Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. TSANN KUEN (CHINA) ENTERPRISE CO., LTD REPORT FOR THE FIRST QUARTER OF 2011 §1 Important Notes 1.1 The Board of Directors, the Supervisory Committee as well as directors, supervisors and senior executives of TSANN KUEN (CHINA) ENTERPRISE CO., LTD. (hereinafter referred to as “the Company”) guarantee that this report does not contain any false information, misleading statement or material omission and will take individual and/or joint liabilities for the factuality, accuracy and completeness of this report. 1.2 No directors, supervisors or senior executives have demonstrated uncertainty or disagreement about the factuality, accuracy and completeness of the quarterly report. 1.3 All directors attended the board session for reviewing the quarterly report. 1.4 Financial statements for the first quarter of 2011 have not been audited by an accounting firm. 1.5 Mr. Jian Derong, Chairman of the Board, and Mr. Chen Zongyi, Accounting Manager, jointly guarantee that the financial statements enclosed in the quarterly report is factual and complete. [English Translation for Reference Only. Should there be any inconsistency between the Chinese and English versions, the Chinese version shall prevail.] §2 Company Profile Stock abbr. Min Tsann Kuen B Stock code 200512 Company Secretary Securities Representative Name Luo Qingxing Sun Meimei TSANN KUEN Industrial Park, Longchi TSANN KUEN Industrial Park, Longchi Contact address Development Zone, Zhangzhou, Fujian Development Zone, Zhangzhou, Fujian Province, PRC Province, PRC Telephone 0596-6268103 0596-6268161 Fax 0596-6268104 0596-6268104 E-mail allenlo@tkl.tsannkuen.com mm_sun@tkl.tsannkuen.com 1 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 2.1 Main accounting data and financial indices Unit: RMB Yuan Items 31 Mar. 2011 31 Dec. 2010 Increase/decrease (%) Total assets (Yuan) 1,925,013,722.37 1,985,108,875.38 (3.03) Owners’ equity attributable to shareholders of the 3.45 Company (Yuan) 477,348,952.34 461,411,506.21 Share capital (share) 1,112,350,077.00 1,112,350,077.00 0.00 Net assets per share attributable to shareholders of 4.88 the Company (Yuan/share) 0.43 0.41 Items Jan.-Mar. 2011 Jan.-Mar. 2010 Increase/decrease (%) Gross revenue (Yuan) 664,479,506.22 765,386,616.25 (13.18) Net profit attributable to shareholders of the (15.12) Company (Yuan) 15,656,510.21 18,445,684.38 Net cash flows from operating activities (Yuan) 12,626,802.27 47,910,849.17 (73.65) Net cash flows per share from operating (75.00) activities (Yuan/share) 0.01 0.04 Basic EPS (Yuan/share) 0.0141 0.0166 (15.06) Diluted EPS (Yuan/share) 0.0141 0.0166 (15.06) Weighted average ROE (%) 3.34% 4.54% (1.20) Weighted average ROE after deducting (2.97) non-recurring gains and losses (%) 0.64% 3.61% 2.1.1 Items of non-recurring gains and losses Unit: RMB Yuan Items 1 Jan. – 31 Mar. 2011 Gains on disposal of non-current assets 1,135,277.20 Government grant recognized in current year, except for those acquired in the ordinary course of business or granted continuously in certain standard quota 687,515.00 according to relevant national laws and regulations Gains and losses from change in fair value of tradable financial assets and tradable financial liabilities and investment income from disposal of tradable financial assets, 14,687,922.25 tradable financial liabilities and available-for-sale financial assets other than effective hedging business related to normal operation business of the Company Other non-operating income and expense other than abovementioned 323,880.02 Income tax of non-recurring gains and losses 0.00 Net profit attributable to minority shareholders after deducting non-recurring gains (4,196,295.52) and losses Total 12,638,298.95 Explanation on important items of non-recurring gains and losses: N/A 2 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 2.1.2 Net profit difference under CAS and IFRS The financial statements for the first quarter of 2011 were prepared in accordance with the Chinese Accounting Standards, not the International Financial Reporting Standards. According to the statutory financial statements prepared under CAS, net profit attributable to shareholders of the Company for the period from 1 Jan. 2011 to 31 Mar. 2011 was RMB 15,656,510.21, and net assets attributable to shareholders of the Company as at 31 Mar. 2011 was RMB 477,348,952.34. The two said items were adjusted as follows according to IFRS: Unit: RMB Yuan Net profit attributable to shareholders Owners’ equity attributable to shareholders of 内容 of the Company the Company Jan.-Mar. 2011 Jan.-Mar. 2010 Closing amount Opening amount Under IFRS 15,724,431.76 18,513,605.93 475,998,068.23 459,992,700.55 Under CAS 15,656,510.21 18,445,684.38 477,348,952.34 461,411,506.21 Adjusted items under IFRS: Offset the depreciation this year of the added value of fixed assets of which value 67,921.55 67,921.55 (1,350,884.11) (1,418,805.66) is estimated to increase in 1993 Total difference under CAS 67,921.55 67,921.55 (1,350,884.11) (1,418,805.66) and IFRS Explanation on the The depreciation this year of the added value of fixed assets of which value is estimated difference under CAS and IFRS to increase in 1993 is offset. 2.2 Total number of shareholders and shares held by the top ten shareholders not subject to trading moratorium at the end of the reporting period Unit: Share Total number of shareholders at the end 32,402 of the reporting period Shares held by the top ten shareholders not subject to trading moratorium Seria Shares not subject to trading Type of share l No. Name of shareholder moratorium held at the period-end 1 FORDCHEE DEVELOPMENT LIMITED 323,643,179 B share 2 EUPA INDUSTRY CORPORATION LIMITED 153,802,306 B share 3 FILLMAN INVESTMENTS LIMITED 27,729,575 B share 4 TIMMERTON CO INC 14,505,644 B share 5 CHEN YONGQUAN 10,004,383 B share 6 LI YIJUN 7,692,959 B share 7 SHANGHAI HONG KONG INTERNATIONAL 6,095,002 B share SECURITIES LIMITED 8 CHEN LIJUAN 6,076,746 B share 9 CHEN YONGQING 5,889,589 B share 10 CSC SECURITIES (HK) LTD 4,734,079 B share The top three shareholders are the Company’s corporate controlling shareholders. It is unknown to the Company whether there exists Explanation on associated relationship among the associated relationship among the shareholders above or they are above-mentioned shareholders or acting-in-concert acting-in-concert entities as stipulated in the Administrative Measures on Information Disclosure of Changes in Shareholding of Listed Companies. 3 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. §3 Significant Events Sales of assets: The Company disclosed the Announcement on Selling Some Operation Assets of Accessory Factory by Controlling Subsidiary Zhangzhou Tsann Kuen, the Announcement on Progress of Sales of Some Operation Assets of Accessory Factory By Controlling Subsidiary and New Asset Sale, and the Announcement on Progress of Sales of Some Operation Assets of Accessory Factory by Controlling Subsidiary and Another New Asset Sale on Securities Times, HK Ta Kung Pao and http://www.cninfo.com.cn respectively on 29 Jul. 2008, 21 Jan. 2009, 28 Apr. 2009 and 28 Apr. 2010. As at 31 Mar. 2011, the relevant progress is as follows: Unit: RMB Ten thousand Net profit Ownership contributed by Gains and Relevant Relat Related- of the the sold asset to losses Explanation credits and ed-pa Transaction Selling party asset was Asset sold Date of selling the Company arising on pricing liabilities were rty party price transacti all from the from such principle all transferred relatio on or not transferred year-begin to sale or not nship or not the selling date Zhangzhou Motor 2011.01.31 12.00 5.47 5.47 Yes No Baokun equipment Zhangzhou Bakelite 2011.01.31 0.35 0.31 0.31 Yes Yes Shunkun equipment Zhangzhou Die casting 2011.02.28 36.20 34.33 34.33 Yes No Haikun equipment The Zhangzhou Die casting transaction 2011.02.28 17.50 15.71 15.71 Yes No Bo’er equipment prices were Zhangzhou Die casting decided 2011.02.28 6.30 6.18 6.18 based on the Yes No Yufeng equipment principle of Non-r Zhangzhou Die casting being above elated 2011.02.28 3.60 3.53 3.53 No Yes No Hongyuan equipment the net book partie Zhangzhou Die casting value, as well s 2011.02.28 6.00 5.88 5.88 as based on Yes No Ruicheng equipment the Zhangzhou Hardware assessment 2011.03.30 5.20 4.46 4.46 Yes No Shengyuan equipment and market Zhangzhou Hardware prices. 2011.03.30 2.67 2.42 2.42 Yes No Xiangkun equipment Zhangzhou Bakelite 2011.03.30 0.80 0.49 0.49 Yes No Hewang equipment Zhangzhou Die casting 2011.03.30 1.10 1.03 1.03 Yes No Haikun equipment Total 91.72 79.83 79.83 4 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 3.1 Significant changes in main accounting statement items and financial indicators as well as reasons for these changes √Applicable □Non-applicable Unit: RMB Yuan Increase/ Seria Items Closing amount Opening amount decrease Main reasons for the change l No. (%) Unsettled forward foreign exchange Transactional financial 1 14,592,672.02 2,301,579.95 534.03% contracts increased in the reporting assets period. Prepayments for materials checked 2 Prepayments 6,733,114.91 8,658,966.52 -22.24% and put in storage as well as amortization of insurance premiums Some term deposits were due and 3 Interest receivable 67,777.51 128,237.14 -47.15% relevant interest incomes were accounted in the reporting period. Receipt of national export tax 4 Other receivables 29,378,496.39 60,422,920.42 -51.38% refunds for 2010 The Company’s control over its 5 Inventories 204,197,713.99 276,589,483.95 -26.17% inventories Transfer of equity interests of 6 Goodwill 996,979.09 2,496,979.09 -60.07% Suzhou Tai Lake International Travel Service Co., Ltd. 7 Notes payable 55,542,986.82 77,161,578.38 -28.02% Mature notes were settled. Loans from the controlling 8 Other payables 213,354,072.31 90,697,163.04 135.24% shareholder in the reporting period Unsettled forward foreign exchange Deferred income tax 9 3,648,168.01 345,236.99 956.71% amounts at the period-end were liabilities estimated to be profitable. Increase/ Seria Items Jan.-Mar. 2011 Jan.-Mar. 2010 decrease Main reasons for the change l No. (%) A new tax—city maintenance Business taxes and 1 4,257,112.51 1,042,276.29 308.44% tax—and increase of the surtax surcharges rate Increase of the foreign exchange 2 Financial expense 995,255.00 (1,366,457.41) 172.83% loss in the reporting period Bad-debt provisions were made 3 Asset impairment loss 338,284.11 1,354,248.47 -75.02% for some receivables in the same period of last year. Gain on fair value Increase of unsettled forward 4 12,291,092.07 (844,006.90) 1556.28% changes (“-”for loss) foreign exchange contracts Investment gain (“-”for Increase of settled forward 5 2,417,462.38 1,184,538.21 104.08% loss) foreign exchange contracts 6 Non-business income 3,385,133.22 5,120,196.58 -33.89% Less gain on asset disposal 7 Non-business expense 533,764.37 183,276.52 191.23% Loss on asset scrapping The unsettled forward contract amount increased over the same 8 Income tax expense 4,756,805.06 2,453,123.41 93.91% period of last year and the estimated income tax increased accordingly. Decrease of the turnover and Net cash flows from 9 12,626,802.27 47,910,849.17 -73.65% increase of payments for operating activities materials purchased Less gain on asset disposal as Net cash flows from 10 (7,648,370.63) (3,056,960.90) 150.20% compared to the same period of investing activities last year Net cash flows from Loans from the controlling 11 111,138,900.13 (228,300,753.64) 148.68% financing activities shareholder 5 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 3.2 Progress of significant events as well as their influence and solutions 3.2.1 Non-standard audit opinion □Applicable √Inapplicable 3.2.2 The Company provides funds for the controlling shareholder or its related parties or provides external guarantees in violation of the prescribed procedure □Applicable √Inapplicable 3.2.3 Significant contracts signed and executed concerning routine operation √Applicable □Inapplicable The Company’s subsidiary Zhangzhou Tsann Kuen signed Cooperation Framework Agreement, Agreement on Transaction of Working Assets, and Supply Agreement on Raw Materials etc. with Shanghai Sigma Metals Co., Ltd. on 31 Dec. 2006. The main content of the agreements were as follows: besides selling working assets, Zhangzhou Tsann Kuen had to transfer business opportunities to Shanghai Sigma, and the total amount of the transactions reached RMB 100,000,000; Shanghai Sigma would act as the Company’s main supplier of raw materials for aluminum products, fixing settlement price in accordance with reduced amount and ratio per ton engaged by both parties. In light of the Agreement on Transaction of Working Assets, Shanghai Sigma paid down payment of RMB 38,000,000, and would monthly deduct and offset the balance of RMB 62,000,000 from processing fee of molten aluminum, which was commissioned to manufacturer by Zhangzhou Tsann Kuen and produced by Shanghai Sigma, in the future. Zhangzhou Tsann Kuen committed to procure molten aluminum or aluminum ingots from Shanghai Sigma with procurement volume no less than 70% of its total demand for molten aluminum or aluminum ingots during the next three years upon the effectiveness of Supply Agreement on Raw Materials. When it comes to the expiry of the aforesaid three years, and the balance still hasn’t been offset completely from the processing fee for the sake of insufficiency of orders from Zhangzhou Tsann Kuen -- Zhangzhou Tsann Kuen will then agree on the extension of Supply Agreement on Raw Materials and offset the rest balance by business cooperation. Shanghai Sigma won’t have to pay the rest balance if the agreement is terminated because of Zhangzhou Tsann Kuen’s fault; or Shanghai Sigma will have to implement one-time payment if the agreement is terminated because of its own fault. The aforesaid agreements had been executed for three years as at the balance sheet date. The rest balance of RMB 39,746,220.40 hadn’t been carried over yet and would be continually deducted and offset in the future. Currently, the Company has hired lawyers to look into the said agreement and discuss with Shanghai Sigma Metals. 3.2.4 Other □Applicable √Inapplicable 3.3 Commitments made by the Company, its shareholders and actual controller □Applicable √Inapplicable 6 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 3.4 Warnings of possible loss or large-margin year-on-year change of the accumulative net profit made during the period from the beginning of the year to the end of the next reporting period according to prediction, as well as explanations on the reasons □Applicable √Inapplicable 3.5 Other significant events 3.5.1 Securities investments □Applicable √Inapplicable 3.5.2 Researches, interviews and visits received in the reporting period In the reporting period, when receiving researches and interviews, the Company and relevant information disclosure obligors abided by the Guidelines for Fair Information Disclosure of Listed Companies, not conducting differential treatments or selectively and privately leaking undisclosed information to certain parties. And the researches and interviews received were detailed as follows: Way of Main discussion and information provided Time Place Visitor reception by the Company Investment Director He Field Minji and Analyst Operational status of the Company with no 2011.01.05 research Ouyang Puwen from material provided by the Company Value Partners Operational status of the Company with no 2011.01.07 By phone Mr. Wang material provided by the Company Company Office Operational status of the Company with no 2011.01.21 By phone Mr. Wang material provided by the Company Operational status of the Company with no 2011.03.07 By phone Mr. Zhou material provided by the Company Operational status of the Company with no 2011.03.08 By phone Mr. Zhong material provided by the Company 3.5.3 Change in the consolidation scope 1. Subsidiaries de-consolidated for the reporting period √Applicable □Inapplicable Unit: RMB Yuan Net profit contributed by Net assets of the De-consolidated Date of the subsidiary from the Reason for subsidiary on the subsidiary de-consolidation year-begin to the disposal de-consolidation disposal date date Suzhou Tai Lake International Travel 22 Feb. 2011 (1,297,175.94) (119,956.55) Equity transfer Service Co., Ltd. 2. Subsidiaries newly consolidated for the reporting period □Applicable √Inapplicable 7 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 3.6 Derivative investments √Applicable □Inapplicable As a listed company, the Company has not been engaged in derivatives investment. And this derivatives investment deal was conducted by the Company’s holding subsidiary—Zhangzhou Tsann Kuen Enterprise Co., Ltd.—in order to avoid foreign exchange risks, which involved buying and selling derivative financial products such as forward exchange and forward purchase/sale of foreign currency. Zhangzhou Tsann Kuen Enterprise Co., Ltd., the Company’s holding subsidiary, established the Management Procedures for Trading Derivative Financial Products after the Procedures was approved at the board session held on 6 Mar. 2008. 1. Analysis on risks from holding of derivative products: gains or losses from difference between contracted exchange rate and market exchange rate on value date. 2. Control measures: (1) Principle: total amount of whole contracted derivative financial commodities will not exceed sum of net position (net position: total foreign currency assets- total foreign currency liabilities) of current assets liabilities plus net position arising from business of the Company in the next 6 months. Analysis on risks and control (2) Separation of post: separation of post of trader, dealer and authorization. measures of derivative products held in the reporting period (3) Normalization of procedure: trader should offer sufficient market information and risks to people (including but not limited to who was authorized, clarify possible risks, consider feasibility of transaction when sign the contract, and market risk, liquidity risk, credit complete derivative financial commodities trade with authorization. Documents referring to contract risk, operation risk, law risk, trade need examination of legal affairs ministry, and the dealer will requested to be authorized when etc.) complete business transaction. (4) Periodic evaluation: The Company kept an eye on the profit and loss from the fair value changes of the derivative by checking daily/(monthly) the difference between the estimated exchange rate (provided by the bank)*the undue contracted amount and the currency amount when bought in. (5) Loss limit: contracted losses mustn’t exceed 6% of total trading amount. (6) Audit system: Audit ministry audits derivative audit trade of derivative financial products periodically and submit audit report. Changes of market prices or fair (1) Gain on settled investments of derivative products was RMB 2,396,830.23 in the reporting period, values in the reporting period of and gain on unsettled such investments was estimated to be RMB 12,291,092.07; the invested derivatives. And the (2) The former contracted bank provided monthly sheets of estimated exchange rates for the undue analysis on the fair value of the contracted forward exchanges on the last trading day of the month; derivatives should include the specific use methods and the (3) The profit and loss from fair value changes of the derivative was confirmed according to the relevant assumptions and difference between the contracted amount undue by the month*the estimated exchange rate and the parameters. currency amount when bought in. Whether significant changes occurred to the Company’s accounting policy and specific There were no significant changes between the Company’s accounting policy and specific accounting accounting principles of principles of derivatives in the reporting period and those in the last report period. derivatives in the reporting period compared to the previous report period Specific opinion from Derivative investment, which was operated by Zhangzhou Tsann Kuen, controlling subsidiary of the independent directors, sponsors Company, was performance of signed contract. Then they will execute the examination and review or financial consultants on the procedure of the Board Meeting or Shareholder’s Meeting in accordance with regulations and execute Company’s derivatives obligation of information disclosure in time. investment and risk control 8 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 3.6.1 Derivative investments held at the end of the reporting period √Applicable □Inapplicable Unit: RMB Yuan Proportion of the Gain or loss in Beginning contract Closing contract closing contract amount Type of contract the reporting amount amount in the closing net assets period of the Company (%) Forward foreign 44,380,034.94 44,536,705.15 1,034,992.07 9.33% exchange trade Forward FX sales 265,523,000.00 809,109,100.00 11,256,100.00 169.50% and purchases Total 309,903,034.94 853,645,805.15 12,292,092.07 178.83% 9 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. §4 Attachments 4.1 Balance sheet Balance Sheet (Un-audited) As at 31 Mar. 2011 Prepared by Tsann Kuen (China) Enterprise Co., Ltd. Unit: RMB Yuan Closing amount Opening amount Items Consolidation The Company Consolidation The Company Current Assets: Monetary funds 744,024,102.29 40,805,848.24 640,945,107.83 904,966.64 Transactional financial assets 14,592,672.02 2,301,579.95 Notes receivable 4,037,834.00 4,304,903.10 Accounts receivable 418,132,874.30 458,742,818.28 Accounts paid in advance 6,733,114.91 365,399.00 8,658,966.52 93,254.00 Interest receivable 67,777.51 128,237.14 Dividend receivable Other accounts receivable 29,378,496.39 2,419,595.33 60,422,920.42 126,090.00 Inventories 204,197,713.99 276,589,483.95 Non-current assets due within 1 year Other current assets Total current assets 1,421,164,585.41 43,590,842.57 1,452,094,017.19 1,124,310.64 Non-current assets: Available-for-sale financial assets Held-to-maturity investments Long-term accounts receivable 65,574,291.18 71,186,747.74 Long-term equity investment 40,000.00 990,854,030.83 40,000.00 990,854,030.83 Investing property 28,212,362.52 23,894,400.88 29,344,230.78 24,409,738.09 Fixed assets 348,627,573.30 26,092,011.38 367,750,001.33 27,071,431.70 Construction in progress 2,675,327.93 2,842,516.56 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 24,521,265.93 19,061,564.61 25,021,404.35 19,315,381.38 R&D expense Goodwill 996,979.09 2,496,979.09 Long-term deferred expenses 6,275,561.46 137,265.54 5,953,419.25 145,340.04 Deferred income tax assets 26,925,775.55 28,379,559.09 Other non-current assets Total of non-current assets 503,849,136.96 1,060,039,273.24 533,014,858.19 1,061,795,922.04 Total assets 1,925,013,722.37 1,103,630,115.81 1,985,108,875.38 1,062,920,232.68 10 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. Balance Sheet –Continued (Un-audited) As at 31 Mar. 2011 Prepared by Tsann Kuen (China) Enterprise Co., Ltd. Unit: RMB Yuan Closing amount Opening amount Items Consolidation The Company Consolidation The Company Current liabilities: Short-term borrowings Transactional financial liabilities Notes payable 55,542,986.82 77,161,578.38 Accounts payable 677,422,737.08 219,830.30 836,505,277.66 274,567.76 Accounts received in advance 15,468,830.21 30,000.00 15,875,235.26 31,260.00 Employee’s compensation payable 32,589,454.71 126,300.16 37,912,505.82 208,568.85 Tax payable 46,165,875.98 68,888,581.96 48,362,325.48 68,937,341.03 Interest payable Dividend payable Other accounts payable 213,354,072.31 569,917,241.53 90,697,163.04 594,840,595.36 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 1,040,543,957.11 639,181,953.95 1,106,514,085.64 664,292,333.00 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Deferred income Estimated liabilities Deferred income tax liabilities 3,648,168.01 345,236.99 Other non-current liabilities 42,749,663.05 39,746,220.40 Total non-current liabilities 46,397,831.06 0.00 40,091,457.39 0.00 Total liabilities 1,086,941,788.17 639,181,953.95 1,146,605,543.03 664,292,333.00 Shareholders’ equity Share capital 1,112,350,077.00 1,112,350,077.00 1,112,350,077.00 1,112,350,077.00 Capital reserves 125,035,204.92 123,485,181.40 125,035,204.92 123,485,181.40 Less: Treasury stock Surplus reserves Provisions for general risks Retained profits (760,033,301.25) (771,387,096.54) (775,973,855.22) (837,207,358.72) Foreign exchange difference (3,028.33) 79.51 Total equity attributable to owners of the Company 477,348,952.34 464,448,161.86 461,411,506.21 398,627,899.68 Minority interests 360,722,981.86 377,091,826.14 Total owners’ equity 838,071,934.20 464,448,161.86 838,503,332.35 398,627,899.68 Total liabilities and owners’ equity 1,925,013,722.37 1,103,630,115.81 1,985,108,875.38 1,062,920,232.68 Legal Representative: Jian Derong CFO: Chen Zongyi Accounting Manager: Chen Zongyi 11 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 4.2 Income Statement Income Statement (Un-audited) 1 Jan.-31 Mar. 2011 Prepared by Tsann Kuen (China) Enterprise Co., Ltd. Unit: RMB Yuan Jan.-Mar. 2011 Jan.-Mar. 2010 Items Consolidation The Company Consolidation The Company I. Total operating revenues 664,479,506.22 588,357.60 765,386,616.25 1,519,018.01 II. Total operating cost 655,370,026.63 2,553,871.43 743,281,526.43 2,695,449.83 Including: Cost of sales 572,850,476.33 534,277.68 665,449,907.42 1,473,143.30 Taxes and associate charges 4,257,112.51 32,671.79 1,042,276.29 76,031.62 Selling and distribution expenses 23,157,067.06 25,910,761.19 Administrative expenses 53,771,831.62 1,987,550.68 50,890,790.47 1,574,840.54 Financial expenses 995,255.00 (628.72) (1,366,457.41) 22,156.93 Asset impairment loss 338,284.11 1,354,248.47 (450,722.56) Add: Gain/(loss) from change in fair value (“-” means loss) 12,291,092.07 (844,006.90) Gain/(loss) from investment (“-” means loss) 2,417,462.38 67,732,295.69 1,184,538.21 7,849,213.97 Including: share of profits in associates and joint ventures III. Business profit 23,818,034.04 65,766,781.86 22,445,621.13 6,672,782.15 Add: non-operating income 3,385,133.22 143,480.32 5,120,196.58 99,112.19 Less: non-operating expense 533,764.37 90,000.00 183,276.52 Including: loss from non-current asset disposal 334,675.58 8,781.08 IV. Total profit (“-” means loss) 26,669,402.89 65,820,262.18 27,382,541.19 6,771,894.34 Less: Income tax expense 4,756,805.06 2,453,123.41 V. Net profit (“-” means loss) 21,912,597.83 65,820,262.18 24,929,417.78 6,771,894.34 Attributable to owners of the Company 15,656,510.21 65,820,262.18 18,445,684.38 6,771,894.34 Minority shareholders’ income 6,256,087.62 6,483,733.40 VI. Earnings per share (I) basic earnings per share 0.0141 0.0166 (II) diluted earnings per share 0.0141 0.0166 Ⅶ. Other comprehensive incomes (3,107.84) - 443,930.80 107,321.76 Ⅷ. Total comprehensive incomes 21,909,489.99 65,820,262.18 25,373,348.58 6,879,216.10 Attributable to owners of the Company 15,654,179.33 65,820,262.18 18,889,615.18 6,879,216.10 Attributable to minority shareholders 6,255,310.66 6,483,733.40 Legal Representative: Jian Derong CFO: Chen Zongyi Accounting Manager: Chen Zongyi Where there were business combinations under the same control in the reporting period, the combined parties achieved net profits of RMB 0.00 before the combinations. 12 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 4.3 Cash Flow Statement Cash Flow Statement (Un-audited) 1 Jan.-31 Mar. 2011 Prepared by Tsann Kuen (China) Enterprise Co., Ltd. Unit: RMB Yuan Jan.-Mar. 2011 Jan.-Mar. 2010 Items Consolidation The Company Consolidation The Company I. Cash flows from operating activities: Cash received from sale of commodities and rendering of service 724,144,123.35 0.00 757,929,692.49 Tax refunds received 84,981,611.39 15,060.94 49,601,510.57 Other cash received relating to operating activities 20,147,678.69 9,622,030.22 20,767,380.01 10,860,348.65 Subtotal of cash inflows from operating activities 829,273,413.43 9,637,091.16 828,298,583.07 10,860,348.65 Cash paid for goods and services 677,338,778.45 0.00 600,565,170.61 Cash paid to and for employees 71,250,333.12 9,568,261.26 88,976,481.56 8,814,086.55 Various taxes paid 10,035,998.83 1,358,348.66 6,505,020.50 1,017,765.88 Other cash payment relating to operating activities 58,021,500.76 1,465,249.15 84,341,061.23 9,149,387.14 Subtotal of cash outflows from operating activities 816,646,611.16 12,391,859.07 780,387,733.90 18,981,239.57 Net cash flows from operating activities 12,626,802.27 (2,754,767.91) 47,910,849.17 (8,120,890.92) II. Cash flows from investing activities: Cash received from disposal of investments 500,000.00 0.00 Cash received from return on investments 7,500.00 67,732,295.69 7,500.00 7,849,213.97 Net cash received from disposal of fixed assets, intangible assets and 2,095,326.14 0.00 5,820,974.43 other long-term assets Net cash received from disposal of subsidiaries or other business units 0.00 0.00 Other cash received relating to investing activities 0.00 0.00 Subtotal of cash inflows from investing activities 2,602,826.14 67,732,295.69 5,828,474.43 7,849,213.97 Cash paid to acquire fixed assets, intangible assets and other long-term 9,959,076.09 76,400.00 8,663,435.33 1,240,357.88 assets Cash paid for investment 292,120.68 0.00 222,000.00 Net cash paid to acquire subsidiaries and other business units 0.00 0.00 Other cash payments relating to investing activities 0.00 0.00 Subtotal of cash outflows from investing activities 10,251,196.77 76,400.00 8,885,435.33 1,240,357.88 Net cash flows from investing activities (7,648,370.63) 67,655,895.69 (3,056,960.90) 6,608,856.09 III. Cash flows from financing activities: Cash received from capital contributions 0.00 0.00 Including: Cash received from minority shareholder investments by 0.00 0.00 subsidiaries Cash received from borrowings 0.00 Cash received from issuance of bonds 0.00 0.00 Other cash received relating to financing activities 131,431,000.00 5,000,000.00 160,000,000.00 Subtotal of cash inflows from financing activities 131,431,000.00 5,000,000.00 0.00 160,000,000.00 Repayment of borrowings 0.00 0.00 68,370,277.44 Cash paid for interest expenses and distribution of dividends or profit 20,292,099.87 0.00 2,352,514.18 Including: dividends or profit paid by subsidiaries to minority 20,292,099.87 0.00 shareholders Other cash payments relating to financing activities 0.00 30,000,000.00 157,577,962.02 157,577,962.02 Sub-total of cash outflows from financing activities 20,292,099.87 30,000,000.00 228,300,753.64 157,577,962.02 Net cash flows from financing activities 111,138,900.13 (25,000,000.00) (228,300,753.64) 2,422,037.98 IV. Effect of foreign exchange rate changes on cash and cash (396,542.40) (246.18) (151,457.62) (6,911.25) equivalents V. Net increase in cash and cash equivalents 115,720,789.37 39,900,881.60 (183,598,322.99) 903,091.90 Add: Cash and cash equivalents at the period-begin 627,477,733.10 904,966.64 540,739,906.30 494,441.23 VI. Cash and cash equivalents at the period-end 743,198,522.47 40,805,848.24 357,141,583.31 1,397,533.13 Legal Representative: Jian Derong CFO: Chen Zongyi Accounting Manager: Chen Zongyi 13 Report for the First Quarter of 2011 of Tsann Kuen (China) Enterprise Co., Ltd. 4.4 Auditor’s report Auditor’s opinion: un-audited Chairman of the Board: Jian Derong Board of Directors of Tsann Kuen (China) Enterprise Co., Ltd. 23 April 2011 14