Annual Financial Report

CHINA CDM EXCHANGE CENTRE LIMITED 2009 ANNUAL REPORT Contents Page Chairman's statement 2 Outlook 3 Directors' report 4-5 Income statement 6 Balance sheet 7-8 Cash Flow Statement 9 China CDM Exchange Centre Limited Chairman's Statement After the global financial turbulence in 2008, FY 2009 saw an all-around and stable economic recovery although the whole financial environment was still challenging everyone's nerves. And amidst the challenges of the whole market environment, the company still maintained a steadily rising development based on the good resources available on hands and the ever-updating business model according to the change of industry market climate. I, as Chairman of China CDM Exchange Centre Limited, am very happy to announce that for the year ended Dec. 31, 2009, the Company achieved a revenue of around ￥80,230,000.00 (equal to ￡7,720,000.00), and the total assets reached around RMB￥555,000,000.00 (equal to￡50,580,000.00).The net Profit was around ￥ 64,410,000.00 (equal to ￡6,200,000.00). And it should be noted that by the year end, the Company had no bank debts. Hereupon I would like to extend my sincere thanks to the management and staff of the Company for performing the tasks with zeal, vision and dedication as well as to our cooperative partners with effective and efficient cooperation. Outlook In 2010, the company will develop business focusing on the following aspects: 1. To further establish the company's leader role in CDM industry at home and abroad and maintain the company's exclusive advantages in new energy fields. Based on pushing forward the projects available, the company will actively develop new projects and maintain close relationship with the project owner so as to make the projects run effectively and efficiently. 2. Based on the clear awareness for the company development, the company will actively face to International Financial Environment through polishing professional skills and mastering international financial policy changes all the time. 3. To extend new business fields based on the current business model. We also invest in new energy projects focusing on clean energy project development including but not limited to Wind Power projects and Hydropower projects. 4. To continue to develop CDM projects and attempt to procure great success. 5. To strengthen management regulation, improve company's management level and enroll high-quality talents. …………………………….. Chairman's Signature The directors present their report and financial statements for the year ended 31 December 2009. Principal CDM Activities For FY 2009, amidst the projects in process, a majority of them were equipped themselves of the requirements of power generation. Now they have been under trial operation or have generated on-grid power, which had generated CERs. And as for the projects in construction, they are moved on conforming to the Project Process Schedule. In general, all the CDM Projects are in smooth process. Investment The Company mainly focuses on hydropower investments. In viewing the prospective investment study in 2008, and through all kinds of endeavors, the Company has reached an initial investing intent for a high quality hydropower project, which locates at north of Tianshan, 220 kilometers away from Urumqi. Results and Dividends The profit for the year after tax was RMB 64,413,397.57 Equal to 6,197,141.39 The directors do not recommend a payment of dividend. Directors The following directors have held office since 3 October, 2006 Executive Directors Zheng Kang Qingmei Liu Sha Ying Directors' Responsibilities The directors are responsible for preparing the financial statements in accordance with applicable law and United Kingdom Generally Accepted Accounting Practice. Jersey company law requires the Directors to prepare the financial statements each year, which give a true and fair view of the state of the affairs of the company and the profit and loss for that period. In preparing those financial statements, the Directors are required to: * select suitable accounting policies and then apply them consistently; * make judgments and estimates that are reasonable and prudent; * prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business; and * state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements. The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company, and to enable them to that the financial statements comply with the Companies (Jersey) Law, 1991. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud, error, and non-compliance with law and regulations. Auditors A resolution will be proposed at the annual general meeting for the re-appointment of Nexia Zhonglei Certified Public Accountants Co., Ltd. as auditors for the forthcoming year. On behalf of the board ……………………………… Melody Zhu Board Secretary Mar. 17, 2010 China CDM Exchange Centre Limited Income Statement 1/1/2009-12/31/2009 RMB GBP Revenue 80,230,014.55 7,718,840.54 Cost of sales (10,929,073.52) (1,051,474.02) Gross profit 69,300,941.03 6,667,366.52 Selling expenses (2,346,364.98) (225,741.17) Administrative expenses (2,778,332.55) (267,300.29) Profit from operations 64,176,243.50 6,174,325.06 Foreign exchange gains 237,154.07 22,816.33 Profit before income tax 64,413,397.57 6,197,141.39 Net profit 64,413,397.57 6,197,141.39 The accompanying notes form an integral part of these financial statements. Average exchange rate：(2009) RMB/GBP: 10.3941； (2008)RMB/GBP: 12.1954 China CDM Exchange Centre Limited Balance Sheet As at 12/31/2009 RMB GBP Non-current assets Property Plant and Equipment 458,640.15 41,778.12 Long term investment 215,242,500.00 19,606,713.43 Intangible assets 162,360,000.00 14,789,579.16 Total non-current assets 378,061,140.15 34,438,070.71 Current Assets Trade receivable 8,531,658.89 777,159.67 Other receivable 2,374.98 216.34 Cash and cash equivalents 11,833,980.63 1,077,972.37 Financial assets at fair value through 156,800,000.00 14,283,111.68 profit or loss Total current assets 177,168,014.50 16,138,460.06 Total assets 555,229,154.65 50,576,530.77 Current Liabilities Trade payable and other payables - - Total liabilities - - Capital and Reserves Share capital 221,999,000.00 15,020,515.41 Capital surplus 163,424,345.56 15,690,475.18 Surplus reserve 49,336,357.17 3,383,675.49 Retained earnings 120,469,451.92 10,793,633.05 Foreign currency translation difference - 5,688,231.64 Total shareholder's equity 555,229,154.65 50,576,530.77 Total liabilities and shareholder's 555,229,154.65 50,576,530.77 equity The accompanying notes form an integral part of these financial statements. Exchange rate(31 Dec, 2009) RMB/GBP: 10.9780; (31 Dec., 2008) RMB/GBP: 9.8101 China CDM Exchange Centre Limited Cash Flow Statement 1/1/2009-12/31/2009 RMB GBP Cash flows from operating activities Cash generated from operations 52,837,756.94 4,972,738.05 Net cash generated from operating activities 52,837,756.94 4,972,738.05 Cash flows from investing activities Cash pay for investment (30,000,000.00) (2,886,266.66) Other investment (20,000,000.00) (1,924,177.77) Net cash used in investing activities (50,000,000.00) (4,810,444.43) Cash flows from financing activities - - Proceeds from issuance of ordinary shares - - Net cash used in financing activities - - Gains(Losses) on foreign exchange 237,154.07 22,816.33 transaction Net (decrease)/increase in cash and bank 3,074,911.01 185,109.95 balances Cash and bank balances at beginning of year 8,759,069.62 892,862.42 Cash and bank balances at end of year 11,833,980.63 1,077,972.37 The accompanying notes form an integral part of these financial statements. Average exchange rate(2009) RMB/GBP: 10.3941 (2008)RMB/GBP: 12.1954

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