CSG HOLDING CO., LTD.
THE FIRST QUARTER REPORT 2013
Chairman of the Board:
ZENG NAN
April 2013
CSG HOLDING CO., LTD. THE FIRST QUARTER REPORT 2013
Section I Important Notice
Board of Directors and the Supervisory Committee of CSG Holding Co., Ltd. (hereinafter referred
to as the Company) and its directors, supervisors and senior executives hereby confirm that there
are no any fictitious statements, misleading statements, or important omissions carried in this report,
and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of
the whole contents.
Mr. Zeng Nan, Chairman of the Board & CEO of the Company, CFO Mr. Luo Youming and
principle of the financial department Mr. Huang Yanbing confirm that the Financial Report enclosed
in the First Quarter Report 2013 is true and complete.
Except for the following directors, others are present the meeting of the Board for deliberating the
First Quarter Report of the Company in person.
Name of director absent Position Reason for absence Name of authorized director
Li Jingqi Director Due to business trip Chen Chao
Guo Yongchun Director Due to business trip Yan Ganggang
This report is prepared both in Chinese and English. Should there be any inconsistency between the
Chinese and English versions, the Chinese version shall prevail.
CSG HOLDING CO., LTD. THE FIRST QUARTER REPORT 2013
Section II Main accounting data and Changes in Shareholders
I. Main accounting data
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
The 1st quarter of 2013 The 1st quarter of 2012 Percentage of change(%)
Operating income (RMB) 1,456,792,882 1,523,060,818 -4.35%
Net profit attributable to shareholders of
107,660,977 121,231,046 -11.19%
the listed company(RMB)
Net profit attributable to shareholders of
the listed company after deducting 90,472,570 10,646,189 749.81%
non-recurring gains and losses(RMB)
Net cash flow arising from operating
289,618,073 257,286,802 12.57%
activities(RMB)
Basic earnings per share (RMB/Share) 0.05 0.06 -16.67%
Diluted earnings per share (RMB/Share) 0.05 0.06 -16.67%
The weighted average return on net
1.57% 1.74% -0.17%
assets(%)
The 1st quarter of 2013 31 December 2012 Percentage of change(%)
Total assets (RMB) 14,763,484,435 14,335,809,746 2.98%
Net assets attributable to shareholder of
6,915,907,395 6,816,210,753 1.46%
listed company(RMB)
Items and amounts of extraordinary profit (gains)/loss
√Applicable □ Not applicable
Unit: RMB
Amount from year-beginning to the
Item Note
end of the report period
Gains/losses from the disposal of non-current asset (including the
2,625,685
write-off that accrued for impairment of assets)
Governmental subsidy reckoned into current gains/losses (not including
the subsidy enjoyed in quota or ration according to national standards, 19,115,103
which are closely relevant to enterprise’s business)
Other non-operating income and expenditure except for the
1,794,284
aforementioned items
CSG HOLDING CO., LTD. THE FIRST QUARTER REPORT 2013
Impact on income tax 5,071,407
Impact on minority shareholders’ equity (post-tax) 1,275,258
Total 17,188,407 --
II. Total shareholders at the end of the report period and particulars about the top ten
shareholders
Unit: Share
Total shareholders at the end of the
234,781
report period
Particulars about the top ten shareholders
Amount of Number of share
Proportion of
Nature of pledged/frozen
Full name of Shareholders shares held Total shares held restricted
shareholder
(%)
shares held Share status Amount
China Northern Industries State-owned legal
3.62% 75,167,934
Corporation person
Domestic non
Xin Tong Chan Industrial
state-owned legal 3.26% 67,740,000
Development (Shenzhen) Co., Ltd.
person
Domestic non
Shenzhen International Holdings
state-owned legal 3.15% 65,430,000
(Shenzhen) Co., Ltd.
person
Domestic non
BOC-DaCheng Blue-chip Stable
state-owned legal 0.99% 20,629,516
Security Investment Fund
person
Domestic non
PICC-dividend-individual issuance state-owned legal 0.86% 17,944,560
person
Domestic non
BOC-E-fund Shenzhen Index 100
state-owned legal 0.76% 15,700,035
ETF
person
BBH A/C VANGUARD EMERGING Overseas legal
0.73% 15,240,463
MARKETS STOCK INDEX FUND person
Domestic non
ICBC—Rongtong Shenzhen Index
state-owned legal 0.61% 12,761,487
100 Security Investment Fund
person
Domestic non
CMBC-Yinhua 100 Grading Security
state-owned legal 0.59% 12,281,861
Investment Fund
person
CSG HOLDING CO., LTD. THE FIRST QUARTER REPORT 2013
Domestic non
PICC-traditional-ordinary issuance
state-owned legal 0.56% 11,600,385
products
person
Particular about the top ten shareholders with un-restrict shares held
Type of shares
Full name of Shareholders Amount of un-restrict shares held
Type Amount
China Northern Industries Corporation 75,167,934 RMB ordinary shares 75,167,934
Xin Tong Chan Industrial Development
67,740,000 RMB ordinary shares 67,740,000
(Shenzhen) Co., Ltd.
Shenzhen International Holdings (Shenzhen) Co.,
65,430,000 RMB ordinary shares 65,430,000
Ltd.
BOC-DaCheng Blue-chip Stable Security
20,629,516 RMB ordinary shares 20,629,516
Investment Fund
PICC-dividend-individual issuance 17,944,560 RMB ordinary shares 17,944,560
BOC-E-fund Shenzhen Index 100 ETF 15,700,035 RMB ordinary shares 15,700,035
BBH A/C VANGUARD EMERGING Domestic-listed
15,240,463 15,240,463
MARKETS STOCK INDEX FUND Foreign Share
ICBC—Rongtong Shenzhen Index 100 Security
12,761,487 RMB ordinary shares 12,761,487
Investment Fund
CMBC-Yinhua 100 Grading Security Investment
12,281,861 RMB ordinary shares 12,281,861
Fund
PICC-traditional-ordinary issuance products 11,600,385 RMB ordinary shares 11,600,385
Among shareholders as listed above, Shenzhen International Holdings
(Shenzhen) Co., Ltd. and Xin Tong Chan Development (Shenzhen) Co., Ltd. are
holding enterprises and belong to controlling enterprise of Shenzhen
Explanation on associated relationship among the
International Holdings Co., Ltd. Except for this, It is unknown whether other
aforesaid shareholders
shareholders belong to related party or have associated relationship regulated by
the Management Regulation of Information Disclosure on Change of
Shareholding for Listed Companies.
CSG HOLDING CO., LTD. THE FIRST QUARTER REPORT 2013
Section III Important Events
I. Particulars and explanations about significant changes in main accounting statement and
financial indexes
Unit: RMB’0,000
Note 31 March 2013 31 December 2012 Amount of Percentage
change of change
Cash at bank and on hand (1) 63,186 47,442 15,744 33%
Inventories (2) 48,725 36,729 11,996 33%
Construction in progress (3) 261,787 193,473 68,314 35%
Development expenditure (4) 706 361 345 96%
Other non-current assets (5) 1,211 5,186 (3,975) (77%)
Short-term borrowings (6) 243,014 168,805 74,209 44%
Interest payable (7) 7,206 3,509 3,697 105%
Other payables (8) 26,447 16,597 9,850 59%
Current portion of non-current (9) 10,032 48,169 (38,137) (79%)
liabilities
Note Jan.-Mar.2013 Jan.-Mar.2012 Amount of Percentage
change of change
Cost of sales (10) 105,072 123,089 (18,017) (15%)
Taxes and surcharges (11) 1,090 802 288 36%
Selling and distribution expenses (12) 5,838 4,657 1,181 25%
Investment income (13) - 6,225 (6,225) (100%)
Non-operating income (14) 3,064 5,910 (2,846) (48%)
Income tax expenses (15) 4,480 2,765 1,715 62%
Note:
1. The increase of cash at bank and on hand was mainly due to the increase of bank deposit.
2. The increase of inventories was mainly due to the increase of raw materials and finished goods for part of the
Group’s subsidiaries stocked up for their follow-up orders.
3. The increase of construction in progress was mainly due to the Group’s investment in the construction of the
project items, as well as the subsidiary company, Dongguan CSG Solar Glass Co., Ltd. transformed its phase I
and II production lines, transferring fixed assets into construction in progress.
4. The increase of development expenditure was mainly due to the increase of R & D expenditure accordance with
the \"development expenditure\" accounting.
CSG HOLDING CO., LTD. THE FIRST QUARTER REPORT 2013
5. The decrease of other non-current assets was mainly because the procedures of the Group's acquisition of shares
of external company were completed during the report period, and payment on account for equity acquisition
was transferred from other non-current assets account.
6. The increase of short-term borrowings was mainly because the Group issued short-term financing bonds during
the report period.
7. The increase of interest payable was mainly because the provision of bond interest payable has not been paid by
the Group during the report period.
8. The increase of other payables was mainly attributable to the increase of payable for land transfer and collecting
of tender deposit of the subsidiaries.
9. The decrease of current portion of non-current liabilities was mainly because the subsidiaries of the Group
returned the long-term loan which would expire within one year.
10. The decrease of cost of sales was mainly due to the decrease of income and the decrease of unit production cost
of main products of the Group.
11. The increase of taxes and surcharges was mainly because the increase of value-added tax resulted from the raise
of sales gross margin which led to the increase of the city maintenance and construction tax and education
surcharge.
12. The increase of selling and distribution expenses was mainly due to the increase of the sales volume of
architectural glass industry of the Group during the report period.
13. The decrease of investment income was because investment income was generated by the Group selling the
shares of Guangzhou CSG in the same period last year, but there was no such transaction during the report
period.
14. The decrease of non-operating income was mainly because the governmental subsidy received by the
subsidiaries of the Group was less than that of the same period last year.
15. The increase of income tax expenses was mainly due to the increase of pre-tax profits of part of the Group’s
subsidiaries during the report period.
II. Analysis of progress and impact of important events and the solutions
1.Significant lawsuits and arbitrations of the Company
In May 2011, Guangzhou Bodi Enterprise Management co., LTD. (hereinafter referred to as \"Guangzhou Bodi\") and
Diyao Development co., LTD. (hereinafter referred to as the \"Diyao Development\") bought 100% Guangzhou CSG
equity with RMB 403 million. In July 2011, Guangzhou Bodi and the Diyao Development failed to timely pay the
equity transfer Phase Ⅱ. The parties, with an agreement, promised that Guangzhou Bodi and the Diyao Development
pay liquidated damages of about RMB 11.82 million. However, since April 2012, Guangzhou Bodi and the Diyao
Development have refused to pay the balance of the equity transfer, liquidated damages and supervision fees, legal fees
and the corresponding interest about RMB29 million in total. CSG Holding co., LTD. filed a lawsuit, recorded by
Shenzhen Nanshan District People's Court (hereinafter referred to as Shen Nan Court Civil 2nd Chu No. 1035), whose
trial date has not been determined currently.
In December 2012, Guangzhou Bodi and Diyao Development litigated to Guangdong High People's Court to charge the
CSG’s payment of RMB 378 million for liquidated damages (hereinafter referred to as the Yue High People Civil 4th
Chu No. 5) with the excuse of CSG not preparing well to hand over the target enterprise as agreed. It is the same fact
that CSG Holding co., LTD. filed the lawsuit to Shenzhen Nanshan District People's Court, and the later has already
accepted this lawsuit. The case is undergoing its trial stage, whose trial date has not yet been set.
CSG’s independent third party lawyer states that
