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深深房B:2023年年度报告(英文版)

深圳证券交易所 2024-03-30 查看全文

ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE &

PROPERTIES (GROUP) CO. LTD.ANNUAL REPORT 2023

【30 March 2024】

1ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

ANNUAL REPORT 2023

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.Tang Xiaoping the Company’s General Manager Wang Jianfei the Company’s Chief

Financial Officer and Zhou Hongpu 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.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 has no final dividend plan either in the form of cash or stock.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.

2ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Table of Contents

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

Part II Corporate Information and Key Financial In... 6

Part III Management Discussion and Analysis ........ 11

Part IV Corporate Governance ....................... 31

Part V Environmental and Social Responsibility ..... 48

Part VI Significant Events ......................... 49

Part VII Share Changes and Shareholder Information.. 57

Part VIII Preferred Shares ......................... 64

Part IX Bonds ...................................... 65

Part X Financial Statements ........................ 66

3ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Documents Available for Reference

1. The financial statements with the personal signatures and stamps of the Company’s general

manager Chief Financial Officer and head of the financial department;

2. The original of the Auditor’s Report with the stamp of the CPA firm as well as the personal

signatures and stamps of the CPAs; and

3. The originals of all the documents and announcements disclosed by the Company on Securities

Times China Securities Journal and Ta Kung Pao during the Reporting Period.

4ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Definitions

Term Definition

―Shenzhen SASAC‖ or the ―Municipal The State-owned Assets Supervision and Administration

SASAC‖ Commission of the People’s Government of Shenzhen Municipal

SIHC Shenzhen Investment Holdings Co. Ltd.ShenZhen Special Economic Zone Real Estate & Properties (Group)

The ―Company‖ the ―Group‖ ―SPG‖ or

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

―we‖

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.Jianbang Group Guangdong Jianbang Group (Huiyang) Industrial Co. Ltd.Chuanqi Real Estate Development Shenzhen SPG Chuanqi Real Estate Development Co. Ltd.

5ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part II Corporate Information and Key Financial Information

I Corporate Information

Stock name SPG SPG-B Stock code 000029 200029

Stock exchange for stock

Shenzhen Stock Exchange

listing

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

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

Abbr. (if any) SPG

Legal representative Tang Xiaoping

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

Zip code 518001

Changes of the registered

N/A

address

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

Zip code 518001

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

Email address spg@sfjt.sihc.com.cn

II Contact Information

Board Secretary Securities Representative

Name Luo Yi Hong Lu

47/F SPG Plaza Renmin South Road 47/F SPG Plaza Renmin South Road

Address Luohu District Shenzhen Guangdong Luohu District Shenzhen Guangdong

P.R.China P.R.China

Tel. (86 755)25108897 (86 755)25108837

Fax (86 755)82294024 (86 755)82294024

Email address spg@sfjt.sihc.com.cn spg@sfjt.sihc.com.cn

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

Stock exchange website where this Report is disclosed Shenzhen Stock Exchange (http://www.szse.cn/)

Domestic: Securities Times China Securities Journal and

Newspaper and website where this Report is disclosed http://www.cninfo.com.cn

Overseas: Ta Kung Pao (HK)

47/F SPG Plaza 3005 Renmin South Road Luohu District Shenzhen

Place where this Report is lodged

Guangdong P.R.China

IV Change to Company Registered Information

Unified social credit code 91440300192179585N

6ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Change to principal activity of the

No change

Company since going public (if any)

On 24 March 1999 the controlling shareholder was changed from Shenzhen

Every change of controlling shareholder Investment Management Co. Ltd. to Shenzhen Construction Investment Holdings Co.since incorporation (if any) 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 Pan-China Certified Public Accounts LLP

Office address 128 Xixi Road Lingyin Street Xihu District Hangzhou Zhejiang Province China

Accountants writing signatures Wang Huansen and Cai Xiaodong

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

2023-over-2022 change

202320222021

(%)

Operating revenue

530887720.68634384561.42-16.31%1320790648.45

(RMB)

Net profit attributable

to the listed company’s -250839542.09 153718805.57 -263.18% 220836309.93

shareholders (RMB)

Net profit attributable

to the listed company’s

shareholders before -267984286.36 21160405.11 -1366.44% 208306710.37

exceptional gains and

losses (RMB)

Net cash generated

from/used in operating 1045037248.19 -675775998.76 254.64% -1205952107.94

activities (RMB)

Basic earnings per

-0.24790.1519-263.20%0.2183

share (RMB/share)

Diluted earnings per

-0.24790.1519-263.20%0.2183

share (RMB/share)

Weighted average

-6.52%3.88%-10.40%5.72%

return on equity (%)

Change of 31

31 December 2023 31 December 2022 December 2023 over 31 December 2021

31 December 2022 (%)

Total assets (RMB) 6485312507.46 5689769802.18 13.98% 6182498050.43

Equity attributable to

the listed company’s 3691082484.20 4004240547.70 -7.82% 3938260291.97

shareholders (RMB)

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

7ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

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

Item 2023 2022 Remark

Operating revenue (RMB) 530887720.68 634384561.42 N/A

Amount deducted from

0.00 0.00 N/A

operating revenue (RMB)

Operating revenue after

530887720.68 634384561.42 N/A

deduction (RMB)

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 Equity attributable to the listed company’s

shareholders shareholders

2023 2022 Ending amount Beginning amount

Under CAS -250839542.09 153718805.57 3691082484.20 4004240547.70

Adjusted as per IFRS

Under IFRS -250839542.09 153718805.57 3691082484.20 4004240547.70

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 109155515.74 154461263.33 90700026.78 176570914.83

8ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Net profit attributable

to the listed company’s -35653798.52 -1464384.29 686777.00 -214408136.28

shareholders

Net profit attributable

to the listed company’s

shareholders before -37833791.48 -4635117.67 -1532526.34 -223982850.87

exceptional gains and

losses

Net cash generated

from/used in operating -183238769.33 -8902178.71 128807540.45 1108370655.78

activities

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 2023 2022 2021 Note

Gain or loss on disposal of non-current assets

9940254.23161542599.57-13451.61

(inclusive of impairment allowance write-offs)

Government grants recognised incurrent profit or loss

(exclusive ofthose that are closely related to the

Company's normal business operations and given in

440049.96559803.191669479.40

accordance with defined criteria and in compliance

with government policies and have a continuing

impact on the Company's profit or loss)

Gain or loss on assets entrusted to other entities for

7985840.509129650.5113024710.91

investment or management

Reversed portions of impairment allowances for

receivables which are tested individually for 3994030.79 482790.04

impairment

Gain or loss on debt restructuring 2610128.31

Non-operating income and expense other than the

393461.441094190.561542604.01

above

Less: Income tax effects 5639314.23 41451680.41 4176533.19

Non-controlling interests effects (net of tax) -30421.58 926291.27

Total 17144744.27 132558400.46 12529599.56 --

Details of other gains and losses that meet the definition of exceptional gain/loss:

□ Applicable □ Not applicable

No such cases for the Reporting Period.Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item 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

Item Amount involved (RMB) Reason

This item is recognised as a recurrent

Return of handling fee for personal gain or loss because it occurs

68364.83

income tax withheld consistently from year to year and is not

episodic in nature

9ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

This item is recognised as a recurrent

gain or loss because it occurs

Over-deduction in the calculation of VAT 58857.60

consistently from year to year and is not

episodic in nature

10ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part III Management Discussion and Analysis

I Industry Overview for the Reporting Period

The Company is subject to the information disclosure requirements for the real estate industry in the Disciplinary and Regulatory

Guideline No. 3 of the Shenzhen Stock Exchange for Listed Companies—Industry-specific Information Disclosure.In 2023 due to geo-frictions and trade protectionism the global supply chain sector faced a reshuffle and the

world economic growth slowed down. The policy of the real estate sector continued to be relaxed. Although the

property market turnover picked up in the fourth quarter the relationship between supply and demand has

changed significantly. The market rebound was not sustainable and weak.II Principal Activity of the Company in the Reporting Period

The Company is subject to the information disclosure requirements for the real estate industry in the Disciplinary and Regulatory

Guideline No. 3 of the Shenzhen Stock Exchange for Listed Companies—Industry-specific Information Disclosure.The Company primarily develops residential properties. Its available-for-sale projects are mainly located in

Shenzhen Huizhou and Shantou. They are: the Chuanqi Donghu Mingyuan project (sold out during 2023) the

Cuilinyuan project and the Guangmingli project (residential units sold out as soon as they became available for

sale during 2023) in Shenzhen the Linxinyuan project located in a place in Huizhou that is close to Shenzhen and

the Tianyuewan project the Yuejing Dongfang project and the Jinyedao project in Shantou. In addition the

Company’s under-construction projects are the Guangmingli project and the Linxinyuan project.New additions to the land bank:

Considerati

Floor area Total land on of the

Name of

Planned Site area with plot

How the The

price Company’s

land lot or Location ratio land is Company’s use of land (㎡) (RMB’000 interest

project obtained interest

(㎡) 0) (RMB’000

0)

Cumulative land bank:

Floor area available for

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

development(0000 ㎡)

Xinfeng Building in Shantou 0.59 2.66 2.66

Linxinyuan Phase II 2.57 7.72 7.72

Linxinyuan Phase III 4.31 9.57 9.57

Linxinyuan Phase IV 3.23 6.45 6.45

Total 10.70 26.40 26.40

Development status of major projects:

Fl C

oo u

Time for Planned r m Expected CumulatThe

Nam commen % % are ul total ive

City Loc Comp floor area

e of cement deve cons Site area with plot a ati investmen investme/reg atio Status any’s

proj of lope truct (㎡) co ve t nt

ion n interes ratio

ect construc d ed mp ly (RMB’00 (RMB’0t (㎡)

tion let co 00) 000)

ed m

in pl

11ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

the et

Cu ed

rre flo

nt or

Pe ar

rio ea

d ((㎡㎡)

Linx Frame

Hui inyu work

Hui 11 June

zho an in 51% 96% 96% 64278 159761 0 0 115750 111077

yang

u Phas constr 2021

e I uction

Gua Frame

SPG

She ngm work 19

Gua

nzh ing in 100% January 81% 81% 10721 53605 0 0 151758 122759

ngm

en Dist constr 2022

ingli

rict uction

Sales status of major projects:

Pre-

sale/sa

Pre-

Floor les

Cumulat sale/sale Floor

Floor Floor area revenu

The ively

s Cumulat area

Name area area pre-

e

revenue ively

City Loc Comp pre- settled

of Stat with availabl sold/sol

settled

sold/sol generate settled /reg atio any’s in the

projec us plot e for d in the

in the

d floor in the floor ion n interes Current Curre

t ratio sale Current

t area

Current area Period

Period nt (㎡) (㎡) Period (㎡)

(㎡) (㎡) Period

(㎡) (RMB’0

(RMB

000)

’0000

)

Chuan

qi Luo Rea

She

Dongh hu dy

nzh 100% 55727 32857 32857 194 1483 32857 194 1483

u Dist for

en

Mingy rict sale

uan

Lon

Rea

She ggan

Cuilin dy

nzh g 100% 60111 56137 54522 1638 807 54522 1638 807

yuan for

en Dist

sale

rict

Cha

Tiany Rea

Sha oyan

uewan dy

nto g 100% 153470 160372 120017 5133 2963 108459 6804 3901

Phase for

u Dist

I sale

rict

Cha

Tiany Rea

Sha oyan

uewan dy

nto g 100% 127770 137059 37430 9159 5220 36572 11060 6276

Phase for

u Dist

II sale

rict

Linxin Hui

Hui On

yuan yang

zho pre- 51% 159761 159761 2421

Phase Dist

u sale

I rict

Gua

She SPG ngm On

nzh Guang ing pre- 100% 53605 51975 29973 29973 133703

en mingli Dist sale

rict

12ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Rental status of major projects:

Cumulative

Name of The Company’s Rentable area rented area Average Location Use

project interest (㎡) occupancy rate

(㎡)

Real Estate

Shenzhen Commercial 100.00% 3413.88 3413.88 100.00%

Mansion

North Tower of

Guoshang Shenzhen Commercial 100.00% 4819.71 4819.71 100.00%

Mansion

Petrel Building Shenzhen Commercial 100.00% 22475.47 22475.47 100.00%

SPG Plaza Shenzhen Office building 100.00% 60391.69 31598.87 52.32%

Podium of SPG

Shenzhen Commercial 100.00% 19886.30 14463.75 72.73%

Plaza

Wenjin Garden Shenzhen Commercial 100.00% 3531.60 3531.60 100.00%

Primary land development:

□ Applicable □ Not applicable

Financing channels:

Financing cost Maturity structure

Financing Ending balance

range/average

channel of financings

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

Bank loans 21343.43 3.7%-4.2% 3400.13 11715.82 12.52 6214.97

Total 21343.43 3.7%-4.2% 3400.13 11715.82 12.52 6214.97

Development strategy and operating plan for the coming year:

Please refer to ―XI Prospects‖ in this part of the Report.Provision of guarantees for homebuyers on bank mortgages:

□ Applicable □ Not applicable

Guarantee amount (RMB’000

Project Guarantee period Note

0)

Until the property ownership certificate is registered

Shanglinyuan 47.25

as collateral and handed over to bank for keeping

Until the property ownership certificate is registered

Cuilinyuan 935.87

as collateral and handed over to bank for keeping

Chuanqi Donghu Until the property ownership certificate is registered

1087.97

Mingyuan as collateral and handed over to bank for keeping

Until the property ownership certificate is registered

Tianyuewan 32241.18

as collateral and handed over to bank for keeping

Until the property ownership certificate is registered

Guangmingli 75304.40

as collateral and handed over to bank for keeping

Until the property ownership certificate is registered

Linxinyuan 1034.00

as collateral and handed over to bank for keeping

Total 110650.67

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

Compatibilit

As % of As % of the Cumulative

Type of Investment Disinvestme y of actual

Project total peak of returns

investor amount (RMB) nt investment

investment project funds (RMB)

and returns

Director

supervisor or

Linxinyuan 8950000.00 39.25% 0.90% 0.00 N/A N/A

senior

management

13ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

of the

Company

III Core Competitiveness Analysis

As the earliest real estate developer founded in the Shenzhen Special Economic Zone the Company helped build

the early city and 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 as well as winning the

bid in the new China’s first auction of land use rights held in the Shenzhen Special Economic Zone.After more than 40 years of development the Company has grown into a business group with real estate

development and operation as its main business integrating engineering and construction project supervision

asset management and other diversified operations.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 the Reporting Period the Company was awarded such honorary titles as the "2023 Brand Value Enterprise of

Shenzhen Real Estate Development Industry" "2023 Shenzhen CSR Benchmarking Enterprise in Real Estate

Development Industry" "2022 Shenzhen Willing Ox Award in Real Estate Industry" "Annual Contribution

Award for Listed Companies in the Greater Bay Area" and "Top 20 Board Governance of listed companies in the

Greater Bay Area".IV Core Business Analysis

1. Overview

In 2023 in the face of many difficulties and challenges such as the industry lingering at the bottom the spill-over

of real estate enterprises that had just got off the risky list entry of enterprise reform into a deep water zone and

deadlock in exploring future development yet to be broken the leadership team of the Company conscientiously

implemented the decisions and arrangements of the State-owned Assets Supervision and Administration

Commission of the People’s Government of Shenzhen Municipal (Municipal SASAC) and Shenzhen Investment

Holdings Co. Ltd. (SIHC) led the staff to carry forward fighting spirit made all-out efforts to withstand the

impact of external risks overcame multiple internal difficulties and thus solidly promoted sustainable

development. Major work progress for the year is as follows:

First anchoring the targets the Company continued developing and consolidating the core business. For SPG

Guangmingli project the promotional housing sources were sold out on the property-opening day and the annual

sales targets were overfulfilled; for Donghu Mingyuan project the properties were sold completely; for Shantou

14ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Tianyuewan and other projects good sales performance was achieved against the backdrop of the continuous

downturn in the regional market; for SPG's self-owned properties the overall investment operation was stable and

improved with the annual targets completed and with the creation of "Buildings for Shenzhen-Hong Kong

Medical and Healthcare Specialty Industry" of SPG Plaza constantly intensified.Second taking multiple measures simultaneously the Company continued improving quality and efficiency.Zhentong Engineering overfulfilled the annual targets for its operating revenue and total profit; Petrel Hotel

continued improving by expanding revenue and increasing profit; Shantou Company and Huazhan Construction

Supervision operated stably. During the Reporting Period the confirmation of the land rights of "Xinfeng

Building" in Shantou a task left over from history continued being promoted the deregistration of Xinfeng Real

Estate was completed the disposal of "non-core and non-advantageous business and inefficient and ineffective

assets" was orderly advanced and good results were achieved in collecting historical arrears.Third attaching importance to synergy the Company continued exploring future development. Through

synergies between internal and external resources the Company promoted future development and concentrated

on plan for new development "curves"; to integrate into the overall development strategy of SIHC the Company

reviewed and revised the "14th Five-Year" strategic plan; by continuously following the relevant measures of the

China Securities Regulatory Commission (the CSRC) for adjusting and optimizing real estate enterprises' equity

financing the Company coordinated SIHC's system resources and strove to study and explore the future

development mode.Fourth acting proactively the Company continued disposing of risks. Under the circumstances that enterprises

in the industry constantly encountered risks in combination with its project conditions the Company made

forward-looking studies and judgment and acted proactively made every effort to prevent and dispose of

operational risks and held the bottom line of without systematic risks and derivative material public opinion

events thus sparing no effort in safeguarding the security of state-owned assets.Fifth consolidating its foundation the Company continued boosting management and control. The Company

completed the change of office terms of the Board of Directors and the Board of Supervisors and the Company's

ESG report rating was upgraded to BBB; we reestablished the bidding and purchasing system as well as the cost

control system and newly revised (formulated) 41 management policies; we thoroughly inspected and remedied

hidden safety hazards and by drawing inferences remedied the problems identified in third-party tour inspections;

SPG optimised the human resources system and by externally attracting and internally training talent optimised

the structure of the staff team; the company also strengthened financial coordination and financing to effectively

safeguard the demand for funds.Sixth strengthening its roots and consolidating its soul the Company continued Party building. The Company

promoted the action of "massive interview discussion and revelation" and advanced achievement transformation.The Company's subordinate enterprises where Party organisations "should be established as much as possible"

achieved the goal. The domestic legal person enterprises were fully covered with "putting Party building into

regulations" signed a Party-building responsibility statement strictly reported reviewed and appraised duties and

continuously consolidated the "three foundations". The Company implemented the "two responsibilities"

improved and was well versed in the "massive supervision" system and thus intensified the development of clean

15ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

culture.

2. Revenue and Cost Analysis

(1) Breakdown of Operating Revenue

Unit: RMB

20232022

As % of total As % of total Change (%)

Operating revenue operating revenue Operating revenue operating revenue

(%)(%)

Total 530887720.68 100% 634384561.42 100% -16.31%

By operating division

Property sales 118580624.34 22.34% 309331841.57 48.76% -61.67%

Engineering and

324243778.5061.08%236949097.4537.35%36.84%

construction

Property

3491329.170.66%33801320.235.33%-89.67%

management

Rental service 84571988.67 15.93% 54302302.17 8.56% 55.74%

By product category

Residential units 108943731.16 20.52% 277643154.35 43.77% -60.76%

Shops and parking

9636893.181.82%31688687.225.00%-69.59%

lots

Other 412307096.34 77.66% 325052719.85 51.24% 26.84%

By operating segment

Guangdong

530197455.5799.87%633906909.8099.92%-16.36%

Province

Overseas 690265.11 0.13% 477651.62 0.08% 44.51%

By marketing model

Principal

524099615.6398.72%628832520.5199.12%-16.66%

operations

Other 6788105.05 1.28% 5552040.91 0.88% 22.26%

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

Revenue or Operating Profit

□ Applicable □ Not applicable

Unit: RMB

YoY

change in

YoY change in YoY change

Gross profit gross

Operating revenue Cost of sales operating in cost of

margin profit

revenue (%) sales (%)

margin

(%)

By operating division

Property sales 118580624.34 80235849.12 32.34% -61.67% -43.19% -50.94%

Engineering

and 324243778.50 317088117.19 2.21% 36.84% 36.82% 0.05%

construction

Rental service 84571988.67 44847244.30 46.97% 55.74% 7.97% 357.88%

By product category

Residential

108943731.1674609765.9431.52%-60.76%-41.00%-42.13%

units

By operating segment

16ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Guangdong

530197455.57455342654.9714.12%-17.23%1.22%-52.58%

Province

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 2023 2022 Change (%)

Sales volume RMB’0000 10910 16522 -33.97%

Property sales Output RMB’0000 15892 37603 -57.74%

Inventory RMB’0000 430663 425681 1.17%

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

□ Applicable □ Not applicable

Affected by the real estate market the Company saw less-than-expected property sales carryforwards and existing

property sales in 2023 resulting in a decrease in property investment and development.

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

□ Applicable □ Not applicable

(5) Breakdown of Cost of Sales

By operating division

Unit: RMB

20232022

Operating

Item As % of total As % of total Change (%)

division Cost of sales cost of sales Cost of sales cost of sales

(%)(%)

Property sales 80235849.12 18.04% 141232452.52 32.31% -43.19%

Engineering

and 317088117.19 71.29% 231754203.03 53.03% 36.82%

construction

Property

2626431.490.59%19780268.704.53%-86.72%

management

Rental service 44847244.30 10.08% 44285076.76 10.13% 1.27%

Total 444797642.10 100.00% 437052001.01 100.00% 1.77%

Note:

Affected by markets and development cycles property sales experienced a year-on-year drop of 43.19%; and

engineering and construction projects saw new breakthroughs in expansion resulting in a year-on-year increase of

36.82% in sales.

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

□Yes□No

17ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(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) 139521174.93

Total sales to top five customers as % of total sales of the

26.28%

Reporting Period (%)

Total sales to related parties among top five customers as % of

0.00%

total sales of the Reporting Period (%)

Information about top five customers:

Sales revenue contributed for As % of total sales revenue

No. Customer

the Reporting Period (RMB) (%)

1 Legal person A 55098804.24 10.38%

2 Legal person B 26869725.62 5.06%

3 Legal person C 19944916.00 3.76%

4 Legal person D 19271404.07 3.63%

5 Legal person E 18336325.00 3.45%

Total -- 139521174.93 26.28%

Other information about major customers:

□ Applicable □ Not applicable

Major suppliers:

Total purchases from top five suppliers (RMB) 135980783.49

Total purchases from top five suppliers as % of total purchases

94.52%

of the Reporting Period (%)

Total purchases from related parties among top five suppliers

0.00%

as % of total purchases of the Reporting Period (%)

Information about top five suppliers:

Purchase in the Reporting

No. Supplier As % of total purchases (%)

Period (RMB)

1 Legal person A 117030547.22 81.34%

2 Legal person B 10654310.21 7.41%

3 Legal person C 3447916.26 2.40%

4 Legal person D 3088209.80 2.15%

5 Legal person E 1759800.00 1.22%

Total -- 135980783.49 94.52%

Other information about major suppliers:

□ Applicable □ Not applicable

3. Expense

Unit: RMB

2023 2022 Change (%) Reason for any significant change

Selling Selling expenses on the Guangmingli project was

21803202.1419217595.1113.45%

expense newly added in the current year

Administrat 55965931.72 55758749.08 0.37%

18ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

ive expense

Decreased average bank balances and deposit

Finance

-5231991.59 -6507147.03 -19.60% interest income as well as new bank loan interest

costs

in the current period

4. R&D Investments

□ Applicable □ Not applicable

5. Cash Flows

Unit: RMB

Item 2023 2022 Change (%)

Subtotal of cash generated from

1950984549.76668449932.34191.87%

operating activities

Subtotal of cash used in

905947301.571344225931.10-32.60%

operating activities

Net cash generated from/used in

1045037248.19-675775998.76254.64%

operating activities

Subtotal of cash generated from

139173390.10282766666.00-50.78%

investing activities

Subtotal of cash used in investing

601475412.00713537.2984194.88%

activities

Net cash generated from/used in

-462302021.90282053128.71-263.91%

investing activities

Subtotal of cash generated from

169486610.82111428077.6252.10%

financing activities

Subtotal of cash used in

83583781.56140126109.45-40.35%

financing activities

Net cash generated from/used in

85902829.26-28698031.83-399.33%

financing activities

Net increase in cash and cash

668781343.87-421928565.67-258.51%

equivalents

Explanation of why any of the data above varies significantly:

□ Applicable □ Not applicable

Cash generated from operating activities increased year on year primarily driven by the cash inflow from the SPG-Guangmingli

project in the current period.Cash used in operating activities decreased year on year primarily driven by the decreased development and construction of real

estate projects.Net cash generated from investing activities decreased year on year primarily driven by the increased purchase of currency fund in

the current period.Cash generated from financing activities increased year on year primarily driven by the new bank loan in the current period.Cash used infinancing activities decreased year on year primarily driven by the decreased dividend payout in the current period.Reason for any big difference between the net operating cash flow and the net profit for this Reporting Period

□ Applicable □ Not applicable

There is a big difference between the net operating cash flow and the net profit for the year primarily due to the long time span

between property development sales and revenue recognition.V Analysis of Non-Core Businesses

□ Applicable □ Not applicable

19ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

VI Analysis of Assets and Liabilities

1. Significant Changes in Asset Composition

Unit: RMB

31 December 2023 1 January 2023 Change

As a % As a % in Reason for any significant

Amount of total Amount of total percenta change

assets assets ge (%)

Return of funds from sales

Monetary assets 871019268.83 13.43% 197663949.74 3.47% 9.96% of the SPG Guangmingli

project

Accounts

75100970.831.16%63580422.161.12%0.04%

receivable

Contract assets 27352596.92 0.42% 0.00 0.42%

Impairment on the SPG

Inventories 3915215921.96 60.37% 4257109614.31 74.82% -14.45%

Linxinyuan project

Investment

541542136.178.35%566873915.079.96%-1.61%

property

Long-term equity

0.000.00%93927.640.00%0.00%

investments

Fixed assets 19928049.77 0.31% 21425475.05 0.38% -0.07%

Right-of-use

99641.480.00%232496.720.00%0.00%

assets

Short-term

3550000.000.05%51138077.620.90%-0.85%

borrowings

Sales proceeds received in

Contract

1291448591.28 19.91% 43533467.29 0.77% 19.14% advance from the SPG

liabilities

Guangmingli project

Long-term

179431851.02 2.77% 54261000.00 0.95% 1.82% New bank loans

borrowings

Lease liabilities 53885.23 0.00% 0.00%

Held-for-trading Purchase of monetary

879340201.9213.56%408154361.427.17%6.39%

financial assets funds

Accounts payable 443259768.78 6.83% 434601559.67 7.64% -0.81%

Payment of land VAT of

Taxes payable 40908986.48 0.63% 190951185.99 3.36% -2.73% Donghu Mingyuan in the

current period

Other payables 554469229.59 8.55% 574331340.84 10.09% -1.54%

Indicate whether overseas assets account for a high proportion of total assets.□ Applicable □ Not applicable

2. Assets and Liabilities at Fair Value

□ Applicable □ Not applicable

Unit: RMB

Im

pa

Ot

ir

Gain/loss on Cumulative he

m

fair-value fair-value r

en Purchased in the Sold in the

Item Beginning amount changes in the changes ch Ending amount

t Reporting Period Reporting Period

Reporting charged to an

all

Period equity ge

o

s

wa

nc

20ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

e

for

th

e

Re

po

rti

ng

Pe

rio

d

Financial assets

1. Held-

for-

trading

financial

assets

(excludi 408154361.42 7824348.71 600000000.00 136638508.21 879340201.92

ng

derivati

ve

financial

assets)

4.

Investm

ents in

other 13839235.57 485175.78 14324411.35

equity

instrume

nts

Total of

the 421993596.99 7824348.71 485175.78 600000000.00 136638508.21 893664613.27

above

Financia

l

0.000.00

liabilitie

s

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

Item Ending carrying value Reasons for restriction

Project of public facilities inside and surrounding the urban renewal project of

Monetary assets 5817217.78 Longgang District Shenzhen-construction funds-land reclamation costs of SPG

Guangmingli project

Monetary assets 5943085.18 Frozen in a lawsuit case

Monetary assets 50000.00 Construction deposit

Monetary assets 62552.52 Stop payments suspend accounts

Accounts receivable 27890361.58 Pledged for short-term borrowings

Investment property 44297197.87 Mortgaged for borrowings

Total 84060414.93

21ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

VII Investments Made

1. Total Investment Amount

□ Applicable □ Not applicable

Total investment amount in the Total investment amount in last year

Change (%)

Reporting Period (RMB) (RMB)

190310000.00299540000.00-36.47%

2. Significant 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.VIII 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

IX Principal Subsidiaries and Joint Stock Companies

□ Applicable □ Not applicable

22ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Principal subsidiaries and joint stock companies with an over 10% effect on the Company’s net profit:

Unit: RMB

Relati

onship Main

Comp

with busine Registered Operating Operating

any ss Total assets Net assets Net profit the capital revenue profit

name

Comp scope

any

Guan

gdong

Jianb

ang

Devel

Grou

opmen -

p Subsid 1532537012 -

t of 2800000.00 25433005. 0.00 -9736449.82

(Huiy iary

real .55 11810122.07

ang) 65

estate

Indust

rial

Co.Ltd.Shenz

hen

SPG

Chua

Devel

nqi

opmen

Real Subsid 2560819336 990746279

t of 30000000.00 0.00 -4609281.60 -3435619.67

Estate iary

real .10 .57

Devel

estate

opme

nt

Co.Ltd.Shenz

hen

SPG

Devel

Long

opmen

gang Subsid 55463556.t of 30000000.00 94912989.41 10746255.27 3549049.77 -2138802.00

Devel iary

real 61

opme

estate

nt

Co.Ltd.Shant

ou

SEZ

Wella

m Devel

FTY opmen

Subsid 35280380. - -

Buildi t of 91226120.44 85426747.46 1243939.83

iary

ng real 10 55021858.71 55024437.34

Devel estate

opme

nt

Co.Ltd.Shant

ou

Huafe

Devel

ng

opmen

Real Subsid 780373794.4 12827733.t of 80000000.00 94905140.68 5194367.78 -4797165.52

Estate iary

real 8 61

Devel

estate

opme

nt

Co.

23ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Ltd.Great

Devel

Wall

opmen -

Estate Subsid

t of 2051146.00 19964537.33 91827313. 690265.11 -351082.24 -351082.24

Co. iary

real

Inc. 73

estate

(U.S.)

Shenz

hen

Install

Zhent

ation

ong Subsid 139385580.3 21570554. 328544298.0

and 10000000.00 872314.59 1402095.23

Engin iary

mainte 8 27 0

eering

nance

Co.Ltd.Shenz

hen

Hotel

Petrel Subsid 38928638.servic 30000000.00 48536863.21 17925482.71 2218886.38 2004316.15

Hotel iary

e 00

Co.Ltd.Shenz

hen

Huaz

han

Constr

Const

Subsid uction 10471446.ructio 8000000.00 11275162.28 3986383.98 200736.55 143261.58

iary superv

n 74

ision

Super

vision

Co.Ltd.Xin

Invest

Feng

ment -

Enter Subsid 337330256.3

and 502335.00 230256448 0.00 -3885483.26 -3885483.26

prise iary

manag 3

Co. .73

ement

Ltd.Subsidiaries obtained or disposed in the Reporting Period:

□Applicable □ Not applicable

Information about major majority- and minority-owned subsidiaries:

1. In May 2021 through the payment of consideration of RMB450 million the Group acquired 51% equity interest in Guangdong

Jianbang Group (Huiyang) Industrial Co. Ltd. The project company will develop the Linxingyuan Project with a gross site area of

200000 square meters and a total capacity building area of 0.4 million square meters which will be developed in four phases. The

Group has control over the project company which will be included in the scope of consolidation in May 2021.As of 31 December

2023 eight residential buildings of Phase I have been capped the basement of Phase II has been completed the development of

Phase III and Phase IV are to be initiated and construction permit has not been granted for the school. There were no sales in 2023.

2. In October 2021 the Company won the bid for a land plot in Guangming District and established the project company Shenzhen

SPG Chuanqi Real Estate Development Co. Ltd. to be responsible for the development and construction of the land.In 2023 actual

investment totaled RMB158.83 million.On 22 September 2023 the Company obtained the pre-sale license for its SPG Guangmingli project and opened the sale of the

properties on 28 September. In 2023 areas sold totaled 31143.98 square meters amount from sales increased by RMB1389.02

million and funds of RMB1359.85 million were withdrawn.

3. The subordinate subsidiaries engaged in real estate development also 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. recorded the carryover revenue of RMB8.17

24ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

million (cumulative sales carry-over of 96%) in 2023.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 open for sale in October 2016 and completed in

December 2019. The Phase II started construction in November 2018 and was completed at the end of June 2021. The overall sales

progress is relatively slow with an accumulated sales rate of about 74% for Phase I and 26% for Phase II.

4. Shenzhen Zhentong Engineering Co. Ltd. was engaged in the business of building installation and maintenance with the 2023

operating revenues of RMB329 million and of 62% to the operating revenues of the Company.

5. The 2023 net profit of Xin Feng Enterprise Co. Ltd. was of RMB-3.89 million which mainly due to the changes of exchange rate

and it conducts no business.

6. The 2024 net profit of Shenzhen Petrel Hotel Co. Ltd. was of RMB2 million representing a return to profitability which was

mainly due to the fact that the market and business environment improved during the Reporting Period.X Structured Bodies Controlled by the Company

□Applicable □ Not applicable

XI Prospects

(I) Industry pattern and trends

Currently the real estate industry will change from a high growth rate industry to a value-driven industry and the

market pattern is facing adjustments. The policy side is expected to continue playing its part credit easing will be

maintained and market trend depends on the degree of recovery of home buyers' confidence; the "Three Major

Projects" as a long-term mechanism and an important entry point to stabilize the market will play a key role in

future market expectations.(II) Possible risks and countermeasures

1. Macroeconomic risks and countermeasures

In 2024 the world economy has insufficient growth momentum the complexity severity and uncertainty of the

external environment rise and the foundation for a sustained economic recovery and improvement is not yet

steady. The basic trend of long-term upturn in China's economy has not changed and opportunities will coexist

with risks and challenges in future development with more advantages than disadvantages. The Company will

continue paying close attention to the international and domestic macroeconomic situations and proactively adjust

its operation strategies.

2. Industry development risks and countermeasures

At this stage in the real estate industry although the financing environment has improved and the regulatory

policies are expected to ease during an upcoming period potential industry risks still exist resources will

continue flowing to leading quality enterprises the industry competition pattern will present a new situation. The

Company will continue deepening the research on industry policies following national strategy optimizing the

development method and innovating its operating model.

3. Business operating risks and countermeasures

The continuous downturn in the property market has led to increased difficulties in the sale of the Company's

inventory projects meanwhile the Company's existing reserves of development land resources are insufficient

and the expansion of new business has not yet yielded substantial results thus putting pressure on the enterprise

for its operation and development. The Company will pay close attention to changes in the market and industry

policies focus on project construction and property sales formulate targeted land expansion plans consolidate the

foundation of the core business and proactively explore new paths in line with the actual development of the

25ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Company.(III) Development strategy and operating plan

In 2024 the Company's overall work requirements are to: Enhance cohesion and forge the soul by adhering to

the Xi Jinping Thought on Socialism with Chinese Characteristics for a New Era; comprehensively act in the spirit

of the Party's 20th National Congress; thoroughly implement the guiding principles of the Central Economic Work

Conference; scientifically grasp the main keynote of "seeking progress while maintaining stability reinforcing

stability with progress and establishing the new before abolishing the old"; resolutely implement the work

arrangement of the controlling shareholders; base the Company on its own resource endowment and coordinate

internal and external advantageous resources; focus on "developing and consolidating the core business

improving capabilities preventing risks and expanding new business"; and continuously improve value-creating

ability.

1. With focus on consolidating the core business the Company will make new strides in creating value. First

the Company will establish and improve the standardisation manual of real estate development with the focus on

optimizing core business operations; second the Company will strengthen project quality control with the focus

on ensuring the progress of projects; third the Company will spare no effort to intensify project sales with the

focus on promoting the sale of inventory; fourth the Company will expand the influence of the brand namely

"Buildings for Shenzhen-Hong Kong Medical and Healthcare Specialty Industry" of SPG Plaza with the focus on

building a platform for gathering massive health industry and on boosting leasing operation.

2. With focus on improving capabilities the Company will make greater strides in driving reform. First the

Company will optimise and improve the system of remuneration management and assessment and incentive and

build efficient teams with the focus on enhancing "organisational capabilities"; second the Company will

optimise and improve the operation control system and enhance the capabilities of efficient operation of the

whole project whole cycle and whole profession with the focus on enhancing the "operational capabilities"; third

the Company will promote the informationisation development and boost the effectiveness of internal

management and synergy operation with the focus on enhancing "digital intelligence capabilities".

3. With focus on preventing risks the Company will make steadier strides in proactive action. First the

Company will pay close attention to changes in situation timely adjust the strategies for disposing of and

responding to project risks and accelerate risk disposal with the focus on disposing of project risks; second the

Company will improve and perfect the safety management system and strengthen safety and quality management

with the focus on preventing safety risks; third the Company will promote the development of the compliance

management system perform better in fund plan and cash flow management and guard the bottom line of without

systematic risks with the focus on controlling operational risks.

4. With focus on expanding new business the Company will take faster strides in exploring future development.

First the Company will make in-depth analysis study and judgment and by centring on strategic reviews and

revisions develop the strong points and avoid the weak points to pinpoint the main battlefield for future

development; second the Company will give play to synergistic effect and by centring on the arrangements for

reform in Shenzhen's state-owned assets and enterprises and the strategy of SIHC explore the future development

path and tap into high-quality investment opportunities; third the Company will pay close attention to market

trends and set up a professional team of investment research to strive for the implementation of projects as soon as

possible.

5. With focus on strong leadership the Company will make more practical strides in party building integration.

First the Company will enhance political leadership and identify the direction of high-quality development;

second the Company will enhance ideological leadership consolidate and deepen the achievements of thematic

education and build the foundation of high-quality development; third the Company will enhance the overall

effectiveness of the development of the organisational system strengthen the development of Party member team

26ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

and forge the fortress of high-quality development. Fourth the Company will explore new paths of integration of

party building and business and usher in motivating the vitality of high-quality development.XII Communications with the Investment Community such as Researches Inquiries and

Interviews during the Reporting Period

□ Applicable □ Not applicable

Index

to

Place Way Type main

Date of visit of of of Visitor Contents and materials provided inquir

visit visit visitor y

inform

ation

The By

Indivi Individual Inquired of business situations and strategic planning

5 January 2023 Comp teleph N/A

dual investor of the Company and didn’t offer written materials

any one

The By

Indivi Individual Inquired of project sales of the Company and didn’t

11 January 2023 Comp teleph N/A

dual investor offer written materials

any one

The By

Indivi Individual Inquired of business situation and didn’t offer written

12 January 2023 Comp teleph N/A

dual investor materials

any one

The By

Indivi Individual Inquired of the future development plan of the

8 February 2023 Comp teleph N/A

dual investor Company and didn’t offer written materials

any one

The By

Indivi Individual Inquired of the future development plan of the

21 February 2023 Comp teleph N/A

dual investor Company and didn’t offer written materials

any one

The By

Indivi Individual Inquired of business situations and strategic planning

24 February 2023 Comp teleph N/A

dual investor of the Company and didn’t offer written materials

any one

Writte

The

n Indivi Individual

13 March 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

21 March 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of business situation and didn’t offer written

29 March 2023 Comp teleph N/A

dual investor materials

any one

The By

Indivi Individual Inquired of business situations and strategic planning

11 April 2023 Comp teleph N/A

dual investor of the Company and didn’t offer written materials

any one

The By

Indivi Individual Inquired of project sales of the Company and didn’t

19 April 2023 Comp teleph N/A

dual investor offer written materials

any one

Writte

The

n Indivi Individual

21 April 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of the land reserves and projects progress of

26 April 2023 Comp teleph N/A

dual investor the Company and didn’t offer written materials

any one

27ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

The By

Indivi Individual Inquired of business situations and strategic planning

28 April 2023 Comp teleph N/A

dual investor of the Company and didn’t offer written materials

any one

Writte

The

n Indivi Individual

11 May 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

22 May 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

22 May 2023 Comp Enquire about the number of A-shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

1 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

1 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

1 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

12 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

12 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

25 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

26 June 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

3 July 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

11 July 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

21 July 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By Indivi Individual Inquired of business situations and strategic planning

31 July 2023 N/A

Comp teleph dual investor of the Company and didn’t offer written materials

28ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

any one

Writte

The

n Indivi Individual

1 August 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

2 August 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of business situation and didn’t offer written

7 August 2023 Comp teleph N/A

dual investor materials

any one

Writte

The

n Indivi Individual

11 August 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

21 August 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of horizontal competition of the Company

28 August 2023 Comp teleph N/A

dual investor and didn’t offer written materials

any one

Writte

The

n Indivi Individual

1 September 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

11 September 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

21 September 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

10 October 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

11 October 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual Inquired of project sales of the Company and didn’t

23 October 2023 Comp N/A

inquir dual investor offer written materials

any

y

Writte

The

n Indivi Individual

24 October 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

3 November 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The Writte Indivi Individual

13 November 2023 Enquire about the number of shareholders N/A

Comp n dual investor

29ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

any inquir

y

Writte

The

n Indivi Individual

21 November 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of the future development plan of the

23 November 2023 Comp teleph N/A

dual investor Company and didn’t offer written materials

any one

Writte

The

n Indivi Individual

29 November 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

30 November 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

Writte

The

n Indivi Individual

1 December 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By Inquired of business situation and the future

Indivi Individual

7 December 2023 Comp teleph development plan of the Company and didn’t offer N/A

dual investor

any one written materials

The By

Indivi Individual Inquired of construction in progress and litigation

8 December 2023 Comp teleph N/A

dual investor and didn’t offer written materials

any one

Writte

The

n Indivi Individual

11 December 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of construction in progress and litigation

12 December 2023 Comp teleph N/A

dual investor and didn’t offer written materials

any one

The By

Indivi Individual Inquired of litigation and didn’t offer written

15 December 2023 Comp teleph N/A

dual investor materials

any one

The By

Indivi Individual Inquired of horizontal competition of the Company

19 December 2023 Comp teleph N/A

dual investor and didn’t offer written materials

any one

Writte

The

n Indivi Individual

21 December 2023 Comp Enquire about the number of shareholders N/A

inquir dual investor

any

y

The By

Indivi Individual Inquired of the annual audit accountant of the

25 December 2023 Comp teleph N/A

dual investor Company and didn’t offer written materials

any one

The By

Indivi Individual Inquired of changes in directors and supervisors of

27 December 2023 Comp teleph N/A

dual investor the Company and didn’t offer written materials

any one

XIII Implementation of the Action Plan for “Dual Enhancement of Quality and Profitability”

Has the Company disclosed its Action Plan for ―Dual Enhancement of Quality and Profitability‖

□Yes □No

30ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part IV 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 Self-regulation Guidelines for

Listed Companies of Shenzhen Stock Exchange No. 1-Standardized Operation of Listed Companies on the Main

Board 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 Self-regulation Guidelines for Listed Companies of Shenzhen Stock Exchange No. 1-Standardized

Operation of Listed Companies on the Main Board 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 Self-

31ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

regulation Guidelines for Listed Companies of Shenzhen Stock Exchange No. 1-Standardized Operation of Listed

Companies on the Main Board 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 laws administrative regulations and

regulations governing the governance of listed companies issued by the CSRC.□Yes □ No

No such cases in the Reporting Period.II The Company’s Independence from Its Controlling Shareholder and Actual Controller in

Business Personnel Asset Organization and Financial Affairs

(I) In respect of assets the Company possessed independent and integrated assets and the property of the

Company is transparent.(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 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.(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 business the Company possessed independent production supply and sales system.III Horizontal Competition

□ Applicable □ Not applicable

Relationship Comp Comp

Progress and follow-

Type with the any any Course Countermeasures

up plan

Company name nature

For the Company’s existing Refer to the

The Company and business that has horizontal Announcement on

ShenZhen Properties & competition with ShenZhen Receiving the

Resources Development Properties & Resources Avoiding Horizontal

(Group) Ltd. (hereinafter Development (Group) Ltd. Competition

Shenz

referred to as ―SZPRD‖) Shenzhen Investment Commitment Letter

hen

Horiz are majority-owned Holdings Co. Ltd. will from the Controlling

Invest

ontal subsidiaries of Shenzhen within the scope permitted Shareholder (No.:

Controlling ment

comp Other Investment Holdings Co. by laws and regulations 2021-032) disclosed

shareholder Holdi

etitio Ltd. The Company and timely launch one or several by the Company on

ngs

n SZPRD are operating real of the following solutions 11 September 2021

Co.estate development and that is practically feasible and the

Ltd.commercial property sales and complete the Announcement on

business which belong to implementation of the Resolutions of the

the same industry. There relevant solution(s) before 9 1st Extraordinary

is horizontal competition. November 2024 to solve the General Meeting of

existing horizontal 2021 (No.: 2021-34)

32ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

competition problem: (1) disclosed by

Solve the horizontal ShenZhen Properties

competition between the & Resources

two through asset sales or Development

asset replacement; (2) Solve (Group) Ltd. on 27

the horizontal competition September 2021 for

between the two through details.equity transfer; (3) Take

other measures that can

effectively solve the

problem of horizontal

competition.IV Annual and Extraordinary General Meeting Convened during the Reporting Period

1. General Meetings Convened during the Reporting Period

Investor

Meeting Type participati Convened date Disclosure date Index to disclosed information

on ratio

st

The 1st Resolutions of the 1 Extraordinary

Extraordin

Extraordinary General Meeting of 2023 disclosed on

ary

General 62.31% 30 March 2023 31 March 2023 China Securities Securities Times

General

Meeting of

Meeting and www.cninfo.com.cn (No.: 2023-

2023014)

Resolutions of 2022 Annual General

The 2022 Annual

Meeting disclosed on China

Annual General General 62.37% 28 April 2023 29 April 2023

Meeting Meeting Securities Securities Times and

www.cninfo.com.cn (No.: 2023-020)

The 2nd Resolutions of the 2

nd Extraordinary

Extraordin

Extraordinary General Meeting of 2023 disclosed on

ary

General 62.99% 12 September 2023 13 September 2023 China Securities Securities Times

General

Meeting of

Meeting and www.cninfo.com.cn (No.: 2023-

2023033)

rd

The 3rd Resolutions of the 3 Extraordinary

Extraordin

Extraordinary General Meeting of 2023 disclosed on

ary

General 62.44% 30 November 2023 1 December 2023 China Securities Securities Times

General

Meeting of

Meeting and www.cninfo.com.cn (No.: 2023-

2023047)

2. Extraordinary General Meeting Convened at Request of Preference Shareholders with Resumed Voting

Rights

□Applicable □ Not applicable

V Directors Supervisors and Senior Management

1. Basic Information

Increa Decre

Begin se in ase in Other Endin

ning the the increa g Reaso

Ge Incum

Office End of shareh Report Report se/dec shareh n for

Name nde Age bent/F Start of tenure

title tenure olding ing ing rease olding chang

r ormer

(share Period Period (share (share e

) (share (share ) )

))

33ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Chairma

Tang Ma Incum 30 March

54 n of the 0 0 0 0 0

Xiaoping le bent 2023

Board

Tang Ma Incum 31 December

54 Director 0 0 0 0 0

Xiaoping le bent 2020

Tang Ma Incum 14 December

54 GM 0 0 0 0 0

Xiaoping le bent 2020

Qian Ma Incum 12 September

50 Director 0 0 0 0 0

Zhong le bent 2023

Wang Ma Incum 11 October

51 Director 0 0 0 0 0

Jianfei le bent 2021

Wang Ma Incum 22 September

51 CFO 0 0 0 0 0

Jianfei le bent 2021

Sun Ma Incum 31 December

43 Director 0 0 0 0 0

Minghui le bent 2020

Zhang Ma Incum 30 March

49 Director 0 0 0 0 0

Manhua le bent 2023

Li Ma Incum 30 November

51 Director 0 0 0 0 0

Wenkun le bent 2023

Indepen

Kang Ma Incum

60 dent 15 May 2018 0 0 0 0 0

Xiaoyue le director bent

Indepen

He Ma Incum

62 dent 30 June 2020 0 0 0 0 0

Zuowen le director bent

Indepen

Mi Ma Incum

49 dent 30 June 2020 0 0 0 0 0

Xuming le director bent

Chairma

n of the

Wang Ma Supervis Incum

58 17 May 2022 0 0 0 0 0

Jiangtao le ory bent

Commit

tee

Fe

Supervis Incum

Li Yufei mal 46 17 April 2012 0 0 0 0 0

or bent

e

Wei Ma Supervis Incum 30 November

4500000

Junfeng le or bent 2023

Fe

Supervis Incum

Lin Jun mal 55 27 April 2016 0 0 0 0 0

or bent

e

Fe

Lu Supervis Incum 28 March

mal 47 0 200 0 0 200

Haiyan or bent 2023

e

Zhang Ma Vice Incum

58 15 July 2020 0 0 0 0 0

Hongwei le GM bent

Huang Ma Vice Incum

52 29 July 2022 0 0 0 0 0

Weijun le GM bent

Wu Ma Vice Incum

52 29 July 2022 0 0 0 0 0

Zhiyong le GM bent

Secretar

Ma Incum 31 December

Luo Yi 50 y of the 0 0 0 0 0

le bent 2020

Board

Deng 12

Ma Forme

Kangche 58 Director 17 April 2012 September 7500 0 0 0 7500

le r

ng 2023

Fe Forme 8 September 30 March

Wen Li 55 Director 0 0 0 0 0

mal r 2006 2023

34ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

e

30

Ma Supervis Forme

Ren Wei 44 15 May 2018 November 2000 0 0 0 2000

le or r 2023

Feng Ma Supervis Forme 28 March

53 2 March 2017 0 0 0 0 0

Hongwei le or r 2023

Total -- -- -- -- -- -- 9500 200 0 0 9700 --

Indicate by tick mark whether any directors or supervisors left or any senior management were disengaged during the Reporting

Period

□Yes □ No

1. Due to the expiration of her term of office Ms. Wen Li no longer holds the position of director of the Company

and does not hold any other position in the Company either; Mr. Feng Hongwei no longer holds the position of

supervisor and still continues to hold other management positions in the Company. For details please refer to the

Announcement No. 2023-017 on the Re-election of the Board of Directors and the Supervisory Committee

disclosed by the Company on 31 March 2023 on China Securities Journal Securities Times and Cninfo

(www.cninfo.com.cn).

2. Due to job change Mr. Deng Kangcheng no longer holds the position of director of the Company and does not

hold any other position in the Company either. For details please refer to the Announcement on Change of

Director (Announcement No. 2023-034) disclosed by the Company on 13 September 2023 on China Securities

Journal Securities Times and Cninfo (www.cninfo.com.cn).

3. Due to job change Mr. Ren Wei no longer holds the position of supervisor of the Company and does not hold

any other position in the Company either. For details please refer to the Announcement on Proposed Change of

Supervisor (Announcement No. 2023-045) disclosed by the Company on 14 November 2023 on China Securities

Journal Securities Times and Cninfo (www.cninfo.com.cn).Change of Directors Supervisors and Senior Management

□ Applicable □ Not applicable

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

Tang Xiaoping Chairman of the Board Elected 30 March 2023

Zhang Manhua Director Elected 30 March 2023

Qian Zhong Director Elected 12 September 2023

Li Wenkun Director Elected 30 November 2023

Left for expiration of

Wen Li Director 30 March 2023

term of office

Deng Kangcheng Director Left 12 September 2023 Job change

Lu Haiyan Supervisor Elected 28 March 2023

Wei Junfeng Supervisor Elected 30 November 2023

Left for expiration of

Feng Hongwei Supervisor 28 March 2023

term of office

Ren Wei Supervisor Left 30 November 2023 Job change

2. Biographical Information

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

senior management:

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 secretary of the Board of the Company and deputy secretary of the CPC of the Company. He is currently the

Chairman of the Board GM and secretary of the CPC of the Company.

35ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Qian Zhong: Previously the Director of the Office of the Board of Directors (Strategy Research Office) a

member of the Discipline Inspection Commission and the Head of the Operation Management Department of

ShenZhen Properties & Resources Development (Group) Ltd.; currently a Director a Deputy Secretary of the

Party Committee and the Chairman of the Trade Union Federation of the Company.Wang Jianfei: he was once the minister of the Financial Management Department of Shenzhen Construction

Development (Group) Company vice GM of Hubei SIHC Investment Development Co. Ltd. And now he acts as

the director and CFO of the Company.Sun Minghui: Former the senior director of 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.Zhang Manhua: Previously the Head of the Investment Department of Shenzhen Shenchao Technology

Investment Co. Ltd. a Deputy Head of the Strategic Development Department and Deputy Head of the Capital

Operation Department of Shenzhen Investment Holdings Co. Ltd.; currently the Director of the Legal and Risk

Management Department of Shenzhen Investment Holdings Co. Ltd. and a Director of the Company.Li Wenkun: Previously a Deputy General Manager of Shenzhen Toukong Property Management Co. Ltd. a

Director a Deputy Secretary of the Party Committee and the Secretary of the Discipline Inspection Commission

of Shenzhen Shentou Environmental Protection Technology Co. Ltd. and a Director and a Deputy Secretary of

the Party Committee of Shenzhen Environmental Protection Technology Group Co. Ltd. (original name was

Shenzhen Shentou Environmental Protection Technology Co. Ltd.); currently a Director of Shenzhen Water

Planning and Design Institute Co. Ltd. and a Director of the Company.Kang Xiaoyue: he was once the staff member of Department of Justice of Jiangxi Province a reporter editor and

head of Special Issue Department of Shenzhen Legal Newspaper. Chief Lawyer senior partner of Guangdong

New Century Law Firm (later 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.He Zuowen: formerly associate professor of accounting deputy director of teaching and research section and

member of the Disciplinary Committee of Changsha University of Science & Technology partner and deputy

director of Shenzhen Huapeng Certified Public Accountants director and vice GM of Beijing Zhongtian

Huazheng Certified Public Accountants Co. Ltd. (Dahua Certified Public Accountants) as well as head of

Shenzhen Branch of it partner of BDO Certified Public Accountants; advisory expert of Internal Control Standard

st nd th

Committee of the Ministry of Finance (the 1 2 and 4 ) expert of Shenzhen Senior Accountant Review

Committee director of Shenzhen Institute of Certified Public Accountants director of the Investigation

Committee member of the Shenzhen Municipal Social Organization Disciplinary Inspection Committee member

Vice Secretary of CPC &Secretary of the Disciplinary Committee of CPC Shenzhen CPA Industry Committee

etc. Independent Director of Shenzhen Textile (Holdings) Co. Ltd. currently partner of Shenzhen Dahua

International Certified Public Accountants Secretary of CPC General Branch of Shenzhen Branch of Dahua

Certified Public Accountants (Special General Partnership) Chairman of Shenzhen Tianye Tax Agent Co. Ltd.and also served as the independent director of Shenzhen Tongyi Industry Co. Ltd. and the Company. The main

social positions are: external master tutor of Shenzhen University member of Shenzhen CPA Industry Committee

director of Shenzhen Certified Tax Agents Association and Member of the Capital Market Advisory Expert

Committee of the Xinjiang Regulatory Bureau of the China Securities Regulatory Commission expert of the

experts database of State-owned Assets Supervision and Administration Commission of the People’s Government

of Shenzhen Municipality Development and Reform Commission of Shenzhen Municipality Science and

Technology Innovation Commission of Shenzhen Municipality Shenzhen Bureau of Radio Television Culture

Tourism and Sports Shenzhen United Property and Equity Exchange etc.

36ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Mi Xuming: Former lecturer and associate professor at Shenzhen University post-doctor of post-doctoral mobile

station for applied economics of School of Economics of Xiamen University visiting scholar at the University of

Exeter; currently professor and master tutor of Shenzhen University and at the same time as the independent

directors of Shenzhen Farben Information Technology Co. Ltd. OFILM Group Co. Ltd. and the Company.Wang Jiangtao: Former Deputy General Manager and Secretary of the Party Branch of Shenzhen Foreign

Economic and Trade Investment Company Director Secretary of the Disciplinary Committee Secretary of CPC

and Chairman of the Supervisory Committee of Shenzhen Architecture Design General Research Institute;

currently Chairman of the Supervisory Committee Secretary of the Disciplinary Committee and member of CPC

of the Company.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.Wei Junfeng: Previously a Senior Managing Officer of the Strategic Research Department (Office of the Board

of Directors) of Shenzhen Investment Holdings Co. Ltd.; currently a Deputy Head of the Strategic Research

Department (Office of the Board of Directors) of Shenzhen Investment Holdings Co. Ltd. and a Supervisor of the

Company.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).Lu Haiyan: Previously a Deputy Head of the Financial Department and a Deputy Head of the Strategic

Development Department (Office of the Board of Directors) of Shenzhen Foreign Service Group Co. Ltd.;

currently a supervisor and a deputy manager of the Audit Department (presiding over the work of the Audit

Department) of the Company.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 member of CPC Chairman of Jianbang Group and GM of Longgang Development Company.Huang Weijun: Once served as a member of the Party Committee Secretary of the Committee for Discipline

Inspection and Deputy GM of Shenzhen Guangming Group Co. Ltd. a member of the Party Committee

Secretary of the Committee for Discipline Inspection and Deputy GM of Shenzhen OCT Vision Inc. (concurrently

as an executive director of Shenzhen OCT International Media Performing Co. Ltd.) and now serving as the

Deputy GM member of the CPC of the Company.Wu Zhiyong: Once served as the Chairman and GM of Shenzhen Petrel Hotel Co. Ltd. and Deputy Manager of

Property Management Department and Asset Operation Center of the Company and now serving as the Deputy

GM member of the CPC of the Company of the Company.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

Remuner

ation or

End of

Name Shareholding entity Office held in the shareholding entity Start of tenure allowanc

tenure

e from

the

37ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

sharehol

ding

entity

Sun

Shenzhen Investment Chief of Financial Department

Minghu 11 November 2020 Yes

Holdings Co. Ltd (Settlement Center)

i

Zhang Shenzhen Investment

Head of Legal and Risk Management 19 October 2018 Yes

Manhua Holdings Co. Ltd

Shenzhen Investment Deputy Director of Discipline Inspection

Li Yufei 9 July 2015 Yes

Holdings Co. Ltd Office

Deputy Director of Strategic Research

Wei Shenzhen Investment

Department (Office of the Board of 25 June 2018 Yes

Junfeng Holdings Co. Ltd

Directors)

Offices held concurrently in other entities:

□ Applicable □ Not applicable

Remuner

ation or

Office held in End of allowanc

Name Other entity Start of tenure

the entity tenure e from

the

entity

Sun Shenzhen Highway Passenger Transportation

Supervisor 16 June 2017 No

Minghui Service Centre Co. Ltd.Sun

China Nanshan Development (Group) Co. Ltd. Supervisor 17 October 2017 No

Minghui

Sun

ULTRARICHINTERNATIONAL LIMITED Director 11 November 2020 No

Minghui

Sun

Hubei SIHC Investment Development Co. Ltd. Director 11 November 2020 No

Minghui

Sun

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

Minghui

Sun

Hubei SIHC Investment Development Co. Ltd. Director 30 June 2021 No

Minghui

Sun

Shenzhen Textile (Holdings) Co. Ltd. Director 18 October 2021 No

Minghui

Sun

Guotai Junan Securities Co.Ltd. Director 26 October 2023 No

Minghui

Sun

Guotai Junan Investment Management Co.Ltd. Director 26 October 2023 No

Minghui

Zhang Shenzhen Properties & Resources Development

Supervisor 31 July 2014 No

Manhua (Group) Ltd.Zhang Shenzhen Architecture Design General Research

Director 11 July 2017 No

Manhua Institute

Zhang

Shenzhen Asset Management Co. Ltd. Director 23 April 2020 No

Manhua

Zhang Shenzhen Bay Area Urban Construction and

Director 16 August 2021 No

Manhua Development Co. Ltd.Zhang Shenzhen High-Tech Zone Investment

Director 25 November 2022 No

Manhua Development Group Co. Ltd.Zhang

Shenzhen Corporate Compliance Association Vice-president 9 January 2023 No

Manhua

Shenzhen Water Planning and Design Institute

Li Wenkun Director 4 September 2023 No

Co. Ltd.Li Yufei Shenzhen Dapengwan Huaqiao Tomb Director 19 November 2015 No

Li Yufei Shenzhen Shentou Cultural Investment Co. Ltd. Director 2 September 2022 No

Wei Shenzhen Environmental Protection Technology

Supervisor 17 October 2017 No

Junfeng Group Co. Ltd.Wei Shenzhen Highway Passenger Transportation

Director 24 August 2023 No

Junfeng Service Centre Co. Ltd.Punishments imposed in the recent three years by the securities regulator on the incumbent directors supervisors and senior

38ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

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

□Applicable □ Not applicable

3. Remuneration of Directors Supervisors and Senior Management

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

management:

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.After the review and approval at the 2022 Annual General Meeting of Shareholders held on 28 April 2023 the allowance for

independent directors has been adjusted to RMB10000 (pre-tax) per person per month from RMB7000 (pre-tax) per person per

month since May 2023 and independent directors will not receive any remuneration other than it from the Company.Remuneration of directors supervisors and senior management for the Reporting Period

Unit: RMB’0000

Total before-tax Any

Incumbent/For remuneration remuneration

Name Gender Age Office title

mer from the from related

Company party

Tang Chairman of the Board

Male 54 Incumbent 98.7 No

Xiaoping GM

Qian Zhong Male 50 Director Incumbent 22.6 No

Wang Jianfei Male 51 Director and CFO Incumbent 107.7 No

Sun Minghui Male 43 Director Incumbent 0 Yes

Zhang

Male 49 Director Incumbent 0 Yes

Manhua

Li Wenkun Male 51 Director Incumbent 0 Yes

Kang

Male 60 Independent director Incumbent 10.8 No

Xiaoyue

He Zuowen Male 62 Independent director Incumbent 10.8 No

Mi Xuming Male 49 Independent director Incumbent 10.8 No

Wang Chairman of the

Male 58 Incumbent 111.42 No

Jiangtao Supervisory Committee

Li Yufei Female 46 Supervisor Incumbent 0 Yes

Wei Junfeng Male 45 Supervisor Incumbent 0 Yes

Lin Jun Female 55 Supervisor Incumbent 61.86 No

Lu Haiyan Female 47 Supervisor Incumbent 41.17 No

Zhang

Male 58 Vice GM Incumbent 87.05 No

Hongwei

Huang

Male 52 Vice GM Incumbent 70.07 No

Weijun

Wu Zhiyong Male 52 Vice GM Incumbent 81.5 No

Luo Yi Male 50 Secretary of the Board Incumbent 62.76 No

Deng

Male 58 Director Former 0 Yes

Kangcheng

Wen Li Female 55 Director Former 0 Yes

Ren Wei Male 44 Supervisor Former 0 Yes

Feng

Male 53 Supervisor Former 62.86 No

Hongwei

Total -- -- -- -- 840.09 --

Other notes

□Applicable □ Not applicable

39ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

VI Performance of Duty by Directors in the Reporting Period

1. Board Meeting Convened during the Reporting Period

Meeting Date of the meeting Disclosure date Index to disclosed information

Announcement on Resolutions of the 77th

th th Meeting of the 7

th Board of Directors (No.:

The 77 Meeting of the 7

19 January 2023 20 January 2023 2023-003) disclosed on China Securities

Board of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 78th

th th Meeting of the 7

th Board of Directors (No.:

The 78 Meeting of the 7

17 March 2023 18 March 2023 2023-007) disclosed on China Securities

Board of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 1st

Meeting of the 8th Board of Directors (No.:

The 1st Meeting of the 8th Board

30 March 2023 31 March 2023 2023-015) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 2nd

nd th Meeting of the 8

th Board of Directors (No.:

The 2 Meeting of the 8 Board

28 April 2023 29 April 2023 2023-021) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 3rd

rd th Meeting of the 8

th Board of Directors (No.:

The 3 Meeting of the 8 Board

28 July 2023 29 July 2023 2023-026) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 4th

Meeting of the 8thth th Board of Directors (No.: The 4 Meeting of the 8 Board

25 August 2023 28 August 2023 2023-028) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 5th

Meeting of the 8thth Board of Directors (No.: The 5 Meeting of the 8th Board

18 October 2023 19 October 2023 2023-035) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 6th

th Meeting of the 8

th Board of Directors (No.:

The 6 Meeting of the 8th Board

27 October 2023 28 October 2023 2023-036) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.Announcement on Resolutions of the 7th

th Meeting of the 8

th Board of Directors (No.:

The 7 Meeting of the 8th Board

29 December 2023 30 December 2023 2023-050) disclosed on China Securities

of Directors

Journal Securities Times and

www.cninfo.com.cn.

2. Attendance of Directors at Board Meetings and General Meetings

Attendance of directors at board meetings and general meetings

Total number Board Board Board Board The director General

Director

of board meetings meetings meetings meetings the failed to meetings

40ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

meetings the attended on attended by attended director attend two attended

director was site way of through a failed to consecutive

eligible to telecommuni proxy attend board

attend cation meetings

(yes/no)

Tang

9 7 2 0 0 No 4

Xiaoping

Qian Zhong 3 1 2 0 0 No 1

Wang Jianfei 9 7 2 0 0 No 4

Sun Minghui 9 5 4 0 0 No 3

Zhang

7 4 3 0 0 No 3

Manhua

Li Wenkun 1 0 1 0 0 No 0

Kang

9 5 4 0 0 No 4

Xiaoyue

He Zuowen 9 6 3 0 0 No 4

Mi Xuming 9 6 3 0 0 No 3

Deng

6 6 0 0 0 No 3

Kangcheng

Wen Li 2 1 1 0 0 No 0

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

Not applicable

3. Objections Raised by Directors on Matters of the Company

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

No such cases in the Reporting Period.

4. Other Information about the Performance of Duty by Directors

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

Suggestions from directors adopted or not adopted by the Company:

During the Reporting Period all directors of the Company performed their duties diligently and conscientiously.They thoroughly mastered the Company’s production and operation internal control and standardized operation

and put forward relevant opinions on the Company’s major governance and operation decisions based on their

professional advantages. These opinions were fully communicated and discussed among the directors before

forming consensus which effectively promoted scientific and objective decision-making by the Board of

Directors and helpfully safeguarded the legitimate rights and interests of the Company and all shareholders.VII Performance of Duty by Specialized Committees under the Board in the Reporting Period

N Othe D

u r et

m infor ail

be mati s

Com Me

r on ab

mitt mbe Convened date Content Important opinions and suggestions raised

of abou ou

ee rs

m t the t

ee perf iss

tin orm ue

gs ance s

41ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

co of wi

nv duty th

en ob

ed je

cti

on

s

(if

an

y)

It is believed that the Company has chosen and

applied appropriate accounting policies and made

reasonable accounting estimates in accordance

with the provisions of the new Accounting

Standards for Business Enterprises. The

Deliberation on the

Company has always been cautious about

14 January 2023 Company’s 2022

changes in accounting policies and accounting

financial statements

estimates. There is no use or abuse of changes in

accounting policies or accounting estimates to

adjust profits. The financial statements prepared

Aud by the Company are true and reliable with

He

it complete contents.Zuo

Com It is believed that the Company’s 2022 financial

wen

mitt Deliberation on the statements prepared by Grant Thornton China

Sun

ee preliminary audit (LLP) comply with all provisions of the

Min

of 4 opinions of Grant Accounting Standards for Business Enterprises

ghui 10 March 2023

the Thornton China (LLP) and truly and completely represent the

Mi

Boar on the Company’s 2022 Company’s financial position as of 31 December

Xu

d of financial statements 2022 and its operating results and cash flows for

min

Dire the year 2022 in all material respects.g

ctors Deliberation on the

summary of the 2022

It is believed that Grant Thornton China (LLP)

audit service provided

17 March 2023 has completed the audit of the Company’s 2022

by Grant Thornton

financial statements well.China (LLP) for the

Company

It is agreed to engage Pan-China Certified Public

Deliberation on the Accountant (LLP) as the auditor of the

proposed engagement Company's financial statements and internal

19 October 2023

of the audit firm for control for the year 2023 with the auditor's fee of

2023 RMB510000 for the financial statements and

RMB210000 for the internal control.It is believed that the remuneration decision-

Rem Deliberation on the making procedures for the Company’s directors

annual remuneration of supervisors and senior management are

uner

directors supervisors compliant the remuneration payment standards

atio 17 March 2023 and senior management for the Company’s directors supervisors and

n Mi as disclosed in the senior management are in line with the

and Xu Company’s 2022 annual regulations of the remuneration system and that

App min report the remuneration disclosed in the 2022 annual

raisa g report is true and accurate.l Wan It is considered that the Company's current

adjustment of the allowances for Independent

Com g 6

Directors has taken into account the standard of

mitt Jianf allowances for Independent Directors of listed

ee ei

Deliberation on the companies in the same industry and the level of

of He economic development in the region with the

adjustment of the

the Zuo 30 March 2023 comprehensive consideration of the actual

allowances for

Boar wen situation of the Company's operation and

Independent Directors management as well as the contributions made

d of

by the Independent Directors to the standardised

Dire operation and future development of the

ctors Company. As a result the proposed adjustment of

the allowances is reasonable.

42ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Deliberation on the

Program for Assessing

Group Deputy General It is agreed to adopt the Program for Assessing

23 July 2023 Managers Huang Group Deputy General Managers Huang Weijun

Weijun and Wu and Wu Zhiyong During Probationary Period.Zhiyong During

Probationary Period

Deliberation on the

It is agreed to adopt the assessment report and

result for Assessing probationary assessment proposal of the

Group Deputy General assessment working group: Huang Weijun and

18 August 2023 Managers Huang Wu Zhiyong Deputy General Managers of the

Weijun and Wu Group were identified to be "qualified" in the

Zhiyong During probationary assessment results and were

regularised on schedule.Probationary Period

Deliberation on the

adjustment of It is considered that the adjusted Implementation

Plan for Performance Appraisal of Senior

Implementation Plan for

12 October 2023 Management in 2022 conforms to the actual

Performance Appraisal situation of the Company and the assessment

of Senior Management indicators are set scientifically and reasonably.of the Company in 2022

It is held that:

1.The plan for performance assessment and

application of the Company's Senior Management

for the year 2022 conforms to the actual situation

and can be used to more accurately and

comprehensively evaluate the assessment objects

without circumstances of jeopardizing the

interests of the Company and its shareholders

Review of the results of

especially those of the medium and small

performance appraisal

shareholders.of senior management 2. The Implementation Plan for Performance

members of SPG in Assessment of SPG's Senior Management for the

2022 and the result Year 2023 satisfies the requirements put forward

application plan the in the Management Measures for Business

Implementation Plan for Performance Appraisal and Remuneration

Management of Senior Management Members

19 October 2023 Performance Appraisal

and the assessment indicators are set scientifically

of Senior Management and reasonably without circumstances of

Members in 2023 and jeopardizing the interests of the Company and its

the 2023 Statement of shareholders especially those of the medium and

Responsibility of Senior small shareholders.Management Members 3. The responsibility statement of Senior

Management for business performance for the

for Business

year 2023 satisfies the requirements for the

Performance assessment indicators of business performance

for the year 2023 is combined with the key work

points for the year 2023 and the division of work

among the members of the leading group and is

scientific and reasonable without circumstances

of jeopardizing the interests of the Company and

its shareholders especially those of the medium

and small shareholders.No Kan Tang Xiaoping Deng Kangcheng Wang Jianfei

min g Zhang Manhua and Sun Minghui are proposed as

atio Xiao Deliberation on the

candidates for non-independent directors of the

n yue Election of the

13 January 2023 th

Com Den 8 Board of Directors of the Company; Kang Company’s Board of

mitt g Xiaoyue He Zuowen and Mi Xuming are

2 Director

ee Kan proposed as candidates for independent directors

of gche of the 8th Board of Directors of the Company.the ng

Deliberation on the

Boar He It is agreed to recommend Qian Zhong as a

18 August 2023

d of Zuo nomination of Qian director of the Company.Dire wen Zhong as a director of

43ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

ctors the Company

Kan

g

Xiao

yue Deliberation on the

Qian nomination of Li It is agreed to recommend Li Wenkun as a

1 19 October 2023

Zho Wenkun as a director of director of the Company.ng the Company

He

Zuo

wen

VIII 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.IX Employees

1. Number Functions and Educational Backgrounds of Employees

Number of in-service employees of the Company as the parent

104

at the period-end

Number of in-service employees of major subsidiaries at the

163

period-end

Total number of in-service employees at the period-end 267

Total number of paid employees in the Reporting Period 267

Number of retirees to whom the Company as the parent or its

0

major subsidiaries need to pay retirement pensions

Functions

Function Employees

Production 127

Sales 21

Technical 15

Financial 24

Administrative 80

Total 267

Educational backgrounds

Category Number

Doctors 2

Masters 22

Bachelors 111

College graduates 67

Technical secondary school graduates 8

High school graduates and below 57

Total 267

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.

44ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

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

X Profit Distributions (in the Form of Cash and/or Stock)

How the profit distribution policy especially the cash dividend policy was formulated executed or revised in the Reporting Period:

□Applicable □ Not applicable

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

positive.□Applicable □ Not applicable

Final Dividend Plan for the Reporting Period

□Applicable □ Not applicable

No such cases in the Reporting Period.XI Equity Incentive Plans Employee Stock Ownership Plans or Other Incentive Measures for

Employees

□Applicable □ Not applicable

No such cases in the Reporting Period.XII Establishment and Execution of the Internal Control System for the Reporting Period

1. Establishment and Execution of the Internal Control System

The Company has established a relatively complete and continuously effective internal control system and has

carried out internal control evaluation in accordance with the internal control matrix and documents. In

accordance with the requirements of the standard system for enterprise internal control and relevant regulations

the Company has maintained effective internal control over financial reporting in all material respects. No major

deficiencies in internal control not related to financial reporting have been found and no factors affecting the

evaluation conclusion of internal control effectiveness have occurred. At the same time the Company attaches

great importance to the regulation and steering role of the big supervision system. By holding joint supervision

meetings and carrying out key supervision and inspection the Company has promoted the standardization level

improvement of relevant management work. No major violations of regulations and disciplines have been found.In the future the Company will continue to develop internal control in a standardized manner and strengthen the

supervision and inspection of internal control in order to promote the healthy and sustainable development of the

Company.

45ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2. Material Internal Control Weaknesses Identified for the Reporting Period

□Yes □ No

XIII Management and Control over Subsidiaries by the Company for the Reporting Period

Subsidiar Integration Integration Countermeasures Settlement Follow-up

Problem

y plan progress taken progress settlement plan

N/A N/A N/A N/A N/A N/A N/A

XIV Internal Control Evaluation Report or Independent Auditor’s Report on Internal

Control

1. Internal Control Evaluation Report

Disclosure date of the internal control self-evaluation report 30 March 2024

2023 Internal Control Self-Evaluation Report on

Index to the disclosed internal control self-evaluation report

www.cninfo.com.cn

Evaluated entities’ combined assets as % of consolidated total assets 83.94%

Evaluated entities’ combined operating revenue as % of consolidated

99.87%

operating revenue

Identification standards for internal control weaknesses

Weaknesses in internal control over financial Weaknesses in internal control not related to financial

Type

reporting reporting

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

The Company in line with the actual situation when

influence scope and other factors. If the follows events or

the follows events or indications happen which

indicators occur there may be serious or important defects

means there probably existing serious or important

of internal control in the non-financial statements:(1) Lack

defects in the financial report; (1) the directors

democratic decision-making process if lack significant

supervisors and senior executives were fraud. (2)

problem decision-making important appointment and

Certified Public Accountant find that there is a

Nature dismissal of cadres significant project investment decision-

significant error in the financial report however the

standard making; usage of large capital (three important one large);

internal control did not discover it when conducting

(2) Unscientific decision-making process such as the major

internal control; (3) The Audit Committee under the

decision-making errors has caused a serious property loss

Board and Internal Audit Service's supervision to the

to the company; (3) Seriously violating state laws and

internal control is invalid. (4) The accounting

regulations; (4) Loss of key management personnel or

personnel were without necessary qualities to

important talent; (5) Negative news media appear

complete the preparation of financial statements.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.Serious defects: the defects or defect group may lead

to the financial results misstatement or potential

The criterion of quantity of the recognition of defects of

losses >3% of net assets; important defects: 1% of net

Quantitati internal control in the non-financial statements mainly were

assets

ve amount of direct economy losses in line with the criterion

financial results misstatement or potential losses ≤

standard of quantity of the recognition of defects of internal control

3% of net assets; General defects: the defects or

in financial report of the Company.defect group may lead to the financial results

misstatement or potential losses ≤ 1% of net assets.Number of material weaknesses in

0

internal control over financial reporting

Number of material weaknesses in

internal control not related to financial 0

reporting

Number of serious weaknesses in

0

internal control over financial reporting

Number of serious weaknesses in 0

46ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

internal control not related to financial

reporting

2. 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 2023 in accordance with Basic Standards for Internal Control and

relevant regulations.Independent auditor’s report on internal control disclosed or

Disclosed

not

Disclosure date 30 March 2024

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

No

reporting

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

XV Rectifications of Problems Identified by Self-inspection in the Special Action for Listed

Company Governance

1. The Company has completed the re-election of its Board of Directors and the Board of Supervisors.

On 30 March 2023 the Company held the 1st extraordinary general meeting of shareholders of 2023 at which the

non-independent directors and independent directors of the 8th Board of Directors and the non-employee

supervisors of the 8th Board of Supervisors were elected and together with the employee representative

supervisors who were elected by the workers’ congress of the Company formed the 8th Board of Directors and

the 8th Board of Supervisors.

2. The Company has continuously improved the corporate governance system.

In 2023 in accordance with the requirements of such regulations as the Guidelines on the Articles of Association

of Listed Companies the Management Measures for Independent Directors of Listed Companies the Rules for

Stock Listing of Shenzhen Stock Exchange and the Self-regulation Guidelines for Listed Companies of Shenzhen

Stock Exchange No. 1-Standardized Operation of Listed Companies on the Main Board the Company has

completed the revisions of four governance policies of the Company including the articles of association investor

relations management rules the working system for independent directors and the implementation rules for the

Strategy Committee of the Board of Directors.

47ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part V Environmental and Social Responsibility

I Major Environmental Issues

Indicate by tick mark whether the Company or any of its subsidiaries is a heavily polluting business identified by the environmental

protection authorities of China.□Yes □ No

Administrative penalties imposed for environmental problems during the Reporting Period

Influence on production and Rectification

Name Reason Case Result

operation measures

N/A N/A N/A N/A N/A N/A

Other environmental information disclosed with reference to the heavily polluting business

The Company and its subsidiaries are not imposed any administrative penalties for environmental problems

during the Reporting Period.Measures taken to decrease carbon emission in the Reporting Period and corresponding effects

□Applicable □ Not applicable

Reason for failure of disclosing other environmental information

The Company and its subsidiaries isn’t a heavily polluting business identified by the environmental protection

authorities of China.II Social Responsibility

Adhering to the philosophy of "thinking of the source when drinking water" while pursuing economic benefits

the Company proactively practiced its role as a state-owned enterprise fulfilled its social responsibility and gave

back to the society with practical action. For details please refer to the 2023 Environmental Social and Corporate

Governance (ESG) Report disclosed on Cninfo (www.cninfo.com.cn).III Consolidation and Expansion of Poverty Alleviation Outcomes and Rural Revitalization

Paying close attention to rural development the Company proactively implemented the national targeted poverty

alleviation action and continuously carried out consumer assistance and rural revitalisation tasks. For details

please refer to the 2023 Environmental Social and Corporate Governance (ESG) Report disclosed on Cninfo

(www.cninfo.com.cn).

48ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part VI Significant Events

I Fulfillment of Commitments

1. Commitments of the Company’s De Facto 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

Type of Date of

Commitm Promiso Term of

commitme Details of commitment commitment Fulfillment

ent r commitment

nt making

To avoid horizontal competition Shenzhen

Investment Holdings Co. Ltd. made such a

commitment: For the Company’s existing

business that has horizontal competition

with ShenZhen Properties & Resources

Development (Group) Ltd. Shenzhen

Investment Holdings Co. Ltd. will within

the scope permitted by laws and

regulations timely launch one or several of

Shenzhe the following solutions that is practically

Other

n feasible and complete the implementation

commitm Avoiding

Investm of the relevant solution(s) before 9 Before 9

ents made horizontal 10 September

ent November 2024 to solve the existing November Ongoing

to competitio 2021

Holding horizontal competition problem: (1) Solve 2024

minority n

s Co. the horizontal competition between the two

interests

Ltd. through asset sales or asset replacement; (2)

Solve the horizontal competition between

the two through equity transfer; (3) Take

other measures that can effectively solve

the problem of horizontal competition.Above commitment came into force upon

the review and approval on the

shareholders’ meeting of ShenZhen

Properties & Resources Development

(Group) Ltd. (dated 27 September 2021).Fulfilled on time Yes

Specific reasons for failing to fulfill

commitments on time and plans for N/A

next step (if any)

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

II 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.

49ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

III Irregularities in the Provision of Guarantees

□Applicable □ Not applicable

No such cases in the Reporting Period.IV Explanations Given by the Board of Directors Regarding the Latest “Modified Opinion”

on the Financial Statements

□Applicable □ Not applicable

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 or Correction of Material Accounting

Errors

□ Applicable □ Not applicable

For details see ―(XXXII) Significant changes in accounting policies‖ under ―III. Significant accounting policies and estimates‖ in

―Part X Financial Statements‖.VII YoY Changes to the Scope of the Consolidated Financial Statements

□Applicable □ Not applicable

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

Current independent auditor

Name of the domestic independent auditor Pan-China Certified Public Accountants (LLP)

The Company’s payment to the domestic independent auditor

72

(RMB’0000)

How many consecutive years the domestic independent auditor

1

has provided audit service for the Company

Names of the certified public accountants from the domestic

Wang Huansen Cai Xiaodong

independent auditor writing signatures on the auditor’s report

How many consecutive years the certified public accountants

from the domestic independent auditor have provided audit 1

service for the Company

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

Indicate by tick mark whether the independent auditor was changed in the audit period

□Yes □ No

Indicate by tick mark whether the approval procedure for changing the independent auditor was performed

□Yes □No

Detailed explanation of the change of independent auditor

50ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Grant Thornton China (LLP) has provided audit services for the Company for four consecutive years since 2019

and issued a standard unqualified audit report for the Company for each of the years. After comprehensive

consideration and prudent study of the Company's needs for future business development the Company has

selected through public bidding Pan-China Certified Public Accountant (LLP) as the accounting firm for the year

2023.

The above-mentioned events have been respectively deliberated and adopted at the 6th Meeting of the 8th Board

of Directors the 4th Meeting of the 8th Supervisory Committee and the 3rd Extraordinary General Meeting of

2023 of the Company with the details seen in the Resolutions of the 6th Meeting of the 8th Board of Directors

(Announcement No. 2023-036) the Resolutions of the 4th Meeting of the 8th Supervisory Committee

(Announcement No. 2023-037) and the Announcement on Proposed Engagement of Accounting Firm for the Year

of 2023 (Announcement No. 2023-040) and the Resolutions of the 3rd Extraordinary General Meeting of 2023

(Announcement No. 2023-047) dated 28 October and 1 December 2023 and disclosed on China Securities

Journal Securities Times and Cninfo (www.cninfo.com.cn).Independent auditor financial advisor or sponsor engaged for the audit of internal controls:

□ Applicable □ Not applicable

During the Reporting Period the Company engaged Pan-China Certified Public Accountant (LLP) to provide

internal control and audit services for the Company at a service fee of RMB210000.IX Possibility of Delisting after Disclosure of this Report

□Applicable □ Not applicable

X Insolvency and Reorganization

□Applicable □ Not applicable

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

□ Applicable □ Not applicable

Involved

Index to

General amount Provisio Disclosure

Progress Decisions and effects Execution of decisions disclosed

information (RMB’0 n date

information

000)

Xi’an Business

Shaanxi High People’s

Tourism Company

Court Sold all assets

Limited (hereinafter

of Business Company

referred to as ―Business

by auction in

Company‖) had to pay

accordance with laws

for the compensation

in 2004. The applicant

RMB36.62 million and Interim

has received

the relevant interest Report 2023

RMB15.20 million.Xi’an Project In (from 14 September 1998 28 August (No.: 2023-

2154 No Now Business

Lawsuit execution to the payment day) to Company has no 2023 031) on

Xi’an Fresh Peak

executable properties www.cninfo

Company within one

and Xi’an Joint .com.cn

month after the judgment

Commission on

entering into force. If the

Commerce has been

Business Company failed

refusing to execute the

to pay in time it had to

ruling. It is difficult to

pay double debt interests

recover the rest.to Xi’an Fresh Peak

51ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Company for the overdue

period; * Xi’an Joint

Commission on

Commerce had jointly

and severally obligation

of the interests of the

compensation; .*

Business Company shall

bear RMB227500 of the

acceptance fee and the

security fee.As Jianbang Group is

incapable of paying the

commercial bills due in

January 2022 which total

RMB177151400

Huizhou Mingxiang

Economic Information

Consulting Co. Ltd.Huizhou Huiyang Hongfa Interim

Judgment SPG is actively

Industry & Trade Co. Report 2023

was negotiating with

Lawsuit of bill 17715.1 Ltd. and Huizhou 28 August (No.: 2023-

No rendered Jianbang and the

dispute 4 Jinlongsheng Industrial 2023 031) on

in the first plaintiffs for an all-

Co. Ltd. brought a www.cninfo

instance inclusive solution.lawsuit on the bill dispute .com.cn

to the People’s Court of

Huiyang District. The

Huiyang District Court

ruled at first instance in

March 2023 that

Jianbang should pay the

acceptance bill amount

and interest.Announcem

ent on the

The In January 2024 the

Progress of

verdict Company received a civil

Contractual The verdict has been Litigation

39568.8 has been judgment of the first 3 February

disputes over No rendered in the first Matters

5 rendered instance issued by the 2024

loans instance (No.: 2024-

in the first Shenzhen Luohu District

003) on

instance People's Court.www.cninfo.com.cn

Announcem

ent on

Joint venture and

Litigation

cooperative real The first The case was heard in

The first trial has been 8 December Matters

estate 74357.5 No trial has February 2024 and has

held 2023 (No.: 2023-

development been held not yet been decided.

048) on

contract disputes

www.cninfo.com.cn

Announcem

ent on

Litigation

Contractual The first The case was heard in

41952.2 The first trial has been 13 January Matters

disputes over No trial has March 2024 and has not

9 held 2024 (No.: 2024-

loans been held yet been decided.

001) on

www.cninfo.com.cn

52ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

XII Punishments and Rectifications

□Applicable □ Not applicable

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

Controller

□Applicable □ Not applicable

XIV Major Related-Party Transactions

1. Continuing Related-Party Transactions

□Applicable □ Not applicable

No such cases in the Reporting Period.

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. Amounts Due to and from Related Parties

□Applicable □ Not applicable

No such cases in the Reporting Period.

5. Transactions with Related Finance Companies

□Applicable □ Not applicable

The Company did not make deposits in receive loans or credit from and was not involved in any other finance business with any

related finance company or any other related parties.

6. Transactions with Related Parties by Finance Companies Controlled by the Company

□Applicable □ Not applicable

The finance company controlled by the Company did not make deposits receive loans or credit from and was not involved in any

other finance business with any related parties.

53ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

7. Other Major Related-Party Transactions

□Applicable □ Not applicable

No such cases in the Reporting Period.XV 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

Unit: RMB’0000

Guarantees provided by the Company as the parent and its subsidiaries for external parties (exclusive of those for subsidiaries)

Disclosu

Obligor re date Guarante

Actual

of the Line of Actual Type of Counter Term of Having e for a

guarante Collatera

guarante guarante occurren guarante guarante guarante expired related

e

e line e ce date e l (if any) e (if any) e or not party or amount

announc not

ement

Guarantees provided by the Company as the parent for its subsidiaries

Disclosu

re date Guarante

Actual

of the Line of Actual Type of Counter Term of Having e for a

guarante Collatera

Obligor guarante guarante occurren guarante guarante guarante expired related

e

e line e ce date e l (if any) e (if any) e or not party or amount

announc not

ement

Shenzhe From the

n SPG 100% date of

18

Chuanqi 17 June equity signing

March 50000 15047 Pledge Not Not

Real 2022 interests the

2022

Estate of guarante

Develop Shenzhe e

54ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

ment n SPG contract

Co. Ltd. Chuanqi to the

Real date

Estate when all

Develop guarante

ment ed debts

Co. Ltd. are

held by uncondit

the ionally

Compan and

y irrevoca

bly paid

off in

full.Total approved line for such guarantees in the Total actual amount of such guarantees in the

5000015047

Reporting Period (B1) Reporting Period (B2)

Total approved line for such guarantees at the end of Total actual balance of such guarantees at the end

5000015047

the Reporting Period (B3) of the Reporting Period (B4)

Guarantees provided between subsidiaries

Disclosu

re date Guarante

Actual

of the Line of Actual Type of Counter Term of Having e for a

guarante Collatera

Obligor guarante guarante occurren guarante guarante guarante expired related

e

e line e ce date e l (if any) e or not party or

amount e (if any)

announc not

ement

Total guarantee amount (total of the three kinds of guarantees above)

Total guarantee line approved in the Reporting Total actual guarantee amount in the Reporting

5000015047

Period (A1+B1+C1) Period (A2+B2+C2)

Total approved guarantee line at the end of the Total actual guarantee balance at the end of the

5000015047

Reporting Period (A3+B3+C3) Reporting Period (A4+B4+C4)

Total actual guarantee amount (A4+B4+C4) as % of the Company’s net assets 4.08%

Of which:

Balance of guarantees provided for shareholders actual controller and their

0

related parties (D)

Balance of debt guarantees provided directly or indirectly for obligors with an

0

over 70% debt/asset ratio (E)

Amount by which the total guarantee amount exceeds 50% of the Company’s net

0

assets (F)

Total of the three amounts above (D+E+F) 0

Compound guarantees

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

Unrecovered

Unrecovered overdue amount

Type Funding source Amount Undue amount

overdue amount with provision for

impairment

Others Self-owned funds 87934.02 87934.02 0 0

Total 87934.02 87934.02 0 0

High-risk entrusted wealth management with significant single amount or low security and poor liquidity:

55ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

□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. Other Major Contracts

□Applicable □ Not applicable

No such cases in the Reporting Period.XVI Other Significant Events

□Applicable □ Not applicable

No such cases in the Reporting Period.XVII Significant Events of Subsidiaries

□Applicable □ Not applicable

56ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part VII Share Changes and Shareholder Information

I Share Changes

1. Share Changes

Unit: share

Before Increase/decrease (+/-) After

Shares as

Shares as

dividend

dividend

Percentag New converted Percentag

Shares converted Other Subtotal Shares

e (%) issues from e (%)

from

capital

profit

reserves

1.

Restricted 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00 0.00%

shares

1.1

Shares

0.000.00%0.000.000.000.000.000.000.00%

held by

the state

1.2

Shares

held by

0.000.00%0.000.000.000.000.000.000.00%

state-own

Legal-

person

1.3

Shares

held by

0.000.00%0.000.000.000.000.000.000.00%

other

domestic

investors

Among

which:

shares

held by 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00 0.00%

domestic

legal

person

Shares

held by

domestic 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00 0.00%

natural

person

1.4

Oversea

0.000.00%0.000.000.000.000.000.000.00%

sharehold

ings

Among

which:

shares

held by 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00 0.00%

oversea

legal

person

Shares

held by 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00 0.00%

oversea

57ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

natural

person

2.

10116601011660

Unrestrict 100.00% 0.00 0.00 0.00 0.00 0.00 100.00%

ed shares 000.00 000.00

2.1 RMB

89166008916600

ordinary 88.14% 0.00 0.00 0.00 0.00 0.00 88.14%

shares 00.00 00.00

2.2

Domestic

12000001200000

ally listed 11.86% 0.00 0.00 0.00 0.00 0.00 11.86%

foreign 00.00 00.00

shares

2.3

Oversea

listed 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00 0.00%

foreign

shares

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

3. Total 1011660 1011660

100.00%0.000.000.000.000.00100.00%

shares 000.00 000.00

Reasons for share changes:

□Applicable □ Not applicable

Approval of share changes:

□Applicable □ Not applicable

Transfer of share ownership:

□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

58ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

III Shareholders and Actual Controller

1. Shareholders and Their Shareholdings at the Period-End

Unit: share

Number of

Number of preferred

ordinary Number of

Number of shareholders with

shareholders at preferred

ordinary resumed voting rights

43107 the month-end 42079 shareholders 0 0

shareholder at the month-end prior

prior to the with resumed

s to the disclosure of

disclosure of this voting rights

this Report

Report

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

lent in refinancing)

Increase and Pledged marked

Number of

decrease of Number or frozen shares

Nature of Holding shareholding at Number of

Name of shares of

sharehold percentag the end of the unrestricted Status

shareholder during restricte Amo

er e (%) Reporting shares of

Reporting d shares unt

Period shares

Period

Shenzhen State-

Investment owned

55.78% 564353838 0 0 564353838 N/A 0

Holdings Co. legal

Ltd person

Domestic

Shenzhen State-

non-state-

owned Equity

owned 6.35% 64288426 0 0 64288426 N/A 0

Management

legal

Co. Ltd.person

Domestic

Yang Jianmin natural 1.10% 11136977 1917300 0 11136977 N/A 0

person

Domestic

Zhang Xiujuan natural 0.47% 4760400 659200 0 4760400 N/A 0

person

Domestic

Wang Yulan natural 0.44% 4427191 1023300 0 4427191 N/A 0

person

Hong Kong

Foreign

Securities

legal 0.41% 4146803 2754770 0 4146803 N/A 0

Clearing

person

Company Ltd.Domestic

Pan Jun natural 0.41% 4129376 -1059424 0 4129376 N/A 0

person

Domestic

He Qiao natural 0.38% 3888886 -116400 0 3888886 N/A 0

person

Domestic

Wang

natural 0.29% 2918100 0 2918100 N/A 0

Zhengying person

Domestic

Zhang Zi natural 0.26% 2584700 1214400 0 2584700 N/A 0

person

Strategic investor or general legal person becoming

None

a top-10 ordinary shareholder due to rights issue

Among the top 10 shareholders of the Company Shenzhen State-owned

Equity Management Co. Ltd. is a wholly-owned subsidiary of Shenzhen

Related or acting-in-concert parties among the

Investment Holdings Co. Ltd. The Company does not know whether there

shareholders above

exists associated relationship among the other shareholders or whether they

are persons acting in concert as prescribed in the Administrative Measures

59ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

for the Acquisition of Listed Companies.Explain if any of the shareholders above was

involved in entrusting/being entrusted with voting None

rights or waiving voting rights

Special account for share repurchases among the

None

top 10 shareholders

Top 10 unrestricted shareholders

Unrestricted shares Shares by type

Name of shareholder held at the period-

Type Shares

end

Shenzhen Investment Holdings Co. Ltd 564353838 RMB ordinary shares 564353838

Shenzhen State-owned Equity

64288426 RMB ordinary shares 64288426

Management Co. Ltd.Yang Jianmin 11136977 RMB ordinary shares 11136977

Zhang Xiujuan 4760400 RMB ordinary shares 4760400

Wang Yulan 4427191 RMB ordinary shares 4427191

Hong Kong Securities Clearing Company

4146803 RMB ordinary shares 4146803

Ltd.Pan Jun 4129376 RMB ordinary shares 4129376

RMB ordinary shares 3732000

He Qiao 3888886 Domestically listed foreign

156886

shares

Wang Zhengying 2918100 RMB ordinary shares 2918100

Zhang Zi 2584700 RMB ordinary shares 2584700

Related or acting-in-

concert parties among top Among the top 10 unrestricted public shareholders of the Company Shenzhen State-owned Equity

10 unrestricted public Management Co. Ltd. is a wholly-owned subsidiary of Shenzhen Investment Holdings Co. Ltd. The

shareholders as well as

Company does not know whether there exists associated relationship among the other shareholders

between top 10

unrestricted public or whether they are persons acting in concert as prescribed in the Administrative Measures for the

shareholders and top 10 Acquisition of Listed Companies.shareholders

Top 10 ordinary Among the top 10 shareholders of the Company the third fourth eighth ninth and 10th

shareholders involved in shareholders held 9804200 shares 4760400 shares 3732000 shares 2918100 shares and

securities margin trading 2496600 shares in their respective credit securities accounts.Top 10 shareholders involved in refinancing shares lending

□Applicable □ Not applicable

Changes in top 10 shareholders compared with the prior period

□ Applicable □ Not applicable

Unit: share

Changes in top 10 shareholders compared with the end of the prior period

Newly added Shares in the common account and credit

Shares lent in refinancing and not

or existing account plus shares lent in refinancing

yet returned at the period-end

from top 10 and not yet returned at the period-end

Full name of shareholder shareholders

in the As % of total share As % of total share

Reporting Total shares Total shares capital capital

Period

Hong Kong Securities

Newly added 0 0.00% 0 0.00%

Clearing Company Ltd.Wang Zhengying Newly added 0 0.00% 0 0.00%

Zhang Zi Newly added 0 0.00% 0 0.00%

Cao Benming Exiting 0 0.00% 0 0.00%

Lin Weirong Exiting 0 0.00% 0 0.00%

China International Capital

Exiting 0 0.00% 0 0.00%

Corporation Limited

60ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

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

Legal

Name of controlling Date of Unified social

representative/p Principal activity

shareholder establishment credit code

erson in charge

Investment in equities on behalf of

the government and management

of those investments; development

Shenzhen Investment

He Jianfeng 13 October 2004 767566421 and operation of government-

Holdings Co. Ltd.allocated land; and investment in

and provision of services for

strategic emerging industries

301410000 shares in SZPRD A (000011) representing a stake of 50.57%;;

234070000 shares in STHC (000045) representing a stake of 46.21%;

8210000 shares in Shenzhen Universe A (000023) representing a stake of 5.91%;

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

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

609430000 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 19.03%;

1059082500 shares in Shenzhen International (00152) representing a stake of 44.25%;

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

shareholder’s holdings 315830000 shares in Infinova (002528) representing a stake of 26.35%;

in other listed 601673300 shares in EA (002183) representing a stake of 23.17%;

companies at home or 64350000 shares in SWPD (301038) representing a stake of 37.50%;

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

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

113980000 shares in Techand Ecology (300197) representing a stake of 4.04%;

77270000 shares in Vanke (02202) representing a stake of 0.66%;

696160000 shares in SEG (000058) representing a stake of 56.54%;

325721500 shares in SDGI (000070) representing a stake of 36.18%;

205341600 shares in TELLUS A (000025) representing a stake of 31.79%;

80739800 shares in SDGS (300917) representing a stake of 47.78%;

72000000 shares in MICROGATE (300319) representing a stake of 6.49%;

456121900 shares in CHINA MERCHANT’S SHEKOU HOLDINGS (001979) representing a stake

of 5.03%.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 Legal representative/person Date of Unified social

Principal activity

controller in charge establishment credit code

61ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Perform the responsibilities

Shenzhen State-owned of investor on behalf of the

Assets Supervision and

Wang Yongjian 31 July 2004 K3172806-7 state and supervise and

Administration

Commission manage the authorized state-

owned assets legally.Other listed companies

at home or abroad In addition to the Company controlling shareholder - Shenzhen Investment Holding Co. Ltd. Other

controlled by the actual domestic and overseas listed companies whose equity held by the actual controllers did not rank among

controller in the the top ten shareholders of the Company.Reporting Period

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. Number of Accumulative Pledged Shares held by the Company’s Controlling Shareholder or the Largest

Shareholder as well as Its Acting-in-Concert Parties Accounts for 80% of all shares of the Company held by

Them

□Applicable □ Not applicable

5. Other 10% or Greater Corporate Shareholders

□Applicable □ Not applicable

62ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

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

Reorganizer and Other Commitment Makers

□Applicable □ Not applicable

IV Specific Implementation of Share Repurchase during the Reporting Period

Progress on any share repurchase:

□Applicable □ Not applicable

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

□Applicable □ Not applicable

63ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part VIII Preference Shares

□Applicable □ Not applicable

No preference shares in the Reporting Period.

64ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part IX Bonds

□Applicable □ Not applicable

65ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Part X Financial Statements

I. Auditor’s Report

Type of the audit opinion Unmodified unqualified opinion

Date of signing this report 29 March 2024

Name of the audit institution Pan-China Certified Public Accountant (LLP)

Number of the audit report PCCPAAR [2024] No. 7-160

Name of the certified public accountants Wang Huansen Cai Xiaodong

Text of the Auditor’s Report

Auditor’s Report

PCCPAAR [2024] No. 7-160

To the Shareholders of Shenzhen Special Economic Zone Real Estate & Properties

(Group) Co. Ltd.:

I. Audit Opinion

We have audited the financial statements of Shenzhen Special Economic Zone Real

Estate & Properties (Group) Co. Ltd. (the ―Company‖) which comprise the

consolidated and parent company balance sheets as at December 31 2023 the

consolidated and parent company income statements consolidated and parent

company cash flow statements and consolidated and parent company statements of

changes in equity for the year then ended as well as notes to financial statements.In our opinion the accompanying financial statements present fairly in all material

respects the financial position of the Company as at December 31 2023 and its

financial performance and its cash flows for the year then ended in accordance with

China Accounting Standards for Business Enterprises.II. Basis for Audit Opinion

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

responsibilities under those standards are further described in the Certified Public

Accountant’s Responsibilities for the Audit of the Financial Statements section of our

66ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

report. We are independent of the Company in accordance with the China Code of

Ethics for Certified Public Accountants and we have fulfilled other ethical

responsibilities. We believe that the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our audit opinion.

67ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

III. Key Audit Matters

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

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

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

whole and in forming our opinion thereon and we do not express a separate opinion

on these matters.(I) Revenue recognition

1. Key audit matters

Please refer to section III (XXV) and V (II) 1 of notes to the financial statements for

details.The Company is mainly engaged in real estate sales engineering construction and

property leasing business. In 2023 the operating revenue amounted to 530887720.68

yuan of which 118580624.34 yuan was from the real estate sales accounting for

22.34% and 324243778.50 yuan was from engineering construction accounting for

61.08%.

As operating revenue is one of the key performance indicators of the Company there

might be inherent risks that the Company’s management (the ―Management‖) adopts

inappropriate revenue recognition to achieve specific goals or expectations and

revenue recognition involves significant judgment of the Management we have

identified revenue recognition as a key audit matter.

2. Responsive audit procedures

Our main audit procedures for revenue recognition are as follows:

(1) We obtained understandings of key internal controls related to revenue recognition

assessed the design of these controls determined whether they had been executed and

tested the effectiveness of the operation;

(2) We checked main sales contracts and lease contracts and assessed whether the

revenue recognition method was appropriate;

(3) We performed analysis procedure on operating revenue and gross margin by

month business type etc. so as to identify whether there are significant or abnormal

fluctuations and find out the reason;

(4) We checked supporting documents related to selected items including sales

68ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

contracts housing delivery notices lease contracts sales invoices etc.

(5) We selected items to check the documents including cost budget purchase

contracts subcontract agreements etc. which were taken as the basis for estimating

total cost so as to test whether the performance progress and the revenue recognized

based on performance progress were accurately measured by the Management and

evaluated the reasonableness of the performance progress determined by the

Management in combination with documents including supervision reports progress

confirmation sheets customer statements as well as the on-site observation on

inventory counting;

(6) We performed confirmation procedures on sales amount of selected items in

combination with confirmation procedure of accounts receivable and contract assets;

(7) We performed cut-off tests to check whether the revenue was recognized in the

appropriate period; and

(8) We checked whether information related to operating revenue had been presented

appropriately in the financial statements.(II) Net realizable value of inventories

1. Key audit matters

Please refer to section III (XIII) and V (I) 7 of notes to the financial statements for

details.As of December 31 2023 the book balance of inventories amounted to

4306986320.68 yuan with provision for inventory write-down of 391770398.72

yuan and the carrying amount amounted to 3915215921.96 yuan.Inventories are measured at the lower of cost and net realizable value. The net

realizable value is determined by the Management based on the amount of the

estimated selling price less the cost to be incurred upon completion estimated selling

expenses and relevant taxes and surcharges. As the amount of inventories is

significant and determination of net realizable value involves significant judgment of

the Management we have identified net realizable value of inventories as a key audit

matter.

69ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2. Responsive audit procedures

Our main audit procedures for net realizable value of inventories are as follows:

(1) We obtained understandings of key internal controls related to net realizable value

of inventories assessed the design of these controls determined whether they had

been executed and tested the effectiveness of the operation;

(2) We reviewed the outcome of the Management’s previous estimates on the net

realizable value or their subsequent re-estimations;

(3) We selected items to assess the reasonableness of the estimated selling price and

reviewed whether the estimated selling price was consistent with sales contract price

market selling price historical data etc.;

(4) We assessed the reasonableness of estimation on cost to be incurred upon

completion selling expenses and relevant taxes and surcharges made by the

Management;

(5) We tested whether the calculation of net realizable value of inventories made by

the Management was accurate;

(6) We identified whether there existed situations such as projects with slow

development or sales progress in combination with observation on inventory

counting and assessed the reasonableness of estimations on net realizable value of

inventories made by the Management; and

(7) We checked whether information related to net realizable value of inventories had

been presented appropriately in the financial statements.IV. Other Information

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

comprises the information included in the Company’s annual report 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 the 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

70ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

audit or otherwise appears to be materially misstated.If based on the work we have performed we conclude that there is a material

misstatement of the other information we are required to report that fact. We have

nothing to report in this regard.V. Responsibilities of the Management and Those Charged with Governance for

the Financial Statements

The Management is responsible for preparing and presenting fairly the financial

statements in accordance with China Accounting Standards for Business Enterprises

as well as designing implementing and maintaining internal control relevant to the

preparation of financial statements that are free from material misstatement whether

due to fraud or error.In preparing the financial statements the Management is responsible for assessing the

Company’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 the

Management either intends to liquidate the Company or to cease operations or has no

realistic alternative but to do so.Those charged with governance are responsible for overseeing the Company’s

financial reporting process.VI. Certified Public Accountant’s Responsibilities for the Audit of the Financial

Statements

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 from 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.

71ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

We exercise professional judgment and maintain professional skepticism throughout

the audit performed in accordance with China Standards on Auditing. We also:

(I) 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.(II) Obtain an understanding of internal control relevant to the audit in order to design

audit procedures that are appropriate in the circumstances.(III) Evaluate the appropriateness of accounting policies used and the reasonableness

of accounting estimates and related disclosures made by the Management.(IV) Conclude on the appropriateness of the 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 cast significant doubt on the

Company’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 future events or conditions may cause the

Company to cease to continue as a going concern.(V) 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.(VI) Obtain sufficient and appropriate audit evidence regarding the financial

information of the entities or business activities within the Company to express an

opinion on the financial statements. We are responsible for the direction supervision

and performance of the group audit. We remain sole responsibility for our audit

opinion.

72ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

We communicate with those charged with governance regarding the planned audit

scope time schedule and significant audit findings including any deficiencies in

internal control of concern that we identify during our audit.We also provide those charged with governance 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 those charged with governance 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.Pan-China Certified Public Accountants LLP Chinese Certified Public Accountant:王焕森

(Engagement Partner)

Hangzhou · China Chinese Certified Public Accountant: 蔡晓东

Date of Report: March 29 2024

The auditor’s report and the accompanying financial statements are English translations of the Chinese auditor’s

report and statutory financial statements prepared under accounting principles and practices generally accepted

in the People’s Republic of China. These financial statements are not intended to present the financial position and

financial performance and cash flows in accordance with accounting principles and practices generally accepted

in other countries and jurisdictions. In case the English version does not conform to the Chinese version the

Chinese version prevails.

73ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Consolidated balance sheet as at December 31 2023

(Expressed in Renminbi Yuan)

Note

Assets Closing balance December 31 2022

No.Current assets:

Cash and bank balances 1 871019268.83 197663949.74

Settlement funds

Loans to other banks

Held-for-trading financial assets 2 879340201.92 408154361.42

Derivative financial assets

Notes receivable 3 1536150.00

Accounts receivable 4 75100970.83 63580422.16

Receivables financing

Advances paid 5 409192.07 1163612.24

Premiums receivable

Reinsurance accounts receivable

Reinsurance reserve receivable

Other receivables 6 15893736.28 42105050.33

Financial assets under reverse repo

Inventories 7 3915215921.96 4257109614.31

Contract assets 8 27352596.92

Assets held for sale

Non-current assets due within one year

Other current assets 9 87175263.06 36778641.42

Total current assets 5871507151.87 5008091801.62

Non-current assets:

Loans and advances

Debt investments

Other debt investments

Long-term receivables

Long-term equity investments 10 93927.64

Other equity instrument investments 11 14324411.35 13839235.57

Other non-current financial assets

Investment property 12 541542136.17 566873915.07

Fixed assets 13 19928049.77 21425475.05

Construction in progress

Productive biological assets

Oil & gas assets

Right-of-use assets 14 99641.48 232496.72

Intangible assets 15

Development expenditures

Goodwill

Long-term prepayments 16 1598305.56 2176221.53

Deferred tax assets 17 36312811.26 77036728.98

Other non-current assets

Total non-current assets 613805355.59 681678000.56

Total assets 6485312507.46 5689769802.18

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

74ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Consolidated balance sheet as at December 31 2023 (continued)

(Expressed in Renminbi Yuan)

Note

Liabilities & Equity Closing balance December 31 2022

No.Current liabilities:

Short-term borrowings 19 3550000.00 51138077.62

Central bank loans

Loans from other banks

Held-for-trading financial liabilities

Derivative financial liabilities

Notes payable

Accounts payable 20 443259768.78 434601559.67

Advances received 21 420724.30 5465343.96

Contract liabilities 22 1291448591.28 43533467.29

Financial liabilities under repo

Absorbing deposit and interbank deposit

Deposits for agency security transaction

Deposits for agency security underwriting

Employee benefits payable 23 22247017.36 35724203.78

Taxes and rates payable 24 40908986.48 190951185.99

Other payables 25 554469229.59 574331340.84

Handling fees and commissions payable

Reinsurance accounts payable

Liabilities held for sale

Non-current liabilities due within one year 26 34056347.93 6188794.43

Other current liabilities 27 136364529.76 3882817.68

Total current liabilities 2526725195.48 1345816791.26

Non-current liabilities:

Insurance policy reserve

Long-term borrowings 28 179431851.02 54261000.00

Bonds payable

Including: Preferred shares

Perpetual bonds

Lease liabilities 29 53885.23

Long-term payables

Long-term employee benefits payable

Provisions

Deferred income

Deferred tax liabilities 17 3012566.54 3096348.02

Other non-current liabilities

Total non-current liabilities 182444417.56 57411233.25

Total liabilities 2709169613.04 1403228024.51

Equity:

Share capital 30 1011660000.00 1011660000.00

Other equity instruments

Including: Preferred shares

Perpetual bonds

Capital reserve 31 978244910.11 978244910.11

Less: Treasury shares

Other comprehensive income 32 25319459.44 25926720.85

Special reserve

Surplus reserve 33 275253729.26 275253729.26

General risk reserve

Undistributed profit 34 1400604385.39 1713155187.48

Total equity attributable to the parent company 3691082484.20 4004240547.70

Non-controlling interest 85060410.22 282301229.97

Total equity 3776142894.42 4286541777.67

Total liabilities & equity 6485312507.46 5689769802.18

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

75ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Parent company balance sheet as at December 31 2023

(Expressed in Renminbi Yuan)

Note

Assets Closing balance December 31 2022

No.Current assets:

Cash and bank balances 116977480.94 92377124.60

Held-for-trading financial assets 879340201.92 408154361.42

Derivative financial assets

Notes receivable

Accounts receivable 1 9750885.01 11706678.21

Receivables financing

Advances paid 200000.00 200000.00

Other receivables 2 1723164380.70 1711880332.45

Inventories 315818.69 4854703.53

Contract assets

Assets held for sale

Non-current assets due within one year

Other current assets 810142.59 1138065.43

Total current assets 2730558909.85 2230311265.64

Non-current assets:

Debt investments

Other debt investments

Long-term receivables

Long-term equity investments 3 1323365748.39 1582275489.49

Other equity instrument investments 14324411.35 13839235.57

Other non-current financial assets

Investment property 433172839.90 455917024.15

Fixed assets 12683997.76 14046375.35

Construction in progress

Productive biological assets

Oil & gas assets

Right-of-use assets

Intangible assets

Development expenditures

Goodwill

Long-term prepayments 1170295.66 1381401.99

Deferred tax assets 792735.07 29502067.58

Other non-current assets

Total non-current assets 1785510028.13 2096961594.13

Total assets 4516068937.98 4327272859.77

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

76ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Parent company balance sheet as at December 31 2023 (continued)

(Expressed in Renminbi Yuan)

Note

Liabilities & Equity Closing balance December 31 2022

No.Current liabilities:

Short-term borrowings

Held-for-trading financial liabilities

Derivative financial liabilities

Notes payable

Accounts payable 17535100.83 17666752.61

Advances received

Contract liabilities 88985.71 184985.71

Employee benefits payable 13431614.17 21167813.42

Taxes and rates payable 28060321.09 178147095.75

Other payables 759312118.85 184614308.51

Liabilities held for sale

Non-current liabilities due within one year 375269.30

Other current liabilities 4449.29 9249.29

Total current liabilities 818807859.24 401790205.29

Non-current liabilities:

Long-term borrowings 62398851.02

Bonds payable

Including: Preferred shares

Perpetual bonds

Lease liabilities

Long-term payables

Long-term employee benefits payable

Provisions

Deferred income

Deferred tax liabilities 3012566.54 3096348.02

Other non-current liabilities

Total non-current liabilities 65411417.56 3096348.02

Total liabilities 884219276.80 404886553.31

Equity:

Share capital 1011660000.00 1011660000.00

Other equity instruments

Including: Preferred shares

Perpetual bonds

Capital reserve 964711931.13 964711931.13

Less: Treasury shares

Other comprehensive income 1743308.51 1379426.68

Special reserve

Surplus reserve 252124115.85 252124115.85

Undistributed profit 1401610305.69 1692510832.80

Total equity 3631849661.18 3922386306.46

Total liabilities & equity 4516068937.98 4327272859.77

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

77ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Consolidated income statement for the year ended December 31 2023

(Expressed in Renminbi Yuan)

Note

Items Current period cumulative Preceding period comparative

No.I. Total operating revenue 530887720.68 634384561.42

Including: Operating revenue 1 530887720.68 634384561.42

Interest income

Premiums earned

Revenue from handling fees and commissions

II. Total operating cost 588334716.73 587304689.71

Including: Operating cost 1 444797642.10 437052001.01

Interest expenses

Handling fees and commissions

Surrender value

Net payment of insurance claims

Net provision of insurance policy reserve

Premium bonus expenditures

Reinsurance expenses

Taxes and surcharges 2 70999932.36 81783491.54

Selling expenses 3 21803202.14 19217595.11

Administrative expenses 4 55965931.72 55758749.08

R&D expenses

Financial expenses 5 -5231991.59 -6507147.03

Including: Interest expenses 1258720.92

Interest income 4804313.09 5315817.53

Add: Other income 6 567272.39 559803.19

Investment income (or less: losses) 7 10546418.38 164986548.17

Including: Investment income from associates and joint ventures -93927.64 -178240.64

Gains from derecognition of financial assets at amortized cost

Gains on foreign exchange (or less: losses)

Gains on net exposure to hedging risk (or less: losses)

Gains on changes in fair value (or less: losses) 8 7824348.71 8970031.50

Credit impairment loss 9 579514.02 -6516237.34

Assets impairment loss 10 -392577463.42 -532397.57

Gains on asset disposal (or less: losses) 11 -1000.00

III. Operating profit (or less: losses) -430507905.97 214547619.66

Add: Non-operating revenue 12 386425.53 1534651.38

Less: Non-operating expenditures 13 530564.09 478942.74

IV. Profit before tax (or less: total loss) -430652044.53 215603328.30

Less: Income tax expenses 14 17012113.07 66026457.35

V. Net profit (or less: net loss) -447664157.60 149576870.95

(I) Categorized by the continuity of operations

1. Net profit from continuing operations (or less: net loss) -447664157.60 139931713.54

2. Net profit from discontinued operations (or less: net loss) 9645157.41

(II) Categorized by the portion of equity ownership

1. Net profit attributable to owners of parent company (or less: net loss) -250839542.09 153718805.57

2. Net profit attributable to non-controlling shareholders (or less: net loss) -196824615.51 -4141934.62

VI. Other comprehensive income after tax -1023465.65 -1338182.69

Items attributable to the owners of the parent company -607261.41 1287530.16

(I) Not to be reclassified subsequently to profit or loss 780086.07 -1314647.75

1. Remeasurements of the net defined benefit plan

2. Items under equity method that will not be reclassified to profit or loss

3. Changes in fair value of other equity instrument investments 780086.07 -1314647.75

4. Changes in fair value of own credit risk

5. Others

(II) To be reclassified subsequently to profit or loss -1387347.48 2602177.91

1. Items under equity method that may be reclassified to profit or loss

2. Changes in fair value of other debt investments

3. Profit or loss from reclassification of financial assets into other comprehensive

income

4. Provision for credit impairment of other debt investments

5. Cash flow hedging reserve

6. Translation reserve -1387347.48 2602177.91

7. Others

Items attributable to non-controlling shareholders -416204.24 -2625712.85

VII. Total comprehensive income -448687623.25 148238688.26

Items attributable to the owners of the parent company -251446803.50 155006335.73

Items attributable to non-controlling shareholders -197240819.75 -6767647.47

VIII. Earnings per share (EPS):

(I) Basic EPS (yuan per share) -0.2479 0.1519

(II) Diluted EPS (yuan per share) -0.2479 0.1519

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

78ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Parent company income statement for the year ended December 31 2023

(Expressed in Renminbi Yuan)

Note

Items Current period cumulative Preceding period comparative

No.I. Operating revenue 1 80149443.14 207149569.13

Less: Operating cost 1 33500490.21 66761336.83

Taxes and surcharges 10031959.33 34857919.27

Selling expenses 1232057.79 1693651.82

Administrative expenses 32052637.87 31384870.71

R&D expenses

Financial expenses -31995210.76 -57765779.16

Including: Interest expenses 1258720.92

Interest income 29254205.70 42340594.39

Add: Other income 417143.48 290331.32

Investment income (or less: losses) 2 9434264.74 280973270.14

Including: Investment income from associates and joint ventures -93927.64 -178240.64

Gains from derecognition of financial assets at amortized cost

Gains on net exposure to hedging risk (or less: losses)

Gains on changes in fair value (or less: losses) 7824348.71 8970031.50

Credit impairment loss -19236221.85 -402823.92

Assets impairment loss -258815813.46

Gains on asset disposal (or less: losses)

II. Operating profit (or less: losses) -225048769.68 420048378.70

Add: Non-operating revenue 355127.30 350103.89

Less: Non-operating expenditures 52058.53 308559.95

III. Profit before tax (or less: total loss) -224745700.91 420089922.64

Less: Income tax expenses 4443566.20 79001179.37

IV. Net profit (or less: net loss) -229189267.11 341088743.27

(I) Net profit from continuing operations (or less: net loss) -229189267.11 341088743.27

(II) Net profit from discontinued operations (or less: net loss)

V. Other comprehensive income after tax 363881.83 5472.49

(I) Not to be reclassified subsequently to profit or loss 363881.83 5472.49

1. Remeasurements of the net defined benefit plan

2. Items under equity method that will not be reclassified to profit

or loss

3. Changes in fair value of other equity instrument investments 363881.83 5472.49

4. Changes in fair value of own credit risk

5. Others

(II) To be reclassified subsequently to profit or loss

1. Items under equity method that may be reclassified to profit or

loss

2. Changes in fair value of other debt investments

3. Profit or loss from reclassification of financial assets into other

comprehensive income

4. Provision for credit impairment of other debt investments

5. Cash flow hedging reserve

6. Translation reserve

7. Others

VI. Total comprehensive income -228825385.28 341094215.76

VII. Earnings per share (EPS):

(I) Basic EPS (yuan per share)

(II) Diluted EPS (yuan per share)

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

79ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Consolidated cash flow statement for the year ended December 31 2023

(Expressed in Renminbi Yuan)

Note Current period Preceding period

Items

No. cumulative comparative

I. Cash flows from operating activities:

Cash receipts from sale of goods or rendering of services 1893492865.50 511011815.61

Net increase of client deposit and interbank deposit

Net increase of central bank loans

Net increase of loans from other financial institutions

Cash receipts from original insurance contract premium

Net cash receipts from reinsurance

Net increase of policy-holder deposit and investment

Cash receipts from interest handling fees and commissions

Net increase of loans from others

Net increase of repurchase

Net cash receipts from agency security transaction

Receipts of tax refund 1186861.59 132838815.39

Other cash receipts related to operating activities 2 (1) 56304822.67 24599301.34

Subtotal of cash inflows from operating activities 1950984549.76 668449932.34

Cash payments for goods purchased and services received 491021430.05 641103390.35

Net increase of loans and advances to clients

Net increase of central bank deposit and interbank deposit

Cash payments for insurance indemnities of original insurance contracts

Net increase of loans to others

Cash payments for interest handling fees and commissions

Cash payments for policy bonus

Cash paid to and on behalf of employees 86966612.34 89495463.28

Cash payments for taxes and rates 250127861.30 540305543.96

Other cash payments related to operating activities 2 (2) 77831397.88 73321533.51

Subtotal of cash outflows from operating activities 905947301.57 1344225931.10

Net cash flows from operating activities 1045037248.19 -675775998.76

II. Cash flows from investing activities:

Cash receipts from withdrawal of investments

Cash receipts from investment income 1 (1) 699091.79 10527896.61

Net cash receipts from the disposal of fixed assets intangible assets and other long-

1(2)29475.622907.50

term assets

Net cash receipts from the disposal of subsidiaries & other business units 1 (3) 1644822.69 157395480.90

Other cash receipts related to investing activities 2 (3) 136800000.00 114840380.99

Subtotal of cash inflows from investing activities 139173390.10 282766666.00

Cash payments for the acquisition of fixed assets intangible assets and other long-

1(4)1475412.00713537.29

term assets

Cash payments for investments

Net increase of pledged borrowings

Net cash payments for the acquisition of subsidiaries & other business units

Other cash payments related to investing activities 2 (4) 600000000.00

Subtotal of cash outflows from investing activities 601475412.00 713537.29

Net cash flows from investing activities -462302021.90 282053128.71

III. Cash flows from financing activities:

Cash receipts from absorbing investments

Including: Cash received by subsidiaries from non-controlling shareholders as

investments

Cash receipts from borrowings 169486610.82 111428077.62

Other cash receipts related to financing activities

Subtotal of cash inflows from financing activities 169486610.82 111428077.62

Cash payments for the repayment of borrowings 16200400.38 50440116.24

Cash payments for distribution of dividends or profits and for interest expenses 67383381.18 89685993.21

Including: Cash paid by subsidiaries to non-controlling shareholders as dividend or

profit

Other cash payments related to financing activities

Subtotal of cash outflows from financing activities 83583781.56 140126109.45

Net cash flows from financing activities 85902829.26 -28698031.83

IV. Effect of foreign exchange rate changes on cash and cash equivalents 143288.32 492336.21

V. Net increase in cash and cash equivalents 668781343.87 -421928565.67

Add: Opening balance of cash and cash equivalents 190365069.48 612293635.15

VI. Closing balance of cash and cash equivalents 859146413.35 190365069.48

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

80ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Parent company cash flow statement for the year ended December 31 2023

(Expressed in Renminbi Yuan)

Current period Preceding period

Items

cumulative comparative

I. Cash flows from operating activities:

Cash receipts from sale of goods and rendering of services 86415239.73 49012283.37

Receipts of tax refund 1143272.60 76682094.30

Other cash receipts related to operating activities 689725513.49 45702753.43

Subtotal of cash inflows from operating activities 777284025.82 171397131.10

Cash payments for goods purchased and services received 3283183.54 14097081.25

Cash paid to and on behalf of employees 48032030.43 41433458.97

Cash payments for taxes and rates 150255838.40 506294532.81

Other cash payments related to operating activities 79379092.98 48529139.31

Subtotal of cash outflows from operating activities 280950145.35 610354212.34

Net cash flows from operating activities 496333880.47 -438957081.24

II. Cash flows from investing activities:

Cash receipts from withdrawal of investments

Cash receipts from investment income 12516011.35 10042199.78

Net cash receipts from the disposal of fixed assets intangible

2907.50

assets and other long-term assets

Net cash receipts from the disposal of subsidiaries & other

196676700.00

business units

Other cash receipts related to investing activities 136800000.00 114840380.99

Subtotal of cash inflows from investing activities 149316011.35 321562188.27

Cash payments for the acquisition of fixed assets intangible assets

578736.10458195.93

and other long-term assets

Cash payments for investments

Net cash payments for the acquisition of subsidiaries & other

business units

Other cash payments related to investing activities 619280000.00

Subtotal of cash outflows from investing activities 619858736.10 458195.93

Net cash flows from investing activities -470542724.75 321103992.34

III. Cash flows from financing activities:

Cash receipts from absorbing investments

Cash receipts from borrowings 62586610.82

Other cash receipts related to financing activities

Subtotal of cash inflows from financing activities 62586610.82

Cash payments for the repayment of borrowings 62586.60

Cash payments for distribution of dividends or profits and for

62138698.6089026080.00

interest expenses

Other cash payments related to financing activities

Subtotal of cash outflows from financing activities 62201285.20 89026080.00

Net cash flows from financing activities 385325.62 -89026080.00

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

equivalents

V. Net increase in cash and cash equivalents 26176481.34 -206879168.90

Add: Opening balance of cash and cash equivalents 90800999.60 297680168.50

VI. Closing balance of cash and cash equivalents 116977480.94 90800999.60

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

81ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Consolidated statement of changes in equity for the year ended December 31 2023

(Expressed in Renminbi Yuan)

Current period cumulative

Equity attributable to parent company

Items Other equity instruments Less: Other General Non-controlling

Special Surplus Undistributed Total equity

Share capital Preferred Perpetual Capital reserve Treasury comprehensive risk interest

Others reserve reserve profit

shares bonds shares income reserve

I. Balance at the end of prior year 1011660000.00 978244910.11 25926720.85 275253729.26 1713155187.48 282301229.97 4286541777.67

Add: Cumulative changes of accounting

policies

Error correction of prior period

Business combination under common control

Others

II. Balance at the beginning of current year 1011660000.00 978244910.11 25926720.85 275253729.26 1713155187.48 282301229.97 4286541777.67

III. Current period increase (or less: decrease) -607261.41 -312550802.09 -197240819.75 -510398883.25

(I) Total comprehensive income -607261.41 -250839542.09 -197240819.75 -448687623.25

(II) Capital contributed or withdrawn by owners

1. Ordinary shares contributed by owners

2. Capital contributed by holders of other equity

instruments

3. Amount of share-based payment included in

equity

4. Others

(III) Profit distribution -61711260.00 -61711260.00

1. Appropriation of surplus reserve

2. Appropriation of general risk reserve

3. Appropriation of profit to shareholders -61711260.00 -61711260.00

4. Others

(IV) Internal carry-over within equity

1. Transfer of capital reserve to capital

2. Transfer of surplus reserve to capital

3. Surplus reserve to cover losses

4. Changes in defined benefit plan carried over

to retained earnings

5. Other comprehensive income carried over to

retained earnings

6. Others

(V) Special reserve

1. Current period appropriation

2. Current period use

(VI) Others

IV. Balance at the end of current period 1011660000.00 978244910.11 25319459.44 275253729.26 1400604385.39 85060410.22 3776142894.42

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

82ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Consolidated statement of changes in equity for the year ended December 31 2023 (continued)

(Expressed in Renminbi Yuan)

Preceding period comparative

Equity attributable to parent company

Items Other equity instruments Less: Other General Non-controlling

Special Surplus Undistributed Total equity

Share capital Preferred Perpetual Capital reserve Treasury comprehensive risk interest

Others reserve reserve profit

shares bonds shares income reserve

I. Balance at the end of prior year 1011660000.00 978244910.11 36088963.95 241144854.93 1671121562.98 289068877.44 4227329169.41

Add: Cumulative changes of accounting

policies

Error correction of prior period

Business combination under common control

Others

II. Balance at the beginning of current year 1011660000.00 978244910.11 36088963.95 241144854.93 1671121562.98 289068877.44 4227329169.41

III. Current period increase (or less: decrease) -10162243.10 34108874.33 42033624.50 -6767647.47 59212608.26

(I) Total comprehensive income 1287530.16 153718805.57 -6767647.47 148238688.26

(II) Capital contributed or withdrawn by owners

1. Ordinary shares contributed by owners

2. Capital contributed by holders of other equity

instruments

3. Amount of share-based payment included in

equity

4. Others

(III) Profit distribution 34108874.33 -123134954.33 -89026080.00

1. Appropriation of surplus reserve 34108874.33 -34108874.33

2. Appropriation of general risk reserve

3. Appropriation of profit to shareholders -89026080.00 -89026080.00

4. Others

(IV) Internal carry-over within equity -11449773.26 11449773.26

1. Transfer of capital reserve to capital

2. Transfer of surplus reserve to capital

3. Surplus reserve to cover losses

4. Changes in defined benefit plan carried over

to retained earnings

5. Other comprehensive income carried over to

retained earnings

6. Others -11449773.26 11449773.26

(V) Special reserve

1. Current period appropriation

2. Current period use

(VI) Others

IV. Balance at the end of current period 1011660000.00 978244910.11 25926720.85 275253729.26 1713155187.48 282301229.97 4286541777.67

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

83ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Parent company statement of changes in equity for the year ended December 31 2023

(Expressed in Renminbi Yuan)

Current period cumulative

Other equity instruments

Items Less: Other Special

Share capital Preferred Perpetual Capital reserve Treasury comprehensive Surplus reserve Undistributed profit Total equity

Others reserve

shares bonds shares income

I. Balance at the end of prior year 1011660000.00 964711931.13 1379426.68 252124115.85 1692510832.80 3922386306.46

Add: Cumulative changes of accounting policies

Error correction of prior period

Others

II. Balance at the beginning of current year 1011660000.00 964711931.13 1379426.68 252124115.85 1692510832.80 3922386306.46

III. Current period increase (or less: decrease) 363881.83 -290900527.11 -290536645.28

(I) Total comprehensive income 363881.83 -229189267.11 -228825385.28

(II) Capital contributed or withdrawn by owners

1. Ordinary shares contributed by owners

2. Capital contributed by holders of other equity

instruments

3. Amount of share-based payment included in equity

4. Others

(III) Profit distribution -61711260.00 -61711260.00

1. Appropriation of surplus reserve

2. Appropriation of profit to shareholders -61711260.00 -61711260.00

3. Others

(IV) Internal carry-over within equity

1. Transfer of capital reserve to capital

2. Transfer of surplus reserve to capital

3. Surplus reserve to cover losses

4. Changes in defined benefit plan carried over to

retained earnings

5. Other comprehensive income carried over to retained

earnings

6. Others

(V) Special reserve

1. Current period appropriation

2. Current period use

(VI) Others

IV. Balance at the end of current period 1011660000.00 964711931.13 1743308.51 252124115.85 1401610305.69 3631849661.18

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

84ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.Parent company statement of changes in equity for the year ended December 31 2023 (continued)

(Expressed in Renminbi Yuan)

Preceding period comparative

Other equity instruments

Items Less: Other Special Undistributed

Share capital Preferred Perpetual Capital reserve Treasury comprehensive Surplus reserve Total equity

Others reserve profit

shares bonds shares income

I. Balance at the end of prior year 1011660000.00 964711931.13 1373954.19 218015241.52 1474557043.86 3670318170.70

Add: Cumulative changes of accounting policies

Error correction of prior period

Others

II. Balance at the beginning of current year 1011660000.00 964711931.13 1373954.19 218015241.52 1474557043.86 3670318170.70

III. Current period increase (or less: decrease) 5472.49 34108874.33 217953788.94 252068135.76

(I) Total comprehensive income 5472.49 341088743.27 341094215.76

(II) Capital contributed or withdrawn by owners

1. Ordinary shares contributed by owners

2. Capital contributed by holders of other equity

instruments

3. Amount of share-based payment included in equity

4. Others

(III) Profit distribution 34108874.33 -123134954.33 -89026080.00

1. Appropriation of surplus reserve 34108874.33 -34108874.33

2. Appropriation of profit to shareholders -89026080.00 -89026080.00

3. Others

(IV) Internal carry-over within equity

1. Transfer of capital reserve to capital

2. Transfer of surplus reserve to capital

3. Surplus reserve to cover losses

4. Changes in defined benefit plan carried over to

retained earnings

5. Other comprehensive income carried over to retained

earnings

6. Others

(V) Special reserve

1. Current period appropriation

2. Current period use

(VI) Others

IV. Balance at the end of current period 1011660000.00 964711931.13 1379426.68 252124115.85 1692510832.80 3922386306.46

Legal representative: 唐小平 Officer in charge of accounting: 汪健飞 Head of accounting department: 周宏普

85ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Shenzhen Special Economic Zone

Real Estate & Properties (Group) Co. Ltd.Notes to Financial Statements

For the year ended December 31 2023

Monetary unit: RMB Yuan

I. Company profile

Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. (the ―Company‖)

was established under the approval of General Office of the Shenzhen Municipal People’s

Government and was reorganized into a limited liability company by shares on the basis of the

former Shenzhen Special Economic Zone Real Estate and Properties Corporation. The Company

was registered at Shenzhen Administration for Industry and Commerce in July 1993 and

headquartered in Shenzhen City Guangdong Province. The Company currently holds a business

license with unified social credit code of 91440300192179585N with registered capital of

1011660000.00 yuan total share of 1011660000 shares (each with par value of one yuan) of

which 891660000 shares and 120000000 shares are unrestricted outstanding A shares and B

shares respectively. The Company’s shares were listed on the Shenzhen Stock Exchange

respectively on September 15 1993 and January 10 1994.Shenzhen Investment Holdings Co. Ltd. is a wholly state-owned limited liability company

established on October 13 2004 through the merger of its original major shareholder Shenzhen

Construction Investment Holdings Co. Ltd. and two other municipal asset management

companies according to the ―Decision on the Establishment of Shenzhen Investment Holdings Co.Ltd.‖ (Shen Guo Zi Wei [2004] No. 223) issued by State-owned Assets Supervision and

Management Commission of Shenzhen Municipal People’s Government. The Company’s equity

transfer thereof was approved by the document numbered Guo Zi Chan Quan [2005] 689 issued

by State-owned Assets Supervision and Administration Commission of the State Council and the

corresponding obligation of tender offer was exempted under the approval of the document

numbered Zhen Jian Gong Si Zi [2005] 116 issued by China Securities Regulatory Commission

and it was registered at China Securities Depository and Clearing Co. Ltd. Shenzhen Branch on

February 15 2006. As of the balance sheet date Shenzhen Investment Holdings Co. Ltd. held

564353838 shares of the Company (accounting for 55.78% of the total share capital of the

Company) all of which were unrestricted shares.The Company belongs to the real estate industry and is mainly engaged in real estate development

and commercial housing sales property leasing and management commodity retail and trade

hotel business equipment installation and maintenance construction interior decoration etc.

86ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

The financial statements were approved and authorized for issue by the eighth meeting of the

eighth session of the Board of Directors dated March 29 2024.II. Preparation basis of the financial statements

(I) Preparation basis

The financial statements have been prepared on the basis of going concern.(II) Assessment of the ability to continue as a going concern

The Company has no events or conditions that may cast significant doubts upon the Company’s

ability to continue as a going concern within the 12 months after the balance sheet date.III. Significant accounting policies and estimates

Important note: The Company has set up accounting policies and estimates on transactions or

events such as impairment of financial instruments inventories depreciation of fixed assets

construction in progress intangible assets revenue recognition etc. based on the Company’s

actual production and operation features.(I) Statement of compliance

The financial statements have been prepared in accordance with the requirements of China

Accounting Standards for Business Enterprises (CASBEs) and present truly and completely the

financial position financial performance and cash flows of the Company.(II) Accounting period

The accounting year of the Company runs from January 1 to December 31 under the Gregorian

calendar.(III) Operating cycle

The Company has a relatively short operating cycle for its business an asset or a liability is

classified as current if it is expected to be realized or due within 12 months. The operating cycle

for real estate industry starts from the development of property and ends at sales which normally

extends over 12 months and is subject to specific projects therefore an asset or a liability is

classified as current if it is expected to be realized or due within such operating cycle.(IV) Functional currency

The functional currency of the Company and its subsidiaries in Hong Kong SAR is Renminbi

(RMB) Yuan while the functional currency of subsidiary Great Wall Estate Company Inc.engaged in overseas operations is the currency of the primary economic environment in which

they operate. The currency used by the Company in the preparation of the financial statements is

RMB yuan.(V) Determination method and basis for selection of materiality

The Company prepares and discloses financial statements in compliance with the principle of

87ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

materiality. The items disclosed in notes to the financial statements involving materiality

judgements determination method and basis for selection of materiality are as follows:

Disclosed items involving Determination method and basis for

Note No.materiality judgements selection of materiality

Accounts receivable with single amount

Significant accounts

in excess of 0.1% of total assets are

receivable with provision for

V (I) 4 (2) identified as significant accounts

bad debts made on an

receivable with provision made on an

individual basis

individual basis.Provisions for bad debts of accounts

Significant provisions for receivable reversed with single amount in

bad debts of accounts excess of 0.1% of total assets are

V (I) 4 (3)

receivable collected or identified as significant provisions for

reversed bad debts of accounts receivable collected

or reversed.Other receivables with single amount in

Significant other receivables excess of 0.1% of total assets are

with provision for bad debts V (I) 6 (3) identified as significant other receivables

made on an individual basis with provision made on an individual

basis.Accounts payable with age over one year

Significant accounts payable with single amount in excess of 0.1% of

V (I) 20

with age over one year total assets are identified as significant

accounts payable with age over one year.Other payables with age over one year

Significant other payables with single amount in excess of 0.1% of

V (I) 25 (3)

with age over one year total assets are identified as significant

other payables with age over one year.Cash flows from investing activities with

Significant cash flows from single amount in excess of 0.1% of total

V (Ⅲ) 1

investing activities assets are identified as significant cash

flows from investing activities.Subsidiaries with total assets/total

revenue/profit before tax in excess of

Significant subsidiaries not Ⅵ (I) 2 and Ⅵ 0.1% of the group’s total assets/total

wholly-owned subsidiaries (Ⅲ) 1 revenue/profit before tax are identified as

significant subsidiaries/significant not

wholly-owned subsidiaries.Contingencies with single amount in

Significant contingencies Ⅺ (Ⅱ) excess of 0.1% of total assets are

identified as significant contingencies.Events subsequent to the balance sheet

Significant events date with single amount in excess of 0.1%

subsequent to the balance Ⅻ (I) of total assets are identified as significant

sheet date events subsequent to the balance sheet

date.(VI) Accounting treatments of business combination under and not under common control

1. Accounting treatment of business combination under common control

Assets and liabilities arising from business combination are measured at carrying amount of the

combined party included in the consolidated financial statements of the ultimate controlling party

at the combination date. Difference between carrying amount of the equity of the combined party

included in the consolidated financial statements of the ultimate controlling party and that of the

88ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

combination consideration or total par value of shares issued is adjusted to capital reserve if the

balance of capital reserve is insufficient to offset any excess is adjusted to retained earnings.

2. Accounting treatment of business combination not under common control

When combination cost is in excess of the fair value of identifiable net assets obtained from the

acquiree at the acquisition date the excess is recognized as goodwill; otherwise the fair value of

identifiable assets liabilities and contingent liabilities and the measurement of the combination

cost are reviewed then the difference is recognized in profit or loss.(VII) Judgement criteria for control and compilation method of consolidated financial statements

1. Judgement of control

An investor controls an investee if and only if the investor has all the following: (1) power over

the investee; (2) exposure or rights to variable returns from its involvement with the investee; and

(3) the ability to use its power over the investee to affect the amount of the investor’s returns.

2. Compilation method of consolidated financial statements

The parent company brings all its controlled subsidiaries into the consolidation scope. The

consolidated financial statements are compiled by the parent company according to ―CASBE 33 –

Consolidated Financial Statements‖ based on relevant information and the financial statements of

the parent company and its subsidiaries.(VIII) Classification of joint arrangements and accounting treatment of joint operations

1. Joint arrangements include joint operations and joint ventures.

2. When the Company is a joint operator of a joint operation it recognizes the following items in

relation to its interest in a joint operation:

(1) its assets including its share of any assets held jointly;

(2) its liabilities including its share of any liabilities incurred jointly;

(3) its revenue from the sale of its share of the output arising from the joint operation;

(4) its share of the revenue from the sale of the assets by the joint operation; and

(5) its expenses including its share of any expenses incurred jointly.

(IX) Recognition criteria of cash and cash equivalents

Cash as presented in cash flow statement refers to cash on hand and deposit on demand for

payment. Cash equivalents refer to short-term highly liquid investments that can be readily

converted to cash and that are subject to an insignificant risk of changes in value.(Ⅹ) Foreign currency translation

1. Translation of transactions denominated in foreign currency

Transactions denominated in foreign currency are translated into RMB yuan at the spot exchange

rate at the transaction date at initial recognition. At the balance sheet date monetary items

89ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

denominated in foreign currency are translated at the spot exchange rate at the balance sheet date

with difference except for those arising from the principal and interest of exclusive borrowings

eligible for capitalization included in profit or loss; non-cash items carried at historical costs are

translated at the spot exchange rate at the transaction date with the RMB amounts unchanged;

non-cash items carried at fair value in foreign currency are translated at the spot exchange rate at

the date when the fair value was determined with difference included in profit or loss or other

comprehensive income.

2. Translation of financial statements measured in foreign currency

The assets and liabilities in the balance sheet are translated into RMB at the spot exchange rate at

the balance sheet date; the equity items other than undistributed profit are translated at the spot

exchange rate at the transaction date; the revenues and expenses in the income statement are

translated into RMB at the approximate exchange rate similar to the spot exchange rate at the

transaction date. The difference arising from the aforementioned foreign currency translation is

included in other comprehensive income.(XI) Financial instruments

1. Classification of financial assets and financial liabilities

Financial assets are classified into the following three categories when initially recognized: (1)

financial assets at amortized cost; (2) financial assets at fair value through other comprehensive

income; (3) financial assets at fair value through profit or loss.Financial liabilities are classified into the following four categories when initially recognized: (1)

financial liabilities at fair value through profit or loss; (2) financial liabilities that arise when a

transfer of a financial asset does not qualify for derecognition or when the continuing involvement

approach applies; (3) financial guarantee contracts not fall within the above categories (1) and (2)

and commitments to provide a loan at a below-market interest rate which do not fall within the

above category (1); (4) financial liabilities at amortized cost.

2. Recognition criteria measurement method and derecognition of financial assets and financial

liabilities

(1) Recognition criteria and measurement method of financial assets and financial liabilities

When the Company becomes a party to a financial instrument it is recognized as a financial asset

or financial liability. The financial assets and financial liabilities initially recognized by the

Company are measured at fair value; for the financial assets and liabilities at fair value through

profit or loss the transaction expenses thereof are directly included in profit or loss; for other

categories of financial assets and financial liabilities the transaction expenses thereof are included

into the initially recognized amount. However at initial recognition for accounts receivable that

do not contain a significant financing component or in circumstances where the Company does not

consider the financing components in contracts within one year they are measured at the

transaction price in accordance with ―CASBE 14 – Revenues‖.

90ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(2) Subsequent measurement of financial assets

1) Financial assets measured at amortized cost

The Company measures its financial assets at the amortized costs using effective interest method.Gains or losses on financial assets that are measured at amortized cost and are not part of hedging

relationships shall be included into profit or loss when the financial assets are derecognized

reclassified amortized using effective interest method or recognized with impairment loss.

2) Debt instrument investments at fair value through other comprehensive income

The Company measures its debt instrument investments at fair value. Interests impairment gains

or losses and gains and losses on foreign exchange that calculated using effective interest method

shall be included into profit or loss while other gains or losses are included into other

comprehensive income. Accumulated gains or losses that initially recognized as other

comprehensive income should be transferred out into profit or loss when the financial assets are

derecognized.

3) Equity instrument investments at fair value through other comprehensive income

The Company measures its equity instrument investments at fair value. Dividends obtained (other

than those as part of investment cost recovery) shall be included into profit or loss while other

gains or losses are included into other comprehensive income. Accumulated gains or losses that

initially recognized as other comprehensive income should be transferred out into retained

earnings when the financial assets are derecognized.

4) Financial assets at fair value through profit or loss

The Company measures its financial assets at fair value. Gains or losses arising from changes in

fair value (including interests and dividends) shall be included into profit or loss except for

financial assets that are part of hedging relationships.

(3) Subsequent measurement of financial liabilities

1) Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include held-for-trading financial liabilities

(including derivatives that are liabilities) and financial liabilities designated as at fair value

through profit or loss. The Company measures such kind of liabilities at fair value. The amount of

changes in the fair value of the financial liabilities that are attributable to changes in the

Company’s own credit risk shall be included into other comprehensive income unless such

treatment would create or enlarge accounting mismatches in profit or loss. Other gains or losses on

those financial liabilities (including interests changes in fair value that are attributable to reasons

other than changes in the Company’s own credit risk) shall be included into profit or loss except

for financial liabilities that are part of hedging relationships. Accumulated gains or losses that

originally recognized as other comprehensive income should be transferred out into retained

earnings when the financial liabilities are derecognized.

91ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2) Financial liabilities that arise when a transfer of a financial asset does not qualify for

derecognition or when the continuing involvement approach applies

The Company measures its financial liabilities in accordance with ―CASBE 23 – Transfer of

Financial Assets‖.

3) Financial guarantee contracts not fall within the above categories 1) and 2) and commitments

to provide a loan at a below-market interest rate which do not fall within the above category 1)

The Company measures its financial liabilities at the higher of: a. the amount of loss allowances in

accordance with impairment requirements of financial instruments; b. the amount initially

recognized less the amount of accumulated amortization recognized in accordance with ―CASBE

14 – Revenues‖.

4) Financial liabilities at amortized cost

The Company measures its financial liabilities at amortized cost using effective interest method.Gains or losses on financial liabilities that are measured at amortized cost and are not part of

hedging relationships shall be included into profit or loss when the financial liabilities are

derecognized and amortized using effective interest method.

(4) Derecognition of financial assets and financial liabilities

1) Financial assets are derecognized when:

a. the contractual rights to the cash flows from the financial assets expire; or

b. the financial assets have been transferred and the transfer qualifies for derecognition in

accordance with ―CASBE 23 – Transfer of Financial Assets‖.

2) Only when the underlying present obligations of a financial liability are relieved totally or

partly may the financial liability be derecognized accordingly.

3. Recognition criteria and measurement method of financial assets transfer

Where the Company has transferred substantially all of the risks and rewards related to the

ownership of the financial asset it derecognizes the financial asset and any right or liability

arising from such transfer is recognized independently as an asset or a liability. If it retained

substantially all of the risks and rewards related to the ownership of the financial asset it

continues recognizing the financial asset. Where the Company does not transfer or retain

substantially all of the risks and rewards related to the ownership of a financial asset it is dealt

with according to the circumstances as follows respectively: (1) if the Company does not retain its

control over the financial asset it derecognizes the financial asset and any right or liability arising

from such transfer is recognized independently as an asset or a liability; (2) if the Company retains

its control over the financial asset according to the extent of its continuing involvement in the

transferred financial asset it recognizes the related financial asset and recognizes the relevant

liability accordingly.

92ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

If the transfer of an entire financial asset satisfies the conditions for derecognition the difference

between the amounts of the following two items is included in profit or loss: (1) the carrying

amount of the transferred financial asset as of the date of derecognition; (2) the sum of

consideration received from the transfer of the financial asset and the accumulative amount of the

changes of the fair value originally included in other comprehensive income proportionate to the

transferred financial asset (financial assets transferred refer to debt instrument investments at fair

value through other comprehensive income). If the transfer of financial asset partially satisfies the

conditions for derecognition the entire carrying amount of the transferred financial asset is

between the portion which is derecognized and the portion which is not apportioned according to

their respective relative fair value and the difference between the amounts of the following two

items is included into profit or loss: (1) the carrying amount of the portion which is derecognized;

(2) the sum of consideration of the portion which is derecognized and the portion of the

accumulative amount of the changes in the fair value originally included in other comprehensive

income which is corresponding to the portion which is derecognized (financial assets transferred

refer to debt instrument investments at fair value through other comprehensive income).

4. Fair value determination method of financial assets and liabilities

The Company uses valuation techniques that are appropriate in the circumstances and for which

sufficient data and information are available to measure fair value. The inputs to valuation

techniques used to measure fair value are arranged in the following hierarchy and used

accordingly:

(1) Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities

that the Company can access at the measurement date;

(2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable

for the asset or liability either directly or indirectly. Level 2 inputs include: quoted prices for

similar assets or liabilities in active markets; quoted prices for identical or similar assets or

liabilities in markets that are not active; inputs other than quoted prices that are observable for the

asset or liability for example interest rates and yield curves observable at commonly quoted

intervals; market-corroborated inputs;

(3) Level 3 inputs are unobservable inputs for the asset or liability. Level 3 inputs include interest

rate that is not observable and cannot be corroborated by observable market data at commonly

quoted intervals historical volatility future cash flows to be paid to fulfill the disposal obligation

assumed in business combination financial forecast developed using the Company’s own data etc.

5. Impairment of financial instruments

The Company on the basis of expected credit loss recognizes loss allowances of financial assets

at amortized cost debt instrument investments at fair value through other comprehensive income

contract assets leases receivable loan commitments other than financial liabilities at fair value

through profit or loss financial guarantee contracts not belong to financial liabilities at fair value

93ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

through profit or loss or financial liabilities that arise when a transfer of a financial asset does not

qualify for derecognition or when the continuing involvement approach applies.Expected credit losses refer to the weighted average of credit losses with the respective risks of a

default occurring as the weights. Credit loss refers to the difference between all contractual cash

flows that are due to the Company in accordance with the contract and all the cash flows that the

Company expects to receive (i.e. all cash shortfalls) discounted at the original effective interest

rate. Among which purchased or originated credit-impaired financial assets are discounted at the

credit-adjusted effective interest rate.At the balance sheet date the Company shall only recognize the cumulative changes in the

lifetime expected credit losses since initial recognition as a loss allowance for purchased or

originated credit-impaired financial assets.For leases receivable and accounts receivable and contract assets resulting from transactions

regulated in ―CASBE 14 – Revenues‖ the Company chooses simplified approach to measure the

loss allowance at an amount equal to lifetime expected credit losses.For financial assets other than the above on each balance sheet date the Company shall assess

whether the credit risk on the financial instrument has increased significantly since initial

recognition. The Company shall measure the loss allowance for the financial instrument at an

amount equal to the lifetime expected credit losses if the credit risk on that financial instrument

has increased significantly since initial recognition; otherwise the Company shall measure the loss

allowance for that financial instrument at an amount equal to 12-month expected credit loss.Considering reasonable and supportable forward-looking information the Company compares the

risk of a default occurring on the financial instrument as at the balance sheet date with the risk of a

default occurring on the financial instrument as at the date of initial recognition so as to assess

whether the credit risk on the financial instrument has increased significantly since initial

recognition.The Company may assume that the credit risk on a financial instrument has not increased

significantly since initial recognition if the financial instrument is determined to have relatively

low credit risk at the balance sheet date.The Company shall estimate expected credit risk and measure expected credit losses on an

individual or a collective basis. When the Company adopts the collective basis financial

instruments are grouped with similar credit risk features.The Company shall remeasure expected credit loss on each balance sheet date and increased or

reversed amounts of loss allowance arising therefrom shall be included into profit or loss as

impairment losses or gains. For a financial asset measured at amortized cost the loss allowance

reduces the carrying amount of such financial asset presented in the balance sheet; for a debt

94ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

investment measured at fair value through other comprehensive income the loss allowance shall

be recognized in other comprehensive income and shall not reduce the carrying amount of such

financial asset.

6. Offsetting financial assets and financial liabilities

Financial assets and financial liabilities are presented separately in the balance sheet and are not

offset. However the Company offsets a financial asset and a financial liability and presents the net

amount in the balance sheet when and only when the Company: (1) currently has a legally

enforceable right to set off the recognized amounts; and (2) intends either to settle on a net basis

or to realize the asset and settle the liability simultaneously.For a transfer of a financial asset that does not qualify for derecognition the Company does not

offset the transferred asset and the associated liability.(XII) Recognition criteria and accrual method for expected credit losses of receivables and

contract assets

1. Receivables and contract assets with expected credit losses measured on a collective basis using

similar credit risk features

Basis for determination Method for measuring expected

Categories

of portfolio credit loss

Based on historical credit loss

Bank acceptance receivable experience the current situation

and the forecast of future

Type of notes economic conditions the Company

calculates expected credit loss

Trade acceptance receivable through exposure at default and

lifetime expected credit loss rate.Accounts receivable – Portfolio

grouped with balances due

Based on historical credit loss

from related parties within the

experience the current situation and

consolidation scope

the forecast of future economic

Accounts receivable – Portfolio

Nature of receivables conditions the Company calculates

grouped with property sales

expected credit loss through

receivable

exposure at default and lifetime

Accounts receivable – Portfolio

expected credit loss rate.grouped with balances due

from other customers

Other receivables – Portfolio

grouped with government

funds receivable

Other receivables – Portfolio Based on historical credit loss

grouped with employee petty experience the current situation and

cash receivable the forecast of future economic

Other receivables – Portfolio Nature of receivables conditions the Company calculates

grouped with advances expected credit loss through

received and paid on behalf of exposure at default and 12-month or

others lifetime expected credit loss rate.Other receivables – Portfolio

grouped with other

intercompany balances

95ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Basis for determination Method for measuring expected

Categories

of portfolio credit loss

receivable

Other receivables – Portfolio

grouped with balances due

from related parties receivable

Based on historical credit loss

Contract assets – Portfolio

experience the current situation and

grouped with product sales

the forecast of future economic

Nature of receivables conditions the Company calculates

Contract assets – Portfolio

expected credit loss through

grouped with engineering

exposure at default and lifetime

construction

expected credit loss rate.

2. Recognition criteria for receivables and contract assets with expected credit losses measured on

an individual basis

For receivables and contract assets whose credit risk is significantly different from that of

portfolios the Company accrues expected credit losses on an individual basis.(XIII) Inventories

1. Classification of inventories

Inventories include development land held for sale or consumption during development and

operations developed products developed products held for sale but temporarily leased out etc.as well as development cost during development.

2. Accounting method for dispatched inventories

(1) Materials and equipment dispatched from storage are accounted for with specific identification

method.

(2) During project development the development cost of land is calculated and allocated based on

the area occupied by the developed products and the grade coefficient of occupied land.

(3) Developed products dispatched from storage are accounted for with cost coefficient allocation

method.

(4) Developed products held for sale but temporarily leased out and revolving houses are evenly

amortized based on the estimated useful life of similar fixed assets of the Company.

(5) If the public supporting facilities are completed earlier than the relevant developed products

the development cost is calculated and allocated based on the construction area of the relevant

development projects after the completion settlement of the public supporting facilities; if the

public supporting facilities are completed later than the relevant developed products the public

supporting facility fees shall be accrued and after the completion settlement of the public

supporting facilities the relevant development product costs shall be adjusted based on the

difference between the actual cost incurred and cost accrued.

96ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

3. Inventory system

Physical inventory counting method is adopted.

4. Amortization method of low-value consumables and packages

(1) Low-value consumables

Low-value consumables are amortized with usage times.

(2) Packages

Packages are amortized with usage times.

5. Provision for inventory write-down

At the balance sheet date inventories are measured at the lower of cost and net realizable value;

provisions for inventory write-down are made on the excess of its cost over the net realizable

value. The net realizable value of inventories held for sale is determined based on the amount of

the estimated selling price less the estimated selling expenses and relevant taxes and surcharges in

the ordinary course of business; the net realizable value of inventories to be processed is

determined based on the amount of the estimated selling price less the estimated costs of

completion selling expenses and relevant taxes and surcharges in the ordinary course of business;

at the balance sheet date when only part of the same item of inventories have agreed price their

net realizable value are determined separately and are compared with their costs to set the

provision for inventory write-down to be made or reversed.(XIV) Long-term equity investments

1. Judgment of joint control and significant influence

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. Significant influence is the power to participate in the financial and operating policy

decisions of the investee but is not control or joint control of these policies.

2. Determination of investment cost

(1) For business combination under common control if the consideration of the combining party is

that it makes payment in cash transfers non-cash assets assumes its liabilities or issues equity

securities on the date of combination it regards the share of the carrying amount of the equity of

the combined party included in the consolidated financial statements of the ultimate controlling

party as the initial cost of the investment. The difference between the initial cost of the long-term

equity investments and the carrying amount of the combination consideration paid or the par value

of shares issued offsets capital reserve; if the balance of capital reserve is insufficient to offset any

excess is adjusted to retained earnings.When long-term equity investments are obtained through business combination under common

control achieved in stages the Company determines whether it is a ―bundled transaction‖. If it is a

―bundled transaction‖ stages as a whole are considered as one transaction in accounting treatment.

97ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

If it is not a ―bundled transaction‖ on the date of combination investment cost is initially

recognized at the share of the carrying amount of net assets of the combined party included the

consolidated financial statements of the ultimate controlling party. The difference between the

initial investment cost of long-term equity investments at the acquisition date and the carrying

amount of the previously held long-term equity investments plus the carrying amount of the

consideration paid for the newly acquired equity is adjusted to capital reserve; if the balance of

capital reserve is insufficient to offset any excess is adjusted to retained earnings.

(2) For business combination not under common control investment cost is initially recognized at

the acquisition-date fair value of considerations paid.When long-term equity investments are obtained through business combination not under common

control achieved in stages the Company determined whether they are stand-alone financial

statements or consolidated financial statements in accounting treatment:

1) In the case of stand-alone financial statements investment cost is initially recognized at the

carrying amount of the previously held long-term equity investments plus the carrying amount of

the consideration paid for the newly acquired equity.

2) In the case of consolidated financial statements the Company determines whether it is a

―bundled transaction‖. If it is a ―bundled transaction‖ stages as a whole are considered as one

transaction in accounting treatment. If it is not a ―bundled transaction‖ the carrying amount of the

acquirer’s previously held equity interest in the acquiree is remeasured at the acquisition-date fair

value and the difference between the fair value and the carrying amount is recognized in

investment income; when the acquirer’s previously held equity interest in the acquiree involves

other comprehensive income under equity method the related other comprehensive income is

reclassified as income for the acquisition period excluding other comprehensive income arising

from changes in net liabilities or assets from remeasurement of defined benefit plan of the

acquiree.

(3) Long-term equity investments obtained through ways other than business combination: the

initial cost of a long-term equity investment obtained by making payment in cash is the purchase

cost which is actually paid; that obtained on the basis of issuing equity securities is the fair value

of the equity securities issued; that obtained through debt restructuring is determined according to

―CASBE 12 – Debt Restructuring‖; and that obtained through non-cash assets exchange is

determined according to ―CASBE 7 – Non-cash Assets Exchange‖.

3. Subsequent measurement and recognition method of profit or loss

For a long-term equity investment with control relationship it is accounted for with cost method;

for a long-term equity investment with joint control or significant influence relationship it is

accounted for with equity method.

98ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

4. Disposal of a subsidiary in stages resulting in the Company’s loss of control

(1) Judgement principles of ―bundled transaction‖

For disposal of a subsidiary in stages resulting in the Company’s loss of control the Company

determines whether it is a ―bundled transaction‖ based on the agreement terms for each stage

disposal consideration obtained separately object of the equity sold disposal method disposal

time point etc. If the terms conditions and economic effect of each transaction meet one or more

of the following conditions these transactions are usually considered as a ―bundled transaction‖:

1) these transactions are entered into at the same time or in contemplation of each other;

2) these transactions form a single transaction designed to achieve an overall commercial effect;

3) the occurrence of one transaction is dependent on the occurrence of at least one other

transaction; and

4) one transaction considered on its own is not economically justified but it is economically

justified when considered together with other transactions.

(2) Accounting treatments of non-bundled transactions

1) Stand-alone financial statements

The difference between the carrying amount of the disposed equity and the consideration obtained

thereof is recognized in profit or loss. If the disposal does not result in the Company’s loss of

significant influence or joint control the remained equity is accounted for with equity method;

however if the disposal results in the Company’s loss of control joint control or significant

influence the remained equity is accounted for according to ―CASBE 22 – Financial Instruments:

Recognition and Measurement‖.

2) Consolidated financial statements

Before the Company’s loss of control the difference between the disposal consideration and the

proportionate share of net assets in the disposed subsidiary from acquisition date or combination

date to the disposal date is adjusted to capital reserve (capital premium) if the balance of capital

reserve is insufficient to offset any excess is adjusted to retained earnings.When the Company loses control the remained equity is remeasured at the loss-of-control-date

fair value. The aggregated value of disposal consideration and the fair value of the remained equity

less the share of net assets in the disposed subsidiary held before the disposal from the acquisition

date or combination date to the disposal date is recognized in investment income in the period

when the Company loses control over such subsidiary and meanwhile goodwill is offset

correspondingly. Other comprehensive income related to equity investments in former subsidiary

is reclassified as investment income upon the Company’s loss of control.

(3) Accounting treatment of bundled transaction

1) Stand-alone financial statements

99ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Stages as a whole are considered as one transaction resulting in loss of control in accounting

treatment. However before the Company loses control over a subsidiary the difference between

the disposal consideration at each stage and the carrying amount of long-term equity investments

corresponding to the disposed investments is recognized as other comprehensive income at the

stand-alone financial statements and reclassified as profit or loss in the period when the Company

loses control over such subsidiary.

2) Consolidated financial statements

Stages as a whole are considered as one transaction resulting in loss of control in accounting

treatment. However before the Company loses control over a subsidiary the difference between

the disposal consideration at each stage and the proportionate share of net assets in the disposed

subsidiary is recognized as other comprehensive income at the consolidated financial statements

and reclassified as profit or loss in the period when the Company loses control over such

subsidiary.(XV) Investment property

1. Investment property includes land use right of leased-out property and of property held for

capital appreciation and buildings that have been leased out.

2. The initial measurement of investment property is based on its cost and subsequent

measurement is made using the cost model the depreciation or amortization method is the same as

that of fixed assets and intangible assets.(XVI) Fixed assets

1. Recognition principles of fixed assets

Fixed assets are tangible assets held for use in the production of goods or rendering of services for

rental to others or for administrative purposes and expected to be used during more than one

accounting year. Fixed assets are recognized if and only if it is probable that future economic

benefits associated with the assets will flow to the Company and the cost of the assets can be

measured reliably.

2. Depreciation method of different categories of fixed assets

Depreciation Useful life Residual value Annual depreciation

Categories

method (years) proportion (%) rate (%)

Buildings and Straight-line

305.003.17

structures method

Straight-line

Transport facilities 6 5.00 15.83

method

Electronic equipment Straight-line

55.0019.00

and others method

(XVII) Construction in progress

1. Construction in progress is recognized if and only if it is probable that future economic

benefits associated with the item will flow to the Company and the cost of the item can be

100ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

measured reliably. Construction in progress is measured at the actual cost incurred to reach its

designed usable conditions.

2. Construction in progress is transferred into fixed assets at its actual cost when it reaches the

designed usable conditions. When the auditing of the construction in progress is not finished while

reaching the designed usable conditions it is transferred to fixed assets using estimated value first

and then adjusted accordingly when the actual cost is settled but the accumulated depreciation is

not to be adjusted retrospectively.(XVIII) Borrowing costs

1. Recognition principle of borrowing costs capitalization

Where the borrowing costs incurred to the Company can be directly attributable to the acquisition

and construction or production of assets eligible for capitalization it is capitalized and included in

the costs of relevant assets; other borrowing costs are recognized as expenses on the basis of the

actual amount incurred and are included in profit or loss.

2. Borrowing costs capitalization period

(1) The borrowing costs are not capitalized unless the following requirements are all met: 1) the

asset disbursements have already incurred; 2) the borrowing costs have already incurred; and 3)

the acquisition and construction or production activities which are necessary to prepare the asset

for its intended use or sale have already started.

(2) Suspension of capitalization: where the acquisition and construction or production of a

qualified asset is interrupted abnormally and the interruption period lasts for more than 3 months

the capitalization of the borrowing costs is suspended; the borrowing costs incurred during such

period are recognized as expenses and are included in profit or loss till the acquisition and

construction or production of the asset restarts.

(3) Ceasing of capitalization: when the qualified asset under acquisition and construction or

production is ready for the intended use or sale the capitalization of the borrowing costs is ceased.

3. Capitalization rate and capitalized amount of borrowing costs

For borrowings exclusively for the acquisition and construction or production of assets eligible for

capitalization the to-be-capitalized amount of interests is determined in light of the actual interest

expenses incurred (including amortization of premium or discount based on effective interest

method) of the special borrowings in the current period less the interest income on the unused

borrowings as a deposit in the bank or as a temporary investment; where a general borrowing is

used for the acquisition and construction or production of assets eligible for capitalization the

Company calculates and determines the to-be-capitalized amount of interests on the general

borrowing by multiplying the weighted average asset disbursement of the excess of the

accumulative capital disbursements over the special borrowings by the capitalization rate of the

general borrowing used.

101ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(XIX) Intangible assets

1. Intangible assets include software etc. The initial measurement of intangible assets is based on

its cost.

2. For intangible assets with finite useful lives their amortization amounts are amortized within

their useful lives systematically and reasonably if it is unable to determine the expected

realization pattern reliably intangible assets are amortized by the straight-line method with details

as follows:

Items Useful life and determination basis Amortization method

Expected realization method of

Software economic benefits related to intangible Straight-line method

assets 3-5 years

3. Expenditures on the research phase of an internal project are recognized as profit or loss when

they are incurred. An intangible asset arising from the development phase of an internal project is

recognized if the Company can demonstrate all of the followings: (1) the technical feasibility of

completing the intangible asset so that it will be available for use or sale; (2) its intention to

complete the intangible asset and use or sell it; (3) how the intangible asset will generate probable

future economic benefits among other things the Company can demonstrate the existence of a

market for the output of the intangible asset or the intangible asset itself or if it is to be used

internally the usefulness of the intangible asset; (4) the availability of adequate technical financial

and other resources to complete the development and to use or sell the intangible asset; and (5) its

ability to measure reliably the expenditure attributable to the intangible asset during its

development.(XX) Impairment of part of long-term assets

For long-term assets such as long-term equity investments investment property at cost model

fixed assets construction in progress right-of-use assets intangible assets with finite useful lives

etc. if at the balance sheet date there is indication of impairment the recoverable amount is to be

estimated. For goodwill recognized in business combination and intangible assets with indefinite

useful lives no matter whether there is indication of impairment impairment test is performed

annually. Impairment test on goodwill is performed on related asset group or asset group portfolio.When the recoverable amount of such long-term assets is lower than their carrying amount the

difference is recognized as provision for assets impairment through profit or loss.(XXI) Long-term prepayments

Long-term prepayments are expenses that have been recognized but with amortization period over

one year (excluding one year). They are recorded with actual cost and evenly amortized within

the beneficiary period or stipulated period. If items of long-term prepayments fail to be beneficial

to the following accounting periods residual values of such items are included in profit or loss.

102ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(XXII) Employee benefits

1. Employee benefits include short-term employee benefits post-employment benefits

termination benefits and other long-term employee benefits.

2. Short-term employee benefits

The Company recognizes in the accounting period in which an employee provides service short-

term employee benefits actually incurred as liabilities with a corresponding charge to profit or

loss or the cost of a relevant asset.

3. Post-employment benefits

The Company classifies post-employment benefit plans as either defined contribution plans or

defined benefit plans.

(1) The Company recognizes 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

profit or loss or the cost of a relevant asset.

(2) Accounting treatment by the Company for defined benefit plan usually involves the

following steps:

1) In accordance with the projected unit credit method using unbiased and mutually compatible

actuarial assumptions to estimate related demographic variables and financial variables measure

the obligations under the defined benefit plan and determine the periods to which the obligations

are attributed. Meanwhile the Company discounts obligations under the defined benefit plan to

determine the present value of the defined benefit plan obligations and the current service cost;

2) When a defined benefit plan has assets the Company recognizes the deficit or surplus by

deducting the fair value of defined benefit plan assets from the present value of the defined benefit

plan obligation as a net defined benefit plan liability or net defined benefit plan asset. When a

defined benefit plan has a surplus the Company measures the net defined benefit plan asset at the

lower of the surplus in the defined benefit plan and the asset ceiling;

3) At the end of the period the Company recognizes the following components of employee

benefits cost arising from defined benefit plan: a. service cost; b. net interest on the net defined

benefit plan liability (asset); and c. changes as a result of remeasurement of the net defined benefit

liability (asset). Item a and item b are recognized in profit or loss or the cost of a relevant asset.Item c is recognized in other comprehensive income and is not to be reclassified subsequently to

profit or loss. However the Company may transfer those amounts recognized in other

comprehensive income within equity.

4. Termination benefits

Termination benefits provided to employees are recognized as an employee benefit liability for

termination benefits with a corresponding charge to profit or loss at the earlier of the following

103ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

dates: (1) when the Company cannot unilaterally withdraw the offer of termination benefits

because of an employment termination plan or a curtailment proposal; or (2) when the Company

recognizes cost or expenses related to a restructuring that involves the payment of termination

benefits.

5. Other long-term employee benefits

When other long-term employee benefits provided to the employees satisfied the conditions for

classifying as a defined contribution plan those benefits are accounted for in accordance with the

requirements relating to defined contribution plan while other benefits are accounted for in

accordance with the requirements relating to defined benefit plan. The Company recognizes the

cost of employee benefits arising from other long-term employee benefits as the followings: (1)

service cost; (2) net interest on the net liability or net assets of other long-term employee benefits;

and (3) changes as a result of remeasurement of the net liability or net assets of other long-term

employee benefits. As a practical expedient the net total of the aforesaid amounts is recognized in

profit or loss or included in the cost of a relevant asset.(XXIII) Accounting method for maintenance funds

Pursuant to the relevant regulations of the place in which the development project located the

maintenance funds shall be collected from the buyer or included into the development costs of

relevant developed products by the Company during the sales (pre-sale) of developed products

and shall be uniformly handed over to the maintenance funds management department.(XXIV) Accounting method for quality guarantee deposits

The quality guarantee deposits shall be reserved from the engineering funds of construction unit in

accordance with the provisions of the construction contract. The maintenance costs incurred

during the warranty period of the developed products shall be offset against the quality guarantee

deposits; at the expiration of the agreed warranty period for developed products the balance of the

quality guarantee deposits shall be refunded to the construction unit.(XXV) Revenue

1. Revenue recognition principles

At contract inception the Company shall assess the contracts and shall identify each performance

obligation in the contracts and determine whether the performance obligation should be satisfied

over time or at a point in time.The Company satisfies a performance obligation over time if one of the following criteria is met

otherwise the performance obligation is satisfied at a point in time: (1) the customer

simultaneously receives and consumes the economic benefits provided by the Company’s

performance as the Company performs; (2) the customer can control goods as they are created by

the Company’s performance; (3) goods created during the Company’s performance have

irreplaceable uses and the Company has an enforceable right to the payments for performance

104ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

completed to date during the whole contract period.For each performance obligation satisfied over time the Company shall recognize revenue over

time by measuring the progress towards complete satisfaction of that performance obligation. In

the circumstance that the progress cannot be measured reasonably but the costs incurred in

satisfying the performance obligation are expected to be recovered the Company shall recognize

revenue only to the extent of the costs incurred until it can reasonably measure the progress. For

each performance obligation satisfied at a point in time the Company shall recognize revenue at

the time point that the customer obtains control of relevant goods or services. To determine

whether the customer has obtained control of goods the Company shall consider the following

indications: (1) the Company has a present right to payments for the goods i.e. the customer is

presently obliged to pay for the goods; (2) the Company has transferred the legal title of the goods

to the customer i.e. the customer has legal title to the goods; (3) the Company has transferred

physical possession of the goods to the customer i.e. the customer has physically possessed the

goods; (4) the Company has transferred significant risks and rewards of ownership of the goods to

the customer i.e. the customer has obtained significant risks and rewards of ownership of the

goods; (5) the customer has accepted the goods; (6) other evidence indicating the customer has

obtained control over the goods.

2. Revenue measurement principle

(1) Revenue is measured at the amount of the transaction price that is allocated to each

performance obligation. The transaction price is the amount of consideration to which the

Company expects to be entitled in exchange for transferring goods or services to a customer

excluding amounts collected on behalf of third parties and those expected to be refunded to the

customer.

(2) If the consideration promised in a contract includes a variable amount the Company shall

confirm the best estimate of variable consideration at expected value or the most likely amount.However the transaction price that includes the amount of variable consideration only to the

extent that it is high probable that a significant reversal in the amount of cumulative revenue

recognized will not occur when the uncertainty associated with the variable consideration is

subsequently resolved.

(3) In the circumstance that the contract contains a significant financing component the Company

shall determine the transaction price based on the price that a customer would have paid for if the

customer had paid cash for obtaining control over those goods or services. The difference between

the transaction price and the amount of promised consideration is amortized under effective

interest method over contractual period.

(4) For contracts containing two or more performance obligations the Company shall determine

the stand-alone selling price at contract inception of the distinct good underlying each

105ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

performance obligation and allocate the transaction price to each performance obligation on a

relative stand-alone selling price basis.

3. Revenue recognition method

(1) Sales of real estate development

Real estate sales business is a performance obligation satisfied at a point in time and revenue is

recognized if and only if the following conditions are all met: (1) the developed products have

been completed and accepted; (2) the Company have signed sales contract and fulfilled obligations

under the contract; (3) the Company have delivered property to the owner or the contractual

delivery date has expired after a notice or announcement of occupation has been sent to the owner;

and (4) the Company has collected the full payments for the real estate and related costs incurred

or to be incurred can be measured reliably.

(2) Rendering of property management services

Rendering of property management services is a performance obligation satisfied over time.Revenue from property management services is recognized by the progress towards complete

satisfaction of that performance obligation which is determined based on the time progress.

(3) Construction services

The Company provides construction services. Since the customer simultaneously receives and

consumes the economic benefits provided by the Company’s performance as the Company

performs and the Company has an enforceable right to the payments for performance completed

to date during the whole contract period construction services are performance obligations

satisfied over time. Revenue from construction services is recognized by the percentage of

completion of the performance obligations which is determined by input method. In the

circumstance that the percentage of completion cannot be measured reasonably but the incurred

costs are expected to be recovered the Company recognizes revenue only to the extent of the

incurred costs until it can reasonably measure the percentage of completion.

(4) Others

Other revenues include revenue from hotel operation etc. For revenue from rendering of hotel

room services as the customer simultaneously receives and consumes the economic benefits

provided by the Company’s performance as the Company performs the Company recognizes it as

a performance obligation to be performed over time and revenue is recognized based on the

percentage of completion of the performance obligation during the accounting period when

services are provided. For revenue from rendering of other services it is recognized when the

customer has obtained the control over related goods and the Company has collected the

payments or has obtained the right to the payments according to relevant contract and agreement.(XXVI) Costs of obtaining a contract and costs to fulfill a contract

The Company recognizes as an asset the incremental costs of obtaining a contract if those costs

106ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

are expected to be recovered.If the costs incurred in fulfilling a contract are not within the scope of standards related to

inventories fixed assets or intangible assets etc. the Company shall recognize the costs to fulfill a

contract as an asset if all the following criteria are satisfied:

1. The costs relate directly to a contract or to an anticipated contract including direct labor direct

materials manufacturing overhead cost (or similar cost) cost that are explicitly chargeable to the

customer under the contract and other costs that are only related to the contract;

2. The costs enhance resources of the Company that will be used in satisfying performance

obligations in the future; and

3. The costs are expected to be recovered.

An asset related to contract costs shall be amortized on a systematic basis that is consistent with

related goods or services with amortization included into profit or loss.The Company shall make provision for impairment and recognize an impairment loss to the extent

that the carrying amount of an asset related to contract costs exceeds the remaining amount of

consideration that the Company expects to receive in exchange for the goods or services to which

the asset relates less the costs expected to be incurred. The Company shall recognize a reversal of

an impairment loss previously recognized in profit or loss when the impairment conditions no

longer exist or have improved. The carrying amount of the asset after the reversal shall not exceed

the amount that would have been determined on the reversal date if no provision for impairment

had been made previously.(XXVII) Contract assets contract liabilities

The Company presents contract assets or contract liabilities in the balance sheet based on the

relationship between its performance obligations and customers’ payments. Contract assets and

contract liabilities under the same contract shall offset each other and be presented on a net basis.The Company presents an unconditional right to consideration (i.e. only the passage of time is

required before the consideration is due) as a receivable and presents a right to consideration in

exchange for goods that it has transferred to a customer (which is conditional on something other

than the passage of time) as a contract asset.The Company presents an obligation to transfer goods to a customer for which the Company has

received consideration (or the amount is due) from the customer as a contract liability.(XXVIII) Government grants

1. Government grants shall be recognized if and only if the following conditions are all met: (1)

the Company will comply with the conditions attaching to the grants; (2) the grants will be

received. Monetary government grants are measured at the amount received or receivable. Non-

monetary government grants are measured at fair value and can be measured at nominal amount

107ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

in the circumstance that fair value cannot be assessed.

2. Government grants related to assets

Government grants related to assets are government grants with which the Company purchases

constructs or otherwise acquires long-term assets under requirements of government. In the

circumstances that there is no specific government requirement the Company shall determine

based on the primary condition to acquire the grants and government grants related to assets are

government grants whose primary condition is to construct or otherwise acquire long-term assets.They offset carrying amount of relevant assets or they are recognized as deferred income. If

recognized as deferred income they are included in profit or loss on a systematic basis over the

useful lives of the relevant assets. Those measured at notional amount are directly included into

profit or loss. For assets sold transferred disposed or damaged within the useful lives balance of

unamortized deferred income is transferred into profit or loss of the period in which the disposal

occurred.

3. Government grants related to income

Government grants related to income are government grants other than those related to assets. For

government grants that contain both parts related to assets and parts related to income in which

those two parts are blurred they are thus collectively classified as government grants related to

income. For government grants related to income used for compensating the related future cost

expenses or losses they are recognized as deferred income and included in profit or loss or used to

offset relevant cost during the period in which the relevant cost expenses or losses are recognized;

for government grants related to income used for compensating the related cost expenses or losses

incurred to the Company they are directly included in profit or loss or used to offset relevant cost.

4. Government grants related to the ordinary course of business shall be included into other

income or used to offset relevant cost based on business nature while those not related to the

ordinary course of business shall be included into non-operating revenue or expenditures.

5. Policy interest subvention

(1) In the circumstance that government appropriates interest subvention to lending bank who

provides loans for the Company with a policy subsidised interest rate borrowings are carried at

the amount received with relevant borrowings cost computed based on the principal and the

policy subsidised interest rate.

(2) In the circumstance that government directly appropriates interest subvention to the Company

the subsidised interest shall offset relevant borrowing cost.(XXIX) Deferred tax assets/Deferred tax liabilities

1. Deferred tax assets or deferred tax liabilities are calculated and recognized based on the

difference between the carrying amount and tax base of assets and liabilities (and the difference of

the carrying amount and tax base of items not recognized as assets and liabilities but with their tax

108ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

base being able to be determined according to tax laws) and in accordance with the tax rate

applicable to the period during which the assets are expected to be recovered or the liabilities are

expected to be settled.

2. A deferred tax asset is recognized to the extent of the amount of the taxable income which is

most likely to obtain and which can be deducted from the deductible temporary difference. At the

balance sheet date if there is any exact evidence indicating that it is probable that future taxable

income will be available against which deductible temporary differences can be utilized the

deferred tax assets unrecognized in prior periods are recognized.

3. At the balance sheet date the carrying amount of deferred tax assets is reviewed. The carrying

amount of a deferred tax asset is reduced to the extent that it is no longer probable that sufficient

taxable income will be available to allow the benefit of the deferred tax asset to be utilized. Such

reduction is subsequently reversed to the extent that it becomes probable that sufficient taxable

income will be available.

4. The income tax and deferred tax for the period are treated as income tax expenses or income

through profit or loss excluding those arising from the following circumstances: (1) business

combination; and (2) the transactions or items directly recognized in equity.

5. Deferred tax assets and deferred tax liabilities shall offset each other and be presented on a net

basis when the following conditions are all met: (1) the Company has the legal right to settle off

current tax assets against current tax liabilities; (2) the deferred tax assets and the deferred tax

liabilities relate to income taxes levied by the same tax authority on either: 1) the same taxable

entity; or 2) different taxable entities which intend either to settle current tax liabilities and assets

on a net basis or to realize the assets and settle the liabilities simultaneously in each future period

in which significant amounts of deferred tax assets or liabilities are expected to be recovered or

settled.(XXX) Leases

1. The Company as lessee

At the commencement date the Company recognizes a lease that has a lease term of 12 months or

less as a short-term lease which shall not contain a purchase option; the Company recognizes a

lease as a lease of a low-value asset if the underlying asset is of low value when it is new. If the

Company subleases an asset or expects to sublease an asset the head lease does not qualify as a

lease of a low-value asset.For all short-term leases and leases of low-value assets lease payments are recognized as cost or

profit or loss with straight-line method over the lease term.Apart from the above-mentioned short-term leases and leases of low-value assets with simplified

approach the Company recognizes right-of-use assets and lease liabilities at the commencement

109ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

date.

(1) Right-of-use assets

The right-of-use asset is measured at cost and the cost shall comprise: 1) the amount of the initial

measurement of the lease liabilities; 2) any lease payments made at or before the commencement

date less any lease incentives received; 3) any initial direct costs incurred by the lessee; and 4) an

estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset

restoring the site on which it is located or restoring the underlying asset to the condition required

by the terms and conditions of the lease.The Company depreciates the right-of-use asset using the straight-line method. If it is reasonable

to be certain that the ownership of the underlying asset can be acquired by the end of the lease

term the Company depreciates the right-of-use asset from the commencement date to the end of

the useful life of the underlying asset. Otherwise the Company depreciates the right-of-use asset

from the commencement date to the earlier of the end of the useful life of the right-of-use asset or

the end of the lease term.

(2) Lease liabilities

At the commencement date the Company measures the lease liability at the present value of the

lease payments that are not paid at that date discounted using the interest rate implicit in the lease.If that rate cannot be readily determined the Company’s incremental borrowing rate shall be used.Unrecognized financing expenses calculated at the difference between the lease payment and its

present value are recognized as interest expenses over the lease term using the discount rate

which has been used to determine the present value of lease payment and included in profit or loss.Variable lease payments not included in the measurement of lease liabilities are included in profit

or loss in the periods in which they are incurred.After the commencement date if there is a change in the following items: 1) actual fixed payments;

2) amounts expected to be payable under residual value guarantees; 3) an index or a rate used to

determine lease payments; 4) assessment result or exercise of purchase option extension option or

termination option the Company remeasures the lease liability based on the present value of lease

payments after changes and adjusts the carrying amount of the right-of-use asset accordingly. If

the carrying amount of the right-of-use asset is reduced to zero but there shall be a further

reduction in the lease liability the remaining amount shall be recognized into profit or loss.

2. The Company as lessor

At the commencement date the Company classifies a lease as a finance lease if it transfers

substantially all the risks and rewards incidental to ownership of an underlying asset. Otherwise it

is classified as an operating lease.

(1) Operating lease

Lease receipts are recognized as lease income with straight-line method over the lease term. Initial

110ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

direct costs incurred shall be capitalized amortized on the same basis as the recognition of lease

income and included into profit or loss by installments. Variable lease payments related to

operating lease which are not included in the lease payment are charged as profit or loss in the

periods in which they are incurred.

(2) Finance lease

At the commencement date the Company recognizes the finance lease payment receivable based

on the net investment in the lease (sum of the present value of unguaranteed residual value and

lease receipts that are not received at the commencement date discounted by the interest rate

implicit in the lease) and derecognizes assets held under the finance lease. The Company

calculates and recognizes interest income using the interest rate implicit in the lease over the lease

term.Variable lease payments not included in the measurement of the net investment in the lease are

charged as profit or loss in the periods in which they are incurred.(XXXI) Segment reporting

Operating segments are determined based on the structure of the Company’s internal organization

management requirements and internal reporting system. An operating segment is a component of

the Company:

1. that engages in business activities from which it may earn revenues and incur expenses;

2. whose financial performance is regularly reviewed by the Management to make decisions about

resource to be allocated to the segment and to assess its performance; and

3. for which accounting information regarding financial position financial performance and cash

flows is available through analysis.(XXXII) Significant changes in accounting policies

Changes in accounting policies arising from changes in CASBEs

The Company has adopted the regulations about accounting for deferred tax related to assets and

liabilities arising from a single transaction to which the initial recognition exemption does not

apply in the ―Interpretation of China Accounting Standards for Business Enterprises No. 16‖

issued by the Ministry of Finance since January 1 2023 and makes adjustments on such single

transactions occurring between the beginning of the earliest comparative period and the first

adoption date accordingly. Such change in accounting policies has no impact on the Company’s

financial statements.

111ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

IV. Taxes

(I) Main taxes and tax rates

Taxes Tax bases Tax rates

The output tax calculated based on the revenue

from sales of goods or rendering of services in

9%6%5%

Value-added tax (VAT) accordance with the tax law net of the input

3%

tax that is allowed to be deducted in the

current period

Progressive tax

The incremental amount arising from the rates based on

transfer of state-owned land use right and the exceeding

Land appreciation tax

buildings and structures that are constructed proportion of

on the land value-added

amount

For housing property levied on the basis of

price housing property tax is levied at the rate

of 1.2% of the balance after deducting 30% of

Housing property tax 1.2% 12%

the cost; for housing property levied on the

basis of rent housing property tax is levied at

the rate of 12% of lease income

Urban maintenance and

Turnover tax actually paid 7%

construction tax

Education surcharge Turnover tax actually paid 3%

Local education surcharge Turnover tax actually paid 2%

Enterprise income tax Taxable income 25% 16.5%

Different enterprise income tax rates applicable to different taxpayers:

Taxpayers Income tax rate

Shenzhen Huazhan Construction Supervision Co.Ltd. (the ―Huazhan Supervision‖) and Shantou

Special Economic Zone Xiangshan Real Estate 20%

Development Co. Ltd. (the ―Shantou Songshan

Company‖)

Subsidiaries registered in Hong Kong SAR 16.5%

Taxpayers other than the above-mentioned 25%

(II) Tax preferential policies

Pursuant to the ―Announcement of the Ministry of Finance and the State Taxation Administration

on the Enterprise Income Tax Preferential Policies for Small Enterprises with Meager Profit and

Individually-owned Businesses‖ (Announcement [2023] No. 6 of the Ministry of Finance and the

State Taxation Administration) from January 1 2023 to December 31 2024 enterprise income

tax for the portion of the taxable income within 1 million yuan of small enterprises with meager

profit is levied at 20% based on 25% of that portion of income. The Company’s subsidiaries

Huazhan Supervision and Shantou Songshan Company are subject to a preferential tax rate of 20%

as small enterprises with meager profit.

112ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

V. Notes to items of consolidated financial statements

(I) Notes to items of the consolidated balance sheet

1. Cash and bank balances

(1) Details

Items Closing balance Opening balance

Cash on hand 18414.04 4549.61

Cash in bank 838926014.14 163083275.13

Other cash and bank balances 32074840.65 34576125.00

Total 871019268.83 197663949.74

Including: Deposited overseas 5230453.64 5840173.03

(2) Other remarks

Closing balance of cash in bank with use restrictions totaled 11872855.48 yuan including funds

frozen due to lawsuits of 5943085.18 yuan suspended accounts and stopped payments of 62552.52

yuan funds for construction of public facilities in and around the urban renewal project of Longgang

District Shenzhen City of 5674439.78 yuan land reclamation costs of the Guangming Lane project of

142778.00 yuan and deposits for fixed-term engineering of 50000.00 yuan.

At the balance sheet date closing balance of other cash and bank balances of 32074840.65 yuan was

seven-day notice deposit.

2. Held-for-trading financial assets

Items Closing balance Opening balance

Financial assets classified as at fair value

879340201.92408154361.42

through profit or loss

Including: Fund 879340201.92 408154361.42

Total 879340201.92 408154361.42

3. Notes receivable

(1) Details

Items Closing balance Opening balance

Bank acceptance

Trade acceptance 1536150.00

Total 1536150.00

113ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(2) Provision for bad debts

Opening balance

Book balance Provision for bad debts

Categories

Provision Carrying

% to

Amount Amount proportion amount

total

(%)

Receivables with provision

for bad debts made on a 1617000.00 100.00 80850.00 5.00 1536150.00

collective basis

Including: Bank acceptance

Trade acceptance 1617000.00 100.00 80850.00 5.00 1536150.00

Total 1617000.00 100.00 80850.00 5.00 1536150.00

(3) Changes in provision for bad debts

Increase/Decrease

Opening Closing

Items

balance Recovery Accrual Write-off Others balance

or reversal

Receivables with provision

for bad debts made on an

individual basis

Receivables with provision

for bad debts made on a 80850.00 80850.00

collective basis

Total 80850.00 80850.00

4. Accounts receivable

(1) Age analysis

Ages Closing book balance Opening book balance

Within 1 year 71406321.18 64697535.13

1-2 years 9482461.05 8701822.68

2-3 years 7444786.11 290567.01

3-4 years 169754.01 5093814.79

4-5 years 3027934.33

Over 5 years 18050798.87 18825122.29

Total 109582055.55 97608861.90

114ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(2) Provision for bad debts

1) Details on categories

Closing balance

Book balance Provision for bad debts

Categories

Provision Carrying

% to

Amount Amount proportion amount

total

(%)

Receivables with

provision for bad

24983383.2522.8024983383.25100.00

debts made on an

individual basis

Receivables with

provision for bad

84598672.3077.209497701.4711.2375100970.83

debts made on a

collective basis

Total 109582055.55 100.00 34481084.72 31.47 75100970.83

(Continued)

Opening balance

Book balance Provision for bad debts

Categories

Provision Carrying

% to

Amount Amount proportion amount

total

(%)

Receivables with

provision for bad

36722640.7337.6232006890.2487.164715750.49

debts made on an

individual basis

Receivables with

provision for bad

60886221.1762.382021549.503.3258864671.67

debts made on a

collective basis

Total 97608861.90 100.00 34028439.74 34.86 63580422.16

2) Significant accounts receivable with provision made on an individual basis

Opening balance Closing balance

Debtors Provision

Provision for Provision for Basis for

Book balance Book balance proportion

bad debts bad debts provision

(%)

Payments for goods of

Expected to be

agency import and 11574556.00 11574556.00 11574556.00 11574556.00 100.00

irrecoverable

export business

Long-term

Expected to be

unrecovered property 10020587.91 10020587.91 10084109.60 10084109.60 100.00

irrecoverable

sales

Accounts receivable

Expected to be

due from revoked 2328158.40 2328158.40 2314755.46 2314755.46 100.00

irrecoverable

subsidiaries

Shenzhen Hongteng

Investment 11789376.23 7073625.74

Management Co. Ltd.Balances due from Expected to be

1009962.191009962.191009962.191009962.19100.00

other customers irrecoverable

Subtotal 36722640.73 32006890.24 24983383.25 24983383.25 100.00

115ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

3) Accounts receivable with provision for bad debts made on a collective basis

Closing balance

Items

Book balance Provision for bad debts Provision proportion (%)

Portfolio grouped

with balances due 84598672.30 9497701.47 11.23

from other customers

Subtotal 84598672.30 9497701.47 11.23

(3) Changes in provision for bad debts

1) Details

Increase/Decrease

Opening Closing

Items

balance Recovery or Write- balance

Accrual Others

reversal off

Receivables with

provision for bad

32006890.243994030.79-3029476.2024983383.25

debts made on an

individual basis

Receivables with

provision for bad

2021549.504446675.773029476.209497701.47

debts made on a

collective basis

Total 34028439.74 4446675.77 3994030.79 34481084.72

2) Significant provisions for bad debts collected or reversed

Basis and reasonableness for

Amount collected Reasons for Ways of

Debtors recognition of original

or reversed reversal collection

provision for bad debts

In the preceding period

provisions were made

Shenzhen thereon on an individual

Hongteng Project funds basis as the recoverability

Bank

Investment 3994030.79 have been was expected to be

transfer

Management recovered. relatively low. In the current

Co. Ltd. period the provisions were

reversed as the balances

have been recovered.Subtotal 3994030.79

(4) Details of the top 5 debtors with largest balances of accounts receivable and contracted asset

Closing book balance Provision for bad Proportion to the

debts of accounts

total balance of

receivable and

Debtors accounts

Accounts Contract provision for

Subtotal receivable and

receivable assets impairment of

contract assets (%)

contract assets

Shenzhen Hongteng

Investment 11882292.92 11882292.92 8.62 3032263.70

Management Co. Ltd.Shenzhen Jiangong

8708474.591952557.2110661031.807.74336492.92

Group Co. Ltd.Hubei Chuheng

9725542.05318968.1510044510.207.29301335.30

Property Co. Ltd.Wuhan Yutian Xingye

8962707.76498737.479461445.236.87323003.75

Land Co. Ltd.China Construction

4227690.553951814.328179504.875.94245385.15

Xinjiang Construction

116ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Closing book balance Provision for bad Proportion to the

debts of accounts

total balance of

receivable and

Debtors accounts

Accounts Contract provision for

Subtotal receivable and

receivable assets impairment of

contract assets (%)

contract assets

Engineering (Group)

Co. Ltd.Subtotal 43506707.87 6722077.15 50228785.02 36.46 4238480.82

(5) Other remarks

As of December 31 2023 the balance of factoring receivables already transferred but not yet

derecognized was 24340361.58 yaun.

5. Advances paid

(1) Age analysis

Closing balance

Ages Provision for

Book balance % to total Carrying amount

impairment

Within 1 year 12271.61 3.00 12271.61

1-2 years

2-3 years 196920.46 48.12 196920.46

Over 3 years 200000.00 48.88 200000.00

Total 409192.07 100.00 409192.07

(Continued)

Opening balance

Ages Provision for

Book balance % to total Carrying amount

impairment

Within 1 year 626155.65 53.80 626155.65

1-2 years 336699.64 28.94 336699.64

2-3 years 206.95 0.02 206.95

Over 3 years 200550.00 17.24 200550.00

Total 1163612.24 100.00 1163612.24

(2) Details of the top 5 debtors with largest balances

Proportion to the total

Debtors Book Balance balance of advances

paid (%)

Guangdong Legal Shengbang (Shenzhen)

200000.0048.88

Law Firm

Huizhou Huiyang Power Supply Bureau of

98840.2924.15

Guangdong Power Grid Co. Ltd.China Telecom Co. Ltd. 9493.70 2.32

Guangdong Yuetong Card Information

7850.791.92

Technology Service Co. Ltd.Guangdong Shenzhen Petroleum Branch of

2777.910.68

Sinopec Sales Corporation

117ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Proportion to the total

Debtors Book Balance balance of advances

paid (%)

Subtotal 318962.69 77.95

6. Other receivables

(1) Other receivables categorized by nature

Nature of receivables Closing book balance Opening book balance

Portfolio grouped with balances due from

161393309.25156470188.49

related parties

Portfolio grouped with government funds

165460.00165460.00

receivable

Portfolio grouped with employee petty cash

841714.00147810.19

receivable

Portfolio grouped with advances received and

360901.91689317.63

paid on behalf of others

Portfolio grouped with other intercompany

44888290.8179862906.45

balances receivable

Total 207649675.97 237335682.76

(2) Age analysis

Ages Closing book balance Opening book balance

Within 1 year 6047963.14 48019676.18

1-2 years 15390258.93 1185433.74

2-3 years 103956.68 18023.00

3-4 years 200.00 1628670.73

4-5 years 100.00 18120785.56

Over 5 years 186107197.22 168363093.55

Total 207649675.97 237335682.76

(3) Provision for bad debts

1) Details on categories

Closing balance

Book balance Provision for bad debts

Categories

Provision Carrying

% to

Amount Amount proportion amount

total

(%)

Receivables with

provision made

191444224.0692.20191075243.8699.81368980.20

on an individual

basis

Receivables with

provision made

16205451.917.80680695.834.2015524756.08

on a collective

basis

Subtotal 207649675.97 100.00 191755939.69 92.35 15893736.28

118ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(Continued)

Opening balance

Book balance Provision for bad debts

Categories

Provision Carrying

% to

Amount Amount proportion amount

total

(%)

Receivables with

provision made

193705873.5181.62193705873.51100.00

on an individual

basis

Receivables with

provision made

43629809.2518.381524758.923.4942105050.33

on a collective

basis

Subtotal 237335682.76 100.00 195230632.43 82.26 42105050.33

2) Significant other receivables with provision made on an individual basis

Opening balance Closing balance

Debtors Provision

Provision for Provision for Basis for

Book balance Book balance proportion

bad debts bad debts provision

(%)

Canada Great

Expected to be

Wall (Vancouver) 89035748.07 89035748.07 89035748.07 89035748.07 100.00

irrecoverable

Co. Ltd.Expected to be

Paklid Limited 19390888.26 19390888.26 19393335.84 19393335.84 100.00

irrecoverable

Australia Berkton Expected to be

12559290.5812559290.5812559290.5812559290.58100.00

Property Limited irrecoverable

Guangdong

Huizhou

Luofushan Expected to be

10465168.8110465168.8110465168.8110465168.81100.00

Mineral Water irrecoverable

Beverage Co.Ltd.Xi’an Xinfeng

Expected to be

Property Trading 8419205.19 8419205.19 8419205.19 8419205.19 100.00

irrecoverable

Co. Ltd.Shenzhen Shenxi

Building Expected to be

7660529.377660529.377660529.377660529.37100.00

Decoration Co. irrecoverable

Ltd.Beijing SPG

Property Expected to be

6905673.696533817.096905673.696533817.0994.62

Management Co. irrecoverable

Ltd.Bao’an Shopping Expected to be

6343030.656343030.656343030.656343030.65100.00

Center irrecoverable

Shenzhen

Expected to be

Nanyang Hotel 3168721.00 3168721.00 3168721.00 3168721.00 100.00

irrecoverable

Co. Ltd.Shenzhen

Runhua Expected to be

3072764.423072764.423072764.423072764.42100.00

Automobile irrecoverable

Trading Co. Ltd.Shenzhen Local

Building Expected to be

3000000.003000000.003000000.003000000.00100.00

Materials Co. irrecoverable

Ltd.Jun Xin He Co. Expected to be

2800000.002800000.002800000.002800000.00100.00

Ltd. irrecoverable

119ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Opening balance Closing balance

Debtors Provision

Provision for Provision for Basis for

Book balance Book balance proportion

bad debts bad debts provision

(%)

Harbin City

Power District Expected to be

1970000.001970000.001970000.001970000.00100.00

Xinle Feed irrecoverable

Processing Plant

Newmore Co. Expected to be

1868735.451868735.451868735.451868735.45100.00

Ltd. irrecoverable

Subtotal 176659755.49 176287898.89 176662203.07 176290346.47 99.79

3) Other receivables with provision made on a collective basis

Closing balance

Portfolios Provision for bad Provision

Book balance

debts proportion (%)

Portfolio grouped with balances due

1580607.43

from related parties

Portfolio grouped with government

165460.00

funds receivable

Portfolio grouped with employee petty

841714.00

cash receivable

Portfolio grouped with advances

360901.9118045.105.00

received and paid on behalf of others

Portfolio grouped with other

13256768.57662650.735.00

intercompany balances receivable

Subtotal 16205451.91 680695.83 4.20

(4) Changes in provision for bad debts

Stage 1 Stage 2 Stage 3

Lifetime expected

Items 12month Lifetime expected credit losses Total

expected credit losses

(credit not

credit losses (credit impaired)

impaired)

Opening balance 2004832.46 18194.53 193207605.44 195230632.43

Opening balance in the

——————

current period

--Transferred to stage 2 -259933.63 259933.63

--Transferred to stage 3 -5182.20 5182.20

--Reversed to stage 2

--Reversed to stage 1

Provision made in the

-1566981.03101233.86527332.37-938414.80

current period

Provision recovered or

reversed in the current

period

Provision written off in

the current period

Other changes -2536277.94 -2536277.94

Closing balance 177917.80 374179.82 191203842.07 191755939.69

120ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Stage 1 Stage 2 Stage 3

Lifetime expected

Items 12month Lifetime expected credit losses Total

expected credit losses

(credit not

credit losses (credit impaired)

impaired)

Provision proportion

3.464.9898.0592.35

(%)

(5) Details of the top 5 debtors with largest balances

Proportion to the Provision for

Nature of Closing book total balance of bad debts at the

Debtors Ages

receivables balance other receivables end of the

(%) period

Canada Great Balances due

Over

Wall (Vancouver) from related 89035748.07 42.88 89035748.07

5 years

Co. Ltd. parties

Balances due

Over

Paklid Limited from related 19393335.84 9.34 19393335.84

5 years

parties

Balances due

Australia Berkton Over

from related 12559290.58 6.05 12559290.58

Property Limited 5 years

parties

Guangdong

Huizhou

Balances due

Luofushan Over

from related 10465168.81 5.04 10465168.81

Mineral Water 5 years

parties

Beverage Co.Ltd.Xi’an Xinfeng Balances due

Over

Property Trading from related 8419205.19 4.05 8419205.19

5 years

Co. Ltd. parties

Subtotal 139872748.49 67.36 139872748.49

7. Inventories

(1) Details

Closing balance

Items Provision for write-down/

Book balance Carrying amount

impairment

Development costs 3572697115.80 391731506.81 3180965608.99

Developed products 733935274.64 733935274.64

Raw materials 49504.00 49504.00

Goods on hand 304426.24 38891.91 265534.33

Total 4306986320.68 391770398.72 3915215921.96

(Continued)

Opening balance

Items Provision for write-down/

Book balance Carrying amount

impairment

Development costs 3413963261.85 3413963261.85

Developed products 842847684.33 842847684.33

Raw materials 8458.34 8458.34

121ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Opening balance

Items Provision for write-down/

Book balance Carrying amount

impairment

Goods on hand 329101.70 38891.91 290209.79

Total 4257148506.22 38891.91 4257109614.31

(2) Provision for inventory write-down/provision for impairment of costs to fulfill a contract

1) Details

Increase Decrease

Opening

Items Closing balance

balance Reversal or

Accrual Others Others

write-off

Development

391731506.81391731506.81

costs

Goods on hand 38891.91 38891.91

Total 38891.91 391731506.81 391770398.72

2) Determination basis of net realizable value and reasons for the reversal or write-off of provision

for inventory write-down

Reasons for reversal of Reasons for write-off

Determination basis of net

Items provision for inventory of provision for

realizable value

write-down inventory write-down

Estimated selling price of

inventories less costs to be

Development costs incurred upon completion

estimated selling expenses and

relevant taxes and surcharges

Net realizable value is determined

based on the estimated selling

Developed products price of developed products less

costs estimated selling expenses

and relevant taxes and surcharges

Net realizable value is determined

based on the estimated selling

Goods on hand price of goods on hand less costs

estimated selling expenses and

relevant taxes and surcharges

(3) Capitalization of borrowing cost

Closing capitalized amount Calculation criteria and basis of

Items

of borrowing cost capitalized amount

Based on the interest rate agreed

Shenfang Linxin Community 40384162.95

upon in the loan contract

Based on the interest rate agreed

Shenfang Guangming Lane 5503824.56

upon in the loan contract

Subtotal 45887987.51

122ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(4) Other remarks

1) Inventories - development costs

Estimated total

Estimated Closing balance

investments (in

Projects Start time completion Opening balance Closing balance of provision for

ten thousand

time write-down

yuan)

Shenfang

Linxin 2021 2024 300000.00 2290805229.96 2310161672.58 391731506.81

Community

Shenfang

Guangming 2022 2024 152060.00 1094866123.78 1234243535.11

Lane

Shantou

Xinfeng / / / 28291908.11 28291908.11

Building

Subtotal 452060.00 3413963261.85 3572697115.80 391731506.81

2) Inventories - developed products

Closing

Completion balance of

Projects Opening balance Increase Decrease Closing balance

time provision for

write-down

Tianyue Bay

2021512790161.7948563878.57464226283.22

Phase II

Tianyue Bay

2017225653522.8327153581.49198499941.34

Phase I

Golden Leaf

Island Haitian

Pavilion Multi 1997 39546392.27 188371.60 39734763.87

Multi-Story

Apartment

Shenfang Cuilin

201845617437.7928572790.5417044647.25

Community

Yue King

20146476404.76355377.696121027.07

Oriental Project

Golden Leaf

20105696007.2554728.715641278.54

Island Phase X

Golden Leaf

20082333281.42110505.122222776.30

Island Phase XI

Beijing Xinfeng

304557.05304557.05

Building

Whampoa New

140000.00140000.00

Village

Chuanqi East

20194289919.174289919.17

Lake Community

Subtotal 842847684.33 188371.60 109100781.29 733935274.64

8. Contract assets

(1) Details

Closing balance Opening balance

Items

Provision for Carrying Book Provision for Carrying

Book balance

impairment amount balance impairment amount

Quality guarantee

28198553.53845956.6127352596.92

deposit receivable

Total 28198553.53 845956.61 27352596.92

123ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(2) Details on provision for impairment

1) Details on categories

Closing balance

Categories Book balance Provision for impairment Carrying

% to Provision

Amount Amount amount

total proportion (%)

Receivables with

provision made on 28198553.53 100.00 845956.61 3.00 27352596.92

a collective basis

Total 28198553.53 100.00 845956.61 3.00 27352596.92

2) Contract assets with provision for impairment made on a collective basis

Closing balance

Portfolios

Book balance Provision for impairment Provision proportion (%)

Portfolio grouped

with engineering 28198553.53 845956.61 3.00

constructions

Subtotal 28198553.53 845956.61 3.00

(3) Changes in provision for impairment

Increase/Decrease

Opening Closing

Items

balance Recovery Accrual Write-off Others balance

or reversal

On a collective basis 845956.61 845956.61

Total 845956.61 845956.61

9. Other current assets

(1) Details

Closing balance Opening balance

Items Provision Provision

Carrying Carrying

Book balance for Book balance for

amount amount

impairment impairment

Overpaid or

prepaid

6212008.006212008.001692386.281692386.28

enterprise

income taxes

Prepaid VAT 1974376.95 1974376.95 1620352.66 1620352.66

Costs to

obtain a 6815071.01 6815071.01 1212848.49 1212848.49

contract

Input VAT to

64189088.6164189088.6129247467.1629247467.16

be credited

Land

appreciation 3472045.32 3472045.32 1813337.72 1813337.72

tax

Business tax 195546.35 195546.35 250719.98 250719.98

Others 4317126.82 4317126.82 941529.13 941529.13

124ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Closing balance Opening balance

Items Provision Provision

Carrying Carrying

Book balance for Book balance for

amount amount

impairment impairment

Total 87175263.06 87175263.06 36778641.42 36778641.42

(2) Costs to obtain a contract

Opening Provision for Closing

Items Increase Amortization

balance impairment balance

Shenfang

Guangming 5417176.01 5417176.01

Lane

Linxin

1212848.49185046.511397895.00

Community

Subtotal 1212848.49 5602222.52 6815071.01

10. Long-term equity investments

(1) Categories

Closing balance Opening balance

Items

Provision for Carrying Provision for Carrying

Book balance Book balance

impairment amount impairment amount

Investments in

19424671.4719424671.4719424671.4719424671.47

joint ventures

Investments in

32898465.0932898465.0932992392.7332898465.0993927.64

associates

Other equity

167761564.39167761564.39167761564.39167761564.39

investments

Total 220084700.95 220084700.95 220178628.59 220084700.95 93927.64

(2) Details

Opening balance Increase/Decrease

Investees Investment income Adjustment in other

Carrying Provision for Investments Investments

recognized under comprehensive

amount impairment increased decreased

equity method income

Joint ventures

Guangdong

Huizhou Luofushan

9969206.09

Mineral Water

Beverage Co. Ltd.Fengkai Xinghua

9455465.38

Hotel

Subtotal 19424671.47

Associates

Shenzhen Ronghua

Electromechanical 93927.64 1076954.64 -93927.64

Engineering Co. Ltd.Shenzhen Runhua

Automobile Trading 1445425.56

Co. Ltd.Dongyi Properties

30376084.89

Co. Ltd.Subtotal 93927.64 32898465.09 -93927.64

125ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Opening balance Increase/Decrease

Investees Investment income Adjustment in other

Carrying Provision for Investments Investments

recognized under comprehensive

amount impairment increased decreased

equity method income

Other equity

investments

Paklid Limited 201100.00

Berkton Australia

906630.00

Co. Ltd.Shenzhen Shenfang

Department Store 10000000.00

Co. Ltd.Shantou Xinfeng

58547652.25

Building

Guangdong Fengkai

Lianfeng Cement

56228381.64

Manufacturing Co.Ltd.Jiangmen Xinjiang

Real Estate Co. 9037070.89

Ltd.Xi’an Xinfeng

Property Trading 32840729.61

Co. Ltd.Subtotal 167761564.39

Total 93927.64 220084700.95 -93927.64

(Continued)

Increase/Decrease Closing balance

Investees Cash dividend/

Changes in Provision for Provision for

Profit declared for Others Carrying amount

other equity impairment impairment

distribution

Joint ventures

Guangdong

Huizhou Luofushan

9969206.09

Mineral Water

Beverage Co. Ltd.Fengkai Xinghua

9455465.38

Hotel

Subtotal 19424671.47

Associates

Shenzhen Ronghua

Electromechanical 1076954.64

Engineering Co. Ltd.Shenzhen Runhua

Automobile Trading 1445425.56

Co. Ltd.Dongyi Properties

30376084.89

Co. Ltd.Subtotal 32898465.09

Other equity

investments

Paklid Limited 201100.00

Berkton Australia

906630.00

Co. Ltd.Shenzhen Shenfang

Department Store 10000000.00

Co. Ltd.

126ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Increase/Decrease Closing balance

Investees Cash dividend/

Changes in Provision for Provision for

Profit declared for Others Carrying amount

other equity impairment impairment

distribution

Shantou Xinfeng

58547652.25

Building

Guangdong Fengkai

Lianfeng Cement

56228381.64

Manufacturing Co.Ltd.Jiangmen Xinjiang

Real Estate Co. 9037070.89

Ltd.Xi’an Xinfeng

Property Trading 32840729.61

Co. Ltd.Subtotal 167761564.39

Total 220084700.95

Note: Other equity investments refer to equity of subsidiaries not brought into the consolidation

scope of the Company. As these subsidiaries have completed the revocation procedures but the

Company has not written off corresponding long-term equity investments or they ceased

operations many years ago and no longer physically exists the Company is no longer able to

exercise effective control over them. Please refer to section VI of notes to the financial statements

for details.

11. Other equity instrument investments

Increase/Decrease

Gains or losses

Items Opening balance Investments Investments included into other

Others

increased decreased comprehensive income

in the current period

Shantou SME

Financing 13839235.57 485175.78

Guarantee Co. Ltd.Beijing SPG

Property

Management Co.Ltd.Total 13839235.57 485175.78

(Continued)

Accumulated gains or

Dividend income

Closing losses included into other

Items recognized in the

balance comprehensive income

current period

at the end of the period

Shantou SME Financing

14324411.35537600.006035775.78

Guarantee Co. Ltd.Beijing SPG Property

Management Co. Ltd.Total 14324411.35 537600.00 6035775.78

127ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

12. Investment property

Buildings and

Items Land use right Total

structures

Cost

Opening balance 1044744895.39 107350053.05 1152094948.44

Increase 1820354.54 1820354.54

1) Acquisition

2) Others (exchange rate

1820354.541820354.54

changes)

Decrease

1) Disposal

2) Other transfer-out

Closing balance 1044744895.39 109170407.59 1153915302.98

Accumulated depreciation and

amortization

Opening balance 482985291.20 482985291.20

Increase 25658083.53 25658083.53

1) Accrual or amortization 25658083.53 25658083.53

2) Others (exchange rate

changes)

Decrease

1) Disposal

2) Other transfer-out

Closing balance 508643374.73 508643374.73

Provision for impairment

Opening balance 14128544.62 88107197.55 102235742.17

Increase 1494049.91 1494049.91

1) Accrual

2) Others (exchange rate

1494049.911494049.91

changes)

Decrease

1) Disposal

2) Other transfer-out

Closing balance 14128544.62 89601247.46 103729792.08

Carrying amount

Closing balance 521972976.04 19569160.13 541542136.17

Opening balance 547631059.57 19242855.50 566873915.07

128ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

13. Fixed assets

Electronic

Buildings and Transport

Items equipment and Total

structures facilities

others

Cost

Opening balance 100422074.10 8307455.41 7403998.70 116133528.21

Increase 377300.00 930351.56 1307651.56

1) Acquisition 377300.00 930351.56 1307651.56

2) Others

Decrease 1569625.80 250931.87 1820557.67

1) Disposal/

1569625.80250931.871820557.67

Scrapping

2) Others

Closing balance 100422074.10 7115129.61 8083418.39 115620622.10

Accumulated

depreciation

Opening balance 81649438.77 7111284.47 5947329.92 94708053.16

Increase 2166952.87 256900.46 340177.55 2764030.88

1) Accrual 2166952.87 256900.46 340177.55 2764030.88

2) Others

Decrease 1546753.88 232757.83 1779511.71

1) Disposal/

1546753.88232757.831779511.71

Scrapping

2) Others

Closing balance 83816391.64 5821431.05 6054749.64 95692572.33

Provision for

impairment

Opening balance

Increase

1) Accrual

2) Others

Decrease

1) Disposal/

Scrapping

2) Others

Closing balance

Carrying amount

Closing balance 16605682.46 1293698.56 2028668.75 19928049.77

Opening balance 18772635.33 1196170.94 1456668.78 21425475.05

129ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

14. Right-of-use assets

Items Buildings and structures Total

Cost

Opening balance 431779.61 431779.61

Increase

1) Leased in

Decrease

1) Disposal

Closing balance 431779.61 431779.61

Accumulated depreciation

Opening balance 199282.89 199282.89

Increase 132855.24 132855.24

1) Accrual 132855.24 132855.24

Decrease

1) Disposal

Closing balance 332138.13 332138.13

Provision for impairment

Opening balance

Increase

1) Accrual

Decrease

1) Disposal

Closing balance

Carrying amount

Closing balance 99641.48 99641.48

Opening balance 232496.72 232496.72

15. Intangible assets

Items Software Total

Cost

Opening balance 2192000.00 2192000.00

Increase

1) Acquisition

Decrease

1) Disposal

Closing balance 2192000.00 2192000.00

130ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Items Software Total

Accumulated amortization

Opening balance 2192000.00 2192000.00

Increase

1) Accrual

Decrease

1) Disposal

Closing balance 2192000.00 2192000.00

Provision for impairment

Opening balance

Increase

1) Accrual

Decrease

1) Disposal

Closing balance

Carrying amount

Closing balance

Opening balance

16. Long-term prepayments

Opening Other Closing

Items Increase Amortization

balance decreases balance

Renovation

1719057.99167760.44577677.491309140.94

costs

Others 457163.54 167998.92 289164.62

Total 2176221.53 167760.44 745676.41 1598305.56

17. Deferred tax assets and deferred tax liabilities

(1) Deferred tax assets before offset

Closing balance Opening balance

Items Deductible Deductible Deferred tax Deferred tax

temporary temporary

assets assets

difference difference

Provision for

16963840.114225272.5812026682.713006670.68

impairment of assets

Deductible losses 43152112.49 10788028.12 69038992.71 17259748.18

Land appreciation tax

2140368.96535092.24117245335.2629311333.82

accrued

Unrealized profit from

80397191.4020099297.8586124778.4121531194.60

internal transactions

Provisional cost of

2660481.88665120.4723711126.845927781.70

contracts

131ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Closing balance Opening balance

Items Deductible Deductible Deferred tax Deferred tax

temporary temporary

assets assets

difference difference

Total 145313994.84 36312811.26 308146915.93 77036728.98

(2) Deferred tax liabilities before offset

Closing balance Opening balance

Items Taxable Taxable Deferred tax Deferred tax

temporary temporary

liabilities liabilities

difference difference

Changes in fair value

of held-for-trading 7824348.72 1956087.18 8970031.50 2242507.88

financial assets

Undue interest 1901506.08 475376.52 1576125.00 394031.25

Changes in fair value

of other equity 2324411.36 581102.84 1839235.57 459808.89

instrument investments

Total 12050266.16 3012566.54 12385392.07 3096348.02

(3) Details of unrecognized deferred tax assets

Items Closing balance Opening balance

Deductible temporary difference 927951667.74 519864173.99

Deductible losses 68296307.42 54027120.82

Total 996247975.16 573891294.81

(4) Maturity years of deductible losses of unrecognized deferred tax assets

Maturity years Closing balance Opening balance Remarks

Year 2023 4085485.24

Year 2024 688456.49 688456.49

Year 2025 1629.25 1629.25

Year 2026 346891.06 346891.06

Year 2027 48904614.38 48904658.78

Year 2028 18354716.24

Total 68296307.42 54027120.82

132ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

18. Assets with title or use right restrictions

(1) Details

1) Details on assets with restrictions at the balance sheet date

Closing book Closing carrying Type of

Items Reasons for restrictions

balance amount restrictions

Construction funds for

urban renewal projects and

surrounding public facilities

Cash and bank projects in Longgang

5817217.78 5817217.78 Seized

balances District Shenzhen City;

land reclamation expenses

for Shenfang Guangming

Lane Project

Cash and bank

5943085.18 5943085.18 Frozen Frozen due to litigation

balances

Cash and bank

50000.00 50000.00 Seized Deposits for construction

balances

Payments have been

Cash and bank

62552.52 62552.52 Seized stopped and the account has

balances

been suspended.Pledged for short-term

Accounts receivable 27890361.58 27890361.58 Pledged

borrowings

Investment property 103165591.84 44297197.87 Mortgaged Mortgaged for borrowings

Total 142928808.90 84060414.93

2) Details on assets with restrictions at the beginning of the period

Opening book Opening Type of

Items Reasons for restrictions

balance carrying amount restrictions

Construction funds for

urban renewal projects and

Cash and bank

5674439.78 5674439.78 Seized surrounding public facilities

balances

projects in Longgang

District Shenzhen City

Cash and bank

48315.48 48315.48 Frozen Frozen due to litigation

balances

Pledged for short-term

Accounts receivable 51138077.62 51138077.62 Pledged

borrowings

Land mortgaged for project

Inventories 965000000.00 965000000.00 Mortgaged

development loans

Total 1021860832.88 1021860832.88

19. Short-term borrowings

Items Closing balance Opening balance

Factoring of accounts receivable 3550000.00 51138077.62

Total 3550000.00 51138077.62

20. Accounts payable

(1) Details

Items Closing balance Opening balance

Engineering funds 442529992.29 432902243.31

Others 729776.49 1699316.36

133ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Items Closing balance Opening balance

Total 443259768.78 434601559.67

(2) Significant accounts payable with age over one year

Items Closing balance Reasons for unsettlement

China Railway Second Bureau Group

104922084.43 Not yet settled

Co. Ltd.Huizhou Jinlongsheng Industry Co.

84950000.00 Not yet settled

Ltd.Huizhou Huiyang Hongfa Industry &

50350000.00 Not yet settled

Trade Co. Ltd.Huizhou Mingxiang Economic

41851375.00 Not yet settled

Information Consulting Co. Ltd.Guangzhou Mingji Construction Co.

12572856.16 Not yet settled

Ltd.Subtotal 294646315.59

21. Advances received

Items Closing balance Opening balance

Payments for goods of agency import

214630.004218370.69

and export business

Others 206094.30 1246973.27

Total 420724.30 5465343.96

22. Contract liabilities

(1) Details

Items Closing balance Opening balance

Payments for house sale received in

1290868600.7843431327.09

advance

Room charges received in advance 56197.55 102140.20

Payments for goods received in advance 351328.33

Engineering funds received in advance 172464.62

Total 1291448591.28 43533467.29

(2) Reasons for significant changes in the carrying amount of contract liabilities in the current

period

Items Amount of changes Reasons for changes

Pre-sale of Shenfang

Payments for house sale received in Guangming Lane Real

1247437273.69

advance Estate Project in the

current period

Subtotal 1247437273.69

134ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(3) Receipts from significant projects of pre-sale real estate

Estimated Proportion of

Items Closing balance Opening balance

completion date pre-sales (%)

Shenfang At the end of

1247568338.5386.41

Guangming Lane 2024

Subtotal 1247568338.53

23. Employee benefits payable

(1) Details

Items Opening balance Increase Decrease Closing balance

Short-term employee benefits 35672352.37 62983861.06 76461955.28 22194258.15

Post-employment benefits - defined

51851.419560744.069559836.2652759.21

contribution plan

Total 35724203.78 72544605.12 86021791.54 22247017.36

(2) Details of short-term employee benefits

Items Opening balance Increase Decrease Closing balance

Wage bonus allowance and

35211378.7749975207.7563235706.5021950880.02

subsidy

Employee welfare fund 220742.00 2730234.83 2800976.83 150000.00

Social insurance premium 3654435.09 3654435.09

Including: Medicare premium 3376353.73 3376353.73

Occupational injuries

68212.9168212.91

premium

Maternity premium 209868.45 209868.45

Security fund for the

51939.7051939.70

disabled

Housing provident fund 5458412.13 5458412.13

Trade union fund and

240231.601113631.561260485.0393378.13

employee education fund

Subtotal 35672352.37 62983861.06 76461955.28 22194258.15

(3) Details of defined contribution plan

Items Opening balance Increase Decrease Closing balance

Basic endowment insurance

6002162.136002162.13

premium

Unemployment insurance

67304.4467304.44

premium

Company annuity payment 51851.41 3491277.49 3490369.69 52759.21

Subtotal 51851.41 9560744.06 9559836.26 52759.21

24. Taxes and rates payable

Items Closing balance Opening balance

VAT 6952681.57 3843704.80

Enterprise income tax 25379573.98 61927050.99

135ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Items Closing balance Opening balance

Individual income tax withheld for tax

666822.331611643.13

authorities

Urban maintenance and construction tax 1379662.47 734949.61

Land appreciation tax 4646137.48 121891472.74

Housing property tax 250796.18 287141.98

Education surcharge 592022.63 316008.58

Local education surcharge 382272.44 197568.44

Others 659017.40 141645.72

Total 40908986.48 190951185.99

25. Other payable

(1) Details

Items Closing balance Opening balance

Interest payable 16535277.94 16535277.94

Other payables 537933951.65 557796062.90

Total 554469229.59 574331340.84

(2) Interest payable

1) Details

Items Closing balance Opening balance

Interest of borrowings from non-financial

institutions (interest payable to parent 16535277.94 16535277.94

company)

Subtotal 16535277.94 16535277.94

2) Significant interest payable overdue but unpaid

Creditors Amount overdue Reasons for overdue

Shenzhen Investment Holdings Co. Ltd. 16535277.94 Not yet paid

Subtotal 16535277.94

(3) Other payables

1) Details

Items Closing balance Opening balance

Balances due to non-related parties 177620294.46 166065259.07

Balances due to related parties 234129312.99 232502015.42

Deposits 27861196.50 28723844.16

Others 98323147.70 130504944.25

Subtotal 537933951.65 557796062.90

136ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2) Significant other payables with age over one year

Reasons for

Items Closing balance

unsettlement

Guangzhou Bopi Enterprise Management

206903717.13 Not yet settled

Consulting Co. Ltd.Huizhou Guirong Investment Information

102197564.38 Not yet settled

Consulting Co. Ltd.Huizhou Huiyang Hongfa Industry &

26894095.89 Not yet settled

Trade Co. Ltd.Huizhou Mingxiang Economic

26131960.68 Not yet settled

Information Consulting Co. Ltd.Subtotal 362127338.08

26. Non-current liabilities due within one year

Items Closing balance Opening balance

Long-term borrowings due within one

34001293.816105770.99

year

Lease liabilities due within one year 55054.12 83023.44

Total 34056347.93 6188794.43

27. Other current liabilities

Items Closing balance Opening balance

Output VAT to be recognized 115574168.18 2265817.68

Factoring of accounts receivable 20790361.58

Endorsed but undue notes not yet

1617000.00

derecognized

Total 136364529.76 3882817.68

28. Long-term borrowings

Items Closing balance Opening balance

Mortgaged borrowings 213433144.83 60366770.99

Less: Long-term borrowings due within

34001293.816105770.99

one year

Total 179431851.02 54261000.00

29. Lease liabilities

Items Closing balance Opening balance

Lease payments 55054.12 136908.67

Less: Lease liabilities due within one year 55054.12 83023.44

Total 53885.23

137ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

30. Share capital

Movements (less: decrease)

Items Opening balance Issue of Reserve Closing balance

Bonus

new transferred to Others Subtotal

shares

shares shares

Total 1011660000.00 1011660000.00

31. Capital reserve

Items Opening balance Increase Decrease Closing balance

Share/capital premium 557433036.93 557433036.93

Other capital reserve 420811873.18 420811873.18

Total 978244910.11 978244910.11

32. Other comprehensive income (OCI)

Current period cumulative

Less: OCI

Net OCI after tax

previously

recognized but

Opening Less: OCI transferred to

Items

balance previously

Closing balance

Current period Attributable retained

recognized but Attributable to

cumulative Less: Income to non- earnings in the

transferred to parent

before income tax expenses controlling current period

profit or loss in company

tax shareholders (attributable to

the current parent company

period

after tax)

Items not to be

reclassified

1379426.681040114.76260028.69780086.072159512.75

subsequently to

profit or loss

Including:

Remeasurements

of the defined

benefit plan

OCI not to be

transferred to

profit or loss under

equity method

Changes in fair

value of other

1379426.681040114.76260028.69780086.072159512.75

equity instrument

investments

Changes in fair

value of the

Company’s own

credit risk

Items to be

reclassified

24547294.17-1803551.72-1387347.48-416204.2423159946.69

subsequently to

profit or loss

Including: OCI to

be transferred to

profit or loss under

equity method

Changes in fair

value of other

debt investments

OCI arising from

financial assets

reclassification

Provision for

credit impairment

loss of other debt

investments

Cash flow

hedging reserves

138ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Current period cumulative

Less: OCI

Net OCI after tax

previously

recognized but

Opening Less: OCI transferred to

Items previously Closing balance balance Current period Attributable retained

recognized but Attributable to

cumulative Less: Income to non- earnings in the

transferred to parent

before income tax expenses controlling current period

profit or loss in company

tax shareholders (attributable to

the current

parent company

period

after tax)

Translation

24547294.17-1803551.72-1387347.48-416204.2423159946.69

reserves

Total 25926720.85 -763436.96 260028.69 -607261.41 -416204.24 25319459.44

33. Surplus reserve

Items Opening balance Increase Decrease Closing balance

Statutory surplus

275253729.26275253729.26

reserve

Total 275253729.26 275253729.26

34. Undistributed profit

Current period Preceding period

Items

cumulative comparative

Balance before adjustment at the end of

1713155187.481671121562.98

preceding period

Add: Increase due to adjustment (or less:

decrease)

Opening balance after adjustment 1713155187.48 1671121562.98

Add: Net profit attributable to owners of the

-250839542.09153718805.57

parent company

Less: Appropriation of statutory surplus reserve 34108874.33

Dividend payable on ordinary shares 61711260.00 89026080.00

Others -11449773.26

Closing balance 1400604385.39 1713155187.48

(II) Notes to items of the consolidated income statement

1. Operating revenue/Operating cost

(1) Details

Current period cumulative Preceding period comparative

Items

Revenue Cost Revenue Cost

Main operations 524099615.63 442138382.34 628832520.51 434304905.37

Other operations 6788105.05 2659259.76 5552040.91 2747095.64

Total 530887720.68 444797642.10 634384561.42 437052001.01

Including: Revenue

from contracts with 446315732.01 399950397.80 580082259.25 392766924.25

customers

139ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(2) Breakdown of revenue

1) Breakdown of revenue from contracts with customers by goods or services

Current period cumulative Preceding period comparative

Items

Revenue Cost Revenue Cost

Real estates 118580624.34 80235849.12 309331841.57 141232452.52

Engineering and

324243778.50317088117.19236949097.45231754203.03

construction

Property management 3491329.17 2626431.49 33801320.23 19780268.70

Subtotal 446315732.01 399950397.80 580082259.25 392766924.25

2) Breakdown of revenue from contracts with customers by operating regions

Current period cumulative Preceding period comparative

Items

Revenue Cost Revenue Cost

Guangdong Province 445625466.90 399950397.80 579604607.63 392766924.25

The United States 690265.11 477651.62

Subtotal 446315732.01 399950397.80 580082259.25 392766924.25

3) Breakdown of revenue from contracts with customers by time of transferring goods or

rendering services

Items Current period cumulative Preceding period comparative

Recognized at a point in time 118580624.34 309331841.57

Recognized over time 327735107.67 270750417.68

Subtotal 446315732.01 580082259.25

2. Taxes and surcharges

Items Current period cumulative Preceding period comparative

Land appreciation tax 59631025.69 68994085.35

Housing Property tax 5921317.90 7527796.10

Urban maintenance and

2033111.821984035.04

construction tax

Education surcharge 805738.62 845915.69

Local education surcharge 603255.93 563479.01

Land use tax 1078003.07 987303.57

Stamp duty and other taxes 927479.33 880876.78

Total 70999932.36 81783491.54

140ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

3. Selling expenses

Items Current period cumulative Preceding period comparative

Sales agency fees and

6411581.449153738.82

commissions

Employee benefits 3456886.44 3840229.00

Property management fees 2885601.45

Business expenses 399643.39 1381173.87

Advertising costs 8162439.28 4350998.80

Others 487050.14 491454.62

Total 21803202.14 19217595.11

4. Administrative expenses

Items Current period cumulative Preceding period comparative

Employee benefits 41241958.09 39755710.03

Agency fees 2496191.21 2752109.58

Business entertainment fees 1705735.91 2425452.83

Depreciation 2558956.30 2785592.23

Office expenses 1600402.92 1849010.18

Repairing costs 390746.46 336048.95

Business travelling expenses 463694.27 520782.12

Other amortizations 399870.13 481562.84

Utilities 347076.86 359004.64

Others 4761299.57 4493475.68

Total 55965931.72 55758749.08

5. Financial expenses

Items Current period cumulative Preceding period comparative

Interest expenses 1258720.92

Including: Bank loans 1258720.92

Less: Interest income 4804313.09 5315817.53

Including: Deposits in

4804313.095315817.53

financial institutions

Gains and losses on foreign

-1846042.29-1384499.52

exchange

Handling fees 159642.87 193170.02

Total -5231991.59 -6507147.03

141ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

6. Other income

Current period Preceding period Amount included in non-

Items

cumulative comparative recurring profit or loss

Government grants

440049.96266152.38440049.96

related to income

Refund of handling

fees for withholding

68364.83225814.59

individual income

tax

VAT extra

58857.6067836.22

deductions

Total 567272.39 559803.19 440049.96

7. Investment income

Current period Preceding period

Items

cumulative comparative

Investment income from long-term

equity investments under equity -93927.64 -178240.64

method

Investment income from disposal of

9941254.23161581081.50

long-term equity investments

Investment income from held-for-

161491.79159619.01

trading financial assets

Dividend income from other equity

537600.00813960.00

instrument investments

Investment income from debt

2610128.30

restructuring

Total 10546418.38 164986548.17

8. Gains on changes in fair value

Current period Preceding period

Items

cumulative comparative

Held-for-trading financial assets 7824348.71 8970031.50

Including: Gains on changes in fair

value of derivative financial

instruments

Gains on changes in fair value

of financial assets designated as

7824348.718970031.50

at fair value through profit or

loss

Total 7824348.71 8970031.50

9. Credit impairment loss

Current period Preceding period

Items

cumulative comparative

Bad debts on accounts receivable -439750.78 -3434265.84

Bad debts on other receivables 938414.80 -5865350.35

Bad debts on notes receivable 80850.00 2783378.85

Total 579514.02 -6516237.34

142ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

10. Assets impairment loss

Current period Preceding period

Items

cumulative comparative

Inventory write-down loss -391731506.81 -532397.57

Impairment loss of contract assets -845956.61

Total -392577463.42 -532397.57

11. Gains on asset disposal

Amount included in

Current period Preceding period

Items non-recurring profit or

cumulative comparative

loss

Gains on disposal of

-1000.00-1000.00

fixed assets

Total -1000.00 -1000.00

12. Non-operating revenue

Amount included in

Current period Preceding period

Items non-recurring profit or

cumulative comparative

loss

Gains on damage or

retirement of non-current 1269.60 1269.60

assets

Exempted payments 362451.86 1156843.63 362451.86

Fines default income 4000.00 370000.00 4000.00

Others 18704.07 7807.75 18704.07

Total 386425.53 1534651.38 386425.53

13. Non-operating expenditures

Amount included in

Current period Preceding period

Items non-recurring profit or

cumulative comparative

loss

Donation expenditures 30000.00 306474.53 30000.00

Losses on damage or

retirement of non-current 18906.04 38481.92 18906.04

assets

Compensation costs 96000.00 96000.00

Overdue fines and

302110.62302110.62

penalties

Others 83547.43 133986.29 83547.43

Total 530564.09 478942.74 530564.09

143ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

14. Income tax expenses

(1) Details

Items Current period cumulative Preceding period comparative

Current period income tax

-23506729.22-20528623.91

expenses

Deferred income tax expenses 40518842.29 86555081.26

Total 17012113.07 66026457.35

(2) Reconciliation of accounting profit to income tax expenses

Current period Preceding period

Items

cumulative comparative

Profit before tax -430652044.53 215603328.30

Income tax expenses based on tax rate

-107663011.1353900832.08

applicable to the parent company

Effect of different tax rate applicable to

472597.65148585.06

subsidiaries

Effect of prior income tax reconciliation 2575454.03 -6828454.83

Effect of non-taxable income -4485954.26 -187757.40

Effect of non-deductible costs expenses and

651725.02621871.15

losses

Effect of utilization of deductible losses not

-155580.87-598646.13

previously recognized as deferred tax assets

Effect of deducible temporary differences or

deductible losses not recognized as deferred 125616882.63 18970027.42

tax assets in the current period

Income tax expenses 17012113.07 66026457.35

15. Other comprehensive income net of income tax

Please refer to section V (I) 32 of notes to the financial statements for details.(III) Notes to items of the consolidated cash flow statement

1. Cash receipts or payments related to significant investing activities

(1) Cash receipts from investment income

Items Current period cumulative Preceding period comparative

Dividend income from other

537600.0010527896.61

equity instrument investments

Investment income from held-

161491.79

for-trading financial assets

Subtotal 699091.79 10527896.61

(2) Net cash receipts from the disposal of fixed assets intangible assets and other long-term assets

Items Current period cumulative Preceding period comparative

Disposal of long-term assets 29475.62 2907.50

Subtotal 29475.62 2907.50

144ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(3) Net cash receipts from the disposal of subsidiaries & other business units

Current period Preceding period

Items

cumulative comparative

Cash and cash equivalents received in the current

214862911.00

period for subsidiary disposal in the current period

Including: Shenzhen Property Management Co.

196676700.00

Ltd.Less: Cash and cash equivalents held by subsidiaries

57467430.10

at the loss-of-control date

Including: Shenzhen Property Management Co.

57467430.10

Ltd.Add: Cash and cash equivalents received in the

current period for subsidiary disposal in prior 1644822.69

periods

Including: Shenzhen Property Management Co.

1644822.69

Ltd.Net cash receipts from disposal of subsidiaries in the

1644822.69157395480.90

current period

(4) Cash payments for the acquisition of fixed assets intangible assets and other long-term assets

Items Current period cumulative Preceding period comparative

Acquisition of fixed assets 1475412.00 713537.29

Subtotal 1475412.00 713537.29

2. Other cash receipts or payments related to operating activities investing activities and financing

activities

(1) Other cash receipts related to operating activities

Items Current period cumulative Preceding period comparative

Interest income 4804313.09 5315817.53

Intercompany balances and

51500509.5819283483.81

others

Total 56304822.67 24599301.34

(2) Other cash payments related to operating activities

Items Current period cumulative Preceding period comparative

Handling fees 156436.95 192970.02

Out-of-pocket expenses 27059079.63 28511217.46

Intercompany balances and

50615881.3044617346.03

others

Total 77831397.88 73321533.51

(3) Other cash receipts related to investing activities

Items Current period cumulative Preceding period comparative

Fund management products 136800000.00 114840380.99

Total 136800000.00 114840380.99

145ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(4) Other cash payments related to investing activities

Items Current period cumulative Preceding period comparative

Fund management products 600000000.00

Total 600000000.00

3. Supplementary information to the cash flow statement

Current period Preceding period

Supplementary information

cumulative comparative

(1) Reconciliation of net profit to cash flows from operating

activities:

Net profit -447664157.60 149576870.95

Add: Provision for assets impairment 391997949.40 7048634.91

Depreciation of fixed assets oil and gas assets

28422114.4128470523.13

productive biological assets

Depreciation of right-of-use assets 132855.24 132855.25

Amortization of intangible assets

Amortization of long-term prepayments 745676.41 716814.19

Losses on disposal of fixed assets intangible assets

1000.00

and other long-term assets (Less: gains)

Fixed assets retirement loss (Less: gains) 17636.44 38481.92

Losses on changes in fair value (Less: gains) -7824348.71 -8970031.50

Financial expenses (Less: gains) 1258720.92 492336.21

Investment losses (Less: gains) -10546418.38 -164986548.17

Decrease of deferred tax assets (Less: increase) 40723917.72 92983372.80

Increase of deferred tax liabilities (Less: decrease) -205075.43 -6428291.54

Decrease of inventories (Less: increase) -49837814.46 -222176051.69

Decrease of operating receivables (Less: increase) -104577562.13 -15439705.92

Increase of operating payables (Less: decrease) 1202392754.36 -537235259.30

Others

Net cash flows from operating activities 1045037248.19 -675775998.76

(2) Significant investing and financing activities not related

to cash receipts and payments:

Conversion of debt into capital

Convertible bonds due within one year

Fixed assets leased in under finance leases

(3) Net changes in cash and cash equivalents:

Cash at the end of the period 859146413.35 190365069.48

Less: Cash at the beginning of the period 190365069.48 612293635.15

Add: Cash equivalents at the end of the period

Less: Cash equivalents at the beginning of the period

146ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Current period Preceding period

Supplementary information

cumulative comparative

Net increase of cash and cash equivalents 668781343.87 -421928565.67

4. Composition of cash and cash equivalents

(1) Details

Items Closing balance Opening balance

1) Cash 859146413.35 190365069.48

Including: Cash on hand 18414.04 4549.61

Cash in bank on demand for payment 829127999.31 157360519.87

Other cash and bank balances on demand for

30000000.0033000000.00

payment

Central bank deposit on demand for payment

Deposit in other banks

Loans to other banks

2) Cash equivalents

Including: Bond investments maturing within three

months

3) Cash and cash equivalents at the end of the period 859146413.35 190365069.48

Including: Cash and cash equivalents of parent

company or subsidiaries with use restrictions

(2) Cash and cash equivalents with use restrictions

Reasons for use restrictions and for considered

Items Closing balance Opening balance

as cash and cash equivalents

Construction funds for urban renewal projects

Cash and bank

5817217.78 5674439.78 and surrounding public facilities projects in

balances

Longgang District Shenzhen City

Cash and bank

5943085.18 48315.48 Frozen due to litigation

balances

Cash and bank

50000.00 Deposits for construction

balances

Cash and bank Payments have been stopped and the account

62552.52

balances has been suspended.Subtotal 11872855.48 5722755.26

5. Changes in liabilities related to financing activities

Increase Decrease

Items Opening balance Closing balance

Changes in non- Changes in non-

Changes in cash Changes in cash

cash cash

Short-term

51138077.6247588077.623550000.00

borrowings

Long-term

borrowings

(including long-

60366770.99169486610.8234001293.8116781586.6033639944.19213433144.83

term borrowings

due within one

year)

Lease liabilities

(including lease 136908.67 55054.12 89555.32 47353.35 55054.12

liabilities due

147ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Increase Decrease

Items Opening balance Closing balance

Changes in non- Changes in non-

Changes in cash Changes in cash

cash cash

within one year)

Subtotal 111641757.28 169486610.82 34056347.93 16871141.92 81275375.16 217038198.95

(Ⅳ) Others

1. Monetary items in foreign currencies

Closing balance in RMB equivalent at

Items Exchange rate

foreign currencies the end of the period

Cash and bank balances 5325942.57

Including: USD 24472.95 7.0827 173334.56

HKD 5685824.65 0.90622 5152608.01

Accounts receivable 233729.10

Including: USD 33000.00 7.0827 233729.10

Other receivables 18140929.57

Including: HKD 20018240.13 0.90622 18140929.57

Other payables 8531588.80

Including: USD 722044.70 7.0827 5114026.00

HKD 3771228.62 0.90622 3417562.80

2. Leases

(1) The Company as lessee

1) Please refer to section V (I) 14 of notes to the financial statements for details on right-of-use

assets.

2) Please refer to section III (XXX) of notes to the financial statements for details on the

Company’s accounting policies on short-term leases and leases for which the underlying asset is of

low value. The amounts of short-term leases and low-value asset leases included into profit or loss

are as follows:

Items Current period cumulative Preceding period comparative

Expense relating to short-term

1001337.95443919.05

leases

Total 1001337.95 443919.05

3) Profit or loss and cash flows related to leases

Items Current period cumulative Preceding period comparative

Interest expenses on lease

6548.0910987.90

liabilities

Total cash outflows related to

1142112.85556823.00

leases

4) Please refer to section Ⅷ (II) of notes to the financial statements for details on maturity

148ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

analysis of lease liabilities and related liquidity risk management.

(2) The Company as lessor

1) Operating lease

a. Lease income

Items Current period cumulative Preceding period comparative

Lease income 60531148.28 46657985.12

Including: Income relating to

variable lease payments not

included in the measurement of

the lease liabilities

b. Assets leased out under operating leases

Items Closing balance December 31 2022

Investment property 541542136.17 566873915.07

Subtotal 541542136.17 566873915.07

c. Undiscounted lease payments to be received arising from non-cancellable leases based on the

lease contract signed with lessee

Remaining years Closing balance December 31 2022

Within 1 year 56542470.24 61340377.67

1-2 years 52190140.08 56542470.24

2-3 years 33173087.70 52190140.08

3-4 years 18585822.03 33173087.70

4-5 years 10612435.91 18585822.03

Over 5 years 17600507.53 10612435.91

Total 188704463.49 232444333.63

VI. Interest in other entities

(I) Composition of the consolidation scope

1. The Company has brought 13 subsidiaries including Shenzhen SPG Longgang Development

Co. Ltd. and Great Wall Estate Company Inc. into the consolidation scope.

2. Basic information of significant subsidiaries

Holding proportion

Registered Main operating

(%) Acquisition

Subsidiaries capital (in ten place and place Business nature

method

thousand yuan) of registration Direct Indirect

Shenzhen SPG

Longgang 3000.00 Shenzhen Real estate 95.00 5.00 Establishment

Development Co. Ltd.Great Wall Estate

USD 500000 U.S. Real estate 70.00 Establishment

Company Inc.Shenzhen Petrel Hotel

3000.00 Shenzhen Hotel services 68.10 31.90 Establishment

Co. Ltd.Shenzhen Zhentong 1000.00 Shenzhen Construction 73.00 27.00 Establishment

149ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Holding proportion

Registered Main operating

(%) Acquisition

Subsidiaries capital (in ten place and place Business nature

method

thousand yuan) of registration Direct Indirect

Engineering Co. Ltd.Shenzhen Huazhan

Construction 800.00 Shenzhen Construction 75.00 25.00 Establishment

Supervision Co. Ltd.Shenzhen Lianhua

1000.00 Shenzhen Construction 95.00 5.00 Establishment

Enterprise Co. Ltd.Xinfeng Real Estate Hong Kong Investment and

100.00 Establishment

Co. Ltd. SAR management

Xinfeng Enterprise Hong Kong Investment and

TWD 5.00 million 100.00 Establishment

Co. Ltd. SAR management

Shenzhen SPG Free Import and

500.00 Shenzhen 95.00 5.00 Establishment

Trading Co. Ltd. export trade

Shenzhen SPG

1000.00 Shenzhen Investment 90.00 10.00 Establishment

Investment Co. Ltd.Beijing Xinfeng Real

Estate Management & USD 10.00 million Beijing Real estate 75.00 25.00 Establishment

Development Co. Ltd.Business

Guangdong Jianbang combination

Group (Huiyang) 280.00 Huizhou Real estate 51.00 not under

Industrial Co. Ltd. common

control

Shenzhen SPG

Chuanqi Real Estate 3000.00 Shenzhen Real estate 100.00 Establishment

Development Co. Ltd.

(2) Other remarks

The Company has brought the following 3 subsidiaries which have been suspended for a long time

and whose business license has been revoked but not cancelled into the consolidation scope:

Guangzhou Huangpu Xincun Real Estate Development Co. Ltd. Xinfeng Real Estate

Development and Construction (Wuhan) Co. Ltd. and Beijing Xinfeng Real Estate Development

& Management Co. Ltd. The above subsidiaries have been presented as discontinued operations

with full provision for impairment on their creditor’s right to debtors beyond the consolidation

scope of the Company.(Ⅱ) Changes in the consolidation scope due to other reasons

Entities excluded from the consolidation scope

Net profit from the

Equity disposal Equity Disposal-date

Entities period beginning to

method disposal date net assets

the disposal date

Beijing SPG Property January 1

Loss of control -8121334.67

Management Co. Ltd. 2023

150ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(III) Significant not wholly-owned subsidiaries

1. Details

Holding

Non-controlling Dividend declared Closing balance of

proportion of

Subsidiaries shareholders’ profit to non-controlling non-controlling

non-controlling

or loss shareholders interest

shareholders

Great Wall Estate

30.00%-105324.87-22809939.62

Company Inc.Xinfeng Investment

45.00%5.09-116179868.81

Co. Ltd.Baiwei Real Estate

20.00%3.03-3892111.41

Co. Ltd.Guangdong

Jianbang Group

49.00%-196719298.76227942330.06

(Huiyang)

Industrial Co. Ltd.

2. Main financial information of significant not wholly-owned subsidiaries

(1) Assets and liabilities

Closing balance

Subsidiaries

Non-current Non-current

Current assets Total assets Current liabilities Total liabilities

assets liabilities

Great Wall Estate

395377.2019569160.1319964537.33111791851.06111791851.06

Company Inc.Xinfeng Investment

69786.7136016.90105803.61258283372.85258283372.85

Co. Ltd.Baiwei Real Estate

1061.181061.1832920988.9132920988.91

Co. Ltd.Guangdong Jianbang

Group (Huiyang) 1525466547.38 7070465.17 1532537012.55 1557970018.20 1557970018.20

Industrial Co. Ltd.

(Continued)

Opening balance

Subsidiaries

Non-current Non-current

Current assets Total assets Current liabilities Total liabilities

assets liabilities

Great Wall Estate

157276.1319242855.5019400131.63109489015.64109489015.64

Company Inc.Xinfeng Investment

4814.1236016.9040831.02258218411.56258218411.56

Co. Ltd.Baiwei Real Estate

1046.021046.0232920988.9132920988.91

Co. Ltd.Guangdong Jianbang

Group (Huiyang) 1480299811.47 5502260.78 1485802072.25 1501444742.85 53885.23 1501498628.08

Industrial Co. Ltd.

(2) Profit or loss and cash flows

Current period cumulative

Subsidiaries

Operating Total comprehensive Cash flows from

Net profit

revenue income operating activities

Great Wall Estate Company

690265.11-351082.24-1738429.7210516.97

Inc.Xinfeng Investment Co. Ltd. 11.30 11.30

Baiwei Real Estate Co. Ltd. 15.16 15.16

151ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Current period cumulative

Subsidiaries

Operating Total comprehensive Cash flows from

Net profit

revenue income operating activities

Guangdong Jianbang Group

-9736449.82-9736449.82-26899080.84

(Huiyang) Industrial Co. Ltd.

(Continued)

Preceding period comparative

Subsidiaries

Operating Total comprehensive Cash flows from

Net profit

revenue income operating activities

Great Wall Estate Company

477651.62-431973.10-431973.10-384413.25

Inc.Xinfeng Investment Co. Ltd. 1141.56 1141.56

Baiwei Real Estate Co. Ltd. -12025.38 -12025.38

Guangdong Jianbang Group

-8184594.48-8184594.48-161865625.76

(Huiyang) Industrial Co. Ltd.(Ⅳ) Interest in joint ventures or associates

1. Aggregated financial information of insignificant joint ventures and associates

Closing balance/Current Opening balance/Preceding

Items

period cumulative period comparative

Joint ventures

Total carrying amount of investments

Proportionate shares in the following

items

Net profit

Other comprehensive income

Total comprehensive income

Associates

Total carrying amount of investments 93927.67

Proportionate shares in the following

items

Net profit -93927.67 -178240.64

Other comprehensive income

Total comprehensive income -93927.67 -178240.64

2. Excess losses incurred by joint ventures or associates

Unrecognized losses in

Accumulated

Joint ventures or the current period (net Unrecognized losses at

unrecognized losses in

associates profit shared in the the balance sheet date

prior periods

current period)

Shenzhen Xinfeng

Real Estate 2217955.89 2217955.89

Consulting Co. Ltd.

152ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

VII. Government grants

(Ⅰ) Government grants increased in the current period

Items Amount

Government grants related to income 440049.96

Including: Included into other income 440049.96

Total 440049.96

(II) Government grants included into profit or loss

Items Current period cumulative Preceding period comparative

Government grants included into

440049.96266152.38

other income

Total 440049.96 266152.38

VIII. Risks related to financial instruments

In risk management the Company aims to seek the appropriate balance between the risks and

benefits from its use of financial instruments and to mitigate the adverse effects that the risks of

financial instruments have on the Company’s financial performance so as to maximize the profits

of shareholders and other equity investors. Based on such risk management objectives the

Company’s risk management policies are established to identify and analyze the risks faced by the

Company to set appropriate risk limits and controls and to monitor risks and adherence to limits

on a timely and reliable basis.The Company has exposure to the following risks from its use of financial instruments which

mainly include: credit risk liquidity risk and market risk. The Management has deliberated and

approved policies concerning such risks and details are:

(I) Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the

other party by failing to discharge an obligation.

1. Credit risk management practice

(1) Evaluation method of credit risk

At each balance sheet date the Company assesses whether the credit risk on a financial instrument

has increased significantly since initial recognition. When assessing whether the credit risk has

increased significantly since initial recognition the Company takes into account reasonable and

supportable information which is available without undue cost or effort including qualitative and

quantitative analysis based on historical data external credit risk rating and forward-looking

information. The Company determines the changes in default risk of financial instruments during

the estimated lifetime through comparison of the default risk at the balance sheet date and the

initial recognition date on an individual basis or a collective basis.The Company considers the credit risk on a financial instrument has increased significantly when

153ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

one or more of the following qualitative and quantitative standards are met:

1) Quantitative standard mainly relates to the scenario in which at the balance sheet date the

probability of default in the remaining lifetime has risen by more than a certain percentage

compared with the initial recognition;

2) Qualitative standard mainly relates to significant adverse changes in the debtor’s operation or

financial position present or expected changes in technology market economy or legal

environment that will have significant adverse impact on the debtor’s repayment ability;

(2) Definition of default and credit-impaired assets

A financial instrument is defined as defaulted when one or more following events have occurred

of which the standard is consistent with that for credit-impairment:

1) significant financial difficulty of the debtor;

2) a breach of binding clause of contract;

3) it is very likely that the debtor will enter bankruptcy or other financial reorganization;

4) the creditor of the debtor for economic or contractual reasons relating to the debtor’s financial

difficulty having granted to the debtor a concession(s) that the creditor would not otherwise

consider.

2. Measurement of expected credit losses

The key factors in the measurement of expected credit loss include the probability of default loss

given default and exposure to default risk. The Company develops a model of the probability of

default loss given default and exposure to default risk on the basis of quantitative analysis of

historical data (e.g. counterparty rating guarantee measures and collateral type payment method

etc.) and forward-looking information.

3. Please refer to section V (I) 3 4 6 and 8 of notes to the financial statements for details on the

reconciliation table of opening balance and closing balance of provision for losses of financial

instrument.

4. Exposure to credit risk and concentration of credit risk

The Company’s credit risk is primarily attributable to cash and bank balances and receivables. In

order to control such risks the Company has taken the following measures:

(1) Cash and bank balances

The Company deposits its bank balances and other cash and bank balances in financial institutions

with relatively high credit levels hence its credit risk is relatively low.

(2) Receivables and contract assets

The Company performs credit assessment on customers using credit settlement on a regular basis.The Company selects credible and well-reputed customers based on credit assessment result and

154ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

conducts ongoing monitoring on balance of receivables to avoid significant risks in bad debts.As the Company’s credit risks fall into several business partners and customers the Company

manages credit risk aggregated by customers. As of December 31 2023 the Company has certain

concentration of credit risk and 36.46% (December 31 2022: 55.65%) of the total accounts

receivable and contract assets was due from the five largest customers of the Company. The

Company held no collateral or other credit enhancement on balance of receivables or contract

assets.The maximum amount of exposure to credit risk of the Company is the carrying amount of each

financial asset at the balance sheet.(II) Liquidity risk

Liquidity risk is the risk that the Company may encounter deficiency of funds in meeting

obligations associated with cash or other financial assets settlement which is possibly attributable

to failure in selling financial assets at fair value on a timely basis or failure in collecting liabilities

from counterparties of contracts or early redemption of debts or failure in achieving estimated

cash flows.In order to control such risk the Company comprehensively utilizes financing tools such as notes

settlement bank borrowings etc. and adopts long-term and short-term financing methods to

optimize financing structures and finally maintains a balance between financing sustainability and

flexibility. The Company has obtained credit limit from several commercial banks to meet

working capital requirements and expenditures.

1. Financial liabilities classified based on remaining time period till maturity

Closing balance

Items

Contract amount not

Carrying amount Within 1 year 1-3 years Over 3 years

yet discounted

Short-term

3550000.003683125.003683125.00

borrowings

Accounts

443259768.78443259768.78443259768.78

payable

Other

554469229.59554469229.59554469229.59

payables

Non-current

liabilities due 34056347.93 41741101.03 41741101.03

within one year

Other current

20790361.5820790361.5820790361.58

liabilities

Long-term

179431851.02187773026.94122834289.8064938737.14

borrowings

Subtotal 1235557558.90 1251716612.92 1063943585.98 122834289.80 64938737.14

155ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(Continued)

December 31 2022

Items

Contract amount not

Carrying amount Within 1 year 1-3 years Over 3 years

yet discounted

Short-term

51138077.6253055755.5353055755.53

borrowings

Accounts

434601559.67434601559.67434601559.67

payable

Other

574331340.84574331340.84574331340.84

payables

Non-current

liabilities due 6188794.43 8693727.50 8693727.50

within one year

Long-term

54261000.0056719813.1156719813.11

borrowings

Lease liabilities 53885.23 53885.23 53885.23

Subtotal 1120574657.79 1127456081.88 1070736268.77 56719813.11

(III) Market risk

Market risk is the risk that the Company may encounter fluctuation in fair value or future cash

flows of financial instruments due to changes in market price. Market risk mainly includes interest

risk and foreign currency risk.

1. Interest risk

Interest risk is the risk that an enterprise may encounter fluctuation in fair value or future cash

flows of financial instruments due to changes in market interest rates. The Company’s fair value

interest risks arise from fixed-rate financial instruments while the cash flow interest risks arise

from floating-rate financial instruments. The Company determines the proportion of fixed-rate

financial instruments and floating-rate financial instruments based on the market environment and

maintains a proper financial instruments portfolio through regular review and monitoring. The

Company’s interest risk in cash flows relates mainly to bank borrowings with floating interest rate.As of December 31 2023 balance of borrowings with interest accrued at floating interest rate

totaled 62398851.02 yuan (December 31 2022: 0 yuan). If interest rates had been 50 basis points

higher/lower and all other variables were held constant the Company’s gross profit and equity will

not be significantly affected.

2. Foreign currency risk

Foreign currency risk is the risk arising from changes in fair value or future cash flows of financial

instrument resulted from changes in exchange rate. The Company’s foreign currency risk relates

mainly to foreign currency monetary assets and liabilities. When short-term imbalance occurred to

foreign currency assets and liabilities the Company may trade foreign currency at market

exchange rate when necessary in order to maintain the net risk exposure within an acceptable

level.The exchange rate risk mainly refers to the impact of foreign exchange rate fluctuations on the

financial condition and cash flow of the Company. Except for subsidiaries established in Hong

156ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Kong SAR that hold assets denominated in Hong Kong dollars the Company only engages in

small-scale Hong Kong market investment business. The proportion of foreign currency assets and

liabilities held by the Company to the overall assets and liabilities is insignificant hence the

Company considers that the exposure to exchange rate risk is not material.Please refer to section V (IV) 1 of notes to the financial statements for details on foreign currency

financial assets and liabilities at the end of the period.IX. Fair value disclosure

(I) Details of fair value of assets and liabilities at fair value at the balance sheet date

Fair value as at the balance sheet date

Items Level 2 fair Level 3

Level 1 fair value

value fair value Total

measurement

measurement measurement

Recurring fair value measurement

1. Held-for-trading financial

assets and other non-current 879340201.92 879340201.92

financial assets

(1) Financial assets classified as

at fair value through profit or

loss

Fund management 879340201.92 879340201.92

(2) Financial assets designated

as at fair value through profit or

loss

Debt instrument

investments

2. Other equity instrument

14324411.3514324411.35

investments

Total assets at recurring fair value

879340201.9214324411.35893664613.27

measurement

(II) Basis for determining level 1 fair value at recurring and non-recurring fair value measurement

Held-for-trading financial assets of the Company are fund management products purchased from

China Construction Bank Co. Ltd. and the Company can obtain unadjusted quotes for the same

assets in active markets on the balance sheet date.(III) Qualitative and quantitative information of valuation technique(s) and key input(s) for level 2

fair value at recurring and non-recurring fair value measurement

None.(IV) Qualitative and quantitative information of valuation technique(s) and key input(s) for level 3

fair value at recurring and non-recurring fair value measurement

For receivables financing not traded in active markets the remaining maturity is short and the

carrying amount is similar to the fair value so the carrying amount is adopted as its fair value. For

other equity instrument investments not traded in active markets the investment amount is small

and there is little change in the net assets of the investees and the carrying amount is similar to the

fair value so the carrying amount is adopted as its fair value.

157ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(V) Items for level 3 recurring fair value measurement a reconciliation from the opening balances

to the closing balances and sensitive analysis on unobservable inputs

None.(VI) Items at recurring fair value measurement with inter-level transfer and reasons and policies

for determining inter-level transfer time

None.(VII) Changes in valuation techniques in the current period and reasons for changes

None.(VIII) Fair value of financial assets and liabilities not at fair value

The Company’s financial assets and liabilities measured at amortized costs mainly include: cash

and bank balances notes receivable accounts receivable other receivables short-term borrowings

accounts payable other payables long-term borrowings lease liabilities etc.The difference between the carrying amount and fair value of financial assets and liabilities not

measured at fair value is very small.X. Related party relationships and transactions

(I) Related party relationships

1. Parent company

(1) Details

Registered Holding Voting right

capital proportion proportion

Parent Place of

Business nature (in ten over the over the

company registration

thousand Company Company

yuan) (%) (%)

Investment real

Shenzhen

Shenzhen estate

Investment 3235900.00 55.78 55.78

Guangdong development

Holdings Co. Ltd.guarantee

(2) The Company’s ultimate controlling party is the State-owned Assets Supervision and

Management Commission of the of Shenzhen Municipal People’s Government.

2. Please refer to section VI of notes to the financial statements for details on the Company’s

subsidiaries.

3. Joint ventures and associates of the Company

(1) Joint ventures and associates of the Company

Please refer to section VI of notes to the financial statements for details on the Company’s

significant joint ventures and associates.

4. Other related parties of the Company

158ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Related parties Relationships with the Company

Shenzhen Jian’an (Group) Co. Ltd. Controlling subsidiary of the parent company

Shenzhen Oriental New World Department

Investee

Store Co. Ltd.Revoked but not canceled controlling

Shenzhen Shenxi Building Decoration Co. Ltd. subsidiary not brought into the consolidation

scope

Shenzhen Zhentong New Electromechanical Long-term discontinued controlling subsidiary

Industrial Development Co. Ltd. not brought into the consolidation scope

Revoked but not canceled controlling

Shenzhen Nanyang Hotel Co. Ltd. subsidiary not brought into the consolidation

scope

Revoked but not canceled controlling

Shenzhen Real Estate Electromechanical

subsidiary not brought into the consolidation

Management Co. Ltd.scope

Revoked but not canceled controlling

Shenzhen Longgang Henggang Huagang

subsidiary not brought into the consolidation

Industrial Co. Ltd.scope

Guangzhou Bopi Enterprise Management

Shareholder of subsidiaries

Consulting Co. Ltd.Shenzhen Property Management Co. Ltd. Controlling subsidiary of the parent company

Guoren Property Insurance Co. Ltd. Controlling subsidiary of the parent company

Shenzhen Water Planning and Design Institute

Controlling subsidiary of the parent company

Co. Ltd.Shenzhen General Institute of Architectural

Controlling subsidiary of the parent company

Design and Research Co. Ltd.Shenzhen SPG Property Cleaning Co. Ltd. Controlling subsidiary of the parent company

Shenzhen Property Management Co. Ltd.Controlling subsidiary of the parent company

Shantou Branch

Shenzhen Guomao Property Management Co.Controlling subsidiary of the parent company

Ltd.Shenzhen Xinfeng Real Estate Consulting Co.Investee

Ltd.Guangdong Huizhou Luofushan Mineral Water

Investee

Beverage Co. Ltd.Shenzhen Runhua Automobile Trading Co.Investee

Ltd.Canada Great Wall (Vancouver) Co. Ltd. Investee

Australia Berkton Property Limited Investee

Paklid Limited Investee

Shenzhen Shenfang Department Store Co. Ltd. Investee

Shenzhen Ronghua Electromechanical

Investee

Engineering Co. Ltd.Xi’an Xinfeng Property Trading Co. Ltd. Investee

Fengkai Lianfeng Cement Manufacturing Co.Investee

Ltd.Beijing SPG Property Management Co. Ltd. Investee

159ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(II) Related party transactions

1. Purchase and sale of goods rendering and receiving of services

(1) Details

1) Purchase of goods and receiving of services

Current period Preceding period

Related parties Content of transactions

cumulative comparative

Shenzhen Water Planning

Testing services 678902.77 554056.60

and Design Institute Co. Ltd.Shenzhen General Institute of

Architectural Design and Design services 622641.51 5329811.33

Research Co. Ltd.Guoren Property Insurance

Insurance services 80263.00

Co. Ltd.Guoren Property Insurance

Leasing services 283018.87

Co. Ltd.Shenzhen Property

Property services 6482286.26 11530169.32

Management Co. Ltd.Shenzhen SPG Property

Cleaning services 459622.70

Cleaning Co. Ltd.Shenzhen Property

Management Co. Ltd. Property services 2789916.70 2668895.66

Shantou Branch

Subtotal 10654010.24 20825574.48

2) Sale of goods and rendering of services

Current period Preceding period

Related parties Content of transactions

cumulative comparative

Guoren Property Insurance

Leasing services 843039.96 812102.75

Co. Ltd.Shenzhen Property

Leasing services 2663510.39 4290671.33

Management Co. Ltd.Shenzhen SPG Property

Leasing services 39999.97 37142.83

Cleaning Co. Ltd.Subtotal 3546550.32 5139916.91

2. Related party leases

(1) Details

The Company as the lessor

Types of assets Lease income for Lease income for

Lessees

leased the current period the preceding period

Shenzhen Property Buildings and

2663510.394290671.33

Management Co. Ltd. structures

Shenzhen SPG Property Buildings and

39999.9737142.83

Cleaning Co. Ltd. structures

Guoren Property Insurance Buildings and

843039.96812102.75

Co. Ltd. structures

Subtotal 3546550.32 5139916.91

160ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

3. Call loans between related parties

Commencement

Related parties Amount Maturity date Remarks

date

Call loans from

related parties

Guangzhou Bopi

Interest accrued for

Enterprise

May 20 2021 May 20 2023 the current period was

Management

3638451.63 yuan.

Consulting Co. Ltd.

4. Assets transfer and debt restructuring of the related parties

Content of related Current period Preceding period

Related parties

party transactions cumulative comparative

Shenzhen Guomao

Transfer of property

Property Management 196676700.00

management company

Co. Ltd.

5. Key management’s emoluments

Unit: in ten thousand yuan

Current period Preceding period

Items

cumulative comparative

Key management’s emoluments 967.69 812.36

6. Other related party transactions

In order to advocate core employees to share the operating results of market-oriented projects and

assumption of operational risks stimulate their internal motivation to enhance efficiency and

increase benefits improve asset management efficiency and achieve the preservation and

appreciation of state-owned assets the Company has formulated the ―Management Measures for

Employee’s Co-investment in the SPG Linxi County Project‖. Pursuant to the aforementioned

document the co-investment matter will constitute a joint investment of related party transactions

with certain directors supervisors and senior executives of the Company. As of December 31

2023 the Company’s directors supervisors and senior executives have jointly invested 8.95

million yuan in the SPG Linxin Community Project.(III) Balances due to or from related parties

1. Balances due from related parties

Closing balance Opening balance

Items Related parties

Provision for bad Provision for bad

Book balance Book balance

debts debts

Accounts

receivable

Shenzhen Xinfeng

Real Estate 1215543.75 1215543.75 1201345.82 1201345.82

Consulting Co. Ltd.Subtotal 1215543.75 1215543.75 1201345.82 1201345.82

Other

receivables

161ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Closing balance Opening balance

Items Related parties

Provision for bad Provision for bad

Book balance Book balance

debts debts

Guangdong Huizhou

Luofushan Mineral

10465168.8110465168.8110465168.8110465168.81

Water Beverage Co.Ltd.Shenzhen Runhua

Automobile Trading 3072764.42 3072764.42 3072764.42 3072764.42

Co. Ltd.Canada Great Wall

89035748.0789035748.0789035748.0789035748.07

(Vancouver) Co. Ltd.Australia Berkton

12559290.5812559290.5812559290.5812559290.58

Property Limited

Paklid Limited 19393335.84 19393335.84 18689545.58 18689545.58

Shenzhen Shenfang

Department Store 237648.82 237648.82 237648.82 237648.82

Co. Ltd.Shenzhen Ronghua

Electromechanical 475223.46 475223.46 475223.46 475223.46

Engineering Co. Ltd.Xi’an Xinfeng

Property Trading Co. 8419205.19 8419205.19 8419205.19 8419205.19

Ltd.Shenzhen Shenxi

Building Decoration 7660529.37 7660529.37 7660529.37 7660529.37

Co. Ltd.Shenzhen Nanyang

3168721.003168721.003168721.003168721.00

Hotel Co. Ltd.Beijing SPG Property

Management Co. 6905673.69 6533817.09

Ltd.Subtotal 161393309.25 161021452.65 153783845.30 153783845.30

2. Balances due to related parties

Items Related parties Closing balance Opening balance

Interest payable

Shenzhen Investment Holdings

16535277.9416535277.94

Co. Ltd.Subtotal 16535277.94 16535277.94

Accounts payable

Shenzhen Jian’an (Group) Co.

10654310.21

Ltd.Shenzhen Property

17053636.6111053366.80

Management Co. Ltd.Subtotal 17053636.61 21707677.01

Other payables

Shenzhen Property

358178.26148908.08

Management Co. Ltd.Shenzhen Oriental New World

902974.64902974.64

Department Store Co. Ltd.Fengkai Lianfeng Cement

1867348.001867348.00

Manufacturing Co. Ltd.Shenzhen Real Estate

14981420.9914981420.99

Electromechanical

162ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Items Related parties Closing balance Opening balance

Management Co. Ltd.Shenzhen Zhentong New

Electromechanical Industrial 8310832.50 8310832.50

Development Co. Ltd.Shenzhen Shenfang

639360.38639360.38

Department Store Co. Ltd.Shenzhen Longgang Henggang

165481.09165481.09

Huagang Industrial Co. Ltd.Guangzhou Bopi Enterprise

Management Consulting Co. 206903717.13 203345881.60

Ltd.Subtotal 234129312.99 230362207.28

XI. Commitments and contingencies

(I) Significant commitments

As of December 31 2023 the Company has signed a capital commitment of 273712730.19 yuan

which has not yet been recognized in the financial statements.(II) Contingencies

1. Contingent liabilities incurred by pending lawsuit/arbitration and the financial effect

Court seized of

Plaintiffs Defendants Cause of action Amount of subject Remarks

the case

Xi’an Municipal Commission

Dispute over Shaanxi Progress of the case:

Xi’an Xinfeng Property of Commerce and Trade 21.54 million yuan and

investment Provincial High under execution;

Trading Co. Ltd. Xi’an Commerce and interest thereof

compensation People’s Court Details: [Note 1]

Tourism Co. Ltd.Huizhou Mingxiang

Economic Information

Principal of 177.15 Progress of the case:

Consulting Co. Ltd. Dispute over People’s Court of

Guangdong Jianbang Group million yuan and judgment completed

Huizhou Hongfa Industry bill payment Huiyang District

(Huiyang) Industrial Co. Ltd. interest of 2.85 million pending execution;

and Trade Co. Ltd. and claim Huizhou City

yuan Details: [Note 2]

Huizhou Jinlongsheng

Industrial Co. Ltd.Guangzhou Bopi Enterprise

Management Consulting Co.Ltd. Evergrande Real Estate Dispute over

Intermediate Case progress: the

Company Pearl River Delta joint venture

People’s Court of case was heard and

Real Estate Development and cooperative

The Company Huizhou City 743.58 million yuan currently in the first

Co. Ltd. Shenzhen Qijin real estate

Guangdong instance;

Investment Co. Ltd. with development

Province Details: [Note 3]

Guangdong Jianbang Group contracts

(Huiyang) Industrial Co. Ltd.as the third party

Case progress: First

People’s Court of Principal and interest

Guangdong Jianbang Group Loan contract instance judgment

The Company Luohu District totaling 395.69 million

(Huiyang) Industrial Co. Ltd. dispute completed;

Shenzhen City yuan

Details: [Note 4]

Guangdong Jianbang Group

(Huiyang) Industrial Co.Ltd. Guangzhou Bopi

Case progress: the

Enterprise Management

People’s Court of Principal and interest case was heard and

Consulting Co. Ltd. Loan contract

The Company Huiyang District totaling 419.52 million currently in the first

Evergrande Real Estate dispute

Huizhou City yuan instance;

Company Pearl River Delta

Details: [Note 5]

Real Estate Development

Co. Ltd. Shenzhen Qijin

Investment Co. Ltd.Note 1: Xi’an Xinfeng Property Trading Co. Ltd. (the ―Xi’an Xinfeng Company‖) is a joint

venture with overseas investments co-established in Xi’an by the Company’s wholly-owned

subsidiary Xinfeng Enterprise Co. Ltd. with shareholding of 67% with cash contribution by

163ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Xi’an Commerce and Trade Building a subsidiary of Xi’an Municipal Commission of Commerce

and Trade (the ―Xi’an MCCT‖) with shareholding of 16% with land use rights contribution and

by Hong Kong Dadiwang Industrial Investment Co. Ltd. with shareholding of 17%. The joint

venture is mainly engaged in real estate development and its development project is Xi’an

Commerce and Trade Building. The project started construction on November 28 1995 but was

forced to be suspended in 1996 due to serious disagreements between the cooperating parties on

project management policies. In 1997 the Xi’an Municipal People’s Government forcibly

withdrew the investments made by Xi’an Commerce and Trade Building from Xi’an Xinfeng

Company and transferred the investments to Xi’an Commerce and Tourism Co. Ltd. (the

―Commerce and Tourism Company‖) an affiliated entity of Xi’an MCCT. However a lawsuit

regarding the investments compensation arose therefor. On December 19 2001 the Shaanxi

Provincial High People’s Court issued a judgment numbered 2000 Shaan Jing Yi Chu Zi 25: a. the

Commerce and Tourism Company should pay a compensation of 36.62 million yuan and interest

thereof to Xi’an Xinfeng Company one month after the judgment came into effect. In case of

overdue performance the debt interest during the delayed performance period should be doubled;

b. the Xi’an MCCT should bear joint and several liability for the interest on the aforementioned

compensation.The assets of the Commerce and Tourism Company were auctioned off in this case and 15.20

million yuan has been recovered through execution. Based on the property clues obtained the

Company submitted multiple applications to the Shaanxi Provincial High People’s Court for

resumption of execution. As of December 31 2023 this case is in the execution stage.As of December 31 2023 the Company’s book balance of long-term equity investments of Xi’an

Xinfeng Company was 32840729.61 yuan with full provision for impairment made. The book

balance of creditor’s right was 8419205.19 yuan with full provision for impairment made.Note 2: Guangdong Jianbang Group (Huiyang) Industrial Co. Ltd. (―Jianbang Company‖) is a

subsidiary of the Company with shareholding of 51%. Due to Jianbang Company’s inability to

redeem trade acceptance due in January 2022 totaling 177.15 million yuan the plaintiffs filed a

lawsuit on dispute over the bill payment claim with the People’s Court of Huiyang District

Huizhou City. The judgement was completed on March 14 2023 and Jianbang Company was

ordered to pay trade acceptance and overdue interests to three plaintiffs within 15 days (including

bearing litigation and preservation costs of approximately 1.03 million yuan).As of December 31 2023 Building 2 and Building 4 of the first phase of the Linxin Community

project with an estimated registered price of 220 million yuan totaling 153 units were seized.Jianbang Company is currently negotiating a settlement with the plaintiff.Note 3: On April 30 2021 the Company signed the ―Cooperative Development Agreement‖ and

―Entrusted Management Agreement‖ with Guangzhou Bopi Enterprise Management Consulting

164ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Co. Ltd. (the ―Guangzhou Bopi‖) Evergrande Real Estate Company Pearl River Delta Real

Estate Development Co. Ltd. (the ―Evergrande Pearl River Delta‖) and Jianbang Company.Guangzhou Bopi promised that Jianbang Company shall achieve cumulative net profits no less

than 1.25 billion yuan from 2021 to 2025. If Guangzhou Bopi fails to fulfill its profit commitment

it shall make up for the difference. On June 30 2021 due to the acquisition of 51% of equity of

Guangzhou Bopi by Shenzhen Qijin Investment Co. Ltd. (the ―Shenzhen Qijin‖) the Company

Guangzhou Bopi Evergrande Pearl River Delta and Shenzhen Qijin jointly signed Supplementary

Agreement I to the ―Cooperative Development Agreement‖ stipulating that Shenzhen Qijin shall

bear joint and several liability with Evergrande Pearl River Delta for Guangzhou Bopi’s profit

commitment to the Company and balance replenishment matters stipulated in the ―Cooperative

Development Agreement‖. Due to the fundamental breach of contract by Guangzhou Bopi and

Evergrande Pearl River Delta and their actual loss of performance ability causing the failure to

achieve the purpose and expected benefits of the contract the Company filed a lawsuit. This case

was heard in February 2024 and is currently in the first instance.Note 4: In 2021 the Company acquired 51% of the defendant’s equity held by the person other

than involved in the case and agreed to provide interest-bearing loans to Jianbang Company based

on the holding proportion. Later Jianbang Company made borrowings from the Company in two

installments and signed the ―Loan Agreement‖. After the agreement was signed the Company

provided borrowings to Jianbang Company in accordance with the agreement and fulfilled its

lending obligations. Both borrowings have already expired but have not been repaid by Jianbang

Company which constitutes a breach of contract. As a state-owned listed company the Company

filed a lawsuit to protect state-owned assets from losses. The first instance judgment of this case

was made in December 2023. In January 2024 the Company received a civil judgment made by

the People’s Court of Luohu District Shenzhen City Guangdong Province stating that Jianbang

Company shall repay the principal of borrowings of 344696200.26 yuan and pay interest to the

Company within ten days from the effective date of the judgment; Jianbang Company shall pay

liquidated damages to the Company within ten days from the effective date of the judgment.Note 5: In 2021 the Company acquired 51% equity of Jianbang Company held by Guangzhou

Bopi and agreed to provide interest bearing borrowings to Jianbang Company based on the

holding proportion. Later five parties signed an agreement stipulating that the Company will

provide borrowings to Jianbang Company and the latter will provide corresponding collateral. At

the same time Guangzhou Bopi Evergrande Pearl River Delta and Shenzhen Qijin shall bear joint

and several guarantee responsibilities for 49% of the total borrowing amount as well as interest

and liquidated damages. After the agreement was signed the Company provided borrowings to

Jianbang Company in accordance with the agreement and fulfilled its lending obligations.However Jianbang Company was unable to repay the borrowings. As a state-owned listed

company the Company filed a lawsuit to protect state-owned assets from losses. This case was

165ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

heard in March 2024 and is currently in the first instance.

2. Contingent liabilities incurred by providing debt guarantees for other entities and the financial

effect

As of December 31 2023 the Company provided mortgaged guarantees of 1106.51 million yuan

for purchasers of commercial housing in accordance with real estate business practices.Amount of

borrowings

Guaranteed Financial institutions Maturity date of

guaranteed (in Remarks

parties granting borrowings guarantees

ten thousand

yuan)

Until the mortgage

registration of the property

Shanglin

Homebuyer China Construction Bank 47.25 certificate is completed

Community

and handed over to the

bank for safekeeping

Until the mortgage

China Construction Bank registration of the property

Homebuyer and Agricultural Bank of 935.87 certificate is completed Cuilin Community

China and handed over to the

bank for safekeeping

Until the mortgage

China Construction Bank registration of the property

Chuanqi Donghu

Homebuyer Industrial and Commercial 1087.97 certificate is completed

Garden

Bank of China and handed over to the

bank for safekeeping

China Construction Bank

Bank of Communications Until the mortgage

Industrial and Commercial registration of the property

Homebuyer Bank of China Bank of 32241.18 certificate is completed Tianyue Bay

China China Everbright and handed over to the

Bank Postal Savings bank for safekeeping

Bank of China

Industrial and Commercial

Bank of China Huaxia Until the mortgage

Bank Agricultural Bank registration of the property

Homebuyer of China Postal Savings 75304.40 certificate is completed Guangming Lane

Bank of China China and handed over to the

Merchants Bank Bank of bank for safekeeping

China

Until the mortgage

registration of the property

China Merchants Bank Linxin

Homebuyer 1034.00 certificate is completed

and Bank of China Community

and handed over to the

bank for safekeeping

Subtotal 110650.67

XII. Events after the balance sheet date

Significant non-adjusting events

Effects on financial Reasons for effects

Items Contents position and being unable to be

operating results estimated

In January 2024 the Company

Disposal of

cancelled its subsidiary Xinfeng Not applicable

subsidiaries

Real Estate Co. Ltd.

166ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

XIII. Other significant events

Segment information

The Company’s main business is development construction and sales of real estate products

collection of lease and management fees for properties leased out with its operating results

managed and evaluated on an integral basis. Therefore the Company is not required to disclose

segment information. Please refer to section V (II) 1 of notes to the financial statements for details

on the Company’s revenues.XIV. Notes to items of parent company financial statements

(I) Notes to items of parent company balance sheet

1. Accounts receivable

(1) Age analysis

Ages Closing book balance Opening book balance

Within 1 year 15636256.41 12426543.02

Over 5 years 4450138.62 9653566.27

Total 20086395.03 22080109.29

(2) Provision for bad debts

1) Details on categories

Closing balance

Book balance Provision for bad debts

Categories

Provision Carrying amount

Amount % to total Amount proportion

(%)

Receivables with

provision made on 10084109.60 50.20 10084109.60 100.00

an individual basis

Receivables with

provision made on a 10002285.43 49.80 251400.42 2.51 9750885.01

collective basis

Total 20086395.03 100.00 10335510.02 51.46 9750885.01

(Continued)

Opening balance

Book balance Provision for bad debts

Categories

Provision Carrying amount

Amount % to total Amount proportion

(%)

Receivables with

provision made on 10020587.91 45.38 10020587.91 100.00

an individual basis

Receivables with

provision made on a 12059521.38 54.62 352843.17 2.93 11706678.21

collective basis

Total 22080109.29 100.00 10373431.08 46.98 11706678.21

167ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2) Significant accounts receivable with provision made on an individual basis

Opening balance Closing balance

Debtors Provision

Provision for Provision for Basis for

Book balance Book balance proportion

bad debts bad debts provision

(%)

Long-term

Expected to be

unrecovered 10020587.91 10020587.91 10084109.60 10084109.60 100.00

irrecoverable

property sales

Subtotal 10020587.91 10020587.91 10084109.60 10084109.60 100.00

3) Accounts receivable with provision for bad debts made on a collective basis

Closing balance

Items Provision for bad Provision

Book balance

debts proportion (%)

Portfolio grouped with property

5028008.59251400.425.00

sales receivable

Portfolio grouped with balances

due from related parties within 4974276.84

the consolidation scope

Subtotal 10002285.43 251400.42 2.51

(3) Changes in provision for bad debts

Increase/Decrease

Items Opening balance Closing balance

Recovery Write-

Accrual Others

or reversal off

Receivables

with provision

for bad debts 10020587.91 63521.69 10084109.60

made on an

individual basis

Receivables

with provision

for bad debts 352843.17 -101442.75 251400.42

made on a

collective basis

Total 10373431.08 -37921.06 10335510.02

(4) Details of the top 5 debtors with largest balances of accounts receivable and contract assets

Closing book balance Provision for bad Proportion to the

debts of accounts

total balance of

receivable and

Debtors accounts

Accounts Contract provision for

Subtotal receivable and

receivable assets impairment of

contract assets (%)

contract assets

Shenzhen Petrel

4974276.844974276.8424.76

Hotel Co. Ltd.Daxing Auto Parts

2059090.422059090.4210.252059090.42

Co. Ltd.Shenzhen Xinfeng

Real Estate 1215543.75 1215543.75 6.05 1215543.75

Consulting Co. Ltd.Wang Weidong 1200000.00 1200000.00 5.97 1200000.00

Wang Guodong 913820.47 913820.47 4.55 913820.47

Subtotal 10362731.48 10362731.48 51.58 5388454.64

168ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2. Other receivables

(1) Details

Items Closing balance Opening balance

Dividend receivable 29222722.88 39222722.88

Other receivables 1693941657.82 1672657609.57

Total 1723164380.70 1711880332.45

(2) Dividend receivable

1) Details

Items Closing balance Opening balance

Shenzhen SPG Longgang Development

29222722.8839222722.88

Co. Ltd.Subtotal 29222722.88 39222722.88

2) Significant balance with age over one year

Reasons for Whether impaired

Items Closing balance Ages

balances and judgement basis

Shenzhen SPG The payment is

Longgang Development 29222722.88 1-2 years postponed No

Co. Ltd. temporarily.Subtotal 29222722.88

(3) Other receivables

1) Other receivables categorized by nature

Nature of receivables Closing book balance Opening book balance

Portfolio grouped with balances

2371906725.112466661819.14

due from related parties

Portfolio grouped with government

165460.00165460.00

funds receivable

Portfolio grouped with employee

62454.8039400.00

petty cash receivable

Portfolio grouped with advances

received and paid on behalf of 67200.00 21733.60

others

Portfolio grouped with other

142185626.876940862.88

intercompany balances receivable

Subtotal 2514387466.78 2473829275.62

2) Age analysis

Ages Closing book balance Opening book balance

Within 1 year 92173735.70 347340209.70

1-2 years 333456337.77 475880860.11

2-3 years 456845625.71 105934643.85

3-4 years 104875297.41 77979518.30

4-5 years 70181566.47 137618682.95

169ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Ages Closing book balance Opening book balance

Over 5 years 1456854903.72 1329075360.71

Total 2514387466.78 2473829275.62

3) Provision for bad debts

a. Details on categories

Closing balance

Categories Book balance Provision for bad debts

Carrying amount

Provision

Amount % to total Amount

proportion (%)

Receivables with

provision made on an 820414389.79 32.63 820414389.79 100.00

individual basis

Receivables with

provision made on a 1693973076.99 67.37 31419.17 1693941657.82

collective basis

Subtotal 2514387466.78 100.00 820445808.96 32.63 1693941657.82

(Continued)

Opening balance

Categories Book balance Provision for bad debts

Carrying amount

Provision

Amount % to total Amount

proportion (%)

Receivables with

provision made on an 816573394.13 33.01 800992839.69 98.09 15580554.44

individual basis

Receivables with

provision made on a 1657255881.49 66.99 178826.36 0.01 1657077055.13

collective basis

Subtotal 2473829275.62 100.00 801171666.05 32.39 1672657609.57

b. Other receivables with provision made on a collective basis

Closing balance

Portfolios Provision for Provision

Book balance

bad debts proportion (%)

Portfolio grouped with balances due

1693116778.79

from related parties

Portfolio grouped with government

165460.00

funds receivable

Portfolio grouped with employee

62454.80

petty cash receivable

Portfolio grouped with advances

received and paid on behalf of 67200.00 3360.00 5.00

others

Portfolio grouped with other

561183.4028059.175.00

intercompany balances receivable

Subtotal 1693973076.99 31419.17

170ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

4) Changes in provision for bad debts

Stage 1 Stage 2 Stage 3

Lifetime Lifetime

Items 12month expected credit expected credit Total

expected

losses (credit not losses (credit

credit losses

impaired) impaired)

Opening balance 139907.19 801031758.86 801171666.05

Opening balance in the

——————

current period

--Transferred to stage 2

--Transferred to stage 3

--Reversed to stage 2

--Reversed to stage 1

Provision made in the

-139907.1919414050.1019274142.91

current period

Provision recovered or

reversed in the current

period

Provision written off in

the current period

Other changes

Closing balance 820445808.96 820445808.96

Provision proportion (%) 100.00 32.63

5) Details of the top 5 debtors with largest balances

Proportion to the total Provision for bad

Nature of Closing book

Debtors Ages balance of other debts at the balance

receivables balance

receivables (%) sheet date

Shantou Huafeng

Real Estate Balances due Within 1 year

754160642.8729.99

Development Co. from subsidiaries over 5 years

Ltd.Guangdong

Jianbang Group Balances due

822043317.96 2-3 years 32.69

(Huiyang) from subsidiaries

Industrial Co. Ltd.Xinfeng Enterprise Balances due

535782669.79 Over 5 years 21.31 535782669.79

Co. Ltd. from subsidiaries

Great Wall Estate Balances due

104981769.07 Over 5 years 4.18 104981769.07

Company Inc. from subsidiaries

Balances due

Hualin Co. Ltd. 90686884.30 3-4 years 3.61

from subsidiaries

Subtotal 2307655283.99 91.78 640764438.86

171ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

3. Long-term equity investments

(1) Details

Closing balance Opening balance

Items

Provision for Provision for

Book balance Carrying amount Book balance Carrying amount

impairment impairment

Investments in

1715520833.00392155084.611323365748.391716020833.00133839271.151582181561.85

subsidiaries

Investments in

associates and 11977845.58 11977845.58 12071773.22 11977845.58 93927.64

joint ventures

Total 1727498678.58 404132930.19 1323365748.39 1728092606.22 145817116.73 1582275489.49

(2) Investments in subsidiaries

Opening balance Increase/Decrease Closing balance

Investees

Provision for Investments Investments Provision for Provision for

Carrying amount Others Carrying amount

impairment increased decreased impairment impairment

Shenzhen Petrel

20605047.5020605047.50

Hotel Co. Ltd.Shenzhen SPG

Investment Co. 9000000.00 9000000.00

Ltd.Xinfeng Enterprise

556500.00556500.00

Co. Ltd.Xinfeng Real Estate

22717697.7322717697.73

Co. Ltd.Shenzhen Zhentong

Engineering Co. 11332321.45 11332321.45

Ltd.Great Wall Estate

1435802.001435802.00

Company Inc.Shenzhen SPG Free

4750000.004750000.00

Trading Co. Ltd.Shenzhen Huazhan

Construction 6000000.00 6000000.00

Supervision Co. Ltd.Beijing SPG

Property

500000.00

Management Co.Ltd.Shenzhen Lianhua

13458217.0513458217.05

Enterprise Co. Ltd.Shenzhen SPG

Longgang

30850000.0030850000.00

Development Co.Ltd.Beijing Xinfeng

Real Estate

Management & 64183888.90 64183888.90

Development Co.Ltd.Shantou Huafeng

Real Estate

16467021.0216467021.02

Development Co.Ltd.Paklid Limited 201100.00 201100.00

Australia Berkton

906630.00906630.00

Property Limited

Shenzhen Shenfang

Department Store 9500000.00 9500000.00

Co. Ltd.Shantou Xinfeng

58547652.2558547652.25

Building

Guangdong

Jianbang Group

450000000.00258815813.46191184186.54258815813.46

(Huiyang)

Industrial Co. Ltd.Shenzhen SPG

995000000.00995000000.00

Chuanqi Real

172ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Opening balance Increase/Decrease Closing balance

Investees

Provision for Investments Investments Provision for Provision for

Carrying amount Others Carrying amount

impairment increased decreased impairment impairment

Estate Development

Co. Ltd.Hualin Co. Ltd. 8955.10 8955.10

Subtotal 1582181561.85 133839271.15 258815813.46 1323365748.39 392155084.61

(3) Investments in associates and joint ventures

Opening balance Increase/Decrease

Investment

Adjustment in

Investees income

Carrying Provision for Investments Investments other

recognized

amount impairment increased decreased comprehensive

under equity

income

method

Joint ventures

Fengkai Xinghua

9455465.38

Hotel

Subtotal 9455465.38

Associates

Shenzhen Ronghua

Electromechanical

93927.641076954.64-93927.64

Engineering Co.Ltd.Shenzhen Runhua

Automobile 1445425.56

Trading Co. Ltd.Subtotal 93927.64 2522380.20 -93927.64

Total 93927.64 11977845.58 -93927.64

(Continued)

Increase/Decrease Closing balance

Investees Cash dividend/

Changes in Provision for Carrying Provision for

Profit declared for Others

other equity impairment amount impairment

distribution

Joint ventures

Fengkai Xinghua

9455465.38

Hotel

Subtotal 9455465.38

Associates

Shenzhen

Ronghua

Electromechanical 1076954.64

Engineering Co.Ltd.Shenzhen Runhua

Automobile 1445425.56

Trading Co. Ltd.Subtotal 2522380.20

Total 11977845.58

173ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(4) Impairment test on long-term equity investments

1) Recoverable amount determined based on the fair value less costs of disposal

Recoverable Provision for impairment

Items Carrying amount

amount in the current period

Guangdong

Jianbang Group

450000000.00191184186.54258815813.46

(Huiyang) Industrial

Co. Ltd.Subtotal 450000000.00 191184186.54 258815813.46

(Continued)

Determination method of fair value Key parameters and

Items

and costs of disposal determination basis

Guangdong The fair value is determined by the

Estimated selling price sales

Jianbang Group assets-based method and the relevant

volume costs of production

(Huiyang) Industrial costs of disposal are determined by the

and other related expenses.Co. Ltd. estimated costs of disposal rate.Subtotal

2) Other remarks

At the end of reporting period the Company performed an impairment test on Guangdong

Jianbang Group (Huiyang) Industrial Co. Ltd. with signs of impairment and made provision for

impairment on assets that may suffer losses based on the principle of prudence.(II) Notes to items of the parent company income statement

1. Operating revenue/Operating cost

(1) Details

Current period cumulative Preceding period comparative

Items

Revenue Cost Revenue Cost

Main operations 80116913.98 33500490.21 207117745.27 66761336.83

Other operations 32529.16 31823.86

Total 80149443.14 33500490.21 207149569.13 66761336.83

Including: Revenue

from contracts with 14830961.90 886697.76 161658149.52 27249452.24

customers

(2) Breakdown of revenue from contracts with customers

1) Breakdown of revenue by goods or services

Current period cumulative Preceding period comparative

Items

Revenue Cost Revenue Cost

Real estates 14830961.90 886697.76 161658149.52 27249452.24

Subtotal 14830961.90 886697.76 161658149.52 27249452.24

174ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

2) Breakdown of revenue by operating regions

Current period cumulative Preceding period comparative

Items

Revenue Cost Revenue Cost

Guangdong Province 14830961.90 886697.76 161658149.52 27249452.24

Subtotal 14830961.90 886697.76 161658149.52 27249452.24

3) Breakdown of revenue by time of transferring goods or rendering services

Items Current period cumulative Preceding period comparative

Recognized at a point in time 14830961.90 161658149.52

Subtotal 14830961.90 161658149.52

2. Investment income

Items Current period cumulative Preceding period comparative

Investment income from long-

term equity investments under -93927.64 -178240.64

equity method

Investment income from long-

term equity investments under 7012181.03 76727761.73

cost method

Investment income from

disposal of long-term equity 1816919.56 203360562.19

investments

Investment income from held-

161491.79159619.01

for-trading financial assets

Dividend income from other

537600.00813960.00

equity instrument investments

Investment income from debt

89607.85

restructuring

Total 9434264.74 280973270.14

XV. Other supplementary information

(I) Non-recurring profit or loss

1. Schedule of non-recurring profit or loss

(1) Details

Items Amount Remarks

Gains on disposal of non-current assets including write-off

9940254.23

of provision for impairment

Government grants included in profit or loss (excluding

those closely related to operating activities of the

Company satisfying government policies and regulations 440049.96

enjoyed based on certain standards and continuously

affecting gains or losses of the Company)

Gains on changes in fair value of financial assets and

financial liabilities held by non-financial enterprises and

gains from disposal of financial assets and financial

liabilities excluding those arising from hedging business

175ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Items Amount Remarks

related to operating activities

Fund possession charge from non-financial entities and

included in profit or loss

Gains on assets consigned to the third party for investment

7985840.50

or management

Gains on designated loans

Losses on assets incurred due to force majeure such as

natural disasters

Reversed provision for impairment of receivables based on

3994030.79

impairment testing on an individual basis

Gains on acquisition of subsidiaries joint ventures and

associates due to the surplus of acquisition-date fair value

of net identifiable assets in acquiree over the acquisition

cost

Net profit on subsidiaries acquired through business

combination under common control from the beginning of

the period to the combination date

Gains on non-cash assets exchange

Gains on debt restructuring

One-off expenses incurred due to the discontinuation of

relevant operating activities such as severance payments

One-off effects on profit or loss due to amendments of

laws and regulations on taxation accounting etc.Share-based payments recognized at one time due to

cancellation or modification of equity incentive plan

Gains arising from changes in the fair value of employee

benefits payable after the vesting date for cash-settled

share-based payment

Gains on changes in fair value of investment properties

with subsequent measurement using the fair value model

Gains on transactions with unfair value

Contingent gains on non-operating activities

Management charges for consigned operations

Other non-operating revenue or expenditures 393461.44

Other profit or loss satisfying the definition of non-

recurring profit or loss

Subtotal 22753636.92

Less: Enterprise income tax affected 5639314.23

Non-controlling interest affected (after tax) -30421.58

Net non-recurring profit or loss attributable to shareholders

17144744.27

of the parent company

2. Remarks on the exception that the Company recognized non-recurring profit or loss as listed in

the ―Interpretation Pronouncement on Information Disclosure Criteria for Public Companies No. 1

– Non-Recurring Profit or Loss (2023 Edition)‖ as recurring profit or loss based on relevant

definition and principle are as follows:

176ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Items Amount Reasons

As it occurs continuously from year

Refund of handling fees for

68364.83 to year and is not accidental it is

withholding individual income tax

recognized as recurring profit or loss.As it occurs continuously from year

VAT extra deductions 58857.60 to year and is not accidental it is

recognized as recurring profit or loss.

3. Effect on non-recurring profit or loss in 2022 due to implementation of ―Interpretation

Pronouncement on Information Disclosure Criteria for Public Companies No. 1 – Non-Recurring

Profit or Loss (2023 Edition)‖

Items Amount

Net non-recurring profit or loss attributable to the owner of the

132558400.46

parent company in 2022

Net non-recurring profit or loss attributable to the owner of the

parent company calculated based on the ―Interpretation

Pronouncement on Information Disclosure Criteria for Public 132264749.65

Companies No. 1 – Non-Recurring Profit or Loss (2023

Edition)‖ in 2022

Difference 293650.81

(II) ROE and EPS

1. Details

Weighted average EPS (yuan/share)

Profit of the reporting period

ROE (%) Basic EPS Diluted EPS

Net profit attributable to

-6.52-0.2479-0.2479

shareholders of ordinary shares

Net profit attributable to

shareholders of ordinary shares

-6.96-0.2649-0.2649

after deducting non-recurring

profit or loss

2. Calculation process of weighted average ROE

Current period

Items Symbols

cumulative

Net profit attributable to shareholders of ordinary

A -250839542.09

shares

Non-recurring profit or loss B 17144744.27

Net profit attributable to shareholders of ordinary

C=A-B -267984286.36

shares after deducting non-recurring profit or loss

Opening balance of net assets attributable to

D 4004240547.70

shareholders of ordinary shares

Net assets attributable to shareholders of ordinary

shares increased due to offering of new shares or E

conversion of debts into shares

Number of months counting from the next month

when the net assets were increased to the end of the F

reporting period

Net assets attributable to shareholders of ordinary

shares decreased due to share repurchase or cash G 61711260.00

dividends appropriation

177ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

Current period

Items Symbols

cumulative

Number of months counting from the next month

when the net assets were decreased to the end of the H 6

reporting period

Others I -607261.41

Number of months counting from the

Others next month when the net assets were

J 6

increased or decreased to the end of

the reporting period

Number of months in the reporting period K 12

L= D+A/2+

Weighted average net assets E×F/K- 3847661515.95

G×H/K±I×J/K

Weighted average ROE M=A/L -6.52%

Weighted average ROE after deducting non-

N=C/L -6.96%

recurring profit or loss

3. Calculation process of basic EPS and diluted EPS

(1) Calculation process of basic EPS

Current period

Items Symbols

cumulative

Net profit attributable to shareholders of ordinary

A -250839542.09

shares

Non-recurring profit or loss B 17144744.27

Net profit attributable to shareholders of ordinary

C=A-B -267984286.36

shares after deducting non-recurring profit or loss

Opening balance of total shares D 1011660000.00

Number of shares increased due to conversion of

reserve to share capital or share dividend E

appropriation

Number of shares increased due to offering of new

F

shares or conversion of debts into shares

Number of months counting from the next month

when the shares were increased to the end of the G

reporting period

Number of shares decreased due to share repurchase H

Number of months counting from the next month

when the shares were decreased to the end of the I

reporting period

Number of shares decreased in the reporting period J

Number of months in the reporting period K 12

L=D+E+F×G/K-

Weighted average of outstanding ordinary shares 1011660000.00

H×I/K-J

Basic EPS M=A/L -0.2479

Basic EPS after deducting non-recurring profit or

N=C/L -0.2649

loss

178ShenZhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd. Annual Report 2023

(2) Calculation process of diluted EPS

The calculation process of diluted EPS is the same as that of basic EPS.Shenzhen Special Economic Zone Real Estate & Properties (Group) Co. Ltd.March 30 2024

179

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