粤高速B:2015年第三季度报告全文(英文版)

来源:深交所 2015-10-30 00:00:00
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Guangdong Provincial Expressway Development Co.,Ltd.

The Third Quarterly Report 2015

October 2015

1

I. Important Notice

The Board of Directors and the Supervisory Committee of the Company and its directors, supervisors and senior

executives should guarantee the reality, accuracy and completion of the quarterly report, there are no any fictitious

statements, misleading statements or important omissions carried in this report , and shall take legal

responsibilities, individual and /or joint.

All of the directors presented the board meeting at which this Quarterly Report was examined.

Mr.Zhu Zhanliang, Compant principal , Mr. Wang Chunhua,General Manager, Mr. Fang Zhi, Chief of the

accounting work, Ms.Liu Xiaomei, Chief of the accounting organ (chief of accounting ) hereby confirm the

authenticity and completeness of the financial report enclosed in this report.

2

II. Main financial data and changes of shareholders

(1)Main financial data and financial index

Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed

and accounting error correction or not.

□ Yes √ No

End of the report period End of last year Year-on –year change

Gross assets(RMB) 12,110,281,652.65 12,513,505,946.42 -3.22%

Net assets attributable to the

shareholders of the listed 5,048,500,361.61 5,016,176,476.09 0.64%

company(RMB)

Between beginning

Change from the

Year-on year of the year to the

This report period same period last

change9%) end of the report

year

period

Operating income(RMB) 410,958,621.31 8.35% 1,135,351,508.90 6.31%

Net profit attributable to the

shareholders of the listed 161,435,234.27 31.45% 393,290,604.32 30.66%

company(RMB)

Net profit after deducting of

non-recurring gain/loss

attributable to the 151,723,812.80 25.22% 379,753,816.95 27.59%

shareholders of listed

company(RMB)

Cash flow generated by

business operation, net -- -- 813,375,899.95 4.37%

(RMB)

Basic earning per

0.13 30.00% 0.31 29.17%

share(RMB/Share)

Diluted gains per

share(RMB/Share)(RMB/Sha 0.13 30.00% 0.31 29.17%

re)

Weighted average

3.34% 0.60% 7.83% 0.94%

income/asset ratio(%)

Items and amount of non-current gains and losses

√Applicable □Not applicable

In RMB

Items Amount from beginning Notes

3

of the year to the end of

the report period

Non-current asset disposal gain/loss(including the

write-off part for which assets impairment provision is -21,784.50

made)

Govemment subsidy recognized in current gain and

loss(excluding those closely related to the Companys 20,000,000.00

business and granted under the states policies)

Other non-business income and expenditures other than

3,984,555.14

the above

Less:Amount of influence of income tax 5,957,704.73

Influence on minority shareholders equity (after tax) 4,468,278.54

Total 13,536,787.37 --

For the Companys non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on

information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and

its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure

for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as

recurring gains and losses, it is necessary to explain the reason.

□ Applicable√ Not applicable

None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information

disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period.

4

(II) Total number of shareholders and shareholding of top 10 shareholders by the end of the report period

(1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the

report period

In Shares

Total number of shareholders at the

87,034

end of report period

Particular about shares held by top ten shareholders

Amount of Pledging or freezing

Properties of Share tradable shares

Shareholder name Quantity Status of the

shareholder proportion % with Conditional Quantity

shares

held

Guangdong

State-owned legal

Communication 40.84% 513,356,893 409,977,151 Freezing 103,379,742

person

Group Co., Ltd.

Domestic Natural

Feng Wuchu 1.56% 19,659,309

person

Guangdong

State-owned legal

Expressway Co., 1.56% 19,582,228 19,582,228

person

Ltd

Domestic non

Haerbin Hali

State-owned 1.18% 14,850,682

Industry Co., Ltd.

Legal person

Overseas legal

Xinyue Co., Ltd. 1.05% 13,201,086

person

Guangdong

Yuecai Trust State-owned legal

0.97% 12,174,345

Investment Co., person

Ltd.

Bank of China-

Huatai Bairui Domestic non

Positive Growth State-owned 0.94% 11,853,046

Mixed Securities Legal person

Investment Fund

Guangdong

Hengjian State-owned legal

0.80% 10,073,699

Investment person

Holding Co., Ltd.

Bank of Domestic non

0.71% 8,973,229

Communications State-owned

5

-Everbright Legal person

Baode Letter

SOE reform

securities

investment fund

ICBC-South

Domestic non

Preferred value

State-owned 0.36% 4,587,562

securities

Legal person

investment fund

Shareholding of top 10 shareholders of unrestricted shares

Quantity of unrestricted shares held at the end of the Share type

Name of the shareholder

reporting period Share type Quantity

Guangdong Communication Group RMB Common

103,379,742 103,379,742

Co., Ltd. shares

RMB Common

Feng Wuchu 19,659,309 19,659,309

shares

RMB Common

Haerbin Hali Industry Co., Ltd. 14,850,682 14,850,682

shares

Foreign shares

placed in

Xinyue Co., Ltd. 13,201,086 13,201,086

domestic

exchange

Guangdong Yuecai Trust Investment RMB Common

12,174,345 12,174,345

Co., Ltd. shares

Bank of China-Huatai Bairui

RMB Common

Positive Growth Mixed Securities 11,853,046 11,853,046

shares

Investment Fund

Guangdong Hengjian Investment RMB Common

10,073,699 10,073,699

Holding Co., Ltd. shares

Bank of Communications -

RMB Common

Everbright Baode Letter SOE reform 8,973,229 8,973,229

shares

securities investment fund

ICBC-South Preferred value RMB Common

4,587,562 4,587,562

securities investment fund shares

RMB Common

China Securities Finance Co., Ltd. 4,144,500 4,144,500

shares

Guangdong Communication Group Co., Ltd. is the parent company of Guangdong

Explanation on associated

Expressway Co., Ltd. and Xinyue Co., Ltd.. It is unknown whether there is relationship

relationship

between other shareholders and whether they are persons taking concerted action specified in

among the aforesaid shareholders

the Regulations on Disclosure of Information about Change in Shareholding of Shareholders

6

of Listed Companies.

Participation of top 10 unconditional Harbin Hali Industry Co., Ltd. Holds14,849,774 A shares of the Company through stock

common share shareholders in account with credit transaction and guarantee and holds 908 A shares through ordinary stock

securities margin trading (if any) account. Hold14,850,682 shares of the Company's stock totally.

Agreed re-purchasing by the Companys top 10 shareholders of common shares and top 10 shareholders of

unconditional common shares in the report period

□ Yes √ No

No agreed re-purchasing is performed by the Companys shareholders in the report period.

(2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the

report period

□ Applicable√ Not applicable

7

III. Significant Events

I. Particular about large-margin change of main accounting statement item and financial index and its reason.

√ Applicable □ Not applicable

(I)Items of balance sheet as compared with the beginning of this year.

1.Monetary capital Increased by RMB 197 million and 35.07% over the beginning of the year, mainly due to net

cash inflow of RMB 814 million from operating activities, net cash inflow of RMB 271 million from investing

activities and net cash outflow of RMB 886 billion from financing activities.

2.Accounts receivable increased by RMB 60.22 million and 254.92% over the beginning of the year , mainly due

to increase of toll income receivable from United Electronic Toll Center by Guangdong Fokai Expressway Co.,

Ltd. And Guangfo Expressway Co., Ltd.

3.Dividend receivable increased by RMB 61.56 million over the beginning of the year, No balances at the

beginning of the year, all were receivable dividends of Shenzhen Yanhui Expressway Co., Ltd.

4.Other receivable decreased by RMB 14.13 million and 50.01% over the beginning of the year, Mainly caused by

the land requisition guarantee deposit and advertisement rent fee for Xiebian to Sanbao extension project in Fokai

Expressway charged by Guangdong Fokai Expressway Co., Ltd

5.Other current assets decreased by RMB 40.63 million and 100% over the beginning of the year, The balance at

the end of the current period is 0, the balance of the beginning of the year all were national debt reverse

repurchase bonds invested by the Company.

6.Construction in process increased by RMB 6.59 million and 221.67% over the beginning of the year, Mainly

caused by the upfront fee for Sanbao to Shuikou extension project approval occurred in Fokai Expressway at the

current period.

7.Deferred income tax assets decreased by RMB 8.87 million and 100% over the beginning of the year, The

balance at the end of the current period is 0,The reason of decrease was that Guangdong Fokai Expressway Co.,

Ltd had turned back all the deferred income tax assets at the current period.

8. Short-term loan decreased by RMB 150 million and 100% over the beginning of the year, The balance at the

end of the current period is 0,Guangdong Fokai Expressway Co., Ltd. has repaid the full short-term borrowing at

the end of the period.

9.Interest payable increased by RMB 50.48 million and 206.25% over the beginning of the year, The main reason

was that the parent company summed and drew RMB 50.92 million of payable MTN interest at the first three

quarters.

10.Other payable decreased by RMB 183 million and 49.57% over the beginning of the year, Mainly caused by

that Guangdong Fokai Expressway Co., Ltd repaid RMB 125 million for the shareholder's entrusted loan and paid

RMB 75 million of quality guarantee deposit for Xiebian to Sanbao extension project of Fokai Expressway.

11.Long-term payable Increased by RMB 50 million and 2,472.64% over the beginning of the year, For that the

parent company borrowed entrusted loan from Ganzhou Kangda Expressway Co., Ltd. at the current period.

(II) Items of profit statement as compared with the same period of the previous year

1.Operating income increased by RMB 67.34 million and 6.31% year on year, The main reason is that Guangfo

Expressway Co., Ltd and Fokai Expressway Co., Ltd have increased their incomes of toll due to the natural

increase of traffic volume.

2. Operating cost increased by RMB 30.89 million and 5.57% year on year, Mainly caused by that Guangfo

Expressway Co., Ltd. and Guangdong Fokai Expressway Co., Ltd were influenced by the increase of traffic flow,

8

which resulted in an increase in depreciation funds.

3.Business tax and surcharge increased by RMB1.07million and 2.74% year on year,

mainly due the tax increased caused by the increase of operation income.

4.Administrative expense decreased by RMB 8.88 million and 8.64% year on year, Mainly for that the

Company increased revenue and reduced expenditure, which resulted in a decrease in administrative expense.

5. Financial expenses decreased by RMB 35.27 million and 11.59% year on year, Mainly caused by that the

Company repaid with-interest liability.

6. Asset impairment loss increased by RMB6.72 million and 101.07% year on year, The main reason:

(1)Guangdong Expressway Technology Investment Co., Ltd. charged Beijing Gelin Enze Organic Fertilizer Co.,

Ltd. for RMB 6 million of entrusted loan over the same period of previous year.(2)The parent company charged

Kunlun Sercurities Co.,Ltd. for RMB 650,000 of debt over the same period of previous year. Therefore, RMB

6.65 million of loss occurred in the writedowns of these two items in total over the same period of previous year.

7.Investment income increased by RMB 40.82 million and 12.28% year on year, The main reason:(1)Also duo to

the natural increase of traffic volume of Guangdong Guanghui Expressway, and the open to traffic of Boshen

Expressway which increased the total traffic volume, the income of Guanghui Expressway Co., Ltd has been

increased prominently, while the investment income was increased by RMB 25 million.(2)In reason of that

Huiyan Expressway Co., Ltd received the compensation for the transferring of Yantianao tunnel of Huiyan

Highway, and the profit increased, which resulted in an increased of RMB 19 million in investment income.(3)

Investment income of China Everbright Bank increased by RMB 3.3 million .

8. Non-operating income increased by RMB 17million and 190.37% year on year, The main reason of increase is

that Guangdong Fokai Expressway Co., Ltd. received RMB 20 million of compensation for Jiujiang Bridges

termination for toll collection

9.Income tax expenses increased by RMB 23.66million and 39.62% year on year, The reason is that the total

profit increase leads to the increase of income tax expense.

10.The net profit for the owners of the parent company increased by RMB 92.28 million and 30.66% year on year

due to the combined influence of the above factors.

(III) Notes of main items of cash flow statement

1.Other cash receivable related to operating activities

The main accounting is to check the liquidation accounts of Guangfo Expressway Co., Ltd and Fokai

Expressway Co., Ltd which received the cash toll revenue to be split larger than the net inflow of the split and

set-aside part, and to check other aspects such as the cash inflow of the accounts current, rental income of

investment property, and the governmental subsidy which excludes the tax refunds, and other kinds of cash

incomes, the incomes of the period has been increased by RMB 22.18 million compared with that of last year,

with an increased rate of 47.38%, Mainly caused by that Guangdong Fokai Expressway Co., Ltd. received the

compensation for Jiujiang Bridges termination for toll collection at the current period.

2.Taxes and levies paid

This item mainly calculates the income tax, business tax and surcharge actually paid in current period. Taxes and

levies paid increased by RMB 37.62 million and 72.43% year on year , Mainly for that Guangdong Fokai

Expressway Co., Ltd paid RMB 30.3 million of corporate income tax for January to June 2015, of which no

payment occurred in reason of the tax loss over the same period of previous year.

3. Cash received from returns on investment increased RMB 40.55 million year on year while no increase

occurred last period. Mainly for the withdrawal of the current investment value for national debt reverse

repurchase.

4. Cash received from absorption of investment

9

The main accounting is to check the cash dividends produced by equity investment. The Company received RMB

240 million of cash dividend from Guangdong Guanghui Expressway Co., Ltd., RMB 76.56 million of cash

dividend from Shenzhen Huiyan Expressway Co., Ltd., RMB 43.76 million of cash dividend from China

Everbright Bank Co., Ltd., RMB 9 million of cash dividend from Ganzhou Gankang Expressway Co., Ltd., RMB

2 million of cash dividend from Guangdong Yueke Technology Petty Loan Co., Ltd. and RMB 1.01 million of

cash dividend from Guangdong Radio and Television Networks Investment No.1 Limited Partnership Enterprise,

which increased RMB 135 million year on year and the rate of increase increased by 76.62% in reason of that the

Company received the increased cash dividend distributed by joint stock company.

5.Other cash receivable related to investment activities decreased by RMB 6.2 million while no increase occurred

this period.Mainly for that Guangdong Expressway Technology Investment Co., Ltd. charged Beijing Gelin Enze

Organic Fertilizer Co., Ltd. for RMB 6 million of entrusted loan over the same period of previous year.

6.Cash paid for purchase or construction of fixed assets, intangible assets and other long-term assets

The amount of this item decreased by RMB 94.79 million and 53.74% year on year,It is mainly affected by

following factors: (1) Project funds paid for Fokai Expressways expansion and overhaul reduced by RMB 65.87

million year on year;(2)(1)Guangdong Fokai Expressway Co., Ltd. paid RMB 10,200,000 of quality deposit for

the reinstatement work and the overhaul engineering of Jiujiang Bridge over the same period of previous year.

while no increase occurred this period.(3)Guangdong Fokai Expressway Co., Ltd paid RMB 12.75 million for the

network project of Guangdong province and the special civil engineering project over the same period of previous

year,while no increase occurred this period.(4)The special project funds of Guangfo Expressway Co., Ltd.

decreased by RMB 6 million at the current period.

7. Cash paid for investment

No investment spending occurs at the current period, of which the balance is 0. which decreased by 55.47 million

and 100%year on year.

8.The cash received from obtaining loans decreased by RMB 160 million and 76.19% year on year,

Mainly due to the company's current borrowing reduced.

9.Cash paid for debt repayment decreased by RMB 383 million and 39.61% year on year, All are with-interest

liabilities repaid by Guangdong Fokai Expressway Co., Ltd at the current period.

II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal.

√Applicable □Not applicable

Due to the controlling shareholder of Guangdong Communication Group Co., Ltd. is planning major issues related

with the company, the company's stock (Stock Abbreviation: Guangdong Expressway A, B, Stock Code: 000429,

200429) was suspension from April 8, 2015 .

On June 30, 2015, The 18th (Provisional) Meeting of the Seventh Board of Directors adopted the Proposal of

Guangdong Provincial Expressway Development Co., Ltd. issued shares to raise cash to buy assets and related

transactions matching funds plan and related motions.

The company's stock (Stock Abbreviation: Guangdong Expressway A, B, Stock Code: 000429, 200429) will

resume trading on July 22, 2015.

On August 26, 2015, The 20th (Provisional ) Meeting of the Seventh Board of Directors adopted the Proposal on

10

Guangdong Provincial Expressway Development Co., Ltd. Non-Public Issue of Shares and Cash to Buy Assets

and Raise Matching Funds and related motions.

On September 14, 2015, The Second provisional shareholders general meeting adopted the Proposal on

Guangdong Provincial Expressway Development Co., Ltd. Non-Public Issue of Shares and Cash to Buy Assets

and Raise Matching Funds and related motions.

On September 24, 2015, The Company received “Notification of Application for CSRCs Administrative

Permission Acceptance”(No.152821) from China Securities Regulatory Commission(hereinafter referred to as

“CSRC”), of which the application materials of “Approval of Guangdong Provincial Expressway Development

Co., Ltd. Issue of Shares to Buy Asset” submitted by the Company have been examined in accordance with the

law by CSRC. Considering that the materials were complete and up to the legal forms, CSRC decided to accept

the application for CSRCs Administrative Permission Acceptance.

The major asset restructuring-related related announcement, investors can access to

www.cninfo.com.cn for more details

Description of the website for

Overview of material matters Date of disclosing disclosing provisional

announcements

The 18th (Provisional) Meeting of the Seventh Board

of Directors adopted the Proposal of Guangdong

Provincial Expressway Development Co., Ltd. issued July 1, 2015 www.cninfo.com.cn

shares to raise cash to buy assets and related

transactions matching funds plan and related motions.

The 20th (Provisional ) Meeting of the Seventh Board

of Directors adopted the Proposal on Guangdong

Provincial Expressway Development Co., Ltd. August 28, 2015 www.cninfo.com.cn

Non-Public Issue of Shares and Cash to Buy Assets

and Raise Matching Funds and related motions.

The Second provisional shareholders general meeting

adopted the Proposal on Guangdong Provincial

September 15,

Expressway Development Co., Ltd. Non-Public Issue www.cninfo.com.cn

2015

of Shares and Cash to Buy Assets and Raise Matching

Funds and related motions.

The Company received “Notification of Application

September 25,2015 www.cninfo.com.cn

for CSRCs Administrative Permission Acceptance”.

III.The commitments of the Company and its shareholders holding over 5% of the Companys total shares in the

report year of extending to the report year from previous year.

□ Applicable √ Not applicable

The Company and shareholders with more than 5% stakes in the Company made no guarantee in the report period

or before report period but remaining effective in the report period.

11

IV.Prediction of Business performance for 2015

Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss

probably or the warning of its material change compared with the corresponding period of the last year and

explanation of reason.

□ Applicable √ Not applicable

V. Investment in Securities

√Applicable □Not applicable

Number

Shareho Shareho

of Number

lding lding Book

shares of

proporti proporti balance Gain.

Initial held at shares

on at the on at the at the loss of

Short investm the held at Account Sauce

Security Security beginnin end of end of the

form of ent beginnin the end ing of the

category code g of the the the reportin

security cost(RM g of the of the items shares

reportin reportin reportin g period

B) reportin reportin

g g g period (RMB)

g g period

period( period( (RMB)

period(s (shares)

%) %)

hares)

Financial

China

528,000,0 235,254,9 235,254,9 912,789,1 43,757,41 assets Subscribe

Stock 601818 Everbrigh 0.50% 0.50%

00.00 44 44 82.72 9.58 available on 2009

t Bank

for sale

528,000,0 235,254,9 235,254,9 912,789,1 43,757,41

Total -- -- -- --

00.00 44 44 82.72 9.58

Disclosure date for the notice of

July 22, 2009

approval by the Board (If any)

Disclosure date for the notice of

approval by shareholders August 7, 2009

Meeting (If any)

VI. Equity interests held in other listed companies

□ Applicable √Not applicable

The Company did not hold any equity interests in other listed companies as at the end of the reporting period.

VII. Derivative investment

□ Applicable √ Not applicable

12

There is no derivative investment during the report period.

VIII. The registration form of acceptance of investigation, communication and interview in the report period for

future reference

□ Applicable √ Not applicable

The Period has no research, communication and written inquiry from the investors in the report period.

Ⅸ.Guarantees provided by the company

□ Applicable √ Not applicable

There was not involved in any Guarantees provided by the company in the reporting period.

Ⅹ. Particulars about the non-operating occupation of funds by the controlling shareholder and other related

parties of the Company

□ Applicable √ Not applicable

The Company was not involved in the non-operating occupation of funds by the controlling shareholder and other related parties

during the reporting period..

13

IV. Financial statement

1. Financial statement

1.Consolidated Balance sheet

Prepared by::Guangdong Provincial Expressway Development Co., Ltd.

September 30,2015

In RMB

Items Year-end balance Year-beginning balance

Current asset:

Monetary fund 758,817,861.23 561,800,403.72

Settlement provision

Outgoing call loan

Financial assets measured at fair value

with variations accounted into current

income account

Derivative financial assets

Bill receivable

Account receivable 83,838,652.93 23,621,958.13

Prepayments 3,054,570.00 963,349.67

Insurance receivable

Reinsurance receivable

Provisions of Reinsurance contracts

receivable

Interest receivable

Dividend receivable 61,556,700.00

Other account receivable 14,120,117.27 28,245,949.17

Repurchasing of financial assets

Inventories

Assets held for sales

Non-current asset due in 1 year

Other current asset 40,632,376.52

Total of current assets 921,387,901.43 655,264,037.21

Non-current assets:

14

Loans and payment on others behalf

disbursed

Disposable financial asset 1,711,364,284.45 1,946,619,228.45

Expired investment in possess

Long-term receivable

Long term share equity investment 2,706,144,295.91 2,706,081,363.32

Property investment 3,800,237.83 4,148,397.88

Fixed assets 6,747,564,727.43 7,176,766,024.73

Construction in progress 9,567,824.91 2,974,467.60

Engineering material 1,549,556.00 1,549,556.00

Fixed asset disposal 240,420.45

Production physical assets

Gas & petrol

Intangible assets 3,793,952.03 5,051,049.34

R & D petrol

Goodwill

Long-germ expenses to be amortized 3,692,019.66 5,006,154.74

Differed income tax asset 8,869,234.60

Other non-current asset 1,176,432.55 1,176,432.55

Total of non-current assets 11,188,893,751.22 11,858,241,909.21

Total of assets 12,110,281,652.65 12,513,505,946.42

Current liabilities

Short-term loans 150,000,000.00

Loan from Central Bank

Deposit received and hold for others

Call loan received

Financial liabilities measured at fair

value with variations accounted into

current income account

Derivative financial liabilities

Bill payable

Account payable 175,056,081.87 150,799,208.60

Advance payment 4,149,508.48 4,868,022.79

Selling of repurchased financial assets

Fees and commissions receivable

15

Employees wage payable 3,773,039.52 2,808,275.72

Tax payable 42,402,857.43 11,575,093.74

Interest payable 74,950,011.15 24,473,342.31

Dividend payable 14,973,387.34 11,148,088.30

Other account payable 186,242,595.40 369,325,097.99

Reinsurance fee payable

Insurance contract provision

Entrusted trading of securities

Entrusted selling of securities

Liabilities held for sales

Non-current liability due in 1 year 305,480,000.00 400,480,000.00

Other current liability

Total of current liability 807,027,481.19 1,125,477,129.45

Non-current liabilities:

Long-term loan 4,180,440,000.00 4,393,840,000.00

Bond payable 997,000,000.00 997,000,000.00

Including:preferred stock

Sustainable debt

Long-term payable 52,022,210.11 2,022,210.11

Long-term payable employeess

remuneration

Special payable

Expected liabilities

Differed income

Differed income tax liability 119,427,435.56 124,150,064.67

Other non-current liabilities

Total non-current liabilities 5,348,889,645.67 5,517,012,274.78

Total of liability 6,155,917,126.86 6,642,489,404.23

Owners equity

Share capital 1,257,117,748.00 1,257,117,748.00

Other equity instrument

Including:preferred stock

Sustainable debt

Capital reserves 1,534,771,223.07 1,534,771,223.07

16

Less:Shares in stock

Other comprehensive income 395,228,305.92 630,483,249.92

Special reserves

Surplus reserves 253,056,237.77 253,056,237.77

Common risk provision

Undistributed profit 1,608,326,846.85 1,340,748,017.33

Total of owners equity belong to the

5,048,500,361.61 5,016,176,476.09

parent company

Minority shareholders equity 905,864,164.18 854,840,066.10

Total of owners equity 5,954,364,525.79 5,871,016,542.19

Total of liabilities and owners equity 12,110,281,652.65 12,513,505,946.42

Legal Representative: Zhu Zhanliang Person in charge of accounting:Fang Zhi Accounting Dept Leader: Liu Xiaomei

2.Parent Company Balance Sheet

In RMB

Items At the end of term Beginning of term

Current asset:

Monetary fund 568,538,559.37 332,632,828.69

Financial assets measured at fair value

with variations accounted into current

income account

Derivative financial assets

Bill receivable

Account receivable

Prepayments 500,000.02 1,250,000.00

Interest receivable 130,416.66 387,936.10

Dividend receivable 71,433,604.79

Other account receivable 3,957,871.21 2,536,246.24

Inventories

Assets held for sales

Non-current asset due in 1 year

Other current asset 170,603,625.00

Total of current assets 644,560,452.05 507,410,636.03

Non-current assets:

17

Disposable financial asset 1,711,364,284.45 1,946,619,228.45

Expired investment in possess

Long-term receivable

Long term share equity investment 5,109,588,369.36 5,108,422,809.68

Property investment 3,548,099.58 3,896,259.63

Fixed assets 4,088,364.85 5,463,902.97

Construction in progress

Engineering material

Fixed asset disposal

Production physical assets

Gas & petrol

Intangible assets 1,020,436.70 1,007,811.70

R & D petrol

Goodwill

Long-germ expenses to be amortized 3,686,975.99 4,955,719.12

Differed income tax asset

Other non-current asset 78,000,000.00 78,000,000.00

Total of non-current assets 6,911,296,530.93 7,148,365,731.55

Total of assets 7,555,856,982.98 7,655,776,367.58

Current liabilities

Short-term loans

Financial liabilities measured at fair

value with variations accounted into

current income account

Derivative financial liabilities

Bill payable

Account payable

Advance payment

Employees wage payable 941,628.82 955,391.47

Tax payable 717,542.43 1,640,343.15

Interest payable 70,254,629.00 17,902,360.98

Dividend payable 11,681,085.74 11,148,088.30

Other account payable 2,157,347.57 3,342,843.69

Liabilities held for sales

Non-current liability due in 1 year

18

Other current liability 176,473,611.58 249,803,653.80

Total of current liability 262,225,845.14 284,792,681.39

Non-current liabilities:

Long-term loan 1,500,000,000.00 1,500,000,000.00

Bond payable 997,000,000.00 997,000,000.00

Including:preferred stock

Sustainable debt

Long-term payable 52,022,210.11 2,022,210.11

Employees wage Long-term payable

Special payable

Expected liabilities

Differed income

Differed income tax liability

Other non-current liabilities

Total of Non-current liabilities 2,549,022,210.11 2,499,022,210.11

Total of liability 2,811,248,055.25 2,783,814,891.50

Owners equity

Share capital 1,257,117,748.00 1,257,117,748.00

Other equity instrument

Including:preferred stock

Sustainable debt

Capital reserves 1,534,919,363.82 1,534,919,363.82

Less:Shares in stock

Other comprehensive income 395,228,305.92 630,483,249.92

Special reserves

Surplus reserves 253,056,237.77 253,056,237.77

Undistributed profit 1,304,287,272.22 1,196,384,876.57

Total of owners equity 4,744,608,927.73 4,871,961,476.08

Total of liabilities and owners equity 7,555,856,982.98 7,655,776,367.58

3.Consolidated Profit statement of the Report period

In RMB

Item Report period Same period of the previous year

19

I. Income from the key business 410,958,621.31 379,295,699.87

Incl:Business income 410,958,621.31 379,295,699.87

Interest income

Insurance fee earned

Fee and commission received

II. Total business cost 355,961,739.81 326,495,624.47

Incl:Business cost 225,223,358.90 185,416,659.01

Interest expense

Fee and commission paid

Insurance discharge payment

Net claim amount paid

Insurance policy dividend paid

Insurance policy dividend paid

Reinsurance expenses

Business tax and surcharge 14,196,188.60 13,795,642.79

Sales expense

Administrative expense 31,590,025.47 33,128,649.76

Financial expenses 84,952,166.84 98,806,684.91

Asset impairment loss -4,652,012.00

Add:Gains from change of fir value

(“-”for loss)

Investment gain(“-”for loss) 141,570,365.16 110,733,180.57

Incl: investment gains from affiliates 140,559,527.21 108,609,680.44

Gains from currency exchange(“-”for

loss)

III. Operational profit(“-”for loss 196,567,246.66 163,533,255.97

Add:Non-business income 20,258,970.22 7,534,596.02

Incl:Gains from disposal of non-current

assets

Less:Non business expenses 1,384,896.45 652,997.37

Incl:Loss from disposal of non-current

69,829.04 322,282.93

assets

IV.Total profit(“-”for loss) 215,441,320.43 170,414,854.62

Less:Income tax expenses 29,366,869.39 28,021,638.83

20

V. Net profit(“-”for net loss 186,074,451.04 142,393,215.79

Net profit attributable to the owners of

161,435,234.27 122,815,513.69

parent company

Minority shareholders equity 24,639,216.77 19,577,702.10

VI. Net after-tax of Other comprehensive

-348,177,317.12 54,108,637.12

income

Net after-tax

of other comprehensive income attributab -348,177,317.12 54,108,637.12

le to owners of the parent company.

(I)Other comprehensive income items

that will not be reclassified into

gains/losses in the subsequent accounting

period

1.Re-measurement of defined benefit pla

ns of changes in net debt or net assets

2.Other comprehensive income under the

equity method investee can not be reclass

ified into profit or loss.

(II)

Other comprehensive income that will be -348,177,317.12 54,108,637.12

reclassified into profit or loss.

1.Other comprehensive income under the

equity method investee can be reclassifie

d into profit or loss.

2.Gains and losses from changes in fair v

-348,177,317.12 54,108,637.12

alue available for sale financial assets

3.Held-to-maturity investments reclassifi

ed to gains and losses of available for sal

e financial assets

4.The effective portion of cash flow hedg

es and losses

5.Translation differences in currency fina

ncial statements

6.Other

Net

after-tax of other comprehensive income

attributable to Minority shareholders

equity

21

VII. Total comprehensive income -162,102,866.08 196,501,852.91

Total comprehensive income attributable

-186,742,082.85 176,924,150.81

to the owner of the parent company

Total comprehensive income

24,639,216.77 19,577,702.10

attributable minority shareholders

VIII. Earnings per share

(I)Basic earnings per share 0.13 0.10

(II)Diluted earnings per share 0.13 0.10

The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0,

last period the combined party realized RMB 0.

Legal Representative: Zhu Zhanliang Person in charge of accounting:Fang Zhi Accounting Dept Leader: Liu Xiaomei

4. Profit statement of the Parent Company of the Report period

In RMB

Items Report period Same period of the previous year

I. Income from the key business 2,801,641.76 9,686,612.19

Incl:Business cost 116,053.35 116,053.35

Business tax and surcharge 156,891.95 673,958.94

Sales expense

Administrative expense 15,877,775.35 15,037,661.98

Financial expenses 40,354,014.61 44,516,135.24

Asset impairment loss -445,529.50

Add:Gains from change of fir value

(“-”for loss)

Investment gain(“-”for loss) 141,754,006.05 111,567,427.59

Incl: investment gains from affiliates 140,743,168.10 109,443,927.46

II. Operational profit(“-”for loss 88,050,912.55 61,355,759.77

Add:Non-business income

Incl:Gains from disposal of

non-current assets

Less:Non business expenses 116,650.81

Incl:Loss from disposal of non-current

344,222.56

assets

III.Total profit(“-”for loss) 87,934,261.74 61,355,759.77

Less:Income tax expenses

22

IV. Net profit(“-”for net loss) 87,934,261.74 61,355,759.77

V. Net after-tax of Other comprehensive

-348,177,317.12 54,108,637.12

income

(I)Other comprehensive income items

that will not be reclassified into

gains/losses in the subsequent

accounting period

1.Re-measurement of defined benefit pl

ans of changes in net debt or net assets

2.Other comprehensive income under th

e equity method investee can not be recl

assified into profit or loss.

(II)

Other comprehensive income that will b -348,177,317.12 54,108,637.12

e reclassified into profit or loss.

1.Other comprehensive income under th

e equity method investee can be reclassi

fied into profit or loss.

2.Gains and losses from changes in fair

-348,177,317.12 54,108,637.12

value available for sale financial assets

3.Held-to-maturity investments reclassif

ied to gains and losses of available for s

ale financial assets

4.The effective portion of cash flow hed

ges and losses

5.Translation differences in currency fin

ancial statements

6.Other

VI. Total comprehensive income -260,243,055.38 115,464,396.89

VII. Earnings per share:

(I)Basic earnings per share 0.070 0.050

(II)Diluted earnings per share

5. Consolidated Profit statement between the beginning of the year and end of the report period

In RMB

Items Report period Same period of the previous year

I. Total operating income 1,135,351,508.90 1,068,012,591.73

23

Including:Operating income 1,135,351,508.90 1,068,012,591.73

Interest income

Insurance gained

Commission charge and commission

income

II. Total operating cost 995,811,980.91 1,001,280,543.70

Including:Operating cost 585,922,236.23 555,031,258.74

Interest expense

Commission chare and commission

expense

Cash surrender value

Net amount of expense of compensation

Net amount of withdrawal of insurance

contract reserve

Bonus expense of guarantee slip

Reinsurance expense

Operating tax and extras 40,148,974.92 39,079,446.60

Sales expenses

Administration expenses 100,722,869.99 109,605,183.61

Financial expenses 268,946,518.11 304,216,666.75

Losses of devaluation of assets 71,381.66 -6,652,012.00

Add :Changing income of fair value

Investment income 373,242,100.41 332,424,328.11

Including:Investment income on affiliate

327,619,632.59 287,765,347.21

company and joint venture

Exchange income

III. Operating profit 512,781,628.40 399,156,376.14

Add :Non-operating income 25,956,693.13 8,939,035.01

Including :Disposal Gains of

non-current assets

Less:Non-operating expense 1,993,922.49 3,048,788.58

Including :Disposal loss of non-current

435,559.13 897,231.34

assets

IV. Total profit 536,744,399.04 405,046,622.57

Less:Income tax 83,371,503.94 59,714,425.69

24

V. Net profit(“-”for net loss 453,372,895.10 345,332,196.88

Net profit attributable to the owners of

393,290,604.32 301,008,457.71

parent company

Minority shareholders equity 60,082,290.78 44,323,739.17

VI. Net after-tax of Other comprehensive

-235,254,944.00 25,878,043.84

income

Net after-tax of

other comprehensive income attributable -235,254,944.00 25,878,043.84

to owners of the parent company.

(I)Other comprehensive income items

that will not be reclassified into

gains/losses in the subsequent accounting

period

1.Re-measurement of defined benefit pla

ns of changes in net debt or net assets

2.Other comprehensive income under the

equity method investee can not be reclass

ified into profit or loss.

(II)

Other comprehensive income that will be -235,254,944.00 25,878,043.84

reclassified into profit or loss.

1.Other comprehensive income under the

equity method investee can be reclassifie

d into profit or loss.

2.Gains and losses from changes in fair v

-235,254,944.00 25,878,043.84

alue available for sale financial assets

3.Held-to-maturity investments reclassifi

ed to gains and losses of available for sal

e financial assets

4.The effective portion of cash flow hedg

es and losses

5.Translation differences in currency fina

ncial statements

6.Other

Net after-tax of

other comprehensive income attributable

to Minority shareholders equity

VII. Total comprehensive income 218,117,951.10 371,210,240.72

25

Total comprehensive income attributable

158,035,660.32 326,886,501.55

to the owner of the parent company

Total comprehensive income

60,082,290.78 44,323,739.17

attributable minority shareholders

VIII. Earnings per share

(I)Basic earnings per share 0.31 0.24

(II)Diluted earnings per share 0.31 0.24

The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0,

last period the combined party realized RMB 0.

6.Profit Statement of the Parent Between the Beginning of the Year and End of the Report Period

In RMB

Items Report period Same period of the previous year

I. Business income 12,129,110.37 32,593,937.68

Less:Business cost 348,160.05 348,160.05

Business tax and surcharge 730,075.30 1,987,092.45

Sales expense

Administrative expense 52,986,222.75 53,733,131.36

Financial expenses 125,871,739.15 144,458,131.07

Asset impairment loss -445,529.50

Add:Gains from change of fir value

(“-”for loss)

Investment gain(“-”for loss) 401,519,305.58 334,058,422.98

Incl: investment gains from affiliates 328,722,259.68 289,399,442.08

II. Operational profit 233,712,218.70 166,571,375.23

Add:Non-business income 26,300.00 37,574.60

Incl:Gains from disposal of non-current

assets

Less:Non business expenses 124,348.25 351,800.00

Incl:Loss from disposal of non-current

351,800.00 351,800.00

assets

III.Total profit 233,614,170.45 166,257,149.83

Less:Income tax expenses

IV. Net profit) 233,614,170.45 166,257,149.83

V. Net after-tax of Other comprehensive

-235,254,944.00 25,878,043.84

income

26

(I)Other comprehensive income items

that will not be reclassified into

gains/losses in the subsequent

accounting period

1.Re-measurement of defined benefit pl

ans of changes in net debt or net assets

2.Other comprehensive income under th

e equity method investee can not be recl

assified into profit or loss.

(II)

Other comprehensive income that will b -235,254,944.00 25,878,043.84

e reclassified into profit or loss.

1.Other comprehensive income under th

e equity method investee can be reclassi

fied into profit or loss.

2.Gains and losses from changes in fair

-235,254,944.00 25,878,043.84

value available for sale financial assets

3.Held-to-maturity investments reclassif

ied to gains and losses of available for s

ale financial assets

4.The effective portion of cash flow hed

ges and losses

5.Translation differences in currency fin

ancial statements

6.Other

VI. Total comprehensive income -1,640,773.55 192,135,193.67

VII. Earnings per share

(I)Basic earnings per share 0.190 0.130

(II)Diluted earnings per share

7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period

In RMB

Items Report period Same period of the previous year

I.Cash flows from operating activities

Cash received from sales of goods or

1,069,506,486.08 1,044,010,246.63

rending of services

Net increase of customer deposits and

27

capital kept for brother company

Net increase of loans from central bank

Net increase of inter-bank loans from

other financial bodies

Cash received against original insurance

contract

Net cash received from reinsurance

business

Net increase of client deposit and

investment

Net increase of trade financial asset

disposal

Cash received as interest, processing fee

and commission

Net increase of inter-bank fund received

Net increase of repurchasing business

Tax returned

Other cash received from business

68,997,399.39 46,813,759.63

operation

Sub-total of cash inflow 1,138,503,885.47 1,090,824,006.26

Cash paid for purchasing of

63,673,763.99 70,898,491.83

merchandise and services

Net increase of client trade and advance

Net increase of savings n central bank

and brother company

Cash paid for original contract claim

Cash paid for interest, processing fee

and commission

Cash paid for policy dividend

Cash paid to staffs or paid for staffs 140,833,356.68 150,265,845.05

Taxes paid 89,573,147.11 51,948,805.43

Other cash paid for business activities 31,047,717.74 38,427,033.30

Sub-total of cash outflow from business

325,127,985.52 311,540,175.61

activities

Cash flow generated by business

813,375,899.95 779,283,830.65

operation, net

II.Cash flow generated by investing

28

Cash received from investment

40,549,909.00

retrieving

Cash received as investment gains 311,676,183.82 176,468,124.64

Net cash retrieved from disposal of

fixed assets, intangible assets, and other 6,503.00 71,580.00

long-term assets

Net cash received from disposal of

subsidiaries or other operational units

Other investment-related cash received 6,206,482.50

Sub-total of cash inflow due to

352,232,595.82 182,746,187.14

investment activities

Cash paid for construction of

fixed assets, intangible assets 81,599,367.28 176,392,346.03

and other long-term assets

Cash paid as investment 55,468,487.00

Net increase of loan against pledge

Net cash received from subsidiaries and

other operational units

Other cash paid for investment

activities

Sub-total of cash outflow due to

81,599,367.28 231,860,833.03

investment activities

Net cash flow generated by investment 270,633,228.54 -49,114,645.89

III.Cash flow generated by financing

Cash received as investment

Incl: Cash received as investment from

minor shareholders

Cash received as loans 50,000,000.00 210,000,000.00

Cash received from bond placing

Other financing –related ash received 12,507.50

Sub-total of cash inflow from financing

50,000,000.00 210,012,507.50

activities

Cash to repay debts 583,400,000.00 966,085,000.00

Cash paid as dividend, profit, or

350,091,332.83 364,411,187.68

interests

Incl: Dividend and profit paid by

subsidiaries to minor shareholder

29

Other cash paid for financing activities 3,000,000.00 3,000,000.00

Sub-total of cash outflow due to

936,491,332.83 1,333,496,187.68

financing activities

Net cash flow generated by financing -886,491,332.83 -1,123,483,680.18

IV. Influence of exchange rate

-500,338.15 -277,665.55

alternation on cash and cash equivalents

V.Net increase of cash and cash

197,017,457.51 -393,592,160.97

equivalents

Add: balance of cash and cash

561,800,403.72 976,468,685.82

equivalents at the beginning of term

VI ..Balance of cash and cash

758,817,861.23 582,876,524.85

equivalents at the end of term

8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period

In RMB

Items Amount in this period Amount in last period

I.Cash flows from operating activities

Cash received from sales of goods or

4,340,087.24 4,683,552.03

rending of services

Tax returned

Other cash received from business

11,626,230.90 17,356,133.66

operation

Sub-total of cash inflow 15,966,318.14 22,039,685.69

Cash paid for purchasing of

merchandise and services

Cash paid to staffs or paid for staffs 34,605,679.08 33,221,950.20

Taxes paid 1,012,868.13 2,594,082.67

Other cash paid for business activities 99,667,792.25 180,025,387.81

Sub-total of cash outflow from business

135,286,339.46 215,841,420.68

activities

Cash flow generated by business

-119,320,021.32 -193,801,734.99

operation, net

II.Cash flow generated by investing

Cash received from investment

40,549,909.00

retrieving

Cash received as investment gains 328,973,857.11 250,242,540.68

30

Net cash retrieved from disposal of

fixed assets, intangible assets, and other 1,425.00 4,500.00

long-term assets

Net cash received from disposal of

subsidiaries or other operational units

Other investment-related cash received 137,891,227.77 1,028,695,643.07

Sub-total of cash inflow due to

507,416,418.88 1,278,942,683.75

investment activities

Cash paid for construction of

fixed assets, intangible assets 334,184.41 1,403,580.63

and other long-term assets

Cash paid as investment 55,468,487.00

Net cash received from subsidiaries and

other operational units

Other cash paid for investment

505,000,000.00

activities

Sub-total of cash outflow due to

334,184.41 561,872,067.63

investment activities

Net cash flow generated by investment 507,082,234.47 717,070,616.12

III.Cash flow generated by financing

Cash received as investment

Cash received as loans 50,000,000.00

Cash received from bond placing

Other financing –related ash received 12,507.50

Sub-total of cash inflow from

50,000,000.00 12,507.50

financing activities

Cash to repay debts 800,000,000.00

Cash paid as dividend, profit, or

198,356,144.32 178,267,968.72

interests

Other cash paid for financing activities 3,000,000.00 3,000,000.00

Sub-total of cash outflow due to

201,356,144.32 981,267,968.72

financing activities

Net cash flow generated by financing -151,356,144.32 -981,255,461.22

IV. Influence of exchange rate

-500,338.15 -277,665.55

alternation on cash and cash equivalents

V.Net increase of cash and cash

235,905,730.68 -458,264,245.64

equivalents

31

Add: balance of cash and cash

332,632,828.69 782,174,175.59

equivalents at the beginning of term

VI ..Balance of cash and cash

568,538,559.37 323,909,929.95

equivalents at the end of term

II. Auditors report

Whether the Q3 report is audited

□ Yes √ No

The Q3 Report is not audited.

32

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