Anhui Gujing Distillery Co., Ltd. The Third Quarterly Report 2011 §1 Important Notice 1.1 The Board of Directors, the Supervisory Committee, directors, supervisors and other senior management personnel of Anhui Gujing Distillery Co., Ltd. (hereinafter referred to as “the Company”) hereby guarantee that this report carries no false information, misleading statements or major omissions, and accept, individually and collectively, the responsibility for the factuality, accuracy and completeness of the information set forth herein. 1.2 The Financial Report of the third quarterly report has not been audited. 1.3 Mr. Yu Lin, Person-in-charge of the Company, Mr. Ye Changqing, Person-in-charge of the accounting work, and Ms. Xia Xueyun, Person-in-charge of the accounting organ (chief accountant) hereby confirm the factuality and completeness of the Financial Report in this quarterly report. §2. Company Profile 2.1 Main accounting data and financial indicators Unit: RMB Yuan As at 30 Sept. 2011 As at 31 Dec. 2010 Increase/decrease (%) Total assets (Yuan) 3,768,846,880.51 1,857,931,814.00 102.85 Owners’ equity attributable to 2,545,224,526.00 1,049,475,547.82 142.52 shareholders of listed company (Yuan) Share capital (Share) 251,800,000.00 235,000,000.00 7.15 Net assets per share attributable to shareholders of listed company (Yuan 10.11 4.47 126.17 /share) Increase/decrease Increase/decrease Jul.-Sept. 2011 Jan.-Sept. 2011 year-on-year (%) year-on-year (%) 2,236,809,095.2 Total operation income (Yuan) 653,511,425.46 67.92 79.59 8 Net profit attributable to shareholders of 62,552,049.05 76.50 350,499,527.91 145.40 listed company (Yuan) Net cash flows generated from operating - - 294,058,900.29 0.83 activities (Yuan) Net cash flows per share generated from - - 1.17 -5.65 operating activities (Yuan /share) Basic earnings per share (Yuan /share) 0.25 66.67 1.48 142.62 Diluted earnings per share (Yuan /share) 0.25 66.67 1.48 142.62 Weighted average return on net assets (%) 3.30 -0.78 19.50 2.46 Weighted average return on net assets after deducting extraordinary gains and losses 3.09 0.39 19.11 3.54 (%) Items of non-recurring gains and losses √Applicable □Inapplicable Unit: RMB Yuan Items of non-recurring gains and losses Amount Notes (If applicable) Net non-operating incomes and expenses 9,434,213.88 Effect on income tax -2,358,553.47 Total 7,075,660.41 - 2.2 Total number of shareholders and shareholding of top ten shareholders holding tradable shares Unit: share Total number of shareholders 11,493 Shareholding of top ten shareholders holding tradable shares Full name of shareholder Number of tradable shares held Type of share 1 at period-end Anhui Gujing Group Co., Ltd. 135,702,011 RMB ordinary shares Puning High Gain Industrial Limited 7,500,000 RMB ordinary shares GUOTAI JUNAN SECURITIES(HONGKONG) 5,184,152 Domestically listed foreign shares LIMITED KGI ASIA LIMITED 5,033,258 Domestically listed foreign shares China Merchants Securities (HK) Co., Ltd. 4,219,846 Domestically listed foreign shares UBS (LUXEMBOURG) S.A. 3,686,917 Domestically listed foreign shares TRIVEST CHINA FOCUS MASTER FUND 3,275,143 Domestically listed foreign shares Industrial and Commercial Bank of 2,881,253 RMB ordinary shares China-Galaxy Yintai Financing Dividend Fund Industrial and Commercial Bank of China-Soochow Jiahe Advanced Mixed Type 2,597,668 RMB ordinary shares Open-Ended Fund Agricultural Bank of China-Soochow Value 2,563,442 RMB ordinary shares Growth Double Power Stock Fund §3. Significant events 3.1 Particular about large-margin change in main item of accounting statement and financial indicator and reason for change √Applicable □Inapplicable A. Indicators in the balance sheet a. Monetary funds at the period-end increased 194.29% over the year-begin, which was mainly due to the arrival of the raised funds. b. Notes receivable at the period-end increased 347.43% over the year-begin, which was mainly because income increased and more transactions were settled with notes. c. Accounts receivable at the period-end increased 215.15% over the year-begin, which was mainly because the sales income increased. d. Prepayments at the period-end increased 1998.54% over the year-begin, which was mainly because the Company prepaid for advertising and materials and the cost incurred by the seasonal production halt was recorded into the to-be-deferred expenses. e. Intangible assets at the period-end increased 61.17% over the year-begin, which was mainly due to the land purchased for the projects. f. Accounts received in advance at the period-end increased 304.00% over the year-begin, which was mainly because operating revenues increased and advances from customers for products sold to them increased accordingly. g. Other payables at the period-end increased 57.25% over the year-begin, which was mainly because guarantee deposits received increased along with the growth of the sales volume and the extensive repair fee during the seasonal production halt was not yet paid. B. Indicators in the income statement a. Operating revenues for the reporting period increased 79.59% over the same period of last year, which was mainly because the sales volume of distilled spirit increased. b. Operating costs for the reporting period increased 54.57% over the same period of last year, which was mainly due to the sales growth. c. Business tax and surtaxes for the reporting period increased 88.85% over the same period of last year, which was mainly due to the sales growth. d. Selling expense for the reporting period increased 67.56% over the same period of last year, which was mainly because the Company increased its input to advertising and market expansion. e. Financial expense for the reporting period decreased 289.09% over the same period of last year, which was mainly due to the increase of the service fees charged by the Company for notes and the interest on savings. f. Income tax expense for the reporting period increased 188.50% over the same period of 2 last year, which was mainly due to the growth of the total profit. 3.2 Progress and influence of significant events, as well as the analysis on solutions 3.2.1 Concerning non-standard audit opinions □Applicable √Inapplicable 3.2.2 Whether the Company provided funds for the controlling shareholder or its related parties or provided guarantees for external parties in violation of prescribed procedures □Applicable √Inapplicable 3.2.3 Signing and execution of significant contracts concerning the routine operation □Applicable √Inapplicable 3.2.4 Others (The project progress of investment by raised capital) √Applicable □Inapplicable Unit: RMB Ten Thousand Accumulative The progress of Estimated investment investment during investment up to the Whether the project Project name (1) the reporting period period-end changes or not (2) (%)(3)=(2)/(1) 1. Technological Transform on the Brewage of High-quality Base 12,194.42 2,344.71 19.23 No Spirits 2. Construction of Base Spirit Blending & Filling Centre and 65,921.06 2,044.82 3.10 No Ancillary Facilities 3. Construction of Marketing 27,500.00 6,634.60 24.13 No Network 4. Brand Promotion 17,000.00 600 3.53 No Total 122,615.48 11,624.13 9.48 No 3.3 Fulfillment of commitments made by the Company, shareholders and the actual controller Commitments made by the Company, its directors, supervisors, senior executives, shareholders with an over 5% shareholding, actual controller and other stakeholders during the reporting period, or such commitments carried down into the reporting period: √Applicable □Inapplicable Commitment Promisor Contents of commitment Implementation The Board of Directors of the Company will strictly abide by the Company Law, Securities Law, the Administration on Securities Issuance of Listed Company and other laws, regulations and rules, as well as the stipulations from CSRC. Besides, it makes the following commitment since the offering day of the new adding stocks from the private issuance: (1) It commits to publish its periodical report and disclose all information with significant influence on the investors truly, accurately, completely, fairly and timely, as well as accept the supervision and administration from CSRC and Shenzhen Stock Exchange. Commitment The (2) It commits to declare publicly on any information appears in the public made in the Fulfilled Company medias with possible misleading influence on the Company’s stock price after its issuance awareness. (3) It commits that the Company’s directors, supervisors and other senior management personnel will sincerely heard of the opinions and criticism from the public, and won’t directly or indirectly engage in the activities of trading the Company’s stocks by using the inside information and other illegal ways. The Company hereby guarantees that there is no false information or major omissions in the documents submitted to the Shenzhen Stock Exchange, and it won’t disclose any relevant information without the approval from Shenzhen Stock Exchange during the period of application for listing. 3.4 Warnings of possible losses or major changes of the accumulative net profit achieved during the period from year-begin to the end of the next reporting period compared with the same period of last year, as well as explanation on reasons 3 □Applicable √Inapplicable 3.5 Other significant events that need to be explained 3.5.1 Investments into securities □Applicable √Inapplicable 3.5.2 Researches, interviews and visits received in the reporting period Main discussion and materials Time Place Way of reception Visitor provided by the Company The Company’s overall operation 5 Jul. 2011 The Company Field research Bosera Funds status Research Institute of The Company’s overall operation 5 Jul. 2011 The Company Field research Sinolink Securities status The Company’s overall operation 5 Jul. 2011 The Company Field research Sinolink Securities Co., Ltd. status Fortune SG Fund The Company’s overall operation 5 Jul. 2011 The Company Field research Management Co., Ltd. status Bank of Communications The Company’s overall operation 5 Jul. 2011 The Company Field research Schroders Fund status Management Co., Ltd. ABC-CA Fund Management The Company’s overall operation 5 Jul. 2011 The Company Field research Co., Ltd. status 3.6 Investment on derivative products □Applicable √Inapplicable 3.6.1 Number of derivative products held at the end of the reporting period □Applicable √Inapplicable §4 Attachments 4.1 Balance Sheet Prepared by Anhui Gujing Distillery Company Limited 30 Sept. 2011 Unit: (RMB) Yuan Balance as at 30 Sept. 2011 Balance as at 31 Dec. 2010 Items Consolidation The Company Consolidation The Company Current assets: Monetary capital 1,892,968,677.42 1,794,596,176.91 643,231,404.42 480,737,398.56 Settlement funds Outgoing call loans Transaction financial assets Notes receivable 429,674,875.08 429,374,875.08 96,030,755.37 95,501,941.37 Accounts receivables 40,397,641.16 102,887.50 12,818,732.56 141,180.50 Prepayments 38,393,022.13 17,591,753.80 1,829,510.94 1,204,384.85 Premium receivables Receivables from reinsures Reinsurance contract reserve receivables Interest receivables Dividend receivables Other receivables 55,761,590.84 242,314,763.94 77,890,785.60 267,012,565.97 Financial assets purchased under agreements to resell Inventories 562,037,815.91 511,148,730.04 452,879,486.68 415,921,177.10 Non-current assets due within 1 year Other current assets Total current assets 3,019,233,622.54 2,995,129,187.27 1,284,680,675.57 1,260,518,648.35 4 Non-current assets: Loan and payment on other’s behalf disbursed Available-for-sale financial assets Investments held to maturity Long-term receivables Long-term equity investments 217,991,408.32 227,891,408.32 Investment properties 41,414,747.89 41,414,747.89 45,302,486.98 45,302,486.98 Fixed assets 337,865,724.20 133,067,610.93 340,073,469.76 124,128,116.13 Construction in progress 98,266,435.29 89,405,060.58 9,044,377.55 6,563,500.47 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 248,927,104.06 124,232,162.62 154,446,392.29 27,308,645.11 R & D expense Goodwill Long-term deferred expenses 1,106,735.13 1,106,735.13 1,770,776.25 1,770,776.25 Deferred income tax assets 22,032,511.40 21,216,726.81 22,613,635.60 21,187,756.69 Other non-current assets Total non-current assets 749,613,257.97 628,434,452.28 573,251,138.43 454,152,689.95 Non-current assets: 3,768,846,880.51 3,623,563,639.55 1,857,931,814.00 1,714,671,338.30 Current liabilities: Short-term borrowings Borrowings from central bank Deposits received and held for others Call loan received Trading financial liabilities Notes payable Accounts payable 159,324,365.26 122,169,664.25 125,477,892.08 114,914,319.09 Advances from customers 369,625,273.03 877,988,090.48 91,491,403.51 300,050,355.69 Financial assets sold under agreements to repurchase Handling charges and commissions payable Payroll payables 121,765,114.26 61,896,417.44 125,967,749.54 74,580,660.62 Taxes payable 371,260,946.07 263,995,043.17 334,701,132.86 226,903,366.29 Interest payables Dividend payables Other payables 196,582,095.01 84,059,966.21 125,010,186.17 55,588,232.84 Accounts due to reinsurance Insurance contract reserves Trusted trading of securities Trusted selling of securities Non-current liabilities due within 1 year 5 Other current liabilities 314,447.05 215,750.00 1,257,788.19 863,000.00 Total current liabilities 1,218,872,240.68 1,410,324,931.55 803,906,152.35 772,899,934.53 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Special payables Estimated liabilities Deferred tax liabilities Other non-current liabilities 4,750,113.83 4,351,000.00 4,550,113.83 4,151,000.00 Total non-current liabilities 4,750,113.83 4,351,000.00 4,550,113.83 4,151,000.00 Total liabilities 1,223,622,354.51 1,414,675,931.55 808,456,266.18 777,050,934.53 Owners’ equity (or shareholders’ equity) Paid-in capital (or share capital) 251,800,000.00 251,800,000.00 235,000,000.00 235,000,000.00 Capital surplus 1,546,738,493.19 1,498,962,107.35 336,039,042.92 288,262,657.08 Less: treasury stock Specific reserves Surplus reserves 97,283,190.70 92,180,930.43 97,283,190.70 92,180,930.43 General risk provision Retained earnings 649,402,842.11 365,944,670.22 381,153,314.20 322,176,816.26 Foreign exchange difference Total owners’ equity 2,545,224,526.00 2,208,887,708.00 1,049,475,547.82 937,620,403.77 attributable to the Company Minority interest Total owner’s equity 2,545,224,526.00 2,208,887,708.00 1,049,475,547.82 937,620,403.77 Total liabilities & owner’s equity 3,768,846,880.51 3,623,563,639.55 1,857,931,814.00 1,714,671,338.30 4.2 Income statement for Jul.-Sept. 2011 Prepared by Anhui Gujing Distillery Company Limited Jul.-Sept. 2011 Unit: (RMB) Yuan Jul.-Sept. 2011 Jul.-Sept. 2010 Items Consolidation The Company Consolidation The Company I. Total operation revenue 653,511,425.46 382,667,301.19 389,188,006.94 225,109,797.74 Including: sales revenue 653,511,425.46 382,667,301.19 389,188,006.94 225,109,797.74 Interest income Premium income Handling charges and commission income II. Total operation cost 550,419,056.58 329,617,960.13 343,995,427.67 201,266,953.84 Including: cost of sales 157,533,930.40 156,939,025.33 122,252,811.86 118,303,337.16 Interest expenses Handling charges and commission expenses Insurance discharge payment Claim expenses-net Provision for insurance contract reserve-net 6 Insurance policy dividends paid Reinsurance expenses Business taxes and 106,827,863.03 101,684,353.13 53,873,396.73 50,530,109.52 surcharges Sales expenses 188,942,135.49 114,336,215.69 Administrative expenses 107,476,445.72 76,852,821.47 70,453,023.28 48,870,891.01 Financial expenses -10,196,867.10 -5,459,072.86 -1,670,692.75 -1,188,056.71 Impairment loss -164,450.96 -399,166.94 -15,249,327.14 -15,249,327.14 Add: gain/loss from changes in fair value (“-” for loss) Gain/loss from investment 103,305.94 8,078,441.21 (“-” for loss) Including: investment gain from associates and joint ventures Gain/loss from foreign exchange difference (“-” for loss) III. Operation profit (“-” for 103,092,368.88 53,049,341.06 45,295,885.21 31,921,285.11 loss) Add: non-operating incomes 4,319,567.16 2,075,780.55 6,537,271.36 2,947,545.70 Less: non-operating expenses 515,954.65 468,674.95 2,174,140.59 Including: loss from disposal 110,112.01 of non-current assets IV. Total profit (“-” for total 106,895,981.39 54,656,446.66 49,659,015.98 34,868,830.81 loss) Less: income tax expenses 44,343,932.34 32,024,572.57 14,218,114.70 7,643,307.70 V. Net profit (“-” for total loss) 62,552,049.05 22,631,874.09 35,440,901.28 27,225,523.11 Attributable to owners of the 62,552,049.05 22,631,874.09 35,440,901.28 27,225,523.11 Company Minority interest VI. Earnings per share (I) Basic EPS 0.25 0.09 0.15 0.12 (II) Diluted EPS 0.25 0.09 0.15 0.12 Ⅶ. Other composite income Ⅷ. Total composite income 62,552,049.05 22,631,874.09 35,440,901.28 27,225,523.11 Attributable to owners of the 62,552,049.05 22,631,874.09 35,440,901.28 27,225,523.11 Company Attributable to minority shareholders 4.3 Income statement for Jan.-Sept. 2011 Prepared by Anhui Gujing Distillery Company Limited Jan.-Sept. 2011 Unit: (RMB) Yuan Jan.-Sept. 2011 Jan.-Sept. 2010 Items Consolidation The Company Consolidation The Company I. Total operation revenue 2,236,809,095.28 1,308,864,788.23 1,245,535,379.90 719,893,735.46 Including: sales revenue 2,236,809,095.28 1,308,864,788.23 1,245,535,379.90 719,893,735.46 Interest income Premium income Handing charges and 7 commission income II. Total operation cost 1,745,007,927.66 1,104,779,620.71 1,063,457,729.79 639,521,711.43 Including: cost of sales 562,689,535.70 550,526,074.94 364,041,229.40 330,335,551.83 Interest expenses Handling charges and commission expenses Insurance discharge payment Claim expenses-net Provision for insurance contract reserve-net Insurance policy dividends paid Reinsurance expenses Business taxes and 346,301,935.24 327,956,330.16 183,377,061.73 172,431,855.54 surcharges Sales expenses 525,946,515.09 313,876,643.31 Administrative expenses 330,451,416.95 237,261,748.53 222,376,112.51 154,873,703.69 Financial expenses -20,692,448.82 -10,681,246.45 -5,318,203.52 -3,224,285.99 Impairment loss 310,973.50 -283,286.47 -14,895,113.64 -14,895,113.64 Add: gain/loss from changes in fair value (“-” for loss) Gain/loss from investment 299,516.89 982,590.49 8,724,094.86 (“-” for loss) Including: investment gain from associates and joint ventures Gain/loss from foreign exchange difference (“-” for loss) III. Operation profit (“-” for 491,801,167.62 204,384,684.41 183,060,240.60 89,096,118.89 loss) Add: non-operating incomes 10,236,356.89 3,977,137.62 15,714,385.62 10,750,103.46 Less: non-operating expenses 802,143.01 597,798.00 3,699,162.48 1,466,135.05 Including: loss from disposal 232,869.20 1,394,204.42 27,794.00 of non-current assets IV. Total profit (“-” for total 501,235,381.50 207,764,024.03 195,075,463.74 98,380,087.30 loss) Less: income tax expenses 150,735,853.59 81,746,170.07 52,247,572.42 24,290,776.50 V. Net profit (“-” for total loss) 350,499,527.91 126,017,853.96 142,827,891.32 74,089,310.80 Attributable to owners of the 350,499,527.91 126,017,853.96 142,827,891.32 74,089,310.80 Company Minority interest VI. Earnings per share (I) Basic EPS 1.48 0.53 0.61 0.32 (II) Diluted EPS 1.48 0.53 0.61 0.32 Ⅶ. Other composite income Ⅷ. Total composite income 350,499,527.91 126,017,853.96 142,827,891.32 74,089,310.80 Attributable to owners of the 350,499,527.91 126,017,853.96 142,827,891.32 74,089,310.80 Company Attributable to minority shareholders 8 4.4 Cash flow statement for Jan.-Sept. 2011 Prepared by Anhui Gujing Distillery Company Limited Jan.-Sept. 2011 Unit: (RMB) Yuan Jan.-Sept. 2011 Jan.-Sept. 2010 Items Consolidation The Company Consolidation The Company I. Cash flows from operating activities Cash received from sales of 1,954,017,295.85 1,478,644,259.14 1,278,479,212.13 837,242,664.86 goods or rendering of services 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 transaction financial assets Interests, handling charges and commission received Net increase of call loan Net increase of cash received under repurchasing Tax and fare refunded 485,555.14 1,341,681.06 Other cash received from 65,271,170.03 42,274,744.45 55,659,503.36 20,227,943.12 operating activities Sub-total of cash inflow 2,019,774,021.02 1,520,919,003.59 1,335,480,396.55 857,470,607.98 from operating activities Cash paid for goods and 400,849,470.37 434,035,249.69 395,665,651.63 256,462,222.02 services Net increase of loans and advances from customers Net increase of deposits in central bank, banks and other financial institutions Cash paid for original contract claim Cash paid for interests, handling charges and commissions Cash paid for policy dividends Cash paid to and for 259,835,430.08 143,108,474.54 138,994,805.20 83,288,877.29 employees Taxes and fares paid 796,294,161.70 552,809,703.78 412,992,928.99 271,978,152.74 Other cash paid relating to 268,736,058.58 51,986,772.18 96,194,803.56 17,967,888.45 operating activities Sub-total of cash outflows 1,725,715,120.73 1,181,940,200.19 1,043,848,189.38 629,697,140.50 9 from operating activities Net cash flow from 294,058,900.29 338,978,803.40 291,632,207.17 227,773,467.48 operating activities II. Cash Flows from investing activities Cash received from 9,900,000.00 investment retractions Cash received from 982,590.49 8,724,094.86 investment income Net cash received from disposal of fixed assets, intangible 1,122,546.24 242,235.55 14,215,842.23 14,207,842.23 assets and other long-term assets Net cash received from disposal of subsidiaries and other operating units Other cash received relating to investing activities Sub-total of cash inflows 1,122,546.24 10,142,235.55 15,198,432.72 22,931,937.09 of investing activities Cash paid for acquiring fixed assets, intangible assets and other 190,647,040.30 180,465,127.37 27,777,939.79 13,579,607.44 long-term assets Cash paid for acquiring investments Net increase of pledge loans Net cash paid for acquisition of subsidiaries and other operating units Other cash paid relating to investing activities Sub-total of cash outflows 190,647,040.30 180,465,127.37 27,777,939.79 13,579,607.44 of investing activities Net cash flow from -189,524,494.06 -170,322,891.82 -12,579,507.07 9,352,329.65 investing activities III. Cash Flows from financing activities: Cash received from 1,227,499,450.27 1,227,499,450.27 absorbing investments Including: Cash received from minority shareholders of subsidiaries Cash received from borrowings Cash received from bonds issuing Other cash received relating to financing activities Sub-total of cash inflows 1,227,499,450.27 1,227,499,450.27 of financing activities Cash paid for settling debts 5,000,000.00 5,000,000.00 Cash paid for distribution of dividends or profits or 82,296,583.50 82,296,583.50 82,608,627.58 82,608,627.58 reimbursing interest Including: dividends or profits paid to minority shareholders by subsidiaries Other cash paid relating to 10 financing activities Sub-total of cash outflows 82,296,583.50 82,296,583.50 87,608,627.58 87,608,627.58 of financing activities Net cash flows of 1,145,202,866.77 1,145,202,866.77 -87,608,627.58 -87,608,627.58 financing activities IV. Effect of foreign exchange rate on cash and cash equivalents V. Net decrease in cash and cash 1,249,737,273.00 1,313,858,778.35 191,444,072.52 149,517,169.55 equivalents Add : Opening amount of 643,231,404.42 480,737,398.56 361,051,750.67 279,382,070.44 cash and cash equivalents VI. Closing balance of cash and 1,892,968,677.42 1,794,596,176.91 552,495,823.19 428,899,239.99 cash equivalents 4.5 Auditor’s report Audit opinion: Unaudited 11