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Third Quarterly Report of HKExnews

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Third Quarterly Report of HKExnews Powered By Docstoc
					Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the
contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
whatsoever for any loss however arising from or in reliance upon the whole or any part of the contents of this announcement.




                  Zoomlion Heavy Industry Science and Technology Co., Ltd.*

            (a joint stock limited company incorporated in the People’s Republic of China)
                                         (Stock Code: 1157)

                       THIRD QUARTERLY REPORT OF 2012

 SUMMARY

 The Board of Zoomlion Heavy Industry Science and Technology Co., Ltd.* hereby announces the
 Third Quarterly Report of 2012 of the Company. The financial data contained in the Report has
 been prepared in accordance with PRC GAAP and is unaudited.

 This announcement is made in accordance with Rule 13.09 of the Rules Governing the Listing of
 Securities on The Stock Exchange of Hong Kong Limited.

The board of directors (the “Board”) of Zoomlion Heavy Industry Science and Technology Co.,
Ltd.* (the “Company”) hereby announces the unaudited results of the Company for the nine months
ended 30 September 2012 (the “Third Quarterly Report of 2012”, the “Report”). The financial data
contained in the Report has been prepared in accordance with China Accounting Standards for
Business Enterprises (“PRC GAAP”) and is unaudited. This announcement is made in accordance
with Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong
Kong Limited.

The Third Quarterly Report of 2012 is written in both Chinese and English. In the case of any
discrepancies, the Chinese version of the Report shall prevail.




                                                             1
                  THIRD QUARTERLY REPORT OF 2012 OF
                ZOOMLION HEAVY INDUSTRY SCIENCE AND
                        TECHNOLOGY CO., LTD. *

1.   IMPORTANT
1.1 The Board, the Supervisory Board of the Company and its directors, supervisors and senior
    management warrant that there are no mis-representations, misleading statements or material
    omissions in the Report, and they shall, individually and jointly, accept full responsibility for
    the truthfulness, accuracy and completeness of the contents of the Report.

1.2 None of the directors, supervisors and senior management declared to be unable to confirm or
    held objection to the truthfulness, accuracy and completeness of the Report.

1.3 All members of the Board attended the Board meeting in person for the review of the Report.

1.4 The third quarterly financial statements of the Company are unaudited.

1.5 Dr. Zhan Chunxin, Chairman of the Board, Ms. Hong Xiaoming, Vice-president and the
    person in charge of financial affairs, and Ms. Du Yigang, Head of the accounting department
    of the Company warrant the truthfulness and completeness of the financial statements in the
    Report.




                                                  2
2.   CORPORATE INFORMATION

2.1 Principal Financial Data and Indicators prepared in accordance with PRC GAAP

                                                                                                            Unit: RMB
                                                      As at the end of the      As at the end of
                                                        reporting period               last year           Change (%)

     Total assets                                      86,919,812,957.43       71,581,771,679.19                21.43%
     Shareholder’s equity attributable to              40,433,595,273.97       35,446,450,136.43                14.07%
       equity shareholders of the Company
     Share capital (shares)                              7,705,954,050.00       7,705,954,050.00                    0%
     Net assets attributable to equity shareholders                  5.25                   4.60                14.07%
       of the Company per share (RMB/Share)

                                                                        Change                                  Change
                                                                 compare to the                          compare to the
                                                                  corresponding                           corresponding
                                            July–September         period of last     January–             period of last
                                                      2012             year (%) September 2012                 year (%)

     Operating income                       9,988,970,707.17             10.27% 39,108,474,570.48                17.77%
     Net profit attributable to equity       1,338,218,426.58              0.34% 6,959,982,096.93                 16.75%
       shareholders of the Company
     Net cash flow from operating activities               —                     —    179,053,084.52             -83.58%
     Net cash flow per share generated from                —                     —              0.02             -83.58%
       operating activities (RMB/Share)
     Basic earnings per share (RMB/Share)               0.17                 0.39%                 0.9           16.43%
     Diluted earning per share                          0.17                 0.39%                 0.9           16.43%
       (RMB/Share)
     Weighted average return on net assets            3.37%                  -0.7%          17.89%               -1.18%
       (%)
     Weighted average return on net assets            3.39%                  -0.6%          18.16%               -0.65%
       before extraordinary gain and
       loss (%)

     Extraordinary Items

     ✓ Applicable             ■ Not applicable




                                                           3
                                                                                        Unit: RMB
                                                                                              Note
                                                                                           (where
Extraordinary items                                                        Amount     appropriate)
Profit/loss from the disposal of non-current assets                   -14,448,360.17
Tax refund or exemption in relation to documents of
  unauthorized approval or without formal approval
Government subsidies recorded under current profit and loss
  (excluding those closely related to the business
  of the Company and entitled to a fixed amount or
     fixed quantity under the standard of the State)                  51,759,568.64
Fund possession cost paid by non-financial enterprises and
  recorded under current profit and loss
Profit arising from investment costs for acquisition of
  subsidiaries, associates and joint ventures less than
  the revenue generated from their identifiable net assets
  of the invested entity at fair value at the time of acquisition
Profit/loss of non-monetary asset swap
Profit/loss from entrusted investment or asset management
Provision for impairment of assets due to force majeure,
  i.e. natural disaster
Profit/loss from debt restructuring                                    -3,452,088.25
Corporate restructuring expenses,
  i.e. expenses on employee placement, integration costs, etc.
Profit/loss from the excess of the fair value of a transaction of
  unfair consideration
Current net profit/loss of subsidiaries resulting from merger of
  enterprises under common control from the beginning
  of the period to the date of merger
Profit/loss from contingencies irrelevant to the normal
  operations of the Company
Apart from hedging instruments relating to the normal
  operations of the Company, profit/loss from change in
  fair value of held-for-trading financial assets and
  held-for-trading financial liabilities, and investment income
  from disposal of held-for-trading financial assets,
  held-for-trading financial liabilities and available-for-sale
  financial assets                                                    -17,657,509.22
Write back of the provision for impairment of
  accounts receivable that is individually tested for impairment
Profit/loss from external entrusted loans
Profit/loss from changes in fair value of investment properties
  using the fair value model for subsequent measurement
Effects of one-off adjustment to current profit and loss in
  accordance with laws and regulations on taxation and
  accounting
Income of entrustment fees from entrusted operations
Non-operating income/expenses other than the above items            -150,394,043.82
Other profit and loss items fall within the meaning of
  non-recurring profit and loss
Impact on minority interests                                           -326,764.78
Impact on income tax                                                 18,389,810.21
Total                                                               -116,129,387.39            —
                                                  4
2.2 Total number of shareholders and top ten holders of shares not subject to sales
    restriction as at the end of the reporting period

                                                                                         Unit: Share
    Total number of shareholders as at the end of reporting period                          484,285
    Top ten holders of tradable shares not subject to sales restriction
                                                                       Number of
                                                                  tradable shares
                                                                 held not subject
                                                               to sales restriction
                                                                  as at the end of
    Name of shareholder (in full)                                       the period Class of shares

    State-owned Assets Supervision and Administration              1,247,379,996 Ordinary shares
      Commission of Hunan Provincial People’s Government                         denominated
                                                                                 in RMB
    HKSCC NOMINEES LIMITED                                         1,427,686,565 Overseas-listed
                                                                                 foreign-invested
                                                                                 shares
    Changsha Hesheng Science and Technology Investment               386,517,443 Ordinary shares
      Co., Ltd.                                                                  denominated
                                                                                 in RMB
    GOOD EXCEL GROUP LIMITED                                         363,936,856 Ordinary shares
                                                                                 denominated
                                                                                 in RMB
    Hony Capital Fund I (Tianjin), L.P.                              171,047,500 Ordinary shares
                                                                                 denominated
                                                                                 in RMB
    Real Smart International Limited                                 168,635,602 Ordinary shares
                                                                                 denominated
                                                                                 in RMB
    Changsha Yifang Science and Technology Investment                163,314,942 Ordinary shares
      Co., Ltd.                                                                  denominated
                                                                                 in RMB
    China Jianyin Investment Co., Ltd.                               151,164,554 Ordinary shares
                                                                                 denominated
                                                                                 in RMB
    Guangdong Hengjian Investment Holding Co., Ltd.                   77,420,000 Ordinary shares
                                                                                 denominated
                                                                                 in RMB
    Bank of China — E Fund SSE 100 ETF                                68,682,535 Ordinary shares
                                                                                 in RMB




                                                 5
3.   SIGNIFICANT EVENTS
3.1 Significant changes in major items of the financial statements and financial indicators
    and reasons (based on statements reported under PRC GAAP)

     ✓ Applicable                    ■ Not Applicable

                                                                                                                            Unit: RMB
     1.   Breakdown of balance sheet items (based on PRC GAAP financial statement data)
                                                                                Percentage of
     Item              30 September 2012 31 December 2011             Changes         changes Reasons
     Held-for-trade                 1,159,148.75     18,816,657.97          -17,657,509.22   -93.84% Expiration of contracts for undue
       financial assets                                                                               forward foreign exchange transactions
                                                                                                     for non-hedging purpose
     Account Receivables       19,679,619,044.92 11,658,065,230.17        8,021,553,814.75    68.81% Increase in sales and effect on sales
                                                                                                     approach
     Prepayments                 969,414,196.55     733,248,385.84         236,165,810.71     32.21% Increase in procurement of raw
                                                                                                     materials along with the increase in
                                                                                                     sales
     Long-term equity            272,775,612.69     115,055,154.45         157,720,458.24    137.08% Increase in investment to subsidiaries
       investments                                                                                   and joint ventures
     Construction in            1,773,321,691.44    783,861,702.01         989,459,989.43    126.23% Expansion of marketing network and
       progress                                                                                      improvement of production
     Short-term                 6,055,505,506.44   4,524,255,421.83       1,531,250,084.61    33.85% Increase in working capital
       borrowings                                                                                    borrowings
     Short-term factoring         22,160,900.92     804,279,642.88        -782,118,741.96    -97.24% Repayment of short-term factoring
       borrowings                                                                                    borrowings
     Bills payable              6,978,749,121.02   4,967,376,666.73       2,011,372,454.29    40.49% Increase in use of bills due to increase
                                                                                                     in procurement
     Advances from              1,219,346,270.03    863,809,271.88         355,536,998.15     41.16% Increase in advances from customers
       customers                                                                                     along with the increase in sales
     Accrued payroll costs       473,723,687.24     801,242,795.57        -327,519,108.33    -40.88% Release of results of last year during
                                                                                                     the reporting period
     Taxes payable              2,061,454,841.90   3,019,828,311.18       -958,373,469.28    -31.74% Payment of taxes of the previous
                                                                                                     period
     Other payables             6,373,137,591.82   3,742,945,481.54       2,630,192,110.28    70.27% Increase in deposits from customers
                                                                                                     and payments collected on behalf of
                                                                                                     customers as a result of the increase in
                                                                                                     sales
     Non-current liabilities    3,260,290,114.25    791,220,591.23        2,469,069,523.02   312.06% Increase in long-term borrowings due
       due within one year                                                                           within one year
     Bonds payable              3,577,159,126.15   1,092,724,525.51       2,484,434,600.64   227.36% Issuance of U.S. dollars-denominated
                                                                                                     bonds
     Other non-current           399,149,912.86     169,557,420.00         229,592,492.86    135.41% Increase in deferred income
       liabilities

                                                                      6
     2.   Breakdown of income statement items (based on PRC GAAP financial statement data)
                                January–            January–                     Percentage
     Item                 September 2012 September 2011              Changes of changes Reasons
     Financial expenses        379,698,650.21      73,765,464.65         305,933,185.56    414.74% Increase in bank loans

     Loss on assets            484,252,243.79     368,907,338.34         115,344,905.45     31.27% Increase in provisions
       impairment

     Investment income            6,417,577.28     30,233,574.10          -23,815,996.82   -78.77% Investment income from the disposal
       (“-” refers to loss)                                                                        of long-term equity investments
                                                                                                   recorded during the corresponding
                                                                                                   period of the previous year

     Non-operating             221,113,933.38      43,992,175.78         177,121,757.60    402.62% Loss on disposal of assets
       expenses

     Minority interests        166,585,987.22      30,787,607.35         135,798,379.87    441.08% Enhanced profitability of the partially
                                                                                                   owned subsidiaries

     3.   Breakdown of cash flow statement items (based on PRC GAAP financial statement data)
                                January–            January–                      Percentage
     Item                 September 2012 September 2011              Changes of changes Reasons

     Net cash flow              179,053,084.52    1,090,217,455.12       -911,164,370.60    -83.58% Increase in cash outflow of operating
       generated from                                                                              activities due to the increase of
       operating activities                                                                        business needs as a result of the
                                                                                                   increase in sales

     Net cash flow             2,446,227,353.70    833,809,044.86        1,612,418,308.84   193.38% Issuance of U.S. dollars-denominated
       generated from                                                                              bonds
       financing activities

3.2 Progress of significant events and analysis on the effects and relevant solutions

3.2.1 Non-standard opinion

     ■ Applicable                  ✓ Not applicable

3.2.2 The provision of fund to its controlling shareholder or connected parties and the provision
      of external guarantees on non-compliance of the specified procedures by the Company

     ■ Applicable                  ✓ Not applicable

3.2.3 The execution and performance of major contracts in daily operation

     ■ Applicable                  ✓ Not applicable




                                                                    7
3.2.4 Other matters

     ✓ Applicable         ■ Not applicable

     The Board of the Company received the resignation from Mr. Wan Jun, a vice-president of the
     Company, on 29 October 2012. Mr. Wan Jun has resigned as a vice-president of the Company
     and all other positions in the branches and subsidiaries of the Company with effect from 29
     October 2012. He does not longer hold any position in any branches and subsidiaries of the
     Company.

3.3 Fulfilment of undertakings by the Company, Shareholders and Ultimate Controller

     Undertakings of the listed company and the directors, supervisors or senior management,
     shareholders with more than 5% of shareholding in the Company and their ultimate beneficial
     controllers during or up to the reporting period were as follows:

     ■ Applicable         ✓ Not applicable

3.4 Warning and explanation of possible loss or significant change of the retained net profit
    for the next reporting period as compare with the corresponding period of last year

     ■ Applicable         ✓ Not applicable

3.5 Other disclosable significant events

3.5.1 Investment in securities

     ■ Applicable         ✓ Not applicable




                                               8
3.5.2 Researches, communications and visits to the Company during the reporting period

     Date of             Place of                                                 Particulars and
     Reception           Reception Activity                 Visitor               information disclosed

     3 July 2012         Changsha   Meeting                 KGI                   A. Main topics
     5 July 2012         Chengdu    Strategic meeting       Sinolink Securities   1. The development history,
                                                                                     corporate culture, historic
     6 July 2012                    Strategic meeting       Galaxy Securities        operation condition and
     9 July 2012         Changsha   Meeting                 Nomura Securities        strategic plans of the
                                                                                     Company;
     9 July 2012         Hong Kong Strategic meeting        HSBC
                                                                                  2. The competition and
     10 July 2012        Changsha   Meeting                 Daiwa Securities         advantages of various
     17 July 2012                   Conference call         Matsumoto                product segment for different
                                                                                     industries;
     31 August 2012                 Meeting                 Soros Fund            3. The development of the
     4 September 2012    Changsha   Conference call         Bosera Funds             Company in the first half and
     21 September 2012              Meeting                 Citibank                 the third quarter and the trend
                                                                                     of the fourth quarter of 2012;
                                                                                  4. Answers to other enquires.
                                                                                  B. Information
                                                                                  1. Periodic reports and temporary
                                                                                     announcements of the
                                                                                     Company;
                                                                                  2. Product brochures

3.6 Derivatives investment

     ■ Applicable           ✓ Not applicable

3.6.1 Position of derivatives investment at the end of the reporting period

     ■ Applicable           ✓ Not applicable

3.7 Particulars of corporate bonds

     ✓ Applicable           ■ Not applicable

     The Company issued corporate bonds at par value of RMB100 from 21 April to 25 April 2008
     for total proceeds of RMB1,100 million. On 9 May 2008, the corporate bonds (“2008 Zoomlion
     Bonds”) were approved to be listed and traded on the Shenzhen Stock Exchange under the code
     “112002” for a period of eight years (the holders of the bonds have an option to require the
     Company to redeem their outstanding bonds, in whole or in part, at par value on the fifth interest
     payment date). The bonds bear interest at a rate of 6.5% per annum. On 21 April 2012, the
     Company paid the interests accrued during the period from 21 April 2011 to 20 April 2012.

     During the reporting period, there is no change in the corporate bonds in issue.




                                                        9
Top ten holders of the corporate bonds of the Company:

Name of holder of the corporate bonds                       Number of bonds held                 Percentage

Haitong — BOC — Fortis Bank                                              2,163,855                   19.67%
ICBC Credit Suisse Asset Management — ICBC — Specific
  clients asset                                                            857,927                    7.80%
Annuity Scheme of China Petrochemical Corporation
  — Industrial and Commercial Bank of China                                678,113                    6.16%
China Construction Bank — ICBC Credit Suisse Credit
  Value-added Bond Securities Investment Fund                              641,323                    5.83%
National Social Insurance Fund 206 Package                                 540,097                    4.91%
Annuity Scheme of China National Petroleum Corporation
  — Industrial and Commercial Bank of China                                289,410                    2.63%
GF Securities Co., Ltd.                                                    259,864                    2.36%
Industrial and Commercial Bank of China China Universal
  Growth Bond Securities Investment Fund                                   225,461                    2.05%
China Universal Asset Management (Hong Kong)
  Company Limited — China Universal Renminbi-denominated
  Bond Fund                                                                205,560                    1.87%
National Social Insurance Fund 803 Package                                 200,000                    1.82%

                                                           Both ICBC Credit Suisse Asset Management
                                                           — ICBC — Specific clients asset and China
                                                           Construction Bank — ICBC Credit Suisse Credit
                                                           Tianli Bond Securities Investment Fund were
                                                           managed by ICBC Credit Suisse Asset Management
                                                           Co., Ltd. National Social Insurance Fund 206
                                                           package and National Social Insurance Fund 803
Description of the connected relationships between
                                                           package were managed by the National Social
  the above holders of bonds
                                                           Security Fund. It is unknown whether there was any
                                                           other connected relationship between other holders
                                                           of the bonds or whether other holders of the bonds
                                                           are parties acting in connection within the meaning
                                                           of the Administrative Measures for Information
                                                           Disclosure on Change of the Shareholdings of Listed
                                                           Companies.




                                                     10
4.   APPENDIX

4.1 Consolidated Balance Sheet (prepared under PRC GAAP)

     Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.
                                                                                    Unit: RMB
                                                                 Balances at        Balances at
                                                               30 September          1 January
     Item                                                              2012               2012

     Current assets:
       Cash and cash equivalents                            18,791,423,488.00 17,744,514,431.30
       Balance with clearing companies
       Placements with other financial institutions
       Held-for-trading financial assets                          1,159,148.75     18,816,657.97
       Bill receivables                                      1,073,017,094.80 1,138,568,850.74
       Account receivables                                  19,679,619,044.92 11,658,065,230.17
       Prepayments                                             969,414,196.55   733,248,385.84
       Premiums receivable
       Reinsurance accounts receivable
       Deposits receivable from reinsurance contract
       Interests receivable
       Dividends receivable
       Other receivables                                     1,033,851,935.84    819,760,713.00
       Purchases of resold financial assets
       Inventories                                          12,088,380,520.60 9,655,357,242.28
       Non-current assets due within one year                7,985,698,846.26 7,088,660,182.13
       Other current assets                                    133,258,205.50   158,556,137.98
     Total current assets                                   61,755,822,481.22 49,015,547,831.41
     Non-current assets:
       Loans and advances granted
       Available-for-sale financial assets                        4,057,429.54       4,234,603.96
       Held-to-maturity investments
       Long-term receivables                                13,822,738,519.55 12,805,272,043.36
       Long-term equity investment                             272,775,612.69   115,055,154.45
       Investment property
       Fixed assets                                          4,391,889,332.37   4,101,571,488.87
       Construction in progress                              1,773,321,691.44     783,861,702.01
       Construction materials
       Disposal of fixed assets
       Biological assets for production
       Oil and gas assets
       Intangible assets                                     2,673,380,669.00   2,605,917,963.98
       Development expenses
       Goodwill                                              1,837,858,471.54   1,833,136,911.77
       Long-term deferred expenditures
       Deferred income tax assets                             387,968,750.08     317,173,979.38
       Other non-current assets
     Total non-current assets                               25,163,990,476.21 22,566,223,847.78
     Total assets                                           86,919,812,957.43 71,581,771,679.19
                                                       11
                                                            Balances at        Balances at
                                                          30 September          1 January
Item                                                              2012               2012

Current liabilities:
  Short-term borrowings                                 8,346,702,210.36   4,524,255,421.83
  Short-term factoring borrowings                          22,160,900.92     804,279,642.88
  Borrowings from central bank
  Deposit received and inter-bank deposit
  Capital borrowed
  Held-for-trading financial liabilities
  Bills payable                                         6,978,749,121.02   4,967,376,666.73
  Account payable                                       8,435,444,427.60   7,136,420,984.75
  Advances from customers                               1,219,346,270.03     863,809,271.88
  Funds from disposal of repurchased financial assets
  Handling charges and commissions payable
  Accrued payroll                                         473,723,687.24     801,242,795.57
  Taxes payable                                         2,061,454,841.90   3,019,828,311.18
  Interest payable
  Dividend payable                                        332,070,586.05
  Other payables                                        6,373,137,591.82   3,742,945,481.54
  Reinsurance account payable
  Deposits for insurance contracts
  Customer deposit for trading in securities
  Customer deposits for securities underwriting
  Non-current liabilities due within one year            969,093,410.33     791,220,591.23
  Other current liabilities
Total current liabilities                              35,211,883,047.27 26,651,379,167.59
Non-current liabilities:
  Long-term borrowings                                  5,083,338,331.93   5,956,857,713.53
  Bonds payable                                         3,577,159,126.15   1,092,724,525.51
  Long-term payables                                    1,431,167,323.02   1,619,553,369.14
  Long-term factoring borrowings                                              38,929,680.74
  Special payables
  Accrued liabilities
  Deferred income tax liabilities                         450,758,214.95   418,009,881.93
  Other non-current liabilities                           399,149,912.86   169,557,420.00
Total non-current liabilities                          10,941,572,908.91 9,295,632,590.85
Total liabilities                                      46,153,455,956.18 35,947,011,758.44




                                              12
                                                                          Balances at        Balances at
                                                                        30 September          1 January
    Item                                                                        2012               2012

    Owners’ equity (or shareholders’ equity)
      Paid-in capital (or share capital)                              7,705,954,050.00 7,705,954,050.00
      Capital reserve                                                14,604,586,743.09 14,674,111,285.27
      Less: Treasury shares
      Special reserves
      Surplus reserve                                                 1,962,758,555.37   1,962,758,555.37
      General risk provisions
      Undistributed profit                                            16,218,342,396.52 11,184,848,812.09
      Currency translation differences                                  -58,046,471.01    -81,222,566.30
    Total owner’s equity attributable to the equity holders
      of the parent company                                          40,433,595,273.97 35,446,450,136.43
      Minority interests                                                332,761,727.28   188,309,784.32
    Total owners’ equity (or shareholders’ equity)                   40,766,357,001.25 35,634,759,920.75
    Total liabilities and owners’ equity (or shareholders’ equity)   86,919,812,957.43 71,581,771,679.19

4.2 Balance Sheet of the Parent Company (prepared under PRC GAAP)

    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.
                                                                                             Unit: RMB
                                                                          Balances at        Balances at
                                                                        30 September          1 January
    Item                                                                        2012               2012

    Current assets:
      Cash and cash equivalents                                       8,481,916,980.56 9,761,961,087.44
      Held-for-trading financial assets                                    1,159,148.75     18,816,657.97
      Bill receivables                                                  688,622,413.68   676,985,329.09
      Account receivables                                            21,851,492,858.37 14,670,852,136.67
      Prepayments                                                       531,672,213.50   775,510,478.06
      Interests receivable
      Dividends receivable
      Other receivables                                              13,700,484,558.13 13,461,055,098.69
      Inventories                                                     8,934,776,964.80 7,693,010,388.27
      Non-current assets due within one year
      Other current assets                                              119,348,506.18   152,442,037.50
    Total current assets                                             54,309,473,643.97 47,210,633,213.69




                                                     13
                                                          Balances at        Balances at
                                                        30 September          1 January
Item                                                            2012               2012

Non-current assets:
  Available-for-sale financial assets                      4,057,101.96       4,234,603.96
  Held-to-maturity investments
  Long-term receivables
  Long-term equity investment                        11,291,672,637.24   8,682,154,379.01
  Investment property
  Fixed assets                                        3,206,386,636.04   2,914,763,249.49
  Construction in progress                            1,519,174,019.24     671,492,111.22
  Construction materials
  Disposal of fixed assets
  Biological assets for production
  Oil and gas assets
  Intangible assets                                   1,043,603,224.86    995,485,197.29
  Development expenses
  Goodwill
  Long-term deferred expenditures
  Deferred income tax assets                           146,513,390.69     107,009,460.59
  Other non-current assets
Total non-current assets                             17,211,407,010.03 13,375,139,001.56
Total assets                                         71,520,880,654.00 60,585,772,215.25
Current liabilities:
  Short-term borrowings                               3,989,081,282.78   3,801,953,394.40
  Held-for-trading financial liabilities
  Bills payable                                       6,803,352,465.17   4,770,784,485.85
  Account payable                                     8,007,973,817.09   6,429,173,051.89
  Advances from customers                             1,420,068,575.68     885,538,793.40
  Accrued payroll                                       317,332,176.20     631,227,393.85
  Taxes payable                                       1,759,612,087.98   2,696,199,172.49
  Interest payable
  Dividend payable                                      311,844,999.18
  Other payables                                      3,940,297,570.24   2,151,987,356.16
  Non-current liabilities due within one year           894,081,000.00     293,009,000.00
  Other current liabilities
Total current liabilities                            27,443,643,974.32 21,659,872,648.04
Non-current liabilities:
  Long-term borrowings                                3,830,215,251.68   3,059,104,100.00
  Bonds payable                                       1,093,843,087.92   1,092,724,525.51
  Long-term payables
  Special payables
  Accrued liabilities
  Deferred income tax liabilities                           173,872.31
  Other non-current liabilities                         177,571,084.00   112,154,900.00
Total non-current liabilities                         5,101,803,295.91 4,263,983,525.51
Non-current liabilities:                             32,545,447,270.23 25,923,856,173.55
                                                14
                                                                          Balances at        Balances at
                                                                        30 September          1 January
    Item                                                                        2012               2012

    Owners’ equity (or shareholders’ equity)
      Paid-in capital (or share capital)                              7,705,954,050.00 7,705,954,050.00
      Capital reserve                                                14,646,839,634.72 14,646,990,511.42
      Less: Treasury shares
      Special reserves
      Surplus reserve                                                 1,961,759,309.85   1,961,759,309.85
      General risk provisions
      Undistributed profit                                            14,660,880,389.20 10,347,212,170.43
      Currency translation differences
    Total owners’ equity (or shareholders’ equity)                   38,975,433,383.77 34,661,916,041.70
    Total liabilities and owners’ equity (or shareholders’ equity)   71,520,880,654.00 60,585,772,215.25

4.3 Consolidated Income Statement for the Reporting Period (prepared under PRC GAAP)

    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.
                                                                                               Unit: RMB
                                                                                                 Amount
                                                                              Amount     for the previous
    Item                                                                for the period             period

    I. Total operating income                                         9,988,970,707.17   9,058,674,082.39
    Including: Operating income                                       9,988,970,707.17   9,058,674,082.39
                Interest income
                Premiums received
                Fee and commission income
    II. Total operating costs                                         8,372,842,917.39   7,461,499,730.40
    Including: Operating cost                                         6,436,199,560.97   6,241,046,996.11
                Interest expense
                Fee and commission expenses
                Payment on surrenders
                Net compensation expenses
                Net provision drawn for insurance contract
                Policy dividend expense
                Reinsurance expenses
                Taxes and surcharges for operations                      37,254,861.38     25,876,576.03
                Selling expenses                                      1,030,624,745.44    725,316,695.00
                Administrative expenses                                 527,225,898.08    453,050,500.61
                Financial expenses                                      164,024,013.34    -74,961,215.51
                Losses on assets depreciation                           177,513,838.18     91,170,178.16
    Add:        Income from changes of fair value
                   (“-” refers to loss)                                     746,935.83       7,821,094.99
                Incomes from investment (“-” refers to loss)             -1,374,554.69       5,439,975.25
    Including: investment income from associates and
                   joint venture companies
                Exchange gains (“-” refers to loss)


                                                     15
                                                                                     Amount
                                                                  Amount     for the previous
Item                                                        for the period             period

III. Operating profits (“-” refers to loss)                1,615,500,170.92   1,610,435,422.23
Add:         Non-operating profits                            38,307,925.95      44,190,442.13
Less:        Non-operating expenses                          49,989,567.22      17,871,912.92
Including: Losses on disposal of non-current assets
IV. Total profits (“-” refers to loss)                     1,603,818,529.65   1,636,753,951.44
Less:        Income tax expense                             226,117,827.47     295,030,601.49
V. Net profits (“-” refers to loss)                        1,377,700,702.18   1,341,723,349.95
Including: net profit of the acquire prior to the merger
             Net profits attributable to owners of the
               parent company                             1,338,218,426.58   1,333,694,910.48
             Minority interests                              39,482,275.60       8,028,439.47
VI. Earnings per share:                                                 —                  —
(1)          Basic earnings per share                                 0.17               0.17
(2)          Diluted earnings per share                               0.17               0.17
VII. Other comprehensive income                              38,127,552.78     -28,179,757.86
VIII. Total comprehensive income                          1,415,828,254.96   1,313,543,592.09
   Total comprehensive income attributable to owners
      of the parent company                               1,376,835,564.48   1,300,644,003.10
   Total comprehensive income attributable to
      minority shareholders                                 38,992,690.48      12,899,588.99

The net profit of the acquiree prior to its merger with the Company, which turned it into a
jointly controlled entity of the Company, was RMB0 during the period.




                                                16
4.4 Income Statement for the Reporting Period of the Parent Company (prepared under
    PRC GAAP)

    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.              Unit: RMB
                                                            Amount for the         Amount for the
                                                              nine months            nine months
                                                                    ended                  ended
                                                             30 September           30 September
    Item                                                              2012                   2011

    I. Operating income                                         9,925,433,596.87   7,765,346,360.53
    Less:        Operating cost                                 7,183,429,084.60   5,517,744,914.50
                 Taxes and surcharges for operations               28,439,914.96      12,507,443.80
                 Selling expenses                                 927,359,150.14     627,901,840.67
                 Administrative expenses                          428,628,344.84     338,257,397.95
                 Financial expenses                              -135,367,863.16    -237,428,446.24
                 Losses on assets depreciation                     66,516,525.66      41,299,277.35
    Add:         Income from changes of fair value
                   (“-” refers to loss)                               746,935.83       7,919,983.77
                 Incomes from investment (“-” refers to loss)      -2,229,554.69       9,531,515.25
    Including: investment income from associates and
                   joint venture companies
    II. Operating profits (“-” refers to loss)                   1,424,945,820.97   1,482,515,431.52
    Add:         Non-operating profits                              15,296,738.16       8,133,342.28
    Less:        Non-operating expenses                            46,395,636.77      16,937,333.57
    Including: Losses on disposal of non-current assets
    III. Total profits (“-” refers to loss)                      1,393,846,922.36   1,473,711,440.23
    Less:        Income tax expense                               174,321,820.57     246,562,953.47
    IV. Net profits (“-” refers to loss)                         1,219,525,101.79   1,227,148,486.76
    V. Earnings per share:                                                    —                  —
    (1)          Basic earnings per share
    (2)          Diluted earnings per share
    VI. Other comprehensive income                                   -242,870.81        -694,054.72
    VII. Total comprehensive income                             1,219,282,230.98   1,226,454,432.04




                                                     17
4.5 Consolidated Income Statement from the beginning of the year to the end of the
    Reporting Period (prepared under PRC GAAP)

    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.
                                                                                       Unit: RMB
                                                                Amount for the     Amount for the
                                                                  nine months        nine months
                                                                        ended              ended
                                                                 30 September       30 September
    Item                                                                 2012                2011

    I. Total operating income                                  39,108,474,570.48 33,207,118,065.97
    Including: Operating income                                39,108,474,570.48 33,207,118,065.97
                Interest income
                Premiums received
                Fee and commission income
    II. Total operating costs                                  30,678,419,022.18 26,272,481,355.92
    Including: Operating cost                                  25,644,440,842.73 22,531,981,436.32
                Interest expense
                Fee and commission expenses
                Payment on surrenders
                Net compensation expenses
                Net provision drawn for insurance contract
                Policy dividend expense
                Reinsurance expenses
                Taxes and surcharges for operations               183,096,124.72     187,265,284.52
                Selling expenses                                2,503,604,376.99   1,955,398,662.16
                Administrative expenses                         1,483,326,783.74   1,155,163,169.93
                Financial expenses                                379,698,650.21      73,765,464.65
                Losses on assets depreciation                     484,252,243.79     368,907,338.34
    Add:        Income from changes of fair value
                   (“-” refers to loss)                           -17,657,509.22     19,146,496.65
                Incomes from investment (“-” refers to loss)        6,417,577.28     30,233,574.10
    Including: investment income from associates and
                   joint venture companies
                Exchange gains (“-” refers to loss)
    III. Operating profits (“-” refers to loss)                  8,418,815,616.36   6,984,016,780.80
    Add:        Non-operating profits                              104,579,009.78     141,292,234.55
    Less:       Non-operating expenses                            221,113,933.38      43,992,175.78
    Including: Losses on disposal of non-current assets
    IV. Total profits (“-” refers to loss)                       8,302,280,692.76   7,081,316,839.57
    Less:       Income tax expense                              1,175,712,608.61   1,088,850,456.29
    V. Net profits (“-” refers to loss)                          7,126,568,084.15   5,992,466,383.28
    Including: net profit of the acquire prior to the merger
                Net profits attributable to owners of the
                   parent company                               6,959,982,096.93   5,961,678,775.93
                Minority interests                                166,585,987.22      30,787,607.35


                                                    18
                                                                 Amount for the     Amount for the
                                                                   nine months        nine months
                                                                         ended              ended
                                                                  30 September       30 September
    Item                                                                  2012               2011

    VI. Earnings per share:                                                    —                  —
    (1)         Basic earnings per share                                      0.9               0.78
    (2)         Diluted earnings per share                                    0.9               0.78
    VII. Other comprehensive income                                 21,719,337.29      63,595,593.13
    VIII. Total comprehensive income                             7,148,287,421.44   6,056,061,976.41
      Total comprehensive income attributable to owners
         of the parent company                                   6,983,007,315.52   6,013,430,933.97
      Total comprehensive income attributable to
         minority shareholders                                    165,280,105.92      42,631,042.44
    The net profit realized by the acquiree prior to its merger with the Company, which turned it
    into a jointly controlled entity of the Company, was RMB0 during the period.
4.6 Income Statement from the beginning of the year to the end of the Reporting Period of
    the Parent Company (prepared under PRC GAAP)
    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.
                                                                                        Unit: RMB
                                                                 Amount for the     Amount for the
                                                                   nine months        nine months
                                                                         ended              ended
                                                                  30 September       30 September
    Item                                                                  2012                2011

    I. Operating income                                         37,962,161,391.01 30,391,938,811.79
    Less:        Operating cost                                 27,257,112,067.20 21,388,655,842.70
                 Taxes and surcharges for operations               146,203,836.24   142,284,488.48
                 Selling expenses                                2,180,130,457.32 1,641,617,148.18
                 Administrative expenses                         1,247,959,432.52   828,677,209.53
                 Financial expenses                               -416,562,223.15  -382,878,773.75
                 Losses on assets depreciation                     272,636,611.18   276,927,292.11
    Add:         Income from changes of fair value
                   (“-” refers to loss)                            -17,657,509.22     19,146,496.65
                 Incomes from investment (“-” refers to loss)       89,958,788.14     52,349,247.49
    Including: investment income from associates and
                   joint venture companies
    II. Operating profits (“-” refers to loss)                    7,346,982,488.62   6,568,151,348.68
    Add:         Non-operating profits                               48,393,491.20      27,769,342.06
    Less:        Non-operating expenses                            204,918,869.84      35,855,052.65
    Including: Losses on disposal of non-current assets
    III. Total profits (“-” refers to loss)                       7,190,457,109.98   6,560,065,638.09
    Less:        Income tax expense                                950,300,378.71     951,825,250.77
    IV. Net profits (“-” refers to loss)                          6,240,156,731.27   5,608,240,387.32
    V. Earnings per share:                                                     —                  —
    (1)          Basic earnings per share
    (2)          Diluted earnings per share
    VI. Other comprehensive income                                    -150,876.70        -654,768.60
    VII. Total comprehensive income                              6,240,005,854.57   5,607,585,618.72
                                                     19
4.7 Consolidated Cash Flow Statement from the beginning of the year to the end of the
    Reporting Period (prepared under PRC GAAP)

    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.

                                                                                              Unit: RMB
                                                                       Amount for the     Amount for the
                                                                         nine months        nine months
                                                                               ended              ended
                                                                        30 September       30 September
    Item                                                                        2012                2011

    I. Cash flow from operating activities
       Cash received from selling goods and providing services        35,640,775,411.12 32,635,725,660.14
       Net increase in customer bank deposits and due to banks and
         other financial institutions
       Net increase in borrowings from central bank
       Net increase in placements from other financial institutions
       Cash received from original insurance contract premiums
       Net cash received from reinsurance business
       Net increase in policy holder deposits and investments funds
       Net increase in disposal of held-for-trading financial assets
       Cash received from interests, fees and commissions
       Net increase in capital borrowed
       Net increase in income from repurchase business
       Refunds of taxes received                                          43,245,428.03   102,975,074.52
       Cash received relating to other operating activities            2,226,953,461.56   889,910,311.08
       Sub-total of cash flow from operating activities                37,910,974,300.71 33,628,611,045.74
       Cash paid for purchasing goods and receiving services          28,571,906,054.95 25,434,924,827.23
       Net increase in customer loans and advances to customers
       Net increase in deposit in central bank and due to banks and
         other financial institutions
       Cash paid for original insurance contract claimed
       Cash paid for interests, fees and commissions
       Cash paid for policy holder dividend
       Cash paid to and for employees                                  2,818,835,746.77 2,262,564,895.07
       Cash paid for taxed and surcharges                              3,829,734,311.94 2,844,733,448.89
       Cash paid relating to other operating activities                2,511,445,102.53 1,996,170,419.43
    Sub-total of cash outflow from operating activities                37,731,921,216.19 32,538,393,590.62
    Net cash flow from operating activities                               179,053,084.52 1,090,217,455.12




                                                    20
                                                                  Amount for the       Amount for the
                                                                    nine months          nine months
                                                                          ended                ended
                                                                   30 September         30 September
Item                                                                       2012                 2011

II. Cash flow from investing activities:
   Cash received from disposal of investments
   Cash received from returns on investments                              93,600.00          90,000.00
   Net cash received from disposal of fixed assets,
      intangible assets and other long-term assets                    13,902,720.06      21,146,042.29
   Net cash received from disposal of subsidiaries or
      other operating business units
   Cash received relating to other investing activities                                  30,413,287.17
Sub-total of cash flow from investing activities                       13,996,320.06      51,649,329.46
   Cash paid for acquisition and construction of fixed assets,
      intangible assets and other long-term assets                 1,429,605,799.60     975,158,231.97
   Cash paid for investment                                          167,962,000.00       7,000,000.00
   Net increase in pledge loans
   Net cash paid for acquisition of subsidiaries and
      other operating business units
   Cash paid relating to other investing activities                  455,615,093.41      997,085,013.99
Sub-total of cash outflow investing activities                      2,053,182,893.01    1,979,243,245.96
Net cash flow from investing activities                            -2,039,186,572.95   -1,927,593,916.50
III. Cash flow generated from financing activities:
   Cash received from investment                                      34,000,000.00   1,659,042,238.61
Including: cash received by subsidiaries from the investment of
                minority shareholders                                 34,000,000.00
   Cash received from borrowings                                  14,437,132,919.66   9,567,759,487.09
   Cash received from issuing bonds                                2,495,292,694.87
   Cash received related to other financing activities                                      2,000,000.00
Subtotal of cash inflow from financing activities                   16,966,425,614.53   11,228,801,725.70
   Cash paid for repaying debts                                   12,175,811,684.23    8,490,827,226.93
   Cash paid for distributing dividends and profits and
      interest repayment                                           2,263,421,652.88   1,749,976,124.94
Including: dividends and profits paid by subsidiaries to
                minority shareholders                                 39,051,709.74       12,223,062.02
   Cash paid related to other financing activities                     80,964,923.72     154,189,328.97
Sub-total of cash outflow from financing activities                 14,520,198,260.83   10,394,992,680.84
Net cash flow generated from financing activities                    2,446,227,353.70     833,809,044.86
IV. Effect of foreign exchange rate changes to cash and
   cash equivalents                                                    5,200,098.03     -97,856,745.81
V. Net increase in cash and cash equivalents                         591,293,963.30    -101,424,162.33
Add:         Balance of cash and cash equivalents at beginning of
                period                                            16,002,208,493.76   18,758,272,252.35
VI. Balance of cash and cash equivalents at end of period         16,593,502,457.06   18,656,848,090.02



                                                21
4.8 Cash Flow Statement from the beginning of the year to the end of the Reporting Period
    of the Parent Company (prepared under PRC GAAP)

    Prepared by: Zoomlion Heavy Industry Science and Technology Co., Ltd.

                                                                                             Unit: RMB
                                                                     Amount for the      Amount for the
                                                                       nine months         nine months
                                                                             ended               ended
                                                                      30 September        30 September
    Item                                                                      2012                 2011

    I. Cash flow from operating activities
       Cash received from selling goods and providing services      37,505,932,428.14   28,989,091,476.98
       Refunds of taxes received                                        43,245,428.03       76,678,244.90
       Cash received relating to other operating activities          2,078,558,418.97      603,977,210.59
    Sub-total of cash flow from operating activities                 39,627,736,275.14   29,669,746,932.47
       Cash paid for purchasing goods and receiving services        28,995,892,781.87   25,069,512,535.63
       Cash paid to and for employees                                2,352,892,206.37    1,670,871,778.42
       Cash paid for taxed and surcharges                            3,297,190,321.09    2,509,332,426.46
       Cash paid relating to other operating activities              2,137,385,541.38    6,252,087,677.94
    Sub-total of cash outflow from operating activities              36,783,360,850.71   35,501,804,418.45
    Net cash flow from operating activities                           2,844,375,424.43   -5,832,057,485.98
    II. Cash flow from investing activities:
       Cash received from disposal of investments                                           3,288,283.99
       Cash received from returns on investments                       84,459,810.86       33,272,324.72
       Net cash received from disposal of fixed assets,
         intangible assets and other long-term assets                  28,501,450.56        5,984,162.67
       Net cash received from disposal of subsidiaries or
         other operating business units
       Cash received relating to other investing activities
    Sub-total of cash flow from investing activities                   112,961,261.42       42,544,771.38
       Cash paid for acquisition and construction of fixed assets,
         intangible assets and other long-term assets                1,128,331,831.78     924,273,903.03
       Cash paid for investment                                      2,577,109,800.00     416,080,457.00
       Net cash paid for acquisition of subsidiaries and
         other operating business units
       Cash paid relating to other investing activities                 80,916,475.19    601,825,037.66
    Sub-total of cash outflow investing activities                    3,786,358,106.97 1,942,179,397.69
    Net cash flow from investing activities                          -3,673,396,845.55 -1,899,634,626.31




                                                     22
                                                                                 Amount for the         Amount for the
                                                                                   nine months            nine months
                                                                                         ended                  ended
                                                                                  30 September           30 September
       Item                                                                               2012                   2011

       III. Cash flow generated from financing activities:
          Cash received from investment                                                                1,659,042,238.57
          Cash received from borrowings                                        11,638,032,010.38       8,933,029,915.19
          Cash received from issuing bonds
          Cash received related to other financing activities
       Subtotal of cash inflow from financing activities                         11,638,032,010.38 10,592,072,153.76
          Cash paid for repaying debts                                         10,093,462,126.65 4,517,179,367.40
          Cash paid for distributing dividends and profits and
             interest repayment                                                 2,077,850,569.04       1,509,183,243.80
          Cash paid related to other financing activities                                                 151,564,628.97
       Sub-total of cash outflow from financing activities                       12,171,312,695.69       6,177,927,240.17
       Net cash flow generated from financing activities                           -533,280,685.31       4,414,144,913.59
       IV. Effect of foreign exchange rate changes to cash and
          cash equivalents                                                          1,341,524.36   -150,629,849.49
       V. Net increase in cash and cash equivalents                            -1,360,960,582.07 -3,468,177,048.19
       Add:         Balance of cash and cash equivalents at
                       beginning of period                                      8,095,183,793.47 16,723,638,807.83
       VI. Balance of cash and cash equivalents at end of period                6,734,223,211.40 13,255,461,759.64

4.9 Audit report

       Opinion: Unaudited

                                                                               By Order of the Board
                                                                        Zoomlion Heavy Industry Science and
                                                                               Technology Co., Ltd.*
                                                                                  Zhan Chunxin
                                                                                    Chairman

Changsha, the PRC, 31 October 2012
As at the date of this announcement, the executive directors of the Company are Dr. Zhan Chunxin and Mr. Liu Quan; the non-
executive director is Mr. Qiu Zhongwei; and the independent non-executive directors are Mr. Liu Changkun, Dr. Qian Shizheng,
Mr. Wang Zhile and Mr. Lian Weizeng.

*   For identification purpose only




                                                            23

				
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