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China Vanke Co., Ltd. 2008 Interim Report (As at the End of 30 June 2008)

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China Vanke Co., Ltd. 2008 Interim Report (As at the End of 30 June 2008) China Vanke Co., Ltd. 2008 Interim Report (As at the end of 30 June 2008) Important Notice: The Board of Directors of the Company, the Supervisory Committee and the Directors, members of the Supervisory Committee and senior management of the Company warrant that in respect of the information contained in this report, there are no misrepresentations or misleading statements, or material omission, and individually and collectively accept full responsibility for the authenticity, accuracy and completeness of the information contained in this report. The interim report of the Company has not been audited. Vice Chairman Song Lin, Director Wang Yin and Director Jiang Wei were not able to attend the board meeting in person due to business engagements and had authorised Director Yu Liang to attend the board meeting and vote on behalf of them. Independent Director Qi Daqing and Charles Li were not able to attend the board meeting in person due to their business engagements and had authorized Independent Director David Li Ka Fai to represent them and vote on behalf of them at the board meeting. The Company’s Chairman Wang Shi, Director and President Yu Liang, and Executive Vice President and Supervisor of Finance Wang Wenjin, declare that the financial report contained in the interim report is warranted to be true and complete. Basic Corporate Information………………………………………………………………………2 Changes in Share Capital and Shareholdings of Major Shareholders………………………3 Directors, Members of the Supervisory Committee, Senior Management …………………6 Directors’Report…………………………………………………………………………………………7 Significant Events…………………………………………………………………………………..…..21 Financial and Accounting Reports (unaudited) ………………………………………………....37 1 I. Basic Corporate Information 1. Company Name (Chinese): 万科企业股份有限公司 Company Name (English): China Vanke Co., Ltd. (“Vanke”) 2. Registered address: Vanke East Coast Buildings C02, Dameisha, Yantian District Shenzhen, the People’s Republic of China Postal code: 518083 Office address: Vanke Architecture Research Centre No. 63, Meilin Road, Futian District Shenzhen, the People’s Republic of China Postal code: 518049 Website: www.vanke.com E-mail address: [email protected] 3. Legal representative: Wang Shi 4. Secretary to the Company’s Board of Directors: Shirley L. Xiao E-mail address: [email protected] Securities Affairs Representative: Liang Jie E-mail address: [email protected] Contact Address: Office address of the Company Telephone Number: 0755-25606666 Fax Number: 0755-25531696 5. Media for disclosure of information: “China Securities Journal”, “Securities Times”, “Shanghai Securities News” and an English Newspaper in Hong Kong. Website for publication of regular reports: www.cninfo.com.cn Location where the Company’s interim report is available for inspection: Office of the Company’s Board of Directors 6. Stock exchange on which the Company’s shares are listed: Shenzhen Stock Exchange Company’s share abbreviation and stock codes on the stock exchange: Vanke A 000002 Vanke B 200002 2 7. Major Financial Data and Indicators (1)Major Financial Indicators（Unit: RMB） Financial Indicators Jan-Jun 2008 Jan-Jun 2007 Change（+/-) Revenue 16,246,106,110 10,346,347,590 57.02% Results from operating activities 4,484,930,226 3,302,672,466 35.80% Profit before taxation 4,323,755,521 3,086,539,242 40.08% Profit attributable to equity shareholders 2,061,055,712 1,667,999,941 23.56% Basic EPS 0.187 0.155 20.65% Diluted EPS 0.187 0.155 20.65% Down by 3.59 Return on equity 6.87% 10.46% percentage Point Net cash used in operating activities -1,488,888,723 -2,978,922,684 50.02% Net cash used in operating activities per share -0.14 -0.45 68.89% Financial Indicators 30-Jun-08 31-Dec-07 Change（+/-) Current assets 107,807,379,361 96,475,679,238 11.75% Current Liabilities 61,552,939,828 49,279,050,805 24.91% Total assets 112,524,305,740 101,137,627,958 11.26% Equity attributable to equity shareholders of the 30,019,950,382 29,278,647,601 2.53% Company Net assets per share 2.73 2.66 2.63% Note: (i): Earnings per share and return on equity are calculated based on net profit attributable to equity shareholders of the Company after extraordinary gains/(losses). (ii): During the period under review, the Company implemented the proposal on the transfer of capital surplus reserve to share capital for the year 2007, pursuant to which six shares were transferred to shareholders for every 10 shares held. The Company’s total shares rose from 6,872,006,387 shares at the end of 2007 to 10,995,210,218 shares at the end of the period under review, representing an increase of 4,123,203,831 shares or 60 per cent, and as a result the earnings per share and net assets per share were diluted by 60 per cent accordingly. （2）Impact of IFRS Adjustments on Net Profit Profit attributable to Equity attributable to equity shareholders equity shareholders of the Item of the Company Company Jan-Jun 2008 As at 30 Jun 2008 Prepared in accordance with IFRS 2,061,055,712 30,019,950,382 Prepared in accordance with PRC Accounting Standards 2,061,055,712 30,019,950,382 Remarks on the differences N/A II. Changes in Share Capital and Shareholdings of Major Shareholders 1. Changes in the share capital of the Company (Unit: shares; as at 30 June 2008) 3 Balance, at the Changes during the Balance, at the end of the beginning of the reporting period reporting period Type of shares reporting period Transfer of Quantity Percentage capital surplus Others Quantity Percentage reserve I. Restricted shares 1. State shares and state- 165,000,000 2.40% 99,000,000 0 264,000,000 2.40% owned legal person’s shares 2. Domestic non-state-owned legal person’s shares 3. Domestic natural person’s 1,733,278 0.03% 898,663 -235,506 2,396,435 0.02% share 4. Foreign shares Total number of restricted 166,733,278 2.43% 99,898,663 -235,506 266,396,435 2.42% shares II. Non-restricted shares 1. RMB-denominated 5,883,425,941 85.61% 3,530,196,868 235,506 9,413,858,315 85.62% ordinary shares (A shares) 2. Domestic listed foreign 821,847,168 11.96% 493,108,300 0 1,314,955,468 11.96% shares (B shares) Total number of non- 6,705,273,109 97.57% 4,023,305,168 235,506 10,728,813,783 97.58% restricted shares III. Total number of shares 6,872,006,387 100.00% 4,123,203,831 0 10,995,210,218 100.00% Notes: 1. During the reporting period, the Company implemented the proposal on the transfer of capital surplus reserve to share capital for the year 2007, pursuant to which six shares were transferred to shareholders for every 10 shares held; the total number of shares of the Company thus increased accordingly; 2. During the reporting period, the restricted shares held by senior management were adjusted according to the relevant regulations of the Shenzhen branch of China Securities Depository and Clearing Corporation Limited; accordingly, the number of restricted tradable shares held by the Company’s domestic natural persons decreased, while the number of non-restricted tradable shares held by them increased. 2. The shareholdings of the Company’s top 10 shareholders and the shareholdings of the top 10 holders of the non-restricted shares (as at 30 June 2008) Total number of shareholders 1,070,587 (including 1,038,535 holders of A shares, and 32,052 holders of B shares) Shareholdings of the top 10 shareholders Name of shareholder Classification of Percentage of Number of Number of Number of 4 shareholder shareholdings shares held restricted pledged or shares held locked-up shares China Resources Co., State-owned 14.63% 1,609,094,796 264,000,000 0 Limited (“CRC”) Liu Yuansheng Others 1.22% 133,791,208 0 0 Guangfa Jufeng Stock 0 Securities Investment Fund Others 1.03% 112,759,315 0 (广发聚丰股票型证券投 资基金) TOYO Securities Asia Foreign 0 0 1.00% 110,005,757 Limited-A/C Client shareholder Naito Securities Company Foreign 0 0.70% 77,043,495 0 Limited shareholder Citigroup Global Markets Others 0.65% 71,850,806 0 0 Limited China Life Insurance Company Limited－ Others 0.65% 71,774,782 0 0 Traditional－General Insurance Products Rongtong Shenzhen Stock Exchange 100 Index Others 0.65% 71,695,657 0 0 Securities Investment Fund Guangfa Small-cap Growth Stock Securities Investment Fund (广发小 Others 0.61% 67,250,432 0 0 盘成长股票型证券投资 基金) Staff Committee of China Others 0.61% 67,168,517 0 0 Vanke Co., Ltd. Shareholdings of the top 10 shareholders of non-restricted shares Name of shareholder Number of non-restricted shares held Class of shares Ordinary RMB-denominated shares (A CRC 1,345,094,796 shares) Ordinary RMB-denominated shares (A Liu Yuansheng 133,791,208 shares) Guangfa Jufeng Stock Ordinary RMB-denominated 112,759,315 Securities Investment Fund shares (A shares) TOYO Securities Asia Domestic listed foreign shares (B 110,005,757 Limited-A/C Client. shares) Naito Securities Company Domestic listed foreign shares (B 77,043,495 Limited shares) Citigroup Global Markets Ordinary RMB-denominated 71,850,806 Limited shares (A shares) China Life Insurance Company Limited－ Ordinary RMB-denominated 71,774,782 Traditional－General shares (A shares) Insurance Products Rongtong Shenzhen Stock Ordinary RMB-denominated Exchange 100 Index 71,695,657 shares (A shares) Securities Investment Fund Guangfa Small-cap Ordinary RMB-denominated Growth Stock Securities 67,250,432 shares (A shares) Investment Fund Staff Committee of China Ordinary RMB-denominated 67,168,517 Vanke Co., Ltd.
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