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深赤湾A: 2008年第一季度报告（英文版）
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Stock code: 000022 /200022 Short form: Chiwan Wharf A/Chiwan Wharf B Announcement No. 2008-013
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
REPORT FOR THE FIRST QUARTER OF 2008
§1 Important Notes
1.1 The Board of Directors, the Supervisory Committee as well as the directors, supervisors and senior
management staff of Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as “the Company”)
hereby confirm that there exists no omission, misstatement, or misleading information in this report, and
accept, individually and collectively, the responsibility for the correctness, accuracy and completeness of
the contents of this report.
1.2 All Directors, Supervisors and Senior Management Staff agreed with and guaranteed the correctness,
accuracy and completeness of the contents of this Report.
1.3 All directors attended the second special session of the Fifth Board of Directors in 2008, at which this
Report was reviewed.
1.4 This quarterly Financial Statements was un-audited.
1.5 Chairman of the Board Ms. Wang Fen, as well as Chief Financial Officer Mr. Zhang Jianguo and Financial
Manager Ms. Zhang Yuanling hereby confirm that the Financial Statements in this report is true and
complete.
§2 Company Profile
2.1 Major accounting data
Unit: RMB
As at March 31, As at December 31,
+/-
2008 2007
Total assets 5,238,186,336 5,457,335,718 -4.02%
Owners’ equity attributable to equity
holders of the Company 2,753,303,444 2,585,863,265 6.48%
Net assets per share 4.270 4.011 6.46%
Jan.- March, 2008 Jan.- March, 2007 +/-
Net profit attributable to equity holders
of the Company 165,671,223 142,390,483 16.35%
Net cash flow from operating activities 266,199,504 218,863,553 21.63%
Net cash flow per share from operating
activities 0.413 0.339 21.83%
EPS-basic 0.257 0.221 16.29%
EPS-diluted 0.257 0.221 16.29%
Return on equity 6.02% 5.92% 0.10%
Return on equity before extraordinary
gains and losses 6.00% 5.92% 0.08%
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Items of extraordinary gains and losses
Unit: RMB
Items Amount
Net gain on disposal of non-current 480,008
Other non-operating expense-net 28,789
Tax effects on extraordinary gains and losses (91,800)
Minority interest on extraordinary gains and losses interest (782)
Total 416,215
2.2 Number of shareholders and top ten shareholders holding shares not subject to
trading moratorium.
45,060 of which 35,659 were shareholders of A shares and 9,401 were shareholders of
Total number of shareholders
B shares
Top ten shareholders holding shares not subject to trading moratorium
Name of shareholders Number of shares not subject Type of shares (A, B, H or
to trading moratorium other shares)
CHINA NANSHAN DEVELOPMENT (GROUP) INC. 23,243,415 A shares
CMBLSA RE FTIF TEMPLETON ASIAN GRW FD GTI
23,118,225 B shares
5496
PLATINUM ASIA FUND 15,128,018 B shares
THORNBURG INVESTMENT INCOME BUILDER
14,665,727 B shares
FUND
IBT A/C JULIUS BAER INTERNATIONAL EQUITY
10,852,024 B shares
FUND
THORNBURG GLOBAL OPPORTUNITIES
10,492,803 B shares
FUND(9P14)
FTIF TEMPLETON BRIC FUND 7,446,322 B shares
GOVERNMENT OF SINGAPORE INV. CORP.- A/C "C" 6,534,457 B shares
DEUTSCHE BANK AG LONDON 5,845,191 B shares
IBT S/A JULIUS BAER INTERNATIONAL EQUITY
4,401,718 B shares
FUND II
§3 Significant Events
3.1 Significant changes in major accounting data, financial highlight and reason of these
changes.
√Applicable □Non-applicable
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Significant changes Jan.- March, 2008 Jan.- March, 2007 +/- +/- （％）
Investment income 31,518,660 16,959,328 14,559,332 85.85%
The increase from investment income compared with that over the according period of last year was mainly
because the net profit year-on-year obtained by the affiliated company increased in a large scale.3.2 Analysis
of effects and impact of significant events.
□Applicable √Non-applicable
3.3 Special commitments made by former shareholders of non-tradable shares in share
reform process and the execution
√Applicable □Non-applicable
Name Special Commitment Execution
Commitment on dividend policy: CND commits to keep stable dividend Profit distribution plan for 2006
China Nanshan policy as in the past, promises to put forward dividend distribution proposal at was executed with the payout
Development Annual General Meeting for 2006 and 2007, and the dividend payout ratio ratio being 60%. Dividend payout
(Group) shall not be less than 50% of the distributable profits achieved in respective ratio as set in the profit
Incorporation year, and promises to vote for it at Annual General Meeting. distribution proposal for 2007 was
50.02%.
Commitment on increase of its share equity at the Company: To avoid the Executed.
unreasonable fluctuation of stock price of the Company and boost investors
confidence in the Company, and at the same time to enhance its position as
controlling shareholder, CND will, within 2 months after the share reform
proposal be approved at the Relevant Shareholders’ Meeting of A Share
Market, buy from stock market 9,406,540 shares (say 10% of all tradable A
shares not subject to trading moratorium of 94,065,400 after the execution of
the share reform proposal) when the price is not higher than RMB13.00.
Within 6 months after share equity increase plan is executed, CND will not
sell any shares thus bought according to the said plan, otherwise the income
from the sale of shares will be possessed by all shareholders.
Motivation scheme: In order to enhance shareholders’ confidence and boost Under discussion
initiatives of management team and core staff of the Company, CND will, after
the share reform proposal is executed, choose to entrust the Board of Directors
of the Company through annual general meeting to formulate and carry out
motivation scheme according to relevant laws and regulations, thus integrate
the interests of management team with the whole shareholders of the
Company.
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Letter of Guarantee: CND commits that it will obtain, before the registration Executed.
date for the Relevant Shareholders’ Meeting of A Share Market, the letter of
guarantee from certain monetary institution recognized by Shenzhen Stock
Exchange, consenting to provide complete guarantee to CND for the required
amount of money when put options granted to shareholders of tradable shares
be executed.
Keep the Company as a listed one: CND commits that the Company is Executed.
undertaking Share Reform with a view to address the problem of balancing the
interests among shareholders of circulating and non-circulating shares, but not
to quit from the stock market. CND promises to implement actions to keep the
Company as a listed one within the period stipulated by relevant laws, rules
and regulations, and to disclose information in time, if the shareholding
structure does not conform to the requirements for a listed company
recognized by Shenzhen Stock Exchange due to the execution of put option.
3.4 Reason of estimated possible significant changes in net profit for this reporting year.
□Applicable √Non-applicable
3.5 Other significant events need to be explained
3.5.1 Securities investment
□Applicable √Non-applicable
3.5.2 Equity of other public companies held by the Company
√Applicable □Non-applicable
Unit: RMB
Stock Stock name Initial Shareholding Book value at the Gain during the Changes in owners’
code investment percentage in the end of the period reporting period equity during the
amount company reporting period
Jiangsu
600377
Expressway 1,120,000 0.02% 7,590,000 -2,402,600
ShenZhen
Petro-chemical
400032
Industry (Group)
Co., Ltd. 3,500,000 0.26% 382,200
GuangDong
400009Guang Jian Group
Limited Company 27,500 0.02% 23,800
Total
4,647,500 - 7,996,000 -2,402,600
3.5.3 Equity of non-listed financial enterprises and companies to be listed held by the Company
□Applicable √Non-applicable
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3.5.4 Interviews and visits in the reporting period
√Applicable □Non-applicable
Topics discussed and
Type Means Time Location Investor
information provided
Promotional UBS Jan, ShangHai Clients of UBS
Basic status of the operations
activities Conference 2008
launched by and investments of the
securities firms
investor One-on one Jan, Conference Morgan Stanley Company and the financial
reception 2008 room of the
Feb, Company TB Alternative Assets Ltd. position of the Company.
2008 Tiger Global
Information provided: Brief
Mar, Baoying Fund Management
2008
Co.,Ltd. introductions of the Company
China International Capital
Corporation Limited
§4 Appendix
4.1 Consolidated Income Statement for the Three Months Ended March 31, 2008;
4.2 Consolidated Balance Sheet as at March 31, 2008;
4.3 Consolidated Cash Flow Statement for the Three Months Ended March 31, 2008
For and on behalf of the Board
Wang Fen
Chairman
Shenzhen Chiwan Wharf Holdings Limited
Dated this 26th day of April, 2008
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SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
CONSOLIDATED AND COMPANY BALANCE SHEETS
AS AT 31 MARCH 2008
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
31-Mar-2008 31-Dec-2007 31-Mar-2008 31-Dec-2007
ASSETS
The Group The Group The Company The Company
Current assets
Cash at bank and on hand
620,941,116 781,587,534 331,151,830 570,266,835
Notes receivable
4,329,725 1,167,600 4,329,725 1,167,600
Accounts receivable
209,399,783 217,005,190 23,845,546 9,647,134
Dividends receivable
- 425,321,224 425,321,224
Advances to suppliers 28,535,665 6,272,274 - -
Interest receivable
499,500 499,500
Other receivables
9,872,432 9,817,791 137,100,459 146,614,365
Inventories
26,377,234 24,629,401 1,015,718 1,034,833
Hedging instrument 46,424,500 39,459,166
Total current assets
946,379,955 1,079,938,956 923,264,002 1,154,051,991
Non-current assets
Available-for-sale financial assets
7,590,000 10,520,000 7,590,000 10,520,000
Long-term receivables 195,834,378 195,834,378 217,001,724 217,001,724
Long-term equity investments 227,678,457 335,978,363 799,566,285 786,582,728
Investment properties 29,714,613 29,664,243 21,348,557 21,511,246
Fixed assets
2,321,665,861 2,272,954,882 193,159,726 198,322,996
Construction in progress 275,092,922 288,525,812 892,134 944,134
Intangible assets 1,129,225,769 1,138,614,622 119,139,957 120,356,947
Goodwill
10,858,898 10,858,898 - -
Long-term prepaid expenses 67,695,163 65,424,928 5,776,895 5,839,087
Deferred tax assets
26,450,320 29,020,636 11,572,190 12,639,786
Total non-current assets
4,291,806,381 4,377,396,762 1,376,047,468 1,373,718,648
TOTAL ASSETS
5,238,186,336 5,457,335,718 2,299,311,470 2,527,770,639
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SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
CONSOLIDATED AND COMPANY BALANCE SHEETS
AS AT 31 MARCH 2008 (CONTINUED)
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
LIABILITIES AND 31-Mar-08 31-Dec-07 31-Mar-08 31-Dec-07
OWNERS’ EQUITY The Group The Group The Company The Company
Current liabilities
Short-term borrowings 1,021,310,000 1,221,310,000 201,160,000 401,160,000
Notes payable 6,528,000 6,687,150 - -
Accounts payable 49,713,655 57,201,825 12,732,426 12,926,232
Advances from customers
579,573 427,561 - -
Employee benefits payable 32,459,806 48,322,728 25,481,262 28,325,184
Taxes payable 28,760,733 25,870,474 1,062,405 1,117,555
Interests payable 2,831,476 173,320 601,257 173,320
Dividends payable 295,768,833 295,768,833
Other payables 101,812,285 293,955,986 441,204,789 467,181,771
Deferred revenue
5,292,500 5,292,500
Current portion of non-current
liabilities 217,244,800 273,428,800 -
Total current liabilities
1,762,301,661 2,228,439,177 682,242,139 910,884,062
Non-current liabilities
Deferred revenue
78,505,415 79,828,541
Deferred tax liabilities
4,405,029 4,446,249 1,164,600 1,692,000
Total non-current liabilities
82,910,444 84,274,790 1,164,600 1,692,000
Total liabilities
1,845,212,105 2,312,713,967 683,406,739 912,576,062
Owners' equity
Paid-in capital 644,763,730 644,763,730 644,763,730 644,763,730
Capital surplus 170,346,166 168,577,210 155,216,228 157,618,828
Surplus reserve 1,094,116,893 1,094,116,893 1,094,116,893 1,094,116,893
Undistributed profits 845,492,488 679,821,265 (278,192,120) (281,304,874)
Translation difference of foreign
currency financial statements (1,415,833) (1,415,833) -
Total equity attributable to equity
holders of the Company 2,753,303,444 2,585,863,265 1,615,904,731 1,615,194,577
Minority interest 639,670,787 558,758,486
Total owners' equity 3,392,974,231 3,144,621,751 1,615,904,731 1,615,194,577
TOTAL LIABILITIES AND OWNERS’
EQUITY 5,238,186,336 5,457,335,718 2,299,311,470 2,527,770,639
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SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
CONSOLIDATED AND COMPANY INCOME STATEMENTS
FOR the Three Months Ended March 31 2008
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
Jan-Mar 2008 Jan-Mar 2007 Jan-Mar 2008 Jan-Mar 2007
Items
The Group The Group The Company The Company
Revenue 471,871,606 450,017,131 49,221,377 44,737,533
Less: Cost (182,323,871) (174,009,516) (31,553,603) (32,265,294)
Tax and levies on operations (16,142,637) (15,588,158) (1,604,616) (1,511,893)
General and administrative (30,039,315) (10,979,903) (9,380,248)
expenses (27,270,137)
Finance expenses - net (9,881,472) (15,771,017) (3,314,318) (3,068,897)
Asset impairment losses - - - -
Add: Investment income 31,518,660 16,959,328 2,417,718 1,649,873
Including: Share of profit of
31,518,660 723,557 (593,284)
associates and joint ventures 16,959,328
Operating profit 265,002,971 234,337,631 4,186,655 161,074
Add: Non-operating income 390,153 49,677 10,130 1,850
Less: Non-operating expenses 118,644 (34,117) 138,612 (295)
Including: Loss on disposals of non-
current assets 132,250 (29,632) 138,612 -
Total profit 265,511,768 234,353,191 4,335,397 162,629
Less: Income tax expenses (21,843,862) (22,770,007) (1,222,643) (248,224)
Net profit 243,667,906 211,583,184 3,112,754 (85,595)
Attributable to equity holders of the 165,671,223 142,390,483
Minority interest 77,996,683 69,192,701
Earnings per share
(attributable to equity holders of the
Company)
—Basic earnings per share 0.257 0.221
—Diluted earnings per share 0.257 0.221
8
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SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
CONSOLIDATED AND COMPANY CASH FLOW STATEMENTS
FOR the Three Months Ended March 31 2008
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
Jan-Mar 2008 Jan-Mar 2007 Jan-Mar 2008 Jan-Mar 2007
Items
The Group The Group The Company The Company
1. Cash flows from operating activities
Cash received from rendering of services 466,410,435 402,947,586 32,101,548 42,776,802
Refund of taxes and levies - - - -
Cash received relating to other operating activities 7,223,790 4,713,422 169,871,571 6,734,181
Sub-total of cash inflows 473,634,225 407,661,008 201,973,119 49,510,983
Cash paid for goods and services (87,911,451) (76,664,847) (16,069,902) (14,629,407)
Cash paid to and on behalf of employees (61,218,453) (54,207,694) (13,995,628) (10,972,119)
Payments of taxes and levies (33,829,204) (37,296,681) 316,066 (1,786,624)
Cash paid relating to other operating activities (24,475,613) (20,628,233) (5,199,237) (8,008,146)
Sub-total of cash outflows (207,434,721) (188,797,455) (34,948,701) (35,396,296)
Net cash flows from operating activities 266,199,504 218,863,553 167,024,418 14,114,687
2. Cash flows from investing activities
Cash received from disposals of investments - - 10,000,000 130,000,000
Cash received from returns on investments 139,818,566 - 1,694,161 2,243,157
Net cash received from disposals of fixed assets 771,300 139,750 142,000 78,750
Sub-total of cash inflows 140,589,866 139,750 11,836,161 132,321,907
Cash paid to acquire fixed assets, intangible assets
and other long-term assets (98,580,301) (66,687,388) (378,373) (7,609,951)
Cash paid relating to other investing activities - - (14,105,000) -
Sub-total of cash outflows (98,580,301) (66,687,388) (14,483,373) (7,609,951)
Net cash flows from investing activities 42,009,565 (66,547,638) (2,647,212) 124,711,956
3. Cash flows from financing activities
Cash received from borrowings 56,400,000 - -
Sub-total of cash inflows 56,400,000 - - -
Cash repayments of borrowings (512,584,000) (30,000,000) (400,000,000) -
Cash payments for interest expenses and distribution
of dividends or profits (12,671,487) (14,368,306) (3,492,211) (2,813,695)
Sub-total of cash outflows (525,255,487) (44,368,306) (403,492,211) (2,813,695)
Net cash flows from financing activities (468,855,487) (44,368,306) (403,492,211) (2,813,695)
4. Effect of foreign exchange rate changes on cash
and cash equivalents - - - -
5. Net increase in cash and cash equivalents (160,646,418) 107,947,609 (239,115,005) 136,012,948
Add: Cash and cash equivalents at beginning of year 781,587,534 168,522,871 570,266,835 72,425,922
6. Cash and cash equivalent at end of year 620,941,116 276,470,480 331,151,830 208,438,870
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