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深深房B:2020年年度报告(英文版)

深圳证券交易所 2021-03-20 查看全文

SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE &

PROPERTIES (GROUP) CO. LTD.

ANNUAL REPORT 2020

March 2021

2

Part I Important Notes Table of Contents and Definitions

The Board of Directors (or the “Board”) the Supervisory Committee as well as the directors

supervisors and senior management of ShenZhen Special Economic Zone Real Estate &

Properties (Group) Co. Ltd. (hereinafter referred to as the “Company”) hereby guarantee

the factuality accuracy and completeness of the contents of this Report and its summary and

shall be jointly and severally liable for any misrepresentations misleading statements or

material omissions therein.Liu Zhengyu chairman of the Company’s Board Zhao Zhongliang the Company’s Chief

Financial Officer and Qiao Yanjun head of the Company’s financial department (equivalent

to financial manager) hereby guarantee that the Financial Statements carried in this Report

are factual accurate and complete.

All the Company’s directors have attended the Board meeting for the review of this Report

and its summary.

Certain descriptions about the Company’s operating plans or work arrangements for the

future mentioned in this Report and its summary the implementation of which is subject to

various factors shall NOT be considered as promises to investors. Therefore investors are

reminded to exercise caution when making investment decisions.The Company is subject to the Guideline No. 3 of the Shenzhen Stock Exchange on

Information Disclosure by Industry—for Listed Companies Engaging in Real Estate.Risks facing the Company have been explained in detail in “IX Prospects” in “Part IVOperating Performance Discussion and Analysis” herein.The Board has approved a final dividend plan as follows: based on the total share capital of

1011660000 shares on 31 December 2020 a cash dividend of RMB0.87 (tax inclusive) per 10

shares is to be distributed to the shareholders with no bonus issue from either profit or

capital reserves.This Report and its summary have been prepared in both Chinese and English. Should there

be any discrepancies or misunderstandings between the two versions the Chinese versions

shall prevail.Table of Contents

Part I Important Notes Table of Contents and Definitions ........................................................... 2

Part II Corporate Information and Key Financial Information ................................................... 5

Part III Business Summary ............................................................................................................. 10

Part IV Operating Performance Discussion and Analysis ........................................................... 12

Part V Significant Events ................................................................................................................ 35

Part VI Share Changes and Shareholder Information................................................................. 44

Part VII Preferred Shares ............................................................................................................... 50

Part VIII Convertible Corporate Bonds ........................................................................................ 51

Part IX Directors Supervisors Senior Management and Staff .................................................. 52

Part X Corporate Governance ........................................................................................................ 62

Part XI Corporate Bonds ................................................................................................................ 69

Part XII Financial Statements ........................................................................................................ 70

Part XIII Documents Available for Reference………………………………………………….172

Definitions

Term Definition

“Shenzhen SASAC” or the “Municipal

SASAC”

The State-owned Assets Supervision and Administration Commission of

the People’s Government of Shenzhen Municipal

SIHC Shenzhen Investment Holdings Co. Ltd.

The “Company” the “Group” “SPG” or “we”

ShenZhen Special Economic Zone Real Estate & Properties (Group)

Co. Ltd. and its consolidated subsidiaries except where the context

otherwise requires

Shenzhen Property Management Shenzhen Property Management Co. Ltd.Petrel Hotel Shenzhen Petrel Hotel Co. Ltd.Zhentong Engineering Shenzhen Zhentong Engineering Co. Ltd.Huazhan Construction Supervision Shenzhen Huazhan Construction Supervision Co.Ltd.Part II Corporate Information and Key Financial Information

I Corporate Information

Stock name SPG SPG-B Stock code 000029 200029

Stock exchange for stock

listing

Shenzhen Stock Exchange

Company name in Chinese 深圳经济特区房地产(集团)股份有限公司

Abbr. 深房集团

Company name in English

(if any)

ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.

Abbr. (if any) SPG

Legal representative Liu Zhengyu

Registered address 45/F-48/F SPG Plaza Renmin South Road Shenzhen Guangdong P.R.China

Zip code 518001

Office address 47/F SPG Plaza Renmin South Road Shenzhen Guangdong P.R.China

Zip code 518001

Company website http://www.sfjt.com.cn

Email address spg@163.net

II Contact Information

Board Secretary Securities Representative

Name Luo Yi Hong Lu

Address

47/F SPG Plaza Renmin South Road

Shenzhen Guangdong P.R.China

47/F SPG Plaza Renmin South Road

Shenzhen Guangdong P.R.China

Tel. (86 755)82289517 (86 755)82297977

Fax (86 755)82294024 (86 755)82294024

Email address spg@163.net spg@163.net

III Media for Information Disclosure and Place where this Report Is Lodged

Newspapers designated by the Company for

information disclosure

Domestic: Securities Times and China Securities Journal

Overseas: Ta Kung Pao (HK)

Website designated by CSRC for publication of

this Report

http://www.cninfo.com.cn

Place where this Report is lodged

47/F SPG Plaza 3005 Renmin South Road Luohu District

Shenzhen Guangdong P.R.China

IV Change to Company Registered Information

Unified social credit code 91440300192179585N (unified social credit code)

Change to principal activity of the

Company since going public (if any)

No change

Every change of controlling

shareholder since incorporation (if

any)

On 24 March 1999 the controlling shareholder was changed from Shenzhen

Investment Management Co. Ltd. to Shenzhen Construction Investment

Holdings Co. Ltd. And on 14 February 2006 it was changed to Shenzhen

Investment Holdings Co. Ltd.V Other Information

The independent audit firm hired by the Company:

Name Grant Thornton China

Office address 5/F Sci-Tech Plaza 22 Jianguomenwai Avenue Chaoyang District Beijing

Accountants writing signatures Zhao Juanjuan and Jiang Xiaoming

The independent sponsor hired by the Company to exercise constant supervision over the Company in the Reporting

Period:

□ Applicable √ Not applicable

The independent financial advisor hired by the Company to exercise constant supervision over the Company in the

Reporting Period:

□ Applicable √ Not applicable

VI Key Financial Information

Indicate by tick mark whether there is any retrospectively restated datum in the table below.□ Yes √ No

2020 2019

2020-over-2019

change (%)

2018

Operating revenue (RMB) 1615009713.88 2548740319.49 -36.63% 2175187242.60

Net profit attributable to the

listed company’s shareholders

(RMB)

290229772.23 552452307.59 -47.47% 503498831.60

Net profit attributable to the

listed company’s shareholders

before exceptional gains and

losses (RMB)

253595334.11 524204812.66 -51.62% 490490702.80

Net cash generated from/used

in operating activities (RMB)

285164013.17 603607724.75 -52.76% 1062567405.59

Basic earnings per share

(RMB/share)

0.2869 0.5461 -47.46% 0.4977

Diluted earnings per share

(RMB/share)

0.2869 0.5461 -47.46% 0.4977

Weighted average return on

equity (%)

7.81% 15.90% -8.09% 16.35%

31 December 2020 31 December 2019

Change of 31

December 2020 over

31 December 2019

(%)

31 December 2018

Total assets (RMB) 4936916746.74 4909669536.09 0.55% 4665891514.25

Equity attributable to the listed

company’s shareholders

(RMB)

3797512488.22 3666874569.99 3.56% 3332259641.39

Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before and

after exceptional gains and losses was negative for the last three accounting years and the latest independent auditor’s

report indicated that there was uncertainty about the Company’s ability to continue as a going concern.□ Yes √ No

Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before and

after exceptional gains and losses was negative.□ Yes √ No

VII Accounting Data Differences under China’s Accounting Standards for Business

Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign

Accounting Standards

1. Net Profit and Equity under CAS and IFRS

√ Applicable □ Not applicable

Unit: RMB

Net profit attributable to the listed company’s

shareholders

Equity attributable to the listed company’s

shareholders

2020 2019 Ending amount Beginning amount

Under CAS 290229772.23 552452307.59 3797512488.22 3666874569.99

Adjusted as per IFRS

Under IFRS 290229772.23 552452307.59 3797512488.22 3666874569.99

2. Net Profit and Equity under CAS and Foreign Accounting Standards

□ Applicable √ Not applicable

No difference for the Reporting Period.

3. Reasons for Accounting Data Differences Above

□ Applicable √ Not applicable

VIII Key Financial Information by Quarter

Unit: RMB

Q1 Q2 Q3 Q4

Operating revenue 256842391.67 339416103.73 621402307.38 397348911.10

Net profit attributable to the

listed company’s shareholders

28114908.77 69160076.95 101565292.91 91389493.60

Net profit attributable to the

listed company’s shareholders

before exceptional gains and

losses

28075623.63 57108647.36 101225798.44 67185264.68

Net cash generated from/used

in operating activities

-435258963.67 223016165.08 309652617.04 187754194.72

Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs

materially from what have been disclosed in the Company’s quarterly or interim reports.□ Yes √ No

IX Exceptional Gains and Losses

√ Applicable □ Not applicable

Unit: RMB

Item 2020 2019 2018 Note

Gain or loss on disposal of non-current

assets (inclusive of impairment

allowance write-offs)

11429.23 -69739.73

Government subsidies charged to

current profit or loss (exclusive of

government subsidies given in the

Company’s ordinary course of business

at fixed quotas or amounts as per the

government’s uniform standards)

3370769.21 1168127.90 10243.00

Gain or loss on assets entrusted to other

entities for investment or management

15217058.60 31425651.98 16347157.53

Income from mature

structured deposits

Non-operating income and expense

other than the above

29009657.60 1118861.69 891652.84

Other gains and losses that meet the

definition of exceptional gain/loss

1237002.86

Interest income from undue structured

deposits

3950685.00

Less: Income tax effects 12211479.38 9415831.64 4171184.84

Total 36634438.12 28247494.93 13008128.80 --

Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item defined or listed in the

Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the

Public—Exceptional Gain/Loss Items:

□ Applicable √ Not applicable

No such cases for the Reporting Period.Part III Business Summary

I Principal Activity of the Company in the Reporting Period

In 2020 the central government continued to stabilize land and housing prices as well as market expectations.

Upholding the principle that housing is for living in and not for speculation the central government adhered to the

concept of taking a differential approach in regulating the housing market for different places. The differentiation

among cities and urban regions intensified. To be specific the first-tier cities led the way and the city clusters in

the Pearl River Delta and Yangtze River Delta performed brilliantly. At the same time while maintaining the

continuity consistency and stability of real estate financial policies the central government accelerated the

establishment of a long-term mechanism for real estate finance. In the second half of the year the overall real

estate financial supervision was gradually tightened.The Company primarily develops and sells residential properties in two cities Shenzhen and Shantou. In

Shenzhen the Chuanqi Donghu Mingyuan project saw the completion of construction in late 2019 and has started

the hand-over and move-in process which is cumulatively around 80% sold; and regarding the Cuilinyuan project

it is approximately 95% sold. In Shantou Tianyuewan Phase II was topped out in late June 2020 with the

decoration for its public space almost fully completed; and Tianyuewan Phase I is around 70% sold cumulatively.II Significant Changes in Major Assets

1. Significant Changes in Major Assets

Major assets Main reason for significant changes

Equity assets

The ending amount was down by RMB92349.00 (or 19.66%) from the

beginning amount primarily driven by the share of profits of associates

measured at the equity method.

Fixed assets

The ending amount was down by RMB2482056.68 (or 8.13%) from the

beginning amount primarily driven by the depreciation allowance.Intangible assets No significant change

Construction in progress No significant change

Accounts payable

The ending amount was down by RMB67297864.18 (or 27.56%) from the

beginning amount primarily driven by the payments made for construction.

Advances from customers

The ending amount was down by RMB153542418.28 (or 96.28%) from the

beginning amount primarily driven by the reclassification to contract liabilities

and other current liabilities pursuant to the new accounting standard governing

revenue.Short-term borrowings

The ending amount was up by RMB25246735.77 (or 48.88%) from the

beginning amount primarily driven by the increased borrowings of Shenzhen

Zhentong Engineering Co. Ltd. through discounting and pledging accounts

receivable.Taxes and levies payable

The ending amount was down by RMB125991168.41 (or 21.51%) from the

beginning amount primarily driven by the payment of various taxes.

2. Major Assets Overseas

□ Applicable √ Not applicable

III Core Competitiveness Analysis

As a pioneer of real estate development enterprises in Shenzhen the Company has created a number of "first

places" in the history of real estate development in China. For example the first to use the paid state-owned land

the first to introduce the foreign investment for the cooperative land development the first to raise development

funds by means of pre-sale of buildings the first to carry out public bidding for construction projects in

accordance with international practices the first to set up a property management company to the buildings and

residences developed in an all-rounded manner the first to win the bid in the auction of land use rights held in the

Shenzhen Special Economic Zone etc.Over the past 40 years the company has developed more than 100 high-rise buildings 500 multi-storey residential

buildings and 400 garden villas with a cumulative building area of more than 4 million square meters. It has paid

great efforts to the establishment of a modern enterprise HR management system and works hard in building a

professional and high-quality development team. It also keeps improving the management mechanism and

processes for project development. As a result its planning construction cost control sales ability and brand

image have been effectively improved. More importantly its main business operation ability and core

competitiveness have been greatly enhanced.

In 2020 the company was awarded "Industry-Leading Enterprise and Top 20 Enterprise in terms of

Comprehensive Strength in Shenzhen Real Estate Development Industry" by Shenzhen Real Estate Association

(SREA).

Part IV Operating Performance Discussion and Analysis

I Overview

Since the abrupt occurrence at the beginning of 2020 COVID-19 has continued to spread throughout the whole

world dragging global economy into the most severe recession since the Great Depression. The real estate market

as a whole kept its promise that houses are for living in and not for speculation on. In face of the complex severe

macro-economic situation and fierce market competition the Company’s management team met the challenges

and moved forward under pressure with the support from the controlling shareholders. Taking the pandemic

prevention and business operation into consideration the management team made overall plans leading the

working staff overcame the impact of the pandemic and the adverse effects of the termination of reorganization

and eventually made great achievements. The main achievements in the past year are as follows:

(I) Effective Pandemic Prevention and Control

After the outbreak of COVID-19 the Company took immediate action to establish a leading group for pandemic

prevention and control according to the work deployment of Shenzhen Municipal Party Committee Shenzhen

Municipal Government and Shenzhen State-owned Assets Supervision and Administration Commission fully

implementing measures of the regular pandemic prevention and control and resumption of work and production.

During the Reporting Period no mass infection cases emerged among the working staff and the 27 residential

areas and other commercial properties operated and managed by the property management company and the

Haiyan Hotel. At the same time the Company's headquarters and its subordinated enterprises maintained normal

production and operation throughout the year and realized the well-balanced pandemic prevention and production.(II) Stable Core Business with Improvement

1. Projects were carried forward steadily. Tianyuewan Phase II Project in Shantou was completed in June 2020

including the decoration of the public areas. The road works of Fuxian Road and Xianzhong Road for Chuanqi

Shanglin Project in Shenzhen were completed and opened to traffic in December 2020. The landscaping of

Chuanqi Donghu Mingyuan Project and the civil air-raid shelter have been successfully completed.

2. Sales capacity was enhanced significantly. In Shenzhen the sales area of Chuanqi Donghu Mingyuan and

Cuilinyuan project reached nearly 20000 square meters far exceeding the annual sales goal. In Shantou the

accumulative sales of Tianyuewan Phase I Project reached about 70% of the total. Paying close attention to the

market dynamics the Company adjusted its marketing strategies in a timely manner in addition to innovating the

marketing approaches and thus increased its revenue while reducing the cost remarkably. Also the Company has

taken various measures to ensure the smooth development of online home-purchase contracts and filing. In the

whole year the rate of property repossession in Shenzhen reached nearly 95% and that in Shantou was 91%.(III) Effective Operation and Management

1. The corporate governance was more standardized. In order to clarify the legal status of the party

organization in the corporate governance structure of the Company the Company completed the revision of the

Articles of Association in June 2020 and party building work was officially recorded in it. During the Reporting

Period the chairman of the Board and the chairman of the Supervisory Committee changed their role due to the

expiration of the term. Four non-independent directors two independent directors one supervisor the general

manager a deputy general manager the CFO and the Board Secretary were changed. In May 2020 the Company

implemented the cash dividend again and the cash dividend became normal.

2. Standard and effective financial management. In order to withdraw funds of real estate sales effectively the

Company kept close communication with cooperative banks. Additionally under the premise of ensuring the

operating capital requirements the Company made full use of the idle funds. Attaching great importance to budget

implementation the Company realized the decrease of key monitoring costs by 25% year-on-year.

3. Real estate rental undertook remarkable responsibilities. Under the double impact of COVID-19 and

economic downturn the Company focused on customer needs and tried its best to save increase and tap potential

and the rental income exceeded the annual target. During the Reporting Period in response to the government's

call for the fight against the pandemic the Company bravely undertook its social responsibility reducing or

exempting tenants' rent by more than RMB18 million.

4. Sound achievements were made in cost control. During the Reporting Period 43 budget plans (including the

approval of them) were created and the cumulative reduction rate of budget amount reached 19.64%. In particular

the Company completed the budgeting auditing and contracting of two municipal projects on Fuxian Road and

Xianzhong Road in Longgang Sub-district and the reduction rate of the approved budget reached 23.30%.

5. Work safety became a hot topic. During the Reporting Period the Company established a work safety

supervision leading group to fully ensure the safety production. It also optimized the safety production

management system constantly formulated the special work plans for safety production and investigated and

treated the hidden safety hazards in a timely manner. In order to strengthen the safety awareness of employees the

Company carried out over 500 safety production inspections and organized more than 50 relevant trainings. Zero

safety accident happened throughout the year.(IV) Termination of Major Asset Restructuring

Due to a major asset restructuring in planning the Company's stocks have been suspended for trading since the

opening of the stock market on 14 September 2016. During the suspension period the Company kept close

communication with all trading parties worked hard in due diligence auditing evaluation and other issues and

fulfilled the required decision-making procedures and information disclosure timely. In view of the current market

environment and many other reasons it was still not a good time to advance the major asset restructuring.Therefore in order to effectively protect the interests of the Company and all shareholders the Company decided

to terminate the major asset restructuring after careful consideration. On 9 November 2020 the stock trading

resumed.(V) Strict and Pragmatic Approach in Party Building

The Company persisted in the party's requirements for managing and governing the party strictly and carried out

political development comprehensively. While attaching great importance to party building the Company

promoted corporate culture development in an orderly manner. Firstly the Company carried out the theme

education. The "First Topics" learning became the theme of the Theoretical Center Team routinely. Secondly the

Company deepened the party’s brand building. Through implementing the "1+6" one-core multi-linked

governance mode the Company formed a new pattern of community governance led by the party building

diversified participation integrated and co-governance. Thirdly the Company enhanced the employees’ sense of

social responsibility. The company organized the party members volunteer and mass volunteers to participate in

voluntary activities in Jiabei community. Fourthly the Company strengthened the corporate culture development.The Company organized various activities to enrich the employees’ life and thus enhanced the corporate cohesion

and team spirit.The Company is subject to the Guideline No. 3 of the Shenzhen Stock Exchange on Information Disclosure by

Industry—for Listed Companies Engaging in Real Estate.New additions to the land bank:

Name of

land lot or

project

Location

Planned use

of land

Site area

(㎡)

Floor area

with plot

ratio (㎡)

How the

land is

obtained

The

Company’s

interest

Total land

price

(RMB’000

0)

Considerati

on of the

Company’s

interest

(RMB’000

0)

Cumulative land bank:

Name of project/area Site area(0000 ㎡) Floor area(0000 ㎡)

Floor area available for

development(0000 ㎡)

Xinfeng Building in Shantou 0.59 2.66 2.66

Total 0.59 2.66 2.66

Development status of major projects:

City/re

gion

Name

of

project

Locatio

n

Status

The

Compa

ny’s

interest

Time

for

comme

ncemen

t of

constru

ction

%

develo

ped

%

constru

cted

Site

area

(㎡)

Planne

d floor

area

with

plot

ratio

(㎡)

Floor

area

comple

ted in

the

Current

Period

(㎡)

Cumul

atively

comple

ted

floor

area

(㎡)

Expect

ed total

invest

ment

(RMB’

0000)

Cumul

ative

invest

ment

(RMB’

0000)

Shanto

u

Tianyu

ewan

Phase

II

Chaoya

ng

District

Frame

work in

constru

ction

100.00

%

1

Octobe

r 2018

95% 95.00% 33362

12777

0

65485 49829

Sales status of major projects:

City/reg

ion

Name

of

project

Locatio

n

Status

The

Compan

y’s

interest

Floor

area

with

plot

ratio

(㎡)

Floor

area

availabl

e for

sale

(㎡)

Cumula

tively

pre-sold

/sold

floor

area

(㎡)

Floor

area

pre-sold

/sold in

the

Current

Period

(㎡)

Pre-sale

/sales

revenue

generate

in the

Current

Period

(RMB’0

000)

Cumula

tively

settled

floor

area

(㎡)

Floor

area

settled

in the

Current

Period

(㎡)

Pre-sale

/sales

revenue

settled

in the

Current

Period

(RMB’0

000)

Shenzhe

n

Cuiliny

uan

Longga

ng

District

Ready

for sale

100.00

%

60111 56137 52020 1326 4548 51911 3484 11540

Shenzhe

n

Chuanqi

Donghu

Mingyu

an

Luohu

District

Ready

for sale

100.00

%

55727 32857 26169 18647 123429 18866 14116 86001

Shantou

Tianyue

wan

Phase I

Chaoya

ng

District

Ready

for sale

100.00

%

153470 160372 99496 30298 15776 76993 34040 17900

Shantou

Tianyue

wan

Phase II

Chaoya

ng

District

On

pre-sale

100.00

%

127770 137059 1235 1235 746

Rental status of major projects:

Name of project Location Use

The Company’s

interest

Rentable area

(㎡)

Cumulative

rented area

(㎡)

Average

occupancy rate

Real Estate

Mansion

Shenzhen Commercial

100.00% 3413.88 3413.88 100.00%

North Block of

Guoshang

Mansion

Shenzhen Commercial

100.00% 4819.71 4819.71 100.00%

Petrel Building Shenzhen Commercial 100.00% 22475.47 22475.47 100.00%

SPG Plaza Shenzhen Office building 100.00% 61005.82 37088.88 60.80%

SPG Plaza

Podium

Shenzhen Commercial

100.00% 19896.3 10327.14 51.90%

Wenjin Garden Shenzhen Commercial 100.00% 3531.60 3531.60 100.00%

Primary land development:

□ Applicable √ Not applicable

Financing channels:

Financing channel

Ending balance of

financings

Financing cost

range/average

financing cost

Maturity structure

Within 1 year 1-2 years 2-3 years Over 3 years

Development strategy and operating plan for the coming year:

Please refer to “IX Prospects” in this part.Provision of guarantees for homebuyers on bank mortgages:

√ Applicable □ Not applicable

As at 31 December 2020 the Group provided guarantees for the homebuyers of the following projects on their bank

mortgages:

Project Guarantee period

Guarantee amount

(RMB’0000)

Note

Cuilinyuan Until the property ownership certificate is

registered as collateral and handed over to

bank for keeping

8532.86

Chuanqi Donghu

Mingyuan

Until the property ownership certificate is

registered as collateral and handed over to

bank for keeping

6056.20

Tianyuewan

Phase I

Until the property ownership certificate is

registered as collateral and handed over to

bank for keeping

22546.73

Total 37135.79

Joint investments by directors supervisors and senior management and the listed company (applicable for such

investments where the directors supervisors and senior management are the major source of investment):

□ Applicable √ Not applicable

II Core Business Analysis

1. Overview

See “I Overview” above.

2. Revenue and Cost Analysis

(1) Breakdown of Operating Revenue

Unit: RMB

2020 2019

Change (%)

Operating revenue

As % of total

operating revenue

(%)

Operating revenue

As % of total

operating revenue

(%)

Total 1615009713.88 100% 2548740319.49 100% -36.63%

By operating division

Property sales 1158411393.81 71.73% 2017872864.14 79.17% -42.59%

Engineering and

construction

251454463.43 15.57% 304837313.46 11.96% -17.51%

Property

management

151968675.51 9.41% 157665638.01 6.19% -3.61%

Rental service 63254584.48 3.92% 86484133.79 3.39% -26.86%

Other 12215550.30 0.76% 15337469.10 0.60% -20.35%

Eliminated internal

transactions and

accounts

-22294953.65 -1.38% -33457099.01 -1.31% -33.36%

By product category

Residential units 1157620917.61 71.68% 719499453.23 28.23% 60.89%

Shops and parking

lots

790476.20 0.05% 11526595.29 0.45% -93.14%

Apartments 0.00 0.00% 1286846815.62 50.49% -100.00%

Other 478893273.72 29.65% 564324554.36 22.14% -15.14%

Eliminated internal

transactions and

accounts

-22294953.65 -1.38% -33457099.01 -1.31% -33.36%

By operating segment

Guangdong

Province

1613933749.67 99.93% 2491373238.76 97.75% -35.22%

Other regions in

China

22531905.61 1.40% 90235417.77 3.54% -75.03%

Overseas 839012.25 0.05% 588761.97 0.02% 42.50%

Eliminated internal

transactions and

-22294953.65 -1.38% -33457099.01 -1.31% -33.36%

accounts

(2) Operating Division Product Category or Operating Segment Contributing over 10% of Operating

Revenue or Operating Profit

√ Applicable □ Not applicable

Unit: RMB

Operating

revenue

Cost of sales

Gross profit

margin

YoY change in

operating

revenue (%)

YoY change in

cost of sales

(%)

YoY change in

gross profit

margin (%)

By operating division

Property sales

1158411393.8

1

387659747.71 66.54% -42.59% -22.05% -8.82%

Engineering

and

construction

251454463.43 244511214.58 2.76% -17.51% -18.04% 0.62%

By product category

Residential

units

1157620917.6

1

387369116.92 66.54% 60.89% 44.37% 3.83%

Shops and

parking lots

790476.20 290630.79 63.23% -93.14% -93.21% 0.38%

Apartments 0.00 0.00 0.00% -100.00% -100.00% -82.54%

By operating segment

Guangdong

Province

1613933749.6

7

799028972.30 50.49% -35.22% -12.14% -12.96%

Core business data of the prior year restated according to the changed statistical caliber for the Reporting Period:

□ Applicable √ Not applicable

(3) Whether Revenue from Physical Sales Is Higher than Service Revenue

√ Yes □ No

Operating division Item Unit 2020 2019 Change (%)

Property sales

Sales volume RMB’0000 38767 53222 -27.16%

Output RMB’0000 15616 38575 -59.52%

Inventory RMB’0000 121599 161109 -24.52%

Any over 30% YoY movements in the data above and why:

√ Applicable □ Not applicable

Real estate projects under development decreased.

(4) Execution Progress of Major Signed Sales Contracts in the Reporting Period

□ Applicable √ Not applicable

(5) Breakdown of Cost of Sales

By operating division

Unit: RMB

Operating

division

Item

2020 2019

Change (%)

Cost of sales

As % of total

cost of sales

(%)

Cost of sales

As % of total

cost of sales

(%)

Property sales 387659747.71 48.13% 497310023.38 51.92% -22.05%

Engineering

and

construction

244511214.58 30.35% 298315846.77 31.15% -18.04%

Property

management

139937487.12 17.37% 142261602.88 14.85% -1.63%

Rental service 35984852.34 4.47% 45173891.05 4.72% -20.34%

Other 11611768.12 1.44% 13404895.03 1.40% -13.38%

Eliminated

internal

transactions and

accounts

-14196621.19 -1.76% -38713606.57 -4.04% -63.33%

Total 805508448.68 100.00% 957752652.54 100.00% -15.90%

Note:

The operating divisions as percentages of the total cost of sales are stable with insignificant changes on a year-on-year

basis.

(6) Changes in the Scope of Consolidated Financial Statements for the Reporting Period

□ Yes √ No

(7) Major Changes to the Business Scope or Product or Service Range in the Reporting Period

□ Applicable √ Not applicable

(8) Major Customers and Suppliers

Major customers:

Total sales to top five customers (RMB) 105366757.84

Total sales to top five customers as % of total sales

of the Reporting Period (%)

6.52%

Total sales to related parties among top five

customers as % of total sales of the Reporting

Period (%)

0.00%

Information about top five customers:

No. Customer Sales revenue contributed As % of total sales revenue (%)

for the Reporting Period

(RMB)

1 Legal person A 41660432.53 2.58%

2 Legal person B 30587155.87 1.89%

3 Legal person C 17880165.06 1.11%

4 Legal person D 7963269.65 0.49%

5 Legal person E 7275734.73 0.45%

Total -- 105366757.84 6.52%

Other information about major customers:

□ Applicable √ Not applicable

Major suppliers:

Total purchases from top five suppliers (RMB) 285468647.66

Total purchases from top five suppliers as % of total

purchases of the Reporting Period (%)

66.78%

Total purchases from related parties among top five

suppliers as % of total purchases of the Reporting

Period (%)

42.81%

Information about top five suppliers:

No. Supplier

Purchase in the Reporting

Period (RMB)

As % of total purchases (%)

1 Legal person A 182994620.79 42.81%

2 Legal person B 41003278.66 9.59%

3 Legal person C 30099448.05 7.04%

4 Legal person D 17616816.55 4.12%

5 Legal person E 13754483.61 3.22%

Total -- 285468647.66 66.78%

Other information about major suppliers:

□ Applicable √ Not applicable

3. Expense

Unit: RMB

2020 2019 Change (%) Reason for any significant change

Selling expense 55989397.22 79480254.02 -29.56%

Sales were limited for a certain

period of time due to the pandemic.

Administrative

expense

93616226.75 68854618.70 35.96%

As projects were completed the

relevant engineering construction

and labor costs were expensed.

Finance costs -21505685.05 -20906149.20 -2.87%

4. R&D Investments

□ Applicable √ Not applicable

5. Cash Flows

Unit: RMB

Item 2020 2019 Change (%)

Subtotal of cash generated

from operating activities

1783707997.05 2728276550.05 -34.62%

Subtotal of cash used in

operating activities

1498543983.88 2124668825.30 -29.47%

Net cash generated from/used

in operating activities

285164013.17 603607724.75 -52.76%

Subtotal of cash generated

from investing activities

1019824221.85 2237622620.55 -54.42%

Subtotal of cash used in

investing activities

749215.31 2321918490.62 -99.97%

Net cash generated from/used

in investing activities

1019075006.54 -84295870.07 -1308.93%

Subtotal of cash generated

from financing activities

76893995.94 43741293.64 75.79%

Subtotal of cash used in

financing activities

218571160.17 204370642.51 6.95%

Net cash generated from/used

in financing activities

-141677164.23 -160629348.87 11.80%

Net increase in cash and cash

equivalents

1161914166.47 358667324.42 223.95%

Explanation of why any of the data above varies significantly:

√ Applicable □ Not applicable

Cash generated from and used in operating activities both decreased year-on-year primarily because property sales and

development both decreased.

Cash generated from and used in investing activities both decreased year-on-year primarily driven by a decrease in the

acquisition of wealth management products.Net increase in cash and cash equivalents increased year-on-year primarily driven by the disinvestment in structured

deposits upon maturity.Reason for any big difference between the net operating cash flow and the net profit for this Reporting Period

□ Applicable √ Not applicable

III Analysis of Non-Core Businesses

□ Applicable √ Not applicable

IV Analysis of Assets and Liabilities

1. Significant Changes in Asset Composition

Indicate whether the Company has adopted the new accounting standards governing revenue and leases since 2020 and

restated the beginning amounts of relevant financial statement line items in the year.

Applicable.

Unit: RMB

31 December 2020 1 January 2020 Change in

percentage

(%)

Reason for any

significant change Amount

As a % of total

assets

Amount

As a % of total

assets

Monetary

assets

2687465070.0

1

54.44%

2511140445.3

5

51.15% 3.29% Settlement of sales

Accounts

receivable

59590944.06 1.21% 62059055.68 1.26% -0.05%

Inventories

1220464112.5

6

24.72%

1462229048.1

8

29.78% -5.06%

Sales and decrease in

real estate projects

Investment

property

616365621.53 12.48% 632241900.20 12.88% -0.40%

Long-term

equity

investments

377489.65 0.01% 469838.65 0.01% 0.00%

Fixed assets 28039978.43 0.57% 30522035.11 0.62% -0.05%

Short-term

borrowings

76893995.94 1.56% 51647260.17 1.05% 0.51%

2. Assets and Liabilities at Fair Value

√ Applicable □ Not applicable

Unit: RMB

Item

Beginning

amount

Gain/loss on

fair-value

changes in

the

Reporting

Period

Cumulative

fair-value

changes

charged to

equity

Impairment

allowance

for the

Reporting

Period

Purchased in

the

Reporting

Period

Sold in the

Reporting

Period

Other

changes

Ending

amount

Financial

assets

Investments

in other

equity

instruments

33126730.

04

4384130.4

7

37510860

.51

Subtotal of

financial

33126730.

04

4384130.4

7

37510860

.51

assets

Total of the

above

33126730.

04

4384130.4

7

37510860

.51

Financial

liabilities

0.00 0.00

Other change

Significant changes to the measurement attributes of the major assets in the Reporting Period:

□ Yes √ No

3. Restricted Asset Rights as at the Period-End

Assets to which the Company’s ownership or right of use was restricted:

Item Ending carrying value Reasons for restriction

Accounts receivable

49686095.76 Put in pledge for short-term

borrowings

Notes receivable 30068561.31 Undue endorsed or discounted trade

acceptance notes

Total 79754657.07

V Investments Made

1. Total Investment Amount

□ Applicable √ Not applicable

2. Major Equity Investments Made in the Reporting Period

□ Applicable √ Not applicable

3. Major Non-Equity Investments Ongoing in the Reporting Period

□ Applicable √ Not applicable

4. Financial Investments

(1) Securities Investments

□ Applicable √ Not applicable

No such cases in the Reporting Period.

(2) Investments in Derivative Financial Instruments

□ Applicable √ Not applicable

No such cases in the Reporting Period.5. Use of Funds Raised

□ Applicable √ Not applicable

No such cases in the Reporting Period.VI Sale of Major Assets and Equity Interests

1. Sale of Major Assets

□ Applicable √ Not applicable

No such cases in the Reporting Period.

2. Sale of Major Equity Interests

□ Applicable √ Not applicable

VII Major Subsidiaries

√ Applicable □ Not applicable

Major fully/majority-owned subsidiaries and those minority-owned subsidiaries with an over 10% effect on the

Company’s net profit:

Unit: RMB

Name

Relationsh

ip with the

Company

Principal

activity

Registered

capital

Total assets Net assets

Operating

revenue

Operating

profit

Net profit

Shenzhen

SPG

Longgang

Developme

nt Co. Ltd.

Subsidiary

Real estate

development

30000000.00

39192544

1.93

11450813

6.12

11693425

3.32

44837691.

98

28784548.

48

Shantou

SEZ

Wellam

FTY

Building

Developme

nt Co. Ltd.

Subsidiary

Real estate

development

91226120.44

19364007

0.89

12239074

6.58

4715303.3

6

1519810.5

1

-2215913.

28

Shantou

Huafeng

Real Estate

Developme

nt Co. Ltd.

Subsidiary

Real estate

development

80000000.00

97789821

1.50

20641603.

93

17900482

9.03

410646.55 -672511.21

Great Wall

Estate Co.

Subsidiary

Real estate

development

2051146.00

18163906.

02

-83658196

.85

839012.25 -774074.99 -774074.99

Inc. (U.S.)

Shenzhen

Zhentong

Engineering

Co. Ltd.

Subsidiary

Installation

and

maintenance

10000000.00

14818752

5.32

24609352.

65

25271248

2.88

636053.15 323798.26

Shenzhen

Property

Managemen

t Co. Ltd.

Subsidiary

Property

management

7250000.00

10360521

7.56

31817548.

93

15154632

3.15

5371989.5

1

3798588.6

4

Shenzhen

Petrel Hotel

Co. Ltd.

Subsidiary Hotel service 30000000.00

52342468.

40

42149488.

13

14314081.

68

-5361133.

28

-4071603.

65

Shenzhen

Huazhan

Constructio

n

Supervision

Co. Ltd.

Subsidiary Supervisor 8000000.00

10525484.

45

9936185.3

4

3308507.7

5

380114.01 523887.40

Xin Feng

Enterprise

Co. Ltd.

Subsidiary

Investment

and

management

502335.00

41727401

0.65

-13253443

6.59

6632667.6

0

6632667.6

0

Subsidiaries obtained or disposed in the Reporting Period:

□ Applicable √ Not applicable

Information about major majority- and minority-owned subsidiaries:

1. Except the Company the subordinate subsidiaries engaged in real estate development mainly include:

Shenzhen SPG Longgang Development Co. Ltd. Shantou SEZ Wellam FTY Building Development Co. Ltd.Shantou Huafeng Real Estate Development Co. Ltd. The Cuilinyuan project developed by Shenzhen SPG

Longgang Development Co. Ltd. brought forward RMB115 million in 2020 (the percentage of accumulative

sales carried forward was 93%) accounting for 10% of the Company's real estate sector income 7.15% of the

Company's operating revenue and 11% of the group's combined profits. Jinyedao and YuejingDongfang

developed by Shantou SEZ Wellam FTY Building Development Co. Ltd. left a few amount of remaining

buildings for sale. And Shantou Huafeng Real Estate Development Co. Ltd. was responsible for the development

of Tianyuewan project (divided into Phase I and Phase II). Tianyuewan Phase I was opened for sale in October

2016 and completed in December 2017. The Phase II started construction in November 2018 and was completed

at the end of 2019. As of 2020 the sales progress of the Phase I was relatively slow with an accumulated sales rate

of about 62%.

2. Shenzhen Zhentong Engineering Co. Ltd. was engaged in the business of building installation and maintenance

with the 2020 operating revenues of RMB253 million and of 15.65% to the operating revenues of the Company.

3. Shenzhen Property Management Co. Ltd was engaged in the industry of property management and the

business was steady. The 2020 operating revenues was of RMB152 million that was of 9.38% to the operating

revenues of the Company.

4. The 2020 net profits of Xin Feng Enterprise Co. Ltd. was of RMB6.63 million which mainly due to the

changes of exchange rate and it conducts no business.5. The 2020 net profits of Shenzhen Petrel Hotel Co. Ltd. was of RMB-4.07 million which mainly due to the

epidemic.VIII Structured Bodies Controlled by the Company

□ Applicable √ Not applicable

IX Prospects

(I) Industrial Pattern and Trend

Upholding the principles that houses are for living and not for speculation on the Company fully implemented a

long-term management and regulation mechanism through taking a differential approach in different places

stabilizing the land prices the housing prices and the expectations to ensure sound development of the real estate

market. Under the continuous control of multiple financial regulatory policies development goals of real estate

enterprises were shifted from growth of scale to growth of quality. The top enterprises with high qualities as a

result were easy to get more resources and the industry concentration was further improved.

(2) Development Strategies of the Company

The Company will earnestly implement the instructions of the Fifth Plenary Session of the 19

th

Central Committee

of the Communist Party of China the Central Economic Work Conference Secretary General Xi Jinping’s speech

at the 40

th

Anniversary of the Establishment of the Shenzhen Special Economic Zone and the important speeches

during his visits to Guangdong. Embracing the strategic opportunities of Shenzhen “Dual Zone” construction and

the reform of state-owned assets and enterprises the Company will take actions according to the decisions of the

Municipal Party Committee and Municipal Government the Municipal State-owned Assets Supervision and

Administration Commission and the Shenzhen Investment Holdings Co. Ltd. moving forward steadily and

bravely and plotting out the project reserves. While stabilizing operation and management the Company

assiduously innovated profit models and explored new areas so as to further improve the quality of the Company.Taking into account the overall situation the Company are in full confidence to win the battle in the first year of

the "14

th

Five-Year Plan" and make SPG a respected listed company.

(III) Potential Risks

1. Macroeconomic risks. In 2021 the world economic situation remains complicated and severe. Since the

recovery is precarious the various derivative risks caused by the impact of the pandemic cannot be ignored.2. Industrial regulation risks. The government revealed many policies in terms of real estate market such as“houses are for living in not for speculation on" encouraging house renting and purchasing taking differentapproaching in different cities etc. The Company will meet huge challenges in future.

3. Business operation risks. Since the reserves of existing development land resource are limited the competition

in the open land market will become quite intense in the future which accordingly will endanger the Company's

sustainable development.

4. The risk of brain drain. The restructuring has been suspended for many years resulting in the loss of the

professional technical talents and key managers. At the same time the unfavorable talent structure and

professional capabilities need further improvement.(IV) Operation Plan

In 2021 the Company made an overall operation plan. The Company will stabilize the operation on the basis of

safety management expand the projects while strengthening the implementation. At the same time the Company

will make efforts in key tasks such as project developments and constructions sales asset management and

internal control. Additionally the Company will explore new growth areas vigorously gather all the possible

efforts and accomplish more achievements in the reform and development of the company.

1. Focus on the stable operations. The Company will push forward the construction of projects in progress

check the schedules and guarantee the quality and safety of the projects. Besides the Company will put more

efforts in project marketing campaign to ensure the smooth completion of the annual sales target. Furthermore

great attention will be paid to lease of property to achieve an effective increase in occupancy rate.

2. Forge ahead bravely exploring areas of growth. The Company will increase new lands and projects through

acquisitions cooperative development open market "bidding auction and listing" and other ways. Exploring new

growth areas proactively the Company will strive to reshape a new pattern of profit growth and eventually

improve the quality.

3. Pay constant attention to the prevention and control of pandemic and safe production. The Company will

undertake full responsibility in pandemic prevention and control normalizing its publicity and education.Optimizing the safety production management system will also be put on agenda. Boosting the standardization of

safety production and "dual" prevention mechanism the Company plans to identify and eliminate the potential

risks and intensify the safety management in important areas to ensure the smooth progress of production and

operation.X Communications with the Investment Community such as Researches Inquiries and

Interviews

1. During the Reporting Period

√ Applicable □ Not applicable

Date of visit

Place of

visit

Way of visit Type of visitor Visitor

Contents and materials

provided

Index to

main

inquiry

information

2020-01-13

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the sales of project

development and didn’t

offer written materials

N/A

2020-01-22

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-03-02

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and annual operation

and expected disclosure

time of annual report

and didn’t offer written

materials

N/A

2020-03-05

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and share trading

resumption time of the

Company and didn’t

offer written materials

N/A

2020-03-16

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and share trading

resumption time of the

Company and didn’t

offer written materials

N/A

2020-03-19

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-03-26

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and plan arrangement of

the Company and

didn’t offer written

materials

N/A

2020-03-31

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading

and share trading

resumption time of the

N/A

Company and didn’t

offer written materials

2020-04-10

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-04-29

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-05-08

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-05-13

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-05-28

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-06-03

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the impact of the

40th anniversary of the

establishment of the

Shenzhen Special

Economic Zone and

didn’t offer written

materials

N/A

2020-06-15

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-06-29

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and business situation

and expected disclosure

time of interim report

and didn’t offer written

materials

N/A

2020-07-01

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-07-02

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and didn’t offer written

materials

N/A

2020-07-06

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading

and share trading

resumption time of the

Company and didn’t

offer written materials

N/A

2020-07-09

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and expected disclosure

time of third quarter

report and didn’t offer

written materials

N/A

2020-07-15

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-07-23

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

the project development

and business condition

of the Company and

annual operations

without written

materials and didn’t

offer written materials

N/A

2020-08-06

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-08-12

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-08-18

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and plan arrangement of

the Company and

didn’t offer written

materials

N/A

2020-08-26

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-09-07

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

N/A

Company and didn’t

offer written materials

2020-09-11

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and didn’t offer written

materials

N/A

2020-09-14

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-09-15

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring of

the Company and

expected disclosure

time of third quarter

report and didn’t offer

written materials

N/A

2020-09-21

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading of

the Company and

didn’t offer written

materials

N/A

2020-09-22

The

Company

In writing Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-09-24

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and plan arrangement of

the Company and its

business conditions in

the third quarter and

didn’t offer written

materials

N/A

2020-09-25

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading of

the Company and

didn’t offer written

materials

N/A

2020-09-28

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-09-30

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading of

the Company and

didn’t offer written

materials

N/A

2020-10-13

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-10-14

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-10-16

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and project

development and sales

and operation of the

Company and didn’t

offer written materials

N/A

2020-10-19

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-10-20

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading of

the Company and

didn’t offer written

materials

N/A

2020-10-22

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-10-26

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading of

the Company and

didn’t offer written

materials

N/A

2020-10-28

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-10-29

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and fundamentals of the

Company and didn’t

offer written materials

N/A

2020-10-30

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-11-02

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and project

development and sales

and operation of the

Company and didn’t

offer written materials

N/A

2020-11-03

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and reasons for the long

suspension of trading of

the Company and

didn’t offer written

materials

N/A

2020-11-04

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-11-05

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and project

development and sales

and operation of the

Company and didn’t

offer written materials

N/A

2020-11-06

The

Company

By telephone Individual

Individual

investor

Inquired of the progress

of assets restructuring

and the expected time

for stock trading

resumption and didn’t

offer written materials

N/A

2020-11-09

The

Company

By telephone Individual

Individual

investor

Inquired of the reasons

for the terminations of

asset restructuring and

didn’t offer written

materials

N/A

2020-11-10

The

Company

By telephone Individual

Individual

investor

Inquired of the future

development plan of the

Company and didn’t

offer written materials

N/A

2020-11-11

The

Company

By telephone Individual

Individual

investor

Inquired of business

situations of the

Company and did not

offer written materials

N/A

2020-11-12

The

Company

By telephone Individual

Individual

investor

Inquired of the reasons

for the terminations of

asset restructuring and

didn’t offer written

materials

N/A

2020-11-13

The

Company

By telephone Individual

Individual

investor

Inquired of the land

reserves and projects

progress of the

Company and didn’t

offer written materials

N/A

2020-11-16

The

Company

By telephone Individual

Individual

investor

Inquired of the reasons

for the terminations of

asset restructuring and

didn’t offer written

N/A

materials

2020-11-17

The

Company

By telephone Individual

Individual

investor

Inquired of the future

development plan of the

Company and didn’t

offer written materials

N/A

2020-11-19

The

Company

By telephone Individual

Individual

investor

Inquired of business

situations and strategic

planning of the

Company and didn’t

offer written materials

N/A

2020-11-24

The

Company

By telephone Individual

Individual

investor

Inquired of the land

reserves and projects

progress of the

Company and didn’t

offer written materials

N/A

2020-11-26

The

Company

By telephone Individual

Individual

investor

Inquired of the future

development plan of the

Company and didn’t

offer written materials

N/A

2020-11-30

The

Company

By telephone Individual

Individual

investor

Inquired of the land

reserves and projects

progress of the

Company and didn’t

offer written materials

N/A

2020-12-04

The

Company

By telephone Individual

Individual

investor

Inquired of business

situations and strategic

planning of the

Company and didn’t

offer written materials

N/A

2020-12-09

The

Company

By telephone Individual

Individual

investor

Inquired of business

situation and didn’t

offer written materials

N/A

2020-12-21

The

Company

By telephone Individual

Individual

investor

Inquired of project sales

of the Company and

didn’t offer written

materials

N/A

2020-12-28

The

Company

By telephone Individual

Individual

investor

Inquired of the future

development plan of the

Company and didn’t

offer written materials

N/A

Times of communications 66

Number of institutions communicated with 0

Number of individuals communicated with 66

Number of other communication parties 0

Tip-offs or leakages of substantial

supposedly-confidential information during

communications

None

Part V Significant Events

I Profit Distributions to Ordinary Shareholders (in the Form of Cash and/or Stock)

How the profit distribution policy especially the cash dividend policy for ordinary shareholders was formulated

executed or revised in the Reporting Period:

□ Applicable √ Not applicable

The profit distributions to ordinary shareholders either in the form of cash or stock in the past three years (including

the Reporting Period) are summarized as follows:

The profit distribution strictly observe regulations of the Articles of Association and the specific cash dividend

plan is worked out after the approval of the board meeting and general meeting. Independent directors played their

roles with due diligence.

For 2018 based on the total 1011660000 shares of the Company as at 31 December 2018 a cash dividend of

RMB2.00 (tax included) was distributed to the A-share and B-share holders for every 10 shares they hold without

bonus share (tax included) and no share capital increase from capital reserve would be conducted.

For 2019 based on the total 1011660000 shares of the Company as at 31 December 2019 a cash dividend of

RMB1.65 (tax included) was distributed to the A-share and B-share holders for every 10 shares they hold without

bonus share (tax included) and no share capital increase from capital reserve would be conducted.

For 2020 based on the total 1011660000 shares of the Company as at 31 December 2020 a cash dividend of

RMB0.87 (tax included) was distributed to the A-share and B-share holders for every 10 shares they hold without

bonus share (tax included) and no share capital increase from capital reserve would be conducted.

Cash dividend for ordinary shareholders in the past three years (including the Reporting Period):

Unit: RMB

Year

Cash

dividends

(tax

inclusive)

(A)

Net profit

attributable

to ordinary

shareholders

of the listed

company in

consolidated

statements

for the year

(B)

A as % of B

(%)

Cash

dividends in

other forms

(such as share

repurchase)

(C)

C as % of B

(%)

Total cash

dividends

(including

those in other

forms) (D)

D as % of B

(%)

2020

88014420.0

0

290229772.

23

30.33% 0.00 0.00%

88014420.0

0

30.33%

2019

166923900.

00

552452307.

59

30.22% 0.00 0.00%

166923900.

00

30.22%

2018

202332000.

00

503498831.

60

40.19% 0.00 0.00%

202332000.

00

40.19%

Indicate by tick mark whether the Company fails to put forward a cash dividend proposal for the ordinary shareholders

despite the facts that the Company has made profits in the Reporting Period and the profits of the Company as the

parent distributable to the ordinary shareholders are positive.□ Applicable √ Not applicable

II Final Dividend Plan for the Reporting Period

√ Applicable □ Not applicable

Bonus shares for every 10 shares (share) 0

Dividend for every 10 shares (RMB) (tax inclusive) 0.87

Total shares as the basis for the profit distribution

proposal (share)

1011660000

Cash dividends (RMB) (tax inclusive) 88014420.00

Cash dividends in other forms (such as share

repurchase) (RMB)

0.00

Total cash dividends (including those in other forms)

(RMB)

88014420.00

Distributable profit (RMB) 1360786232.53

Total cash dividends (including those in other forms) as

% of total profit distribution

100%

Cash dividend policy

It’s not easy to distinguish in the Company’s development stage. While when there is a major capital spending the

percentage of cash dividends to the profit distribution shall be 20% at least when conducting the profit distribution.

Details about the proposal for profit distribution and converting capital reserve into share capital

The Profit Distribution Plan of 2020 was reviewed and approved by the 60

th

Meeting of the 7

th

Board of Directors held

on 19 March 2021 and intended to be submitted to The 2020 Annual General Meeting for review. Based on the total

1011660000 shares of the Company as at 31 December 2020 a cash dividend of RMB0.87 (tax included) will be

distributed to the A-share and B-share holders for every 10 shares they hold without bonus share (tax included) and no

share capital increase from capital reserve would be conducted. The profit distribution plan can be implemented upon

review and approval of the Shareholders’ General Meeting of the Company.III Fulfillment of Commitments

1. Commitments of the Company’s Actual Controller Shareholders Related Parties and Acquirers as well

as the Company Itself and other Entities Fulfilled in the Reporting Period or Ongoing at the Period-end

√ Applicable □ Not applicable

Commitment Promisor

Type of

commitm

ent

Details of commitment

Date of

commitm

ent

making

Term of

commitm

ent

Fulfillmen

t

Commitments made in time of

asset restructuring

The

Company

Asset

restructur

ing

The Company's major asset

restructuring was terminated

and trading of the stocks was

resumed on 9 November 2020.The Company promises that it

9

Novembe

r 2020

Two

months

Complete

d

will not initiate the major asset

restructuring after the

announcement of termination

was disclosed within at least

two months.

Fulfilled on time Yes

Specific reasons for failing to

fulfill commitments on time

and plans for next step (if

any)

N/A

2. Where there had been an earnings forecast for an asset or project and the Reporting Period was still

within the forecast period explain why the forecast has been reached for the Reporting Period.

□Applicable √ Not applicable

IV Occupation of the Company’s Capital by the Controlling Shareholder or Its Related

Parties for Non-Operating Purposes

□ Applicable √ Not applicable

No such cases in the Reporting Period.

V Explanations Given by the Board of Directors the Supervisory Board and the Independent

Directors (if any) Regarding the Independent Auditor's “Modified Opinion” on the Financial

Statements of the Reporting Period

□ Applicable √ Not applicable

VI YoY Changes to Accounting Policies Estimates and Methods

√ Applicable □ Not applicable

Please refer to “31. Changes in Main Accounting Policies and Estimates” of “III Main Accounting Policies and

Estimates” in “Part XII Financial Statements” for details.VII Retrospective Restatements due to Correction of Material Accounting Errors in the

Reporting Period

□ Applicable √ Not applicable

No such cases in the Reporting Period.VIII YoY Changes to the Scope of the Consolidated Financial Statements

□ Applicable √ Not applicable

No such cases in the Reporting Period.IX Engagement and Disengagement of Independent Auditor

Current independent auditor

Name of the domestic independent auditor Grant Thornton China (LLP)

The Company’s payment to the domestic independent

auditor (RMB’0000)

53

How many consecutive years the domestic independent

auditor has provided audit service for the Company

2

Names of the certified public accountants from the

domestic independent auditor writing signatures on the

auditor’s report

Zhao Juanjuan Jiang Xiaoming

How many consecutive years the certified public

accountants from the domestic independent auditor have

provided audit service for the Company

2

Indicate by tick mark whether the independent auditor was changed for the Reporting Period.□ Yes √ No

Independent auditor financial advisor or sponsor engaged for the audit of internal controls:

√ Applicable □ Not applicable

The Company hired Grant Thornton China (LLP) to provide internal control audit service for this Reporting Period at

the cost of RMB0.23 million.X Possibility of Listing Suspension or Termination after Disclosure of this Report

□ Applicable √ Not applicable

XI Insolvency and Reorganization

□ Applicable √ Not applicable

No such cases in the Reporting Period.XII Major Legal Matters

√Applicable □ Not applicable

General

informatio

n

Involved

amount

(RMB’0

000)

Provision Progress Decisions and effects

Execution of

decisions

Disclosur

e date

Index to

disclosed

information

Xi’an

Project

Lawsuit

2100 No

In

execution

? Xi’an Business Tourism

Company Limited (hereinafterreferred to as “Business

Company”) had to pay for the

compensation RMB36.62

million and the relevant interest

(from 14 September 1998 to the

Shaanxi High

People’s Court

Sold all assets of

Business

Company by

auction in

accordance with

19

August

2020

Interim

Report 2020

(full text)

on

www.cninfo.com.cn

payment day) to Xi’an Fresh

Peak Company within one

month after the judgment

entering into force. If the

Business Company failed to pay

in time it had to pay double

debt interests to Xi’an Fresh

Peak Company for the overdue

period; ② Xi’an Joint

Commission on Commerce had

jointly and severally obligation

of the interests of the

compensation; .③ Business

Company shall bear

RMB227500 of the acceptance

fee and the security fee.laws in 2004.The applicant

has received

RMB15.20

million. Now

Business

Company has no

executable

properties and

Xi’an Joint

Commission on

Commerce has

been refusing to

execute the

ruling. It is

difficult to

recover the rest.XIII Punishments and Rectifications

□ Applicable √ Not applicable

No such cases in the Reporting Period.XIV Credit Quality of the Company as well as Its Controlling Shareholder and Actual

Controller

□ Applicable √ Not applicable

XV Equity Incentive Plans Employee Stock Ownership Plans or Other Incentive Measures

for Employees

□ Applicable √ Not applicable

No such cases in the Reporting Period.XVI Major Related-Party Transactions

1. Continuing Related-Party Transactions

√Applicable □ Not applicable

Related

party

Relatio

nship

with

the

Compa

Type

of

transac

tion

Specifi

c

transact

ion

Pricing

principl

e

Transa

ction

price

Total

value

(RMB’

0000)

As %

of total

value

of all

same-t

Approv

ed

transac

tion

line

Over

the

approv

ed line

or not

Metho

d of

settlem

ent

Obtain

able

market

price

for

Disclos

ure

date

Index

to

disclos

ed

inform

ny ype

transac

tions

(RMB’

0000)

same-t

ype

transac

tions

ation

Shenzhe

n Jianan

(Group)

Co. Ltd.

Control

led by

the

same

compa

ny as

the

parent

Engine

ering

constru

ction

Wholly

-owned

subsidi

ary

underto

ok

enginee

ring

constru

ction of

related

party

Negoti

ate

through

agreem

ents

- 725.82 2.89% 725.82 Not

Bank

transfer

-

14

March

2020

2019

Annual

Report

disclos

ed on

www.c

ninfo.c

om.cn

Shenzhe

n Jianan

(Group)

Co. Ltd.

Control

led by

the

same

compa

ny as

the

parent

Engine

ering

constru

ction

Wholly

-owned

subsidi

ary

paid

total

account

for

constru

ction

contract

ed to

related

party

Negoti

ate

through

agreem

ents

-

18299.

46

42.81%

18299.

46

Not

Bank

transfer

-

14

March

2020

2019

Annual

Report

disclos

ed on

www.c

ninfo.c

om.cn

Total -- --

19025.

28

--

19025.

28

-- -- -- -- --

Large-amount sales return in detail N/A

Give the actual situation in the Reporting Period (if any) where an

estimate had been made for the total value of continuing

related-party transactions by type to occur in the Reporting Period

N/A

Reason for any significant difference between the transaction

price and the market reference price (if applicable)

N/A

2. Related-Party Transactions Regarding Purchase or Sales of Assets or Equity Interests

□ Applicable √ Not applicable

No such cases in the Reporting Period.3. Related Transactions Regarding Joint Investments in Third Parties

□ Applicable √ Not applicable

No such cases in the Reporting Period.

4. Credits and Liabilities with Related Parties

□ Applicable √ Not applicable

No such cases in the Reporting Period.

5. Other Major Related-Party Transactions

□ Applicable √ Not applicable

No such cases in the Reporting Period.XVII Major Contracts and Execution thereof

1. Entrustment Contracting and Leases

(1) Entrustment

□ Applicable √ Not applicable

No such cases in the Reporting Period.

(2) Contracting

□ Applicable √ Not applicable

No such cases in the Reporting Period.

(3) Leases

□ Applicable √ Not applicable

No such cases in the Reporting Period.

2. Major Guarantees

□ Applicable √ Not applicable

No such cases in the Reporting Period.

3. Cash Entrusted to Other Entities for Management

(1) Cash Entrusted for Wealth Management

√ Applicable □ Not applicable

Overview of cash entrusted for wealth management in the Reporting Period

Unit: RMB’0000

Type Capital resources Amount incurred Outstanding balance

Overdue unrevoked

amount

Bank financial

products

Self-owned funds 100000 0 0

Total 100000 0 0

High-risk entrusted wealth management with significant single amount or low security poor liquidity and no capital

preservation:

□ Applicable √ Not applicable

Whether there is the case where the principal cannot be recovered at maturity or other case which may cause

impairment for entrusted wealth management

□ Applicable √ Not applicable

(2) Entrusted Loans

□ Applicable √ Not applicable

No such cases in the Reporting Period.

4. Significant Continuing Contracts

□ Applicable √ Not applicable

5. Other Major Contracts

□ Applicable √ Not applicable

No such cases in the Reporting Period.XVIII Corporate Social Responsibility (CSR)

1. Measures Taken to Fulfill CSR Commitment

The Company has proactively fulfilled its social responsibilities. While pursuing economic benefits and protecting

the interests of shareholders it complied with the overall development of the country and society protected the

legal rights of creditors and employees positively and treated the suppliers customers and consumers with

integrity. Participating in the public welfare undertakings such as environment protection and community

activities positively the Company took efforts in keeping a harmonious development of the Company itself and

the whole society. During the Reporting Period the Company actively fought against the pandemic which fully

demonstrated the responsibility of state-owned enterprises. Also the Company donated RMB500000 to the

“Municipal State-owned Enterprise Aiding Hubei Special Fund Raising Action” exempted and reduced rents for

tenants for about RMB18.36 million. Besides in accordance with the idea of “creating a civilized community” in

Jiabei Community the Company organized road traffic civilization persuasion and "creating a civilized

community" voluntary activities twice with the participation of a total of 215 party members and mass volunteers.

During this process the employees' sense of social responsibility was hugely enhanced.

2. Measures Taken for Targeted Poverty Alleviation

The Company conducted no targeted poverty alleviation activities during the Reporting Period and has no subsequent

plans yet.

3. Issues Related to Environmental Protection

Indicate by tick mark whether the Company or any of its subsidiaries is identified as a major polluter by the

environmental protection authorities.□ Yes √ No

XIX Other Significant Events

√ Applicable □ Not applicable

Since the planning for major asset restructuring the Company's stocks have been suspended for trading since the

opening of the stock market on 14 September 2016. During the suspension period the Company kept close

communication with all trading parties worked hard in due diligence auditing evaluation and other issues and

fulfilled the required decision-making procedures and information disclosure timely. In view of the current market

environment and many other reasons it was still not a good time to advance the major asset restructuring.Therefore in order to effectively protect the interests of the Company and all shareholders the Company decided

to terminate the major asset restructuring after careful consideration. On 9 November 2020 the stock trading

resumed. For details please refer to the Announcement on the Termination of Planning for Major Asset

Restructuring and the Stock Trading Resumption (No. 2020-085) which was disclosed by the Company on

www.cninfo.com.cn on 9 November 2020.XX Significant Events of Subsidiaries

□ Applicable √ Not applicable

Part VI Share Changes and Shareholder Information

I. Share Changes

1. Share Changes

Unit: share

Before Increase/decrease (+/-) After

Shares

Percentag

e (%)

New

issues

Shares as

dividend

converte

d from

profit

Shares as

dividend

converte

d from

capital

reserves

Other

Subtota

l

Shares

Percenta

ge (%)

1. Restricted shares 0 0.00% 0 0 0 0 0 0 0.00%

1.1 Shares held by the

state

0 0.00% 0 0 0 0 0 0 0.00%

1.2 Shares held by

state-own

Legal-person

0 0.00% 0 0 0 0 0 0 0.00%

1.3 Shares held by

other domestic

investors

0 0.00% 0 0 0 0 0 0 0.00%

Among which: shares

held by domestic

legal person

0 0.00% 0 0 0 0 0 0.00%

Shares held by

domestic natural

person

0 0.00% 0 0 0 0 0 0 0.00%

1.4 Oversea

shareholdings

0 0.00% 0 0 0 0 0 0.00%

Among which: shares

held by oversea legal

person

0 0.00% 0 0 0 0 0 0 0.00%

Shares held by

oversea natural

person

0 0.00% 0 0 0 0 0 0 0.00%

2. Unrestricted shares

101166000

0

100.00% 0 0 0 0 0

101166000

0

100.00%

2.1 RMB ordinary

shares

891660000 88.14% 0 0 0 0 0 891660000 88.14%

2.2 Domestically 120000000 11.86% 0 0 0 0 0 120000000 11.86%

listed foreign shares

2.3 Oversea listed

foreign shares

0 0.00% 0 0 0 0 0 0 0.00%

2.4 Other 0 0.00% 0 0 0 0 0 0 0.00%

3. Total shares

101166000

0

100.00% 0 0 0 0 0

101166000

0

100.00%

Reasons for share changes:

□ Applicable √ Not applicable

Approval of share changes:

□ Applicable √ Not applicable

Transfer of share ownership:

□ Applicable √ Not applicable

Progress on any share repurchase:

□ Applicable √ Not applicable

Progress on reducing the repurchased shares by means of centralized bidding:

□ Applicable √ Not applicable

Effects of share changes on the basic and diluted earnings per share equity per share attributable to the Company’s

ordinary shareholders and other financial indicators of the prior year and the prior accounting period respectively:

□ Applicable √ Not applicable

Other information that the Company considers necessary or is required by the securities regulator to be disclosed:

□ Applicable √ Not applicable

2. Changes in Restricted Shares

□ Applicable √ Not applicable

II. Issuance and Listing of Securities

1. Securities (Exclusive of Preferred Shares) Issued in the Reporting Period

□ Applicable √ Not applicable

2. Changes to Total Shares Shareholder Structure and Asset and Liability Structures

□ Applicable √ Not applicable

3. Existing Staff-Held Shares

□ Applicable √ Not applicable

III Shareholders and Actual Controller

1. Shareholders and Their Shareholdings at the Period-End

Unit: share

Number of

ordinary

shareholders

74276

Number of

ordinary

shareholders at

the month-end

prior to the

disclosure of

this Report

74556

Number of

preferred

shareholders

with resumed

voting rights (if

any)

0

Number of

preferred

shareholders

with resumed

voting rights at

the month-end

prior to the

disclosure of

this Report (if

any)

0

Shareholding of ordinary shareholders holding more than 5% shares or the top 10 of ordinary shareholders

Name of shareholder

Nature of

shareholder

Holdin

g

percent

age (%)

Number of

shareholdin

g at the end

of the

Reporting

Period

Increase and

decrease of

shares during

Reporting

Period

Numbe

r of

shares

held

subject

to

trading

morator

ium

Number of

shares held

subject to

trading

moratorium

Pledged or

frozen shares

Status

of

shares

Amou

nt

Shenzhen Investment

Holdings Co. Ltd

State-owned legal

person

63.55%

64288426

2

0 642884262

Sun Longzhan

Domestic natural

person

0.14% 1464248 1464248 1464248

Yang Shuilian

Domestic natural

person

0.14% 1412900 139200 1412900

Tan Shiqing

Domestic natural

person

0.13% 1286701 0 1286701

Yang Jianxiong

Domestic natural

person

0.12% 1255750 0 1255750

Shenzhen Bao'an

Songgang Huamei

Industry Company

Domestic

non-state-owned

legal person

0.12% 1205096 1205096 1205096

Duan Weiping

Domestic natural

person

0.12% 1190000 1190000 1190000

Central Huijin Asset

Management Co. Ltd.State-owned legal

person

0.12% 1165500 0 1165500

Hong Kong Securities

Clearing Company Ltd.

Foreign legal

person

0.11% 1117641 1117641 1117641

Wu Haoyuan

Foreign natural

person

0.11% 1109300 0 1109300

Strategic investor or general legal person

becoming a top-10 ordinary shareholder

due to rights issue (if any) (see Note 3)

None

Related or acting-in-concert parties among

the shareholders above

Among the top 10 shareholders of the Company SPG is neither a related

party to nor one of the persons acting in concert with other shareholders

as prescribed in the Administrative Measures for the Acquisition of Listed

Companies. The Company does not know whether there exists associated

relationship among the other shareholders or whether they are persons

acting in concert as prescribed in the Administrative Measures for the

Acquisition of Listed Companies.

Above shareholders involved in

entrusting/being entrusted with voting

rights and giving up voting rights

None

Top 10 unrestricted shareholders

Name of shareholder

Unrestricted

shares held at the

period-end

Shares by type

Type Shares

Shenzhen Investment Holdings Co. Ltd 642884262 RMB ordinary shares 642884262

Sun Longzhan 1464248 RMB ordinary shares 1464248

Yang Shuilian 1412900 RMB ordinary shares 1412900

Tan Shiqing 1286701 RMB ordinary shares 1286701

Yang Jianxiong 1255750

Domestically listed

foreign shares

1255750

Shenzhen Bao'an Songgang Huamei Industry Company 1205096 RMB ordinary shares 1205096

Duan Weiping 1190000 RMB ordinary shares 1190000

Central Huijin Asset Management Co. Ltd. 1165500 RMB ordinary shares 1165500

Hong Kong Securities Clearing Company Ltd. 1117641 RMB ordinary shares 1117641

Wu Haoyuan 1109300

Domestically listed

foreign shares

1109300

Related or acting-in-concert parties

among top 10 unrestricted public

shareholders as well as between top 10

unrestricted public shareholders and top

10 shareholders

Among the top 10 unrestricted public shareholders of the Company SPG is

neither a related party to nor one of the persons acting in concert with other

shareholders as prescribed in the Administrative Measures for the Acquisition

of Listed Companies. The Company does not know whether there exists

associated relationship among the other shareholders or whether they are

persons acting in concert as prescribed in the Administrative Measures for the

Acquisition of Listed Companies.

Top 10 ordinary shareholders involved

in securities margin trading (if any)

(see Note 4)

Both the fourth and sixth shareholders held all their shares of the Company in

their margin accounts.Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary shareholders

of the Company conducted any promissory repo during the Reporting Period.□ Yes √ No

No such cases in the Reporting Period.

2. Controlling Shareholder

Nature of the controlling shareholder: Controlled by a local state-owned legal person

Type of the controlling shareholder: legal person

Name of controlling

shareholder

Legal

representative/p

erson in charge

Date of

establishment

Unified social

credit code

Principal activity

Shenzhen Investment

Holdings Co. Ltd.Wang Yongjian 13 October 2004 767566421

Investment in equities on behalf of the

government and management of those

investments; development and operation

of government-allocated land; and

investment in and provision of services

for strategic emerging industries

Controlling shareholder’s

holdings in other listed

companies at home or

abroad in the Reporting

Period

339450000 shares in SZPRD A (000011) representing a stake of 56.96%;;

234070000 shares in STHC (000045) representing a stake of 46.10%;

9590000 shares in Shenzhen Universe A (000023) representing a stake of 6.91%;

962720000 shares in Ping An (601318) representing a stake of 5.27%;

3223110000 shares in Guosen Securities (002736) representing a stake of 33.53%;

609240000 of A shares and 103370000 of H shares in Guotai Junan (601211)

representing a stake of 8%;

195030000 shares in Telling Holding (000829) representing a stake of 18.89%;

208850000 shares in Shenzhen International (00152) representing a stake of 43.91%;

604820000 shares in BEAUTYSTAR (002243) representing a stake of 49.96%;

2213450000 shares in Bay Area Development (00737) representing a stake of 71.83%;

315830000 shares in Infinova (002528) representing a stake of 26.35%;

388450000 shares in EA (002183) representing a stake of 18.30%;

6770000 shares in Shenzhen Energy (000027) representing a stake of 0.14%;

9520000 shares in BOCOM (601328) representing a stake of 0.01%;

113980000 shares in Techand Ecology (300197) representing a stake of 4.84%;

77270000 shares in Vanke (02202) representing a stake of 0.67%.

Change of the controlling shareholder in the Reporting Period:

□ Applicable √ Not applicable

No such cases in the Reporting Period.

3. Actual Controller and Its Acting-in-Concert Parties

Nature of the actual controller: Local institution for state-owned assets management

Type of the actual controller: legal person

Name of actual controller

Legal

representative/p

erson in charge

Date of

establishment

Unified social

credit code

Principal activity

Shenzhen State-owned

Assets Supervision and

Administration Commission

Yu Gang 31 July 2004 K3172806-7

Perform the responsibilities of

investor on behalf of the state and

supervise and manage the

authorized state-owned assets

legally.Other listed companies at In addition to the Company controlling shareholder - Shenzhen Investment Holding Co.home or abroad controlled

by the actual controller in

the Reporting Period

Ltd. Other domestic and overseas listed companies whose equity held by the actual

controllers did not rank among the top ten shareholders of the Company.

Change of the actual controller during the Reporting Period:

□ Applicable √ Not applicable

No such cases in the Reporting Period.Ownership and control relations between the actual controller and the Company:

Indicate by tick mark whether the actual controller controls the Company via trust or other ways of asset management.

□ Applicable √ Not applicable

4. Other 10% or Greater Corporate Shareholders

□ Applicable √ Not applicable

5. Limitations on Shareholding Decrease by the Company’s Controlling Shareholder Actual Controller

Reorganizer and Other Commitment Makers

□ Applicable √ Not applicable

Part VII Preferred Shares

□ Applicable √ Not applicable

No preferred shares in the Reporting Period.Part VIII Convertible Bonds

□ Applicable √ Not applicable

No convertible bonds in the Reporting Period.Part IX Directors Supervisors Senior Management and Staff

I Change in Shareholdings of Directors Supervisors and Senior Management

Name Office title

Incumbent/

Former

Gend

er

Age

Start of

tenure

End

of

tenure

Beginni

ng

shareho

lding

(share)

Increase

in the

Reportin

g Period

(share)

Decreas

e in the

Reporti

ng

Period

(share)

Other

increas

e/decre

ase

(share)

Ending

shareh

olding

(share)

Liu

Zhengyu

Chairman of

the Board

Incumbent Male 51

15 January

2020

0 0 0 0 0

Tang

Xiaoping

Director Incumbent Male 51

31 December

2020

0 0 0 0 0

Tang

Xiaoping

GM Incumbent Male 51

14 December

2020

0 0 0 0 0

Deng

Kangcheng

Director Incumbent Male 55

17 April

2012

10000 0 0 0 10000

Zhao

Zhongliang

Director Incumbent Male 51

31 December

2020

0 0 0 0 0

Zhao

Zhongliang

CFO Incumbent Male 51

14 December

2020

0 0 0 0 0

Wen Li Director Incumbent

Femal

e

52

8 September

2006

0 0 0 0 0

Sun

Minghui

Director Incumbent Male 40

31 December

2020

0 0 0 0 0

Kang

Xiaoyue

Independent

director

Incumbent Male 57 15 May 2018 0 0 0 0 0

He

Zuowen

Independent

director

Incumbent Male 59 30 June 2020 0 0 0 0 0

Mi

Xuming

Independent

director

Incumbent Male 46 30 June 2020 0 0 0 0 0

Li Lian

Chairman of

the

Supervisory

Committee

Incumbent

Femal

e

54

31 December

2020

0 0 0 0 0

Ren Wei Supervisor Incumbent Male 41 15 May 2018 2000 0 0 0 2000

Li Yufei Supervisor Incumbent

Femal

e

43

17 April

2012

0 0 0 0 0

Feng

Hongwei

Supervisor Incumbent Male 50

2 March

2017

0 0 0 0 0

Lin Jun Supervisor Incumbent

Femal

e

52

27 April

2016

0 0 0 0 0

Wei

Hanping

Vice GM Incumbent

Femal

e

55

28

September

2012

0 0 0 0 0

Zhang

Hongwei

Vice GM Incumbent Male 55 15 July 2020 0 0 0 0 0

Luo Yi

Secretary of

the Board

Incumbent Male 47

31 December

2020

0 0 0 0 0

Zhou

Jianguo

Chairman of

the Board

Former Male 66

11 February

2009

15

Janua

ry

2020

0 0 0 0 0

Zhuang

Quan

Chairman of

the

Supervisory

Committee

Former Male 66

17 April

2012

15

Janua

ry

2020

80000 0 0 0 80000

Chen

Maozheng

General

Manager and

Director

Former Male 57

17 April

2012

30

June

2020

0 0 0 0 0

Song

Botong

Independent

director

Former Male 53

15 October

2010

30

June

2020

0 0 0 0 0

Zhang

Shunwen

Independent

director

Former Male 55

23 April

2014

30

June

2020

0 0 0 0 0

Zhang Lei Director Former Male 53

17 April

2012

31

Dece

mber

2020

0 0 0 0 0

Zhang Lei CFO Former Male 53

17 April

2012

14

Dece

mber

2020

0 0 0 0 0

Jiang

Lihua

Director Former

Femal

e

57

17 April

2012

31

Dece

mber

2020

0 0 0 0 0

Dai

Xianhua

Chairman of

the

Supervisory

Committee

Former Male 59

15 January

2020

31

Dece

mber

2020

0 0 0 0 0

Tang

Xiaoping

Secretary of

the Board

Appointed

and

Male 51

26 April

2018

31

Dece

0 0 0 0 0

dismissed mber

2020

Tang

Xiaoping

Vice GM

Appointed

and

dismissed

Male 51

22 October

2013

14

Dece

mber

2020

0 0 0 0 0

Total -- -- -- -- -- -- 92000 0 0 0 92000

II Change of Directors Supervisors and Senior Management

√Applicable □ Not applicable

Name Office title Type of change Date of change Reason for change

Liu Zhengyu Chairman of the Board Elected 15 January 2020

Dai Xianhua

Chairman of the

Supervisory Committee

Elected 15 January 2020

Zhou Jianguo Chairman of the Board Left 15 January 2020 Retired

Zhuang Quan

Chairman of the

Supervisory Committee

Left 15 January 2020 Retired

Chen Maozheng Director Left 30 June 2020 Job change

Chen Maozheng General Manager Left 30 June 2020 Job change

Song Botong Independent director

Left for expiration

of appointment

30 June 2020 Expiration of appointment

Zhang Shunwen Independent director

Left for expiration

of appointment

30 June 2020 Expiration of appointment

He Zuowen Independent director Elected 30 June 2020

Mi Xuming Independent director Elected 30 June 2020

Zhang Hongwei Vice GM Appointed 15 July 2020

Tang Xiaoping GM Appointed 14 December 2020

Tang Xiaoping Vice GM Appointed 14 December 2020 Post change

Zhang Lei CFO Left 14 December 2020 Job change

Zhao Zhongliang CFO Appointed 14 December 2020

Zhang Lei Director Left 31 December 2020 Job change

Jiang Lihua Director Left 31 December 2020 Retired

Tang Xiaoping Director Elected 31 December 2020

Sun Minghui Director Elected 31 December 2020

Zhao Zhongliang Director Elected 31 December 2020

Dai Xianhua

Chairman of the

Supervisory Committee

Left 31 December 2020 Job change

Li Lian

Chairman of the

Supervisory Committee

Elected 31 December 2020

Tang Xiaoping Secretary of the Board Appointed 31 December 2020 Post change

Luo Yi Secretary of the Board Appointed 31 December 2020

III Biographical Information

Professional backgrounds major work experience and current duties in the Company of the incumbent directors

supervisors and senior management:

1. Liu zhengyu: he once was the director of Inspection Department in State-owned Assets Supervision and

Administration Commission of the People’s Government of Shenzhen Municipal and Chief Accountant of

Shenzhen Investment Holdings Co. Ltd. Now he acts as the vice GM and the member of CPC of Shenzhen

Investment Holdings Co. Ltd. the Chairman of the Board secretary of CPC of the Company.

2. Tang Xiaoping: he ever act as CFO and finance minister of Shenzhen HRD Assets Management Company

minister of Financial Operations Management Department of Shenzhen Foreign Labor Service Co. Ltd. and

executive director of Shenzhen Foreign Affairs Service Center Manager of Financing Plan Department deputy

GM of the Company and secretary of the Board of the Company. He is currently the director GM and deputy

secretary of the CPC of the Company.

3. Deng Kangcheng: he was once deputy director director of the Office of Shenzhen Investment Holdings Co.

Ltd. and supervisor of the Company. And now he acts as the director and Vice Secretary of CPC of the Company.

4. Zhao Zhongliang: former director and CFO of Shenzhen Rosso Pharmaceutical Co. Ltd. member of the

president team and CFO of Sichuan Lisen Building Materials Group Co. Ltd. supervisor of Ningbo Haiyue New

Materials Co. Ltd. director and CFO of Shenzhen Investment Control Property Management Co. Ltd. director

and CFO of Shenzhen Shentou Education Co. Ltd.; currently serves as Director and CFO of the Company.

5. Wen Li: she once worked as the vice chief of the Investment and Development Department vice director of

Management Center for Construction Project and Minister of Enterprise Department I of Shenzhen Investment

Holdings Co. Ltd. Now she serves as the director GM and vive secretary of CPC in Shenzhen Bay Technology

Development Co. Ltd. and the director of the Company.

6. Sun Minghui: Former the senior director of the Finance Department and the Office of the Board of Directors of

Shenzhen Investment Holdings Co. Ltd. and the deputy director of the Finance Department (Settlement Center);

currently he is the director of the Finance Department (Settlement Center) of Shenzhen Investment Holdings Co.Ltd. and a director of the Company.

7. Kang Xiaoyue: he was once the staff member of Department of Justice of Jiangxi Province a reporter editor

and head of News Department of Shenzhen Legal Newspaper. Chief Lawyer senior partner of Guangdong New

Century Law Firm (now renamed Guangdong Wancheng Law Firm). Now he serves as a senior partner of Beijing

Weiheng (Shenzhen) Law Firm and the independent director of the Company.

8. He Zuowen: formerly associate professor of accounting and director of teaching and research section of

Changsha University of Science & Technology partner and deputy director of Shenzhen Huapeng Certified

Public Accountants partner of BDO Certified Public Accountants; currently partner of Dahua Certified Public

Accountants (Special General Partnership) Secretary of CPC General Branch of Shenzhen Branch Chairman of

Shenzhen Tianye Tax Agent Co. Ltd. and also served as the independent director of Shenzhen JPT

Opto-Electronics Co. Ltd. Shenzhen Textile (Group) Co. Ltd. Shenzhen Bioeasy Biotechnology Co. Ltd.Shenzhen Tongyi Industry Co. Ltd. and the Company. The main social positions are: judge of the Guangdong

Provincial Senior Accountant Review Committee member of the Shenzhen Municipal Social Organization

Disciplinary Inspection Committee of the Communist Party of China deputy secretary and secretary of the

Disciplinary Committee of Shenzhen CPA Industry Committee and director of Shenzhen Certified Tax Agents

Association.

9. Mi Xuming: Former lecturer at Shenzhen University postdoctor of post-doctoral mobile station for applied

economics of School of Economics of Xiamen University visiting scholar at the University of Exeter; currently

associate professor and master tutor of Shenzhen University and at the same time as the independent directors of

ChinaLin Securities Co. Ltd. Shenzhen Farben Information Technology Co. Ltd. and the Company.

10. Li Lian: Former Deputy Director and Deputy Secretary of the Party Branch of Shenzhen Foreign Economic

and Trade Service Center Secretary of the Disciplinary Committee and Chairman of the Supervisory Committee

of Shenzhen Shentou Education Co. Ltd.; currently Chairman of the Supervisory Committee and Secretary of the

Disciplinary Committee of the Company.

11. Ren Wei: he once was the CFO of Xian Zhenye Real Estate Development Co. Ltd. minister of Budget &

Financing Department and director of Fund Centre of Shenfubao Group Co. Ltd. Now he serves as the vice

minister of Audit Department of Shenzhen Investment Holdings Co. Ltd. and the supervisor of the Company.

12. Li Yufei: she ever worked as the Assistant to the Manager of the Investment Department and Assistant to the

Manager & Vice Manager of Assets Management Centre as well as the Senior Management Staff of Enterprise

Department I and Enterprise Department II (Journal Center) in Shenzhen Investment Holdings Co. Ltd. Now she

serves as the deputy director of Discipline Inspection Office in Shenzhen Investment Holdings Co. Ltd. and the

supervisor of the Company.

13. Feng Hongwei: he once was the Vice Chief of the Board Secretariat and the Securities Representative. Now

he acts as the supervisor and minister of Audit Department of the Company.

14. Lin Jun: She once was the Vice Chief and Chief of the Party-Mass Work Department. And she has been acting

as a supervisor of the Company the Vice Discipline Inspection Secretary and Director of Discipline Inspection

and Supervision Office (Office of the Board of Supervisors).

15. Wei Hanping: she ever worked as the manager of the Leasing Operation Department in Shenzhen City

Construction Development (Group) Co. and the manager of Cost Control Department of the Company. And she

now serves as the Vice GM of the Company.

16. Zhang Hongwei: once served as GM of Shenzhen Urban Construction Investment Development Co. Ltd.

Hefei Ruifa Urban Construction Investment Development Co. Ltd. manager of the Company's Development

Department Sales Department Project II Department Project Management Department; currently deputy GM of

the Company manager of Dongle Project GM of Longgang Development Company.

17. Luo Yi: He was once the Vice GM Deputy Director of Board Secretariat and Securities Representative in the

Shantou branch of the Company. And he now serves as the Board Secretary and Director of the Board Secretariat

in the Company.Offices held concurrently in shareholding entities:

√Applicable □Not applicable

Name Shareholding entity

Office held in the shareholding

entity

Start of tenure

End of

tenure

Remuneration or

allowance from

the shareholding

entity

Liu

Zhengyu

Shenzhen Investment

Holdings Co. Ltd

Vice GM member of CPC 9 January 2017 Yes

Sun

Minghui

Shenzhen Investment

Holdings Co. Ltd

Chief of Financial Department

(Settlement Center)

11 November 2020 Yes

Ren Wei

Shenzhen Investment

Holdings Co. Ltd

Vice minister of Audit

Department

18 September 2017 Yes

Li Yufei

Shenzhen Investment

Holdings Co. Ltd

Deputy Director of Discipline

Inspection Office

9 July 2015 Yes

Offices held concurrently in other entities:

√Applicable □Not applicable

Name Other entity

Office held

in the

entity

Start of tenure End of tenure

Remunerati

on or

allowance

from the

entity

Liu

Zhengyu

Shenzhen Urban Transport Planning

Center Co.. Ltd.

Director 17 October 2017 17 December 2019 No

Liu

Zhengyu

Telling Telecommunication Holding

Co. Ltd.

Director 2 March 2017 23 April 2020 No

Liu

Zhengyu

China's State Owned Capital Venture

Capital Fund

Director 16 August 2016 No

Liu

Zhengyu

Kashi Shenzhen City Co. Ltd. Director 8 October 2013 No

Liu

Zhengyu

Shenzhen Investment Holdings Bay

Area Development Co. Ltd.

Non-execut

ive

director

Chairman

of the

Board

14 March 2018 No

Liu

Zhengyu

Shenzhen Investment International

Capital Holdings Infrastructure Co.

Ltd.

Director 18 December 2017 No

Liu

Zhengyu

Shenzhen Investment International

Capital Holdings Co. Ltd.

Director 9 September 2016 No

Liu

Zhengyu

Tsinghua Tri Shenzhen Co. Ltd. Director

December 12

2019

No

Liu

Zhengyu

SIHC Hong Kong Investment Holdings

Limited

Director March 11 2019 No

Liu

Zhengyu

Research Institute of Tsinghua

University in Shenzhen

Member of

a council

April 10 2018 No

Deng

Kangcheng

Shenzhen Leaguer Co. Ltd. Director June 15 2020 No

Wen Li

Shenzhen Bay Technology

Development Co. Ltd.

Director

GM and

Vice

Secretary

of CPC

December 1 2016 Yes

Sun

Minghui

Meizhou Shenmei Friendship Building

Co. Ltd.

Director January 13 2014 June 18 2020 No

Sun

Minghui

China Nanshan Development (Group)

Co. Ltd.

Supervisor October 17 2017 No

Sun

Minghui

Shenzhen Highway Passenger

Transportation Service Centre Co. Ltd.Supervisor June 16 2017 No

Sun

Minghui

China Science And Technology

Development Co. Ltd.

Supervisor June 27 2017 No

Sun

Minghui

ULTRARICH INTERNATIONAL

LIMITED

Director

November 11

2020

No

Sun

Minghui

China Southern Fund Management Co.

Ltd.Supervisor

November 11

2020

No

Sun

Minghui

Hubei SIHC Investment Development

Co. Ltd.

Director

November 11

2020

No

Sun

Minghui

Shenzhen Textile (Holdings) Co. Ltd. Director February 10 2021 No

Ren Wei

Shenzhen Construction & Installation

(Group) Co. Ltd.Supervisor October 22 2017 July 8 2020 No

Ren Wei

Shenzhen Sungang China Resources

Land Development Co. Ltd.Supervisor October 17 2017 No

Li Yufei Shenzhen Dapengwan Huaqiao Tomb Director

November 19

2015

No

Li Yufei

Shenzhen Sports Center Operation

Management Co. Ltd.Supervisor

December 22

2015

June 18 2020 No

Kang

Xiaoyue

Beijing Weiheng (Shenzhen) Law Firm

Senior

partner

December 2 2019 Yes

He

Zuowen

Dahua Certified Public Accountants

(Special General Partnership)

Partner December 1 2002 Yes

He

Zuowen

Shenzhen Tianye Tax Agency Co. Ltd.

Chairman

of the

Board

December 1 2008 Yes

He

Zuowen

Shenzhen JPT Opto-Electronics Co.Ltd.Independen

t director

June 1 2017 Yes

He

Zuowen

Shenzhen Textile (Holdings) Co. Ltd.Independen

t director

July 19 2017 Yes

He

Zuowen

Shenzhen Bioeasy Biotechnology Co.Ltd.Independen

t director

October 1 2017 Yes

He

Zuowen

Shenzhen Tongyi Industry Co. Ltd.Independen

t director

October 11 2018 Yes

Mi

Xuming

Shenzhen University

Associate

professor

and master

tutor

December 1 2009 Yes

Mi

Xuming

ChinaLin Securities Co. Ltd.

Independen

t director

April 10 2017 Yes

Mi

Xuming

Shenzhen Farben Information

Technology Co. Ltd.Independen

t director

January 29 2021 Yes

Punishments imposed in the recent three years by the securities regulator on the incumbent directors supervisors and

senior management as well as those who left in the Reporting Period:

□ Applicable √ Not applicable

IV Remuneration of Directors Supervisors and Senior Management

Decision-making procedure determination basis and actual payments of remuneration for directors supervisors and

senior management:

1. The remuneration of the Company's directors supervisors and senior managers shall be determined and implemented in

accordance with the regulations of the Company's remuneration management system.

2. After the review and approval at the 2013 Annual General Meeting of Shareholders held on April 23 2014 the

allowance for independent directors has been adjusted to RMB7000 (tax included) per person per month since May 2014

and independent directors will not receive any remuneration other than it from the Company.

3. He Zuowen an independent director also receives the allowance of independent director in Shenzhen Textile (Group)

Co. Ltd. Shenzhen textile (Group) Co. Ltd and the Company are under the control of the same dominant shareholder and

are related parties of the Company.Remuneration of directors supervisors and senior management for the Reporting Period

Unit: RMB’0000

Name Office title Gender Age

Incumbent/For

mer

Total before-tax

remuneration

from the

Company

Any

remuneration

from related

party

Liu Zhengyu

Chairman of the

Board

Male 51 Incumbent Yes

Tang Xiaoping

Director and

GM

Male 51 Incumbent 115.02 No

Deng

Kangcheng

Director Male 55 Incumbent 117.32 No

Zhao

Zhongliang

Director and

CFO

Male 51 Incumbent Yes

Wen Li Director Female 52 Incumbent Yes

Sun Minghui Director Male 40 Incumbent Yes

Kang Xiaoyue

Independent

director

Male 57 Incumbent 8.4 No

He Zuowen

Independent

director

Male 59 Incumbent 4.2 Yes

Mi Xuming

Independent

director

Male 46 Incumbent 4.2 No

Li Lian

Chairman of the

Supervisory

Committee

Female 54 Incumbent Yes

Ren Wei Supervisor Male 41 Incumbent Yes

Li Yufei Supervisor Female 43 Incumbent Yes

Feng Hongwei Supervisor Male 50 Incumbent 63.93 No

Lin Jun Supervisor Female 52 Incumbent 63.93 No

Wei Hanping Vice GM Female 55 Incumbent 117.32 No

Zhang Hongwei Vice GM Male 55 Incumbent 80.3 No

Luo Yi

Secretary of the

Board

Male 47 Incumbent 60.44 No

Zhou Jianguo

Chairman of the

Board

Male 66 Former 59.44 No

Zhuang Quan

Chairman of the

Supervisory

Committee

Male 66 Former 46.5 No

Chen

Maozheng

General

Manager and

Director

Male 57 Former 89.4 Yes

Song Botong

Independent

director

Male 53 Former No

Zhang Shunwen

Independent

director

Male 55 Former 4.2 No

Zhang Lei

Director and

CFO

Male 53 Former Yes

Jiang Lihua Director Female 57 Former Yes

Dai Xianhua

Chairman of the

Supervisory

Committee

Male 59 Former Yes

Total -- -- -- -- 834.6 --

Equity incentives for directors supervisors and senior management in the Reporting Period:

□ Applicable √ Not applicable

V Employees

1. Number Functions and Educational Backgrounds of Employees

Number of in-service employees of the Company as the

parent

100

Number of in-service employees of major subsidiaries 1568

Total number of in-service employees 1668

Total number of paid employees in the Reporting Period 1665

Number of retirees to whom the Company as the parent or

its major subsidiaries need to pay retirement pensions

0

Functions

Function Employees

Production 1053

Sales 78

Technical 412

Financial 51

Administrative 74

Total 1668

Educational backgrounds

Educational background Employees

Doctors 1

Masters 21

Bachelors 169

College graduates 245

Technical secondary school graduates 100

High school graduates and below 1132

Total 1668

2. Employee Remuneration Policy

The management personnel above vice general manager (including vice GM) of the Company

conducted annual salary system other employees conducted contacting the performance with the

benefit salary system.

3. Employee Training Plans

The Company established annual training plan in line with Measures for the Management of Employee Training

The Company adopts internal training hires experts give lectures to the Company or participate professional

training train the on job employees with job knowledge professional skills rules and regulations the business

process etc. which enrich and renew the professional knowledge enhance the comprehensive quality and

business skills of the employees.

4. Labor Outsourcing

□ Applicable √ Not applicable

Part X Corporate Governance

I Basic Situation of Corporate Governance

In accordance with the requirements of the Company Law the Securities Law the Code on the Governance of

Listed Companies and other laws and regulations the Company has been improving its governance structure

continuously adhering to standardized operation and an operational mechanism featuring decision-making by the

board of directors execution by the management team and supervision by the board of supervisors has been

formed.

During the reporting period the Company's governance institutions at all levels have carried out their

responsibilities and authorities clearly and definitely and have performed their own functions. At the same time

they have checked and balanced each other in decision-making implementation and supervision effectively and

have operated in a coordinated manner.

(1) Operation of the general meeting of shareholders

The preparation holding of the annual and extraordinary general meetings of shareholders of the Company as

well as disclosure of the resolutions made at the meetings have been carried out in strict accordance with the

Company Law the Rules of the General Meeting of Shareholders of Listed Companies of China Securities

Regulatory Commission (CSRC) the Articles of Association and the Rules of Procedure of the General Meeting

of Shareholders of the Company. The notification time of the meeting the procedure of authorization the

procedure of convening the convener the qualification of the personnel attending the meeting and the voting

procedure of the meeting have all been in line with relevant provisions. An on-site interaction for shareholders has

been set at the shareholders' meeting to ensure that the shareholders especially the small and medium-sized

shareholders can exercise their legitimate rights.

(2) Operation of the board of directors

The preparation and holding of the board meeting of the Company and the disclosure of the resolution made at the

meeting have been carried out in strict accordance with the Company Law the Guidelines for Standardized

Operation of Listed Companies of Shenzhen Stock Exchange the Articles of Association and the Rules of

Procedure of the Board Meeting of the Company. The number and manning of the board of directors have met the

requirements of laws and regulations. The directors have worked diligently and responsibly and the board of

directors has worked hard in making decisions and setting the direction for the Company and has exercised its

power in accordance with the requirements for corporate governance.

(3) Operation of the supervisory committee

The number and manning of the board of supervisors have met the requirements of laws and regulations. All

members of the board of supervisors of the Company have performed their duties diligently and conscientiously.They have supervised and inspected the important matters of the Company in strict accordance with the Company

Law the Guidelines for the Standardized Operation of Listed Companies of Shenzhen Stock Exchange the

Articles of Association and the Rules of Procedure of the Board of Supervisors of the Company exercised the

power of supervision effectively gave a full play to the supervisory function have played a substantial role in the

operation and management of the Company and have protected the legitimate rights and interests of the Company

and the shareholders.

(4) Operation at manager level

The manager level of the Company has performed its duties in strict accordance with the Company Law the

Guidelines for the Standardized Operation of Listed Companies of Shenzhen Stock Exchange the Articles of

Association and the Detailed Working Rules for the General Manager of the Company. The manager level is

responsible for the production operation and management of the Company all-roundly. They have performed

their duties diligently and conscientiously and have carried out the decisions of the board of directors effectively.The members at the manager level have had a clear division of labor among them they have worked diligently

and conscientiously and there has not existed any situation of "control under insiders ".Indicate by tick market whether there is any material incompliance with the regulatory documents issued by the CSRC

governing the governance of listed companies.□ Yes √ No

No such cases in the Reporting Period.II The Company’s Independence from Its Controlling Shareholder in Business Personnel

Asset Organization and Financial Affairs

(I) In respect of business the Company possessed independent production supply and sales system;

(II) In respect of personnel the Company was absolutely independent in management of labor personnel and

salaries from the controlling shareholders. All the senior executives of the Company took no office title

concurrently and drew no remunerations from the Shareholder Company.(III) In respect of assets the Company possessed independent and integrated assets and the property of the

Company is transparent.

(IV) In respect of organization the Board of Directors and the Supervisory Board operated independently. There

existed no superior-inferior relationship between the controlling shareholder and its function department and the

Company.

(V) In respect of finance the Company has independent financial department independently accounted and paid

taxes according to the law. The Company established a complete accounting system financial accounting system

and financial administrative systems. The Company opened independent bank accounts.III Horizontal Competition

□ Applicable √ Not applicable

IV Annual and Special General Meetings Convened during the Reporting Period

1. General Meeting Convened during the Reporting Period

Meeting Type

Investo

r

particip

ation

ratio

Date of the

meeting

Disclosure date

Index to disclosed

information

The 1

st

Extraordinary

General Meeting of 2020

Extraordinary

General

Meeting

63.59% 15 January 2020 16 January 2020

Announcement on

Resolutions of the 1

st

Extraordinary General

Meeting of 2020 disclosed

on www.cninfo.com.cn.The 2019 Annual General

Meeting

Annual

General

Meeting

63.60% 29 April 2020 30 April 2020

Announcement on

Resolutions of 2019

Annual General Meeting

disclosed on

www.cninfo.com.cn.The 2

nd

Extraordinary

General Meeting of 2020

Extraordinary

General

Meeting

63.59% 30 June 2020 1 July 2020

Announcement on

Resolutions of the 2

nd

Extraordinary General

Meeting of 2020 disclosed

on www.cninfo.com.cn.The 3

rd

Extraordinary

General Meeting of 2020

Extraordinary

General

Meeting

63.56%

31 December

2020

4 January 2021

Announcement on

Resolutions of the 3

rd

Extraordinary General

Meeting of 2020 disclosed

on www.cninfo.com.cn.

2. Special General Meetings Convened at the Request of Preferred Shareholders with Resumed Voting

Rights

□ Applicable √Not applicable

V Performance of Duty by Independent Directors in the Reporting Period

1. Attendance of Independent Directors at Board Meetings and General Meetings

Attendance of independent directors at board meetings and general meetings

Independent

director

Total number

of board

meetings the

independent

director was

eligible to

attend

Board

meetings

attended on

site

Board

meetings

attended by

way of

telecommuni

cation

Board

meetings

attended

through a

proxy

Board

meetings the

independent

director

failed to

attend

The

independent

director

failed to

attend two

consecutive

board

meetings

(yes/no)

General

meetings

attended

Song Botong 4 4 0 0 0 No 3

Zhang Shunwen 4 4 0 0 0 No 1

Kang Xiaoyue 11 7 4 0 0 No 4

He Zuowen 7 3 4 0 0 No 1

Mi Xuming 7 3 4 0 0 No 1

Why any independent director failed to attend two consecutive board meetings:

Not applicable

2. Objections Raised by Independent Directors on Matters of the Company

Indicate by tick mark whether any independent directors raised any objections on any matter of the Company.□ Yes √ No

No such cases in the Reporting Period.

3. Other Information about the Performance of Duty by Independent Directors

Indicate by tick mark whether any suggestions from independent directors were adopted by the Company.√ Yes □ No

Suggestions from independent directors adopted or not adopted by the Company:

In reviewing major matters concerning production and operation decision-making nomination of directors and

appointment of senior managers the independent directors of the Company have obtained the actual situation

through on-site investigation inquiry to relevant personnel and search for and access to information made

prudent judgments by using their own professional knowledge and expressed independent objective and

impartial opinions which are not affected by the Company's dominant shareholders actual controllers or other

institutions and individuals who have any interest in the Company.VI Performance of Duty by Specialized Committees under the Board in the Reporting Period

The board of directors of the Company has a strategy committee an audit committee a nomination committee and

a salary and assessment committee set under it. During the reporting period the special committees have carried

out their work actively and efficiently which has effectively promoted the standardized operation and scientific

decision-making of the board of directors.

1. Performance of the Strategic Committee of the Board of Directors

The strategy committee of the board of directors of the Company focuses on the development status and the trend

of the industry and studies the Company's long-term development strategy and major investment decisions.

2. Performance of the Audit Committee of the Board of Directors

The Audit Committee of the Board of Directors actively promoted the progress of the annual audit and the

relevant work. It reviewed on the Company’s following issues: Arrangement on the Annual Audit Work Periodic

Financial Report Profit Distribution Plan Renewal of CPAs Firm Auditing of Internal Control Fund Transfer

Between Listed Companies and Related Parties and Guarantee Events etc. Besides it also kept full and necessary

communication with the annual auditor of the Company. During the Reporting Period the Audit Committee of the

Board of Directors has convened four meetings reviewed the Company’s financial statements and the auditing

result issued by the annual auditor of the Company as well as issued their opinions after the review and remarked

for the Annual Financial Report Provisions for Asset Impairment and Renewal of CPAs Firm.

3. Performance of the Remuneration and Appraisal Committee of the Board of Directors

During the reporting period the remuneration and assessment committee of the board of directors has held

meetings to review the remuneration of directors supervisors and senior managers disclosed in the 2019 Annual

Report carefully so as to ensure that the information disclosed is true accurate and complete.

4. Performance of the Nomination Committee of the Board of Directors

During the reporting period the nomination committee of the board of directors of the Company has held four

meetings to review the candidates of independent directors non-independent directors and senior managers.VII Performance of Duty by the Supervisory Committee

Indicate by tick mark whether the Supervisory Committee found any risk to the Company during its supervision in the

Reporting Period.□ Yes √ No

The Supervisory Committee raised no objections in the Reporting Period.VIII Appraisal of and Incentive for Senior Management

The Company's board of directors assesses evaluates and employs management teams. The Company’s chairman

and general manager implement the annual salary system and the annual salary is composed of basic salary and

performance compensation. The shareholder unit formulates assessment methods for assessment. The other senior

management personnel's compensation is determined based on individual job performance with reference to the

total salary of the Company’s leader; the Company has not implemented equity incentive plan.IX Internal Control

1. Material Internal Control Weaknesses Identified for the Reporting Period

□ Yes √ No

2. Internal Control Self-Evaluation Report

Disclosure date of the internal control

self-evaluation report

20 March 2021

Index to the disclosed internal control

self-evaluation report

2020 Internal Control Self-Evaluation Report on www.cninfo.com.cn

Evaluated entities’ combined assets as

% of consolidated total assets

86.88%

Evaluated entities’ combined operating

revenue as % of consolidated

operating revenue

100.00%

Identification standards for internal control weaknesses

Type

Weaknesses in internal control over financial

reporting

Weaknesses in internal control not related to

financial reporting

Nature

standard

The Company in line with the actual situation when

the follows events or indications happen which

means there probably existing serious or important

defects in the financial report; (1) the directors

supervisors and senior executives were fraud. (2)

Certified Public Accountant find that there is a

significant error in the financial report however the

internal control did not discover it when conducting

internal control; (3) The Audit Committee under the

The criterion of quality of the recognition of

defects of internal control in the non-financial

statements mainly were order of severity of defect

involving business nature the direct or potential

negative influence nature and the influence scope

and other factors. If the follows events or

indicators occur there may be serious or important

defects of internal control in the non-financial

statements:(1) Lack democratic decision-making

Board and Internal Audit Service's supervision to

the internal control is invalid. (4) The accounting

personnel were without necessary qualities to

complete the preparation of financial statements.process if lack significant problem

decision-making important appointment and

dismissal of cadres significant project investment

decision-making; usage of large capital (three

important one large); (2) Unscientific

decision-making process such as the major

decision-making errors has caused a serious

property loss to the company; (3) Seriously

violating state laws and regulations; (4) Loss of

key management personnel or important talent; (5)

Negative news media appear frequently and widely

spread; (6) The results of the internal control

evaluation especially large or significant defects

have not been corrected. (7) Important business

systems lack control rules or systemic failure.Quantitative

standard

Serious defects: the defects or defect group may

lead to the financial results misstatement or

potential losses >3% of net assets; important

defects: 1% of net assets

group may lead to the financial results misstatement

or potential losses ≤ 3% of net assets; General

defects: the defects or defect group may lead to the

financial results misstatement or potential losses ≤

1% of net assets. Note: Net assets in a recent issue

of the audited financial report shall prevail

The criterion of quantity of the recognition of

defects of internal control in the non-financial

statements mainly were amount of direct economy

losses in line with the criterion of quantity of the

recognition of defects of internal control in

financial report of the Company.Number of material weaknesses in internal

control over financial reporting

0

Number of material weaknesses in internal

control not related to financial reporting

0

Number of serious weaknesses in internal

control over financial reporting

0

Number of serious weaknesses in internal

control not related to financial reporting

0

X Independent Auditor’s Report on Internal Control

√ Applicable □ Not applicable

Opinion paragraph in the independent auditor’s report on internal control

We believe that Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. maintained effective

internal control of financial statements in all significant aspects on 31 December 2020 in accordance with Basic

Standards for Internal Control and relevant regulations.Independent auditor’s report on

internal control disclosed or not

Disclosed

Disclosure date 20 March 2021

Index to such report disclosed Report on Internal Control disclosed on www.cninfo.com.cn.Type of the auditor’s opinion Unmodified unqualified opinion

Material weaknesses in internal

control not related to financial

reporting

No

Indicate by tick mark whether any modified opinion is expressed in the independent auditor’s report on the Company’s

internal control.□ Yes √ No

Indicate by tick mark whether the independent auditor’s report on the Company’s internal control is consistent with the

internal control self-evaluation report issued by the Company’s Board.√ Yes □ No

Part XI Corporate Bonds

Does the Company have any corporate bonds publicly offered on the stock exchange which were outstanding before

the date of this Report’s approval or were due but could not be redeemed in full?

No

Part XII Financial Statements

Type of the audit opinion Unmodified unqualified opinion

Date of signing this report 19 March 2021

Name of the audit institution Grant Thornton Accounting Firm (LLP)

Number of the audit report GTCNSZ(2021)NO.441A000013

Name of the certified public accountants Zhao Juanjuan Jiang Xiaoming

Auditor’s Report

To the Shareholders of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd:

Opinion

We have audited the financial statement of Shenzhen Special Economic Zone Real Estate &

Properties (Group) Co. Ltd and its subsidiaries (the "Group") which comprise the

consolidated and company statement of financial position as at 31 December 2020 the

consolidated and company statement of comprehensive income the consolidated and company

cash flows for the year then ended consolidated and company statement of changes in equity

and the notes to the financial statements.In our opinion the accompanying consolidated and company financial statements present fairly

in all material respects the Group’s consolidated and company financial position as at 31

December 2020 and their consolidated financial performance and their consolidated cash

flows for the year then ended in accordance with Accounting Standards for Business Enterprises.

Basis for Opinion

We conducted our audit in accordance with the China Standards on Auditing. Our

responsibilities under those standards are further described in the Auditor’s Responsibilities for

the Audit of the Financial Statement Section of our report. We are independent of the Group in

accordance with the Code of Ethics for Chinese Certified Public Accountant (Ethics Code)

together with the ethical requirements that are relevant to our audit of the financial statements

and we fulfilled our other ethical responsibilities in accordance with these requirements and the

Ethics Code. We believe that the audit evidence we have obtained is sufficient and appropriate

to provide a basis for our opinion.Key audit matters

Key audit matters are those matters that in our professional judgment were of most

significance in our audit of the consolidated financial statements of the current period. These

matters were addressed in the context of our audit of the consolidated financial statements as a

whole and in forming our opinion thereon and we do not provide a separate opinion on these

matters.1.Revenue recognition from sales of properties

The relevant detailed information is set out in Notes III. 23 and Note V.29.

(1) Descriptions of the matter

In 2020 the revenue from sales of properties was RMB 1.158 billion that accounted for 71.73%

of total revenue of the Group.When all of the following conditions have been met the Group recognizes the revenue of sales

of properties: ①the signed sales contract filed with the land department;②properties have

been completed and accepted; ③fully one-off payment or the first installment payment has

been received and the bank mortgage approval procedures have been completed;④the

procedures of housing delivery have completed in accordance with the sales contract.

Due to the importance of revenue from sales of properties and any misstatements in revenue

recognition will have a significant impact on the profit of the Group. Therefore the revenue

recognition from sales of properties is a key audit matter.

(2) How our audit addressed the Key Audit Matter

Our audit procedures for the recognition of revenue include:

① Understanding assessing and testing the design and implementation of key internal

controls about the progress of contract performance and revenue recognition.

② Examining the main clauses in sales contracts to evaluate the appropriateness of the

Group’s revenue recognition policy associated with the relevant accounting standards;

③ Performing tests on a sample basis to examine contracts of sales of properties trace

to collection of revenue and check letter of admission (elements of revenue recognition) in

order to assess the compliance with the Group’s revenue recognition policy.

④ Evaluating the revenue of sales of properties on sample basis before and after the

balance sheet date by checking to sales contracts revenue collection and the letter of

admission for the appropriateness of the period of revenue recognition

⑤ Calculating average house price and comparing it with the price from last year to

analyze the reasonableness of revenue and gross profit.

⑥ Evaluating the appropriateness of accounting treatment presentation and disclosure

of the revenue recognition of sales of properties and other relevant information by the Group in

the financial statements.

2. Accuracy of land appreciation tax calculations

The relevant detailed information is set out in Notes IV. tax and Note V.30.

(1) Descriptions of the matter

Land appreciation tax is the main tax category for the Group.

For the sales of properties land appreciation tax (“LAT”) is charged at a progressive tax rate of

30%-60%. At the end of reporting period management evaluates the provision of LAT with the

consideration of factors including the provisions of the relevant taxation estimable revenue

minus deductible land costs costs of real estate development interest expense development

expense etc. It is possible that a significant difference exists between actual and estimated

taxable amount.

Due to the importance of the LAT accrual to the consolidated financial statements and

management's judgment when making estimates includes consideration of relevant tax laws

and regulations and practical practices. Therefore we identified the accrual of LAT of the

Group as a key audit matter.

(2) How our audit addressed the Key Audit Matter

Our audit procedures for the land appreciation tax include:

① Evaluating the design and effectiveness of key internal controls related to the

measurement of LAT;

② Involved our internal tax specialists in the PRC to assess the provision of LAT on 31

December 2020 on basis of our experience knowledge understanding of the practical

operation of relevant tax laws by local tax authorities to evaluate the Group’s assumptions and

judgments;

③ Evaluating the management's expected estimates of the estimated income from the

sale of real estate and the amount of deductible items and assess the Group’s assumptions

and judgments;

④ Recalculating the amount of provision of LAT and comparing it to management

estimate.Other Information

Management is responsible for the other information. The other information comprises the

information included in the Annual Report of 2020 but does not include the financial

statements and our auditor’s report thereon.Our opinion on the financial statements does not cover the other information and we do not

express any form of assurance conclusion thereon.In connection with our audit of financial statements our responsibility is to read the other

information and in doing so consider whether the other information is materially inconsistent

with the financial statements or our knowledge obtained in the audit or otherwise appears to be

materially misstated.If based on the work we have performed we conclude that there is material misstatement of

this other information we are required to report that fact. We have nothing to report in this

regard.Responsibilities of Management and Those Charge with Governance for the Financial

Statement

Management of the Group is responsible for the preparation and fair presentation of the

financial statement in accordance with Accounting Standards for Business Enterprises and for

such internal control as management determines in necessary to enable the preparation of

financial statements that are free form material misstatement whether due to fraud or error.In preparing the financial statements management is responsible for assessing the Group’s

ability to continue as a going concern disclosing as applicable matters related to going

concern and using the going concern basis of accounting unless management either intends to

liquidate the Group or to cease operations or has no realistic alternative but to do so.Those charge with governance are responsible for overseeing the Group’s financial reporting

process.

Auditor’s Responsibilities for the Audit of the Financial Statement

Our objectives are to obtain reasonable assurance about whether the financial statements as a

whole are free from material misstatement whether due to fraud or error and to issue an

auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance

but is not a guarantee that an audit conducted in accordance with China Standards on Auditing

will always detect a material misstatement when it exists. Misstatements can arise form fraud

or error and are considered material if individually or in the aggregate they could reasonably

be expected to influence the economic decisions of users taken on the basis of these financial

statements.

As part of an audit in accordance with China Standards on Auditing we exercise professional

judgment and maintain professional skepticism throughout the audit. We also:

? Identify and assess the risks of material misstatement of the financial statements whether

due to fraud or error design and perform audit procedures responsive to those risks and

obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.The risk of not detecting a material misstatement resulting from fraud is higher than for one

resulting from error as fraud may involve collusion forgery intentional omissions

misrepresentations or the override of internal control.? Obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances.? Evaluate the appropriateness of accounting policies used and the reasonableness of

accounting estimates and related disclosures made by management.

? Conclude on the appropriateness of management’s use of the going concern basis of

accounting and based on the audit evidence obtained whether a material uncertainty

exists related to events or conditions that may cas t significant doubt on the Group’s ability

to continue as a going concern. If we conclude that a material uncertainty exists we are

required to draw attention in our auditor’s report to the related disclosures in the financial

statements or if such disclosures are inadequate to modify our opinion. Our conclusions

are based on the audit evidence obtained up to the date of our auditor’s report. However

further events or conditions may cause the Group to cease to continue as a going concern.

? Evaluate the overall presentation structure and content of the financial statements and

whether the financial statements represent the underlying transactions and events in a

manner that achieves fair presentation.? Obtain sufficient appropriate audit evidence regarding the financial information of the

entities or business activities within the Group to express an opinion on the consolidated

financial statements. We are responsible for the direction supervision and performance of

the group audit. We remain solely responsible for our audit opinion.We communicate with those charged with governance regarding among other matters the

planned scope and timing of the audit and significant audit findings including any significant

deficiencies in internal control that we identify during our audit.We also provide the governance body with a statement that we have complied with relevant

ethical requirements regarding independence and to communicate with them all relationships

and other matters that may reasonably be thought to bear on our independence and where

applicable related safeguards.

From the matters communicated with the governance body we determine those matters that

were of most significance in the audit of the financial statements of the current period and are

therefore the key audit matters. We describe these matters in our auditor’s report unless law or

regulation precludes public disclosure about the matter or when in extremely rare

circumstances we determine that a matter should not be communicated in our report because

the adverse consequences of doing so would reasonably be expected to outweigh the public

interest benefits of such communication.Grant Thornton

China·Beijing

Auditor's signature and stamp

Auditor's signature and stamp

China ·Beijing 19March 2021

Consolidated and Company Balance Sheets

As at 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd Expressed in RMB

Item Note

As at 31/12/2020 As at 31/12/2019

Consolidated Company Consolidated Company

Current assets:

Cash at bank and on hand V、1 2687465070.01 2329517987.02 2511140445.35 1967688122.55

Financial assets at fair value through profit

or loss

Bills receivable V、2 35438045.34 -

Accounts receivable V、3 59590944.06 5418024.74 62059055.68 156935.84

Accounts receivable financing

Prepayments V、4 3205534.51 200000.00 219948.17 200000.00Other receivables V、5 32745043.84 1160414195.39 28275228.26 835275498.69including:interests receivables

dividends receivables

1052192.76 - 1052192.76

Inventories V、6 1220464112.56 207606220.98 1462229048.18 419453091.86

Contract assets

not applicable not applicable

Assets held for sale

Non-current assets due within one year

Other current assets V、7 102907134.79 945499.13 102781855.48 407560.64Total current assets 4141815885.11 3704101927.26 4166705581.12 3223181209.58

Non-current assets:

Investments in debt obligations

Investments in other debt obligations

Long-term receivables

Long-term equity investments V、8 377489.65 150584167.95 469838.65 150676516.92Investment in other equity instruments V、9 37510860.51 13508202.32 33126730.04 13229501.03Other non-current financial assets

Investment properties V、10 616365621.53 499145554.67 632241900.20 522038731.16

Fixed assets V、11 28039978.43 17743083.73 30522035.11 19586720.47

Construction in progress

Productive biological assets

Oil and gas assets

Intangible assets V、12

Development costs

Goodwill

Long-term deferred expenses V、13 61667.53 61667.53 162125.72 162125.72

Deferred tax assets V、14 112745243.98 83740299.64 46441325.25 20975294.54

Other non-current assets

Total non-current assets 795100861.63 764782975.84 742963954.97 726668889.84

Total assets 4936916746.74 4468884903.10 4909669536.09 3949850099.42

Consolidated and Company Balance Sheets(continued)

As at 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd Expressed in RMB

Item Note

As at 31/12/2020 As at 31/12/2019

Consolidated Company Consolidated Company

Current liabilities:

Short-term loans V、15 76893995.94

51647260.17

Financial liabilities at fair value through profit

or loss

Bills payable

Accounts payable V、16 176926614.28 77187914.50 244224478.46 103915931.14

Advances from customers V、17 5940092.15

159482510.43 59409454.38

Contract liabilities V、18 196786977.19 172241938.46 not applicable not applicable

Employee benefits payable V、19 60467834.09 27255860.05 53909576.49 25544403.23

Taxes payable V、20 459709646.95 450281265.17 585700815.36 143434273.95Other payables V、21 277105129.74 194609459.87 277319174.53 190666487.82including:interests payables

16535277.94 16535277.94 16535277.94 16535277.94

dividends payables

Liabilities held for sale

Non-current liabilities due within one year

Other current liabilities V、22 8917027.07 8612096.92Total current liabilities

1262747317.41 930188534.97 1372283815.44 522970550.52

Non-current liabilities:

Long-term loans

Debentures payable

Long-term payables V、23 7480233.43

7499192.92

Provisions

Deferred income

Deferred tax liabilities V、14 9601940.74 4812392.47 4903293.58 1295046.51

Other non-current liabilities

Total non-current liabilities

17082174.17 4812392.47 12402486.50 1295046.51

Total liabilities

1279829491.58 935000927.44 1384686301.94 524265597.03

Share capital V、24 1011660000.00 1011660000.00 1011660000.00 1011660000.00

Capital reserve V、25 978244910.11 964711931.13 978244910.11 964711931.13

Less: treasury shares

Other comprehensive income V、26 28163050.13 1131151.74 20831004.13 922125.77Specific reserve

Surplus reserve V、27 218724273.67 195594660.26 191222838.94 168093225.53Retained earnings V、28 1560720254.31 1360786232.53 1464915816.81 1280197219.96Total equity attributable to shareholders of

the Company

3797512488.22 3533883975.66 3666874569.99 3425584502.39

Non-controlling interests -140425233.06

-141891335.84

Total shareholders' equity 3657087255.16 3533883975.66 3524983234.15 3425584502.39

Total liabilities and shareholders' equity

4936916746.74 4468884903.10 4909669536.09 3949850099.42

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Consolidated and Company Income Statements

For the year ended 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd

Expressed

in RMB

Item Note

Year ended 31/12/2020 Year ended 31/12/2019

Consolidated Company Consolidated Company

I.Operating income V、29 1615009713.88 911839269.70 2548740319.49 1666952912.58Less:operating costs V、29 805508448.68 241307783.52 957752652.54 330874297.00Taxes and surcharges V、30 329962066.50 289600033.09 751013928.21 630418453.86Selling and distribution expenses V、31 55989397.22 42814758.60 79480254.02 56146749.47General and administrative expenses V、32 93616226.75 56022941.66 68854618.70 30540740.51Research and development expenses

Financial expenses V、33 -21505685.05 -39280862.44 -20906149.20 -45894180.92

Including: Interest expenses

38642.51 -

Interest income

30130066.10 51099467.08 19686882.13 41049606.12

Add: Other income V、34 4607772.07 150785.59 1168127.90 18998.01

Investment income ("-" for losses) V、35 15724469.63 15724469.63 32429481.23 551129612.87Including: Income from investment in associates and joint ventures ("-" for losses)

-92348.97 -92348.97 1003829.25 1003829.25

Gains from changes in fair value ("-" for losses)

Credit impairment loss (“-” for loss) V、36 -358999.15 464438.79 -3111257.44 -2029282.38

Impairment losses ("-" for losses) V、37

-12166897.84 -83683888.90

Gains from assets disposal ("-" for losses) V、38 11429.23II.Operating profit ("-" for losses)

371423931.56 337714309.28 730864469.07 1130302292.26

Add: Non-operating income V、39 30693761.57 30679050.88 1345428.49 1042266.31

Less: Non-operating expenses V、40 1684103.97 106542.24 226566.80 64297.33III.Profit before income tax ("-" for losses)

400433589.16 368286817.92 731983330.76 1131280261.24

Less: Income tax expenses V、41 110470834.78 93272470.62 190786300.70 173952583.46IV.Net profit for the year ("-" for net losses)

289962754.38 275014347.30 541197030.06 957327677.78

(1) Classification according to operation continuity

Including: Net profit from continuing operations ("-" for net loss)

289962754.38 275014347.30 541197030.06 957327677.78

Net profit from discontinued operations ("-" for net loss)

(2) Classification according to attibute

Including: Shareholders of the company("-" for net loss)

290229772.23 275014347.30 552452307.59 957327677.78

Non-controlling interests("-" for net loss)

-267017.85

-11255277.53

V.Other comprehensive income net of tax

9065166.63 209025.97 -176622.09 -50766.47

Other comprehensive income (net of tax) attributable to shareholders of the company

7332046.00 209025.97 173182.46 -50766.47

(1) Items that may not be reclassified to profit or loss

3288097.86 209025.97 1653431.27 -50766.47

Changes in the fair value of investments in other equity instruments

3288097.86 209025.97 1653431.27 -50766.47

(2) Items that may be reclassified to profit or loss

4043948.14 - -1480248.81 -

Translation differences arising from translation of foreign currency financial statements

4043948.14

-1480248.81

Other comprehensive income (net of tax) attributable to non-controlling interests

1733120.63

-349804.55

VI.Total comprehensive income for the year

299027921.01 275223373.27 541020407.97 957276911.31

Attributable to:Shareholders of the company

297561818.23 275223373.27 552625490.05

Non-controlling interests

1466102.78

-11605082.08

VII.Earnings per share:

(1) Basic earnings per share

0.2869

0.5461

(2)Diluted earnings per share

0.2869

0.5461

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Consolidated and Company Cash Flow Statements

For the year ended 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd

Expressed in RMB

Item Note

Year ended 31/12/2020 Year ended 31/12/2019

Consolidated Company Consolidated Company

I.Cash flows from operating activities

Proceeds from sales of goods or rendering of services

1729680056.34 1078103371.61 2648597164.58 1787968670.18

Refund of taxes

- -

Proceeds from other operating activities V、42 54027940.71 64609945.07 79679385.47 58719902.38Sub-total of cash inflows

1783707997.05 1142713316.68 2728276550.05 1846688572.56

Payment for goods and services

550912214.50 32909312.44 639208411.38 99847275.06

Payment to and for employees

164940269.68 41972734.54 178713870.65 51174841.78

Payments of various taxes

708116426.50 183703076.95 1199806904.82 916815076.44

Payment for other operating activities V、42 74575073.20 388932614.43 106939638.45 79596205.39Sub-total of cash outflows

1498543983.88 647517738.36 2124668825.30 1147433398.67

Net cash flows from operating activities

285164013.17 495195578.32 603607724.75 699255173.89

II.Cash flows from investing activities

-

-

Proceeds from disposal of investments

- -

Investment returns received

19767503.60 19767503.60 37502720.55 143151908.78

Net proceeds from disposal of fixed assets intangible assets and

other long-term assets

56718.25 - 119900.00

Net proceeds from disposal of subsidiaries and other business units

- -

Proceeds from other investing activities V、42 1000000000.00 1000000000.00 2200000000.00 2200000000.00Sub-total of cash inflows

1019824221.85 1019767503.60 2237622620.55 2343151908.78

Payment for acquisition of fixed assets intangible assets and other

long-term assets

749215.31 - 21918490.62 20824023.65

Payment for acquisition of investments

- -

Net payment for acquisition of subsidiaries and other business units

- -

Payment for other investing activities V、42 - - 2300000000.00 2300000000.00Sub-total of cash outflows

749215.31 - 2321918490.62 2320824023.65

Net cash flows from investing activities 1019075006.54 1019767503.60 -84295870.07 22327885.13

III.Cash flows from financing activities - -

Proceeds from investors - -

Including: Proceeds from non-controlling shareholders of

subsidiaries

- -

Proceeds from borrowings 76893995.94 - 43741293.64

Proceeds from other financing activities - -

Sub-total of cash inflows 76893995.94 - 43741293.64 -

Repayments of borrowings 51647260.17 - 2000000.00

Payment for dividends profit distributions or interest 166923900.00 166923900.00 202370642.51 202332000.00

Including: Dividends and profits paid to non-controlling shareholders

of subsidiaries

- -

Payment for other financing activities - -

Sub-total of cash outflows 218571160.17 166923900.00 204370642.51 202332000.00

Net cash flows from financing activities -141677164.23 -166923900.00 -160629348.87 -202332000.00

IV.Effect of foreign exchange rate changes on cash and cash

equivalents

-647689.01 - -15181.39

V.Net increase in cash and cash equivalents 1161914166.47 1348039181.92 358667324.42 519251059.02

Add: Cash and cash equivalents as at the beginning of the year 1507189760.35 963737437.55 1148522435.93 444486378.53

VI.Cash and cash equivalent as at the year ended 2669103926.82 2311776619.47 1507189760.35 963737437.55

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Consolidated Statement of Changes in Shareholders' Equity

For the year ended 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd Expressed in RMB

Item

Year ended 31/12/2020

Attributable to shareholders' equity of the parent company

Non-controlling

interests

Total

Share capital

Capital

reserve

Less:

treasury

shares

Other

comprehensi

ve income

Specific

reserve

Surplus

reserve

Retained

earnings

I.Balance at the year ended 1011660000.00 978244910.11 - 20831004.13

191222838.94 1464915816.81 -141891335.84 3524983234.15

Add:Changes in accounting policies

Correction of prior period errors

Business combination involving enterprises under common

control

Others

II.Balance at the beginning of the year 1011660000.00 978244910.11 - 20831004.13 - 191222838.94 1464915816.81 -141891335.84 3524983234.15

III.Changes in equity during the year( "- "for decrease) - - - 7332046.00 - 27501434.73 95804437.50 1466102.78 132104021.01

(I)Total comprehensive income

7332046.00

290229772.23 1466102.78 299027921.01

(II)Shareholders' contributions and decrease of capital - - - - - - - - -

1.Ordinary shares by shareholders

2. Contribution by other equity instruments holders

3. Equity settled share-based payments

4. Others

(III) Appropriation of profits - - - - - 27501434.73 -194425334.73 - -166923900.00

1. Appropriation for surplus reserves

27501434.73 -27501434.73

-

2. Distributions to shareholders

-166923900.00

-166923900.00

3. Others

(IV) Transfer within equity - - - - - - - - -

1.Share capital increased by capital reserves transfer

2.Share capital increased by surplus reserves transfer

3.Transfer of surplus reserve to offset losses

4. Retained earnings transfered by other comprehensive income

5.Others

(V)Specific Reserve - - - - - - - - -

1. Appropriation during the year

2.Utilisation during the year

(VI)Others

IV.Balance at the year ended 1011660000.00 978244910.11 - 28163050.13 - 218724273.67 1560720254.31 -140425233.06 3657087255.16

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Consolidated Statement of Changes in Shareholders' Equity

For the year ended 31 December 2020

Prepared by:SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE & PROPERTIES (GROUP) Co. Ltd Expressed in RMB

Item

Year ended 31/12/2019

Attributable to shareholders' equity of the parent company

Non-controlling

interests

Total

Share capital

Capital reserve

Less:

treasury

shares

Other

comprehensive

income

Specific

reserve

Surplus reserve

Retained

earnings

I.Balance at the year ended 1011660000.00 978244910.11 - 10564385.97 - 95906222.59 1235884122.72 -131524530.88 3200735110.51

Add:Changes in accounting policies - - - 10093435.70 - -416151.43 -25355845.72 -390720.82 -16069282.27

Correction of prior period errors

Business combination involving enterprises under common control

Others -

II.Balance at the beginning of the year 1011660000.00 978244910.11 - 20657821.67 - 95490071.16 1210528277.00 -131915251.70 3184665828.24

III.Changes in equity during the year( "- "for decrease) - - - 173182.46 - 95732767.78 254387539.81 -9976084.14 340317405.91

(I)Total comprehensive income - - - 173182.46 - - 552452307.59 -11605082.08 541020407.97

(II)Shareholders' contributions and decrease of capital - - - - - - - - -

1.Contribution by ordinary shareholders -

2.Capital contributed by the holders of other equity instrument -

3. Equity settled share-based payments -

4. Others -

(III) Appropriation of profits - - - - - 95732767.78 -298064767.78 - -202332000.00

1. Appropriation for surplus reserves - - - - - 95732767.78 -95732767.78 - -

2. Appropriation for general risk reserve

3. Distributions to shareholders -202332000.00 -202332000.00

4. Others -

(IV) Transfer within equity - - - - - - - - -

1.Share capital increased by capital reserves transfer -

2.Share capital increased by surplus reserves transfer -

3.Transfer of surplus reserve to offset losses -

4.Others -

(V)Specific Reserve - - - - - - - - -

1. Appropriation during the year -

2.Utilisation during the year ("- ") -

(VI)Others 1628997.94 1628997.94

IV.Balance at the year ended 1011660000.00 978244910.11 - 20831004.13 - 191222838.94 1464915816.81 -141891335.84 3524983234.15

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Company's Statement of Changes in Shareholders' Equity

For the year ended 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd

Expressed in RMB

Item

Year ended 31/12/2020

Share capital

Capital

reserve

Less: treasury

shares

Other

comprehensive

income

Specific

reserve

Surplus

reserve

Retained

earnings

Total

I.Balance at the year ended 1011660000.00 964711931.13 - 922125.77 - 168093225.53 1280197219.96 3425584502.39

Add:Changes in accounting policies

-

Correction of prior period errors

-

Others

-

II.Balance at the beginning of the year 1011660000.00 964711931.13 - 922125.77 - 168093225.53 1280197219.96 3425584502.39

III.Changes in equity during the year( "- "for

decrease)

- - - 209025.97 - 27501434.73 80589012.57 108299473.27

(I)Total comprehensive income

209025.97

275014347.30 275223373.27

(II)Shareholders' contributions and decrease of capital - - - - - - - -

1.Ordinary shares by shareholders

-

2. Contribution by other equity instruments holders

-

3. Equity settled share-based payments

-

4. Others

-

(III) Appropriation of profits - - - - - 27501434.73 -194425334.73 -166923900.00

1. Appropriation for surplus reserves

27501434.73 -27501434.73 -

2. Distributions to shareholders

-166923900.00 -166923900.00

3. Others

-

(IV) Transfer within equity - - - - - - - -

1.Share capital increased by capital reserves transfer

-

2.Share capital increased by surplus reserves transfer

-

3.Transfer of surplus reserve to offset losses

-

4. Retained earnings transfered by other

comprehensive income

-

5.Others

-

(V)Specific Reserve - - - - - - - -

1. Appropriation during the year

-

2.Utilisation during the year

-

(VI)Others

-

IV.Balance at the year ended 1011660000.00 964711931.13 - 1131151.74 - 195594660.26 1360786232.53 3533883975.66

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Company's Statement of Changes in Shareholders' Equity

For the year ended 31 December 2020

Prepared by:Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd Expressed in RMB

Item

Year ended 31/12/2019

Share capital Capital reserve

Less:

treasury

shares

Other

comprehensi

ve income

Specific

reserve

Surplus reserve Retained earnings Total

I.Balance at the year ended 1011660000.00 964711931.13

72776609.18 615038028.05 2664186568.36

Add:Changes in accounting policies

972892.24

-416151.43 -4072924.18 -3516183.37

Correction of prior period errors

-

Others

9969206.09 9969206.09

II.Balance at the beginning of the year 1011660000.00 964711931.13 - 972892.24 - 72360457.75 620934309.96 2670639591.08

III.Changes in equity during the year( "- "for decrease) - - - -50766.47 - 95732767.78 659262910.00 754944911.31

(I)Total comprehensive income

-50766.47

957327677.78 957276911.31

(II)Shareholders' contributions and decrease of capital - - - - - - - -

1.Ordinary shares by shareholders

-

2. Contribution by other equity instruments holders

-

3. Equity settled share-based payments

-

4. Others

-

(III) Appropriation of profits - - - - - 95732767.78 -298064767.78 -202332000.00

1. Appropriation for surplus reserves

95732767.78 -95732767.78 -

2. Distributions to shareholders

-202332000.00 -202332000.00

3. Others

-

(IV) Transfer within equity - - - - - - - -

1.Share capital increased by capital reserves transfer

-

2.Share capital increased by surplus reserves transfer

-

3.Transfer of surplus reserve to offset losses

-

4. Retained earnings transfered by other comprehensive income

5.Others

-

(V)Specific Reserve - - - - - - - -

1. Appropriation during the year

-

2.Utilisation during the year

-

(VI)Others

-

IV.Balance at the year ended 1011660000.00 964711931.13 - 922125.77 - 168093225.53 1280197219.96 3425584502.39

Legal representative: Person in charge of accounting: Person in charge of accounting organ:

Notes to the Financial Statements

I.Company general information

1. Company’s profile

Shenzhen Special Economic Zone Real Estate and Properties (Group) Co. Ltd. (the “Group” or “the

Company”) is a listed company in main board and was established in July 1993 as approved by the

Shenzhen Municipal Government with document SFBF (1993) 724. The company was restructured on

the basis of the former Shenzhen Special Economic Zone Real Estate Corporation and has been

approved and registered by the Shenzhen Municipal Administration for Industry and Commerce of

Guangdong Province. The unified social credit code of the company is 91440300192179585N and the

registered capital of the Company is RMB 1011660000.00. The Company issued A shares on 15

September 1993 and issued B shares on 10 January 1994. On 31 August 1994 the issued B shares

were listed in the New York Exchange market as class A recommendation. The total share capital is

1011660000 shares including 891660000 of A shares and 120000000 of B shares. The

Company’s headquarter is at Floor 45-48 Shen Fang Plaza Ren Min South Road Luo Hu District

Shen Zhen Guang Dong province.

On 13 October 2004,according to the document No.(2004) 223 “Decision on establishing Shenzheninvestment Holding Co. Ltd.” issued by State-Owned Assets Supervision and Administration

Commission of Shenzhen Municipal Government former major shareholder – Shenzhen Construction

Investment Holding Company with two other assets management companies merged to form the

Shenzhen Investment Holding Co. Ltd. By the State-owned Assets Supervision and Administration

Commission of the state council and quasi-exempt obligations tender offer as approved by China

Security Regulatory Committee with document No. (2005)116 this issue of consolidated has been

authorized and the change in registration had been completed on 15 February 2006. At the end of the

reporting period Shenzhen Investment Holding Limited holds 642884262 shares of the Company

(63.55% of the total share capital). The shares are all tradable unrestricted shares.

The Company has established the corporate governance structure of the general meeting of

shareholders the board of directors and board of supervisors. with human resources department

financing plan department marketing department engineering management department and etc in

place.The Company and its subsidiaries (hereinafter referred to as "the Group") are principally engaged in

real estate development and sales property leasing and management retail merchandising and trade

hotel equipment installation and maintenance construction interior decoration etc.The consolidated and company financial statements and the notes to financial statements have been

approved by the 7th Board of Directors in the 60th board meeting on 19 March 2021.

2. Scope of consolidated financial statements

For details please refer to “1. Interests in subsidiaries” in Note VII ”Interests in other entities”..

In this reporting period the change of consolidation scope is shown in Notes VI and VII for more

details.

II.Basis of preparation

The financial statements are prepared in accordance with the Accounting Standards for Business

Enterprises and corresponding application guidance interpretations and other related provisions

issued by the Ministry of Finance (collectively " Accounting Standards for Business Enterprises "). In

addition the Group also discloses relevant financial information in accordance with the rules of

information disclosure for publicly issued securities companies No. 15 - general provisions on financial

reporting (revised in 2014) of the China securities regulatory commission.The financial statements of the Company have been prepared on going concern basis.The Company adopts the accrual basis of accounting. Except for certain financial instruments the

financial statements are prepared under the historical cost convention. In the event that impairment of

assets occurs a provision for impairment is made accordingly in accordance with the relevant

regulations.III.Significant accounting policies and accounting estimates

The Group determines the revenue recognition policy according to its own production and operation

characteristics.The specific accounting policy please refer to Note III.23 .

1. Statement of compliance with the Accounting Standards for Business Enterprises

The financial statements have been prepared in compliance with the Accounting Standards for

Business Enterprises to truly and completely present the Company and consolidated financial position

as at 31 December 2020 and the Company and consolidated operating results and cash flows for the

year ended 31 December 2020.

2. Accounting Period

The accounting period of the Company is from 1 January to 31 December.

3. Operating Period

The operating period of the Company is 12 months.

4. Functional currency

The Company and domestic subsidiaries use Renminbi (“RMB”) as their functional currency. Offshore

subsidiariesAmerican Great Wall Co. Ltd. determine USD as their functional currency according to

the primary economic environment where they operate. The financial statements of the Company have

been prepared in RMB.

5. Accounting treatments for business combinations involving enterprises under common control and not

under common control

(1) Business combinations involving enterprises under common control

For a business combination involving enterprises under common control the assets acquired and

liabilities assumed are measured based on their carrying amounts in the consolidated financial

statements of the ultimate controlling party at the combination date except for adjustments due to

different accounting policies. The difference between the carrying amount of the net assets acquired

and the consideration paid for the combination (or the total par value of shares issued) is adjusted

against share premium in the capital reserve with any excess adjusted against retained earnings.

Business combinations involving enterprises under common control and achieved in stages.

In the separate financial statements the initial investment cost is calculated based on the shareholding

portion of the assets and liabilities obtained and are measured at the carrying amounts as recorded by

the enterprise being combined at the combination date. The difference between the initial investment

cost and the sum of the carrying amount of the original investment cost and the carrying amount of

consideration paid for the combination is adjusted to the capital reserve if the capital reserve is not

sufficient to absorb the difference the excess difference shall be adjusted to retained earning.In the consolidated financial statements the assets and liabilities obtained at the combination shall be

measured at the carrying value as recorded by the enterprise at combination date except for

adjustments of different accounting policies. The difference between the sum of the carrying value

from original shareholding portion and the new investment cost incurred at combination date and the

carrying value of net assets obtained at combination date shall be adjusted to capital reserve if the

balance of capital reserve is not sufficient to absorb the differences any excess is adjusted to retained

earnings. The long-term investment held by the combination party the recognized profit or lose

comprehensive income and other change of shareholding’s equity at the closer date of the acquisition

date and combination date under common control shall separately offset the opening balance of

retained earnings and profit or loss during comparative statements.

(2) Business combinations involving enterprises not under common control

For business combinations involving enterprises not under common control the consideration costs

include acquisition-date fair value of assets transferred liabilities incurred or assumed and equity

securities issued by the acquirer in exchange for control of the acquiree. At the acquisition date the

acquired assets liabilities and contingent liabilities of the acquiree are measured at their fair value.The acquiree’s identifiable asset liabilities and contingent liabilities are recognised at their

acquisition-date fair value.Where the combination cost exceeds the acquirer’s interest in the fair value of the acquiree’s

identifiable net assets the difference is recognised as goodwill and subsequently measured on the

basis of its cost less accumulated impairment provisions. Where the combination cost is less than the

acquirer’s interest in the fair value of the acquiree’s identifiable net assets the difference is recognised

in profit or loss for the current period after reassessment.

Business combinations involving enterprises not under common control and achieved in stages

In the separate financial statements the initial investment cost of the investment is the sum of the

carrying amount of the equity investment held by the entity prior to the acquisition date and the

additional investment cost at the acquisition date. The disposal accounting policy of other

comprehensive income related with equity investment prior to the purchase date recognized under

equity method shall be compliance with the method when the acquiree disposes the related assets or

liabilities. Shareholder’s equity due to the changes of other shareholder’s equity other than the

changes of net profit other comprehensive income and profit distribution shall be transferred to profit

or lose for current period when disposed. If the equity investment held by the entity prior to the

acquisition date is measured at fair value the cumulative changes in fair value recognized in other

comprehensive income shall be transferred to profit or loss for current period when accounted for

using cost method.In the consolidation financial statements the combination cost is the sum of consideration paid at

acquisition date and fair value of the acquiree’s equity investment held prior to acquisition date; the

cost of equity of the acquiree held prior to acquisition date shall be re-measured at the fair value at

acquisition date the difference between the fair value and book value shall be recognized as

investment income or loss for the current period. Other comprehensive income and changes of

investment equity related with acquiree’s equity held prior to acquisition date shall be transferred to

investment profit or loss for current period at acquisition date besides there is other comprehensive

income incurred by the changes of net assets or net liabilities due to the re-measurement of defined

benefit plan.

(3) Transaction costs for business combination

The overhead for the business combination including the expenses for audit legal services valuation

advisory and other administrative expenses are recorded in profit or loss for the current period when incurred.The transaction costs of equity or debt securities issued as the considerations of business combination

are included in the initial recognition amount of the equity or debt securities.

6. Consolidated financial statements

(1) Scope of consolidated financial statements

The scope of consolidated financial statements is based on control. Control exists when the Company

has power over the investee; exposure or rights to variable returns from its involvement with the

investee and has the ability to affect its returns through its power over the investee. A subsidiary is an

entity that is controlled by the Company (including enterprise a portion of an investee as a deemed

separate component and structured entity controlled by the enterprise).

(2) Basis of preparation of consolidated financial statements

The consolidated financial statements are prepared by the Company based on the financial statements

of the Company and its subsidiaries and other relevant information. When preparing consolidated

financial statements the accounting policies and accounting periods of the subsidiaries should be

consistent with those established by the Company and all significant intra-group balances and

transactions are eliminated.Where a subsidiary or business was acquired during the reporting period through a business

combination involving enterprises under common control the financial statements of the subsidiary or

business are included in the consolidated financial statements as if the combination had occurred at

the date that the ultimate controlling party first obtained control.Where a subsidiary or business was acquired during the reporting period through a business

combination involving enterprises not under common control the identifiable assets and liabilities of

the acquired subsidiaries or business are included in the scope of consolidation from the date that

control commences.The portion of a subsidiary’s equity that is not attributable to the parent is treated as non-controlling

interests and presented separately in the consolidated balance sheet within shareholders’ equity. The

portion of net profit or loss of subsidiaries for the period attributable to non-controlling interests is

presented separately in the consolidated income statement below the “net profit” line item. When the

amount of loss for the current period attributable to the non-controlling shareholders of a subsidiary

exceeds the non-controlling shareholders’ share of the opening owners’ equity of the subsidiary the

excess is still allocated against the non-controlling interests.

(3) Changes in non-controlling interests

Where the Company acquires a non-controlling interest from a subsidiary’s non-controlling

shareholders or disposes of a portion of an interest in a subsidiary without a change in control the

transaction is treated as equity transaction and the book value of shareholder’s equity attributed to the

Company and to the non-controlling interest is adjusted to reflect the change in the Company’s interest

in the subsidiaries. The difference between the proportion interests of the subsidiary’s net assets being

acquired or disposed and the amount of the consideration paid or received is adjusted to the capital

reserve in the consolidated balance sheet with any excess adjusted to retained earnings.

(4) Disposal of subsidiaries

When the Company loses control over a subsidiary because of disposing part of equity investment or

other reasons the remaining part of the equity investment is re-measured at fair value at the date

when the control is lost. A gain or loss is recognised in the current period and is calculated by the

aggregate of consideration received in disposal and the fair value of remaining part of the equity

investment deducting the share of net assets in proportion to previous shareholding percentage in the

former subsidiary since acquisition date and the goodwill.Other comprehensive income related to the former subsidiary is transferred to profit or loss when the

control is lost except for the comprehensive income arising from the movement of net liabilities or

assets in the former subsidiary’s re-measurement of defined benefit plan.

7. Joint arrangement classification and accounting treatment for joint operation

A joint arrangement is an arrangement of which two or more parties have joint control. The Company

classifies joint arrangements into joint operations and joint ventures.

(1) Joint operations

A joint operation is a joint arrangement whereby the joint operators have rights to the assets and

obligations for the liabilities relating to the arrangement.The Company recognizes the following items relating to its interest in a joint operation and account for

them in accordance with relevant accounting standards:

A、its solely-held assets and its share of any assets held jointly;

B、its solely-assumed liabilities and its share of any liabilities assumed jointly;

C、its revenue from the sale of its share of the output arising from the joint operation;

D、its share of the revenue from the sale of the output by the joint operation; and

E、its solely-incurred expenses and its share of any expenses incurred jointly.

(2)Joint ventures

A joint venture is a joint arrangement whereby the joint venturers have rights to the net assets of the

arrangement.The Company adopts equity method under long-term equity investment in accounting for its

investment in joint venture.

8. Cash and cash equivalents

Cash comprises cash in hand and deposits that can be readily withdrawn on demand. Cash

equivalents include short-term highly liquid investments that are readily convertible to known amounts

of cash and are subject to an insignificant risk of change in value.9. Foreign currency transactions and translation of foreign currency financial statements

(1)Foreign currency transactions

Foreign currency transactions are translated to the functional currency of the Company at the spot

exchange rates on the dates of the transactions.Monetary items denominated in foreign currencies are translated to Renminbi at the spot exchange rate

at the balance sheet date. The resulting exchange differences between the spot exchange rate on

balance sheet date and the spot exchange rate on initial recognition or on the previous balance sheet

date are recognised in profit or loss. Non-monetary items that are measured at historical cost in foreign

currencies are translated to Renminbi using the exchange rate at the transaction date. Non-monetary

items that are measured at fair value in foreign currencies are translated using the exchange rate at the

date the fair value is determined. The resulting exchange differences are recognised in profit or loss.

(2)Translation of foreign currency financial statements

When translating the foreign currency financial statements of overseas subsidiaries assets and

liabilities of foreign operation are translated to Renminbi at the spot exchange rate at the balance

sheet date. Equity items excluding “retained earnings” are translated to Renminbi at the spot

exchange rates at the transaction dates.Income and expenses of foreign operation are translated to Renminbi at the spot exchange rates at

the transaction dates.

Cash flow statement of foreign operation is translated to Renminbi at the spot exchange rates [the

rates determined under a systematic and rational method that approximate the spot exchange rates] at

the cash flow occurence dates. Effect of foreign exchange rate changes on cash and cash equivalents

is presented separately as “Effect of foreign exchange rate changes on cash and cash equivalents” in

the cash flow statement.The resulting translation differences are recognised in other comprehensive income in shareholders’

equity of balance sheet.The translation differences accumulated in shareholders’ equity with respect to a foreign operation are

transferred to profit or loss in the period when the foreign operation is disposed.

10. Financial instruments

Financial instruments refer to the contracts of forming enterprise financial assets and other entities’

financial liabilities or equity instruments.

(1) Recognition and Derecognition of financial instruments

A financial asset or financial liability is recognised when the Group becomes one party of financial

instrument contracts.If one of the following conditions is met the financial assets are terminated:

① The right of the contract to receive the cash flows of financial assets terminates

② The financial asset has been transferred and is in accordance with the following conditions for

derecognition.If the obligations of financial liability have been discharged in total or in part derecognize all or part of

it. If the Group (debtor) makes an agreement with the creditor to replace the current financial liability of

assuming new financial liability which contract provisions are different in substance derecognize the

current financial liability and meanwhile recognize as the new financial liability.If the financial assets are traded routinely they are recognised and derecognised at the transaction date.

(2) Classification and measurement of financial assets

Financial assets are classified into the following three categories depends on the Group’s business

mode of managing financial assets and cash flow characteristics of financial assets: financial assets

measured at amortized cost financial assets at fair value through other comprehensive income and

financial assets at fair value through profit or loss.

Financial assets measured at amortised cost

The Group shall classify financial assets that meet the following conditions and are not designated as

financial assets at fair value through profit or loss as financial assets measured at amortized cost:

? The Group’s business model for managing the financial assets is to collect contractual cash flows;

? The terms of the financial asset contract stipulate that cash flows generated on a specific date are

only payments of principal and interest based on the amount of outstanding principal.

After initial confirmation the real interest rate method is used to measure the amortized cost of such

financial assets. Profits or losses arising from financial assets measured at amortized costs and not

part of any hedging relationship are included in current profits and losses when the recognition is

terminated amortized or impaired according to the Actual Interest Rate Law.

Financial assets at fair value through other comprehensive income

The Group shall classify financial assets that meet the following conditions and are not designated as

financial assets measured at fair value and whose changes are recorded in current profits and losses

as financial assets measured at fair value through other comprehensive income:

? The Group’s business model for managing the financial assets is both to collect contractual cash

flows and to sell the financial assets;

? The terms of the financial asset contract stipulate that cash flows generated on a specific date are

only payments of principal and interest based on the amount of outstanding principal.

After initial recognition financial assets are subsequently measured at fair value. Interest impairment

losses or gains and exchange gains calculated by the effective interest rate method are recognised in

profit or loss while other gains or losses are recognised in other comprehensive gains. When

derecognized the accumulated gains or losses previously recognised in other comprehensive gains

are transferred from other comprehensive gains and recorded in current profits and losses.

Financial assets at fair value through profit or loss

In addition to the aboving financial assets which are measured at amortized cost or at fair value

through other comprehensive income the Group classifies all other financial assets as financial assets

measured at fair value through profit or loss.When initial recognition in order to eliminate or

significantly reduce accounting mismatches the Group irrevocably designates some financial assets

that should have been measured at amortized cost or at fair value through other comprehensive gains

as financial assets at fair value through profit or loss.

After initial recognition the financial assets are subsequently measured at fair value and the profits or

losses (including interest and dividend income) generated from which are recognised in profit or loss

unless the financial assets are part of the hedging relationship.However for non-tradable equity instrument investment when initially recognized the Group

irrevocably designates them as financial assets at fair value through other comprehensive gains. The

designation is made on the basis of individual investment and the relevant investment conforms to the

definition of equity instruments from the issuer’s point of view.

After initial confirmation financial assets are subsequently measured at fair value. Dividend income

that meets the requirements is recognised in profit and loss and other gains or losses and changes in

fair value are recognised in other comprehensive gains. When derecognized the accumulated gains or

losses previously recognised in other comprehensive gains are transferred from other comprehensive

gains to retained earnings.The business model of managing financial assets refers to how the group manages financial assets to

generate cash flow. The business model decides whether the source of cash flow of financial assets

managed by the Group is to collect contract cash flow sell financial assets or both of them. Based on

objective facts and the specific business objectives of financial assets management decided by key

managers the Group determines the business model of financial assets management.The Group evaluates the characteristics of the contract cash flow of financial assets to determine

whether the contract cash flow generated by the relevant financial assets on a specific date is only

to pay principal and interest based on the amount of unpaid principal. Among them principal refers

to the fair value of financial assets at the time of initial confirmation; interest includes the

consideration of time value of money credit risk related to the amount of unpaid principal in a

specific period and other basic borrowing risks costs and profits. In addition the Group evaluates

the terms and conditions of the contracts that may lead to changes in the time distribution or amount

of cash flow in financial asset contracts to determine whether they meet the requirements of the

aboving contract cash flow’s. characteristics

Only when the Group changes its business model of managing financial assets all the financial assets

affected shall be reclassified on the first day of the first reporting period after the business model

changes otherwise financial assets shall not be reclassified after initial confirmation.

Financial assets are measured at fair value at initial recognition. For financial assets that are measured

at fair value and whose changes are included in the current profit and loss related transaction costs

are directly included in the current profit and loss; for other types of financial assets related transaction

costs are included in the initially recognized amount. For accounts receivable arising from the sale of

products or the provision of labor services that do not include or take into account significant financing

components the Group considers the amount of consideration expected to be entitled as the initial

recognition amount.

(3) Classification and Measurement of financial liabilities

On initial recognition financial liabilities are classified as: financial liabilities at fair value through profit

or loss (FVTPL) and financial liabilities measured at amortized cost. For financial liabilities not

classified as at fair value through profit or loss the transaction costs are recognised in the initially

recognised amount.

Financial liabilities at fair value through profits and losses

Financial liabilities at FVTPL include transaction financial liabilities and financial liabilities designated

as at fair value through profit or loss in the initial recognition. Such financial liabilities are subsequently

measured at fair value all gains and losses arising from changes in fair value and dividend and

interest expense relative to the financial liabilities are recognised in profit or loss for the current period.

Financial liabilities measured at amortized cost

Other financial liabilities are subsequently measured at amortized cost using the effective interest

method; gains and losses arising from derecognition or amortization is recognised in profit or loss for

the current period.

Distinction between financial liabilities and equity instruments

The financial liability is the liability that meets one of following criterias:

① Contractual obligation to deliver cash or other financial instruments to another entity.

② Under potential adverse condition contractual obligation to exchange financial assets or financial

liabilities with other parties.

③ A contract that will or may be settled in the entity’s own equity instruments and is a

non-derivative for which the entity is or may be obliged to deliver a variable number of the entity’s

own equity instruments.

④ A derivative that will or may be settled other than by the exchange of a fixed amount of cash or

another financial asset for a fixed number of the entity’s own equity instruments.

An equity instrument is any contract that evidences a residual interest in the assets of an entity after

deducting all of its liabilities.If the group cannot unconditionally avoid fulfilling a contractual obligation by delivering cash or other

financial assets the contractual obligation meets the definition of financial liability.If a financial instrument must or are able to be settled by the group’s own equity instrument the group

should consider whether the group’s equity instrument as the settlement instrument is a substitute of

cash or other financial assets or the residual interest in the assets of an entity after deducting all of its

liabilities. If the former the tool is the group’s financial liability; if the latter the tool is the equity

instrument of the group.

(4) Fair value of financial instruments

The recognization of fair value of financial assets and financial liability is set out in note III.11.

(5) Impairment of financial assets

On the basis of expected credit losses the Group performs impairment assessment on the following

items and confirms the loss provision.? financial assets measured at amortized cost;

? debt investments at fair value through other comprehensive income;

? contractual assets as defined in Enterprise Accounting Standards No. 14 - Revenue;

? lease receivables;

? Financial guarantee contract (except measured at fair value through profit or loss or formed by

continuing involvement of transferred financial assets or the transfer does not qualify for

derecognition).Measurement of expected credit losses

The expected credit losses refers to the weighted average of the credit losses of financial instruments

that are weighted by the risk of default. Credit loss refers to the difference between all contractual cash

flows receivable from the contract and all cash flows expected to be received by the Group at the

original effective interest rate that is the present value of all cash shortages.The company considers reasonable and reliable information about past events current conditions

future forecasts and weights the risk of default to calculate the probability-weighted amount of the

present value of the difference between the cash flow receivable under the contract and the cash flow

expected to be received in recognition of the expected credit loss.The Group separately measures the expected credit losses of financial instruments at different stages.The credit risk on a financial instrument has not increased significantly since initial recognition which is

in the first stage. The Group shall measure the loss allowance for that financial instrument at an

amount equal To 12-month expected credit losses. If the credit risk of financial instruments has

increased significantly since the initial recognition but no credit impairment has occurred which is in

the second stage. The Group shall measure the loss allowance for a financial instrument at an amount

equal to the lifetime expected credit losses. If the financial instrument has occurred credit impairment

since initial recognition which is in the third stage and the Group shall measure the loss allowance for

a financial instrument at an amount equal to the lifetime expected credit losses.

For financial instruments with lower credit risk at the balance sheet date the Group assumes that their

credit risk has not increased significantly since the initial recognition and shall measure the loss

allowance for that financial instrument at an amount equal to 12-month expected credit losses.The lifetime expected credit lossesrefer to the expected credit losses caused by all possible defaults

during the whole expected lifetime. The 12-month expected credit lossesrefer to the expected credit

losses caused by all possible defaults during the 12-month after balance sheet date(if the expected

duration of financial instrument is less than 12 months then for the expected duration)which is part of

the lifetime expected credit losses.When measure the expected credit loss the longest contract period (including the option of renewal)

that the group needs to consider is the longest contract period the enterprise facing credit risk.

For financial instruments in the first stagessecond stages and with lower credit risk the Group

calculates interest income on the basis of their book balances without deduction of impairment

provisions and actual interest rates. For financial instruments in the third stage the Group calculates

interest income according to their book balance minus the impairment provision and the actual

interest rate.For bills receivable and accounts receivable whether or not there are significant financing elements

the Group shall always measure the loss allowance for them at an amount equal to the lifetime

expected credit losses.When information on expected credit losses cannot be assessed for a single financial asset in

accordance with the characteristics of credit risk the group divides and combines bills receivable

accounts receivable and leased receivables. On the basis of the combination the group calculates the

expected credit losses. The basis of determining the combination is as follows:

A﹑ Bills receivable

? Bill receivable group 1: Bank acceptance bills

? Bill receivable group 2: Commercial acceptance bills

B﹑ Accounts receivable

? Accounts receivable group 1: Amount receivables of related parties

? Accounts receivable group 2: Amount receivables of sales of properties

? Accounts receivable group 3: Amount receivables of other customers

C﹑ Contract Asset

? Contract Asset group 1: Product sales

? Contract Asset group 2: the Construction of the project

For the accounts receivable divided into group the group refers to the historical credit losses

combines the current situation with the forecast of future economic situation compiles a comparison

table between the age of accounts receivable and the lifetime expected credit losses rate to calculate

the expected credit losses.

For the bills receivables and contract assets divided into group the Group refers to historical credit

losses with the current situation and the forecast of future economic situation calculates the expected

credit losses through the exposure on default and the lifetime expected credit losses rate.Other receivables

According to the characteristics of credit risk the group divides other receivables into group. On the

basis of the combination the group calculates the expected credit losses. The basis of determining the

combination is as follows:

? Other receivables group 1: Amount receivables from government.? Other receivables group 2: Amount receivables from petty cash.? Other receivables group 3: Amount receivables from the collecting and paying on another's behalf.? Other receivables group 4: Amount receivables from current accounts.? Other receivables group 5: Amount receivables from related parties.For other receivables a divided into group the Group calculates the expected credit losses through the

exposure on default and the lifetime expected credit losses rate or the next 12 months.

Debt investments and Other debt investments

For debt investments and other debt investments the group calculates the expected credit losses

through the exposure on default and the future 12-month or lifetime expected credit losses rate

according to the nature of the investment the types of counterparty and risk exposure.

Assessment of Significant Increase in Credit Risk

By comparing the default risk of financial instruments on balance sheet day with that on initial

recognition day the Group determines the relative change of default risk of financial instruments

during the expected life of financial instrumentsto evaluate whether the credit risk of financial

instruments has increased significantly since the initial recognition.To determine whether credit risk has increased significantly since the initial recognition. the Group

considers reasonable and valid information including forward-looking information that can be obtained

without unnecessary additional costs or efforts. Information considered by the Group includes:

? The debtor can’t pay principal and interest on the expiration date of the contract;

? Serious deterioration of external or internal credit ratings (if any) of financial instruments that have

occurred or are expected to occur;

? Serious deterioration of the debtor’s operating results that have occurred or are expected to occur;

? Changes in the existing or anticipated technological market economic or legal environment will

have a significant negative impact on the debtor’s repayment capacity.

According to the nature of financial instruments the Group evaluates whether credit risk has increased

significantly on the basis of a single financial instrument or a combination of financial instruments.When assessing on the basis of the combination of financial instruments the Group can classify

financial instruments based on common credit risk characteristics such as overdue information and

credit risk rating.If the delay exceeds 30 days the Group determines that the credit risk of financial instruments has

increased significantly.The Group considers that financial assets default in the following circumstances

? The debtor is unlikely to full pay its arrears to the group and the assessment does not take into

account recourse actions taken by the group such as liquidation of collateral (if held);

? Financial assets have delay more than 90 days.

Financial assets that have occured credit impairment

On the balance sheet date the Group assesses whether credit impairment has occurred in financial

assets measured at amortized cost and debt investments measured at fair value through other

comprehensive income. When one or more events adversely affect the expected future cash flow of a

financial asset occur the financial asset becomes a financial asset with credit impairment. Evidence of

credit impairment of financial assets includes the following observable information:

? Significant financial difficulties occurs to the issuer or debtor;

? The debtor breaches any of the contractual stipulations for example fails to pay or delays the

payment of interests or the principal etc.;

? For economic or contractual considerations related to the financial difficulties of the debtor the

Group grants concessions to the debtor that will not be made under any other circumstances.? The debtor is probable to go bankrupt or undergo other financial restructuring.

? Financial difficulties of issuer or debtor lead to the disappearance of financial assets active market.

Presentation of expected credit losses reserve

In order to reflect the changes happened to the credit risk of financial instruments since the initial

recognition the Group recalculates the expected credit losses on each balance sheet day. The

increase or reversal of the loss provision resulting therefrom is recognised as an impairment loss or

gain in the current profit or loss.For financial assets measured at amortized cost loss provision offsets

the carrying amount of the financial assets shown on the balance sheet; for debt investments

measured at fair value through other comprehensive income the Group recognizes its loss provision

through other comprehensive income and does not offset the financial assets’ carrying amount.Write off

If the Group no longer reasonably expects that the financial assets contract cash flow can be

recovered fully or partially the financial assets book balance will be reduced directly. Such reduction

constitute the derecognition of the financial assets. What usually occurs when the Group determines

that the debtor has no assets or sources of income to generate sufficient cash flows to pay the amount

to be reduced. However in accordance with the Group’s procedures for recovering due payment the

financial assets reduced may still be affected by enforcement activities.If the reduced financial assets are recovered later the returns as impairment losses shall be included

in the profits and losses of the recovery period.

(6) Transfer of financial assets

Transfer of financial assets refers to the transference or deliverance of financial assets to the other

party (the transferee) other than the issuer of financial assets.The Group derecognizes a financial asset only if it transfers substantially all the risks and rewards of

ownership of the financial asset to the transferee; the Group should not derecognize a financial asset if

it retains substantially all the risks and rewards of ownership of the financial asset.The Group neither transfers nor retains substantially all the risks and rewards of ownership shows as

the following circumstances: if the Group has forgone control over the financial assets derecognize

the financial assets and verify the assets and liabilities; if the Group retains its control of the financial

asset the financial asset is recognized to the extent of its continuing involvement in the transferred

financial asset and recognize an associated liability is recognized.

(7) Offseting financial assets and financial liabilities

When the Group has the legal rights to offset the recognized financial assets and financial liabilities

and is capable to carry it out the Group plans to net settlement or realize the financial assets and pay

off the financial liabilities the financial assets and financial liabilities shall be listed separately with the

neutralized amount in balance sheet and are not allowed to be offset.

11. Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly

transaction between market participants at the measurement date.The Company measures related assets or liabilities at fair value assuming the assets or liabilities are

exchanged in an orderly transaction in the principal market; in the absence of a principal market assuming

the assets or liabilities are exchanged in an orderly transaction in the most advantageous market. Principal

market (or the most advantageous market) is the market that the Company can normally enter into a

transaction on measurement date. The Company adopts the presumptions that would be used by market

participants in achieving the maximized economic value of the assets or liabilities.

For financial assets or financial liabilities with active markets the Company uses the quoted prices in

active markets as their fair value. Otherwise the Company uses valuation technique to determine their

fair value.

Fair value measurement of a non-financial asset takes into account market participants’ ability to

generate economic benefits using the asset in its best way or by selling it to another market participant

that would best use the asset.The Company uses valuation techniques that are appropriate in the circumstances and for which

sufficient data are available to measure fair value maximizing the use of relevant observable inputs

and using unobservable inputs only if the observable inputs aren’t available or impractical.

Fair value level for assets and liabilities measured or disclosed at fair value in the financial statements

are determined according to the significant lowest level input to the entire measurement: Level 1 inputs

are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can

access at the measurement date; Level 2 inputs are inputs other than quoted prices included within

Level 1 that are observable for the assets or liabilities either directly or indirectly; Level 3 inputs are

unobservable inputs for the assets or liabilities.

At the balance sheet date the Company revalues assets and liabilities being measured at fair

value continuously in the financial statements to determine whether to change the levels of fair

value measurement.

12. Inventories

(1) Classification

The Group's inventory is classified by real estate development and non-real estate development.Inventory is mainly for real estate developmentincluding development costs and development

productes.Development cost include the development costs of development products to be developed

and development products under construction. Development products includes completed

development products and intended to sell but temporarily leased development products. Non-real

estate developments include raw materials finished gooods and construction.

(2) Mesurement method of cost of inventories

Inventories are initially measured at cost. The cost of product development includes land transfer fee

infrastructure expenditure construction and installation project expenditure borrowing expenses

incurred before the completion of the development project and other related expenses in the

development process. When a product is developed and shipped the actual cost is determined by

specific identification method..Raw materials and finished goods are calculated using weighted average method.

(3)Basis for determining the net realisable value and method for provision for obsolete inventories

Net realisable value is the estimated selling price in the ordinary course of business less the estimated

costs of completion and the estimated costs necessary to make the sale and relevant taxes. The net

realisable value is measured based on the verified evidences and considerations for the purpose of

holding inventories and the effect of post balance sheet events.

Any excess of the cost over the net realisable value of of inventories is recognised as a provision for

obsolete inventories and is recognised in profit or loss. The Company usually recognises provision for

decline in value of inventories by a single inventory item. If the factors caused the value of inventory

previously written-down have disappeared the provision for decline in value of inventories previously

made is reversed.

(4)Inventory count system

The Company maintains a perpetual inventory system.

(5)Amortization methods of low-value consumables and packaging materials

Low-value consumables are charged to profit or loss when they are used.

13. Long-term equity investments

Long-term equity investments include equity investments in subsidiaries and equity investments in joint

ventures and associates. An associate is an enterprise over which the Company has significant

influence.

(1)Determination of initial investment cost

The initial cost of a long-term equity investment acquired through a business combination involving

enterprises under common control is the Company’s share of the carrying amount of the subsidiary’s

equity in the consolidated financial statements of the ultimate controlling party at the combination date.

For a long-term equity investment obtained through a business combination not involving enterprises

under common control the initial cost is the combination cost.

A long-term equity investment acquired other than through a business combination: A long-term equity

investment acquired other than through a business combination is initially recognised at the amount of

cash paid if the Company acquires the investment by cash or at the fair value of the equity securities

issued if an investment is acquired by issuing equity securities.

(2) Subsequent measurement and recognition of profit or loss

Long-term equity investments in subsidiaries are accounted for using the cost method. An investment

in a joint venture or an associate is accounted for using the equity method for subsequent

measurement.For a long-term equity investment which is accounted for using the cost method Except for cash

dividends or profit distributions declared but not yet distributed that have been included in the price or

consideration paid in obtaining the investments the Company recognises its share of the cash

dividends or profit distributions declared by the investee as investment income for the current period.

For a long-term equity investment which is accounted for using the equity method where the initial

cost of a long-term equity investment exceeds the Company’s interest in the fair value of the investee’s

identifiable net assets at the date of acquisition the investment is initially recognised at cost. Where

the initial investment cost is less than the Company’s interest in the fair value of the investee’s

identifiable net assets at the date of acquisition the investment is initially recognised at the investor’s

share of the fair value of the investee’s identifiable net assets and the difference is recognised in profit

or loss.Under the equity method the Company recognises its share of the investee’s profit or loss and other

comprehensive income as investment income or losses and other comprehensive income respectively

and adjusts the carrying amount of the investment accordingly. Once the investee declares any cash

dividends or profit distributions the carrying amount of the investment is reduced by the amount

attributable to the Company. Changes in the Company’s share of the investee’s owners’ equity other

than those arising from the investee’s net profit or loss other comprehensive income or profit

distribution (referred to as “other changes in owners’ equity”) is recognised directly in the Company’s

equity and the carrying amount of the investment is adjusted accordingly. In calculating its share of

the investee’s net profits or losses other comprehensive income and other changes in owners’ equity

the Group recognises investment income and other comprehensive income after making appropriate

adjustments to align the accounting policies or accounting periods with those of the Group based on

the fair value of the investee’s identifiable net assets at the date of acquisition.When the Company becomes capable of exercising joint control or significant influence (but not control)

over an investee due to additional investment or other reasons the Company uses the fair value of the

previously-held equity investment together with additional investment cost as the initial investment

cost under the equity method. The difference between the fair value and carrying amount of the

previously-held equity investment and the accumulated changes in fair value included in other

comprehensive income shall be transferred to profit or loss for the current period upon

commencement of the equity method.When the Company can no longer exercise joint control of or significant influence over an investee due

to partial disposal of the equity investment or other reasons the remaining equity investment shall be

accounting for using Accounting Standard for Business Enterprises No. 22 - Recognition and

Measurement of Financial Instruments and the difference between the fair value and the carrying

amount of the remaining equity investment shall be charged to profit or loss for the current period at

the date of the loss of joint control or significant influence. Any other comprehensive income previously

recognised under the equity method shall be accounted for on the same basis as would have been

required if the Company had directly disposed of the related assets or liabilities for the current period

upon discontinuation of the equity method. Other movement of owner’s equity related to original equity

investment is transferred to profit or loss for the current period.When the Company can no longer exercise control over an investee due to partial disposal of the

equity investment or other reasons and the remaining equity after disposal can exercise joint control of

or significant influence over an investee the remaining equity is adjusted as using equity method from

acquisition. When the remaining equity can no longer exercise joint control of or significant influence

over an investee the remaining equity investment shall be accounted for using Accounting Standard

for Business Enterprises No. 22-Recognition and Measurement of Financial Instruments and the

difference between the fair value and the carrying amount of the remaining equity investment shall be

charged to profit or loss for the current period at the date of loss of control.When the Company can no longer exercise control over an investee due to new capital injection by

other investors and the Company can exercise joint control of or significant influence over an investee

the Company recognizes its share of the investee’s new added net assets using new shareholding

percentage. The difference between its new share of the investee’s new added net assets and its

decreased shareholding percentage of the original investment is recognized in profit or loss. And the

Company adjusts to the equity method using the new shareholding percentage as if it uses the equity

method since it obtains the investment.Unrealized internal trading gains and losses between the group and associated enterprises and joint

ventures shall be calculated as part of the group according to the shareholding ratio and investment

gains and losses shall be recognized on an offset basis. However unrealized internal trading losses

between the group and the investee shall not be offset if they are impairment losses of the

transferred assets.

(3) Criteria for determining the existence of joint control or significant influence over an investee

Joint control is the contractually agreed sharing of control of an arrangement which exists only when

decisions about the relevant activities require the unanimous consent of the parties sharing control.When assessing whether the Company can exercise joint control over an investee the Company first

considers whether no single participant party is in a position to control the investee’s related activities

unilaterally and then considers whether strategic decisions relating to the investee’s related activities

require the unanimous consent of all participant parties that sharing of control. All the parties or a

group of the parties control the arrangement collectively when they must act together to direct the

relevant activities. When more than one combination of the parties can control an arrangement

collectively joint control does not exist. A party that holds only protective rights does not have joint

control of the arrangement.Significant influence is the power to participate in the financial and operating policy decisions of an

investee but does not have control or joint control over those policies. When determining whether the

Company can exercise significant influence over an investee the effect of potential voting rights (for

example warrants share options and convertible bonds) held by the Company or other parties that

are currently exercisable or convertible shall be considered.When the Company directly or indirectly through subsidiaries owns 20% of the investee (including

20%) or more but less than 50% of the voting shares it has significant influence over the investee

unless there is clear evidence to show that in this case the Company cannot participate in the

production and business decisions of the investee and cannot form a significant influence. When the

Company owns less than 20% of the voting shares generally it does not have significant influence

over the investee unless there is clear evidence to show that in this case the Company can participate

in the production and business decisions of the investee so as to form a significant influence.

(4) Method of impairment testing and impairment provision

For investments in subsidiaries associates and joint ventures refer to Note III. 19 for the impairment

of assets..

14. Investment property

Investment properties are properties held either to earn rental income or for capital appreciation or for

both. The Group's investment real estate includes leased houses buildings and leased land use rights.In addition for a vacant building held by the company for operating lease if the board of directors (or a

similar institution) makes a written resolution expressly indicating that it is used for operating lease and

the intention of holding does not change in the short term it is also considered as Investment property.Investment properties are initially measured at acquisition cost and depreciated or amortized using the

same policy as that for fixed assets or intangible assets.

For the impairment of the investment properties accounted for using the cost model refer to Note

III.19.Gains or losses arising from the sale transfer retirement or disposal of an item of investment property

are determined as the difference among the net disposal proceeds the carrying amount of the item

related taxes and surchages and are recognised in profit or loss for current period.

15. Fixed assets

(1) Recognition of fixed assets

Fixed assets represent the tangible assets held by the Company for use in production of goods use in

supply of services rental or for administrative purposes with useful lives over one accounting year.

Fixed assets are only recognised when its related economic benefits are likely to flow to the Company

and its cost can be reliably measured.

Fixed asset are initially measured at cost.

(2) Depreciation of fixed assets

The cost of a fixed asset is depreciated using the straight-line method since the state of intended

use unless the fixed asset is classified as held for sale. Not considering impairment provision the

estimated useful lives residual value rates and depreciation rates of each class of fixed assets are

as follows:

Category Useful life (years) Residual value rate % Annual depreciation rate %

Plant and buildings 30 5 3.17

Motor vehicles 6 5 15.83

Electronic equipment and others 5 5 19.00

For impaired fixed assets cumulative amount of impairment provision is deducted in determinatingf the

depreciation rate.

(3) The impairment of the fixed assets is set out in Note III. 19.

(4) Recognition and measurement of fixed assets acquired under finance leases

Fixed assets under finance leases are recognised if they meet one or more of the following criteria:

①The ownership of leased assets is transferred to the Company by the end of the lease term.②The Company has the option to purchase the asset at a price that is expected to be sufficiently

lower than the fair value at the date of the option becomes exercisable for it to be reasonably certain

at the inception of the lease that the option will be exercised.③Even if the ownership of assets is not transferred the lease term covers the major part of the useful

life of the asset.

④At the inception of lease the present value of minimum lease payments amount to substantially all

of the fair value of leased asset.⑤Leased assets are of a specialized nature that only the Company can use them without major

modifications.

An asset acquired under a finance lease is measured at an amount equal to the lower of its fair value

and the present value of the minimum lease payments each determined at the inception of the lease.Long-term payable is recorded at an amount equal to the sum of all future minimum lease payments.The difference between the carrying amount of the leased assets and the minimum lease payments is

accounted for as unrecognised finance charges. Initial direct costs attributable to a finance lease

incurred during the process of lease negotiation and the signing of the lease agreement including

service charges attorney's fees travelling expenses and stamp duty that are incurred by the

Company are added to the carrying amount of the leased asset. Unrecognised finance charges are

recognised as finance charge for the period using the effective interest method over the lease term.

Depreciation is accounted for in accordance with the accounting policies of fixed assets. If there is

reasonable certainty that the Company will obtain ownership of a leased asset at the end of the lease

term the leased asset is depreciated over its estimated useful life. Otherwise the leased asset is

depreciated over the shorter of the lease term and its estimated useful life.

(5) Useful lives estimated residual values and depreciation methods are reviewed at least at each

year-end.The Company adjusts the useful lives of fixed assets if their expected useful lives are different with

the original estimates and adjusts the estimated net residual values if they are different from the

original estimates.

(6)Overhaul costs

Overhaul costs occurred in regular inspection are recognized in the cost if there is undoubted

evidence to confirm that this part meets the recognition criteria of fixed assets otherwise the

overhaul costs are recognized in profit or loss for the current period. Depreciation is provided during

the period of regular overhaul.

16. Construction in progress

Construction in progress is recognized based on the actual construction cost including all

expenditures incurred for construction projects capitalised borrowing costs and any other costs

directly attributable to bringing the asset to working condition for its intended use.

Construction in progress is transferred to fixed asset when it is ready for its intended use.

The impairment of construction in progress is set out in Note III. 19.

17. Borrowing costs

(1)Capitalisation criteria

Borrowing costs that are directly attributable to the acquisition construction or production of a

qualifying asset shall be capitalised as part of the cost of that asset. Other borrowing costs are

expensed in profit or loss as incurred. The capitalisation of borrowing costs shall commence only when

the following criteria are met:

① capital expenditures have been incurred including expenditures that have resulted in payment of

cash transfer of other assets or the assumption of interest-bearing liabilities;

② borrowing costs have been incurred;

③ the activities that are necessary to prepare the asset for its intended use or sale have commenced.

(2)Capitalisation period

The capitalisation of borrowing costs ceases when the asset under acquisition or construction

becomes ready for its intended use the borrowing costs incurred thereafter are recognised in profit or

loss for the current period.

Capitalisation of borrowing costs is suspended during periods in which the acquisition or construction

of a fixed asset is interrupted abnormally and the interruption lasts for more than 3 months until the

acquisition or construction is resumed.

(3) Capitalisation rate of borrowing costs and calculation basis of capitalised amount

For interest expense actually incurred on specific borrowings the eligible capitalised amount is the net

amount of the borrowing costs after deducting any investment income earned before some or all of the

funds are used for expenditures on the qualifying asset. To the extent that the Company borrows funds

generally and uses them for the purpose of obtaining a qualifying asset the Company shall determine

the amount of borrowing costs eligible for capitalisation by applying a capitalisation rate to the

expenditures on that asset the capitalisation rate shall be the weighted average of the borrowing costs

applicable to the borrowings of the Company that are outstanding during the period other than

borrowings specifically for the purpose of obtaining a qualifying asset.In the capitalisation period exchange differences of specific borrowings in foreign currency shall be

capitalised; exchange differences of general borrowings in foreign currency is recognised in profit or

loss for the current period.

18. Intangible assets

Intangible assets include software land use right and patent rights etc.Intangible assets are stated at actual cost upon acquisition and the useful economic lives are

determined at the point of acquisition. When the useful life is finite amortisation method shall reflect

the pattern in which the asset’s economic benefits are expected to be realised. If the pattern cannot

be determined reliably the straight-line method shall be used. An intangible asset with an indefinite

useful life shall not be amortised.The Company shall review the useful life and amortisation method of an intangible asset with a finite

useful life at least at each year end. Changes of useful life and amortisation method shall be

accounted for as a change in accounting estimate.

An intangible asset shall be derecognised in profit or loss when it is not expected to generate future

economic benefits.The impairment of intangible assets is set out in Note III. 19.

19. Impairment of assets

The impairment of long-term equity investments in subsidiaries associates and joint ventures

investment properties measured using a cost model fixed assets construction in progress

intangible assets goodwill(Excluding inventories deferred tax assets and financial assets) is

determined as follows:

At each balance sheet date the Company determines whether there is any indication of impairment.

If any indication exists the recoverable amount of the asset is estimated. In addition the Company

estimates the recoverable amounts of goodwill intangible assets with indefinite useful lives and

intangible assets not ready for use at each year-end irrespective of whether there is any indication

of impairment.The recoverable amount of an asset is the higher of its fair value less costs to sell and its present

value of expected future cash flows. The recoverable amount is estimated for each individual asset. If

it is not possible to estimate the recoverable amount of each individual asset the Company determines

the recoverable amount for the asset group to which the asset belongs. An asset group is the smallest

identifiable group of assets that generates cash inflows that are largely independent of the cash inflows

from other assets or asset groups.

An impairment loss is recognised in profit or loss when the recoverable amount of an asset is less than

its carrying amount. A provision for impairment of the asset is recognised accordingly.

For goodwill impairment test the carrying amount of goodwill arising from a business combination is

allocated reasonably to the relevant asset group since the acquisition date. If the carrying amount of

goodwill is unable to be allocated to asset group the carrying amount of goodwill will be allocated to

asset portfolio. Asset group or portfolio of asset group is asset group or portfolio of asset group which

can be benefit from synergies of a business combination and is not greater than the reportable

segment of the Company.In impairment testing if impairment indication exists in asset group or portfolio of asset group

containing allocated goodwill impairment test is first conducted for asset group or portfolio of asset

group that does not contain goodwill and corresponding recoverable amount is estimated and any

impairment loss is recognized. Then impairment test is conducted for asset group or portfolio of

asset group containing goodwill by comparing its carrying amount and its recoverable amount. If the

recoverable amount is less than the carrying amount impairment loss of goodwill is recognized.Once an impairment loss is recognised it is not reversed in a subsequent period.

20. Long-term deferred expenses

Long-term deferred expenses are recorded at the actual cost and amortized using a straight-line

method within the benefit period. For long-term deferred expense that cannot bring benefit in future

period the Company recognized its amortised cost in profit or loss for the current period.

21. Employee benefits

(1) Scope of employee benefits

Employee benefits refer to all forms of consideration or compensation given by the Company in

exchange for service rendered by employees or for the termination of employment relationship.Employee benefits include short-term employee benefits post-employment benefits termination

benefits and other long-term employee benefits. Benefits provided to the Company’s spouse

children dependents family members of deceased employees or other beneficiaries are also part of

the employee benefits.

According to liquidity employee benefits are presented as “employee benefits payable” and “long-termemployee benefits payable” on the balance sheet.

(2) Short-term employee benefits

In the current period the Company has accrued for the actual wages bonuses medical insurance for

employees based on standard rate work injury insurance and maternity insurance and other social

insurance and housing fund incurred and these are recognised as liabilities and corresponding costs in

the profit or loss. If these liabilities are not expected to be fully paid 12 months after the end of the

reporting period in which employee renders the service to the Company and if the financial impact is

significant these liabilities shall be discounted using the net present value method.

(3)Post-employment benefits

Post-employment benefit plan includes defined contribution plans and defined benefit plans. Defined

contribution plans are post-employment benefit plans under which an enterprise pays fixed

contributions into a separate fund and will have no future obligations to pay the contributions. Defined

benefit plans are post-employment benefit plans other than defined contribution plans.

Defined contribution plans

Defined contribution plans include primary endowment insurance unemployment insurance

corporation pension plan.

Besides basic pension insurance the Company establishes corporate pension plans in accordance

with the related policies of corporate pension regulations. Employees can join the pension plan

voluntarily. The Company has no other significant commitment of employees’ social security.The Company shall recognise in the accounting period in which an employee provides service the

contribution payable to a defined contribution plan as a liability with a corresponding charge to the

profit or loss for the current period or the cost of a relevant asset.

Defined benefit plan

For the defined benefit plan independent actuary uses an actuarial technique the projected unit credit

method to make a reliable estimate of the ultimate cost to the entity of the benefit that employees

have earned in return for their service in the current and prior periods on the balance sheet date. The

Group set the defined benefit plan including the following components:

① Service costs including current service costs any past service costs and gain or loss on settlement.

Among them the current service cost is the increase in the present value of the defined benefit obligation

resulting from employee service in the current period; the past service cost is the change in the present

value of the defined benefit obligation for employee service in prior periods resulting from a plan

amendment (the introduction or withdrawal of or changes to a defined benefit plan) or a curtailment (a

significant reduction by the entity in the number of employees covered by a plan).② Net interest on the net defined benefit liability (asset) can be viewed as comprising interest

income on plan assets interest cost on the defined benefit obligation and interest on the effect of the

asset ceiling

③ Re-measurements of the net defined benefit liability and assets.The Group makes determining amounts to be recognized in profit or loss except other accounting

standards stipulates or allows employee benefits recorded as asset cost. Re-measurements of the

changes in the net defined benefit liability (asset) recognized in other comprehensive income shall not

be reclassified to profit or loss in a subsequent period. However the entity may transfer those amounts

recognized in other comprehensive income within equity when original defined benefit plan is

terminated.

(4) Termination benefits

The Company provides for termination benefits to the employees and shall recognize an employee

benefits liability for termination benefits with a corresponding charge to the profit or loss for the current

period at the earlier of the following dates: When the Company cannot unilaterally withdraw the offer

of the termination benefits from an employment termination plan or a redundancy proposal; the

Company recognizes the costs or expenses relating to a restructuring that involves the payment of the

termination benefits..If an employee's internal retirement plan is implemented the economic compensation before the

official retirement date is a dismissal benefit. From the date when the employee stops providing

services to the normal retirement date the salary of the retired employee and the social insurance

premium to be paid are included in the current period at one time profit and loss. Financial

compensation after the official retirement date (such as a normal retirement pension) is treated as

after-service benefits.

(5) Other long-term employee benefits

Other long-term employee benefits provided by the Company to the employees satisfied the conditions

for classifying as a defined contribution plan; those benefits shall be accounted for in accordance with

the above requirements relating to defined contribution plan. When the benefits satisfy a defined

benefit plan it shall be accounted for in accordance with the above requirements relating to defined

benefit plan but the movement of net liabilities or assets in re-measurement of defined defined benefit

plan shall be recorded in profit or loss for the current period or cost of relevant assets.

22. Provisions

A provision is recognised for an obligation related to a contingency if all the following conditions are

satisfied:

(1) the Company has a present obligation;

(2) it is probable that an outflow of economic benefits will be required to settle the obligation;

(3) the amount of the obligation can be estimated reliably.

A provision is initially measured at the best estimate of the expenditure required to settle the related

present obligation. Factors pertaining to a contingency such as the risks uncertainties and time value

of money are taken into account as a whole in reaching the best estimate. Where the effect of the time

value of money is material provisions are determined by discounting the expected future cash flows.The Company reviews the carrying amount of a provision at the balance sheet date and adjusts the

carrying amount to the current best estimate.If all or part of the expenditure necessary for settling the provision is expected to be compensated by a

third party the amount of compensation is separately recognized as an asset when it is basically

certain to be received. The recognized compensation amount shall not exceed the carrying amount of

the provision.

23. Revenue

(1) General principle

The Group has fulfilled its contractual performance obligation to recognize revenue when the customer

takes control of the goods or services in question.If the contract contains two or more performance obligations the Group shall at the beginning of the

contract allocate the transaction price to each individual performance obligation in proportion to the

relative selling price of the goods or services promised by each individual performance obligation and

measure the income at the transaction price allocated to each individual performance obligation.Where one of the following conditions is met the Group is a performance obligation within a certain

period of time;

①The customer obtains and consumes the economic benefits of the Group's performance at the

same time as the Group performs.

②Customers are able to control the goods under construction in the performance of the Group.

③The goods produced in the performance of the Group are of irreplaceable use and the Group has

the right to receive payments for the performance portion accumulated to date throughout the

contract period.

For performance obligations performed during a certain period of time the Group recognizes revenue

at the performance pace during that period. Where the performance schedule cannot be reasonably

determined if the costs already in the Group are expected to be compensated the revenue is

recognized in accordance with the amount of costs already occurring until the performance progress

can be reasonably determined.

For performance obligations performed at a certain point in time the Group recognizes revenue at the

point when the customer takes control of the relevant goods or services. In determining whether a

customer has taken control of goods or services the Group considers the following signs:

①The Group has the right to collect the goods or services at present i.e. the customer has the current

obligation to pay for the goods.②The Group has transferred the legal ownership of the commodity to the customer i.e. the customer

already owns the legal ownership of the commodity.③The Group has transferred the goods in kind to the customer i.e. the customer has physically

owned the goods.④The Group has transferred the main risks and rewards of ownership of the commodity to the

customer i.e. the main risks and rewards of the customer's ownership of the commodity.⑤The customer has accepted the goods or services.⑥Other signs that the customer has taken control of the goods.The Group has transferred goods or services to customers and is entitled to a consideration right (and

that right depends on factors other than the passage of time) as contractual assets which are

impairments based on expected credit losses (see notes III 10 (5)). The Right of the Group to collect a

bid from a customer as a receivable is owned and unconditionally (depending only on the passage of

time). The Group's obligation to transfer goods or services to customers as contractual liabilities as a

result of customer-to-customer prices received or receivables.Where contract assets and contractual liabilities under the same contract are shown in net amounts

net of borrower balances they are shown in "contract assets" or "other non-current assets" items

according to their liquidity;

(2)Specific revenue recognition

Specific revenue recognition is as follows:

①Real estate development sales revenue recognition

1) the sales contract has been signed and filed with the land department; 2) the real estate has been

completed and accepted; 3)fully one-off payment on the first installment payment has been received; 4)

completed the procedures for entering the partnership in accordance with the requirements stipulated

in the sales contract.② Provide the specific method of property service income recognition

According to the service date agreed in the property service contract and agreement and the area and

unit price corresponding to the service during the period of service stipulated in the property service

contract and agreement the realization of the income from the provision of property services shall be

confirmed according to the average number of years.③Rental property income recognition of the specific method

According to the lease contract the lease date agreed upon in the agreement (with a rent-free period

considered rent-free period) and the lease amount the realization of the income from the provision of

rental services shall be confirmed by the average law of the number of years during the lease term

stipulated in the contract.

④Construction income recognition methods

As the Client is able to control the assets under construction in the Group's performance process the

Group treats them as performance obligations within a certain period of time recognizing income in

accordance with the performance schedule except the schedule cannot be reasonably determined.The Group determines the progress of service delivery in accordance with input laws and costs that

occur. Where the performance schedule cannot reasonably be determined if the costs expected to be

reimbursed by the Company are recognized in accordance with the amount already occurring until the

performance progress can be reasonably determined. If the contract cost cannot be recovered it is

recognized as the current cost immediately upon occurrence and the contract income is not

recognized. If the total cost of the contract is likely to exceed the total contract revenue the expected

loss of the contract is formed taken into account in the projected liability and recognized as the

current cost.⑤Other income recognition methods

Including hotel income etc.. For hotel income as the customer in the Group's performance at the

same time to obtain and consume the Economic Benefits of the Group's performance the Group as a

performance obligation performed within a certain period of time in the provision of services during the

accounting period in accordance with the performance of the progress of the recognition of income.

For other income in accordance with the relevant contract agreement when the customer obtains

control of the relevant goods the relevant amount has been received or received the right to receive

the recognition of income

24. Contract costs

Contract costs include incremental costs and contract performance costs for the contract.

Incremental costs to obtain a contract are costs (e.g. sales commissions etc.) that would not have

occurred if the Group had not obtained the contract. If the cost is expected to be recoverable the

Group recognizes it as an asset as a contract cost. The Group's expenses for the purpose of obtaining

the contract in addition to incremental costs expected to be recoverable are included in the current

profit and loss at the time of occurrence.If the costs ad to be costs addjobed in order to perform the contract are not covered by the accounting

standards of other enterprises such as inventory and the following conditions are met at the same

time the Group recognizes them as an asset as contract performance costs:

①The cost is directly related to a current or anticipated contract including direct labor direct materials

manufacturing costs (or similar costs) costs expressly borne by the customer and other costs

adminoly occurring only as a result of the contract;

②This cost increases the Group's future resources for the performance of performance obligations;

③The cost is expected to be recovered.

Assets recognized by the contract to obtain cost recognition and assets recognized at the contract

performance cost ("assets related to the contract cost") are amortized on the same basis as the

recognition of income from goods or services associated with the asset and are included in the current

profit and loss. Amortization periods of not more than one year are included in the current profit and

loss at the time of occurrence.Where the carrying value of the assets relating to the contract cost is higher than the difference

between the following two items the Group prepares for impairment of the excess and recognizes the

impairment loss of the assets:

①the remaining price that the Group is expected to be able to obtain as a result of the transfer of

goods or services related to the asset;

②Estimated costs to be expected for the transfer of the relevant goods or services.

The contract performance cost recognized as an asset the amortization period at the time of initial

confirmation shall not exceed one year or a normal business cycle shall be shown in the "inventory"

item and the amortization period at the time of initial confirmation shall exceed one year or a normal

business cycle as shown in the "other non-current assets" project.The contract cost of obtaining the asset is recognized the amortization period at the time of initial

confirmation does not exceed one year or a normal business cycle as shown in the "Other Current

Assets" project and the amortization period at the time of initial recognition exceeds one year or a

normal business cycle as shown in the "Other Non-Current Assets" project.

25. Government grants

A government grant is recognised when there is reasonable assurance that the grant will be received

and that the Group will comply with the conditions attaching to the grant.If a government grant is in the form of a transfer of a monetary asset it is measured at the amount

received or receivable. If a government grant is in the form of a transfer of a non-monetary asset it is

measured at fair value. If fair value cannot be reliably determined it is measured at a nominal amount

of RMB 1.The government grants relating to assets are grants that Group purchases construction or other

methods to acquire long-term assets of government grants. Exception of the above grants others are

related to gains.

For government grants with unspecified purpose the amount of grants used to form a long-term asset

is regarded as government grants related to an asset the remaining amount of grants is regarded as

government grants related to income. If it is not possible to distinguish the amount of grants is treated

as government grants related to income.

A government grant related to an asset is offset against the carrying amount of the related asset

or.recognised as deferred income and amortised to profit or loss over the useful life of the related

asset on a reasonable and systematic manner. A grant that compensates the Group for expenses or

losses already incurred is recognised in profit or loss or offset against related expenses directly. A

grant that compensates the Group for expenses or losses to be incurred in the future is recognised as

deferred income and included in profit or loss or offset against related expenses in the periods in

which the expenses or losses are recognised.

A grant related to ordinary activities is recognised as other income or offset against related expenses

based on the economic substance. A grant not related to ordinary activities is recognised as

non-operating income.When a recognised government grant is reversed carrying amout of the related asset is adjusted if the

grant was initially recognized as offset against the carrying amount of the related asset. If there is

balance of relevant deferred income it is offset against the carrying amount of relevant deferred

income. Any excess of the reversal to the carrying amount of deferred income is recognised in profit or

loss for the current period. For other circumstances reversal is directly recognized in profit or loss for

the current period.26. Deferred tax assets and deferred tax liabilities

Income tax comprises of current tax and deferred tax. Current tax and deferred tax are recognised in

profit or loss except to the extent that they relate to transactions or items recognised directly in equity

and goodwill arising from a business combination.

Deferred tax assets and deferred tax liabilities arise from deductible and taxable temporary differences

respectively being the differences between the carrying amounts of assets and liabilities for financial

reporting purposes and their tax bases.

All the taxable temporary differences are recognized as deferred tax liabilities except for those incurred

in the following transactions:

(1) initial recognition of goodwill or assets or liabilities in a transaction that is not a business

combination and that affects neither accounting profit nor taxable profit (or deductible loss);

(2) taxable temporary differences associated with investments in subsidiaries associates and joint

ventures and the Company is able to control the timing of the reversal of the temporary difference and

it is probable that the temporary difference will not reverse in the foreseeable future.The Company recognises a deferred tax asset for deductible temporary differences deductible losses

and tax credits carried forward to subsequent periods to the extent that it is probable that future

taxable profits will be available against which deductible temporary differences deductible losses and

tax credits can be utilised except for those incurred in the following transactions:

(1) a transaction that is not a business combination and that affects neither accounting profit nor

taxable profit (or deductible loss);

(2) deductible temporary differences associated with investments in subsidiaries associates and joint

ventures the corresponding deferred tax asset is recognized when both of the following conditions are

satisfied: it is probable that the temporary difference will reverse in the foreseeable future; and it is

probable that taxable profits will be available in the future against which the temporary difference can

be utilized.

At the balance sheet date deferred tax is measured based on the tax consequences that would follow

from the expected manner of recovery or settlement of the carrying amount of the assets and liabilities

using tax rates enacted at the reporting date that are expected to be applied in the period when the

asset is recovered or the liability is settled.The carrying amount of a deferred tax asset is reviewed at each balance sheet date and is reduced to

the extent that it is no longer probable that the related tax benefits will be utilised. Such reduction is

reversed to the extent that it becomes probable that sufficient taxable profits will be available.

27. Operating leases and finance leases

A finance lease is a lease that transfers substantially all the risks and rewards incidental to ownership

of a leased asset to the lessee. An operating lease is a lease other than a finance lease.

(1)As a lessor

At the commencement of the lease term the Company recognized the aggregate of the minimum

lease receipts determined at the inception of a lease and the initial direct costs as finance lease

receivable and recognized unguaranteed residual value at the same time. The difference between the

aggregate of the minimum lease receipts the initial direct costs and the unguaranteed residual value

and the aggregate of their present value is recognized as unearned finance income. Unearned finance

income is allocated to each accounting period during the lease term using the effective interest method.Income derived from operating leases is recognized in profit or loss using the straight-line method over

the lease term. Initial direct costs are charged to profit or loss immediately.

(2)As a lessee

When the Company acquires an asset under a finance lease the asset is measured at an amount

equal to the lower of its fair value and the present value of the minimum lease payments each

determined at the inception of the lease. At the commencement of the lease term the minimum lease

payments are recorded as long-term payables. The difference between the carrying amount of the

leased assets and the minimum lease payments is accounted for as unrecognized financial charges.Initial direct costs attributable to a finance lease that are incurred by the Company are added to the

carrying amount of the leased asset. Unrecognized finance charges arising from a finance lease are

recognized using an effective interest method over the lease term. Depreciation is accounted for in

accordance with the accounting policies of fixed assets.Rental payments under operating leases are recognized as part of the cost of another related asset

or as expenses on a straight-line basis over the lease term. Initial direct costs are charged to profit

or loss immediately.

(3) Rental concessions caused by the COVID-19

For rental concessions such as rent remission and deferred payment reached between the Company

and the lessor on the existing lease contracts directly caused by the COVID-19 and if the following

conditions are met the Company adopts a simplified method for the rental of buildings category:

①The lease consideration after the concession is reduced or the same from that before the

concession where the lease consideration is not discounted or discounted at the discount rate before

the concession;

②The concession applies only to lease payments payable prior to June 30 2021;

③Taking both qualitative and quantitative factors into account it is determined that there are no

material changes to the other terms and conditions of the lease.The Group does not evaluate whether a lease change has occurred.When the Group is a lessee the Group continues to include the original contract rent in the related

asset costs or expenses in accordance with the method consistent with the pre-concession for

operating leases. In the event of rent relief the Group shall write down costs or expenses during the

relief period by using the rent relief as a rent and if the rent is deferred the Group shall recognize the

rent payable as payable during the original payment period and write down the amount of payable

recognized in advance at the time of actual payment. For financial leases the Group continues to

recognize unrecfined financing expenses as current financing expenses at a discount rate consistent

with the pre-concession rate and continues to provide subsequent measures such as depreciation of

financing leased assets in accordance with the method consistent with the pre-concession. In the

event of rent relief the Group shall take the rent reduction as the rent or have rent in the event of the

termination of the original rent payment obligations such as the agreement to reduce the cost of

assets or expenses and adjust the long-term payables accordingly in accordance with the discount

rate before the discount rate discounted into the current profit and loss should also adjust the

unrefired financing costs;

When the Group is a lessor the Group continues to recognize the original contract rent as rental

income in accordance with the method consistent with the previous reduction for operating leases. In

the event of rent relief the Group shall use the reduced rent as a rent on a nature basis to reduce

rental income during the relief period and if the rent is deferred the Group shall recognize the rent due

during the original collection period as receivable and when actually received write down the amounts

receivable recognized in the previous period. For financial leases the Group continues to recognize

unreal financial gains as lease income at the lease inclusion rate consistent with the pre-reduction rate.In the event of rent relief the Group shall take the rent reduction as the ortnance rent and when it

abandons the original rent collection right such as reaching a reduction agreement the portion of the

original confirmed lease income shall be deducted from the investment income and the long-term

receivables shall be adjusted accordingly and if the discount rate before the reduction is included in

the current profit or loss the unrealed financing income shall also be adjusted;

28. Maintenance funds

The Group collects the maintenance funds from owners as the certain proportion of the sales amount

when selling commercial housing. It shall be included in the long-term accounts payable. The

maintenance funds will reduce when it is delivered to the land and housing administration.

29. Quality deposit

The quality deposit is based on the proportion of the construction and installation and the term of

paymentwhich is ruled in the contracts. It is deducted from the construction payables and classified as

accounts payable. Maintenance costs due to quality during the warranty period are directly expensed

under this account and will be eliminated when the warranty period ends.

30. Significant accounting estimates and judgments

Estimates as well as underlying assumptions involved are reviewed on an ongoing basis based on

historical experience and other factors including reasonableness of estimation about future events.The followings are significant accounting estimations and key assumptions that have a significant risk

of causing a material adjustment to the carrying amount of assets and liabilities within the next

financial year.:

(1)Classification of financial assets

The Group’s major judgments in determining the classification of financial assets include the analysis

of business models and the characteristics of contract cash flows.

At the level of financial asset group the Group determines the business model for managing financial

assets taking into account factors such as the way to evaluate and report financial assets

performance to key managers the risks affecting financial assets performance and their management

methods and the way in which relevant business managers are paid.In assessing whether the contract cash flow of financial assets is consistent with the basic lending

arrangements the Group has the following judgments: whether the principal’s time distribution or

amount may change during the lifetime for early repayment and other reasons; whether the interest

only includes the time value of money credit risk other basic lending risks and the consideration of

cost and profit. For example does the amount of advance payment only reflect the unpaid principal

and interest based on the unpaid principal and reasonable compensation paid for the early termination

of the contract.

(2)Measurement of Expected Credit Loss of Account Receivable

The Group calculates the expected credit losses of accounts receivable by default risk exposure and

expected credit losses rate of accounts receivable and determines the expected credit losses rate

based on default probability and default loss rate. In determining the expected credit losses rate the

Group uses internal historical credit loss and other data and adjusts the historical data with current

situation and forward-looking information. In considering forward-looking information the indicators

used by the Group include the risks of economic downturn external market environment technological

environment and changes in customer conditions. The Group regularly monitors and reviews

assumptions related to the calculation of expected credit losses.

(3) Deferred tax assets

Deferred tax assets relating to certain temporary differences and tax losses are recognised as

management considers it is probable that future taxable profit will be available against which the

temporary differences or tax losses can be utilised. The management needs significant judgment to

estimate the time and extent of the future taxable profits and tax planning strategy to recognise

the appropriate amount of deferred income tax assets.

(4)The provision of land appreciation tax

The Group is subject to land appreciation tax (“LAT”). The Group recognised LAT based on

management’s best estimates however LAT is recognised by tax authorities according to the

interpretation of the tax rules. The final tax outcome could be different from the amounts that were

initially recorded and these differences will impact tax provision in periods in which such taxes have

been finalised with local tax authorities.

(5) Determination of fair value of unlisted equity investment

The fair value of an unlisted equity investment is the future cash flow discounted from the current

discount rate of a project with similar terms and risks. This valuation requires the group to estimate

future cash flows and discount rates. Therefore it causes high uncertainty. In same cases there is

insufficient information to determine fair value or the distribution of possible estimates is wide. On the

contrary the cost represents the best estimate of fair value within that range. As a whole the cost can

represent the appropriate estimate of fair value within that range.

31. Changes in significant accounting policies accounting estimates and correction of errors in prior

periods

(1) Provisions Changes in significant accounting policies

①New revenue accounting policy

In 2017 the Ministry of Finance promulgated Enterprise Accounting Standards No. 14 - Revenue

(Amendment) (hereinafter referred to as the "New Revenue Standards") which requires companies

listed in China to take effect from January 1 2020. The Group has implemented the above-mentioned

new revenue standards as required from 1 January 2020 and the Group has implemented the

above-mentioned standards as of 1 January 2020 with adjustments to the relevant elements of its

accounting policies.The Group has fulfilled its contractual performance obligation to recognize revenue when the customer

takes control of the goods or services in question. When certain conditions are met the Group is

performing its performance obligations within a certain period of time otherwise it is performing its

performance obligations at a certain point in time. If the contract contains two or more performance

obligations the Group shall at the beginning of the contract allocate the transaction price to each

individual performance obligation in proportion to the relative selling price of the goods or services

promised by each individual performance obligation and measure the income at the transaction price

allocated to each individual performance obligation.The Group adjusted relevant accounting policies in accordance with the specific provisions of the new

revenue standards on specific matters or transactions for example: contractual cost quality assurance

distinction between principal and agent sales with sales return clauses additional purchase options

intellectual property license repurchase arrangement advances from customers and handling of initial

fee without refund etc.The Group has the right to receive consideration by transferring goods to customers and this right

depends on factors other than the passage of time as contractual assets. The Group’s obligation to

transfer goods to customers for consideration received or receivable from customers is listed as

contractual liabilities.

Based on the cumulative impact of the initial implementation of the new revenue standards the Group

adjusted its retained earnings at the beginning of 2020 and other related items in the financial

statements without adjusting for comparative financial statement data. The Group adjusts the Group's

retained earnings at the beginning of 2020 and the amount of other related items in the financial

statements only for cumulative impact on contracts not completed as at 1 January 2020.The content and reason of the accounting policy

change

Affected report items

Affected amount

(1/1/2020)

As a result of the implementation of the new

revenue guidelines the Group reclassified the sale of

goods and services-related sales and pre-receivables

related to the provision of services to contractual

liabilities.。

Contractual liabilities 147479218.39

Advance form customers -153363826.53

Other current liabilities 5884608.14

The impact of the implementation of the new income standards on items related to the 2020 financial

statements compared to the original income standards is as follows:

Affected balance sheet items

Affected amount

(31/12/2020)

Contractual liabilities 196786977.19

Advance form customers -205704004.26

Other current liabilities 8917027.07

Adjustment statement

The implementation of the new revenue guidelines with the transfer of control as the point of revenue

recognition will not result in a significant change in the way the company's revenue is recognized.(2) The Ministry of Finance issued the "Notice on the issuance of accounting treatment of COVID-19 for

Rental Concessions" (Finance and Accounting [2020] No. 10) in June 2020 with the option of adopting a

simplified method in accordance with the accounting treatment of COVID-19 for rental concessions.The Group has not chosen to adopt a simplified approach to this provision and therefore the provision

has not had a material impact on the Group's financial position and results of operations.

(2)At the first implementation of the new financial instrument standards the situation to adjust the

relevant items of the financial statements at the beginning of the first implementation year is as follow:

Consolidated balance sheet

Category As at 31/12/2019 As at 1/1/2020

Adjusted

amount

Current Assests:

Cash at bank and on hand 2511140445.35 2511140445.35 -

Accounts receivable 62059055.68 62059055.68 -

Prepayments 219948.17 219948.17 -

Other receivables 28275228.26 28275228.26 -

including: interest receivable - - -

Dividends receivable 1052192.76 1052192.76 -

Inventory 1462229048.18 1462229048.18 -

Other current assets 102781855.48 102781855.48 -

Total current assets 4166705581.12 4166705581.12 -

Non-current assets: -

Long-term equity investments 469838.65 469838.65 -

Investment in other equity instruments 33126730.04 33126730.04 -

Investment properties 632241900.20 632241900.20 -

Fixed assets 30522035.11 30522035.11 -

Long-term deferred expenses 162125.72 162125.72 -

Deferred tax assets 46441325.25 46441325.25 -

Total non-current assets 742963954.97 742963954.97 -

Total assets 4909669536.09 4909669536.09 -

Current liabilities:

Short-term borrowing 51647260.17 51647260.17 -

Accounts payable 244224478.46 244224478.46 -

Advances from customers 159482510.43 6118683.90 -153363826.53

Contractual liabilities 147479218.39 147479218.39

Employee benefits payable 53909576.49 53909576.49 -

Taxes payable 585700815.36 585700815.36

Other payables 277319174.53 277319174.53

including: interest payable 16535277.94 16535277.94

Dividends payable - - -

Other current liabilities 5884608.14 5884608.14

Category As at 31/12/2019 As at 1/1/2020

Adjusted

amount

Total current liabilities 1372283815.44 1372283815.44 -

Non-current liabilities: -

Long-term payables 7499192.92 7499192.92 -

Deferred tax liabilities 4903293.58 4903293.58 -

Total non-current liabilities 12402486.50 12402486.50 -

Total liabilities 1384686301.94 1384686301.94 -

Equity 1011660000.00 1011660000.00 -

Capital accumulation 978244910.11 978244910.11 -

Other comprehensive benefits 20831004.13 20831004.13 -

Surplus accumulation 191222838.94 191222838.94 -

Profits are not distributed 1464915816.81 1464915816.81 -

Total shareholders' equity attributable to

the parent company

3666874569.99 3666874569.99 -

Minority shareholders' equity -141891335.84 -141891335.84 -

Total shareholders' equity 3524983234.15 3524983234.15 -

Total liabilities and shareholders'

equity

4909669536.09 4909669536.09 -

Balance sheet of parent company

Category As at 31/12/2019 As at 1/1/2020 Adjustments

Current Assets:

Cash at bank and in hand 1967688122.55 1967688122.55 -

Accounts receivable 156935.84 156935.84 -

Prepayments 200000.00 200000.00 -

Other receivables 835275498.69 835275498.69 -

including: interest receivable - - -

Dividends receivable - - -

Inventory 419453091.86 419453091.86 -

Other current assets 407560.64 407560.64 -

Total current assets 3223181209.58 3223181209.58 -

Non-current assets:

Long-term equity investments 150676516.92 150676516.92 -

Investment in other equity instruments 13229501.03 13229501.03 -

Investment real estate 522038731.16 522038731.16 -

Fixed assets 19586720.47 19586720.47 -

Long-term deferred expenses s 162125.72 162125.72 -

Deferred income tax assets 20975294.54 20975294.54 -

Total non-current assets 726668889.84 726668889.84 -

Total assets 3949850099.42 3949850099.42 -

Current liabilities: -

Short-term borrowing - - -

Category As at 31/12/2019 As at 1/1/2020 Adjustments

Accounts payable 103915931.14 103915931.14 -

Pre-receivables 59409454.38 - -59409454.38

Contractual liabilities 56580432.74 56580432.74

Payable to employees 25544403.23 25544403.23 -

Taxes payable 143434273.95 143434273.95

Other payables 190666487.82 190666487.82 -

including: interest payable 16535277.94 16535277.94 -

Dividends payable - - -

Other current liabilities 2829021.64 2829021.64

Total current liabilities 522970550.52 522970550.52 -

Non-current liabilities: -

Long-term payables - - -

Deferred income tax liabilities 1295046.51 1295046.51 -

Total non-current liabilities 1295046.51 1295046.51 -

Total liabilities 524265597.03 524265597.03 -

Share capital 1011660000.00 1011660000.00 -

Capital reserve 964711931.13 964711931.13 -

Other comprehensive income 922125.77 922125.77 -

Surplus reserve 168093225.53 168093225.53 -

Retained earnings 1280197219.96 1280197219.96 -

Total equity attributable to

shareholders of the Company

3425584502.39 3425584502.39

-

Non-controlling interests - - -

Total shareholders' equity 3425584502.39 3425584502.39 -

Total liabilities and shareholders'

equity

3949850099.42 3949850099.42

-

Adjustment statement

According to the company's revenue recognition principle the company will not form "contract assets"

after the implementation of the "New Revenue accounting Policy" and the impact of the financial

reporting data mainly involves the reclassification between the three accounts of "contract liabilities"

"Advances from customers" and "other current liabilities".

IV. Taxation

1. Main types of taxes and corresponding tax rates

Tax type Tax basis Tax rate%

VAT Taxable income 9653

Land appreciation tax

It shall be levied on the basis of the value-added value

of the real estate transferred and the prescribed tax rate

and paid in advance according to the type of real estate

product

Four progressive rates of

excess rate : 304050 60

Property tax The original value of house deducts 30% 1.2

City maintenance and

construction tax

Turnover tax payable 7

Education surcharge Turnover tax payable 3

Local education surcharge Turnover tax payable 2

Corporate income tax Taxable profits 2516.5

Description of VAT rates for different businesses:

The group is engaged in real estate development property management Construction in process and

other business income "notice on the pilot of replacing business tax with VAT" (Caishui [201636]) and

other relevant provisions. Since May 1 2016 the group's VAT taxable items and tax rates are shown

in the following table:

Type of revenue Tax Tax rate%

Sales of properties Simply filing return 5

Construction installation income Simply filing return 93

Rental income of Property Simply filing return 5

Income of Property Management Filing return generally 6

Description of enterprise income tax rates of different tax payers:

The corporate income tax rate is 25% for companies incorporated in China and 16.5% for companies

incorporated in Hong Kong.

2 tax concessions and approval

The Corporate income tax rate of HuaZhan Supervision and Shantou Songshan Company the

subsidiaries of the Group shall be subject to the preferential tax rate of 20% for small micro-profit

enterprises.V. Notes to the consolidated financial statements

1. Cash at bank and in hand

Item

As at 31/12/2020 As at 31/12/2019

Foreign

currency

amount

Exchange

rate

RMB

equivalent

Foreign

currency

amount

Exchange

rate

RMB

equivalent

Cash in hand: -- -- 61121.83 -- -- 66252.42

RMB -- -- 61121.83 -- -- 66252.42

Cash at bank: -- -- 1026042804.99 -- -- 1493123507.93

RMB -- -- 1019343085.65 -- -- 1485217117.53

USD 20831.05 6.5249 135920.52 5532.95 6.9762 38598.97

HKD 7798819.95 0.84164 6563798.82 8783167.25 0.89578 7867791.43

Including:

Deposits in finance

company

-- -- -- -- -- --

Other monetary

funds:

-- -- 1661361143.19 -- -- 1017950685.00

RMB -- -- 1661361143.19 -- -- 1017950685.00

Total -- -- 2687465070.01 -- -- 2511140445.35

Including: Total

overseas deposits

-- -- 6699719.34 -- -- 7936545.69

Note: At the end of the period RMB 1661361143.19 in Other monetary funds was a seven-day

notice deposit of which the principal amount was RMB1643000000.00 and interest was

RMB18361143.19.

2. Bills receivable

Bills type

2020.12.31 2019.12.31

Book balanc

e

Bad debt pr

eparation

Book value

Book

balance

Bad debt

preparation

Book value

Bank Acceptance

Bill

- - - - - -

Commercial

Acceptance Bill

37303205.62 1865160.28 35438045.34

- - -

Total 37303205.62 1865160.28 35438045.34 - - -

Notes:

(1) At the year ended there is no a pledge of notes receivable.

(2) Outstanding endorsed or discounted bills that have not matured at the end of the year:

Type Amount derecognized at year end

Amount not-derecognized at year

end

Bank Acceptance Bill - -

Commercial Acceptance Bill - 30068561.31

Total - 30068561.31

(3) At the year ended there is no bills transferred to accounts receivable due to non-performance of the

issuers.(4) According to the method classification of the provision of bad debt.

Type

2020.12.31 2019.12.31

Book balance Bad debt preparation Book value Book balance Bad debt preparation

Book

value

Amount Rate(%) Amount

Expected

credit loss

rate

(%)

Amount Rate (%) Amount

Expected

credit loss

rate

(%)

Amount value

Provision made

individually

--- --- --- --- --- --- --- --- --- ---

Collectively

assessed for

impairment based on

credit risk

characteristics

--- --- --- --- --- --- --- --- --- ---

including:

Bank Acceptance

Bill

--- --- --- --- --- --- --- --- --- ---

Commercial

Acceptance Bill

37303205.62 100.00 1865160.28 5.00 35438045.34

-- -- -- -- --

Total 37303205.62 100.00 1865160.28 5.00 35438045.34 -- -- -- -- --

Collectively assessed for impairment based on credit risk characteristics:

Commercial Acceptance Bill

Category

2020.12.31 2019.12.31

Bill receivable

Bad debt pr

eparation

Expected

credit loss

rate(%)

Bill receivable

Bad debt

preparation

Expected

credit loss

rate(%)

Within 1 year 37303205.62 1865160.28 5.00 --- --- ---

Total 37303205.62 1865160.28 5.00 --- --- ---

(5) Additions recoveries or reversals of provision for bad and doubtful debts during the year

Category Provision of bad debt

2019.12.31 ---

Additions 1865160.28

Recoveries ---

Written-off ---

Reversals ---

Others ---

2020.12.31 1865160.28

3. Accounts receivable

(1) Accounts receivable by aging

Aging As at 31/12/2020 As at 31/12/2019

Within 1 year 61614768.47 65195782.66

1 to 2 years --- 66518.00

2 to 3 years 66518.00 --

More than 3 years 24688143.06 24956115.96

Subtotal 86369429.53 90218416.62

Less: provision for bad and doubtful debts 26778485.47 28159360.94

Total 59590944.06 62059055.68

(2)Accounts receivable by category

Item

As at 31/12/2020

Book balance

Provision for bad and doubtful

debts

Carrying amount

Book value

Proportion

(%)

Book value

Expected credit

loss(%)

Provision assessed for

impairment individually

24688143.06 28.58 24688143.06 100.00 -

Item

As at 31/12/2020

Book balance

Provision for bad and doubtful

debts

Carrying amount

Book value

Proportion

(%)

Book value

Expected credit

loss(%)

Collectively assessed for

impairment based on credit

risk characteristics

61681286.47 71.42 2090342.41 3.39 59590944.06

Including:

Accounts receivable from

sales of properties

11114285.60 12.87 555714.28 5.00 10558571.32

Accounts receivable from

other customers

50567000.87 58.55 1534628.13 3.03 49032372.74

Total 86369429.53 100.00 26778485.47 31.00 59590944.06

Continued

Item

As at 31/12/2019

Book balance Provision for bad and doubtful debts

Carrying amount

Book value Proportion(%) Book value

Expected

credit loss(%)

Provision assessed for

impairment individually

24866900.27 27.56 24866900.27 100.00 --

Collectively assessed for

impairment based on credit

risk characteristics

65351516.35 72.44 3292460.67 5.04 62059055.68

Including::

Accounts receivable from

sales of properties

10761284.37 11.93 538064.22 5.00 10223220.15

Accounts receivable from

other customers

54590231.98 60.51 2754396.45 5.05 51835835.53

Total 90218416.62 100.00 28159360.94 31.21 62059055.68

Provision assessed for impairment individually:

Item

As at 31/12/2020

Book balance

Provision for bad

and doubtful debts

Expected credit

loss (%)

Rationale of

provision

Agent business payment of

import and export

11574556.00 11574556.00 100.00

Expected to be not

recoverable

Long-term accounts

receivable from sales of

proproties

10132205.24 10132205.24 100.00

Expected to be not

recoverable

Accounts receivable from

revoked subsidaries

2328158.40 2328158.40 100.00

Expected to be not

recoverable

Other customers 653223.42 653223.42 100.00

Expected to be not

recoverable

Total 24688143.06 24688143.06 100.00

Continued

Item

As at 31/12/2019

Book balance

Provision for bad

and doubtful debts

Expected credit

loss (%)

Rationale of

provision

Agents’ payment of import

and export

11574556.00 11574556.00 100.00

Expected to be not

recoverable

Long-term accounts

receivable from sales of

properties

10626436.84 10626436.84 100.00

Expected to be not

recoverable

Accounts receivable from

revoked subsidaries

2328158.40 2328158.40 100.00

Expected to be not

recoverable

Other customers 337749.03 337749.03 100.00

Expected to be not

recoverable

Total 24866900.27 24866900.27 100.00

Collectively assessed for impairment based on credit risk characteristics:

Accounts receivable from sales of properties

Aging

2020.12.31 2019.12.31

Accounts rec

eivable

Provision for

bad debt

Expected

credit loss(%)

Accounts

receivable

Provision for

bad debt

Expected

credit loss(%)

Within 1 year 11114285.60 555714.28 5.00 10690000.00 534500.00 5.00

1-2 year -- -- -- 71284.37 3564.22 5.00

Total 11114285.60 555714.28 5.00 10761284.37 538064.22 5.00

Accounts receivable from other customers

Aging

2020.12.31 2019.12.31

Accounts rec

eivable

Provision for

bad debt

Expected

credit loss(%)

Accounts

receivable

Provision for

bad debt

Expected

credit loss(%)

Within 1 year 50500482.87 1531302.23 3.03 54590231.98 2754396.45 5.05

1-2 year 66518.00 3325.90 5.00 -- -- --

Total 50567000.87 1534628.13 3.03 54590231.98 2754396.45 5.05

(3)Additions recoveries or reversals of provision for bad and doubtful debts during the year

Item Provision for bad and doubtful debts

As at 31/12/2019 28159360.94

Adjustment amount for the first implementation of the new

financial instrument accounting policy

--

As at 1/1/2020 28159360.94

Provision -1380875.47

Recovery or reversals --

Written-off --

2020.12.31 26778485.47

(4)Top 5 entities with the largest balances of account receivables

Entity name

Book value a percentage of the

total balance at the

end of the accounts

receivable (%)

Provision for bad

and doubtful

debts

Closing balance Closing balance

Wuhan 2049 Poly Real Estate Development Co.Ltd

33009906.00 38.22 1650495.30

Wuhan Yutian Xingye Land Co. Ltd 5877079.73 6.80 293853.99

Hubei Chuheng Real Estate Co. Ltd 3874836.00 4.49 193741.80

Wuhan Anke United Real Estate Co. Ltd 1940032.59 2.25 97001.63

Daxing Auto Parts Co. Ltd 1912353.37 2.21 95617.67

Total 46614207.69 53.97 2330710.38

(5)At the end of the year 2020 the group has handled the factoring of accounts receivable(RMB

49686095.76) corresponding to the book value of accounts receivable RMB49686095.76 which has

not been terminated for recognition. The detail is set out in note V. 45.

4. Prepayments

(1) The aging analysis of prepayments is as follows:

Aging

As at 31/12/2020 As at 31/12/2019

Amount Proportion(%) Amount Proportion(%)

Within 1 year 3004771.47 93.74 19398.17 8.82

1 to 2 years 213.04 0.01 200000.00 90.93

2 to 3 years 200000.00 6.23 -- --

More than 3 years 550.00 0.02 550.00 0.25

Total 3205534.51 100.00 219948.17 100.00

(2)Top 5 entities with the largest balances of prepayment

The total amount of prepayment is RMB 3205534.51 accounting for 100.00% of the total amount of

the closing balance of prepayment.

5.Other receivables

Item As at 31/12/2020 As at 31/12/2019

Interest receivables -

Dividend receivables 1052192.76 1052192.76

Other receivables 31692851.08 27223035.50

Total 32745043.84 28275228.26

(1) Dividend receivables

Item As at 31/12/2020 As at 31/12/2019

Yunnan KunPeng Flight service Co. Ltd 1052192.76 1052192.76

Less:Provision for bad and doubtful debts -- --

Total 1052192.76 1052192.76

Including: significant dividends receivable aging over 1 year:

Item As at 31/12/2020 Aging

Reason for

uncollected

Any impairment

and the basis

Yunnan KunPeng Flight service Co. Ltd 1052192.76 5 years Delay to issue None

(2) Other receivables

①Other receivables by aging

Aging As at 31/12/2020 As at 31/12/2019

Within 1 year 29101943.94 20256667.46

1 to 2 years 724840.46 5670455.80

2 to 3 years 266855.66 --

More than 3 years 196836127.29 196658114.17

Subtotal 226929767.35 222585237.43

Less:Provision for bad and doubtful debts 195236916.27 195362201.93

Total 31692851.08 27223035.50

②Other receivables by category

Item

As at 31/12/2020 As at 31/12/2019

Book value

Provision for

bad and

doubtful debts

Carrying

amount

Book value

Provision for

bad and

doubtful debts

Carrying

amount

Amount receivables

from government

553009.68

-- 553009.68 4371247.34 -- 4371247.34

Amount receivables

from petty cash

364674.25

-- 364674.25 716684.01 -- 716684.01

Amount receivables

from the collecting and

paying on another's

behalf

665251.08

-- 665251.08 594012.08 -- 594012.08

Amount receivables

from current account

63398344.58

33288428.51 30109916.07 56713292.62 35639303.91 21073988.71

Amount receivables

from related parties

161948487.76

161948487.76 -- 160190001.38 159722898.02 467103.36

Total 226929767.35 195236916.27 31692851.08 222585237.43 195362201.93 27223035.50

③ Provision for bad and doubtful debts

As at 31/12/2020 there are the provisions for bad debts in the first stage :

Category

Book

balance

12-month

expected credit

loss(%)

Provision for bad

and doubtful

debts

Carrying

amount

Reasons

Collectively assessed for impairment based

on credit risk characteristics

Amount receivables from government 553009.68 -- -- 553009.68

Amount receivables from petty cash 364674.25 -- -- 364674.25

Amount receivables from the collecting and

paying on another's behalf

665251.08 -- -- 665251.08

Amount receivables from current account 31694648.48 5.00 1584732.41 30109916.07

Category

Book

balance

12-month

expected credit

loss(%)

Provision for bad

and doubtful

debts

Carrying

amount

Reasons

Amount receivables from related parties -- -- -- --

Total 33277583.49 4.76 1584732.41 31692851.08

As at 31/12/2020 there is no interest receivable dividends receivable and other receivables in the

second stage.

As at 31/12/2020 there are the provisions for bad debts in the third stage :

Category

Book

balance

To lifetime expected

credit loss

Provision for

bad and

doubtful debts

Carrying

amount

Reasons

Provision assessed for

impairment individually

Other receiables from revoked

subsidaries

3275882.44 100.00 3275882.44 --

Expected to be not

recoverable

Other receiables from existed

subsidaries

190376301.42 100.00 190376301.42 --

Expected to be not

recoverable

Including:Other receivables

from related parties

161948487.76 100.00 161948487.76 --

Expected to be not

recoverable

Total 193652183.86 100.00 193652183.86 --

As at 31/12/2019,Provision for bad and doubtful debts:

There were bad debt provisions in the first stage:

Category

Book

balance

12-month

expected credit

loss(%)

Provision for

bad and

doubtful debts

Carrying amount Reasons

Collectively assessed for impairment

based on credit risk characteristics

Amount receivables from government 4371247.34 -- -- 4371247.34

Amount receivables from petty cash 716684.01 -- -- 716684.01

Amount receivables from the

collecting and paying on another's

behalf

594012.08 -- -- 594012.08

Amount receivables from current

account

22183146.01 5.00 1109157.30 21073988.71

Amount receivables from related

parties

491687.74 5.00 24584.38 467103.36

Total 28356777.18 4.00 1133741.68 27223035.50

As at 31 December 2019 there was no interest receivable dividends receivable and other receivables

in the second stage.

As of December 31 2019 there were bad debt provisions in the third stage:

Category

Book

balance

To lifetime expected

credit loss

Provision for

bad and

doubtful debts

Carrying

amount

Reasons

Provision assessed for

impairment individually

Category

Book

balance

To lifetime expected

credit loss

Provision for

bad and

doubtful debts

Carrying

amount

Reasons

Other receiables from revoked

subsidaries

3838281.67 100.00 3838281.67 --

Expected to be not

recoverable

Other receiables from existed

subsidaries

190390178.58 100.00 190390178.58 --

Expected to be not

recoverable

Including: Other receivables

from related parties

159698313.64 100.00 159698313.64 --

Expected to be not

recoverable

Total 194228460.25 100.00 194228460.25 --

④ Additions recoveries or reversals of provision for bad and doubtful debts during the year

Provision for bad and

doubtful

The first stage The second stage The third stage

Total To 12-month

expected credit

loss

To lifetime expected

credit loss (no credit

impairment)

To lifetime expected

credit loss (has

occurred credit

impairmen)

Balance as at 31/12/2019 1133741.68 -- 194228460.25 195362201.93

Balance as at 31 December

2019 in the current period

Move on to the second stage

-- -- -- --

Move on to the third stage -- -- -- --

Turn back to the second stage -- -- -- --

Turn back to the first stage -- -- -- --

Provision 450990.73 -- -576276.39 -125285.66

Recovery -- -- -- --

Reversals -- -- -- --

Other changes -- -- -- --

Balance as at 31/12/2020 1584732.41 -- 193652183.86 195236916.27

⑤There were no other receivables written off in the current period.⑥Top 5 entities with the largest balances of other receivables

Name of Entity Nature Amount Aging

Proportion

of the

amount to

the total

OR (%)

Bad debt

provision

Canada Great

Wall( Vancouver) Co.Ltd

Related party transactions

89035748.07

More than 5

years

39.23 89035748.07

Paklid Limited Related party transactions

18870785.54

More than 5

years

8.32 18870785.54

Bekaton property Limited Related party transactions

12559290.58

More than 5

years

5.53

12559290.58

Guangdong province

Huizhou Luofu Hill Mineral

Water Co.Ltd

Related party transactions

10465168.81

More than 5

years

4.61 10465168.81

Xi’an Fresh Peak Property

Trading Co. Ltd

Related party transactions 8419205.19

More than 5

years

3.71 8419205.19

Total -- 139350198.19 -- 61.40 139350198.19

6. Inventories

(1)Categories of inventory

Item

As at 31/12/2020 As at 31/12/2019

Book value

Provision for

impairment of

inventories

Carrying amount Book value

Provision for

impairment

of inventories

Carrying amount

Real estate development projects

Developing

costs

556589091.25 -- 556589091.25 400425673.85 -- 400425673.85

Developed

products

659403711.71 268941.60 659134770.11 1060130671.64 268941.60 1059861730.04

Subtotal 1215992802.96 268941.60 1215723861.36 1460556345.49 268941.60 1460287403.89

Non real estate development projects

Raw material 873107.59 240000.00 633107.59 882857.81 240000.00 642857.81

Finished

products

631926.30 38891.91 593034.39 317200.81 38891.91 278308.90

Construction

in progress

3514109.22 - 3514109.22 1020477.58 -- 1020477.58

Subtotal 5019143.11 278891.91 4740251.20 2220536.20 278891.91 1941644.29

Total 1221011946.07 547833.51 1220464112.56 1462776881.69 547833.51 1462229048.18

(2)Provision for impairment of inventories

Category

As at

1/1/2020

Additions during

the year

Provision others

Written back during the year

As at

31/12/2020 Reversals or

write-off

others

Real estate development

projects

Developed products 268941.60 -- -- -- 268941.60

Non real estate development

projects

Raw material 240000.00 -- -- -- 240000.00

Finished products 38891.91 -- -- -- 38891.91

Total 547833.51 -- -- -- 547833.51

Provision for impairment of inventories (continued)

Item

The basis for determining the net realizable

value/residual consideration and the costs to be

incurred

The cause of inventory

depreciation provision for the

current period

Developing costs

The estimated selling price of the inventory minus the

estimated costs upon completion the estimated selling

expenses and the related taxes

--

Developed products

The estimated selling price of the inventory less the

estimated selling cost and related taxes

--

Raw materials

The estimated selling price of the inventory minus the

estimated costs upon completion the estimated selling

expenses and the related taxes

--

Item

The basis for determining the net realizable

value/residual consideration and the costs to be

incurred

The cause of inventory

depreciation provision for the

current period

Finished products

The estimated selling price of the inventory less the

estimated selling cost and related taxes

--

Construction in progress

The estimated selling price of the inventory minus the

estimated costs upon completion the estimated selling

expenses and the related taxes

--

(3)Note of the capitalized amount of borrowing costs in the ending inventory balance:

As at 31/12/2020 the Group's inventory balance contains the amount capitalized on the borrowing costs

with RMB 3497172.46 (As at 31/12/2019 RMB 4910251.90).

(4)Developing costs

Ttem

Starting

time

Finished

time

Estimated

total

investment

As at 31/12/2020 As at 31/12/2019

Provision for

inventory

devaluation

ShanTou Fresh

Peak Building

-- -- -- 25291908.11 25291908.11 --

TianYue Bay No.2 2015 2021 65485.00 531297183.14 375133765.74 --

Total 556589091.25 400425673.85 --

(5)Developed products

Item

Finished

time

As at 1/1/2020 Increase Decrease As at 31/12/2020

Provision

for

inventory

devaluation

Jinye Island Multi-tier

villa

1997 39127219.14 -- -- 39127219.14 --

Jinye Island villa

No.10

2010 3527928.93 1923416.41 63968.63 5387376.71 --

Jinye Island villa

No.11

2008 4341162.49 -- 2007881.07 2333281.42 --

YueJing dongfang

Project

2014 7846006.07 -- 118459.23 7727546.84 --

Wenjin Garden 92212.77 -- 69014.40 23198.37 --

HuaFeng Building 1631743.64 -- -- 1631743.64 --

HuangPu XinCun 729430.00 - 589430.00 140000.00 --

XingHu Garden 156848.69 -- -- 156848.69 --

Shenfang Shanglin

Garden

2014 10206656.46 -- -- 10206656.46 268941.60

Beijing Fresh Peak

Buliding

304557.05 -- -- 304557.05 --

TianYue Bay No.1 2017 475748123.14 - 140727414.13 335020709.01 --

Shengfang CuiLin

Building

2018 99946066.54 - 44162300.76 55783765.78 --

Chuanqi Donghu 2019 416472716.72 - 213123315.79 203349400.93 --

Total 1060130671.64 1923416.41 402650376.34 659403711.71 268941.60

7、Other non-current assets

Item As at 31/12/2020 As at 31/12/ 2019

Income tax prepaid or overpaid 68880760.27 84000516.75

VAT prepaid 25577294.63 10211601.86

Deductible input VAT 4741378.98 4741727.70

LAT prepaid 2083793.61 2617779.37

Business tax prepaid 312287.17 353427.19

Others 1311620.13 856802.61

Total 102907134.79 102781855.48

8、Long-term equity investments

Investee

Balance

as at 31/12/2019

Movements during the year

Balance as at

31/12/2020

Balance of

provision for

impairment as

at 31/12/2020

Additional

investment

Reduce

investment

Investment

gains and

losses

confirmed

by the

equity

method

Adjustment of

other

comprehensive

income

Changes

in other

equity

The

issuance

of profit

Impairment Other

① Joint ventures

Guangdong province

Huizhou Luofu Hill Mineral

Water Co.Ltd

9969206.09 -- -- -- -- -- -- -- -- 9969206.09 9969206.09

Fengkai Xinhua Hotel 9455465.38 -- -- -- -- -- -- -- -- 9455465.38 9455465.38

Subtotal 19424671.47 -- -- -- -- -- -- -- -- 19424671.47 19424671.47

②Associates

Shenzhen Ronghua JiDian

Co.ltd

1546793.29 -- -- -92349.00 -- -- -- -- -- 1454444.29 1076954.64

Shenzhen Runhua

Automobile trading Co.Ltd

1445425.56 -- -- -- -- -- -- -- -- 1445425.56 1445425.56

Dongyi Real Estate Co. Ltd 30376084.89 -- -- -- -- -- -- -- -- 30376084.89 30376084.89

Subtotal 33368303.74 -- -- -92349.00 -- -- -- -- -- 33275954.74 32898465.09

③Other equity investments

Paklid Limited 201100.00 -- -- -- -- -- -- -- -- 201100.00 201100.00

Bekaton Property Limited 906630.00 -- -- -- -- -- -- -- -- 906630.00 906630.00

Shenzhen Shenfang

Department Store Co. Ltd.

10000000.00 -- -- -- -- -- -- -- -- 10000000.00 10000000.00

Shantou Fresh Peak

Building

58547652.25 -- -- -- -- -- -- -- -- 58547652.25 58547652.25

Investee

Balance

as at 31/12/2019

Movements during the year

Balance as at

31/12/2020

Balance of

provision for

impairment as

at 31/12/2020

Additional

investment

Reduce

investment

Investment

gains and

losses

confirmed

by the

equity

method

Adjustment of

other

comprehensive

income

Changes

in other

equity

The

issuance

of profit

Impairment Other

Guangdong Province

Fengkai Lian Feng Cement

Manufacturing Co. Ltd

56228381.64 -- -- -- -- -- -- -- -- 56228381.64 56228381.64

Jiangmen Xinjiang Real

Estate Co. Ltd

9037070.89 -- -- -- -- -- -- -- -- 9037070.89 9037070.89

Xi’an Fresh Peak Property

Trading Co. Ltd

32840729.61 -- -- -- -- -- -- -- 32840729.61 32840729.61

Subtotal 167761564.39 -- -- -- -- -- -- -- 167761564.39 167761564.39

Total 220554539.60 -- -- -92349.00 -- -- -- -- 220462190.60 220084700.95

Note:

Other equity investments are the equity of the company's subsidiaries not included in the scope of the consolidation. These subsidiaries may or have completed

the cancellation procedures but the company has not written off its long-term equity investment or they ceased operations many years ago and the company

has no longer existed the company has been unable to implement effective control over it. Refer to Note VII for details.9、Other equity instrument investments

Item As at 31/12/2020 As at 31/12/2019

Shantou Small &Medium Enterprises Financing

Guarantee Co. Ltd

13508202.32 13229501.03

Yunnan KunPeng Flight service Co.Ltd 24002658.19 19897229.01

Total 37510860.51 33126730.04

Note: Since the above equity instruments are investments that the Group plans to hold for a long time

for strategic purposes the group designates them as financial assets measured at fair value and their

changes recorded in other comprehensive income.Item

Dividend income

recognized for

the current

period

The

cumulative

gains

The

cumulative

loss

The amount of

other

comprohensive

reserve

transferred into

retained earnings

Tranfering

reasons

Shantou Small &Medium

Enterprises Financing

Guarantee Co. Ltd

599760.00 4044060.00 -- -- --

Yunnan KunPeng Flight

service Co.Ltd

-- 1653305.67 -- -- --

10. Investment properties

(1) Investment properties measured using the cost model

Item Buildings Land use rights Total

Ⅰ.Cost

1.Balance as at 31/12/2019 1043243872.75 107528851.63 1150772724.38

2.Additions during the year 11488020.87 - 11488020.87

(1)Transfers from inventory 11488020.87 -- 11488020.87

(2)Others(exchange fluctuation) -- -- --

3. Decrease during the year -- 6956189.72 6956189.72

(1)Others(exchange fluctuation) -- 6956189.72 6956189.72

4.Balance as at 31/12/2020 1054731893.62 100572661.91 1155304555.53

Ⅱ.Accumulated depreciation or amortization

1.Balance as at 31/12/2019 416148333.67 -- 416148333.67

2.Charge for the year 26117379.30 -- 26117379.30

(1)Depreciated or amortised 26117379.30 -- 26117379.30

3. Reductions during the year -- -- --

4.Balance as at 31/12/2020 442265712.97 -- 442265712.97

III.Provision for impairment

1.Balance as at 31/12/2019 14128544.62 88253945.89 102382490.51

2.Charge for the year - -

(1)Other additions(exchange fluctuation) -

3. Reductions on disposals 5709269.48 5709269.48

Item Buildings Land use rights Total

(1)Others(exchange fluctuation) 5709269.48 5709269.48

4.Balance as at 31/12/2020 14128544.62 82544676.41 96673221.03

IV.Carrying amounts

1.As at 31/12/2020 598337636.03 18027985.50 616365621.53

2.As at 31/12/2019 612966994.46 19274905.74 632241900.20

Note: The original value of land use right and the amount of the increase of the impairment provision are

caused by the exchange rate changes in the translation of foreign currency statements.

11. Fixed assets

Item As at 31/12/2020 As at 31/12/2019

Fixed assets 28039978.43 30522035.11

Fixed assets to be disposed of -- --

Total 28039978.43 30522035.11

(1) Fixed assets

①Fixed assets

Item Plant & buildings Motor vehicles

Electronic

equipment &

others

Total

Ⅰ.Cost

1.Balance as at 31/12/2018 107110751.42 10441067.49 13926522.79 131478341.70

2.Additions during the year 589430.00 185191.43 712467.41 1487088.84

(1)Purchases 185191.43 712467.41 897658.84

(2)Others 589430.00 -- -- 589430.00

3. Decrease during the year -- 184700.00 993178.34 1177878.34

(1)Disposals or written-offs -- 184700.00 993178.34 1177878.34

4.Balance as at 31/12/2020 107700181.42 10441558.92 13645811.86 131787552.20

II.Accumulated depreciation:

1.Balance as at 31/12/2019 80644047.51 8945201.13 11367057.95 100956306.59

2.Charge for the year 2875611.18 280032.75 681148.82 3836792.75

(1)Provision 2875611.18 280032.75 681148.82 3836792.75

3.Reductions for the year -- 166230.00 879295.57 1045525.57

(1)Disposal or written-offs -- 166230.00 879295.57 1045525.57

4.Balance as at 31/12/2020 83519658.69 9059003.88 11168911.20 103747573.77

III.Provision for impairment

IV.Carrying amount

1.As at 31/12/2020 24180522.73 1382555.04 2476900.66 28039978.43

2.As at 31/12/2019 26466703.91 1495866.36 2559464.84 30522035.11

12. Intangible assets

(1)Intangible assets

Item Software Total

I.Cost

1.Balance as at 31/12/2019 2241800.00 2241800.00

2.Additions during the year -- --

3.Decrease during the year -- --

4.Balance as at 31/12/2020 2241800.00 2241800.00

II.Accumulative amortisation

1.Balance as at 31/12/2019 2241800.00 2241800.00

2.Charge for the year -- --

3.Reduction for the year -- --

4.Balance as at 31/12/2020 2241800.00 2241800.00

III.Provision for impairment

IV.Carrying amount

1.As at 31/12/2020 -- --

2.As at 31/12/2019 -- --

13. Long-term deferred expenses

Item As at 31/12/2019

Additions

during the year

Decreases during the year

As at

31/12/2020 Amortisation for the

year

Others

decreases

Improvement 162125.72 -- 100458.19 -- 61667.53

Others -- -- - --

Total 162125.72 -- 100458.19 -- 61667.53

14. Deferred tax assets and deferred tax liabilities

(1) Deferred tax assets and deferred tax liabilities not offsetting

Item

As at 31/12/2020 As at 31/12/2019

(1) Deductible or

taxable temporary

differences

Deferred tax

assets/ deferred

tax liabilities

(2) Deductible or

taxable

temporary

differences

Deferred tax

assets/ deferred

tax liabilities

Deferred tax assets:

Provisions for impairment of assets 6549009.33 1637252.34 5157896.86 1289474.22

Deductible tax losses 48676321.03 12169080.25 46877417.46 11719354.37

Provision for land appreciation tax 334846723.41 83711680.85 83816495.81 20954123.95

Unrealized profits of intra-group

transactions

40305039.22 10076259.81 29309607.92 7327401.98

Arrcual of contractual cost 20603882.91 5150970.73 20603882.91 5150970.73

Sub-total 450980975.90 112745243.98 185765300.96 46441325.25

Deferred tax liabilities:

Item

As at 31/12/2020 As at 31/12/2019

(1) Deductible or

taxable temporary

differences

Deferred tax

assets/ deferred

tax liabilities

(2) Deductible or

taxable

temporary

differences

Deferred tax

assets/ deferred

tax liabilities

Interest on unexpired 18361143.19 4590285.80 3950685.00 987671.25

Changes in fair value of other equity

instruments

20046619.77 5011654.94 15662489.30 3915622.33

Sub-total 38407762.96 9601940.74 19613174.30 4903293.58

(2)Details of unrecognized deferred tax assets

Item As at 31/12/2019 As at 31/12/1918

Deductible tax losses 21878078.42 31568944.69

Bad debt provision 217879386.20 218911499.52

Provision for impairment of long-term

equity investments

220084700.95 220084700.95

Provision for impairment of investment

properties

96673221.03 102382490.51

Total 556515386.60 572947635.67

Note: Due to the uncertainty of whether sufficient taxable income can be obtained in the future there is

no confirmation of deductible temporary differences and deductible losses on deferred tax assets.

(3) Expiration of deductible tax losses for unrecognised deferred tax assets

Year As at 31/12/2020 As at 31/12/2019 Note

2020 —— 9692495.52

2021 11349323.06 11349323.06

2022 5753184.38 5753184.38

2023 4085485.24 4085485.24

2024 688456.49 688456.49

2025 1629.25 ——

Total 21878078.42 31568944.69

15. Short-term loans

(1) Short-term loans by category

Category As at 31/12/2020 As at 31/12/2019

Pledged loans 76893995.94 51647260.17

Total 76893995.94 51647260.17

Note: The loan at the end of the period is the result of the Group's application for factoring borrowings

with accounts receivable and the non-termination confirmation of the discount of commercial

acceptance bills receivable.

16. Accounts payable

Item As at 31/12/2020 As at 31/12/2019

Payable for construction 174552420.54 241850173.72

Others 2374193.74 2374304.74

Total 176926614.28 244224478.46

17. Advances from customers

Item As at 31/12/2019 As at 31/12/2018

Advances for properties —— 151031759.13

Advances for construction —— 1805298.78

Advances for Import and export agent payment 4218370.69 4218370.69

Others 1721721.46 2427081.83

Total 5940092.15 159482510.43

18、Contractual liabilities

Item 2020.12.31 2020.01.01 2019.12.31

Advances from properties sales 196619100.77 145206409.25 ——

Advances from room fees 167876.42 199135.90 ——

Advances from property management fees -- 268374.46 ——

Advances from construction -- 1805298.78 ——

Other -- -- ——

Less: Contractual liabilities that are included in

other non-current liabilities

-- -- ——

Total 196786977.19 147479218.39 ——

19. Employee benefits payable

Item

As at

31/12/2019

Accrued during

the year

Decreased

during the year

As at

31/12/2020

Short-term employee benefits 53817671.14 166271915.30 159713901.52 60375684.92

Post-employment benefits - defined

contribution plans

91905.35 5226611.98 5226368.16 92149.17

Total 53909576.49 171498527.28 164940269.68 60467834.09

(1)Short-term employee benefits

Item

As at

31/12/2019

Accrued during

the year

Decreased during

the year

As at

31/12/2020

Salaries bonus allowances 52543725.42 150532574.50 143894320.04 59181979.88

Staff welfare 37800.00 2643024.26 2643024.26 37800.00

Social insurances 1578.57 4058527.39 4058255.52 1850.44

Including:1、Medical insurance 1503.22 3700092.71 3700336.53 1259.40

2、Work-related injury insurance 591.04 5477.87 5477.87 591.04

3、Maternity insurance -515.69 352956.81 352441.12 0.00

Housing Fund 583666.83 6050015.37 6050015.37 583666.83

Labor union fees staff and workers’ 650900.32 2987773.78 3068286.33 570387.77

Item

As at

31/12/2019

Accrued during

the year

Decreased during

the year

As at

31/12/2020

education fee

Total 53817671.14 166271915.30 159713901.52 60375684.92

(2) Defined contribution plans

Item

As at

31/12/2019

Accrued during

the year

Decreased during

the year

As at

31/12/2020

Post-employment benefits 91905.35 5226611.98 5226368.16 92149.17

Including: 1.Basic pension insurance 75075.11 807634.67 807390.85 75318.93

2.Unemployment insurance 914.12 48192.64 48192.64 914.12

3.Annuity 15916.12 4370784.67 4370784.67 15916.12

Total 91905.35 5226611.98 5226368.16 92149.17

20. Taxes payable

Item As at 31/12/2020 As at 31/12/2019

Corporate income tax 116073629.88 51397791.31

Land appreciation tax 339492860.89 521540610.07

Value-added tax 2225243.79 10221416.88

Individual Income Tax 1067279.80 1049224.90

City maintenance and construction tax 240165.30 632944.99

Property tax 272984.08 262015.56

Education surcharge 180666.76 335721.66

Local education surcharge 11963.23 119929.86

Others 144853.22 141160.13

Total 459709646.95 585700815.36

21、Other payables

Item As at 31/12/2020 As at 31/12/2019

Interest payables 16535277.94 16535277.94

Dividend payables -- --

Other payables 260569851.80 260783896.59

Total 277105129.74 277319174.53

(1)Interest payables

Item As at 31/12/2020 As at 31/12/2019

Non-financial institution borrowing interest (interest

payable to parent company)

16535277.94 16535277.94

Significant overdue interest as follows:

Debtor Overdue amount Overdue reason

Shenzhen Invetment Holdings Co. Ltd. 16535277.94 Defer payment

Note: The principal of the loan was fully repaid on 22 December 2016.

(2) Other payables

Item As at 31/12/2020 As at 31/12/2019

Provision for land appreciation tax 59789921.48 59710423.57

Crrent account of related parties 18119380.19 12549466.41

Deposits 100280051.56 105828118.27

Others 82380498.57 82695888.34

Total 260569851.80 260783896.59

Including significant other payables aging over 1 year

Item Amount Reason for no repayment

Provision for land appreciation tax 59789921.48 Payment has not been settled

22、Other current liabilities

Item 2020.12.31 2020.1.1 Adjustments at the beginning 2019.12.31

Other 8917027.07 5884608.14 5884608.14 ——

Total 8917027.07 5884608.14 5884608.14 ——

Note: According to the new revenue accounting policy the VAT in the “Advances from customers”

account is recorded in the "other current liabilities" in the current period.

23. Long-term payables

Item As at 31/12/2020 As at 31/12/2019

Long-term payables 7480233.43 7499192.92

Total 7480233.43 7499192.92

(1) Long-term payables

Item As at 31/12/2020 As at 31/12/2019

Maintenance fund 7480233.43 7499192.92

24. Share capital (Unit: ten thousand shares)

Investor

As at

31/12/2019

Issued

shares

Bonus

shares

Provident fund

increase shares

Others Subtotal

As at

31/12/2020

Total number of shares 101166.00 -- -- -- -- -- 101166.00

25. Capital reserve

Item As at 31/12/2019

Additions during the

year

Reductions during the

year

As at 31/12/2020

Share premium 557433036.93 -- -- 557433036.93

Other capital reserves 420811873.18 -- -- 420811873.18

Total 978244910.11 -- -- 978244910.11

26. Other comprehensive income

Item

As at

2019.12.31

(1)

Movements during the year

As at 2019.12.31

(3)=(1)+

(2)

Before-tax

amount

Less: The current

transfer of other

comprehensive income

into profit and loss is

included in the prior

period

Less: income

tax expense

Net-of-tax amount

attributable to

shareholders of the

Company (2)

Net-of-tax amount

attributable to

non-controlling

interests

I. Items that will not be reclassified

to profit or loss

11746866.97 4384130.47 1096032.62 3288097.86 15034964.83

1. Changes in fair value of other equity

instruments

11746866.97 4384130.47 1096032.62 3288097.86 15034964.83

II.Items that may be reclassified to

profit or loss

9084137.16 4043948.14 - - 4043948.14 1733120.63 13128085.30

1. Translation differences arising from

translation of foreign currency financial

statements

9084137.16 4043948.14 4043948.14 1733120.63 13128085.30

Total 20831004.13 8428078.61 - 1096032.62 7332046.00 1733120.63 28163050.13

27. Surplus reserve

Item As at 31/12/2019

Additions during

the year

Reductions

during the year

As at 31/12/2020

Statutory surplus reserve 191222838.94 27501434.73 -- 218724273.67

Discretionary surplus reserve -- -- -- --

Total 191222838.94 27501434.73 -- 218724273.67

28. Retained earnings

Item

Year ended

31/12/2020

Year ended

31/12/2019

Appropriation or

distribution

percentage

Retained earnings as at the beginning of the year

(before adjustment)

1464915816.81 1235884122.72 --Total adjustments for opening retained earnings(“+” forincrease; “–” for decrease)

-25355845.72 --

Retained earnings as at the beginning of the year

(after adjustment)

1464915816.81 1210528277.00 --

Add: Net profits for the year attributable to shareholders

of the Company

290229772.23 552452307.59 --

Less: Appropriation for statutory surplus reserve 27501434.73 95732767.78 10.00

Dividends payable to ordinary shares 166923900.00 202332000.00 --

Retained earnings as at the year ended 1560720254.31 1464915816.81 --

29. Operating income and operating cost

(1) Operationg income and operating cost

Item

2020 2019

Revenue Cost Revenue Cost

Principal activities 1602794163.58 793896680.56 2533402850.39 944347757.51

Other operating

activities

12215550.30 11611768.12 15337469.10 13404895.03

Total 1615009713.88 805508448.68 2548740319.49 957752652.54

(2) Operating activities (classified by industries)

Industry

2020 2019

Operating income Operating cost Operating income Operating cost

Real estate 1158411393.81 387659747.71 2017872864.14 497310023.38

Construction 251454463.43 244511214.58 304837313.46 298315846.77

Property

management

151968675.51 139937487.12 157665638.01 142261602.88

Lease 63254584.48 35984852.34 86484133.79 45173891.05

Sub-total 1625089117.23 808093301.75 2566859949.40 983061364.08

Less: internal offset 22294953.65 14196621.19 33457099.01 38713606.57

Total 1602794163.58 793896680.56 2533402850.39 944347757.51

(3) Operating activities(classified by geographical areas)

Region

2020 2019

Operating income Operating cost Operating income Operating cost

Domestic: 1624250104.98 807403891.75 2566271187.43 983061364.08

Guangdong: 1613933749.67 799028972.30 2491373238.76 909413682.44

Others: 10316355.31 8374919.45 74897948.67 73647681.64

Overseas: 839012.25 689410.00 588761.97

USA 839012.25 689410.00 588761.97

Sub-total 1625089117.23 808093301.75 2566859949.40 984319212.90

Less: internal offset 22294953.65 14196621.19 33457099.01 38713606.57

Total 1602794163.58 793896680.56 2533402850.39 944347757.51

(4)the breakdown of operating income breakdown

Item

2020

total

Real estate Construction Management lease other

Principal operating

income

1158411393.81 245494191.09 140961331.35 57927247.33 1602794163.58

among: confirm at a

certain point in time

1158411393.81

1158411393.81

Confirm at a certain time 245494191.09 140961331.35 57927247.33 444382769.77

Other operating income 12215550.30 12215550.30

Total 1158411393.81 245494191.09 140961331.35 57927247.33 12215550.30 1615009713.89

30. Taxes and surcharges

Item 2020 2019

Land appreciation tax 311880157.14 725378098.62

Property tax 7554272.86 9522347.24

Urban maintenance and construction tax 5098758.97 8326655.33

Education surcharge 2261494.65 3646297.05

Local education surcharge 1372146.74 2266337.54

Embankment protection fees 1795236.14 1874192.43

Total 329962066.50 751013928.21

Note: The criteria of taxes and surcharges accrued and paid refer to Note IV. Taxation.

31. Selling and distribution expenses

Item 2020 2019

Sales agency fees and commissions 44260043.83 64830444.01

Advertising expenses 2646392.11 5292324.97

Employee benefits 6493766.61 4002688.15

Business expenses 2131882.24 935889.90

Others 457312.43 4418906.99

Total 55989397.22 79480254.02

32. General and administrative expenses

Item 2020 2019

Employee benefits 64704357.03 49342369.86

Depreciation 3850384.39 2901508.29

Business Hospitality 2167046.29 2601004.99

Intermediary fee 12450245.35 2862135.59

Administrative expenses 1831836.07 1949136.92

Water and electricity charges 431830.71 412641.47

Repair charge 717959.58 660950.10

Other amortization 436258.47 486466.27

Travel expense 297270.72 329477.95

Others 6729038.14 7308927.26

Total 93616226.75 68854618.70

33. Financial expenses

Item 2020 2019

Interest expenses -- 38642.51

Less: Interest capitalized -- --

Interest income 30130066.10 19686882.13

Exchange losses/(gains) 7808608.84 -1744304.53

Less: Exchange losses and gains capitalized -- --

Bank charges and others 815772.21 486394.95

Total -21505685.05 -20906149.20

34. Other income

Item (Source of other income) 2020 2019

Related to assets/

income

Input VAT deduction 174534.77 1163713.00 Income

Subsidies of steable post 125750.12 4414.90 Income

Epidemic prevention subsidies 3245019.09 -- Income

VAT relief 1062301.22 -- Income

Relief of VAT from simple method 166.87 -- Income

Total 4607772.07 1168127.90

Note:

(1) For details of government grants please refer to Note XIII.1.

35. Investment income

Item 2020 2019

Income from long-term equity investments accounted for using

the equity method

-92348.97 75629.25

Item 2020 2019

Dividend from investments in other equity instruments 599760.00 928200.00

Income from structured deposit 15217058.60 31425651.98

Total 15724469.63 32429481.23

36. Credit impairment losses("-" for losses)

Item 2020 2019

Provision for impairment of bill receivables -1865160.28 --

Provision for impairment of account receivables 1380875.47 -2184042.21

Provision for impairment of financial receivables -- --

Provision for impairment of other receivables 125285.66 -927215.23

Total -358999.15 -3111257.44

37. Impairment losses ("-" for losses)

Item 2020 2019

Provision for impairment of receivables -- --

Provision for impairment of long-term equity investments -- -12166897.84

Total -- -12166897.84

38. Gains from assets disposal ("-" for losses)

Item 2020 2019Gains from disposals of fixed assets (“-’’ for losses) 11429.23 --Total 11429.23 --

39. Non-operating income

Item 2020 2019

Amount included in non-recurring gains or

losses for the year ended 31/12/2020

Gains on Compensation 30000000.00 30000000.00

Gains on penalty 670000.10 1152266.31 670000.10

Other 2600.16 193162.18 2600.16

Gains on waste 21161.31 21161.31

Total 30693761.57 1345428.49 30693761.57

Note: The compensation of 30 million RMB received in the current period is for the Company to

terminate the planning of major asset restructuring in accordance with the agreement to receive

compensation from the restructuring parties.

40. Non-operating expenses

Item 2020 2019

Amount included in

non-recurring gains or losses for

the year ended 31/12/2020

Donations 89121.31 30000.00 89121.31

Loss in damage and scrap of non-current assets 69581.08 169935.95 69581.08

Item 2020 2019

Amount included in

non-recurring gains or losses for

the year ended 31/12/2020

Fines -- 1445.39 --

Others 1525401.58 25185.46 1525401.58

Total 1684103.97 226566.80 1684103.97

41. Income tax expenses

(1) Details of income tax expenses

Item 2020 2019

Current tax expense for the year based on tax law and regulations 173172138.96 81384471.24

Changes in deferred tax assets/liabilities -62701304.18 109401829.46

Total 110470834.78 190786300.70

(2) Reconciliation between income tax expenses and accounting profit is as follows:

Item 2020 2019

Profits before tax 400433589.16 731983330.76

Expected income tax expenses at applicable tax rate (profits before tax 25 %) 100108397.29 182995832.69

Effect of different tax rates applied by subsidiaries -523491.63 5114261.95

Effect on income tax for previous periods -- --

Effect of gains or losses from joint ventures and associates accounted for using the

equity method

-126852.76 -30453128.98

Effect of non-deductible costs expenses and losses 15046324.88 21337044.56

Effect of using the deductible temporary differences or deductible losses for whichno deferred tax asset was recognized in previous (expressed in “-”))

-4257625.20 -661881.43

Effect of deductible temporary differences or deductible losses for which no deferred

tax asset

692907.43 12454171.91

Relief on business income tax -468825.23 --

Income tax expenses 110470834.78 190786300.70

42、Notes to the cash flow statements

(1)Proceeds from other operating activities

Item 2020 2019

Interest income 11768922.91 15906764.91

The collecting and paying on another's behalf -- 8051762.09

Current account and Others 42259017.80 55720858.47

Total 54027940.71 79679385.47

(2)Payment for other operating activities

Item 2020 2019

Charges 815772.21 682722.12

Item 2020 2019

Cash paid expenses 72468127.90 97554049.46

Current account and Others 1291173.09 8702866.87

Total 74575073.20 106939638.45

(3)Proceeds from other investing activities

Item 2020 2019

Restricted cash recoverd in the current period –

structured deposit

1000000000.00 2200000000.00

(4)Payment for other investing activities

Item 2020 2019

Restricted cash paid in the current period

–structured deposit

-- 2300000000.00

43. Supplementary information on cash flow statement

(1) Supplement to cash flow statement:

Supplement information 2020 2019

1、Reconciliation of net profit/loss to cash flows from operating

activities:

Net profit 289962754.38 541197030.06

Add: Provisions for impairment of assets -- 12166897.84

Provisions for impairment of credit 358999.15 3111257.44

Depreciation of fixed assets depreciation of investment properties 29954172.05 28907809.32

Amortization of intangible assets -- --

Amortization of long-term deferred expenses 100458.19 224941.19

Losses from disposal of fixed assets intangible assets and other long-term

assets ("-" for gains)

-11429.23 --

Loss from scrapping of fixed assets ("-" for gains) 69581.08 169935.95

Losses from changes in fair value ("-" for gains) -- --

Financial expenses ("-" for income) 647689.01 38642.51

Losses arising from investment ("-" for gains) -15724469.63 -32429481.23

Decrease in deferred tax assets ("-" for increase) -66303918.73 108102463.55

Increase in deferred tax liabilities ("-" for decrease) 3602614.55 987671.25

Decrease in inventories ("-" for increase) 231291659.65 190315523.14

Decrease in operating receivables ("-" for increase) -54000863.50 -136075098.50Increase in operating payables ("-" for decrease) -134783233.80 -113109867.77

Others -- --

Net cash flows from operating activities 285164013.17 603607724.75

2、Investing and financing activities not requiring the use of cash:

Conversion of debt into capital -- --

Convertible bonds due within one year -- --

Supplement information 2020 2019

Acquisition of fixed assets under finance leases -- --

3、Change in cash and cash equivalents: -- --

Cash as at the year ended 2669103926.82 1507189760.35

Less: cash as at the beginning of the year 1507189760.35 1148522435.93

Add: cash equivalents as at the year ended -- --

Less: cash equivalents as at the beginning of the year -- --

Net increase in cash and cash equivalents 1161914166.47 358667324.42

(2) Details of cash and cash equivalents

Item 2020 2019

1.Cash 2669103926.82 1507189760.35

Including: Cash on hand 61121.83 66252.42

Bank deposits available on demand 1026042804.99 1493123507.93

Other monetary funds available on demand 1643000000.00 14000000.00

Deposits made to the central bank for payment -- --

Deposit of funds from the same industry -- --

Dismantling interbank payments -- --

2. Cash equivalents -- --

Including: bond investments due within three months -- --

3. Cash and cash equivalents as at 31/12/2019 2669103926.82 1507189760.35

Including: The parent company or in-group subsidiary uses restricted

cash and cash equivalents

45. Assets with restrictive ownership title or right of use

Item As at 31/12/2020 Reason for restriction

Accounts receivable 49686095.76 Short-term loan pledge

BIlls receivable 30068561.31

Endorsement or discount of an unexposed commercial

acceptance bill of exchange

Total

79754657.07

46. Foreign currency translation

(1)Items in Foreign currency

Item Original Exchange rate Amount (RMB)

Cash at bank and on hand

Including: USD 20831.05 6.5249 135920.52

HKD 7798819.95 0.84164 6563798.82

Accounts receivable

Including: HKD 4905150.10 0.84164 4128370.53

Other receivables

Including: HKD 20165086.70 0.84164 16971743.57

Item Original Exchange rate Amount (RMB)

Other payables

Including: USD 722044.70 6.5249 4711269.46

HKD 15918034.59 0.84164 13397254.63

47、Government subsidies

(1) The use of the total amount method to include the current period profit and loss of government subsidies

Subsidy programs Type

Amount of profit

and loss

included in the

last period

Amount of

profit and loss

included in the

current period

Items

reported for

profit and

loss

Relate to a

ssets/ relate

to income

Steady-duty subsidies Government funding 4414.90 125750.12 Other income Income

Epidemic prevention

subsidies

Government funding -- 3245019.09 Other income income

VI. Change of consolidation scope

There is no change in consolidation scope during the current period.VII.Interest in other entities

1. Interests in subsidiaries

(1) Composition of the Group

Name

Principal

place of

business

Registratio

n place

Business

nature

Shareholding%

Acquisition method

Direct Indirect

Shenzhen City SPG Long Gang

Development Ltd.

Shenzhen Shenzhen

Real estate

development

95.00 5.00

Acquiring through

establishment or

investment

American Great Wall Co. Ltd U.S. U.S.

Real estate

development

70.00 --

Acquiring through

establishment or

investment

Shenzhen City Property

Management Ltd.Shenzhen Shenzhen

Property

management

95.00 5.00

Acquiring through

establishment or

investment

Shenzhen Petrel Hotel Co. Ltd. Shenzhen Shenzhen Hotel Services 68.10 31.90

Acquiring through

establishment or

investment

Shenzhen Zhen Tung

Engineering Ltd.

Shenzhen Shenzhen

Installation and

maintenance

73.00 27.00

Acquiring through

establishment or

investment

Shenzhen City We Gen

Construction Management Ltd.

Shenzhen Shenzhen Supervision 75.00 25.00

Acquiring through

establishment or

investment

Shenzhen Lain Hua Industry

and Trading Co. Ltd.Shenzhen Shenzhen

Mechanical &

Electrical

device

installation

95.00 5.00

Acquiring through

establishment or

investment

Fresh Peak Zhiye Co. Ltd. Hong Kong

Hong

Kong

Investment and

management

100.00 --

Acquiring through

establishment or

investment

Xin Feng Enterprise Co. Ltd. Hong Kong Hong Kong

Investment and

management

100.00 --

Acquiring through

establishment or

Name

Principal

place of

business

Registratio

n place

Business

nature

Shareholding%

Acquisition method

Direct Indirect

investment

Shenzhen City Shenfang Free

Trade Trading Ltd.Shenzhen Shenzhen

Commecial

trade

95.00 5.00

Acquiring through

establishment or

investment

Shenzhen City Shenfang

Investment Ltd.Shenzhen Shenzhen Investment 90.00 10.00

Acquiring through

establishment or

investment

Shenzhen Special Economic

Zone Real Estate (Group)

Guangzhou Property and

Estate Co. Ltd.

Shenzhen Shenzhen Real estate 95.00 5.00

Acquiring through

establishment or

investment

Beijing fresh peak property

development management

limited company

Beijing Beijin Real estate 75.00 25.00

Acquiring through

establishment or

investment

Note:

① In consolidation scope there are five subsidiaries in “revoked but not cancelled” condition: Beijing

SPG Property Management Limited Guangzhou Huangpu Xizun real estate limited company

Shenzhen Special Economic Zone Real Estate (Group) Guangzhou Property and Estate Co. Ltd.

Fresh Peak Real Estate Dev. Construction (Wuhan) Co. Ltd. and Beijing Shenfang Property

Management Co. Ltd. They are presented on the basis of discontinued operations these five

subsidiaries have made full provision for impairment of debet for the companies outside the

consolidation scope.② The cancelled revoked and closed subsidiaries of the Company that are not included in the scope

of consolidation are as follows:

Name

Principal

place of

business

Registration

place

Business nature

Shareholding%

Acquisition method

Direct Indirect

Shenzhen Shenfang Department

Store Co. Ltd

Shenzhen Shenzhen Commecial trade 95.00 5.00

Acquiring through

establishment or

investment

Paklid Limited

Hong

Kong

Hong Kong Commecial trade 60.00 40.00

Acquiring through

establishment or

investment

Bekaton Property Limited Australia Australia Real estate 60.00 --

Acquiring through

establishment or

investment

Canada Great Wall ( Vancouver) Canada Canada Real estate -- 60.00

Acquiring through

establishment or

investment

Guangdong Fengkai County

Lianfeng Cement Manufacturing

Co.Ltd.

Fengkai

Guangdon

g

Fengkai

Guangdong

Manufacturing -- 90.00

Acquiring through

establishment or

investment

Jiangmen Xinjiang Real Estate Co.Ltd

Jiangmen

Guangdon

g

Jiangmen

Guangdong

Real estate -- 90.91

Acquiring through

establishment or

investment

Xi’an Fresh Peak Property Trading

Co. Ltd

Xi’an

Shanxi

Xi’an Shanxi Real estate -- 67.00

Acquiring through

establishment or

investment

Name

Principal

place of

business

Registration

place

Business nature

Shareholding%

Acquisition method

Direct Indirect

Shenxi Limited Shenzhen Shenzhen

Building

Decoration

70.00 --

Acquiring through

establishment or

investment

Shenzhen Zhentong New

Electromechanical Industry

Development Co. Ltd.

Shenzhen Shenzhen

Mechanical and

electrical

engineering

95.00 5.00

Acquiring through

establishment or

investment

Shenzhen Real Estate

Electromechanical Management

Company

Shenzhen Shenzhen

Electromechanical

Management

100.00 --

Acquiring through

establishment or

investment

Shenzhen Nanyang Hotel Co. Ltd. Shenzhen Shenzhen

Hotel

Management

95.00 5.00

Acquiring through

establishment or

investment

Shenzhen Kangtailong Industrial

Electric Cooker Co. Ltd.

Shenzhen Shenzhen

Industrial

manufacturing

-- 100.00

Acquiring through

establishment or

investment

Shenzhen Longgang Henggang

Huagang Industrial Co. Ltd.Shenzhen Shenzhen

Industrial

Investment

-- 79.92

Acquiring through

establishment or

investment

Note: 1. Shenzhen Shenfang Department Store Co. Ltd held a shareholders meeting on 29 October

2007 decided to terminate the business and formed a group for liquidation. The liquidation group

issued a liquidation report on 7 December 2007.

2. Paklid Limited Bekaton Property Limited and Canada Great Wall ( Vancouver) they were companies

established by the group overseas in the early years. On 13 December 2000 the gourp held a board of

directors and decided to liquidate these three companies. Bekaton Property Limited and Canada Great

Wall ( Vancouver) the cancellation procedures were completed.

3. All assets from Guangdong Fengkai County Lianfeng Cement Manufacturing Co. Ltd. (including

tangible and intangible asset) was auctioned by the court on 22 January 2006 and it became a shell

company.

4. Shenxi Limited was the Group’s cancelled subsidiary Shenzhen Tefa Real Estate ConsolidatedServices Co. Ltd’s subsidiary By the Group “The notice on the menger of Shenzhen Zhen Tung

Engineering Ltd and Shenxi Limited”(Shenfang [1997] No.19)announcement all businesses form

Shenxi Limited were undertaken by Shenzhen Zhen Tung Engineering Ltd and Shenxi Limited was

revoked on 8 February 2002.These invested companies that have not been included in the consolidation scope were either been

cancelled or ceased operation many years ago and the company entities were no longer exist theGroup could no longer effectively control them. According to “Accounting Standard for Business

Enterprises No. 33-Consolidated Financial Statements” the above companies are not included in the

consolidated scope of the group consolidated financial statement the group already fully provision for

impairment the investment or the book value of the net investment in these companies.(2) Material non-wholly owned subsidiaries

Name

Proportion of

ownership

interest held by

non-controlling

interests %

Profit or loss

allocated to

non-controlling

interests during

the year

Dividend declared

to non-controlling

shareholders

during the year

Balance of

non-controlling

interests as at

31/12/2020

Great Wall Estate Co. Inc 30.00 -232222.50 -- -20359204.37

Fresh Peak Investment Ltd 45.00 -24142.54 -- -116179012.28

Barenie Co. Ltd. 20.00 -10652.81 -- -3887016.41

(3) Key financial information about material non-wholly owned subsidiaries

Name

As at 31/12/2020

Current

assets

Non-current

assets

Total assets

Current

liabilities

Non-

current

liabilities

Total liabilities

Great Wall Estate Co. Inc 135920.52 18027985.50 18163906.02 101822102.87 -- 101822102.87

Fresh Peak Investment Ltd 4769.05 36016.90 40785.95 258216451.81 -- 258216451.81

Barenie Co. Ltd. 985.56 -- 985.56 32895438.31 -- 32895438.31

Continued(1):

Name

As at 31/12/2019

Current

assets

Non-current

assets

Total assets

Current

liabilities

Non-current

liabilities

Total liabilities

Great Wall Estate

Co. Inc

38598.97 19274905.74 19313504.71 107974695.34 -- 107974695.34

Fresh Peak

Investment Ltd

4817.49 36016.90 40834.39 256573564.93 -- 256573564.93

Barenie Co. Ltd. 1045.70 -- 1045.70 32842234.42 -- 32842234.42

Continued(2):

Name

2020 2019

Operating

income

Net profit

Total

comprehensive

income

Cash flows from

operating

activities

Operating

income

Net profit

Total

comprehensive

income

Cash flows from

operating

activities

Great Wall Estate Co. Inc 839012.25 -774074.99 -774074.99 -774075.02 588761.97 -273403.83 -- -273403.83

Fresh Peak Investment Ltd -- -53650.12 -53650.12 -- -- -24533.43 -- --

Barenie Co. Ltd. -- -53264.03 -53264.03 -- -- -26367.40 -- --

2. Interests in joint ventures or associates

(1) Summarised financial information of immaterial joint ventures and associates:

Item

As at 31/12/2020 /

Year ended 31/12/2020

As at 31/12/2019 /Year ended

31/12/2019

Joint ventures:

Aggregate carrying amount of investments -- --

Aggregate amount of share of -- --

Net profit -- --

Other comprehensive income -- --

Total comprehensive income -- --

Associates:

Aggregate carrying amount of investments 377489.68 469838.65

Aggregate amount of share of -- --

Net profit -92348.97 75629.25

Other comprehensive income -- --

Total comprehensive income -- --

(2) Excess loss from joint ventures or associates

Investee

Accumulated

unrecognized loss in

prior periods

Unrecognized loss (or

share of net profit)for

the year

Accumulated

unrecognized loss as

at 31/12/2020

Shenzhen Fresh Peak property

consultant Co. Ltd

1095961.55 1121994.34 2217955.89

Note: Shenzhen Fresh Peak property consultant Co. Ltd was established on 15 March 1993

Registered capital of 3000000 the group subscribed RMB 600000 (20% in total capital). As at 31

December 2020 the group actually contributed RMB 600000 and already confirmed long-term equity

invent lose RMB 600000.VIII. Financial instruments and risk management

The major financial instruments of the Group include cash at bank and on hand bill receivable

accounts receivable other receivable other current assets other equity instrument account payables

other payables short-term loans,and long-term payables. The details of these financial instruments aredisclosed in the respective notes. The financial risk of these financial instruments and financial

management policies used by the Group to minimize the risk are disclosed as below. The management

manages and monitors the exposure of these risks to ensure the above risks are controlled in the

limited range.

1.Objectives and policies of financial risk management

The Group’s objective in risk management is to obtain an appropriate equilibrium between risk and

return. It also focuses on the unpredictability of financial markets and seeks to minimize potential

adverse effects on the Group’s financial performance. Based on the objectives of financial risk

management certain policies are made to recognize and analyze risk and internal control is designed

according to proper acceptable in order to monitor the risk position of the Group. Both the policies and

internal control will be reviewed and revised regularly to adapt the changes of the market and business

activities of the Group. The performance of internal control will be reviewed regularly or randomly in

accordance with the financial management policies.The Group’s financial instrument risks mainly include credit risk liquidity risk and market risk. (Including

currency risk interest rate risk and commodity price risk)

The board of directors is responsible for planning and establishing the risk management structure of the

Group formulating the Group’s risk management policies and related guidelines supervising the

implementation of risk management measures. The Group has established risk management policies to

identify and analyze the risks faced by the Group. These risk management policies clearly define

specific risks covering market risk credit risk and liquidity risk. The Group regularly assesses changes

in the market environment and the Group’s operating activities to determine whether update risk

management policies and systems.The Group diversifies the risk of financial instruments through appropriate diversified investments and

business combinations and reduces the risk of concentration in a single industry a specific region or a

specific counterparty by developing appropriate risk management policies.

(1)Credit risk

Credit risk refers to the risk that the counterparty to a financial instrument would fail to discharge its

obligation under the terms of the financial instrument and cause a financial loss to the Group.

Credit is managed on the grouping basis. Credit risk is mainly arising from cash at bank accounts

receivable and other receivables.The Group expects that there is no significant credit risk associated with cash at bank since it is

deposited or will be accepted by the sate-owned banks and other medium or large size listed banks.The Group has policies to limit the credit risk exposure on bills receivables accounts receivables and

other receivables. The Group assesses the credit quality of and sets credit limits on its customers by

taking into account their financial position the availability of guarantee from third parties the availability

of guarantee from third parties their credit history and other factors such as current market conditions.The credit history of the customers is regularly monitored by the Group. In respect of customers with a

poor credit history the Group will use written payment reminders or shorten or cancel credit periods to

ensure the overall credit risk of the Group is limited to a controllable extent.The Group’s debtors of account receivables are in different industries and regions the Group continues

on the evaluation of the debtor’s financial status and purchase credit guarantee insurance when

appropriate.The highest credit risk exposed to the Group is limited to the carrying amount of each financial

instrument illustrated in the balance sheet. The Group would not provide any guarantee that might

cause credit risk to the Group.

Among the accounts receivable of the Group the bills receivable and accounts receivable of the top five

customers accounted for 53.79% (2019:53.79%); among the other receivables of the Group the other

receivable of the top five customers accounted for 61.40% (2019:62.80%)

(2)Liquidity risk

Liquidity risk refers to the risks that the Group will not be able to meet its obligations associated with its

financial liabilities that are settled by delivering cash or other financial assets.

Cash flow forecasting is performed by Group’s finance department. The Group’s finance management

monitors cash and cash equivalents to meet operational needs and reduce the effect of floating cash

flow. The department monitors the usage of bank loan so that the Group does not breach borrowing

limits or covenants while maintaining sufficient headroom on its undrawn committed borrowing facilities

from major financial institute to meet the short-term and long-term liquidity requirements.The Group raises working capital from its operations bank and other borrowings. As at 31 December

2020 the amount of bank loans not yet used by the Group is RMB 0.00. (As at 31 December 2020:

RMB 0.00)

The financial assets and liabilities off-balance-sheet guarantee items of the Group at 31 December

2020 are analyzed by their maturity date below at their undiscounted contractual cash flows (RMB in ten

thousand):

Item

As at 31/12/2020

Within 1 year 1 to 5 years Over 5 years Total amount

Financial liabilities:

Short-term loans 7689.40 -- -- 7689.40

Accounts payable 17692.66 -- -- 17692.66

Interest payables 1653.53 -- -- 1653.53

Other payables 26056.99 -- -- 26056.99

Long-term payables -- 748.02 -- 748.02

Guarantees for client 37135.79 -- -- 37135.79

Total liabilities 90228.36 748.02 -- 90976.38

The financial assets and liabilities off-balance-sheet guarantee items of the Group at 31 December2019 are analyzed by their maturity date below at their undiscounted contractual cash flows(RMB in tenthousand):

Item

As at 31/12/2019

Within 1 year 1 to 5 years Over 5 years Total amount

Financial liabilities:

Short-term loans 5164.73 -- -- 5164.73

Accounts payables 24422.45 -- -- 24422.45

Interest payables 1653.53 -- -- 1653.53

Other payables 20051.11 -- -- 20051.11

Long-term payables -- 749.92 -- 749.92

Guarantees for client 47539.67 -- -- 47539.67

Total liabilities 98831.49 749.92 -- 99581.41

The amount of financial liabilities disclosed in the above table is undiscounted contractual cash flow and

may differ from the carrying amount in the balance sheet.The maximum guarantee contract that already signed dose not represent the amount need to paid.

(3)Market risk

Market risk includes interest rate risk and foreign currency risk refers to the risk that the fair value or

future cash flow of a financial instrument will fluctuate because of the changes in market price.Interest rate risk

Interest rate risk refers to the risk that the fair value or future cash flow of a financial instrument will

fluctuate because of the floating rate. Interest rate risk arises from recognized interest-bearing financial

instrument and unrecognized financial instrument (e.g. loan commitments).The Group’s interest rate risk arises from long-term bank loans and other interest-bearing liabilities.

Financial liabilities issued at floating rate expose the Group to cash flows interest rate risk. Financial

liabilities issued at fixed rate expose the Group to fair value interest rate risk. The Group determines the

relative proportions of its fixed rate and floating rate contracts depending on the prevailing market

conditions. At the same time the Group monitors and maintains the combined financial instruments of

fixed rate and floating rate.

During the reporting period the Group operates by its own working capital. As at 31 December 2020

the Group has no financial liabilities with fixed or floating interest rate such as bank loan. Therefore the

Group believes that the interest rate risk is insignificant.

Foreign currency risk

Foreign currency risk refers to the risk that the fair value or future cash flows of a financial instrument

will fluctuate because of changes in foreign currency rates. Foreign currency risk arises from the

functional currency denominated financial instrument measured at individual entity.The foreign currency risk is mainly comes from the group’s financial position and cash flow which is

affected by the fluctuations of the foreign exchange rates. As the subsidiary establish in Hong Kong

SAR and U.S. are using local currency as settlement currency other foreign currency assets and

liabilities held by the Group compare with the group’s total assets and liabilities are insignificant

therefore the Company believe the foreign currency risk is insignificant.

2、Capital risk management

The objectives of the Group’s capital risk management are to safeguard the Group’s ability to continue

as a going concern in order to provide returns for shareholders and benefits for other stakeholders and

to maintain an optimal capital structure to reduce the cost of capital.In order to maintain or adjust the capital structure the Group may adjust the amount of dividends paid to

shareholders return capital to shareholders issue new shares or disposes assets to reduce its

liabilities.The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net liabilities

divided by total capital. As at 31 December 2020 the group’s debt to asset ratio is 25.92%. (As at 31

December 2019: 28.20%)

IX Fair Value

The level in which fair value measurement is categorized is determined by the level of the fair value

hierarchy of the lowest level input that is significant to the entire fair value measurement. The levels are

defined as follows:

Level 1 inputs: unadjusted quoted prices in active markets that are observable at the measurement date

for identical assets or liabilities.Level 2 inputs: inputs other than Level 1 inputs that are either directly or indirectly observable for

underlying assets or liabilities.Level 3 inputs: inputs that are unobservable for underlying assets or liabilities.

(1)Fair value of assets and liabilities measured at fair value

As at 31/12/2020 assets and liabilities measured at fair value are shown as follows:

Item

Level 1 fair value

measurement

Level 2 fair value

measurement

Level 3 fair value

measurement

Total

I.Recurring fair value

measurement

Other Equity instruments -- -- 37510860.51 37510860.51

Total assets measured at fair value

on a recurring basis

-- -- 37510860.51 37510860.51

(2)Quantitative information about the unobservable inputs used in the fair value measurement that are

significant and are reasonably available.Items

Fair value

As at 31/12/2020

Valuation

techniques

Unobservable inputs

Unlisted equity investments 37510860.51 Net asset method

Book net assets

liquidity discount

(3)Fair values of assets and liabilities not measured at fair value

The financial assets and financial liabilities of the Group measured at amortized cost mainly include:

cash accounts receivable other receivables short-term loans accounts payable other payables and

long-term payable.In addition to above financial assets and liabilities other financial asset and liabilities that not measured

at fair value the differ between book values and fair value are not significant.X. Related parties and related party transactions

1. Information about the parent of the Company

Name Registration place Business nature

Registered

capital (RMB in

ten thousand)

Shareholding

percentage %

Percentage of

voting rights

%

Shenzhen

Invetment Holdings

Co. Ltd.

Shenzhen

Guangdong province

Investment real

estate

development

guarantee

2764900.00 63.55 63.55

The ultimate controlling party of the company is: State-owned Assets Supervision and Management

Commission of Shenzhen Municipal People’s Government

2. Information about the subsidiaries of the Company

For information about the subsidiaries of the Company refer to Note VII.1.

3. Information about joint ventures and associates of the Company

For information about the joint ventures and associates of the Company refer to Note VII.2.

4. Information on other related parties

Name Related party relationship

Shenzhen Jian'an Group Co. Ltd. Same controlling shareholders

Shenzhen Dongfang New world store Co. Ltd Participating stock companies

Shenxi Limited

Not included in Consolidated Financial Statements’ Subsidiary that

had been terminated its licenses by law but not cancellation

Shenzhen Zhentong New Electromechanical

Industry Development Co. Ltd.Not included in Consolidated Financial Statements’ Subsidiary

(Long-term without operation)

Shenzhen Nanyang Hotel Co. Ltd.Not included in Consolidated Financial Statements’ Subsidiary that

had been terminated its licenses by law but not cancellation

Shenzhen Real Estate Electromechanical

Management Company

Not included in Consolidated Financial Statements’ Subsidiary that

had been terminated its licenses by law but not cancellation

Shenzhen Longgang Henggang Huagang

Industrial Co. Ltd.Not included in Consolidated Financial Statements’ Subsidiary that

had been terminated its licenses by law but not cancellation

Director Manager Controller and Secretary of the

Board of Directors

Key managers

5. Transactions with related parties

(1) Purchases/sales

①Purchase of goods/receiving of services

Related party Nature of transaction 2020 2019

Shenzhen RongHua JiDian Co.Ltd Elevator maintenance 1293962.28 1339921.80

②Sales of goods/rendering of services

Related party Nature of transaction Year ended 31/12/2020 Year ended 31/12/2019

Shenzhen Jian'an Group Co. Ltd. Decoration services 7258154.64 2836052.81

Shenzhen RongHua JiDian Co.Ltd Property Services 68772.00 68772.00

(2) Contracting arrangement

① Outsourcing with related parties

Name of main

contractor

Name of

contractor

Type of

assets

under

outsourcing

Reception

date of

contracting

Expiration

date of

contracting

Basis of

pricing of

contracting

income

Contracting

income recognized

in the current year

year

Shantou City

Huafeng Real Estate

Devepment Co. Ltd

Shenzhen

Jian'an Group

Co. Ltd.

Construction

19 October

2018

1 May 2021 Negotiations 182994620.79

(3) Funding from related party

Related party Amount of funding

Reception

date

Expiration date Note

Funds received

Shenzhen Investment

Shareholding Co. Ltd

16535277.94

09 November

2006

22 December

2016

The principal of the loan was

repaid on 22 December 2016 and

the remaining amount was interest

payable.In the end of reporting period interest payable for Shenzhen Investment Shareholding Co. Ltd is

RMB 16535277.94.

(4) Remuneration of key management personnel

The Company has 12 key management personnel in 2020 and 11 key management personnel in 2019.Information about remuneration is as follows:

Item 2020 (RMB in ten thousand) 2019 (RMB in ten thousand)

Remuneration of key management personnel 884.86 902.08

6. Receivables from and payables to related parties

(1) Receivables from related parties

Item Related party

As at 31/12/2020 As at 31/12/2019

Book value

Provision for

bad and

doubtful

debts

Book value

Provision for

bad and

doubtful debts

Accounts

recevible

Shenzhen Fresh Peak

property consultant

Co.Ltd

1144740.49 1144740.49 1205588.76 1205588.76

Other recevibles

Guangdong Province

Huizhou Luofu Hill

Mineral Water Co. Ltd

10465168.81 10465168.81 10465168.81 10465168.81

Other recevibles

Shenzhen Runhua

Automobile Trading Co.

Ltd

3072764.42 3072764.42 3072764.42 3072764.42

Other recevibles

Canada GreatWall(Vancouver)Co. Ltd

89035748.07 89035748.07 89035748.07 89035748.07

Item Related party

As at 31/12/2020 As at 31/12/2019

Book value

Provision for

bad and

doubtful

debts

Book value

Provision for

bad and

doubtful debts

Other recevibles Bekaton Property Limited 12559290.58 12559290.58 12559290.58 12559290.58

Other recevibles Paklid Limited 18870785.54 18870785.54 19319864.85 19319864.85

Other recevibles

Shenzhen Shenfang

Department Store Co.

Ltd.

237648.82 237648.82 237648.82 189179.82

Other recevibles

Shenzhen RongHua

JiDian Co.Ltd

475223.46 23761.17 475223.46 23761.17

Other recevibles

Xi’an Fresh Peak

property management&

Trading Co.Ltd

8419205.19 8419205.19 8419205.19 8419205.19

Other recevibles Shenxi Limited 7660529.37 7660529.37 7660529.37 7660529.37

Other recevibles

Shenzhen Nanyang Hotel

Co. Ltd.

3168721.00 3168721.00 3168721.00 3168721.00

Other recevibles

Shenzhen Jian'an Group

Co. Ltd.

16464.28 823.21

(2) Payables to related parties

Item Related party As at 31/12/2020 As at 31/12/2019

Intrest payables Shenzhen Investment Shareholding Co. Ltd 16535277.94 16535277.94

Accounts payable Shenzhen Jian'an Group Co. Ltd. 54193856.16 68172202.04

Other payables Shenzhen Dongfang New world store Co. Ltd 902974.64 902974.64

Other payables

Guangdong Province Fengkai Lain Feng Cement

Manufacturing Co. Ltd.

1867348.00 1867348.00

Other payables

Shenzhen Real Estate Electromechanical

Management Company

14981420.99 14981420.99

Other payables

Shenzhen Zhentong New Electromechanical Industry

Development Co. Ltd.

8827940.07 8827940.07

Other payables Shenzhen Shenfang Department Store Co. Ltd. 639360.38 639360.38

Other payables

Shenzhen Longgang Henggang Huagang Industrial

Co. Ltd.

165481.09 165481.09

XI. Commitments and contingencies

1. Significant commitments

(1) Capital commitments

Capital commitments have been entered into but not have

not been in the financial statements

As at 31/12/2020 As at 31/12/2019

Material sales or purchases contracts 153945220.09 200684729.85

(2) Information on implementation of commitments in previous year

The detail is set out in Note X.5.(2) Associated Contracting.

As at 31 December 2020 there is no other material commitment to be disclosed.

2. Contingencies

(1) Contingent liabilities arising from pending arbitration and pending litigation and related financial impact

Plaintiff Defendant Case

Appellate

court

Amount of

the object

of action

Progress of

cases

Xi’an Fresh Peak

Holding limited

company

Xi'an Commercial and

Trade Commission

Xi'an Commerce and

Tourism Co. Ltd.Investment

compensation

disputes

Shaanxi Higher

People's Court

36.62 million

yuan and

interest

Pending

Note: Xi’an Fresh Peak Holding limited company (hereinafter referred to as “Fresh Peak Company”) was

sino-foreign joint venture set up in Xi’an city. Among them Fresh Peak Enterprise Co. Ltd made 67% of

the shares in cash. Xi’an Trade Building a company directly under the Xi'an Commercial and Trade

Commission (hereinafter referred to as "Xi'an C&T Commission") invested 16% of the shares in land use

rights. Hong Kong Dadiwang Industrial Investment Company holds 17% of the shares. The core business

was property development. And the project was Xi’an Trade Building. The project was started on 28

November 1995. But the project had been stopped in 1996 because of the two parties differences on the

operating policy of the project. In 1997 the Xi’an government withdrew the Xi'an Fresh Peak investment

project compulsively and assigned the project to Xi’an Business Tourism Co. Ltd (hereinafter referred to

as “Business Tourism Company”). But the two parties had insulted a lawsuit on compensation. The

ShanXi Province High Peoples Court made a judgement “(2000) SJ-CZ No.25”. The judgement was as

follows: 1. Business Tourism Company had to pay for the compensation Rmb 36620 thousand to Xi’an

Fresh Peak Company after the judgment entering into force. If the Business Tourism Company failed to

pay in time it had to pay double debt interests to Xi’an Fresh Peak Company. 2. Xi’an Joint Commission

on Commerce had jointly and severally obligation of the interests of the compensation.

Untill 31 December 2020 the amount of RMB 15201000.00 had been called back. The company has

obtained new property clues submitted an application for resumption of execution this case is still

pending.

As at 31 December 2020 the book value of the long-term equity investment of Xi’an Fresh Peak

Company was RMB 32840729.61. The book balance of assets was RMB 8419205.19. Both have

been taken full provision for impairment loss.

(2) Contingent liabilities arising from guarantee provided to other entities and related financial effects.

As at 31 December 2020 the group has provided mortgage loan guarantee for commercial housing

purchasers in accordance with real estate business rules,totaling 371357900 .00RMB。

Item Duration Amount Note

Shengfang CuiLin Building

Until the Premises Permit mortgage registration is

finished and in bank custody

8532.86

ChuanQi DongHu Building(Fromer

DongHuDiJing Building)

Until the Premises Permit mortgage registration is

finished and in bank custody

6056.20

TianYue Bay No.1

Until the Premises Permit mortgage registration is

finished and in bank custody

22546.73

Total 37135.79

(3) Other contingencies

For contingent liabilities related to joint venture or associate investment please refer to Note VII.2. (2)

As at 31 December 2020 there is no other contingency to be disclosed.

XII. Post balance sheet date events

1. Profit distribution after the balance sheet date

Based on the total share capital of 1011660000 shares as of 31 December 2020 a cash dividend of

RMB 0.87 (including tax) will be distributed to all shareholders for every 10 shares as total as RMB

88014420.00.

As of March 19 2021 the Group has no other balance sheet dates to disclose.

XIII.Other significant items

1. Government grants

(1) Government grants recognized in proft and loss and subsequently measured using the gross

method.Item Type

Recognised in

profit and loss for

the year ended

31/12/2019

Recognised in

profit and loss for

the year ended

31/12/2020

Presentation item

recognized in

profit and loss

Related to

asset/income

Stabilization

allowance

Government

funding

4414.90 125750.12 Other income income

Epidemic prevention

subsidies

Government

funding

-- 3245019.09 Other income income

2. Others

From 14 September 2016 the Group planned the reorganization of material assets. The Group

announced it intended to buy 100% stock equity of Evergrande real estate group co. LTD by issue

shares or cash payment on 14 October 2016. Guangzhou Chiron real estate co. LTD will become the

controlling shareholder of the company after the acquisition.On November 8 2020 the Company held the 57th meeting of the 7th Board of Directors to consider

and pass the Bill on ending the Planning of Major Asset Reorganization Matters and other bills

agreeing to terminate this Material Asset Reorganization Matter.XIV.Notes to the Company’s financial statements

1.Accounts receivable

(1) Accounts receivable by aging

Aging As at 31/12/2020 As at 31/12/2019

Within 1 year 5281165.00 4766.37

1-2 years - 66518.00

2-3 years 66518.00 --

Aging As at 31/12/2020 As at 31/12/2019

More than 3 years 10221420.93 10715652.53

Sub-total 15569103.93 10786936.90

Less:Provision for bad and doubtful

debts

10151079.19 10630001.06

Total 5418024.74 156935.84

(2)Accounts receivable by category

Item

As at 31/12/2020

Book balance

Provision for bad and doubtful

debts Carrying

amount

Book value

Percentage of

provision %

Book value

Expected

credit loss(%)

Provision assessed for impairment

individually

10132205.24 65.08 10132205.24 100.00 -

Collectively assessed for

impairment based on credit risk

characteristics

5436898.69 34.92 18873.95 0.35 5418024.74

Including:

Accounts receivable from related

parties in consolidated scope

5059419.69 32.50 - 0.00 5059419.69

Accounts receivable from sales of

properties

- 0.00 - -

Receivables from other clients 377479.00 2.42 18873.95 5.00 358605.05

Total 15569103.93 100.00 10151079.19 65.20 5418024.74

Continued

Item

As at 31/12/2019

Book balance

Provision for bad and

doubtful debts Carrying

amount

Book value

Percentage of

provision %

Book value

Expected

credit loss(%)

Provision assessed for impairment

individually

10626436.84 98.51 10626436.84 100.00 --

Collectively assessed for impairment

based on credit risk characteristics

160500.06 1.49 3564.22 2.22 156935.84

Including:

Accounts receivable from related

parties in consolidated scope

89215.69 0.83 -- -- 89215.69

Accounts receivable from sales of

properties

71284.37 0.66 3564.22 5.00 67720.15

Total 10786936.90 100.00 10630001.06 98.55 156935.84

Provision assessed for impairment individually:

Category

2020.12.31 2019.12.31

Book value provision

Expected

credit

Book value provision

Expected

credit Reason

Loss rate

(%)

Loss rate

(%)

Long-term accounts

receivable from

sales of proproties

10132205.24 10132205.24 100.00 10523723.00 10523723.00 100.00

Not exp

ected to

be rec

overed

Collectively assessed for impairment based on credit risk characteristics:

Accounts receivable from related parties in consolidated scope

Age

2020.12.31 2019.12.31

Account

receivables

provision

Expected

credit

loss(%)

Account

receivables

provision

Expected

credit

loss(%)

Within 1 year 5059419.69 -- -- -- -- --

1 to 2 years -- -- -- -- -- --

2 to 3 years -- -- -- -- -- --

More than 3 years -- -- -- 89215.69 -- --

Total 5059419.69 -- -- 89215.69 -- --

Accounts receivable from sales of properties

Age

2020.12.31 2019.12.31

Account

receivables

provision

Expected

credit

loss(%)

Account

receivables

provision

Expected

credit

loss(%)

Within 1 year 310961.00 15548.05 5.00 4766.37 238.32 5.00

1-2 year -- -- -- 66518.00 3325.90 5.00

2-3 year 66518.00 3325.90 5.00 -- -- --

Total 377479.00 18873.95 5.00 71284.37 3564.22 5.00

(3)Additions recoveries or reversals of provision for bad and doubtful debts during the year:

Item Provision for bad and doubtful debts

As at 31/12/2019 10630001.06

Provision -478921.87

Recovery --

Written-off --

As at 31/12/2020 10151079.19

(4)Top 5 entities with the largest balances of other receivables

Name of Entity Amount

Proportion of

the amount to

the total AR (%)

Bad debt provision

Shenzhen Haiyan Hotel Co. Ltd 5059419.69 32.50 --

Daxing Auto Parts Co. Ltd 1912353.37 12.28 1912353.37

Wang Weidong 1200000.00 7.71 1200000.00

Shenzhen Xinfeng Real Estate Consultants Co. Ltd 1144740.49 7.35 1144740.49

Cai Guangyao 876864.11 5.63 876864.11

Total 10193377.66 65.47 5133957.97

2.Other receivables

① Other receivable by aging

Aging As at 31/12/2020 As at 31/12/2019

Within 1 year 342045464.68 91158862.87

1-2 years 79875511.65 140372735.75

2-3 years 140372735.75 73930238.58

More than 3 years 1399130297.43 1330808992.53

Sub-total 1961424009.51 1636270829.73

Less:Provision for bad and doubtful debts 801009814.12 800995331.04

Total 1160414195.39 835275498.69

② Other receivables by category

Item

As at 31/12/2020 As at 31/12/2019

Book

balance

Provision for bad

and doubtful debts

Carrying amount

Book

balance

Provision for

bad and

doubtful debts

Carrying

amount

Amount receivables

from government

165460.00 -- 165460.00 721755.80 -- 721755.80

Amount receivable

from petty cash

-- -- -- 182691.21 -- 182691.21

Amount receivables

of the collecting and

paying on another's

behalf

307.17 -- 307.17 3248.36 -- 3248.36

Amount receivables

of current accounts

5464176.55 3647753.92 1816422.63 6818306.11 5744165.49 1074140.62

Amount receivables

of related parties

137211313.52 137211313.52 -- 135567522.22 135100418.87 467103.35

Amount receivables

in consolidated scope

1818582752.27 660150746.68 1158432005.59 1492977306.03 660150746.68 832826559.35

Total 1961424009.51 801009814.12 1160414195.39 1636270829.73 800995331.04 835275498.69

③Provision for bad and doubtful debts:

As at 31/12/2020 there are the provisions for bad debts in the first stage :

Category

Book

balance

To 12-month

expected credit

loss (%)

Provision for

bad and

doubtful debts

Carrying

amount

Reasons

Collectively assessed for impairment based

on credit risk characteristics

Amount receivables from government 165460.00 -- -- 165460.00

Amount receivables from petty cash -- -- -- --

Amount receivables from the collecting and

paying on another's behalf

307.17 -- -- 307.17

Amount receivables from current accounts 1912023.82 5.00 95601.19 1816422.63

Amount receivables from related parties -- -- -- --

Total 2077790.99 4.60 95601.19 1982189.80

As at 31/12/2020 there is the provision for bad debts in the second stage :

Category

Book

balance

To 12-month

expected

credit loss (%)

Provision for

bad and

doubtful debts

Carrying

amount

Reasons

Provision assessed for

impairment individually

Other receivables from related

parties in consolidation scope

1818582752.27 36.30 660150746.68 1158432005.59

Expected to be

not recoverable

As at 31/12/2020 there are the provisions for bad debts in the third stage :

Category

Book

balance

12-month expected

credit loss(%)

Provision for

bad and

doubtful debts

Carrying

amount

Reasons

Provision assessed for impairment

individually

Amount receivables of current

accounts

3552152.73 100.00 3552152.73 --

Expected to be not

recoverable

Amount receivables of related

parties

137211313.52 100.00 137211313.52 --

Expected to be not

recoverable

Total 140763466.25 100.00 140763466.25 --

④Additions recoveries or reversals of provision for bad and doubtful debts during the year

Provision for bad and doubtful

The first stage The second stage The third stage

Total 12-month

expected credit

loss

Lifetime expected

credit loss (no

credit impairment)

Lifetime expected

credit loss (has

occurred credit

impairmen)

As at 31/12/2019 81118.11 660150746.68 140763466.25 800995331.04

Provision 14483.08 -- -- 14483.08

Recovery -- -- -- --

Written-off -- -- -- --

As at 31/12/2020 95601.19 660150746.68 140763466.25 801009814.12

⑤ There were no other receivables written off in the current period.⑥Top 5 entities with the largest balances of other receivables

Name of Entity

Relations

hip with

the group

Amount Aging

Proportion

of the

amount to

the total

OR (%)

Bad debt

provision

Shantou Huafeng Estate

Development Co. Ltd

Subsidiary 777718384.72

Within 1 year、1-3years、More than

3 years

39.65 --

Fresh Peak Enterprise Co. Ltd Subsidiary 534325628.01

Within 1 year、More than 5 years

27.24 508377320.74

Shenzhen ShenFang Group

Longgang Development Co. Ltd

Subsidiary 234000000.00 Within 1 year 11.93 --

. American Great Wall Co. Ltd Subsidiary 103403196.15 More than 5 years 5.27 103403196.15

Canada Great Wall( Vancouver )

Co. Ltd

Subsidiary 89035748.07 More than 5 years 4.54 89035748.07

Total 1738482956.95 88.63 700816264.96

3、Long-term equity investments

Item

As at 31/12/2020 As at 31/12/2019

Book balance

Provision for

impairment

Book value Book balance

Provision for

impairment

Book value

Investment in

subsidiaries

303045949.42 152839271.15 150206678.27 303045949.42 152839271.15 150206678.27

Investment in joint

ventures

9455465.38 9455465.38 -- 9455465.38 9455465.38 --

Investment in

associates

2899869.88 2522380.20 377489.68 2992218.85 2522380.20 469838.65

Total 315401284.68 164817116.73 150584167.95 315493633.65 164817116.73 150676516.92

(1)Investment in subsidiaries

Name of investee

Opening

balance

Curr. year

Increase

Curr.

year

decrease

Closing

balance

Curr. year

impairment

provision

Closing

balance of

impairment

provision

Shenzhen City Property

Management Ltd.

12821791.52 12821791.52 --

Shenzhen Petrel Hotel Co.Ltd.

20605047.50 20605047.50 --

Shenzhen City Shenfang

Investment Ltd.

9000000.00 9000000.00 --

Fresh Peak Enterprise Ltd. 556500.00 556500.00 --

Fresh Peak Zhiye Co. Ltd. 22717697.73 22717697.73 --

Shenzhen Special Economic

Zone Real Estate (Group)

Guangzhou Property and

Estate Co. Ltd.

19000000.00 19000000.00 19000000.00

Shenzhen Zhen Tong

Engineering Ltd

11332321.45 11332321.45 --

Name of investee

Opening

balance

Curr. year

Increase

Curr.

year

decrease

Closing

balance

Curr. year

impairment

provision

Closing

balance of

impairment

provision

American Great Wall Co. Ltd 1435802.00 1435802.00 --

Shenzhen City Shenfang

Free Trade Trading Ltd.

4750000.00 4750000.00 --

Shenzhen City Hua Zhan

Construction Management

Ltd.

6000000.00 6000000.00 --

QiLu Co.Ltd 212280.00 212280.00 --

Beijing Shenfang Property

Management Co. Ltd.

500000.00 500000.00 500000.00

Shenzhen Lain Hua Industry

and Trading Co. Ltd.

13458217.05 13458217.05 --

Shenzhen City SPG Long

Gang Development Ltd.

30850000.00 30850000.00 --

Beijing Fresh Peak Property

Development Management

Limited Company

64183888.90 64183888.90 64183888.90

Shantou City Huafeng Real

Estate Devepment Co. Ltd

16467021.02 16467021.02 --

Paklid Limited 201100.00 201100.00 201100.00

Bekaton Property Limited 906630.00 906630.00 906630.00

Shenzhen Shenfang

Department Store Co. Ltd.

9500000.00 9500000.00 9500000.00

Shantou Fresh Peak Building 58547652.25 58547652.25 58547652.25

Total 303045949.42 303045949.42 152839271.15

Note:Shenzhen Special Economic Zone Real Estate (Group) Guangzhou Property and Estate Co. Ltd.the registered capital of RMB 20 million yuan the company subscribed for RMB 19 million(95% of total

shares) another subsidiary Shenzhen City Shenfang Investment Ltd. subscribed RMB 1.0 million(5% of

total shares).(2)Investment in associates and joint ventures

Name of investee

Opening

balance

Changes in this period

Closing

balance

The ending

balance of

impairment

Additional

investment

Reduce

investment

Investment

gains and

losses

confirmed by

the equity

method

Adjustment of

other

comprehensive

income

Changes

in other

equity

Cash

dividend or

profit

declared

Impairment Others

① Joint ventures

Fengkai Xinghua Hotel 9455465.38 -- -- -- -- -- -- -- -- 9455465.38 9455465.38

Subtotal 9455465.38 -- -- -- -- -- -- -- -- 9455465.38 9455465.38

②Associates

Shenzhen Ronghua Jidian

Co. Ltd

1546793.29 -- -- -92348.97 -- -- -- -- -- 1454444.32 1076954.64

Shenzhen Runhua

Automobile Trading Co. Ltd

1445425.56 -- -- -- -- -- -- -- -- 1445425.56 1445425.56

Subtotal 2992218.85 -- -- -92348.97 -- -- -- -- -- 2899869.88 2522380.20

Total 12447684.23 -- -- -92348.97 -- -- -- -- -- 12355335.26 11977845.58

4、Operating income and costs

Item

2020 2019

Revenue Cost Revenue Cost

Principal operating 911815174.45 241307783.52 1666904055.40 330874297.00

Other operating 24095.25 -- 48857.18 --

(1)Principal operating activities (classified by industries)

Name of industry

2020 2019

Operating income Operating cost Operating income Operating cost

Real estate 860010047.62 211257440.88 1599279513.73 304208253.29

Lease 51805126.83 30050342.64 67624541.67 26666043.71

Total 911815174.45 241307783.52 1666904055.40 330874297.00

(2)Principal operating activities (classified by geographical areas)

Name of

geographical area

2020 2019

Operating income Operating cost Operating income Operating cost

Guangdong province 911815174.45 241307783.52 1666904055.40 330874297.00

5、Investment income

Item 2020 2019

Investment income from long-term investments under cost method -- 518700131.64

Investment income from long-term investments under equity method -92348.97 75629.25

Investment income from available-for-sale financial assets during the holding

period

-- --

Investment income from other equity instrument 599760.00 928200.00

Investment income from structured deposit 15217058.60 31425651.98

Total 15724469.63 551129612.87

XV. Supplementary information

1.Details of non-recurring gains or losses

Item 2020 Note

Profit or loss on disposal of non-current assets 11429.23

Government grants recognized in profit or loss (other than grants which

are closely related to the Company’s business and are either in fixed

amounts or determined under quantitative methods in accordance with

the national standard)

3370769.21

Profit or loss on entrusted investments or assets management 15217058.60

Income from expired

structured deposit

Interest on unexpired structured deposit --

Non-operating income/(expenses) except the above 29009657.60

Other non-recurring gains or losses 1237002.86

Item 2020 Note

Profit or loss on disposal of non-current assets 11429.23

Total non-recurring gains or losses 48845917.50

Less: Effects of income tax on non-recurring gains or losses 12211479.38

Net non-recurring gains or losses 36634438.12

Less: Effects of non-recurring gains or losses attributable to the minority

shareholders of the Company (after tax)

--

Non-recurring gains or losses attributable to the shareholders of the

Company

36634438.12

2、Return on net assets and earnings per share

Profit of reporting period

Weighted average

return on net

assets%

Earnings per share

Basic earnings Diluted earnings

Net profit attributable to the Company’s ordinary

equity shareholders

7.81% 0.2869 0.2869

Net profit attributable to the Company’s ordinary

equity shareholders after deduction of

non-recurring profit or loss

6.82% 0.2507 0.2507

Part XIII Documents Available for Reference

1. The financial statements signed and sealed by the legal representative the head of financial affairs and

the head of the financial department; and

2. The original copy of the Independent Auditor’s Report signed and sealed by the CPAs as well as sealed

by the CPA firm; and

3. The originals of all the Company’s documents and announcements which were disclosed on Securities

Time China Securities Journal and Ta Kung Pao (HK) during the Reporting Period.

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