京粮控股(000505)ST珠江Ｂ2004年年度报告摘要（英文版）

HAINAN PEARL RIVER HOLDINGS CO., LTD. SUMMARY OF ANNUAL REPORT 2004 §1. Important Notice 1.1 Board of Directors of Hainan Pearl River Holdings Co., Ltd. (hereinafter referred to as the Company) and its directors individually and collectively accept respons ibility for the correctness, accuracy and completeness of the contents of this report and confirm that there are no material omissions nor errors which would render any statement misleading. The summary of annual report 2004 is abstracted from the full text of annual report; the investors are suggested to read the full text of annual report to understand more details. 1.2 Mr. Zheng Qing, Chairman of the Board as well as General Manager, Mr. Chen Binglian, Deputy General Manager as well as Chief Financial Officer, hereby guarantee that the financial report enclosed in this Annual Report 2004 is true and complete. §2. Company Profile 2.1 Basic information Short form of the stock ST Pearl River, ST Pear River B Stock code 000505, 200505 Listed stock exchange Shenzhen Stock Exchange Registered address and office address 29/F, Royal Empire Building, Pearl River Plaza, Binhai Avenue, Haikou Post code 570125 Internet web site of the Company Naught E-mail of the Company hnpearl@public.hk.hi.cn 2.2 Contact person and method Secretary of the Board of Securities Affairs Directors Representative Name Feng Pai Gu Lirong Contact address 29/F, Royal Empire Building, Pearl 29/F, Royal Empire Building, River Plaza, Binhai Avenue, Pearl River Plaza, Binhai Av enue, Haikou Haikou Telephone (86)898-68581888 ext. (86)898-68581888 ext. Fax (86)898-68581026 (86)898-68581026 E-mail hnpearl@public.hk.hi.cn hnpearl@public.hk.hi.cn §3. Summary of Accounting Data and Financial Indexes 3.1 Major accounting data Unit: RMB Increase/decrease 2004 2003 2002 over last year（％） Income from main operations 24,750,558 129,561,020 -80.90 91,008,755 Total profit -107,361,020 -1,482,336 -7,142.69 -140,462,535 Net profit -103,498,072 1,629,184 -6,452.76 -137,499,128 Net profit after deducting -110,359,070 -14,620,656 -654.82 -132,518,891 non-recurring gains and losses Increase/decrease At the end of At the end of At the end of from the end of 2004 2003 2002 previous year（％） Total assets 664,279,667 699,838,932 -5.08 663,838,276 Shareholder’s equity (excluding 157,388,310 250,895,785 -37.27 251,348,071 minority interests) Net cash flow arising from -79,676,938 -2,065,568 -3,757.39 -28,296,825 operating activities 3.2 Major financial indexes Unit: RMB Increase/decrease over 2004 2003 2002 last year（％） Earnings per share -0.274 0.004 -6,950.00 -0.364 Return on equity (%) -65.760 0.649 －66 -54.705 Return on equity calculated based on net -54.060 -5.822 －48 -41.375 profit after deducting non-recurring gains and losses (%) Net cash flow per share arising from -0.211 -0.005 -4,120.00 -0.075 operating activities Increase or decrease At the end At the end At the end of from the end of of 2003 of 2002 2001 previous year（％） Net assets per share 0.417 0.664 -37.20 0.666 Net assets per share after adjustment 0.369 0.601 -38.60 0.610 Items of non-recurring gains and losses √Applicable □Inapplicable Items of non-recurring gains and losses Amount Gains and losses occurred from disposal of long-term equity investment, fixed assets, construction -515,980.37 in progress, intangible assets and other long-term assets Ta x refundable and reduction and exemption exceeding authority in approving or without formal approval document Various government subsidies Capital occupied received from non-financing enterprises reckoned into gains and losses of current 800,745.00 period Gains and losses from short-term investment Gains and losses from commission investment Other non-operating income/expenses after deducting daily reserve for impairment losses of assets 1,416,008.00 allotted by the Company based on regulations of Accounting System for Business Enterprise Various reserves for impairment losses of assets withdrew due to force majeure factors such as natural disaster Switching back various reserves for impairment losses allotted over the previous years 5,160,225.25 Gains and losses from debt reorganization Gains and losses from assets replacement Gains and losses occurred from transaction that trading price exceeds fair value Retroactively adjusting net profit in the previous period due to change of accounting policies in comparable financial statement Confirmed other non-recurring gains and losses items according with regulations of defining Total 6,860,997.88 3.3 Difference in net profit as audited by Chinese Accounting Standard (CAS) and International Accounting Standard (IAS) √Applicable □Inapplicable Impact of IFRS and Other Adjustments on Profit/(Loss) for the Year and Net Assets: IMPACT OF IFRS AND OTHER ADJUSTMENTS ON (LOSS)/PROFIT FOR THE YEAR AND NET ASSETS (Loss)/Profit for the Net assets as of year ended 31 December 31 December 2004 2003 2004 2003 RMB'000 RMB'000 RMB'000 RMB'000 As reported in statutory accounts (103,498) 1,629 157,388 250,895 Impact of IFRS and other adjustments - adjustment on capitalisation of interest charges arising from borrowings used to finance the properties under development during the construction period - - and corresponding depreciation and corresponding depreciation 931 (4,788) - reversal of adjustment on capitalisation of interest charges arising from borrowings used to finance the properties under development during the construction period disposed of in last year - 4,788 - 4,788 - unrecognised losses of consolidated subsidiaries (2,747) (2,445) - - - wavier of payables recorded as movement of capital reserves in statutory accounts now recognised as income 10,482 - - - - reversal of capital reserve arising from transfer of construction in progress from the Company to a subsidiary as capital injection - - (2,072) (363) - goodwill on acquisition of an associate recorded as bad debts under IFRS and reversal of amortisation 306 (3,059) (2,753) (3,059) - gain on disposal of a subsidiary which was recorded as movement in capital reserve in statutory accounts 547 - - - - prov ision for bad and doubtful debts - - (14,600) (14,600) - adjustment on treasury stock - - (1,410) (1,410) - adjustment to income from an associate - - (9,929) (9,929) - others (568) 872 (1,094) (526) As restated for the Group (95,478) 2,716 125,530 221,008 §4. Changes in Share Capital and Particulars about Shareholders 4.1 Statement of change in share (Unit: share) Amount at the Amount at the period-begin period-end I. Non-circulating shares 1. Sponsors’shares Including: Domestic legal person’s shares 206,744,976 206,744,976 2. Inner employees’shares Total non-circulating shares 206,744,976 206,744,976 II. Circulating shares 1. Domestically RMB ordinary shares 113,405,824 113,405,824 2. Domestically listed foreign shares 57,500,000 57,500,000 Total circulating shares 170,905,824 170,905,824 III. Total shares 377,650,800 377,650,800 4.2 Statement of shares held by the top ten shareholders 40250 shareholders of A-share and 10010 shareholders of Total number of shareholders at the end of report year B-share Particulars about shares held by the top ten shareholders Nature of Number of Increase / Shares held shareholders Type of shares share decrease in at the Proportion (state-owned Full name of Shareholders (Circulating/No pledged/ the report year-end (%) shareholder n-circulating) frozen year (share) (share) or foreign (share) shareholder) Beijing Wanfa Real Estate 0 112,628,976 29.82 Non-circulating 40,000,000 Other Development Co., Ltd. Guangzhou Lishengde Investment 0 17,000,000 4.50 Non-circulating 0 Other Co., Ltd. Henglong International Co., Ltd. 0 13,570,000 3.59 Non-circulating 13,570,000 Other Shanghai Central South Investment 0 11,000,000 2.91 Non-circulating 0 Other and Management Co., Ltd. Hainan Development Bank Haikou 0 7,820,000 2.07 Non-circulating 0 Other Branch Hebei Securities Co., Ltd. 0 5,750,000 1.52 Non-circulating 0 Other Guangzhou Pearl River Foreign 0 4,896,000 1.30 Non-circulating 0 Other Capital Contraction Design Institute, Hainan Branch Ping An Insurance Company Of 0 3,450,000 0.91 Non-circulating 0 Other China, Ltd. Hainan Yueyin Science and 0 2,660,000 0.70 Non-circulating 0 Other Technology Co. Ltd. Shenzhen Gintian Industrial Co., Ltd. 0 2,300,000 0.61 Non-circulating 2,300,000 Other Particulars about shares held by the top ten shareholders of circulation share Full name of shareholder Number of circulation shares held at Type (A-share, B-share, H-share or other) the year-end ZHANG XIAO XIA 1,725,000 B-share ZHAO SHU ZHEN 868,600 A-share ZHANG LI JUN 654,200 A-share HUANG PEI LING 602,413 B-share LI YAN 490,600 A-share QIU LAN ZHEN 460,000 A-share HUANG PEI LIN 431,200 B-share ZHANG HUI LONG 397,430 A-share LIN LI 397,378 B-share CHANG MIN 360,000 A-share Explanation on associated Among the above shareholders, there existed no associated relationship between relationship among the top ten the first largest shareholder and the other shareholders, and they didn’t belong to shareholders or consistent action the consistent actionist regulated by the Management Measure of Information Disclosure on Change of Shareholding for Listed Companies. For the other shareholders, the Company is unknown whether there exists associated relationship, or whether the rest shareholders belong to the consistent actionist regulated by the Management Measure of Information Disclosure on Change of Shareholding for Listed Companies. 4.3 Particulars about the controlling shareholders and actual controller of the Company 4.3.1 Particulars about change in the controlling shareholders and actual controller of the Company □Applicable √Inapplicable 4.3.2 Introduction of especial situation on the controlling shareholder and other actual controller Beijing Wanfa Real Estate Development Co., Ltd. (“Wanfa Real Estate”), the first largest shareholder of the Company, was established in Nov. 1995 with registered capital amounting to RMB 280 million, whose legal representative is Meng Qiao. Its main business includes the development and operation of real estate. As a joint-stock company, its major shareholders are Beijing Xinxing Real Estate Development General Company, Beijing Jiahengtai Industrial Co., Ltd., Beijing Shengcai Science and Trade Co., Beijing Jiuzhu Property and Management Co., Ltd. and Beijing Yitai Co.. The actual controller of the Company’s controlling shareholder, Beijing Xinxing Real Estate Development General Company (“Xinxing Real Estate”) is one of the shareholders of Beijing Wanfa Real Estate Development Co., Ltd., who was established in 1992 with registered capital of RMB 10 million and legal representative Zheng Qing. The said company is principally engaged in the development and operation of real estate as a collective enterprise. 4.3.3 Property right and controlling relationship between the actual controller of the Company and the Company is as follows: State-owned Assets Supervision and Administration Commission of Beijing Municipal Government Beijing Xinxing Real Estate Development General Company 18.065% Jiahengtai Industrial Co., Ltd. 19.253% Jiuzhu Property M anagement Co., Ltd. 14.968% Shengcai Science & Trading Corporation 17.955% Tianzheng Construction Supervision Co., Ltd. 14.809% Yitai Corporation 14.950% Beijing Wanfa Real Estate Development Co., Ltd. 29.82% Hainan Pearl River Holdings Co., Ltd. §5. Particulars About Directors, Supervisors and Senior Executives 5.1 Particulars about changes in shares held by directors, supervisors and senior executives Name Title Sex Age Office Shares held Shares held Reason for term at the at the change year-begin year-end Zheng Qing Chairman of the Board / Male Sep. 2002- 25000 25000 Naught 38 General Manager Sep. 2005 Peng Shuyin Director Male Sep. 2002- 0 0 Naught 47 Sep. 2005 Wu Xiaojing Director Male Sep. 2002- 0 0 Naught 53 Sep. 2005 Shi Yonghui Director Male Sep. 2002- 0 0 Naught 40 Sep. 2005 Zhang Jian Director Male Sep. 2002- 0 0 Naught 51 Sep. 2005 Tan Shuguang Director Male Sep. 2002- 0 0 Naught 34 Sep. 2005 Wang Zhigang Independent Director Male Sep. 2002- 0 0 Naught 45 Sep. 2005 Yang Kaijun Independent Director Male Sep. 2002- 0 0 Naught 48 Sep. 2005 Zhang Taowei Independent Director Male Sep. 2002- 0 0 Naught 41 Sep. 2005 Sun Xianli Convener of Male Sep. 2002- 0 0 Naught 58 Supervisory Committee Sep. 2005 She Jianhui Supervisor Female Sep. 2002- 0 0 Naught 51 Sep. 2005 Xu Jingui Supervisor Male Sep. 2002- 0 0 Naught 35 Sep. 2005 Feng Pai Deputy General Male Apr. 2003- 0 0 Naught 41 Manager Apr. 2006 Chen Binglian Deputy General Male Apr. 2003- 0 0 Naught 45 Manager Apr. 2006 5.2 Particulars about directors and supervisors holding the post in Shareholding Company √Applicable □Inapplicable Drawing the payment Name of Shareholding Title in Shareholding Name Office term from the Company Company Company (Yes / No) Beijing Wanfa Real Estate Zheng Qing Director Jun. 1999 to now Yes Development Co., Ltd. Beijing Wanfa Real Estate Shi Yonghui Deputy General Manager Jul. 1993 to now No Development Co., Ltd. Guangzhou Lishengde Zhang Jian Chairman of the Board Aug. 2000 to now No Investment Co., Ltd. Hainan Yueyin Science and Tan Shuguang General Manager May 2001 to now No Technology Co. Ltd. 5.3 Particulars about the annual payment of directors, supervisors and senior executives Total annual payment RMB 520,000 Total annual payment of the top three directors Naught (one director drew the remuneration from the drawing the highest payment Company because he concurrently took the post of General Manager of the Company.) Total annual payment of the top three senior RMB 450,000 executives drawing the highest payment Allowance of independent director Naught Other treatment of independent directors Naught Name of directors and supervisors receiving no Director: Peng Shuyin, Wu Xiaojing, Shi Yonghui, Zhang payment or allowance from the Company Jian and Tan Shuguang Independent Director: Wang Zhigang, Yang Kaijun and Zhang Taowei Supervisor: Sun Xianli, She Jianhui Range of payment Number of persons RMB 150,000 ～ RMB 250,000 1 RMB 100,000 ～ RMB 150,000 2 RMB 50,000 ～ RMB 100,000 1 §6. Report of the Board of Directors 6.1 Discussion and analysis to the whole operation in the report period 1. Four certificates (Land Certificate, Land Use License, Planning License and Construction License) of Wuhan Real Estate Project has been handled over, the Company strived for the partial development funds and completed project bidding; and all preparation work for development has been completed all- sidedly. The 1st phase project started foundations construction in the 4th quarter of 2004. 2. Project of Sanya Wanjia Holiday Inn entered into the phase of exquisite decoration and started to conduct the business-opening preparation work. 3. To liquidize remnant assets, the Company programmed the 3rd phase project of Longzhu New City. 4. Pearl River Property developed the comprehensive business such as real estate and etc. by relying on brand advantage. 6.2 Statement of main operations classified according to industries or products Unit: RMB Classified according to Income Cost of Gross Increase/ Increase/ Increase/ industries or products from main main profit decrease of decrease of cost decrease of operations operations ratio income from of main gross profit (%) main operations operations ratio compared compared with compared with with the the previous the previous previous year year (%) year (%) (%) Income from sales of 1,145,259 1,345,495 -17.48 -90.29 -86.30 Down 34% real estate Income from property 14,532,747 11,788,749 18.88 39.03 46.15 Down 4% management Income from tour 5,607,564 5,245,947 6.45 29.66 30.24 No change service Income from 3,445,470 2,015,712 41.50 105.27 100.56 Up 1% engineering supervision Including: total amount of related transactions that the listed company sold products or provided labor service to the controlling shareholder and its subsidiaries was RMB 0.00 in the report period. 6.3 Particulars about main operations classified according to areas Unit: RMB Areas Income from Increase/decrease of income from Proportion of income from main operations main operations compared with main operations for 2004 the previous year (%) in the total revenue Hainan 24,725,541 -78.82 99.90% 6.4 Particulars about the customers of purchase and sales Total amount of purchase of 9,530,000 Proportion in the total 45.20% the top five suppliers amount of purchase Total amount of sales of the 2,120,000 Proportion in the total 12.60% top five sales customers amount of sales 6.5 Operation of share-holding companies (applicable to the situation where investment equity takes over 10% of its net profit) √Applicable □Inapplicable Name of share-holding company Southwest Securities Co., Ltd. Investment earnings contributed in -53,657,486 Proportion in net profit 51.84% the period of listed company Business scope Comprehensive securities Share-holding company Net profit -161,750,992 (in addition, adjusted retroactively RMB -440,289,643) 6.6 Explanation on reasons of material changes in main operations and its structure □Applicable √Inapplicable 6.7 Explanation on reasons of material changes in profitability capability of main operations (gross profit ratio) compared with the previous year □Applicable √Inapplicable 6.8 Analysis to reasons of material changes in operating results and profit structure compared with the previous year □Applicable √Inapplicable Analysis to reasons of material changes in the whole financial position than that in the last year □Applicable √Inapplicable 6.9 Explanation on the past, current and future important effects of the material changes in production and operation environment, macro-policies and regulations on the Company’ s financial position and operating results □Applicable √Inapplicable 6.10 Completion of the profit estimation □Applicable √Inapplicable 6.11 Completion of the business plan □Applicable √Inapplicable 6.12 Application of the raised proceeds □Applicable √Inapplicable Particulars about the changed projects □Applicable √Inapplicable 6.13 Application of the proceeds non-raised through shares offering √Applicable □Inapplicable Name of project Amount of project Progress of project Earning of project Sanya Wanjia Junhua Holiday Inn RMB 39.14 million Exquisite decoration Naught engineering Wuhan Real Estate Project RMB 68.17 million The 1st phase Naught foundations engineering 6.14 Explanation of the Board of Directors on the “Qualified Opinion”made by the Certified Public Accountants □Applicable √Inapplicable 6.15 Business plan as of the next year of the Board of Directors √Applicable □Inapplicable In 2005, the Company will grasp core business tightly, and ready the following tasks: 1. To start the 1st phase engineering of Wuhan Real Estate project roundly, and realize commence sales. 2. To complete the ending engineering of Sanya Wa njia Hotel, and try to bring it into trial operation as soon as possible. 3. To liquidize the remanent land in Haikou, and start the 3rd phase project of Longzhu New City. Profit estimation of the new report year □Applicable √Inapplicable 6.16 The preplan on the profit distribution and capitalization of capital public reserve of the Board of Directors In the report period, the Company would conduct neither profit distribution nor converting capital reserve into share capital due to deficit. The Company did not appropriate share distribution preplan though the Company achieved the profit in the report period □Applicable √Inapplicable §7. Significant Events 7.1 Purchase of assets □Applicable √Inapplicable 7.2 Sales of assets □Applicable √Inapplicable 7.3 Significant guarantees □Applicable √Inapplicable 7.4 Significant related transactions 7.4.1 Related sale and purchase □Applicable √Inapplicable 7.4.2 Related credits and liabilities current √Applicable □Inapplicable Unit: RMB’0000 To supply funds to related parties Related parties supplies Related parties funds to Listed Company Occurred amount Balance Occurred amount Balance Beijing Xinxing Real Estate Development -641 5226 General Company (the actual controller of the controlling shareholder) Beijing Wanfa Real Estate Development Co., 1200 1200 Ltd. (the controlling shareholder) Hainan Longzhu Shunda Entertainment Co., 0 549 Ltd. (affiliated enterprise) Guangzhou Lishengde Investment Co., Ltd. 0 440 (the second largest shareholder) Shanghai Sea Pearl Property Corporation -22 107 (affiliated enterprise) Total -22 1096 559 6426 Including: Occurred amount and balance that the Company supplied funds to the controlling shareholder and its subsidiaries was RMB 0.00 and RMB 0.00 respectively in the report period. 7.5 Entrust financing □Applicable √Inapplicable 7.6 Implementation of commitment items □Applicable √Inapplicable 7.7 Significant lawsuit and arbitrations √ Applicable □ Inapplicable The case on the Company prosecuted Hainan Zhongkexin Industrial Development Co., Ltd. and Hainan Overseas Chinese Commerce Co., Ltd. to pay the arrears for purchase of houses and overdue default fine, Haikou Municipal Intermediate People’ s Court issued the judgment in July 2003, which judged Hainan Zhongkexin Industrial Development Co., Ltd. to pay the rest arrears for purchased of houses amounting to RMB 9.4 million and overdue default fine amounting to RMB 1.15 million. The Company received all arrears on Mar. 2, 2004 and Mar. 30, 2004, and the said case has been finished. The said event was published on Securities Times dated Apr. 23, 2004. 7.8 Particulars about the performance of obligations of Independent Directors 1. Particulars about the independent directors attending the Board meeting Name of Times that should Times of Times of Times of Remark Independent be attend the personal commission absence Directors Board meeting presence presence Wang Zhigang To go abroad 5 4 / 1 due to business Yang Kaijun 5 5 / / Zhang Taowei 5 5 / / 2. Particulars about the independent directors proposed different opinions about the relevant matters of the Company □Applicable √Inapplicable §8. Report of the Supervisory Committee □Applicable √Inapplicable §9. Financial Report 9.1 Auditors’Opinion To the members of Hainan Pearl River Holding Company Limited (incorporated in the People's Republic of China with limited liability) We have audited accompanying consolidated balance sheet of Hainan Pearl River Holding Company Limited (the "Company") and its subsidiaries (the "Group") as of 31 December 2004, and the related consolidated statements of income and cash flows for the year then ended. The financial statements as set out on pages 2 to 29 are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing issued by the International Federation of Accountants. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion the financial statements give a true and fair view of the state of the Group's affairs as of 31 December 2004 and of the Group's loss and cash flows for the year then ended in accordance with International Financial Reporting Standards. Grant Thornton Certified Public Accountants Hong Kong [Date] 9.2 Notes to accounting statement 1. Compared with the latest annual report, there was no change in accounting policy, accounting estimate and calculation method. 2. Compared with the latest annual report, the Company no longer consolidated balance sheet of Beijing Baili Network Technology Co., Ltd. and Hainan Pearl River Supervision Co., Ltd. and accounting statement of Hainan Pearl River Tubular Pile Co., Ltd.. 9.3 Accounting statement (Attached hereafter) Board of Dire ctors of Hainan Pearl River Holdings Co., Ltd. April 12, 2005 11 Consolidated statement of income for the year ended 31 December 2004 Notes 2004 2003 RMB'000 RMB'000 Turnover 6 24,751 129,561 Cost of sales (21,482) (97,180) Gross profit 3,269 32,381 Other revenue 7 12,448 1,856 Gain on disposal of subsidiaries 106 18,158 Selling, general and administrative expenses (22,810) (26,471) Amortisation of intangible assets 15 (1,716) (1,674) Write back of impairment of properties held for sale 199 2,276 Provision for doubtful debts (7,960) (2,126) Provision for impairment of long term investments (62,496) (332) (Loss)/Profit from operations 8 (78,960) 24,068 Net finance costs 9 (17,564) (18,748) Loss from associates (351) (3,310) (Loss)/Profit before taxation (96,875) 2,010 Taxation 10 - - (Loss)/Profit before minority interests (96,875) 2,010 Minority interests 1,397 706 (Loss)/Profit for the year (95,478) 2,716 (Loss)/Profit per share (RMB Fen) 11 (25.28) 0.72 12 Consolidated balance sheet as of 31 December 2004 Notes 2004 2003 RMB'000 RMB'000 ASSETS AND LIABILITIES Non-current assets Property, plant and equipment 12 87,559 89,772 Land use rights 13 27,131 - Long term investments 14 92,835 154,509 Intangible assets 15 10,017 13,825 217,542 258,106 Current assets Properties held for sale 16 326,096 264,474 Inventories 17 591 636 Trade and other receivables 18 70,825 81,627 Amounts due from associates 19 528 3,914 Amounts due from investee companies 20 220 - Amounts due from unconsolidated subsidiaries 21 130 - Amount due from a related company 3,960 4,180 Cash at banks and in hand 16,758 58,692 419,108 413,523 Current liabilities Secured bank loans – current portion 22 81,220 93,570 Other loans – current portion 23 15,000 167,000 Trade and other payables 24 162,092 119,338 Amounts due to associates 19 1,616 2,352 Amounts due to investee companies 20 446 226 Amount due to an unconsolidated subsidiary 21 178 - Loans from related companies 25 63,196 58,670 Dividends payable 3,213 3,213 326,961 444,369 Net current assets/(liabilities) 92,147 (30,846) Non-current liabilities Secured bank loans – non-current portion 22 25,000 - Other loans – non-current portion 23 152,000 - 177,000 - Minority interests 7,159 6,252 Net assets 125,530 221,008 CAPITAL AND RESERVES I. II. Share capital 26 377,651 377,651 Reserves 27 (252,121) (156,643) Shareholders’ funds 125,530 221,008 __________________________ __________________________ Director Director 13 Consolidated statement of changes in equity for the year ended 31 December 2004 Share Capital Revenue Accumulated capital reserve reserve losses Total RMB'000 RMB'000 RMB'000 RMB'000 RMB'000 Balance at 1 January 2003 377,651 288,912 109,908 (558,179) 218,292 Profit for the year - - - 2,716 2,716 Balance at 31 December 2003 and as at 1 January 2004 377,651 288,912 109,908 (555,463) 221,008 Loss for the year - - - (95,478) (95,478) Balance at 31 December 2004 377,651 288,912 109,908 (650,941) 125,530 14 Consolidated cash flow statement for the year ended 31 December 2004 2004 2003 Notes RMB'000 RMB'000 Cash flows from operating activities (Loss)/Profit before taxation (96,875) 2,010 Adjustments for : Depreciation 3,923 7,960 Provision for doubtful debts 7,960 2,126 Provision for impairment of long term investments 62,496 332 Write back of impairment of properties held for sale (199) (2,276) Loss from associates 351 3,310 Gain on disposal of subsidiaries 30 (106) (18,158) Loss/(Gain) on disposal of property, plant and equipment 2,239 (335) Amortisation of intangible assets 1,716 1,674 Interest income (1,074) (763) Interest expense 18,638 19,511 Operating (loss)/profit before working capital changes (931) 15,391 Increase in trade and other receivables (10,221) (3,806) Increase in properties held for sale (61,423) (20,101) Decrease/(Increase) in inventories 35 (6,279) Increase in amounts due from unconsolidated subsidiaries (130) - Decrease in amounts due from associates 3,386 2,780 Increase in amounts due from investee companies (220) - Increase in trade and other payables 45,205 35,630 (Decrease)/Increase in amounts due to associates (736) 1,500 Increase in amounts due to investee companies 220 226 Increase in amount due to an unconsolidated subsidiary 178 - Cash (used in)/generated from operations (24,637) 25,341 Interest paid (15,200) (7,159) (39,837) 18,182 III. Cash flows from investing activities Proceeds from disposal of property, plant and equipment 1,297 2,246 Acquisition of a subsidiary net of cash acquired 29 - (6,335) Disposal of subsidiaries net of cash disposed of 30 414 13,679 Increase in long term investments (1,725) (225) Purchases of property, plant and equipment (35,907) (22,896) Interest received 1,074 763 Net cash used in investing activities (34,847) (12,768) Cash flows from financing activities Bank loans repayment (12,350) (4,465) New bank loans raised 25,000 3,000 Increase in loan from related companies 22,000 39,500 Repayment of loan from related companies (6,700) - Capital contribution by minority interests 4,800 - Net cash generated from financing activities 32,750 38,035 (Decrease)/Increase in cash (41,934) 43,449 Cash at beginning of year 58,692 15,243 Cash at end of year 16,758 58,692 15