Hubei Sanonda Co., Ltd. The Third Quarterly Report 2010 §1. Important Notes 1.1 The Board of Directors, the Supervisory Committee and directors, supervisors and senior management of Hubei Sanonda Co., Ltd. (hereinafter referred to as “the Company”) hereby guarantee that this report contains no false information, misleading statements or material omissions, and will, individually and collectively, accept responsibility for the factuality, accuracy and completeness of this report. 1.2 The Financial Report of this third quarterly report has not been audited by a CPA firm. 1.3 Mr. Li Zuorong, Person-in-charge of the Company, Mr. He Xuesong, Person-in-charge of the accounting work and the accounting firm hereby confirm the factuality and completeness of the Financial Report in this quarterly report. §2. Company Profile 2.1 Main accounting data and financial indexes Unit: (RMB) Yuan As at 30 Sep. 2010 As at 31 Dec. 2009 Increase/decrease (%) Total assets (RMB) 2,310,237,077.29 2,039,070,607.41 13.30% Owners’ equity attributable to shareholders of listed company (RMB) 1,104,792,446.63 1,087,987,662.96 1.54% Share capital (share) 593,923,220.00 593,923,220.00 0.00% Net assets per share attributable to shareholders of listed company (RMB/share) 1.86 1.83 1.64% Jul.-Sep. 2010 Increase/decrease year-on-year (%) Jan.-Sep.2010 Increase/decrease year-on-year (%) Total operation income (RMB) 397,545,395.33 1.55% 1,193,813,565.71 -13.29% Net profit attributable to shareholders of listed company (RMB) 3,613,543.38 85.56% 16,023,240.46 -65.22% Net cash flows generated from operating activities (RMB) - - -63,187,626.08 -200.47% Net cash flows per share generated from operating activities (RMB/share) - - -0.11 0.47% Basic earnings per share (RMB/share) 0.0061 84.85% 0.0270 -65.21%Diluted earnings per share (RMB/share) 0.0061 84.85% 0.0270 -65.21% Weighted average return on net assets (%) 0.33% 0.16% 1.46% -2.67% Weighted average return on net assets after deducting extraordinary gains and losses (%) 0.33% 0.16% 1.77% -2.37% Items of non-recurring gains and losses Amount from year-begin to the end of this report period Notes Gains and losses from disposal of non-current assets 573,401.85 Other non-business income and expenses besides the above items -331,390.53 Other items that fit the definition of extraordinary gains and losses -4,850,000.00 Effect on income tax 1,151,997.17 Effect on minority interest 45,597.77 Total -3,410,393.74 - 2.2 Total number of shareholders at period-end and shareholding of top ten shareholders holding tradable shares Unit: share Total number of shareholders at period-end 83,535 (including 57,699 A-share shareholders) Shareholding of top ten shareholders holding tradable shares Full name of shareholder Number of tradable shares held at period-end Type of share Sanonda Group Company 118,887,202 RMB ordinary shares Administrative Bureau of State-owned Property of Qichun County 4,489,266 RMB ordinary shares Li Dongliang 3,105,223 RMB ordinary shares Yuan Haixiang 3,002,349 RMB ordinary shares Huang Yangsheng 2,678,950 RMB ordinary shares Rural Credit Cooperatives Union in Shashi District of Jingzhou 2,500,000 RMB ordinary shares Luo Qian 2,435,666 RMB ordinary shares Hong Qina 2,412,494 RMB ordinary shares Zhou Baoping 2,254,327 RMB ordinary shares Yang Shihui 2,184,089 RMB ordinary 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 □InapplicableItem in financial statements As at 30 Sep. 2010 Amount at year-begin Increase/ decrease Ratio of increase/ decrease Main reasons for changes Accounts receivable 18,638 6,586 12,052 183.00% The credit was not due. Construction in progress 44,067 28,786 15,281 53.09% Mainly because investment on the thermo-electricity joint production project increased Short-term borrowings 20,754 3,990 16,764 420.16% Increase of capital needs for production and projects Taxes payable -1,902 -446 -1,456 326.60% Increase of the pending deduct VAT on purchase Non-current liabilities due within 1 year 16,000 9,500 6,500 68.42% In order to increase current funds in for export of high technical products in the Export-import Bank of China, the Company borrowed RMB 115,000,000 due within one year. Jan.-Sep. 2010 Same period of last year Increase/ decrease Ratio of increase/ decrease Main reasons for changes Investment income - 1,587 -1,587 -100.00% There were income from subsidiary disposal at the same period of last year. Non-operating income 117 539 -422 -78.24% There were income from disposal of fixed assets at the same period of last year Total profit 2,574 5,675 -3,101 -54.65% Considerable decrease of gross profit rate of leading products 3.2 Progress and influence of significant events, as well as the analysis on solutions □Applicable √Inapplicable 3.2.1 About non-standard opinion □Applicable √Inapplicable 3.2.2 The Company offer capital to the controlling shareholder or other related parties and provide external guarantees in violation of the prescribed procedures. □Applicable √Inapplicable 3.2.3 Signing contract and execution of contract on routine operation □Applicable √Inapplicable 3.2.4 Others □Applicable √Inapplicable 3.3 Fulfillment of the commitment made by the Company, shareholders and the actual controller □Applicable √Inapplicable 3.4 Warnings of possible losses or major changes of the accumulative net profitachieved during the period from year-begin to the end of the next report period compared with the same period of last year, as well as explanation on reasons √Applicable □Inapplicable Performance forecast Significant drop in the same direction 1 Jan. 2010-31 Dec. 2010 1 Jan. 2009-31 Dec. 2009 Increase/ decrease (%) Estimated accumulative net profit (RMB’0000) 0.00 -- 965.00 1,931.00 descend 50.00% -- 100.00% Basic earnings per share (RMB/share) 0.00 -- 0.0163 0.0325 descend 50.00% -- 100.00% Notes to performance forecast the weak agrochemical market may continue with overcapacity in the pesticide sector as a whole, which will make it difficult for the Company to sell products and will lead to a price drop for some products of the Company. 3.5 Other significant events 3.5.1 Particulars about securities investment □Applicable √Inapplicable 3.5.2 Particulars about receiving investigation & research, communication and interview in this report period In the report period, the Company was in strict compliance with the Guide of Shenzhen Stock Exchange on Fair Information Disclosure for Listed Companies. In progress of reception of calls from minority investors’ calls, the Company explained basic operating status, industrial development and supply & marketing of the Company with principle of fair, equity and publicity. The Company never selectively, secretly leaked significant information which was undisclosed to special object in advance, which kept fair of information disclosure. 3.6 Investment of financial derivatives □Applicable √Inapplicable 3.6.1 Financial derivatives held at the end of report period □Applicable √Inapplicable §4 Attachment 4.1 Balance Sheet Prepared by Hubei Sanonda Co., Ltd. 30 Sep. 2010 Unit: RMB Yuan Balance at period-end Balance at year-begin Items Consolidation Parent company Consolidation Parent company Current assets: Monetary capital 447,008,534.86 365,653,741.82 474,460,623.29 424,584,953.40Settlement funds Landings to banks or other financial institutions Transaction monetary assets Notes receivable 18,757,150.63 15,480,850.63 10,746,710.09 2,714,810.09 Accounts receivables 186,376,463.92 64,547,513.13 65,857,262.23 9,940,149.67 Prepayments 21,061,348.03 22,962,471.79 24,018,481.41 25,138,734.64 Premium receivables Receivables from reinsures Reinsurance contract reserve receivables Interest receivables Dividend receivables 3,275,227.72 Other receivables 20,457,653.95 146,209,510.74 19,220,669.32 97,072,583.33 Financial assets purchased under agreements to resell Inventories 263,471,444.93 220,289,161.32 198,762,663.23 146,279,805.97 Non-current assets due within 1 year Other current assets Total current assets 957,132,596.32 838,418,477.15 793,066,409.57 705,731,037.10 Non-current assets: Loans and advances Available-for-sale financial assets Investments held to maturity Long-term receivables Long-term equity investments 11,378,382.63 49,533,405.95 11,378,382.63 49,533,405.95 Investment properties 4,988,600.50 4,988,600.50 5,116,012.50 5,116,012.50 Fixed assets 735,738,025.91 684,481,024.61 778,661,093.09 728,578,456.14 Construction in progress 440,670,431.40 423,144,357.59 287,858,631.17 281,349,294.67 Construction materials Disposal of fixed assets 348,918.90 338,536.46 Production biological assets Oil-gas assets Intangible assets 147,478,392.04 134,122,973.02 150,488,348.86 136,774,286.23 Development expenditures goodwillLong-term deferred expenses Deferred tax assets 12,501,729.59 10,146,664.99 12,501,729.59 10,146,664.99 Other non-current assets Total non-current assets 1,353,104,480.97 1,306,755,563.12 1,246,004,197.84 1,211,498,120.48 Total assets 2,310,237,077.29 2,145,174,040.27 2,039,070,607.41 1,917,229,157.58 CURRENT LIABILITIES: Short-term borrowings 207,540,045.64 160,000,000.00 39,899,274.54 35,000,000.00 Borrowings from central bank Deposits received and held for others Borrowings from banks and other financial institutions Held-for-trading financial liabilities Notes payable 5,000,000.00 5,000,000.00 Accounts payable 114,392,631.16 71,562,086.54 116,941,353.00 66,229,596.12 Advances from customers 31,439,372.98 17,528,796.17 30,731,258.63 18,309,739.93 Financial assets sold under agreements to repurchase Fees and commissions payables Payroll payables 7,448,176.47 4,361,408.22 17,231,898.45 13,295,096.69 Taxes payable -19,020,806.24 -9,436,044.89 -4,458,696.03 2,208,088.91 Interest payables Dividend payables 349,463.30 349,463.30 349,463.30 349,463.30 Other payables 65,791,680.70 43,364,257.76 39,413,834.96 27,182,609.39 Accounts due to reinsurance Insurance contract reserves Receiving from vicariously traded securities Receiving from vicariously sold securities Non-current liabilities due within 1 year 160,000,000.00 160,000,000.00 95,000,000.00 95,000,000.00 Other current liabilities Total current liabilities 567,940,564.01 447,729,967.10 340,108,386.85 262,574,594.34 Non-current liabilities Long-term borrowings 606,560,000.00 606,560,000.00 579,560,000.00 579,560,000.00 Bonds payable Long-term payables 9,840,000.00 9,840,000.00 9,840,000.00 9,840,000.00Special payables Estimated liabilities Deferred tax liabilities Other non-current liabilities 9,209,677.27 6,990,000.00 9,209,677.27 6,990,000.00 Total non-current liabilities 625,609,677.27 623,390,000.00 598,609,677.27 596,390,000.00 Total liabilities 1,193,550,241.28 1,071,119,967.10 938,718,064.12 858,964,594.34 Owners’ equity (or shareholders’ equity) Paid-in capital (or share capital) 593,923,220.00 593,923,220.00 593,923,220.00 593,923,220.00 Capital surplus 271,591,478.35 268,447,075.77 271,591,478.35 268,447,075.77 Less: treasury stock Specific reserves 21,471,363.20 13,261,952.35 20,689,819.99 13,898,173.74 Surplus reserves 72,736,287.77 72,736,287.77 72,736,287.77 72,736,287.77 General risk provision Retained earnings 145,070,097.31 125,685,537.28 129,046,856.85 109,259,805.96 Foreign exchange difference Total owners’ equity attributable to holding company 1,104,792,446.63 1,074,054,073.17 1,087,987,662.96 1,058,264,563.24 Minority interest 11,894,389.38 12,364,880.33 Total owner’s equity 1,116,686,836.01 1,074,054,073.17 1,100,352,543.29 1,058,264,563.24 Total liabilities & owner’s equity 2,310,237,077.29 2,145,174,040.27 2,039,070,607.41 1,917,229,157.58 4.2 Income Statement as of this report period Prepared by Hubei Sanonda Co., Ltd. Jul.-Sep. 2010 Unit: RMB Yuan This report period Same period of last year Items Consolidation Parent company Consolidation Parent company 1. Total operation revenue 397,545,395.33 301,393,561.22 391,469,870.34 265,327,896.10 Including: sales revenue 397,545,395.33 301,393,561.22 391,469,870.34 265,327,896.10 Interest income 0.00 0.00 Premium income 0.00 0.00 Fee and commission income 0.00 0.00 2. Total operation cost 392,700,921.83 299,269,598.80 411,539,316.38 284,125,686.30 Including: cost of sales 347,691,756.04 265,051,536.21 351,295,507.34 244,357,782.68 Interest expenses 0.00 0.00 Service charges and commission expenses 0.00 0.00 Payments on surrenders 0.00 0.00Claim expenses-net 0.00 0.00 Provision for insurance contract reserve-net 0.00 0.00 Policyholder dividends 0.00 0.00 Reinsurance expenses 0.00 0.00 Business taxes and surcharges 190,082.69 12,426.94 1,225,233.28 456,284.08 Selling expenses 15,638,039.67 11,168,033.90 15,145,653.28 12,651,387.79 Administrative expenses 20,713,947.28 15,008,968.04 27,284,640.88 18,625,465.88 Financial expenses 9,490,417.98 8,028,633.71 7,969,488.58 8,161,319.07 Impairment loss -1,023,321.83 8,618,793.02 -126,553.20 Add: gain/loss from changes in fair value (“-” for loss) -254,028.41 -254,028.41 Gain/loss from investment (“-” for loss) 14,425,386.25 -11,673,119.32 Including: investment gain from associates and joint ventures 0.00 0.00 Gain/loss from foreign exchange difference (“-” for loss) 0.00 0.00 3. Operation profit (“-” for loss) 4,844,473.50 2,123,962.42 -5,898,088.20 -30,724,937.93 Add: non-operating incomes 326,473.30 43,138.00 2,729,661.78 13,303.80 Less: non-operating expenses 356,554.62 11,685.00 380,900.92 84,253.99 Including: loss from disposal of non-current assets 0.00 0.00 4. Total profit (“-” for total loss) 4,814,392.18 2,155,415.42 -3,549,327.34 -30,795,888.12 Less: income tax expenses 1,145,438.49 538,853.85 -4,689,403.16 -7,820,847.03 5. Net profit (“-” for total loss) 3,668,953.69 1,616,561.57 1,140,075.82 -22,975,041.09 Attributable to owners of parent company 3,613,543.38 1,616,561.57 1,947,346.35 -22,975,041.09 Minority interest 55,410.31 -807,270.53 0.00 6. Earnings per share (1) Basic EPS 0.0061 0.0033 0.00 (2) Diluted EPS 0.0061 0.0033 0.00 7. Other composite income 0.00 0.00 8. Total composite income 3,668,953.69 1,616,561.57 1,140,075.82 -22,975,041.09 Attributable to owners of parent company 3,613,543.38 1,616,561.57 1,947,346.35 -22,975,041.09 Attributable to minority shareholders 55,410.31 -807,270.53 0.00 4.3 Income statement as of the period from year-begin to the end of report period Prepared by Hubei Sanonda Co., Ltd. Jan.-Sep. 2010 Unit: RMB YuanThis report period Same period of last year Items Consolidation Parent company Consolidation Parent company 1. Total operation revenue 1,193,813,565.71 893,250,200.22 1,376,753,861.18 970,837,313.75 Including: sales revenue 1,193,813,565.71 893,250,200.22 1,376,753,861.18 970,837,313.75 Interest income Premium income Fee and commission income 2. Total operation cost 1,168,319,725.78 872,959,607.26 1,341,786,603.22 941,766,488.34 Including: cost of sales 1,028,061,805.10 772,977,391.93 1,161,832,163.33 822,220,315.65 Interest expenses Service charges and commission expenses Payments on surrenders Claim expenses-net Provision for insurance contract reserve-net Policyholder dividends Reinsurance expenses Business taxes and surcharges 1,334,547.69 725,629.33 1,726,137.33 472,052.11 Selling expenses 42,285,757.77 27,450,949.99 54,487,576.60 36,142,778.53 Administrative expenses 53,240,481.60 33,627,906.87 74,024,523.21 46,819,724.10 Financial expenses 33,981,044.80 31,339,638.02 35,507,374.19 33,497,929.86 Impairment loss 9,416,088.82 6,838,091.12 14,208,828.56 2,613,688.09 Add: gain/loss from changes in fair value (“-” for loss) 1,942,627.91 1,942,627.91 Gain/loss from investment (“-” for loss) 3,275,227.72 15,865,386.25 158,578.79 Including: investment gain from associates and joint ventures Gain/loss from foreign exchange difference (“-” for loss) 3. Operation profit (“-” for loss) 25,493,839.93 23,565,820.68 52,775,272.12 31,172,032.11 Add: non-operating incomes 1,172,872.00 470,540.03 5,389,464.85 116,533.14 Less: non-operating expenses 930,860.68 41,890.25 1,416,456.25 947,887.52 Including: loss from disposal of non-current assets 4. Total profit (“-” for total loss) 25,735,851.25 23,994,470.46 56,748,280.72 30,340,677.73 Less: income tax expenses 10,135,025.56 7,568,739.14 10,384,482.69 4,865,369.915. Net profit (“-” for total loss) 15,600,825.69 16,425,731.32 46,363,798.03 25,475,307.82 Attributable to owners of parent company 16,023,240.46 16,425,731.32 46,071,965.93 25,475,307.82 Minority interest -422,414.77 0.00 291,832.10 6. Earnings per share (1) Basic EPS 0.0270 0.0776 (2) Diluted EPS 0.0270 0.0776 7. Other composite income 0.00 0.00 8. Total composite income 15,600,825.69 16,425,731.32 46,363,798.03 25,475,307.82 Attributable to owners of parent company 16,023,240.46 16,425,731.32 46,071,965.93 25,475,307.82 Attributable to minority shareholders -422,414.77 0.00 291,832.10 0.00 4.4 Cash flow statement as of the period from year-begin to the end of report period Prepared by Hubei Sanonda Co., Ltd. Jan.-Sep. 2010 Unit: RMB Yuan This report period Same period of last year Items Consolidation Parent company Consolidation Parent company 1. Cash flows from operating activities Cash received from sales of goods or rending of services 981,222,159.69 719,759,220.81 1,163,928,486.23 902,798,596.64 Net increase of deposits received from and held for customers Net increase of borrowings from central bank Net increase of inter-bank loans from other financial institutions Cash received against original insurance contract Net Cash received from reinsurance Net increase of client deposits and investments Net increase in disposal of held-for-trading financial assets Interests, handling charges and commission received Net increase of inter-bank funds received Net increase of cash received under repurchasing Tax and fare refunded 34,764,433.34 27,913,224.94 13,185,559.35 8,308,471.59Other cash received from operating activities 43,593,526.36 16,729,892.70 46,105,093.37 43,687,149.29 Sub-total of cash inflow from operating activities 1,059,580,119.39 764,402,338.45 1,223,219,138.95 954,794,217.52 Cash paid for goods and services 926,342,793.52 711,652,585.33 902,689,734.92 667,473,233.39 Net increase of loans and advances Net increase of deposits in central bank, banks and other financial institutions Cash paid for original contract claim Cash paid for interests, fees and commissions Cash paid for policy dividends Cash paid to and for employees 73,359,658.47 58,501,802.78 80,078,807.71 52,583,445.30 Taxes and fares paid 21,421,077.03 14,018,583.30 80,025,775.49 64,319,446.28 Other cash paid relating to operating activities 101,644,216.45 52,650,011.32 97,530,909.32 66,409,161.10 Sub-total of cash outflows from operating activities 1,122,767,745.47 836,822,982.73 1,160,325,227.44 850,785,286.07 Net cash flow from operating activities -63,187,626.08 -72,420,644.28 62,893,911.51 104,008,931.45 2. Cash flows from investing activities Cash received from return of investments 3,036,457.50 3,036,457.50 Cash received from investment income 885,500.00 Net cash received from disposal of fixed assets, intangible assets and other long-term assets 116,800.87 68,984.87 3,569,562.00 55,721.00 Net cash received from disposal of subsidiaries and other operating units 10,000,000.00 10,000,000.00 6,111,428.39 6,111,428.39 Other cash received relating to investing activities 238,473.04 238,473.04 120,168.76 87,561.13 Sub-total of cash inflows of investing activities 10,355,273.91 10,307,457.91 12,837,616.65 10,176,668.02 Cash paid for acquiring fixed assets, intangible assets and other long-term assets 193,621,016.68 175,973,523.11 298,077,154.59 277,187,930.17 Cash paid for acquiring investments 15,600,000.00 Net increase of pledge loans Net cash paid for acquisition of subsidiaries and other operating units Other cash paid relating to investing activities 318,396.94 318,396.94 1,673,183.07 1,462,536.37 Sub-total of cash outflows of investing activities 193,939,413.62 176,291,920.05 299,750,337.66 294,250,466.54Net cash flow from investing activities -183,584,139.71 -165,984,462.14 -286,912,721.01 -284,073,798.52 3. Cash flows of financing activities Cash received from absorbing investments 4,900,000.00 Including: Cash received from minority shareholders of subsidiaries 4,900,000.00 Cash received from borrowings 507,474,801.94 410,000,000.00 715,752,278.26 585,000,000.00 Cash received from bonds issuing Other cash received relating to financing activities 4,664,022.65 4,133,978.31 7,107,221.37 6,330,554.85 Sub-total of cash inflows of financing activities 512,138,824.59 414,133,978.31 727,759,499.63 591,330,554.85 Cash paid for settling debts 247,834,030.84 193,000,000.00 353,308,789.08 243,000,000.00 Cash paid for distribution of dividends or profits or reimbursing interest 36,966,801.99 34,858,790.57 64,980,922.40 59,091,366.20 Including: dividends or profits paid to minority shareholders by subsidiaries 1,154,633.12 Other cash paid relating to financing activities 8,018,314.40 6,801,292.90 7,095,902.61 5,921,176.58 Sub-total of cash outflows of financing activities 292,819,147.23 234,660,083.47 425,385,614.09 308,012,542.78 Net cash flows of financing activities 219,319,677.36 179,473,894.84 302,373,885.54 283,318,012.07 4. Effect of foreign exchange rate changes 5. Net increase of cash and cash equivalents -27,452,088.43 -58,931,211.58 78,355,076.04 103,253,145.00 Add: cash and cash equivalents at the beginning of this period 474,460,623.29 424,584,953.40 562,832,319.76 490,154,426.30 6. Cash and cash equivalents at period-end 447,008,534.86 365,653,741.82 641,187,395.80 593,407,571.30 4.5 Auditor’s report Audit opinion: Unaudited Chairman of the Board: Li Zuorong Hubei Sanonda Co., Ltd. 21 Oct. 2010