招港B:2022年第三季度报告（英文版）

China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Stock Code: 001872/201872 Stock Name: CM Port Group/CM Port Group B Announcement No. 2022-086

CHINA MERCHANTS PORT GROUP CO. LTD.THE REPORT FOR THE THIRD QUARTER OF 2022

China Merchants Port Group Co. Ltd. (hereinafter referred to as the “Company”) and all the

members of the Company’s Board of Directors hereby guarantee that the contents of this Report

are factual accurate and complete and free of any misrepresentations misleading statements or

material omissions.Importan t Notes:

1. The Board of Directors (or the “Board”) the Supervisory Committee as well as the directors supervisors and

senior management of the Company hereby guarantee the factuality accuracy and completeness of the contents of

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

omissions therein.

2. Wang Xiufeng the Company’s legal representative Tu Xiaoping the Company’s Chief Financial Officer and

Huang Shengchao the person-in-charge of the accounting organ hereby guarantee that the financial statements

carried in this Report are factual accurate and complete.

3. Indicate by tick mark whether the financial statements herein have been audited by an independent auditor.

□Yes √ No

4. Securities Times China Securities Journal Shanghai Securities News Ta Kung Pao (HK) and

www.cninfo.com.cn have been designated by the Company for information disclosure. And all information about

the Company shall be subject to what’s disclosed on the aforesaid media.This Report has been prepared in both Chinese and English. Should there be any discrepancies or

misunderstandings between the two versions the Chinese version shall prevail.I Key Financial Information

(I) Key Accounting Data and Financial Indicators

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

YoY change

Q3 2022 YoY change (%) Q1-Q3 2022

(%)

Operating revenue

3971339655.24-1.88%12121802022.436.45%

(RMB)

Net profit

attributable to the 771042670.19 1.89% 2752903994.81 13.11%

listed company’s

shareholders

1China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

(RMB)

Net profit

attributable to the

listed company’s

738503229.5125.56%2659052475.1119.09%

shareholders before

exceptional gains

and losses (RMB)

Net cash generated

from/used in

——5003761178.495.12%

operating activities

(RMB)

Basic earnings per

0.31-20.51%1.10-13.39%

share (RMB/share)

Diluted earnings

per share 0.31 -20.51% 1.10 -13.39%

(RMB/share)

Weighted average

1.85%-0.11%6.72%0.34%

return on equity (%)

30 September 2022 31 December 2021 Change (%)

Total assets (RMB) 205158868331.23 175984101168.66 16.58%

Equity attributable

to the listed

company’s 52718998235.91 39801188662.13 32.46%

shareholders

(RMB)

The total share capital at the end of the last trading session before the disclosure of this Report:

Total share capital at the end of the last trading

2499074661

session before the disclosure of this Report (share)

Fully diluted earnings per share based on the latest total share capital above:

Dividend of preference shares paid No preference shares

Fully diluted earnings per share based on the latest

1.1016

total share capital above (RMB/share)

(II) Exceptional Gains and Losses

Unit: RMB

Item Q3 2022 Q1-Q3 2022 Note

Gain or loss on disposal

of non-current assets

-1530213.32-3325158.38-

(inclusive of impairment

allowance write-offs)

Government subsidies

charged to current profit

or loss (exclusive of

36442045.86109617038.38-

government subsidies

continually given in the

Company’s ordinary

2China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

course of business at

fixed quotas or amounts

as per the government’s

policies and standards)

Capital occupation

charges on non-financial

enterprises that are 59162142.71 171864101.66 -

charged to current profit

or loss

Gain or loss on fair-value

changes in

held-for-trading financial

assets and liabilities &

income from disposal of

held-for-trading financial

assets and liabilities and -19540937.35 -57567049.93 -

available-for-sale

financial assets (exclusive

of the effective portion of

hedges that arise in the

Company’s ordinary

course of business)

Reversed portions of

impairment allowances

for receivables which are 3794522.98 -

tested individually for

impairment

Non-operating income

and expense other than 7418406.57 7626013.38 -

the above

Less: Income tax effects 12555869.74 34492693.60 -

Non-controlling

interests effects (net of 36856134.05 103665254.79 -

tax)

Total 32539440.68 93851519.70 --

Other items that meet the definition of exceptional gain/loss:

□ Applicable √ Not applicable

No such cases.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

No such cases.The Company had no exceptional gains or losses during Q1-Q3 2022.(III) Changes in Key Financial Statement Line Items and Their Explanation

Unit: RMB

3China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Balance sheet items 30 September 2022 31 December 2021 Change (%) Explanation of changes

Cash and bank Receipt of funds raised in a

23991867879.4712772349406.7787.84%

balances private placement of shares

Held-for-trading Decrease in structured

2245554640.726921831502.55-67.56%

financial assets deposits

Accounts receivable 1770433437.98 1320577577.81 34.07% Increase in revenue

Receipt of rebates of

Other current assets 116081853.80 339684297.41 -65.83%

overpaid tax

Additional investment in

Other non-current

1192716309.20 809515244.87 47.34% Antong Holdings (Stock

financial assets

Code: 600179)

Payment of taxes in the

Taxes payable 1062749684.48 2162719251.68 -50.86%

current period

Other current liabilities 5160302775.35 2158497775.85 139.07% New short-term financing

New long-term borrowings

Long-term borrowings 10659339964.05 7144839870.89 49.19% for supplementing the

working capital

Share capital 2499074661.00 1922365124.00 30.00% Private placement of shares

Capital reserve 34027942352.09 23592702758.70 44.23% Private placement of shares

Income statement

Q1-Q3 2022 Q1-Q3 2021 Change (%) Explanation of changes

items

Exchange losses and

adjustments associated with

Finance expenses 1912572143.42 1132591022.14 68.87%

concession royalties

liabilities

Receipt of government

subsidies for business

Other income 139351673.37 328343162.91 -57.56%

development in the same

period of last year

Change to the calculation of

concession royalties

liabilities by

Gains from changes in TCP Participa??es S.A in

-57567049.93221721597.68-125.96%

fair value the same period of last year

and the relevant inclusion in

finance expenses in the

current period

4China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

II Shareholder Information

(I) Numbers of Ordinary Shareholders and Preferred Shareholders with Resumed Voting

Rights as well as Holdings of Top 10 Shareholders

Unit: share

Number of preferred

Number of ordinary 31427 (20357 A-shareholders

shareholders with resumed 0

shareholders 11070 B-shareholders)

voting rights (if any)

Top 10 shareholders

Shares in

Nature of Shareholding Total shares Restricted

Name of shareholder pledge or

shareholder percentage held shares held

frozen

CHINA MERCHANTS PORT

INVESTMENT Foreign legal

59.75%114864864800

DEVELOPMENT COMPANY person

LIMITED

CHINA MERCHANTS

GANGTONG State-owned

19.29%37087800000

DEVELOPMENT legal person

(SHENZHEN) CO. LTD.SHENZHEN

INFRASTRUCTURE

INVESTMENT

Funds wealth

FUND-SHENZHEN

management 3.37% 64850182 0 0

INFRASTRUCTURE

products etc.INVESTMENT FUND

PARTNERSHIP (LIMITED

PARTNERSHIP)

CHINA-AFRICA State-owned

3.33%6410256400

DEVELOPMENT FUND legal person

BROADFORD GLOBAL State-owned

2.88%5531420800

LIMITED legal person

HONG KONG SECURITIES Foreign legal

0.29% 5670277 0 Unknown

CLEARING COMPANY LTD. person

Domestic

ZHU HUI 0.15% 2963303 0 Unknown

natural person

CHINA MERCHANTS Foreign legal

0.13% 2531955 0 Unknown

SECURITIES (HK) CO. LTD. person

MONETARY AUTHORITY Foreign legal

0.11% 2172637 0 Unknown

OF MACAO-SELF-OWNED person

5China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

FUNDS

Domestic

MAI SHUQING 0.11% 2129247 0 Unknown

natural person

Top 10 unrestricted shareholders

Shares by type

Name of shareholder Unrestricted ordinary shares held

Type Shares

CHINA MERCHANTS PORT

INVESTMENT RMB ordinary

11486486481148648648

DEVELOPMENT COMPANY share

LIMITED

CHINA MERCHANTS

GANGTONG RMB ordinary

370878000370878000

DEVELOPMENT share

(SHENZHEN) CO. LTD.SHENZHEN

INFRASTRUCTURE

INVESTMENT

FUND-SHENZHEN RMB ordinary

6485018264850182

INFRASTRUCTURE share

INVESTMENT FUND

PARTNERSHIP (LIMITED

PARTNERSHIP)

CHINA-AFRICA RMB ordinary

6410256464102564

DEVELOPMENT FUND share

Domestically

BROADFORD GLOBAL

55314208 l isted foreign 55314208

LIMITED

HONG KONG SECURITIES RMB ordinary

56702775670277

CLEARING COMPANY LTD. share

RMB ordinary

ZHU HUI 2963303 2963303

Domestically

CHINA MERCHANTS

2531955 l isted foreign 2531955

SECURITIES (HK) CO. LTD.share

MONETARY AUTHORITY

RMB ordinary

OF MACAO-SELF-OWNED 2172637 2172637

FUNDS

RMB ordinary

MAI SHUQING 2129247 2129247

Related or acting-in-concert China Merchants Gangtong Development (Shenzhen) Co. Ltd. is a controlled

6China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

parties among the shareholders subsidiary of Broadford Global Limited and Broadford Global Limited is the

above controlling shareholder of China Merchants Port Investment Development

Company Limited. The Company does not know whether the other unrestricted

shareholders are related parties or not.Top 10 shareholders engaged in

N/A

securities margin trading (if any)

Note: China Merchants Investment Development Company Limited (CMID) (Chinese name: 招商局投资发展有限公司) was

renamed China Merchants Port Investment Development Company Limited (CMPID) (Chinese name: 招商局港口投资发展有限公

司) on 8 July 2020.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.(II) Number of Preferred Shareholders and Shareholdings of Top 10 of Them

□ Applicable √ Not applicable

III Other Significant Events

(I) Private Placement of A-shares and Subscription of Shares in Ningbo Port

On 13 July 2021 the Proposal on the Plan for Private Placement of A-shares the Proposal on Subscription by the

Company as a Strategic Investor of Shares in a Private Placement of Ningbo Zhoushan Port Company Limited &

Related-party Transaction and other relevant proposals were approved unanimously at the 6th Extraordinary

Meeting of the Company’s 10th Board of Directors in 2021 and the 3rd Extraordinary Meeting of the Company’s

10th Supervisory Committee in 2021 respectively. As such the Company was agreed to introduce Zhejiang

Provincial Seaport Investment & Operation Group Co. Ltd. (Seaport Group) as a strategic investor by carrying out

a private placement of 577000000 A-shares (or 30% of the Company’s total share capital before the issue) to

Seaport Group to raise RMB10.917 billion. Meanwhile the Company was agreed to subscribe for in cash as a

strategic investor 3646971029 A-shares in the 2021 private placement of Ningbo Zhoushan Port Company

Limited (Ningbo Port). For further information see Announcement No. 2021-053 on the Resolutions of the 6th

Extraordinary Meeting of the 10th Board of Directors in 2021 Announcement No. 2021-054 on the Resolutions of

the 3rd Extraordinary Meeting of the 10th Supervisory Committee in 2021 Announcement No. 2021-057 on

7China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Subscription by the Company as a Strategic Investor of Shares in a Private Placement of Ningbo Zhoushan Port

Company Limited & Related-party Transaction and other relevant announcements disclosed by the Company

dated 14 July 2021.On 26 August 2021 the Company disclosed that it had received the Reply on the Private Placement of A-shares of

China Merchants Port Group Co. Ltd. (Guo Zi Chan Quan [2021] No. 457) issued by the State-owned Assets

Supervision and Administration Commission of the State Council which in principle consented to the plan of the

Company for a private placement of no more than 576709537 A-shares to Zhejiang Provincial Seaport

Investment & Operation Group Co. Ltd. (SS). For further information see Announcement No. 2021-070 on

Approval of Private Placement of A-shares by SASAC of the State Council disclosed by the Company dated 27

August 2021.On 27 September 2021 the proposals in relation to the private placement of A-shares were approved at the 1st

Extraordinary General Meeting of the Company in 2021. For further information see Announcement No.

2021-087 on Announcement on Resolutions of the 1st Extraordinary General Meeting of 2021 disclosed by the

Company dated 28 September 2021.On 15 October 2021 the Company received the Acceptance Form for Administrative License Application from

the China Securities Regulatory Commission (Acceptance Number: 212745) which tells that the China Securities

Regulatory Commission has examined the application materials submitted by the Company for Approval of

Non-public Offering of Shares by Listed Company (A-Share Main Board of Shanghai Stock Exchange and

Shenzhen Stock Exchange and B Shares) and decided to accept the application for an administrative license.On 26 October 2021 the Company received the Announcement on Receiving the Notice of Feedback on the

Examination of Administrative License Project (No. 212745) issued by the China Securities Regulatory

Commission (hereinafter referred to as the "Feedback") which tells that the China Securities Regulatory

Commission has examined the application materials for an administrative license of Approval on Non-Public

Offering of Shares (A-Share Main Board of Shanghai Stock Exchange and Shenzhen Stock Exchange and B

Shares) by Listed Company of China Merchants Port Group Co. Ltd. submitted by the Company and required the

Company to make written descriptions and explanations on relevant issues and submit a written reply to the

8China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

administrative license acceptance department of the China Securities Regulatory Commission within 30 days.On 20 November 2021 the Company and relevant intermediaries carefully checked and implemented the issues

listed in the Feedback In accordance with the requirements of China Securities Regulatory Commission and

formed the Reply to the Feedback on the Application Document for the 2021 Non-Public Offering of A-Shares of

China Merchants Port Group Co. Ltd. (hereinafter referred to as the "Reply to the Feedback") and disclosed it.For details please refer to the Reply to the Feedback on the Application Document for the 2021 Non-Public

Offering of A-Shares of China Merchants Port Group Co. Ltd. published on the same day. The Company has

submitted the Reply to the Feedback and other relevant materials to CSRC within two working days after its

disclosure.On 5 July 2022 the Company received the Letter on Properly Preparing the Meeting of the Public Offering

Review Committee of the China Securities Regulatory Commission on the Private Placement of China Merchants

Port Group Co. Ltd. (hereinafter referred to as the "Letter") from the China Securities Regulatory Commission

(CSRC). The Company together with relevant intermediaries conscientiously verified and addressed the issues

mentioned in the Letter as required by the CSRC. Upon research demonstration and analysis it replied to the

issues listed. For details see the Reply to the Letter on Properly Preparing the Meeting of the Public Offering

Review Committee of the China Securities Regulatory Commission on the Private Placement of China Merchants

Port Group Co. Ltd. and the Announcement on the Reply to the Letter on Properly Preparing the Meeting of the

Public Offering Review Committee of the China Securities Regulatory Commission on the Private Placement

(Announcement No.: 2022-059) released by the Company on 14 July 2022.

The Public Offering Review Committee of the CSRC on 25 July 2022 reviewed the application for the private

placement of A Shares submitted in 2021 by the Company. The application has been approved according to the

result of the review meeting. For details see the Announcement on the Approval of the Public Offering Review

Committee of the China Securities Regulatory Commission for the Application for the Private Placement of A

Shares in 2021 (Announcement No.: 2022-061) disclosed by the Company on 26 July 2022.On 1 August 2022 the Company received the Reply of China Securities Regulatory Commission on the Approval

of the Private Placement of China Merchants Port Group Co. Ltd. (ZJXK [2022] No. 1657) (hereinafter referred

9China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

to as the “Reply”). For details see the Announcement on the Approval of the China Securities Regulatory

Commission for the Application for the Private Placement of A Shares in 2021 (Announcement No.: 2022-062)

disclosed by the Company on 2 August 2022.Pursuant to the Reply the Company issued in a private placement a total of 576709537 shares of

RMB-denominated ordinary shares (A-shares) at RMB18.50/share raising a total of RMB10669126434.50

with the net amount after deducting issuance costs being RMB10632533330.40. Following the arrival of the

aforesaid funds Deloitte Touche Tohmatsu Certified Public Accountants LLP verified the funds and issued a

Capital Verification Report for China Merchants Port Group Co. Ltd. (DSB (Y) Z (22) No. 00471) on 16

September 2022. To regulate the management of raised funds and protect the interests of minority investors the

Company opened up a specialized account for raised funds at the Shenzhen branch of China Merchants Bank Co.Ltd. (hereinafter referred to as “CMB Shenzhen”). As Part A the Company together with CMB Shenzhen (Party

B) and sponsors China International Capital Corporation Limited (Party C) and China Merchants Securities Co.Ltd. (Party D) signed the Quadripartite Supervision Agreement on the Funds Raised in the Private Placement of A

Shares of China Merchants Port Group Co. Ltd. For details see the Report on the Offering Results of the Private

Placement of A Shares and the Announcement on Signing the Quadripartite Supervision Agreement on the Funds

Raised (Announcement No.: 2022-077) disclosed by the Company on 23 September 2022.On 12 October 2022 the A shares issued in the 2021 private placement were officially listed. For details see the

Announcement on the Listing of the Privately Placed A Shares and the Summary of the Announcement on the

Listing of the Privately Placed A Shares (Announcement No.: 2022-084) disclosed by the Company on 10 October

2022.

(II) Progress Influence and Solutions in respect of Significant Events

1. Index to Information Disclosure

In the Reporting Period the Company disclosed the following significant events:

Announcement No. Date Title

Announcement on 2022 Interest Payment for 2020 Public Offering

2022-058 1 July 2022

of Corporate Bonds (Tranche 1) to Qualified Investors

10China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Announcement on the Reply to the Letter on Properly Preparing the

2022-059 14 July 2022 Meeting of the Public Offering Review Committee of the China

Securities Regulatory Commission on the Private Placement

Announcement on Voluntary Information Disclosure of Business

2022-060 15 July 2022

Volume Data of June 2022

Announcement on the Approval of the Public Offering Review

2022-061 26 July 2022 Committee of the China Securities Regulatory Commission for the

Application for the Private Placement of A Shares in 2021

Announcement on the Approval of the China Securities Regulatory

2022-062 2 August 2022 Commission for the Application for the Private Placement of A

Shares in 2021

Announcement on Voluntary Information Disclosure of Business

2022-063 13 August 2022

Volume Data of July 2022

Reminder on Restricted Shares Issued in the Offering of Shares for

2022-064 16 August 2022 Asset Acquisition and Raising the Matching Funds & the

Related-party Transaction Being Allowed for Public Trading

Announcement on Resolutions of the 6th Meeting of the 10th Board

2022-065 31 August 2022

of Directors

Announcement on Resolutions of the 6th Meeting of the 10th

2022-066 31 August 2022

Supervisory Committee

2022-067 31 August 2022 Interim Report 2022 (Summary) (Chinese and English Versions)

2022-068 31 August 2022 Special Report of the Deposit and Use of Raised Funds for H1 2022

Announcement on the Confirmation of Land Use Rights at the

2022-069 31 August 2022

Chiwan Port & the Related-party Transaction

Announcement on Voluntary Information Disclosure of the Release

2022-070 31 August 2022

of 2022 Interim Results by Majority-owned Subsidiary

2022-071 31 August 2022 Announcement on Online Investor Meeting on 2022 Interim Results

Announcement on Redemption of the 2nd Issue of SCP in 2022

2022-072 1 September 2022

upon Maturity

2022-073 1 September 2022 Reminder on the 5th Issue of SCP in 2022

2022-074 7 September 2022 Announcement on Results of the 5th Issue of SCP in 2022

2022-075 8 September 2022 Notice of the 2nd Extraordinary General Meeting of 2022

Announcement on Voluntary Information Disclosure of Business

2022-076 15 September 2022

Volume Data of August 2022

11China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Announcement on Signing the Quadripartite Supervision Agreement

2022-077 23 September 2022

on the Funds Raised

Announcement on Resolutions of the 2nd Extraordinary General

2022-078 27 September 2022

Meeting of 2022

Announcement on Redemption of the 3rd Issue of SCP in 2022 upon

2022-079 27 September 2022

Maturity

Announcement on the Resolutions of the 7th Extraordinary Meeting

2022-080 30 September 2022

of the 10th Board of Directors in 2022

Announcement on the Resolutions of the 4th Extraordinary Meeting

2022-081 30 September 2022

of the 10th Supervisory Committee in 2022

Announcement on the Appointment of Mr. Liu Bin as Deputy

2022-082 30 September 2022

General Manager

2022-083 30 September 2022 Announcement on Cash Management on Idle Raised Funds

2. Progress of any Share Repurchase

□ Applicable √ Not applicable

3. Progress of any Reduction of the Repurchased Shares through Centralized Bidding

□ Applicable √ Not applicable

(III) Financial Investments

1. Securities Investments

Unit: RMB

Acco

Co Fu

untin Accumula

Vari de Na Gain/loss on nd

g ted fair Acco

ety of me Initial fair value Sold in the Gain/loss in inmeas Beginning value Purchased in the Ending carrying untin

of se of investment cost changes in the Reporting the Reporting g ureme carrying amount changes Reporting Period amount g

secu cu secu Reporting Period Period so

nt recorded title

rity rit rity Period ur

metho in equity

y ce

Othe

non- Se

Qin Fair

06 curre lf-

Stoc gda value

19 124405138.80 145443863.52 -35769093.04 - - - 10432424.09 122215967.85 nt fu

k o metho

8 finan nd

Port d

cial ed

asset

Othe

non- Se

Qin

60 Fair curre lf-

Stoc gda

12 331404250.30 value 637280000.00 -24640000.00 - - - 28716800.00 612640000.00 nt fu

k o

98 method finan nd

Port

cial ed

asset

12China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Othe

equit

Jian Se

Fair y

60 gsu lf-

Stoc value instr

03 Exp 1120000.00 8620000.00 - 12041.97 - 8632041.97 - - fu

k metho umen

77 ress nd

d t

way ed

inves

tmen

Othe

equit

Petr Se

40 oche Fair lf-

Stoc instr

00 mic 3500000.00 value 382200.00 - - - - - 382200.00 fu

k umen

32 al method nd

A1 ed

inves

tmen

Othe

equit

Guan Fair y

40 lf-

Stoc g value instr

00 27500.00 17000.00 - - - - - 17000.00 fu

k Jian metho umen

09 nd

1 d t

inves

tmen

Held

-for-t

radin

finan

cial

Anto asset

60 Fair lf-

Stoc ng s and

01 391956.73 value 157196.79 -11013742.95 - 442080640.00 - - 431224093.84 fu

k Hold other

79 method nd

ings non-

curre

finan

cial

asset

Total 460848845.83 -- 791900260.31 -71422835.99 12041.97 442080640.00 8632041.97 39149224.09 1166479261.69 -- --

2. Investments in Derivative Financial Instruments

□ Applicable √ Not applicable

No such cases in the Reporting Period.(IV) Progress of Projects Financed with Raised Funds

1. Funds Raised through Private Placement of Shares

(1) Funds Raised through the Private Placement of Shares in 2019

Pursuant to the Reply of China Securities Regulatory Commission on the Approval of Shenzhen Chiwan Wharf

Holdings Limited Offering Shares to China Merchants Investment Development Company Limited for Asset

13China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Acquisition and Raising the Matching Funds (ZJXK [2018] No. 1750) dated 31 October 2018 the Company

issued in a private placement a total of 128952746 shares of RMB-denominated ordinary shares (A-shares) to

two entities including China-Africa Development Fund at RMB17.16/share raising a total of

RMB2212829121.36 (with the net amount after deducting issuance costs being RMB2185997340.15).Following the arrival of the aforesaid funds BDO China Shu Lun Pan Certified Public Accountants LLP verified

the funds raised in the private placement on 23 October 2019 and issued a Capital Verification Report (XKSBZ

[2019] No. ZI10673).

(2) Funds Raised through the Private Placement of Shares in 2022

Pursuant to the Reply of China Securities Regulatory Commission on the Approval of the Private Placement of

China Merchants Port Group Co. Ltd. (ZJXK [2022] No. 1657) dated 1 August 2022 the Company issued in a

private placement a total of 576709537 shares of RMB-denominated ordinary shares (A-shares) to specified

investors at a fixed price of RMB18.50/share raising a total of RMB10669126434.50 with the net amount after

deducting issuance costs of RMB36593104.10 (exclusive of value-added tax) being RMB10632533330.40.Following the arrival of the aforesaid funds at the Company’s specialized account for raised funds (account No.

755901118610707) at the Shenzhen Xinshidai sub-branch of China Merchants Bank Co. Ltd. Deloitte Touche

Tohmatsu Certified Public Accountants LLP verified the funds raised in the private placement on 16 September

2022 and issued a Capital Verification Report (DSB (Y) Z (22) No. 00471).

2. Use and Balances of Raised Funds

(1) Funds Raised through the Private Placement of Shares in 2019

As of 30 September 2022 a total of RMB9998803433.75 of raised funds had been used including: (1)

RMB582722414.48 as the replacement for the self-financings that had been in advance input into project to be

financed by raised funds; (2) RMB1189249238.06 used after the arrival of the raised funds including an

investment of RMB1189249238.06 in the Haixing Harbor Renovation Project (Phase II) (2019:

RMB324533139.29; 2020: RMB424734590.46; 2021: RMB262949228.42; Q1-Q3 2022:

RMB177032279.89); (3) RMB26831781.21 for paying issuance costs; (4) RMB7130000000.00 for

14China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

purchasing structured deposits (2019: RMB1200000000.00; 2020: RMB2650000000.00; 2021:

RMB3280000000.00); (5) RMB1070000000.00 for purchasing seven days call deposits (2021:

RMB900000000.00; Q1-Q3 2022: RMB170000000.00).As of 30 September 2022 the interest income in the account of raised funds minus service charges stood at

RMB7286237.86 (2019: RMB795775.14; 2020: RMB1142652.22; 2021: RMB513577.57; Q1-Q3 2022:

RMB4834232.93). The amount of structured deposits redeemed was RMB7130000000.00 (2019:

RMB100000000.00; 2020: RMB2950000000.00; 2021: RMB4080000000.00). The amount of income from

structured deposits was RMB41738931.50 (2019: RMB302465.75; 2020: RMB28538767.13; 2021:

RMB12897698.62). The amount of seven days call deposits redeemed was RMB920000000.00 (2021:

RMB900000000.00; Q1-Q3 2022: RMB20000000.00). And the amount of income from seven days call

deposits was RMB4785085.42 (2021: RMB4756502.08; Q1-Q3 2022: RMB28583.34).As of 30 September 2022 the balance in the account of raised funds was RMB467835942.39. The use and

balance of the raised funds are as follows:

Unit: RMB

Item Amount

Opening balance of raised funds (31 December 2021) 640005406.01

Less: raised funds that were directly used for project to be

177032279.89

financed by raised funds in Q1-Q3 2022

Add: Income from seven days call deposits in Q1-Q3 2022 28583.34

Net interest income from raised funds in Q1-Q3 2022 4834232.93

Closing balance of raised funds (30 September 2022) 467835942.39

(2) Funds Raised through the Private Placement of Shares in 2022

As of 30 September 2022 the balance in the account of raised funds was RMB10645496413.71. The use and

balance of the raised funds in Q1-Q3 2022 are as follows:

Unit: RMB

Item Amount

15China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Initial amount of raised funds 10669126434.50

Less: Sponsor charges paid 27000000.00

Add: Net interest income from raised funds in Q3

3369979.21

2022

Closing balance of raised funds (30 September 2022) 10645496413.71

3. Funds Raised through Corporate Bonds

(1) 20 CMPort 01

On 7 July 2020 the Company issued RMB2 billion of corporate bonds at the Shenzhen Stock Exchange with a

coupon rate of 3.36% and a term of three years. The funds raised would be used to acquire 1606855919 ordinary

shares in Zhanjiang Port (Group) Co. Ltd. (accounting for 27.3544% of Zhanjiang Port’s total issued shares) from

the Company’s wholly-owned subsidiary Chiwan Wharf Holdings (Hong Kong) Limited. As of 30 September

2022 the handover of the said equity interests has been completed. The first and second interest payments for the

corporate bonds were made on 8 July 2021 and 8 July 2022 respectively.

(2) 22 CMPort 01

On 29 August 2022 the Company issued RMB3 billion of corporate bonds at the Shenzhen Stock Exchange with

a coupon rate of 2.69% and a term of three years. The funds raised would be used to acquire A shares issued in the

private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor. As of 30 September

2022 the subscription of the said equity interests has been completed. These corporate bonds are not due for

interest payment.

(3) 22 CMPort 02

On 5 September 2022 the Company issued RMB3 billion of corporate bonds at the Shenzhen Stock Exchange

with a coupon rate of 2.45% and a term of two years. The funds raised would be used to acquire A shares issued in

the private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor. As of 30

September 2022 the subscription of the said equity interests has been completed. These corporate bonds are not

due for interest payment.

16China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

(4) 22 CMPort 03

On 8 September 2022 the Company issued RMB2 billion of corporate bonds at the Shenzhen Stock Exchange

with a coupon rate of 1.93% and a term of one year (with the issuer’s option to adjust the coupon rate at the 180th

day the investors’ callable option and the issuer’s option to redeem). The funds raised would be used to acquire A

shares issued in the private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor.As of 30 September 2022 the subscription of the said equity interests has been completed. These corporate bonds

are not due for interest payment.(V) Communications with the Investment Community such as Researches Inquiries and

Interviews Received during the Reporting Period

Type

Way of of Index to basic

Date Place commun commu Communication party information of

ication nicatio researches

n party

Qianming Asset Management

Morning Bell Asset Management

Banyan Investment JM Capital

China

One-on- Zhifu Circle Fund Junying

Merchants Institut

27 July 2022 one Investment Huifu Fund YJ

Port ion

meeting Investment Jinhuayang Main discussions:

Building

Investment Jinglai Investment the basic condition

Huatai Securities Xinyuan of operations

Century investments made

Shenwan Hongyuan Sealand and the financial

Securities CICC Guotai Junan condition of the

China Galaxy Securities CITIC Company;

Merchants Confere Institut Securities Haitong Securities TF Materials provided:

31 August 2022

Port nce call ion Securities Industrial Securities None

Building Capital Securities Essence Index: SZSE

Securities Greatwall Securities EasyIR

Guosen H&S Nanjing Securities (http://irm.cninfo.co

By m.cn/ircs/index)

China phone

1 July 2022 to 30 Merchants or Individ

September 2022 Port written ual

Building inquiry

(the

17China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

EasyIR

platfor

m of

SZSE

email)

Times of communications 29

Number of institutions communicated with 26

Number of individuals communicated with 27

Number of other communication parties 0

Tip-offs or leakages of substantial supposedly-confidential information during

communications

(VI) Progress Made on Internal Control

The focuses of internal control for Q3 2022 are as follows:

1. Establishment of internal control system

All the controlled entities and corporate entities within the Company have established an internal control system

and the internal control appraisal was carried out as scheduled. The Company Headquarters and its subordinates

improved their business processes in a timely manner. The Company Headquarters in particular formulated four

new business processes in Q3 2022. According to the internal control supervision and examination plan featuring

“full coverage in three years” the Company completed the internal control supervision and examination on seven

entities and such supervision and examination on one more entity will be completed by the end of 2022.

2. Comprehensive risk management

Through the annual material risk assessment specialized monitoring of overseas risk liquidity risk credit risk and

alike as well as follow-up management of issues involving operating risks and other measures the Company

continued to refine the risk control standards improved the systems and normalized closed-loop risk

management.

18China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

(VII) Deposits in and Loans Provided by a Finance Company

The Proposal on Signing Financial Service Agreement with Sinotrans & CSC Finance Co. Ltd. was reviewed and

approved on the 2nd Meeting of the 9th Board of Directors held by the Company on 23 August 2017 in which

the Company was agreed to signed the Financial Service Agreement with Sinotrans & CSC Finance Co. Ltd.(renamed China Merchants Group Finance Co. Ltd. from August 2017) with the period of three years.The Proposal on Adjusting Limit of Deposits and Loans and Signing Supplementary Agreement to Financial

Service Agreement with China Merchants Group Finance Co. Ltd and the Related-party Transactions was

reviewed and approved on the 5th Meeting of the 9th Board of Directors held by the Company on 28 March 2019

in which the Company was agreed to signed Supplementary Agreement to Financial Service Agreement with

China Merchants Group Finance Co. Ltd.The Proposal on Adjusting Limit of Deposits and Loans and Signing Supplementary Agreement II to Financial

Service Agreement with China Merchants Group Finance Co. Ltd and the Related-party Transactions was

reviewed and approved on the 4th Extraordinary General Meeting of 2019 held by the Company on 11 December

2019 in which the Company was agreed to signed Supplementary Agreement II to Financial Service Agreement

with China Merchants Group Finance Co. Ltd.The Company held the 5th Meeting of the 10th Board of Directors and the 2021 Annual General Meeting

respectively on 29 March and 21 April 2022 respectively reviewing and approving the Proposal on Renewing the

Financial Service Agreement and Related Party Transactions with China Merchants Group Finance Co. Ltd. and

agreeing with the renewal of the Financial Service Agreement with a term of three years with China Merchants

Group Finance Co. Ltd.At the end of the Reporting Period deposits in and loans provided by China Merchants Group Finance Co. Ltd.were as follows:

Unit: RMB’0000

Beginning Q1-Q3

Item Q1-Q3 Increase Ending balance

balance Decrease

I. Deposits in China Merchants Group Finance

217830.37986068.711125670.8278228.26

Co. Ltd.

19China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

II. Loans provided by China Merchants Group

397422.9037722.09136169.97298975.02

Finance Co. Ltd.

20China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

IV Quarterly Financial Statements

(I) Financial Statements

1. Consolidated Balance Sheet

Prepared by China Merchants Port Group Co. Ltd.

30 September 2022

Unit: RMB

Item 30 September 2022 31 December 2021

Current assets:

Cash and bank balances 23991867879.47 12772349406.77

Settlement reserve

Interbank loans granted

Held-for-trading financial assets 2245554640.72 6921831502.55

Derivative financial assets

Notes receivable 6920000.00 6081611.95

Accounts receivable 1770433437.98 1320577577.81

Receivables financing 192053351.46 238429402.71

Prepayments 86127956.36 51606794.20

Premiums receivable

Reinsurance receivables

Receivable reinsurance contract reserve

Other receivables 862567552.65 696276595.87

Including: Interest receivable

Dividend receivable 305075948.96 264626493.85

Financial assets purchased under resale

agreements

Inventories 219495555.68 194920136.12

Contract assets

Assets held for sale 337442757.28 337442757.28

Non-current assets due within one year 110686022.99 102356461.97

Other current assets 116081853.80 339684297.41

Total current assets 29939231008.39 22981556544.64

Non-current assets:

Loans and advances to customers

Investments in debt obligations

Investments in other debt obligations

Long-term receivables 6453212465.48 6162713861.02

Long-term equity investments 90917964963.56 70353451824.52

21China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Investments in other equity instruments 171625961.43 180251798.43

Other non-current financial assets 1192716309.20 809515244.87

Investment properties 5170447248.53 5298238414.88

Fixed assets 31438104572.81 31710513230.29

Construction in progress 2723049324.63 2557584953.92

Productive living assets

Oil and gas assets

Right-of-use assets 9599213070.68 8743077542.19

Intangible assets 18420181500.73 18475412380.93

Development expenditure 53618526.32 82391225.85

Goodwill 6372919884.13 6024160942.07

Long-term prepaid expenses 961083913.87 975994541.52

Deferred tax assets 367185190.51 398145710.84

Other non-current assets 1378314390.96 1231092952.69

Total non-current assets 175219637322.84 153002544624.02

Total assets 205158868331.23 175984101168.66

Current liabilities:

Short-term borrowings 15584382919.35 13651452805.36

Borrowings from the central bank

Interbank loans obtained

Held-for-trading financial liabilities

Derivative financial liabilities

Notes payable 9089940.00 1895987.17

Accounts payable 703234483.11 843820438.51

Receipts in advance 16598278.72 9313166.01

Contract liabilities 158920581.64 196784525.26

Financial assets sold under repurchase

agreements

Customer deposits and interbank deposits

Payables for acting trading of securities

Payables for underwriting of securities

Employee benefits payable 833069708.93 820416415.47

Taxes payable 1062749684.48 2162719251.68

Other payables 2387363664.56 2140108341.08

Including: Interest payable

Dividends payable 646722145.14 48803019.31

Handling charges and commissions

pa yRaebilnes urance payables

22China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Liabilities directly associated with assets

h elNd ofno-rc suarlree n t liabilities due within one

11631962047.978268209284.17

year

Other current liabilities 5160302775.35 2158497775.85

Total current liabilities 37547674084.11 30253217990.56

Non-current liabilities:

Insurance contract reserve

Long-term borrowings 10659339964.05 7144839870.89

Bonds payable 19256689372.91 16670872414.14

Including: Preferred shares

Perpetual bonds

Lease liabilities 1028399565.92 1055194906.09

Long-term payables 3743290303.19 3422179366.40

Long-term employee benefits payable 553952696.84 588681492.63

Provisions 32345087.33 24247302.42

Deferred income 1042501430.47 1075957884.91

Deferred tax liabilities 4766884996.30 4550417470.61

Other non-current liabilities 163947528.78 163065578.53

Total non-current liabilities 41247350945.79 34695456286.62

Total liabilities 78795025029.90 64948674277.18

Shareholders' equity:

Share capital 2499074661.00 1922365124.00

Other equity instruments

Including: Preferred shares

Perpetual bonds

Capital reserve 34027942352.09 23592702758.70

Less: Treasury stock

Other comprehensive income -947633271.84 -890125318.18

Special reserve 38752164.77 9184429.12

Surplus reserves 961182562.00 961182562.00

General reserve

Unappropriated profit 16139679767.89 14205879106.49

Total shareholders' equity attributable to 52718998235.91 39801188662.13

sMhainreohriotyld ienrtse roefs tths e parent 73644845065.42 71234238229.35

Total shareholders' equity 126363843301.33 111035426891.48

Total liabilities and shareholders' equity 205158868331.23 175984101168.66

Legal Representative: Wang Xiufeng

Chief Financial Officer: Tu Xiaoping

Head of Accounting Department: Huang Shengchao

23China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

2. Consolidated income statement for Q1~Q3

Unit: RMB

Item Q1~Q3 2022 Q1~Q3 2021

1. Operating income 12121802022.43 11387276388.20

Including: Operating income 12121802022.43 11387276388.20

Interest income

Premium income

Handling charge and commission income

2. Costs and expenses 10501686642.56 9131716482.40

Including: Operating costs 6972365667.76 6548603891.39

Interest expense

Handling charge and commission expense

Surrenders

Net claims paid

Net amount provided as policy reserve

Expenditure on policy dividends

Reinsurance premium expense

Taxes and surcharges 215022537.23 133990419.75

Selling expense

Administrative expenses 1224631704.76 1172298701.24

Research and development expenses 177094589.39 144232447.88

Finance expenses 1912572143.42 1132591022.14

Including: Interest expense 1677735954.67 1351792050.87

Interest income 375671992.19 279112021.80

Add: Other income 139351673.37 328343162.91

Investment income (Loss is marked with "-") 6075167195.89 4736067742.42

Including: Income from investments in

5900543166.754663792324.91

associates and joint ventures

Income from the derecognition

of financial assets at amortized cost (Loss is marked

with "-")

Foreign exchange gain (Loss is marked with "-")

Net gain on exposure hedges (Loss is marked

with "-")

Gains from changes in fair value (Loss is marked

-57567049.93221721597.68

with "-" )

Gains from impairment of credit (Loss is marked

3855115.26-2687424.43

with "-" )

Gains from impairment of assets (Loss is marked

0.00

with "-" )

Gains on disposal of assets (Loss is marked with

-196629.449352429.28

"-")

3. Operating profit (Loss is marked with "-") 7780725685.02 7548357413.66

Add: Non-operating income 29644821.47 33883439.32

24China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Less: Non-operating expenses 24039852.97 18602014.05

4. Gross profit (Loss is marked with "-") 7786330653.52 7563638838.93

Less: Income tax expenses 951924182.81 1213675997.89

5. Net profit (Loss is marked with "-") 6834406470.71 6349962841.04

5.1 Categorization by continuity of operation

5.1.1 Net profit from continuing operation (Loss is

6834406470.716349962841.04

marked with "-")

5.1.2 Net profit from discontinued operation (Loss

is marked with "-")

5.2 Categorization by attribution of ownership

5.2.1 Net profit attributable to shareholders of the

2752903994.812433805397.11

parent (Loss is marked with "-")

5.2.2 Profit or loss attributable to minority

4081502475.903916157443.93

shareholders (Loss is marked with "-")

6. Other comprehensive income net of tax 992669178.02 -814503149.36

Other comprehensive income attributable to owners of

-49994283.75-248982700.94

the parent net of tax

6.1 Other comprehensive income that will not be

-119262338.99-574136.83

reclassified to profit or loss

6.1.1 Changes from remeasurement of the defined

benefit plan

6.1.2 Other comprehensive income that cannot be

-206636.83

reclassified to profit or loss under the equity method

6.1.3 Fair value changes of investments in other

1888669.91-367500.00

equity instruments

6.1.4 Changes in the fair value of the company’s

credit risks

6.1.5 Other

6.2 Other comprehensive income that will be

69268055.24-248408564.11

reclassified subsequently to profit or loss

6.2.1 Other comprehensive income that can be

-91700081.95-22030401.63

reclassified to profit or loss under the equity method

6.2.2 Changes in the fair value of investments in

other debt obligations

6.2.3 Other comprehensive income arising from the

reclassification of financial assets

6.2.4 Allowance for credit impairments in

investments in other debt obligations

6.2.5 Reserve for cash flow hedges

6.2.6 Translation differences of financial statements

160968137.19-226378162.48

denominated in foreign currencies

6.2.7 Other

Other comprehensive income attributable to minority

1042663461.77-565520448.42

interests net of tax

7. Total comprehensive income attributable to 7827075648.73 5535459691.68

7.1 Shareholders of the parent 2702909711.06 2184822696.17

25China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

7.2 Minority shareholders 5124165937.67 3350636995.51

8. Earnings per share

8.1 Basic earnings per share 1.10 1.27

8.2 Diluted earnings per share 1.10 1.27

26China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

3. Consolidated Cash Flow Statement for Q1~Q3

Unit: RMB

Item Q1~Q3 2022 Q1~Q3 2021

1. Cash flows from operating activities:

Cash receipts from sales of goods and rendering of services 11918924038.43 10888133177.65

Net increase in customer deposits and interbank deposits

Net increase in borrowings from the central bank

Net increase in loans from other financial institutions

Premiums received on original insurance contracts

Net proceeds from reinsurance

Net increase in deposits and investments of policy holders

Interest handling charges and commissions received

Net increase in interbank loans obtained

Net increase in proceeds from repurchase transactions

Net proceeds from acting trading of securities

Receipts of tax refunds 237739341.38 98009957.10

Other cash receipts relating to operating activities 706599949.53 806276880.40

Sub-total of cash inflows 12863263329.34 11792420015.15

Cash payments for goods purchased and services received 3333947104.49 3059419442.45

Net increase in loans and advances to customers

Net increase in deposits in the central bank and in interbank

loans granted

Payments for claims on original insurance contracts

Net increase in interbank loans granted

Interest handling charges and commissions paid

Policy dividends paid

Cash payments to and on behalf of employees 2683236462.66 2364304903.63

Payments of various types of taxes 1179812552.06 1019507748.75

Other cash payments relating to operating activities 662506031.64 589346905.48

Sub-total of cash outflows 7859502150.85 7032579000.31

Net Cash Flows from Operating Activities 5003761178.49 4759841014.84

2. Cash flows from investing activities:

Cash receipts from disposals and recovery of investments 33052462359.27 8880000000.00

Cash receipts from investments income 2220592849.82 2694402313.30

27China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

Net cash receipts from disposal of fixed assets intangible

2987135.5972796360.75

assets and other long-term assets

Net cash receipts from disposal of subsidiaries and other

operating units

Other cash receipts relating to investing activities 224624056.64 437177590.74

Sub-total of cash inflows 35500666401.32 12084376264.79

Cash payments to acquire or construct fixed assets intangible

1390346878.351634283903.07

assets and other long-term assets

Cash payments to acquire investments 45313874275.47 12757321671.10

Net increase in pledged loans granted

Net cash payments for acquisitions of subsidiaries and other

business units

Other cash payments relating to investing activities 974451295.13 16434653.35

Sub-total of cash outflows 47678672448.95 14408040227.52

Net cash flows from investing activities -12178006047.63 -2323663962.73

3. Cash flows from financing activities:

Cash receipts from capital contributions 10642126434.50 1960000.00

Including: Cash receipts from capital contributions from

1960000.00

Minority shareholder of subsidiary

Cash receipts from borrowings 44074925890.91 15543148136.92

Other cash receipts relating to financing activities 54113606.01

Sub-total of cash inflows 54771165931.42 15545108136.92

Cash repayments of borrowings 32348032159.80 17826164384.14

Cash payments for distribution of dividends or profits or

3798772522.272584070937.80

settlement of interest expenses

Including: Payments for distribution of dividends or profits to

1455751857.63986496128.84

Minority shareholder of subsidiary

Other cash payments relating to financing activities 694660848.06 13196969.01

Sub-total of cash outflows 36841465530.13 20423432290.95

Net cash flows from financing activities 17929700401.29 -4878324154.03

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

465277859.93-74581012.67

equivalents

5. Net increase in cash and cash equivalents 11220733392.08 -2516728114.59

Add: Opening balance of Cash and Cash Equivalents 12727388787.69 11899943358.25

6. Closing balance of cash and cash equivalents 23948122179.77 9383215243.66

28China Merchants Port Group Co. Ltd. The Report for the Third Quarter of 2022

(II) Independent Auditor’s Report

Indicate by tick mark whether the financial statements above have been audited by an independent auditor.□Yes √ No

These financial statements have not been audited by such an auditor.China Merchants Port Group Co. Ltd.The Board of Directors

29 October 2022

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