1、 Shenzhen Shenbao Industrial Co.,Ltd.Semi-Annual Report 2007(B-share)August 2007 1 Important Notice Board of Directors and Supervisory Committee of Shenzhen Shenbao Industrial Co.,Ltd.(hereinafter referred to as the Company)and its directors,supervisors and senior executives hereby confirm that ther
2、e are no any important omissions,fictitious statements or serious misleading information carried in this report,and shall take all responsibilities,individual and/or joint,for the reality,accuracy and completion of the whole contents.No director,supervisor and senior executive stated that he(she)cou
3、ldnt ensure the correctness,accuracy and completeness of the contents of the Semi-annual Report or have objection to this report.Chairman of the Board Mr.Zeng Pai,General Manager Mr.Zheng Yuxi and CFO Ms.Zeng Suyan hereby hereby confirm that the financial report of the semi-annual report is true and
4、 complete.Company independent trustee Ms.Deng Meixi has not been able to attend this board of directors on official business,authorized independent trustee Ms.Du Wenjun participates,and casts the affirmative vote to this trustee office row bill.This report was prepared in both English and Chinese.Sh
5、ould be there any difference in interpretation of the two versions,the Chinese version shall prevail.The 2007 semi-annual financial report of the Company has not been audited.2 Contents CHAPTER.COMPANY PROFILE-3 CHAPTER.CHANGES IN SHARE CAPITAL AND PARTICULARS ABOUT SHARES HELD BY MAIN SHAREHOLDERS-
6、5 CHAPTER.PARTICULARS ABOUT DIRECTORS,SUPERVISORS AND SENIOR EXECUTIVES-7 CHAPTER.REPORT OF BOARD OF DIRECTORS-7 CHAPTER.SIGNIFICANT EVENTS-13 CHAPTER.FINANCIAL REPORT-24 CHAPTER.DOCUMENTS AVAILABLE FOR REFERENCE-42 3 CHAPTER I.COMPANY PROFILE I.Legal Name of the Company In Chinese:(Abbr.)In English
7、:SHENZHEN SHENBAO INDUSTRIAL CO.,LTD.(Abbr.:SBSY)II.Legal Representative:Mr.Zeng Pai III.Secretary of Board of Directors:Mr.Liu Xiongjia Liaison Address:28/F,B&C Block of Baoan Plaza,No.1002 Sungang Road,Shenzhen Tel:(86)755-25507480 Fax:(86)755-25507480 E-mail:IV.Registered Address of the Company:2
8、8/F,B&C Block of Baoan Plaza,No.1002 Sungang Road,Shenzhen Office Address of the Company:28/F,B&C Block of Baoan Plaza,No.1002 Sungang Road,Shenzhen Post Code:518020 Internet Web Site:http:/E-mail:V.Newspapers Chosen for Disclosing the Information of the Company:Securities Times(Domestic)and Hong Ko
9、ng Wen Wei Po(Overseas)Internet Web Site for Publishing the Semi-annual Report Designated by CSRC:http:/Place Where the Semi-annual Report is Prepared and Placed:Secretariat of the Board of Directors VI.Stock Exchange Listed with:Shenzhen Stock Exchange Short Form of the Stock:SHENSHENBAO A,SHENSHEN
10、BAO-B Stock Code:000019,200019 VII.Other Relevant Information of the Company The initial registration date and place:July 30,1981,Shenzhen The changed registration date and place:Mar.21,2005,Shenzhen Registration code for business license of corporation:4403011024443 Number of taxation registration:
11、GSDZi 440301192180754 DSDZi 440303192180754 Name of the domestic certified public accountants engaged by the Company:Shenzhen Dahua Tiancheng Certified Public Accountants Address:11/F.,Tower B,United Plaza,No.5022,Binhe Av.Futian District,Shenzhen Name of the overseas certified public accountants en
12、gaged by the Company:K.C.Oh&Company Certified Public Accountants Address:8/F.,New Henry House,No.10 Ice House Street,Central,Hong Kong 4 II.Major financial data and indexes(I)Major financial data and indexes(II)Explanation on the difference between CAS and IAS:In the 1st half year of 2007,the Compan
13、ys net profit were respectively RMB 14,140,000 and RMB 11,658,000 as calculated under CAS and IAS,the differences between them were as follows:(Unit:RMB000)As per IAS 11,658 1.Withdrawal of employee termination indemnity 6,890 2.Adjust deferred income tax-4,433 3.Adjustment of stock market price 25
14、As per Enterprise Accounting System 14,140 At the end of report period,the Companys net asset were respectively RMB 290,537,000 and RMB 292,715,000 as calculated under CAS and IAS,the differences between them were as follows:(Unit:RMB000)As per IAS 292,715 1.Capitalization of intereset of land use r
15、ights-578 2.Adjustment on balance of equity investment-762 3.Adjustment on other account payable-1,067 4.Reserve for minority shareholders equity 204 5.Losses of devaluation of goodwill 26 As per Enterprise Accounting System 290,537 Items Unit At the end of this report period At the period-end of la
16、st year Increase/decrease at the end of this report period compared with the year-begin(%)Total assets RMB000 475,360 470,418 1.05 Shareholders equity(excluding minority interest)RMB000 292,715 281,057 4.15 Net assets per share RMB/share 1.609 1.545 4.14 Items Unit In this report period(Jan.to Jun.)
17、The same period of last year Increase/decrease in this report period compared with the same period of last year(%)Net profit RMB000 11,658 6,760 72.46 Earnings per share RMB/share 0.064 0.037 72.97 Return on equity(%)3.98 2.72 1.26 Net cash flow arising from operating activities RMB000 511-2,172 123
18、.53 Net cash flow arising from per share operating activities RMB/share 0.003-0.012 125.00 5 CHAPTER II.CHANGES IN SHARE CAPITAL AND PARTICULARS ABOUT SHARES HELD BY MAIN SHAREHOLDERS I.Particular about changes on shares of the Company Chart of changes on shares of the Company(Ended June 30,2007,amo
19、unt unit:share)Before the change Increase/decrease this time(+,-)After the change Amount Proportion(%)New shares offering Bonus share Capitalization of Public reserve Other Sub-total Amount Proportion(%)I.Restricted shares 1.State-owned shares-2.State-owned legal persons shares 46,914,843 25.79 46,9
20、14,843 25.79 3.Other domestic shares 53,753,945 29.55-10,598 53,743,347 29.54 Including:Domestic non-state-owned legal persons shares 53,743,347 29.54 53,743,347 29.54 Domestic natural persons shares 10,598 0.01-10,598 4.Foreign shares Including:Foreign legal persons shares Foreign natural persons s
21、hares Total restricted shares 100,668,788 55.34-10,598 100,658,190 55.33 II.Unrestricted shares 1.RMB Ordinary shares 55,118,300 30.30 10,598 55,128,898 30.30 2.Domestically listed foreign shares 26,136,000 14.37 26,136,000 14.37 3.Overseas listed foreign shares 4.Others Total unrestricted shares 81
22、,254,300 44.66 10,598 81,264,898 44.67.Total shares 181,923,088 100.00 181,923,088 100.00 Note:1 The last chairman of supervisory committee of the Company Ms.Zuo Heping was retired,10,598 RMB ordinary shares held by her has met the conditions of releasing restrictions for trade,and relevant procedur
23、e has accomplished.2 On August 8,2007,Shenzhen Agricultural Products Co.,Ltd.(Hereafter with the name of“Agricultural Products”)and Shenzhen Investment Holdings Co.,Ltd(Hereafter with the name of“Investment Holdings”)have separately company limited to sell the condition stock 9,096,154 Renminbi comm
24、on share stock to obtain the going on the market circulation power,other will sell the condition stock limitedly separately and on July 27,2009 obtains the going on the market circulation power in July 27(For details,please refer to notifications of the board of directors of the Company published on
25、 Securities Times,Hong Kong Wen Wei Po and Juchao Website on July 8,2007).6 II.Amount of shareholders of the Company totaled 17,518 in the end of report period,including 12,672 A shares and 4,846 B shares.III.Ended Jun.30,2007,partivculars about shares held by top ten shareholders and top ten shareh
26、olders with unrestricted conditions Unit:Share Total of shareholders(share)17,518 Particulars about shares held by the top ten shareholders Full Name of shareholder Nature of shareholders Proportion(%)Total amount of shares held(Share)Amount of non-circulating shares held(share)Amount of shares pled
27、ged or frozen(share)SHENZHEN AGRICULATURAL PRODUCTS CO.,LTD.Domestic non-state-owned legal person 29.54 53,743,347 53,743,347 0 SHENZHEN INVESMENT HOLDING CORPORATION State-owned legal person 25.79 46,914,843 46,914,843 0 Beijing Capital Investment Co.,Ltd.Others 1.34 2,440,696 0 Unknown XU LIANG MI
28、NG Domestic natural person 0.64 1,166,016 0 Unknown SONG GANG Domestic natural person 0.48 871,592 0 Unknown HANG SENG CONSUMER SECTOR FLEXIPOWER FUND Foreign legal person 0.38 683,711 0 Unknown CHEN YONG QUAN Domestic natural person 0.36 659,372 0 Unknown GUOTAI JUNAN SECURIES HONG KONG LIMITED For
29、eign legal person 0.36 654,660 0 Unknown CAO JUN MEI Domestic natural person 0.35 640,797 0 Unknown WU QU XIAO Domestic natural person 0.32 578,400 0 Unknown Particulars about the shares held by the top ten unrestricted shareholders Full Name of shareholder Amount of unrestricted shares held(Share)T
30、ype of shares Beijing Capital Investment Co.,Ltd.2,440,696 RMB common share XU LIANG MING 1,166,016 RMB common share SONG GANG 871,592 RMB common share HANG SENG CONSUMER SECTOR FLEXIPOWER FUND 683,711 Domestically listed foreign share CHEN YONG QUAN 659,372 Domestically listed foreign share GUOTAI
31、JUNAN SECURIES HONG KONG LIMITED 654,660 Domestically listed foreign share CAO JUN MEI 640,797 RMB common share WU QU XIAO 578,400 RMB common share WU HONG LIAN 494,000 RMB common share HUNAN SANYI BUS CO.,LTD.491,462 RMB common share Explanation on associated relationship or accordant action among
32、the top ten shareholders of circulation share 1.Shenzhen GZW released Decision on establishing Shenzhen Investment Holdings Co.,Ltd.(SGZW 2004 No.223 Document):according to the general arrangement of Shenzhen municipal committee and government on state-owned assets management system adjustment,made
33、decision of merging Shenzhen Investment Holdings Corporation,Shenzhen Construction Investment Holdings Company and Shenzhen Commodity&Trade Investment Holdings Company,and establishing Shenzhen Investment Holdings Co.,Ltd.Shenzhen Investment Holdings Co.,Ltd.belongs to state-owned sole company limit
34、ed.On July 24,2006,the relevant procedure was transferred.(for details,please refer to the public notice of the Company published in Securities Times and Hong Kong Wen Wei Po and Juchao Website dated July 24,2006).2.Shenzhen Investment Holdings Co.,Ltd held 8,565,446 shares of Shenzhen Agricultural
35、Products Co.,Ltd(“Agricultural Products”),taking 2.21%of total share capital of Agricultural Products.The Company is not aware whether there exists associated relationship or belongs to accordant actionist regulated by the Management Regulation of Information Disclosure on Change of Shareholding for
36、 Listed Companies among the aforesaid listed other shareholders or not.Name of shareholders Dating to hold shares Explanation on Strategy investor or ordinary legal person participating allotment of new shares and dating to hold them.Naught Naught-7 IV.Particulars about the controlling shareholder I
37、n the report period,the controlling shareholder of the Company remained unchanged.CHAPTER.PARTICULARS ABOUT DIRECTORS,SUPERVISORS AND SENIOR EXECUTIVES I.Particulars about the shares held by directors,supervisors,and senior executives In the report period,the shares of the Company held by directors,
38、supervisors,and senior executives haven t any changes,they all haven t held any shares of the Company.II.In the report period,the personnel changes of directors,supervisors,and senior executives In the report period,the directors,supervisors,and senior executives of the Company haven t had any chang
39、es.CHAPTER.REPORT OF BOARD OF DIRECTORS I.The operation of the Company in the report period(I)Analysis on operation results and financial status 1.In the report period,the Company realized net profit amounting to RMB 14,140.53 thousand,increased 114.51%year-on-year;operating revenue amounting to RMB
40、 98,033.56 thousand,increased 92.45%year-on-year;operating profit amounting to RMB 13,666.32 thousand,increased 36.66%year-on-year.Mainly resulted from confirming the sales revenue of Shenbao department,otherwise,the Company finished further technical reconstruction of production equipment of soft p
41、acking beverage and spice,through tightening internal control,strengthening management etc.to reduce production cost,which made the sales revenue of soft packing beverage and spice of the Company increased year-on-year;after optimized the operational management mode of traditional industry,the Compa
42、ny separated the spice and beverage product,which made the financial index of traditional product much clearer.2.Due to the capital increase work of the Company for Shenbao Huacheng has been completed in the report period,the 2nd phase engineering of Shenbao Huacheng and reorganization of Chaoyang f
43、actory will be carried through in the first half year,which i nfluenced its normal production in the first half year,the demand exceeds supply superadded the increasing price of raw supplementary material and energy sources which resulted in the increase in production cost of Shenbao Huacheng,so its
44、 profit-earning level couldn t increase along with the sales revenue.But the installment of principal part equipment of 2nd phase engineering of Shenbao Huacheng Shenzhen Factory has also been completed,the whole engineering is in ending phase,after the reorganization completed,the annual production
45、 capability of instant tea powder of Shenzhen Factory will expand from 700 tons to 1,200 tons.Otherwise,related water-saving,electric-saving,and energy-saving technical innovation engineering will be carried on in succession in the condition of not influencing normal production after the 2nd phase e
46、ngineering completed,it s estimated that the 2nd phase of Shenzhen 8 factory engineering will be totally completed by September.Partial engineering of 2nd phase of Chaoyang filiale that don t influence production has already been installed and finished construction and put into use in the report per
47、iod,installation of the rest equipments will be started in October and estimated to be finished in December.At that time,the annual production capability of instant tea powder in Chaoyang factory will expand from 250 ton s to 500 ton s.After the 2nd phase of Chaoyang factory finished,the whole annua
48、l production capability of Shenbao Huacheng will expand to 1700 ton instant tea powder.The increase in output will greatly improve the problem on deficient supply of Shenbao Huacheng,reduce productive cost,enhance gross profit ratio of the product.(II)Main business scope and operation status 1.The m
49、ain business scope of the Company is:producing canned food,beverage,native product;domestic commerce,supply and selling of materials;import and export business;development and operation of real estate.The main business of the Company belong to foods and beverages industry,in the report period,the Co
50、mpany realized turnover and gross profit amounting to RMB 93,515 thousand and RMB 17,739 thousand respectively.2.Main business composition classified according to industry or product:Unit:RMB 000 Classified according to industries or products Operating revenue Operating cost Gross profit ratio(%)Inc
