the Parent Company Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Year-end balance Year-beginning balance Current asset: Monetary fund 323,909,929.95 782,174,175.59 Financial assets measured at fair value with variations accounted into current income account Bill receivable Account receivable Prepayments 2,628,580.00 1,378,580.00 Interest receivable 353,638.90 1,294,211.12 Dividend receivable 16,290,318.11 90,422,700.78 Other account receivable 2,767,896.54 2,896,626.91 Inventories Assets held for sales Non-current asset due in 1 year Other current asset 220,101,928.00 680,001,000.00 Total of current assets 566,052,291.50 1,558,167,294.40 Non-current assets: Disposable financial asset 1,450,231,296.61 676,004,951.04 Expired investment in possess Long-term receivable Long term share equity investment 5,022,005,360.12 5,592,037,837.88 Property investment 4,012,312.98 4,360,473.03 Fixed assets 5,966,776.16 7,732,964.17 Construction in progress Engineering material Fixed asset disposal Production physical assets 17 Gas & petrol Intangible assets 848,333.36 915,666.67 R & D petrol Goodwill Long-germ expenses to be amortized 5,380,495.06 5,956,652.35 Differed income tax asset Other non-current asset 30,000,000.00 30,000,000.00 Total of non-current assets 6,518,444,574.29 6,317,008,545.14 Total of assets 7,084,496,865.79 7,875,175,839.54 Current liabilities Short-term loans Financial liabilities measured at fair value with variations accounted into current income account Bill payable Account payable Advance payment Employees wage payable 405,591.93 546,839.09 Tax payable 902,675.42 2,335,313.62 Interest payable 68,554,444.33 29,235,694.35 Dividend payable 11,177,263.36 11,013,452.27 Other account payable 3,741,568.95 6,652,222.81 Liabilities held for sales Non-current liability due in 1 year 798,713,584.35 Other current liability 151,917,007.78 308,172,232.80 Total of current liability 236,698,551.77 1,156,669,339.29 Non-current liabilities: Long-term loan 1,500,000,000.00 1,500,000,000.00 Bond payable 997,000,000.00 997,000,000.00 Long-term payable 2,022,210.11 2,022,210.11 Special payable Expected liabilities Differed income tax liability Other non-current liabilities Total of Non-current liabilities 2,499,022,210.11 2,499,022,210.11 18 Total of liability 2,735,720,761.88 3,655,691,549.40 Owners equity Share capital 1,257,117,748.00 1,257,117,748.00 Capital reserves 1,534,919,363.82 1,534,906,856.32 Less:Shares in stock Special reserves Other comprehensive income 134,095,318.08 108,217,274.24 Surplus reserves 233,750,778.75 233,750,778.75 Commonly risk Reserves Undistributed profit 1,188,892,895.26 1,085,491,632.83 Different of foreign currency translation Total of owners equity 4,348,776,103.91 4,219,484,290.14 Total of liabilities and owners equity 7,084,496,865.79 7,875,175,839.54 3.Consolidated Profit statement of the report period Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Item Report period Same period of the previous year I. Income from the key business 379,295,699.87 353,108,286.14 Incl:Business income 379,295,699.87 353,108,286.14 Interest income Insurance fee earned Fee and commission received II. Total business cost 326,495,624.47 404,491,331.64 Incl:Business cost 185,416,659.01 245,743,464.82 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Insurance policy dividend paid Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 13,795,642.79 13,274,403.49 19 Sales expense Administrative expense 33,128,649.76 38,664,987.70 Financial expenses 98,806,684.91 106,808,475.63 Asset impairment loss -4,652,012.00 Add:Gains from change of fir value (“-”for loss) Investment gain(“-”for loss) 110,733,180.57 95,608,846.19 Incl: investment gains from affiliates 108,609,680.44 92,079,584.54 Gains from currency exchange (“-”for loss) III. Operational profit(“-”for loss 163,533,255.97 44,225,800.69 Add:Non-business income 7,534,596.02 957,993.95 Less:Non business expenses 652,997.37 1,001,962.79 Incl:Loss from disposal of non-current 322,282.93 256,560.45 assets IV.Total profit(“-”for loss) 170,414,854.62 44,181,831.85 Less:Income tax expenses 28,021,638.83 2,826,351.66 V. Net profit(“-”for net loss 142,393,215.79 41,355,480.19 Including: Net profit realized by the entity taken over before the takeover Net profit attributable to the owners of 122,815,513.69 39,313,953.56 parent company Minority shareholders equity 19,577,702.10 2,041,526.63 VI. Earnings per share: -- -- (I)Basic earnings per share 0.10 0.03 (II)Diluted earnings per share 0.10 0.03 VII. Other comprehensive income 54,108,637.12 -12,684,286.40 Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses in the 54,108,637.12 -12,684,286.40 subsequent accounting period when certain conditions are satisfied VIII. Total comprehensive income 196,501,852.91 28,671,193.79 Total comprehensive income 176,924,150.81 26,629,667.16 20 attributable to the owner of the parent company Total comprehensive income 19,577,702.10 2,041,526.63 attributable minority shareholders 4. Profit statement of the Parent Company of the Report period Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Report period Same period of the previous year I. Income from the key business 9,686,612.19 11,595,801.39 Incl:Business cost 116,053.35 116,053.35 Business tax and surcharge 673,958.94 848,936.98 Sales expense Administrative expense 15,037,661.98 20,782,113.53 Financial expenses 44,516,135.24 50,780,835.26 Asset impairment loss -445,529.50 Add:Gains from change of fir value (“-”for loss) Investment gain(“-”for loss) 111,567,427.59 95,608,846.19 Incl: investment gains from affiliates 109,443,927.46 92,079,584.54 II. Operational profit(“-”for loss 61,355,759.77 34,676,708.46 Add:Non-business income Less:Non business expenses 2,034.06 Incl:Loss from disposal of non-current assets III.Total profit(“-”for loss) 61,355,759.77 34,674,674.40 Less:Income tax expenses IV. Net profit(“-”for net loss) 61,355,759.77 34,674,674.40 V. Earnings per share: -- -- (I)Basic earnings per share 0.05 0.03 (II)Diluted earnings per share 0.05 0.03 VI. Other comprehensive income 54,108,637.12 -12,684,286.40 Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent 21 accounting period Other comprehensive incomes that can be reclassified into gains/losses in the 54,108,637.12 -12,684,286.40 subsequent accounting period when certain conditions are satisfied VII. Total comprehensive income 115,464,396.89 21,990,388.00 5. Consolidated Profit statement between the beginning of the year and end of the report period Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Report period Same period of the previous year I. Total operating income 1,068,012,591.73 983,083,874.32 Including:Operating income 1,068,012,591.73 983,083,874.32 Interest income Insurance gained Commission charge and commission income II. Total operating cost 1,001,280,543.70 1,127,145,870.64 Including:Operating cost 555,031,258.74 649,179,025.46 Interest expense Commission chare and commission expense Cash surrender value 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 39,079,446.60 36,235,040.26 Sales expenses Administration expenses 109,605,183.61 119,971,267.17 Financial expenses 304,216,666.75 321,760,537.75 Losses of devaluation of assets -6,652,012.00 Add :Changing income of fair value 22 Investment income 332,424,328.11 266,645,729.15 Including:Investment income on 287,765,347.21 249,196,467.50 affiliate company and joint venture Exchange income III. Operating profit 399,156,376.14 122,583,732.83 Add :Non-operating income 8,939,035.01 2,554,061.39 Less:Non-operating expense 3,048,788.58 1,363,107.00 Including :Disposal loss of non-current 897,231.34 493,846.92 assets IV. Total profit 405,046,622.57 123,774,687.22 Less:Income tax 59,714,425.69 18,420,682.26 V. Net profit(“-”for net loss 345,332,196.88 105,354,004.96 Including: Net profit realized by the entity taken over before the takeover Net profit attributable to the owners of 301,008,457.71 96,925,851.09 parent company Minority shareholders equity 44,323,739.17 8,428,153.87 VI. Earnings per share: -- -- (I)Basic earnings per share 0.24 0.08 (II)Diluted earnings per share 0.24 0.08 VII. Other comprehensive income 25,878,043.84 -51,084,286.40 Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses in the 25,878,043.84 -51,084,286.40 subsequent accounting period when certain conditions are satisfied VIII. Total comprehensive income 371,210,240.72 54,269,718.56 Total comprehensive income attributable to the owner of the parent 326,886,501.55 45,841,564.69 company Total comprehensive income 44,323,739.17 8,428,153.87 attributable minority shareholders 23 6.Profit Statement of the Parent Between the Beginning of the Year and End of the Report Period Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Report period Same period of the previous year I. Business income 32,593,937.68 21,716,152.52 Less:Business cost 348,160.05 348,160.05 Business tax and surcharge 1,987,092.45 1,423,740.58 Sales expense Administrative expense 53,733,131.36 66,291,624.42 Financial expenses 144,458,131.07 144,825,129.76 Asset impairment loss -445,529.50 Add:Gains from change of fir value (“-”for loss) Investment gain(“-”for loss) 334,058,422.98 266,645,729.15 Incl: investment gains from affiliates 289,399,442.08 249,196,467.50 II. Operational profit 166,571,375.23 75,473,226.86 Add:Non-business income 37,574.60 Less:Non business expenses 351,800.00 208,764.44 Incl:Loss from disposal of non-current 351,800.00 206,432.52 assets III.Total profit 166,257,149.83 75,264,462.42 Less:Income tax expenses IV. Net profit 166,257,149.83 75,264,462.42 V. Earnings per share -- -- (I)Basic earnings per share 0.13 0.06 (II)Diluted earnings per share 0.13 0.06 VI. Other comprehensive income 25,878,043.84 -51,084,286.40 Including: other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period Other comprehensive incomes that can be reclassified into gains/losses in the 25,878,043.84 -51,084,286.40 subsequent accounting period when certain conditions are satisfied 24 VII. Total comprehensive income 192,135,193.67 24,180,176.02 7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Report period Same period of the previous year I.Cash flows from operating activities Cash received from sales of goods or 1,044,010,246.63 940,248,482.10 rending of services Net increase of customer deposits and capital kept for brother company Net increase of loans from central bank Net increase of inter-bank loans from other financial bodies Cash received against original insurance contract Net cash received from reinsurance business Net increase of client deposit and investment Net increase of trade financial asset disposal Cash received as interest, processing fee and commission Net increase of inter-bank fund received Net increase of repurchasing business Tax returned Other cash received from business 46,813,759.63 36,788,855.13 operation Sub-total of cash inflow 1,090,824,006.26 977,037,337.23 Cash paid for purchasing of 70,898,491.83 90,396,673.81 merchandise and services Net increase of client trade and advance Net increase of savings n central bank and brother company 25 Cash paid for original contract claim Cash paid for interest, processing fee and commission Cash paid for policy dividend Cash paid to staffs or paid for staffs 150,265,845.05 147,425,834.16 Taxes paid 51,948,805.43 76,361,635.98 Other cash paid for business activities 38,427,033.30 101,931,441.70 Sub-total of cash outflow from business 311,540,175.61 416,115,585.65 activities Cash flow generated by business 779,283,830.65 560,921,751.58 operation, net II.Cash flow generated by investing Cash received from investment 10,439,123.20 retrieving Cash received as investment gains 176,468,124.64 159,261,804.31 Net cash retrieved from disposal of fixed assets, intangible assets, and other 71,580.00 120,631.00 long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received 6,206,482.50 Sub-total of cash inflow due to 182,746,187.14 169,821,558.51 investment activities Cash paid for construction of fixed assets, intangible assets 176,392,346.03 372,735,781.02 and other long-term assets Cash paid as investment 55,468,487.00 15,603,078.00 Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for investment activities Sub-total of cash outflow due to 231,860,833.03 388,338,859.02 investment activities Net cash flow generated by investment -49,114,645.89 -218,517,300.51 III.Cash flow generated by financing Cash received as investment 23,462,100.00 26 Incl: Cash received as investment from minor shareholders Cash received as loans 210,000,000.00 1,811,300,000.00 Cash received from bond placing Other financing –related ash received 12,507.50 Sub-total of cash inflow from financing 210,012,507.50 1,834,762,100.00 activities Cash to repay debts 966,085,000.00 1,587,930,000.00 Cash paid as dividend, profit, or 364,411,187.68 346,857,038.20 interests Incl: Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities 3,000,000.00 3,000,000.00 Sub-total of cash outflow due to 1,333,496,187.68 1,937,787,038.20 financing activities Net cash flow generated by financing -1,123,483,680.18 -103,024,938.20 IV. Influence of exchange rate -277,665.55 236,514.22 alternation on cash and cash equivalents V.Net increase of cash and cash -393,592,160.97 239,616,027.09 equivalents Add: balance of cash and cash 976,468,685.82 798,485,320.49 equivalents at the beginning of term VI ..Balance of cash and cash 582,876,524.85 1,038,101,347.58 equivalents at the end of term 8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period Prepared by::Guangdong Provincial Expressway Development Co., Ltd. In RMB Items Report period Same period of the previous year I.Cash flows from operating activities Cash received from sales of goods or 4,683,552.03 3,941,760.47 rending of services Tax returned Other cash received from business 17,356,133.66 147,152,851.64 operation 27 Sub-total of cash inflow 22,039,685.69 151,094,612.11 Cash paid for purchasing of merchandise and services Cash paid to staffs or paid for 33,221,950.20 36,404,755.08 staffs Taxes paid 2,594,082.67 1,150,303.40 Other cash paid for business activities 180,025,387.81 33,708,129.85 Sub-total of cash outflow from business 215,841,420.68 71,263,188.33 activities Cash flow generated by business -193,801,734.99 79,831,423.78 operation, net II.Cash flow generated by investing Cash received from investment 10,439,123.20 retrieving Cash received as investment gains 250,242,540.68 159,261,804.31 Net cash retrieved from disposal of fixed assets, intangible assets, and other 4,500.00 13,000.00 long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received 1,028,695,643.07 16,480,288.90 Sub-total of cash inflow due to 1,278,942,683.75 186,194,216.41 investment activities Cash paid for construction of fixed assets, intangible assets 1,403,580.63 3,720,425.06 and other long-term assets Cash paid as investment 55,468,487.00 116,781,078.00 Net cash received from subsidiaries and other operational units Other cash paid for investment 505,000,000.00 680,000,000.00 activities Sub-total of cash outflow due to 561,872,067.63 800,501,503.06 investment activities Net cash flow generated by investment 717,070,616.12 -614,307,286.65 III.Cash flow generated by financing Cash received as investment Cash received as loans 28 Cash received from bond placing 750,000,000.00 Other financing –related ash received 12,507.50 Sub-total of cash inflow from 12,507.50 750,000,000.00 financing activities Cash to repay debts 800,000,000.00 Cash paid as dividend, profit, or 178,267,968.72 165,353,973.38 interests Other cash paid for financing activities 3,000,000.00 3,000,000.00 Sub-total of cash outflow due to 981,267,968.72 168,353,973.38 financing activities Net cash flow generated by financing -981,255,461.22 581,646,026.62 IV. Influence of exchange rate -277,665.55 236,514.22 alternation on cash and cash equivalents V.Net increase of cash and cash -458,264,245.64 47,406,677.97 equivalents Add: balance of cash and cash 782,174,175.59 625,270,216.39 equivalents at the beginning of term VI ..Balance of cash and cash 323,909,929.95 672,676,894.36 equivalents at the end of term II. Auditors report Whether the Q3 report is audited □ Yes √ No The Q3 Report is not audited. 29