- 15 - 山东省中鲁远洋渔业股份有限公司 SHANDONG ZHONGLU OCEANIC FISHERIES COMPANY LIMITED Full-Text of Semi-Annual Report 2010 August 27, 2010Contents SECTION I. IMPORTANT NOTICE--------------------------------------------------------1 SECTION II. COMPANY PROFILE--------------------------------------------------------1 SECTION III. CHANGES IN SHARE CAPITAL AND PARTICULARS ABOUT SHARES HELD BY MAIN SHAREHOLDERS------------------------------------------3 SECTION IV. PARTICULARS ABOUT DIRECTORS, SUPERVISORS AND SENIOR EXECUTIVES----------------------------------------------------------------------5 SECTION V. REPORT OF BOARD OF DIRECTORS-----------------------------------6 SECTION VI. SIGNIFICANT EVENTS----------------------------------------------------9 SECTION VII. FINANCIAL REPORT-----------------------------------------------------14 SECTION VIII. DOCUMENTS AVAILABLE FOR REFERENCE--------------------861 Section I. Important Notice Board of Directors and Supervisory Committee of Shandong Zhonglu Oceanic Fisheries Company Limited (hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby confirm that there are no any important omissions, fictitious statements or serious misleading information carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. No director, supervisor and senior executive stated that he (she) couldn’t ensure the correctness, accuracy and completeness of the contents of the Semi-annual Report or have objection to this report. Director Li Wenyi and Xiang Kaijin absented the meeting for business trip and separately delegated Wang Zhao’an and Song Wenjian in written for attending and voting on his behalf. Wang Zhao’an, Chairman of the Board of the Company; Fu Jiguang, CFO of the Company, and Wu Shuxian, Manager of Financial Department hereby confirm that the Financial Report enclosed in the Semi-annual Report is true and complete. The semi-annual financial report of the Company has not been audited. This report was prepared in both English and Chinese. Should there be any difference in interpretation of the two versions, the Chinese version shall prevail. Section II. Company Profile I. Company Profile (I) Name of the Company: In Chinese: 山东省中鲁远洋渔业股份有限公司 In English: Shandong Zhonglu Oceanic Fisheries Company Limited (II) Stock Exchange Listed with: Shenzhen Stock Exchange Short Form of the Stock: Zhonglu B Stock Code: 200992 (III) Registered Address: No. 43, Heping Road, Jinan, Shandong Office Address: No. 43, Heping Road, Jinan, Shandong Post Code: 250014 E-mail: zlzqb@163.com (IV) Legal Representative: Wang Zhao’an (V) Secretary of Board of Directors: Zhou Feng Securities affairs Representative: Li Ying2 Contact Address: No. 43, Heping Road, Jinan, Shandong Tel: (86) 531-86553278, (86) 531-86553276 Fax: (86) 531-86982906 E-mail: zlzqb@163.com (VI) Newspapers Chosen for Disclosing the Information of the Company: Securities Times and Hong Kong Commercial Daily Internet Website Designated by CSRC for Publishing the Semi-annual Report: http://www.cninfo.com.cn The Place Where the Semi-annual Report is Prepared and Placed: Office of the Board of Directors (VII) Other information about the Company: The initial registered date: July 23, 1999 The registered date after change: June 6, 2006 The registered place after change: Shandong Province Administrative Bureau for Industry and Commerce Registration code for business license of corporation: 3700001803000 Registration code of tax: 370102863043102 II. Major financial data and indexes (I) Major accounting data in the report period Unit: RMB At the end of this report period At the period-end of last year Increase/decrease at the end of this report period compared with that in period-end of last year (%) Total assets 526,605,443.26 481,539,304.42 9.36% Owners’ equity attributable to shareholders of the listed company 365,708,275.64 354,296,875.06 3.22% Share capital 266,071,320.00 266,071,320.00 0.00% Net assets per share attributable to shareholders of the listed company(RMB/Share) 1.37 1.33 3.01% This report period (Jan. to Jun.) The same period of last year Increase/decrease in this report period year-on-year (%) Total operating income 198,750,904.41 112,869,854.62 76.09% Operating profit 11,526,612.76 5,203,008.96 121.54% Total profit 11,696,413.76 9,878,539.22 18.40% Net profit attributable to shareholders of the listed company 11,357,665.16 9,878,539.22 14.97% Net profit attributable to shareholders of the listed company after deducting 11,187,864.16 9,875,404.72 13.29%3 non-recurring gains and losses Basic earnings per share (RMB/Share) 0.04 0.04 0.00% Diluted earnings per share (RMB/Share) 0.04 0.04 0.00% Return on equity (%) 3.11% 2.83% 0.28% Net cash flow arising from operating activities 30,539,683.53 24,228,719.70 26.05% Net cash flow per share arising from operating activities (RMB/Share) 0.11 0.09 22.22% (II) Items of non-recurring gains and losses and the relevant amount: Unit: RMB Items of non-recurring gains and losses Amount Notes (If applicable) Government subsidies calculated in current gains and loss excluding the one closely related to normal operation business and with constant fixed amount of offer in line with rules of nation policy and according to certain standard 155,700.00 Other non-operating income and expense excluded the aforementioned items 14,101.00 Total 169,801.00 - (III) The Company had no difference between CAS and IAS in this period. Section III. Changes in Share Capital and Particulars about Shares held by Main Shareholders I. In the report period, the Company’s total shares and its structure remained unchanged. II. Ended June 30, 2010, the Company had totally 16,509 shareholders, including 16,503 shareholders holding foreign capital shares in circulating listed domestically. III. Particulars about shares held by main shareholders Total shareholders 16,509 Particulars about the shares held by the top ten shareholders Full Name of shareholder Nature of shareholders Shareholding proportion Total amount of shares held Amount of non-circulating shares held Amount of shares pledged or frozen SHANDONG STATE-OWNED ASSETS INVESTMENT HOLDING CO., LTD. State-owned legal person 33.07% 88,000,000 88,000,000 0 SHANDONG LUXIN INVESTMENT HOLDINGS GROUP CO., LTD. State-owned legal person 14.18% 37,731,320 37,731,230 04 CHINA HEAVY AUTOMOBILE GROUP JINAN TRUCK CO., LTD. State-owned legal person 0.73% 1,950,000 1,950,000 0 OU YAN PING Domestic natural persons 0.69% 1,829,211 0 0 OU YAN PING Domestic natural persons 0.60% 1,587,738 0 0 YI YING Domestic natural persons 0.41% 1,078,200 0 0 YIN GANG Domestic natural persons 0.39% 1,050,000 0 0 OU WEN QING Foreign natural persons 0.38% 1,007,900 0 0 HUANG JIA YI Foreign natural persons 0.34% 911,487 0 0 HE BIN Foreign natural persons 0.32% 838,199 0 0 Particulars about the shares held by the top ten circulating shareholders Full name of shareholders Circulation share held Type of shares OU YAN PING 1,829,211 Domestically listed foreign shares OU YAN PING 1,587,738 Domestically listed foreign shares YI YING 1,078,200 Domestically listed foreign shares YIN GANG 1,050,000 Domestically listed foreign shares OU WEN QING 1,007,900 Domestically listed foreign shares HUANG JIA YI 911,487 Domestically listed foreign shares HE BIN 838,199 Domestically listed foreign shares WANG DONG SHENG 818,500 Domestically listed foreign shares CAI XI LONG 741,901 Domestically listed foreign shares DBS VICKERS (HONG KONG) LTD A/C CLIENTS 700,000 Domestically listed foreign shares Explanation on associated relationship or accordant action among the top ten shareholders of circulation share Among the top ten shareholders, SHANDONG STATE-OWNED ASSETS INVESTMENT HOLDING CO., LTD. and LUXIN GROUP belong to provincial state-owned enterprise under the control of State-owned Assets Supervision and Administration Commission of Shandong; CHINA HEAVY AUTOMOBILE GROUP JINAN TRUCK CO., LTD. was the sponsor shareholder of the Company. The abovementioned shareholders existing no associated relationship or belong to the5 concerted actors as specified in the Measures for the Administration of Information Disclosure of Shareholder Equity Changes of Listed Companies; other shareholders are the circulation shareholders with domestic listed foreign shares. The Company is not aware whether there exist associated relationships or belongs to the concerted actors as specified in the Measures for the Administration of Information Disclosure of Shareholder Equity Changes of Listed Companies. Section IV. Particulars about Directors, Supervisors and Senior Executives I. Change of shares of the Company held by directors, supervisors and senior executives In the report period, directors, supervisors and senior executives of the Company did not hold the Company’s shares. II. New engagement or dismissal of directors, supervisors and senior executives of the Company Regarding presidency of board of directors and supervisory committee was due, on June 10th of 2010, the General Shareholders’ Meeting 2009 elected Wang Zhao’an, Li Wenyi, Xiang Kaijin, Xi Jianbin, Song Wenjian and Liu Zhihui as Directors of the Board of the Company; Hu Yuanmu, Xu Haifeng and Zhong Zhigang as Independent Director of the Board of the Company. Totally 9 Directors formed the 4th Board of Directors; meanwhile the Meeting elected Wu Zongchang and Yang Gongmin as supervisor of shareholder representative of Supervisory Committee of the Company who formed the 4th Supervisory Committee of the Company with staff supervisors of Chi Min, Song Jinghai and Shang Qinghua who were elected in the 4th Meeting of General Staff Representative. Section V. Report of Board of Directors I. Analysis of the Management on the operating results and financial status In the report period, the Company continued to engage in fishing in the middle and top grounds of oceans, the processing export of aquatic products, and tenancy and management of refrigerated cargo vessel. For the report period, the amount of oceanic fisheries reached 5065.65 tons. The Company realized operating income of RMB 198.7509 million, with an increase rate of 76.09% over the same period of last year; operating cost of RMB 173.2452 million, with an increase rate of 79.88% over the same period of last year; operating profit of RMB 11.5266 million, with an increase of 121.54% over the same period of last year, and the net profit attributable to shareholders of listed company of RMB 11.3577 million with an increase of 14.97% over the same period of last year. II. Main business and operation of the Company during the report period (I)Main business scope of the Company The Company is a comprehensive enterprise mainly engaging in oceanic fishing. The business scope mainly includes: outer-sea and ocean fishing; breeding, processing and selling aquatic products; import and export business for the commodity within approved range; production and sale of mechanic ice; manufacture, installment and maintenance of refrigeration equipment; refrigeration and cold storage; service of loading and unloading or portage; house leasing. (II) Constitution of main business income and main business profit: (1) Sub-industry, sub-variety6 Unit: RMB’0000 Main operations classified according to industries Classified according to industries or products Operating revenue Operating cost Gross profit ratio (%) Increase or decrease of operating revenue over the same period of last year (%) Increase or decrease of operating cost over the same period of last year (%) Increase or decrease of gross profit ratio over the same period of last year (%) Fishery 19,875.09 17,324.52 12.83% 76.09% 79.88% -1.84% Main operations classified according to products Tunny 6,903.78 5,931.81 14.08% 51.79% 60.49% -4.66% (2) Sub-region Unit: RMB’0000 Region Main business income Increase or decrease of main business income compared to the same time of last year (%) Mainland of China 3,054.18 43.49% Taiwan of China 5,465.11 12.26% Japan 8,082.54 178.56% Spain 642.29 164.46% Singapore 1,014.70 600.37% Germany 72.04 -72.23% Ghana 532.62 90.80% Israel 155.81 Korea 689.45 USA 51.85 Others 19.85 -94.61% (III) Change in main operations income and profit structure and reason for the changes in the report period Unit: RMB Items Jan.-Jun. of 2010 Jan.-Jun. of 2009 Increase / decrease (%) Operating income 198,750,904.41 112,869,854.62 76.09 Operating cost 173,245,180.55 96,310,695.01 79.88 Business tax and surcharges 379,132.54 563,412.75 -32.71 Financial expense 1,539,593.35 406,878.53 278.39 Loss of assets devaluation 813,618.98 -440,778.26 284.59 Operating profit 11,526,612.76 5,203,008.96 121.54 Non-operating income 210,886.00 4,707,724.29 -95.527 Reason for change: 1. Operating income of this period increased by 76.09% compared to the one at the same period of last year, mainly due to that subsidiary Yantai Food Company increased efforts on acquisition and processing export business of return shipment of self-hunting tuna, so export income increased; increased sales amount of fish catch over tuna of Haiyan Branch led to increased income; subsidiary HIC newly purchased a refrigerated transport vessel on Oct of last year, the rent increased. 2. Operating cost of this period increased by 79.88% compared to the one at the same time of last year mainly due to increased cost of matching for increased income. 3. Business tax and surcharges of this period decreased by 32.71% compared to the one at the same time of last year, mainly due to that operating tax over labor income from international transport got by subsidiary Shipping Company was eliminated. 4. Financial expense of this period increased by 278.39% compared to the one at the same time of last year, mainly due to that large change on Euro and Japanese yen led to increased exchange losses and interest income of pledged deposit existed at the same time of last year. 5. Loss from assets devaluation increased by 284.59% compared to the one at the same time of last year, mainly due to increased accruing provision for bad debts of accounts receivable of the Company in this period. 6. Operating profit increased by 121.54% compared to the one at the same time of last year, mainly due to increased income of this period. 7. Non-operating income of this period decreased by 95.52% compared to the one at the same time of last year, mainly due to that the Company received fuel subsidies from government. (IV) Explanation on assets structure and its change in the report period Unit: RMB Item Jun 30th of 2010 Dec 31st of 2009 Increase / decrease (%) Account receivable 25,641,360.10 11,195,724.60 129.03 Accounts paid in advance 12,334,305.13 9,008,430.89 36.92 Other accounts receivable 2,033,257.76 4,849,231.23 -58.07 Inventory 136,993,685.01 101,980,064.70 34.33 Short-term loan 19,656,574.49 41,482,275.22 -52.61 Accounts payable 115,626,279.16 60,078,045.19 92.46 Accounts received in advance 1,094,200.36 8,850,484.61 -87.64 Tax payable -6,216,683.90 -2,596,546.59 -139.42 Other accounts payable 21,170,518.56 11,318,883.25 87.04 Reason for change: 1. Net accounts receivable at period-end increased by 129.03% compared to the one at period-begin, mainly due to increased sales account receivable of export business of subsidiary Yantai Food Company. 2. Accounts prepaid at period-end increased by 36.92% compared to the one at period-begin, mainly due to that accounts prepaid for purchasing materials of tuna of Yantai Food Company in this period increased. 3. Net other accounts receivable at period-end decreased by 58.07% compared to the one at period-begin, mainly due to that subsidiary Yantai Food Company withdrew export tax rebates of last year in this period. 4. Net amount of inventory at period-end increased by 34.33% compared to the one at period-begin, mainly due to increased material for tuna and red fish purchased by subsidiary8 Yantai Food Company in this period. 5. Short-term loan at period-end decreased by 52.61% compared to the one at period-begin, mainly due to that the Company and subsidiary HIC Company returned bank loan in this period. 6. Accounts payable at period-end increased by 92.46% compared to the one at period-begin, mainly due to increased accounts payable for raw material of subsidiary Yantai Food Company in this period. 7. Accounts received in advance at period-end decreased by 87.64%, mainly due to that the accounts of goods received in advance from clients of Yantai Food Company were confirmed as operating income in this period. 8. Accounts payable at period-end decreased by 139.42% compared to the one at period-begin, mainly due to that subsidiary Yantai Food Company purchased fish leading to increased VAT input tax in this period. 9. Other accounts payable at period-end increased by 87.04% compared to the one at period-begin, mainly due to that the Company and subsidiary Shipping companies and HIC Corporation accrued ship repair costs. (V) Change in constitution of cash flow and reasons for the change in the report period Unit: RMB Item Jan.-Jun. 2010 Jan.-Jun. 2009 Increase / decrease (%) Net cash flows arising from operating activities: 30,539,683.53 24,228,718.70 26.05 Including: 1.Cash received from selling commodities and providing labor services 200,778,843.11 101,115,502.7 2 98.56 2.Written-back of tax received 12,110,261.80 2,689,668.31 350.25 3.Other cash received concerning operating activities 5,879,166.35 18,170,338.95 -67.64 Minus: 1. Cash paid for purchasing commodities and receiving labor service 147,592,413.15 72,943,945.68 102.34 2. Cash paid to/for staff and workers 18,319,490.81 15,682,054.54 16.82 3. Taxes paid 1,500,486.79 1,127,216.05 33.11 4. Other cash paid concerning operating activities 20,816,196.98 7,993,574.01 160.41 Net cash flows arising from investing activities: -6,172,871.09 -1,853,227.11 -233.09 Net cash received from disposal of fixed, intangible and other long-term assets 12,000.00 Minus: Cash paid for purchasing fixed, intangible and other long-term assets 6,184,871.09 1,853,227.11 233.74 Net cash flows arising from financing activities: -22,968,661.22 -55,339,982.08 58.50 Cash received from loans 5,390,423.27 46,020,000.00 -88.29 Minus: 1.Cash paid for repaying debts 27,216,124.00 88,025,150.00 -69.08 2. Cash paid for dividend and profit distributing or interest paying 1,142,960.49 1,334,832.08 -14.37 3. Other paid cash related to financing activities - 12,000,000.00 -100.00 Net increase in cash and cash equivalent 1,398,151.22 -32,964,489.49 104.24 Explanation of reason for change 1. Net amount of cash flow arising from operating activities in this period increased by 26.05%9 compared to the one at the same time of last year, mainly due to that export corporate sales income and tax rebates received by subsidiary Yantai Food Company increased in this period. 2. Net amount of cash flow arising from investment activities in this period decreased by 233.09% compared to the one at the same time of last year, mainly due to increased investment in fixed assets of the Company in this period. 3. Net amount of cash flow arising from financing activities in this period increased by 58.50% compared to the one at the same time of last year, mainly due to amounts paid for bank loan of the Company decreased in this period. (VI)Operation and performance of the main controlling subsidiaries of the Company Unit: RMB Marine HIC Yantai Grocery Total assets 21,693,624.80 96,618,262.30 206,824,009.83 Net assets 10,095,756.91 88,591,955.69 79,233,744.85 Registered capital 22,505,600.00 12,476,146.00 75,593,300.00 Equity proportion (%) 100.00 100.00 100.00 Investing amount 22,505,600.00 12,476,146.00 75,593,300.00 Business character and main product or service Undertake to transport international shipping, refrigeration, marine products Self-running business of refrigerated transportation Freezing, refrigerating, processing and sales of marine products, birds and house animals, and fruits and vegetables, etc. Operating income 9,019,080.28 24,662,753.75 139,988,460.22 Operating profit -2,236,993.24 9,823,988.37 2,959,974.77 Net profit -2,200,062.30 9,823,988.37 2,740,784.11 (VII)In the report period, the Company’s investment income which influences the net profit of the Company over 10% (10% included) existed in none of its share-join companies. (VIII) Operation problems and difficulties 1. Weak demand of international market affected development of fishing, seafood processing and other similar industries with main external orientation. 2. Difficulties in financing restricted implementation of promotion on assets quality and extending the industrial chain plan of the Company. 3. Increased labor price led to increased operating costs. 4. There were lots of pirate activities in part fishing areas, thus the production and operation of the Company were influenced. III. Investment (I)In the report period, the Company didn’t raise proceeds to invest projects and there were no raised proceeds in last report period used till the report period. (II)In the report period, there was no significant application of project invested with the non-raised proceeds. IV. The Company has never disclosed profit forecast and annual operation plan in periodic report or other public notice.10 Section VI. Significant Events I. Administration of the Company In reporting period, strictly in line with the requirements of "Company Law", "Securities Law", " Governance Rules of Listed Corporate" and " Listing Rules of Shenzhen Stock Exchange" and other laws and regulation all along, the Board of Directors continuously perfected corporate governance structure, normalized operation of the Company, and prevented production and operation risks. Recently the Company consummated many rules and regulations through serious self-exam, self-correction and complement, thus governance level of the Company was further improved. Real condition of governance of the Company basically kept in line with related documents of China Securities Regulatory Commission. Main tasks in reporting period: 1. According to requirement of supervisory department and its own actual situation, the 12th Meeting of the 3rd Board of Directors audited and approved "Accountability System on Major Errors in Annual Report Disclosure," "Management System of Insider Information and Insiders", "Management System on Submitting and Using of External Information", thus completed relevant rules on internal information disclosure and inventory and management. 2. In accordance with requirements of "Regulatory Circular about the Implementation of Regulatory Action in Hundred Days Over Listed Companies in Shandong Area " issued by Shandong Province Securities Regulatory Bureau, the Company particularly organized staffs to totally troubleshoot independence, occupation and guarantee of illegal capital, internal control system, preparation and disclosure of information report and other conditions of the Company. Meanwhile the Company seriously and comprehensively reported to Shandong Province Securities Regulatory Bureau from 6 aspects which respectively refers to condition on behaviors of controlling shareholders and actual controllers and independence of listed companies, condition on establishment of long-acting mechanism for preventing controlling shareholders and actual controllers from occupying assets, condition on establishment and perfection of management system for listed companies financing capitals, condition on establishment and execution of internal control system of listed companies, condition on establishment of internal troubleshoot, gathering and disclosure mechanism for sensitive information of listed companies, condition on establishment and execution of information disclosure system of listed companies. 3. According to requirements of Regulatory Circular about Further Resolving the Industry Competition and Reducing Related Transactions issued by Shandong Province Securities Regulatory Bureau and relevant rules of previously conducted supervisory Hundred Days activities for listed companies, the Company organized related department to make self-exam on problems in industry competition and related transaction. Through serious self-exam, the Company had no problems on industry competition with controlling shareholders, related enterprises and other related parties, either related transaction events. Every work wasn’t against the rules, conforming to related rules of supervisory department. II. Implementation of 2009 Profit Distribution Plan The Company did not distribute profits nor convert public reserve into share capital in 2009. III. 2010 Semi-annual Distribution Preplan11 The Company would neither distribute profits nor convert public reserve into share capital in the semi-annual of 2010. IV. Material lawsuits and arbitrations In the report period, there was no material lawsuit and arbitration. V. Material assets acquisitions or sell-offs There was no purchase or sale of material assets in the report period. VI. Material related transactions There was no material related transaction in the report period. VII. Significant contracts and contract implementation (I) No material entrusting, contracting or leasing of assets by the Company to others or by others to the Company happened in the report period or in the past but lasting into the period; (II) No material cash assets management was entrusted by the Company in the report period or in the past but lasting into the period. VIII. Guarantees In reporting period, in order to satisfy demands of subsidiary Shandong Zhonglu Oceanic (Yantai) Foods Co., Ltd. enlarging production and operation scale, the Company provided comprehensive credit authorization of RMB 20 million – half of the comprehensive credit authorization of RMB 40 million received from China Minsheng Banking Corp., Ltd. Jinan Branch to the abovementioned subsidiary for trade finance. As the requirement of bank, the Company provided the joint liability guarantee for the aforesaid credit authorization, with time limit of two years. Till the end of the report period, the Company totally provided external guarantees of RMB 77.027 million, including, total amounts of guarantee for controlling subsidiaries were RMB 33.9893 million, taking up 21.06% of net assets of the Company till June 30, 2010. Independent opinion issued by Independent Directors Mr. Hu Yuanmu, Mr. Xu Haifeng and Mr. Zhong Zhigang were as follow: The Company was available to be in strict accordance with the Articles of Association and Management System of External Guarantee, standardizing the external guarantee and strictly controlling risk of external guarantee. In the report period, the Company did not provide guarantee for shareholders, actual controllers and related parties. The Company ever offered guarantee, which was changed to external guarantee because the Company sold its equity, for long-term loan of previous subsidiary Qingdao Double Whale Pharmaceutical Co., Ltd. (hereinafter referred to as Double Whale Medicine). Because Double Whale Medicine paid partial loan in 2009, currently guarantee the Company took for it became RMB 43.0377 million. The Company constantly attached importance to lifting security work over left guarantee amounts of the Company. Main leaders and staffs of related department discussed and solved security lifting events with Double Whale Medicine and the actual controller Shenzhen Jing Shen Investment and Development Co., Ltd (Jingshen Company). With gathering effort, on February of 2010, the Company and Jingshen Company signed equity pledge agreement which ruled that Jingshen Company takes holding 45.5% equity of Qingdao International Fashion City Property Investment Co., Ltd.12 (valued RMB 67.1125 million) as counter-guarantee over the above guarantee to pledge to the Company. When Double Whale Medicine can’t afford to repay, the Company could dispose this equity. Accounts received could be used to pay for loan principal and interest, tax of equity auction and transfer and other related expense arising from this pledge. Then registration proceedings of equity pledge were completed on March 10 in Qingdao Shenyang City Industry and Commerce Branch. Presently production and operation of Double Whale Medicine are in a normal situation, parties with problems are actively taking measurements to strive to complete the security lifting as soon as possible. We believe the Company had no condition against the above rules on the guarantee event. We have urged the Company to complete security lifting as soon as possible and constantly pay attention to the process of next step. XI. Commitment There is no commitment of the Company in the report period. X. In the report period, the Company, the directors, the supervisors, senior executives, shareholders of the Company together with actual controllers haven’t received investigation from the authorized department, forceful measure from justice and inspection department, been sent to justice organization or asked for criminal responsibility, inspection and administrative penalty from CSRC, or received no access to securities market, public criticism, administrative penalty from other administration department if being recognized as inappropriate people or public criticism by Shenzhen Stock Exchange. XI. Other material events and its influences, and analysis explanations on its solutions There was no other material event. XII. Registration form for receiving research, communication and interview in the report period. In the report period, the Company received individual investor by receiving and answering calls for communications, there were no such situations as selectively or privately disclose, reveal or leak significant information which is not yet published publicly to specific objects (organization investors and fund). Date Place Way The received parties Contents discussed and materials were supplied 2010.3.31 Jinan Phone communication Individual investor Operation of the Company, no material were supplied 2010.4.13 Jinan Phone communication Individual investor Operation of the Company, no material were supplied 2010.4.27 Jinan Phone communication Individual investor Operation of the Company, no material were supplied 2010.5.21 Jinan Phone communication Individual investor Operation of the Company, no material were supplied 2010.6.11 Jinan Phone communication Individual investor Operation of the Company, no material were supplied XIII. Index of information on other significant events13 In the report period, all the important events of the Company were published on China Securities Journal, Hong Kong Commercial Daily and Juchao information website http://www/cninfo.com.cn. Details are as follows: Notice No. Content of notice Time 2010-001 Notice on change of oversea newspaper for information disclosure 2010.1.7 2010-002 Notice on Resolution of the 20th Meeting of 3rd Board of Directors 2010.3.31 2010-003 Notice on Decision of the 12th Meeting of 3rd of Supervisory Committee 2010.3.31 2010-004 Summary of Annual Report of 2009 2010.3.31 2010-005 Notice on Forecast of Performance of the First Quarter in 2010 2010.4.13 2010-006 Summary of Report of the First Quarter in 2009 2010.4.27 2010-007 Notice on Resolution of the 22nd Meeting of the 3rd Board of Directors 2010.5.21 2010-008 Notice on Resolution of the 14th Meeting of the 3rd Supervisory Committee 2010.5.21 2010-009 Notice on Holding Shareholders’ General Meeting 2009 2010.5.21 2010-010 Notice on Resolution of the 23rd Meeting of the 3rd Board of Directors 2010.6.5 2010-011 Notice on Offering Guarantee for Subsidiary 2010.6.5 2010-012 Notice on Resolution of Shareholders’ General Meeting 2009 2010.6.1114 Section VII. Financial Report (Un-audited) I. Accounting statement (Attached) II. Notes to accounting statements SHANDONG ZHONGLU OCEANIC FISHERIES CO., LTD Notes to the Semi-annual Financial Statements 2010 (All amounts are stated in RMB unless otherwise stated) I. Company profile. Shandong Zhonglu Oceanic Fisheries Co., Ltd. (the “Company”) was incorporated as a joint stock limited company in the People’s Republic of China on July 30, 1999 according to the documentation of Lu Ti Gai Zi [1999] No.85 issued by Shandong Development and Reform Commission, and the holding company of the Company is Shandong Fisheries Enterprise Group General Corporation. On June 26, 2000, the Company issued 120 million domestic listed foreign shares (B shares) to foreign investors with face value of one RMB Yuan per share according to the documentation of Zheng Jian Fa Xing Zi [2000] No.82 issued by the China Securities Regulatory Commission. The B shares have been listed on the Shenzhen Stock Exchange since July 24, 2000. On August 22, 2000, by the Company’s authorization, lead underwriters fully exercised the 15% over-allotment option and issued 18 million B shares to foreign investors with face value of one RMB Yuan per share, and then the Company's total issued share capital is 266,071,320.00 Yuan. Since year 2003, 125,731,320 state-owned legal person shares (occupying 47.25% of the total share capital of the Company) held by Shandong Fisheries Enterprise Group General Corporation (“Fisheries Group”) have been frozen by the judiciary, including: A. Fisheries Group provided guarantee for the loan of 11,700,000 Yuan for a subordinate company, but the subordinate company failed to repay the loan on time, so Shandong Yantai Intermediate People's Court froze 8,000,000 shares (occupying 3% of the total share capital). B. Fisheries Group borrowed 73,580,680 Yuan from the Agricultural Bank of China Jinan Lixia branch, and Jinan Lixia Court froze 80,000,000 shares (occupying 30.07% of the total share capital). On December 10, 2006, 88,000,000 shares held by Fisheries Group were auctioned publicly. According to the auction transaction confirmation (Lu Yin Pai Cheng Zi [2006] No.96) of Shandong Silver Star Auction Ltd., Shandong State-owned Assets Investment Holdings Ltd. bought the shares at the price of 48,400,000 Yuan. Holding 33.07% of the total share capital, Shandong State-owned Assets Investment Holdings Ltd. then became the largest shareholder of the Company On June 20, 2007; relevant transfer procedures have been completed.15 Fisheries Group borrowed 73,344,932 Yuan from Bank of China Jinan branch (the creditor of the loan was changed to China Xinda Asset Management Corporation from Bank of China in 2004), and Shandong Higher People's Court froze 37,731,320 shares (occupying 14.18% of the total share capital). On June 7, 2005, the above 37,731,320 shares were auctioned publicly, According to the auction transaction confirmation (Lu Rui Cheng Zi [2005] No.013) of Shandong Lu Rui Feng Auction Ltd., Shandong Luxin Investment Holdings Ltd. bought the shares at the price of 8,760,000 Yuan. On February 2, 2007, relevant transfer procedures have been completed. Corporate industry: overseas fishing industry. Corporate major products: tuna and its products. Corporate registered address:43 Heping Road, Jinan, Shandong Province, the PRC. Operating scope: marine and oceanic fishing; aquatic products breeding, processing and marketing; merchandise import and export business within approved scope; ice machine manufacture and sale; refrigeration equipment manufacturing, installation, maintenance; refrigeration; load and unload services; housing lease. Corporate basic organization structure: Board of shareholders, Board of directors, office of the general manager, departments of human resources, finance, corporate operation, overseas management, real estate, and the office of auditory supervision. Three branches are Shandong Zhonglu Overseas Qingdao Haiwei Branch, Shandong Zhonglu Overseas Qingdao Haiyan Brsnch, and Shandong Zhonglu Overseas Qingdao Refrigeration Branch. Three wholly-owned subsidiaries are Shandong Zhonglu Overseas Fishery Transportation, Shandong Zhonglu Overseas (Yantan) Food Co., Ltd., and HABITAT INTERNATIONAL CORP. The operation entity –YAW ADDO FISHERIES COMPANY LIMITED, is controlled by operation lease. II. Main accounting policies, estimation and previous errors 1. Preparation basis of Financial Statements The Financial Statements of the Company are based on continual operations, in line with actual transactions and events, and pursuant to requirements of Corporate Accounting Principles – Basic Principles, and the No. 38 specific principle, released by the Treasury Ministry on 15th February 2006, and the application guidance, interpretation and other relevant rules released consequently and based on the following important accounting policies and estimation. 2. Declaration of obedience to corporate accounting principles The Financial Statements are up to requirements of corporate accounting principles and also a true and thorough reflection to the relevant information as the Company’s financial position, operation results, and cash flow. 3. Accounting period The Company’s accounting year is Gregorian calendar year, namely from 1st January to 31st December of every year. 4. Bookkeeping standard currency The RMB is taken as the bookkeeping standard currency. 5. Accounting methods for consolidation of enterprises under the same control or otherwise16 (1) Consolidation of enterprises under the same control As for the consolidation of enterprises under the same control, the assets and liabilities received by the consolidating party in the consolidation are measured on the book value of the consolidated party on the consolidation day. (2) Consolidation of enterprises not under the same control As for the consolidation not under the same control, the consolidation cost is the fair value of the assets paid, liabilities incurred or committed, and equity securities offered, for obtaining the control right over the purchased party. As for the consolidation achieved by several exchange transactions, the consolidation cost is the total of each single transaction. All expenses of the purchasing party for and directly related to the consolidation are reckoned into the corporate consolidation cost. The difference of the fair value of the consolidation cost higher than that of the purchased party’s recognizable net assets is recognized as business fame by the purchasing party; however, as for the difference of the fair value of the consolidation cost lower than that of the purchased party’s recognizable net assets, it is reckoned into the current loss/gain by the purchasing party, as the result remains unchanged after the check. 6. Preparation methods for consolidated financial statements Included in the consolidation scope are the subsidiaries over which the Company has the control right or the entities for which the Company has the special purpose. As the Company’s financial statements are prepared pursuant to the No. 33 Corporate Accounting Principles – Consolidated Financial Statements and relevant rules, all substantive inside transactions and dealings within the consolidation scope are balanced out during the consolidation. As for the shareholders’ equity not attributable to the Parent Company in the subsidiaries, it is specifically listed as the minority shareholders’ equity in the shareholders’ equity. As for the inconsistency between the subsidiaries and the Company in the accounting policies and periods, the necessary adjustment is made on the subsidiaries’ financial statements in the preparation of the consolidated financial statements according to the Company’s accounting policies and periods. As for the subsidiaries obtained in the consolidation of enterprises not under the same control, the adjustment is made on the individual financial statements on the basis the fair value of the identifiable assets on the purchase day. As for the subsidiaries obtained under the same control, the consolidation is regarded as starting at the Year-beginning of the consolidation period, and the assets, liabilities, operation results and the cash flow are reckoned into the consolidated financial statements from the year-beginning in the consolidation period. 7. Determination criteria of cash equivalent in cash flow statements The cash recognized in the preparation of the cash flow statements, is the Company’s storage cash and deposits available for payment anytime. The cash equivalents recognized in the preparation of the cash flow statements, are investment of short-term (due in three months from the purchase day), strong mobility and easy transfer to known sum cash, and slight risk of value vibration, held by the Company. 8. Foreign currency exchange and the conversion of the foreign currency statements17 (1) Foreign currency exchange The foreign currency exchange is booked on the current exchange rate on the transaction day and converted in the bookkeeping standard currency. On the balance sheet day, the monetary items are converted on the current rate on the balance sheet day, and the non-monetary items measured on the historic cost are still measured by the original bookkeeping rate with the sum of the bookkeeping standard currency unchanged. As for the loss/gain of the foreign currency exchange, the rest is all reckoned into to the current loss/gain, in addition to the exchange difference from the foreign currency loan related to the construction and production of the assets qualified for the capitalization, and the assets cost reckoned as up to the capitalization before the assets expectantly available and saleable. (2) Conversion of foreign currency financial statements Upon the conversion of the foreign currency financial statements of the controlling subsidiaries, joint enterprises, and the affiliated enterprises on the bookkeeping standard currency different from the Company’s, the accounting check and preparation of the consolidated financial statements are made. Assets and liabilities items in the balance sheet, are converted on the current rate on the balance sheet day; owners’ equity items besides the “un-distributed profit” item, the other items are converted on the actual rate. Incomes and expenses items in the profit statement are converted on the current rate. The conversion difference of the foreign currency financial statements is listed specifically in the owners’ equity in the balance sheet. The foreign currency cash flow is converted on the current rate on the cash flow actual day. The cash influenced by the rate fluctuation is listed specifically in the cash flow statement. As for the foreign operation, the conversion difference of the foreign currency statement related to the foreign operation is transferred in proportion into the disposal of the current loss/gain. 9. Financial instruments (1) Categories, recognition and measurement of financial instruments The financial instruments are classified as the financial assets and liabilities. In the initial recognition, the financial assets are classified as, the financial assets measured on fair value and with its changes reckoned into the current loss/gain (including tradable ones and ones designated to be measured on fair value and with its changes reckoned into the current loss/gain), long-term invest-bonds, account receivables, and financial assets available for sale. Categories of the financial assets besides account receivables are dependent on the holding intention and purpose of the Company and its subsidiaries for the financial assets. In the initial recognition, the financial liabilities are classified as the financial liabilities measured on the fair value and with its changes reckoned into the current loss/gain (including tradable ones and ones designated to be measured on fair value and with its changes reckoned into the current loss/gain), other financial liabilities. As the Company becomes one party of the financial instrument contract, the instrument is recognized as one financial asset or liability. In the initial recognition, the financial assets or liabilities are measured on fair value; and the follow-up measurements are also on the fair value, besides the both long-term invest-bonds and account receivables on the diluted cost, or on historic cost in the18 case of no fair value and no reliable measurement. The loss/gain from the fair value changes in the follow-up measurement of the financial assets and liabilities, besides one related to the hedge, is dealt with in the following methods: ① The financial assets or liabilities measured on the fair value and with its changes reckoned into the current loss/gain, are reckoned into the fair value loss/gain; the interest or cash dividend obtained in the assets holding period, is recognized as the investment return; in disposal, the difference between the sum actually received and the one booked initially, is recognized as the investment return with the loss/gain of the fair value change adjusted. ② The fair value change of the financial assets available for sale, is reckoned into the reserve; the interest on the actual rate in the holding period, is reckoned into the investment return; the cash dividend of the stock instrument available for sale is reckoned into the investment return when the invested unit announces to pay the dividend, is reckoned into the investment return; in dividend, the difference between the sum actually received and the book value in deduction of the accumulative fair value change originally booked into the capital reserve. (2) Recognition basis of and measurement method for the financial assets transfer The Company’s recognition basis of the financial assets transfer: As for the financial assets with all risks and compensations on their patent transferred, or all risks and compensations neither maintained nor transferred but the control over the assets given up, the recognition of the financial asset may terminate. The Company’s measurement of the financial assets transfer: For the financial assets are qualified for the recognition termination conditions, the measurement may be taken on the financial assets transfer, namely the difference is reckoned into the current loss/gain, between the book value of the transferred financial assets and, the total of the consideration value received from the transfer and the fair value change accumulative sum originally booked into the capital reserve. As for the partly transfer of the financial assets qualified for the recognition termination conditions, the whole book value of the transferred financial assets is diluted on the respective relative fair value between the part of recognition termination and the part of no recognition termination, and the difference is reckoned into the current loss/gain, between the book value of the part of recognition termination and, the total of the consideration value of the part of recognition termination and the fair value change accumulative sum originally booked into the capital reserve. (3) Recognition termination conditions of the financial liabilities The Company’s recognition termination conditions of the financial liabilities: For the current obligation of the financial liabilities is relieved whole or partly, the recognition of the financial liabilities or part may be terminated. (4) Recognition methods of the fair values of the financial assets and liabilities The Company’s recognition methods of the fair values of the financial assets and liabilities: as for the financial instrument in the active market, its fair value is recognized on the quotation in the active market; as for the financial instrument in the active market, its fair value is recognized by the evaluation method. The evaluation method consists of as the references to the familiar situation and the price in the latest market transaction between the two voluntary parties, and the references to the current fair value of other substantially same financial assets, and the conversion method of the cash flow. In the evaluation method, the market index is the preferential and uttermost use, and the index specifically related to the Company and19 its subsidiaries is in less use. (5) Impairment of financial assets On the balance sheet day, the impairment check is taken on the book value of the financial assets besides the ones measured on fair value and with changes reckoned into the current loss/gain, and as there is objective evidence to the financial assets impairment, the impairment test may be taken on the financial assets, and the impairment provision is accrued according to the test result. Accrual of and test method for impairment of financial assets: the accrual of the impairment provision is the book value less the current value of the estimative future cash flow. The current value of the estimative future cash flow is recognized by the sum on the discount rate recognized on the estimative future cash flow. As for the rational estimation for the estimative cash flow on different categories of the financial assets, it is based on the estimative future cash flow from the continual use and the final disposal of the financial assets; the conversion rate is the necessary compensation rate for holding the assets, according to the currency time value in the current market and taxation-before interest rate of the specific risk of the financial assets. (6) Re-classification of financial assets Main judgment basis of the re-classification of the undue long-term investment as financial assets available for sale 1) For there are no financial resources available for the continual capital support for the financial assets, the financial assets has to be due; 2) There is no intention for holding due in the management; 3) Due to the restrictions of the law and the executive rules, or other reasons, it is impossible for holding the financial assets due; 4) And other indications to the Company’s incapability for holding due. The re-classification of the undue long-term investment as financial assets available for sale may be decided by the approval of the Board of Directors. 10. Account receivable The account receivables in the Company mainly consist of the bill receivable, long-term account receivable, and other account receivable. On the balance sheet day, if there is objective evidence to the actual impairment, the impairment loss is recognized on the difference between the book value and the current value of the estimative future cash flow. (1) Recognition principle and accrual method for the preparation of bad debts of single substantive account As for the single substantive account receivable, it may be tested singly. If there is objective evidence to the actual impairment, the bad debts provision may be accrued according to the difference of the current value of the future cash flow lower than the book value; as for the one of no actual impairment, the bad debts provision is accrued on book aging. (2) Recognition principle on and accrual method for provision for bad debts of single account receivable not substantive but in a rather risky credit portfolio As for the Company’s credit policies at the full consideration of risks as different markets or customers, the accounts not substantive singly, are grouped into a portfolio of similar credit risk characters on the credit period and aging, and the provision for bad debts is accrued in proportion with the portfolio balance on the balance sheet day; details are as follows:20 Category Credit-risk-character portfolio Accrual proportion Account receivable undue on agreement Credit period 5% Account receivable due within 1 year (1 year included) Aging 10% Account receivable due in 1—2-year (2-year included) Aging 30% Account receivable due in 2 – 3-year (3-year included) Aging 50% Account receivable due above 3-year Aging 100% Accrual proportion of other account receivables recognized with the aging as the risk character. Aging Within 6-month 6-month – 1-year 1 – 2-year 2 – 3-year Above 3-year Accrual proportion 5% 10% 30% 50% 100% 11. Inventory (1) Categories of inventory The inventory is goods or manufactured products held for sale, products in process, and materials and matters utilized in the production or supply of labor. It mainly consists of the raw material, turnover material, consumable low-value product, product in process, self-made semi-finished product, and manufactured product (storage goods). (2) Pricing method for inventory delivery In inventory delivery, the actual cost is recognized on the weighted average. (3) Recognition principle on net recognizable value and accrual method for preparation for inventory price fall-down On the balance sheet day, the inventory is measured on the lower one between the cost and the net recognizable value, and the provision for the price fall-down is accrued on each inventory item; however, as for the inventory of large quantity and low price, the provision is accrued on the inventory category. If the influence factor previously deducting the inventory value disappears, the previous provision sum is taken as the limit and transferred, and then reckoned into the current loss/gain. Recognition principle on net recognizable value of inventory: ① net recognizable value as the estimative sale price less the relevant tax expenses. ② as for the materials held for production, if the net recognizable value of the manufactured product in use of the materials, is higher than the cost, the net recognizable value is measured on cost; as the fall-down of the material price shows that the net recognizable value of the manufactured product is lower than the cost, recognizable value is recognized on the estimative sale price less the estimative will-be actual cost, estimative sale expenses, and relevant tax expenses.③ As for the materials held on sale, the net recognizable value is the market sale price. (4) Inventory system The Company’s inventory system is the perpetual one. (5) Dilution method for the consumable low-value product and packaging material As for the consumable low-value product and the turn-over material, they are diluted in five-five method.21 12. Long-term stock investment (1) Recognition of the initial investment cost ① initial investment cost of long-term stock investment obtained by corporate consolidation: in the case of the consolidation of enterprises under the same control, recognized as the initial cost is the book value of the owners’ equity obtained from the consolidated party; in the case of the consolidation of enterprises not under the same control, recognized as the initial cost is the recognized consolidation cost on the purchase day. ② As for the long-term stock investment obtained by cash payment, the initial investment cost is the actual purchase payment. ③ As for the long-term stock investment obtained by the equity securities offering, the initial investment cost is the fair value of the equity securities. ④ As for the long-term stock investment invested in by the investors, the initial investment cost is the value in the contract agreement. ⑤ As for the long-term stock investment obtained by the exchange of the non-monetary assets and the debts restructuring, the initial investment cost is recognized on the relevant rules in the Principles. (2) Follow-up measurement and loss/gain recognition method The follow-up measurement of the long-term stock is on equity or cost. As for the long-term stock investment on equity, the investment return is recognized on the share of the net loss/gain deserved or distributed; upon the calculation of the deserved share of the profit and cash dividend announced to be distributed, the book value of the long-term stock investment is decreased correspondingly. As for the long-term stock investment on equity, the book value remains unchanged, besides the investment added or withdrawn. Upon the calculation of the deserved share of the profit or cash dividend announced to be distributed, the investment return is recognized. As for the long-term stock investment of common control and significant influence, it is checked on equity; and others are checked on cost. (3) Recognition principle on common control over and significant influence on invested unit ① Recognition principle on common control over invested units: the common control is agreed in the contract or agreement by the two or more joint parties that the accounting and operation policy must be decided commonly by the two or several investment parties. ② Recognition principle on the significant influence on invested unit: As above 20% to 50% vote capital is held in the invested unit, the significant influence is recognized; or as 20% below is held, the significant influence is recognized if the following conditions are matched up to: ①there is representative in the invested unit’s board of directors or similar authority organs; ②there is participation in the policy-making of the invested unit; ③there is management person dispatch into the invested unit; ④there is dependence on the invested company’s technology or technologic materials; ⑤and other situations which can prove fully the significant influence on the invested unit. (4) Test method for impairment test and accrual method for impairment22 provision On the balance sheet day, the check is taken on the long-term stock investment to make sure whether there is the indication to the impairment; once there is, the impairment test is taken to recognize the recoverable, and then the provision for the impairment is accrued on the lower one between the book value and the recoverable; once the impairment loss is accrued, it may not be transferred in the future accounting periods. Test method for impairment: the test may be taken on the recoverable of the long-term stock investment with the indication to the impairment. As for the net fair value sold in the long-term stock investment, if there is the agreement price of the fair transaction, it is on the agreement price less the relevant tax expense; or there is no fair transaction agreement but the active market for similar assets, it is on the market price less relevant tax expense; or there is no reliable evaluation of the net fair value sold, taken as its recoverable is the current value of the estimative future cash flow of the long-term stock investment in the holding period and final disposal. 13. Investment real estate (1) Category of and measurement method for real estate Category of the Company’s investment real estate: lease buildings. The Company’s investment real estate is measured on cost. (2) Principle of check on cost Accrued on the year averaging is the depreciation of the lease buildings in the Company’s investment property. The detailed check principle is same as that of the capital assets. 14. Capital assets (1) Recognition conditions of capital assets The capital assets are tangible assets held for the goods production, labor supply, lease or operation & management, and with above one-accounting-year service life; meanwhile as up to the following conditions, they are recognized: ①The economic interest related to the capital assets probably flow into the Company; ②The cost of the capital assets can be measured reliably. (2) Category of and accrual method for capital assets The Company’s capital assets are mainly divided as: house buildings, ships & machines & fishing equipment, furniture & office equipment, transportation equipment; the depreciation is in year averaging method. The service life and the net estimative remnant are recognized on the nature and utilization of the capital assets; and at the year-end, the service life, net estimative remnant, and the depreciation method, of the capital assets, are checked, and the corresponding adjustment is made if there is inconsistency between the checked ones and the previous ones. The depreciation of all of the Company’s capital assets is accrued, besides the ones sufficiently accrued and in continuous use, and the land booked specifically. Category of assets Estimative service life (year) Net estimative remnant rate (%) Annual depreciation rate (%) House building 20—40 3—5 2-5 Ship 15—20 3—5 5-623 Category of assets Estimative service life (year) Net estimative remnant rate (%) Annual depreciation rate (%) Machine & Fishing equipment 8—20 3—5 5-12 Furniture & Office equipment 5 3—5 19-19 Transportation equipment 5 3—5 19-19 (3) Test method for impairment of capital assets, and accrual method for provision of impairment At balance sheet day, fixed assets have been examined by the Company whether there exist evidence of impairment probably, while impairment evidence be found than impairment test shall be performed and recognized its recoverable amount. Take the lower one between the book value and recoverable amount for impairment provision withdrawal, the withdrawal impairment losses shall not be switch back in subsequent fiscal year. Test method for impairment: the test may be taken on the recoverable of the capital assets of the indication to the impairment. The recoverable of the capital assets is recognized on the higher one between net of the assets fair value less the disposal expense, and the current value of the estimative future cash flow. As for the net of, the fair value less the disposal expense, if there is the agreement price of the fair transaction, it is recognized on the agreement price less the sum directly attributable to the disposal expense; or there is no fair transaction agreement but the active market or the transaction price of similar assets in the same business, it is recognized on the market price less the disposal expense; or there is no reliable evaluation of the net fair value, taken as their recoverable is the current value of the estimative future cash flow of the long-term stock investment in the holding period and final disposal. (4) Recognition basis of and pricing method for financing lease capital assets Recognition basis of financing lease capital assets: Substantially it is the lease of transferring all risks and compensations related to the assets ownership. The recognition basis is one or several of the following conditions: ① at the expiry of the lease, the ownership of the lease assets is transferred to the lessee; ② The option right to purchase the lease assets is owned by the lessee, and the agreed purchase price is expected far lower than the fair value of the lease assets in the exertion of the option right, and therefore on the lease starting day, it can be rationally recognized the probability of the exertion; ③ Even though the ownership of the assets is not transferred, the lease period accounts for the most part of the service life of the lease assets; ④ The current value of the lowest lease payment on the lease starting day, is almost equal to the fair value of the lease assets; ⑤ The nature of the lease assets is rather special, as no great reformation and the only utilization by the lessee. Pricing method for financing the lease capital assets: As for the initial pricing of financing the lease capital assets, the book value is the lower one on the lease starting day between the fair value of the lease assets and the current value of the lowest lease payment; and as for the follow-up measurement of financing the lease capital assets,24 the depreciation and the impairment provision is accrued on the depreciation policies consistent with the self-owned capital assets. 15. Projects under construction (1) Category of projects under construction The Company’s projects under construction are divided as the self-support and contract-out construction. (2) Principle and time point of transfer of projects under construction to capital assets Principle and time point of transfer of projects under construction to capital assets: as the project completion reaches the expectant availability, the capital assets is transferred. Judgment principle on expectant availability: if following cases is matched up to: ① The substance construction (installation included) of the capital assets has completed all or basically; ② As the projects have been in test production or operation, and the results show that the assets can operate properly and produce the qualified products stably, or the test operation result shows the assets can operate or open properly. ③ The expenditure of the capital assets on the construction, is a little or little. ④ The capital assets of the project constructed have been up to the requirements of the design or contract, or basically up to. (3) Test method and provision accrual method, for impairment of projects under construction On the balance sheet day, the check is taken on the projects under construction for the indication to the impairment, and if there is the indication, the impairment test is taken to recognize the recoverable, and the impairment provision is accrued on the lower one between the book value and the recoverable; once the impairment loss is accrued, it cannot be transferred back in the future accounting periods. Impairment test method for projects under construction: as for projects under construction, their recoverable may be tested. The recoverable is recognized on the higher one between the net of the assets fair value less the disposal expenses, and the current value of the assets estimative future cash flow. 16. Borrowing expenses (1) Recognition principle on capitalization of borrowing expenses As for the Company’s actual borrowing expenses directly attributable to the assets construction or production, it is capitalized and reckoned into the relevant assets cost; as for other borrowing expenses, it is recognized on the actual sum and reckoned into the current loss/gain. The assets up to the capitalization are assets as the capital assets, investment real estate, and inventory reaching the expectant availability or sale ability. (2) Recognition method for capitalization Capitalization period: the period from the time point of starting to that of ending, of the capitalization of the borrowing expenses. The temporary capitalization cease period is not included. Temporary capitalization cease period: the capitalization of the borrowing expenses may be stopped temporarily if there is incidence of the irregular interruption and above 3 months. Calculation of capitalization sum: ① As for the borrowing of the specific borrowing, the capitalization sum is recognized on the current actual interest expenses less the25 interest income of the borrowing capital not utilized but deposited in the bank or the return of the temporary investment; ② As for the appropriation of the general borrowing, the capitalization sum is recognized on the weighted average of, the accumulative assets expenditure above the specific borrowing, and times the capitalization rate of the appropriation; ③ As for the discount or premium of the borrowing, the discount or premium to be diluted in every accounting period is recognized in the actual rate method. The actual rate method is the method for the measurement of the diluted discount or premium or interest expenses on the actual interest rate; and the actual interest rate is the interest rate used in the discount of the future cash flow in the expectant duration period as the current book value of the borrowing. 17. Intangible assets (1) Pricing method for intangible assets The Company’s intangible assets are measured initially on cost. The intangible assets purchased in are taken as the actual cost on the actual payment and relevant expenditure. As for the intangible assets invested in by the investors, the actual cost is recognized on the value stipulated in the contract or agreement; however, if what is stipulated in the contract or agreement is not fair value, the actual cost is recognized on fair value. As for the self-developed intangible assets, their cost is the actual total expenditure before reaching the expectant purpose. The follow-up measurements of the Company’s intangible assets respectively are: ①the linear dilution is taken on the intangible assets of finite service life, and at the yea-end, the check is taken on the service life and dilution of the intangible assets, and the corresponding adjustment is made if there is inconsistency with the previous estimative ones. ② As for the intangible assets of uncertain service life, it is not diluted, however, the service life is checked at year-end; If there is solid evidence to its finite service life, its service life is estimated and diluted in linear method. (2) Estimation of service life of intangible assets of finite service life As the service life of the intangible assets of finite service life is estimated, the following factors are considered usually: ① the ordinary service life period of products produced by the assets, and the available information of the service life of the similar assets; ② the present situation of the technology, craftsmanship, etc. ③ the market demand for the products produced by the assets and the labor supply; ④ the expectable actions taken by the present or potential competitor; ⑤ expectant maintenance expenditure for the assets’ ability to bring forth the economic interest; ⑥ relevant law rules or similar restrictions on control period of the assets; ⑦ relevancy with the service life of other assets held by the Company. (3) Recognition principle of uncertain service life Recognized as the intangible assets of uncertain service life is refers to those intangible assets of un-expectable period of economic benefits brought into the Company, or of the uncertain service period. Recognition principle of uncertain service life: ① from contract right or other legal rights, the uncertain service period is stipulated in the contract or law; ② After the integration of the situations and relevant expertise argumentation in the same trade, the period of the economic interest brought into the Company by the intangible assets still cannot be recognized.26 At every year-end, the check is taken on the intangible assets of uncertain service life, mainly in bottom-up way, namely the basic check is taken by the department relevant to the assets utilization, to assess whether there is change in the recognition principle of the uncertain service life. (4) Test method for and provision accrual method for impairment of intangible assets On balance sheet day, the check is made on the intangible assets for the indication to the impairment; as there is the indication, the recoverable is recognized, and the impairment provision is accrued on the lower one between the book value and the recoverable; once the impairment loss is accrued, it may not be transferred back in future accounting periods. Test method for impairment of intangible assets: the test may be taken on the recoverable of the intangible assets of the indication to the impairment. The recoverable amount on intangible assets shall recognized as the higher one between the fair value of assets less net amount which have been disposal and current value of future predicted cash flow. 18. Long-term unamortized expense The Company’s long-term unamortized expenses are expenses paid out and with one year above (1-year included) benefit period, mainly consisting of the house decoration expenses and the like. The long-term unamortized expenses are diluted by periods according to the benefit period. As the long-term unamortized expenses cannot enable the accounting period’s beneficiary, all dilution values of the project undiluted yet, are transferred into the current loss/gain. 19. Projected liabilities (1) Recognition principle on projected liabilities The liabilities are the Company’s actual liabilities, and its fulfillment probably causes the outflow of the economic interest; as the sum of the liabilities can be measured reliably, the liabilities are recognized as the projected liabilities. (2) Measurement method for projected liabilities The initial measurement is taken according to the best estimator of the expenditure necessary for the fulfillment of the relevant current liabilities; if the necessary expenditure is of a continual scope and of a same chance of all results within the scope, the intermediate value is recognized as the best estimator; if several items are involved in, the best estimator is recognized according to all likely results and relevant possibilities. On the balance sheet day, the check is taken on the book value of the estimative liabilities, and the adjustment is made on the book value according to the current best estimator if there is solid evidence to the inability of the book value for the true reflection to the current best estimator. 20. Stock payment and stock instrument (1) The stock payment is the transaction, of the grant of the stock instrument liabilities for obtaining the service supply from the staff or other parties, or of assumption of liabilities recognized on the basis of the stock instrument, including two ways as equity and cash settlement. (2) As for the payment on equity settlement and for the service supply from the staff, it is measured on the fair value of the stock instrument granted to the staff; as for the27 payment for the service supply from other parties, it is measured on the fair value of the service from other parties on the obtaining day, and on the fair value of the stock instrument on the obtaining day if the fair value of the service cannot be measured reliably. (3) The fair value of the stock instrument is recognized in the following methods: As there is the active market, it is recognized on the quotation in the active market; As there is no active market, it is recognized by the rational evaluation technology including the reference to the price used in the latest market transaction between the parties familiar to situations and voluntary to the transaction, and the reference to the current value of other financial instruments substantially same, discount of cash flow and the option pricing model. (4) As for the cash payment, it is measured on the fair value of the liabilities recognized on the measurement based on the shares or other stock instrument. (5) The best estimator of the practicability right is estimated and recognized on the latest follow-up information as the change in the staff of practicability right. 21. Income (1) Sales goods The income of the sales goods is recognized on the sum of the contract or agreement price received or deserved by the purchaser, as the Company’s sales goods are up to all of the following conditions: ① All major risks and compensations on the goods ownership have been transferred to the purchase party; ② There is neither the maintaining of the continuous management right related to the ownership nor the effective control over the goods sold out; ③ The income can be measured reliably; ④ Relevant economic interests probably flow into the corporation; ⑤ The relevant actual or will-be-actual cost can be measured reliably. The take-in of the contract or agreement price is deferred; as for the financing one, the income of the sales good is recognized on the fair value of the contract or agreement price. (2) Labor supply As the result of the transaction of the labor supply can be measured reliably on the balance sheet day, the income of labor supply is recognized on the percentage of the work completion. As the result of the transaction of the labor supply cannot be measured reliably on the balance sheet day, the income of the labor supply is dealt with respectively in the following cases: ① As the actual cost of the labor service is expected to be compensated for, the income of labor supply is recognized on the actual cost of the labor service, and the cost of the labor service is settled and transferred on the same sum. ② As the actual cost of the labor service is not expected to be compensated for, the actual labor cost is reckoned into the current loss/gain, without the recognition of the income of the labor supply. (3)Relinquishment of assets access The relinquishment of the assets access is recognized as the inflow and income of the economic interest related to the relinquishment can be measured reliably. 22. Government subsidy (1) Category of government subsidy The categories of the government subsidy mainly consist of the two ones respectively28 related to the assets and the income. (2) Accounting dealing with government subsidy The government subsidy related to the assets is recognized as the deferred income and shared averagely in the service life of the relevant assets, and reckoned into the current loss/gain. The government subsidy measured on token sum is directly reckoned into the current los/gain. The government subsidy related to the income, is dealt with respectively in the following cases: ① As for the one for the compensation for the future corporate relevant expenses or loss, it is recognized as the deferred income, and reckoned into the current loss/gain. ② As for the one for the compensation for the actual relevant corporate expenses or loss, it is directly reckoned into the current loss/gain. 23. Assets and liabilities of deferred income tax The Company’s assets and liabilities of deferred income tax are recognized as follows: (1) They are recognized on the difference between the book value of the assets or liabilities and the taxation basis (as for the items not as the assets or liabilities and with the taxation basis able to recognized on tax rules, the taxation basis is recognized as the difference), the assets or liabilities of deferred income tax is recognized on the applicable rate in the estimative period of recovering the assets or paying off the liabilities. (2) The assets of deferred income tax are recognized with the limit of taxable income probably obtained and used for the deduction of deductible temporary difference. On the balance sheet day, the unrecognized assets of deferred income tax in the previous accounting period are recognized if there is solid evidence for probably obtaining in the future accounting period sufficient taxable income for deducting the deducible temporary difference. The book value of the assets of the deferred income tax is deducted if there is solid evidence for probably not obtaining in the future accounting period sufficient taxable income for deducting the book value of the assets of deferred income tax. (3) As for the taxable temporary difference related to the investment in the subsidiary or affiliated corporation, it is recognized as the deferred liabilities, unless the transfer-back time of the temporary difference can be controlled and the difference probably cannot be transferred in the expectable future. As for the taxable temporary difference related to the investment in the subsidiary or affiliated corporation, it is recognized as the assets of deferred income tax as the temporary difference is probably transferred back in the expectable future and the taxable income for deducting the deducible temporary difference is probably obtained. 24. Lease If all risks and compensations related to the ownership of the lease assets are transformed into the lessee substantially in the lease terms, the lease is financing lease; and others are operation lease. The Company as the lessee is in the business of office house lease on monthly rental reckoned into the current loss/gain. 25. Holding of assets on sale (1) Recognition principle on holding of assets on sale The following conditions are all matched up to: the resolution on the disposal of the29 assets has been made; the un-relievable transfer agreement is singed between the Company and the transfer party; and the transfer is to be accomplished within a year. (2) Accounting dealing with the holding of assets on sale As for the capital assets held, the net estimative remnant of the capital assets may be adjusted for the reflection of the remnant to the sum of the fair value less the disposal expenses, without above the limit of the previous book value of the capital assets as up to the conditions of holding assets on sale; And the difference of the previous book value above the net estimative remnant adjusted is reckoned into the current loss/gain. As for the holding of other non-current assets on saleable, they are dealt with on the above principles; they consist of the single assets and the disposal group; the disposal group is a group of assets which is sold as a whole or disposed together. 26. Explanation on changes in accounting policies and estimation (1) Change in accounting policies in Financial Report Nil. (2) Change in accounting estimation in Financial Report Nil. 27. Correction of previous accounting errors Nil. III. Taxes 1. Major tax and tax rate: Taxes Tax basis Tax rate VAT Taxable sales income 17%,13% Business tax Leasing income 3%,5% City maintenance tax Payable turn-over tax 7% Educational surtax Payable turn-over tax 4% Enterprise income tax Payable income tax 25% Pursuit to the Provisional Regulations of the People’s Republic of China on Enterprise Income Tax, the Company and its China-founded subsidiaries withdrawal the enterprise income tax based on the 25% of taxable amount. 2. Tax preference and approval document (1) Tax preference of added value tax Pursuant to the Treasury Tax (1997) No. 64 Notice on Taxation on Import of Fishery Equipment and Transport-back of Self-fished Fishery Products of Overseas Fishery Industry Corporation, the self-fished fishery products transported home, is regarded as the non-import domestic products, without taxation of tariff or added-value taxation in the import link. The corresponding domestic sales are attributable to the primary agricultural products sales, and free from added-value tax according to the specific rules of added value tax. (2) Operation tax preference Pursuant to Treasury Tax [2010] No.8, the tax-free is available to the supply of the30 international transportation of labor service to the domestic unit or individual. And the income of the international transportation of labor service from the businesses of the lease of cooling transport ships and of management. (3) Income tax preference: Pursuant to rules of Treasury Tax [1994] No. 001 , Treasury Tax [1997] No. 114 , Treasury Agriculture [2010] No. 104 , President Order of People’s Republic of China [2007] No. 63 < Corporate Income Tax Law of People’s Republic of China>, the Company’s income from the overseas fishing business is corporate income tax free. The Company’s income besides one from the overseas fishing business is taxed on 25% for the corporate income tax. The subsidiary – Shandong Zhonglu Overseas (Yantan) Food Co., Ltd—is a foreign investment corporation, is implemented the tax preference policies of “Two-free, Three-reduction” on according to the original , but has not enjoyed the preference yet because of no profit, according to the rules of tax preference policies in the transitory period of new , with the preference period starting from 2008. IV. Corporate consolidation and consolidated financial statements The subsidiary of the actual control over and the entity of the special purpose for, are included into the scope of consolidated financial statements. The Company’s consolidated financial statements are prepared on the , and all substantive inside transactions and dealings within the consolidation scope are balanced out in consolidation. As for the part of the shareholders’ equity of the subsidiaries not attributable to the parent company, it is listed as minority shareholders’ equity in the shareholders’ equity in the consolidated financial statement. As for the inconsistency in the accounting policies or periods between the subsidiary and the Company, the necessary adjustment is made the subsidiary’s financial statement according to the Company’s accounting policies or periods in the preparation of the consolidated financial statement. As for the subsidiary obtained from the consolidation of enterprises under the same control, the adjustment is made on the individual financial statement, based on the fair value of the net recognizable assets on the purchase day in the preparation of the consolidated financial statement; as for the subsidiary obtained from the consolidation of enterprises not under the same control, the consolidation is regarded as actual at the year-beginning of the consolidation period, and the assets, liabilities, operation result, and cash flow are all included in the consolidated financial statement from the year-beginning of the consolidation period. 1. Particular about subsidiary (1) Subsidiary obtained from set-up or investment Full name of Type of Registered Nature of Registered Operation Actual Balance of Shareho Vote Min Balanc Balance of31 2. Subject of special purpose for or operation entity of control over by trust operation or lease Name Major business dealing with Company Balance of major assets recognized in consolidated statement at Period-end Balance of major liabilities recognized in consolidated statement at Period-end YAW ADDO FISHERIES COMPANY LIMITED Lease operation 8,726,659.22 14,797,390.66 3. Conversion rate of main statement items of overseas operation entity (1) Conversion method for statement of overseas subsidiary with foreign currency as bookkeeping standard currency a. The balance item in the balance sheet is converted on the current rate on the balance sheet day; all equity items besides the un-distributed profit item, all are converted on the actual rate. b. The income and expense item in the profit statement are converted on the current rate on the actual transaction day. c. The conversion difference in the foreign currency financial start is listed specifically as “foreign currency statement conversion difference” in the owners’ equity in the consolidated balance sheet in the preparation of the financial statement. (2) Rate of conversion of foreign currency statement in Period a. The current exchange rate of US$ : RMB = 1: 6.7909 on the balance sheet day is used for the balance sheet item in the balance sheet. b. The current rate on the actual transaction day is used for the income and expense item in the profit statement. Shandong Zhonglu Overseas Fi h S Co., Ltd. Qingdao, Sh d Cooling transportatio 22,505,600 International sea transportation, t tti 100% 100% Yes32 V. Notes to important item in consolidated financial statement 1. Monetary capital Balance at Period-end Balance at Year-beginning Item Foreign currency sum Conversion rate RMB sum Foreign currency sum Conversion rate RMB sum Cash: 610,110.89 387,303.70 Among: RMB 501,874.33 1.00 501,874.33 306,606.46 1.00 306,606.46 US$ 367.20 6.7909 2,493.62 8,805.12 6.8282 60,123.33 JY Euro 2,100.00 8.2710 17,369.10 2,100.00 9.7971 20,573.91 Cedi 18,370.41 4.8107 88,373.84 Bank deposit: 30,979,938.37 31,378,521.65 Among: RMB 22,835,380.63 1.00 22,835,380.63 25,378,074.63 1.00 25,378,074.63 US$ 833,367.79 6.7909 5,659,317.35 699,236.60 6.8282 4,774,527.35 JY 1,793,458.00 0.0769 137,829.54 16,611,377.66 0.0738 1,225,919.67 Euro 248,565.68 8.2710 2,055,886.74 Credit 60,599.58 4.8107 291,524.11 Other monetary capital 8,309,375.85 6,735,448.54 Among: RMB 8,309,375.85 1.00 8,309,375.85 6,691,905.29 1.00 6,691,905.29 Euro JY 590,017.00 0.0738 43,543.25 Total 39,899,425.11 38,501,273.89 Note: 1. The balance of the non-local deposit in the offshore central bank in the Traffic Bank is US$ 492,794.41, namely RMB 3,346,517.56. 2. Other currency balance at Period-end is RMB 8,309,375.85, among: CMBC guarantee sum RMB -3,200,000, credit guarantee sum RMB 5,109,375.85. Above 3-month guarantee sum RMB 3,200,000.00. 2. Account receivable (1) Category of account receivable as follows: Balance at Period-Category end Balance at Year-beginning Book balance Provision for bad debts Book balance Provision for bad debts33 Sum Proportion (%) Sum Proportion (%) Sum Proportion (%) Sum Proportion (%) Single substantive account receivable 27,855,131 .24 83.58 4,813.670. 57 62.62 11,589,566 .55 64.38 4,000,392. 34 58.80 Account receivable not substantive singly but in a rather risky portfolio on credit risk character 2,404,859. 24 7.22 2,404,859. 24 31.29 2,404,859. 24 13.36 2,404,859. 24 35.35 Other account receivable not substantive singly 3,067,801. 16 9.20 467,901.7 3 6.09 4,005,135. 53 22.25 398,585.1 4 5.85 Total 33,327,791 .64 100.00 7,686,431. 54 100.00 17,999,561 .32 100.00 6,803,836. 72 100.00 Note: 1. The Company’s “single substantive account receivable” is the account receivable of the balance at the Period-end of RMB 1 million (including 1 million) above; at the Period-end, besides the one of impairment, the accrual of the provision of the bad debts is recognized on the basis of the actual loss rate of the account receivable portfolio of the same aging, and with reference to the current situations. 2. The account receivable at the Period-end increased 129.03% compared with that at the Period-beginning, mainly due to the increase in the sales account receivable of the export business of Yantai Food Company – the Company’s substantive. (2) Accrual of provision for bad debts of account receivable which is singly substantive or not substantive but is tested specifically for impairment. Content of account receivable Book balance Sum of bad debts Accrual proportion Reason Japan Shimizu 9,285,649.16 464,282.45 5% No impairment after test; accrual of provision for bad debts based on the actual loss rate of account receivable portfolio of same aging with combination of current situations. Yantai Hiaye Food Co., Ltd. 7,042,750.15 352,137.51 5% No impairment after test; accrual of provision for bad debts based on the actual loss rate of account receivable portfolio of same aging with combination of current situations. Sea Sky South Korea 5,315,069.2 0 265,753.46 5% No impairment after test; accrual of provision for bad debts based on the actual loss rate of account receivable portfolio of same aging34 Content of account receivable Book balance Sum of bad debts Accrual proportion Reason with combination of current situations. Panda Company 3,600,962.12 3,600,962.12 100% 3-year-above aging and slight chance of recovery Freiremar S.A. Spain 1,392,819.86 69,640.99 5% No impairment after test; accrual of provision for bad debts based on the actual loss rate of account receivable portfolio of same aging with combination of current situations. Phoenix Company Germany 1,217,880.75 60,894.04 5% Total 27,855,131.24 4,813,670.57 —— —— (3) Explanation on account receivable not substantive singly but in a rather risky portfolio of same credit risk character The 100% provision for bad debts is accrued on the 3-year-above account receivable, according to the Company’s analysis on the recovery of the account receivable that there is little chance of recovery for the 3-year-above account receivable, and the account receivable up to the above conditions besides the single substantive ones, are recognized as the “account receivable not substantive singly but in a rather risky portfolio of the same credit risk character”, the details of the accrual are referred to “the category of the account receivable”. (4) Account receivable on aging as follows: Balance at Period-end Balance at Year-beginning Aging Book balance Provision for bad debts Book balance Provision for bad debts Sum Proportion (%) Sum Proportion (%) Sum Proportion (%) Sum Proportion (%) Within 6-month 24,879,668.40 74.65 1,243,983.42 5.00 10,600,526.86 58.89 530,026.34 5.00 6-month – 1-year 1,480,319.01 148,031.90 10.00 749,874.55 4.17 10.00 1 – 2-year 961,982.87 2.89 288,594.86 30.00 643,338.55 3.57 193,001.57 30.00 2 – 3-year 50.00 50.00 3-year above 6,005,821.36 18.02 6,005,821.36 100.00 6,005,821.36 33.37 6,005,821.36 100.00 Total 33,327,791.64 100.00 7,686,431.54 17,999,561.32 100.00 6,803,836.72 (5)No owning of shareholding unit of 5% (including 5%) above vote stock in the Company. (6) Top-five organization of account receivable35 Name of unit Relations with Company Sum Aging Proportion in total (%) Japan Shimizu Non-related party 9,285,649.16 Within 6- month 27.86 Yantai Hiaye Food Co., Ltd. Non-related party 7,042,750.15 Within 6-month 21.13 Sea Sky South Korea Non-related party 5,315,069.20 Within 6-month 15.95 Panda Company Non-related party 3,600,962.12 3-year above 10.80 Freiremar S.A. Spain Non-related party 1,392,819.86 Within 6-month 4.18 Total 26,637,250.49 79.92 3. Payment in advance (1) Payment in advance on aging as follows Balance at Period-end Balance at Year-beginning Aging Sum Proportion (%) Sum Proportion (%) Within 1-year 12,334,305.13 100.00 9,008,430.89 100.00 Total 12,334,305.13 100.00 9,008,430.89 100.00 (2) Top-five organization of payment in advance Name of organization Relations with Company Sum Time of prepayment Reason for un-settlement Penglai Jingyuan Food Non-related party 4,000,000.00 Within 1-year Fishing prepayment Dalian Dayang Overseas Fishery Co., Ltdp Non-related party 3,625,159.00 Within 1-year Fishing prepayment Qingdao Furui Fishery Non-related party 2,000,000.00 Within 1-year Fishing prepayment Jiangsu Hongzehu Food Co., Ltd. Non-related party 1,073,316.40 Within 1-year Fishing prepayment Micronesia Fishing Access Expense Non-related party 817,200.00 Within 1-year Fishing access expense Total 11,515,675.40 Note: 1. There is no owning of the shareholding unit of 5% (included) vote stock in the account balance. 2. The prepayment at the Period-end increased 36.92% compared with that at the Period-beginning, mainly due to the increase in prepayment for the purchase of the tuna materials in Yantai Food Company – the Company’s subsidiary. 4. Other account receivables (1) Other account receivables disclosed on category Category Balance at Period-end Balance at Year-beginning Book balance Provision for bad debts Book balance Provision for bad debts36 Sum Proportion (%) Sum Proportion (%) Sum Proportion (%) Sum Proportion (%) Other single substantive account receivables 4,260,000.00 39.72 4,260,000.00 49.01 6,338,717.48 46.57 4,260,000.00 48.62 Other account receivables not substantive singly but in a rather risky portfolio of same credit risk character 4,195,319.69 39.11 4,195,319.69 48.26 4,283,261.03 31.47 4,283,261.03 48.89 Other account receivable not substantive 2,270,376.39 21.17 237,118.63 2.73 2,988,666.88 21.96 218,153.13 2.49 Total 10,725,696.08 100.00 8,692,438.32 100.00 13,610,645.39 100.00 8,761,414.16 100.00 Note: 1. The Company’s “other single substantive account receivables” are other account receivables of 1 million (1 million included); at the Period-end, the provision for the bad debts of the other account receivables besides ones of the indication to the impairment, is accrued on the actual loss rate of the portfolio of the same aging, with the combination to the current situations. 2. Other account receivables decreased 58.07% compared with that at the Period-beginning, mainly due to the recovery of last year export tax rebate by Yantai Food Company. 3. Recognition principle on “other account receivables not substantive singly but in a rather risky portfolio of the same credit risk character”: 3-year-above other account receivable of little chance of recovery. The 100% provision for bad debts of 3-year above other account receivables is accrued; other account receivables up to the above conditions are recognized as the “other account receivables not substantive singly but in a rather risky portfolio of the same credit risk character”. (2) Accrual of provision for other account receivables substantive singly or not substantive singly but tested specifically for impairment Content of other account receivables Book balance Sum of bad debts Accrual proportion Reason China Industry Economy Investment Co., Ltd. 4,260,000.00 4,260,000.00 100% 3-year-above aging and little chance of recovery. Total 4,260,000.00 4,260,000.00 —— (3) Explanation on other account receivables not substantive singly but in a rather risky portfolio of same credit risk character The 100% provision for bad debts is accrued on the 3-year-above other account receivables, according to the Company’s analysis on the recovery of other account receivable that there is little chance of recovery for the 3-year-above other account receivable, and the account receivable up to the above conditions besides the single substantive ones, are recognized as the “other account receivable not substantive singly but in a rather risky portfolio of the same credit risk character”, the details of the accrual are referred to “the category of other account receivables”. (4) Aging analysis on other account receivables Balance at Aging Period-end Balance at Year-beginning Book value Provision for bad debts Book balance Provision for bad debts37 Sum Accrual proportion (%) Sum Accrual proportion (%) Sum Accrual proportion (%) Sum Accrual proportion (%) Within 6-month 1,703,461.59 15.88 72,894.19 5.00 1,376,184.70 10.11 88,780.46 5.00 6-month – 1-year 383,602.22 3.58 38,360.22 10.00 3,577,608.66 26.29 79,634.29 10.00 1 – 2-year 23,769.08 0.22 7130.72 30.00 11,418.05 0.08 915.00 30.00 2 – 3-year 84,620.00 0.79 43,810.00 50.00 102,172.95 0.75 48,823.38 50.00 3-year above 8,530,243.19 79.53 8,530,243.19 100.00 8,543,261.03 62.77 8,543,261.03 100.00 Total 10,725,696.08 100.00 8,692,438.32 13,610,645.39 100.00 8,761,414.16 (5) No owning of shareholding organization of 5% (included) above vote stock in Company. (6) Top-five organization of other account receivables Name of organization Relations with Company Sum Year period Proportion in total of other account receivables (%) Zhongchanjing Investment Co., Ltd. Non-related party 4,260,000.00 3-year-above 39.72 Japan Daihatsu Non-related party 288,896.39 3-year-above 2.69 Divng-seagull Non-related party 207,072.50 3-year-above 1.93 Wende Ship-repair Company Non-related party 200,000.00 3-year-above 1.86 Qingdao Construct-Erection Company Non-related party 195,044.00 3-year-above 1.82 Total 5,151,012.89 48.02 5. Inventory (1) Category of inventory as follows Amount at Period-end Amount at Year-beginning Item of inventory Book balance Provision for price fall-down Book value Book balance Provision for price fall-down Book value Raw materials 61,076,337.64 650,206.41 60,426,131.23 42,947,165.16 650,206.41 42,296,958.75 Low-value consumable products 1,253,794.81 1,253,794.81 1,220,063.13 1,220,063.1338 Amount at Period-end Amount at Year-beginning Item of inventory Book balance Provision for price fall-down Book value Book balance Provision for price fall-down Book value Inventory 75,313,758.97 75,313,758.97 58,463,042.82 58,463,042.82 Total 137,643,891.42 650,206.41 136,993,685.01 102,630,271.11 650,206.41 101,980,064.70 Note: The net amount of inventory at period-end increase 34.33% over that of period-begin, mainly due to the increase of purchase on tuna and red drum raw materials by Yantai Food Company in period—subsidiary of the Company. (2) Change in provision for depreciation of each inventory as follows: Decrease in Period Item of inventory Balance at Year-beginning Accrual in Period Switching-back Transferring-put Balance at Period-end Raw materials 650,206.41 650,206.41 Products in process Storage goods Total 650,206.41 650,206.41 6. Long-term stock investment (1) Long-term stock investment Invested organization Check method Initial investment cost Balance at Year-beginning Increase/ decrease change Balance at Period-end Shareholding proportion in invested organization (%) Voting proportion in invested organization (%) Explanation on inconsistency in proportion between the shareholding and voting Provision for depreciation Accrual of provision for impairment in Period Cash dividend in Period South Securities Co., Ltd. Cost method 33,000,000.00 33,000,000.00 33,000,000.00 0.87 0.87 33,000,000.00 Total —— 33,000,000.00 33,000,000.00 33,000,000.00 —— —— —— 33,000,000.00 (2) Explanation on long-term stock investment Concerning South Securities Co., Ltd. had been canceled the license for securities business and charged to close down as the administrative punishment by the CSRC on 29 April 2005, it was announced to be bankrupt by Shenzhen Intermediate Court, and the proportion for the impairment of the long-term investment has been accrued on the book value in full sum on the stock in the South Securities Company. 7. Investment real estate (1) Investment real estate on cost Item Balance at Year-beginning Increase in Period Decrease in Period Balance at Period-end I. Total of original price 47,120,794.80 47,120,794.80 House building 47,120,794.80 47,120,794.8039 Item Balance at Year-beginning Increase in Period Decrease in Period Balance at Period-end II. Total of accumulative depreciation and dilution 5,365,231.92 609,332.76 5,974,564.68 House building 5,365,231.92 609,332.76 5,974,564.68 III. Total of accumulative sum of provision for impairment of investment real estate 886,512.06 886,512.06 House building 886,512.06 886,512.06 IV. Total of book value of investment real estate 40,869,050.82 40,259,718.06 House building 40,869,050.82 40,259,718.06 Note: 1. The plant locating on No. 3 Heze Road, Qingdao City, Shandong Province, has been leased to Qingdao Sea Transport Professional School, with the lease period from October 2008 to September 2010. 2. The office buildings locating in No. 43 Heping Road, Jinan City, Shandong Province, is leased out (original value RMB 44,630,697.79, accumulative depreciation RMB 4,605,753.74, net RMB 40,024,944.05, lease acreage 6088.07 ㎡). 8. Fixed assets (1) Specifications of and increase/decrease changes in fixed assets and accumulative depreciation as follows: Item Balance at Year-beginning Increase in Period Decrease in Period Balance at Period-end I. Total of original price 414,209,875.41 1,927,009.96 160,372.39 415,976,512.98 House and building 63,638,771.10 63,638,771.10 Ship 264,315.86 316,201,893.18 Machine and fishing equipment 23,323,584.07 184,125.55 4,500.00 23,503,209.62 Transportation vehicle 3,435,159.81 153,267.46 73,316.51 3,515,110.76 Furniture and office appliances 7,874,783.11 1,325,301.09 82,555.88 9,117,528.32 II. Total of accumulative depreciation 139,494,514.41 11,314,281.71 159,394.82 150,649,401.30 House and building 8,031,801.50 786,636.18 8,818,437.68 Ship 118,006,465.70 8,754,021.00 126,760,486.70 Machine and fishing equipment 6,474,757.51 1,178,101.36 906.30 7,651,952.57 Transportation equipment 1,727,449.30 174,123.08 75,800.00 1,825,772.38 Furniture and office appliances 5,254,040.40 421,400.09 82,688.52 5,592,751.97 III. Total of accumulative provision for impairment 7,571,580.00 7,571,580.0040 Item Balance at Year-beginning Increase in Period Decrease in Period Balance at Period-end of capital assets House and building Ship 7,571,580.00 7,571,580.00 Machine and fishing equipment Transportation equipment Furniture and office appliances IV. Total of book value of capital assets 267,143,781.00 257,755,531.68 House and building 55,606,969.60 54,820,333.42 Ship 190,359,531.62 181,869,826.48 Machine and fishing equipment 16,848,826.56 15,851,257.05 Transportation equipment 1,707,710.51 1,689,338.38 Furniture and office appliances 2,620,742.71 3,524,776.35 Note: 1. The fixed assets increase RMB 1,927,009.96, among that Yantai Food Company – the subsidiary – the increase of RMB 1,187,150 for iron frames, RMB 184,125.55 for stainless washer machine, metal investigator, and fish flaking machine, RMB 53,442 for newly purchased bread car; HIC Company – the subsidiary, new increase of RMB 314,772.90 in special investigation expense for Xinqiansheng Tanker before-sail-out; Haiyun Company– the subsidiary – increase of RMB 99,825.46 for thenewly purchased bread car. 2. The fixed assets and accumulative depreciation decreased respectively RMB 160,372.39 and RMB159, 394.82, among that: Haiyun Company – the subsidiary – disposal of a truck of original value of RMB 75,800.00 and accumulative depreciation of RMB75,800.00; Haiyan Branch’s disposal of office computer of the original value of RMB 83,131.40 and accumulative depreciation of RMB 82,688.52 and net of RMB 442.88. The above disposed assets are ill-operated ones, without impact on the Company’s normal operation. 3. Mortgage of fixed assets As ending at 30 June 2010, the comprehensive grant of credit of RMB 40 million is obtained and the short-term borrowing of RMB 16 million has been paid back, with the fixed assets as the mortgage, among that the original book value of RMB 46,976,452.50 of ship “Tailun 1”, the original book value of RMB 13,579,445.64 of ship “Tailun2”, the original book value of RMB 11,335,381.12 of ship “Taining”, the original book value of RMB 32,587,971.41 of ship “Taixing”, the original book value of RMB 24,671,280.85 of ship “Taixing”. The mortgage of ships “Taifu 101”, “Taihong 1”, and “Taihong 2” have been cancelled. The cancellation of the mortgage of “Taining” Tanker, “Taixing” Tanker is in process. The comprehensive grant of credit has been obtained again with the mortgage of the capital assets as of the original book value of RMB 46,976,452.50 of “Taifu 101” Tanker, of the original book value of RMB 65,633,153.65 of “Taifu 102” Tanker, and of the original book value of RMB 13,579,445.64 of “Taihong 1” Tanker. The comprehensive grant of credit of RMB 23 million has been obtained and the short-term borrowing of RMB 8 million, with the mortgage of production houses of the original book value of RMB 7,186,500.00, and the land use right of the original book value of RMB 9,929,529.00. 4. Pursuant to the signed between the Company and Shandong Fishery Parent Company in April 2006, and Li Execution No. 1299 of Jinan City Lixia District People’s Court (2005), as locates on No. 43 Road, Lixia District, Jinan City, the office complex of the original book value of RMB 54,221,197.05 is owned by the Company for offsetting the debts. The certificate of the above housing property has not handled; the Company’s management is coordinating actively with all concerned parties to solve the above issue of the housing property certificate. 9. Intangible assets41 (1) Particular about intangible assets: Items Balance at year-begin Increase in the period Decrease in the period Balance at period-end I. Total original book value 10,132,557.00 10,132,557.00 Land use right of Yantai Food 9,929,529.00 9,929,529.00 Other 203,028.00 203,028.00 II. Total amount of accumulated amortization 2,140,809.71 134,321.88 2,275,131.59 Land use right of Yantai Food 2,032,420.85 118,208.52 2,150,629.37 Other 108,388.86 16,113.36 124,502.22 III. Total net book value of intangible assets 7,991,747.29 7,857,425.41 Land use right of Yantai Food 7,897,108.15 7,778,899.63 Other 94,639.14 78,525.78 IV. Total impairment provision Land use right of Yantai Food Other V. Total book value of intangible assets 7,991,747.29 7,857,425.41 Land use right of Yantai Food 7,897,108.15 7,778,899.63 Other 94,639.14 78,525.78 Note:Till 30 June 2010, the land use right and production house were together used for mortgage by Yantai Food, and the Company gained comprehensive credit authorization of RMB 23 million. 10. Provision for impairment of assets Decreased in this period Items Balance at year-begin Accrual amount this period Switching back Transferring out Balance at period-end I. Bad debt provision 15,565,250.88 882,594.82 68,975.84 16,378,869.86 II.Provision for depreciation of inventory 650,206.41 650,206.41 III. Impairment provision of financial assets available for sale IV. Impairment provision of held-to-maturity investment V. Impairment provision of long-term equity investment 33,000,000.00 33,000,000.00 VI. Impairment provision of investment property 886,512.06 886,512.0642 Decreased in this period Items Balance at year-begin Accrual amount this period Switching back Transferring out Balance at period-end VII. Impairment provision of fixed assets 7,571,580.00 7,571,580.00 VIII. Impairment provision of project material IX. Impairment provision of construction in process X. Impairment provision of production biological material asset Incl. Impairment provision of mature production biological material asset XI. Impairment provision of gas & oil asset XII. Impairment provision of intangible asset XIII. Impairment provision of goodwill XIV. Other Total 57,673,549.35 882,594.82 68,975.84 58,487,168.33 11. Short-term loans (1) Short-term loans list according to categories: Items Amount in period-end Amount in year-begin Mortgage loan 9,700,000.00 24,000,000.00 Credit loan 9,956,574.49 17,482,275.22 Total 19,656,574.49 41,482,275.22 Note: 1. particular about mortgage loans see details in No. 8 and 9 in V contained in Notes to Financial Statement. (2) Explanation on short-term loans There are no overdue loans in period-end. Short-term loans at period-end decrease 52.61% over that of period-begin, manly due to the loans paid back to bank from the Company and its subsidiary—HIC this period.43 12. Accounts payable (1) Account payable list according to age: Balance in period-end Balance in year-begin Items Amount Proportion (%) Amount Proportion (%) Within 1 year 110,268,152.86 95.37 55,824,450.35 92.92 1-2 years 1,136,889.69 0.98 2-3 years Over 3 years 4,221,236.61 3.65 4,253,594.84 7.08 Total 115,626,279.16 100.00 60,078,045.19 100.00 Note: 1. The balance did not contain account that should be paid to any major shareholders who own more than 5% (including 5%) of the Company’s share capital. 2.The account payable at period-end increase 92.46% over that of period-begin, mainly due to the increase of raw materials account paid by Yantai Food in this period, a subsidiary of the Company. 3. The balance has no major account payable with over 1 year. 13. Accounts received in advance (1) Account received in advance list according to age: Balance in period-end Balance in year-begin Items Amount Proportion (%) Amount Proportion (%) Within 1 year 744,336.64 68.03 8,500,620.89 96.10 1-2 years 2-3 years Over 3 years 349,863.72 31.97 349,863.72 3.90 Total 1,094,200.36 100.00 8,850,484.61 100.00 Note: 1. The balance did not contain account that should be paid to any major shareholders who own more than 5% (including 5%) of the Company’s share capital. 2. The account received in advance at period-end decrease 87.64% over that of period-begin, mainly due to Yantai Food considered accounts of customers received in advance as operating income. 3. The balance has no major account received in advance with over 1 year. 14. Wage payable Items Balance in year-begin Increase amount this period Decrease amount this period Balance in period-end Salary, bonus, allowance and subsidy 6,215,185.59 18,325,802.76 16,559,823.51 7,981,164.84 Employee Welfare expenses 763,529.82 763,529.82 Social insurance 263,122.82 3,137,977.83 3,401,100.65 Housing accumulation fund 253,606.03 744,794.20 865,039.84 133,360.39 Labor union outlay and employee education outlay 879,976.35 150,814.18 76,433.70 954,356.83 Non-monetary welfares44 Items Balance in year-begin Increase amount this period Decrease amount this period Balance in period-end Compensation for dismissal of relationship of labor force 33,680.00 36,586.00 36,586.00 33,680.00 Other Including: shares with cash settlement Total 7,645,570.79 23,159,504.79 21,702,513.52 9,102,562.06 Note: The balance of wage payable is due to unpaid seaman wages and allowance for sea proceeds but withdrawn. 15. Tax payable Taxes Balance in period-end Balance in year-begin Notes Income tax 137,526.35 -88,480.55 Value-added tax -6,764,946.67 -3,141,317.21 Business tax 11,002.36 56,614.69 City planning tax 315.00 3,587.36 Educational surtax 180.00 2,049.92 Water conservancy fund 585.6 Other 398,653.46 570,999.20 Total -6,216,683.90 -2,596,546.59 Note: Tax payable at period-end decrease 139.42% over that of period-begin, mainly due to the input tax of VAT for fish purchased by Yantai Food this period. 16. Others account payable (1) Other account payable list according to age: Balance in period-end Balance in year-begin Items Amount Proportion (%) Amount Proportion (%) Within 1 year 17,439,245.89 73.91 7,376,550.06 65.17 1-2 years 253,056.56 1.20 940,374.00 8.31 2-3 years 477,182.04 1.27 1,718,363.58 15.18 Over 3 years 3,001,034.07 23.62 1,283,595.61 11.34 Total 21,170,518.56 100.00 11,318,883.25 100.00 Note: 1. the balance did not contain account that should be paid to any major shareholders who own more than 5 %( including 5%) of the Company’s share capital. 2. The balance has no major other account payable with over 1 year. 3. The other account payable at period-end increase 87.04% over that of period-begin, mainly due to the permanent repairs of ship that withdrawal by Haiyan branch, Shipping Co., and HIC Co., --the subsidiary of the Company. 17. Share capital45 Balance in year-begin Increase/Decrease of this time (+, -) Balance in period-end Items Shares Proportion (%) New shares issued bonus share Capitalization of public reserve othersubtotal Shares Proportion (%) I Restricted shares 128,071,320.00 48.13 128,071,320.00 48.13 State-owned shares State-owned legal person’s shares 127,811,320.00 48.03 127,811,320.00 48.03 Other domestic shares Domestic non-state-owned legal person’s shares Domestic natural person’s shares 260,000.00 0.10 260,000.00 0.10 Foreign shares Foreign legal person’s shares Foreign natural person’s shares II Unrestricted shares 138,000,000.00 51.87 138,000,000.00 51.87 RMB Ordinary shares Domestically listed foreign shares 138,000,000.00 51.87 138,000,000.00 51.87 Overseas listed foreign shares Others III Total shares 266,071,320.00 100.00 266,071,320.00 100.00 18. Capital reserves Items Balance in year-begin Increase amount this period Decrease amount this period Balance in period-end Capital premium 186,283,711.00 186,283,711.00 Other capital reserve 94,961,504.96 94,961,504.96 Total 281,245,215.96 281,245,215.96 19. Surplus reserves Items Balance in year-begin Increase amount this period Decrease amount this period Balance in period-end Statutory surplus reserve 21,908,064.19 21,908,064.19 Arbitrary surplus reserve46 Items Balance in year-begin Increase amount this period Decrease amount this period Balance in period-end Total 21,908,064.19 21,908,064.19 20. Retained profits (1) Details of retained profit: Items Amount Proportion of withdrawal and distribution Retained profit in last year-end before adjustment -215,109,589.47 Total adjustment of retained profit at year-begin (increase+, decrease -) Retained profit in year-end after adjustment -215,109,589.47 Add: net profit attributable to owner of the parent company in this period 11,357,665.16 Less: Withdrawal of statutory surplus reserve Withdrawal of arbitrary surplus reserve Withdrawal of general risk provision Common shares’ dividend payable Dividend of common shares transfer to shares Retained profit at period-end -203,751,924.31 21. Operating income and operating cost (1) Details of operating income: Items Amount occurred this period Amount at same period of last year Main operating income 197,804,359.53 111,925,608.47 Other operating income 946,544.88 944,246.15 Total operating income 198,750,904.41 112,869,854.62 Note: operating income this period increase 76.09% over that of same period of last year, mainly caused by: increase of exporting income under the strengthened on return self-fishing of tuna purchased and deep process exporting business from Yantai Food Company this period—the subsidiary of the Company; the tuna fishing project of Haiyan Branch made increase of income due to the increased sale volume, HIC—subsidiary, increased rent from the refrigerated-ship newly purchased in last October. (2) Details of operating cost: Items Amount occurred this period Amount at same period of last year Main operating cost 172,517,115.41 95,595,525.01 Other operating cost 728,065.14 715,170.0047 Items Amount occurred this period Amount at same period of last year Total operating cost 173,245,180.55 96,310,695.01 Note: Operating cost this period increased 79.88% over same period of last year which is caused by the increase cost of proportion in income this period. (3) Main operations classified according to industries: Amount occurred this period Amount at same period of last year Industries Main operating income Main operating cost Main operating income Main operating cost Oceanic fishing 23,477,270.62 14,168,899.37 44,510,268.34 35,396,774.26 Trading of seafood 1,632,061.07 1,559,085.98 Retting of refrigerated vessel and vessel management 33,681,834.03 24,146,274.60 23,578,949.78 19,152,591.18 Seafood processing, cold storage and others 140,645,254.88 134,201,941.44 42,204,329.28 39,487,073.59 Total 197,804,359.53 172,517,115.41 111,925,608.47 95,595,525.01 (4) Main operations classified according to areas: Amount in this period Amount in the same period of last Areas year Main operating income Main operating cost Main operating income Main operating cost Mainland of China 30,541,829.18 15,652,116.64 21,284,272.00 18,243,758.48 Taiwan of China 54,651,085.71 48,254,887.27 48,682,867.34 39,164,931.73 USA 518,537.68 493,549.59 Japan 80,825,364.84 77,771,091.23 29,015,269.17 26,524,530.94 Spain 6,422,854.52 6,113,340.19 2,428,750.22 2,490,787.42 Singapore 10,146,959.69 9,657,982.49 1,448,760.49 795,083.86 Germany 720,415.83 685,699.33 2,594,409.94 2,432,630.32 Ghana 5,326,204.20 5,654,233.60 2,791,550.14 2,493,529.95 Israel 1,558,110.80 1,483,026.18 Korea 6,894,517.87 6,562,274.30 Others 198,479.21 188,914.59 3,679,729.17 3,450,272.31 Total 197,804,359.53 172,517,115.41 111,925,608.47 95,595,525.01 (5) Particular about operation income from top 5 clients of the Company: Items Operating income Proportion in total operating income of the Company (%) 1. Taiwan Fengqun Fishery Co., 44,846,461.56 22.56 2. Japan Weekly Co., Ltd. 34,579,221.43 17.40 3. Japan Shimizu Co., 24,646,832.30 12.40 4. Japan Tokyo Fishery Co., 19,371,263.50 9.75 5. Nikko Fishery Co., 12,123,936.12 6.10 Total 135,567,714.91 68.2148 22. Operating taxes and extras Items Amount occurred this period Amount at same period of last year Calculation standards Business tax 269,743.64 427,070.95 3%-5% of operating income City planning tax 16,267.42 21,838.63 7% of paid turnover tax Educational surtax 7,215.39 9,698.16 1%-3% of paid turnover tax House property tax 65,671.24 81,300.00 House area Other 20,234.85 23,505.01 Total 379,132.54 563,412.75 Note: The operating tax and extras this period decrease 32.71% over that of same period of last year, mainly due to the free operating tax of international labor transportation income from the subsidiary—Shipping Co., this period. 23. Financial expenses Category of expense Amount in this period Amount in the same period of last year Interest expenses 1,230,427.87 1,561,906.84 Less: Interest income 479,296.79 1,209,425.46 Exchange losses 710,966.78 51,833.97 Less: exchange gains 54,992.21 98,441.32 Other expenses 132,487.71 101,004.50 Total 1,539,593.35 406,878.53 Note: The financial expense this period increase 278.39% over same period of last year, mainly due to the increase of exchange loss from major change of exchange rate on JPY and EUR and the interest income of mortgage margins that exist in same period of last year. 24. Loss of devaluation of assets Items Amount occurred in this period Amount occurred in same period of last period I. Bad debt losses 813,618.98 -440,778.26 II. Inventory impairment losses III. Impairment losses of financial assets available for sale IV. Impairment loss from investment held till expiration V. Impairment loss from long-term equity investment VI. Impairment losses of property investment VII. Impairment losses of fixed asset VIII. Project material impairment losses49 Items Amount occurred in this period Amount occurred in same period of last period IX. Construction in process impairment losses X. Production biological material asset impairment losses XI. Gas & oil asset impairment losses XII. Intangible asset impairment losses XIII. Goodwill impairment losses XIV. Other Total 813,618.98 -440,778.26 Note: The assets impairment losses this period increase 284.59% over same period of last year, mainly due to the increase of bad debt withdrawals for account receivables this period. 25. Non-operating income (1) Details of non-operating income: Items Amount occurred in this period Amount occurred in same period of last period Gains on disposal of non-current assets 12,000.00 Including: gains from disposal of fixed assets 12,000.00 gains from disposal of intangible assets Gains from debt restructuring Government subsidy 155,700.00 4,672,395.76 Other 43,186.00 35,328.53 Total 210,886.00 4,707,724.29 Note: The non-operating income this period decrease 95.52% over same period of last year, mainly due to the governmental fuel subsidy and financial discount received in same period of last year. (2) Details of government subsidy: Items Amount occurred in this period Amount occurred in same period of last period Notes Fuel subsidies 2,872,395.76 Finance discount 1,800,000.00 Finance rebate Special funds for foreign economic cooperation50 Subsidy of position stability 35,700.00 Subsidy for project of financial technology 120,000.00 Total 155,700.00 4,672,395.76 26. Non-operating expense Items Amount occurred in this period Amount occurred in same period of last period Total loss on disposal of non-current assets 4,036.58 Including: loss from disposal of fixed assets 4,036.58 Loss from disposal of intangible assets External donation expense Other 37,048.42 32,194.03 Total 41,085.00 32,194.03 27. Calculation procedure for basic earnings per share and diluted earnings per share According to the calculation requirement on earnings per share from No.9 Preparation Rule of Information Disclosure on Publicly Securities Issuing Enterprises—Calculation and Disclosure of Return on Equity and Earning Per Share (2010 Amended) (“CSRC [2010] No.2”) and No.1 Explanation Announcement of Information Disclosure on Publicly Securities Issuing Enterprises—Non-recurring Gains and Losses (2008)(“CSRC[2008] No.43”) issued by CSRC: Items Code Amount occurred in this period Amount occurred in same period of last period Net profit attributable to common shareholders of the Company(I) P0 11,357,665.16 9,878,539.22 Net profit attributable to common shareholders of the Company after deducting non-recurring gains and losses(Ⅱ) P0 11,187,864.16 9,875,404.68 Total shares at period-begin S0 266,071,320.00 266,071,320.00 Amount of shares increase from public reserve capitalizing or share dividend distribution S1 Amount of shares increase from newly issuing shares or shares transfer from debt Si Amount of shares decrease from repurchased in report period Sj Reducing shares in report period Sk Amount of months in report period M0 6 6 Accumulated months from next month of share increased to period-end Mi Accumulated months from next month of share decreased to period-end Mj Weighted average of common shares issuing outside S 266,071,320.00 266,071,320.0051 Basic earnings per share (Ⅰ) 0.04 0.04 Basic earnings per share (Ⅱ) 0.04 0.04 Current net profit attributable to common shareholders after adjustment (Ⅰ) P1 11,357,665.16 9,878,539.22 Current net profit attributable to common shareholders after adjustment without non-recurring gains and losses (Ⅱ) P1 11,187,864.16 9,875,404.68 Weighted average of common shares increased by warrants, stock option and convertible bonds etc. Diluted weighted average of common shares issuing outside 266,071,320.00 266,071,320.00 Diluted earnings per share (Ⅰ) 0.04 0.04 Diluted earnings per share (Ⅱ) 0.04 0.04 (1)Basic earnings per share Basic earnings per share= P0÷ S S= S0+S1+Si×Mi÷M0– Sj×Mj÷M0-Sk Among which: po refer to net profit attributable to common shareholders of the Company or net profit attributable to common shareholders of the Company after deducting non-recurring gains and losses; S refer to weighted average of common shares issuing outside; S0 refer to total shares at period-begin; S1 refer to amount of shares increase from public reserve capitalizing or share dividend distribution; Si refer to Amount of shares increase from newly issuing shares or shares transfer from debt; Sj refer to amount of shares decrease from repurchased in report period; Sk refer to reducing shares in report period; M0 refer to amount of months in report period; Mi refer to accumulated months from next month of share increased to period-end; Mj refer to accumulated months from next month of share decreased to period-end (2)Diluted earnings per share Diluted earnings per share= P1/(S0+S1+Si×Mi÷M0–Sj×Mj÷M0–Sk+ Weighted average of common shares increased by warrants, stock option and convertible bonds etc.) Among which: P1 refer to net profit attributable to common shareholders of the Company or net profit attributable to common shareholders of the Company after deducting non-recurring gains and losses, and took the influence from diluted potential common share into consideration, made adjustment according to Accounting Rule of Enterprise and relevant regulations. While calculating the diluted earnings per share, the Company took the following into consideration: all influence from diluted potential common shares towards net profit attributable to common shareholders of the Company or net profit attributable to common shareholders of the Company after deducting non-recurring gains and losses and weighted average share, according to the dilution based on the order of major to minor calculated diluted earnings per share until reached the minimum amount of diluted earnings per share. 28. Other consolidated income Item Amount of this period Amount of last period 1. Amount of gains (loss) arising from financial assets available for sale Less: tax influence arising from financial assets available for sale Net amount calculated in other comprehensive income in early period and transferred to gains and loss in current period Subtotal52 Item Amount of this period Amount of last period 2. Shares of other comprehensive income in invested units calculated in equity method Less: income tax influence arising from shares of other comprehensive income in invested units calculated in equity method Net amount calculated in other comprehensive income in early period and transferred to gains and loss in current period Subtotal 3. Amount of gains (loss) arising from hedging instrument of cash flow Less: income tax influence arising from hedging instrument of cash flow Net amount calculated in other comprehensive income in early period and transferred to gains and loss in current period Adjustment of original confirmation amounts transferred to hedged items Subtotal 4. Translation differences of foreign financial sheet 53,735.42 -362,928.03 Less: net amount from disposal of foreign operation included in gains and loss currently Subtotal 53,735.42 -362,928.03 5. Other Less: influence of other income tax included in other comprehensive income Net amount calculated in other comprehensive income in early period and transferred to gains and loss in current period Subtotal Total 53,735.42 -362,928.03 29. Notes to items of cash flow statement (1) Other received cash related to operating activities Item Amount Interest income 479,296.79 Government subsidies 155,700.00 Compensation from insurance company 7,660.00 Current account 5,236,509.56 Total 5,879,166.35 (2) Other paid cash related to operating activities Item Amount Including: current accounts paid 15,563,531.80 Transportation costs 252,064.60 Traveling expenses 1,154,903.17 Serving expenses 571,826.98 Water , electricity and rental fee 472,943.25 Official business expenses 495,437.74 Port surcharge 330,946.10 Tariff 79,423.00 Customs inspection fee 329,536.2653 Item Amount Road maintenance and operating fee 1,230,427.87 Interest expense 45,858.40 Loan for staffs 141,409.72 Public fishing fee 147,888.09 Other 0.00 Total 20,816,196.98 30. Supplementary information of cash flow statement (1) Supplementary information of cash flow statement Items Amount in the period Amount in the same period of last year 1.Reconciliation of net profit to cash flows from operating activities: Net profit 11,357,665.16 9,878,539.22 Add: Provision for impairment of assets 813,618.98 -440,778.26 Depreciation of fixed assets, oil assets and productive biological assets 11,314,281.71 10,742,964.16 Amortization of intangible assets 134,321.88 136,258.65 Amortization of long-term prepayments Losses on disposal of fixed assets, intangible assets and other long-term assets (income is listed with “- ”) 4,036.58 Losses on scrapping of fixed assets(income is listed with “- ”) Losses on fair value change(income is listed with “- ”) Financial expenses(income is listed with “- ”) 1,539,593.35 1,334,832.08 Investment losses(income is listed with “- ”) Decrease in deferred income tax assets (increase is listed with “-”) Increase in deferred income tax liabilities (decrease is listed with “- ”) Decrease in inventories(increase is listed with “-”) -35,013,620.31 6,606,104.65 Decrease in operating receivables(increase is listed with “-”) -15,618,338.58 1,002,399.39 Increase in operating payables(decrease is listed with “- ”) 56,008,124.76 -5,031,600.19 Others Net cash flows from operating activities 30,539,683.53 24,228,719.70 2.Significant investing and financing activities that do not involve cash receipts and payments Conversion of debt into capital Convertible bonds to be expired within one year Fixed assets under finance lease 3.Net increase in cash and cash equivalents Cash at the end of the year 36,699,425.11 31,487,914.99 Less: Cash at the beginning of the period 35,301,273.89 64,452,404.48 Add: Cash equivalents at the end of the period Less: Cash equivalents at the beginning of the period54 Items Amount in the period Amount in the same period of last year Net increase in cash and cash equivalents 1,398,151.22 -32,964,489.49 (2) Cash and cash equivalents Items Amount in the period Amount in the same period of last year 1. Cash Including: Cash on hand 610,110.89 316,698.66 Bank deposit paid at any time 30,979,938.37 28,554,177.65 Other monetary funds paid at any time 5,109,375.85 2,617,038.68 Accounts placed in central bank available for payment Deposit from other banks Loan at call from other banks 2. Cash equivalents Including: Bonds investment expired within three months 3. Cash and cash equivalents at the end of year 36,699,425.11 31,487,914.99 Note: The margin deposits of the Company can’t be used for payment after 3 months of balance sheet date, so it is deducted from cash when preparing cash flow statement; RMB 3.2 million respectively at period-begin and at period-end. VI. Related parties relationship and their transaction (I) Recognition of Related party According to "Enterprises Accounting Standards No.36 – related party disclosures", one party controls, jointly control the other party or brings significant influence to the other party, and two or more than two parties are controlled by one party, jointly controlled or significantly influenced, these are called related party. According to "listed companies’ information disclosure management method" (Document of No. 40 issued by China Securities Regulatory Commission), associated legal and natural persons under specific circumstances are identified as related parties. (II) Related parties relationship 1. Condition of parent company and final controller:55 Name of the Company Related relationship Type of enterprise Registration place Legal representative Nature of business Registration capital Shareholding proportion of parent company in the Company (%) Voting right proportion of parent company in the Company( %) Ultimate controller of the Company Code of organization institution Sate-owned Assets of Shandong Province Investment Holdings Co., Ltd Parent Company State-owned enterprise Shandong Jinan Liu Changsuo Investment and management, management and operation of assets, managed operations, investment advisory RMB1600 million 33.07 33.07 State-owned Assets of Shandong Province Investment Holdings Co., Ltd 16307316-756 2. Subsidiaries condition: Details of subsidiaries condition are listed on Note 4 3. Condition of other related parties of the Company Other related parties Relationship between other related parties and the Company Code of organization institution Shandong Luxin Investment Holding Group Co., Ltd. Shareholders with 5% share holding 73577367-X 4. Condition related transaction The Company has no transactions between related parties which should be disclosed but hadn’t been disclosed. VII. Contingency Till the end of June 30, 2010, the Company had following contingencies: Guaranteed party Balance RMB 0’000 Terms of borrowing Guaranteed by Qingdao Double Wale Pharmaceutical Co., Ltd. 43,037,681.65 2002.2-2006.7 Shandong Zhonglu Oceanic Fisheries Co., Ltd. Note: previous subsidiary of the Company Qingdao Double Whale Pharmaceutical Co., Ltd. hand returned 6,962,318.35 yuan included in 50 million yuan of project loan to Agricultural Bank of China, Qingdao North 2 Branch in last period. In reporting period, the Company guaranteed principle 43,037,681.65 yuan to Double Whale Pharmaceutical. VIII. Commitment The Company had no commitment events which need to be disclosed. IX. The events after the balance sheet date The Company did not have events after the balance sheet date which needs to be disclosed. X. Other important events The Company did not have other important event. XI. Notes to main items of parent company’s financial statements 1. Accounts receivable (1) Account receivable classified according to category: Categories Balance at period-end Balance at period-begin Book balance Provision for bad debts Book balance Provision for bad debts Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Single substantive account receivable 3,600,962.12 37.82 3,600,962.12 59.38 4,770,672.97 66.49 3,659,447.66 60.34 Accounts receivable not substantive singly but in a rather risky portfolio on credit risk character 2,404,859.24 25.26 2,404,859.24 39.66 2,404,859.24 33.51 2,404,859.24 39.6657 Categories Balance at period-end Balance at period-begin Book balance Provision for bad debts Book balance Provision for bad debts Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Other accounts receivable not substantive singly 3,514,838.77 36.92 58,485.54 0.96 Total 9,520,660.13 100.00 6,064,306.90 100.00 7,175,532.21 100.00 6,064,306.90 100.00 Note: details of classification of accounts receivable are listed on Note V.2 of this financial sheet (2) Condition on accruing provision for bad debts of accounts receivable with significant single amount or offered single devaluation test though un-significant Contents of accounts receivable Book balance Amounts of bad debts Accruing proportion (%) Reason PANDA Company 3,600,962.12 3,600,962.12 100% Above 3 years of account age, little possibility of withdraw (3) Explanation of accounts receivable that individual amounts are not substantive but portfolio risk is great according to the portfolio characteristics of credit risk Details are listed on Note 5.2 of this financial sheet (4) Accounts receivable classified according to account age: Balance at period-end Balance at period-begin Account age Book balance Book balance Amount Proportion (%) Provision for bad debts Amount Proportion (%) Provision for bad debts Within 6 months 3,000,000.00 31.51 7,001.66 1,169,710.85 16.30 58,485.54 6 months to 1 year 514,838.77 5.41 51,483.88 1 to 2 years 2 to 3 years Over 3 years 6,005,821.36 63.08 6,005,821.36 6,005,821.36 83.70 6,005,821.36 Total 9,520,660.13 100.00 6,064,306.90 7,175,532.21 100.00 6,064,306.90 (5) Condition of related parties accounts receivable Units Relationship with the Company Amount Proportion in total other accounts receivable (%) Shandong Province Zhonglu ocean (Yantai) Foods Co., Ltd. Subsidiary 3,000,000.00 31.51 2. Other accounts receivable (1) Other accounts receivable classified according to category: Amounts at period-end Amounts at period-begin Category Book balance Provision for bad debts Book balance Provision for bad debts Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Single accounts 35,605,709.14 89.00 4,260,000.00 54.75 44,686,931.78 90.10 4,260,000.00 54.7558 Amounts at period-end Amounts at period-begin Category Book balance Provision for bad debts Book balance Provision for bad debts Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) Amount Proportion (%) receivable with significant amount Accounts receivable that individual amounts are not significant but portfolio risk is great according to the portfolio characteristics of credit risk 3,386,046.86 8.46 3,386,046.86 43.52 3,406,064.70 6.87 3,406,064.70 43.77 Other unimportant accounts receivable 1,016,254.80 2.54 134,787.73 1.73 1,502,181.11 3.03 114,769.89 1.48 Total 40,008,010.80 100.00 7,780,834.59 100.00 49,595,177.59 100.00 7,780,834.59 100.00 Note: classification of other accounts receivable was listed on Note 5.4. (2) Condition on accruing provision for bad debts of accounts receivable with significant single amount or offered single devaluation test though un-significant Content of accounts receivable Book balance Amounts of bad debts Accruing proportion (%) Reason Shandong Province Zhonglu Ocean (Yantai) Foods Co., Ltd. 17,979,224.06 Subsidiary, none withdrawal risk Shandong Province Zhonglu FisheriesShipping Company 9,326,655.09 Subsidiary, none withdrawal risk Zhongchanjing Investment Co., Ltd. 4,260,000.00 4,260,000.00 100% Above 3 years of account age, little withdrawal possibility YAWADDO FISHERIES COMPANY LIMITED 4,039,829.99 Subsidiary, none withdrawal risk Total 35,605,709.14 4,260,000.00 (3) Accounts receivable that individual amounts are not significant but portfolio risk is great according to the portfolio characteristics of credit risk Details are listed on Note 5.4 of this financial sheet (4) Other accounts receivable classified according to account age: Balance at period-end Balance at period-begin Account age Book balance Book balance Amount Proportion (%) Provision for bad debts Amount Proportion (%) Provision for bad debts Within 6 months 31,855,344.20 79.62 84,270.74 41,841,212.89 84.37 70,031.51 6 months to 1 year 421,949.74 1.05 8,791.99 1 to 2 years 3,050.00 0.01 915.00 3,280.00 0.01 915.0059 Balance at period-end Balance at period-begin Account age Book balance Book balance Amount Proportion (%) Provision for bad debts Amount Proportion (%) Provision for bad debts 2 to 3 years 84,620.00 0.21 43,810.00 84,620.00 0.17 43,823.38 Over 3 years 7,643,046.86 19.11 7,643,046.86 7,666,064.70 15.45 7,666,064.70 Total 40,008,010.80 100.00 7,780,834.59 49,595,177.59 100.00 7,780,834.59 (5) Top 5 units with other accounts receivable: Units Relationship with the Company Amount Age limit Proportion in total other accounts receivable (%) Shandong Province Zhonglu Ocean (Yantai) Foods Co., Ltd. Subsidiary 17,979,224.06 Within 1 year 44.94 Shandong Province Zhonglu Fisheries Shipping Company Subsidiary 9,326,655.09 Within 1 year 23.31 Zhongchanjing Investment Co., Ltd. Non-related parties 4,260,000.00 Above 3 years 10.65 YAWADDO FISHERIES COMPANY LIMITED Leasing business 4,039,829.99 Within 1 year 10.10 Japan Dafa Non-related parties 288,896.39 Above 3 years 0.72 Total 35,894,605.53 89.72 (6)Accounts receivable of related parties: Units Relationship with the Company Amount Proportion in total other accounts receivable (%) YAWADDO FISHERIES COMPANY LIMITED Subsidiary 4,039,829.99 10.10 Shandong Province Zhonglu Fisheries Shipping Company Subsidiary 9,326,655.09 23.31 Shandong Province Zhonglu Ocean (Yantai) Foods Co., Ltd. Subsidiary 17,979,224.06 44.94 Total 31,345,709.14 78.35 3. Long-term accounts receivable Items Balance at period-end Balance at period-begin Finance leases Selling fixed assets with installment payment 7,802,091.87 7,409,265.63 Including: receivable accounts of sales of fixed assets 19,460,370.00 19,460,370.00 Unrecognized finance income -11,658,278.13 -12,051,104.37 Offering labor with installment payment Total 7,802,091.87 7,409,265.63 Note: the Company sold its own ship Zhonglu Fishier to subsidiary YAW ADDO FISHERIES Company, and then through overall rental of YAW ADDO FISHERIES COMPANY LIMITED got valid fishing license in Ghana's ocean. YAW ADDO FISHERIES COMPANY LIMITED got fishing license on Mar of 2008. Ships valued RMB 10,897,999.06 previously; accumulated depreciation was RMB 3,555,331.52, net amount RMB7, 342,667.54. Equivalent was RMB 21,065,400.00 (contract rate was 8%). Sales price of ships was 3 million dollars, installment payment in 20 years. Exchange rate on contract day was 1: 7.0218. Unrecognized finance income was RMB13, 722,732.46. Till Jun 30th of 2010 balance of long-term accounts receivable was RMB19, 460,370.00; Current amortization of unrecognized finance income was RMB392, 826.24, balance of unrecognized finance income at period-end was60 RMB11, 658,278.13. 4. Long-term equity investment61 Invested units Calculation method Original investment cost Balance at period-begin Increase or decrease Balance at period-end Shareholding proportion in invested units (%) Voting right proportion in invested units (%) Explanation of difference between shareholding proportion and voting right proportion Devaluation provision Accruing devaluation provision in this period Cash dividend in this period China Southern Securities Co., Ltd. Cost method 33,000,000.00 33,000,000.00 33,000,000.00 0.87 0.87 33,000,000.00 HABITAT INTERNATIONAL CORP. Cost method 12,476,145.60 12,476,145.60 12,476,145.60 100.00 100.00 Shandong Province Zhonglu Fisheries Shipping Company Cost method 21,380,320.00 22,869,513.38 22,869,513.38 100.00 100.00 Shandong Province Zhonglu Ocean (Yantai) Foods Company Cost method 32,280,000.00 55,448,185.24 55,448,185.24 74.23 74.23 Total —— 99,136,465.60 123,793,844.22 123,793,844.22 —— —— —— 33,000,000.0062 5. Operating income and operating cost (1) Particulars about operating income: Item Amount of this period Amount of last period Main business income 69,866,647.85 48,249,772.73 Other business income 774,498.91 794,043.01 Total business income 70,641,146.76 49,043,815.74 (2) Particulars about operating cost: Item Amount of this period Amount of last period Main business cost 60,063,645.10 39,293,577.99 Other business cost 728,065.14 715,170.00 Total business cost 60,791,710.24 40,008,747.99 (3) Main business classified according to industry: Amount of this period Amount of last period Industry Main business income Main business cost Main business profit Main business income Main business cost Main business profit Offshore fishing 69,037,807.22 59,318,105.52 9,719,701.70 46,617,711.66 37,734,492.01 8,883,219.65 Fish processing, cold storage and other 828,840.63 745,539.58 83,301.05 1,632,061.07 1,559,085.98 72,975.09 (4) Operating income of top 5 clients of the Company in this period: Item Operating income Proportion in total operating income of the Company (%) 1. Shandong Province Zhonglu Ocean (Yantai) Foods Co., Ltd. 49,174,675.37 69.61 2. Taiwan Fengqun Fisheries Company 11,164,627.53 15.80 3. Ningbo Fengsheng Food Co., Ltd. 8,478,388.34 12.00 4. Fuzhou Top Taste Food Co., Ltd. 220,115.98 0.31 Total 69,037,807.22 97.72 6. Supplementary information of cash flow statement Item Amount of this period Amount of last period 1.Reconciliation of net profit to cash flows from operating activities: Net profit 3,326,335.92 8,748,313.22 Add: Provision for impairment of assets -78,568.50 Depreciation of fixed assets, oil assets and productive biological assets 6,583,632.43 6,362,025.48 Amortization of intangible assets 13,446.72 12,749.04 Amortization of long-term prepayments Losses on disposal of fixed assets, intangible assets and other long-term assets (income is listed with “- ”) Losses on scrapping of fixed assets(income is listed with “- ”) 442.88 Losses on fair value change(income is listed with “- ”) Financial expenses(income is listed with “- ”) -411,637.28 497,639.0063 Item Amount of this period Amount of last period Investment losses(income is listed with “- ”) Decrease in deferred income tax assets (increase is listed with “-”) Increase in deferred income tax liabilities (decrease is listed with “- ”) Decrease in inventories(increase is listed with “-”) -3,161,797.02 -3,915,124.84 Decrease in operating receivables(increase is listed with “-”) 9,986,713.13 -17,720,130.00 Increase in operating payables(decrease is listed with “- ”) 12,964,410.43 1,156,825.73 Others Net cash flows from operating activities 29,301,547.21 -4,936,270.87 2.Significant investing and financing activities that do not involve cash receipts and payments Conversion of debt into capital Convertible bonds to be expired within one year Fixed assets under finance lease 3.Net increase in cash and cash equivalents Cash at the end of the year 16,681,951.59 19,838,816.80 Less: Cash at the beginning of the period 7,632,634.38 39,281,486.67 Add: Cash equivalents at the end of the period Less: Cash equivalents at the beginning of the period Net increase in cash and cash equivalents 9,049,317.21 -19,442,669.87 XII. Supplementary Information to the Financial Statements 1. Non-recurring gains and loss (1). In accordance with "public Offering of Securities Companies to Disclose Information Explanatory Notice No. 1 - Non-Recurring Gains And Losses (2008)” [Commission Notice (2008) 43] promulgated by CSRC, the occurring amount of the non-recurring gains and profit were as followings: Item Amount Explanation 1.Gains and loss from disposal of non-current assets, including write-off part of the accrued provision for asset impairment 7,963.42 2.Ultra vires approval, or none formal approval documents, or accidental tax return and relief 3.Government subsidy recorded into the current gains and losses(closely relevant to enterprise business, except for the ones enjoyed in accordance with the general ration or quota of the state) 155,700.00 Position stability subsidies, financial subsidies for technology projects 4.Capital occupation received from non- financial enterprises and recorded into the current gains and losses 5.The investment cost of subsidiaries, affiliated enterprise and combined enterprise obtained by the enterprise is less than the obtained investment, then gains resulting from recognizable fair value of net asset of investee units should be enjoyed 6.Profit and loss on exchange of non-monetary assets 7.Profit and loss on entrusted investment or manage asset 8.Assets devalue provisions withdrawn for force majeure, such as natural disaster 9.Gains and losses from debt restructuring 10. Enterprise restructuring expense such as expense on allocation of employee and integrated expense64 Item Amount Explanation 11 Profit and loss exceeding fair value, resulting from unfair transactions 12. Net profit and loss of the current period from the beginning of the subsidiary to combination date, resulting from enterprise combination under the common control 13. Profit and loss on predicted liabilities unrelated to main business of the Company 14. Held transaction financial asset, gains/losses of changes of fair values from transaction financial liabilities, and investment gains from disposal of transaction financial asset, transaction financial liabilities and financial asset available for sales, exclude the effective hedging business relevant with normal operations of the Company 15. Reversal of provisions for asset impairment of account receivable which is made singly impairment test 16. Gains/losses obtained from external entrusted loan 17. Losses/gains from the change of fair values of investing property of subsequent measurement adopted by method of fair value 18. Influences on current losses/gains for one adjustment of current losses/gains in accordance with the requirements of laws and regulations such taxation and accountings. 19. Income of trustee fee from entrusted operation 20. Net amount of other non-operating income and expense except the above items 6,137.58 21. Other losses/gains items conforming the definitions of non-recurring gains/losses 22.Influenced amount of minority shareholders’ equity 23.Impact on income tax Total 169,801.00 2. Return on equity and earnings per share Profit in the report period Earnings per share (RMB) weighted average of return on equity Basic earnings per share Diluted earnings per share Net profit attributable to common shareholders 3.15 0.04 0.04 Net profit excluding extraordinary items attributable to common shareholders 3.11 0.04 0.04 XIII. Approval of financial statement The Financial Statement was discussed and approved by the Board of Directors of the Company on Aug 25th of 2010.65 Supplementary Information to the Financial Statements Expressed in Renminbi Yuan I. Calculation list of return on equity and earning per shares Return on equity and earnings per share calculated according to “Rule 9 on Information Disclosure by Companies Publicly Issuing Securities” issued by the China Securities Regulatory Commission. Profit in the report period Return on net assets (%) Fully diluted Weighted average Net profit attributable to common shareholders 3.11% 3.15% Net profit excluding extraordinary items attributable to common shareholders 3.06% 3.11% II. Non-recurring gains and losses 1. In accordance with "public Offering of Securities Companies to Disclose Information Explanatory Notice No. 1 - Non-Recurring Gains And Losses” promulgated by CSRC, the occurring amount of the non-recurring gains and profit in the report period were as followings: Item Amount 1. Profit and loss on non-current assets 7,963.42 2.All types of governmental subsidy 3.Government subsidy recorded into the current gains and losses(closely relevant to enterprise business, except for the ones enjoyed in accordance with the general ration or quota of the state) 155,700.00 4.Capital occupation received from non- financial enterprises and recorded into the current gains and losses 5.The investment cost of subsidiaries, affiliated enterprise and combined enterprise obtained by the enterprise is less than the obtained investment, then gains resulting from recognizable fair value of net asset of investee units should be enjoyed 6.Profit and loss on exchange of non-monetary assets 7.Profit and loss on entrusted investment or manage asset 8.Assets devalue provisions withdrawn for force majeure, such as natural disaster 9.Gains and losses from debt restructuring 10. Enterprise restructuring expense such as expense on allocation of employee and integrated expense 11 Profit and loss exceeding fair value, resulting from unfair transactions 12. Net profit and loss of the current period from the beginning of the subsidiary to combination date, resulting from enterprise combination under the common control 13. Profit and loss on predicted liabilities unrelated to main business of the Company66 14. Held transaction financial asset, gains/losses of changes of fair values from transaction financial liabilities, and investment gains from disposal of transaction financial asset, transaction financial liabilities and financial asset available for sales, exclude the effective hedging business relevant with normal operations of the Company 15. Reversal of provisions for asset impairment of account receivable which is made singly impairment test 16. Gains/losses obtained from external entrusted loan 17. Losses/gains from the change of fair values of investing property of subsequent measurement adopted by method of fair value 18. Influences on current losses/gains for one adjustment of current losses/gains in accordance with the requirements of laws and regulations such taxation and accountings. 19. Income of trustee fee from entrusted operation 20. Net amount of other non-operating income and expense except the above items 6,137.58 21. Other losses/gains items conforming the definitions of non-recurring gains/losses 22.Influenced amount of minority shareholders’ equity 23.Impact on income tax Total 169,801.00 Consolidated Balance Sheet Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jun. 30, 2010 Unit: RMB Items Note Balance at period-end Balance at period-begin Current assets: Monetary funds V. (1) 39,899,425.11 38,501,273.89 Settlement provisions Capital lent Transaction finance asset Notes receivable Accounts receivable V. (2) 25,641,360.10 11,195,724.60 Accounts in advance V. (3) 12,334,305.13 9,008,430.89 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables V. (4) 2,033,257.76 4,849,231.23 Purchase restituted finance asset Inventories V. (5) 136,993,685.01 101,980,064.70 Non-current asset due within one year Other current assets Total current assets 216,902,033.11 165,534,725.31 Non-current assets: Granted loans and advances Finance asset available sales67 Held-to-maturity securities Long-term account receivable Long-term equity investment V. (6) Investment property V. (7) 40,259,718.06 40,869,050.82 Fixed assets: V. (8) 257,755,531.68 267,143,781.00 Construction in progress 3,830,735.00 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets V. (9) 7,857,425.41 7,991,747.29 Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset Other non-current asset Total non-current asset 309,703,410.15 316,004,579.11 Total assets 526,605,443.26 481,539,304.42 Current liabilities: Short-term loans V. (11) 19,656,574.49 41,482,275.22 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable Accounts payable V. (12) 115,626,279.16 60,078,045.19 Accounts received in advance V. (13) 1,094,200.36 8,850,484.61 Selling financial asset of repurchase Commission charge and commission payable Wage payable V. (14) 9,102,562.06 7,645,570.79 Taxes payable V. (15) -6,216,683.90 -2,596,546.59 Interest payable Dividend payable 459,329.80 459,329.80 Other accounts payable V. (16) 21,170,518.56 11,318,883.25 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due within 1 year Other current liabilities Total current liabilities 160,892,780.53 127,238,042.27 Non-current liabilities:68 Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 160,892,780.53 127,238,042.27 Shareholders’ equity: Share capital V. (17) 266,071,320.00 266,071,320.00 Capital public reserve V. (18) 281,245,215.96 281,245,215.96 Less: Inventory shares Surplus public reserve V. (19) 21,908,064.19 21,908,064.19 Retained profit V. (20) -203,751,924.31 -215,109,589.47 Balance difference of foreign currency translation 235,599.80 181,864.38 Total owner’s equity attributable to parent company 365,708,275.64 354,296,875.06 Minority interests 4,387.09 4,387.09 Total shareholder’s equity 365,712,662.73 354,301,262.15 Total liabilities and shareholder’s equity 526,605,443.26 481,539,304.42 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Balance Sheet of Parent Company Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jun.30, 2010 Unit: RMB Items Notes No. Amount at period-end Amount at year-begin Current assets: Monetary funds 19,881,951.59 10,832,634.38 Settlement provisions Notes receivable Accounts receivable VI. (1) 3,456,353.23 1,111,225.31 Accounts in advance 1,565,829.73 3,907,012.95 Interest receivable Dividend receivable Other receivables VI. (2) 32,227,176.21 41,814,343.00 Inventories 41,000,359.18 37,838,562.16 Non-current asset due within one year69 Other current assets Total current assets 98,131,669.94 95,503,777.80 Non-current assets: Finance asset available sales Held-to-maturity securities Long-term account receivable VI. (3) 7,802,091.87 7,409,265.63 Long-term equity investment VI. (4) 90,793,844.22 90,793,844.22 Investment property 40,259,718.06 40,869,050.82 Fixed assets: 96,412,771.17 102,350,698.72 Construction in progress 3,830,735.00 Engineering material 0.00 Disposal of fixed asset 0.00 Productive biological asset 0.00 Oil and gas asset Intangible assets 73,956.77 87,403.49 Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset Other non-current asset Total non-current asset 239,173,117.09 241,510,262.88 Total assets 337,304,787.03 337,014,040.68 Current liabilities: Short-term loans 16,000,000.00 Transaction financial liabilities Notes payable Accounts payable 13,664,691.89 7,342,602.93 Accounts received in advance 379,863.72 1,036,100.57 Wage payable 6,392,953.07 4,701,267.66 Taxes payable 1,577.59 -16,466.51 Interest payable Dividend payable 459,329.80 459,329.80 Other accounts payable 12,431,338.21 6,842,509.40 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 33,329,754.28 36,365,343.8570 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 33,329,754.28 36,365,343.85 Shareholders’ equity: Or share capital 266,071,320.00 266,071,320.00 Capital public reserve 279,130,089.16 279,130,089.16 Less: Inventory shares Surplus public reserve 19,184,672.34 19,184,672.34 Retained profit -260,411,048.75 -263,737,384.67 Minority interests Total shareholders’ equity 303,975,032.75 300,648,696.83 Total liabilities and shareholders’ equity 337,304,787.03 337,014,040.68 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Consolidated Profit Statement Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jan.-Jun. of 2010 Unit: RMB Item Note Amount of this period Amount of last period I. Total operating income 198,750,904.41 112,869,854.62 Including: Operating income V.(21) 198,750,904.41 112,869,854.62 Interest income Insurance gained Commission charge and commission income II. Total operating cost 187,224,291.65 107,666,845.66 Including: Operating cost V.(21) 173,245,180.55 96,310,695.01 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve71 Bonus expense of guarantee slip Reinsurance expense Operating tax and extras V.(22) 379,132.54 563,412.75 Sales expenses 1,320,322.80 1,432,873.90 Administration expenses 9,926,443.43 9,393,763.73 Financial expenses(singly listed gains from exchange if there were subsidiaries of financial industry) V.(23) 1,539,593.35 406,878.53 Losses of devaluation of asset V.(24) 813,618.98 -440,778.26 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with “-”) 11,526,612.76 5,203,008.96 Add: Non-operating income V.(25) 210,886.00 4,707,724.29 Less: Non-operating expense V.(26) 41,085.00 32,194.03 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with “-”) 11,696,413.76 9,878,539.22 Less: Income tax 338,748.60 V. Net profit (Net loss is listed with “-”) 11,357,665.16 9,878,539.22 Net profit attributable to owner’s equity of parent company 11,357,665.16 9,878,539.22 Minority shareholders’ gains and losses VI. Earnings per share i. Basic earnings per share V.(27) 0.04 0.04 ii. Diluted earnings per share V.(27) 0.04 0.04 VII. Other comprehensive income V.(28) 53,735.42 -362,928.03 VIII. Total comprehensive income 11,411,400.58 9,515,611.19 Including: total comprehensive income attributable to parent company 11,411,400.58 9,515,611.19 Total comprehensive income attributable to minority shareholders Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Profit Statement of Parent Company Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jan.-Jun. of 2010 Unit: RMB Item Note Amount of this period Amount of last period I. Operating income VI. (5) 70,641,146.76 49,043,815.7472 Less: Operating cost VI. (5) 60,791,710.24 40,008,747.99 Operating tax and extras 117,861.05 134,990.11 Sales expenses 429,350.15 726,401.97 Administration expenses 6,391,703.86 6,120,784.07 Financial expenses -402,502.34 -1,927,532.83 Losses of devaluation of asset -78,568.50 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed with “-”) 3,313,023.80 4,058,992.93 Add: Non-operating income 13,755.00 4,689,320.29 Less: Non-operating expense 442.88 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) 3,326,335.92 8,748,313.22 Less: Income tax IV. Net profit (Net loss is listed with “-”) 3,326,335.92 8,748,313.22 V. Earnings per share: (1) Basic earnings per share (yuan/share) 0.01 0.03 (2) Diluted earnings per share (yuan/share) 0.01 0.03 VI. Other comprehensive income VII. Total comprehensive income 3,326,335.92 8,748,313.22 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Consolidated Cash Flow Statement Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jan.-Jun., 2010 Unit: RMB73 Item Note Amount of this period Amount of last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 200,778,843.11 101,115,502.72 Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Insured savings and net increase of investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received 12,110,261.80 2,689,668.31 Other cash received concerning operating activities V. (29) 5,879,166.35 18,170,338.95 Subtotal of cash inflow arising from operating activities 218,768,271.26 121,975,509.98 Cash paid for purchasing commodities and receiving labor service 147,592,413.15 72,943,945.68 Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 18,319,490.81 15,682,054.54 Taxes paid 1,500,486.79 1,127,216.05 Other cash paid concerning operating activities V. (29) 20,816,196.98 7,993,574.01 Subtotal of cash outflow arising from operating activities 188,228,587.73 97,746,790.28 Net cash flows arising from operating activities 30,539,683.53 24,228,719.70 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets 12,000.00 Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 12,000.00 -74 Cash paid for purchasing fixed, intangible and other long-term assets 6,184,871.09 1,853,227.11 Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 6,184,871.09 1,853,227.11 Net cash flows arising from investing activities -6,172,871.09 -1,853,227.11 III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans 5,390,423.27 46,020,000.00 Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 5,390,423.27 46,020,000.00 Cash paid for settling debts 27,216,124.00 88,025,150.00 Cash paid for dividend and profit distributing or interest paying 1,142,960.49 1,334,832.08 Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities - 12,000,000.00 Subtotal of cash outflow from financing activities 28,359,084.49 101,359,982.08 Net cash flows arising from financing activities -22,968,661.22 -55,339,982.08 IV. Influence on cash due to fluctuation in exchange rate V. Net increase of cash and cash equivalents 1,398,151.22 -32,964,489.49 Add: Balance of cash and cash equivalents at the period -begin 35,301,273.89 64,452,404.48 VI. Balance of cash and cash equivalents at the period -end 36,699,425.11 31,487,914.99 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Cash Flow Statement of Parent Company Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jan.-Jun., 2010 Unit: RMB Item Note Amount of this period Amount of last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 67,825,109.28 34,787,565.52 Write-back of tax received 41,253.30 Other cash received concerning operating 9,828,638.44 18,850,805.1475 activities Subtotal of cash inflow arising from operating activities 77,695,001.02 53,638,370.66 Cash paid for purchasing commodities and receiving labor service 36,507,917.06 25,144,732.11 Cash paid to/for staff and workers 8,352,520.06 5,707,601.16 Taxes paid 423,254.86 292,511.20 Other cash paid concerning operating activities 3,109,761.83 27,429,797.06 Subtotal of cash outflow arising from operating activities 48,393,453.81 58,574,641.53 Net cash flows arising from operating activities 29,301,547.21 -4,936,270.87 II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities - - Cash paid for purchasing fixed, intangible and other long-term assets 3,867,550.00 8,760.00 Cash paid for investment Net cash paid for subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 3,867,550.00 8,760.00 Net cash flows arising from investing activities -3,867,550.00 -8,760.00 III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans 28,000,000.00 Other cash received concerning financing activities Subtotal of cash inflow from financing activities - 28,000,000.00 Cash paid for settling debts 16,000,000.00 30,000,000.00 Cash paid for dividend and profit distributing or interest paying 384,680.00 497,639.00 Other cash paid concerning financing activities 12,000,000.00 Subtotal of cash outflow from financing activities 16,384,680.00 42,497,639.0076 Net cash flows arising from financing activities -16,384,680.00 -14,497,639.00 IV. Influence on cash due to fluctuation in exchange rate V. Net increase of cash and cash equivalents 9,049,317.21 -19,442,669.87 Add: Balance of cash and cash equivalents at the period -begin 7,632,634.38 39,281,486.67 VI. Balance of cash and cash equivalents at the period–end 16,681,951.59 19,838,816.80 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes:77 Consolidated Statement on Changes of Owners' Equity (This Period) Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited June. 30, 2010 Unit: RMB Amount of this period Owners' equity attributable to the parent company Item Share capital Capital reserves Less: Treasury Stock Surplus reserves Retained profit Balance of the conversion of foreign currency list Minority interest Total owners’ equity I. Balance at the end of the last year 266,071,320.00 281,245,215.96 - 21,908,064.19 -215,109,589.47 181,864.38 4,387.09 354,301,262.15 Add: Retroactive adjustment occurred by enterprise merger under the common control - Changes of accounting policy - Error correction of the last period - Others - II. Balance at the beginning of this year 266,071,320.00 281,245,215.96 - 21,908,064.19 -215,109,589.47 181,864.38 4,387.09 354,301,262.15 III. Increase/ Decrease in this year (Decrease is listed with'"-") - - - - 11,357,665.16 53,735.42 - 11,411,400.58 (I) Net profit 11,357,665.16 11,357,665.16 (II) Profits and losses calculating into owners' equity - - - - - 53,735.42 - 53,735.42 1. Net changing amount of fair value of financial assets available for sale - 2. Effect of changes of other owners' equity of -78 invested units under equity method 3. Effect of income tax related to owners' equity - 4. Conversion margin in foreign currency report 53,735.42 53,735.42 5.Others - Total of (I)and (II) - - - - 11,357,665.16 53,735.42 - 11,411,400.58 (III) Owners' devotion and decreased capital - - - - - - - - 1. Owners' devotion capital - 2. Amount calculated into owners' equity paid in shares - 3. Others - (IV) Profit distribution - 1. Withdrawal of surplus reserves - 2. Withdrawal of general risk provisions - 3. Distribution for owners (shareholders) - 4. Others - (V) Carrying forward internal owners' equity - 1.Capital reserves conversed to capital (share capital) - 2. Surplus reserves conversed to capital (share capital) - 3. Remedying loss with profit surplus -79 4.Others - IV. Balance at the end of this report period 266,071,320.00 281,245,215.96 - 21,908,064.19 -203,751,924.31 235,599.80 4,387.09 365,712,662.73 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Consolidated Statement on Changes of Owners' Equity (Last Period) Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jun. 30, 2010 Unit: RMB Amount in the same period of last year Owners' equity attributable to the parent company Item Share capital Capital reserves Less: Treasury Stock Surplus reserves Retained profit Others Balance of the conversion of foreign currency list Minority interest Total owners’ equity I. Balance at the end of the last year 266,071,320.00 281,245,215.96 21,908,064.19 -230,420,103.14 547,477.12 4,387.09 339,356,361.22 Add: Retroactive adjustment occurred by enterprise merger under the common control - Changes of accounting policy - Error correction of the last period - Others - II. Balance at the beginning of this year 266,071,320.00 281,245,215.96 - 21,908,064.19 -230,420,103.14 - 547,477.12 4,387.09 339,356,361.22 III. Increase/ Decrease in this year (Decrease is listed with'"-") - - - - 9,878,539.22 - -362,928.03 9,515,611.19 (I) Net profit80 9,878,539.22 9,878,539.22 (II) Profits and losses calculating into owners' equity - - - - - - -362,928.03 - -362,928.03 1. Net changing amount of fair value of financial assets available for sale - 2. Effect of changes of other owners' equity of invested units under equity method - 3. Effect of income tax related to owners' equity - 4. Conversion margin in foreign currency report -362,928.03 -362,928.03 5.Others - Total of (I)and (II) - - - - 9,878,539.22 - -362,928.03 9,515,611.19 (III) Owners' devotion and decreased capital - 1. Owners' devotion capital - 2. Amount calculated into owners' equity paid in shares - 3. Others - (IV) Profit distribution - 1. Withdrawal of surplus reserves - 2. Withdrawal of general risk provisions - 3. Distribution for owners (shareholders) -81 4. Others - (V) Carrying forward internal owners' equity - 1.Capital reserves conversed to capital (share capital) - 2. Surplus reserves conversed to capital (share capital) - 3. Remedying loss with profit surplus - 4.Others - IV. Balance at the end of this report period 266,071,320.00 281,245,215.96 - 21,908,064.19 -220,541,563.92 - 184,549.09 4,387.09 348,871,972.41 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Statement on Changes of Owners' Equity of Parent Company (This Period) Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jun. 30, 2010 Unit: RMB Amount of this period Item Share capital) Capital reserves Less: Treasury Stock Surplus reserves Retained profit Others Total owners’ equity I. Balance at the end of the last year 266,071,320.00 279,130,089.16 - 19,184,672.34 -263,737,384.67 - 300,648,696.83 Add: Changes of accounting policy - Error correction of the last period - Others -82 II. Balance at the beginning of this year 266,071,320.00 279,130,089.16 - 19,184,672.34 -263,737,384.67 - 300,648,696.83 III. Increase/ Decrease in this year (Decrease is listed with'"-") - - - - 3,326,335.92 - 3,326,335.92 (I) Net profit 3,326,335.92 3,326,335.92 (II) Profits and losses calculating into owners' equity - - - - - - - 1. Net changing amount of fair value of financial assets available for sale - 2. Effect of changes of other owners' equity of invested units under equity method - 3. Effect of income tax related to owners' equity - 4. Others - Total of (I)and (II) - - - - 3,326,335.92 - 3,326,335.92 (III) Owners' devotion and decreased capital - 1. Owners' devotion capital - 2. Amount calculated into owners' equity paid in shares - 3. Others - (IV) Profit distribution - 1. Withdrawal of surplus reserves - 2. Distribution for owners (shareholders) - 3. Others - (V) Carrying forward internal owners' equity -83 1. Capital reserves conversed to capital (share capital) - 2. Surplus reserves conversed to capital (share capital) - 3. Remedying loss with profit surplus - 4.Others - IV. Balance at the end of this report period 266,071,320.00 279,130,089.16 - 19,184,672.34 -260,411,048.75 - 303,975,032.75 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes: Statement on Changes of Owners' Equity of Parent Company (Last Period) Prepared by Shandong Zhonglu Oceanic Fisheries Company Limited Jun. 30, 2010 Unit: RMB Amount in the same period of last year Item Share capital Capital reserves Less: Treasury Stock Surplus reserves Retained profit Others Total owners’ equity I. Balance at the end of the last year 266,071,320.00 279,130,089.16 19,184,672.34 -268,380,836.60 296,005,244.90 Add: Changes of accounting policy - - Error correction of the last period - Others - II. Balance at the beginning of this year 266,071,320.00 279,130,089.16 - 19,184,672.34 -268,380,836.60 - 296,005,244.90 III. Increase/ Decrease in this year (Decrease is listed with'"-") - 8,748,313.22 8,748,313.2284 - - - - (I) Net profit 8,748,313.22 8,748,313.22 (II) Profits and losses calculating into owners' equity - - - - - - - 1. Net changing amount of fair value of financial assets available for sale - 2. Effect of changes of other owners' equity of invested units under equity method - 3. Effect of income tax related to owners' equity - 4. Others - Total of (I)and (II) - - - - 8,748,313.22 - 8,748,313.22 (III) Owners' devotion and decreased capital - 1. Owners' devotion capital - 2. Amount calculated into owners' equity paid in shares - 3. Others - (IV) Profit distribution - 1. Withdrawal of surplus reserves - 2. Distribution for owners (shareholders) - 3. Others - (V) Carrying forward internal owners' equity - 1. Capital reserves conversed to capital (share capital) - 2. Surplus reserves conversed to capital (share capital)85 - 3. Remedying loss with profit surplus - 4.Others - IV. Balance at the end of this report period 266,071,320.00 279,130,089.16 - 19,184,672.34 -259,632,523.38 - 304,753,558.12 Principal of the Company: Person in charge of accounting works: Person in charge of accounting institutes:86 Section VIII. Documents Available for References (I) Text of Semi-annual Report carried with the personal signature of Chairman of the Board; (II) Text of financial report carried with the signature and seals of legal representative, principal of accounting work, and principal in charge of accounting organization; (III) Text of all documents that have been publicly disclosed on newspapers and periodicals designated by CSRC during the report period; (IV) Text of Articles of Association of the Company; (V) Other relevant documents. Shandong Zhonglu Oceanic Fisheries Company Limited Chairman of the Board: Wang Zhao’an August 27, 2010