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招港B:2022年第三季度报告(英文版) 下载公告
公告日期:2022-10-29

Stock Code: 001872/201872 Stock Name: CM Port Group/CM Port Group B Announcement No. 2022-086

CHINA MERCHANTS PORT GROUP CO., LTD.THE REPORT FOR THE THIRD QUARTER OF 2022

Important Notes:

1. The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors andsenior management of the Company hereby guarantee the factuality, accuracy and completeness of the contents ofthis Report, and shall be jointly and severally liable for any misrepresentations, misleading statements or materialomissions therein.

2. Wang Xiufeng, the Company’s legal representative, Tu Xiaoping, the Company’s Chief Financial Officer, andHuang Shengchao, the person-in-charge of the accounting organ hereby guarantee that the financial statementscarried in this Report are factual, accurate and complete.

3. Indicate by tick mark whether the financial statements herein have been audited by an independent auditor.

□Yes √ No

4. Securities Times, China Securities Journal, Shanghai Securities News, Ta Kung Pao (HK) andwww.cninfo.com.cn have been designated by the Company for information disclosure. And all information aboutthe Company shall be subject to what’s disclosed on the aforesaid media.This Report has been prepared in both Chinese and English. Should there be any discrepancies ormisunderstandings between the two versions, the Chinese version shall prevail.

I Key Financial Information(I) Key Accounting Data and Financial IndicatorsIndicate by tick mark whether there is any retrospectively restated datum in the table below.

□ Yes √ No

Q3 2022YoY change (%)Q1-Q3 2022YoY change (%)
Operating revenue (RMB)3,971,339,655.24-1.88%12,121,802,022.436.45%
Net profit attributable to the listed company’s shareholders771,042,670.191.89%2,752,903,994.8113.11%

China Merchants Port Group Co., Ltd. (hereinafter referred to as the “Company”) and all themembers of the Company’s Board of Directors hereby guarantee that the contents of this Reportare factual, accurate and complete and free of any misrepresentations, misleading statements ormaterial omissions.

(RMB)

(RMB)
Net profit attributable to the listed company’s shareholders before exceptional gains and losses (RMB)738,503,229.5125.56%2,659,052,475.1119.09%
Net cash generated from/used in operating activities (RMB)5,003,761,178.495.12%
Basic earnings per share (RMB/share)0.31-20.51%1.10-13.39%
Diluted earnings per share (RMB/share)0.31-20.51%1.10-13.39%
Weighted average return on equity (%)1.85%-0.11%6.72%0.34%
30 September 202231 December 2021Change (%)
Total assets (RMB)205,158,868,331.23175,984,101,168.6616.58%
Equity attributable to the listed company’s shareholders (RMB)52,718,998,235.9139,801,188,662.1332.46%

The total share capital at the end of the last trading session before the disclosure of this Report:

Total share capital at the end of the last trading session before the disclosure of this Report (share)2,499,074,661

Fully diluted earnings per share based on the latest total share capital above:

Dividend of preference shares paidNo preference shares
Fully diluted earnings per share based on the latest total share capital above (RMB/share)1.1016

(II) Exceptional Gains and Losses

Unit: RMB

ItemQ3 2022Q1-Q3 2022Note
Gain or loss on disposal of non-current assets (inclusive of impairment allowance write-offs)-1,530,213.32-3,325,158.38-
Government subsidies charged to current profit or loss (exclusive of government subsidies continually given in the Company’s ordinary36,442,045.86109,617,038.38-

course of business atfixed quotas or amountsas per the government’spolicies and standards)

course of business at fixed quotas or amounts as per the government’s policies and standards)
Capital occupation charges on non-financial enterprises that are charged to current profit or loss59,162,142.71171,864,101.66-
Gain or loss on fair-value changes in held-for-trading financial assets and liabilities & income from disposal of held-for-trading financial assets and liabilities and available-for-sale financial assets (exclusive of the effective portion of hedges that arise in the Company’s ordinary course of business)-19,540,937.35-57,567,049.93-
Reversed portions of impairment allowances for receivables which are tested individually for impairment3,794,522.98-
Non-operating income and expense other than the above7,418,406.577,626,013.38-
Less: Income tax effects12,555,869.7434,492,693.60-
Non-controlling interests effects (net of tax)36,856,134.05103,665,254.79-
Total32,539,440.6893,851,519.70--

Other items that meet the definition of exceptional gain/loss:

□ Applicable √ Not applicable

No such cases.Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the ExplanatoryAnnouncement No. 1 on Information Disclosure for Companies Offering Their Securities to thePublic—Exceptional Gain/Loss Items:

□ Applicable √ Not applicable

No such cases.The Company had no exceptional gains or losses during Q1-Q3 2022.(III) Changes in Key Financial Statement Line Items and Their Explanation

Unit: RMB

Balance sheet items

Balance sheet items30 September 202231 December 2021Change (%)Explanation of changes
Cash and bank balances23,991,867,879.4712,772,349,406.7787.84%Receipt of funds raised in a private placement of shares
Held-for-trading financial assets2,245,554,640.726,921,831,502.55-67.56%Decrease in structured deposits
Accounts receivable1,770,433,437.981,320,577,577.8134.07%Increase in revenue
Other current assets116,081,853.80339,684,297.41-65.83%Receipt of rebates of overpaid tax

Other non-currentfinancial assets

Other non-current financial assets1,192,716,309.20809,515,244.8747.34%Additional investment in Antong Holdings (Stock Code: 600179)
Taxes payable1,062,749,684.482,162,719,251.68-50.86%Payment of taxes in the current period

Other current liabilities

Other current liabilities5,160,302,775.352,158,497,775.85139.07%New short-term financing
Long-term borrowings10,659,339,964.057,144,839,870.8949.19%New long-term borrowings for supplementing the working capital
Share capital2,499,074,661.001,922,365,124.0030.00%Private placement of shares
Capital reserve34,027,942,352.0923,592,702,758.7044.23%Private placement of shares
Income statement itemsQ1-Q3 2022Q1-Q3 2021Change (%)Explanation of changes
Finance expenses1,912,572,143.421,132,591,022.1468.87%Exchange losses and adjustments associated with concession royalties liabilities
Other income139,351,673.37328,343,162.91-57.56%Receipt of government subsidies for business development in the same period of last year
Gains from changes in fair value-57,567,049.93221,721,597.68-125.96%Change to the calculation of concession royalties liabilities by TCP Participa??es S.A in the same period of last year, and the relevant inclusion in finance expenses in the current period

II Shareholder Information(I) Numbers of Ordinary Shareholders and Preferred Shareholders with Resumed VotingRights as well as Holdings of Top 10 Shareholders

Unit: share

Number of ordinary shareholders31,427 (20,357 A-shareholders, 11,070 B-shareholders)Number of preferred shareholders with resumed voting rights (if any)0
Top 10 shareholders
Name of shareholderNature of shareholderShareholding percentageTotal shares heldRestricted shares heldShares in pledge or frozen
CHINA MERCHANTS PORT INVESTMENT DEVELOPMENT COMPANY LIMITEDForeign legal person59.75%1,148,648,64800
CHINA MERCHANTS GANGTONG DEVELOPMENT (SHENZHEN) CO., LTD.State-owned legal person19.29%370,878,00000
SHENZHEN INFRASTRUCTURE INVESTMENT FUND-SHENZHEN INFRASTRUCTURE INVESTMENT FUND PARTNERSHIP (LIMITED PARTNERSHIP)Funds, wealth management products, etc.3.37%64,850,18200
CHINA-AFRICA DEVELOPMENT FUNDState-owned legal person3.33%64,102,56400
BROADFORD GLOBAL LIMITEDState-owned legal person2.88%55,314,20800
HONG KONG SECURITIES CLEARING COMPANY LTD.Foreign legal person0.29%5,670,2770Unknown
ZHU HUIDomestic natural person0.15%2,963,3030Unknown
CHINA MERCHANTS SECURITIES (HK) CO., LTD.Foreign legal person0.13%2,531,9550Unknown
MONETARY AUTHORITY OF MACAO-SELF-OWNEDForeign legal person0.11%2,172,6370Unknown

FUNDS

FUNDS
MAI SHUQINGDomestic natural person0.11%2,129,2470Unknown
Top 10 unrestricted shareholders
Name of shareholderUnrestricted ordinary shares heldShares by type
TypeShares
CHINA MERCHANTS PORT INVESTMENT DEVELOPMENT COMPANY LIMITED1,148,648,648RMB ordinary share1,148,648,648
CHINA MERCHANTS GANGTONG DEVELOPMENT (SHENZHEN) CO., LTD.370,878,000RMB ordinary share370,878,000
SHENZHEN INFRASTRUCTURE INVESTMENT FUND-SHENZHEN INFRASTRUCTURE INVESTMENT FUND PARTNERSHIP (LIMITED PARTNERSHIP)64,850,182RMB ordinary share64,850,182
CHINA-AFRICA DEVELOPMENT FUND64,102,564RMB ordinary share64,102,564
BROADFORD GLOBAL LIMITED55,314,208Domestically listed foreign share55,314,208
HONG KONG SECURITIES CLEARING COMPANY LTD.5,670,277RMB ordinary share5,670,277
ZHU HUI2,963,303RMB ordinary share2,963,303
CHINA MERCHANTS SECURITIES (HK) CO., LTD.2,531,955Domestically listed foreign share2,531,955
MONETARY AUTHORITY OF MACAO-SELF-OWNED FUNDS2,172,637RMB ordinary share2,172,637
MAI SHUQING2,129,247RMB ordinary share2,129,247
Related or acting-in-concertChina Merchants Gangtong Development (Shenzhen) Co., Ltd. is a controlled

parties among the shareholdersabove

parties among the shareholders abovesubsidiary of Broadford Global Limited, and Broadford Global Limited is the controlling shareholder of China Merchants Port Investment Development Company Limited. The Company does not know whether the other unrestricted shareholders are related parties or not.
Top 10 shareholders engaged in securities margin trading (if any)N/A

Note: China Merchants Investment Development Company Limited (CMID) (Chinese name: 招商局投资发展有限公司) wasrenamed China Merchants Port Investment Development Company Limited (CMPID) (Chinese name: 招商局港口投资发展有限公司) on 8 July 2020.Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinaryshareholders of the Company conducted any promissory repo during the Reporting Period.

□ Yes √ No

No such cases in the Reporting Period.

(II) Number of Preferred Shareholders and Shareholdings of Top 10 of Them

□ Applicable √ Not applicable

III Other Significant Events(I) Private Placement of A-shares and Subscription of Shares in Ningbo PortOn 13 July 2021, the Proposal on the Plan for Private Placement of A-shares, the Proposal on Subscription by theCompany as a Strategic Investor of Shares in a Private Placement of Ningbo Zhoushan Port Company Limited &Related-party Transaction, and other relevant proposals were approved unanimously at the 6th ExtraordinaryMeeting of the Company’s 10th Board of Directors in 2021, and the 3rd Extraordinary Meeting of the Company’s10th Supervisory Committee in 2021, respectively. As such, the Company was agreed to introduce ZhejiangProvincial Seaport Investment & Operation Group Co. Ltd. (Seaport Group) as a strategic investor by carrying outa private placement of 577,000,000 A-shares (or 30% of the Company’s total share capital before the issue) toSeaport Group to raise RMB10.917 billion. Meanwhile, the Company was agreed to subscribe for in cash, as astrategic investor, 3,646,971,029 A-shares in the 2021 private placement of Ningbo Zhoushan Port CompanyLimited (Ningbo Port). For further information, see Announcement No. 2021-053 on the Resolutions of the 6thExtraordinary Meeting of the 10th Board of Directors in 2021, Announcement No. 2021-054 on the Resolutions ofthe 3rd Extraordinary Meeting of the 10th Supervisory Committee in 2021, Announcement No. 2021-057 on

Subscription by the Company as a Strategic Investor of Shares in a Private Placement of Ningbo Zhoushan PortCompany Limited & Related-party Transaction, and other relevant announcements disclosed by the Companydated 14 July 2021.On 26 August 2021, the Company disclosed that it had received the Reply on the Private Placement of A-shares ofChina Merchants Port Group Co., Ltd. (Guo Zi Chan Quan [2021] No. 457) issued by the State-owned AssetsSupervision and Administration Commission of the State Council, which in principle consented to the plan of theCompany for a private placement of no more than 576,709,537 A-shares to Zhejiang Provincial SeaportInvestment & Operation Group Co. Ltd. (SS). For further information, see Announcement No. 2021-070 onApproval of Private Placement of A-shares by SASAC of the State Council disclosed by the Company dated 27August 2021.On 27 September 2021, the proposals in relation to the private placement of A-shares were approved at the 1stExtraordinary General Meeting of the Company in 2021. For further information, see Announcement No.2021-087 on Announcement on Resolutions of the 1st Extraordinary General Meeting of 2021 disclosed by theCompany dated 28 September 2021.On 15 October 2021, the Company received the Acceptance Form for Administrative License Application fromthe China Securities Regulatory Commission (Acceptance Number: 212745), which tells that the China SecuritiesRegulatory Commission has examined the application materials submitted by the Company for Approval ofNon-public Offering of Shares by Listed Company (A-Share Main Board of Shanghai Stock Exchange andShenzhen Stock Exchange and B Shares) and decided to accept the application for an administrative license.On 26 October 2021, the Company received the Announcement on Receiving the Notice of Feedback on theExamination of Administrative License Project (No. 212745) issued by the China Securities RegulatoryCommission (hereinafter referred to as the "Feedback"), which tells that the China Securities RegulatoryCommission has examined the application materials for an administrative license of Approval on Non-PublicOffering of Shares (A-Share Main Board of Shanghai Stock Exchange and Shenzhen Stock Exchange and BShares) by Listed Company of China Merchants Port Group Co., Ltd. submitted by the Company, and required theCompany to make written descriptions and explanations on relevant issues, and submit a written reply to the

administrative license acceptance department of the China Securities Regulatory Commission within 30 days.On 20 November 2021, the Company and relevant intermediaries carefully checked and implemented the issueslisted in the Feedback In accordance with the requirements of China Securities Regulatory Commission, andformed the Reply to the Feedback on the Application Document for the 2021 Non-Public Offering of A-Shares ofChina Merchants Port Group Co., Ltd. (hereinafter referred to as the "Reply to the Feedback") and disclosed it.For details, please refer to the Reply to the Feedback on the Application Document for the 2021 Non-PublicOffering of A-Shares of China Merchants Port Group Co., Ltd. published on the same day. The Company hassubmitted the Reply to the Feedback and other relevant materials to CSRC within two working days after itsdisclosure.On 5 July 2022, the Company received the Letter on Properly Preparing the Meeting of the Public OfferingReview Committee of the China Securities Regulatory Commission on the Private Placement of China MerchantsPort Group Co., Ltd. (hereinafter referred to as the "Letter") from the China Securities Regulatory Commission(CSRC). The Company, together with relevant intermediaries, conscientiously verified and addressed the issuesmentioned in the Letter, as required by the CSRC. Upon research, demonstration, and analysis, it replied to theissues listed. For details, see the Reply to the Letter on Properly Preparing the Meeting of the Public OfferingReview Committee of the China Securities Regulatory Commission on the Private Placement of China MerchantsPort Group Co., Ltd. and the Announcement on the Reply to the Letter on Properly Preparing the Meeting of thePublic Offering Review Committee of the China Securities Regulatory Commission on the Private Placement(Announcement No.: 2022-059) released by the Company on 14 July 2022.The Public Offering Review Committee of the CSRC, on 25 July 2022, reviewed the application for the privateplacement of A Shares submitted in 2021 by the Company. The application has been approved, according to theresult of the review meeting. For details, see the Announcement on the Approval of the Public Offering ReviewCommittee of the China Securities Regulatory Commission for the Application for the Private Placement of AShares in 2021 (Announcement No.: 2022-061) disclosed by the Company on 26 July 2022.On 1 August 2022, the Company received the Reply of China Securities Regulatory Commission on the Approvalof the Private Placement of China Merchants Port Group Co., Ltd. (ZJXK [2022] No. 1657) (hereinafter referred

to as the “Reply”). For details, see the Announcement on the Approval of the China Securities RegulatoryCommission for the Application for the Private Placement of A Shares in 2021 (Announcement No.: 2022-062)disclosed by the Company on 2 August 2022.Pursuant to the Reply, the Company issued, in a private placement, a total of 576,709,537 shares ofRMB-denominated ordinary shares (A-shares) at RMB18.50/share, raising a total of RMB10,669,126,434.50,with the net amount after deducting issuance costs being RMB10,632,533,330.40. Following the arrival of theaforesaid funds, Deloitte Touche Tohmatsu Certified Public Accountants LLP verified the funds and issued aCapital Verification Report for China Merchants Port Group Co., Ltd. (DSB (Y) Z (22) No. 00471) on 16September 2022. To regulate the management of raised funds and protect the interests of minority investors, theCompany opened up a specialized account for raised funds at the Shenzhen branch of China Merchants Bank Co.,Ltd. (hereinafter referred to as “CMB Shenzhen”). As Part A, the Company, together with CMB Shenzhen (PartyB) and sponsors China International Capital Corporation Limited (Party C) and China Merchants Securities Co.,Ltd. (Party D), signed the Quadripartite Supervision Agreement on the Funds Raised in the Private Placement of AShares of China Merchants Port Group Co., Ltd. For details, see the Report on the Offering Results of the PrivatePlacement of A Shares and the Announcement on Signing the Quadripartite Supervision Agreement on the FundsRaised (Announcement No.: 2022-077) disclosed by the Company on 23 September 2022.On 12 October 2022, the A shares issued in the 2021 private placement were officially listed. For details, see theAnnouncement on the Listing of the Privately Placed A Shares and the Summary of the Announcement on theListing of the Privately Placed A Shares (Announcement No.: 2022-084) disclosed by the Company on 10 October2022.

(II) Progress, Influence and Solutions in respect of Significant Events

1. Index to Information Disclosure

In the Reporting Period, the Company disclosed the following significant events:

Announcement No.DateTitle

2022-058

2022-0581 July 2022Announcement on 2022 Interest Payment for 2020 Public Offering of Corporate Bonds (Tranche 1) to Qualified Investors

2022-059

2022-05914 July 2022Announcement on the Reply to the Letter on Properly Preparing the Meeting of the Public Offering Review Committee of the China Securities Regulatory Commission on the Private Placement
2022-06015 July 2022Announcement on Voluntary Information Disclosure of Business Volume Data of June 2022
2022-06126 July 2022Announcement on the Approval of the Public Offering Review Committee of the China Securities Regulatory Commission for the Application for the Private Placement of A Shares in 2021

2022-062

2022-0622 August 2022Announcement on the Approval of the China Securities Regulatory Commission for the Application for the Private Placement of A Shares in 2021
2022-06313 August 2022Announcement on Voluntary Information Disclosure of Business Volume Data of July 2022
2022-06416 August 2022Reminder on Restricted Shares Issued in the Offering of Shares for Asset Acquisition and Raising the Matching Funds & the Related-party Transaction Being Allowed for Public Trading
2022-06531 August 2022Announcement on Resolutions of the 6th Meeting of the 10th Board of Directors
2022-06631 August 2022Announcement on Resolutions of the 6th Meeting of the 10th Supervisory Committee
2022-06731 August 2022Interim Report 2022 (Summary) (Chinese and English Versions)
2022-06831 August 2022Special Report of the Deposit and Use of Raised Funds for H1 2022
2022-06931 August 2022Announcement on the Confirmation of Land Use Rights at the Chiwan Port & the Related-party Transaction
2022-07031 August 2022Announcement on Voluntary Information Disclosure of the Release of 2022 Interim Results by Majority-owned Subsidiary
2022-07131 August 2022Announcement on Online Investor Meeting on 2022 Interim Results
2022-0721 September 2022Announcement on Redemption of the 2nd Issue of SCP in 2022 upon Maturity
2022-0731 September 2022Reminder on the 5th Issue of SCP in 2022
2022-0747 September 2022Announcement on Results of the 5th Issue of SCP in 2022
2022-0758 September 2022Notice of the 2nd Extraordinary General Meeting of 2022
2022-07615 September 2022Announcement on Voluntary Information Disclosure of Business Volume Data of August 2022

2022-077

2022-07723 September 2022Announcement on Signing the Quadripartite Supervision Agreement on the Funds Raised
2022-07827 September 2022Announcement on Resolutions of the 2nd Extraordinary General Meeting of 2022
2022-07927 September 2022Announcement on Redemption of the 3rd Issue of SCP in 2022 upon Maturity
2022-08030 September 2022Announcement on the Resolutions of the 7th Extraordinary Meeting of the 10th Board of Directors in 2022

2022-081

2022-08130 September 2022Announcement on the Resolutions of the 4th Extraordinary Meeting of the 10th Supervisory Committee in 2022
2022-08230 September 2022Announcement on the Appointment of Mr. Liu Bin as Deputy General Manager
2022-08330 September 2022Announcement on Cash Management on Idle Raised Funds

2. Progress of any Share Repurchase

□ Applicable √ Not applicable

3. Progress of any Reduction of the Repurchased Shares through Centralized Bidding

□ Applicable √ Not applicable

(III) Financial Investments

1. Securities Investments

Unit: RMB

Variety of securityCode of securityName of securityInitial investment costAccounting measurement methodBeginning carrying amountGain/loss on fair value changes in the Reporting PeriodAccumulated fair value changes recorded in equityPurchased in the Reporting PeriodSold in the Reporting PeriodGain/loss in the Reporting PeriodEnding carrying amountAccounting titleFunding source
Stock06198Qingdao Port124,405,138.80Fair value method145,443,863.52-35,769,093.04---10,432,424.09122,215,967.85Other non-current financial assetsSelf-funded
Stock601298Qingdao Port331,404,250.30Fair value method637,280,000.00-24,640,000.00---28,716,800.00612,640,000.00Other non-current financial assetsSelf-funded

Stock

Stock600377Jiangsu Expressway1,120,000.00Fair value method8,620,000.00-12,041.97-8,632,041.97--Other equity instrument investmentSelf-funded
Stock400032Petrochemical A13,500,000.00Fair value method382,200.00-----382,200.00Other equity instrument investmentSelf-funded
Stock400009Guang Jian 127,500.00Fair value method17,000.00-----17,000.00Other equity instrument investmentSelf-funded
Stock600179Antong Holdings391,956.73Fair value method157,196.79-11,013,742.95-442,080,640.00--431,224,093.84Held-for-trading financial assets and other non-current financial assetsSelf-funded
Total460,848,845.83--791,900,260.31-71,422,835.9912,041.97442,080,640.008,632,041.9739,149,224.091,166,479,261.69----

2. Investments in Derivative Financial Instruments

□ Applicable √ Not applicable

No such cases in the Reporting Period.(IV) Progress of Projects Financed with Raised Funds

1. Funds Raised through Private Placement of Shares

(1) Funds Raised through the Private Placement of Shares in 2019

Pursuant to the Reply of China Securities Regulatory Commission on the Approval of Shenzhen Chiwan WharfHoldings Limited Offering Shares to China Merchants Investment Development Company Limited for Asset

Acquisition and Raising the Matching Funds (ZJXK [2018] No. 1750) dated 31 October 2018, the Companyissued, in a private placement, a total of 128,952,746 shares of RMB-denominated ordinary shares (A-shares) totwo entities including China-Africa Development Fund at RMB17.16/share, raising a total ofRMB2,212,829,121.36 (with the net amount after deducting issuance costs being RMB2,185,997,340.15).Following the arrival of the aforesaid funds, BDO China Shu Lun Pan Certified Public Accountants LLP verifiedthe funds raised in the private placement on 23 October 2019 and issued a Capital Verification Report (XKSBZ[2019] No. ZI10673).

(2) Funds Raised through the Private Placement of Shares in 2022Pursuant to the Reply of China Securities Regulatory Commission on the Approval of the Private Placement ofChina Merchants Port Group Co., Ltd. (ZJXK [2022] No. 1657) dated 1 August 2022, the Company issued, in aprivate placement, a total of 576,709,537 shares of RMB-denominated ordinary shares (A-shares) to specifiedinvestors at a fixed price of RMB18.50/share, raising a total of RMB10,669,126,434.50, with the net amount afterdeducting issuance costs of RMB36,593,104.10 (exclusive of value-added tax) being RMB10,632,533,330.40.Following the arrival of the aforesaid funds at the Company’s specialized account for raised funds (account No.755901118610707) at the Shenzhen Xinshidai sub-branch of China Merchants Bank Co., Ltd., Deloitte ToucheTohmatsu Certified Public Accountants LLP verified the funds raised in the private placement on 16 September2022 and issued a Capital Verification Report (DSB (Y) Z (22) No. 00471).

2. Use and Balances of Raised Funds

(1) Funds Raised through the Private Placement of Shares in 2019As of 30 September 2022, a total of RMB9,998,803,433.75 of raised funds had been used, including: (1)RMB582,722,414.48 as the replacement for the self-financings that had been in advance input into project to befinanced by raised funds; (2) RMB1,189,249,238.06 used after the arrival of the raised funds, including aninvestment of RMB1,189,249,238.06 in the Haixing Harbor Renovation Project (Phase II) (2019:

RMB324,533,139.29; 2020: RMB424,734,590.46; 2021: RMB262,949,228.42; Q1-Q3 2022:

RMB177,032,279.89); (3) RMB26,831,781.21 for paying issuance costs; (4) RMB7,130,000,000.00 for

purchasing structured deposits (2019: RMB1,200,000,000.00; 2020: RMB2,650,000,000.00; 2021:

RMB3,280,000,000.00); (5) RMB1,070,000,000.00 for purchasing seven days call deposits (2021:

RMB900,000,000.00; Q1-Q3 2022: RMB170,000,000.00).As of 30 September 2022, the interest income in the account of raised funds minus service charges stood atRMB7,286,237.86 (2019: RMB795,775.14; 2020: RMB1,142,652.22; 2021: RMB513,577.57; Q1-Q3 2022:

RMB4,834,232.93). The amount of structured deposits redeemed was RMB7,130,000,000.00 (2019:

RMB100,000,000.00; 2020: RMB2,950,000,000.00; 2021: RMB4,080,000,000.00). The amount of income fromstructured deposits was RMB41,738,931.50 (2019: RMB302,465.75; 2020: RMB28,538,767.13; 2021:

RMB12,897,698.62). The amount of seven days call deposits redeemed was RMB920,000,000.00 (2021:

RMB900,000,000.00; Q1-Q3 2022: RMB20,000,000.00). And the amount of income from seven days calldeposits was RMB4,785,085.42 (2021: RMB4,756,502.08; Q1-Q3 2022: RMB28,583.34).As of 30 September 2022, the balance in the account of raised funds was RMB467,835,942.39. The use andbalance of the raised funds are as follows:

Unit: RMB

ItemAmount
Opening balance of raised funds (31 December 2021)640,005,406.01
Less: raised funds that were directly used for project to be financed by raised funds in Q1-Q3 2022177,032,279.89
Add: Income from seven days call deposits in Q1-Q3 202228,583.34
Net interest income from raised funds in Q1-Q3 20224,834,232.93
Closing balance of raised funds (30 September 2022)467,835,942.39

(2) Funds Raised through the Private Placement of Shares in 2022

As of 30 September 2022, the balance in the account of raised funds was RMB10,645,496,413.71. The use andbalance of the raised funds in Q1-Q3 2022 are as follows:

Unit: RMB

ItemAmount

Initial amount of raised funds

Initial amount of raised funds10,669,126,434.50
Less: Sponsor charges paid27,000,000.00
Add: Net interest income from raised funds in Q3 20223,369,979.21
Closing balance of raised funds (30 September 2022)10,645,496,413.71

3. Funds Raised through Corporate Bonds

(1) 20 CMPort 01

On 7 July 2020, the Company issued RMB2 billion of corporate bonds at the Shenzhen Stock Exchange, with acoupon rate of 3.36% and a term of three years. The funds raised would be used to acquire 1,606,855,919 ordinaryshares in Zhanjiang Port (Group) Co., Ltd. (accounting for 27.3544% of Zhanjiang Port’s total issued shares) fromthe Company’s wholly-owned subsidiary Chiwan Wharf Holdings (Hong Kong) Limited. As of 30 September2022, the handover of the said equity interests has been completed. The first and second interest payments for thecorporate bonds were made on 8 July 2021 and 8 July 2022, respectively.

(2) 22 CMPort 01

On 29 August 2022, the Company issued RMB3 billion of corporate bonds at the Shenzhen Stock Exchange, witha coupon rate of 2.69% and a term of three years. The funds raised would be used to acquire A shares issued in theprivate placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor. As of 30 September2022, the subscription of the said equity interests has been completed. These corporate bonds are not due forinterest payment.

(3) 22 CMPort 02

On 5 September 2022, the Company issued RMB3 billion of corporate bonds at the Shenzhen Stock Exchange,with a coupon rate of 2.45% and a term of two years. The funds raised would be used to acquire A shares issued inthe private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor. As of 30September 2022, the subscription of the said equity interests has been completed. These corporate bonds are notdue for interest payment.

(4) 22 CMPort 03

On 8 September 2022, the Company issued RMB2 billion of corporate bonds at the Shenzhen Stock Exchange,with a coupon rate of 1.93% and a term of one year (with the issuer’s option to adjust the coupon rate at the 180

th

day, the investors’ callable option, and the issuer’s option to redeem). The funds raised would be used to acquire Ashares issued in the private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor.As of 30 September 2022, the subscription of the said equity interests has been completed. These corporate bondsare not due for interest payment.(V) Communications with the Investment Community such as Researches, Inquiries andInterviews Received during the Reporting Period

DatePlaceWay of communicationType of communication partyCommunication partyIndex to basic information of researches
27 July 2022China Merchants Port BuildingOne-on-one meetingInstitutionQianming Asset Management, Morning Bell Asset Management, Banyan Investment, JM Capital, Zhifu Circle Fund, Junying Investment, Huifu Fund, YJ Investment, Jinhuayang Investment, Jinglai Investment, Huatai Securities, Xinyuan CenturyMain discussions: the basic condition of operations, investments made and the financial condition of the Company; Materials provided: None Index: SZSE EasyIR (http://irm.cninfo.com.cn/ircs/index)
31 August 2022China Merchants Port BuildingConference callInstitutionShenwan Hongyuan, Sealand Securities, CICC, Guotai Junan, Galaxy Securities, CITIC Securities, Haitong Securities, TF Securities, Industrial Securities, Capital Securities, Essence Securities, Greatwall Securities, Guosen H&S, Nanjing Securities
1 July 2022 to 30 September 2022China Merchants Port BuildingBy phone, or written inquiry (theIndividual-

(VI) Progress Made on Internal ControlThe focuses of internal control for Q3 2022 are as follows:

1. Establishment of internal control system

All the controlled entities and corporate entities within the Company have established an internal control system,and the internal control appraisal was carried out as scheduled. The Company Headquarters and its subordinatesimproved their business processes in a timely manner. The Company Headquarters, in particular, formulated fournew business processes in Q3 2022. According to the internal control supervision and examination plan featuring“full coverage in three years”, the Company completed the internal control supervision and examination on sevenentities, and such supervision and examination on one more entity will be completed by the end of 2022.

2. Comprehensive risk management

Through the annual material risk assessment, specialized monitoring of overseas risk, liquidity risk, credit risk andalike, as well as follow-up management of issues involving operating risks and other measures, the Companycontinued to refine the risk control standards, improved the systems, and normalized closed-loop riskmanagement.

EasyIR platform of SZSE or email)
Times of communications29
Number of institutions communicated with26
Number of individuals communicated with27
Number of other communication parties0
Tip-offs or leakages of substantial supposedly-confidential information during communicationsNo

(VII) Deposits in and Loans Provided by a Finance CompanyThe Proposal on Signing Financial Service Agreement with Sinotrans & CSC Finance Co., Ltd. was reviewed andapproved on the 2nd Meeting of the 9th Board of Directors held by the Company on 23 August 2017, in which,the Company was agreed to signed the Financial Service Agreement with Sinotrans & CSC Finance Co., Ltd.(renamed China Merchants Group Finance Co., Ltd. from August 2017) with the period of three years.The Proposal on Adjusting Limit of Deposits and Loans and Signing Supplementary Agreement to FinancialService Agreement with China Merchants Group Finance Co., Ltd and the Related-party Transactions wasreviewed and approved on the 5th Meeting of the 9th Board of Directors held by the Company on 28 March 2019,in which, the Company was agreed to signed Supplementary Agreement to Financial Service Agreement withChina Merchants Group Finance Co., Ltd.The Proposal on Adjusting Limit of Deposits and Loans and Signing Supplementary Agreement II to FinancialService Agreement with China Merchants Group Finance Co., Ltd and the Related-party Transactions wasreviewed and approved on the 4th Extraordinary General Meeting of 2019 held by the Company on 11 December2019, in which, the Company was agreed to signed Supplementary Agreement II to Financial Service Agreementwith China Merchants Group Finance Co., Ltd.The Company held the 5th Meeting of the 10th Board of Directors and the 2021 Annual General Meetingrespectively on 29 March and 21 April 2022, respectively, reviewing and approving the Proposal on Renewing theFinancial Service Agreement and Related Party Transactions with China Merchants Group Finance Co., Ltd. andagreeing with the renewal of the Financial Service Agreement, with a term of three years, with China MerchantsGroup Finance Co., Ltd.At the end of the Reporting Period, deposits in and loans provided by China Merchants Group Finance Co., Ltd.were as follows:

Unit: RMB’0,000

ItemBeginning balanceQ1-Q3 IncreaseQ1-Q3 DecreaseEnding balance
I. Deposits in China Merchants Group Finance Co., Ltd.217,830.37986,068.711,125,670.8278,228.26

II. Loans provided by China Merchants GroupFinance Co., Ltd.

II. Loans provided by China Merchants Group Finance Co., Ltd.397,422.9037,722.09136,169.97298,975.02

IV Quarterly Financial Statements(I) Financial Statements

1. Consolidated Balance Sheet

Prepared by China Merchants Port Group Co., Ltd.

30 September 2022

Unit: RMB

Item30 September 202231 December 2021
Current assets:
Cash and bank balances23,991,867,879.4712,772,349,406.77
Settlement reserve
Interbank loans granted
Held-for-trading financial assets2,245,554,640.726,921,831,502.55
Derivative financial assets
Notes receivable6,920,000.006,081,611.95
Accounts receivable1,770,433,437.981,320,577,577.81
Receivables financing192,053,351.46238,429,402.71
Prepayments86,127,956.3651,606,794.20
Premiums receivable
Reinsurance receivables
Receivable reinsurance contract reserve
Other receivables862,567,552.65696,276,595.87
Including: Interest receivable
Dividend receivable305,075,948.96264,626,493.85
Financial assets purchased under resale agreements
Inventories219,495,555.68194,920,136.12
Contract assets
Assets held for sale337,442,757.28337,442,757.28
Non-current assets due within one year110,686,022.99102,356,461.97
Other current assets116,081,853.80339,684,297.41
Total current assets29,939,231,008.3922,981,556,544.64
Non-current assets:
Loans and advances to customers
Investments in debt obligations
Investments in other debt obligations
Long-term receivables6,453,212,465.486,162,713,861.02
Long-term equity investments90,917,964,963.5670,353,451,824.52

Investments in other equity instruments

Investments in other equity instruments171,625,961.43180,251,798.43
Other non-current financial assets1,192,716,309.20809,515,244.87
Investment properties5,170,447,248.535,298,238,414.88
Fixed assets31,438,104,572.8131,710,513,230.29
Construction in progress2,723,049,324.632,557,584,953.92
Productive living assets
Oil and gas assets
Right-of-use assets9,599,213,070.688,743,077,542.19
Intangible assets18,420,181,500.7318,475,412,380.93
Development expenditure53,618,526.3282,391,225.85
Goodwill6,372,919,884.136,024,160,942.07
Long-term prepaid expenses961,083,913.87975,994,541.52
Deferred tax assets367,185,190.51398,145,710.84
Other non-current assets1,378,314,390.961,231,092,952.69
Total non-current assets175,219,637,322.84153,002,544,624.02
Total assets205,158,868,331.23175,984,101,168.66
Current liabilities:
Short-term borrowings15,584,382,919.3513,651,452,805.36
Borrowings from the central bank
Interbank loans obtained
Held-for-trading financial liabilities
Derivative financial liabilities
Notes payable9,089,940.001,895,987.17
Accounts payable703,234,483.11843,820,438.51
Receipts in advance16,598,278.729,313,166.01
Contract liabilities158,920,581.64196,784,525.26
Financial assets sold under repurchase agreements
Customer deposits and interbank deposits
Payables for acting trading of securities
Payables for underwriting of securities
Employee benefits payable833,069,708.93820,416,415.47
Taxes payable1,062,749,684.482,162,719,251.68
Other payables2,387,363,664.562,140,108,341.08
Including: Interest payable
Dividends payable646,722,145.1448,803,019.31
Handling charges and commissions payable
Reinsurance payables

Liabilities directly associated with assetsheld for sale

Liabilities directly associated with assets held for sale
Non-current liabilities due within one year11,631,962,047.978,268,209,284.17
Other current liabilities5,160,302,775.352,158,497,775.85
Total current liabilities37,547,674,084.1130,253,217,990.56
Non-current liabilities:
Insurance contract reserve
Long-term borrowings10,659,339,964.057,144,839,870.89
Bonds payable19,256,689,372.9116,670,872,414.14
Including: Preferred shares
Perpetual bonds
Lease liabilities1,028,399,565.921,055,194,906.09
Long-term payables3,743,290,303.193,422,179,366.40
Long-term employee benefits payable553,952,696.84588,681,492.63
Provisions32,345,087.3324,247,302.42
Deferred income1,042,501,430.471,075,957,884.91
Deferred tax liabilities4,766,884,996.304,550,417,470.61
Other non-current liabilities163,947,528.78163,065,578.53
Total non-current liabilities41,247,350,945.7934,695,456,286.62
Total liabilities78,795,025,029.9064,948,674,277.18
Shareholders' equity:
Share capital2,499,074,661.001,922,365,124.00
Other equity instruments
Including: Preferred shares
Perpetual bonds
Capital reserve34,027,942,352.0923,592,702,758.70
Less: Treasury stock
Other comprehensive income-947,633,271.84-890,125,318.18
Special reserve38,752,164.779,184,429.12
Surplus reserves961,182,562.00961,182,562.00
General reserve
Unappropriated profit16,139,679,767.8914,205,879,106.49
Total shareholders' equity attributable to shareholders of the parent52,718,998,235.9139,801,188,662.13
Minority interests73,644,845,065.4271,234,238,229.35
Total shareholders' equity126,363,843,301.33111,035,426,891.48
Total liabilities and shareholders' equity205,158,868,331.23175,984,101,168.66

Legal Representative: Wang XiufengChief Financial Officer: Tu XiaopingHead of Accounting Department: Huang Shengchao

2. Consolidated income statement for Q1~Q3

Unit: RMB

ItemQ1~Q3 2022Q1~Q3 2021
1. Operating income12,121,802,022.4311,387,276,388.20
Including: Operating income12,121,802,022.4311,387,276,388.20
Interest income
Premium income
Handling charge and commission income
2. Costs and expenses10,501,686,642.569,131,716,482.40
Including: Operating costs6,972,365,667.766,548,603,891.39
Interest expense
Handling charge and commission expense
Surrenders
Net claims paid
Net amount provided as policy reserve
Expenditure on policy dividends
Reinsurance premium expense
Taxes and surcharges215,022,537.23133,990,419.75
Selling expense
Administrative expenses1,224,631,704.761,172,298,701.24
Research and development expenses177,094,589.39144,232,447.88
Finance expenses1,912,572,143.421,132,591,022.14
Including: Interest expense1,677,735,954.671,351,792,050.87
Interest income375,671,992.19279,112,021.80
Add: Other income139,351,673.37328,343,162.91
Investment income (Loss is marked with "-")6,075,167,195.894,736,067,742.42
Including: Income from investments in associates and joint ventures5,900,543,166.754,663,792,324.91
Income from the derecognition of financial assets at amortized cost (Loss is marked with "-")
Foreign exchange gain (Loss is marked with "-")
Net gain on exposure hedges (Loss is marked with "-")
Gains from changes in fair value (Loss is marked with "-" )-57,567,049.93221,721,597.68
Gains from impairment of credit (Loss is marked with "-" )3,855,115.26-2,687,424.43
Gains from impairment of assets (Loss is marked with "-" )0.00
Gains on disposal of assets (Loss is marked with "-" )-196,629.449,352,429.28
3. Operating profit (Loss is marked with "-")7,780,725,685.027,548,357,413.66
Add: Non-operating income29,644,821.4733,883,439.32

Less: Non-operating expenses

Less: Non-operating expenses24,039,852.9718,602,014.05
4. Gross profit (Loss is marked with "-")7,786,330,653.527,563,638,838.93
Less: Income tax expenses951,924,182.811,213,675,997.89
5. Net profit (Loss is marked with "-")6,834,406,470.716,349,962,841.04
5.1 Categorization by continuity of operation
5.1.1 Net profit from continuing operation (Loss is marked with "-")6,834,406,470.716,349,962,841.04
5.1.2 Net profit from discontinued operation (Loss is marked with "-")
5.2 Categorization by attribution of ownership
5.2.1 Net profit attributable to shareholders of the parent (Loss is marked with "-")2,752,903,994.812,433,805,397.11
5.2.2 Profit or loss attributable to minority shareholders (Loss is marked with "-")4,081,502,475.903,916,157,443.93
6. Other comprehensive income, net of tax992,669,178.02-814,503,149.36
Other comprehensive income attributable to owners of the parent, net of tax-49,994,283.75-248,982,700.94
6.1 Other comprehensive income that will not be reclassified to profit or loss-119,262,338.99-574,136.83
6.1.1 Changes from remeasurement of the defined benefit plan
6.1.2 Other comprehensive income that cannot be reclassified to profit or loss under the equity method-206,636.83
6.1.3 Fair value changes of investments in other equity instruments1,888,669.91-367,500.00
6.1.4 Changes in the fair value of the company’s credit risks
6.1.5 Other
6.2 Other comprehensive income that will be reclassified subsequently to profit or loss69,268,055.24-248,408,564.11
6.2.1 Other comprehensive income that can be reclassified to profit or loss under the equity method-91,700,081.95-22,030,401.63
6.2.2 Changes in the fair value of investments in other debt obligations
6.2.3 Other comprehensive income arising from the reclassification of financial assets
6.2.4 Allowance for credit impairments in investments in other debt obligations
6.2.5 Reserve for cash flow hedges
6.2.6 Translation differences of financial statements denominated in foreign currencies160,968,137.19-226,378,162.48
6.2.7 Other
Other comprehensive income attributable to minority interests, net of tax1,042,663,461.77-565,520,448.42
7. Total comprehensive income attributable to7,827,075,648.735,535,459,691.68
7.1 Shareholders of the parent2,702,909,711.062,184,822,696.17

7.2 Minority shareholders

7.2 Minority shareholders5,124,165,937.673,350,636,995.51
8. Earnings per share
8.1 Basic earnings per share1.101.27
8.2 Diluted earnings per share1.101.27

3. Consolidated Cash Flow Statement for Q1~Q3

Unit: RMB

ItemQ1~Q3 2022Q1~Q3 2021
1. Cash flows from operating activities:
Cash receipts from sales of goods and rendering of services11,918,924,038.4310,888,133,177.65
Net increase in customer deposits and interbank deposits
Net increase in borrowings from the central bank
Net increase in loans from other financial institutions
Premiums received on original insurance contracts
Net proceeds from reinsurance
Net increase in deposits and investments of policy holders
Interest, handling charges and commissions received
Net increase in interbank loans obtained
Net increase in proceeds from repurchase transactions
Net proceeds from acting trading of securities
Receipts of tax refunds237,739,341.3898,009,957.10
Other cash receipts relating to operating activities706,599,949.53806,276,880.40
Sub-total of cash inflows12,863,263,329.3411,792,420,015.15
Cash payments for goods purchased and services received3,333,947,104.493,059,419,442.45
Net increase in loans and advances to customers
Net increase in deposits in the central bank and in interbank loans granted
Payments for claims on original insurance contracts
Net increase in interbank loans granted
Interest, handling charges and commissions paid
Policy dividends paid
Cash payments to and on behalf of employees2,683,236,462.662,364,304,903.63
Payments of various types of taxes1,179,812,552.061,019,507,748.75
Other cash payments relating to operating activities662,506,031.64589,346,905.48
Sub-total of cash outflows7,859,502,150.857,032,579,000.31
Net Cash Flows from Operating Activities5,003,761,178.494,759,841,014.84
2. Cash flows from investing activities:
Cash receipts from disposals and recovery of investments33,052,462,359.278,880,000,000.00
Cash receipts from investments income2,220,592,849.822,694,402,313.30

Net cash receipts from disposal of fixed assets, intangibleassets and other long-term assets

Net cash receipts from disposal of fixed assets, intangible assets and other long-term assets2,987,135.5972,796,360.75
Net cash receipts from disposal of subsidiaries and other operating units
Other cash receipts relating to investing activities224,624,056.64437,177,590.74
Sub-total of cash inflows35,500,666,401.3212,084,376,264.79
Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets1,390,346,878.351,634,283,903.07
Cash payments to acquire investments45,313,874,275.4712,757,321,671.10
Net increase in pledged loans granted
Net cash payments for acquisitions of subsidiaries and other business units
Other cash payments relating to investing activities974,451,295.1316,434,653.35
Sub-total of cash outflows47,678,672,448.9514,408,040,227.52
Net cash flows from investing activities-12,178,006,047.63-2,323,663,962.73
3. Cash flows from financing activities:
Cash receipts from capital contributions10,642,126,434.501,960,000.00
Including: Cash receipts from capital contributions from Minority shareholder of subsidiary1,960,000.00
Cash receipts from borrowings44,074,925,890.9115,543,148,136.92
Other cash receipts relating to financing activities54,113,606.01
Sub-total of cash inflows54,771,165,931.4215,545,108,136.92
Cash repayments of borrowings32,348,032,159.8017,826,164,384.14
Cash payments for distribution of dividends or profits or settlement of interest expenses3,798,772,522.272,584,070,937.80
Including: Payments for distribution of dividends or profits to Minority shareholder of subsidiary1,455,751,857.63986,496,128.84
Other cash payments relating to financing activities694,660,848.0613,196,969.01
Sub-total of cash outflows36,841,465,530.1320,423,432,290.95
Net cash flows from financing activities17,929,700,401.29-4,878,324,154.03
4. Effect of foreign exchange rate changes on cash and cash equivalents465,277,859.93-74,581,012.67
5. Net increase in cash and cash equivalents11,220,733,392.08-2,516,728,114.59
Add: Opening balance of Cash and Cash Equivalents12,727,388,787.6911,899,943,358.25
6. Closing balance of cash and cash equivalents23,948,122,179.779,383,215,243.66

(II) Independent Auditor’s ReportIndicate by tick mark whether the financial statements above have been audited by an independent auditor.

□Yes √ No

These financial statements have not been audited by such an auditor.

China Merchants Port Group Co., Ltd.

The Board of Directors29 October 2022


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