China Merchants Property Development Co., Ltd. Summary of Semi-Annual Report 2006 Stock Code: 000024,200024 Stock ID: G China Merchants, China Merchants B Announcement No. [CMPD]2006-023 China Merchants Property Development Co., Ltd. Summary of Semi-Annual Report 2006 §1 Important Declaration 1.1 The Board of Directors and the directors of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. This summary is abstracted from the completed text of the Interim Report, which can be found at www.cninfo.com.cn , for details of the report please go to the complete text. 1.2 None of the directors, supervisors, or senior managements is not able to guarantee or disagree with the accuracy, authentic and completeness. 1.3 All directors presented the board meeting. 1.4 The financial statements carried in this report are not audited. 1.5 Mr. Sun Chengming - the legal representative, Mr. Huang Peikun – the chief financial officer, and Ms. Xu Yixia – the manager of accounting department declare: the financial reports carried in this report is secured for its truthfulness and completeness. 1 China Merchants Property Development Co., Ltd. Summary of Semi-Annual Report 2006 §2 Company Profile 2.1 Company Profile Stock ID G China Merchants, China Merchants B Stock Code 000024、 200024 Stock Exchange Shenzhen Stock Exchange, Singapore Stock Exchange Secretary of the Board Representative of Stock Affairs Name Chen Yu Liu Ning 9/F, New Times Plaza, Shekou Industrial Zone, 9/F, New Times Plaza, Shekou Industrial Zone, Address Nanshan District, Shenzhen Nanshan District, Shenzhen Tel. 518067 518067 Fax. （0755）26819600 （0755）26819680 Email. [email protected] [email protected] 2.2 Financial Highlights 2.2.1 Financial Hightlights In RMB Yuan Increase/decrease Ended this report term Ended previous year (%) Current Assets 7,537,558,887.00 6,082,116,577.00 23.93% Current Liabilities 5.027,081,661.00 3,438,736,927.00 46.19% Gross Assets 10,915,518,670.00 8,936,565,336.00 22.14% Shareholders’ Equity (Exclude Minority Shareholders’ 3,908,030,843.00 3,775,757,154.00 3.50% Equity) Net asset per share 6.315 6.102 3.49% Net asset per share, adjusted 6.305 6.093 3.48% Same period last Increase/decrease Report term (Jan-Jun) year (%) Net profit 138,865,458.00 231,286,386.00 -39.96% Net profit deducted non-recurring gain/loss 136,280,825.00 229,744,227.00 -40.68% Earnings per share 0.224 0.374 -40.11% Net return on equity (Weighted) 3.61% 6.54% 2.93% less Cash flow generated by business operation, net -393,369,698.00 114.80% 58,220,893.00 2.2.2. Non-recurring gain and loss items √ applicable □ not applicable In RMB Yuan Non-recurring gain and loss items Amount Non-business gain/loss, net 2,106,336.00 Written back of asset impairment provision 744,582.00 Impact of income tax and minor shareholders’ gains/losses -266,285.00 Total 2,584,633 2.2.3 Diversity between the Domestic and the International Accounting Standards √ applicable □ not applicable In RMB Yuan Domestic Accounting Standard International Accounting Standard Net profit 138,865,458.00 162,549,747.00 Statement about the Mainly caused by deferent accounting polices on recognition of future foreign currency earnings, subsidy diversity income and difference of equity investment. 2 China Merchants Property Development Co., Ltd. Summary of Semi-Annual Report 2006 §3 Changes in Share Capital & Particulars about Shareholders 3.1. Statement of Changes in Shares √ applicable □ not applicable In shares Before the change Changed Currently (+,-) After the change Bonus Amount Proportion Others Sub-total Amount Proportion shares I. Shares with conditional 251,086,400 40.57% -40,854,022 +253,822 -40,600,200 210,486,200 34.01% subscription 1. State-owned shares - - - - - - - 2. State-owned legal person shares 188,288,100 30.43% -40,861,142 - -40,861,142 147,426,958 23.82% 3. Other domestic shares 35,600 - +7,120 +102,422 +109,542 145,142 0.02% Including: Domestic legal person shares - - - - - - - Domestic natural person shares 35,600 - +7,120 +102,422 +109,542 145,142 0.02% (Management shares) 4. Foreign shareholding 62,762,700 10.14% - +151,400 +151,400 62,914,100 10.16% Including: Foreign legal person shares 62,762,700 10.14% - - - 62,762,700 10.14% Foreign natural person shares - - - +151,400 +151,400 151,400 0.02% (Management shares) II. Shares with unconditional 367,736,272 59.43% +40,854,022 -253,822 +40,600,200 408,336,472 65.99% subscription 1. Common shares in RMB 204,270,112 33.01% +40,854,022 -102,422 +40,751,600 245,021,712 39.60% 2. Foreign shares in domestic 163,466,160 26.42% - -151,400 -151,400 163,314,760 26.39% market 3. Foreign shares in overseas - - - - - - - market 4. Others - - - - - - III. Total of capital shares 618,822,672 100% - - - 618,822,672 100% 3 China Merchants Property Development Co., Ltd. Summary of Semi-Annual Report 2006 Top 10 holders of shares with limiting conditions In shares Shares with Date of Newly added Name of the No. conditioned trading tradable Conditions holder subscription allowed shares Feb. 9th (1) The original non-negotiable shares shall not be placed in the market 30,941,133 2008 or sold within 24 months since the placing right been granted. (2) Shares placed in Shenzhen Stock Exchange in 12 months upon the above 24 months shall not exceed 5% of the total shares of the 1 CMSIZ 147,426,958 Company. The price of A-shares of the Company shall not be lower Feb. 9th 116,485,825than 120% of the arithmetical average in 30 days prior to the 2009 publishing of share reallocation announcement, namely RMB11.51 (In April 2006, the Company has implemented dividend distribution for year 2005, therefore the price was adjusted to RMB11.49.) Hong Kong The original foreign shareholder shares shall not be placed in the Panorama Nov. 1 2 62,762,700 62,762,700market or sold within 12 months since the application of converting Investment 2006 into current B shares was approved. Ltd. 3.2 Top 10 shareholders and top 10 holders of unconditional shares In shares Total of shareholders 39,789 Top 10 Shareholders Properties of Share Pledged or Name of the shareholder Total shares Conditional shares shareholder proportion % frozen China Merchants Shekou Industrial Zone State-owned 23.82% 147,426,958 147,426,958 0 Co., Ltd. Hong Kong Panorama Investment Ltd. Foreign shares 10.14% 62,762,700 62,762,700 0 China Merchants Securities Hong Kong Foreign shares 3.01% 18,636,056 0 0 Ltd. FOXTROT INTERNATIONAL Foreign shares 2.99% 18,480,000 0 0 LIMITED ORIENTURE INVESTMENT LTD Foreign shares 2.87% 17,735,430 0 0 Boshi Value Growth Securities Others 2.14% 13,260,548 0 0 Investment Foundation National Social Insurance Foundation 108 Others 1.86% 11,507,501 0 0 Portfolio National Social Insurance Foundation 102 Others 1.62% 10,014,101 0 0 Portfolio Yang Bang International Ltd. Foreign shares 1.21% 7,507,402 0 0 Yu Yang Securities Investment Foreign shares 1.13% 7,016,940 0 0 Foundation Top 10 holders of unconditional shares Name of the shareholder Unconditional shares Category of shares China Merchants Securities Hong Kong Ltd. 18,636,056Foreign shares placed in domestic exchange FOXTROT INTERNATIONAL LIMITED 18,480,000Foreign shares placed in domestic exchange ORIENTURE INVESTMENT LTD 17,735,430Foreign shares placed in domestic exchange Boshi Value Growth Securities Investment Foundation 13,260,548RMB common shares National Social Insurance Foundation 108 Portfolio 11,507,501RMB common shares National Social Insurance Foundation 102 Portfolio 10,014,101RMB common shares Yang Bang International Ltd. 7,507,402Foreign shares placed in domestic exchange Yu Yang Securities Investment Foundation 7,016,940RMB common shares National Social Insurance Foundation Portfolio 103 6,056,434RMB common shares Jing Fu Securities Investment Foundation 5,809,617RMB common shares (1) Among the shares held by China Merchants Securities (HK) Co., Ltd., there are 18,517,556 shares that were bought on behalf of Dafeng International Co., Ltd. During the period of increasing shareholding, Dafeng International Co., Ltd. committed not to reduce the shareholding amount during the period of increasing Notes to relationship or “action in concert” among the top and in 24 months after completion of share increasing. ten shareholders. (2) Dafeng International Co., Ltd., Hong Kong Panorama Investment Ltd., Foxtrot International Ltd., and Orienture Investment Ltd. are the wholly-owned subsidiaries of CMSIZ; Yangbang International Co., Ltd. is a wholly-owned subsidiary of China Merchants Holdings (International) CO., Ltd. CMSIZ is a wholly-owned subsidiary of China Merchants Group Co., Ltd.; China Merchants 4 China Merchants Property Development Co., Ltd. Summary of Semi-Annual Report 2006 Holdings (International) Co., Ltd. is a holding subsidiary of China Merchants Group Co., Ltd. (3) Boshi Value Growth Securities Investment Foundation, National Social Insurance Foundation 108 Portfolio, National Social Insurance Foundation 102 Portfolio, and Yu Yang Securities Investment Foundation were under the management of Boshi Foundation Management Co., Ltd. (4) On February 9th 2006, the share relocating reforming was launched successfully and the non-negotiable shares held by the principal shareholder – Shekou Industrial Zone had been converted into conditional current A-shares. (3) In November 2005, as approved by Document Zheng-Jian-Gong-Si-Zi [2005]108 of China Securities Regulatory Commission, titled “The approval notice to CHINA MERCHANTS PROPERTY DEVELOPMENT CO., LTD.