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深粮B:2019年半年度报告(英文版)(更新后)

深圳证券交易所 2019-09-03 查看全文

深粮B --%

SHENZHEN CEREALS HOLDINGS CO. LTD.

SEMI-ANNUAL REPORT 2019

August 2019

2

Section I. Important Notice Contents and Paraphrase

Board of Directors Supervisory Committee all directors supervisors and senior

executives of SHENZHEN CEREALS HOLDINGS CO. LTD.(hereinafter

referred to as the Company) hereby confirm that there are no any fictitious

statements misleading statements or important omissions carried in this report

and shall take all responsibilities individual and/or joint for the reality

accuracy and completion of the whole contents.

Chairman of the Company Zhu Junming General Manager Hu Xianghai Head

of Accounting Ye Qingyun and Head of Accounting Institution (Accounting

Supervisors) Wen Jieyu hereby confirm that the Financial Report of

Semi-Annual Report 2019 is authentic accurate and complete.

All Directors are attended the Board Meeting for deliberation of this Report.

Concerning the forward-looking statements with future planning involved in the

annual report they do not constitute a substantial commitment for investors

Securities Times China Securities Journal Hong Kong Commercial Daily and

Juchao Website (www.cninfo.com.cn) are the media appointed by the Company

for information disclosure all information of the Company disclosed in the

above mentioned media should prevail. Investors are advised to exercise caution

of investment risks.The Company has analyzed the risk factors that the Company may exist and its

3

countermeasures in the report investors are advised to pay attention to read

“Risks and Countermeasures” in the report of Section IV-Discussion and

Analysis of the Operation. This report has been prepared in Chinese and English

version respectively. In the event of difference in interpretation between the two

versions Chinese report shall prevail.The Company plans not to distributed cash dividend bonus and no capitalizing

of common reserves either.4

Contents

Section I. Important Notice Contents and Paraphrase ......................................... 2

Section II. Company Profile and Main Financial Indexes ..................................... 6

Section III. Summary of Company Business ........................................................ 11

Section IV. Discussion and Analysis of the Operation .......................................... 16

Section V. Important Events .................................................................................. 29

Section VI. Changes in Shares and Particulars about Shareholders ................... 40

Section VII. Preferred Stock .................................................................................. 45

Section VIII. Particulars about Directors Supervisor and Senior Executives ... 46

Section IX. Corporate Bonds ................................................................................. 48

Section X. Financial Report ................................................................................... 49

Section XI. Documents available for Reference .................................................. 238

5

Paraphrase

Items Refers to Contents

SZCH/Listed Company /the Company Refers to Shenzhen Cereals Holdings Co. Ltd.

SZCG Refers to Shenzhen Cereals Group Co. Ltd

Doximi Refers to SZCG Doximi Business Co. Ltd.

Flour Company Refers to Shenzhen Flour Co. Ltd

SZCG Quality Inspection Refers to SZCG Quality Inspection Co. Ltd.

Dongguan Logistics / SZCG Dongguan

Logistics

Refers to SZCG Dongguan Logistics Co. Ltd.

Dongguan Food Industrial Park Refers to Dongguan International Food Industrial Park Development Co. Ltd.

Wuyuan Ju Fang Yong Refers to Ju Fang Yong Tea Industry Co. Ltd. in Wuyuan County

Shenbao Technology Center Refers to Shenzhen Shenbao Technology Center Co. Ltd.

Fude Capital Refers to Shenzhen Fude State-Owned Capital Operation Co. Ltd.

Agricultural Products Refers to Shenzhen Agricultural Products Co. Ltd

Shenzhen SASAC Refers to

Shenzhen Municipal People’s Government State-owned Assets

Supervision & Administration Commission

CSRC Refers to China Securities Regulation Commission

RMB/10 thousand Yuan Refers to CNY/ten thousand Yuan

6

Section II. Company Profile and Main Financial Indexes

I. Company profile

Short form for share SZCH Shenliang B Stock code 000019 200019

Listing stock exchange Shenzhen Stock Exchange

Chinese name of the Company 深圳市深粮控股股份有限公司

Abbr. of Chinese name of the

Company (if applicable)深粮控股

English name of the Company

(if applicable)

SHENZHEN CEREALS HOLDINGS CO.LTD

Legal Representative Zhu Junming

II. Person/Way to contact

Secretary of the Board Rep. of security affairs

Name Du Jianguo Chen Kaiyue Liu Muya

Contact

add.

13/F Tower A World Trade Plaza No.9 Fuhong

Rd. Futian District Shenzhen

13/F Tower A World Trade Plaza No.9 Fuhong Rd. Futian

District Shenzhen

Tel. 0755-82027522 0755-82027522

Fax. 0755-83778311 0755-83778311

E-mail dujg@slkg1949.com chenky@slkg1949.com liumy@slkg1949.com

III. Others

1. Way of contact

Whether registrations address offices address and codes as well as website and email of the Company changed in reporting period or

not

√ Applicable □ Not applicable

Company Registration Address

8/F Tower B No.4 Building Software Industry Base South District Science &

Technology Park Xuefu Rd. Yuehai Street Nanshan District Shenzhen

Postal Code of Company Registration Address 518057

Company's Office Address 13/F Tower A World Trade Plaza No.9 Fuhong Rd. Futian District Shenzhen

Postal Code of the Company's Office Address 518033

Company Web Site www.slkg1949.com

Company E-mail szch@slkg1949.com

7

Query date of the interim notice on designated

website (if applicable)

2019-04-27

Search index of the interim notice on designated

website (if applicable)

Found more in the Notice of the Change of Company’s Office Address and

Contact Information released on Juchao Website (www.cninfo.com.cn)

2. Information disclosure and preparation place

Whether information disclosure and preparation place changed in reporting period or not

□ Applicable √ Not applicable

The newspaper appointed for information disclosure website for semi-annual report publish appointed by CSRC and preparation

place for semi-annual report have no change in reporting period found more details in Annual Report 2018.

3. Other relevant information

Whether other relevant information changed during the reporting period

√ Applicable □ Not applicable

(1) On February 18 2019 the company completed the industrial and commercial registration procedures for the

changes of company name business scope and registered capital and obtained the Business License renewed bythe Shenzhen Market Supervision Administration. The company name was changed from “Shenzhen ShenbaoIndustrial Co. Ltd.” to “Shenzhen Cereals Holdings Co. Ltd.”; the business scope newly added grain and oilcirculation and grain and oil reserve services businesses such as grain and oil reserves grain and oil trade grain

and oil processing etc. based on the original main business of the production research and development and sales

of food raw materials (ingredients) mainly based on deep processing of tea and natural plants; the registered

capital was changed from “RMB 496782303” to “RMB 1152535254”. For details please refer to the

“Announcement of the Company on Completion of Industrial and Commercial Registration for the Changes of

Company Name Business Scope and Registered Capital” disclosed on www.cninfo.com.cn on February 20 2019.

(2) Applied by the company and approved by the Shenzhen Stock Exchange the company's securities short name

has been changed from “Shenshenbao A Shenshenbao B” to “SZCH Shenliang B” since February 28 2019. For

details please refer to the “Announcement of the Company on Changing the Securities Short Name” disclosed on

www.cninfo.com.cn on February 28 2019.IV. Main accounting data and financial indexes

Whether information disclosure and preparation place changed in reporting period or not

√Yes □No

Reasons for retroactive adjustment or re-statement

Enterprise combined under the same control

The Period Same period of last year Changes over last

8

year

Before adjustment After adjustment After adjustment

Operating revenue (RMB) 4782167732.69 136721215.40 4434688646.82 7.84%

Net profit attributable to shareholders of

the listed Company (RMB)

203168850.61 -18246639.07 202779343.34 0.19%

Net profit attributable to shareholders of

the listed Company after deducting

non-recurring gains and losses (RMB)

198195100.05 -18884920.69 -18884920.69 1149.49%

Net cash flow arising from operating

activities (RMB)

-389429629.75 9795470.07 52861245.30 -836.70%

Basic earnings per share (RMB/Share) 0.1763 -0.0367 0.1759 0.23%

Diluted earnings per share (RMB/Share) 0.1763 -0.0367 0.1759 0.23%

Weighted average ROE 4.82% -1.95% 5.06% -0.24%

End of the Period

End of last year

Changes over end of

last year

Before adjustment After adjustment After adjustment

Total assets (RMB) 6432513092.25 1040484135.20 6468951793.87 -0.56%

Net assets attributable to shareholder of

listed Company (RMB)

4260480115.67 928673938.26 4172502535.11 2.11%

Total share capital of the Company on the trading day prior to disclosure:

Total share capital of the Company on the trading day prior to

disclosure (Share)

1152535254

Total diluted EPS calculated with the latest share capital

(RMB/Share)

0.1763

V. Difference of the accounting data under accounting rules in and out of China

1. Difference of the net profit and net assets disclosed in financial report under both IAS (International

Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)

√ Applicable □ Not applicable

In RMB

Net profit attributable to shareholders of listed

Company

Net assets attributable to shareholders of listed

Company

Current period Last period Period-end Period-begin

Chinese GAAP 203168850.61 202779343.34 4260480115.67 4172502535.11

Items and amount adjusted by IAS

Adjustment for other payable

fund of stock market

1067000.00 1067000.00

9

regulation

IAS 203168850.61 202779343.34 4261547115.67 4173569535.11

2. Difference of the net profit and net assets disclosed in financial report under both foreign accounting

rules and Chinese GAAP (Generally Accepted Accounting Principles)

□ Applicable √ Not applicable

The Company has no above mentioned condition occurred in the period

3. Explanation on differences of the data under accounting standards in and out of China

□ Applicable √ Not applicable

VI. Items and amounts of extraordinary profit (gains)/loss

√ Applicable □ Not applicable

In RMB

Item Amount Note

Gains/losses from the disposal of non-current asset (including the write-off that

accrued for impairment of assets)

-4184.59

Governmental subsidy reckoned into current gains/losses (not including the subsidy

enjoyed in quota or ration according to national standards which are closely relevant

to enterprise’s business)

5463876.60

Profit and loss of assets delegation on others’ investment or management 3627466.27

Gains and losses from change of fair values of held-for-transaction financial assets and

financial liabilities except for the effective hedge business related to normal business

of the Company and investment income from disposal of trading financial assets and

liabilities and financial assets available for sale

28381.21

Switch-back of provision of impairment of account receivable and contract assets

which are treated with separate depreciation test

412500.00

Other non-operating income and expenditure except for the aforementioned items -3619767.49

Less: impact on income tax 702095.88

Impact on minority shareholders’ equity (post-tax) 232425.56

Total 4973750.56 --

Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies

Offering Their Securities to the Public --- Extraordinary Profit/loss and the items defined as recurring profit (gain)/loss according to

the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their

Securities to the Public --- Extraordinary Profit/loss explain reasons

□ Applicable √ Not applicable

In reporting period the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of

10

extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to

the Public --- Extraordinary Profit/loss

11

Section III. Summary of Company Business

I. Main businesses of the Company in the reporting period

Does the Company need to comply with disclosure requirements of the special industry?

No

During the reporting period the company accelerated the service convergence and synergetic development the

main business includes the circulation and service business of grain and oil reserves trade and processing and the

production research and development and sales of food raw materials (ingredients) mainly based on deep

processing of tea and natural plants.The grain and oil trade business are mainly rice wheat rice in the husk corn sorghum cooking oil and other

varieties of grain and oil. According to the market conditions and the needs of upstream and downstream enterprises

the above-mentioned grain and oil products purchased are independently traded. The wheat rice in the husk corn

barley and sorghum in the trade products are the unprocessed grain which are mainly used for the further processing

of food and feed for providing raw material distribution service to customers such as large traders feed and flour

processing enterprises in the industry ; rice flour and edible oil are the finished grain and oil of which the main

consumer groups are institutions organizations enterprises and public institutions food deep processing

enterprises and community residents.The grain and oil processing business are mainly the processing and sale of flour rice cooking oil and other

products. The company's flour brands and products include “Jinchangman” “Yingshanhong” and “Hongli” series

bread flour; “Clivia” and “Canna” series tailored flour for cakes and steamed bun; “Sunflower” high-gluten tailored

flour and biscuit tailored flour; “Feiyu” caramel treats tailored flour; “Yuejixiang” moon cake tailored flour and

other various small packages of flour. Rice products include “Shenliang Duoxi” “Guzhixiang” “Jinjiaxi”

“Runxiangliangpin” “Hexiang” “Shenliang Yushuiqing” etc. Cooking oil products include brands such as

“Shenliang Duoxi” “Shenliang Fuxi” “Hongli” and “Shenliang Yushuiqing” etc. Shenliang Duoxi

Changxiangdao Daohuaxiang Rice was selected as the first batch of “China Good Grain and Oil” products of the

National Grain Administration and it was the only selected product in Guangdong Province. The "Shenliang

fish-water friendship" has formed a series of rice noodles oil miscellaneous and special military supplies and

military civilian brands.The grain and oil reserve service business mainly provide dynamic grain and oil reserve services to local

governments in Shenzhen and provides local governments with market-oriented services such as grain and oil

reserves testing and rotation in the form of business holdings. With the advantages of brand reputation experience

management service facilities and information system accumulated in the grain and oil market we independently

organize and implement the procurement storage rotation sales and other activities of the local government

reserves of grain and oil and ensure the quality quantity and safety and other aspects of grain and oil reserves are in

12

line with the requirements of the reserve grain and oil administrative authorities of local governments providing

local governments with high-quality dynamic grain and oil reserve services to assist local food security.The company provides grain and oil circulation services such as warehousing and logistics terminal loading and

unloading and quality inspection for upstream and downstream enterprises in the industrial chain. The Shenliang

Dongguan Grain Logistics Nodes Project construction and operation has been steadily advanced completed

storehouse capacity of 320000 tons (including 20000 tons of gas film warehouse) and put the 10000-ton wharf

berth into production which achieved the storage transfer volume reached 1.2 million tons and the terminal

transfer volume was more than 400000 tons; at the same time the CDE silos with 510000 tons of warehouse

capacity under construction food deep processing projects the terminal phase I and other projects are progressing

smoothly. After the project is completed it will become a comprehensive grain circulation service provider

integrating five functions including grain and oil terminal transfer reserve inspection and processing processing

industry and market transaction. The subordinate Shenliang Quality Inspection has more than 100 professional

equipments has obtained the qualification certificate of quality inspection organization and was awarded the

“Guangdong Shenzhen National Grain Quality Monitoring Station”. There were more than 4000 samples tested

during the reporting period. The company also provides logistics services and cold chain delivery services to its

customers. The above-mentioned integrated services of grain and oil supply chain and distribution is becoming an

increasingly important business segment of the company.The tea business mainly covers deep processing of tea sales of fine tea tea life experience food and beverage

and technology research and development etc. The main products include “Golden Eagle” instant tea powder tea

concentrate and other series of tea products; “Jufangyong” “Gutan” “Fuhaitang” series of tea products; “Tri-Well”

oyster sauce chicken essence seafood sauce and other series of condiments; “Shenbao” chrysanthemum tea lemon

tea herbal tea and other series of drinks.II. Major changes in main assets

1. Major changes in main assets

Major assets Note of major changes

Equity assets No major Change

Fixed assets No major Change

Intangible assets No major Change

Construction in progress Investment for node project engineering from Shenliang Dongguan Logistic increased

2. Main overseas assets

□ Applicable √ Not applicable

13

III. Core Competitiveness Analysis

Does the Company need to comply with disclosure requirements of the special industry?

No

During the reporting period the company extended and expanded the development of grain and tea industry chain

deepened corporate reforms and strengthened the core competitive advantages of enterprises by optimizing

resource integration. The company stimulated the vitality of the enterprise through innovative implementation of

EVA performance appraisal mechanism promoted the sustainable development of the enterprise through the grain

logistics node project promoted the reform of the grain and oil reserve mechanism by adhering to the

marketization direction and improves the management efficiency by continuously leading the information

construction of the domestic grain industry prevented business risks by perfecting the management and control

mode and accumulated strengths in leapfrog development space by strengthening the corporate culture and talent

management and we have embarked on a sustainable development path of traditional enterprise self-innovation

and formed the company's unique competitiveness.

1. Management Efficiency Advantage

The core management team of the company has rich experience and stable structure and has a strong strategic

vision and pragmatic spirit. It has formed a set of effective system to promote the high-quality development of the

company by combining with the company’s actual development. The company vigorously promotes the innovation

and transformation of business models and actively promotes the transition from “trade-oriented enterprises” to

“service-oriented enterprises” and from “operational management and control” to “strategic management andcontrol”. In the business management and control the company builds a “four-in-one” management and controlmodel that the “business operations and fund management inventory management and quality management”

relatively separate and check and balance each other at the same time it strengthens risk management budget

management plan management contract management customer management and brand management and other

measures to effectively prevent operational risks. Through innovative talent management the company has

established an open talent team to meet the long-term development of enterprises. The company has innovated and

implemented the EVA performance appraisal mechanism and established a result-oriented incentive and restraint

assessment mechanism which effectively built the performance culture and stimulated the viability within theenterprise. The company insists on cultivating and advocating the corporate culture with “people-orientedperformance first excellent quality and harmony” as the core values combines the personal development goals of

employees with the corporate vision and enhances the cohesiveness and centripetal force of the enterprise.

2. Business model advantages

In terms of business layout and management the company has deepened and subdivided its target markets carried

out specialized operations in different areas of the grain and oil food industry chain embraced the Internet and

gradually built a “trinity” of multilevel product supply network of terminal grain and oil e-commerce catering and

distribution services and bulk grain and oil trading services. In terms of e-commerce the company vigorously

developed new formats of grain and actively promoted the development of new grain retail formats such as

14

“Internet + Grain” and “Community Automatic Selling Grain Supply Centers”. It has already had the B2C Grain

and Oil Network Direct Selling Platform “Doximi .com” and has opened channels on Tmall Jingdong Mall and

other e-commerce platforms to promote the online and offline deep integration of e-commerce platforms. In terms

of catering and distribution the company has built a one-stop distribution service platform for large-scale terminal

customers such as chain catering and canteens of thousands of people. Food and oil trading services the companybuilds a grain bulk commodity trading platform efficiently integrates business flow “Shenliang Cereals TradingNetwork” logistics and information flow improves circulation efficiency and provides spot trading financing

logistics quality inspection transaction information and other services for internal business units suppliers and

customers. The company gives full play to the traction role of major projects such as grain logistics nodes

continuously improves the construction of the grain supply chain system and promotes the sustainable development

of enterprises.

3. Research and development technology advantages

The company attaches great importance to transforming and upgrading the traditional industries by modern

technologies and actively introduces a new generation of information technologies such as internet of things

cloud computing big data and mobile internet into grain management. It takes the lead in promoting the

construction of “standardization mechanization informationization and harmlessness” of warehouse management

in the industry independently develops “grain logistics information system” (Shenliang GLS) applies RFID

technology and slip sheet equipment introduces intelligent robots and upgrades the grain depot operation

efficiency and management efficiency. The company has undertaken a number of national-level research projects

and multiple IT project results have won national provincial and municipal awards. More than 30 information

systems have been developed and run normally. As of now the company has 69 patents and 23 copyrights.

4. Advantages of quality control

The company gives full play to the advantages of products channels brands warehousing quality inspection etc.and truly provides good quality and safety products for the society. The company has established a quality control

system that is recognized by international large food and beverage enterprises. In the grain and oil business the

company’s subordinate enterprise SZCG Quality Test has the leading grain quality testing technology and

equipment in the domestic grain industry and has been officially incorporated into the national grain qualitysupervision and testing system and has been awarded the “Guangdong Shenzhen National Grain QualityMonitoring Station” by the State Administration of Grain. The advanced testing technology selects and checks the

grain from the source and timely and accurately checks the quality status of grain and oil in all aspects of

warehousing storage and delivery. Shenliang Quality Test has obtained the qualification certificate (CMA) for

testing and inspection institutions and it is the first among domestic peers to include pesticide residues heavy metal

pollutants mycotoxins and other hygienic indicators and taste value indicators in daily testing indicators and has

the detection ability of four types of indicators such as grain regular quality storage quality hygiene and eating

quality which can meet the relevant quality inspection requirements of grain and oil products and can accurately

analyze the nutritional ingredients and hygienic index of grain and determine its storage quality and eating quality.

5. Advantage of brand effect

The company regards “quality” as the cornerstone of establishing the enterprise brand and takes “good service” and

15

“livelihood guarantee” as the brand’s core value and has created a batch of “reliable grain” “reliable flour” and

“reliable oil” brand systems and has formed good brand effects. The company has been selected as one of the “Top

500 Chinese Service Enterprises” for five times and has won the “China Top Ten Grain and Oil Group” “China Top

100 Grain and Oil Enterprise” “China’s Most Respected Grain and Oil Enterprise” “National Top 100 MilitarySupply Stations” and “Key Agricultural Leading Enterprises in Guangdong Province” etc. and was awarded“Shenzhen Credit Enterprise” “Shenzhen Old Brand” “Leading Enterprises Strongly Support Grain and OilIndustrialization” etc. the market influence of “Shenliang Yushuiqing” “Shenliang Duoxi” “Guzhixiang”

“Clivia” “Shenliang Fuxi” and other brands has gradually expanded and the subordinate flour company has won

the title of “Shenzhen Old Brand” and Shenliang Duoxi Changxiangdao Daohuaxiang rice has been selected as the

first batch of “China Good Grain and Oil” products of the State Administration of Grain which is the only selected

product in Guangdong Province.

6. Comprehensive basic advantages

The company has a large-scale warehouse capacity in Shenzhen it is the main force of Shenzhen's municipal

grain reserves and the “rice bag” trusted by the public. At present its own grain storage capacity is about 400000

tons. Over the years on the basis of giving priority to ensuring the government's macroeconomic regulation and

control of grain and guaranteeing the grain security the company has been exploring the reform of the grain andoil reserve system and mechanism fully utilizing the operational characteristics and advantages of “dynamicrotation” and fully participating in market competition. In the process of market-oriented self-management the

company continues to optimize and innovate the grain storage logistics mode and the grain and oil distribution

docking mode so that the market competitiveness and regulation power have significantly enhanced the main

channel advantages of grain and oil supply have been further stabilized and the main position of grain and oil

industry has further highlighted. The company has established long-term extensive and diversified cooperative

relations with grain and oil traders processors and end customers and has built a wide business network andstable business channels. It has a high market share in the regional market and is rated as “Key AgriculturalLeading Enterprise of Guangdong Province” by the Department of Agriculture of Guangdong Province.16

Section IV. Discussion and Analysis of the Operation

I. Introduction

During the reporting period according to the annual key work and strategic planning objectives the company

focused on the post-restructuring integration development and corporate strategy reshaping and effectively

exerted the leading role of party building and implemented the reform requirements of “Double Hundred Actions”

throughout the various key work. The main economic indicators in the first half of the year have been completed

well the quality of main business development has been improved the construction of strategic projects has been

steadily advanced and the internal management and control level has been further improved.

1. Main business development

During the reporting period the company

based on its own advantages and industrial development used information technology innovated and opened up

the grain and oil products supply channels and trading methods created a new pattern for tea and food business

industry built a multi-group and multi-channel food supply chain and service network expanded the effective

supply of medium- and high-end grain oil and food and strived to meet people's needs of "quality diversity

nutrition health green and convenience" and promoted the transformation of grain and oil products from "eat

full" to "eat well".

As the “grain security” project and “rice bag” in Shenzhen the company completed the government grain and oil

reserve service with quality and quantity guaranteed during the reporting period the monthly average grain

reserve was 1.065 million tons and the monthly average oil reserve was 12100 tons which guaranteed the

sufficient grain and oil supply and stable price in Shenzhen through the balanced rotation of grain and oil.

During the reporting period the company integrated and reconstructed the deep processing of tea and natural

plants and allocated the staff. Through integration some businesses initially achieved stop loss or turnaround

goals.

2. Key projects

During the reporting period the construction and operation of the company's Dongguan grain logistics node

progressed smoothly. The construction of grain logistics and terminal supporting projects CDE warehouse project

food deep processing projects and the first phase of the wharf have been steadily advanced according to the plan

and progress. The international foods wharf loaded and unloaded 128 vessels with a turnover of 180000 tons. The

subordinate Dongguan logistics company promoted the establishment of safety production standardization and

achieved results and was awarded the second-level enterprise of safety production standardization.

During the reporting period the company's northeast grain source base project achieved “breaking ice”. In order

to speed up the implementation of the “North Grain to the South South Grain for Storage in North” strategy the

company set up the infrastructure office of the Northeast Grain Source Project to accelerate the construction of the

grain source base project. In June the main project of the first phase of the Northeast Grain Source Base Project

of 150000 tons has been started.

17

During the reporting period the company focused on promoting grain and oil platform transactions. At the 2

nd

China Grain Trade Conference “www.zglsjy.com.cn” further expanded the market influence and expanded new

customers to bid and list trading on the basis of serving internal customers. As of June the “www.zglsjy.com.cn”

had a trading volume of 2.2 million tons.

3. Continuous innovation and development

During the reporting period the company improved the efficiency of its operational management by increasing

the application of informatization innovation results to ensure the sustainable and healthy development of

enterprise. At present the innovative R&D system with Shenliang research institute as the core and with the

far-reaching data the product research and development center of flour company the doximi quality inspection

R&D department the technology center of reserve branch the tea product and technology research and

development center as the key supports has been focusing on the innovation and research and development of

informatization projects guided by the operational management needs and the development of the industry's most

cutting-edge technology planed and completed 14 informatization projects such as company management and

control and innovation management platform. Up to now the company has 69 patents and 23 software copyrights.

4. Other key tasks

(1) During the reporting period the company completed the organizational restructuring completed the changes

of company name business scope registered capital and securities short name and completed the reelection of

the board of directors the board of supervisors and senior management personnel. In accordance with the new

regulatory requirements and relevant regulations and procedures the company completed the combination and

revision of the internal systems to promote the improvement of corporate governance and further enhanced the

management effectiveness of the company through various effective measures.

(2) During the reporting period the company implemented the relevant requirements of the “Double Hundred

Actions” state-owned enterprise reform further expanded the compensation system and incentive and restraint

mechanism and completed the overall market-based selection and employment of the management teams of some

subordinate units and promoted the rotation exchange of key position talents and further optimized the

company's talent echelon construction.

(3) During the reporting period the company further strengthened fund management and control and in

accordance with the centralized management mode of “internal bank” funds promoted the online reporting

platform and effectively supervised the expense reimbursement capital expenditure and operating expenses of the

company headquarters and subordinate units. At the same time the company further improved the CBS fund

management information system function and fully opened the bank-corporate direct linkage of 9 banks to realize

the system supervision of banks and accounts. During the reporting period the company promoted the subordinate

units to optimize the structure of the debts and achieved remarkable results.

(4) During the reporting period the company built a new pattern of safe production further strengthened the

concept of safe development strictly implemented the responsibility system for production safety consolidated

the foundation of safety management investigated hidden dangers and immediately rectified them and became

the first enterprise in the municipal state-owned assets system to complete the “double” prevention mechanismsand safety standardization construction. The company closely followed the theme of “preventing risks eliminating18hidden dangers and restraining accidents” and has comprehensively launched the “Safe Production Month”activities.In the first half of 2019 the company achieved a total operating income of RMB 4782167700 an increase of

7.84% over the same period of the previous year (after restructuring); operating profit of RMB 235345700 an

increase of 7.38% over the same period of the previous year (after restructuring); net profit attributable to

shareholders of listed companies was RMB 203168900 an increase of 0.19% over the same period of the

previous year (after restructuring).II. Main business analysis

See the “I-Introduction” in “Discussion and Analysis of the Operation”

Y-o-y changes of main financial data

In RMB

Current period

Same period of last

year

Y-o-y

increase/de

crease

Reasons for changes

Operation

revenue

4782167732.69 4434688646.82 7.84%

Operation cost 4262101770.62 3962753163.26 7.55%

Sales expenses 112553742.74 120452104.30 -6.56%

Management

expenses

101397947.99 96324028.90 5.27%

Financial

expenses

8519731.85 -2173306.27 492.02%

Parts of the infrastructure of the node project from

Shenliang Dongguan Logistic has been put into

operation expensed interest increased in the year; the

exchange losses goes up on a y-o-y basis in the year

Income tax

expense

15485294.03 11869852.06 30.46%

Income tax expenses arising from settlement and

payment in the period increased from a year earlier.

R&D investment 4211474.91 2977062.54 41.46%

Strengthen R&D in the year and more investment

occurred.Net cash flow

arising from

operation

activities

-389429629.75 52861245.30 -836.70%

The cash received from labor service providing in first

half of the year declined and the cash paid for good

purchasing increased account payable declined.Net cash flow

arising from

investment

activities

-140751694.07 -307367061.47 54.21%

First the first half reserve grain and oil government

service income advance funds of this year has not

received; Second the increases of the grain and oil stock

caused the enlargement of operating activity cash

outflow.19

Net cash flow

arising from

financing

activities

88425677.74 66419850.49 33.13%

More loans from the bank the net cash flow from

financing activities changes due to the dividend

distribution

Net increase of

cash and cash

equivalent

-441723854.29 -184996984.35 -138.77%

Net cash flow from operation activities has changes on a

y-o-y basis

Major changes on profit composition or profit resources in reporting period

□ Applicable √ Not applicable

No major changes on profit composition or profit resources occurred in reporting period

Composition of main business

In RMB

Operating

revenue

Operating cost Gross profit ratio

Increase or

decrease of

operating revenue

over same period

of last year

Increase or

decrease of

operating cost

over same period

of last year

Increase or

decrease of gross

profit ratio over

same period of

last year

According to industries

Trading 4044141582.04 3880146561.03 4.06% 9.21% 8.86% 0.31%

According to products

Grain and oil

trading and

processing

4192557805.77 4020740766.97 4.10% 7.65% 7.37% 0.25%

According to region

Domestic sales 4770863075.53 4252262350.62 10.87% 7.76% 7.45% 0.26%

III. Analysis of the non-main business

√ Applicable □ Not applicable

In RMB

Amount

Ratio in total

profit

Note

Whether be

sustainable

Investment income 7167936.04 3.09% Unsustainable

Gains/losses of fair

value variation

28381.21 0.01% Unsustainable

Asset impairment -69231423.42 -29.88%

Reasons including: If the reserve for

depreciation of inventory has been calculated

for the sold inventory the reserve for

depreciation of inventory has been carried

forward to reduce the current main business

Unsustainable

20

cost.Non-operating

income

362252.46 0.16% Unsustainable

Non-operating

expense

3982019.95 1.72% Unsustainable

IV. Assets and liability

1. Major changes of assets composition

In RMB

End of current period End of period of last year

Ratio

changes

Notes of major changes

Amount

Ratio in

total

assets

Amount

Ratio in

total

assets

Monetary fund 189914485.39 2.95% 631638339.68 9.76% -6.81%

The cash out-flow for operation

activities purpose increased on a y-o-y

basis

Account

receivable

617831167.71 9.60% 473646886.64 7.32% 2.28%

The first half reserve grain and oil

government service income advance

funds of this year has not received.Inventory 3053593314.19 47.47% 2811802600.19 43.47% 4.00%

Increase grain and oil stock according

to demand

Investment

property

278173249.83 4.32% 282622184.92 4.37% -0.05%

Long-term equity

investment

73362651.19 1.14% 70999666.81 1.10% 0.04%

Fix assets 967835524.07 15.05% 993136743.51 15.35% -0.30%

Construction in

process

403629287.82 6.27% 186586135.06 2.88% 3.39%

Investment for the node project

engineering for Shenliang Dongguan

Logistic increased

Short-term loans 30590000.00 0.48% 91600000.00 1.42% -0.94%

Long-term loans 777384100.20 12.09% 516687791.66 7.99% 4.10%

Long-term loans from node project

engineering for Shenliang Dongguan

Logistic increased

2. Assets and liability measured by fair value

√ Applicable □ Not applicable

21

In RMB

Items

Amount at the

beginning period

Changes of

fair value

gains/losses

in this

period

Accumulative

changes of fair

value reckoned

into equity

Devaluatio

n of

withdrawi

ng in the

period

Amount

of

purchase

in the

period

Amount

of sale in

the

period

Amount in the

end of period

Financial assets

1. Trading financial assets

(excluding derivative financial

assets)

1124927.96 28381.21 1153309.17

Aforementioned total 1124927.96 28381.21 0.00 0.00 0.00 0.00 1153309.17

Financial liabilities 0.00 0.00 0.00

Whether there have major changes on measurement attributes for main assets of the Company in report period or not

□ Yes √No

3. The assets rights restricted till end of the period

Item

Original book

value

Book value at

period-end

Reasons for restriction

Intangible

assets

92328788.83 83859264.48

According to the long-term loan mortgage contract signed by the subsidiary

Dongguan Logistics and Agricultural Development Bank Dongguan Logistics

mortgaged the land DFGY (2014) DT No. 6 and the future built-up grain storage

and wharf supporting facilities and other buildings and structures on the ground

of No. 32 Jianshe Road Masan Village Machong Town Dongguan City to the

Agricultural Development Bank as collaterals for the loan. In addition according

to the loan contract “44191000-2018 (Dongben) Zi No.0100” signed by

Dongguan Logistics and Agricultural Development Bank Dongguan Logistics

mortgaged the land “Yue (2016) DGSBDCQ No. 0028527” to the Agricultural

Development Bank as a collateral for the loan.

Fixed

assets

400834811.27 371805770.40

Constructi

on in

process

76182755.87 76182755.87

Intangible

assets

45580368.97 35798712.71

According to the loan contract Yue DG 2017 NGDZ No. 006 signed by

Dongguan Food Industry Park and Bank of Communications Co. Ltd. Dongguan

Branch Dongguan Food Industry Park mortgaged two pieces of land “DFGY

(2009) DT No. 190” and “DFGY (2012) DT No. 152” to Bank of

Communications Co. Ltd. Dongguan Branch as collateral for the loan.

Total 614926724.94 567646503.46

V. Investment Analysis

1. Overall situation

√ Applicable □ Not applicable

Investment in reporting period (Yuan) Investment in the same period of last year Range

22

(Yuan)

244767336.46 0.00 100.00%

2. The major equity investment obtained in the reporting period

□ Applicable √ Not applicable

23

3. The major non-equity investment carrying in the reporting period

√ Applicable □ Not applicable

In RMB

Item

Investmen

t ways

Whether it is

the investment

for fixed

assets (Y/N)

Industry with

the

investment

involved

Amount input

in the period

Accumulated

actual input as of

the end of

reporting period

Capital

resources

Progress

Estimated

revenue

Income

accumulated

at end of the

reporting

period

Reasons for

failure to

achieve

planned

progress

and

expected

benefits

Disclosure

date (if

applicable)

Disc

losur

e

inde

x (if

appli

cabl

e)

Grain storage and wharf

complementary

engineering of Dongguan

Shenliang Logistics Co.Ltd.Self-build Y

Storage and

wharf

15220775.52 316826549.21

Owned

Funds and

Bank Loans

79.21%

43363000.00 62584926.78

-

Grain storage and wharf

complementary

engineering (Phase II) of

Dongguan Shenliang

Logistics Co. Ltd.Self-build Y

Storage and

wharf

179679302.57

Owned

Funds and

Bank Loans

100.00% -

Food logistics and wharf

matching project of

Dongguan Shenliang

Logistics Co. Ltd.Self-build Y

Warehouse

logistic

14141959.70 25213182.62

Owned

Funds

5.12% -

Warehouse logistic Self-build Y Warehouse 146326592.24 417764182.46 Owned 43.14% 37108900.00 -

24

distribution center of

Dongguan International

Food Industrial Park

Development Co. Ltd.

logistic Funds and

Bank Loans

Food processing project of

Dongguan Shenliang Oil

& Food Trade Co. Ltd.

Self-build Y

Flour

processing

36906337.84 76182755.87

Owned

Funds

26.09% -

Land use right Self-build N Construction 24179185.60 227922642.82

Owned

Funds

-

Total -- -- -- 236774850.90 1243588615.55 -- -- 80471900.00 62584926.78 -- -- --

4. Financial assets investment

(1) Securities investment

√ Applicable □ Not applicable

In RMB

Variety of

securities

Code of

securities

Short form of

securities

Initial

investme

nt cost

Accountin

g

measureme

nt model

Book value

at the

beginning of

the period

Changes in

fair value of

the current

profit and

loss

Cumulative

fair value

changes in

equity

Current

purchase

amount

Current

sales amount

Profit and

loss in the

Reporting

Period

Book value

at the end of

the period

Accounting

subject

Capital

Source

Domestic

and overseas

stock

000017 CBC-A 0.00

Measured

by fair

value

1124927.96 28381.21 0.00 0.00 0.00 28381.21 1153309.17

Trading

financial

assets

Shares

repaid from

debt

reorganizatio

n

Total 0.00 -- 1124927.96 28381.21 0.00 0.00 0.00 28381.21 1153309.17 -- --

25

Disclosure date of securities investment

approval of the Board

Not applicable

Disclosure date of securities investment

approval of the Shareholder Meeting (if

applicable)

Not applicable

(2) Derivative investment

□ Applicable √ Not applicable

The Company has no derivatives investment in the Period

VI. Sales of major assets and equity

1. Sales of major assets

□ Applicable √ Not applicable

The Company had no sales of major assets in the reporting period.

2. Sales of major equity

□ Applicable √ Not applicable

VII. Analysis of main Holding Company and stock-jointly companies

√ Applicable □ Not applicable

Particular about main subsidiaries and stock-jointly companies net profit over 10%

In RMB

Company name Type Main business Register capital Total assets Net Assets Operating revenue Operating profit Net profit

26

Shenzhen Cereals Group Co.Ltd

Subsidiary

Grain & oil

trading

processing、Grainand oil reserve

service

1530000000.00 5701507859.86 3727498207.39 4614789800.67 245205307.45 228906380.61

Shenzhen Flour Co. Ltd Subsidiary

Grain & oil

trading processing

30000000.00 958911346.84 270170166.90 1310067982.82 34184781.83 34160150.52

Shenzhen Hualian Grain & Oil

Trade Co. ltd.Subsidiary

Grain & oil

trading

31180000.00 961870154.63 225250597.47 1706053677.49 24141077.31 24141077.31

27

Particular about subsidiaries obtained or disposed in report period

□ Applicable √ Not applicable

Explanation on main holding/stock-jointly enterprise

Shenzhen Cereals Group Co. Ltd.- Business scope: general business items: grain and oil purchase and sales grain

and oil storage and supply of military grain; grain and oil and products management and processing (operated by

branches); operation and processing of feed (operated by outsourcing); investment in grain and oil feed logistics

projects; establishing grain and oil and feed trading market (including e-commerce market) (market license is also

available); storage (operated by branches); development operation and management of self-owned property;

providing management services for hotels; investing and setting up industries (specific projects are separately

declared); domestic trade; engaging in import and export business; E-commerce and information construction and

grain circulation service. Licensed business items: if the following items involved the approval and examination

which should be obtained the relevant approval documents shall be used for operation: information service

(internet information service only); general freight professional transport (cold storage and freshness

preservation ). Registered capital amounted as RMB 1530000000. Ended as the reporting period total assets

amounted as RMB 5701507859.86; net assets amounted as RMB 3727498207.39; the equity attributable to

shareholder of parent company was RMB 3541962524.81; during the reporting period business revenue

achieved RMB 4614789800.67 net profit was RMB 228906380.61 and the net profit attributable to parent

company was RMB 215226820.22.Shenzhen Flour Co. Ltd. business scope: hardware and electrical equipment chemical products (excluding

hazardous chemicals and restricted items) auto parts purchase and sales of construction materials; self-operated

import and export business (carry out according to the provisions of the registration certificate SMGDZZ No. 76);

domestic trade (excluding franchise exclusive control monopoly commodities); wheat wholesale and retail; flour

processing and production. Register capital was 30000000 Yuan. Ended as this period total assets amounted as

958911346.84 Yuan and net assets amounting to 270170166.90 Yuan shareholders’ equity attributable to

parent Company is 270170166.90 Yuan; in the reporting period achieved operation income net profit and net

profit attributable to parent Company as 1310067982.82 Yuan 34160150.52Yuan and 34160150.52 Yuan

respectively.Shenzhen Hualian Grain and Oil Trade Co. Ltd. business scope: general operational projects include domestic

trade (except for projects that laws administrative regulations and decisions of the State Council require approval

before registration); engaging in import and export business (except for projects prohibited by laws

administrative regulations and decision of the State Council restricted projects can be operated only after

obtaining permission); online feed sales; information consultation self-owned housing leasing (excluding talent

agency services and other restricted items); international freight forwarding domestic freight forwarding (can

only be operated after being approved by the transport department if laws administrative regulations State

Council decision require the approval of transport department); license business projects include purchase and sale

of grain and oil online sales of grain and oil; information service business (internet information service business

only). Register capital was RMB 31180000. Ended as this period total assets amounted as RMB 961870154.63

and net assets amounting to RMB 225250597.47 shareholders’ equity attributable to parent Company is RMB

28

225250597.47; in the reporting period achieved operation income net profit and net profit attributable to parent

Company as RMB 1706053677.49 RMB 24141077.31 and RMB 24141077.31 respectively.

VIII. Structured vehicle controlled by the Company

□ Applicable √ Not applicable

IX. Prediction of business performance from January – September 2019

Estimation on 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 on reason

□ Applicable √ Not applicable

X. Risks and countermeasures

1. Affected by a series of unfavorable factors such as Sino-US trade friction and African swine fever the overall

environment of the grain feed food and other domestic industries has been greatly affected and the company's

operations are facing greater pressure. In contrast to the annual work objectives and requirements there is still a

gap between the company's work and the annual mission plan requirements. In the second half of the year the

company will focus on deepening enterprise reform firming the strategic projects construction improving

operational efficiency concentrating on innovation-driven leading and expanding business channels to ensure the

completion of annual work goals.

2. Faced with the changing consumption trends in recent years and the increasing scale of the company's business

and the more complex business structure the company's reserves in professional talents key talents and

comprehensive talents are relatively insufficient so the company showed slight weakness in innovation ability and

contingency ability when cultivating new business and facing new field. The company will focus on strategic and

business development needs innovate talent training accelerate talent introduction strengthen talent echelon

construction and innovative talent reserves open up development channels for employees create career

development opportunities and provide kinetic energy for the company's sustainable development.29

Section V. Important Events

I. Annual General Meeting and extraordinary shareholders general meeting held in this

period

1. AGM in the period

Sessions Type

Investor

participati

on (%)

Opening date Disclosure date Disclosure index

The First Interim

Shareholders

General Meeting

of 2019

Interim

Shareholders

General Meeting

63.83% 2019-01-18 2019-01-19

Resolution Notice of The First

Interim Shareholders General

Meeting of 2019 of Shenzhen

Shenbao Industrial Co. Ltd.(Notice No.: 2019-10) released on

Juchao website dated 19 Jan. 2019

The Second

Interim

Shareholders

General Meeting

of 2019

Interim

Shareholders

General Meeting

63.83% 2019-01-30 2019-01-31

Resolution Notice of The Second

Interim Shareholders General

Meeting of 2019 of Shenzhen

Shenbao Industrial Co. Ltd.(Notice No.: 2019-14) released on

Juchao website dated 31 Jan. 2019

The Thrid Interim

Shareholders

General Meeting

of 2019

Interim

Shareholders

General Meeting

63.82% 2019-02-21 2019-02-22

Resolution Notice of The Third

Interim Shareholders General

Meeting of 2019 of Shenzhen

Shenbao Industrial Co. Ltd.(Notice No.: 2019-21) released on

Juchao website dated 22 Feb. 2019

2018 Annual

general meeting

Annual general

meeting

63.80% 2019-05-20 2019-05-21

Resolution Notice of AGM 2018 of

Shenzhen Shenbao Industrial Co.Ltd. (Notice No.: 2019-45) released

on Juchao website dated 21 May

2019

2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore

□ Applicable √ Not applicable

II. Profit distribution plan and capitalizing of common reserves plan for the Period

□ Applicable √ Not applicable

30

The Company plans not to carried out distribution of cash dividend bonus shares and share converted from capital reserve either for

the half year

III. Commitments completed in Period and those without completed till end of the Period

from actual controller shareholders related parties purchaser and companies etc.

□ Applicable √ Not applicable

There are no commitments completed in Period and those without completed till end of the Period from actual controller

shareholders related parties purchaser and companies etc.IV. Appointment and non-reappointment (dismissal) of CPA

Whether the financial report has been audited or not

□Yes √No

The financial report has not been audited

V. Explanation from Board of Directors and Supervisory Committee for “Qualified Opinion”

that issued by CPA

□ Applicable √ Not applicable

VI. Explanation from the BOD for “Qualified Opinion” of last year

□ Applicable √ Not applicable

VII. Bankruptcy reorganization

□ Applicable √ Not applicable

No bankruptcy reorganization for the Company in end of this period

VIII. Lawsuits

Significant lawsuits and arbitration

□ Applicable √ Not applicable

No significant lawsuits and arbitration occurred in the reporting period

Other lawsuits

√ Applicable □ Not applicable

Lawsuits (arbitration)

Amount

involved

Resulted an accrual

liability (Y/N)

Progress

Trial result and

influence

Execution of

judgment

Disclo

sure

Disclo

sure

31

(in 10

thousand

Yuan)

date index

During the reporting

period the litigation

matters mainly

including: Disputes

over sales contract

principal-agent

contract disputes

infringement disputes

loan contract disputes

and so on

5291.98

No the event is related

to routine operation of

the Company with

minor amount. Judging

from the progress of the

case relevant litigation

do not constitute a

significant impact on the

Company

Relevant

litigation-related

matters are executed

by legal dept. Of the

Company and external

laws firms. The

matters will litigation

involved are carry out

the promotion

according to relevant

process currently.Judging from

the litigation it

does not have a

significant

impact on the

Company

In processing

Not

applic

able

Not

applic

able

IX. Penalty and rectification

□ Applicable √ Not applicable

No penalty and rectification for the Company in reporting period.X. Integrity of the Company and its controlling shareholders and actual controllers

□ Applicable √ Not applicable

XI. Implementation of the Company’s stock incentive plan employee stock ownership plan or

other employee incentives

□ Applicable √ Not applicable

During the reporting period the Company has no stock incentive plan employee stock ownership plan or other employee incentives

that have not been implemented.XII. Major related transaction

1. Related transaction with routine operation concerned

□ Applicable √ Not applicable

No related transaction occurred in the period with routine operation concerned

2. Assets or equity acquisition and sales of assets and equity

□ Applicable √ Not applicable

No related transaction concerning the asses or equity acquisition and sold at period-end

32

3. Related transaction of foreign investment

□ Applicable √ Not applicable

No related transaction of foreign investment occurred at period-end

4. Related credits and liabilities

□ Applicable √ Not applicable

No related credits and liabilities occurred in period

5. Other major related transaction

□ Applicable √ Not applicable

No other major related transaction in the Period

XIII. Non-operational fund occupation from controlling shareholders and its related party

□ Applicable √ Not applicable

No non-operational fund occupation from controlling shareholders and its related party in period.XIV. Significant contract and implementations

1. Trusteeship contract and leasing

(1) Trusteeship

□ Applicable √ Not applicable

No trusteeship for the Company in reporting period

(2) Contract

□ Applicable √ Not applicable

No contract for the Company in reporting period

(3) Leasing

□ Applicable √ Not applicable

No leasing in the Period

33

2. Major Guarantee

√ Applicable □ Not applicable

(1) Guarantee

In 10 thousand Yuan

External Guarantee (not including guarantees to subsidiaries)

Name of the

Company

guaranteed

Related

Announce

ment

disclosure

date

Guarant

ee limit

Actual date of happening

(Date of signing

agreement)

Actual

guarantee

limit

Guarantee type

Guarant

ee term

Complete

implemen

tation or

not

Guarante

e for

related

party

Guarantee between the Company and subsidiary

Name of the

Company

guaranteed

Related

Announce

ment

disclosure

date

Guarant

ee limit

Actual date of happening

(Date of signing

agreement)

Actual

guarantee

limit

Guarantee type

Guarant

ee term

Complete

implemen

tation or

not

Guarante

e for

related

party

Dongguan

Shenliang

Logistics Co. Ltd.

27300 2015-07-13 21281

Joint liability

guaranty

8 years N Y

Dongguan

Shenliang

Logistics Co. Ltd.

10200 2016-12-21 5090

Joint liability

guaranty

5 years N Y

Dongguan

International Food

Industrial Park

Development Co.

Ltd.

39168 2018-07-27 24663

Joint liability

guaranty

14

years

N Y

Shenzhen Shenbao

Huacheng Science

and Technology

Co. Ltd.

3000 2018-07-26 3000

Joint liability

guaranty

1 year N Y

Dongguan

Shenliang

Logistics Co. Ltd.

21930 2019-01-25 250

Joint liability

guaranty

12

years

N Y

Dongguan

Shenliang Oil &

Food Trade Co.

Ltd.

11883 2019-04-19 1852

Joint liability

guaranty

8 years N Y

Total amount of approving 33813 Total amount of actual 10680

34

guarantee for subsidiaries in

report period (B1)

occurred guarantee for

subsidiaries in report period

(B2)

Total amount of approved

guarantee for subsidiaries at the

end of reporting period (B3)

113481

Total balance of actual

guarantee for subsidiaries at

the end of reporting period

(B4)

56136

Guarantee between the subsidiaries

Name of the

Company

guaranteed

Related

Announce

ment

disclosure

date

Guarant

ee limit

Actual date of happening

(Date of signing

agreement)

Actual

guarantee

limit

Guarantee type

Guarant

ee term

Complete

implemen

tation or

not

Guarante

e for

related

party

Total amount of guarantee of the Company (total of three above mentioned guarantee)

Total amount of approving

guarantee in report period

(A1+B1+C1)

33813

Total amount of actual

occurred guarantee in report

period (A2+B2+C3)

10680

Total amount of approved

guarantee at the end of report

period (A3+B3+C2)

113481

Total balance of actual

guarantee at the end of report

period (A4+B4+C4)

56136

The proportion of the total amount of actually guarantee in the net

assets of the Company (that is A4+ B4+C4)

13.18%

Including:

Amount of guarantee for shareholders actual controller and its

related parties (D)

0

The debts guarantee amount provided for the guaranteed parties

whose assets-liability ratio exceed 70% directly or indirectly (E)

53136

Proportion of total amount of guarantee in net assets of the Company

exceed 50% (F)

0

Total amount of the aforesaid three guarantees (D+E+F) 53136

Explanation on compound guarantee

Nil

(2) Illegal external guarantee

□ Applicable √ Not applicable

No illegal external guarantee in the period

3. Other material contracts

□ Applicable √ Not applicable

No other material contracts in the period.35

XV. Social responsibility

1. Major environment protection

The listed Company and its subsidiary whether belong to the key sewage units released from environmental protection department

No

The company and its subsidiaries do not belong to the key pollutant discharge units announced by the environmental protection

department.

2. Execution of social responsibility of targeted poverty alleviation

(1) Plan of targeted poverty alleviation

In 2019 Shenzhen Cereals Holdings continues to use the socialism with Chinese characteristics of Xi Jinping new

era of as a guide to carry out the targeted poverty alleviation work to help Guilin Village Yidu Town Longchuan

County Heyuan City in accordance with spirit of the document of “Implementation Opinions on the Three-YearPlan for Poverty Alleviation in the New Period (Yuefa [2016] No. 13)” of the Guangdong Provincial Party

Committee and the Provincial Government the overall goal and task of Guilin Village's targeted poverty

alleviation is to achieve the goal of making the relatively poor population be free from worry of food and clothing

and be guaranteed with compulsory education basic medical care and housing security by the end of 2019 and

making the indicators of main areas of basic public services be equivalent to the provincial average and getting

52 households and 144 people all out of poverty. In order to implement the poverty alleviation work the residency

poverty alleviation work team of Shenzhen Cereals Holdings adopted the following effective assistance measures

under the correct leadership of the company's party committee: First in the aspect of industrial assistance. By

holding training courses participating in exhibitions to help the selling of tea providing public welfare jobs

handling small loans encouraging migrant workers guiding the cultivation of tea increasing the planting area

using the “reward for compensation” financial funds and Shenliang help fund investment dividends and other

various new forms and new methods to help poor households and village collectives to increase their income. The

second is to continue to increase the support of medical care and education so as to solve the worries of poor

households. Third in terms of village infrastructure the village service center project and the water purification

project will be put into use by the end of 2019.

(2) Summary of semi-annual targeted poverty alleviation

In the first half of 2019 Shenzhen Cereals Holdings invested RMB 1000900 in poverty alleviation funds (not

including consolation money and goods and materials) which is used to improve infrastructure construction

increase the collective economic income of the village improve the rural living environment and support medical

care and education etc.Performance and effect: First in the aspect of industrial assistance carried out poverty alleviation work in the mode

36

of “company + cooperative + farmer + base” guided the large tea farmers to actively buy tea from more than 20

poor households with working ability which solved the marketing problem of poor households’ tea to a certainextent Stimulate the production enthusiasm of poor households; utilized the “substituting and complementing thefinancial funds with rewards” to guide the 20 poor households with labor capacity to invest in the Nanyuewang

Company and the Aodingfeng Tea Cooperative it is estimated that by the end of 2019 the dividends of these two

investments will reach RMB 98300 with an average income of RMB 4914 per household; At the same time

Shenzhen Cereals Holdings appropriated RMB 500000 to help the Guilin Village Committee invest in the

Nanyuewang Company which can bring about RMB 60000 of dividends every year and effectively increase the

collective income. Second it organized the tea-planting farmers to participate in the Shenzhen Spring Tea Expo

and a variety of other trade fairs which not only strengthened exchange with peers but also enhanced the

popularity of "Guilin Tea". Third in the improvement of village infrastructure and public services Shenzhen

Cereals Holdings pre-invested RMB 790000 to help Guilin Village build a village service center to effectively

improve the environment of the village committee office and villagers' activities the company has already paid

RMB 390000. The fourth is to invest RMB 77600 in medical care and education to help the villagers living in

Guilin Village to handle new rural cooperative medical insurance strengthen medical security and reduce

villagers' burden in preventing and curing disease; applied for subsidy of RMB 33500 from the Shenzhen Charity

Federation for the children of 5 poor households which effectively reduced the economic burden in schooling of

poor households; invested RMB 10800 to install LED display and toilet door partition clean the campus

environment and purchase cleaning tools for Guilin Primary School. In the first half of 2019 there were 52 poor

households with 144 people in Guilin Village all of which have reached poverty alleviation conditions.

(3) Performance of targeted poverty alleviation

Target

Measurement

unit

Numbers/ implementation

i. Overall —— ——

Including:1. fund

10 thousand

yuan

100.09

2. Material discount

10 thousand

yuan

1.08

3.number of poverty-stricken populations eliminating

poverty with card for archives established

Person 144

ii. Invested by specific project —— ——

1.Industrial development poverty —— ——

Including: 1.1Type —— Poverty Alleviation by Asset Income

1.2 numbers of industrial development poverty Number 1

1.3Amount input 10 thousand 50

37

yuan

1.4number of poverty-stricken population eliminating

poverty with card for archives established

Person 7

2.Transfer employment —— ——

Including: 2.1 Amount input for vocation skills training

10 thousand

yuan

0

2.2 Number of vocation skills training Person-time 0

2.3 Number of poverty-stricken populations achieving

employment with card for archives established

Person 0

3.Relocation the poor —— ——

Including: 3.1 Number of employed persons from relocated

households

Person 0

4.Education poverty —— ——

Including: 4.1 Amount input for subsidizing the impoverished

students

10 thousand

yuan

0

4.2Number of subsidized poor student s Person 0

4.3Amount input for improving the education resources in

poverty-stricken areas

10 thousand

yuan

1.08

5.Health poverty alleviation —— ——

Including: 5.1 Amount input for medical and health resources in

poverty-stricken areas

10 thousand

yuan

7.76

6.Ecological protection and poverty alleviation —— ——

Including: 6.1 Type ——

Environmental Cleaning and

Maintenance

6.2Amount input

10 thousand

yuan

1.51

7.Fallback protection —— ——

Including: 7.1 Amount input for Three Stay Behind persons

10 thousand

yuan

0

7.2Number of Three Stay Behind persons help Person 0

7.3Amount input for poor disabled persons

10 thousand

yuan

0

7.4Number of poor disabled persons help Person 0

8.Social poverty alleviation —— ——

Including: 8.1Amount of the poverty alleviation cooperation between

the Eastern and Western regions

10 thousand

yuan

0

8.2Amount for targeted poverty alleviation 10 thousand 0

38

yuan

8.3Amount for the poverty alleviation public welfare fund

10 thousand

yuan

0

9.Other —— ——

Including: 9.1. number of items Number 3

9.2. Amount input

10 thousand

yuan

39.74

9.3. number of poverty-stricken populations eliminating

poverty with card for archives established

Person 139

iii. Awards (content and grade) —— ——

Outstanding contributions to poverty

alleviation for 2016-2018 in Heyuan -

Li Suiyang

(4) Follow-up of targeted poverty alleviation

2019 is a key year for winning the three-year tack on targeted poverty alleviation SZCG will continue to take Xi

Jinping’s socialism with Chinese characteristics as a guide and take related poverty alleviation policies of

governments at all levels as a gist concentrate efforts strengthen measures promote poverty alleviation work in

an orderly manner promote the industry development of Guilin Village consolidate the results of poverty

alleviation bring all poverty-stricken households out of poverty. The plan is as follows: First continue to do a

good job in precision assistance encourage 20 poor households who have the ability to work to go out as migrant

workers continue to implement the dividend income of investing in Nanyuewang and Aodingfeng for the poor

households and village collectives and continue to explore new projects to increase the income of poor

households from various aspects fully implement the “two no-worries three guarantees” policy achieve the

"eight have" standard and effectively implement the measures to support medical care and education. The second

is to continue to follow the village infrastructure it plans to renovate three safe drinking water facilities for

villagers and strive to complete the construction of the village service center this year. Third further promote the

Guilin Tea to go out and increase the brand awareness of the product through the participation of tea fairs so as to

increase the industrial income and increase the production enthusiasm. The fourth is to combine the policies of the

poverty alleviation department develop the tea industry in Guilin according to local conditions continue to

explore the model of “planting tea + tourism” and form a long-term and comprehensive poverty alleviation

mechanism. Fifth comprehensively do a good job in the smooth docking of “precise poverty alleviation” and

“rural revitalization” and further consolidate the effectiveness of poverty alleviation.XVI. Other major events

□ Applicable √ Not applicable

39

There are no other important events to be explained in the company's reporting period.XVII. Significant event of subsidiary of the Company

□ Applicable √ Not applicable

40

Section VI. Changes in Shares and Particulars about Shareholders

I. Changes in Shares

1. Changes in shares

In Share

Before the Change Increase/Decrease in the Change (+ -) After the Change

A mount

Proporti

on

New

shares

issued

Bon

us

shar

es

Capitaliz

ation of

public

reserve

Others Subtotal A mount Proportion

I. Restricted shares 684821396 59.42% 0 0 0 44180 44180 684865576 59.42%

1. State-owned shares 0 0.00% 0 0 0 0 0 0 0.00%

2. State-owned corporate

shares

669184735 58.06% 0 0 0 15384832 15384832 684569567 59.39%

3. Other domestic shares 15583326 1.35% 0 0 0 -15358431 -15358431 224895 0.02%

Including: Domestic legal

person’s shares

15384832 1.33% 0 0 0 -15384832 -15384832 0 0.00%

Domestic nature

person’s shares

198494 0.02% 0 0 0 26401 26401 224895 0.02%

4. Foreign shares 53335 0.01% 0 0 0 17779 17779 71114 0.01%

Including: Foreign

corporate shares

0 0.00% 0 0 0 0 0 0 0.00%

overseas nature

person’s share

53335 0.01% 0 0 0 17779 17779 71114 0.01%

II. Un-restricted shares 467713858 40.58% 0 0 0 -44180 -44180 467669678 40.58%

1. RMB common shares 415964578 36.09% 0 0 0 -44180 -44180 415920398 36.09%

2. Domestically listed

foreign shares

51749280 4.49% 0 0 0 0 0 51749280 4.49%

3. Foreign listed foreign

shares

0 0.00% 0 0 0 0 0 0 0.00%

4. Other 0 0.00% 0 0 0 0 0 0 0.00%

III. Total shares 1152535254 100.00% 0 0 0 0 0 1152535254 100.00%

Reasons for share changed

√Applicable □Not applicable

1. During the reporting period natural of the shares held by shareholder Agricultural Products are changed to state-owned corporate

shares instead of domestic legal person’s shares the state-owned corporate shares in restricted shares has 15384832 shares increased

41

while 15384832 shares decreased in other domestic shares.

2. During the reporting period the shares are lock-in for changes after the former directors supervisors and senior executives leaving

the office. The un-restricted shares has 44180 decreased while 44180 shares increased in restricted shares.

Approval of share changed

□ Applicable √ Not applicable

Ownership transfer of share changed

□ Applicable √ Not applicable

Progress of shares buy-back

□ Applicable√Not applicable

Implementation progress of the reduction of repurchases shares by centralized bidding

□ Applicable√Not applicable

Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common

shareholders of Company in latest year and period

□ Applicable √ Not applicable

Other information necessary to disclose or need to disclosed under requirement from security regulators

□ Applicable √ Not applicable

2. Changes of restricted shares

√Applicable □Not applicable

Shareholder

Shares restricted

at period-begin

Restrict shares

released in

current period

Restricted shares

increased in the

current period

Shares

restricted at

period-end

Restriction

causes

Date for shares

released

Yan Zesong 53335 0 17779 71114

Shares lock-in

for executives

2019-8-22

Zheng Yuxi 49500 0 16500 66000

Shares lock-in

for executives

2019-8-22

Yao Xiaopeng 33289 0 11096 44385

Shares lock-in

for executives

2019-8-22

Lin Hong 30937 0 10313 41250

Shares lock-in

for executives

2019-8-22

Li Yiyan 30937 0 10313 41250

Shares lock-in

for executives

2019-8-22

Wang Zhiping 21037 0 7013 28050

Shares lock-in

for executives

2019-8-22

Fan Zhiqing 2970 0 990 3960

Shares lock-in

for executives

2019-8-22

Li Fang 29824 29824 -29824 0

Shares lock-in

for executives

2019-3-11

Total 251829 29824 44180 296009 -- --

42

II. Securities issuance and listing

□ Applicable √ Not applicable

III. Amount of shareholders and particulars about shares holding

In Share

Total common stock

shareholders in reporting

period-end

54313

Total preference shareholders

with voting rights recovered at

end of reporting period (if

applicable) (found in note8)

0

Particulars about shares held above 5% by common shareholders or top ten common shareholders

Full name of Shareholders

Nature of

shareholder

Proporti

on of

shares

held

Total common

shares hold at

the end of

report period

Changes

in report

period

Amount of

restricted

common

shares held

Amount of

un-restricted

common

shares held

Number of

share

pledged/frozen

State

of

share

Amount

Shenzhen Fude State-Owned

Capital Operation Co. Ltd.

State-owned

legal person

63.79% 735237253 0 669184735 66052518

Shenzhen Agricultural Products

Co. Ltd

State-owned

legal person

8.23% 94832294 0 15384832 79447462

Sun Huiming

Domestic

nature

person

0.30% 3436462 0 0 3436462

Bohai Securities Co. Ltd.

State-owned

legal person

0.26% 2980500 2980500 0 2980500

Hu Xiangzhu

Domestic

nature

person

0.24% 2800000 170000 0 2800000

Lin Junbo

Domestic

nature

person

0.17% 2000000 542100 0 2000000

Central Huijin Asset

Management Co. Ltd.State-owned

legal person

0.13% 1472625 0 0 1472625

Li Qian

Domestic

nature

person

0.11% 1309661 30470 0 1309661

Li Yongqi

Domestic

nature

0.10% 1099205 -9000 0 1099205

43

person

Cai Congda

Domestic

nature

person

0.09% 1080051 1080051 0 1080051

Strategy investors or general corporation

comes top 10 common shareholders due to

rights issue (if applicable) (see note 3)

N/A

Explanation on associated relationship among

the aforesaid shareholders

Shenzhen SASAC directly holds 100% equity of Fude Capital and holds 34% of

Agricultural Products indirectly through Fude Capital; the Company was not aware

of any related relationship between other shareholders above and whether they

belonged to parties acting in concert as defined by the Acquisition Management

Method of Listed Company.Particular about top ten common shareholders with un-restrict shares held

Shareholders’ name

Amount of un-restrict common shares held at

Period-end

Type of shares

Type Amount

Shenzhen Fude State-Owned Capital

Operation Co. Ltd.

79447462

RMB common

shares

79447462

Shenzhen Agricultural Products Co. Ltd 66052518

RMB common

shares

66052518

Sun Huiming 3436462

Domestically

listed foreign

shares

3436462

Bohai Securities Co. Ltd. 2980500

RMB common

shares

2980500

Hu Xiangzhu 2800000

RMB common

shares

2800000

Lin Junbo 2000000

RMB common

shares

2000000

Central Huijin Asset Management Co. Ltd. 1472625

RMB common

shares

1472625

Li Qian 1309661

RMB common

shares

1309661

Li Yongqi 1099205

RMB common

shares

1099205

Cai Congda 1080051

RMB common

shares

1080051

Expiation on associated relationship or

consistent actors within the top 10 un-restrict

shareholders and between top 10 un-restrict

Shenzhen SASAC directly holds 100% equity of Fude Capital and holds 34% of

Agricultural Products indirectly through Fude Capital; the Company was not aware

of any related relationship between other shareholders above and whether they

44

shareholders and top 10 shareholders belonged to parties acting in concert as defined by the Acquisition Management

Method of Listed Company.

Explanation on top 10 shareholders involving

margin business (if applicable) (see note 4)

Shareholder Li Yongqi holds 1097205 shares of the Company under customer

credit trading secured securities account through Xingye Securities Co. ltd common

account holds 2000 shares and 1099205 shares are held by Li in total at end of the

Period. During the reporting period the credit trading secured securities account has

9100 shares decreased and 100 shares increased in the common account shares

held by Li are decreased 9000 shares in total.Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back

agreement dealing in reporting period

□ Yes √ No

The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no

buy-back agreement dealing in reporting period.IV. Change of controlling shareholder or actual controller

Change of controlling shareholders during the reporting period

□ Applicable √ Not applicable

The Company had no changes of controlling shareholders in reporting period

Changes of actual controller in reporting period

□ Applicable √ Not applicable

The Company had no changes of actual controller in reporting period

45

Section VII. Preferred Stock

□ Applicable √ Not applicable

The Company had no preferred stock in the Period.46

Section VIII. Particulars about Directors Supervisor and Senior

Executives

I. Changes of shares held by directors supervisors and senior executives

□ Applicable √ Not applicable

No change of shares held by directors supervisors and senior executives found more details in Annual Report 2018.II. Changes of directors supervisors and senior executives

√ Applicable □ Not applicable

Name Position Type Date Causes

Zhu Junming Party Secretary Chairman Election 2019-02-21 Election of the Board of Directors

Hu Xianghai

Deputy party secretary Director

GM

Election 2019-02-21 Election of the Board of Directors

Lu Qiguang Deputy party secretary Director Election 2019-02-21 Election of the Board of Directors

Jin Zhenyuan Director CFO Election 2019-02-21 Election of the Board of Directors

Zhao Rubing Independent director Election 2019-02-21 Election of the Board of Directors

Bi Weimin Independent director Election 2019-02-21 Election of the Board of Directors

Liu Haifeng Independent director Election 2019-02-21 Election of the Board of Directors

Wang Huimin

SCID Chairman of supervisory

committee

Election 2019-02-21

Election of the Board of

Supervisors

Liu Ji Supervisor Election 2019-02-21

Election of the Board of

Supervisors

Qian Wenying Supervisor Election 2019-02-21

Election of the Board of

Supervisors

Zheng Shengqiao Staff supervisor Election 2019-02-21 Election of workers' Congress

Du Jianguo Staff supervisor Election 2019-02-21 Election of workers' Congress

Cao Xuelin

Deputy GM

Appointment 2019-02-21

Appointment of the Board of

Directors

Ye Qingyun

Deputy GM Appointment

2019-02-21

Appointment of the Board of

Directors

Dai Bin

Deputy GM Appointment

2019-02-21

Appointment of the Board of

Directors

Wang Fangcheng Secretary of the Board Appointment 2019-02-21 Appointment of the Board of

47

Directors

Zheng Yuxi Party Secretary Chairman

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Zhang Guodong Director

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Fan Zhiqing Independent director

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Wu Shuping Independent director

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Chen Cansong Independent director

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Yan Zesong Director GM

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Li Yiyan

Director Deputy GM Secretary

of the Board

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Lin Hong

Chairman of supervisory

committee

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Luo Longxin Staff supervisor

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Qian Xiaojun Deputy GM

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Yao Xiaopeng Deputy GM

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Wang Zhiping CFO

Term of office

expires and

leave the office

2019-02-21

Term of office expires and is not

renewed

Wang Fangcheng Secretary of the Board Dismiss 2019-06-13 Job transfer

48

Section IX. Corporate Bonds

Whether the Company has a corporation bonds that issuance publicly and listed on stock exchange and without due on the date when

semi-annual report approved for released or fail to cash in full on due

No

49

Section X. Financial Report

I. Audit reports

Whether the semi-annual report was audited or not

□ Yes √ No

The financial report of this semi-annual report was unaudited

II. Financial statements

Units in Notes of Financial Statements is RMB

1. Consolidated Balance Sheet

Prepared by SHENZHEN CEREALS HOLDINGS CO. LTD.

2019-06-30

In RMB

Item 2019-6-30 2018-12-31

Current assets:

Monetary funds 189914485.39 631638339.68

Settlement provisions

Capital lent

Tradable financial assets 1153309.17

Financial assets measured by fair

value and with variation reckoned into

current gains/losses

1124927.96

Derivative financial assets

Note receivable 350756.64 1027635.04

Account receivable 617831167.71 473646886.64

Receivable financing

Accounts paid in advance 26189928.10 83696870.07

Insurance receivable

Reinsurance receivables

Contract reserve of reinsurance

receivable

Other account receivable 57624419.71 33803428.45

50

Including: Interest receivable

Dividend receivable

Buying back the sale of financial

assets

Inventories 3053593314.19 2811802600.19

Contractual assets

Assets held for sale

Non-current asset due within one

year

Other current assets 108098667.05 254493764.04

Total current assets 4054756047.96 4291234452.07

Non-current assets:

Loans and payments on behalf

Debt investment

Finance asset available for sales 57500.00

Other debt investment

Held-to-maturity investment

Long-term account receivable

Long-term equity investment 73362651.19 70999666.81

Investment in other equity

instrument

Other non-current financial assets 57500.00

Investment real estate 278173249.83 282622184.92

Fixed assets 967835524.07 993136743.51

Construction in progress 403629287.82 186586135.06

Productive biological asset 402232.74 407078.92

Oil and gas asset

Right-of-use assets

Intangible assets 586543323.51 569997392.08

Expense on Research and

Development

Goodwill

Long-term expenses to be

apportioned

16742788.37 21799899.80

Deferred income tax asset 50155704.51 50174590.98

51

Other non-current asset 854782.25 1936149.72

Total non-current asset 2377757044.29 2177717341.80

Total assets 6432513092.25 6468951793.87

Current liabilities:

Short-term loans 30590000.00 91600000.00

Loan from central bank

Capital borrowed

Transactional financial liability

Financial liability measured by fair

value and with variation reckoned into

current gains/losses

Derivative financial liability

Note payable

Account payable 171201542.03 472738283.80

Accounts received in advance 136680506.97 205428594.16

Selling financial asset of

repurchase

Absorbing deposit and interbank

deposit

Security trading of agency

Security sales of agency

Wage payable 118823329.33 135709423.52

Taxes payable 30267605.83 24969718.58

Other account payable 304979705.51 280689548.29

Including: Interest payable 1020795.27

Dividend payable 2909182.74 2909182.74

Commission charge and

commission payable

Reinsurance payable

Contractual liability

Liability held for sale

Non-current liabilities due within

one year

60027362.43 55090793.79

Other current liabilities 219151968.63 219151968.63

Total current liabilities 1071722020.73 1485378330.77

Non-current liabilities:

52

Insurance contract reserve

Long-term loans 777384100.20 516687791.66

Bonds payable

Including: Preferred stock

Perpetual capital

securities

Lease liability

Long-term account payable 15724141.66 15690202.08

Long-term wages payable

Accrual liability

Deferred income 98721691.96 100608203.01

Deferred income tax liabilities 13162941.71 12988434.77

Other non-current liabilities

Total non-current liabilities 904992875.53 645974631.52

Total liabilities 1976714896.26 2131352962.29

Owner’s equity:

Share capital 1152535254.00 1152535254.00

Other equity instrument

Including: Preferred stock

Perpetual capital

securities

Capital public reserve 1422892729.36 1422892729.36

Less: Inventory shares

Other comprehensive income

Reasonable reserve 62409.56 154.21

Surplus public reserve 327140910.28 327140910.28

Provision of general risk

Retained profit 1357848812.47 1269933487.26

Total owner’ s equity attributable to

parent company

4260480115.67 4172502535.11

Minority interests 195318080.32 165096296.47

Total owner’ s equity 4455798195.99 4337598831.58

Total liabilities and owner’ s equity 6432513092.25 6468951793.87

Legal Representative: Zhu Junming

53

Person in charge of accounting works: Ye Qingyun

Person in charge of accounting institute: Wen Jieyu

2. Balance Sheet of Parent Company

In RMB

Item 2019-6-30 2018-12-31

Current assets:

Monetary funds 4667978.54 168900586.84

Trading financial assets 1153309.17

Financial assets measured by fair

value and with variation reckoned into

current gains/losses

1124927.96

Derivative financial assets

Note receivable

Account receivable 4700782.83 42441119.07

Receivable financing

Accounts paid in advance

Other account receivable 242873517.60 159677969.59

Including: Interest receivable

Dividend receivable

Inventories 2972019.11 8806338.26

Contractual assets

Assets held for sale

Non-current assets maturing within

one year

Other current assets 30000000.00 50068745.74

Total current assets 286367607.25 431019687.46

Non-current assets:

Debt investment

Available-for-sale financial assets

Other debt investment

Held-to-maturity investments

Long-term receivables

Long-term equity investments 4212419029.48 4212554063.36

54

Investment in other equity

instrument

Other non-current financial assets

Investment real estate 17693889.54 17929684.70

Fixed assets 30905606.49 31417912.54

Construction in progress

Productive biological assets 402232.74 407078.92

Oil and natural gas assets

Right-of-use assets

Intangible assets 6363106.12 6663692.30

Research and development costs

Goodwill

Long-term deferred expenses 302763.72 409621.50

Deferred income tax assets 5579344.64 5630538.80

Other non-current assets

Total non-current assets 4273665972.73 4275012592.12

Total assets 4560033579.98 4706032279.58

Current liabilities

Short-term borrowings

Trading financial liability

Financial liability measured by fair

value and with variation reckoned into

current gains/losses

Derivative financial liability

Notes payable

Account payable 34354909.69 73705646.54

Accounts received in advance 3247.80 124945.74

Contractual liability

Wage payable 9866658.37 6448561.16

Taxes payable 2745766.36 2702655.24

Other accounts payable 254402388.26 232109084.76

Including: Interest payable

Dividend payable

Liability held for sale

Non-current liabilities due within

55

one year

Other current liabilities

Total current liabilities 301372970.48 315090893.44

Non-current liabilities:

Long-term loans

Bonds payable

Including: preferred stock

Perpetual capital

securities

Lease liability

Long-term account payable

Long term employee compensation

payable

Accrued liabilities

Deferred income 45575.32 46129.96

Deferred income tax liabilities 18060.77 10965.46

Other non-current liabilities

Total non-current liabilities 63636.09 57095.42

Total liabilities 301436606.57 315147988.86

Owners’ equity:

Share capital 1152535254.00 1152535254.00

Other equity instrument

Including: preferred stock

Perpetual capital

securities

Capital public reserve 3018106568.27 3018106568.27

Less: Inventory shares

Other comprehensive income

Special reserve

Surplus reserve 54736482.14 54736482.14

Retained profit 33218669.00 165505986.31

Total owner’s equity 4258596973.41 4390884290.72

Total liabilities and owner’s equity 4560033579.98 4706032279.58

56

3. Consolidated Profit Statement

In RMB

Item Semi-annual of 2019 Semi-annual of 2018

I. Total operating income 4782167732.69 4434688646.82

Including: Operating income 4782167732.69 4434688646.82

Interest income

Insurance gained

Commission charge and

commission income

II. Total operating cost 4495390182.31 4187994970.83

Including: Operating cost 4262101770.62 3962753163.26

Interest expense

Commission charge 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

Tax and extras 6605514.20 7661918.10

Sales expense 112553742.74 120452104.30

Administrative expense 101397947.99 96324028.90

R&D expense 4211474.91 2977062.54

Financial expense 8519731.85 -2173306.27

Including: Interest

expenses

10087784.34 4313048.72

Interest income 2185171.96 3899478.59

Add: other income 5463876.60 4324296.96

Investment income (Loss is

listed with “-”)

7167936.04 1343407.46

Including: Investment income

on affiliated company and joint venture

3413100.95 626055.86

The termination of income

recognition for financial assets measured

57

by amortized cost(Loss is listed with “-”)

Exchange income (Loss is

listed with “-”)

Net exposure hedging income

(Loss is listed with “-”)

Income from change of fair

value (Loss is listed with “-”)

28381.21 -425718.15

Loss of credit impairment

(Loss is listed with “-”)

5143559.77

Losses of devaluation of asset

(Loss is listed with “-”)

-69231423.42 -32562385.63

Income from assets disposal

(Loss is listed with “-”)

-4184.59 -210840.01

III. Operating profit (Loss is listed with

“-”)

235345695.99 219162436.62

Add: Non-operating income 362252.46 980860.83

Less: Non-operating expense 3982019.95 595492.72

IV. Total profit (Loss is listed with “-”) 231725928.50 219547804.73

Less: Income tax expense 15485294.03 11869852.06

V. Net profit (Net loss is listed with “-”) 216240634.47 207677952.67

(i) Classify by business continuity

1.continuous operating net profit(net loss listed with ‘-”)

216240634.47 207677952.67

2.termination of net profit (net losslisted with ‘-”)

(ii) Classify by ownership

1.Net profit attributable to owner’s

of parent company

203168850.61 202779343.34

2.Minority shareholders’ gains and

losses

13071783.86 4898609.33

VI. Net after-tax of other comprehensive

income

Net after-tax of other comprehensive

income attributable to owners of parent

company

(I) Other comprehensive income

items which will not be reclassified

subsequently to profit of loss

58

1.Changes of the defined

benefit plans that re-measured

2.Other comprehensive

income under equity method that cannot

be transfer to gain/loss

3.Change of fair value of

investment in other equity instrument

4.Fair value change of

enterprise's credit risk

5. Other

(ii) Other comprehensive income

items which will be reclassified

subsequently to profit or loss

1.Other comprehensive

income under equity method that can

transfer to gain/loss

2.Change of fair value of

other debt investment

3.gain/loss of fair value

changes for available-for-sale financial

assets

4.Amount of financial assets

re-classify to other comprehensive

income

5.Gain/loss of

held-to-maturity investments that

re-classify to available-for-sale financial

asset

6.Credit impairment

provision for other debt investment

7.Cash flow hedging reserve

8.Translation differences

arising on translation of foreign currency

financial statements

9.Other

Net after-tax of other comprehensive

income attributable to minority

shareholders

VII. Total comprehensive income 216240634.47 207677952.67

59

Total comprehensive income

attributable to owners of parent Company

203168850.61 202779343.34

Total comprehensive income

attributable to minority shareholders

13071783.86 4898609.33

VIII. Earnings per share:

(i) Basic earnings per share 0.1763 0.1759

(ii) Diluted earnings per share 0.1763 0.1759

Enterprise combine under the same control in the Period the combined party realized net profit of 0 Yuan before combination and

realized 0 Yuan at last period for combined party.Legal Representative: Zhu Junming

Person in charge of accounting works: Ye Qingyun

Person in charge of accounting institute: Wen Jieyu

4. Profit Statement of Parent Company

In RMB

Item Semi-annual of 2019 Semi-annual of 2018

I. Operating income 31562730.23 67228720.81

Less: Operating cost 29829293.00 63731294.22

Taxes and surcharge 252634.47 292769.77

Sales expenses 293450.97 1943060.61

Administration expenses 21614585.82 14366353.12

R&D expenses

Financial expenses -532360.14 -1565736.21

Including: interest

expenses

Interest income

Add: other income 1253598.63 554.64

Investment income (Loss is

listed with “-”)

1432614.92 -185480.37

Including: Investment income

on affiliated Company and joint venture

-135033.88 -185480.37

The termination of

income recognition for financial assets

measured by amortized cost (Loss is

listed with “-”)

60

Net exposure hedging income

(Loss is listed with “-”)

Changing income of fair

value (Loss is listed with “-”)

28381.21 -425718.15

Loss of credit impairment

(Loss is listed with “-”)

-204340.76

Losses of devaluation of asset

(Loss is listed with “-”)

409117.45 -203706.33

Income on disposal of assets

(Loss is listed with “-”)

II. Operating profit (Loss is listed with

“-”)

-16975502.44 -12353370.91

Add: Non-operating income

Less: Non-operating expense 51.64

III. Total Profit (Loss is listed with “-”) -16975502.44 -12353422.55

Less: Income tax 58289.47 -157620.42

IV. Net profit (Net loss is listed with

“-”)

-17033791.91 -12195802.13

(i)continuous operating net profit(net loss listed with ‘-”)

-17033791.91 -12195802.13

(ii) termination of net profit (netloss listed with ‘-”)

V. Net after-tax of other comprehensive

income

(I) Other comprehensive income

items which will not be reclassified

subsequently to profit of loss

1.Changes of the defined

benefit plans that re-measured

2.Other comprehensive

income under equity method that cannot

be transfer to gain/loss

3.Change of fair value of

investment in other equity instrument

4.Fair value change of

enterprise's credit risk

5. Other

(II) Other comprehensive income

items which will be reclassified

61

subsequently to profit or loss

1.Other comprehensive

income under equity method that can

transfer to gain/loss

2.Change of fair value of

other debt investment

3.gain/loss of fair value

changes for available-for-sale financial

assets

4.Amount of financial

assets re-classify to other

comprehensive income

5.Gain/loss of

held-to-maturity investments that

re-classify to available-for-sale financial

asset

6.Credit impairment

provision for other debt investment

7.Cash flow hedging

reserve

8.Translation differences

arising on translation of foreign

currency financial statements

9.Other

VI. Total comprehensive income -17033791.91 -12195802.13

VII. Earnings per share:

(i) Basic earnings per share -0.0148 -0.0106

(ii) Diluted earnings per share -0.0148 -0.0106

5. Consolidated Cash Flow Statement

In RMB

Item Semi-annual of 2019 Semi-annual of 2018

I. Cash flows arising from operating

activities:

Cash received from selling

commodities and providing labor

services

4570303860.45 4726406214.58

Net increase of customer deposit

62

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

Net increase of insured savings

and investment

Cash received from interest

commission charge and commission

Net increase of capital borrowed

Net increase of returned business

capital

Net cash received by agents in sale

and purchase of securities

Write-back of tax received 341886.74 893445.54

Other cash received concerning

operating activities

187051727.97 24547106.70

Subtotal of cash inflow arising from

operating activities

4757697475.16 4751846766.82

Cash paid for purchasing

commodities and receiving labor

service

4737315792.15 4340946309.76

Net increase of customer loans and

advances

Net increase of deposits in central

bank and interbank

Cash paid for original insurance

contract compensation

Net increase of financial assets

held for transaction purposes

Net increase of capital lent

Cash paid for interest commission

charge and commission

Cash paid for bonus of guarantee

63

slip

Cash paid to/for staff and workers 117107205.65 126373197.96

Taxes paid 36670126.83 27553349.81

Other cash paid concerning

operating activities

256033980.28 204112663.99

Subtotal of cash outflow arising from

operating activities

5147127104.91 4698985521.52

Net cash flows arising from operating

activities

-389429629.75 52861245.30

II. Cash flows arising from investing

activities:

Cash received from recovering

investment

376000000.00 100000000.00

Cash received from investment

income

3281912.85 717351.60

Net cash received from disposal of

fixed intangible and other long-term

assets

5225078.07 8600.00

Net cash received from disposal of

subsidiaries and other units

Other cash received concerning

investing activities

Subtotal of cash inflow from investing

activities

384506990.92 100725951.60

Cash paid for purchasing fixed

intangible and other long-term assets

279258684.99 251093013.07

Cash paid for investment 246000000.00 120000000.00

Net increase of mortgaged loans

Net cash received from

subsidiaries and other units obtained

37000000.00

Other cash paid concerning

investing activities

Subtotal of cash outflow from investing

activities

525258684.99 408093013.07

Net cash flows arising from investing

activities

-140751694.07 -307367061.47

III. Cash flows arising from financing

activities

64

Cash received from absorbing

investment

17150000.00

Including: Cash received from

absorbing minority shareholders’

investment by subsidiaries

17150000.00

Cash received from loans 275167400.91 67732101.19

Cash received from issuing bonds

Other cash received concerning

financing activities

24500000.00

Subtotal of cash inflow from financing

activities

292317400.91 92232101.19

Cash paid for settling debts 70544523.73 18898888.81

Cash paid for dividend and profit

distributing or interest paying

133274201.72 6913361.89

Including: Dividend and profit of

minority shareholder paid by

subsidiaries

Other cash paid concerning

financing activities

72997.72

Subtotal of cash outflow from financing

activities

203891723.17 25812250.70

Net cash flows arising from financing

activities

88425677.74 66419850.49

IV. Influence on cash and cash

equivalents due to fluctuation in

exchange rate

31791.79 3088981.33

V. Net increase of cash and cash

equivalents

-441723854.29 -184996984.35

Add: Balance of cash and cash

equivalents at the period -begin

631638339.68 544440739.45

VI. Balance of cash and cash

equivalents at the period -end

189914485.39 359443755.10

6. Cash Flow Statement of Parent Company

In RMB

Item Semi-annual of 2019 Semi-annual of 2018

I. Cash flows arising from operating

activities:

65

Cash received from selling

commodities and providing labor

services

74116410.44 99228621.54

Write-back of tax received 336964.29 737441.54

Other cash received concerning

operating activities

138446106.95 27633986.64

Subtotal of cash inflow arising from

operating activities

212899481.68 127600049.72

Cash paid for purchasing

commodities and receiving labor

service

67845729.08 96230177.23

Cash paid to/for staff and workers 14152467.36 12384561.21

Taxes paid 1160654.10 2194673.02

Other cash paid concerning

operating activities

199823754.56 11572835.91

Subtotal of cash outflow arising from

operating activities

282982605.10 122382247.37

Net cash flows arising from operating

activities

-70083123.42 5217802.35

II. Cash flows arising from investing

activities:

Cash received from recovering

investment

266000000.00

Cash received from investment

income

1567648.80

Net cash received from disposal of

fixed intangible and other long-term

assets

2710.37

Net cash received from disposal of

subsidiaries and other units

Other cash received concerning

investing activities

Subtotal of cash inflow from investing

activities

267570359.17

Cash paid for purchasing fixed

intangible and other long-term assets

483680.00 18200.00

Cash paid for investment 246000000.00 30000000.00

Net cash received from

66

subsidiaries and other units obtained

Other cash paid concerning

investing activities

Subtotal of cash outflow from investing

activities

246483680.00 30018200.00

Net cash flows arising from investing

activities

21086679.17 -30018200.00

III. Cash flows arising from financing

activities

Cash received from absorbing

investment

Cash received from loans

Cash received from issuing bonds

Other cash received concerning

financing activities

Subtotal of cash inflow from financing

activities

Cash paid for settling debts 10000000.00

Cash paid for dividend and profit

distributing or interest paying

115253525.40 28710.00

Other cash paid concerning

financing activities

72997.72

Subtotal of cash outflow from financing

activities

115326523.12 10028710.00

Net cash flows arising from financing

activities

-115326523.12 -10028710.00

IV. Influence on cash and cash

equivalents due to fluctuation in

exchange rate

90359.07 76401.91

V. Net increase of cash and cash

equivalents

-164232608.30 -34752705.74

Add: Balance of cash and cash

equivalents at the period -begin

168900586.84 239662344.24

VI. Balance of cash and cash

equivalents at the period -end

4667978.54 204909638.50

67

7. Statement of Changes in Owners’ Equity (Consolidated)

Current period

In RMB

Item

Semi-annual of 2019

Owners’ equity attributable to the parent Company

Minority

interests

Total owners’

equity Share capital

Other

equity

instrument

Capital reserve

Less:

Inve

ntory

share

s

Othe

r

comp

rehen

sive

inco

me

Reasonabl

e reserve

Surplus reserve

Provi

sion

of

gener

al

risk

Retained profit

Othe

r

Subtotal

Pr

efe

rre

d

sto

ck

Pe

rpe

tua

l

ca

pit

al

sec

uri

tie

s

Ot

her

I. Balance at the

end of the last year

1152535254.00 1422892729.36 154.21 327140910.28 1269933487.26 4172502535.11 165096296.47 4337598831.58

Add:

Changes of

accounting policy

Error

correction of the

last period

Enterprise

combine under

the same control

68

Other

II. Balance at the

beginning of this

year

1152535254.00 1422892729.36 154.21 327140910.28 1269933487.26 4172502535.11 165096296.47 4337598831.58

III. Increase/

Decrease in this

year (Decrease is

listed with “-”)

62255.35 87915325.21 87977580.56 30221783.85 118199364.41

(i) Total

comprehensive

income

203168850.61 203168850.61 13071783.85 216240634.46

(ii) Owners’

devoted and

decreased capital

17150000.00 17150000.00

1.Common shares

invested by

shareholders

17150000.00 17150000.00

2. Capital invested

by holders of other

equity instruments

3. Amount

reckoned into

owners equity

with share-based

payment

4. Other

(III) Profit

distribution

-115253525.40 -115253525.40 -115253525.40

1. Withdrawal of

surplus reserves

2. Withdrawal of

general risk

provisions

69

3. Distribution for

owners (or

shareholders)

-115253525.40 -115253525.40 -115253525.40

4. Other

(IV) 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 surplus

reserve

4.Carry-over

retained

earnings from

the defined

benefit plans

5.Carry-over

retained earnings

from other

comprehensive

income

6. Other

(V) Reasonable

reserve

62255.35 62255.35 62255.35

1. Withdrawal in

the report period

460394.34 460394.34 460394.34

2. Usage in the 398138.99 398138.99 398138.99

70

report period

(VI)Others

IV. Balance at the

end of the report

period

1152535254.00 1422892729.36 62409.56 327140910.28 1357848812.47 4260480115.67 195318080.32 4455798195.99

Last Period

In RMB

Item

Semi-annual of 2018

Owners’ equity attributable to the parent Company

Minority

interests

Total owners’

equity Share capital

Other

equity

instrument

Capital reserve

Less:

Inven

tory

share

s

Other

comp

rehen

sive

inco

me

Reasonabl

e reserve

Surplus reserve

Provi

sion

of

gener

al

risk

Retained profit

Othe

r

Subtotal

Pr

efe

rre

d

sto

ck

Pe

rp

etu

al

ca

pit

al

se

cu

riti

es

Oth

er

I. Balance at the

end of the last

year

496782303.00 358999356.28 54736482.14 36402435.91 946920577.33 16232752.93 963153330.26

Add:

Changes of

accounting policy

Error

correction of the

71

last period

Enterprise

combine under

the same control

Other

II. Balance at the

beginning of this

year

496782303.00 358999356.28 54736482.14 36402435.91 946920577.33 16232752.93 963153330.26

III. Increase/

Decrease in this

year (Decrease is

listed with “-”)

-18246639.07 -18246639.07 -979179.58 -19225818.65

(i) Total

comprehensive

income

-18246639.07 -18246639.07 -979179.58 -19225818.65

(ii) Owners’

devoted and

decreased capital

1.Common shares

invested by

shareholders

2. Capital

invested by

holders of other

equity

instruments

3. Amount

reckoned into

owners equity

with share-based

payment

4. Other

(III) Profit

72

distribution

1. Withdrawal of

surplus reserves

2. Withdrawal of

general risk

provisions

3. Distribution for

owners (or

shareholders)

4. Other

(IV) 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 surplus

reserve

4.Carry-over

retained

earnings from

the defined

benefit plans

5.Carry-over

retained earnings

from other

comprehensive

73

income

6. Other

(V) Reasonable

reserve

1. Withdrawal in

the report period

2. Usage in the

report period

(VI)Others

IV. Balance at the

end of the report

period

496782303.00 358999356.28 54736482.14 18155796.84 928673938.26 15253573.35 943927511.61

8. Statement of Changes in Owners’ Equity (Parent Company)

Current period

In RMB

Item

Semi-annual of 2019

Share capital

Other equity instrument

Capital public

reserve

Less:

Inventory

shares

Other

comprehens

ive income

Reasonable

reserve

Surplus

reserve

Retained profit Other

Total owners’

equity

Preferred

stock

Perpetual

capital

securities

Other

I. Balance at the end of

the last year

1152535254.00 3018106568.27 54736482.14 165505986.31 4390884290.72

Add: Changes of

accounting policy

Error

correction of the last

period

Other

74

II. Balance at the

beginning of this year

1152535254.00 3018106568.27 54736482.14 165505986.31 4390884290.72

III. Increase/ Decrease

in this year (Decrease

is listed with “-”)

-132287317.3

-132287317.31

(i) Total

comprehensive income

-17033791.91 -17033791.91

(ii) Owners’ devoted

and decreased capital

1.Common shares

invested by

shareholders

2. Capital invested by

holders of other equity

instruments

3. Amount reckoned

into owners equity with

share-based payment

4. Other

(III) Profit distribution

-115253525.4

0

-115253525.40

1. Withdrawal of

surplus reserves

2. Distribution for

owners (or

shareholders)

-115253525.4

0

-115253525.40

3. Other

(IV) Carrying forward

internal owners’ equity

1. Capital reserves

conversed to capital

(share capital)

2. Surplus reserves

75

conversed to capital

(share capital)

3. Remedying loss with

surplus reserve

4.Carry-over retained

earnings from the

defined benefit plans

5.Carry-over retained

earnings from other

comprehensive income

6. Other

(V) Reasonable reserve

1. Withdrawal in the

report period

2. Usage in the report

period

(VI)Others

IV. Balance at the end

of the report period

1152535254.00 3018106568.27 54736482.14 33218669.00 4258596973.41

Last Period

In RMB

Item

Semi-annual of 2018

Share capital

Other equity instrument

Capital public

reserve

Less:

Inventory

shares

Other

comprehen

sive

income

Reasonable

reserve

Surplus

reserve

Retained profit Other

Total owners’

equity

Preferred

stock

Perpetua

l capital

securitie

s

Other

I. Balance at the end

of the last year

496782303.00 382444482.45 54736482.14 199789650.74 1133752918.33

Add: Changes of

accounting policy

76

Error

correction of the last

period

Other

II. Balance at the

beginning of this year

496782303.00 382444482.45 54736482.14 199789650.74 1133752918.33

III. Increase/ Decrease

in this year (Decrease

is listed with “-”)

-12195802.13 -12195802.13

(i) Total

comprehensive

income

-12195802.13 -12195802.13

(ii) Owners’ devoted

and decreased capital

1.Common shares

invested by

shareholders

2. Capital invested by

holders of other

equity instruments

3. Amount reckoned

into owners equity

with share-based

payment

4. Other

(III) Profit

distribution

1. Withdrawal of

surplus reserves

2. Distribution for

owners (or

shareholders)

3. Other

77

(IV) 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 surplus reserve

4.Carry-over retained

earnings from the

defined benefit plans

5.Carry-over retained

earnings from other

comprehensive

income

6. Other

(V) Reasonable

reserve

1. Withdrawal in the

report period

2. Usage in the report

period

(VI)Others

IV. Balance at the end

of the report period

496782303.00 382444482.45 54736482.14 187593848.61 1121557116.20

78

III. Basic situation of Company

1. The history of the company

Shenzhen Cereals Holdings Co. Ltd. (formerly the Shenzhen Shenbao Industrial Co. Ltd. hereinafter referred to

as “Company” or “the Company” ) formerly named Shenzhen Shenbao Canned Food Company obtained

approval (Document (1991) No.978) from Shenzhen Municipal People’s Government to change to the present

name as on 1 August 1991.Then with the approval (Document (1991)No.126) from People’s Bank of China the

Company began to list on Shenzhen Stock Exchange. The certificate for uniform social credit code:

91440300192180754J

The Company initially issued 107312935 shares in the stock exchange. In 1992 one bonus share was dispatched

for each 10 shares held by its shareholders thus totally 10731290 shares were increased. In 1993 one bonus

share and one allotted share were dispatched for each 10 shares held by its shareholders thus totally 20878845

shares were increased. Subsequently one bonus share was dispatched for each 10 shares held by shareholders

upon the basis of total share capital as at the end of 1996 and capitalizing of capital reserves was carried out at

one to ten basis thus totally 27784614 shares were increased. In 2001 based on the total share capital as at the

end of 1999 three shares were allotted for each 10 shares held by shareholders and totally 15215404 shares

were allotted. The registered capital of the Company amounts to 181 923088 yuan.

On 22 June 2011 the Company privately offering 68977066 shares of RMB ordinary share (A share) to target

investors with issuing price of 8.70 yuan each while book value of 1.00 yuan. Total monetary capital

600100474.20 yuan was raised. Change procedures of industrial and commerce has completed on 12 July 2011.

Register capital of the Company changed as 250900154.00 yuan.

On 9 April 2014 the equity allocation plan was deliberated and approved by Annual General Meeting of 2013.

Based on 250900154 shares dated 31

st

December 2013 increase 2 shares by each 10 shares transferring to all

shareholders. Share capital increased to 301080184 shares after transferring.

On 17 May 2016 the equity allocation plan was deliberated and approved by Annual General Meeting of 2015.

Based on 301080184 shares dated 31

st

December 2015 increase 5 shares by each 10 shares transferring to all

shareholders. Share capital increased to 451620276 shares after transferring.

On 15 May 2017 the equity allocation plan was deliberated and approved by Annual General Meeting of 2016.

Based on 451620276 shares dated 31

st

December 2016 distributed 0.50 Yuan (tax included) for every 10 shares

held by all shareholders with one bonus shares (tax included) no capitalization from public reserves. Shares

capital increased to 496782303 shares after bonus stock distributed.On October 15 2018 the Company received the “Reply on the Approval of Shenzhen Shenbao Industrial Co. Ltd.to Issue Shares to Shenzhen Fude State-owned Capital Operation Co. Ltd. to Purchase Assets” (ZJXK [2018] No.79

1610) from the China Securities Regulatory Commission agreed the Company to issue 655752951 shares of

restricted ordinary shares to Shenzhen Fude State-owned Capital Operation Co. Ltd. (hereinafter referred to as

Fude Capital) to acquire 100.00% equity of Shenzhen Cereals Group Co. Ltd. held by Fude Capital.

On October 18 2018 100.00% equity of Shenzhen Cereals Group Co. Ltd. completed the transfer procedures and

related industrial and commercial change registration. After the completion of this major asset reorganization the

Company’s share capital increased to 1152535254 shares. This share capital change was examined by Jonten

Certified Public Accountant (Limited Liability Partnership) who issued the capital verification report Jonten [2018]

YZ No. 90066 on October 22 2018.

End as 30 June 2019 the total share capital of the company was 1152535254 shares registered capital amounted

to 1152535254.00 yuan.

Register address of the Company: 8/F Tower B No.4 Building Software Industry Base South District Science &

Technology Park Xuefu Rd. Yuehai Street Nanshan District Shenzhen

On 30 January 2019 the Company hold a Second Extraordinary Shareholders Meeting of 2019 to deliberated and

approved the proposal of “Change the Name and Stock Short Name of the Company ” agreed to change the name

of the Company from “Shenzhen Shenbao Industrial Co. Ltd.” to “Shenzhen Cereals Holdings Co. Ltd.” stock

short name change from “Shen Shenbao A Shen Shenbao B” to “SZCH Shenliang B”. On 18 February 2019

registration procedures on industrial and commercial has completed and obtained the new Business License from

Shenzhen Market Supervision and Administration.(ii) Business nature and main operation activities

The Company belongs to the grain oil food and beverage industry.Main products of the Company including grain and oil trading and processing grain and oil reserve service

military food supplies food beverage of tea and tea products.

Business scope: production of tea tea products extract of tea and natural plant canned food beverage and native

products ( business license for the production place should apply separately); technology development and

technology service of tea plant products soft beverage and foods; info tech development and supporting service;

on-line trading; investment operation management and development of tea plantation; investment in industrial

projects (apply separately for detail projects); domestic trading(excluding special sales specific control and

exclusive commodity); import and export business; engaged in real estate development and operation in the landlegally obtained; lease and sales of the self-owned property and property management.” (as for the projects

subject to examination and approval regulated by the state laws administrative regulations and state council

approval should be obtained before operation). Business in license: wholesale of prepackaged food (excluding

80

reheating prepackaged food) (in non-physical way).In the reporting period under the way of issuing shares to Fude Capital for purchasing 100 percent equity of

Shenzhen Cereals Group Co. Ltd on basis of production research and development and sales of food raw

materials (ingredients) centered on intensive processing of tea and natural plants main business of the Company

increased grain and oil reserve grain & oil trading circulation of grain and oil such as grain and oil processing

and grain and oil reserve service. Therefore on 18 February 2019 relevant business scope of the Company was

changed as: general operation items: acquisition and sales of grain & oil grain and oil reserves; management and

processing of grain & oil and their products; production of tea tea products extract of tea and natural plant

canned food beverage and native products ( business license for the production place should apply separately);

management and processing of feed (outsourcing); grain and oil logistics feed logistics investment operation and

development for the projects of tea garden; sales of feed and tea; storage service; grain distribution services;

modern grain supply chain service; technical development and services of grain and oil tea plant products soft

drinks and food; E-business and information construction IT development and supporting services; investment in

industrial projects (apply separately for detail projects); domestic trading; import and export business; engaged in

real estate development and operation in the land legally obtained; development operation leasing and

management of the owned property; property management; providing management services for hotels. (as for

projects mentioned above that are required to be submitted for examination and approval by the laws

administrative regulations and decision of the state council approval and examination shall be required before

operated). Business in license: wholesale of prepackaged food (excluding reheating prepackaged food) (in

non-physical way); information services business (internet information services business only); general freight

transportation and professional transportation (refrigeration and fresh-keeping)

(iii) Report approval for the financial statement

The statement has been approved by BOD of the company for reporting on 23 August 2019.Up to 30

th

June 2019 the subsidiaries included in consolidate financial statement mainly including:

Subsidiary Type Level Shareholding ratio (%) Voting rights ratio (%)

Shenzhen Shenbao Huacheng Science and Technology

Co.Ltd(hereinafter referred to as Shenbao Huacheng)

Wholly-owned

subsidiary

First grade 100 100

Ju Fang Yong Tea Industry Co. Ltd. in Wuyuan

County(hereinafter referred to as Wuyuan Ju Fang

Yong)

Wholly-owned

subsidiary

First grade 100 100

Shenzhen Shenbao Sanjing Food & Beverage

Development Co. Ltd(hereinafter referred to as

Shenbao Sanjing)

Wholly-owned

subsidiary

First grade 100 100

Huizhou Shenbao Technology Co. Ltd(hereinafter

referred to as Huizhou Shenbao Technology )

Wholly-owned

subsidiary

First grade 100 100

Shenzhen Shenbao Property Management Co. Wholly-owned First grade 100 100

81

Ltd.(hereinafter referred to as Shenbao Property) subsidiary

Shenzhen Shenbao Industrial & Trading Co.Ltd.(hereinafter referred to as Shenbao Industrial &

Trading)

Wholly-owned

subsidiary

First grade 100 100

Hangzhou Ju Fang Yong Holding Co. Ltd(hereinafter

referred to as Hangzhou Ju Fang Yong)

Wholly-owned

subsidiary

First grade 100 100

Shenzhen Shenbao Technology Center Co.Ltd(hereinafter referred to as Shenbao Technology

Center )

Wholly-owned

subsidiary

First grade 100 100

Shenzhen Shenshenbao Investment Co. Ltd.(hereinafter referred to as Shenshenbao Investment )

Wholly-owned

subsidiary

First grade 100 100

Yunnan Shenbao Pu’er Tea Supply Chain

Management Co. Ltd(hereinafter referred to as

Yunnan Supply Chain)

Wholly-owned

subsidiary

First grade 100 100

Huizhou Shenbao Food Co. Ltd(hereinafter referred

to as Huizhou Shenbao Food)

Wholly-owned

subsidiary

First grade 100 100

Yunnan Pu’er Tea Trading Center Co. Ltd(hereinafter

referred to as Pu’er Tea Trading Center)

Controlling

subsidiary

First grade 55 55

Mount Wuyi Shenbao Rock Tea Co. Ltd. (hereinafter

referred to as Shenbao Rock Tea )

Wholly-owned

subsidiary

Second

grade

100 100

Hangzhou Fuhaitang Tea Ecological Technology Co.Ltd(hereinafter referred to as Fuhaitang Ecological)

Wholly-owned

subsidiary

Second

grade

100 100

Hangzhou Chunshi Network Technology

Co.Ltd.(hereinafter referred to as Chunshi Network)

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Shenshenbao Tea Culture Management Co.Ltd.(hereinafter referred to as Shenshenbao Tea

Culture)

Wholly-owned

subsidiary

Second

grade

100 100

Hangzhou Ju Fang Yong Trading Co. Ltd.(hereinafter referred to as Ju Fang Yong Trading)

Controlling

subsidiary

Second

grade

60 60

Shenzhen Shenbao Tea-Shop Co. Ltd. (hereinafter

referred to as Shenbao Tea-Shop)

Wholly-owned

subsidiary

Second

grade

100 100

Hangzhou Fuhaitang Catering Management chain Co.Ltd(hereinafter referred to as Fuhaitang Catering)

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Cereals Group Co. Ltd(hereinafter referred

to as SZCG)

Wholly-owned

subsidiary

First grade 100 100

Shenzhen Flour Co. Ltd(hereinafter referred to as

Shenzhen Flour)

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Hualian Grain & Oil Trade Co. ltd.(hereinafter referred to as Hualian Grain & oil

trading)

Wholly-owned

subsidiary

Second

grade

100 100

Hainan Haitian Aquatic Feed Co. Ltd(hereinafter

referred to as Hainan Haitian )

Wholly-owned

subsidiary

Second

grade

100 100

82

Shenzhen Shenliang Quality Inspection Co. Ltd.(hereinafter referred to as Shenliang Quality

Inspection)

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Shenliang Doximi Business Co.Ltd.(hereinafter referred to as Shenliang Doximi)

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Shenliang Cold-Chain Logistic Co.Ltd(hereinafter referred to as Shenliang Cold-Chain

Logistic )

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Shenliang Big Kitchen Food Supply Chain

Co. Ltd(hereinafter referred to as Shenliang Big

Kitchen)

Controlling

subsidiary

Second

grade

70 70

Shenzhen Shenliang Real Estate Development Co.Ltd. (hereinafter referred to as Shenliang Real Estate

Development)

Wholly-owned

subsidiary

Second

grade

100 100

Shenzhen Shenliang Property Management Co. Ltd.(hereinafter referred to as Shenliang Property )

Wholly-owned

subsidiary

Third

grade

100 100

Shenliang Storage (Yingkou) Co. Ltd(hereinafter

referred to as Shenliang Storage (Yingkou) ) )

Wholly-owned

subsidiary

Third

grade

100 100

Dongguan Shenliang Logistics Co. Ltd.(hereinafter

referred to as Dongguan Shenliang Logistics )

Controlling

subsidiary

Second

grade

51 51

Dongguan International Food Industrial Park

Development Co. Ltd.(hereinafter referred to as

Dongguan Food Industrial Park)

Controlling

subsidiary

Third

grade

51 51

Dongguan Shenliang Oil & Food Trade Co. Ltd.

(hereinafter referred to as Dongguan Food Trade)

Controlling

subsidiary

Third

grade

51 51

Dongguan Jinying Biology Tech. Co. Ltd.

(hereinafter referred to as Dongguan Jinying )

Controlling

subsidiary

Third

grade

51 51

Shuangyashan Shenliang Zhongxin Cereals Base Co.Ltd.(hereinafter referred to as Shuangyashan

Shenliang Zhongxin )

Controlling

subsidiary

Second

grade

51 51

Heilongjiang Hongxinglong Nongken Shenxin Cereals

Industrial Park Co. ltd.(hereinafter referred to as Hongxinglong Nongken

Industrial Park)

Controlling

subsidiary

Third

grade

51 51

Change of the consolidate scope found more in Note VIII. Change of consolidate scope and Note IX. Equity in

other entity

83

IV. Basis of preparation of financial statements

1. Basis of preparation

Based on going concern and according to actual occurrence of transactions and issues the Company prepared the

financial statement in line with the Accounting Standards for Business Enterprise -Basic Standard issued by

Ministry of Finance and specific accounting principle as well as the application guidance for the accounting

principles for enterprise interpretation to the accounting principles for enterprise and other related requirements

(hereinafter referred to as Enterprise Accounting Principles) combining the Information Disclosure Preparation

Rules for Company Public Issuing Securities No.15-General Rules for Financial Report (amended in 2014) of the

CSRC

2. Going concern

The Company was evaluated on continued viability of 12 months for the reporting period and found to have no

significant doubt. Accordingly the financial statements have been prepared on the basis of going concern

assumptions.V. Major accounting policy accounting estimation

Specific accounting policies and estimation attention:

(i) Implementation of the Accounting Standards for Business Enterprise No. 22- Recognition and Measurement of

Financial Instruments Accounting Standards for Business Enterprise No. 23- Transfer of Financial Assets

Accounting Standards for Business Enterprise No. 24- Hedge Accounting and Accounting Standards for Business

Enterprise No. 37- Presentation of Financial Instruments (2017 Revised) and in 2017 the Ministry of Finance

revised the Accounting Standards for Business Enterprise No. 22- Recognition and Measurement of Financial

Instruments Accounting Standards for Business Enterprise No. 23- Transfer of Financial Assets Accounting

Standards for Business Enterprise No. 24- Hedge Accounting and Accounting Standards for Business Enterprise

No. 37- Presentation of Financial Instruments. The revised standards stipulate that for financial instruments that

have not been derecognized on the first implementation date if the previous recognition and measurement are

inconsistent with the requirements of the revised standards they shall be retrospectively adjusted. If the data

relating to the comparative financial statements in prior period are inconsistent with the requirements of the

revised standards no adjustment is required. The Company will adjust the retained earnings and other

comprehensive income at the beginning of the year due to the cumulative impact of retrospective adjustment the

main impacts of the implementation of the above standards are as follows: (1) Due to the change in the name ofthe report item “the financial assets measured at fair value and whose changes are included in the current profit84and loss” are reclassified as “transactional financial assets” financial assets measured at fair value and whosechanges are included in the current profit and loss have a decrease of 1124927.96 yuan; and the trading financial

assets have an increase of 1124927.96 yuan; (2) the available-for-sale equity instrument investments arereclassified as the “financial assets measured at fair value and whose changes are included in the current profit andloss”. Available-for-sale financial assets have a decrease of 57500.00 yuan; other non-current financial assets

have an increase of 57500.00 yuan.(ii) Implementation of the Ministry of Finance issued the Notice on Revision and Issuance of 2019 Financial

Statement Format for General Corporate

On 30 April 2019 the Ministry of Finance issued the Notice on Revision and Issuance of 2019 Financial

Statement Format for General Corporate (Cai Kuai [2019] No.6) format of the financial statement has beenrevised. Main impact for implementation of the above mentioned regulations: in balance sheet: the “Notereceivable and account receivable” divided into “Note receivable” and “Account receivable”; “Note payable andaccount payable” divided into “Note payable” and “Account payable”; the comparison data are adjustedaccordingly. “Note receivable and account receivable” divided into “Note receivable” and “Account receivable”

current amount of “Note receivable” was 350756.64 Yuan while 1027635.04 Yuan at last period; the “Accountreceivable” has617831167.71Yuan in the period while 473646886.64 Yuan at last period; “Note payable andaccount payable” divided into “Note payable” and “Account payable” current amount of “Account payable” was

171201542.03 Yuan while 472738283.80 Yuan at last period.

1. Statement for observation of Accounting Standard for Enterprise

The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for

Enterprise which truly and completely reflect the information related to financial position operational results and

cash flow of the Company.

2. Accounting period

Calendar year is the accounting period for the Company that is falls to the range starting from 1 January to 31

December.

3. Operating cycle

Operating cycle of the Company was 12 months

85

4. Standard currency

The Company and its subsidiaries take RMB as the standard currency for bookkeeping.

5. Accounting treatment for business combinations under the same control and those not under the same

control

Business combination under the same control: The assets and liabilities the Company acquired in a business

combination shall be measured in accordance with book value of assets liabilities (including the ultimate

controlling party of goodwill acquired by the merging parties and the formation of) stated in combined financial

report of the ultimate controlling party on the merger date. The net book value of assets and the payment of the

merger consideration in the merger book value (or nominal value of shares issued) shall be adjusted in the share

premium of reserve capital. the share premium in capital reserve is not enough for deducting retained earnings .

Business combination not under the same control: Assets paid and liabilities taken for business combination on

the acquisition date shall be measured at fair value. The difference between the fair value and book value is

recognized in profit or loss. Goodwill is realized by the Company as for the difference between the combination

cost and the fair value of the recognizable net assets of the acquiree acquired by acquirer in such business

combination. In case that the above cost is less than the above fair value even with re-review then the difference

shall be recorded in current gains and losses.

Audit legal consulting services and other intermediary costs and other expenses directly related to the business

combination shall be included in current profit or loss in the event; any transaction fee for issuing equity

securities for business combination shall be deducted from equity.

6. Methods for preparation of consolidated financial statements

(i) Consolidated scope

The consolidation scope of the consolidated financial statements of the Company is fixed on the basis of control

and all subsidiaries(including the divisible part of the invested party that control by the Company) have been

consolidated.(ii)Consolidated procedure

The Company edits the consolidated financial statements based on its own financial statements and the

subsidiaries’ as well as other relevant information. The consolidated financial statements hold the enterprise

group as a whole accounting entity. It is recognized in accordance with relevant Accounting Standards

86

measurement and presentation requirements. Uniform accounting policies reflect the overall financial position of

the Group's business operating results and cash flow.The accounting policies and accounting period adopted by the subsidiaries taken into account of the consolidation

scope are in line with the Company. If it is not the same as the Company necessary adjustments will be made

when preparing consolidated financial statements according to the accounting policy and accounting period of the

Company. For the subsidiaries acquired through business combination under uncommon control financial

statements shall be adjusted based on the fair value of the identifiable net assets on acquiring date. For the

subsidiaries acquired through business combination under common control its assets and liabilities (including

goodwill formed from ultimate controlling party acquiring the subsidiary to) shall be adjusted based on the book

value in the financial statements of the ultimate controlling party.Subsidiary's equity current net profits or losses and current comprehensive income belonging to minority

shareholders shall be listed respectively under item of owners’ equity in the consolidated balance sheet item of

net profit in profit sheet and item of total comprehensive income. Current loss minority shareholders of a

subsidiary exceed the minority shareholders in the subsidiary's opening owners' equity share and the formation of

balance offset against minority interests.

(1) Increase of subsidiary or business

During the reporting period the merger of the enterprises under the same control results in additional subsidiaries

or business then adjust the opening amount of consolidated balance sheet; income expenses and profit of the

subsidiaries or business from beginning to the end of the reporting shall be included in the consolidated profit

statement; cash flows of the subsidiaries or business from beginning to the end of reporting period shall be

included into the consolidated cash flow statement. And relevant comparative items of comparable statement shall

be adjusted since reporting entity is controlled by the ultimate controller.If additional investment and other reasons can lead investee to be controlled under the same control all parties

shall be adjusted at the beginning when the ultimate controlling party starts control. Equity investments made

before obtaining controlling right relevant gains and losses and other comprehensive income as well as other

changes in net assets confirmed during the latter date between point obtaining original equity and merger and

mergered under the same control day to the combined day shall be offset against the retained earnings or profit or

loss of the comparative reporting period.

During the reporting period opening amount of consolidated balance sheet shall not be adjusted since enterprise

under different control combine or increase holding of subsidiary or business; the income expense and profit of

the subsidiaries or business from the acquisition date to the end of reporting period shall be included in the

consolidated profit statement; while cash flows shall be included into the consolidated cash flow statement.87

Equity held from investee before acquisition date shall be measured at fair value of acquisition date if additional

investment and other reasons can lead investee to be controlled under the same control. Difference between the

fair value and the book value is recognized as investment income. other comprehensive income and other owners'

equity except for net profit or loss other comprehensive income and the distribution of profits related to equity

held from investee before acquisition date as well as relevant other comprehensive income associated with all

other by changes in equity shall be included in current investment income except for other comprehensive income

arising from change of net assets or net liabilities redefined by investee.

(2) Disposal of subsidiaries or business

① The general approach

During the reporting period the Company carry out disposal of subsidiaries or business revenue expense and

profit of the subsidiary or business included in the consolidated profit statement from the beginning to the disposal

date; while the cash flow into cash flow table.If losing controlling right to investee due to disposal of partial equity the remaining equity after the disposal shall

be re-measured at fair value at the date when control is lost. Price of equity disposal plus fair value of the

remaining equity then subtracting net assets held from the former subsidiary from the acquisition date or

combination date initially measured in accordance with original stake and goodwill the difference shall be

included in investment income of the period losing controlling right. other comprehensive income and other

owners' equity except for net profit or loss other comprehensive income and the distribution of profits related to

equity held from investee before acquisition date as well as relevant other comprehensive income associated with

all other by changes in equity shall be included in current investment income except for other comprehensive

income arising from change of net assets or net liabilities redefined by investee.If the Company’s shareholding ratio declines and thus loses the control power due to other investors’ capital

increase in the subsidiaries accounting treatment shall be conducted in accordance with the above principles.② Step disposal of subsidiaries

As multiple transactions over disposal of the subsidiary's equity lead to loss of controlling right if the terms of the

transaction situation and economic impact subject to one or above of the following conditions usually it indicates

repeated transactions should be accounted for as a package deal:

i. These transactions are made considering at the same time or in the case of mutual impact;

ii. These transactions only reach a complete business results when as a whole;

iii. A transaction occurs depending on the occurrence of at least one other transaction;

iv. Single transaction is not economical but considered together with other transactions it is economical.If disposal of equity in subsidiaries lead the loss of control and the transactions can be seen as a package deal the

Company will take accounting treatment of the transaction; however before the loss of control the difference

88

between the disposal price and the corresponding net assets of the subsidiary recognized as other comprehensive

income in the consolidated financial statements into current profit and loss at current period when losing

controlling right.If disposal of equity in subsidiaries lead the loss of control and the transactions doesn’t form a package deal

equity held from subsidiary shall be accounted in accordance with relevant rules before losing controlling right

while in accordance with general accounting treatment when losing controlling right.

(3) Purchase of a minority stake in the subsidiary

Long-term equity investment of the Company for the purchase of minority interests in accordance with the newly

acquired stake in the new calculation shall be entitled to the difference between the net assets from the acquisition

date (or combination date) initially measured between the consolidated balance sheet adjustment capital balance

of the share premium in the capital reserve share premium insufficient any excess is adjusted to retained earnings.

(4) Disposal of equity in subsidiary without losing control

Disposal price and disposal of long-term equity investment without a loss of control due to partial disposal of

subsidiaries and long-term equity investment made between the relative net assets from the purchase date or the

date of merger were initially measured at the difference between the subsidiary shall enjoy the consolidated

balance sheet adjustment in the balance of the share premium capital balance of the share premium insufficient

any excess is adjusted to retained earnings.

7. Classification of joint venture arrangement and accounting for joint operations

Joint venture arrangements are divided into joint operations and joint ventures.When the Company is a joint venture party of a joint venture arrangement and enjoys the relevant assets of the

arrangement and bears the liabilities related to the arrangement it is a joint operation.The Company recognizes its proportion of interests in joint operation as related to the Company and accounts for

under relevant business accounting principles:

(1) To recognize separately-held assets and jointly-held assets under its proportion;

(2) To recognize separately-assumed liabilities and jointly-assumed liabilities under its proportion;

(3) To recognize revenue from disposal of the output which the Company is entitled to under the proportion;

(4) To recognize revenue from disposal of the output under the proportion;

(5) To recognize separately occurred expenses and to recognize expenses occurred for joint operations under its

proportion.89

8. Recognition standards for cash and cash equivalents

When preparing cash flow statement the Company recognized the stock cash and deposits available for payment

at any time as cash and investments featuring with the following four characters at the same time as cash

equivalents: short term (expire within 3 months commencing from purchase day) active liquidity easy to convert

to already-known cash and small value change risks.

9. Foreign currency business and conversion of foreign currency statement

(i) Foreign currency business

The foreign currency business uses the spot exchange rate on the transaction date as the conversion rate to convert

the foreign currency amount into RMB.The balance of foreign currency monetary items on the balance sheet date is converted at the spot exchange rate on

the balance sheet date. The resulting exchange differences except that the balance of exchange generated from the

foreign currency special borrowings related to the assets whose acquisition and construction are eligible for

capitalization is disposed in accordance with the principle of borrowing costs capitalization are included in the

current profit and loss.(ii) Conversion of foreign currency financial statements

Assets and liabilities in the balance sheet are converted at the spot exchange rate on the balance sheet date; except

for the “undistributed profit” item other items of the owner's equity items are converted at the spot exchange rate at

the time of occurrence. Income and expense items in the income statement are converted at the spot exchange rate

on the transaction date.When disposing an overseas operation the translation difference of the foreign currency financial statements related

to the overseas operation is transferred from the owner's equity items to the disposal of the current profit and loss.

10. Financial instruments

Financial instruments include financial assets financial liabilities and equity instruments.

(i) Categories of financial instruments

Accounting policy applicable since 1

st

Jan. 2019

According to the business model of managing financial assets and the contractual cash flow characteristics of

financial assets at initial recognition the Company classifies the financial assets into the financial assets

measured at amortized cost the financial assets(debt instrument) measured at fair value and whose changes are

included in other comprehensive income and the financial assets measured at fair value and whose changes are

included in current gain or loss.90

The financial assets of which the business model aims at the collection of contractual cash flow and the contractual

cash flow is only the payment of the principal and the interest based on the outstanding principal amount are

classified as financial assets measured at amortized cost. The financial assets of which the business model aims not

only at the collection of contractual cash flow but also at selling the financial assets and the contractual cash flow is

only the payment of the principal and the interest based on the outstanding principal amount are classified as

financial assets measured at fair value and whose changes are included in other comprehensive income (debt

instruments). Other financial assets other than this are classified as financial assets measured at fair value and whose

changes are included in current profit and loss.

For non-trading equity instrument investment the Company determines whether it is designated as a financial asset

(equity instrument) measured at fair value and whose changes are included in other comprehensive income at the

initial recognition. In the initial recognition in order to eliminate or significantly reduce accounting mismatches

financial assets can be designated as financial assets measured at fair value and whose changes are included in

current profit and loss.In the initial recognition financial liabilities are classified as the financial liabilities measured at fair value and

whose changes are included in current profit and loss and the financial liabilities measured at amortized cost.

Financial liabilities that meet one of the following conditions can be designated as financial liabilities measured at

fair value and whose changes are included in current profit and loss in the initial measurement:

(1) The designation can eliminate or significantly reduce accounting mismatches.

(2) According to the enterprise risk management or investment strategy specified in the official written document

manage and make performance evaluation of the financial liability portfolio or financial assets and financial

liability portfolio based on fair value and report to the key management personnel based on this.

(3) The financial liability includes embedded derivatives that need to be separately split.

Accounting policy applicable before 1

st

Jan. 2019

At initial recognition financial assets and financial liability are classified as: financial assets or liabilities

measured at fair value and with its variation reckoned into current gains/losses including the transactional

financial assets or financial liabilities and financial assets or liabilities directly designated measured at fair value

and with its variation reckoned into current gains/losses; held-to-maturity investment; account receivable;

financial assets available-for-sale; other financial liability and so on.(ii) Recognition and measurement for financial instrument

Accounting policy applicable since 1

st

Jan. 2019

(1) Financial assets measured at amortized cost

Financial assets measured at amortized cost include notes receivable accounts receivable other receivables

long-term receivables and debt investment which are initially measured at fair value and related transaction costs

are included in the initial recognition amount. The accounts receivable not including major financing components

and the accounts receivable that the Company decides not to consider the financing component of not more than one

year are initially measured at the contract transaction price.91

Interest calculated by the effective interest method during the holding period is included in the current profit and

loss.When recovering or disposing the difference between the price obtained and the book value of the financial asset is

included in the current profit and loss.

(2) Financial assets (debt instruments) measured at fair value and whose changes are included in other

comprehensive income

Financial assets (debt instruments) measured at fair value and whose changes are included in other comprehensive

income including receivables financing other debt investment etc. are initially measured at fair value and related

transaction expenses are included in the initial recognition amount. The financial assets are subsequently measured

at fair value the changes in fair value are included in other comprehensive income except for interest impairment

losses or gains and exchange gains and losses calculated by using the effective interest method.When a financial asset is derecognized the accumulated gain or loss previously included in other comprehensive

income is transferred from other comprehensive income and included in current profit and loss.

(3) Financial assets (equity instruments) measured at fair value and whose changes are included in other

comprehensive income

Financial assets (equity instruments) measured at fair value and whose changes are included in other comprehensive

income including other equity instruments etc. are initially measured at fair value and related transaction

expenses are included in the initially recognised amount. The financial assets are subsequently measured at fair

value and changes in fair value are included in other comprehensive income. The dividends obtained are included in

the current profits and losses.When a financial asset is derecognized the accumulated gain or loss previously included in other comprehensive

income is transferred from other comprehensive income and included in retained earnings.

(4) Financial assets measured at fair value and whose changes are included in current profit and loss

Financial assets measured at fair value and whose changes are included in current profit and loss including

transactional financial assets derivative financial assets and other non-current financial assets etc. are initially

measured at fair value and related transaction expenses are included in the initial recognition amount. The financial

assets are subsequently measured at fair value and changes in fair value are recognised in current profit and loss.When a financial asset is derecognized the difference between its fair value and the initially recorded amount is

recognized as investment income and the gains and losses from changes in fair value are adjusted.

(5) Financial liabilities measured at fair value and whose changes are included in current profit and loss

Financial liabilities measured at fair value and whose changes are included in current profit and loss including

transaction financial liabilities derivative financial liabilities etc. are initially measured at fair value and related

transaction expenses are included in current profit and loss. The financial liabilities are subsequently measured at

fair value and changes in fair value are included in current profit and loss.When a financial liability is derecognized the difference between its fair value and the initially recorded amount is

recognized as investment income and the gains and losses from changes in fair value are adjusted.

(6) Financial liabilities measured at amortized cost

Financial liabilities measured at amortized cost including short-term borrowings bills payable accounts payable

92

other payables long-term borrowings bonds payable and long-term payables are initially measured at fair value

and related transaction expenses are included in the initial recognition amount.Interest calculated by the effective interest method during the holding period is included in the current profit and

loss.When a financial liability is derecognized the difference between the consideration paid and the book value of the

financial liability is included in current profit and loss.

Accounting policy applicable before January 1 2019

(1) Financial assets (financial liabilities) measured at fair value and whose changes are included in current profit

and loss

At the time of acquisition the fair value (deducting the cash dividends that have been declared but not yet paid or the

bond interest whose interest payment has been due but not yet received) is taken as the initial recognition amount

and the related transaction expenses are included in the current profit and loss.

During the holding period the interest or cash dividends are recognized as investment income and the changes in

fair value are included in the current profit and loss at the end of the period.

At the time of disposal the difference between the fair value and the initial recorded amount is recognized as

investment income and the gains and losses from changes in fair value are adjusted.

(2) Held-to-maturity investments

At the time of acquisition the sum of the fair value (deducting the bond interest whose interest payment has been

due but not yet received) and the related transaction expenses is taken as the initial recognition amount.

During the holding period the interest income is calculated and recognized based on the amortized cost and the

actual interest rate and is included in the investment income. The effective interest rate is determined at the time of

acquisition and remains unchanged during the expected duration or for a shorter period of time applicable.

At the time of disposal the difference between the purchase price and the book value of the investment is included

in the investment income.

(3) Account receivable

The contract price charged to the buyers shall be recognized as initial value for those account receivables which

mainly comprise the receivable creditor’s right caused by the sale of goods and providing of labor service to

external customers by the Company and receivables in other companies excluding debt instruments priced in

active markets includes but not limited to account receivables other account receivables and so on. If

characterized as of financing nature the initial recognition shall be priced at the present value.Upon disposal the difference between the sale value and the book value of the receivables shall be accounted into

current profit or loss on its recovery or disposal.

(4) Available-for-sale financial assets

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At the time of acquisition the sum of the fair value (deducting the cash dividends that have been declared but not yet

paid or the bond interest whose interest payment has been due but not yet received) and the related transaction

expenses are taken as the initial recognition amount.

During the holding period the interest or cash dividends obtained are recognized as investment income. At the end

of the period it is measured at fair value and the changes in fair value are included in other comprehensive income.However an equity instrument investment that is not quoted in an active market and whose fair value cannot be

reliably measured and the derivative financial assets that are linked to the equity instrument and that are required to

be settled through the delivery of the equity instrument are measured at cost.

At the time of disposal the difference between the price obtained and the book value of the financial asset is

included in the investment gains and losses. At the same time the amount of the accumulated amount of changes in

fair value originally and directly included in other comprehensive income being corresponding to the disposal

portion is transferred out and included in current profit and loss.

(5) Other financial liabilities

Initial recognition amount is determined at the sum of fair value and relevant transaction fee. Subsequent

measurement is conducted at amortized cost.(iii) Confirmation evidence and measurement methods for transfer of financial assets

When transfer of financial assets occurs the Company shall stop recognition of such financial assets if all

risks and remunerations related to ownership of such financial assets have almost been transferred to the

receiver; while shall continue to recognize such financial assets if all risks and remunerations related to

ownership of such financial assets have almost been retained.When judging whether or not the aforesaid terminal recognition condition for financial assets is arrived at for

transfer of financial assets the Company generally adopts the principle that substance overweighs format. The

Company divides such transfer into entire transfer and part transfer. As for the entire transfer meeting condition

for discontinued recognition balance between the following two items is recorded in current gains and losses:

(1) Carrying value of financial assets in transfer;

(2) Aggregate of the consideration received from transfer and accumulative movements of fair value originally

recorded in owners’ equity directly (applicable when financial assets involved in transfer belong to financial assets

available for sale).

As for the part transfer meeting condition for discontinued recognition entire carrying value of financial assets in

transfer is shared by discontinued recognition part and continued recognition part in light of their respective fair

value. Balance between the following two items is recorded in current gains and losses:

(1) Carrying value of discontinued recognition part;

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(2) Aggregate of the consideration of discontinued recognition part and amount of such part attributable to

accumulative movements of fair value originally recorded in owners’ equity directly (applicable when financial

assets involved in transfer belong to financial assets available for sale).

Financial assets are still subject to recognition if transfer of such assets doesn’t satisfy the condition for

discontinued recognition. And consideration received is recognized as financial liability.(iv) De-recognition condition for financial liability

As for the financial liabilities with its whole or part present obligations released the company shall de-realize

such financial liabilities or part of it. if the company enters into agreement with its creditor to substitute for the

existing financial liabilities by means of assuming new financial liabilities then the company shall de-realize the

existing financial liabilities and realize the new financial liabilities provided that the contract clauses of the new

and the existing financial liabilities are different in substance.If the company makes substantial amendment to the whole or part contract clauses of the existing financial

liabilities it shall de-realize the existing financial liabilities or part of it. Meanwhile the financial liabilities with

amendment to its clauses shall be realized as new financial liabilities.In case of derecognizing of financial liabilities in whole or part the difference between the carrying value of such

de-realized financial liabilities and consideration paid (including the non-cash assets exchanged or new financial

liabilities assumed) shall be recorded in current gains and losses.In case that the company repurchases part of financial liabilities based on the comparative fair value of the

continuing recognition part and the derecognizing part the company shall allocate the carrying value of the

financial liabilities in whole on the repurchase date. Difference between the carrying value allocated to the

derecognizing part and the consideration paid (including the non-cash assets exchanged or new financial liabilities

assumed) shall be recorded in current gains and losses.(v) Determination method for fair value of financial assets and financial liabilities

As for the financial instrument with an active market the fair value is determined by the offer of the active market;

there is no active market for a financial instrument the valuation techniques to determine its fair value. At the

time of valuation the Company adopted applicable in the present case and there is enough available data and

other information technology to support valuation assets or liabilities of feature selection and market participants

in the trading of the underlying asset or liability considered consistent input value and priority as the relevant

observable inputs. Where relevant observable inputs can not get or do not get as far as practicable the use of

unobservable inputs.(vi) Testing of the financial assets (account receivable excluded) impairment and accounting treatment

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Accounting policy applicable from January 1 2019

The Company considers all reasonable and evidence-based information including forward-looking information

and estimates the expected credit losses of the financial assets measured at amortized cost and the financial assets

(debt instruments) measured at fair value and whose changes are included in other comprehensive income on a

single or combination mode.The measurement of expected credit losses depends on whether the credit risks of financial assets have increased

significantly since the initial recognition.If the credit risk of the financial instrument has increased significantly since the initial recognition the Company

measures its loss provision based on the amount equivalent to the expected credit losses for the entire duration of the

financial instrument; if the credit risk of the financial instrument has not increased significantly since the initial

recognition the Company measures its loss provision based on the amount equivalent to the expected credit losses

of the financial instrument in the next 12 months. The increase or reversal amount of the resulting loss provision is

included in the current profit and loss as an impairment loss or gain.Usually if it s overdue for more than 30 days the Company shall believe that the credit risk of the financial

instrument has increased significantly unless there is conclusive evidence that the credit risk of the financial

instrument has not increased significantly since the initial recognition.If the financial instrument's credit risk at the balance sheet date is low the Company shall believe that the credit risk

of the financial instrument has not increased significantly since the initial recognition.

Accounting policy applicable before January 1 2019

Except for financial assets measured at fair value and whose changes are included in current profit and loss the

Company checks the book value of financial assets on the balance sheet date. If there is objective evidence that a

financial asset is impaired make impairment provision.

(1) Provision for impairment of available-for-sale financial assets:

At the end of the period if the fair value of available-for-sale financial assets seriously declines or after

comprehensive consideration of various relevant factors it is expected that such downward trend is non-temporary

it is deemed to have been impaired and the accumulated losses resulting from the decline in the fair value originally

and directly included in the owner's equity are transferred out and the impairment loss is recognized.If there are objective evidences showing that the value of available-for-sale debt instrument is recovered and it

relates to the matters happened after the impairment loss recognition the impairment loss recognized shall be

reversed and accounted in current profit or loss.The impairment loss from equity instrument investment available-for-sale should no be reversed through

gains/losses.Recognition standards for the impairment of equity instrument investment available for sale: The Company has

separately tested various available-for-sale equity instruments at the balance sheet date. It will be defined as

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impairment if the fair value is lower than the initial investment cost by more than 50% (including 50%) or the low

state has lasted for no less than one year. While the lower proportion is between 20% and 50% the Group will

take other factors such as price fluctuation into consideration to estimate whether the equity instrument has

impaired or not.Measurement of the investment cost: Initial segment of the "cost" of the sale of equity instruments in accordance

with available cost less any principal repayment and amortization impairment loss has been included in

determining profit or loss; The fair value of the available-for-sale equity instrument investment without an active

market is determined by the present value determined on the basis of the current market return similar to financial

assets versus the future discounted cash; the fair value of available-for-sale equity instrument investment with

offers in the active market is determined by the closing price of the stock exchange at the end of the period unless

this available-for-sale equity instrument investment has a restricted stock trade period. For the presence of

restricted investments in equity instruments available for sale according to the end of the closing price of the

stock exchange market participants by deducting the risk equity instrument within a specified period cannot be

sold on the open market and the requirements to obtain compensation.

(2) Impairment provision for held-to-maturity investment

Measurement on the impairment loss of held-to-maturity investment reference to the measurement methods and

treatment of impairment losses of account receivable.

11. Note receivable

Same as account receivable

12. Account receivable

(i) Account receivable with single significant amount and withdrawal bad debt provision on single basis

Recognition criteria on account receivable with single significant amount and withdrawal bad debt provision on single basis:

(1)Account receivable: single account receivable has over 10 million Yuan in amount;

(2) Other account receivable: single other account receivable has over 5 million Yuan in amount.

Accrual method for the bad debt provision of account receivable with single significant amount: Conducted

impairment testing separately balance between the present value of future cash flow and its carrying value bad

debt provision withdrawal and reckoned into current gains/losses. For those without impairment being found after

test collected into relevant combination for accrual.(ii) Accounts receivable whose bad debts provision was accrued by combination based on credit risk

characteristics portfolio

(1) Recognition criteria on portfolio

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Receivables with insignificant single amount are classified into several combinations according to the credit risk

characteristics together with the receivables that are not individually impaired after the individual test and have

significant single amount and the provision for bad debts that should be accrued is determined according to the

actual loss rate of the collection of receivables combination with credit risk characteristics similar to previous

years and combined with the current situation.

Basis for determining the portfolio:

Portfolio Accrual method Basis

Related parties in

consolidate scope

Bad debt provision without accrual For receivables among related parties within the scope of

consolidation the possibility of bad debts is very small and no bad

debt provision is made for the portfolio.Specific objects Bad debt provision without accrual For cash deposit security deposit and receivables from government

departments the possibility of bad debts is very small and no bad debt

provision is made for the this portfolio.

Aging analysis Aging analysis Including receivables other than the above portfolios the Company

makes the best estimate on the provision proportion of receivables

based on the past historical experience and refers to the age of

receivables for credit risk portfolio classification.

(2)Accrual method recognized according to portfolio

①By aging analysis

Account age Accrual ratio of the account receivable

(%)

Accrual ratio of the other account receivable

(%)

Within one year 1 1

1-2 years 10 10

2-3 years 30 30

3-4 years 50 50

4-5 years 50 50

Over 5 years 80 80

②Account receivable with minor single amount but withdrawal bad debt provision on single item

Reasons for provision of bad debt reserve: There is objective evidence that the Company will not be able to

recover the money under the original terms of receivables.Provision method of bad debt reserve: Withdrawn according to the difference between present value of expected

future cash flows and the book value of the receivables.98

13. Account receivable financing

Nil

14. Other account receivable

Determining method and accounting treatment on the expected credit loss of other account receivable

As for the measurement of impairment for other account receivable except for account receivables reference to

the “(vi) Testing of the financial assets (account receivable excluded) impairment and accounting treatment ” in

10.Financial instrument above mentioned.

15. Inventory

Does the Company need to comply with disclosure requirements of the special industry?

No

(i) Classification

Inventory includes raw materials work in process-outsourced goods in process finished goods goods in transit

revolving material and wrappage and so on.(ii) Valuation methods for send out stocks

Stocks are valued at time of shipment by weighted average method.(iii) Recognized standards of the net realizable value for inventory

The net realizable value of inventory products and sellable materials in normal business production is

measured as the residual value after deducting the estimated sales expense and related taxes and fees from

the estimated selling price; the net realizable value of an item of inventories subject to further processing

in normal business production is measured as the residual value after deducting the sum of the estimated

costs of completion sales expense and related taxes and fees from the estimated selling price of the

sellable item. The net realizable value of the quantity of inventories held to satisfy firm sales or service

contracts is based on the contract price. If the sales contracts are for less than the inventory quantities held

the net realizable value of the excess is based on general selling prices.

An impairment allowance if any is generally individually recognized for each type of inventories at period-end

except: For an individual impairment allowance if any is recognized for the whole category of inventories of low

value and large quantities; and for an individual impairment allowance if any is recognized for a group of

inventories which are held for the production and sales of products of a single territory and for identical or similar

usages or purposes and which are indistinguishable from other types of inventories within the group.

Except that there is clear evidence indicates that the market price on the balance sheet date is abnormal the net

realizable value of the inventory item is determined based on the market price at the balance sheet date.The net realizable value of the inventory items at the end of the period is determined based on the market price at the

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balance sheet date.(iv) Inventory system

Inventory system is the perpetual inventory system.(v) Amortization of low-value consumables and packaging materials

(1) Low-value consumables adopts the method of primary resale;

(2) Wrappage adopts the method of primary resale.

16. Contract assets

Nil

17. Contract cost

18. Assets held for sale

The Company recognizes the non-current assets or disposal groups that meet both of the following conditions as

the component of available for sale:

(1) According to the practice in similar transactions of selling such assets or disposal groups it can be sold

immediately under current conditions;

(2) The sale is very likely to occur that is the Company has already made a resolution on one sales plan and has

obtained a certain purchase commitment and it is anticipated that the sale will be completed within one year. As

for the assets for sale should be approved by relevant authority organization or supervision department by

regulations the approval has been obtained.

19. Creditors’ investment

Nil

20. Other creditors’ investment

Nil

21. Long-term account receivable

Nil

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22. Long-term equity investment

(i) Criteria for judgment of the common control and significant influence

Common control refers to the control that is common to an arrangement in accordance with the relevant

agreement and the relevant activities of the arrangement must be agreed upon by the participants sharing the

control rights before making a decision. Where the Company and other joint venture parties jointly control the

invested entity and have rights to the net assets of the invested entity the invested entity is the joint venture of the

Company.

Significant influence refers to the right to participate in making decisions relating to the financial and operational

policies of an enterprise while not able to control or jointly control (with others) establishment of these policies.If the Company has significant influence on the invested enterprises than such invested enterprises shall be the

joint venture of the Company.(II) Determination of initial investment cost

(1) Long-term equity investment formed by business combination

Business combination under the same control: If the company pays cash transfers non-cash assets or assumes debts

and issues equity securities as the merger consideration the share of the book value of the acquired owner's equity

of the merged party in the consolidated financial statements of the ultimate controlling party is taken as the initial

investment cost of the long-term equity investment on the merger date. If it is possible to exercise control over the

investee under the same control due to additional investment etc. the initial investment cost of the long-term equity

investment shall be determined according to the share of the book value of the net assets of the merged party in the

consolidated financial statements of the ultimate controlling party on the merger date. The equity premium is

adjusted based on the difference between the initial investment cost of the long-term equity investment on the

combination date and the book value of the long-term equity investment before the merger plus the book value of

the new payment consideration for stock further obtained on the merger date if the equity premium is insufficient to

be offset offset the retained earnings.

Business combination not under the same control: The company take the merger cost determined on the purchase

date as the initial investment cost of the long-term equity investment. If it is possible to control the investee under

the same control due to additional investment etc. the initial investment cost calculated by the cost method is

calculated according to the sum of the book value of the original equity investment plus the new investment cost.

(2) Long-term equity investment required by other ways

For long-term equity investments obtained through payment with cash then the actual payment shall be viewed as

initial investment cost.

For long-term equity investments obtained through issuance of equity securities then the fair value of such

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securities shall be viewed as initial investment cost

Under the precedent condition that non-monetary assets exchanges are featured with commercial nature

and fair values of exchange-in or exchange-out assets can be reliably measured long-term equity

investment exchange-in through non-monetary assets exchange shall be recognized with initial investment

cost on the basis of the fair value of the assets exchange-out unless there is obvious evidence showing that

fair value of exchange-in assets is more reliable; as for non-monetary assets exchanges not satisfying such

precedent condition initial investment cost of exchange-in long-term equity investment falls to the

carrying value of exchange-out assets and relevant taxes payable.

For long-term equity investment obtained through debt restructuring the entry value is determined by the fair value

of the abandoned creditor's right and the taxes directly attributable to the asset and other cost and the difference

between the fair value of the abandoned creditor's right and the book value is included in current profit and loss.(iii) Subsequent measurement and recognition of gains and losses

(1) Long-term equity investment measured by cost

The long-term equity investment for subsidiary shall be measured by cost.Other than payment actually paid

for obtaining investment or cash dividend or profit included in consideration which has been declared

while not granted yet the Company recognizes investment income according to its share in the cash

dividend or profit declared for grant by the invested unit.

(2) Long-term equity investment measured by equity

The Company calculates long term equity investment in associates and joint ventures under equity method. Where

the initial investment cost of a long-term equity investment exceeds the Group’s share of the fair value of the

investee’s identifiable net assets at the time of acquisition no adjustment is made to the initial investment cost.Where the initial investment cost is less than the Group’s share of the fair value of the investee’s identifiable net

assets at the time of acquisition the difference is recognized in profit or loss for the period.Return on investments and other comprehensive income is recognized respectively by shares of net gains and

losses realized by the invested company and other comprehensive income and book value of such investment is

adjusted accordingly. Profit or cash dividends pro rata distributed by the invested company are to minus book

value of the relative long-term investment. Book value of long-term investment is adjusted when changes occur

other than net gains and losses other comprehensive income and profit distribution of the invested company and

is to report in owners’ equity accordingly.The Company should recognized net profit of invested unit after adjustment according to the accounting policy

and period of the Company based on fair value of vary identifiable assets of invested unit while obtained

investment while recognized net profit or net losses of invested units that should be enjoy by investment

enterprise. During the period of holding the investment if the investee prepares the consolidated financial statement

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it shall be accounted for a based on the net profit other comprehensive income and the amount attributable to the

investee in changes in the other owner's equity in the consolidated financial statements.The un-realized transaction gains/losses attributable to investment enterprise internally occurred between the

Company affiliated units and joint-ventures should calculated by proportion of shares-holding which should be

offset than recognized investment gains/losses. If the unrealized internal transaction losses with the investee are

assets impairment losses they will be fully recognized. If a transaction of investing or selling assets occurs

between the company and an associate enterprise or joint venture and the assets constitute a business theaccounting treatment shall be handled in accordance with relevant policy policies disclosed in the Notes “5.

Accounting Treatment Methods for Business Combinations Under the Same Control and Not Under the Same

Control” and “6.Methods for Preparing Combined Financial Statements”.When the Company is confirmed to share losses of the invested units the following order shall prevail for

disposal: first of all offset carrying value of long-term equity investment. Second for long-term equity

investment whose carrying value is not enough for offset investment loss should be continued to recognize

within the limit of carrying value of other long-term equity which substantially forms net investment to

invested units to offset carrying value of long-term items receivable. At last after the aforesaid treatment

if enterprise still bears additional duties according to investment contract or agreement projected liabilities

are recognized in accordance to the obligations which are expected to undertake and then recorded in

current gains and losses.

(3) Disposal of long-term equity investment

Difference between carrying value and actual acquisition price in respect of disposal of long term equity

investment shall be included in current period gains and losses.

For long term equity investment under equity method the Company shall adopt the same basis as the investee

directly disposes relevant assets or liabilities when disposing this investment and account for the part originally

included in other comprehensive income under appropriate proportion. The owner's equity recognized as a result

of changes in the owner's equity other than the net profit or loss other comprehensive income and profit

distribution of the investee is carried forward to the current profit and loss in proportion except for other

comprehensive income arising from changes in net liabilities or net assets as the investee re-measures the defined

benefit plans.If the joint control or significant influence on the investee is lost due to the disposal of part of the equity

investment etc. the remaining equity after disposal shall be accounted for according to the recognition and

measurement standard of financial instruments and the difference between the fair value and the book value of

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the day losing the joint control or significant impact is included in the current profit and loss. For other

comprehensive income as recognized under equity method in respect of the original equity investment when the

Company ceases calculation under equity method the aforesaid income shall be accounted for on the same basis

as the investee would otherwise adopt when it directly disposes relevant assets or liabilities. The owner's equity

recognized as a result of changes in the owner's equity other than the net profit or loss other comprehensive

income and profit distribution of the investee is carried forward to the current profit and loss when the equity

method is terminated to be used for business accounting.The Company loses the control over the investee due to the decrease in shareholding ratio caused by the disposal

of part of the equity investment or other investors' capital increase in the subsidiary if the remaining equity can

implement joint control or significant influence on the investee it shall be accounted for according to the equity

method when preparing individual financial statements and the remaining equity shall be adjusted as if it was

accounted for according to the equity method since obtained. If the remaining equity cannot implement joint

control or significant influence on the investee it shall be accounted for according to relevant provisions of the

recognition and measurement standard of financial instruments and the difference between the fair value and the

book value on the date of loss of control is included in current profit and loss.The disposed equity is obtained through business combination for reasons such as additional investment in the

preparation of individual financial statement if the remaining equity after disposal is accounted for by using the

cost method or equity method for the equity investment held before the purchase date other comprehensive income

and other owner's equity recognized due to being accounted for by using the equity method are carried forward on a

pro-rata basis; if the remaining equity after disposal is changed to be accounted for according to the recognition and

measurement standard of financial instruments the other comprehensive income and other owners' equity shall be

entirely carried forward.

23. Investment real estate

Measurement

Measured by cost

Depreciation or amortization method

Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both

including the rented land use rights and the land use rights which are held and prepared for transfer after

appreciation the rented buildings (including the buildings for rent after completion of self-construction or

development activities and the buildings under construction or development for future lease).

Current investment real estate of the Company are measured by cost. As for the investment real estate-rental

building measured by cost the depreciation policy is same as the fixed assets of the Company the land use right

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for rental has the same amortization policy as intangible assets.

Expected service life for the investment real estate an rate of the net salvage value and annual amortization

(depreciation) are as:

Category Expected service life

(year)

Expected net salvage value Annual amortization

(depreciation) rate

Houses and buildings 10-40 5% 2.37%-9.50%

24. Fixed asset

(1)Recognition

Fixed assets is defined as the tangible assets which are held for the purpose of producing goods providing

services lease or for operation & management and have more than one year of service life. Fixed assets should be

recognized for qualified the followed conditions at the same time: (1) It is probable that the economic benefits

associated with the assets will flow into the Company; (2) The cost of the assets can be measured reliably.

(2) Depreciation methods

Category Method Years of depreciation Scrap value rate Yearly depreciation rate

Production buildings Straight-line depreciation 20-35 5 2.71-4.75

Non-production

buildings

Straight-line depreciation 20-35 5 2.71-4.75

Temporary dormitory Straight-line depreciation 20-40 5 2.38-4.75

Simple room etc. Straight-line depreciation 5-15 5 6.33-19

Gas storage bin Straight-line depreciation 20 5 4.75

Silo Straight-line depreciation 50 5 1.9

Wharf and supporting

facilities

Straight-line depreciation 50 5 1.9

Other machinery

equipment

Straight-line depreciation 10-20 5 4.75-9.5

Warehouse transmission

equipment

Straight-line depreciation 20 5 4.75

Electronic equipment Straight-line depreciation 2-5 5 19-47.5

Transport equipment Straight-line depreciation 3-10 5 9.5-31.67

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Other equipment Straight-line depreciation 3-10 5 9.5-31.67

(3) Recognition measurement and depreciation of fixed assets held under finance lease

If any of the following conditions are stipulated in the lease agreement signed by the Company and the lessee it

shall be recognized as a financial leased assets: (1) ownership of the leased assets shall belong to the Company

upon the expiration of the lease term; (2) the Company has the option to purchase assets for a purchase price much

lower than the fair value of the assets when the option is exercised; (3) the lease period accounts for most of the

service life of the leased assets; (4) there is no significant difference between the present value of the minimum

lease payment on the lease commencement date and the fair value of the assets. On the lease start date the

company regards the lower of the fair value of the leased asset and the present value of the minimum lease

payment as the book value of the leased asset and regards the minimum lease payment amount as the book value

of the long-term payable and the difference is regarded as unrecognized financing charges.

25. Construction in progress

Fixed asset is booked with the entire expenditures occurred in the Construction in progress till it arrives at

predicted state for use. For those constructions in process of fixed assets which have already arrived at the

predicted state for use while still with absence of completion settlement they shall be carried forward to

fixed assets at the estimated value based on engineering budget construction cost or actual cost

commencing from the date of arrival of the predicted state for use. Meanwhile they shall be also subject to

the depreciation policies applicable to fixed assets of the Company for provision of depreciation. Once

completion settlement is made the original temporary estimated value shall be adjusted at the effective

cost. However the original provision of depreciation remains unchanged.

26. Borrowing expenses

(i) Recognition of the borrowing expenses capitalization

Borrowing expenses including the amortization of interest discount or premium on borrowing the ancillary

expenses and exchange differences arising from foreign currency borrowings and so on.

Borrowing expenses that attributed for purchasing or construction of assets that are complying start to be

capitalized and counted as relevant assets cost; other borrowing expenses reckoned into current gains and

losses after expenses recognized while occurred.106

Assets satisfying the conditions of capitalization are those assets of fixed investment real estate etc. which need a

long period of time to purchase construct or manufacturing before becoming usable.

Capitalizing for borrowing expenses by satisfying the followed at same time:

(1) Assets expense occurred and paid as expenses in way of cash non-cash assets transfer or debt with

interest taken for purchasing constructing or manufacturing assets that complying with capitalizing

condition;

(2) Borrowing expenses have occurred;

(3) Necessary activities occurred for reaching predicted usable statues or sale-able status for assets

purchased constructed or manufactured.(ii) Period of capitalization

Capitalizing period was from the time star capitalizing until the time of suspended capitalization. The

period for borrowing expensed suspended excluded in the period.If purchasing construction or manufacturing process of an asset satisfying the conditions of capitalization

reached its predicted usable status or sale-able status capitalization suspended for borrowing expenses.If purchasing construction or manufacturing process of an asset satisfying the conditions of capitalization

completed projects and usable independently for part of the projects borrowing expenses for this kind of

assts shall suspended capitalization.If the assets have been completed in every part but can be reached the useful status or sale-able status

while completed entirely the borrowing expense shall be suspended for capitalization while the assets

completely finished in whole.(iii) Period of suspended

If purchasing construction or manufacturing process of an asset satisfying the conditions of capitalization is

suspended abnormally for over 3 months capitalizing of borrowing expenses shall be suspended; the suspended

assets that satisfying the conditions of capitalization meets the necessary procedure of reaching predicted usable

status or sellable status capitalizing of borrowing expenses shall be resumed. The borrowing expenses occurred

during the period of suspended shall reckon into current gains and losses until the purchasing construction or

manufacturing process is resumed for capitalizing.(iv) Capitalization rate of the borrowing costs measurement of the capitalized amount

As for the special loans borrowed for the purchase construction or production of assets eligible for capitalization

the borrowing costs are capitalized by deducting the actual borrowing costs incurred in current period of special

borrowing the interest income earned by borrowing funds that have not ye been used deposited in the bank or the

investment income obtained from the temporary investment.

For the general borrowings used for the acquisition construction or production of assets eligible for capitalization

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the amount of borrowing costs that should be capitalized for general borrowings is calculated and determined

according to the weighted average of the asset expenditures of accumulated asset expenditures over the special

borrowings multiplying by the capitalization rate of the occupied general borrowings. The capitalization rate is

determined based on the weighted average interest rate of general borrowings.

27. Biological assets

(i) Classification of biological assets

Biological assets of the Company refer to the productive biological assets. Productive biological assets included

tea tree.

Biological assets are recognized when the following three conditions are fully satisfied:

(1) An enterprise owns or controls such biological assets due to the past transactions or events;

(2) It may result in the inflow of economic benefits or service potential in relation to such biological assets;

(3) Cost of such biological assets can be reliably measured.

(ii) Initial recognition of Biological assets

The biological assets will initially measured by cost while obtained. The cost of biological asset used for

production purchased from the outside includes the purchase price related taxes transportation expense

insurance premium and other charges directly attributable to the purchase of such asset. Biological asset used for

production input by investors is stated at its entry value which is calculated based on the value as stipulated in the

investment contract or agreement plus the related taxes payable. Where value stipulated in the contract or

agreement is not fair the actual cost is fixed at fair value.(iii) Subsequent measurement of biological assets

(1) Follow-up expenses

The cost of productive biological assets constituted by the actual costs of self-cultivated and constructed

productive biological assets occurred before achieving the intended production and operation goals and the

follow-up expenses such as management and protection occurred after achieving the intended production goals are

included in the current profits and losses.

(2) Depreciation of productive biological assets

Biological assets of the Company refer to the tea plants. For those productive biological assts that reached its

predicted productive purpose withdrawal depreciation by average age method. The service life was determined by

the residual terms of the residual term of land use after deducting the un-maturity period (5-year) of the tea plants

with 5 percent salvage value calculated. Reviewing the service life predicted salvage vale and depreciation

method at year-end if there have difference between the predicted number and original estimated number or have

major changes on way of profit earning than adjusted the service life or predicted salvage value or depreciation

method as account estimation variation.108

(3) Disposal of biological assets:

The cost of biological assets after the shift of use is stated at the carrying amount at the time of shift of use. When

sold destroyed and inventory losses occurred the disposal income of biological assets net of carrying amount and

related taxes shall be charged to profit or loss for the current period.(iv) Biological assets impairment

The Company inspects the productive biological assets at least at the end of each year conclusive evidence

indicates that if the recoverable amount of productive biological assets are less than the book value due to natural

disasters insect pests animal diseases or changes in market demand the Company make the provision for

impairment of biological assets and include them in the current profits and losses according to the balance

between the recoverable amount and the book value.The balance lower than the book value shall be calculated and accrued to falling price reserves or provision for

impairment of biological assets and included in the current profits and losses.Once the provision for impairment of productive biological assets is made it cannot be reversed.

28. Oil and gas assets

Nil

29. Right-of-use assets

Nil

30. Intangible assets

(1) Measurement use of life and impairment testing

(i) Measurement

(1) Initial measurement is made at cost when the Company acquires intangible assets;

For those intangible assets purchased from outside the purchase value relevant taxes and other payments

attributable to predicted purpose obtained should recognized as cost for this assets. For those purchased amount

that paid overdue exceeded the normal credit condition owns financing natures actually the cost should be

recognized based on the current value while purchased.

As for the intangible assets acquired from the debtor in debt restructuring for the purpose of settlement of debt the

fair value of the intangible assets shall be based to determine the accounting value. The difference between the

carrying value of restructured debt and the fair value of the intangible assets use for settlement of debt shall be

109

recorded in current gains and losses.With the preceding conditions that non-monetary assets exchange has commerce nature and the fair value of the

assets exchanged in or out can be measured reliably the intangible assets exchanged in through non-monetary

assets exchange are accounted at the value based on the fair value of assets exchanged out unless there is obvious

evidence showing the fair value of assets exchanged in is more reliable; for non-monetary assets exchange not

qualifying for the preceding conditions the carrying value of assets exchanged out and related taxes payable shall

be viewed as the cost of intangible assets exchanged in without recognition of gains and losses.

(2) Subsequent measurement

Analyzing and judging the service life of an intangible asset when they are acquired.

Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they

become usable to the end of expected useful life;Intangible assets for which it is impossible to predict the term

during which the assets can bring in economic benefits are viewed as intangible assets with indefinite life

without amortization.(ii) Estimation of the service life of intangible assets with limited service life

Those intangible assets with limited useful life are evenly amortized on straight basis from the date when

they become usable to the end of expected useful life. Particular about the estimation on intangible assets

with limited service life:

Item Predicted useful life Basis

Land use right Amortized the actual rest of life after certificate of land use

right obtained

Certificate of land use right

Proprietary technology 20-year Actual situation of the Company

Trademark use right 10-year Actual situation of the Company

Software use right 5-8 years Protocol agreement

Forest tree use right Service life arranged Protocol agreement

Shop management right Service life arranged Protocol agreement

(iii)Judgment basis on intangible assets with uncertain service life and review procedures for the service life

Disclosure requirement: for intangible assets with uncertain service life the judgment basis for uncertain service

life and the procedures for checking their service life should be disclosed.

(2) Accounting policy of the internal R&D expenditure

(i) Specific criteria for dividing research and development stages

The expenditure for internal R&D is divided into research expenditure and development expenditure.Research stage: stage of the investigation and research activities exercising innovative-ness for new science or

110

technology knowledge obtained and understanding.

Development stage: stage of the activities that produced new or material advance materials devices and products

that by research results or other knowledge adoption in certain plan or design before the commercial production or

usage.(ii) Standards for capitalization satisfaction of expenditure in development state

Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same time:

(1) Owes feasibility in technology and completed the intangible assets for useful or for sale;

(2) Owes the intention for completed the intangible assets and for sale purpose;

(3) Way of profit generated including: show evidence that the products generated from the intangible assets owes

a market or owes a market for itself; if the intangible assets will use internally than show evidence of useful-ness;

(4) Possess sufficient technique financial resources and other resources for the development of kind of intangible

assets and has the ability for used or for sale;

(5) The expenditure attributable to the exploitation stage for intangible assets could be measured reliably.

Expenditure happened in development phase not satisfying the above conditions is included in current

period gains and losses when occurs. Development expenditure previously included in gains and losses in

previous periods will not be re-recognized as assets in later periods. Capitalized development expenditure

is stated in balance sheet as development expenditure and is transferred to intangible assets when the

project is ready for planned use.

31. Impairment of long term assets

The long-term assets as long-term equity investments investment real estate measured at cost fixed assets

construction in progress and intangible assets with certain service life are tested for impairment if there is any

indication that an asset may be impaired at the balance date. If the result of the impairment test indicates that the

recoverable amount of the asset is less than its carrying amount a provision for impairment and an impairment

loss are recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The

recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash

flows expected to be derived from the asset. Provision for asset impairment is determined and recognized on the

individual asset basis. If it is not possible to estimate the recoverable amount of an individual asset the

recoverable amount of a group of assets to which the asset belongs is determined. A group of assets is the smallest

group of assets that is able to generate independent cash inflows.Goodwill and intangible asset with an indefinite useful life are tested for impairment at least at the end of each year.When the Company conducts the goodwill impairment test the book value of goodwill formed by business

combination is apportioned to the relevant asset group according to reasonable methods from the date of purchase; if

it is difficult to apportion it to the relevant asset group apportion it to the relevant asset group portfolio. When the

111

book value of goodwill is apportioned to the relevant asset group or asset group portfolio it is apportioned

according to the proportion of the fair value of each asset group or asset group portfolio in the total fair value of the

relevant asset group or asset group portfolio. If the fair value is difficult to be reliably measured it is apportioned

according to the proportion of the book value of each asset group or asset group portfolio in the total book value of

the relevant asset group or asset group portfolio.When conducting impairment test for relevant asset group with inclusion of goodwill in case that there is

indication of impairment for such asset group impairment test would be firstly conducted in respect of the asset

groups without inclusion of goodwill. Then it shall calculate the recoverable amount and determine the

corresponding impairment loss as compared to its carrying value. Second asset group with inclusion of goodwill

would be tested for impairment. If it is found after comparison between the carrying value and recoverable

amount of the asset group that the recoverable amount is less than carrying value the Company would recognize

impairment loss for goodwill. Once recognized asset impairment loss would not be reversed in future accounting

period.

32. Long term prepaid expense

Long term prepaid expense represents the expense which the Company has occurred and shall be amortized in the

current and later periods with amortization period exceeding one year. Long term prepaid expense is amortized

during the beneficial period under straight line method.

33. Contract liability

Nil

34. Staff remuneration

(1) Short term remuneration

In the period of employee services short-term benefits are actually recognized as liabilities and charged to profit

or loss or relevant assets costs.Regarding to the social insurance and housing funds that the Company paid for employees the Company should

recognize corresponding employees benefits payable according to the appropriation basis and proportion as

stipulated by relevant requirements and recognize the corresponding liabilities.If the employee welfare are non-monetary benefits and can be measured reliably they shall be measured at fair

112

value.

(2) Accounting treatment for post office benefits

(i) Defined contribution plan

The Company pays basic endowment insurance and unemployment insurance for employees according to the

relevant regulations of the local government. In the accounting period in which employees provide services for the

Company the amount to be paid is calculated according to the local payment base and proportion and is

recognized as a liability and included in current profit and loss or related asset cost.In addition to the basic endowment insurance employees who meet the conditions of the “Enterprise AnnuityScheme of Shenzhen Cereals Group Co. Ltd.” can apply for the annuity plan established by the Company. During

the accounting period when employee provides services for the Company the contribution calculated under

defined withdraw plan would be recognized as liabilities and included in current gains and losses or relevant asset

cost.Other than periodic payment of the aforesaid amounts in compliance with national standards the Company is not

obliged to make other payment.(ii) Defined benefit plan

The Company assigns the benefit obligation arising from the defined benefit plan to the period during which the

employee provides service according to the formula determined by the expected accumulated benefit unit method

and includes it in the current profit and loss or related asset cost.The deficit or surplus formed by the present value of the defined benefit plan obligation minus the fair value of the

defined benefit plan asset is recognized as a net benefit or net asset of the defined benefit plan. If there is a surplus in

the defined benefit plan the Company measures the net assets of the defined benefit plan by the lower of the surplus

and the asset limit of the defined benefit plan.

All defined benefit plan obligations including obligations expected to be paid within twelve months of the end of

the annual reporting period in which the employee provides services are discounted based on the market return of

the national debt matching with the defined benefit plan obligations deadline and currency or the high quality

corporation bonds in an active market on the balance sheet date.The service cost generated by the defined benefit plan and the net liabilities or the net interest of the net assets of the

defined benefit plan are included in the current profit and loss or the related assets cost; the changes generated by the

remeasurement of net liabilities or net assets of the defined benefit plan are included in other comprehensive income

and will not be transferred back to profit or loss in the subsequent accounting period when the original defined

benefit plan is terminated the part that was originally included in other comprehensive income will be carried

forward to undistributed profit within the scope of equity.113

When settling the defined benefit plan the settlement gain or loss is confirmed by the difference between the present

value of the defined benefit plan obligation and the settlement price determined on the settlement date.

(3) Accounting treatment for dismissal benefit

When the Company cannot unilaterally withdraw the dismissal benefits provided by the termination of the labor

relationship plan or the downsizing proposal or when confirm the cost or expenses related to the reorganization of

the dismissal benefits (the earlier one) confirm the employee compensation liabilities generated by dismissal

benefits and include in the current profit and loss.

(4) Accounting treatment for other long term staff benefits

Other long term staff benefits refers to all the other staff benefits except for short term remuneration post office

benefit and dismissal benefit.

For other long term staff benefits satisfying conditions under defined withdraw plan the contribution payables

shall be recognized as liabilities and included in current gains and losses or relevant asset cost during the

accounting period in which the staff provides services to the Company.

35. Lease liability

Nil

36. Accrual liability

(i) Recognition standards for accrual liability

When the obligations relating to contingencies such as litigation debt guarantee loss contract reorganization and

etc. Satisfy the following conditions an accrual liability shall be recognized:

(1)The responsibility is a current responsibility undertaken by the Company;

(2)Fulfilling of the responsibility may lead to financial benefit outflow;

(3)The responsibility can be measured reliably for its value.

(ii) Measurement

114

Accrual liabilities shall conduct initial measurement by best estimation of expenditures needed by fulfillment of

current responsibilities.While determined the best estimation take the risks uncertainty and periodic value of currency that connected to

the contingent issues into consideration. For major influence from periodic value of currency determined best

estimation after discount on future relevant cash out-flow.Treatment for best estimation:

If the expenditure has a continuous range and with similar possibility within the range the best estimation should

determined by the middle value within the range that is the average amount between the up and low limit.If the expenditure has no continuous range or has a continuous range but with different possibility within the

range the possibility amount shall determined as the best estimation while single events involved by contingency;

if many events were involved by contingency the best estimation shall be determined by various results and

relevant probability.If the expenses for clearing of predictive liability is fully or partially compensated by a third party and the

compensated amount can be definitely received it is recognized separated as asset. Though the compensated

amount shall not greater than the book value of the predictive liability

37. Share-based payment

Nil

38. Other financial instrument of preferred stocks and perpetual bond

The Company classifies it as a financial asset a financial liability or an equity instrument at initial recognition based

on the contractual terms of the preferred stock/perpetuity bonds issued and the economic substance it reflects but not

only in legal form.When a financial instrument such as perpetual bond/preferred share issued by the Company satisfies one of the

following conditions classify the financial instrument as a whole or its components as a financial liability at initial

recognition:

(1) There is a contractual obligation that the Company cannot unconditionally avoid performing by cash payment or

other financial assets;

(2) Include contractual obligations that are settled by the delivery of a variable amount of self-equity instruments;

(3)Include derivatives (such as transfer of equity) that are settled by their own interests and the derivative does not

exchange a fixed amount of cash or other financial assets with a fixed amount of its own equity instruments;

115

(4) There are contractual clauses that indirectly form contractual obligations;

(5) The perpetual debt of the issuer is in the same liquidation order as the ordinary bonds and other debts issued by

the issuer at the time of liquidation.

For financial instruments such as perpetual bonds/preferred shares that do not meet any of the above conditions

classify the financial instrument as a whole or its components as equity instrument at the initial recognition.

39. Revenue

Does the Company need to comply with disclosure requirements of the special industry?

No

Whether implemented the new revenue standards

□Yes √No

(i) Sales of goods

When main risks and rewards attached to the ownership of goods have been transferred to the buyer reserved

neither continuous management power nor effective control over the goods incoming payment can be measured

reliably relative financial benefit possibly inflow to the company cost occurred or will occur can be reliably

measured sales income of goods is recognized.The product sales of the Company include domestic sales and export sales the sales revenue of domestic sales is

recognized after the goods is delivered and conforms to the relevant causes of the contract; the sales revenue of

export sales is recognized after the goods is sent out and declared and conforms to the relevant causes of the

contract.(ii) Provide labor services

If the results of the labor service transaction on the balance sheet date can be reliably estimated the labor service

income will be recognized by the percentage of completion method. The completion schedule of the labor service

transaction is determined based on the measurement of the completed work.The results of the labor service transaction can be reliably estimated which means it can meet the following

conditions:

(1) The amount of income can be reliably measured;

(2) The relevant economic benefits are likely to flow into the enterprise;

(3) The completion schedule of the transaction can be reliably determined;

(4) The costs incurred and to be incurred in the transaction can be reliably measured.

The total amount of labor service income is determined by the received or receivable contract or agreement price

except that the contract or agreement price received or receivable is not fair. On the balance sheet date the current

labor service income is determined by the amount that the total labor service income multiplies by the completion

schedule and deducts the accumulated labor income from the previous accounting period. At the same time the

116

current labor cost is carried forward by the amount that the total labor service cost multiplies by the completion

schedule and deducts the accumulated labor cost from the previous accounting period.If the results of the labor service transaction on the balance sheet date cannot be reliably estimated they shall be

disposed as follows:

(1) If the labor costs incurred is estimated to be compensated the labor service income shall be determined

according to the amount of labor costs incurred and the labor costs shall be carried forward at the same amount.

(2) If the labor costs incurred is estimated not to be compensated the labor costs incurred shall be included in the

current profit and loss and the labor service income shall not be recognized.When the contract or agreement signed by the Company with other enterprises includes the sale of goods and the

rendering of labor services if the parts of the sales of goods and the parts of the rendering of labor service can be

distinguished and can be separately measured treat the part of the sales of goods as the sales of goods and treat

the part of the rendering of labor services as rendering of labor services. If the parts of the sales of goods and the

parts of the rendering of labor service cannot be distinguished or can be distinguished but cannot be separately

measured treat the part of the sales of goods and the parts of the rendering of labor service both as the sales of

goods.Recognize revenue for the grain and oil dynamic storage and rotation services provided by the Company for the

Shenzhen Municipal Government when the relevant labor service activities occur. Specifically monthly calculate

and recognize the government service income based on the actual storage grain and oil quantity and the storage

price stipulated by “Operational Procedures for Government Grain Storage All-in Cost of Shenzhen” and

“Operational Procedures for Edible Vegetable Oil Government Reserve All-in Cost of Shenzhen”.(iii) Recognition of the right to use the transferred assets

Financial benefit attached to the contract is possibly inflow to the company; Overall income of the contract can be

measured reliably. Determined the use right income for transaction assets respectively as followed:

(1) Amount of interest income: determined by the time and effective interest rate of the currency capital used by

other people.

(2) Amount of income from use: determined by the charge time and calculation method agreed in the relevant

contract or agreement.

(3) For the income from real estate dock warehouse and other property leasing and terminal docking business

calculate and determine the rental income and warehousing logistics income according to the chargeable time and

method as stipulated in the contract or agreement.

40. Government Grants

(i) Types

Governments grants of the Company refer to the monetary and non-monetary assets obtained from government

117

for free and are divided into those related to assets and others related to revenues.Government grants related to assets refer to those obtained by the Company and used for purchase or construction

of or otherwise to form long-term assets. Government subsidies related to revenue refer to those other than

government subsidies related to assets.Specific criteria for government grants related to assets: the government grants obtained by the Company for the

purchase construction or other formation of long-term assets;

Specific criteria for government grants related to revenue: the government grant other than an asset-related

government grant.(ii) Recognition point of time

At end of the period if there is evidence show that the Company qualified relevant condition of fiscal supporting

polices and such supporting funds are predicted to obtained than recognized the amount receivable as government

grants. After that government grants shall recognize while actually received.Government grants in the form of monetary assets are stated at the amount received or receivable.Government grants in the form of non-monetary assets are measured at fair value; if fair value cannot be

obtained a nominal amount (one yuan) is used. Government grants measured at nominal amount is

recognized immediately in profit or loss for the current period.(iii) Accounting treatment

Government grants related to assets offset the book value of underlying assets or are recognized as deferred income.If they are recognized as deferred income they shall be included in the current profit and loss by stages according to

reasonable and systematic methods within the useful life of the relevant assets. (Those related to the daily activities

of the Company are included in other income; those not related to the daily activities of the Company are included

in the non-operating income);

Government grants related to the income which are used to compensate the related costs or losses of the Company in

the future period are recognized as deferred income are included in the current profit and loss (Those related to the

daily activities of the Company are included in other income; those not related to the daily activities of the

Company are included in the non-operating income) or offset relevant costs or losses during the period of

recognizing the relevant costs or losses; those used to compensate the occurred related costs or losses of the

Company are directly included in the current profit and loss (Those related to the daily activities of the Company

are included in other income; those not related to the daily activities of the Company are included in the

non-operating income) or offset relevant costs or losses.Policy preferential loan interest discounts obtained by the Company are separately accounted for by distinguishing

the following two cases:

(1) The government appropriates the discounted funds to the loan bank the loan bank provides loans to the

118

Company at a policy preferential interest rate the Company uses the actual amount of the borrowed money as the

book value of the loan and calculates the relevant borrowing costs according to the loan principal and the policy

preferential interest rate.

(2) If the government directly appropriates the discounted funds to the Company the Company will offset the

relevant borrowing costs with the corresponding interest discounts.

41. Deferred income tax assets and deferred income tax liabilities

The deferred income tax assets recognised by deductible temporary differences are within the limit of taxable

income that is probably achieved in the future to deduct the deductible temporary differences. The deductible

losses and tax credits that can be carried forward in subsequent years are within the limit of the future taxable

income it is probably achieved in the future to deduct the deductible losses and tax credits and the corresponding

deferred income tax assets are recognized.

For taxable temporary differences deferred income tax liabilities are recognised except in special circumstances.

The special circumstances of not recognizing deferred income tax assets or deferred income tax liabilities include:

initial recognition of goodwill; other transactions or matters other than business combinations that neither affect

accounting profits nor affect taxable income (or deductible losses) when occur.When the Group has a legal right to settle on a net basis and intends either to settle on a net basis or to realize the

assets and settle the liabilities simultaneously current tax assets and current tax liabilities are offset and presented

on a net basis.When the Group has a legal right to settle current tax assets and liabilities on a net basis and deferred tax assets

and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable

entity or different taxable entities which intend either to settle current tax assets and liabilities on a net basis or to

realize the assets and liabilities simultaneously in each future period in which significant amounts of deferred tax

assets or liabilities are expected to be reversed deferred tax assets and deferred tax liabilities are offset and

presented on a net basis.119

42. Lease

(1) Accounting treatment for operating lease

(i)The rental fee paid for renting the properties by the company are amortized by the straight-line method and

reckoned in the current expenses throughout the lease term without deducting rent-free period. The initial direct

costs related to the lease transactions paid by the company are reckoned in the current expenses.When the lessor undertakes the expenses related to the lease that should be undertaken by the company the

company shall deduct the expenses from the total rental costs share by the deducted rental costs during the lease

term and reckon in the current expenses.(ii)Rental obtained from assets leasing during the whole leasing period without rent-free period excluded shall be

amortized by straight-line method and recognized as leasing revenue. The initial direct costs paid with leasing

transaction concerned are reckoned into current expenditure; the amount is larger is capitalized when incurred

and accounted for as profit or loss for the current period on the same basis as recognition of rental income over the

entire lease period.When the company undertakes the expenses related to the lease that should be undertaken by the lessor the

company shall deduct the expenses from the total rental income and distribute by the deducted rental costs during

the lease term.

(2) Accounting treatment for financing lease

(i) Assets lease-in by financing: On the beginning date of the lease the entry value of leased asset shall be at the

lower of the fair value of the leased asset and the present value of minimum lease payment at the beginning date

of the lease. Minimum lease payment shall be the entry value of long-term accounts payable with difference

recognized as unrecognized financing expenses.Unrecognized financing expenses shall be reckoned in financial expenses and amortized and using effective

interest method during the leasing period. The initial direct expenses incurred by the Company are included in the

value of the rented assets.(ii) Finance leased assets: on the lease commencement date the company affirms the balance among the finance

lease receivables the sum of unguaranteed residual value and its present value as the unrealized financing income

and recognizes it as the rental income during the period of receiving the rent. For the initial direct costs related to

the rental transaction the company reckons in the initial measurement of the finance lease receivables and

reduces the amount of income confirmed in the lease term.120

43. Other important accounting policy and estimation

Safety production expenses

The safety production expenses drawn by the Company in accordance with the national regulations are included in

the cost of relevant products or the current profit and loss and are recorded in the “special reserve” account. When

using the drawn safety production expenses directly offset the special reserve if it belongs to the expense

expenditure. For fixed assets the expenses incurred through the collection of “under construction” subjects shall be

recognized as fixed assets when the safety project is completed and ready for use. At the same time the special

reserve shall be offset according to the cost of forming the fixed assets and accumulated depreciation of the same

amount shall be recognized. The fixed assets will no longer be depreciated in the future.

44. Changes of important accounting policy and estimation

(1)Changes of major accounting policies

□ Applicable √Not applicable

(2) Changes of important accounting estimate

□ Applicable √Not applicable

(3) Adjustment the financial statements at the beginning of the first year of implementation of new financial

instrument standards new revenue standards and new leasing standards

√ Applicable □Not applicable

Consolidate balance sheet

In RMB/CNY

Item 2018-12-31 2019-01-01 Adjustments

Current assets:

Monetary funds 631638339.68 631638339.68

Settlement provisions

Capital lent

Tradable financial assets 1124927.96 1124927.96

Financial assets

measured by fair value and

with variation reckoned into

1124927.96 -1124927.96

121

current gains/losses

Derivative financial

assets

Note receivable 1027635.04 1027635.04

Account receivable 473646886.64 473646886.64

Account receivable

financing

Accounts paid in

advance

83696870.07 83696870.07

Insurance receivable

Reinsurance receivables

Contract reserve of

reinsurance receivable

Other account

receivable

33803428.45 33803428.45

Including: Interest

receivable

561500.00

Dividend

receivable

Buying back the sale of

financial assets

Inventories 2811802600.19 2811802600.19

Contract assets

Assets held for sale

Non-current asset due

within one year

Other current assets 254493764.04 254493764.04

Total current assets 4291234452.07 4291234452.07

Non-current assets:

Loans and payments on

behalf

Creditors’ investment

Available-for-sale

financial assets

57500.00 -57500.00

Other creditors’

investment

Held-to-maturity

122

investment

Long-term account

receivable

Long-term equity

investment

70999666.81 70999666.81

Other equity instrument

investment

Other non-current

financial assets

57500.00 57500.00

Investment real estate 282622184.92 282622184.92

Fixed assets 993136743.51 993136743.51

Construction in progress 186586135.06 186586135.06

Productive biological

asset

407078.92 407078.92

Oil and gas asset

Right-of-use asset

Intangible assets 569997392.08 569997392.08

Expense on Research

and Development

Goodwill

Long-term expenses to

be apportioned

21799899.80 21799899.80

Deferred income tax

asset

50174590.98 50174590.98

Other non-current asset 1936149.72 1936149.72

Total non-current asset 2177717341.80 2177717341.80

Total assets 6468951793.87 6468951793.87

Current liabilities:

Short-term loans 91600000.00 91600000.00

Loan from central bank

Capital borrowed

Tradable financial

liability

Financial liability

measured by fair value and

with variation reckoned into

current gains/losses

123

Derivative financial

liability

Note payable

Account payable 472738283.80 472738283.80

Accounts received in

advance

205428594.16 205428594.16

Selling financial asset of

repurchase

Absorbing deposit and

interbank deposit

Security trading of

agency

Security sales of agency

Wage payable 135709423.52 135709423.52

Taxes payable 24969718.58 24969718.58

Other account payable 280689548.29 280689548.29

Including: Interest

payable

Dividend

payable

2909182.74 2909182.74

Commission charge and

commission payable

Reinsurance payable

Contract liability

Liability held for sale

Non-current liabilities

due within one year

55090793.79 55090793.79

Other current liabilities 219151968.63 219151968.63

Total current liabilities 1485378330.77 1485378330.77

Non-current liabilities:

Insurance contract

reserve

Long-term loans 516687791.66 516687791.66

Bonds payable

Including: preferred

stock

Perpetual

124

capital securities

Lease liability

Long-term account

payable

15690202.08 15690202.08

Long-term wage

payable

Accrual liabilities

Deferred income 100608203.01 100608203.01

Deferred income tax

liabilities

12988434.77 12988434.77

Other non-current

liabilities

Total non-current liabilities 645974631.52 645974631.52

Total liabilities 2131352962.29 2131352962.29

Owners’ equity:

Share capital 1152535254.00 1152535254.00

Other equity instrument

Including: preferred

stock

Perpetual

capital securities

Capital public reserve 1422892729.36 1422892729.36

Less: Inventory shares

Other comprehensive

income

Reasonable reserve 154.21 154.21

Surplus public reserve 327140910.28 327140910.28

Provision of general risk

Retained profit 1269933487.26 1269933487.26

Total owner’s equity

attributable to parent

company

4172502535.11 4172502535.11

Minority interests 165096296.47 165096296.47

Total owner’s equity 4337598831.58 4337598831.58

Total liabilities and owner’s

equity

6468951793.87 6468951793.87

Explanation on adjustment

125

Balance sheet of parent company

In RMB/CNY

Item 2018-12-31 2019-01-01 Adjustments

Current assets:

Monetary funds 168900586.84 168900586.84

Tradable financial assets 1124927.96 1124927.96

Financial assets

measured by fair value and

with variation reckoned into

current gains/losses

1124927.96 -1124927.96

Derivative financial

assets

Note receivable

Account receivable 42441119.07 42441119.07

Account receivable

financing

Accounts paid in

advance

Other account

receivable

159677969.59 159677969.59

Including: Interest

receivable

Dividend

receivable

Inventories 8806338.26

Contract assets

Assets held for sale

Non-current asset due

within one year

Other current assets 50068745.74 50068745.74

Total current assets 431019687.46 431019687.46

Non-current assets:

Creditors’ investment

Available-for-sale

financial assets

Other creditors’

126

investment

Held-to-maturity

investment

Long-term account

receivable

Long-term equity

investment

4212554063.36 4212554063.36

Other equity instrument

investment

Other non-current

financial assets

Investment real estate 17929684.70 17929684.70

Fixed assets 31417912.54 31417912.54

Construction in progress

Productive biological

asset

407078.92 407078.92

Oil and gas asset

Right-of-use asset

Intangible assets 6663692.30 6663692.30

Expense on Research

and Development

Goodwill

Long-term expenses to

be apportioned

409621.50 409621.50

Deferred income tax

asset

5630538.80 5630538.80

Other non-current asset

Total non-current asset 4275012592.12 4275012592.12

Total assets 4706032279.58 4706032279.58

Current liabilities:

Short-term loans

Tradable financial

liability

Financial liability

measured by fair value and

with variation reckoned into

current gains/losses

127

Derivative financial

liability

Note payable

Account payable 73705646.54 73705646.54

Accounts received in

advance

124945.74 124945.74

Contract liability

Wage payable 6448561.16 6448561.16

Taxes payable 2702655.24 2702655.24

Other account payable 232109084.76 232109084.76

Including: Interest

payable

Dividend

payable

Liability held for sale

Non-current liabilities

due within one year

Other current liabilities

Total current liabilities 315090893.44 315090893.44

Non-current liabilities:

Long-term loans

Bonds payable

Including: preferred

stock

Perpetual

capital securities

Lease liability

Long-term account

payable

Long-term wage

payable

Accrual liabilities

Deferred income 46129.96 46129.96

Deferred income tax

liabilities

10965.46 10965.46

Other non-current

liabilities

128

Total non-current liabilities 57095.42 57095.42

Total liabilities 315147988.86 315147988.86

Owners’ equity:

Share capital 1152535254.00 1152535254.00

Other equity instrument

Including: preferred

stock

Perpetual

capital securities

Capital public reserve 3018106568.27 3018106568.27

Less: Inventory shares

Other comprehensive

income

Reasonable reserve

Surplus public reserve 54736482.14 54736482.14

Retained profit 165505986.31 165505986.31

Total owners’ equity 4390884290.72 4390884290.72

Total liabilities and owner’s

equity

4706032279.58 4706032279.58

Explanation on adjustment

(4) Retrospective adjustment of early comparison data description when initially implemented the new

financial instrument standards and new leasing standards

□ Applicable √Not applicable

45. Other

VI. Taxes

1. Type of tax and rate for main applicable tax

Taxes Basis Rate

VAT

The output tax is calculated on the basis of

the sales of goods and the taxable service

income calculated according to the tax law.

After deducting the input tax amount that

is allowed to be deducted in the current

period the difference part is the

16% 10% 6% 5% 3%

129

value-added tax payable.Urban maintenance and construction tax Turnover tax payable 7% 5%

Enterprise income tax Taxable income 25% 15% 0%

Educational surtax Turnover tax payable 5%

Rate of enterprise income tax for different taxpaying body:

Taxpaying body Income tax rate

The Company 25%

Shenbao Huacheng 15%

Including: Shantou Branch of Shenbao Huacheng 25%

Wuyuan Ju Fang Yong 15%

Shenbao Sanjing 25%

Huizhou Shenbao Technology 25%

Huizhou Shenbao Food 25%

Shenbao Property 25%

Shenbao Industrial & Trading 25%

Hangzhou Ju Fang Yong 25%

Shenbao Technology Center 25%

Fuhaitang Ecological 25%

Chunshi Network 25%

Shenshenbao Investment 25%

Shenshenbao Tea Culture 25%

Yunnan Supply Chain 25%

Ju Fang Yong Trading 25%

Shenbao Rock Tea 25%

Pu’er Tea Trading Center 25%

Shenbao Tea-Shop 25%

Fuhaitang Catering 25%

SZCG 25% tax exemption for some businesses

Shenliang Real Estate Development 25%

Shenzhen Flour Tax free

Shenliang Quality Inspection 25%

Hualian Grain & oil trading 25%

130

Shenliang Cold-Chain Logistic 15%

Shenliang Doximi 25%

Hainan Haitian 25%

Dongguan Shenliang Logistics 25%

Shenliang Big Kitchen 15%

Shenliang Storage (Yingkou) ) 25%

Shenliang Property 25%

Dongguan Food Industrial Park 25%

Dongguan Food Trade 25%

Dongguan Jinying 25%

Shuangyashan Shenliang Zhongxin 25%

Hongxinglong Nongken Industrial Park 25%

2. Tax preferential

(i)VAT discounts and approval

According to the “Notice of the Ministry of Finance and the State Administration of Taxation on the Issues

Concerning the VAT Collection and Exemption of Grain Enterprises (CSZ [1999] No. 198)” and “Shenzhen TaxService State Taxation Administration and Shenzhen Finance Bureau SGSF (SCF [1999] No.428)” confirming

that SZCG the Company’s subsidiary and its subsidiaries are state-owned grain purchase and sale enterprises

that undertake grain collection and storage tasks for Shenzhen the grain sold is subject to tax-free declaration byrule and enjoys the exemption from VAT. In addition according to the stipulation of the “Announcement of State

Administration of Taxation on Relevant Management Matters After Clarifying the Cancellation of the Approval ofSome VAT Preferential Policies” (SAT Announcement 2015 No. 38) the approval for exemption from VAT and

the involved tax review and approval procedures for the state-owned grain enterprises that undertake grain

collection and storage tasks other grain enterprises that operate tax-free projects and enterprises that have edible

vegetable oil sales business for government reserves are cancelled and changed to record management. The

taxpayer does not change the content of the record materials during the period of tax exemption can be put on a

one-time record. In December 2013 SZCG obtained the notice of the VAT preferential record (SGSFJBM [2013]

No.2956) from Shenzhen Futian State Administration of Taxation. In the case of no change in policy this limited

filing period started on January 1

st

2014. The VAT input tax amount of the preferential item was separately

accounted for and the input VAT calculation method cannot be changed within 36 months after the selection. As

of December 31 2018 the tax exemption policy has been in effect since its filing in 2014 and the company’s VAT

input tax has not changed since it was accounted for separately in 2014 so the company continues to enjoy the tax

preference.(ii) Stamp duty house property tax and urban land use tax preferences

According to the stipulations of “Notice of the Ministry of Finance and the State Administration of Taxation on131the Relevant Tax Policies Concerning Some National Reserved Commodities (CS [2019] No. 77)” confirming

that the fund account book of SZCG the Company’s subsidiary and its direct depots is exempt from stamp duty

confirming that the written purchase and sale contracts of SZCG in the process of undertaking the commodity

reserve business are exempt from stamp duty and confirming that SZCG’s house property and land used for the

commodity reserve business are exempt from house property tax and urban land use tax. The execution time limit

for this tax preference policy is up to December 31 2021.(iii) Enterprise income tax

(1) Shenbao Huacheng a subsidiary of the Company obtained the “High-tech Enterprise Certificate” (Certificate

number is GR201744203462) jointly issued by Shenzhen Science and Technology Innovation Committee

Shenzhen Financial Committee Shenzhen Tax Service State Taxation Administration and Shenzhen Local

Taxation Bureau on October 31 2017 which is valid for three years. According to the relevant preferential

policies of the state for high-tech enterprises the qualified high-tech enterprises shall pay the corporate income

tax at a reduced income tax rate of 15% within three years from the year of the determination and Shenbao

Huacheng enjoys the tax preferential policy from 2017 to 2019.

(2) The Company’s subsidiary Wuyuan Jufangyong obtained the “High-tech Enterprise Certificate” (Certificate

number is GR201836000703) jointly issued by the Science and Technology Department of Jiangxi Province the

Finance Department of Jiangxi Province and Jiangxi Provincial Tax Service State Taxation Administration on

August 13 2018 which is valid for three years. According to the relevant preferential policies of the state for

high-tech enterprises the qualified high-tech enterprises shall pay the corporate income tax at a reduced income

tax rate of 15% within three years from the year of the determination and Wuyuan Jufangyong enjoys the tax

preferential policy from 2018 to 2020.

(3) According to the “Notice on the Issues Concerning the Treatment of Corporate Income Taxes for Fiscal Fundsof Special Purposes of the Ministry of Finance and the State Administration of Taxation (CS [2009] No. 87) the

government service income obtained by SZCG the Company’s subsidiary and its subsidiaries from the

government’s grain reserve business is a special-purpose fiscal fund which can be used as non-taxable income if

eligible and is deducted from the total income when calculating the taxable income. The expenses arising from the

above-mentioned non-taxable income for expenditure shall not be deducted when calculating the taxable income;

the calculated depreciation and amortization of the assets formed by non-taxable income for expenditure shall not

be deducted when calculating the taxable income.

(4) Shenzhen Flour a subsidiary of the Company is a flour primary processing enterprise according to thestipulations of the “Notice on Issuing the Scope (Trial) of Primary Processing of Agricultural Products Applicableto the Corporate Income Tax Preferential Policy (CS [2008] No. 149)” and the “Supplementary Notice on theScope of Primary Processing of Agricultural Products Applicable to the Corporate Income Tax Preferential Policy

132of the Ministry of Finance and the State Administration of Taxation” (CS [2011] No. 26) the wheat primary

processing is exempt from income tax.

(5) According to the Article one of the “Notice of the Ministry of Finance and the State Administration of Taxationon the Corporate Income Tax Preferential Policies and Preferential Catalogue for Guangdong Hengqin New

District Fujian Pingtan Comprehensive Experimental Zone and Shenzhen Qianhai Shenzhen-Hong KongModern Service Industry Cooperation Zone” (CS [2014] No.26) levy the corporate income tax at a reduced

income tax rate of 15% for the encouraged industrial enterprises located in Hengqin New District Pingtan

Comprehensive Experimental Zone and Qianhai Shenzhen-Hong Kong Modern Service Industry Cooperation

Zone. The Company’s subsidiaries Shenliang Cold-Chain Logistic and Shenliang Big Kitchen are registered in

Shenzhen Qianhai Cooperation Zone and meet the preferential tax conditions according to the relevant policies in

the Cooperation Zone their income tax enjoys a tax preference of 15% and this preferential tax policy shall be up

to 2020.

3. Other

Nil

VII. Annotation to main items of consolidated financial statements

1. Monetary funds

RMB/CNY

Item Ending balance Opening balance

Cash on hand 248295.15 282322.45

Cash in bank 189525109.14 631190032.12

Other monetary fund 141081.10 165985.11

Total 189914485.39 631638339.68

Other explanation

The Company did not has account pledge freeze or has potential risks in collection ended as 30 June 2019

2. Tradable financial assets

RMB/CNY

Item Ending balance Opening balance

Financial assets measured by fair value and

with variation reckoned into current

gains/losses

1153309.17 1124927.96

Including:

133

Equity investment instrument 1153309.17 1124927.96

Including:

Total 1153309.17 1124927.96

Other explanation:

Ending balance refers to the 258011 shares of A-stock under the name of “CBC-A”

3. Derivative financial assets

RMB/CNY

Item Ending balance Opening balance

Other explanation:

4. Note receivable

(1) Category

RMB/CNY

Item Ending balance Opening balance

Bank acceptance bill 350756.64 1027635.04

Total 350756.64 1027635.04

RMB/CNY

Category

Ending balance Opening balance

Book balance Bad debt provision

Book

value

Book balance Bad debt provision

Book

value Amount Ratio Amount

Accrual

ratio

Amount Ratio Amount

Accrual

ratio

Including:

Including:

Bad debt provision accrual on single basis:

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio Accrual causes

Bad debt provision accrual on portfolio:

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio

Explanation on portfolio determines:

134

If the provision for bad debts of note receivable is made in accordance with the general model of expected credit losses please refer to

the disclosure of other account receivables to disclose related information about bad-debt provisions:

□ Applicable √Not applicable

(2) Bad debt provision accrual collected or reversal in the period

Bad debt provision accrual in the period:

RMB/CNY

Category Opening balance

Amount changed in the period

Ending balance

Accrual Collected or reversal Written-off

Including major amount bad debt provision that collected or reversal in the period:

□ Applicable √Not applicable

(3) Note receivable that pledged at period-end

RMB/CNY

Item Amount pledged at period-end

(4) Notes endorsement or discount and undue on balance sheet date

RMB/CNY

Item Amount derecognition at period-end Amount not derecognition at period-end

(5) Notes transfer to account receivable due for failure implementation by drawer at period-end

RMB/CNY

Item Amount transfer to account receivable at period-end

Other explanation

(6) Note receivable actually written-off in the period

RMB/CNY

Item Amount written-off

Including important note receivable that written-off:

RMB/CNY

Enterprise Nature Amount written-off Written-off causes

Procedure of

written-off

Resulted by related

transaction (Y/N)

Explanation on note receivable written-off

135

5. Account receivable

(1)Category

RMB/CNY

Category

Ending balance Opening balance

Book balance Bad debt provision

Book

value

Book balance Bad debt provision

Book value

Amount Ratio Amount

Accrual

ratio

Amount Ratio Amount

Accrual

ratio

Account receivable

with bad debt

provision accrual on

a single basis

100508

379.06

13.91%

987544

48.60

98.25%

1753930

.46

1009208

79.06

17.40%

9916694

8.60

98.26%

1753930.4

6

Including:

Account receivable

with single

significant amount

and withdrawal bad

debt provision on

single basis

104556

27.54

1.45%

104556

27.54

100.00%

1045562

7.54

1.80%

1045562

7.54

100.00%

Account receivable

with single minor

amount but with bad

debts provision

accrued on a single

basis

900527

51.52

12.46%

882988

21.06

98.05%

1753930

.46

9046525

1.52

15.60%

8871132

1.06

98.06%

1753930.4

6

Account receivable

with bad debt

provision accrual on

portfolio

622241

934.11

86.09%

616469

6.86

0.99%

6160772

37.25

4790589

35.68

82.60%

7165979

.50

1.50%

47189295

6.18

Including:

Related party and

petty cash

159082

329.20

22.01%

1590823

29.20

3790455

9.66

6.54%

37904559.

66

Age portfolio

463159

604.92

64.08%

616469

6.86

1.33%

4569949

08.06

4411543

76.02

76.06%

7165979

.50

1.62%

43398839

6.52

Total

722750

313.17

100.00%

104919

145.46

14.52%

6178311

67.71

5799798

14.74

100.00%

1063329

28.10

18.33%

47364688

6.64

Bad debt provision accrual on single basis:10455627.54 Yuan

RMB/CNY

Name Ending balance

136

Book balance Bad debt provision Accrual ratio Accrual causes

Account receivable with

single significant amount

and withdrawal bad debt

provision on single basis

Guangzhou Jinhe Feed

Co. Ltd

10455627.54 10455627.54 100.00%

Slightly possibly taken

back

Total 10455627.54 10455627.54 -- --

Bad debt provision accrual on single basis: 88298821.06 Yuan

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio Accrual causes

Account receivable with

single minor amount but

with bad debts provision

accrued on a single basis

at period-end

Shenzhen Faqun

Industrial Co. Ltd.

4582156.00 4582156.00 100.00%

Slightly possibly taken

back

Li Shaoyu 2929128.53 2929128.53 100.00%

Slightly possibly taken

back

Zhuhai Doumen Huabi

Feed Co. Ltd

2396327.14 2396327.14 100.00%

Slightly possibly taken

back

Chongqing Zhongxing

Food Industry Co. Ltd.

2354783.30 2354783.30 100.00%

Slightly possibly taken

back

Hengyang Feed Plant 1907679.95 1907679.95 100.00%

Slightly possibly taken

back

Beijing Zhongwang Food

Co. Ltd.

1873886.58 1873886.58 100.00%

Slightly possibly taken

back

Sichuan Zhongxing Food

Industry Co. Ltd.

1698103.22 1698103.22 100.00%

Slightly possibly taken

back

Shenzhen Buji

Agricultural Products

Wholesale Center Market

Xingmin Commercial

Shop

1534512.45 1534512.45 100.00%

Slightly possibly taken

back

Other account receivable

with over 3 years for

Slightly possibly taken

70776174.35 69022243.89 97.52%

Slightly possibly taken

back

137

back

Total 90052751.52 88298821.06 -- --

Bad debt provision accrual on single basis:

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio Accrual causes

Bad debt provision accrual on portfolio: 6164696.86Yuan

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio

Within one year 459556076.84 4595560.77 1.00%

1-2 years 1082033.98 108203.40 10.00%

2-3 years 311445.72 93433.72 30.00%

3-4 years 1057518.76 528759.39 50.00%

4-5 years 277613.73 138806.87 50.00%

Over 5 years 874915.89 699932.71 80.00%

Total 463159604.92 6164696.86 --

Explanation on portfolio determines:

Bad debt provision accrual on portfolio:

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio

Explanation on portfolio determines:

If the provision for bad debts of account receivable is made in accordance with the general model of expected credit losses please refer

to the disclosure of other account receivables to disclose related information about bad-debt provisions:

□ Applicable √Not applicable

By account age

RMB/CNY

Account age Ending balance

Within one year(one year included) 617070571.01

Within one year(one year included) 617070571.01

1-2 years 1082033.98

2-3 years 311445.72

Over 3 years 104286262.46

3-4 years 1057518.76

138

4-5 years 277613.73

Over 5 years 102951129.97

Total 722750313.17

(2) Bad debt provision accrual collected or reversal in the period

Bad debt provision accrual in the period:

RMB/CNY

Category Opening balance

Amount changed in the period

Ending balance

Accrual Collected or reversal Written-off

Bad debt provision

accrual on single

basis

99166948.60 412500.00 98754448.60

Age portfolio 7165979.50 252985.38 1254268.02 6164696.86

Total 106332928.10 252985.38 1666768.02 104919145.46

Including major amount bad debt provision that collected or reversal in the period:

RMB/CNY

Enterprise Amount collected or reversal Collection way

(3) Account receivable actually written-off in the period

RMB/CNY

Item Amount written-off

Including major account receivable written-off

RMB/CNY

Enterprise Nature Amount written-off Written-off causes

Procedure of

written-off

Resulted by related

transaction (Y/N)

Explanation on account receivable written-off

(4) Top 5 account receivables at ending balance by arrears party

Total period-end balance of top five receivables by arrears party amounting to 447155799.70 Yuan takes 61.87 percent of the total

account receivable at period-end bad debt provision accrual correspondingly at year-end amounting as 722114.57 Yuan.139

(5) Account receivable derecognition due to financial assets transfer

(6) Assets and liabilities resulted by account receivable transfer and continues involvement

Other explanation:

6. Account receivable financing

RMB/CNY

Item Ending balance Opening balance

Changes of account receivable financing and change of fair value in the period

□ Applicable √Not applicable

If the impairment provision of account receivable financing is made in accordance with the general model of expected credit losses

please refer to the disclosure of other account receivables to disclose related information about impairment provision:

□ Applicable √Not applicable

Other explanation:

7. Accounts paid in advance

(1) By account age

RMB/CNY

Account age

Ending balance Opening balance

Amount Ratio Amount Ratio

Within one year 25907038.42 98.91% 83282051.24 99.51%

1-2 years 22283.22 0.09% 70556.78 0.08%

2-3 years 7670.34 0.01%

Over 3 years 260606.46 1.00% 336591.71 0.40%

Total 26189928.10 -- 83696870.07 --

Explanation on reasons of failure to settle on important account paid in advance with age over one year

The closing balance of prepayments decreased by RMB 57506941.97 compared with the beginning of the period with a decrease ratio

of 69% it was mainly because the Company’s subsidiary Dongguan Shenliang Logistics signed a purchase contract with Xiamen

Mingsui Grain and Oil Trading Co. Ltd. and prepaid the payment at the end of December 2018 resulting in large balance of the

payment at the beginning of the period.140

(2) Top 5 account paid in advance at ending balance by prepayment object

Total period-end balance of top five account paid in advance by prepayment object amounted to 21379819.55 Yuan takes 81.63

percent of the total advance payment at period-end.Other explanation:

8. Other account receivable

RMB/CNY

Item Ending balance Opening balance

Interest receivable 561500.00

Other account receivable 57624419.71 33241928.45

Total 57624419.71 33803428.45

(1) Interest receivable

1) Category

RMB/CNY

Item Ending balance Opening balance

Time deposit 561500.00

Total 561500.00

2) Significant overdue interest

RMB/CNY

Borrower Ending balance Overdue time Overdue causes

Whether impairment

occurs and its judgment

basis

Other explanation:

3) Accrual of bad debt provision

□ Applicable √Not applicable

(2) Dividend receivable

1) Category

RMB/CNY

Item (or invested enterprise) Ending balance Opening balance

2) Important dividend receivable with account age over one year

RMB/CNY

Item (or invested

enterprise)

Ending balance Account age

Reasons for not

collection

Whether impairment

occurs and its judgment

141

basis

3) Accrual of bad debt provision

□ Applicable √Not applicable

Other explanation:

(3) Other account receivable

1) By nature

RMB/CNY

Nature Ending book balance Opening book balance

Margin and deposit 45434104.15 11160677.29

Export tax rebate 3085206.14 312364.06

Intercourse funds and other 101951791.76 119759129.21

Total 150471102.05 131232170.56

2) Accrual of bad debt provision

RMB/CNY

Bad debt provision

Phase I Phase II Phase III

Total

Expected credit

losses over next 12

months

Expected credit losses for

the entire duration (without

credit impairment occurred)

Expected credit losses for

the entire duration (with

credit impairment occurred)

Balance on Jan. 1 2019 91037.53 7300675.36 90598529.22 97990242.11

Balance of Jan. 1 2019

in the period

—— —— —— ——

Current accrual 12330.41 204763.49 217093.90

Current reversal 5360653.67 5360653.67

Balance on Jun. 30 2019 103367.94 1940021.69 90803292.71 92846682.34

Change of book balance of loss provision with amount has major changes in the period

□ Applicable √Not applicable

By account age

RMB/CNY

Account age Ending balance

Within one year(one year included) 50038334.00

Within one year(one year included) 50038334.00

1-2 years 4038032.96

2-3 years 947859.87

Over 3 years 95446875.22

3-4 years 112539.37

142

4-5 years 930794.83

Over 5 years 94403541.02

Total 150471102.05

3) Bad debt provision accrual collected or reversal in the period

Bad debt provision accrual in the period:

RMB/CNY

Category Opening balance

Amount changed in the period

Ending balance

Accrual Collected or reversal

Other account receivable

with single minor amount

but with bad debt

provision accrual on

single basis

44887199.60 44887199.60

Other account receivable

with single major amount

and with bad debt

provision accrual on

single basis

45711329.62 204763.49 45916093.11

Aging analysis portfolio 7391712.89 12330.41 5360653.67 2043389.63

Total 97990242.11 217093.90 5360653.67 92846682.34

Including major amount with bad debt provision reverse or collected in the period:

RMB/CNY

Enterprise Amount reversal or collected Collection way

Shenzhen Yixin Investment Co. Ltd 5111304.11 Amount collected

Total 5111304.11 --

4) Other account receivable actually written-off in the period

RMB/CNY

Item Amount written-off

Including important other account receivable written-off

RMB/CNY

Enterprise Nature Amount written-off Written-off causes

Procedure of

written-off

Resulted by related

transaction (Y/N)

Explanation on other account receivable written-off

5) Top 5 other receivables at ending balance by arrears party

RMB/CNY

Enterprise Nature Ending balance Account age

Ratio in total ending

balance of other

account receivables

Ending balance of

bad debt reserve

143

Changzhou Shenbao

Chacang E-business

Co. ltd.

Intercourse funds 20618710.83

Within one year;

1-4 year and above

13.70% 18024144.51

Shenzhen Gaojian

Food Joint Venture

Co. Ltd

Intercourse funds 8326202.63 Over 5 years 5.53% 416310.13

Shenzhen Sha Tau

Kok Import &

Export Corporation

Intercourse funds 8285803.57 Over 5 years 5.51% 414290.18

Jinzhou Tianli Grain

Trading Co. Ltd.Margin 5743108.32 Within one year 3.82% 287155.42

Shenzhen

Changjiang

Development Co.

Ltd.Intercourse funds 5677473.59 Over 5 years 3.77% 283873.68

Total -- 48651298.94 -- 32.33% 19425773.92

6) Other account receivables related to government grants

RMB/CNY

Enterprise Government grants Ending balance Ending account age

Time amount and basis

for collection predicted

7) Other receivable for termination of confirmation due to the transfer of financial assets

8) The amount of assets and liabilities that are transferred other receivable and continued to be involved

Other explanation:

9. Inventories

Whether implemented the new revenue standards

□Yes √No

(1) Category

RMB/CNY

Item

Ending balance Opening balance

Book balance

Falling price

reserves

Book value Book balance

Falling price

reserves

Book value

Raw materials 68342539.38 24106831.49 44235707.89 63928125.50 19906198.09 44021927.41

Goods in process 13823647.30 13823647.30 23840568.24 68371.10 23772197.14

Finished goods 3079344347.80 95464608.75 2983879739.05 2827653415.87 101081767.83 2726571648.04

Revolving

material

9752899.65 1618111.19 8134788.46 10843165.99 941939.14 9901226.85

144

Goods in transit 3409547.41 3409547.41 7410407.72 7410407.72

Work in

process-outsource

d

109884.08 109884.08 5415695.35 5290502.32 125193.03

Total 3174782865.62 121189551.43 3053593314.19 2939091378.67 127288778.48 2811802600.19

Whether the Company needs to comply with the disclosure requirement of Industry Information Disclosure Guidelines of Shenzhen

Stock Exchange No.4 -Listed Companies Engaged in Seed Planting Business

No

(2)Falling price reserves of inventories

RMB/CNY

Item Opening balance

Current amount increased Current amount decreased

Ending balance

Accrual Other

Reversal or

write-off

Other

Raw materials 19906198.09 8220891.21 4020257.81 24106831.49

Goods in process 68371.10 68371.10

Finished goods 101081767.83 54067440.32 59684599.40 95464608.75

Revolving

material

941939.14 676172.05 1618111.19

Goods in transit

Work in

process-outsource

d

5290502.32 5290502.32

Total 127288778.48 62964503.58 69063730.63 121189551.43

(3) Explanation on inventories with capitalization of borrowing costs included at ending balance

Nil

(4) Assets unsettled formed by construction contract which has completed at period-end

RMB/CNY

Item Amount

Other explanation:

10. Contract assets

RMB/CNY

Item Ending balance Opening balance

145

Book balance

Impairment

provision

Book value Book balance

Impairment

provision

Book value

Amount and reasons for the major changes of book value of contract assets in the period

RMB/CNY

Item Amount changed Cause of change

If the bad debt provision of accrual contract is made in accordance with the general model of expected credit losses please refer to the

disclosure of other account receivables to disclose related information about bad debt provision:

□ Applicable √Not applicable

Impairment provision of contract assets in the period

RMB/CNY

Item Current accrual Current reversal Charge off/Written-off Causes

Other explanation:

11. Assets held for sale

RMB/CNY

Item

Ending book

balance

Impairment

provision

Ending book

value

Fair value

Estimated

disposal cost

Estimated

disposal time

Other explanation:

12. Non-current asset due within one year

RMB/CNY

Item Ending balance Opening balance

Important creditors’ investment/Other creditors’ investment

RMB/CNY

Item

Ending balance Opening balance

Face value Coupon rate Actual rate

Maturity

date

Face value Coupon rate Actual rate

Maturity

date

Other explanation:

13. Other current assets

Whether implemented the new revenue standards

□Yes √No

RMB/CNY

Item Ending balance Opening balance

Enterprise income tax paid in advance 9719.32 394677.16

146

VAT input tax ready for deduction 78086632.70 88918809.39

Financial products held to maturity within

one year

30000000.00 160000000.00

Other 2315.03 5180277.49

Total 108098667.05 254493764.04

Other explanation:

14. Creditors’ investment

RMB/CNY

Item

Ending balance Opening balance

Book balance

Impairment

provision

Book value Book balance

Impairment

provision

Book value

Important creditors’ investment

RMB/CNY

Item

Ending balance Opening balance

Face value Coupon rate Actual rate

Maturity

date

Face value Coupon rate Actual rate

Maturity

date

Accrual of impairment provision

RMB/CNY

Bad debt provision

Phase I Phase II Phase III

Total

Expected credit

losses over next 12

months

Expected credit losses for

the entire duration (without

credit impairment occurred)

Expected credit losses for

the entire duration (with

credit impairment occurred)

Balance of Jan. 1 2019

in the period

—— —— —— ——

Change of book balance of loss provision with amount has major changes in the period

□ Applicable √Not applicable

Other explanation:

15. Other creditors’ investment

RMB/CNY

Item

Opening

balance

Accrual

interest

Change of

fair value in

the period

Ending

balance

Cost

Accumulated

change of

fair value

Loss

impairment

accumulated

recognized in

other

comprehensi

Note

147

ve income

Important other creditors’ investment

RMB/CNY

Other 债权 Item

Ending balance Opening balance

Face value Coupon rate Actual rate

Maturity

date

Face value Coupon rate Actual rate

Maturity

date

Accrual of impairment provision

RMB/CNY

Bad debt provision

Phase I Phase II Phase III

Total

Expected credit

losses over next 12

months

Expected credit losses for

the entire duration (without

credit impairment occurred)

Expected credit losses for

the entire duration (with

credit impairment occurred)

Balance of Jan. 1 2019

in the period

—— —— —— ——

Change of book balance of loss provision with amount has major changes in the period

□ Applicable √Not applicable

Other explanation:

16. Long-term account receivable

(1) Long-term account receivable

RMB/CNY

Item

Ending balance Opening balance

Discount rate

interval Book balance

Bad debt

provision

Book value Book balance

Bad debt

provision

Book value

Impairment of bad debt provision

RMB/CNY

Bad debt provision

Phase I Phase II Phase III

Total

Expected credit

losses over next 12

months

Expected credit losses for

the entire duration (without

credit impairment occurred)

Expected credit losses for

the entire duration (with

credit impairment occurred)

Balance of Jan. 1 2019

in the period

—— —— —— ——

Change of book balance of loss provision with amount has major changes in the period

□ Applicable √Not applicable

148

(2) Long-term account receivable derecognition due to financial assets transfer

(3) Assets and liabilities resulted by long-term account receivable transfer and continues involvement

Other explanation

17. Long-term equity investment

RMB/CNY

The

invested

entity

Opening

balance

Current changes (+-)

Ending

balance

Ending

balance

of

impairme

nt

provision

Additiona

l

investmen

t

Capital

reduction

Investme

nt gains

recognize

d under

equity

Other

comprehe

nsive

income

adjustmen

t

Other

equity

change

Cash

dividend

or profit

announce

d to

issued

Accrual

of

impairme

nt

provision

Other

I. Joint venture

II. Associated enterprise

Shenzhen

Shenbao

(Xinmin)

Foods

Co.

Ltd*1

2870000

.00

2870000

.00

2870000

.00

Changzho

u

Shenbao

Chacang

E-busines

s Co.

ltd.*2

Shenzhen

Shenbao

(Liaoyuan

)

Industrial

Co.

Ltd*1

57628.53 57628.53 57628.53

Huizhou

Shenbao

Manan

Bio-techn

1050116

.57

1050116

.57

149

ology

Co. Ltd.

Shenzhen

Shichumi

ngmen

Restauran

t

Managem

ent Co.Ltd.*2

Guangzho

u

Shenbao

Mendao

Tea Co.Ltd.

3825725

.70

-135033.

88

3690691

.82

Zhuhai

Hengxing

Feed

Industrial

Co. Ltd.

2951077

1.11

666203.0

1

3017697

4.12

Shenzhen

Duoxi

Equity

Investme

nt Fund

Managem

ent Co.Ltd.

4014625

.45

-180833.

30

3833792

.15

Shenliang

Intelligent

Wulian

Equity

Investme

nt Fund

(Shenzhe

n)

Partnershi

p

Enterprise

(Limited)

2310566

2.49

3062765

.12

2616842

7.61

Shenzhen 9492765 9492765

150

Shenyuan

Data

Tech. Co.Ltd

.49 .49

Subtotal

7392729

5.34

1050116

.57

3413100

.95

7629027

9.72

2927628

.53

Total

7392729

5.34

1050116

.57

3413100

.95

7629027

9.72

2927628

.53

Other explanation

*1: these two companies have been established for a long time. At the current stage their business licenses have been revoked.

Impairment provision is made in full due to absence of settlement.

*2: the long-term equity investment for Changzhou Shenbao Chacang E-commence Co. Ltd and Shenzhen Shichumingmen

Restaurant Management Co. Ltd. which are measured by equity; the book balance counted as Zero for losses in the two above

mentioned enterprises

18. Other equity instrument investment

RMB/CNY

Item Ending balance Opening balance

Itemized the non-tradable equity instrument investment in the period

RMB/CNY

Item

Dividend income

recognized

Cumulative gains

Cumulative

losses

Retained earnings

transfer from

other

comprehensive

income

Causes of those

that designated

measured by fair

value and with its

variation

reckoned into

other

comprehensive

income

Cause of retained

earnings transfer

from other

comprehensive

income

Other explanation:

19. Other non-current financial assets

RMB/CNY

Item Ending balance Opening balance

Equity instrument investment 57500.00 57500.00

Total 57500.00 57500.00

Other explanation:

151

20. Investment real estate

(1) Measured at cost

√ Applicable □Not applicable

RMB/CNY

Item House and building Land use right Construction in progress Total

I. Original book value

1.Opening balance 567162333.74 567162333.74

2.Current amount

increased

23277994.41 23277994.41

(1) Outsourcing 506238.00 506238.00

(2) Inventory\fixed

assets\construction in

process transfer-in

(3) Increased by

combination

(4) Fixed assets

re-classify

22771756.41 22771756.41

3.Current amount

decreased

(1) Disposal

(2) Other transfer-out

4.Ending balance 590440328.15 590440328.15

II. Accumulated

depreciation and

accumulated

amortization

1.Opening balance 284540148.82 284540148.82

2.Current amount

increased

27726929.50 27726929.50

(1) Accrual or

amortization

15008484.90 15008484.90

(2) Fixed assets

re-classify

12718444.60 12718444.60

3.Current amount

152

decreased

(1) Disposal

(2) Other transfer-out

4.Ending balance 312267078.32 312267078.32

III. Impairment provision

1.Opening balance

2.Current amount

increased

(1) Accrual

3. Current amount

decreased

(1) Disposal

(2) Other transfer-out

4.Ending balance

IV. Book value

1.Ending book value 278173249.83 278173249.83

2. Opening book value 282622184.92 282622184.92

(2) Measure on fair value

□ Applicable √Not applicable

(3) Investment real estate without property certificate completed

RMB/CNY

Item Book value Reasons

Other explanation

21. Fixed assets

RMB/CNY

Item Ending balance Opening balance

Fixed assets 967835524.07 993136743.51

Total 967835524.07 993136743.51

153

(1) Fixed assets

RMB/CNY

Item House and buildings

Machinery

equipment

Transport equipment

Electronic and other

equipment

Total

I. Original book

value:

1.Opening balance 915002141.50 483988177.15 19100984.41 60021239.23 1478112542.29

2.Current amount

increased

7068163.27 1948332.70 388401.72 1189068.09 10593965.78

(1) Purchase 851658.64 1948332.70 388401.72 1189068.09 4377461.15

(2) Construction in

progress transfer-in

(3) Increased

by combination

(4)

Long-term expenses

to be apportioned

transfer-in and

deduct from fixed

assets disposal

6216504.63 6216504.63

3.Current amount

decreased

22972570.10 26000.00 250083.23 170679.38 23419332.71

(1) Disposal or

scrap

200813.69 26000.00 250083.23 170679.38 647576.30

(2) Investment real

estate re-classify

22771756.41 22771756.41

4.Ending balance 899097734.67 485910509.85 19239302.90 61039627.94 1465287175.36

II. Accumulated

depreciation

1.Opening balance 180969012.00 243434618.06 13913087.94 36532801.29 474849519.29

2.Current amount

increased

11138187.50 8714345.81 584438.71 5148706.96 25585678.98

(1) Accrual 11138187.50 8714345.81 584438.71 5148706.96 25585678.98

3.Current amount

decreased

12723481.61 13379.16 236714.88 136250.82 13109826.47

(1) Disposal or

scrap

5037.01 13379.16 236714.88 136250.82 391381.87

154

(2) Investment real

estate re-classify

12718444.60 12718444.60

4.Ending balance 179383717.89 252135584.71 14260811.77 41545257.43 487325371.80

III. Impairment

provision

1.Opening balance 1797706.49 8207030.23 93411.42 28131.35 10126279.49

2.Current amount

increased

(1) Accrual

3.Current amount

decreased

(1) Disposal or

scrap

4.Ending balance 1797706.49 8207030.23 93411.42 28131.35 10126279.49

IV. Book value

1.Ending book

value

717916310.29 225567894.91 4885079.71 19466239.16 967835524.07

2. Opening book

value

732235423.01 232346528.86 5094485.05 23460306.59 993136743.51

(2) Temporarily idle fixed assets

RMB/CNY

Item Original book value

Accumulated

depreciation

Impairment

provision

Book value Note

(3) Fixed assets by financing leased

RMB/CNY

Item Original book value

Accumulated

depreciation

Impairment provision Book value

(4) Fixed assets leased out by operation

RMB/CNY

Item Ending book value

155

(5) Fix assets without property certification held

RMB/CNY

Item Book value

Reasons for without the property

certification

House and buildings 322147486.94 Still under processing

House and buildings 106732318.67

Berth of wharf has right of use no need to

handle the certificate

House and buildings 15818640.81

The planning acceptance and construction

acceptance record can not be handle due to

the loss of planning and construction

historical data the approval process for

construction applications to relevant

government departments has been

restarted.House and buildings 16622783.16

Simple and temporary buildings etc

cannot handle the property right certificate

Total 461321229.58

Other explanation

(6) Fixed assets disposal

RMB/CNY

Item Ending balance Opening balance

Other explanation

22. Construction in progress

RMB/CNY

Item Ending balance Opening balance

Construction in progress 403629287.82 186586135.06

Total 403629287.82 186586135.06

(1) Construction in progress

RMB/CNY

Item

Ending balance Opening balance

Book balance

Impairment

provision

Book value Book balance

Impairment

provision

Book value

Shenbao Plaza 3842333.64 3842333.64 3842333.64 3842333.64

156

project

Dongguan grain

storage and wharf

matching project

121640933.02 121640933.02 91924086.19 91924086.19

Deep processing

of Dongguan

Industry and

Trading Food

76182755.87 76182755.87 39276418.03 39276418.03

CDE storage of

Dongguan Food

Industrial Park

and wharf mating

projects

193189866.13 193189866.13 43391511.05 43391511.05

Grain storage and

processing

7635165.71 7635165.71 6621284.40 6621284.40

Supporting

projects related to

grain supply

1133400.00 1133400.00

Workshop

transformation of

Flour Company

711487.37 711487.37

Other-Manageme

nt and control

system

informatization

construction

project of SZCG

408850.00 408850.00

Transformation -

Transformer

capacity

expansion project

of Pinghu

warehouse

597600.06 597600.06

Other 8489430.15 5648713.12 2840717.03 5564537.76 903189.74 4661348.02

Total 413120334.58 9491046.76 403629287.82 191331658.44 4745523.38 186586135.06

(2) Changes of major construction in progress

RMB/CNY

Item

Name

Budget

Opening

balance

Current

amount

Transfer-

in fixed

Other

decrease

Ending

balance

Proporti

on of

Progress

Accumul

ated

Includin

g:

Interest

capitaliz

Capital

resources

157

increased assets d in the

Period

project

investme

nt in

budget

capitaliz

ation of

interest

amount

of

capitaliz

ation of

interest

in Period

ation rate

in Period

Donggua

n grain

storage

and

wharf

matching

project

919240

86.19

297168

46.83

121640

933.02

Deep

processi

ng of

Donggua

n

Industry

and

Trading

Food

392764

18.03

369063

37.84

761827

55.87

CDE

storage

of

Donggua

n Food

Industria

l Park

and

wharf

mating

projects

433915

11.05

149798

355.08

193189

866.13

Grain

storage

and

processi

ng

662128

4.40

101388

1.31

763516

5.71

Total

181213

299.67

217435

421.06

398648

720.73

-- -- --

158

(3) The provision for impairment of construction in progress

RMB/CNY

Item Amount accrual in the period Reasons of accrual

Other explanation

(4) Engineering material

RMB/CNY

Item

Ending balance Opening balance

Book balance

Impairment

provision

Book value Book balance

Impairment

provision

Book value

Other explanation:

23. Productive biological asset

(1) Measured by cost

√ Applicable □Not applicable

RMB/CNY

Item Plant Livestock Forestry Fisheries Total

Tea tree

I. Original book

value

1.Opening balance 436156.00 436156.00

2.Current amount

increased

(1)Outsourcing

(2)self-cultivate

3.Current amount

decreased

(1)Disposal

(2)Other

4.Ending balance

II. Accumulated

depreciation

159

1.Opening balance

2.Current amount

increased

(1)Accrual

3.Current amount

decreased

(1)Disposal

(2)Other

4.Ending balance 436156.00 436156.00

III. Impairment

provision

1.Opening balance 29077.08 29077.08

2.Current amount

increased

4846.18 4846.18

(1)Accrual 4846.18 4846.18

3.Current amount

decreased

(1)Disposal

(2)Other

4.Ending balance 33923.26 33923.26

IV. Book value

1.Ending book

value

402232.74 402232.74

2. Opening book

value

407078.92 407078.92

(2) Measured by fair value

□ Applicable √Not applicable

24. Oil and gas asset

□ Applicable √Not applicable

160

25. Right-of-use asset

RMB/CNY

Item Total

Other explanation:

26. Intangible assets

(1) Intangible assets

RMB/CNY

Item

Land use

right

Patent

Non-patent

technology

Forest tree

use right

Trademark

use right

Shop

managemen

t right

Software

use right

Other Total

I. Original

book value

1.Opening

balance

594651154

.35

46265918.

89

22871704.

98

277927.77

3610487.3

7

10028021.

72

5054036.1

682759251

.20

2.Current

amount

increased

25676017.

14

954566.08

26630583.

22

(1)

Purchase

25676017.

14

954566.08

26630583.

22

(2)

internal

R&D

(3)

Increased

by

combination

(4) Group

handover

3.Current

amount

decreased

2977317.1

2

106454.45

3083771.5

7

(1)

Disposal

2977317.1

2

106454.45

3083771.5

7

161

4.Ending

balance

620327171

.49

43288601.

77

22871704.

98

171473.32

3610487.3

7

10028021.

72

6008602.2

0

706306062

.85

II.

Accumulate

d

depreciation

1.Opening

balance

69506679.

20

24341841.

17

4627352.3

8

165797.48

1197835.8

6

3544168.5

2

2656842.3

5

106040516

.96

2.Current

amount

increased

7707105.7

2

566196.28 430340.55 3347.75 54168.03 32200.02

1285499.8

10078858.

18

(1)

Accrual

7707105.7

2

566196.28 430340.55 3347.75 54168.03 32200.02

1285499.8

3

10078858.

18

(2) Group

handover

3.Current

amount

decreased

949832.38 68737.71

1018570.0

9

(1)

Disposal

949832.38 68737.71

1018570.0

9

4.Ending

balance

77213784.

92

23958205.

07

5057692.9

3

100407.52

1252003.8

9

3576368.5

3942342.1

8

115100805

.05

III.Impairment

provision

1.Opening

balance

5553283.5

4

37716.74

1130341.8

8

6721342.1

6

2.Current

amount

increased

162

(1)

Accrual

3.Current

amount

decreased

2021691.1

3

37716.74

2059407.8

7

(1)

Disposal

2021691.1

3

37716.74

2059407.8

7

4.Ending

balance

3531592.4

1

1130341.8

8

4661934.2

9

IV. Book

value

1.Ending

book value

543113386

.57

15798804.

29

17814012.

05

71065.80

2358483.4

8

5321311.3

0

2066260.0

2

586543323

.51

2.

Opening

book value

525144475

.15

16370794.

18

18244352.

60

74413.55

2412651.5

1

5353511.3

2

2397193.7

7

569997392

.08

Ratio of the intangible assets from internal R&D in balance of intangible assets at period-end was 2.69%.

(2) Land use rights without certificate of ownership

RMB/CNY

Item Book value

Reasons for without the property

certification

Land use right 69525279.34 Still under processing

Land use right 7849990.00

Collective land cannot handle the

certificate of ownership

Total 77375269.34

Other explanation:

27. Expense on Research and Development

RMB/CNY

Item

Opening

balance

Current amount increased Current amount decreased

Ending

balance

163

Other explanation

28. Goodwill

(1) Goodwill Original book value

RMB/CNY

The invested

entity or matters

forming goodwill

Opening balance Current increased Current decreased Ending balance

Pu’er Tea Trading

Center

673940.32 673940.32

Total 673940.32 673940.32

(2) Goodwill impairment provision

RMB/CNY

The invested

entity or matters

forming goodwill

Opening balance Current increased Current decreased Ending balance

Pu’er Tea Trading

Center

673940.32 673940.32

Total 673940.32 673940.32

Relevant information about the assets group or portfolio goodwill included

Hangzhou Ju Fang Yong a subsidiary of the Company funded and purchased 15.00% stake of Yunnan Pu’er Tea Trading Center

held by Yunnan Heng Feng Xiang Investment Co. Ltd. in May 2016. After the completion of the purchase the Company got

command of Yunnan Pu’er Tea Trading Center. The balance between the combined cost and the fair value of net assets on the

combining date formed goodwill of RMB 673940.32.Instructions for goodwill impairments test process and key parameters (such as the forecast period growth rate stable period growth

rate profit rate discount rate and forecast period when estimating the present value of the future cash flow) and the method of

confirming the impairment loss of goodwill:

Impact of goodwill impairment test

Other explanation

29. Long-term expenses to be apportioned

RMB/CNY

Item Opening balance

Current amount

increased

Current amortization Other decreased Ending balance

Decoration fee 4550750.21 639455.81 1077318.99 4112887.03

164

Improve expenditure

for investment real

estate

8706105.90 386402.36 1718294.87 7374213.39

Improve expenditure

for fix assets

2385091.34 386402.36 1077318.99 1694174.71

Affiliated project of

resident area in

Wuyuan Ju Fang

Yong

36374.47 36374.47

Other 6121577.88 4509660.72 7069725.36 3561513.24

Total 21799899.80 5921921.25 10979032.68 16742788.37

Other explanation

30. Deferred income tax asset /Deferred income tax liabilities

(1) Deferred income tax assets without offset

RMB/CNY

Item

Ending balance Opening balance

Deductible temporary

differences

Deferred income tax

asset

Deductible temporary

differences

Deferred income tax

asset

Impairment provision for

assets

200374677.59 49789641.65 200997551.38 49759336.40

Unrealized profits in

internal transactions

1348710.60 337177.65 1348710.60 337177.65

Deferred income 115540.85 28885.21 312307.72 78076.93

Total 201838929.04 50155704.51 202658569.70 50174590.98

(2) Deferred income tax liability without offset

RMB/CNY

Item

Ending balance Opening balance

Taxable temporary

differences

Deferred income tax

liabilities

Taxable temporary

differences

Deferred income tax

liabilities

Asset evaluation

increment of enterprise

combine under different

control

52450293.02 13112573.25 51909877.24 12977469.31

Change of fair value for

the financial assets

18060.77 43861.84 10965.46

165

available for sale

Other 129230.76 32307.69

Total 52579523.78 13162941.71 51953739.08 12988434.77

(3) Deferred income tax assets and deferred income tax liabilities listed after off-set

RMB/CNY

Item

Trade-off between the

deferred income tax

assets and liabilities

Ending balance of

deferred income tax

assets or liabilities after

off-set

Trade-off between the

deferred income tax

assets and liabilities at

period-begin

Opening balance of

deferred income tax

assets or liabilities after

off-set

Deferred income tax

asset

50155704.51 50174590.98

Deferred income tax

liabilities

13162941.71 12988434.77

(4) Details of uncertain deferred income tax assets

RMB/CNY

Item Ending balance Opening balance

Deductible loss 114488957.68 112864728.90

Impairment provision for assets

163267590.71

172615170.87

Deferred income 98606151.11 10097899.20

Total

376362699.50

295577798.97

(5) Deductible losses of un-recognized deferred income tax assets expired on the followed year

RMB/CNY

Year Ending amount Opening amount Note

Other explanation:

31. Other non-current asset

Whether implemented the new revenue standards

□Yes √No

RMB/CNY

Item Ending balance Opening balance

Prepaid for equipment 854782.25 866378.12

166

Prepaid for engineering 1069771.60

Total 854782.25 1936149.72

Other explanation:

32. Short-term loans

(1) Category

RMB/CNY

Item Ending balance Opening balance

Secured loans 30000000.00

Guarantee loan 30000000.00

Loan in credit 30590000.00 31600000.00

Total 30590000.00 91600000.00

Explanation on category of short-term loans

Dongguan Logistics a subsidiary of the Company signed the “Liquidity Loan Contract” No. 44191000-2018 (Dongben) Zi No. 0124

with Agricultural Development Bank of China Dongguan Branch and obtained a loan of RMB 31.60 million by credit loan on 25

December 2018 the life of the loan is 11 months which expires on October 31 2019 the lending rate is 4.35% and the interest

accrual is segmented and shall be adjusted with the adjustment of the benchmark interest rate for loan of the People’s Bank of China.

On 25 April 2019 return the principal of RMB 1.01 million in advance as of 30th June 2019 balance of the above loan contract was

RMB 30.59 million.

(2) Overdue short-term loans without payment

RMB 0 short-term loans over due without paid at period-end including follow major amount:

RMB/CNY

Borrower Ending balance Loan rate Overdue time Overdue interest

Other explanation:

33. Tradable financial liability

RMB/CNY

Item Ending balance Opening balance

Including:

Including:

Other explanation:

34. Derivative financial liability

RMB/CNY

167

Item Ending balance Opening balance

Other explanation:

35. Note payable

RMB/CNY

Category Ending balance Opening balance

Notes expired at year-end without paid was Yuan.

36. Account payable

(1) Account payable

RMB/CNY

Item Ending balance Opening balance

Trade accounts payable 166948547.76 438618768.51

Account payable for engineering 2740687.88 31922123.90

Other 1512306.39 2197391.39

Total 171201542.03 472738283.80

(2) Major accounts payable with age over one year

RMB/CNY

Item Ending balance Reasons of outstanding or carry-over

Other explanation:

37. Accounts received in advance

Whether implemented the new revenue standards

□Yes √No

(1) Accounts received in advance

RMB/CNY

Item Ending balance Opening balance

Account for goods received in advance 136680171.97 204866040.96

Other 335.00 562553.20

Total 136680506.97 205428594.16

168

(2) Important account received in advance with account age over one year

RMB/CNY

Item Ending balance Reasons of outstanding or carry-over

(3)Projects that settle without completed from construction contract at period-end

RMB/CNY

Item Amount

Other explanation:

38. Contract liability

RMB/CNY

Item Ending balance Opening balance

Amount and reasons for important changes of book value in the period

RMB/CNY

Item Amount changed Reasons of changes

39. Wage payable

(1) Wage payable

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

I. Short-term

compensation

121382348.52 110755883.84 126712977.10 105425255.26

II. After-service

welfare-defined

contribution plans

10264159.59 7137532.42 5709228.04 11692463.97

III. Dismissed welfare 4062915.41 1775288.50 4132593.81 1705610.10

Total 135709423.52 119668704.76 136554798.95 118823329.33

(2) Short-term compensation

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

1. Wage bonus

allowance and subsidy

113607669.85 95513877.15 112379987.79 96741559.21

2. Employees’ welfare 4322541.36 3488228.87 834312.49

169

3. Social insurance

charges

99598.81 3179002.40 3253503.72 25097.49

Including:medical

insurance premium

92813.10 2908544.07 2985246.36 16110.81

Industrial injury

insurance

premiums

304.92 98717.46 98733.53 288.85

Maternity

insurance

premiums

6480.79 171740.87 169523.83 8697.83

4. Housing public reserve 4268648.06 4207418.56 61229.50

5. Trade union fee and

education fee

7675079.86 3471814.87 3383838.16 7763056.57

6. Short paid absence

Total 121382348.52 110755883.84 126712977.10 105425255.26

(3) Defined contribution plans

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

1. Basic endowment

insurance premiums

236975.62 5425569.74 5426694.64 235850.72

2. Unemployment

insurance premiums

4569.75 85387.47 85427.65 4529.57

3. Enterprise annuity 10022614.22 1626575.21 197105.75 11452083.68

Total 10264159.59 7137532.42 5709228.04 11692463.97

Other explanation:

40. Taxes payable

RMB/CNY

Item Ending balance Opening balance

VAT 7962236.13 9493004.93

Enterprise income tax 9895834.07 9219053.50

Personal income tax 4381282.54 1927699.20

Urban maintenance and construction tax 2010802.27 640819.28

House property tax 3618554.77 1725020.41

Use tax of land 1906234.62 574505.73

Stamp tax 139142.66 246056.29

Educational surtax 347625.53 483228.46

170

Other 5893.24 660330.78

Total 30267605.83 24969718.58

Other explanation:

41. Other account payable

RMB/CNY

Item Ending balance Opening balance

Interest payable 1020795.27

Dividend payable 2909182.74 2909182.74

Other account payable 301049727.50 277780365.55

Total 304979705.51 280689548.29

(1) Interest payable

RMB/CNY

Item Ending balance Opening balance

Long-term loans interest for installment 1020795.27

Total 1020795.27

Major overdue interest:

RMB/CNY

Borrower Overdue amount Overdue causes

Other explanation:

(2) Dividend payable

RMB/CNY

Item Ending balance Opening balance

Common stock dividends 2909182.74 2909182.74

Total 2909182.74 2909182.74

Other explanation including important dividend payable over one year without payment disclose reasons for un-paid:

(3) Other account payable

1) By nature

RMB/CNY

Item Ending balance Opening balance

Engineering quality retention money and 34476867.04 3191037.22

171

fund of tail

Deposit and margin 160981227.12 151049170.31

Intercourse funds and other 99081804.21 100749160.89

Drawing expenses in advance 6509829.13 22790997.13

Total 301049727.50 277780365.55

2)Significant other account payable with over one year age

RMB/CNY

Item Ending balance Reasons of outstanding or carry-over

Other explanation

42. Liability held for sale

RMB/CNY

Item Ending balance Opening balance

Other explanation:

43. Non-current liabilities due within one year

RMB/CNY

Item Ending balance Opening balance

Long-term loans due within one year 60027362.43 55090793.79

Total 60027362.43 55090793.79

Other explanation:

Found more in Long-term loans

44. Other current liabilities

Whether implemented the new revenue standards

□Yes √No

RMB/CNY

Item Ending balance Opening balance

Subsidies for grain reserve services 219151968.63 219151968.63

Total 219151968.63 219151968.63

Change of short-term bonds payable:

RMB/CNY

Bonds

Face

value

Issuance

date

Bonds

term

Amount

issued

Opening

balance

Issued in

the period

Accrual

interest

by face

Premium

and

discount

Paid in

the period

Ending

balance

172

value amortizati

on

Other explanation:

45. Long-term loans

(1) Category

RMB/CNY

Item Ending balance Opening balance

Mortgage loan 701297326.68 462449380.03

Guarantee loan 136114135.95 109329205.42

Less: Long-term loans due within one year -60027362.43 -55090793.79

Total 777384100.20 516687791.66

Explanation on category of long-term loans:

(i) Guarantee loan

(1) Dongguan Logistics a subsidiary of the Company signed a bank credit contract with credit number of

CN11002181808-160714-SCDGTML2 with HSBC. HSBC has provided a loan credit not more than RMB 200 million to Dongguan

Logistics. The applicable interest rate for each loan at each interest period is 90% of the loan benchmark interest rate of central bank

applicable on the fixed interest date of the interest period the borrowing date is from December 27 2016 to December 27 2021. As

of 30th June 2019 Dongguan Logistics obtained the principal balance of the loan of HSBC of RMB 99794700 of which the

non-current liabilities due within one year was RMB 20340300. SZCG and Dongguan Fruit Vegetable Non-staple Food Trading

Market Co. Ltd. provided the maximum guarantee amount for the loan.

(2) Dongguan Industry and Trade a subsidiary of the Company signed a bank credit contract with credit number of

CN11002181808-190305-SCOM-TML with HSBC HSBC provided a loan credit not more than RMB233 million to Dongguan

Industry and Trade. The applicable interest rate for each loan at each interest period is from 5% to 3% of the loan benchmark interest

rate of central bank applicable on the fixed interest date of the interest period the borrowing date was from May 9 2019 to May 8

2024. As of June 30 2019 Dongguan Industry and Trade had obtained the principal balance of the loan of RMB 36319500 from

HSBC. SZCG and Dongguan Fruit Vegetable Non-staple Food Trading Market Co. Ltd. provided the maximum guarantee amount

for the loan.(ii) Mortgage loan

(1) Dongguan Food Industry Park a subsidiary of the Company signed the loan contract of “Yue DG 2017 NGDZ No. 006” with

Bank of Communications Guangdong Branch the loan amount is RMB 768 million and the loan term is from September 22 2017 to

August 29 2032. The loan under this contract is only used for the construction of the warehousing and logistics distribution center

project of Dongguan Food Industry Park. The principal of the current loan was RMB 49.8 million RMB 3783400 RMB 30 million

RMB 200 million and RMB 200 million the loan interest rate of last two RMB 200 million were calculated by the benchmark

interest rate for loan of the People’s Bank of China on the loan entry date which was 4.90%; the other three loans were calculated by

the benchmark interest rate of the People’s Bank of China on the loan entry date after rising by 15% which is 5.635%. As of 30th

June 2019 the total loan balance under the above loan contract was RMB 483583400. Dongguan Food Industry Park mortgaged its

two pieces of lands (DFGY (2009) DT No. 190) and (DFGY (2012) DT No. 152) for the borrowing. At the same time the

173

Company’s subsidiaries SZCG and Dongguan Fruit Vegetable Non-staple Food Trading Market Co. Ltd. provide joint liability

guarantee.

(2) Dongguan Logistics a subsidiary of the Company signed a loan contract with contract number of 44031000-2015 (Shen) Zi No.

0023 with China Agricultural Development Bank with a total loan amount of RMB 273 million and an annual interest rate of 5.4%

the interest rate is adjusted year by year from the actual withdrawal date based on the adjustment of benchmark interest rate for loan

of the People's Bank of China and the loan period is from July 31 2015 to July 12 2023. As of 30th June 2019 the balance under the

above contract was RMB 212813900 of which the non-current liabilities due within one year were RMB 39687000. Shenzhen

Cereals Group has provided guarantee for the loan and taken Dongguan Logistics’ land “DFGY(2014) DT No. 6” at No. 32 Jianshe

Road Masan Village Machong Town Dongguan City and the above-ground buildings and structures to be built in the future as

mortgages of which the land assessment value is RMB 51.21 million.

(3) Dongguan Logistics a subsidiary of the Company signed a loan contract with contract number of 44191000-2018 (Dongben) Zi

No. 0100 with China Agricultural Development Bank with a total loan amount of RMB 430 million and an annual interest rate of

4.9% the interest rate is adjusted year by year from the actual withdrawal date based on the adjustment of benchmark interest rate for

loan of the People's Bank of China and the loan period was from January 25 2019 to January 24 2031. As of June 30 2019 the

balance under the above contract was RMB 4.9 million. The Company’s subsidiaries SZCG and Dongguan Fruit Vegetable

Non-staple Food Trading Market Co. Ltd. and Dongguan Houjie Xunda Industrial Co. Ltd. provided joint liability guarantee for the

borrowing and took Dongguan Logistics’ land “Yue (2016) DGSBDCQ No. 0028527” as a mortgage of which the land assessment

value is RMB 52290800.Other explanation including interest rate range:

46. Bonds payable

(1) Bonds payable

RMB/CNY

Item Ending balance Opening balance

(2) Changes of bonds payable (not including the other financial instrument of preferred stock and

perpetual capital securities that classify as financial liability)

RMB/CNY

(3) Convertible conditions and time for shares transfer for the convertible bonds

(4) Other financial instruments classify as financial liability

Basic information of the outstanding preferred stock and perpetual capital securities at period-end

Changes of outstanding preferred stock and perpetual capital securities at period-end

RMB/CNY

174

Outstandin

g financial

instrument

Period-beginning Current increased Current decreased Period-end

Amount Book value Amount Book value Amount Book value Amount Book value

Basis for financial liability classification for other financial instrument

Other explanation

47. Lease liability

RMB/CNY

Item Ending balance Opening balance

Other explanation

48. Long-term account payable

RMB/CNY

Item Ending balance Opening balance

Special account payable 15724141.66 15690202.08

Total 15724141.66 15690202.08

(1) By nature

RMB/CNY

Item Ending balance Opening balance

Other explanation:

(2) Special account payable

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance Causes

Depreciation fund

for grain deposits

15471085.99 39978.58 15511064.57

The finance

allocated to the

company as a

government

investment in

depreciation special

funds of reserve

grain depot and

interest.Special funds for

public welfare

scientific research in

219116.09 6039.00 213077.09

175

grain industry

Total 15690202.08 39978.58 6039.00 15724141.66 --

Other explanation:

49. Long-term wage payable

(1) Long-term wage payable

RMB/CNY

Item Ending balance Opening balance

(2) Changes of defined benefit plans

Present value of the defined benefit plans:

RMB/CNY

Item Current Period Last Period

Scheme assets:

RMB/CNY

Item Current Period Last Period

Net liability (assets) of the defined benefit plans

RMB/CNY

Item Current Period Last Period

Content of defined benefit plans and relevant risks impact on future cash flow of the Company as well as times and uncertainty:

Major actuarial assumption and sensitivity analysis:

Other explanation:

50. Accrual liabilities

Whether implemented the new revenue standards

□Yes √No

RMB/CNY

Item Ending balance Opening balance Causes

Other explanation including relevant important assumptions and estimation:

51. Deferred income

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance Causes

Government grants 100608203.01 1386.60 1887897.65 98721691.96

See table below for

details

176

Total 100608203.01 1386.60 1887897.65 98721691.96 --

Item with government grants involved:

RMB/CNY

Liability

Opening

balance

New grants

in the Period

Amount

reckoned in

non-operatio

n revenue

Amount

reckoned in

other income

Cost

reduction in

the period

Other

changes

Ending

balance

Assets-relate

d/income

related

(1) Base of

further

processing

for tea and

nature plants

1100000.00 520462.29 579537.71

Assets-relate

d

(2) Enterprise

technology

center is a

municipal

R&D center.

Subsidies for

industrial

technological

advancement

1987301.17 1987301.17

Assets-relate

d

(3) Project

grants for

years for

agricultural

district Xihu

Zone

312307.72 312307.72

Assets-relate

d

(4)Key

technology

research and

development

for the

preparation

of

high-quality

aroma

extracts

based on the

use of tea

aroma

precursors

241323.58 2490.27 238833.31

Income-relate

d

(5)Key 243233.62 104329.55 138904.07 Assets-relate

177

technology

research and

development

for the

preparation

of

high-quality

aroma

extracts

based on the

use of tea

aroma

precursors

d

(6) Finance

Discount

337222.22 337222.22

Assets-relate

d

(7)

Industrializati

on of instant

tea powder

2084136.67 2084136.67

Assets-relate

d

(8) Grant for

key

technology

research and

industrializati

on of

instant tea

powder

153011.21 153011.21

Assets-relate

d

(9) Special

fund for the

development

of strategic

emerging

industries in

Shenzhen(pla

nt deep

processing

engineering)

(Shen

Development

& Reform

No.

20131601)

3538892.95 3538892.95

Assets-relate

d

(10)Construct 500000.00 62500.00 437500.00 Assets-relate

178

ion amount

for 50 tons

for clearly

processing

for Mingyou

tea

d

(11) Subsidy

for tea

seeding of

New Tea

Garden in

Wangkou

46129.96 1386.60 1941.24 45575.32

Assets-relate

d

(12) Subsidy

for supply

system

construction

of

agricultural

products

750000.00 750000.00

Assets-relate

d

(13) Grain

storage

project of

Dongguan

Shenliang

Logistics Co.Ltd. - Storage

A

8242417.83 131128.56 8111289.27

Assets-relate

d

(14) Phase II

of grain

storage

project of

Dongguan

Shenliang

Logistics Co.Ltd.- Storage

B

32968699.5

2

515650.26

32453049.2

6

Assets-relate

d

(15) Grain

oil and food

headquarters

and

innovative

public service

platform of

18000000.0

0

18000000.0

0

Assets-relate

d

179

Dongguan

Shenliang

Logistics Co.Ltd.

(16)Special

funds for

intelligent

upgrading

and

transformatio

n of grain

warehouse

for the 2017“Grain SafetyProject”

5100000.00 5100000.00

Assets-relate

d

(17)

Construction

of 450000

ton silos and

60000 ton

film silos

-CDE

warehouse.Gas storage

bin

17491764.7

1

17491764.7

1

Assets-relate

d

(18) Special

fund for

agricultural

development

in Shenzhen -

subsidy for

agricultural

product

quality and

safety testing

capacity-buil

ding project

Assets-relate

d

(19) Special

fund for

agricultural

development

of 2016-

agricultural

492000.00 492000.00

Assets-relate

d

180

product

safety testing

project-

capacity

building of

the third

party

inspection

institution

expansion

evaluation

(20)Agricultu

ral product

safety testing

project of the

special fund

for

agricultural

development

of 2016 -

Central

investment

fund

1026000.00 1026000.00

Assets-relate

d

(21)

Construction

of O2O

community

sales service

system for

high quality

grain and oil

based on

B2C

E-commerce

platform

1789411.20 19288.02 1770123.18

Assets-relate

d

(22)

Industrializati

on of Doximi

E-commerce

platform

2813684.01 430107.44 2383576.57

Assets-relate

d

(23)

Commercial

circulation

524000.00 524000.00

Assets-relate

d

181

development

project

funding for

year of 2017

(24)

Intelligent

management

of grain

depot based

on mobile

internet

866666.64 100000.02 766666.62

Assets-relate

d

Total

100608203.

01

1386.60 1887897.65

98721691.9

6

Other explanation:

52. Other non-current liabilities

Whether implemented the new revenue standards

□Yes √No

RMB/CNY

Item Ending balance Opening balance

Other explanation:

53. Share capital

In RMB/CNY

Opening

balance

Increased (decreased) in this year +-

Ending balance

New shares

issued

Bonus shares

Shares

converted from

public reserve

Other Subtotal

Total shares

1152535254.

00

1152535254.

00

Other explanation:

54. Other equity instrument

(1)Basic information of the outstanding preferred stock and perpetual capital securities at period-end

(2) Changes of outstanding preferred stock and perpetual capital securities at period-end

RMB/CNY

182

Outstandin

g financial

instrument

Period-beginning Current increased Current decreased Period-end

Amount Book value Amount Book value Amount Book value Amount Book value

Changes of other equity instrument change reasons and relevant accounting treatment basis:

Other explanation:

55. Capital public reserve

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Capital premium (Share

capital premium)

1413996347.50 1413996347.50

Other capital reserve 8896381.86 8896381.86

Total 1422892729.36 1422892729.36

Other instructions including changes in the current period reasons for the change:

56.Treasury stock

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Other explanation including changes and reasons for changes:

57. Other comprehensive income

RMB/CNY

Item

Opening

balance

Current Period

Ending

balance

Account

before

income tax

in the

period

Less: written

in other

comprehensi

ve income in

previous

period and

carried

forward to

gains and

losses in

current

period

Less:

written in

other

comprehe

nsive

income in

previous

period and

carried

forward to

retained

earnings in

current

period

Less : income

tax expense

Belong to

parent

company

after tax

Belong to

minority

shareholders

after tax

Other explanation including the active part of the hedging gains/losses of cash flow transfer to initial reorganization adjustment for

183

the arbitraged items:

58. Reasonable reserve

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Production safety fee 154.21 460394.34 398138.99 62409.56

Total 154.21 460394.34 398138.99 62409.56

Other explanation including changes and reasons for changes:

59. Surplus public reserve

RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Statutory surplus

reserves

327140910.28 327140910.28

Total 327140910.28 327140910.28

Other explanation including changes and reasons for changes:

60. Retained profit

RMB/CNY

Item Current period Last period

Retained profit at the end of the previous year

before adjustment

1269933487.26 961602454.82

Total retained profit at the beginning of the

previous year before adjustment

1269933487.26

961602454.82

Add: net profit attributable to shareholder of

parent company

203168850.61 308331032.44

Common stock dividends payable 115253525.40

Retained profit at period-end 1357848812.47

1269933487.26

Details about adjusting the retained profits at the beginning of the period:

1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the retained

profits at the beginning of the period amounting to 0 Yuan.

2) The changes in accounting policies affect the retained profits at the beginning of the period amounting to 0 Yuan.

3) The major accounting error correction affects the retained profits at the beginning of the period amounting to 0 Yuan

4) Merge scope changes caused by the same control affect the retained profits at the beginning of the period amounting to 0 Yuan.

5) Other adjustments affect the retained profits at the beginning of the period amounting to 0 Yuan

184

61. Operating income and operating cost

RMB/CNY

Item

Current Period Last Period

Income Cost Income Cost

Main business 4778550071.95 4258702014.11 4430802356.92 3960514399.97

Other business 3617660.74 3399756.51 3886289.90 2238763.29

Total 4782167732.69 4262101770.62 4434688646.82 3962753163.26

Whether implemented the new revenue standards

□Yes √No

Other explanation

62. Tax and surcharges

RMB/CNY

Item Current Period Last Period

Urban maintenance and construction tax 850546.63 760276.77

Educational surtax 647628.82 531572.95

House property tax 3902342.55 4101505.15

Use tax of land 856035.80 1734334.20

Stamp tax 339910.55 490071.74

Other 9049.85 44157.29

Total 6605514.20 7661918.10

Other explanation:

63. Sales expenses

RMB/CNY

Item Current Period Last Period

Labor and social security benefits 28921374.58 28566852.50

Rental 4572089.52 5202348.44

Utilities and office expenses 2983459.64 2256674.49

After-sale services 3239606.10 2278428.97

Logistics transportation fee 55354469.30 64795623.08

Travel expenses 1356310.96 1393737.48

Equivalent loss for low value perishable

goods

1481592.76 73335.37

185

Depreciation and amortization of

long-term assets

5855616.32 6325647.19

Business hospitality 485263.49 891031.17

Advertisement charge 406507.02 340028.56

Sales commission 893.65 33525.44

Property insurance premium 462098.96 636293.07

Other 7434460.44 7658578.54

Total 112553742.74 120452104.30

Other explanation:

64. Administration expenses

RMB/CNY

Item Current Period Last Period

Labor and social security benefits 64112522.69 57480497.61

Communication fee 698972.98 469589.19

Vehicle usage fee 678600.30 629920.42

Low-value consumables 141751.26 148541.67

Repair cost 264513.27 154127.60

Depreciation and amortization of

long-term assets

11830728.97 16385472.44

Travel expenses 1286620.67 1585963.64

Business hospitality 1227426.99 1807036.55

Office expenses 7666398.75 3974305.97

Rental 750998.75 747002.77

Intermediary fees 3750693.95 7635130.54

Other 8988719.41 5306440.50

Total 101397947.99 96324028.90

Other explanation:

65. R&D expenses

RMB/CNY

Item Current Period Last Period

Labor and social security benefits 2786779.24 2090867.55

Depreciation cost 619854.40 443606.10

Office expenses 280219.64 237386.41

186

Travel expenses 180071.96 39290.22

Logistics consumption 199042.35 8028.00

Intermediary fees 43200.00

Maintenance and inspection fee 35889.40 38966.32

Material costs 20436.66

Other 45981.26 118917.94

Total 4211474.91 2977062.54

Other explanation:

66. Financial expenses

RMB/CNY

Item Current Period Last Period

Interest expenses 10087784.34 4313048.72

Less: Interest income 2185171.96 3899478.59

Exchange loss 303008.96 -2999702.59

Bank commission charge and others

314110.51

412826.19

Total 8519731.85 -2173306.27

Other explanation:

67. Other income

RMB/CNY

Sources Current Period Last Period

R&D subsidy for 2018 from Shenzhen

Science & Technology Innovation

Committee

216000.00

Other subsidy 1023166.45

Received the construction subsidy for top

talents project of Guangdong Provincial

Grain & Material Reserve Bureau

30000.00

Grain talents program subsidy 20269.70

Amortization of deferred income 1402816.24

Amortization of deferred income 485081.41

Received the loan discount for leading

agricultural enterprises

388300.00

187

Service charges are refund by Taxation

Bureau

126043.99

Received the intermediary fee subsidy for

mergers and acquisition of the Nanshan

Economic promotion Bureau

738700.00

Received the employee social insurance

subsidy (1-9) of Wuyuan County Finance

Bureau for 2018

470078.93

Received the patent award for 2018 from

Shangrao Intellectual Property Bureau

50000.00

Received the guiding funds for industrial

development for 2018 from Industry and

Information Technology Bureau (Fiscal

Appropriation)

170697.00

Received the high-tech enterprise award

for 2018 from Industry and Information

Technology Bureau (Fiscal Appropriation)

200000.00

Received the provincial R&D center fund

for 2018 from Industry and Information

Technology Bureau (Fiscal Appropriation)

50000.00

Amount of the new project of 50 tons

clean mingou tea processing for first half

of 2019

62500.00

Government grants 826872.02

Special supporting funds for the

development of independent innovative

industry in Nanshan District (funding for

modern agricultural development)

451582.44

Doximi's construction of O2O community

sales service system for high quality grain

and oil based on B2C E-commerce

platform

19288.02

Funds for construction of the agricultural

products supply system

100000.00

Grain modern logistics for year of 2014 128150.93

Special funds for the development of

E-commerce development service industry

1000000.00

Industrial development funds in Futian

District the 2nd batch of supporting

enterprise for year of 2013

1100000.00

188

Investment subsidy for the infrastructure

works of Dongguan International Food

Industrial Park Development Co. Ltd from

Guangdong Development & Reform

Commission and Guangdong provincial

Food Bureau

69411.76

Grain storage facilities (expansion of

150000 tons of warehouse capacity)

541158.45

Subsidy for internet of things project

supervised by the State for Grain Storage

and Transportation

54500.00

Independent innovation support funds of

SASAC based on mobile internet project

33333.34

Total 5433653.72 4324296.96

68. Investment income

RMB/CNY

Item Current Period Last Period

Long-term equity investment income

measured by equity

3413100.95 626055.86

Investment income from disposal of long-term

equity investment

127368.82

Income from financial products 3627466.27 717351.60

Total 7167936.04 1343407.46

Other explanation:

69. Net exposure hedge gains

RMB/CNY

Item Current Period Last Period

Other explanation:

70. Income of fair value changes

RMB/CNY

Sources Current Period Last Period

Tradable financial assets 28381.21 -425718.15

Total 28381.21 -425718.15

Other explanation:

189

71. Credit impairment loss

RMB/CNY

Item Current Period Last Period

Loss of bad debt of other account

receivable

5143559.77

Total 5143559.77

Other explanation:

72. Assets impairment loss

Whether implemented the new revenue standards

□Yes √No

RMB/CNY

Item Current Period Last Period

I. Bad debt losses 2063558.29 116491.30

II. Provision for falling price of inventory -71294981.71 -32678876.93

Total -69231423.42 -32562385.63

Other explanation:

73. Income from assets disposal

RMB/CNY

Sources Current Period Last Period

Gains or losses from fixed assets disposal -4184.59 -210840.01

74. Non-operating income

RMB/CNY

Item Current Period Last Period

Amount included in the current

non-recurring profit and loss

Government grants 3000.00 3000.00

Other 359252.46 980860.83 359252.46

Total 362252.46 980860.83 362252.46

Government grants reckoned into current gains/losses:

RMB/CNY

Grants

Issuing

subject

Issuing

cause

Property

type

Whether

the impact

of

Whether

special

subsidies

Amount of

this period

Amount of

last period

Assets

related/Inc

ome related

190

subsidies

on the

current

profit and

loss

Other explanation:

75. Non-operating expenditure

RMB/CNY

Item Current Period Last Period

Amount included in the current

non-recurring profit and loss

External donations 2000000.00 525810.97 2000000.00

Abnormal loss 1962312.38 1962312.38

Inventory loss 4693.69 4693.69

Loss of scrap from non-current

assets

14840.94 69625.01 14840.94

Other 172.94 56.74 172.94

Total 3982019.95 595492.72 3982019.95

Other explanation:

76. Income tax expense

(1) Income tax expense

RMB/CNY

Item Current Period Last Period

Current income tax expenses 8075504.29 13790990.10

Deferred income tax expenses 7409789.74 -1921138.04

Total 15485294.03 11869852.06

(2) Adjustment process of accounting profit and income tax expenses

RMB/CNY

Item Current Period

Total profit 231725928.50

Income tax expenses calculated by statutory tax rate 57931482.13

Impact from different tax rate apply with the subsidiary -2440713.51

Impact on cost expenses and losses that unable to deducted -45351677.76

191

Impact of the deductible loss on deferred income tax assets not

recognized in the prior period of use

-556944.32

Unrecognized impacts of deductible temporary differences or

deductible losses on deferred income tax assets in the period

2744541.31

Impact on R&D costs deduction 3158606.18

Income tax expenses 15485294.03

Other explanation

77. Other comprehensive income

Found more in annotations

78. Annotation of cash flow statement

(1) Cash received with other operating activities concerned

RMB/CNY

Item Current Period Last Period

Interest income 2185171.96 3629642.58

Government grants 4448353.51 6683802.85

Intercourse funds and other 180418202.50 14233661.27

Total 187051727.97 24547106.70

Note of cash received with other operating activities concerned:

Nil

(2) Cash paid with other operating activities concerned

RMB/CNY

Item Current Period Last Period

Expenses 102412945.42 105648051.11

Intercourse funds and other 153621034.86 98464612.88

Total 256033980.28 204112663.99

Note of cash paid with other operating activities concerned:

Nil

(3) Cash received with other investment activities concerned

RMB/CNY

Item Current Period Last Period

192

Note of cash received with other investment activities concerned

Nil

(4) Cash paid related with investment activities

RMB/CNY

Item Current Period Last Period

Note of cash paid related with investment activities

Nil

(5) Cash received with other financing activities concerned

RMB/CNY

Item Current Period Last Period

Investment amount received in advance 24500000.00

Total 24500000.00

Note of cash received with other financing activities concerned

Nil

(6) Other cash paid related with financing activities

RMB/CNY

Item Current Period Last Period

Relevant expenses for bonus paid 72997.72

Total 72997.72

Note of other cash paid related with financing activities:

Nil

79. Supplementary information to statement of cash flow

(1) Supplementary information to statement of cash flow

RMB/CNY

Supplementary information Current period Last period

1. Net profit adjusted to cash flow of

operation activities:

-- --

Net profit 216240634.47 207677952.67

Add: Impairment provision for assets

64087863.65

32562605.32

Depreciation of fixed assets consumption of 25585678.98 36676343.25

193

oil assets and depreciation of productive

biology assets

Amortization of intangible assets

10078858.18

11002051.40

Amortization of long-term pending expenses 10979032.68 3423495.33

Loss from disposal of fixed assets intangible

assets and other long-term assets (income is

listed with “-”)

4184.59 210840.01

Losses on scrapping of fixed assets (incomeis listed with “-“)

14840.94 69625.01

Loss from change of fair value (income islisted with “-“)

-28381.21 425718.15

Financial expenses (income is listed with

“-”)

10087784.34 1914851.35

Investment loss (income is listed with “-”) -7167936.04 -1343407.46

Decrease of deferred income tax assets

(increase is listed with “-”)

18886.47 -1641669.44

Decrease of deferred income tax

asset( (increase is listed with “-”)

174506.94 -317403.72

Decrease of inventory (increase is listed with

“-”)

-235691486.95 -112655074.54

Decrease of operating receivable accounts

(increase is listed with “-”)

-118497256.23

104836662.81

Increase of operating payable accounts

(decrease is listed with “-”)

-365316840.56 -229981344.84

Net cash flow arising from operating

activities

-389429629.75

52861245.30

2. Material investment and financing not

involved in cash flow

-- --

3. Net change of cash and cash equivalents: -- --

Balance of cash at period end

189914485.39

359443755.10

Less: Balance of cash at year-begin 631638339.68 544440739.45

Net increasing of cash and cash equivalents

-441723854.29

-184996984.35

(2) Net cash paid for obtaining subsidiary in the Period

RMB/CNY

194

Amount

Including: --

Including: --

Including: --

Other explanation:

(3) Net cash received by disposing subsidiary in the Period

RMB/CNY

Amount

Including: --

Including: --

Including: --

Other explanation:

(4) Constitution of cash and cash equivalent

RMB/CNY

Item Ending balance Opening balance

I. Cash

189914485.39

631638339.68

Including: Cash on hand 248295.15 282322.45

Bank deposit available for payment

at any time

189525109.14 631190032.12

Other monetary fund available for

payment at any time

141081.10 165985.11

III. Balance of cash and cash equivalent at

period-end

189914485.39

631638339.68

Other explanation:

80. Notes of changes of owners’ equity

Explain the name and adjusted amount in “Other” at end of last period:

Nil

81. Assets with ownership or use right restricted

RMB/CNY

Item Ending book value Reasons for restriction

195

Fixed assets 371805770.40

According to the long-term loan mortgage contract signed by Dongguan Shenliang Logistics a

subsidiary of the Company and Agricultural Development Bank Dongguan Logistics

mortgaged the land (DFGY (2014) DT No. 6) of No. 32 Jianshe Road Masan Village Machong

Town Dongguan City and the grain storage and terminal facilities to be built and other buildings

and structures on the ground to Agricultural Development Bank as collateral for the loan. In

addition according to the “44191000-2018 (Dongben) Zi No. 0100” loan contract signed by

Dongguan Shenliang Logistics and China Agricultural Development Bank Dongguan Logistics

mortgaged the land “Yue (2016) DGSBDCQ No. 0028527” to the China Agricultural

Development Bank as borrowing collateral.

Intangible

assets

83859264.48

According to the long-term loan mortgage contract signed by Dongguan Shenliang Logistics a

subsidiary of the Company and Agricultural Development Bank Dongguan Logistics

mortgaged the land (DFGY (2014) DT No. 6) of No. 32 Jianshe Road Masan Village Machong

Town Dongguan City and the grain storage and terminal facilities to be built and other buildings

and structures on the ground to Agricultural Development Bank as collateral for the loan. In

addition according to the “44191000-2018 (Dongben) Zi No. 0100” loan contract signed by

Dongguan Shenliang Logistics and China Agricultural Development Bank Dongguan Logistics

mortgaged the land “Yue (2016) DGSBDCQ No. 0028527” to the China Agricultural

Development Bank as borrowing collateral.

Construction

in progress

76182755.87

According to the long-term loan mortgage contract signed by Dongguan Shenliang Logistics a

subsidiary of the Company and Agricultural Development Bank Dongguan Logistics

mortgaged the land (DFGY (2014) DT No. 6) of No. 32 Jianshe Road Masan Village Machong

Town Dongguan City and the grain storage and terminal facilities to be built and other buildings

and structures on the ground to Agricultural Development Bank as collateral for the loan. In

addition according to the “44191000-2018 (Dongben) Zi No. 0100” loan contract signed by

Dongguan Shenliang Logistics and China Agricultural Development Bank Dongguan Logistics

mortgaged the land “Yue (2016) DGSBDCQ No. 0028527” to the China Agricultural

Development Bank as borrowing collateral.

Intangible

assets

35798712.71

According to the loan contract of “Guangdong DG 2017 NGDZ No. 006” signed by Dongguan

Food Industrial Park a subsidiary of the Company and Bank of Communications Guangdong

Branch Dongguan Food Industry Park mortgaged its two pieces of lands (DFGY (2009) DT No.

190) and (DFGY (2012) DT No. 152) to Bank of Communications Guangdong Branch as

collateral for the borrowing.Total 567646503.46 --

Other explanation:

82. Foreign currency monetary items

(1) Foreign currency monetary items

RMB/CNY

Item

Ending foreign currency

balance

Convert rate Ending RMB balance converted

196

Monetary funds -- -- 2709685.00

Including: USD 362401.02 6.8747 2491398.31

EURO

HKD 248148.93 0.8797 218286.69

Account receivable -- -- 2013144.22

Including: USD 278280.34 6.8747 1913093.86

EURO

HKD 113737.53 0.8797 100050.36

Long-term loans -- --

Including: USD

EURO

HKD

Other explanation:

Nil

(2) Explanation on foreign operational entity including as for the major foreign operational entity

disclosed main operation place book-keeping currency and basis for selection; if the book-keeping

currency changed explain reasons

□ Applicable √Not applicable

83. Hedging

Disclosed hedging items and relevant hedging instrument based on hedging’s category disclosed qualitative and quantitative

information for the arbitrage risks:

84. Government grants

(1) Government grants

RMB/CNY

Category Amount Item

Amount reckoned into

current gains/losses

(1) Base of further processing for tea and nature plants 579537.71 Deferred income 520462.29

(2) Enterprise technology center is a municipal R&D center.

Subsidies for industrial technological advancement

1987301.17 Deferred income 0.00

197

(3) Project grants for years for agricultural district Xihu Zone 312307.72 Deferred income 0.00

(4)Key technology research and development for the

preparation of high-quality aroma extracts based on the use of

tea aroma precursors

238833.31 Deferred income 2490.27

(5)Key technology research and development for the

preparation of high-quality aroma extracts based on the use of

tea aroma precursors

138904.07 Deferred income 104329.55

(6) Finance Discount 337222.22 Deferred income 0.00

(7) Industrialization of instant tea powder 2084136.67 Deferred income 0.00

(8) Grant for key technology research and industrialization of

instant tea powder

153011.21 Deferred income 0.00

(9) Special fund for the development of strategic emerging

industries in Shenzhen(plant deep processing engineering)

(Shen Development & Reform No. 20131601)

3538892.95 Deferred income 0.00

(10)Construction amount for 50 tons for clearly processing for

Mingyou tea

437500.00 Deferred income 62500.00

(11) Subsidy for tea seeding of New Tea Garden in Wangkou 45575.32 Deferred income 1941.24

(12) Subsidy for supply system construction of agricultural

products

750000.00 Deferred income 0.00

(13) Grain storage project of Dongguan Shenliang Logistics

Co. Ltd. - Storage A

8111289.27 Deferred income 131128.56

(14) Phase II of grain storage project of Dongguan Shenliang

Logistics Co. Ltd.- Storage B

32453049.26 Deferred income 515650.26

(15) Grain oil and food headquarters and innovative public

service platform of Dongguan Shenliang Logistics Co. Ltd.

18000000.00 Deferred income 0.00

(16)Special funds for intelligent upgrading and transformation

of grain warehouse for the 2017 “Grain Safety Project”

5100000.00 Deferred income 0.00

(17) Construction of 450000 ton silos and 60000 ton film silos

-CDE warehouse. Gas storage bin

17491764.71 Deferred income 0.00

(18) Special fund for agricultural development of 2016-

agricultural product safety testing project- capacity building of

the third party inspection institution expansion evaluation

492000.00 Deferred income 0.00

(19)Agricultural product safety testing project of the special

fund for agricultural development of 2016 - Central

investment fund

1026000.00 Deferred income 0.00

(20) Construction of O2O community sales service system for

high quality grain and oil based on B2C E-commerce platform

1770123.18 Deferred income 19288.02

(21) Industrialization of Doximi E-commerce platform 2383576.57 Deferred income 430107.44

198

(22) Commercial circulation development project funding for

year of 2017

524000.00 Deferred income 0.00

(23) Intelligent management of grain depot based on mobile

internet

766666.62 Deferred income 100000.02

(24) R&D subsidy for 2018 from Shenzhen Science &

Technology Innovation Committee

216000.00 Other income 216000.00

(25) Other subsidy 1023166.45 Other income 1023166.45

(26) Received the construction subsidy for top talents project

of Guangdong Provincial Grain & Material Reserve Bureau

30000.00 Other income 30000.00

(27) Grain talents program subsidy 20269.70 Other income 20269.70

(28) Received the loan discount for leading agricultural

enterprises

388300.00 Other income 388300.00

(29) Service charges are refund by Taxation Bureau 126043.99 Other income 126043.99

(30) Received the intermediary fee subsidy for mergers and

acquisition of the Nanshan Economic promotion Bureau

738700.00 Other income 738700.00

(31) Received the employee social insurance subsidy (1-9) of

Wuyuan County Finance Bureau for 2018

470078.93 Other income 470078.93

(32) Received the patent award for 2018 from Shangrao

Intellectual Property Bureau

50000.00 Other income 50000.00

(33) Received the guiding funds for industrial development

for 2018 from Industry and Information Technology Bureau

(Fiscal Appropriation)

170697.00 Other income 170697.00

(34) Received the high-tech enterprise award for 2018 from

Industry and Information Technology Bureau (Fiscal

Appropriation)

200000.00 Other income 200000.00

(35) Received the provincial R&D center fund for 2018 from

Industry and Information Technology Bureau (Fiscal

Appropriation)

50000.00 Other income 50000.00

(36) Amount of the new project of 50 tons clean mingou tea

processing for first half of 2019

62500.00 Other income 62500.00

Total 102267448.03 5433653.72

(2) Government grants rebate

□ Applicable √Not applicable

Other explanation:

199

85. Other

VIII. Changes of consolidation range

1. Enterprise merger not under the same control

(1) Enterprise merger not under the same control

RMB/CNY

Acquiree

Time point

for equity

obtained

Cost of

equity

obtained

Ratio of

equity

obtained

Acquired

way Equity

obtained

way

Purchasing

date

Standard to

determine

the

purchasing

date

Income of

acquiree

from

purchasing

date to

period-end

Net profit

of acquiree

from

purchasing

date to

period-end

Other explanation:

(2) Combination cost and goodwill

RMB/CNY

Combination cost

Determination method for fair value of the combination cost and contingent consideration and changes:

Main reasons for large goodwill resulted:

Other explanation:

(3) Identifiable assets and liability on purchasing date under the acquiree

RMB/CNY

Fair value on purchasing date Book value on purchasing date

Determination method for fair value of the identifiable assets and liabilities:

Contingent liability of the acquiree bear during combination:

Other explanation:

(4) Gains or losses arising from re-measured by fair value for the equity held before purchasing date

Whether it is a business combination realized by two or more transactions of exchange and a transaction of obtained control r ights in

the Period or not

□Yes √No

200

(5)On purchasing date or period-end of the combination combination consideration or fair value of

identifiable assets and liability for the acquiree are un-able to confirm rationally

(6) Other explanation

2. Enterprise combined under the same control

(1) Enterprise combined under the same control in the Period

RMB/CNY

Acquiree

Equity ratio

obtained in

combination

Basis of

combined

under the

same control

Combination

date

Standard to

determine the

combination

date

Income of the

combined

party from

period-begin

of

combination

to the

combination

date

Net profit of

the combined

party from

period-begin

of

combination

to the

combination

date

Income of the

combined

party during

the

comparison

period

Net profit of

the combined

party during

the

comparison

period

Other explanation:

(2) Combination cost

RMB/CNY

Combination cost

Explanation on contingent consideration and its changes:

Other explanation:

(3) Book value of the assets and liability of the combined party on combination date

RMB/CNY

On purchasing date At end of last period

Contingent liability of the combined party bear during combination:

Other explanation:

3. Reverse purchase

Basic transaction information basis of counter purchase whether making up business due to the assets and liability reserved by listed

company and basis determination of combination cost amount and calculation on adjusted equity by equity transaction

201

4. Disposal Subsidiary

Whether there is a subsidiary disposal on one time which is loss control of rights

□Yes √No

Whether there is a subsidiary disposal by steps through multiple trading and loss control of rights in the period

□Yes √No

5. Other reasons for consolidation range changed

Consolidation scope changes caused by other reasons (eg newly establish subsidiaries liquidate subsidiaries etc.) and the related

circumstances:

6. Other

IX. Equity in other entity

1. Equity in subsidiary

(1) Constitute of enterprise group

Subsidiary

Main operation

place

Registered place Business nature

Share-holding ratio

Acquired way

Directly Indirectly

Shenbao

Huacheng

Shenzhen Shenzhen Manufacturing 100.00% Establishment

Wuyuan Ju Fang

Yong

Shangrao Shangrao Manufacturing 100.00% Establishment

Shenbao Sanjing Huizhou Shenzhen Manufacturing 100.00% Establishment

Huizhou Shenbao

Technology

Huizhou Huizhou Comprehensive 100.00% Establishment

Shenbao Property Shenzhen Shenzhen

Property

management

100.00% Establishment

Shenbao

Industrial &

Trading

Huizhou Shenzhen

Wholesale

business

100.00% Establishment

Hangzhou Ju

Fang Yong

Hangzhou Hangzhou Comprehensive 100.00% Establishment

Shenbao

Technology

Center

Shenzhen Shenzhen

Development

consultant and

transfer of

technology

100.00% Establishment

Fuhaitang Hangzhou Hangzhou Tea planting 100.00% Acquisition

202

Ecological production and

sales

Chunshi Network Hangzhou Hangzhou

Wholesale

business

100.00% Establishment

Shenshenbao

Investment

Shenzhen Shenzhen

Investment

management

100.00% Establishment

Shenshenbao

Tea Culture

Shenzhen Shenzhen Commerce 100.00% Establishment

Ju Fang Yong

Trading

Hangzhou Hangzhou

Wholesale

business

60.00% Establishment

Yunnan Supply

Chain

Pu’er Pu’er

Wholesale

business

100.00% Establishment

Huizhou Shenbao

Food

Shenzhen Shenzhen

Wholesale

business

100.00% Establishment

Shenbao Rock

Tea

Wuyishan Wuyishan Manufacturing 100.00% Establishment

Pu’er Tea Trading

Center

Pu’er Pu’er Service industry 55.00% Establishment

Shenbao

Tea-Shop

Shenzhen Shenzhen Commerce 100.00% Establishment

Fuhaitang

Catering

Hangzhou Hangzhou Catering 100.00% Establishment

SZCG Shenzhen Shenzhen

Grain & oil

trading

100.00%

Combine under

the same control

Shenzhen Flour Shenzhen Shenzhen Flour processing 100.00%

Combine under

the same control

Hualian Grain &

oil trading

Shenzhen Shenzhen

Grain & oil

trading

100.00%

Combine under

the same control

Hainan Haitian Haikou Haikou Feed production 51.00% 49.00%

Combine under

the same control

Shenliang Quality

Inspection

Shenzhen Shenzhen Inspection 100.00%

Combine under

the same control

Shenliang Doximi Shenzhen Shenzhen E-commerce 100.00%

Combine under

the same control

Shenliang

Cold-Chain

Logistic

Shenzhen Shenzhen

Fresh food

management

on-line

100.00%

Combine under

the same control

Shenliang Big

Kitchen

Shenzhen Shenzhen

Sales and

processing of

70.00%

Combine under

the same control

203

grain oil and

products

Shenliang Real

Estate

Development

Shenzhen Shenzhen

Real estate

development and

property

management

100.00%

Combine under

the same control

Shenliang

Property

Shenzhen Shenzhen

Property

management

100.00%

Combine under

the same control

Shenliang Storage

(Yingkou) )

Yingkou Yingkou Storage 100.00%

Combine under

the same control

Dongguan

Shenliang

Logistics

Dongguan Dongguan Storage logistics 51.00%

Combine under

the same control

Dongguan Food

Industrial Park

Dongguan Dongguan

Port operation

food production

51.00%

Combine under

the same control

Dongguan Food

Trade

Dongguan Dongguan

Food

production

51.00%

Combine under

the same control

Dongguan

Jinying

Dongguan Dongguan Feed biofertilizer 51.00%

Combine under

the same control

Shuangyashan

Shenliang

Zhongxin

Shuangyashan Shuangyashan

Construction of

food base and

development of

related

complementary

facility

51.00%

Combine under

the same control

Hongxinglong

Nongken

Industrial Park

Shuangyashan Shuangyashan

Construction of

food base and

development of

related

complementary

facility

51.00%

Combine under

the same control

Explanation on share-holding ratio in subsidiary different from ratio of voting right:

Basis for controlling the invested entity with half or below voting rights held and without controlling invested entity but with over

half and over voting rights:

Major structured entity included in consolidate statement:

Basis of termination of agent or consignor:

Other explanation:

(2) Important non-wholly-owned subsidiary

RMB/CNY

204

Subsidiary

Share-holding ratio of

minority

Gains/losses attributable

to minority in the Period

Dividend announced to

distribute for minority in

the Period

Ending equity of

minority

Dongguan Shenliang

Logistics

49.00% 5443741.51 153130186.36

Explanation on holding ratio different from the voting right ratio for minority shareholders:

Other explanation:

(3) Main finance of the important non-wholly-owned subsidiary

RMB/CNY

Subsidia

ry

Ending balance Opening balance

Current

assets

Non-curr

ent

assets

Total

assets

Current

liabilities

Non-curr

ent

liabilities

Total

liabilities

Current

assets

Non-curr

ent

assets

Total

assets

Current

liabilities

Non-curr

ent

liabilities

Total

liabilities

Donggua

n

Shenlian

g

Logistics

248138

218.07

115117

0302.88

139930

8520.95

216154

682.24

870643

254.30

108679

7936.54

634938

480.46

920908

724.11

155584

7204.57

679025

611.19

610420

685.53

128944

6296.72

RMB/CNY

Subsidiary

Current Period Last Period

Operating

income

Net profit

Total

comprehensi

ve income

Cash flow

from

operation

activity

Operating

income

Net profit

Total

comprehensi

ve income

Cash flow

from

operation

activity

Dongguan

Shenliang

Logistics

122244975

5.98

11109676.5

6

11109676.5

6

97553848.2

8

905720767.

08

12516721.4

1

12516721.4

1

-19848597.9

7

Other explanation:

(4) Significant restrictions on the use of enterprise group assets and pay off debts of the enterprise group

(5) Financial or other supporting offers to the structured entity included in consolidated financial statement

range

Other explanation:

205

2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights

(1) Owners equity shares changed in subsidiary

(2) Impact on minority’s interest and owners’ equity attributable to parent company

RMB/CNY

Other explanation

3. Equity in joint venture and associated enterprise

(1) Important joint venture or associated enterprise

Joint venture or Associated

enterprise

Main

operation

place

Registered

place

Business nature

Share-holding ratio Accounting

treatment on

investment for

joint venture and

associated

enterprise

Directly Indirectly

Zhuhai Hengxing Feed Industrial

Co. Ltd.

Zhuhai Zhuhai Aquatic fee and animal fee 40.00% Equity

Shenzhen Duoxi Equity Investment

Fund Management Co. Ltd.

Shenzhen Shenzhen

Trusted equity investment

fund

35.00% Equity

Shenzhen Shenyuan Data Tech.

Co. Ltd

Shenzhen Shenzhen

Design for information

system software

development

40.00% Equity

Shenliang Intelligent Wulian Equity

Investment Fund (Shenzhen)

Partnership Enterprise (Limited)

Shenzhen Shenzhen

Equity investment;

investment consultant

49.02% Equity

Changzhou Shenbao Chacang

E-business Co. ltd.

Changzhou

Changzho

u

Manufacturing 33.00% Equity

Huizhou Shenbao Manan

Bio-technology Co. Ltd.

Huizhou Huizhou Manufacturing 51.00% Equity

Shenzhen Shichumingmen

Restaurant Management Co. Ltd.Shenzhen Shenzhen Catering 51.00% Equity

Guangzhou Shenbao Mendao Tea

Co. Ltd

Guangzhou

Guangzho

u

Retail 45.00% Equity

Holding shares ratio different from the voting right ratio:

Has major influence with less 20% voting rights hold or has minor influence with over 20% (20% included) voting rights hold:

206

(2) Main financial information of the important joint venture

RMB/CNY

Ending balance/Current Period Opening balance/Last Period

Other explanation

(3) Main financial information of the important associated enterprise

RMB/CNY

Ending balance/Current Period Opening balance/Last Period

Book value of the equity investment for

associated enterprise

73362651.19 70999666.81

Net profit 7096756.53 1374764.19

Total comprehensive income 7096756.53 1374764.19

Other explanation

(4) Financial summary for non-important Joint venture and associated enterprise

RMB/CNY

Ending balance/Current Period Opening balance/Last Period

Joint venture: -- --

Amount based on share-holding ratio -- --

Associated enterprise: -- --

Amount based on share-holding ratio -- --

Other explanation

(5) Major limitation on capital transfer ability to the Company from joint venture or associated enterprise

(6) Excess loss occurred in joint venture or associated enterprise

RMB/CNY

Joint venture/Associated enterprise

Cumulative un-recognized

losses

Un-recognized losses not

recognized in the Period (or

net profit enjoyed in the

Period)

Cumulative un-recognized

losses at period-end

Changzhou Shenbao Chacang E-business

Co. ltd.

8367950.07 126999.270 8494949.33

207

Shenzhen Shichumingmen Restaurant

Management Co. Ltd.

3491151.31 426122.69 3917274.00

Other explanation

(7) Unconfirmed commitment with joint venture investment concerned

(8) Intangible liability with joint venture or affiliates investment concerned

4. Major conduct joint operation

Name

Main place of

operation

Registration place Business nature

Shareholding ratio/ shares enjoyed

Directly In-directly

Share-holding ratio or shares enjoyed different from voting right ratio:

If the co-runs entity is the separate entity basis of the co-runs classification

Other explanation

5. Structured body excluding in consolidate financial statement

Explanation:

6. Other

X. Disclosure of risks relating to financial instruments

Our business operation makes the Company exposed to various financial risks: credit risk liquidity risk and

market risk (mainly refers to exchange risk and interest risk). The general risk management policy of the

Company is to minimize potential negative effects on our financial performance in view of the unforeseeable

financial market.(i) Credit risk

Credit risk refers to the risk of a financial loss caused by the counter party’s failure to fulfill its contractual

obligations. The credit risk mainly arises from monetary funds account receivable and other account receivable so

on. The management has established adequate credit policies and continues to monitor exposure of these credit

risks.The monetary funds held by the Company are mainly deposited in state-controlled banks and other large and

medium-sized commercial banks and other financial institutions. The management believes that these commercial

banks have high reputation and asset status and have no major credit risk and won't create any major losses

caused by the breach of contract of the opposite side.208

For trade receivables and other receivables the Company establishes relevant policies to control exposure of

credit risk. The Company appraises customers’ credit quality based on their financial position possibility to

obtain guarantee from third parties credit history and other factors such as prevailing market conditions and set

corresponding credit terms. Customers’ credit history would be regularly monitored by the Company. For those

customers who have bad credit history the Company will call collection in written form shorten credit term or

cancel credit term to ensure its overall credit risk is under control.The maximum credit risk exposure equals to the carrying value of each financial asset in balance sheet (including

derivative financial instrument). The Company has not provided any guarantee which would otherwise make the

Company exposed to credit risk except for the guarantee for financial carried in Note XI.

(ii) Liquidity risk

Liquidity risk represents the possibility that the Company is not able to acquire sufficient fund to satisfy business

requirement settle debt when it is due and perform other obligation of payment.The finance department continues to monitor capital requirement for short and long term to ensure adequate cash

reserve. In addition it continues to monitor whether borrowing agreement is complied with and seeks for

commitment from major financial institutions for provision of sufficient back-up fund so as to satisfy capital

requirement in a short and long term.(iii) Market risk

1.Exchange risk

The major operation of the Company is located in the PRC and its major operation is settled in Renminbi.However there is also exchange risk in respect of the recognized foreign currency assets and liabilities and future

foreign currency transactions which are mainly denominated in US dollar. Our finance department is responsible

for monitoring scale of foreign currency assets and liabilities and foreign currency transactions to minimize its

exposure to exchange risks. In reporting period the Company did not sign any forward exchange contract or

monetary exchange contract.

2.Interest risk

Our interest risk mainly arises from bank borrowings. Financial liabilities at floating rate expose the Company to

cash flow interest risk and financial liabilities at fixed rate expose the Company to fair value interest risk. The

Company determines the respective proportion of contracts at fixed rate and floating rate based on prevailing

market conditions.The financial department of the Company continuously monitors the interest rate of the Company. The rise in

interest rates will increase the cost of new interest-bearing debts and the interest expense of the Company’s unpaid

209

interest-bearing debts with floating interest rates management will make timely adjustments based on the latest

market conditions.

3.Price risk

The Company purchases and sells products at market prices therefore it is affected by fluctuation of these prices.XI. Disclosure of fair value

1. Ending fair value of the assets and liabilities measured by fair value

RMB/CNY

Item

Ending fair value

First-order Second-order Third-order Total

I. Sustaining measured by fair

value

-- -- -- --

(i)Tradable financial assets 1153309.17 1153309.17

1.Financial assets measured by

fair value and with variation

reckoned into current

gains/losses

1153309.17 1153309.17

(2) Equity instrument

investment

1153309.17 1153309.17

II. Non-persistent measure -- -- -- --

210

2. Recognized basis for the market price sustaining and non-persistent measured by fair value on

first-order

3. Valuation technique and qualitative and quantitative information on major parameters for the fair value

measure sustaining and non-persistent on second-order

4. Valuation technique and qualitative and quantitative information on major parameters for the fair value

measure sustaining and non-persistent on third-order

5. Adjustment information and sensitivity analysis of unobservable parameters for the fair value measure

sustaining and non-persistent on third-order

6. Sustaining items measured by fair value as for the conversion between at all levels reasons for

conversion and policy for conversion time point

7. Changes of valuation technique in the Period

8. Financial assets and liability not measured by fair value

9. Other

XII. Related party and related transactions

1. Parent company

Parent company Registration place Business nature Registered capital

Ratio of shareholding

on the Company

Ratio of voting right

on the Company

Shenzhen Fude

State-owned Capital

Operation Co. Ltd.Shenzhen

Investing in industry

development

operation and

management of the

own property

500 million Yuan 63.79% 63.79%

Explanation on parent company of the enterprise

Ultimate controller of the Company is Shenzhen Municipal People’s Government State-Owned Assets Supervision and

Administration Commission

Other explanation:

2. Subsidiary

Subsidiary of the Company found more in Note IX- Equity in other entity

3. Joint venture and associated enterprise

Joint Venture of the Company found more in Note IX- Equity in other entity

Other cooperative enterprise and joint venture that have related transaction with the Company in the Period or occurred in previous

211

period

Joint venture/Associated enterprise Relationship

Other explanation

4. Other related party

Other related party Relationship with the Enterprise

Shenzhen Agricultural Products Co. Ltd

Shareholder of the Company subsidiary of the actual controller

controlled by the same ultimate controlling party

Zhanjiang Haitian Aquatic Feed Co. Ltd

Subsidiary of the actual controller Controlled by the same

ultimate controlling party

Dongguan Fruit and Vegetable Non-staple Food Market Co. Ltd Minority shareholder of controlling subsidiary

Taizhong Agricultural Co. Ltd

Subsidiary of the actual controller Controlled by the same

ultimate controlling party

Shenzhen Investment Management Co. Ltd

Former shareholder of the Company Controlled by the same

ultimate controlling party

Fujian Wuyishan Yuxing Tea Co. Ltd*1 Minority shareholder of former controlling subsidiary

Shenzhen Fruits and Vegetables Trading Co. Ltd

Wholly-owned subsidiary of Shenzhen Agricultural Products

Co. Ltd

Shenzhen Higreen International Agricultural Products Logistic

Management Co. Ltd

Controlling subsidiary of Shenzhen Agricultural Products Co.

Ltd

Zhanjiang Changshan (Shenzhen) Ecological Aquaculture Co.Ltd

Has the same parent company

Shenzhen Yixin Investment Co. Ltd

Former shareholder of Shenzhen Agricultural Products Co. Ltd

Controlled by the same ultimate controlling party

Other explanation

*1: Fujian Wuyishan Yuxing Tea Co. Ltd. was a minority shareholder of Fujian Wuyishan Shenbao Yuxing Tea Co. Ltd. a former

controlling subsidiary of Hangzhou Ju Fang Yong which is a subsidiary of the Company and the controlling subsidiary was

separated in 2016.

5. Related transaction

(1) Goods purchasing labor service providing and receiving

Goods purchasing/labor service receiving

RMB/CNY

Related party

Related transaction

content

Current Period

Approved transaction

limit

Whether more than

the transaction limit

(Y/N)

Last Period

Goods sold/labor service providing

212

RMB/CNY

Related party

Related transaction

content

Current Period Last Period

Shenzhen Fude State-owned Capital Operation Co. Ltd. Payment for goods 2510.00

Shenzhen Shenyuan Data Tech. Co. Ltd Office space leasing 15358.00 28293.00

Shenzhen Agricultural Products Co. Ltd Sales of tea 219560.00 65000.00

Shenzhen Higreen International Agricultural Products

Logistic Management Co. Ltd

Sales of tea 7410.00

Shichumingmen Company Sales of tea products 246.15

Shenzhen Fruits and Vegetables Trading Co. Ltd Sales of tea 3270.00

Explanation on goods purchasing labor service providing and receiving

(2) Related trusteeship management/contract & entrust management/ outsourcing

Trusteeship management/contract:

RMB/CNY

Client/Contract-o

ut party

Entrusting

party/Contractor

Trustee/assets

contract

Trustee /start Trustee /ends

Managed

earnings /pricing

of the contract

earnings

Managed

earnings

confirmed in the

period / contract

earnings

Related managed/contract:

Entrusted management/outsourcing:

RMB/CNY

Client/Contract-o

ut party

Entrusting

party/Contractor

Entrust /assets

outsourcing

Entrust /start Entrust /ends

Trustee fee /

pricing of the

outsourcing

Entrusted

earnings

confirmed in the

period /

outsourcing costs

Related management/ outsourcing:

(3) Related lease

As a lessor for the Company:

RMB/CNY

Lessee Assets type

Lease income in recognized in

the Period

Lease income in recognized last

the Period

Shichumingmen Management site 580466.28 503949.19

Shenzhen Fude State-owned Capital Office space leasing 84300.00

213

Operation Co. Ltd.

As lessee:

RMB/CNY

Lessor Assets type

Lease income in recognized in

the Period

Lease income in recognized last

the Period

Shenzhen Fude State-owned Capital

Operation Co. Ltd.Warehouse leasing 14217100.00 14217100.00

Shenzhen Fude State-owned Capital

Operation Co. Ltd.Management site 345038.85

Explanation on related lease

The Company's second-level subsidiary Shenzhen Shenshenbao Tea Culture Business Management Co. Ltd.Nanshan Software Industry Base Subbranch subleased the shop located at Room 02 2

nd

Floor Tower A Building

5 Software Industry Base Keyuan Road Nanshan District Shenzhen that it rented from Shenzhen Investment

Holding Co. Ltd. to the Company's associated company Shi Chu Ming Men Company the rental income for this

year was RMB 580466.28 and the pricing of related transactions was based on the market price.

As an asset management unit entrusted by State-owned Assets Supervision and Administration Commission of

Shenzhen Fude Capital signed the “Overall Rental Agreement of Shenzhen Grain Reserve Depot” with Shenzhen

Cereals Group on October 17 2018 the lease term was from October 1 2017 to December 31 2019 it was

agreed to pay an annual total rent of RMB 28434200 based on market prices.

Fude Capital rented out Room 3001-3065 of third floor and 5008-5009 of fifth floor of the main building and

three storeys of darkrooms of Grain Building located at Nanfang No. 656 Hubei Road Luohu District Shenzhen

and Room 2303 located at Building C World Trade Plaza No. 9 Fuhong Road Futian Street to the Company’s

second-tier subsidiaries Shenliang Real Estate and Shenliang Property as office use the lease period is from

August 1 2018 to July 31 2019 and the pricing of related transactions was based on the market price.

(4) Related guarantee

As guarantor

RMB/CNY

Secured party Guarantee amount Guarantee start date Guarantee expiry date

Whether the guarantee

has been fulfilled

Shenbao Huacheng 30000000.00 2018-07-26

Two years after the

expiration of the debt

performance period for

each specific credit under

the main contract

N

As secured party

214

RMB/CNY

Guarantor Guarantee amount Guarantee start date Guarantee expiry date

Whether the guarantee

has been fulfilled

Dongguan Fruit and

Vegetable Non-staple

Food Market Co. Ltd

14700000.00 2017-06-08 2019-04-11 Y

Dongguan Fruit and

Vegetable Non-staple

Food Market Co. Ltd

53571310.66 2016-12-27 2021-12-26 N

Dongguan Fruit and

Vegetable Non-staple

Food Market Co. Ltd

138955864.84 2018-07-27 2032-08-29 N

Explanation on related guarantee

1. According to the “Comprehensive Credit Line Contract” numbered as PY (SZ) ZZ No. A237201707130001

signed by Shenbao Huacheng a subsidiary of the Company with Ping An Bank Shenzhen Branch on July 27

2017 Ping An Bank Shenzhen Branch provided a comprehensive credit line of RMB 30 million to the subsidiary

of the Company Shenbao Huacheng the time limit of the comprehensive credit limit was within 12 months from

the effective date of the contract. In order to ensure that all claims under this comprehensive credit limit can be

repaid the Company has provided a maximum guarantee with guarantee amount of RMB 30000000.00. Except

for the guarantee amount other interests interest and interest penalty and other claims charges are also

guaranteed and the guarantee period is from July 26 2018 to the end of the two-year period from the expiration

date for debt performance of each specific credit line under the master contract.

2. According to the working capital loans contract (Yue DG2017 nian Jie Zi No. 005) entered by the subsidiary

Dongguan Shenliang Logistics and Bank of Communications Dongguan Branch Dongguan Shenliang Logistics

gains a cyclic quota of RMB 30 million with borrowing interest rate of 5.22%. Each loan drawn under this

contract shall be for a period of not more than 12 months and the maturity date for all loans shall be no later than

11

th

April 2019. The Company’s subsidiaries SZCG and Dongguan Fruit and Vegetable Non-staple Food Market

Co. Ltd provided joint liability guarantee for the loans. The amount guaranteed by Dongguan Fruit and Vegetable

Non-staple Food Market Co. Ltd. was RMB 14.7 million and the amount guaranteed by SZCG was RMB 15.3

million. During the guarantee period respectively calculate according to the debt performance period of each

principal debt agreed in the main contract (under opening of the bank acceptance bill/letter of credit/guarantee

letter calculate according to the creditor's advance payment date). The guarantee period under each principal debt

is from the expiration of the debt performance period (or the creditor’s advance payment date) to two years after

the date of the expiration of the debt performance period (or the creditor’s advance payment date) of the main debt

finally due under all main contracts.215

3. According to the bank credit contract of credit No. CN11002181808-160714-SCDGTML2 signed by Dongguan

Shenliang Logistics a subsidiary of the Company and HSBC HSBC will provide a loan credit of not exceeding

RMB 200 million to Dongguan Logistics the applicable interest rate for each loan at each interest period is 90% of

the central bank loan benchmark interest rate applicable on the fixed interest date of the interest period the

borrowing date is from December 27 2016 to December 26 2021. As of December 31 2018 the balance of the loan

principal achieved by Dongguan Shenliang Logistics from HSBC was RMB 109329205.42 and the Company’s

subsidiaries SZCG and Dongguan Fruit and Vegetable Non-staple Food Market Co. Ltd provided joint liability

guarantee for the loans the amount guaranteed by Dongguan Fruit and Vegetable Non-staple Food Market Co.Ltd. was RMB 53571310.66 and the amount guaranteed by SZCG was RMB 55757894.76.

4. According to the loan contract “Yue DG 2017 NGDZ No. 006” signed by Dongguan Food Industrial Park a

subsidiary of the Company and Bank of Communications Dongguan Branch the current loan principal is

respectively RMB 49.80 million RMB 3783400 RMB 30 million and RMB 200 million the loan period is from

July 27 2018 to August 29 2032. The loan interest rate of RMB 200 million is calculated by the benchmark

interest rate for loan of the People’s Bank of China on the loan entry date which is 4.90%; the other three are

calculated by the benchmark interest rate of the People’s Bank of China on the loan entry date after rising by 15%

which is 5.635%. The Company’s subsidiaries SZCG and Dongguan Fruit and Vegetable Non-staple Food

Market Co. Ltd provide joint liability guarantee for the loans the amount guaranteed by Dongguan Fruit and

Vegetable Non-staple Food Market Co. Ltd is RMB 138955864.84 and the amount guaranteed by SZCG is

RMB 144627532.80.

(5) Related party’s borrowed funds

RMB/CNY

Related party Borrowing amount Starting date Maturity date Note

Borrowing

Lending

(6) Related party’s assets transfer and debt reorganization

RMB/CNY

Related party Related transaction content Current Period Last Period

(7) Remuneration of key manager

RMB/CNY

Item Current Period Last Period

216

(8) Other related transaction

6. Receivable and payable of related party

(1) Receivable item

RMB/CNY

Item Name Related party

Ending balance Opening balance

Book balance Bad debt provision Book balance Bad debt provision

Account receivable

Shenzhen Fude

State-owned Capital

Operation Co. Ltd.

42150.00

421.50

Account receivable

Shenzhen

Agricultural

Products Co. Ltd

55000.00 89.60 8960.00 89.60

Account receivable

Shenzhen Higreen

International

Agricultural

Products Logistic

Management Co.Ltd

7410.00 74.10

Other account

receivable

Changzhou Shenbao

Chacang Company

20618710.83 18024144.51 20413947.34 17819381.02

Other account

receivable

Shenzhen Higreen

International

Agricultural

Products Logistic

Management Co.Ltd

50000.00 500.00 50000.00 500.00

Other account

receivable

Shichumingmen 1365179.36 275978.87 1429898.28 275978.87

(2) Payable item

RMB/CNY

Item Name Related party Ending book balance Opening book balance

Other account payable

Zhanjiang Changshan

(Shenzhen) Ecological

Aquaculture Co. Ltd

7972700.83 7967662.50

Other account payable

Shenzhen Duoxi Equity

Investment Fund Management

39906.00 41486.00

217

Co. Ltd.

Other account payable

Shenzhen Fruits and Vegetables

Trading Co. Ltd

245714.59 245714.59

Other account payable

Shenzhen Investment

Management Co. Ltd

3510297.20 3510297.20

Other account payable

Shenzhen Fude State-owned

Capital Operation Co. Ltd.

67762184.76 53470612.86

Dividend payable

Shenzhen Investment

Management Co. Ltd

2690970.14 2690970.14

7. Related party commitment

8. Other

XIII. Share-based payment

1. Overall situation of share-based payment

□ Applicable √Not applicable

2. Share-based payment settled by equity

□ Applicable √Not applicable

3. Share-based payment settled by cash

□ Applicable √Not applicable

4. Modification and termination of share-based payment

Nil

5. Other

Nil

XIV. Commitment or contingency

1. Important commitments

Important commitments on balance sheet date

The Company has no important commitments that need to disclosed up to 30

th

June 2019

218

2. Contingency

(1)Contingency on balance sheet date

1. Contingencies arising from pending litigation or arbitration and its financial impact

(1) Disputes over the loan contracts between Changzhou Shenbao Chacang E-commence Co. Ltd. the Company

and Shenzhen Agricultural Products Financing Guarantee Co. Ltd.On July 15 2016 Shenzhen Agricultural Products Financing Guarantee Co. Ltd. (hereinafter referred to as

Agricultural Products Guarantee Company) submitted a “Civil Appeal” to the People’s Court of Futian District

Shenzhen requesting Changzhou Shenbao Chacang Company to repay the loan principal amount of RMB

5000000.00 the interest of RMB 389968.52 and the interest penalty of RMB 3200271.79 (the interest penalty

was temporarily calculated to June 30 2016 which shall be actually calculated to the date of the full repayment of

the borrowing); and pay the compensation of RMB 100000.00 (5 million Yuan × 2%); two items in total were

RMB 8690240.31; the Company undertook joint liability for the loan of RMB 5000000.00.

On May 31 2017 Shenzhen Futian District Court made the first-instance judgment and ruled Changzhou

Shenbao Chacang Company to repay the loan principal of RMB 5 million and the interest and interest penalty the

Company did not need to undertake joint liability for the loan of RMB 5 million of Changzhou Shenbao Chacang

Company. On July 4 2017 the Agricultural Products Guarantee Company filed an appeal on October 13 2017

and Shenzhen Intermediate People’s Court held the second instance hearing.

On April 26 2019 the Shenzhen Intermediate People's Court made a civil judgment (Civil Judgment (2017) Yue

03 Min Zhong No. 12296) and judged Shenzhen Shenbao Industrial Co. Ltd. (now renamed as Shenzhen Cereals

Holdings Co. Ltd.) to undertake a joint and several liability for the of Changzhou Shenbao Chacang E-Commerce

Co. Ltd. within the scope of 3.5 million yuan. Shenzhen Shenbao Industrial Co. Ltd. (now renamed as Shenzhen

Cereals Holdings Co. Ltd.) has the right to claim compensation from Changzhou Company after the payment.

The judgment has taken effectcurrently it’s in a reconciliation

(2) Contract disputes between the Company’s subsidiaries Mount Wuyi Shenbao Rock Tea Co. Ltd. (hereinafter

referred to as Wuyishan Rock Tea Company) and Hangzhou Jufangyong Holdings Co. Ltd. (hereinafter referred

to as Jufangyong Company) and Wuyishan Jiuxing Tea Co. Ltd. (hereinafter referred to as Jiuxing Company)

Fujian Wuyishan Yuxing Tea Co. Ltd. (hereinafter referred to as Yuxing Company) Xingjiu Tea Co. Ltd. Chen

Yuxing Chen Guopeng

On September 22 2017 Jufangyong Company Xingjiu Tea Co. Ltd. Yuxing Company Chen Yuxing and Chen

Guopeng signed an “Formal Agreement on the Separation of Fujian Wuyishan Shenbao Yuxing Tea Co. Ltd.”

219

according to the separation agreement: the original Shenbao Yuxing Company was separated after the separation

Jufangyong Company held 100% equity of the newly established company (i.e. Shenbao Rock Tea Company)

and Yuxing Company and Xingjiu Tea Company jointly held 100% equity of the surviving company (Jiuxing

Company); Shenbao Rock Tea Company got receivables of RMB 7273774.01 which was guaranteed by Jiuxing

Company to achieve RMB 2 million within one year after separation and the remaining amount would be returned

within 2 years. Chen Yuxing and Chen Guopeng as the actual controllers of Jiuxing Company Yuxing Company

and Xingjiu Tea Company assumed joint responsibility for the joint guarantee to Shenbao Rock Tea Company and

Jufangyong Company for all the obligations and responsibilities stipulated in the “Separation Agreement”.

As of September 22 2018 the time limit stipulated in the “Separation Agreement” for the realization of four

receivables had expired and Shenbao Rock Tea Company still had RMB 5212301.40 unrecovered. On

December 6 2018 Shenbao Rock Tea Company and Hangzhou Jufangyong Company applied for arbitration to

Shenzhen Court of International Arbitration (Shenzhen Arbitration Commission) for the above matters and

requested Jiuxing Company to pay RMB 5272934.01 to Shenbao Rock Tea Company and requested Yuxing

Company Xingjiu Tea Company Chen Yuxing and Chen Guopeng to assume joint liability.

On April 18 2019 Shenzhen International Arbitration Court heard the arbitration case in court. Since relevant

matters are still to be determined and ascertained the two parties concerned shall provide supplementary defense

materials to the court. Currently the case has not ye been arbitrated by Shenzhen International Arbitration Court.

As of 30

th

June 2019 the accumulated bad debt provision accrual by the Company was RMB 3458370.94.

(3) Disputes on mung bean business between Shenzhen Cereals Group (SZCG) and Jilin Tongyu County Shengda

Company

In August 2007 Shenzhen Cereals Group and Tongyu County Shengda Grain and Oil Trading Co. Ltd.(hereinafter referred to as Shengda Company) signed the “Mung Bean Entrusted Acquisition Processing andStorage Contract” from October 2007 to May 2008 totally 4918.00 tons of mung beans were acquired the

Company paid payment for goods of RMB 30 million. According to the contract after the completion of the

entrusted acquisition Shengda Company has the obligations to assist in the sale of goods and buy-back. Shengda

Company did not fully fulfill its obligations and Shenzhen Cereals Group also carried out various forms of

collection. In September 2010 Shenzhen Cereals Group sued Shengda Company for repayment of its arrears and

interest. The two parties reached an accommodation during the court trial and Futian District People’s Court of

Shenzhen issued a “Paper of Civil Mediation” but Shengda Company did not fully fulfill the repayment

obligation Shenzhen Cereals Group has applied to the court for enforcement. As of 30

th

June 2019 the book

receivables amounted to RMB 5602468.81 and the execution of remaining funds has large uncertainties. The

Company has fully made provision for bad debts of RMB 5602468.81.

220

(4) Contract disputes between Flour Company and Shenzhen Fujin Food Industry Co. Ltd.

On May 31 2013 Shenzhen Fujin Food Industry Co. Ltd. (hereinafter referred to as Fujin Company) signed a

“Purchases and Sales Contract” with Flour Company agreed that Flour Company would supply the moon cake

tailored flour and the tailored wheatmeal for cakes and pastries to Fujin Company. Later Fujin Company sued

Flour Company it said that the lipase (a processing aid) in the flour supplied by Flour Company to Fujin

Company was active causing the “acid value” of the moon cakes and fillings made from it exceed the food safety

standards which caused huge losses to Fujin Company so it advocated that Flour Company should bear the

corresponding liability for compensation and compensate for the property loss of Fujin Company of RMB

9784485.55; the litigation costs should be borne by Flour Company.

On November 29 2014 the Nanshan District People’s Court of Shenzhen made the first-instance judgment ([2014]

SNFMYCZ No.45) and considered that Fujin Company failed to prove that its so-called problem product with too

high “acid value” was caused by the lipase activity of the flour supplied by Flour Company it has not been proven

that the raw materials of the problem food were supplied by Flour Company; secondly the relevant standards of

the Ministry of Health allow the addition of active lipase to the flour raw material therefore the court ruled that

all claims of Shenzhen Fujin Food Industry Co. Ltd. were rejected.On June 5 2015 the Shenzhen Intermediate People’s Court made a ruling ([2015] SZFMZZ No. 563)

considering that the court of first instance could not find out what standards should be applied to the quality of the

flour products involved in the case nor could it found that the obligation to remove processing aids in flour should

be attributed to the flour supplier or the food producer. Therefore the civil judgment [2014] SNFMYCZ No.45

was revoked and sent back to the Nanshan District People’s Court for retrial.

On December 21 2017 People's Court of Nanshan District of Shenzhen made the first-instance judgment of

retrial which rejected all claims of Shenzhen Fujin Food Industry Co. Ltd.On June 10 2019 the Shenzhen Intermediate People's Court made the second-instance judgment (Civil Judgment

(2018) Yue 03 Min Zhong No. 7911) and the judgment rejected the appeal of Shenzhen Fujin Food Industry Co.

Ltd. and upheld the original judgment.

(5) Contract disputes among Shenzhen Cereals Group Hualian Grain and Oil Guangzhou Jinhe Feed Co. Ltd.

and Huang Xianning Import Agent

From October 2005 to January 2007 Shenzhen Cereals Group Hualian Grain and Oil and Guangzhou Jinhe Feed

Co. Ltd. (hereinafter referred to as Guangzhou Jinhe Company) signed 20 “Import Agent Contracts” agreed that

Shenzhen Cereals Group and Hualian Grain and Oil agent Guangzhou Jinhe Company to import Peruvian

221

fishmeal. In August 2007 Hualian Grain and Oil Guangzhou Jinhe Company and Huangxianning signed the

“Guarantee Contract” agreed that Huangxianning would guarantee that all payables of Guangzhou Jinhe

Company under the trade contracts signed by Hualian Grain and Oil and Guangzhou Jinhe Company would be

paid on time. Later due to Guangzhou Jinhe Company’s insufficient payment of goods and import agency fees

Shenzhen Cereals Group and Hualian Grain and Oil filed a lawsuit to Futian District People’s Court of Shenzhen.

On February 16 2015 the Futian District People’s Court of Shenzhen made the first-instance judgment ([2014]

SFFMECZ No. 786) and sentenced Guangzhou Jinhe Company to pay RMB 10237385.74 to Shenzhen Cereals

Group and Hualian Grain and Oil and bear the case acceptance fee of RMB 83224.00; Huang Xianning does not

need to bear the joint and several liability.

As Guangzhou Jinhe Company refused to accept the above first-instance judgment it lodged an appeal to the

Shenzhen Intermediate People’s Court claiming that the prosecution of Shenzhen Cereals Group and Hualian

Grain and Oil had exceeded the time limit for litigation. On March 30 2017 the Shenzhen Intermediate People’s

Court made the second-instance judgment (Civil Judgment [2015] SZFSZZ No.1767) and the judgment rejected

Guangzhou Jinhe Company’s appeal and upheld the original judgment.The case is still in enforcement and the other party has not paid any money Shenzhen Cereals Group has made

provision for bad debts in proportion to 100% of the accounts receivable of RMB 10455600 of Guangzhou Jinhe

Company.

According to the “Commitment Letter of Shenzhen Fude State-owned Capital Operation Co. Ltd. on the PendingLitigation of Shenzhen Cereals Group Co. Ltd.” If Shenzhen Cereals Group Co. Ltd. and its holding subsidiaries

suffer any claims compensation losses or expenses due to the contract disputes with Guangzhou Jinhe Feed Co.Ltd. and Huangxianning Import Agent Shenzhen Fude State-owned Capital Operation Co. Ltd. will assume the

compensation or loss caused by the lawsuits.

(6) Contract disputes between Hualian Grain and Oil Company and Zhuhai Doumen Huabi Feed Factory

On December 9 2004 Hualian Grain and Oil Company signed a purchases and sales contract with Zhuhai

Doumen Huabi Feed Factory to sell 2000.00 tons of corn with payment for goods of RMB 2396300 but the

payment has not been taken back. In April 2005 Hualian Grain and Oil Company discovered that Zhuhai Doumen

Huabi Feed Factory had basically stopped production and the goods were transferred the legal representative

Liang Dongxing had fled. On July 2 2005 the public security organ arrested Liang Dongxing. Hualian Company

has prosecuted him and won in the lawsuit and the lawsuit has been settled and in enforcement.222

As of 30

th

June 2019 Hualian Grain and Oil Company had received RMB 2396300 from Zhuhai Doumen Huabi

Feed Factory Hualian Grain and Oil Company had made 100% of bad debt provision for this amount.

(7) Contract disputes between Hualian Grain and Oil Company and Foshan Huaxing Feed Factory

In August and October 2007 Hualian Grain and Oil Company sold goods to Foshan City Shunde District Huaxing

Feed Factory and received a total of RMB 2958600 of commercial acceptance bills. Due to the company’s

overdue payment Hualian Grain and Oil Company filed a lawsuit with the People’s Court of Shunde District

Foshan City on October 29 2007 requesting Foshan City Shunde District Huaxing Feed Factory to repay the

payment for goods and pay the corresponding interests. From June to July 2011 totally took back the company’s

bankruptcy property settlement of RMB 1638900. As of 30

th

June 2019 Hualian Grain and Oil Company had

receivables of RMB 1319700 from Foshan City Shunde District Huaxing Feed Factory and it had made 100% of

bad debt provision for this amount.

(8) Contract disputes on the international sales transactions of soybeans between Shenzhen Cereals Group and

Noble Resources Pte. Ltd

On March 3 2004 Shenzhen Cereals Group and Noble Resources Pte. Ltd. (hereinafter referred to as Noble

Company) signed a contract stipulating that Shenzhen Cereals Group Co. Ltd. would purchase 55000 tons of

Argentine or Brazilian soybeans from Noble Company under CFR conditions.

On May 10 2004 the General Administration of Quality Supervision Inspection and Quarantine (AQSIQ) issued

a notice that a shipload of Brazilian soybeans exported to Xiamen China by Noble Company in April 2004 was

found to be mixed with seed-coating soybeans thus Noble Company was suspended to export Brazilian soybeans

to China.

On June 25 2004 after the cargo ship arrived in Qingdao Port the cargo was inspected by Qingdao Commodity

Inspection and Quarantine Bureau who found the cargo contained seed-coating soybeans and the cargo was

sealed up according to law.On July 22 2004 the two parties signed a supplementary agreement on the above-mentioned soybean sales

contract stipulating that the demurrage incurred as the cargo could not be unloaded due to seed-coating soybeans

shall be borne by Noble Company and agreed that the disputes under the contract shall be governed by Chinese

courts according to Chinese law.223

In July 2004 Noble Company submitted the case to the Hong Kong International Arbitration Center for

arbitration requesting Shenzhen Cereals Group Co. Ltd. to undertake cargo ship detainment Hong Kong

demurrage loss contingencies and so on totaling seven claims. Shenzhen Cereals Group Co. Ltd. filed a

jurisdictional objection the Hong Kong International Arbitration Center ruled on December 14 2006 that two

claims have the right of jurisdiction i.e. demurrage of Noble ship in Hong Kong and loss contingencies other

claims were rejected.The Hong Kong International Arbitration Center ruled on 17 Feb. 2011 that: the demurrage of $ 2173000.00

should be paid by Shenzhen Cereals Group and the interest counted by annual interest rate of 5.00% since 4

th

June 2004. In July 2011 Noble Company applied to Shenzhen Intermediate People’s Court for enforcement of the

ruling. On 30 March 2015 a civil order ([2017] Shen Zhong Fa Min Chu Zi No. 270) was made by Shenzhen

Intermediate People’s Court ruling that the demurrage charges arising from the failure of normal unloading of the

goods involved shall be borne by Nobel Company as stipulated in the Supplementary Agreement of the Soybean

Sales Contract signed by both parties the disputes under the contractual agreements shall be settled by Chinese

Laws and shall be under the jurisdiction of Chinese courts. The Hong Kong International Arbitration Center has

no jurisdiction over this case than the application for execution of Nobel Company was rejected.

On February 6 2018 Noble Company applied to the Hong Kong High Court for enforcement of the Hong Kong

International Arbitration Center's ruling on February 17 2011. On February 18 2019 the Hong Kong High Court

ruled that the enforcement time limit for the application of Noble Company has been lost. On September 3 2014

Noble Company submitted the “Application for Further Claims Arbitration” to the Hong Kong International

Arbitration Center requesting Shenzhen Cereals Group Co. Ltd. to pay Noble Company US$7.45 million in

compensation for the freighter’s lessor - Bunge Limited and the corresponding litigation and arbitration fee.However Noble Company had never applied for litigation matters such as court hearings. On November 1 2016

the arbitrator of Hong Kong International Arbitration Center wrote to Noble Company requesting it to initiate the

arbitration at the end of 2016 otherwise the arbitral tribunal will take measures to close the case but so far Noble

Company has not initiated the arbitration.

The application for arbitration of the second part of the ruling of Hong Kong International Arbitration Center

made by Noble Company in the mainland has been rejected the application for enforcement in Hong Kong was

ruled that the time limit of application for arbitration has been exceeded. Related procedures of the third part of

the arbitration has not been initiated in accordance with the requirements of the arbitral tribunal therefore it can

be presumed that the case has been closed.

According to the “Commitment Letter of Shenzhen Fude State-owned Capital Operation Co. Ltd. on the PendingLitigation of Shenzhen Cereals Group Co. Ltd.” If Shenzhen Cereals Group Co. Ltd. and its holding subsidiaries

suffer any claims compensation losses or expenses due to the contract dispute of international sale of soybean

with Noble Resources Co. Ltd. Shenzhen Fude State-owned Capital Operation Co. Ltd. will assume the

compensation or loss caused by the lawsuit.224

(9) Contract disputes between Shenzhen Cereals Group and Beijing Zhongwang Food Co. Ltd.

On August 22 2007 Beijing Zhongwang Food Co. Ltd. defaulted on the payment for goods of RMB

1911200.00 to Shenzhen Cereals Group. Beijing Zhongwang Food Co. Ltd. was in bankruptcy proceedings

Shenzhen Cereals Group has reported claims and interests of RMB 2473400 to the bankruptcy administrator and

the confirmed ordinary creditor’s rights are RMB 2128300. It is estimated that the bankruptcy property

repayment amount is about RMB 50000 at most.

On April 22 2018 Shenzhen Cereals Group received a bankruptcy liquidation of RMB 37313.42 and up to 30

th

June 2019 the bad debt provision for residual claims are accrual by Shenzhen Cereals Group in total as RMB

1873886.58.

2. Contingency arising from the provision of external debt guarantee and their impacts on financial

The guarantee for related parties found more in the Note XII. Related party and related transaction

Ended as 30th June 2019 the Company has no guarantees provided for non-related parties

3. Except for the above mentioned contingency up to 30

th

June 2019 the Company has no other major

contingency that should be disclosed

(2) If the Company has no important contingency need to disclosed explain reasons

The Company has no important contingency that need to disclose.

3. Other

XV. Events after balance sheet date

1. Important non adjustment matters

RMB/CNY

Item Content

Impact on financial status and

operation results

Reasons of fails to estimate the

impact

2. Profit distribution

RMB/CNY

225

3. Sales return

4. Other events after balance sheet date

Up to the date of the financial report released the Company has no other events after balance sheet date need to released

XVI. Other important events

1. Previous accounting errors collection

(1)Retrospective restatement

RMB/CNY

Content Treatment procedure

Items impact during vary

comparative period

Accumulated impact

(2)Prospective application

Content Approval procedure Reasons

2. Debt restructuring

3. Assets exchange

(1) Exchange of non-monetary assets

(2)Other assets exchange

4. Pension plan

According to the “Enterprise Annuity Scheme of Shenzhen Cereals Group Co. Ltd.” and the employees’

application the Company pays the enterprise annuity for the employees who meet the conditions for participation

according to the proportion agreed by the Confirmation for Enterprise Payment Ratio of the Enterprise Annuity of

Shenzhen Cereals Group Co. Ltd. the payment base is based on the total salary of the previous year and the

maximum payment rate is not more than 8.33%.

5. Discontinuing operation

RMB/CNY

Item Revenue Expenses Total profit

Income tax

expenses

Net profit

Profit of

discontinuing

operation

226

attributable to

owners of parent

company

Other explanation

6. Segment

(1) Recognition basis and accounting policy for reportable segment

(2) Financial information for reportable segment

RMB/CNY

Item Offset between segment Total

(3) The Company has no segment or unable to disclose total assets and liability of the segment explain

reasons

(4) Other explanation

7. Other major transaction and events makes influence on investor’s decision

8. Other

XVII. Principle notes of financial statements of parent company

1. Account receivable

(1)Category

RMB/CNY

Category

Ending balance Opening balance

Book balance Bad debt provision

Book

value

Book balance Bad debt provision

Book value

Amount Ratio Amount

Accrual

ratio

Amount Ratio Amount

Accrual

ratio

Account receivable

with bad debt

provision accrual on

a single basis

28453.0

8

0.60%

28453.0

8

100.00% 0.00 28453.08 0.07% 28453.08 100.00% 0.00

Including:

Account receivable

with single minor

amount but with bad

28453.0

8

0.60%

28453.0

8

100.00% 0.00 28453.08 0.07% 28453.08 100.00% 0.00

227

debts provision

accrued on a single

basis

Account receivable

with bad debt

provision accrual on

portfolio

472050

0.44

100.00%

19717.6

1

0.42%

4700782

.83

4286995

4.13

99.93%

428835.0

6

1.00%

42441119.

07

Including:

Age portfolio

458252

8.24

97.08%

19717.6

1

0.42%

4562810

.63

4286995

4.13

99.93%

428835.0

6

1.00%

42441119.

07

Related party and

petty cash

137972.

20

2.92%

137972.2

0

Total

474895

3.52

100.00%

48170.6

9

1.01%

4700782

.83

4289840

7.21

100.00%

457288.1

4

1.07%

42441119.

07

Bad debt provision accrual on single basis:

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio Accrual causes

Bad debt provision accrual on portfolio: 48170.69 Yuan

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio

Aging analysis 4582528.24 19717.61 0.43%

Related party and petty cash 137972.20 0.00 0.00%

Account receivable with single

minor amount but with bad

debts provision accrued on a

single basis

28453.08

28453.08

100%

Total

4748953.52

48170.69

--

Explanation on portfolio determines:

Bad debt provision accrual on portfolio:

RMB/CNY

Name

Ending balance

Book balance Bad debt provision Accrual ratio

Explanation on portfolio determines:

228

If the provision for bad debts of account receivable is made in accordance with the general model of expected credit losses please refer

to the disclosure of other account receivable to disclose related information about bad-debt provisions:

□ Applicable √Not applicable

By account age

RMB/CNY

Account age Ending balance

Within one year(one year included) 4712012.82

Within one year(one year included) 4712012.82

1-2 years 1383.22

2-3 years 3117.40

Over 3 years 32440.08

3-4 years 3987.00

Over 5 years 28453.08

Total

4748953.52

(2) Bad debt provision accrual collected or reversal in the period

Bad debt provision accrual in the period:

RMB/CNY

Category Opening balance

Amount changed in the period

Ending balance

Accrual Collected or reversal Written-off

Age portfolio 428835.06

409117.45

19717.61

Other account

receivable with

single minor amount

but with bad debt

provision accrual on

single basis

28453.08

28453.08

Total 457288.14

409117.45

48170.69

Including major amount bad debt provision that collected or reversal in the period:

RMB/CNY

Enterprise Amount collected or reversal Collection way

229

(3) Account receivable actually written-off in the period

RMB/CNY

Item Amount written-off

Including major account receivable written-off

RMB/CNY

Enterprise Nature Amount written-off Written-off causes

Procedure of

written-off

Resulted by related

transaction (Y/N)

Explanation on account receivable written-off

(4) Top 5 account receivables at ending balance by arrears party

Total period-end balance of top five receivables by arrears party amounting to 4542912.44 Yuan takes 95.66 percent of the total

account receivable at period-end bad debt provision accrual correspondingly at year-end amounting as 45951.02 Yuan.

(5) Account receivable derecognition due to financial assets transfer

(6) Assets and liabilities resulted by account receivable transfer and continues involvement

Other explanation:

2. Other account receivable

RMB/CNY

Item Ending balance Opening balance

Other account receivable 242873517.60 159677969.59

Total 242873517.60 159677969.59

(1) Interest receivable

1)Category

RMB/CNY

Item Ending balance Opening balance

2) Important overdue interest

Borrower Ending balance Overdue time Overdue causes

Whether impairment

occurs and its judgment

basis

Other explanation:

3) Accrual of bad debt provision

□ Applicable √Not applicable

230

(2) Dividend receivable

1) Category

RMB/CNY

Item (or invested enterprise) Ending balance Opening balance

2) Important dividend receivable with account age over one year

RMB/CNY

Item (or invested

enterprise)

Ending balance Account age

Reasons for not

collection

Whether impairment

occurs and its judgment

basis

3) Accrual of bad debt provision

□ Applicable √Not applicable

Other explanation:

(3) Other account receivable

1) By nature

RMB/CNY

Nature Ending book balance Opening book balance

Margin and deposit 1235229.39 119089.00

Export tax rebate 171917.78 312364.06

Intercourse funds and other 264704763.86 182280569.20

Total 266111911.03 182712022.26

2) Accrual of bad debt provision

RMB/CNY

Bad debt provision

Phase I Phase II Phase III

Total

Expected credit

losses over next 12

months

Expected credit losses for

the entire duration (without

credit impairment occurred)

Expected credit losses for

the entire duration (with

credit impairment occurred)

Balance on Jan. 1 2019 1922.73 75499.40 22956630.54 23034052.67

Balance of Jan. 1 2019

in the period

—— —— —— ——

Current accrual 204763.49 204763.49

Current reversal 422.73 422.73

Balance on Jun. 30 2019 1500.00 75499.40 23161394.03 23238393.43

Change of book balance of loss provision with amount has major changes in the period

□ Applicable √Not applicable

By account age

231

RMB/CNY

Account age Ending balance

Within one year(one year included) 209256830.79

Within one year(one year included) 209256830.79

1-2 years 7483918.42

2-3 years 18812851.47

Over 3 years 30558310.35

3-4 years 6875000.00

4-5 years 6218962.15

Over 5 years 17464348.20

Total 266111911.03

3) Bad debt provision accrual collected or reversal in the period

Bad debt provision accrual in the period:

RMB/CNY

Category Opening balance

Amount changed in the period

Ending balance

Accrual Collected or reversal

Age portfolio 77422.13 422.73 76999.40

Other account receivable

with single minor amount

but with bad debt

provision accrual on

single basis

5641249.52 5641249.52

Other account receivable

with single major amount

and with bad debt

provision accrual on

single basis

17315381.02 204763.49 17520144.51

Total 23034052.67 204763.49 422.73 23238393.43

Including major amount with bad debt provision reverse or collected in the period:

RMB/CNY

Enterprise Amount reversal or collected Collection way

4) Other account receivable actually written-off in the period

RMB/CNY

Item Amount written-off

Including important other account receivable written-off

RMB/CNY

Enterprise Nature Amount written-off Written-off causes Procedure of Resulted by related

232

written-off transaction (Y/N)

Explanation on other account receivable written-off

5) Top 5 other receivables at ending balance by arrears party

RMB/CNY

Enterprise Nature Ending balance Account age

Ratio in total ending

balance of other

account receivables

Ending balance of

bad debt reserve

Huizhou Shenbao

Technology Co. Ltd

Intercourse funds 112351493.44 Within one year 42.22%

Shenzhen Cereals

Group Co. Ltd

Intercourse funds 83019048.50 Within one year 31.20%

Shenzhen Shenbao

Sanjing Food &

Beverage

Development Co. Ltd

Intercourse funds 26205575.88 Over 5 years 9.85%

Changzhou Shenbao

Chacang Company

Intercourse funds

19988710.83

1-3 years 7.51% 17520144.50

Shenzhen Shenbao

Technology Center

Co. Ltd

Intercourse funds 12628225.82 Over 5 years 4.75%

Total --

254193054.47

-- 95.52% 17520144.50

6) Other account receivables related to government grants

RMB/CNY

Enterprise Government grants Ending balance Ending account age

Time amount and basis

for collection predicted

7) Other receivable for termination of confirmation due to the transfer of financial assets

8) The amount of assets and liabilities that are transferred other receivable and continued to be involved

Other explanation:

3. Long-term equity investment

RMB/CNY

Item

Ending balance Opening balance

Book balance

Impairment

provision

Book value Book balance

Impairment

provision

Book value

Investment for

subsidiary

4208728337.66 4208728337.66 4208728337.66 4208728337.66

Investment for 6618320.35 2927628.53 3690691.82 6753354.23 2927628.53 3825725.70

233

associates and

joint venture

Total 4215346658.01 2927628.53 4212419029.48 4215481691.89 2927628.53 4212554063.36

(1) Investment for subsidiary

RMB/CNY

The invested entity Opening balance Current increased

Current

decreased

Ending balance

Current accrual

Impairment

provision

Ending balance of

impairment

provision

Shenbao Property 2550000.00 2550000.00

Shenbao Industrial

& Trading

5500000.00 5500000.00

Shenbao Sanjing 80520842.36 80520842.36

Shenbao

Huacheng

168551781.80 168551781.80

Huizhou Shenbao

Technology

60000000.00 60000000.00

Wuyuan Ju Fang

Yong

280404134.35 280404134.35

Hangzhou Ju Fang

Yong

176906952.42 176906952.42

Shenbao

Technology Center

54676764.11 54676764.11

Shenshenbao

Investment

50000000.00 50000000.00

Yunnan Supply

Chain

20000000.00 20000000.00

Pu’er Tea Trading

Center

18202825.80 18202825.80

SZCG 3291415036.82 3291415036.82

Total 4208728337.66 4208728337.66

(2) Investment for associates and joint venture

RMB/CNY

investmen

t

company

Opening

balance

Current changes (+-)

Ending

balance

Ending

balance

of

Additiona

l

Capital

reduction

Investme

nt gains

Other

comprehe

Other

equity

Cash

dividend

Accrual

of

Other

234

investmen

t

recognize

d under

equity

nsive

income

adjustmen

t

change or profit

announce

d to

issued

impairme

nt

provision

impairme

nt

provision

I. Joint venture

II. Associated enterprise

Shenzhen

Shenbao

(Liaoyuan

)

Industrial

Company

0.00 0.00 57628.53

Shenzhen

Shenbao

(Xinmin)

Foods

Co. Ltd

0.00 0.00

2870000

.00

Changzho

u

Shenbao

Chacang

Guangzho

u

Shenbao

Mendao

Tea Co.Ltd.

3825725

.70

-135033.

88

3690691

.82

0.00

Subtotal

3825725

.70

-135033.

88

3690691

.82

2927628

.53

Total

3825725

.70

-135033.

88

3690691

.82

2927628

.53

(3) Other explanation

4. Operating income and operating cost

RMB/CNY

Item

Current Period Last Period

Income Cost Income Cost

Main business 31562730.23 29829293.00 67228720.81 63731294.22

Total 31562730.23 29829293.00 67228720.81 63731294.22

235

Whether implemented the new revenue standards

□Yes √No

Other explanation:

5. Investment income

RMB/CNY

Item Current Period Last Period

Long-term equity investment income

measured by equity

-135033.88 -185480.37

Income from financial products 1567648.80

Total 1432614.92 -185480.37

6. Other

XVIII. Supplementary information

1. Current non-recurring gains/losses

√ Applicable □Not applicable

RMB/CNY

Item Amount Note

Gains/losses from the disposal of

non-current asset

-4184.59

Governmental grants calculated into current

gains and losses(while closely related with

the normal business of the Company

excluding the fixed-amount or

fixed-proportion governmental subsidy

according to the unified national standard)

5463876.60

Profit and loss of assets delegation on others’

investment or management

3627466.27

Except for the effective hedging business

related to the normal business of the

Company the fair value changes from

holding the tradable financial assets

derivative financial assets tradable

financial liability and derivative financial

liability; and investment income from

disposal of tradable financial assets

derivative financial assets tradable financial

28381.21

236

liability and other creditors investment

Switch back of the impairment provision

for account receivable with impairment test

on single basis and contract assets

412500.00

Other non-operating income and expense

other than the above mentioned ones

-3619767.49

Less: Impact on income tax 702095.88

Impact on minority interests 232425.56

Total 4973750.56 --

Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies

Offering Their Securities to the Public --- Extraordinary Profit/loss and the items defined as recurring profit (gain)/loss according to

the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their

Securities to the Public --- Extraordinary Profit/loss explain reasons

□ Applicable √Not applicable

2. ROE and earnings per share

Profits during report period Weighted average ROE

Earnings per share

Basic EPS (Yuan/share)

Diluted EPS

(Yuan/share)

Net profits belong to common stock

stockholders of the Company

4.82% 0.1763 0.1763

Net profits belong to common stock

stockholders of the Company after

deducting nonrecurring gains and

losses

4.70% 0.1720 0.1720

3. Difference of the accounting data under accounting rules in and out of China

(1) Difference of the net profit and net assets disclosed in financial report under both IAS (International

Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)

√ Applicable □Not applicable

RMB/CNY

Net profit Net assets

Current Period Last Period Ending balance Opening balance

Chinese GAAP 203168850.61 202779343.34 4260480115.67 4172502535.11

Items and amount adjusted by IAS:

Adjustment for other

payable fund of stock

1067000.00 1067000.00

237

market regulation

IAS 203168850.61 202779343.34 4261547115.67 4173569535.11

(2) Difference of the net profit and net assets disclosed in financial report under both foreign accounting

rules and Chinese GAAP (Generally Accepted Accounting Principles)

□ Applicable √Not applicable

(3) Explanation on data differences under the accounting standards in and out of China; as for the

differences adjustment audited by foreign auditing institute listed name of the institute

4. Other

238

Section XI. Documents available for Reference

1. Text of financial statement with signature and seals of legal person person in charge of accounting works and

person in charge of accounting institution;

2. Original and official copies of all documents which have been disclosed on Securities Times China Securities

Journal and Hong Kong Commercial Daily in the report period;

3. Original copies of 2019 Semi-Annual Report with signature of the Chairman.

SHENZHEN CEREALS HOLDINGS CO.LTD

Chairman: Zhu Junming

23

rd

August 2019

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