1. Heilongjiang Province Expressway Group

    Heilongjiang Province Expressway Group is the controlling shareholder of the company. It holds 596,800,000 shares of stock, taking up 49.19% of the total shares. Heilongjiang Province Expressway Group was established on December 9, 1993.It is a state-owned enterprise directly under the management of Transport Department of Heilongjiang Province, which mainly take charge of the investment, construction, operation and management of expressways of Heilongjiang Province. The registered capital of Heilongjiang Province Expressway Group is RMB 20.18073 Billion Yuan.The main business is the second grade highway construction, including the development, construction, management, maintenance and operation of high-grade highway, the grains and oil, the general machinery, the office equipment, the auto parts, the house lease and the building materials.

    According to Auditing Report (Hei Wanlong Huajian Auditing Document [2009] No.109) issued by Heilongjiang Wanlong Huajian Certified Public Accountants Office on April 30, 2009, up to December 31, 2008, the total assets of Heilongjiang Province Expressway Group were 24.16 Billion Yuan, the net assets were 22.33 Billion Yuan, the net profit of 2008 was 51,975,000 Yuan, and the owner’s net profit attributable to of parent company was 38,998,000 Yuan. Besides the company, other subsidiary companies held by Heilongjiang Province Expressway Group include:

    Name of Enterprise

    Registered Address

    Main Business

    Proportion of Shares

    Legal Representative

    Heilongjiang Transport Development Co., Ltd.

    Harbin City, Heilongjiang Province

    Development, Construction, Management, Maintenance and Operation of Highway

    49.19%

    Sun Yisong 

    Heilongjiang Province Ha-Song Highway Bridge Co., Ltd.

    Harbin City, Heilongjiang Province

    Maintenance and Management of Highway and Bridge

    100%

    Guo Yaoguang

    Heilongjiang Dong-Sui Expressway Co., Ltd.

    Harbin City, Heilongjiang Province

    Investment, Development, Construction, Maintenance and Toll Collection of Highway and Bridge

    51.24%

    Liang Zhongxi

    The main assets of highway invested, constructed, operated and managed by Heilongjiang Province Expressway Group (including through the holding subsidiary companies) are listed below:

    Serial Number

    Name of Highway

    Developer / Operator

    Mileage
    (Km)

    Main Places on the Way

    Grade of Highway

    Number of Lane

    Time

    1

    Ha-Shuang Expressway

    Heilongjiang Province Expressway Group

    138.94

    Shuangcheng

    Expressway

    4

    Sept., 2002

    2

    Ha-Tong Expressway

    Heilongjiang Province Expressway Group

    493.028

    Fangzheng, Yilan, Jiamusi

    Expressway

    4

    Aug., 1997

    3

    Ha-Yi Expressway

    Heilongjiang Province Expressway Group

    88.301

    Suihua, Qing’an, Tieli

    Expressway

    4

    Sept., 2000

    4

    Yabuli-Suifenhe Section of Ha-Sui Expressway

    Heilongjiang Province Expressway Group

    358

    Hengdao, Mudanjiang, Hailin, Suifenhe

    Expressway, GradeⅡ

    4

    Oct., 1994

    5

    Nian-Bei Highway

    Heilongjiang Province Expressway Group

    365.1

    Nianzishan, Bei’an

    GradeⅡ

    2

    Sept., 2001

    The highway invested, constructed, operated or managed by Heilongjiang Province Expressway Group are different with the expressway operated and managed by the company in the aspect of location and direction, so there is no horizontal competition.

    2. Huajian Transportation Economic Development Cente

    Huajian Transportation Economic Development Center (hereinafter referred to as “Huajian Center” for short) is the controlling shareholder of the company. It holds 217,300,000 shares of stock, taking up 17.92% of the total shares. Huajian Transportation Economic Development Center was registered in State Administration of Industry and Commerce on December 18, 1993 with the approval of Ministry of Transport. It is a state-owned enterprise which has the independent account, operates independently, assumes sole responsibility for its profits or losses, and pays tax in accordance with the law. The registered capital of the company is RMB 500 Million Yuan. Huajian Center was under the direct leadership of Ministry of Transport at the beginning. In 1999, it was totally put under the management of Investment Invitation Bureau (Group) Co., Ltd., and became the first grade enterprise affiliated to Investment Invitation Bureau (Group) Co., Ltd.

    The business purpose of Huajian Center is to make investment, development, construction, operation and management on highways, bridges, water transportation, ports and other transport infrastructures and relevant projects according to the development planning of the country about highways, bridges, water transports and ports and in the scope stipulated by the country, and to maintain and increase the value of state-owned assets.

    At present, among the operational toll highway investment management companies of China, Huajian Center is the only state-owned enterprise of the central level which has the widest investment range, owns the most joint stock companies, and carries out the centralized management for the investment made by central authority and its income in the operational toll roads. Up to December 31, 2009, it had made investment in 19 companies (projects). Among them, there are 13 listed road company and 1 listed port service company. The road (bridge) projects operated by the road companies in which Huajian Center makes investment in are mainly distributed throughout the main planning trunk line of highway in the whole country. The mileage of highway is about 5,500 kilometers. Among them, the highways are about 5,000 kilometers long, such as Jing-Jin-Tang Expressway, Hu-Ning Expressway, Cheng-Yu Expressway, He-Ning Expressway, Hu-Hang-Yong Expressway, Quan-Xia Expressway, Ji-Qing Expressway and so on. The expressway operated by them are distributed over 14 provinces (autonomous region) and 2 municipalities directly under the Central Government such as Heilongjiang Province, Jilin Province, Hebei Province, Shandong Province, He’nan Province, Jiangsu Province, Anhui Province, Guizhou Province, Sichuan Province, Fujian Province, Zhejiang Province, Hubei Province, Guangxi Province, Guangdong Province, Beijing City and Tianjin City. Up to the end of 2009, the total assets of Huajian Center are 20.164 Billion Yuan. Among them, the net assets which belong to the parent company are 17.648 Billion Yuan.

    3.Information about Shareholders

    (1) Capital Structure of Company

    Name of Shareholders

    Number of Shares Held (Shares)

    Proportion of Share

    Nature

    Heilongjiang Province Expressway Group Co., Ltd. (SS)

    596,803,607

    49.19%

    Restricted Shares

    Huajian Transportation Economic Development Center (SS)

    217,396,393

    17.92%

    Circulating Shares

    Public Shareholders of A-Share

    399,000,000

    32.89%

    Circulating Shares

    Total

    1,213,200,000

    100.00%

     

    Note: SS refers to the state shareholder.

    (2) Holding Situation about Ten Big Shareholders of A-share before Being Listed

    Serial Number

    Name

    Number of Shares Held (Shares)

    Proportion in Total Share Capital

    1

    Heilongjiang Province Expressway Group Co., Ltd. (SS)

    596,803,607

    49.19%

    2

    Huajian Transportation Economic Development Center (SS)

    217,396,393

    17.92%

    3

    Shanghai Huijin Investment Management Co., Ltd.

    6,103,824

    0.50%

    4

    Lin Xiangqi

    4,963,316

    0.41%

    5

    Wu Feixia

    3,954,090

    0.33%

    6

    Li Jian

    3,317,530

    0.27%

    7

    Meng Weijun

    2,678,938

    0.22%

    8

    Zhang Beilei

    2,244,051

    0.18%

    9

    Jiao Lijie

    1,941,559

    0.16%

    10

    Wang Xiaomei

    1,789,776

    0.15%