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1、,2012 Third Quarter Report,I.,Important,1、The board of directors(the“Board”),the supervisory committee(the“SupervisoryCommittee”)and the directors(the“Directors”),supervisors(the“Supervisors”)and seniormanagement(the“Senior Management”)of Shandong Chenming Paper Holdings Limited(the“Company”,“us”,an
2、d“we”)hereby warrant that there are no false representations,misleadingstatements or material omissions contained in this report(the“Report”),and jointly andseverally accept full responsibility for the truthfulness,accuracy and completeness of itscontents.This Report has been prepared in both Chines
3、e and English.For any discrepancies,the Chinese version shall prevail.2、None of the Directors,Supervisors and Senior Management is unable to warrant thetruthfulness,accuracy and completeness of the contents of this Report or holds any dissentingviews.3、This quarterly report was considered and approv
4、ed by the fifteenth meeting of the sixth sessionof the Board of the Company with all Directors present by means of communication.4、The third quarter financial statements of the Company and its subsidiaries(collectivelyreferred to as the“Group”)prepared in accordance with Accounting Standards for Bus
5、inessEnterprises issued by the Ministry of Finance of PRC have not been audited.5、Chen Hongguo,the person in charge of the Company,Wang Chunfang,the financial controllerof the Company,and Liu Jun,head of accounting department(the person in charge ofaccounting)hereby declare their assurance of the tr
6、uthfulness and completeness of thefinancial report contained in the quarterly report.II.Company overview(I)Major accounting data and financial indicatorsRetrospective adjustments to the financial statements of prior reporting periods,Yes,No,Not applicable,Unit:RMBIncrease/decrease as at the end of t
7、he,2012.9.30,2011.12.31,reporting period compared to the end of theprior year(%),Total assets(RMB),47,184,097,928.45,45,630,828,967.03,3.40,1,0,Equity attributable to shareholders of theCompany(RMB)Share capital(shares),13,352,474,002.672,062,045,941.00,13,528,622,319.912,062,045,941.00,-1.30,Net as
8、sets per share attributable to,shareholders of the Company,6.48,6.56,-1.30,(RMB/share),July September 2012,Increase/decreasecompared to thecorresponding periodof the prior year(%),January September 2012,Increase/decreasecompared to thecorrespondingperiod of the prioryear(%),Total revenue(RMB)Net pro
9、fit attributable to shareholders ofthe Company(RMB)Net cash flows from operating activities(RMB)Net cash flows per share from operatingactivities(RMB/share)Basic earnings per share(RMB/share)Diluted earnings per share(RMB/share)Weighted average return on net assets(%),5,001,125,623.4338,909,228.410.
10、020.020.29%,12.96-73.93-73.93-73.93-0.82,14,965,577,158.47133,154,191.26337,787,337.650.160.060.060.99%,12.15-78.96-50.91-50.91-78.96-78.96-3.54,Weighted average return on net assets,after deducting extraordinary gains or,-0.40%,-1.16,-1.16%,-4.72,losses(%)Less the amounts for extraordinary gain or
11、loss items,Applicable,Not applicable,Amounts from the,Unit:RMB,ItemGain or loss on disposal of non-current assetsTax rebate or tax concessions with unauthorised approval orwithout official approval documentsGovernment grants recognised in profit or loss for the currentperiod(except for government gr
12、ants closely related to thecorporate business that were given under at a fixed standardamount or quantity as stipulated by the State)Fees charged to profit or loss for the current period received fromnon-financial institutions for utilisation of fundsGain arising from investment costs for acquisitio
13、n of subsidiaries,2,beginning of the year tothe end of the reportingperiod(RMB)4,276,203.08215,857,588.70,Note,Amounts from the,Item,beginning of the year tothe end of the reporting,Note,period(RMB)associates and joint-ventures by the corporation being less thanits share of fair value of identifiabl
14、e net assets of the investees onacquisitionGain or loss on non-monetary asset swapGain or loss on assets invested or managed under entrustmentImpairment provisions for various assets due to force majeure suchas natural disasters,Gain or loss on debt restructuringCorporate restructuring fees such as
15、expenses for severancepayments for staff and consolidation feesProfit or loss in excess of the fair value portion arising fromtransactions with obvious unfair transaction pricesNet gain or loss for the period arising from subsidiaries formedfrom business merger under common control from the beginnin
16、gof the year to the merger dateGain or loss arising from contingent items unrelated to the ordinarycourse of business of the CompanyExcept for effective hedging business conducted in the ordinarycourse of business of the Company,gain or loss arising from thechange in fair value of financial assets h
17、eld for trading andfinancial liabilities held for trading,as well as investment gainsfrom disposal of financial assets held for trading and financialliabilities held for trading and available-for-sale financial assetsReversal of impairment provision on receivables tested forimpairment on individual
18、basisGain or loss on external entrusted loansGain or loss from the change in fair value of investment property byadopting fair value method for subsequent measurementsEffect on profit or loss for the current period from one-offadjustments to profit or loss for the current period made pursuantto taxa
19、tion and accounting laws and regulations,etc.Entrustment fees received from entrusted businessNon-operating income and expenses other than the above items,7,653,776.5988,770,404.99,Gain or loss from the,Other gain or loss items within the definition of extraordinary gainor lossEffect of minority sha
20、reholders interestsEffect of income taxTotal3,15,457,198.72-33,817,343.75-8,310,194.92289,887,633.41,change in fair value oftimber assets measuredat fair value,Note on“other gain or loss items within the definition of extraordinary gain or loss”andextraordinary gain or loss items defined as recurrin
21、g income or loss items by the Company based onthe nature and features of its ordinary course of business,ItemGain or loss from the change in fair value oftimber assets measured at fair value,Amount(RMB)15,457,198.72,NoteGain or loss from the change in fair valueof timber assets measured at fair valu
22、e,(II)Total number of shareholders and the shareholding of the top ten shareholders as at theend of the reporting periodThe total number of shareholders was 159,715,of which 126,979 wereTotal number of shareholders as at the end holders of A shares,32,144 were holders of B shares and 592 were holder
23、s,of the reporting period,of H shares.,Shareholding of the top ten shareholders of non-restricted tradable shares,Name of shareholders,Number of non-restrictedtradable shares held as at the,Class and number of shares,end of the reporting period,Class,Number,HKSCC NOMINEES LIMITEDPLATINUM ASIA FUNDTA
24、IFOOK SECURITIES COMPANYLIMITED ACCOUNT CLIENT,389,724,50043,480,37735,436,403,Overseas listed foreignsharesDomestic listed foreignsharesDomestic listed foreignshares,389,724,50043,480,37735,436,403,BILL&MELINDA GATESFOUNDATION TRUSTCHINA LIFE INSURANCE COMPANYLIMITED-DIVIDEND INDIVIDUAL DIVIDEND-00
25、5L-FH002 SHENZHEN,23,701,666 RMB ordinary shares17,819,798 RMB ordinary sharesRMB ordinary shares,23,701,66617,819,7982,091,600,Jin XingLSV EMERGING MARKETS EQUITYFUND,L.P.VICTORIAN FUNDS MANAGEMENTCORPORATION ATF VFM EMGMKTS TRT,7,969,0006,102,8006,086,106,Domestic listed foreignsharesDomestic list
26、ed foreignsharesDomestic listed foreignshares,5,877,4006,102,8006,086,106,MORGAN STANLEY&CO.INTERNATIONAL PLC,4,5,459,125 RMB ordinary shares,5,459,125,1.,0,BEIJING XINDA YONGCHANG,INVESTMENT CONSULTANT CO.,LTD.Note on shareholders,4,682,000 RMB ordinary shares,4,682,000Nil,III.Material matters(I)De
27、tails of and reasons for significant changes in major accounting statement items andfinancial indicators of the Company,Applicable,Not applicable,Analysis of the Companys assets and liabilitiesUnit:RMB,ItemBills receivablePrepaymentsOther receivablesLong-term equity investmentsConstruction in progre
28、ssDeferred income tax assetsOther non-current assetsBills payableAdvance receiptsStaff remuneration payablesNon-current liabilities due within one yearSpecial items payablesOther non-current liabilities,2012.9.303,235,491,016.031,140,905,133.75181,683,839.58351,462,993.114,843,165,411.42277,987,949.
29、141,614,095,834.78441,026,277.53227,820,006.701,678,152,501.361,266,147,401.513,539,077,022.47,2011.12.312,444,508,997.74764,880,237.90325,550,913.7277,434,005.492,618,039,624.85174,026,534.2710,000,000.00615,327,402.85231,428,013.45147,063,891.651,203,616,858.22660,000,000.002,444,093,897.14,Change
30、(%)32.3649.16-44.19353.8984.9959.74-100.00162.3190.5754.9139.4391.8444.80,Reason forthe change(1)(2)(3)(4)(5)(6)(7)(8)(9)(10)(11)(12)(13),Explanation of the reasons leading to the major changes:(1)Bills receivable increased by 32.36%mainly due to an increase in bank acceptance bills received forpaym
31、ent for goods during the reporting period.(2)Prepayments increased by 49.16%mainly due to an increase in the advance payment for materials made bythe Company.(3)Other receivables decreased by 44.19%mainly due to receipt of proceeds from disposal of Chibi Chenmingand Xianning Chenming in the year 201
32、1 in accordance with the provisions of the contracts by the Company.5,2.,(4)Long-term equity investments increased by 353.89%mainly due to the external investment made byShanghai Runchen Equity Investment Fund Co.,Ltd.,a subsidiary of the Company.(5)Construction in progress increased by 84.99%mainly
33、 due to the investments in the white coated linerboardproject and the jilin relocation project by the Company.(6)Deferred income tax assets increased by 59.74%mainly due to a market downturn at the macroeconomiclevel and in the paper making industry,from which some companies generated deferred incom
34、e tax assetsthat could be used to offset losses.(7)Other non-current assets decreased by 100%mainly due to the change of registration of the investment inWeifeng Xinye Capital Investment Co.,Ltd.by the Company.(8)Bills payable increased by 162.31%mainly due to an increase in bank acceptance bills is
35、sued by theCompany for payment for goods.(9)Advance receipts increased by 90.57%mainly due to an increase in advance receipts for goods by theCompany during the reporting period.(10)Staff remuneration payables increased by 54.91%mainly due to the expansion of the Companys scaleresulting in an increa
36、se in unpaid staff remuneration payables.(11)Non-current liabilities due within one year increased by 39.43%mainly due to an increase in long-termborrowings due within one year by the Company.(12)Special payables increased by 91.84%mainly due to the removal compensation of RMB660 million receivedby
37、Jilin Chenming Paper Co.,Ltd.,a subsidiary of the Company.(13)Other non-current liabilities increased by 44.8%mainly due to the issue of medium-term notes of RMB1,100million during the reporting period.Analysis and explanation of the major changes in the profit and loss indicators during thereportin
38、g period as compared to the corresponding period of the prior yearUnit:RMB,ItemFinance expensesLoss on impairment of assetsGain on change in fair valueInvestment incomeNon-operating incomeNon-operating expensesTotal profit,2012.9.30785,696,377.1312,594,933.7015,457,198.72-5,971,012.39331,966,255.181
39、0,063,384.5937,326,123.85,2011.9.30256,102,491.65-53,783,332.393,715,429.628,722,923.82207,761,300.2236,418,089.15767,630,385.29,Change(%)206.79123.42316.03-168.4559.78-72.37-95.14,Reason forthe change(1)(2)(3)(4)(5)(6)(7),6,3.,Income taxNet profit attributable to shareholders of theCompanyMinority
40、shareholders interests,329,703.66133,154,191.26-96,157,771.07,129,064,975.60632,801,534.625,763,875.07,-99.74-78.96-1768.28,(8)(9)(10),Explanation of the reasons leading to the major changes:(1)Finance expenses increased by 206.79%as compared to the corresponding period of the prior year mainly duet
41、o an increase in the capitalised interest of the original loan being expensed and an increase in loans uponcompletion of the project.(2)Loss on impairment of assets increased by 123.42%as compared to the corresponding period of the prior yearmainly due to an increase in the bad debt provisions durin
42、g the reporting period as compared to thecorresponding period of the prior year as a result of a change in the accounts receivable.(3)Gain on change in fair value increased by 316.03%as compared to the corresponding period of the prior yearmainly due to a change in the fair value of timber assets.(4
43、)Investment income decreased by 168.45%as compared to the corresponding period of the prior year mainlydue to the income of RMB13.31 million arising from disposal of Heze Chenming Panels and Lindun Forestryfor the prior period.(5)Non-operating income increased by 59.78%as compared to the correspondi
44、ng period of the prior year mainlydue to receipt of more government grants during the reporting period.(6)Non-operating expenses decreased by 72.37%as compared to the corresponding period of the prior yearmainly due to a debt restructuring loss of RMB19.89 million on disposal of Heze Chenming Panels
45、.(7)Total profit,income tax,net profit attributable to shareholders of the Company and minority interestsdecreased by 95.14%,99.74%,78.96%,and 1768.28%respectively as compared to the corresponding periodof the prior year mainly due to the lower gross profit margin of the Companys products as a resul
46、t of amarket downturn in the paper making industry,and an increase in finance expenses as a result of change inregistration of projects.Analysis of the cash flow during the reporting period,ItemNet cash flow generated from operatingactivitiesNet cash generated from investment activitiesNet cash flow
47、 generated from financial activities,Current period337,787,337.65-1,092,774,164.32-44,022,893.49,Corresponding priorperiod688,041,679.45-3,371,371,938.682,757,199,394.35,Change(%)-50.9167.59-101.60,7,1.,2.,3.,Explanation of the reasons leading to the major changes:(1)Net cash flow generated from ope
48、rating activities decreased by 50.91%as compared to the correspondingperiod of the prior year mainly due to more cash being received from operating activities during thecorresponding period of the prior year.(2)Net cash flow generated from investment activities increased by 67.59%as compared to the
49、correspondingperiod of the prior year mainly due to fewer project investments made during the reporting period uponcompletion of the Zhanjiang pulp project,the 450,000-tonne high-end culture paper project and the800,000-tonne coated paper project.(3)Net cash flow generated from financial activities
50、decreased by 101.6%as compared to the correspondingperiod of the prior year mainly due to an increase in borrowings during the corresponding period of the prioryear as a result of project investment.(II)The progress of significant events and analysis of their impact and solutionsNon-standard opinion
