Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 1 Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) §1 Important Declaration 1.1 The Board of Directors and the directors of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. 1.2 The financial statements carried in this report are not audited. 1.3 Chairman of the Board – Mr. Yu Tiancheng, Chief Financial Officer – Mr. Kang Wei, and Head of Accounting Dept. – Mr. Zuo Zhanguo hereby declare: the authenticity and integrality of the report are guaranteed. This report is prepared both in English and Chinese. When there is any conflict in understanding, the Chinese version shall prevail. §2 Company Profile 2.1 Financial highlights In RMB Yuan Ended this report term Ended previous year Changed by (%) Gross Assets 33,853,393,595.97 32,722,333,254.16 3.46% Owners’ Equity Attributable to the Parent Company 15,870,468,120.59 15,826,633,584.69 0.28% Share capital 3,136,000,000.00 3,136,000,000.00 Net asset per share attributable to the owners of the parent company 5.0607 5.0468 0.28% This report term Same period last year Changed by (%) Turnover 8,449,109,927.05 8,965,777,446.38 -5.76% Net profit attributable to the owners of parent company 43,834,535.90 402,286,898.67 -89.10% Cash flow generated by business operation, net 2,091,911,058.43 336,602,839.79 521.48% Net Cash flow per share generated by business operation 0.6671 0.1073 521.71% Basic gains per share 0.0140 0.1283 -89.09% Diluted gains per share 0.0140 0.1283 -89.09% Net earnings / asset 0.28% 2.35% -2.07% Net earnings / capital ratio after deducting of non-recurring gain/loss 0.27% 2.33% -2.06% Non-recurring gain and loss items Amount of the period from the beginning of year to the end of report term Gain/loss from debt reorganization 1,132,607.85 Other non-business income and expenditures other than the above 808,871.98 Influenced amount of income tax -485,369.96 Total 1,456,109.87 Statements on non-recurring gain/loss items: Non-recurring gains of the term were mainly the debt reorganizing gains.Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 2 2.2 Total of shareholders and the top 10 holders of unconditional shares in Shares Total shareholders at the end of the report period (accounts) 73,806 Top ten holders of the shares without subscription limitation Full name of shareholder Amount of unconditional shares held at the end of report term Categories Benxi Steel (Group) Ltd. 56,800,000 RMB common shares DREYFUS PIFI-DREYFUS PREMIER GREATER CHINA 44,875,855 Foreign shares placed in domestic exchange GOVERNMENT OF SINGAPORE INV. CORP.- A/C "C" 33,939,158 Foreign shares placed in domestic exchange GSIC A/C MONETARY AUTHORITY OF SINGAPORE 14,345,705 Foreign shares placed in domestic exchange China Construction Bank – Shangtou Morgan China Advantage Securities Investment Fund 11,676,600 RMB common shares APS CHINA ALPHA FUND 4,616,701 Foreign shares placed in domestic exchange BOCHK INVESTMENT FUNDS-BOCHK CHINA GOLDEN DRAGON FUND 4,499,952 Foreign shares placed in domestic exchange China Everbright Bank Ltd. – Guotou Ruiying Stock Investment Fund 4,364,717 Foreign shares placed in domestic exchange DWS INVEST-DWS INVEST CHINESE EQUITIES 4,280,498 Foreign shares placed in domestic exchange RENAISSANCE CHINA PLUS FUND 3,760,556 Foreign shares placed in domestic exchange §3 Significant Events 3.1 Details and causations of major change in major accounting subjects and financial indices √ applicable □ not applicable ● In the consolidated financial statements, main items which changed for over 30% comparing with the end of 2008 and causations I. Balance Sheet Items Rate of change Cause of change Monetary capital 78.08% Increasing of financing in the term Notes payable 71.18% Increasing of note financing, the costs are lowered Tax payable 112.41% Transforming of VAT ● In the consolidated financial statements, main items which changed for over 30% comparing between Jan and Mar 2008 and causations II. Income Statement Items Rate of change Cause of change Business tax and surcharge -80.91% Transforming of VAT Sales expense -59.38% Decreasing of export, tariffs, and freight Non-business income -51.94% Decreasing of gains from debt reorganizing in the report term 3.2 Progress of significant events, their influence, countermeasures, and analysis □applicable √ not applicableBengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 3 3.3 Fulfilling of commitment issues made by the Company, shareholder, or substantial controller √ applicable □ not applicable Commitments Content of Commitments Status of fulfilling Commitment in share equity relocation (1) Since the date when the right of trading being granted, the controlling shareholder shall not put the shares it holds in the market within at least 24 months. While shall not sell the shares more than 5% of the total shares held between 24 months to 36 months. (2) The Company has issued new A shares privately to Bengang Group to purchase its steel & iron assets. Bengang Group committed not to put the newly placed shares in the market or sell to others in 36 months since the date when the share registration is done. (Except for transferring to strategic investors by ways approved by the national policies, however the undertaker should takeover the commitment made by Bengang Group.) (3) From completion day of this acquisition up to the end of 2010, Bengang Group will hold not lower than 65% of the Company’s shares (Except for transferring to strategic investors by ways approved by the national policies, however the undertaker should takeover the commitment made by Bengang Group.) (4) When Bengang disposes or transfers the Company’s shares before 2010, the transaction price shall not be lower than the net asset per share provided by the latest auditing report. Bengang Group committed to put the gains from transferring or disposing of the shares to the Company if the shares were transferred or disposed with violating of the above commitments. (5) Bengang Group promises to compensate other shareholders’ losses when above commitments are not fulfilled or not completely fulfilled. The commitments are under processing at present and no breaching of commitment has occurred. Commitment of not to sell the shares The first releasing of conditional shares was 56800000 shares in 2008. Bengang Group promises not to put these shares into circulation in six months since the day of releasing (April 29, 2008). Expired Commitment made in acquisition report or equity alternation report None None Commitment made in major asset restructuring None None Commitment made at issuing None None Other commitment (including supplementary commitment) None None 3.4 Estimated accumulative profit from the year beginning to the end of the next report period may be of deficits; or in comparison with the same period of the previous year, give the warning of great change and the notice to the reasons. □applicable √ not applicable 3.5 Major events needs to be explained 3.5.1 Investment in securities □applicable √ not applicable 3.5.2 Reception of investigations, communications, or interviews No such investigation, communication or visiting happened in the report term.Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 4 3.5.3 Statement on other significant issues □applicable √ not applicable §4 Attachments 4.1 Balance Sheet Prepared by: Bengang Steel Plates Co., Ltd. March 31 2009 RMB Yuan Items ConBsaollaindcaete adt the Penadre onft tceormmp any CBoalnasnocleid aatt ethde begPinarneinntg coofm ypeaanr y Current asset: Monetary capital 3,954,770,058.67 3,895,987,891.14 2,220,835,995.51 2,209,824,428.24 Settlement provision Outgoing call loan Transactional financial assets Notes receivable 819,214,332.63 794,020,106.99 849,900,747.04 837,453,565.97 Account receivable 509,408,309.49 520,470,571.99 507,305,392.11 518,376,780.61 Prepayment 1,735,094,378.81 1,629,039,694.08 1,572,141,296.94 1,466,086,612.21 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable 7,255,724.59 7,255,724.59 7,255,724.59 7,255,724.59 Dividend receivable Other account receivable 115,245,003.99 215,988,206.01 111,144,143.81 185,904,884.86 Repurchasing of financial assets Inventories 6,774,511,252.89 6,629,575,585.07 7,859,743,442.03 7,586,045,815.48 Non-current asset due in 1 year Other current asset 191,775,764.22 182,211,823.73 191,775,764.22 182,211,823.73 Total of current asset 14,107,274,825.29 13,874,549,603.60 13,320,102,506.25 12,993,159,635.69 Non-current assets Loans and payment on other’s behalf disbursed Disposable financial asset Expired investment in possess Long-term receivable Long-term share equity investment 62,100,529.68 56,100,529.68 Investment real estate Fixed assets 14,685,207,019.59 14,682,805,179.35 15,114,030,741.42 15,111,510,961.84 Construction in process 4,354,453,399.94 4,354,453,399.94 3,871,536,579.58 3,871,536,579.58 Engineering goods 300,697,319.05 300,697,319.05 10,902,394.81 10,902,394.81 Fixed asset disposal Production physical assets Gas & petrol Intangible assets R&D expense Goodwill Long-term amortizable expenses Differed income tax asset 405,761,032.10 403,792,692.38 405,761,032.10 403,792,692.38 Other non-current asset Total of non-current assets 19,746,118,770.68 19,803,849,120.40 19,402,230,747.91 19,453,843,158.29 Total of assets 33,853,393,595.97 33,678,398,724.00 32,722,333,254.16 32,447,002,793.98 Current liabilities Short-term loans 3,922,380,000.00 3,922,380,000.00 2,887,352,200.00 2,887,352,200.00 Loan from Central Bank Deposit received and hold for others Call loan received Trade off financial liabilities Notes payable 3,157,736,098.36 3,157,736,098.36 1,844,612,512.13 1,844,612,512.13 Account payable 5,308,957,492.95 5,126,934,763.56 6,894,797,428.30 6,812,978,403.70 Prepayment received 2,441,947,558.41 2,534,174,412.28 2,018,405,589.55 1,857,162,119.04 Selling of repurchased financial assetsBengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 5 Fees and commissions receivable Employees’ wage payable 301,413,351.46 301,413,351.46 321,360,373.18 321,360,373.18 Tax payable 31,242,828.35 27,170,995.02 -251,596,127.71 -254,028,564.17 Interest payable Dividend payable Other account payable 687,087,960.65 615,448,209.00 698,210,191.67 674,126,990.12 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Non-current liability due in 1 year 101,613,443.59 101,613,443.59 448,753,264.40 448,753,264.40 Other current liability Total of current liability 15,952,378,733.77 15,786,871,273.27 14,861,895,431.52 14,592,317,298.40 Non-current liabilities Long-term borrowings 2,015,235,262.86 2,015,235,262.86 2,018,558,759.20 2,018,558,759.20 Bond payable Long-term payable Special payable 8,566,000.00 8,566,000.00 8,500,000.00 8,500,000.00 Expected liabilities Differed income tax liability Other non-recurring liabilities 6,745,478.75 6,745,478.75 6,745,478.75 6,745,478.75 Total of non-current liabilities 2,030,546,741.61 2,030,546,741.61 2,033,804,237.95 2,033,804,237.95 Total of liability 17,982,925,475.38 17,817,418,014.88 16,895,699,669.47 16,626,121,536.35 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 3,136,000,000.00 3,136,000,000.00 3,136,000,000.00 3,136,000,000.00 Capital reserves 8,736,261,134.76 8,736,261,134.76 8,736,261,134.76 8,736,261,134.76 Less: Shares in stock Surplus reserves 921,277,509.22 921,277,509.22 921,277,509.22 921,277,509.22 Common risk provision Retained profit 3,076,929,476.61 3,067,442,065.14 3,033,094,940.71 3,027,342,613.65 Different of foreign currency translation Total of owner’s equity belong to the parent company 15,870,468,120.59 15,860,980,709.12 15,826,633,584.69 15,820,881,257.63 Minor shareholders’ equity Total of owners’ equity 15,870,468,120.59 15,860,980,709.12 15,826,633,584.69 15,820,881,257.63 Total of liabilities and owners’ equity 33,853,393,595.97 33,678,398,724.00 32,722,333,254.16 32,447,002,793.98Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 6 4.2 Income Statement Prepared by: Bengang Steel Plates Co., Ltd. Jan-Mar 2009 RMB Yuan Items CAonmsooluindta toefd the CPaurrerennt tc Tomerpma ny CAomnsooulindta otef dth e PPraerveinotu cs oTmerpman y I. Total revenue 8,449,109,927.05 8,102,956,494.72 8,965,777,446.38 8,166,353,159.05 Incl. Business income 8,449,109,927.05 8,102,956,494.72 8,965,777,446.38 8,166,353,159.05 Interest income Insurance fee earned Fee and commission received II. Total business cost 8,392,949,524.81 8,051,266,545.71 8,433,729,905.69 7,649,291,500.45 Incl. Business cost 7,666,391,529.87 7,342,615,698.32 7,481,010,726.62 6,717,916,903.04 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 9,609,595.16 9,172,466.87 50,345,271.63 50,071,296.40 Sales expense 68,046,065.01 54,326,185.52 167,515,184.50 150,987,588.97 Administrative expense 597,312,664.19 593,532,997.35 665,357,484.00 660,736,185.50 Financial expenses 51,589,670.58 51,619,197.65 69,501,238.94 69,579,526.54 Asset impairment loss Plus: Gains from change of fair value (“-“ for loss) Investment gain (“-“ for loss) Incl. Investment gains from affiliates Gains from currency exchange (“-“ for loss) III. Operational profit (“-“ for loss) 56,160,402.24 51,689,949.01 532,047,540.69 517,061,658.60 Plus: Non business income 1,954,229.83 1,775,986.31 4,066,051.74 3,386,051.74 Less: Non-business expenses 12,750.00 80,069.00 80,069.00 Incl. Loss from disposal of non-current assets IV. Gross profit (“-“ for loss) 58,101,882.07 53,465,935.32 536,033,523.43 520,367,641.34 Less: Income tax expenses 14,267,346.17 13,366,483.83 133,746,624.76 130,091,910.34 V. Net profit (“-“ for net loss) 43,834,535.90 40,099,451.49 402,286,898.67 390,275,731.00 Net profit attributable to the owners of parent company 43,834,535.90 40,099,451.49 402,286,898.67 390,275,731.00 Minor shareholders’ equity VI. Earnings per share: (I) Basic earnings per share 0.0140 0.0128 0.1283 0.1245 (II) Diluted earnings per share 0.0140 0.0128 0.1283 0.1245Bengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 7 4.3 Cash Flow Statement Prepared by: Bengang Steel Plates Co., Ltd. Jan-Mar 2009 RMB Yuan Amount of the Current Term Amount of the Previous Term Items Consolidated Parent company Consolidated Parent company I. Net cash flow from business operation Cash received from sales of products and providing of services 7,015,736,389.00 6,938,422,529.68 7,749,721,204.48 7,742,791,071.56 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 50,000.00 680,000.00 Other cash received from business operation 31,092,843.90 30,690,733.42 40,560,374.96 32,656,176.45 Sub-total of cash inflow from business activities 7,046,879,232.90 6,969,113,263.10 7,790,961,579.44 7,775,447,248.01 Cash paid for purchasing of merchandise and services 4,331,564,791.33 4,311,564,791.33 6,308,188,120.04 6,308,188,120.04 Net increase of client trade and advance Net increase of savings in central bank and brother company 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 418,821,108.38 417,325,632.38 432,257,444.91 430,798,231.91 Taxes paid 176,021,430.09 168,758,595.45 662,285,608.29 651,175,332.38 Other cash paid for business activities 28,560,844.67 21,323,785.77 51,627,566.41 43,221,170.69 Sub-total of cash outflow from business activities 4,954,968,174.47 4,918,972,804.93 7,454,358,739.65 7,433,382,855.02 Cash flow generated by business operation, net 2,091,911,058.43 2,050,140,458.17 336,602,839.79 342,064,392.99 II. Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received Sub-total of cash inflow due to investment activitiesBengang Steel Plates Co., Ltd. The 1st Quarterly Report 2009 (Full Text) 8 Cash paid for construction of fixed assets, intangible assets and other long-term assets 1,028,741,266.47 1,028,741,266.47 1,535,758,407.92 1,535,758,407.92 Cash paid as investment 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 investment activities 1,028,741,266.47 1,028,741,266.47 1,535,758,407.92 1,535,758,407.92 Net cash flow generated by investment -1,028,741,266.47 -1,028,741,266.47 -1,535,758,407.92 - 1,535,758,407.92 III. Cash flow generated by financing Cash received as investment Incl. Cash received as investment from minor shareholders Cash received as loans 3,101,061,486.48 3,101,061,486.48 1,383,307,200.00 1,383,307,200.00 Cash received from bond placing Other financing-related cash received Subtotal of cash inflow from financing activities 3,101,061,486.48 3,101,061,486.48 1,383,307,200.00 1,383,307,200.00 Cash to repay debts 2,345,619,548.01 2,345,619,548.01 1,024,243,080.00 1,024,243,080.00 Cash paid as dividend, profit, or interests 90,509,698.14 90,509,698.14 66,113,733.95 66,113,733.95 Incl. Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities Subtotal of cash outflow due to financing activities 2,436,129,246.15 2,436,129,246.15 1,090,356,813.95 1,090,356,813.95 Net cash flow generated by financing 664,932,240.33 664,932,240.33 292,950,386.05 292,950,386.05 IV. Influence of exchange rate alternation on cash and cash equivalents -167,969.13 -167,969.13 -482,617.16 -482,617.16 V. Net increase of cash and cash equivalents 1,727,934,063.16 1,686,163,462.90 -906,687,799.24 - 901,226,246.04 Plus: Balance of cash and cash equivalents at the beginning of term 1,851,732,015.60 1,840,720,448.33 2,242,866,884.97 2,232,308,962.38 VI. Balance of cash and cash equivalents at the end of term 3,579,666,078.76 3,526,883,911.23 1,336,179,085.73 1,331,082,716.34 4.4 Auditors’ Report Auditor’s opinion: not audited.