粤高速B(200429)2007年年度报告摘要(英文版)
角木 上传于 2008-03-04 06:30
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Guangdong Provincial Expressway Development Co., Ltd.
Summary of 2007 Annual Report
§1 Important Statement
1.1 The board of directors and directors of the Company hereby guarantees that there are
no false records, misleading representation or important omissions in this report and shall
assume joint and several liability for the authenticity, accuracy and completeness of the
contents hereof.
1.2 No directors,Supervisors and Senior Executives declares inability to warrant or
objection to the authenticity, accuracy and completeness of the content of the annual report.
1.3 The annual report of this year is adopted by the seventh meeting of the fifth board of
directors of the company. Director He Qiang did not present the meeting for other important
duties, he authorized director Xiang Tiangui to make his votes.
1.4 Lixin Yangcheng Certified public Accountants audited the financial report of the Company
for this Report period and issued standard unqualified auditor’s report.
1.5 Chairman of board of directors Mr.Zhou Yuming, General Manager of the Company
Mr. Li Xiyuan and Chief Accountant of the Company Mr.Xiao Laijiu State:Financial Report
in the report is true and complete.
§2 Basic Information
2.1 Basic Information
Stock abbreviation Guangdong Expressway A, Guangdong Expressway B
Stock code 000429、200429
Stock exchange for listing Shenzhen Stock Exchange
Registered address 85 Baiyun Road, Guangzhou, Guangdong
Zip code 510100
1
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Business address 85 Baiyun Road, Guangzhou, Guangdong
Zip code 510100
Website www.gpedcl.com
E-mail ygs@gpedcl.com
2.2 Contact person and contact manner
Board secretary Securities affair representative
Name Zuo Jiang Qi Siyin
Contact address 85 Baiyun Road, Guangzhou, Guangdong 85 Baiyun Road, Guangzhou, Guangdong
Tel (020)83731365 (020)83731388-230
Fax (020)83731363 (020)83731384
zqb@gpedcl.com
E-mail season508@163.com
zuojiang22@yahoo.com.cn
§3 Financial Highlights
3.1 Major accounting data
Unit:RMB
Changed
Year 2007 Year 2006 over last Year 2005
year(%)
Not
Adjusted Not adjusted Adjusted Not adjusted
adjusted
1,024,526,485 1,034,375,571.3
Operating profit 1,113,184,855.26 1,059,262,516.32 1,067,225,172.69 4.31%
.09 5
578,798,838.9
Total profit 741,353,475.45 568,885,239.33 587,877,680.80 26.11% 584,449,425.59
8
Net profit
attributable to
325,211,552.4
the shareholders 493,661,982.44 331,377,200.57 343,832,811.98 43.58% 324,126,015.40
7
of the listed
company
Net profit after
deducting of
non-recurring
gain/loss 350,333,257.5
532,651,070.07 379,250,998.62 344,647,694.90 54.55% 312,064,946.78
attributable to 4
the shareholders
of listed
company
Cash flow
generated by 628,203,881.2
690,825,203.69 596,064,454.05 596,064,454.05 15.90% 628,203,881.22
business 2
operation, net
2
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Changed
End of 2007 End of 2006 over last End of 2005
year(%)
Not
Adjusted Not adjusted Adjusted Not adjusted
adjusted
6,801,082,456 6,011,127,431.1
Gross Assets 5,802,360,457.26 6,674,681,644.60 5,885,270,482.17 -1.41%
.91 0
Shareholders’
equity
3,781,044,355 2,926,531,776.8
attributable to 3,324,552,209.45 3,910,675,820.07 3,044,600,244.17 9.20%
.73 4
shareholders of
the company
3.2 Major financial indices
Unit:RMB
Changed
Year 2007 Year 2006 over last Year 2005
year(%)
Not
Adjusted Not adjusted Adjusted Not adjusted
adjusted
Basic gains per
0.39 0.2636 0.2735 42.60% 0.26 0.26
share
Diluted gains
0.39 0.2636 0.2735 42.60% 0.26 0.26
per share
Basic earning
per share after
deducting of 0.42 0.3017 0.2742 53.17% 0.28 0.25
non-recurring
gains/losses
Net income on
asset, fully 14.85% 8.47% 11.30% +3.55% 8.60% 11.08%
diluted
Net income on
15.59% 8.73% 11.63% +3.96% 8.90% 11.05%
asset, Weighted
Net income on
asset, fully
diluted and
16.02% 9.70% 11.32% +4.70% 9.27% 10.66%
deducted
non-recurring
gain/loss
Net income on
asset, weighted 16.72% 9.99% 11.66% +5.06% 9.58% 10.66%
and deducted
3
广东省高速公路发展股份有限公司 2007 年年度报告摘要
non-recurring
gain/loss
Net cash flow
per share
generated by 0.55 0.47 0.47 17.02% 0.50 0.50
business
operation
Changed
End of 2007 End of 2006 over last End of 2005
year(%)
Not
Adjusted Not adjusted Adjusted Not adjusted
adjusted
Net asset per
share
attributable to
2.64 3.11 2.42 9.09% 3.01 2.33
shareholders of
the listed
company
Non-recurring gain and loss items
√ applicable □ not applicable
Unit:RMB
Item Amount
(1)Gain/loss form disposal of non-current assets -50,861,486.19
(II)Tax refund, deduction and exemption that is examined 0.00
and approved by authority exceeding or has no official
approval document.
(III)Governmental Subsidy accounted as current gain/loss, 0.00
except for those subsidies at with amount or quantity fixed
by the national government and closely related to the
Company’s business operation.
(IV)Capital occupation fee collected from non-financial 0.00
organizations and accounted as current gain/loss, except for
those capital occupation fee collected by national certified
financial organizations from non-financial organizations.
(V)Gain/loss generated when the consolidation costs is less 0.00
then the recognizable fair value attributable to the
Company.
(VI)Non-monetary asset exchange gain/loss. 0.00
(VII)Gain/loss investment of short-term 0.00
(VIII)Asset impairment provisions for force major such as 0.00
natural disasters
(IX) Gain/loss from debt reorganization 0.00
4
广东省高速公路发展股份有限公司 2007 年年度报告摘要
(X) Enterprise reorganization expenses, such as payment to 0.00
stuff placement and consolidation expenses
(XI Gain/loss from trades obviously departed from fair 0.00
value
(XII) Net gain/loss of current term from consolidation of 0.00
subsidiaries under common control from beginning of term
to the consolidation date
(XIII) Gain/loss from debt forcasting without connection to 0.00
the main business operation
(XIV) Net amount of non-business gain/loss other than the -1,014,383.42
above items
(IV) Other items confirmed by CSRC 50,600.00
Amount of influence of the above items on income tax. -277,957.85
Influences on net profit after tax 13,114,139.83
Total -38,989,087.63
Item accounted on fair value basis
□applicable √ not applicable
3.3 Difference between domestic and international accounting standard
√ applicable □ not applicable
Unit:RMB
Domestic accounting standard Overseas accounting standard
Net profit 493,662,000.00 475,807,000.00
Net assets 3,324,552,000.00 4,000,182,000.00
The major event notes for the above adjustment include:
In 1999, among the incomes from the transferring all the operating right of Jiujiang Bridge and
Statement about relevant assets to Fokai Company, because the Group occupies 35% of the equity of Fokai
the diversity Company, and make corresponding offsetting adjustment, and adjustment of the confirmation
and amortization and other international financial report of the amortization, depreciation,
deferred taxes and other long-term assets of the purchased company and the affiliated company.
§4 Changes in share Capital & Particulars about shareholders
4.1 Statement of Changes in shares
Unit:shares
Before this change Increase/decrease this time (+ , - ) After this change
Issuing of Transferr
Proportio Bonus Proportio
Amount new ed from Other Subtotal Amount
n shares n
shares reserves
1.Shares with 549,048,7 -59,127,9 489,920,8
43.68% 38.97%
conditional 06 00 06
5
广东省高速公路发展股份有限公司 2007 年年度报告摘要
subscription
1.State-owned 400,447,2 408,229,3
31.85% 7,782,117 32.47%
shares 77 94
2.State-owned
37,752,26 -14,283,7 23,468,54
legal person 3.00% 1.87%
1 20 1
shares
3.Other domestic 110,849,1 -52,626,2 58,222,87
8.82% 4.63%
shares 68 97 1
Incl : Non-state
owned domestic 110,532,8 -52,626,2 58,006,66
8.79% 4.61%
legal person 62 97 8
shares
Domestic
nature person 316,306 0.03% -100,103 216,203 0.02%
shares
4.Foreign
shareholding
Incl : Overseas
legal person
shares
Foreign nature
person share
II.Shares with
708,069,0 59,127,90 767,196,9
unconditional 56.32% 61.03%
42 0 42
subscription
1.Common shares 359,319,0 59,127,90 418,446,9
28.57% 33.29%
in RMB 42 0 42
2.foreign shares in 348,750,0 348,750,0
27.75% 27.74%
domestic market 00 00
3.Foregn shares in
overseas market
4.Other
III. Total of capital 1,257,117 1,257,117
100.00% 100.00%
shares ,748 ,748
Change in conditional shares
Unit:Shares
Name of the Conditional Released this Increased this Conditional Reason of Date of
shareholder shares at year year shares at end of condition releasing
beginning of year
year
Guangdong February
Communicatio 17,2009
400,447,277 0 7,782,117 408,229,394 Note 1
n Group
Co.,Ltd
6
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Guangdong February
Expressway 16,775,435 0 0 16,775,435 Note 1 17,2009
Co., Ltd
Guangdong February
Communicatio 17,2009
589,239 0 0 589,239 Note 1
n Development
Company
Guangdong February
Guanghua 17,2009
3,242,107 0 0 3,242,107 Note 1
Expressway
Company
Guangdong
Traffic February
2,130,510 0 0 2,130,510 Note 1
Development 17,2009
Company
Other legal
person shares
and Domestic 125,547,832 59,027,797 0 66,520,035 Note 2,3 and 4
legal person
shares
Directors,
Supervisors ,Se 316,306 100,103 0 216,203 Note 5
nior Executives
Total 549,048,706 59,127,900 7,782,117 497,702,923 - -
Note1:Guangdong Communication Group Co., Ltd. and its related companies Guangdong Expressway Co.,
Ltd.., Guangdong Communication Development Company ,Guangdong Guanghua Expressway Co. and
Guangdong Traffic Development Company made the following commitment: The non-negotiable shares of
the Company will not be listed, traded or assigned within 12 months from the date of obtaining the right of
listing and negotiation. Such shares shall not be listed or traded within twenty four months after the
expiration of the said period of 12 months.
Note 2: The name list of "other state-owned corporate legal persons and domestic legal persons" has more
than 6,850 persons, the specific name list is successively published onto the Giant Tidal
Web(www.cninfo.com.cn) on February 15, 2006, February 11, 2007, March 22, 2007 and January 4, 2008,
in the temporary notice column. The reasons for the limit the sale of its shares are: on the one hand,
promised in equity reform scheme "since the date of the non-tradable shares of the company owning the
right of listing, within 12 months, they can not be listed for transactions or transfers"; On the other hand, part
of legal shareholders paid the price of equity reform on be half of Guangdong Communication Group
Co.,Ltd., before they return the price to Guangdong Commmunication Group Co.,Ltd., their shares will be
limited to sell.
Note 3: The state-owned legal person of the Company Guangdong Yuecai Trust Company Limited (holding
12174345 shares) and other 62 domestic legal persons, holdings 49522541 shares, in February 26, 2007, due
to the expiry of restrictions on sale, so the sale limit had been cancelled after some procedures.
Note 4: The state-owned legal person China Xinda Asset Management Company (holding 2109375 shares)
and 15 domestic legal peson shareholders, after returning of the price of equity reform to Guangdong
7
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Communication Group Co.,Ltd ., on March 22, 2007, the limit on sale is canceled.
Note 5: The specific changes of the equity of directors, supervisors and Senior Executives are described in
Chapter IV1.
4.2 Top 10 shareholders and top 10 holders of unconditional shares
Unit:shares
Total of shareholders 110,429
Top 10 holders of shares
Properties of Share
Name of the shareholder Total shares Conditional shares Pledged or frozen
shareholder proportion %
Guangdong State-owned
Communication Group legal person 40.34% 507,161,585 408,229,394 98,932,191
Co.,Ltd
CREDIT SUISSE (HONG Overseas legal
3.16% 39,700,000 0
KONG) LIMITED person
Guangdong Expressway State-owned
1.33% 16,775,435 16,775,435
Co., Ltd legal person
Guangdong Yuecai Turst State-owned
0.97% 12,174,345 0
Investment CO., Ltd. legal person
108 Portfolio of National Other
0.84% 10,500,000 0
Social Security Fund
102 Portfolio of National Other
0.53% 6,669,900 0
Social Security Fund
China Life insurance Co., Other
Ltd.—Dividend-Individual
0.40% 4,999,958 0
dividend-005L-FH002
Shen
Xinhui Siqian Town Other
0.36% 4,481,795 4,481,795
Economic Unit Co
Overseas legal
KGI ASIA LIMITED 0.35% 4,396,395 0
person
Overseas legal
Pensioenfouds PGGM 0.26% 3,275,900 0
person
Top 10 holders of unconditional shares
Name of shareholders Unconditional shares Type of shares
Guangdong Communication Group Co.,
98,932,191 A
Ltd.
CREDIT SUISSE (HONG KONG)
39,700,000 B
LIMITED
Guangdong Yuecai Turst Investment
12,174,345 A
CO., Ltd.
108 Portfolio of National Social Security
10,500,000 A
Fund
8
广东省高速公路发展股份有限公司 2007 年年度报告摘要
102 Portfolio of National Social Security
6,669,900 A
Fund
China Life insurance Co.,
Ltd.—Dividend-Individual 4,999,958 A
dividend-005L-FH002 Shen
KGI ASIA LIMITED 4,396,395 B
Pensioenfouds PGGM 3,275,900 B
Industrial and commercial band of
china-110 Rongtong Shenzheng Exponent 3,148,755 A
securities investment Fund
Huabao Trust Co., Ltd. 2,786,573 A
Notes to the related Among the top ten shareholders,Guangdong Communication Group Co., Ltd. is the
relationship between the parent company of Guangdong Expressway Co., Ltd. Among the top ten Unconditional
shareholders or their shareholders,108 portfolio of National Social Security Fund, 102 portfolio of National
concerted action Social Security Fund, Boshi Selection Securities Investment Fund and Boshi Subject
Industry Securities Investment Fund are all managed by Boshi Fund Management Co.,
Ltd. It is unknown whether there is relationship between other shareholders and whether
they are persons taking concerted action specified in the Regulations on Disclosure of
Information about Change in Shareholding of Shareholders of Listed Companies.
4.3 Particulars about the holding shareholder and the substantial holder
4.3.1 Change in holding shareholder and the substantial holder
□applicable √ not applicable
4.3.2 Particulars about Controlling shareholder and the substantial controller
Guangdong Communication Group Co., Ltd. is the largest shareholder of the Company. legal representative:
Zhu Xiaoling. Date of establishment: August 23, 2000. Registered capital: RMB 19.8 billion. It is a solely
state-owned limited company. Business scope:equity management, organization of asset reorganization and
optimized allocation, raising funds by means including mortgage, transfer of property rights and joint stock system
transformation, project investment, operation and management, traffic infrastructure construction, highway and
railway project operation and relevant industries, technological development, application, consultation and services,
highway and railway passenger and cargo transport, ship industry, relevant overseas businesses.
4.3.3 Holding relationship chart
Guangdong
100%
Guangdong
40.34%
9
Guangdong Expressway
广东省高速公路发展股份有限公司 2007 年年度报告摘要
§5 Directors, supervisors and senior Executives
5.1 Changing in shareholding and remuneration of the directors, supervisors and senior executives
The total Equity stimulation particulars in
amount of the report period
remunerati Whether
Quantit
Quanti on be given
Quanti Quantit y of
ty of received Market by the
Starting at ty of Reaso
shares y of shares
Stating at shares from the price of shareholde
Name Position Sex Age beginning held at n for shares that
end of year held at Company shares r units or
of year beginn change having have Price
end of in the at the other
ing of the exercise
year report end of associated
year voting d the
period period units
rights voting
(RMB’000
right
0)
Board
chairman,
Zhou November December
Secretary Male 55 0 0- 64,228.00 No
Yuming 28,2007 20,2009
of Party
committee
December December
Li Xiyuan GM Male 46 0 0- 317,438.00 No
20,2006 20,2009
Deputy
December December
Xiao Laijiu General Male 44 20,043 20,043 - 279,861.00 No
20,2006 20,2009
Manager
Yang Director December December
Male 55 0 0- 60,000.00 Yes
Miaojian 20,2006 20,2009
Luo Director December December
Male 54 0 0 60,000.00 Yes
Yingsheng 20,2006 20,2009
Wang Director December December
Male 44 0- 60,000.00 Yes
Tao 20,2006 20,2009
Li Director December December
Male 56 0 0- 60,000.00 Yes
Wenzheng 20,2006 20,2009
Independe December April
Li Qin Male 43 60,000.00 No
nt director 20,2006 25,2008
Independe December April
He Hongdi Female 67 23,400 23,400 - 60,000.00 No
nt director 20,2006 25,2008
Independe December
He Qiang Male 55 June 1,2009 60,000.00 No
nt director 20,2006
Xiang Independe December
Female 51 June 1,2009 0 0- 60,000.00 No
Tiangui nt director 20,2006
Li December December
Supervisor Male 43 60,000.00 Yes
Doongshan 20,2006 20,2009
10
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Wu December December
Supervisor Male 60 0 0- 60,000.00 Yes
Jianxiang 20,2006 20,2009
Zhong December December
Supervisor Male 48 278,967.00 No
Zhenguang 20,2006 20,2009
December December
Li Mei Supervisor Female 38 0 0- 223,972.00 No
20,2006 20,2009
Tu December December
Supervisor Female 48 171,061.00 No
Huiling 20,2006 20,2009
Hou December December
Supervisor Male 55 0 0- 283,653.00 No
Jiingfang 20,2006 20,2009
Wang Deputy
December December
Chunhua general Male 43 258,740.00 No
20,2006 20,2009
manager
Yun Chief
Wujun economic December December
engineer, Male 53 0 0- 273,621.00 No
20,2006 20,2009
Chief legal
adviser
Wang Senior December December
Male 43 272,061.00 No
Jiachen engineer 20,2006 20,2009
Zuo Jiang Secretary
of the December December
Female 35 0 0- 225,706.00 No
board of 20,2006 20,2009
directors
Total - - - - - - - - -
Future shares and conditional shares hold by or granted to the above persons.
□applicable √ not applicable
§6 Report of the Board of Directors
6.1 Discussion and analysis by the management
In 2007, as the rapid development of regional economy, the total number of motor vehicles increased which
provided a better space for development for the Company; the regional advantage of the road controlled is obvious,
the operating situation is in good condition which provided a good support for the sustained development of the
Company; under the good macroeconomic environment, the company chose to invest some high-quality roads, and
assets the Company have been expanding, on the other hand, the Company is actively planning the capital operation
and expanding financing channels.
Companies 2007 annual operating income, operating profits and net profits continue to show a stable growth trend.
Benefiting from perfect road network in Guangdong Province, quick economic growth in the region and increase in
efficiency of operation management, the vehicle traffic volume of the roads in which the Company invested grew
quickly. The vehicle traffic volume and toll income of Maozhan Expressway, Guangzhao Expressway, Guangzhu
Section of Jingzhu Expressway and Guanghui Expressway kept good growth. The vehicle traffic volume and toll
income of Jiangzhong Expressway both increased obviously in the ensuing year after the expressway was open to
traffic. Great space of growth was shown. The influence of the expansion of Guangfo Expressway was not great.
11
广东省高速公路发展股份有限公司 2007 年年度报告摘要
6.2 Principal businesses distribution on industries/products
Unit:RMB
Major business in terms of line of Business
Increase/
Increase/decre Increase/decrea
Business and Gross profit rate decrease Increase/decre
Cost of key
product of ase of cost ase of gross se of gross
business (%) income (%)
profit rate (%) profit rate (%)
(%)
(1)Industry
(2)Trading
(3)Real estate
(4)Tour services
(5) Highway
1,093,153,839.00 323,914,353.82 70.37% 3.44% -11.97% 5.19%
Transportation
(6) High-tech 12,919,593.90 9,138,113.44 29.27% 416.88% 252.20% 33.07%
Major business in terms of line of Product
(1)Toll 1,093,153,839.00 323,914,353.82 70.37% 3.44% -11.97% 5.19%
(2)Other 12,919,593.90 9,138,113.44 29.27% 416.88% 252.20% 33.07%
6.3 Major businesses distribution on Area
Unit:RMB
Area Income from key business Increase/decrease of income (%)
Guangfo Expressway 375,485,580.41 -4.87%
Fokai Expressway 696,272,685.59 12.63%
Jiujiang Bridge 21,395,573.00 -51.23%
Other 12,919,593.90 416.88%
6.4 Using of proceeds from financing actions
□applicable √ not applicable
Changing of projects
□applicable √ not applicable
6.5 Using of fund from other source
√ applicable □ not applicable
Unit:RMB
Name of Projects Amount Progress Income
Fokai expansion project 167,059,941.59 - -
Yayao—Xiebian expansion 124,148,389.38 - -
12
广东省高速公路发展股份有限公司 2007 年年度报告摘要
project
Jiujiang Bridge restoration
93,160,441.66 - -
project
Asphalt pavement rectification
14,410,000.00 - -
project
Rectification works of State Road
7,974,800.00 - -
G325 Heshan Road section
Fokai Expressway rectification
4,126,340.43 - -
project
Yayao Engineering 0.00 - -
Project of Simple video
1,258,269.00 - -
monitoring system
Project of charging system in
1,001,000.00 - -
Yayao logo station
Other projects 11,271,491.22 - -
Total 424,410,673.28 - -
6.6 Statement of the Board on “Non-standard Auditors’ Report” if applicable.
□applicable √ not applicable
6.7 Profit distribution or capitalizing of common reserves adopted by the Board of directors.
√ applicable □ not applicable
The 2007 financial account of the Company had been audited by Yangcheng Certified Public Accountants Co.,
Ltd. and Ernst & Young according to Chinese accounting standards and international accounting standards. The net
profit on the 2007 annual consolidated statements audited by Yangcheng Certified Public Accountants Co., Ltd.
which belong to the owners of the parent company was RMB 493,661,982.44, the net profit of the parent company
is RMB 481,403,964.66. The after tax profit in 2007 audited by Ernst & Young was RMB 475,807,000.00.
Since January 1, 2007, the Company had implemented the new enterprise accounting standards, profit
distribution refers to the statement data of the parent company. The profit and loss in the previous year was adjusted
according to the business accounting standards and its explanation No. 1, and after adjustment, for the retained
profits of the parent company in early 2007 was RMB -42,883,219.82, the current profit of the parent company
RMB 481,403,964.66, deducting the statutory public reserves extracted in accordance with the Company Law and
Company Constitution RMB 43,852,074.48 and the dividend RMB 213,710,017.16 of 2006 distributed in 2007, at
the period end the retained profit was RMB 180,958,653.20.
Because the Company had promised the policy of cash dividend in the reform of equity allocation, as follows:
"Since the company’s listing, from 1996 to 2004, the amount of cash dividend occupied 61.26% of the arithmetic
average ratio of net profit in the current year, and in the future three years, the cash dividend ratio will not be less
than this percentage".
13
广东省高速公路发展股份有限公司 2007 年年度报告摘要
The amount of cash dividend for the shareholders according to the promise should be the amount of cash
dividend occupied 61.26% of the arithmetic average ratio of net profit in the current year, this may result in the
situation that the retained profits is insufficient to cover the amount promised. In light of the above situation
resulted from the implementation of new accounting standards, the company will make two steps to realize the
profit distribution plan in the 2007:
1. In accordance with the after-tax profit RMB 481,403,964.66 which attributed to the parent company audited by
Lixin Yangcheng Certified Public Accountants Co., Ltd. in 2007, deduct the balance of retained profit at early
2007, draw 10% of the statutory public reserves RMB 43,852,074.48;
2. Distribute cash dividends, but the specific ways of distribution will be determined after the relevant department
give the instructions and assist the parent company has the sufficient retained profits to cover the amount promised.
Before holding the 2007 shareholders’ meeting the board of directors will hold another meeting to determine.
The proposal of 2007 profit distribution plan combines by 2 components, one is the above 1st step of profit
distribution plan, and the other component will be determined by the next meeting of board of directors. The
combined 2007 profit distribution plan will be exam and adopt by the 2007 shareholder’s meeting.
No cash dividend proposal was raised though the Company is making profit for the report term
□applicable √ not applicable
§7 Significant Events
7.1 Acquisition
□applicable √ not applicable
7.2 Selling of property
□applicable √ not applicable
7.1、7.2Impact of the issues said in 7.1 and 7.2 on the continuity and stability of the management
7.3 Significant Guarantees
□applicable √ not applicable
7.4 Significant related Transactions
7.4.1 Related transactions regarding normal operation
□applicable √ not applicable
7.4.2 Related credit and debt transaction
□applicable √ not applicable
14
广东省高速公路发展股份有限公司 2007 年年度报告摘要
7.4.3 Capital adoption and clearance in year 2007
□applicable √ not applicable
Capital adoption newly occurred in 2007
□applicable √ not applicable
If the clearance of non-business adoption of capital is not finished up to the end of 2007, please provide
reasons and plans for it.
□applicable √ not applicable
7.5 Financing proxy
□applicable √ not applicable
7.6 Fulfilling of consent issues
√ applicable □ not applicable
consent issues:
The Company's plan for share holding structure reform was voted through at the shareholders' meeting
concerning share holding structure reform on December 21, 2005. On February 16, 2006, the non-tradable shares
obtained the listing flow right.
In addition to honoring specified statutory commitment, shareholders holding non-negotiable shares made the
following commitment in this plan:
(1) The non-negoti1ble sh1res held by the Comp1ny's sh1reholders holding non-negoti1ble sh1res sh1ll not be
listed, tr1ded or 1ssigned within twelve months from the d1te of obt1ining the right of listing 1nd negoti1tion.
Meanwhile, Guangdong Communication Group Co., Ltd., the controlling shareholder, and its related companies
including Guangdong Expressway Co., Ltd., Guangdong Traffic Development Company, Guangdong
Communication Development Company and Guangdong Guanghua Expressway Company further promised that
the non-negotiable shares held by them would not be listed and traded within twenty four months after the
expiration of the said period of twelve months.
(2) After the implementation of share holding structure reform, Guangdong Communication Group Co., Ltd.
promised to propose the maintenance of the Company's cash dividend policy in force for the period from 2005 to
2007 and cast affirmative vote at the shareholders' general meeting.
Since the listing of the Company, i.e., in the period from 1996 to 2004, the arithmetic average of the
proportion of the amount of cash dividends to the net profit for current year was 61.26%. The proportion of cash
dividend distribution of the Company in the next three years will not be lower than this proportion.
(3) In order to maintain appropriate holding level and enhance its position of controlling shareholder after
15
广东省高速公路发展股份有限公司 2007 年年度报告摘要
share holding structure reform, Guangdong Communication Group Co., Ltd. promised that it or its wholly-owned
subsidiaries would invest RMB 400 million in purchasing negotiable Guangdong Expressway A shares in secondary
market at appropriate time within twelve months after adoption of the plan for share holding structure reform at
relevant shareholders' meeting of the Company under the premise of obtaining CSRC's exemption of general tender
offer. Within six months after the completion of share purchase plan each time, Guangdong Communication Group
Co., Ltd. and its wholly-owned subsidiaries will not sell the shares purchased and will perform relevant information
disclosure obligation. In case of sales in the said period, all income shall belong to all shareholders of the Company.
Fulfilling of consent issues:
(1)The former non-tradable shareholders have fulfilled the commitment, before the expiry of deadline February 16,
2007, the non-tradable shares held were not transacted or transferred; in the same time, the big shareholder Guangdong
Communication Group Co.,Ltd . and the related company Guangdong Expressway Co., Ltd., Guangdong Traffic
Development Company, Guangdong Guanghua Expressway Company kept their promise, and did not conduct
transactions in the stock market.
(2)Guangdong Communication Group Co., Ltd. proposed cash dividend distribution and cast affirmative vote at
2006 annual shareholders' general meeting. it was decided to distribute RMB1.70 to each 10 shares to the entire
shareholders in 2006. The dividend was totalled to RMB213,710,017.16 and accounted for 61.26% of the total net
profit of the year.
(3)Guangdong Communication Group Co., Ltd., the largest shareholder has fulfilled its commitment,The company
had constantly purchased Guangdong Expressway A-share from the second stock market, by February 16, 2007, the
company had held 98,932,191 shares. The commitment had fulfilled.
7.7 Material Lawsuits/Arbitrations
√ applicable □ not applicable
There are litigation in the reporting period:
(1)On March 15, 2007, Guangzhou Yuexiu District People's Court made the (2006) Yuefamingzi 1708 judgment on
the lawsuit of Guangdong Express Technology Investment Co., Ltd.lending RMB 8 million to Beijing Gelin Enze
Organic Fertilizer Co., Ltd.
(2) On September 3, 2007, Beijing Gelinenze Organic Fertilizer Co., Ltd. initiated a lawsuit to Beijing First
Intermediate People's Court, sued the subsidiary of the company Guangdong Express Technology Investment Co.,
Ltd . damaging the company interest, and was demanded to pay RMB 21,549,783 as economic losses.
The controlling subsidiary of the company Guangdong Express Technology Investment Co., Ltd asserted that
Beijing First Intermediate People's Court did not have jurisdiction over the case, and requested transferring the case
to Guangzhou Intermediate People's Court. According to the content of (2007)Zhongminchudi Zi 11465, the
objection raised by Guangdong Express Technology Investment Co., Ltd. was dismissed.
16
广东省高速公路发展股份有限公司 2007 年年度报告摘要
On November 12, 2007, The controlling subsidiary of the company Guangdong Express Technology Investment
Co., Ltd . initiated a lawsuit to Beijing Higher People's Court, requesting cancelling the judgment of (2007)
Zhongmindizi 11465 and transferring this case Guangzhou Intermediate People's Court. By December 31, 2007,
this case had not got a trial outcome.
(3) On June 15, 2007 morning, the Nanguiji 035 ship owned by Yang Xiong, Foshan Nanhaiyu Ship Co., Ltd.
heated Jiujiang Bridge on 325 National Road owned by the controlling company of the company, and resulted in
more than 200 meters of Jiujiang Bridge collapsed.
On June 19, 2007, the Ministry of Communications, the State Administration of Production Safety Supervision and
Management Committee issued the [2007]No.8 File Notification of the 6 • 15 Accident of the collapse of Jiujiang
Bridge, initially determined the reasons for the accident are: the incident ship bounded for Shunde from Foshan, and
met a heavy fog, the captain neglected to look out, and deviated from the main path, heated the non-navigable hole
pier of Jiujiang Bridge on 325 National Road, caused the collapse of part of Jiujiang Bridge. The accident is a
unilateral responsibility accident of ship heating bridge.
On July 19, 2007, Fokai Company applied the preservation of property to Guangzhou Maritime Court. On August
22, 2007, Fokai company officially initiated a lawsuit to Guangzhou Maritime Court, requesting for Foshan
Nanhaiyu Ship Company Limited and Yang Xiong to compensate RMB 25,587,684. On August 28, 2007,
Guangzhou Maritime Court accepted the case. According to the (2007) Guanghaifachuzi No.332 judgment issued
by Guangzhou Maritime Court on November 5, 2007, the case was suspended.
7.8 Notes to the other significant Events and their influences and Analysis on the solutions
7.8.1 Securities investment
□applicable √ not applicable
7.8.2 Holding of shares of other listed companies
□applicable √ not applicable
7.8.3 Holding of shares of non-public financial entities
√ applicable □ not applicable
The equity of Huaxia Securities Co., Ltd. held by the Company in the report period:
In 1993, the Company invested RMB 5.4 million in Huaxia Securities Co., Ltd., which accounts for 0.54%
of its registered capital (RMB 1 billion) at that time. Later, Huaxia Securities increased share capital. The
shareholding ratio of the Company decreased to 0.27%.
On December 19, 2005, the liquidation committee of Huaxia Securities issued No.1 and No.2 Creditor's
Rights Registration Announcement of Liquidation Committee of Huaxia Securities Co., Ltd. The liquidation
committee exercised the rights of Huaxia Securities Co., Ltd. on its behalf and was responsible for its
liquidation. In 2005, Guangdong Express Technology Investment Co., Ltd. fully made provision for
impairment in respect of the long-term equity investment of Huaxia Securities Co., Ltd. held by it. So far,
Huaxia Securities Co., Ltd. has not closed deregistration. The Company still holds 0.27% equity of this
company.
17
广东省高速公路发展股份有限公司 2007 年年度报告摘要
7.8.4 Trading of shares of other listed companies
□applicable √ not applicable
§8 Report of the Supervisory committee
√ applicable □ not applicable
I. Work of the Supervisory Committee
In the report period, the Company held 4 meetings of supervisory committee in total. The particulars of the
meetings are as follows:
(1) The second meeting of the fifth Board of Supervisors was held on March 23, 2007. The meeting discussed and
approved Work Report of the Board of Supervisors in 2006, Financial Accounts Report in 2006, Profit Allocation
Plan in 2006, and Annual Report and its summary in 2006, and approved to submit to 2006 general shareholders
meeting for approval, and examined and discussed the resolutions made in the second meeting of the fifth board of
directors on the Resolution on Drawing Preparations for Bad Account from Receivables and the Resolution on
Liquidation of Fixed Assets, the board of supervisors agreed to the above resolutions, made the following specific
comments:
The supervisors did not find any violation of relevant accounting rules when drawing provisions for bad debt of
receivables, and believe that: drawing provisions for bad debt of receivables embodied the accounting principle of
carefulness, and complied with the requirement of relevant accounting systems.
The notice of this meeting was published in the Securities Times,China Securities, Tak Kong Pao (H.K),Shanghai
Securities Daily and Hongkong Commercial Daily on March 27, 2007.
(2) The provisional meeting of the fifth board of supervisors held on April 25, 2007, the meeting examined and
approved the Resolution on the First quarter Report of 2007.
The announcement of resolutions of this meeting were published on Securities Times, China Securities Daily,
Shanghai Securities Daily, Tak Kung Pao and Hong Kong Commercial Daily on April 26,2007.
(3)The provisional meeting of the fifth board of supervisors held on August 10, 2007, the meeting examined and
approved the Resolution on the Semi-Annual Report 2007 and its Summary .
The announcement of resolutions of this meeting were published on Securities Times, China Securities Daily,
Shanghai Securities Daily, Tak Kung Pao and Hong Kong Commercial Daily on August 13,2007.
(4) The provisional meeting of the fifth board of supervisors held on October 30, 2007, the meeting examined and
approved the Resolution on Liquidation of Fixed Assets and Third quarter Report of 2007.
The announcement of resolutions of this meeting were published on Securities Times, China Securities Daily,
Shanghai Securities Daily, Tak Kung Pao and Hong Kong Commercial Daily on October 31,2007.
II. Independent Opinions of the Supervisory Committee
18
广东省高速公路发展股份有限公司 2007 年年度报告摘要
(1) The company had strictly complied wit the requirement of Company Law, Securities Act and Company
Constitution and relevant laws and regulations of China Securities Regulatory Commission, and had constantly
improved the corporate governance structure. Under the leading of the board of directors, the operating team of the
company completed all the operational tasks, and was affirmed and recognized in the stock market.
The operating team adopted democratic decision-making methods, fully listened to various views, decision-making
procedures were conducted strictly in accordance with the Company Constitution and the authorization of the Board
of Directors, at the same time, established a sound internal control system, system of reception and promotion, rules
for information disclosure management, system of independent directors, management system of funds raising,
general manager work rules, management system of related transactions and other systems. The directors and
general managers were not found the acts of violation of the law, regulations, company constitutions or damage of
company interests.
(2) The board of supervisors established internal audit system, adhered to strengthening the financial auditing
supervisory work on the participating companies, controlling companies and the headquarter of the company. After
the audit and inspection, no violations were found. In addition, Yangcheng Certified Public Accountants Co., Ltd.
and Ernst & Young conducted audit on the 2007 financial report of the Company according to China CPA
Independent Auditing Standards and international auditing standards, and issued an audit report. The audit report
accurately reflected financial positions and operating results of the company, the audit report was fair, objective,
truthful and reliable.
(3) The company did not raise funds from the stock market in the last three years.
(4)Acquisition and sale of assets
1. In order to utilize idle fixed assets and reduce property management fee and city real estate tax expenses, the
company entrusted Zhonglian Auction Co., Ltd to conduct public auction to the 8 sets of property rights of Foshan
Jiujiang Yujiang Garden with the price no less than RMB 0.238543.
2. The company invested 30% shares of Ganzhou Kangda Expressway Co., Ltd., and invested 30% shares of
Ganzhou Gankang Expressway Co., Ltd.
The board of supervisors believed that: The above sold assets had been independently accessed by intermediary
agencies, and had been approved by relevant authorities, the new projects invested had good development
prospects, and the transaction price was fair and reasonable. No internal transactions were found in the above
transaction, found no damage on shareholders’ equity and assets loss of the company.
(5) Related transactions
During the reporting period, related transactions are: the event of the controlling subsidiary Guangdong Fokai
Expressway Co., Ltd. (in short "Fokai Company") increasing capital for the expansion of Fokai Expressway
Xiebian to Sanbao.
The board of supervisors believed that this transaction belonged to the event of joint investment with Fokai
Company, each party invested the project of expressway expansion according to each other’s equity ratio. The
project and the investment budget were approved by the state Development and Reform Commission, this related
transaction was fair, reasonable and did not damage the interests of the company.
§9 Financial Report
9.1 Auditor’s opinion
Auditors’ Report Standard without qualified opinion
19
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Text of Auditor's Report
To all shareholders of Guangdong Provincial Expressway Development Co., Ltd.:
We audited accompanying financial statements of Guangdong Provincial Expressway Development Co., Ltd.
(hereinafter referred to as "the Company"), including balance sheet as at December 31, 2007, profit statement, cash
flow statement and statement of change in shareholders' equity for the year then ended and the notes to financial
statements.
I. The responsibility of the management for financial statements
Preparation of financial statements in accordance with the Accounting Standards for Business Enterprises and
Accounting Regulations for Business Enterprises is the responsibility of the management of the Company. Such
responsibility includes: (1) design, implementation and maintenance of internal control related to the preparation of
financial statements so that financial statements are free from material misstatement caused by fraudulent practices
or errors; (2) selection and application of proper accounting policies; (3) making reasonable accounting estimate.
II. Responsibility of certified public accountants
We are responsible for expressing opinions on financial statements based on our audit. We conducted audit in
accordance with the audit criteria for Chinese certified public accountants. The audit criteria for Chinese certified
public accountants require us to abide by professional ethics, plan and conduct audit to obtain reasonable assurance
as to whether financial statements are free from material misstatement.
Audit involves carrying out audit procedure to obtain the audit evidences about the amounts and disclosure of
financial statements. The selected audit procedure relies on the judgment of certified public accountants, including
the appraisal of risk of material misstatement of financial statements caused by fraudulent practices or errors. While
appraising risks, we considered the internal control related to the preparation of financial statements to design
proper audit procedure but the purpose is not to express an opinion on the effectiveness of internal control. The
audit also includes the appraisal of suitability of accounting policies selected by the management, the
reasonableness of accounting estimate and the overall presentation of financial statements.
We believe that the audit evidences obtained by us are full and appropriate and provide a basis for expressing audit
opinion.
III. Audit opinion
In our opinion, the financial statements of the Company have been prepared in accordance with the provisions of
Accounting Standards for Business Enterprises and Accounting Regulations for Business Enterprises and give a fair
view, in all material aspects, of the financial position of the Company as at December 31, 2007 and its operating
results and cash flow for the year then ended.
9.2 Financial statement
9.2.1 Balance sheet
December 31,2007 Unit:RMB
At the end of term Beginning of term
Item
Consolidated Parent Company Consolidated Parent Company
Current assets:
Monetary fund 190,665,302.76 34,847,364.21 490,764,819.04 207,885,216.52
Settlement provision
20
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Outgoing call loan
Trading financial assets
Dividend receivable 84,365,662.22 138,689,383.70
Bill receivable
Account receivable 22,736,135.67 26,235,092.85
Prepayment 7,049,638.50 6,382,490.14
Insurance receivable
Reinsurance receivable
Provisions of Reinsurance
contracts receivable
Interest receivable
Other account receivable 22,610,107.93 33,740,902.88 19,334,744.78 1,722,308.82
Repurchasing of financial
assets
Inventories 140,706.53 119,843.83
Non-current asset due in1
year
Other current assets
Total of current assets 243,201,891.39 152,953,929.31 542,836,990.64 348,296,909.04
Non-current assets
Loans and payment on
others behalf disbursed
Disposable financial assets
Expired investment in
possess
Long-term receivable
Long-term share equity
1,852,483,899.54 2,913,289,203.35 1,773,908,853.58 2,832,783,205.17
investment
Property investment
Fixed assets 3,101,028,123.64 11,467,397.78 3,346,021,451.30 14,542,075.25
Construction in process 420,770,409.92 11,886,886.39
Engineering material
Fix assets disposal
Production physical assets
Gas & petrol
Intangible assets 180,363,646.01 198,131,369.93
R& D expense
Goodwill
Long-term prepaid expense 3,510,132.90 5,430,786.23
Differed income tax assets 1,002,353.86 7,054,144.10
Other non-current assets
Total of non-current assets 5,559,158,565.87 2,924,756,601.13 5,342,433,491.53 2,847,325,280.42
Total of assets 5,802,360,457.26 3,077,710,530.44 5,885,270,482.17 3,195,622,189.46
21
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Current assets:
Short tem loan 100,000,000.00 300,000,000.00 300,000,000.00
Loan from central bank
Deposit received and hold
for other
Call loan received
Trade off financial liabilities
Bill payable
Account payable 24,964,489.25 40,494,809.50
Prepayment received 6,548,310.30 8,845,332.39
Selling of repurchased
financial assets
Fees and commissions
receivable
Employees’ wage payable 11,352,368.41 7,918,634.05 1,553,294.15
Tax payable 38,809,210.62 50,586.66 10,431,090.73 49,634.75
Dividend payable 56,046,579.18 17,924,691.75 62,068,785.63 15,838,991.04
Interest payable 2,062,015.50 2,122,515.00
Other account payable 238,542,275.06 34,163,877.17 154,199,940.62 127,016,674.91
Reinsurance fee payable
Insurance contract
provision
Entrusted trading of
securities
Entrusted selling of
securities
Non-Current liability due in
470,000,000.00
1 year
Other current liability
Total of current liability 948,325,248.32 58,852,988.33 586,081,107.92 444,458,594.85
Non-current liability
Long-term borrowings 988,324,803.54 1,708,324,803.54
Bond payable
Long-term payable 2,022,210.11 2,022,210.11 2,022,210.11 2,022,210.11
Special payable 100,000.00 100,000.00
Expected liabilities
Differed income tax
85,043,508.88 97,531,060.07
liability
Other non-current
liabilities
Total of non-current
1,075,490,522.53 2,022,210.11 1,807,978,073.72 2,022,210.11
liabilities
Total of liability 2,023,815,770.85 60,875,198.44 2,394,059,181.64 446,480,804.96
22
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Owners’ equity
Share capital 1,257,117,748.00 1,257,117,748.00 1,257,117,748.00 1,257,117,748.00
Capital reserves 1,534,906,856.32 1,534,906,856.32 1,534,906,856.32 1,534,906,856.32
Less:Share in stock
Surplus reservation 43,852,074.48 43,852,074.48
Common risk provision
Attributable profit 488,675,530.65 180,958,653.20 252,575,639.85 -42,883,219.82
Different of foreign
currency translation
Total of owner’s equity
belong to the parent 3,324,552,209.45 3,016,835,332.00 3,044,600,244.17 2,749,141,384.50
company
Minority shareholders’ equity 453,992,476.96 446,611,056.36
Total shareholders’ equity 3,778,544,686.41 3,016,835,332.00 3,491,211,300.53 2,749,141,384.50
Total liabilities and
5,802,360,457.26 3,077,710,530.44 5,885,270,482.17 3,195,622,189.46
shareholders’ equity
9.2.2 Profit statement
Jan-Dec 2007 Unit:RMB
Current term Same period last year
Item
Consolidated Parent Company Consolidated Parent Company
I.Total business income 1,113,184,855.26 286,914.80 1,067,225,172.69 16,450.00
Inc l:Business income 1,113,184,855.26 286,914.80 1,067,225,172.69 16,450.00
Interest income
Insurance fee earned
Fee and commission
received
II.Total business cost 580,195,295.13 49,732,141.24 665,485,358.98 88,189,131.84
Incl:Business cost 337,639,165.35 375,416,663.59
Interest expense
Fee and commission paid
Insurance discharge payment
Net claim amount paid
Net insurance policy
reserves provided
Insurance policy
dividend paid
Reinsurance expenses
Business tax and surcharge 36,482,314.93 14,345.74 35,368,638.94 822.50
Sales expense
Administrative expense 96,101,830.07 50,089,812.69 84,139,039.00 41,541,418.74
Financial expenses 101,820,214.90 -466,303.09 114,037,578.95 13,694,713.53
23
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Asset impairment loss 8,151,769.88 94,285.90 56,523,438.50 32,952,177.07
Add:Gains from change of
“-”for loss)
fair value(
Investment gain(“-”for loss) 260,239,784.93 530,530,579.23 187,266,447.77 448,631,840.77
Incl:Investment gains from
260,239,784.93 262,170,737.15 186,508,883.61 187,355,465.91
affiliates
Gains from currency
exchange( “-”for loss)
III. Operational profit(
“-”for
793,229,345.06 481,085,352.79 589,006,261.48 360,459,158.93
loss)
Add:Non-Business income 3,385,147.34 564,815.64 4,100,127.42
Less:Non-Business
55,261,016.95 246,203.77 5,228,708.10 1,963,239.51
expenses
Incl:loss from disposal of
51,411,075.83 246,203.77 434,201.88 22,165.84
non-current assets
IV. Gross profit(“-”for loss) 741,353,475.45 481,403,964.66 587,877,680.80 315,515,523.14
Less:Income tax expenses 150,856,791.72 152,269,628.30 5,914,847.80
V.Net profit(
“-”for net loss) 590,496,683.73 481,403,964.66 435,608,052.50 352,581,071.62
Net profit attributable to the
493,661,982.44 343,832,811.98
owners of parent company
Minor shareholders’ equity 96,834,701.29 91,775,240.52
VI. Earnings per share:
(i)Basic earnings per share 0.39 0.27
(ii)Diluted earnings per
0.39 0.27
share
9.2.3 Cash Flow statement
Jan-Dec 2007 Unit:RMB
Current term Same period last year
Item
Consolidated Parent Company Consolidated Parent Company
I.Net cash flow form
business operation
Cash received from
sales of products and 1,109,948,010.58 286,214.80 1,069,708,191.13
providing of services
Net increase of
customer deposits and capital
kept for brother company
Net increase of loans
from central bank
Net increase of inter bank
loans from other financial
24
广东省高速公路发展股份有限公司 2007 年年度报告摘要
bodies
Cash received against
original insurance contract
Net cash received from
reinsurance business
Net increase of client
deposit and investment
Net increase of trade
financial asset disposal
Cash received as
interest, processing fee, and
commission
Net increase of inter
bank fund received
Net increase of
repurchasing business
Tax returned
Other cash received from
79,564,934.65 8,099,836.87 70,831,744.05 8,544,656.93
business operation
Subtotal of cash inflow
1,189,512,945.23 8,386,051.67 1,140,539,935.18 8,544,656.93
from business activities
Cash paid for
purchasing of merchandise 133,016,125.72 129,299,850.91
and services
Net increase of client
trade and advance
Net increase of savings in
central bank and brother
company
Cash paid for original
contract claim
Cash paid for interest,
processing fee and
commission
Cash paid for policy
dividend
Cash paid to staffs or paid
100,185,704.22 24,432,916.79 91,556,674.32 23,882,732.66
for staffs
Taxes paid 169,456,686.94 257,443.54 182,195,217.72 7,917,345.99
Other cash paid for business
96,029,224.66 57,413,414.88 141,423,738.18 62,031,304.92
activities
Subtotal of cash outflow
498,687,741.54 82,103,775.21 544,475,481.13 93,831,383.57
from business activities
Cash flow generated by 690,825,203.69 -73,717,723.54 596,064,454.05 -85,286,726.64
25
广东省高速公路发展股份有限公司 2007 年年度报告摘要
business operation, net
II. Cash flow generated by
investing
Cash received from
2,119,565.66 2,119,565.66
investment retrieving
Cash received as
88,707,244.26 411,390,807.82 57,699,444.73 332,867,942.81
investment gains
Net cash retrieved from
disposal of fixed assets,
18,303,517.94 3,280,137.94 29,930.00
intangible assets, and other
long-term assets
Net cash received from
disposal of subsidiaries or
other operational units
Other investment
related cash received
Subtotal of cash inflow due
107,010,762.20 414,670,945.76 59,848,940.39 334,987,508.47
to investment activities
Cash paid for construction
of fixed assets, intangible
231,618,074.27 599,451.00 24,827,007.92 869,421.00
assets and other long-term
assets
Cash paid at investment 14,769,829.68 14,769,829.68
Net increase of loan
against pledge
Net cash received from
subsidiaries and other
operational units
Other cash paid for
investment activities
Subtotal of cash outflow
231,618,074.27 599,451.00 39,596,837.60 15,639,250.68
due to investment activities
Net cash flow generated
-124,607,312.07 414,071,494.76 20,252,102.79 319,348,257.79
by investment
III.Cash flow generated by
financing
Cash received as
investment
Incl: Cash received as
investment from minor
shareholders
Cash received as loans 500,000,000.00 650,000,000.00
Cash received from
bond placing
26
广东省高速公路发展股份有限公司 2007 年年度报告摘要
Other financing –related
cash received
Subtotal of cash inflow
500,000,000.00 650,000,000.00
from financing activities
Cash to repay debts 950,000,000.00 300,000,000.00 900,000,000.00
Cash paid as dividend,
416,841,485.99 213,915,701.62 422,209,770.03 199,802,055.64
profit, or interests
Incl: Dividend and profit
paid by subsidiaries to minor
shareholders
Other financing –related cash
received
Subtotal of cash outflow
1,366,841,485.99 513,915,701.62 1,322,209,770.03 199,802,055.64
due to financing activities
Net cash flow generated by
-866,841,485.99 -513,915,701.62 -672,209,770.03 -199,802,055.64
financing
IV. Influence of exchange
rate alternation on cash 524,078.09 524,078.09 -562.87 -562.87
and cash equivalents
V.Net increase of cash and
-300,099,516.28 -173,037,852.31 -55,893,776.06 34,258,912.64
cash equivalents
Add:Balance of cash and
cash equivalents at the 490,764,819.04 207,885,216.52 546,658,595.10 173,626,303.88
beginning of term
VI. Balance of cash and cash
equivalents at the end of 190,665,302.76 34,847,364.21 490,764,819.04 207,885,216.52
term
27
广东省高
9.2.4 Change in owners’ equities
Amount of the current term
Owners’ Equity attributable to Parent Company Owners’ Equity attribu
Minor
Practical Total of Practical
Item Less: sharehol Less:
capital Capital Surplus owners’ capital Capital Su
Shares Other ders Shares
collecte reserves reserves equity collecte reserves res
in stock equity in stock
d d
I. Balance at the end of last 1,257,11 1,534,90 464,520, 657,144, -3,014,2 467,477, 4,378,15 1,257,11 1,534,90 43
year 7,748.00 6,856.32 618.07 859.59 61.91 702.96 3,523.03 7,748.00 6,856.32 8
Add:Change of accounting -464,52 -404,56 3,014,26 -20,866, -886,94
policy 0,618.07 9,219.74 1.91 646.60 2,222.50
Correcting previous errors
II. Balance at the beginning of 1,257,11 1,534,90 252,575, 446,611, 3,491,21 1,257,11 1,534,90 43
current year 7,748.00 6,856.32 639.85 056.36 1,300.53 7,748.00 6,856.32 8
III. Changed in the current 43,852,0 236,099, 7,381,42 287,333, 33
year(“-”for decrease) 74.48 890.80 0.60 385.88
493,661, 96,834,7 590,496,
(I)Net profit
982.44 01.29 683.73
(II)Gains losses
accounted into owners’ equity
directly
1.Change in fair value of
sellable financial assets,
net
2.Influence of change in
28
广东省高
other owners’ equity of
invested enterprises on
equity basis
3.Influence of income
tax related to owners’
equity items
4.Other
493,661, 96,834,7 590,496,
Total of (I) and (II)
982.44 01.29 683.73
(III)Investment or
decreasing of capital by
owners
1.Investment by owners
2.Amount of shares paid
and accounted as owners’
equity
3.Other
43,852,0 -257,56 -89,453, -303,16 33
(IV)Profit allotment
74.48 2,091.64 280.69 3,297.85
1.Providing of surplus 43,852,0 -43,852, 33
reserves 74.48 074.48
2.Providing of common
risk provisions
3.Allotment to the -213,71 -89,453, -303,16
owners(or shareholders) 0,017.16 280.69 3,297.85
4.Other
(V)Internal transferring of
owners’ equity
29
广东省高
1.Capitalizing of capital
reserves(Or to capital )
2.Capitalizing of surplus
reserves (Or to capital
shares)
3.Making up losses by
surplus reserves
4. Other
IV.. Balance at the end of this 1,257,11 1,534,90 43,852,0 488,675, 453,992, 3,778,54 1,257,11 1,534,90 46
term 7,748.00 6,856.32 74.48 530.65 476.96 4,686.41 7,748.00 6,856.32 6
30
广东省高速公路发展股份有限公司 2007 年年度报告摘要
9.3 Detailed explanation on the changes in the accounting policies, accounting estimate or
accounting methods compared with the latest Annual Report.
√Applicable □Not applicable
1. Change in important accounting policies
According to Cai Kuai (2006) No. 3 Circular of Printing and Issuing 38 Concrete Standards including No. 1
Accounting Standard for Business Enterprises - Inventories issued by Ministry of Finance, the Company and its
controlled subsidiaries shall implement new Accounting Standards for Business Enterprises from January 1, 2007.
In accordance with relevant content of Article 5 to Article 19 of No. 38 Accounting Standard for Business
Enterprises-Implementation of Accounting Standards for Business Enterprises for the First Time and No. 1
Interpretation of Accounting Standards for Business Enterprises, the Company made retroactive adjustment of items
of financial statements.
On the day of implementation for the first time, the Company fully wrote off the difference of long-term equity
investment not fully amortized arising from the merger of enterprises under the same control according to No.20
Accounting Standard for Business Enterprises - Enterprise Merger and adjusted retained earnings. The book value
of long-term equity investment after write-off of equity investment difference was taken as the confirmed cost on
the day of implementation for the first time. The Company made retroactive adjustment according to this change in
accounting policies. This change in accounting policies resulted in decrease of retained earnings of the Company at
beginning of year by RMB 706,120,514.56.
On the day of implementation for the first time, the Company made retroactive adjustment to the temporary
difference formed by the difference between book value of assets and liabilities according to the provisions of No.
18 Accounting Standards for Business Enterprises - Income Tax and adjusted retained earnings according to the
amount affected. The controlled subsidiaries and joint ventures made retroactive adjustment according to this
change in accounting policies. This change in accounting policies resulted in decrease of retained earnings of the
Company at beginning of year by RMB 159,955,061.34.
On the day of implementation for the first time, According to the provision of No. 1 Accounting Standard for
Business Enterprises , the parent company's unconfirmed investment losses on the subsidiaries falling into
consolidation scope shall set off undistributed profit in consolidated balance sheet and shall not be separately
accounted for as "unconfirmed investment losses". This change in accounting policies decreased the undistributed
profit of the Company at beginning of year by RMB 3,014,261.91.
The influence of the above items on the statements is as follows:
Item _ Amount___
Influence on capital surplus _ 0.00___
Influence on retained earnings at beginning of 2007 _-869,089,837.81___
Including: Influence on undistributed profit at beginning of 2007 _-404,569,219.74___
Influence on net profit for the year _0.00___
2. Change in important accounting estimate
There was no change in accounting estimate in the report year.
31
广东省高速公路发展股份有限公司 2007 年年度报告摘要
9.4 Content of significant accounting errors, amounts changed, reasons and influences.
□Applicable √Not applicable
9.5 Compared with the latest annual report, there were some changes in the consolidation
statement scope.
□Applicable √Not applicable
32