SHENZHEN CHIWAN PETROLEUM SUPPLY BASE CO., LTD. ANNUAL REPORT FOR YEAR 201 3 April 2014 PART Ⅰ Important Notice The Board of Directors, the Board of Supervisors, directors, supervisors and senior management guarantee that there are no omissions, misstatement or misleading information in this report. They are responsible, individually and jointly, for the authenticity, accuracy and integrity of the information herein. Except the following directors, other directors attend the Board Meeting. Absent Director Post of the Absent Director Reason Authorized Person Mr. Fan Zhao Ping Director Business Arrangement Mr. Liu Wei Mr. He Li Ming Independent Director Business Arrangement Mr. Chen Wen Jie The Company plans no cash dividend, bonus shares and not to the reserve fund. Mr. Tian Junyan, Chairman of the Board, Mrs. Yu Zhongxia, Deputy General Manager &Financial Controller, and Mrs. Sun Yuhui, Financial Manager, guarantee the authenticity and integrity of the financial result in this report. This report is prepared in both Chinese and English languages, when ambiguity occurs in the two versions, the Chinese version shall prevail. 2 Contents PART ⅠⅠⅠ. Important Notice 2 PART ⅡⅡⅡ. Corporate Information 5 PART ⅢⅢⅢ. Accounting Data and Financial Indicators 7 PART ⅣⅣⅣ. The Report of Board of Directors 9 PART ⅤⅤⅤ. Significant Events 24 PART ⅥⅥⅥ. Changes in Capital Stock and Shareholders 30 PART ⅦⅦⅦ. Directors, Supervisors, Senior Management and Staff 34 PART ⅧⅧⅧ. Corporate Governance 41 PART IX. Internal Control 46 PART X. Financial Report 48 PART ⅪⅪⅪ. Documents Available for Verification 48 3 Definition Terms to be defined Refers to Definition The Company, Chiwan Base Refers to Shenzhen Chiwan Petroleum Supply Base Co., Ltd. Nanshan Group Refers to China Nanshan Development (Group) Incorporation Blogis Holding Refers to Blogis Holding Co., Ltd. Shanghai Baowan Refers to Shanghai Baowan International Logistic Co., Ltd. Guangzhou Baowan Refers to Guangzhou Baowan Logistic Co., Ltd. Kunshan Baowan Refers to Kunshan Baowan International Logistic Co., Ltd. Tianjin Baowan Refers to Tianjin Baowan International Logistic Co., Ltd. Langfang Baowan Refers to Langfang Baowan International Logistic Co., Ltd. Chengdu Xindu Baowan Refers to Chengdu Xindu Baowan International Logistic Co., Ltd. Chengdu Longquan Baowan Refers to Chengdu Longquan Baowan International Logistic Co., Ltd. Nanjing Baowan Refers to Nanjing Baowan International Logistic Co., Ltd. Tianjin Bingang Baowan Refers to Tianjin Bingang Baowan International Logistic Co., Ltd. Nantong Baowan Refers to Nantong Baowan International Logistic Co., Ltd. Wuhan Baowan Refers to Baowan Logistic （Wuhan ）Co., Ltd. Yangluo Baowan Refers to Baowan Logistic （Wuhan ）Yangluo Co., Ltd. Shenzhen Baowan Refers to Shenzhen Baowan International Logistic Co., Ltd. Shanghai Mingjiang Refers to Mingjiang (Shanghai) International Logistic Co., Ltd. Shenyang Baowan Refers to Shenyang Baowan International Logistic Co., Ltd. Tianjin Qingwu Baowan Refers to Tianjin Qingwu Baowan International Logistic Co., Ltd. CSE/Sembawang Refers to Shenzhen Chiwan Sembawang Engineering Co., Ltd Shenzhen Chiwan Offshore Petroleum Equipment Repair & CPEC Refers to Manufacture Co., Ltd. (CPEC) China Development Finance Refers to China Development Finance Company Limited Important Risk Notice Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn are the media designated for disclosing our information. All the Company’s information is subject to the information disclosed in the aforesaid media as designated. The description of the future development in this report does not constitute a commitment for investors. Investors are requested to pay attention to the risks involved in your investment. 4 PART Ⅱ Corporate Information I. Company Profile Stock Abbreviation Chiwan Base-B Stock Code 200053 Stock Exchange Shenzhen Stock Exchange Company’s Name in Chinese 深圳赤湾石油基地股份有限公司 Company’s Short Name in Chinese 深基地 B Company’s Name in English Shenzhen Chiwan Petroleum Supply Base Co., Ltd. Company’s Short Name in English Chiwan Base Legal Representative Tian Junyan Registered Address Chiwan, Shenzhen Post Code 518068 Office Address 14/F, Chiwan Petroleum Building, Shenzhen Post Code 518068 Website www.chiwanbase.com E-mail [email protected] II. Contact Person and Method Board Secretary Securities Representative Name Song Tao Li Zizheng Address 14/F, Chiwan Petroleum Building, Shenzhen, PRC 14/F, Chiwan Petroleum Building, Shenzhen, PRC Telephone 0755-26694211 0755-26694211 Fax 0755-26694227 0755-26694227 Email [email protected] [email protected] III. Information Disclosure Designated Newspapers for Information Disclosure Securities Times, Hong Kong Commercial Daily Website for Information Disclosure www.cninfo.com.cn Place Of Regular Reports Prepared For Inquiry 14/F, Chiwan Petroleum Building, Shenzhen, PRC 5 Ⅳ.Changes in Registration Registered Number of Taxation Organization Date of Registration Address Business License Registration Number Code Chiwan, Qi Gu Yue Shen Initial February 10, 1984 Shekou, Zong Zi No. 440300618833899 61883389-9 Registration Shenzhen 101031 Registration at the Chiwan, end of the report December 31, 2013 Shekou, 440301501124066 440300618833899 61883389-9 period Shenzhen Change of Main Business since N/A Listed Change of Controlling N/A Shareholder ⅤⅤⅤ. Other Information Appointed Certified Public Accountants Name of the CPAs Deloitte Touche Tohmatsu Certified Public Accountants LLP Office Address 30F, Waitan Center, No. 222 Yan’an Road East, Shanghai Names of the Certified Public Li Weihua, Fang Shaofan Accountants as the signatories The sponsor performing persistent supervision duties engaged by the Company in the reporting period □Applicable √ Inapplicable The financial advisor performing persistent supervision duties engaged by the Company in the reporting period □Applicable √ Inapplicable 6 PART Ⅲ. Accounting Data and Financial Indicators I. Major Accounting Data and Financial Indicators Retroactive Adjustment □ Yes √ No Unit: RMB Percentage Change Y2013 Y2012 Y2011 (%) Operating Revenue 691,832,626.47 578,591,906.37 19.57% 461,923,472.76 Net Profit Attributed to Shareholders of Listed 207,564,394.21 162,182,965.40 27.98% 129,274,351.74 Company Net Profit Net of Non-recurring Gain and Loss 203,689,503.81 159,080,420.14 28.04% 125,777,485.70 Attributed to Listed Company Net Cash Flows from 435,461,050.15 327,679,121.29 32.89% 267,653,960.54 Operating Activities Basic Earnings per Share 0.9 0.7 28.57% 0.56 (RMB/Share) Diluted Earnings per Share N/A N/A N/A N/A (RMB/Share) Weighted Return on Equity 15.07% 13.23% +1.84% 11.77% （%） Percentage Change December 31, December 31, 2013 December 31, 2012 (%) 2011 Total Assets 4,501,064,624.96 4,479,086,519.77 0.49% 3,647,993,280.18 Owner’s Equity Attributed to Shareholders of Listed 1,472,986,548.28 1,287,559,503.34 14.4% 1,160,341,793.12 Company II. Items of Non-recurring Gains & Losses Unit: RMB Item Amount in 2013 Amount in 2012 Amount in 2011 Disposal of non-current assets, including the part offset with the provision for impairment of 223,146.43 26,800.93 546,451.05 assets Government grants recognized in current year’s profit or loss (except for the fixed or quantitative government grants closely related 4,694,608.73 4,305,837.99 3,341,765.88 to the enterprise businesses according to the national unified standard) Other non-operating revenue and expenditure 265,188.43 673,808.75 185,416.76 excluding the above-mentioned items Influence on income tax 1,295,735.90 1,251,611.92 504,632.58 Amount affected by minority equity (after tax) 12,317.29 652,290.49 72,135.07 Total 3,874,890.40 3,102,545.26 3,496,866.04 For the Company‘s non-recurring gain/loss items as defined in the Explanatory Announcement No. 1 on 7 Information Disclosure for Companies Offering their Securities to the Public – Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering their Securities to the Public – Non-recurring Gains and Losses which have been defined as recurring gains and losses, it is necessary to explain the reason. □ Applicable √ Inapplicable 8 PART Ⅳ. Report of the Board of Directors I. Overview During the report period, the Board of Directors and the management team of the company implemented its developing strategy and adhere to steady management idea, risk of control, detailed management. In terms of new project development, deep-water oil logistics business, logistics parks operation, financing, personnel training, construction management, auditing, internal control, security control and so on, the company has obtained outstanding achievement with clear ideas and sound measures. In 2013 the company has achieved revenue at RMB 692 million, an increase of 19.6% compared with 2012 fiscal year; net profit at RMB224 million, an increase of 27.8% compared with 2012 fiscal year. The increase of operating income and net profit was mainly due to: 1,Oil logistics business performs in good condition, while leasing costs, labor costs rose rapidly. The company shows outstanding cost control ability, maintaining stable profitability. 2, Baowan business performs well. Shanghai Mingjiang Baowan, Langfang Baowan and second phase Chengdu Longquan Baowan, put into operation in 2012, have achieved growth in revenue and profit in 2013. Meanwhile, warehouse rental prices maintain steady growth. 3, Investment income grows up from CSE and CPEC. Ⅱ. Analysis of Main Business