Announcement Of The Third Meeting Of The Second Board Of Directors Of The Guangzhou Card Road Company

Securities code: 002656 securities short: card slave road announcement number: 2012-001

Guangzhou card road clothing Limited by Share Ltd

The second board of directors third times

Conference resolution announcement

All directors, supervisors and senior managers of the company guarantee the authenticity, accuracy and completeness of the announcement, and there is no false record, misleading statement or major omission.

The third meeting notice and related motion of the second board of directors of the Limited by Share Ltd in Guangzhou, March 12, 2012, were sent to all directors by telephone, mail and fax. The deadline for voting is March 22, 2012.

As at March 22, 2012, the board of directors received votes from 9 directors, including Mr. Lin Yongfei, Mr. Weng Wuqiang, Mr. Yan Yanxiang, Mr. Yang Hou Wei, Mr. Lin Fengguo, Chen Xiusen and independent director Mr. Hu Yuming, Mr. Liu Shaobo and Mr. Yan.

The meeting should be attended by 9 votes and 9 people actually voted. The meeting is in conformity with the provisions of the company law, the articles of association and relevant laws and regulations.

After careful consideration by all directors, the following resolution was adopted by way of registered ballot:

1. The meeting adopted 9 bills, 0 votes against, 0 abstentions, and adopted the motion on establishing the fund raising account and signing the three party's supervision agreement.

The Hengtai securities Limited by Share Ltd of the company and sponsor (hereinafter referred to as "Hengtai securities") will sign the three party supervision agreement with the five banks of Shanghai Pudong Development Bank, Limited by Share Ltd Guangzhou branch, Guangzhou rural commercial bank, Limited by Share Ltd exhibition Town Branch, China Minsheng Banking Corp Guangzhou branch, Xingye Bank, Guangzhou Xintang sub branch and China Merchants Bank Guangzhou Guangzhou Avenue branch.

Two, the conference adopted 9 votes, 0 votes against and 0 abstentions, and deliberated and adopted the motion on the formulation of the management system of interview and reception for specific target research.

Three, the conference adopted 9 votes, 0 votes against and 0 abstentions, and adopted the "bill on the management of external information users".

Four, the conference adopted 9 votes, 0 votes against and 0 abstentions, and deliberated and adopted the motion on the establishment of the insider information registration system.

Reference documents:

Resolution of the third session of the second board of directors of Limited by Share Ltd, Guangzhou

Management system of interview and reception for specific object research

External information user management system

Registration and filing system for insider information insiders

Notice hereby!

Guangzhou card road clothing Limited by Share Ltd

Board of directors

March 22, 2012

Securities code: 002656 securities short: card slave road announcement number: 2012-002

Guangzhou card road clothing Limited by Share Ltd

About signing up for raising funds

Announcement of the three party regulatory agreement

All directors, supervisors and senior managers of the company guarantee the authenticity, accuracy and completeness of the announcement, and there is no false record, misleading statement or major omission.

Guangzhou cnndl fashion Limited by Share Ltd (hereinafter referred to as "the company") has been approved by the China Securities Regulatory Commission (CSRC), "SFC 2012 [75]," for the first time, offering 25 million shares to the public for the first time. The issuing price of each share is 27.80 yuan, the total amount being raised is RMB: 695000000 yuan, after deducting the 46059499.41 yuan of issuance cost, the net amount actually raised is RMB 648940500.59 yuan.

Guangdong central Pearl River certified public accountants Co., Ltd. in February 22, 2012, the company's initial public offering of funds to verify the situation, and issued the "capital verification report" (Canton Club verifying [2012] 12000900015th) confirmed.

According to the relevant laws and regulations, the guidelines for the standardized operation of small and medium enterprises listed companies on the stock exchange of Shenzhen and the relevant provisions of the company's management measures for raising funds, the company set up a special fund raising bank in Shanghai Pudong Development Bank, Limited by Share Ltd Guangzhou branch, Guangzhou rural commercial bank, Limited by Share Ltd Exhibition City branch, China Minsheng Banking Corp Guangzhou branch, Xingye Bank Limited by Share Ltd Guangzhou Xintang branch, China Merchants Bank Guangzhou Guangzhou Road branch bank and other banks.

The company together with sponsor Hengtai securities Limited by Share Ltd (hereinafter referred to as "Hengtai securities") and the above raising fund depository institutions (hereinafter referred to as "raise funds for special storage banks") signed the "three party supervision agreement on raising funds" respectively in March 22, 2012.

The main provisions of the agreement are as follows:

1. The company has separately opened the special account for raising funds in the depository bank of the above raised funds.

1, the company set up a special fund raising account in Shanghai Pudong Development Bank Limited by Share Ltd Guangzhou branch (hereinafter referred to as "special account"), with an account number of 82010154700004773, and the account balance of 204668813.82 yuan, of which the initial fund-raising fund was 204495800 yuan, and the interest generated by the raised fund was 173013.82 yuan.

The account is only used for the storage and use of the funds raised in the marketing network construction project, and shall not be used for other purposes.

2, the company set up a special fund raising account in the Guangzhou rural commercial bank Limited by Share Ltd Convention and Exhibition New Town Branch (hereinafter referred to as "special account"). The account number is 06641924000000006, and the account balance is 140001944.44 yuan, of which the initial fund-raising fund is 140000000 yuan, and the interest generated by the raised fund is 1944.44 yuan.

The account is only used for the storage and use of the funds raised in the marketing network construction project, and shall not be used for other purposes.

3, the company set up a special account to raise funds in the China Minsheng Banking Corp Guangzhou branch (hereinafter referred to as "special account"), with an account number of 0325014170003079, and the account balance of 35128900 yuan, of which the initial fund-raising fund was 35128900 yuan, and the interest generated by the raised fund was 0 yuan.

The account is only used for the storage and use of the funds raised in the technological pformation project of the information system, and shall not be used for other purposes.

4, the company set up a special account to raise funds in the Xintang branch of Guangzhou branch of Limited by Share Ltd (hereinafter referred to as "special account"). The account number is 391110100100137365, and the account balance is 181320069.63 yuan, of which the initial fund-raising fund is 181315800.59 yuan, and the interest generated by the raised fund is 4269.04 yuan.

The account is only used for the storage and use of some super raised funds, and it can not be used for other purposes.

5, the company set up a special fund raising account in the Whampoa branch of Guangzhou branch of Limited by Share Ltd, China Merchants Bank. Its account number is 120905705610888, the balance is 88001222.22 yuan, of which the initial fund-raising fund is 88000000 yuan, and the interest generated by the raised fund is 1222.22 yuan.

The account is only used for the storage and use of some super raised funds.

Two, Hengtai securities, as a sponsor of the company, should be nominated by the sponsor representative or other staff according to the relevant regulations to supervise the use of the company's raised funds.

Hengtai securities shall perform its supervisory duties in accordance with relevant laws and regulations, the provisions of the China Securities Regulatory Commission and the Shenzhen stock exchange, and the fund raising management system formulated by the company, and may exercise its supervisory power in the form of on-the-spot investigation, written and telephone inquiries.

The company and the depository banks should cooperate with Hengtai Securities for enquiry and enquiry.

Hengtai securities should check the storage status of each raised fund at the same time.

Three. The authorized representative of Hengtai securities, Li Dongmao and Qiu Zhi Jian, can be sent to the banks to inquire and copy the information of the company's special account at any time. The depository banks should provide timely, accurate and complete information about the required accounts.

Four, the sponsor representative shall issue his legal identity certificate to the various fund raising special stores when storing the bank to inquire about the special account of the company; the other staff designated by Hengtai securities shall issue their own legal identity certificate and a valid and valid Letter of introduction to the various fund raising special customers when storing the bank to inquire about the company's special account.

Five, the depository banks will raise their monthly accounts on a monthly basis (5 days before the holidays, postpone the holidays) to the company.

Depository banks should ensure that the contents of the funds are true, accurate and complete.

A company accumulating a total of more than 10 million yuan or 5% of the net proceeds from a special account within one or 12 months. The depository bank shall notify the Hengtai securities by fax in the next working day after the occurrence of the situation. At the same time, the expenditure list of the special account will be affixed to the business chapter and sent to Hengtai securities by the post express delivery service. The company shall, after the occurrence of the situation, pfer the copy of the original voucher, invoices, bill of lading, pport documents and other related original vouchers and related equipment purchase contracts and plant construction contracts to the Hengtai securities by Post EMS on the next working day. Six.

Seven, Hengtai securities has the right to change the designated sponsor representative in accordance with the relevant provisions. Hengtai securities should replace the sponsor representative in written form, notify the bank in writing, and notify the replacement sponsor's contact information in writing according to the requirements of the agreement fifteenth.

Eight, the banks that have raised the funds for special account have not issued the bills to the Hengtai Securities for the three time in succession, or the large amount of withdrawals from the Hengtai securities notice, and if there is no information on the investigation data of Hengtai securities, the company or Hengtai securities shall have the right to require the company to terminate this agreement unilaterally and cancel the special account for raising funds.

Nine. The agreement shall come into force from the date of signing and covering the official seal of each unit of the three party, the authorized representative or the authorized representative of the company, the authorized representative or the authorized representative of the company. The agreement is invalid from the date of the full expenditure of the special account and the date of the sale by law.

This is the announcement!

Guangzhou card road clothing Limited by Share Ltd

Board of directors

March 22, 2012

Securities code: 002656 securities short: card slave road announcement number: 2012-003

Guangzhou card road clothing Limited by Share Ltd

First quarter forecast for 2012

All directors, supervisors and senior managers of the company guarantee the authenticity, accuracy and completeness of the announcement, and there is no false record, misleading statement or major omission.

1. The expected performance of the current period.

1, performance forecast time: 2012 01 months 01 to 2012 03 months 31 days.

2. Expected performance: upward trend in the same direction.

project

Current reporting period

The same period last year

Net profit attributable to shareholders of listed companies

Growth over the same period last year: 40% - 60%

Profit: 35 million 443 thousand and 500 yuan

Profit: 49 million 620 thousand and 900 yuan - 56 million 709 thousand and 600 yuan.

Two. Performance audit notice

The relevant financial data are not audited by CPA.

Three, reasons for changes in performance

The company expects business growth in the first quarter of 2012 to be higher than the same period last year, mainly due to the expansion of business scale and the increase of business performance.

Four, other related instructions

The result is a preliminary estimate of the company. The financial data will be disclosed in the first quarter of 2012.

We invite investors to pay attention to investment risk.

Notice hereby!

Board of directors of Limited by Share Ltd apparel Guangzhou

March 22, 2012