深国商Ｂ：第三季度报告全文（英文版） .ppt

1,to,-,-,-,-,-,Shenzhen International Enterprise Co.,Ltd.The Third Quarterly Report 2011 Important Notice1.1 The Board of Directors,the Supervisory Committee,directors,supervisors andother senior management personnel of Shenzhen International Enterprise Co.,Ltd.(hereinafter referred to as the Company)hereby guarantee that this report carries nofalse information,misleading statements or major omissions,and accept,individuallyand collectively,the responsibility for the factuality,accuracy and completeness of theinformation set forth herein.1.2 The Financial Report in this quarterly report has not been audited by a CPA firm.1.3 Zheng Kanghao,Person-in-charge of the Company,Chen Xiaohai,Person-in-charge of the accounting work,and Xu Xiaoyun,Person-in-charge of theaccounting organ(Financial manager)hereby confirm the factuality and completenessof the Financial Report in this quarterly report.2.Company Profile2.1 Main accounting data and financial indexesUnit:RMB Yuan,As at 30 Sept.2011,As at 31 Dec.2010,Increase/decrease(%),Total assets(Yuan)Owners equity attributableshareholders of listed company(Yuan)Share capital(Share),1,637,976,373.6626,948,200.42220,901,184.00,1,540,732,957.6554,308,600.82220,901,184.00,6.31%-50.38%0.00%,Net assets per share attributable to,shareholders of listed company(Yuan,0.12,0.25,-52.00%,/share),Jul.-Sept.2011,Increase/decreaseyear-on-year(%),Jan.-Sept.2011,Increase/decreaseyear-on-year(%),Total operation income(Yuan)Net profit attributable to shareholders oflisted company(Yuan)Net cash flows generated from operatingactivities(Yuan)Net cash flows per share generated fromoperating activities(Yuan/share)Basic earnings per share(Yuan/share)Diluted earnings per share(Yuan/share)Weighted average return on net assets(%),5,480,243.38-11,842,008.35-0.054-0.054-24.47%,47.45%-77.41%-77.14%-77.14%4.61%,11,962,443.99-27,360,400.40-122,140,877.10-0.55-0.12-0.12-67.34%,23.07%-62.80%-81.78%-81.78%-62.80%-62.80%-28.43%,Weighted average return on net assets after,deducting extraordinary gains and losses,-24.86%,-2.59%,-67.81%,-35.61%,(%)Items of non-recurring gains and losses,Applicable,Inapplicable,Unit:RMB Yuan,Items of non-recurring gains and lossesGains and losses from disposal of non-current assetsGovernment subsidies measured into the current period gain and loss,Amount,46,178.94,Notes(If applicable),excluding those government subsidies closely related to theCompanys business that the Company enjoyed continually at thecertain standard rating and in conformity with provisions of policies ofthe StateOther non-operating income and expenses besides the above itemsEffect on income taxEffect on minority interestsTotal,450,000.0045,138.94-135,329.47-216,527.15189,461.26,Discount for loans forthe forest business1,3,2.2 Total number of shareholders at period-end and shareholding of top tenshareholders holding tradable sharesUnit:share,Total number of shareholders at the period-endShareholding of top ten shareholders holding tradable shares,17,722,Full name of shareholder,Number of tradable shares held atperiod-end,Type of share,MULTI PROFIT ASIA PACIFIC INVESTMENTLTD.SHENZHEN SPECIAL ECONOMIC ZONEDEVELOPMENT(GROUP)CO.,LTD.UOB INVESTMENT(CHINA)LIMITEDSHENZHEN MAOYE EMPORIUM LTD.ZHONG ZHI QIANGGUOYUAN ASSET MANAGEMENT(HONGKONG)LIMITEDSHENZHEN WONGTEE INVESTMENT CO.,LTD.CHEN SHUZENG HAI XINGGUOTAI JUNAN SECURITIES(HONGKONG)LIMITED,30,264,192 Domestically listed foreign shares20,175,157 RMB ordinary shares15,528,941 Domestically listed foreign shares13,577,548 RMB ordinary shares8,215,594 Domestically listed foreign shares7,517,620 Domestically listed foreign shares2,202,546 RMB ordinary shares2,149,327 Domestically listed foreign shares2,148,715 Domestically listed foreign shares1,892,877 Domestically listed foreign shares,Significant Events3.1 Particulars about major changes of main accounting statement items and financialindexes,as well as reasons for the changes,Applicable,Inapplicable,Monetary funds at the period-end decreased 47.43%over the year-begin,which was mainlydue to the payments for construction and decoration.Accounts receivable at the period-end decreased 40.64%over the year-begin,which wasmainly because receivables were collected.Prepayments at the period-end increased 29,190.12%over the year-begin,which was mainlydue to the decoration payment for the IA Mall project.Long-term deferred expense at the period-end increased 812.50%over the year-begin,whichwas mainly because the input to the OA and internal control systems rose.Short-term borrowings at the period-end decreased by RMB 1,300,000,000 over theyear-begin,which was mainly due to borrowing repayment.Long-term borrowings at the period-end increased 4,281%over the year-begin,which wasmainly because the Company secured borrowings.Operating cost from the year-begin to the period-end increased 31.76%over the same periodof last year,which was mainly due to the increased cost carried forward from timber selling.Selling expense from the year-begin to the period-end decreased by RMB 978,631.60 over thesame period of last year,which was mainly because no sales were conducted in this period.Financial expense from the year-begin to the period-end decreased 92.67%over the sameperiod of last year,which was mainly due to capitalization of the interest on projectborrowings.Non-business income from the year-begin to the period-end decreased 79.73%over the sameperiod of last year,which was mainly due to fewer gains on fixed asset disposal in this periodas compared with the same period of last year.Non-business expense from the year-begin to the period-end decreased 99.70%over the sameperiod of last year,which was mainly due to fewer default provisions for borrowings andconstruction payments this year.2,Cash received from sales of goods and rendering of services from the year-begin to theperiod-end increased 46.49%over the same period of last year,which was mainly due to agreater income from timber selling in this period.Cash received from borrowings secured from the year-begin to the period-end increased66.67%over the same period of last year,which was mainly because the Company securedmore borrowings in this period.Cash paid to repay loans from the year-begin to the period-end increased 382.72%over thesame period of last year,which was mainly because the Company repaid more loans in thisperiod.Cash paid as dividends,profit distribution or interest from the year-begin to the period-endincreased 128.03%over the same period of last year,which was mainly because the Companysecured more borrowings and the interest increased accordingly in this period.3.2 Progress and influence of significant events,as well as the analysis on solutions3.2.1 Non-standard audit opinion,Applicable,Inapplicable,In the 2010 Annual Audit Report,Reanda Certified Public Accountants Co.,Ltd.issued the Statement on Issuing Unqualified Audit Opinion with Paragraphs ofPinpointed Matters for 2010 Annual Financial Report to Shenzhen InternationalEnterprise Co.,Ltd.Statement given by the Board of Directors about the progress inhandling matters mentioned in the report are as the following:Qualified matters:(1)Internal-staff subscription of shops in the project of shopping center in central areaof Futian District:In line with resolutions made by the Shareholders General Meeting,the Board of Directors and the management personnel of the Company organized aspecial group to actively communicate and negotiate with subscribers,and keptpromoting settlement and disposal of that event.On one hand,the Company,in anactive manner,negotiated with subscribers for solution;on the other hand,theCompany is also seeking for and demonstrating other ways,including filing a lawsuit,to solve that problem.(2)Land use right of Rongfa East Road,Pingdi Town:The Company has submitted relevant materials on prosecuting the transferee of equityto the court,and the court has accepted the case,but has not yet opened a court fortrial.Pinpointed matters:The Companys continual operation ability:the Companys financing work,whichwas finished in the first half year,has relieved the tension of cash flow and providedcapital guarantee for the construction of the project of shopping center in central areaof Futian District.With such capital support,the overall decoration and promotion ofthe project has been carried out.It is expected that cash flow of the Company will besubstantially improved after the shopping center opens.3.2.2 Whether the Company provided funds to the controlling shareholder or itsrelated parties or provided guarantees to external parties in violation of the prescribedprocedures,Applicable,Inapplicable,3.2.3 Signing and execution of significant contracts concerning routine operations,Applicable3.2.4 OthersApplicable,InapplicableInapplicable,3,A.The Companys significant lawsuits or arbitrations occurred in the reporting period,are as follows:,a.The case on contract between Shenzhen Zhongtie Property Co.,Ltd.(hereinafter,referred as“Zhongtie Property”)and Shenzhen Rongfa Investment Co.,Ltd.(hereinafter called“Rongfa Company”)disclosed in the Companys interim report,2011,The process of the case:In Oct.2011,the Company received the written judgment of,first instance from Shenzhen Futian District Peoples Court of Guangdong Province,sentencing the Company to provide RMB 4 million of default fine to ZhongtieProperty.The Company has sued to the court again.,b.The case on equity transfer dispute between Malaysia Foh Chong&Sons,SDN.BHD.(hereinafter referred as“Foh Chong Company”)and ShenzhenInternational Enterprise Co.,Ltd.disclosed in the Companys interim report 2011,The process of the case:In Aug.2011,the Company received the charging document,from Shenzhen Intermediate Peoples Court by Foh Chong Company.Up to the,disclosure date of this report,the case has not been open for trial by Shenzhen,Intermediate Peoples Court.,c.The case on guarantee obligation dispute between Shenzhen InternationalEnterprise Co.,Ltd.and Shum Kong Industry&Trade Co.,Ltd.(hereinafter referred,as Shum Kong Industry&Trade)disclosed in the Companys interim report 2011,The process of the case:The Company has put forward the objection in the stipulatedtime.Now the court has not judged whether the Company is qualified for joining inthe properties distribution of the executed.,B.Progress in construction of internal control standards during the reporting period:In accordance with the unified arrangement,the Company actively implemented therequirements stipulated by the Circular on Doing Well the Internal Control Pilot Workin Listed Companies in Shenzhen(Shen-Zheng-Ju-Gong-Si-Zi(2011)No.31).TheCompany will actively promote the internal control construction,and establish,perfect as well as effectively implement the internal control standards.,During the reporting period,the Company promulgated the Work Plan onImplementation of Internal Control Basic Rules,which was reviewed and approvedby the Board of Directors.Besides,the Company engaged external consulting organs,decided the internal control scope relevant to the financial report,convened thestart-up meeting and training activities,carried out process carding and risks analysisand so on.Up to the end of Sept.2011,in accordance with the scheme of the internalcontrol work,the Company had finished the carding of eight processes,identifiedrelevant risks and key controlling activities,made the defect analysis,and then putforward the suggestions on rectifying and improving the defects.In the next step,theCompany will promulgate the detailed rectification and improvement program in linewith its actual situation,and submit it to the Internal Control Construction SteeringCommittee for review and approval,then implement relevant rectification andimprovement work with the approval.,In accordance with the work scheme and the implementation situation of previousinternal control work,it is expected that the Company will finish the first stageinternal control carding,risk analysis and appraisal work till the middle of Nov.2011,and carry out rectification and improvement work of internal control as well asrelevant testing.,C.Progress on the shopping mall project in Futian Central Business District,During the reporting period,the Company further strengthened its internationalbusiness invitation team,which initiated active talks with world-famous brands.,4,-,-,-,-,-,4,Currently,construction and decoration is in process according to the new design.Dueto many factors such as a construction halt during the World University Games held inShenzhen,a longer construction period resulted from some changes in the projectdesign and the business invitation progress,the opening date of the shopping mall willbe changed from the end of 2011 to the end of 2012.3.3 Fulfillment of commitments made by the Company,shareholders and the actualcontrollerCommitments made by the Company,its directors,supervisors,senior executives,shareholders with an over 5%shareholding,actual controller and other stakeholdersduring the reporting period,or such commitments carried down into the reportingperiod:,Applicable,Inapplicable,Commitment,Promisor,Contents of commitment,Implementation,Commitmentsreform,concerning,the,share,Fulfilled,The obligor for informationdisclosure shall not reduce theshares of Multi Profit Asia,Commitments made in the Acquisition ZhengReport or the Report on Equity Changes Kanghao,Pacific Investment Ltd.heldthe obligor from thisacquisition or reduce the sharesof SZIEC indirectly held by theobligor from this acquisitionwithin the future 60 months.,Continue to strictlyfulfill the commitments,Commitments made in significant assetreorganization,-,-,-,Commitments made when issuing shares-Other commitments(includingsupplementary ones),-,-,3.4 Warnings of possible losses or major changes of the accumulative net profitachieved during the period from year-begin to the end of the next reporting periodcompared with the same period of last year,as well as explanation on reasons,Applicable,Inapplicable,3.5 Other significant events that need to be explained3.5.1 Investments into securities,Applicable,Inapplicable,3.5.2 Researches,interviews and visits received in the reporting period,Time6 Sept.2011,Place6/F Huang GangBusiness Centre,Way of receptionField research,VisitorShareholders,Main discussion and materialsprovided by the CompanyThe overall operation of theCompany and basic situation ofrelevant projects,3.6 Investment on derivative products,Applicable,Inapplicable,3.6.1 Number of derivative products held at the end of the reporting period,Applicable,Inapplicable,Appendix4.1 Balance sheet5,Prepared by Shenzhen International Enterprise Co.,Ltd,30 Sept.2011,Unit:RMB Yuan,Items,Balance as at 30 Sept.2011,Balance as at 31 Dec.2010,Consolidation,The Company,Consolidation,The Company,Current assets:,Monetary funds,80,616,857.83,377,184.30,153,356,391.84,360,786.67,Settlement fundsOutgoing call loansTrading financial assetsNotes receivable,Accounts r