苏常柴B:2015年第三季度报告全文(英文版)

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Report for the Third Quarter of 2015 of Changchai Company, Limited

Changchai Company, Limited

Report for the Third Quarter of 2015

October 2015

1

Report for the Third Quarter of 2015 of Changchai Company, Limited

Section I. Important Reminders, Contents & Definition

The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior

management staff of Changchai Company, Limited (hereinafter referred to as “the Company”)

warrant that this report is factual, accurate and complete without any false record, misleading

statement or material omission. And they shall be jointly and severally liable for that.

All directors attended the board session for reviewing this report.

Mr. Xue Guojun, company principal, Mr. He Jianguang, chief of the accounting work, and Mr. Jiang

He, chief of the accounting organ (chief of accounting), hereby confirm that the Financial

Statements enclosed in this report are factual, accurate and complete.

This report is prepared in both Chinese and English. Should there be any discrepancy between the

two versions, the Chinese version shall prevail.

Section II. Financial Highlights & Change of Shareholders

I. Major accounting data and financial indexes

Does the Company adjust retrospectively or restate accounting data of previous years due to change of the

accounting policy or correction of any accounting error?

□ Yes √ No

30 Sept. 2015 31 Dec. 2014 Increase/decrease (%)

Total assets (RMB Yuan) 3,346,383,519.67 3,166,783,758.18 5.67%

Net assets attributable to

shareholders of the Company 1,970,007,385.88 1,936,936,835.27 1.71%

(RMB Yuan)

YoY increase/decrease YoY increase/decrease

Jul.-Sept. 2015 Jan.-Sept. 2015

(%) (%)

Operating revenues (RMB Yuan) 815,273,308.97 36.73% 2,175,169,209.66 12.35%

Net profit attributable to

shareholders of the Company 36,184,587.95 116.15% 73,747,987.13 44.48%

(RMB Yuan)

Net profit attributable to

shareholders of the Company after

35,546,486.10 128.87% 71,257,105.38 45.27%

extraordinary gains and losses

(RMB Yuan)

Net cash flows from operating

-- -- 95,644,083.47 ——

activities (RMB Yuan)

Basic EPS (RMB Yuan/share) 0.06 100.00% 0.13 44.44%

2

Report for the Third Quarter of 2015 of Changchai Company, Limited

Diluted EPS (RMB Yuan/share) 0.06 100.00% 0.13 44.44%

Weighted average ROE 1.77% 0.86% 3.78% 1.02%

Items and amounts of extraordinary gains and losses

√Applicable □Inapplicable

Unit: RMB Yuan

Item Amount as of Jan.-Sept. 2015 Note

Gains/losses on the disposal of non-current assets (including the

60,283.84

offset part of the asset impairment provisions)

Government grants recognized in the current period, except for

those acquired in the ordinary course of business or granted at

5,649,480.22

certain quotas or amounts according to the government’s unified

standards

Capital occupation charges on non-financial enterprises that

1,042,635.82

recorded into current gains and losses

Gains and losses on change in fair value from tradable financial

assets and tradable financial liabilities, as well as investment

income from disposal of tradable financial assets and tradable

834,000.00

financial liabilities and financial assets available for sales except

for effective hedging related with normal businesses of the

Company

Other non-operating income and expenses than the above -4,583,881.87

Less: Income tax effects 522,620.67

Minority interests effects (after tax) -10,984.41

Total 2,490,881.75 --

Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in

the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the

Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said

explanatory announcement as a recurrent gain/loss item

□ Applicable √ Inapplicable

No such cases during the reporting period.

II. Total number of shareholders and shareholdings of the top ten shareholders at the

period-end

1. Total number of common shareholders and shareholdings of the top ten common shareholders at the

period-end

Unit: share

Total number of common shareholders at the period-end 61,219

Shareholdings of the top ten common shareholders

3

Report for the Third Quarter of 2015 of Changchai Company, Limited

Shareholdin Number of Pledged or frozen shares

Nature of Number of the

Name of shareholder g percentage restricted shares Status of Number of

shareholder shares held

(%) held shares shares

State-owned Assets Supervision and

Administration Commission of On behalf of

30.43% 170,845,236

Changzhou Municipal People’s the State

Government

Domestic

Huang Lihou 1.02% 5,705,000

individual

Domestic

Ye Tingshe 0.78% 4,362,300

individual

Lhasa Ruida Investment Advisory

Other 0.69% 3,890,333

Management Co., Ltd.

CHINA SECURITIES FINANCE

Other 0.59% 3,305,900

CORPORATION LIMITED

Foreign

KGI ASIA LIMITED 0.57% 3,224,845

corporation

BNP PARIBAS WEALTH

Foreign

MANAGEMENT HONG KONG 0.55% 3,099,873

corporation

BRANCH

Domestic

Chen Jinhong 0.51% 2,849,100

individual

China Everbright Bank Co., Ltd. - UBS

SDIC Innovation Power Equity Other 0.44% 2,458,000

Securities Investment Fund

Domestic

Li Min 0.34% 1,918,950

individual

Shareholdings of the top ten non-restricted common shareholders

Number of non-restricted Type of shares

Name of shareholder common shares held at

Type Number

the period-end

State-owned Assets Supervision and Administration

Commission of Changzhou Municipal People’s 170,845,236 RMB ordinary share 170,845,236

Government

Huang Lihou 5,705,000 RMB ordinary share 5,705,000

Ye Tingshe 4,362,300 RMB ordinary share 4,362,300

Lhasa Ruida Investment Advisory Management Co., Ltd. 3,890,333 RMB ordinary share 3,890,333

CHINA SECURITIES FINANCE CORPORATION

3,305,900 RMB ordinary share 3,305,900

LIMITED

4

Report for the Third Quarter of 2015 of Changchai Company, Limited

Domestically listed foreign

KGI ASIA LIMITED 3,224,845 3,224,845

share

BNP PARIBAS WEALTH MANAGEMENT HONG Domestically listed foreign

3,099,873 3,099,873

KONG BRANCH share

Chen Jinhong 2,849,100 RMB ordinary share 2,849,100

China Everbright Bank Co., Ltd. - UBS SDIC Innovation

2,458,000 RMB ordinary share 2,458,000

Power Equity Securities Investment Fund

Li Min 1,918,950 RMB ordinary share 1,918,950

It’s unknown whether there was any associated relationship among other

Explanation on associated relationship or persons acting shareholders of the top ten shareholders, or whether there is any

in concert among the above-mentioned shareholders action-in-concert among them regarding to Administrative Measures on

Changes in Holdings.

The shareholder, Huang Lihou hold 5,705,000 shares of the Company

through the securities ordinary account and the customer credit collateral

securities trading account with the shareholding proportion of 1.02%, of

which, owning to participating in the financing and securities loans

Explanation on the top 10 common shareholders

business during the reporting period, he hold 5,600,000 shares of the

participating in the financing and securities loans

Company through the customer credit collateral securities trading account

business (if any)

of Guotai Junan Co., Ltd. with the shareholding proportion of 1.00%. The

shareholder, Li Min hold 1,918,950 shares of the Company through the

customer credit collateral securities trading account of Guosen Securities

Co., Ltd. with the shareholding proportion of 0.34%.

Did any shareholder of the top 10 common shareholders and top 10 shareholders holding not subject to trading

moratorium the Company carries out an agreed buy-back in the reporting period?

□ Yes √ No

There was no shareholder of the top 10 common shareholders and top 10 shareholders holding not subject to

trading moratorium the Company carries out an agreed buy-back in the reporting period

2. Total number of preferred shareholders at the period-end and shareholdings of top 10 preferred

shareholders

□ Applicable √ Inapplicable

5

Report for the Third Quarter of 2015 of Changchai Company, Limited

Section III. Significant Events

I. Major changes in main accounting statement items and financial indicators in the reporting

period, as well as reasons for the changes

√ Applicable □ Inapplicable

(1) Accounts receivable at the period-end increased by RMB 482.5145 million from the amount at the

year-beginning, an increase of 128.90%, mainly because destocking measures such as marketing enhancement

were taken to reduce the inventories for product upgrade.

(2) Prepayments at the period-end decreased by RMB 8.4595 million from the amount at the year-beginning, a

decrease of 56.05%, mainly because we reduced the prepayments to our suppliers to control the stock.

(3) Other receivables at the period-end increased by RMB 8.8694 million from the amount at the year-beginning,

an increase of 102.39%, mainly because of the money on call from subsidiary Housheng Investment to Xuzhou

East China Foundry General Factory, etc.

(4) Inventories at the period-end decreased by RMB 244.6116 million from the amount at the year-beginning, a

decrease of 49.16%, mainly because we enhanced sales to meet customers’ needs.

(5) Payroll payable at the period-end decreased by RMB 29.7223 million from the amount at the year-beginning, a

decrease of 48.48%, mainly because the salary and bonus provisions made in the last period were partially paid in

the current period.

(6) Taxes and fares payable at the period-end increased by RMB 30.5937 million from the amount at the

year-beginning, an increase of 210.82%, mainly because the VAT payable increased as the sales income increased.

(7) Other payables at the period-end increased by RMB 95.6121 million from the amount at the year-beginning,

an increase of 48.64%, mainly because the selling concessions, discounts and allowances increased as the sales

income increased.

(8) Asset impairment losses in the reporting period increased by RMB 14.2784 million from the amount in the

same period of last year, an increase of 698.67%, mainly because ordinary bad-debt provisions increased as

accounts receivable increased.

(9) Net profits attributable to the owners of the Company in the reporting period increased by RMB 22.7041

million from the amount in the same period of last year, an increase of 44.48%, mainly because destocking

measures such as marketing enhancement were taken, resulting in a significant increase in the sales income and

profits, with a larger proportion of multi-cylinder diesel engines in the total sales income; meanwhile, the gross

profits increased as a result of the falling prices of raw and auxiliary materials as well as our excellent cost

control.

II. Progress of significant events and analysis & explanations on their influence and solutions

□ Applicable √ Inapplicable

6

Report for the Third Quarter of 2015 of Changchai Company, Limited

III. Commitments made by the Company or any shareholder with a shareholding over 5% in

the reporting period or such commitments made in previous period and carried down into the

reporting period

√ Applicable □ Inapplicable

Commitment Time of making Period of

Commitment Contents Fulfillment

maker commitment commitment

Commitment on share

reform

Commitment in the

acquisition report or the

report on equity changes

Commitments made upon

the assets reorganization

Commitments made upon

IPO or refinancing

1. Committed not to decrease the

shareholding of the stocks of “Su

Changchai A” within 6 months

since 10 Jul. 2015 and to

maintain the market stabilization

by practical action as well as to

practically protect the interests of

the investors. The

2. According to the market shareholding

State-owned situation, within the allowable increase

Assets range of the laws and regulations, commitment

Supervision and committed to contribute of had completed

Other commitments made to Administration RMB20 million for increasing the 10 Jul. 2015 to 9 the execution

10 Jul. 2015

minority shareholders Commission of shareholding of the stocks of “Su Jan. 2016 before 27 Aug.

Changzhou Changchai A” in the appropriate 2015 while the

Municipal time within 6 months since 10 not-decreasing

Government Jul. 2015, to prove the firm commitment

confidence of the China economy was under

as well as the Changchai progress.

Company, Limited by practical

actions, and to commonly

maintain the favorable

development of the capital

market as well as to promote the

market to recover to the healthy

and stable state.

7

Report for the Third Quarter of 2015 of Changchai Company, Limited

3. Continue to support the

development of the operation of

Changchai Company, Limited as

always, to enhance the

achievement of the Company and

to pay back the investors with

stable and real performance.

Executed timely or not? Yes

IV. Predict the 2015 annual operating results

Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the

beginning of the year to the end of the next reporting period compared with the same period of the last year

according to prediction, as well as explanations on the reasons

□Applicable √Inapplicable

V. Securities investment

□Applicable √Inapplicable

The Company did not invest in any securities in the reporting period.

VI. Shareholdings in other listed companies

√Applicable □Inapplicable

At the end of the reporting period, we held 72.25 million “Foton Motor” shares and 50,000 “Ninghu Expressway”

shares measured as available-for-sale financial assets.

VII. Investments in derivatives

□Applicable √Inapplicable

The Company did not invest in any derivative in the reporting period.

VIII. Researches, visits and interviews received in the reporting period

√Applicable □Inapplicable

Way of Main discussion and materials

Time Place Visitor type Visitor

reception provided by the Company

The Shenzhen Stock

Individual Future development direction of

20 Sep. 2015 Exchange Interaction Other Individual

investor Company's technology product

Platform

The Shenzhen Stock

Individual Progress of state-owned

9 Sep.2015 Exchange Interaction Other Individual

investor enterprise reform

Platform

8

Report for the Third Quarter of 2015 of Changchai Company, Limited

The Shenzhen Stock

Individual Relevant situation of the

19 Aug. 2015 Exchange Interaction Other Individual

investor Company’s financial assets

Platform

The Shenzhen Stock

Individual Suggestion to the future

26 Jul. 2015 Exchange Interaction Other Individual

investor development of the Company

Platform

The Shenzhen Stock Situation of the Company’s

Individual

7 Jul. 2015 Exchange Interaction Other Individual participation in refinancing

investor

Platform business

The Shenzhen Stock

Individual The sale of the Company’s

6 Jul. 2015 Exchange Interaction Other Individual

investor multi-cylinder diesel engine

Platform

The Shenzhen Stock

Individual Strategy of the future

1 Jul. 2015 Exchange Interaction Other Individual

investor development of the Company

Platform

The Shenzhen Stock Progress of the Company’s

Individual

25 Jun. 2015 Exchange Interaction Other Individual implementation of major national

investor

Platform projects

The Shenzhen Stock

Individual The planning situation of the

23 Jun. 2015 Exchange Interaction Other Individual

investor Company’s power industrial park

Platform

The Shenzhen Stock

Individual Numbers of the shareholders in

15 Jun. 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Situation of the Company’s share

15 Jun. 2015 Exchange Interaction Other Individual

investor holding of JSBC

Platform

The Shenzhen Stock

Individual The planning situation of the

3 Jun. 2015 Exchange Interaction Other Individual

investor Company’s power industrial park

Platform

The Shenzhen Stock

Individual Plan of the future development of

26 May 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Numbers of the shareholders in

25 May 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Situation of the products of the

24 May 2015 Exchange Interaction Other Individual

investor Company

Platform

19 May 2015 The Shenzhen Stock Other Individual Individual Numbers of the shareholders in

9

Report for the Third Quarter of 2015 of Changchai Company, Limited

Exchange Interaction investor the Company

Platform

Situation of the Company’s

The Shenzhen Stock

Individual participation company Qinghua

9 May 2015 Exchange Interaction Other Individual

investor Xingye Investment Management

Platform

Co., Ltd.

The Shenzhen Stock

Individual Plan of the future development of

5 May 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Plan of the future development of

4 May 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Whether the Company

29 May 2015 Exchange Interaction Other Individual

investor recombination

Platform

The Shenzhen Stock

Individual Plan of the future development of

28 Apr. 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock Situation of state-owned

Individual

28 Apr. 2015 Exchange Interaction Other Individual enterprise reform and

investor

Platform shareholding by the employees

The Shenzhen Stock

Individual The sale of the Company’s

28 Apr. 2015 Exchange Interaction Other Individual

investor multi-cylinder diesel engine

Platform

The Shenzhen Stock

Individual The planning situation of the

16 Apr. 2015 Exchange Interaction Other Individual

investor Company’s power industrial park

Platform

The Shenzhen Stock

Individual The planning situation of the

15 Apr. 2015 Exchange Interaction Other Individual

investor Company’s power industrial park

Platform

The Shenzhen Stock

Individual Numbers of the shareholders in

15 Apr. 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Plan of the future development of

15 Apr. 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual The future development of the

26 Mar. 2015 Exchange Interaction Other Individual

investor Company

Platform

23 Mar. 2015 The Shenzhen Stock Other Individual Individual The future development of the

10

Report for the Third Quarter of 2015 of Changchai Company, Limited

Exchange Interaction investor Company

Platform

The Shenzhen Stock

Individual The future development of the

22 Mar. 2015 Exchange Interaction Other Individual

investor Company

Platform

The Shenzhen Stock

Individual Trend of stock prices of the

16 Mar. 2015 Exchange Interaction Other Individual

investor Company

Platform

The Shenzhen Stock

Individual Situation of the network of the

15 Mar. 2015 Exchange Interaction Other Individual

investor Company

Platform

The Shenzhen Stock

Individual The future development of the

12 Mar. 2015 Exchange Interaction Other Individual

investor Company

Platform

The Shenzhen Stock

Individual The future development of the

12 Mar. 2015 Exchange Interaction Other Individual

investor Company

Platform

The Shenzhen Stock

Individual Situation of the Company’s new

12 Mar. 2015 Exchange Interaction Other Individual

investor independent directors

Platform

The Shenzhen Stock

Individual Situation of mixed ownership

8 Mar. 2015 Exchange Interaction Other Individual

investor reform of the Company

Platform

The Shenzhen Stock

Individual Situation of agricultural

1 Mar. 2015 Exchange Interaction Other Individual

investor informatization

Platform

The Shenzhen Stock

Individual Situation of the Company’s

27 Feb. 2015 Exchange Interaction Other Individual

investor oversea co-operation

Platform

The Shenzhen Stock

Individual Situation of the Company’s

27 Feb. 2015 Exchange Interaction Other Individual

investor oversea co-operation

Platform

The Shenzhen Stock

Individual Situation of mixed ownership

25 Feb. 2015 Exchange Interaction Other Individual

investor reform of the Company

Platform

The Shenzhen Stock

Individual Relevant situation of the products

16 Feb. 2015 Exchange Interaction Other Individual

investor of the Company

Platform

The Shenzhen Stock Individual Numbers of the shareholders in

9 Feb. 2015 Other Individual

Exchange Interaction investor the Company

11

Report for the Third Quarter of 2015 of Changchai Company, Limited

Platform

The Shenzhen Stock

Individual Situation of state-owned

21 Jan. 2015 Exchange Interaction Other Individual

investor enterprise reform

Platform

The Shenzhen Stock

Individual

19 Jan. 2015 Exchange Interaction Other Individual Agricultural Modernization

investor

Platform

The Shenzhen Stock

Individual Trend of stock prices of the

14 Jan. 2015 Exchange Interaction Other Individual

investor Company

Platform

The Shenzhen Stock

Individual Situation of the shareholders in

13 Jan. 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Situation of the shareholders in

12 Jan. 2015 Exchange Interaction Other Individual

investor the Company

Platform

The Shenzhen Stock

Individual Situation of the shareholders in

1 Jan. 2015 Exchange Interaction Other Individual

investor the Company

Platform

IX. Provision of guarantees in violation of regulations

□ Applicable √ Inapplicable

No such cases in the reporting period.

X. Occupation of the Company’s funds by the controlling shareholder or its related parties

for non-operating purposes

□ Applicable √ Inapplicable

No such cases in the reporting period.

12

Report for the Third Quarter of 2015 of Changchai Company, Limited

Section IV. Financial Statements

I. Financial statements

1. Consolidated balance sheet

Prepared by Changchai Company, Limited

Unit: RMB Yuan

Item Closing balance Opening balance

Current assets:

Monetary funds 532,678,107.85 531,969,747.91

Settlement reserves

Intra-group lendings

Financial assets measured at fair value of which changes are

10,000,000.00 2,109,642.19

recorded in current profits and losses

Derivative financial assets

Notes receivable 314,712,499.71 314,236,128.92

Accounts receivable 856,849,871.48 374,335,355.22

Accounts paid in advance 6,633,401.43 15,092,855.36

Premiums receivable

Reinsurance premiums receivable

Receivable reinsurance contract reserves

Interest receivable

Dividend receivable

Other accounts receivable 17,532,083.59 8,662,701.30

Financial assets purchased under agreements to resell

Inventories 252,977,151.95 497,588,717.86

Assets held for sale

Non-current assets due within 1 year

Other current assets 31,187,462.66 31,729,042.18

Total current assets 2,022,570,578.67 1,775,724,190.94

Non-current assets:

Loans by mandate and advances granted

Available-for-sale financial assets 463,203,000.00 497,850,000.00

13

Report for the Third Quarter of 2015 of Changchai Company, Limited

Held-to-maturity investments

Long-term accounts receivable

Long-term equity investment 20,731,651.34 20,459,975.99

Investing real estate 57,833,115.23 59,489,370.83

Fixed assets 576,493,471.60 572,785,946.61

Construction in progress 101,519,937.54 134,948,317.87

Engineering materials

Disposal of fixed assets

Production biological assets

Oil-gas assets

Intangible assets 102,946,901.97 104,441,092.62

R&D expense

Goodwill

Long-term deferred expenses

Deferred income tax assets 1,084,863.32 1,084,863.32

Other non-current assets

Total of non-current assets 1,323,812,941.00 1,391,059,567.24

Total assets 3,346,383,519.67 3,166,783,758.18

Current liabilities:

Short-term borrowings 12,000,000.00 20,000,000.00

Borrowings from the Central Bank

Customer bank deposits and due to banks and other financial

institutions

Intra-group borrowings

Financial liabilities measured at fair value of which changes are

recorded in current profits and losses

Derivative financial liabilities

Notes payable 231,650,000.00 218,351,400.00

Accounts payable 596,102,133.80 550,858,517.60

Accounts received in advance 32,878,076.16 29,364,756.16

Financial assets sold and repurchased

Handling charges and commissions payable

Payroll payable 31,581,419.72 61,303,762.60

Tax payable 45,105,675.93 14,511,976.27

Interest payable

14

Report for the Third Quarter of 2015 of Changchai Company, Limited

Dividend payable 3,891,433.83 3,891,433.83

Other accounts payable 292,172,968.85 196,560,865.32

Reinsurance premiums payable

Insurance contract reserves

Payables for acting trading of securities

Payables for acting underwriting of securities

Liabilities held for sale

Non-current liabilities due within 1 year

Other current liabilities 3,451,374.99 2,992,996.74

Total current liabilities 1,248,833,083.28 1,097,835,708.52

Non-current liabilities:

Long-term borrowings

Bonds payable

Of which: preference shares

Perpetual bonds

Long-term payables

Long-term payroll payables

Specific payables

Estimated liabilities

Deferred income 53,686,499.10 54,185,979.32

Deferred income tax liabilities 56,419,275.00 61,616,325.00

Other non-current liabilities

Total non-current liabilities 110,105,774.10 115,802,304.32

Total liabilities 1,358,938,857.38 1,213,638,012.84

Owners’ equity:

Share capital 561,374,326.00 561,374,326.00

Other equity instruments

Of which: preference shares

Perpetual bonds

Capital reserves 164,328,665.43 164,328,665.43

Less: Treasury stock

Other comprehensive income 319,709,225.00 349,159,175.00

Specific reserves 8,332,077.21 8,332,077.21

Surplus reserves 298,151,696.96 298,151,696.96

15

Report for the Third Quarter of 2015 of Changchai Company, Limited

Provisions for general risks

Retained profits 618,111,395.28 555,590,894.67

Total equity attributable to owners of the Company 1,970,007,385.88 1,936,936,835.27

Minority interests 17,437,276.41 16,208,910.07

Total owners’ equity 1,987,444,662.29 1,953,145,745.34

Total liabilities and owners’ equity 3,346,383,519.67 3,166,783,758.18

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the

accounting organ: Jiang He

16

Report for the Third Quarter of 2015 of Changchai Company, Limited

2. Balance sheet of the Company

Unit: RMB Yuan

Item Closing balance Opening balance

Current assets:

Monetary funds 526,140,931.90 494,366,603.39

Financial assets measured at fair value of which changes are

recorded in current profits and losses

Derivative financial assets

Notes receivable 314,662,499.71 312,466,128.92

Accounts receivable 811,766,087.22 331,239,446.99

Accounts paid in advance 3,075,301.85 10,139,747.15

Interest receivable

Dividend receivable

Other accounts receivable 3,518,988.71 5,712,047.44

Inventories 205,829,409.24 426,235,429.74

Assets held for sale

Non-current assets due within 1 year

Other current assets 20,000,000.00 20,637,141.03

Total current assets 1,884,993,218.63 1,600,796,544.66

Non-current assets:

Available-for-sale financial assets 456,003,000.00 490,650,000.00

Held-to-maturity investments

Long-term accounts receivable

Long-term equity investment 205,198,151.34 204,926,475.99

Investing real estate 57,833,115.23 59,489,370.83

Fixed assets 465,044,028.04 454,717,057.95

Construction in progress 101,496,176.86 134,948,317.87

Engineering materials

Disposal of fixed assets

Production biological assets

Oil-gas assets

Intangible assets 80,859,016.97 81,914,372.57

R&D expense

17

Report for the Third Quarter of 2015 of Changchai Company, Limited

Goodwill

Long-term deferred expenses

Deferred income tax assets 1,084,863.32 1,084,863.32

Other non-current assets

Total of non-current assets 1,367,518,351.76 1,427,730,458.53

Total assets 3,252,511,570.39 3,028,527,003.19

Current liabilities:

Short-term borrowings

Financial liabilities measured at fair value of which changes are

recorded in current profits and losses

Derivative financial liabilities

Notes payable 231,650,000.00 206,351,400.00

Accounts payable 559,939,559.10 501,904,239.41

Accounts received in advance 64,390,150.22 37,247,846.51

Payroll payable 27,707,772.19 56,426,935.61

Tax payable 37,868,975.48 12,438,714.42

Interest payable

Dividend payable 3,243,179.97 3,243,179.97

Other accounts payable 280,662,307.40 191,066,117.22

Liabilities held for sale

Non-current liabilities due within 1 year

Other current liabilities

Total current liabilities 1,205,461,944.36 1,008,678,433.14

Non-current liabilities:

Long-term borrowings

Bonds payable

Of which: preference shares

Perpetual bonds

Long-term payables

Long-term payroll payables

Specific payables

Estimated liabilities

Deferred income 53,686,499.10 54,185,979.32

Deferred income tax liabilities 56,419,275.00 61,616,325.00

18

Report for the Third Quarter of 2015 of Changchai Company, Limited

Other non-current liabilities

Total non-current liabilities 110,105,774.10 115,802,304.32

Total liabilities 1,315,567,718.46 1,124,480,737.46

Owners’ equity:

Share capital 561,374,326.00 561,374,326.00

Other equity instruments

Of which: preference shares

Perpetual bonds

Capital reserves 183,071,147.70 183,071,147.70

Less: Treasury stock

Other comprehensive income 319,709,225.00 349,159,175.00

Specific reserves 8,332,077.21 8,332,077.21

Surplus reserves 298,151,696.96 298,151,696.96

Retained profits 566,305,379.06 503,957,842.86

Total owners’ equity 1,936,943,851.93 1,904,046,265.73

Total liabilities and owners’ equity 3,252,511,570.39 3,028,527,003.19

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

3. Consolidated income statement for the reporting period

Unit: RMB Yuan

Item Jul.-Sept. 2015 Jul.-Sept. 2014

I. Operating revenues 815,273,308.97 596,251,102.70

Including: Sales income 815,273,308.97 596,251,102.70

Interest income

Premium income

Handling charge and commission income

II. Operating costs 774,219,303.45 583,601,181.96

Including: Cost of sales 693,638,845.88 516,155,740.49

Interest expenses

Handling charge and commission expenses

Surrenders

Net claims paid

19

Report for the Third Quarter of 2015 of Changchai Company, Limited

Net amount withdrawn for the insurance contract reserve

Expenditure on policy dividends

Reinsurance premium

Taxes and associate charges 563,797.34 262,580.46

Selling and distribution expenses 30,732,717.78 29,413,885.37

Administrative expenses 40,783,750.57 37,416,496.91

Financial expenses -5,054,282.87 -1,047,390.27

Asset impairment loss 13,554,474.75 1,399,869.00

Add: Gain/(loss) from change in fair value (“-” means loss)

Gain/(loss) from investment (“-” means loss) 3,987,809.68 7,852,349.51

Including: share of profits in associates and joint ventures

Foreign exchange gains (“-” means loss)

III. Business profit (“-” means loss) 45,041,815.20 20,502,270.25

Add: non-operating income 3,706,277.10 710,371.45

Including: Gains on disposal of non-current assets

Less: non-operating expense 3,411,848.65 1,069,978.47

Including: Losses on disposal of non-current assets

IV. Total profit (“-” means loss) 45,336,243.65 20,142,663.23

Less: Income tax expense 8,577,332.74 3,228,271.47

V. Net profit (“-” means loss) 36,758,910.91 16,914,391.76

Net profit attributable to owners of the Company 36,184,587.95 16,740,470.13

Minority shareholders’ income 574,322.96 173,921.63

VI. After-tax net amount of other comprehensive incomes -192,578,275.00 39,997,744.67

After-tax net amount of other comprehensive incomes attributable

-192,578,275.00 39,997,744.67

to owners of the Company

(I) Other comprehensive incomes that will not be reclassified

into gains and losses

1. Changes in net liabilities or assets with a defined benefit

plan upon re-measurement

2. Enjoyable shares in other comprehensive incomes in

investees that cannot be reclassified into gains and losses under the

equity method

(II) Other comprehensive incomes that will be reclassified into

-192,578,275.00 39,997,744.67

gains and losses

1. Enjoyable shares in other comprehensive incomes in

investees that will be reclassified into gains and losses under the equity

20

Report for the Third Quarter of 2015 of Changchai Company, Limited

method

2. Gains and losses on fair value changes of

-192,578,275.00 39,997,744.67

available-for-sale financial assets

3. Gains and losses on reclassifying held-to-maturity

investments into available-for-sale financial assets

4. Effective hedging gains and losses on cash flows

5. Foreign-currency financial statement translation difference

6. Other

After-tax net amount of other comprehensive incomes attributable

to minority shareholders

VII. Total comprehensive incomes -155,819,364.09 56,912,136.43

Attributable to owners of the Company -156,393,687.05 56,738,214.80

Attributable to minority shareholders 574,322.96 173,921.63

VIII. Earnings per share

(I) Basic earnings per share 0.06 0.03

(II) Diluted earnings per share 0.06 0.03

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

21

Report for the Third Quarter of 2015 of Changchai Company, Limited

4. Income statement of the Company for the reporting period

Unit: RMB Yuan

Item Jul.-Sept. 2015 Jul.-Sept. 2014

I. Total sales 817,184,146.88 601,452,898.73

Less: cost of sales 705,546,162.78 556,307,945.22

Business taxes and surcharges 366,089.65 0.00

Distribution expenses 25,077,177.08 28,600,872.12

Administrative expenses 37,405,232.36 33,247,390.37

Financial costs -5,340,820.47 -1,450,261.90

Impairment loss 13,554,474.75 1,399,869.00

Add: gain/(loss) from change in fair value (“-” means loss)

Gain/(loss) from investment (“-” means loss) 3,501,904.83 6,215,908.66

Including: income from investment on associates and joint

ventures

II. Business profit (“-” means loss) 44,077,735.56 19,562,992.58

Add: non-operating income 3,499,082.46 534,059.39

Including: Gains on disposal of non-current assets

Less: non-operating expense 3,362,572.28 1,038,571.44

Including: Losses on disposal of non-current assets

III. Total profit (“-” means loss) 44,214,245.74 19,058,480.53

Less: Income tax expense 8,206,775.79 3,035,821.48

IV. Net profit (“-” means loss) 36,007,469.95 16,022,659.05

V. After-tax net amount of other comprehensive incomes -192,578,275.00 39,968,762.75

(I) Other comprehensive incomes that will not be reclassified into

gains and losses

1. Changes in net liabilities or assets with a defined benefit plan

upon re-measurement

2. Enjoyable shares in other comprehensive incomes in investees

that cannot be reclassified into gains and losses under the equity

method

(II) Other comprehensive incomes that will be reclassified into gains

-192,578,275.00 39,968,762.75

and losses

1. Enjoyable shares in other comprehensive incomes in investees

that will be reclassified into gains and losses under the equity method

2. Gains and losses on fair value changes of available-for-sale -192,578,275.00 39,968,762.75

22

Report for the Third Quarter of 2015 of Changchai Company, Limited

financial assets

3. Gains and losses on reclassifying held-to-maturity investments

into available-for-sale financial assets

4. Effective hedging gains and losses on cash flows

5. Foreign-currency financial statement translation difference

6. Other

VI. Total comprehensive incomes -156,570,805.05 55,991,421.80

VII. Earnings per share

(I) Basic earnings per share 0.06 0.03

(II) Diluted earnings per share 0.06 0.03

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

5. Consolidated income statement for Jan.-Sept. 2015

Unit: RMB Yuan

Item Jan.-Sept. 2015 Jan.-Sept. 2014

I. Operating revenues 2,175,169,209.66 1,936,127,304.42

Including: Sales income 2,175,169,209.66 1,936,127,304.42

Interest income

Premium income

Handling charge and commission income

II. Operating costs 2,094,126,375.43 1,884,318,838.47

Including: Cost of sales 1,872,711,948.61 1,681,640,499.12

Interest expenses

Handling charge and commission expenses

Surrenders

Net claims paid

Net amount withdrawn for the insurance contract reserve

Expenditure on policy dividends

Reinsurance premium

Taxes and associate charges 2,843,809.77 577,867.86

Selling and distribution expenses 88,791,816.70 87,937,699.44

Administrative expenses 125,184,774.75 120,299,073.75

23

Report for the Third Quarter of 2015 of Changchai Company, Limited

Financial expenses -11,727,986.61 -8,179,953.05

Asset impairment loss 16,322,012.21 2,043,651.35

Add: Gain/(loss) from change in fair value (“-” means loss) 0.00 0.00

Gain/(loss) from investment (“-” means loss) 8,888,413.12 9,325,019.68

Including: share of profits in associates and joint ventures

Foreign exchange gains (“-” means loss)

III. Business profit (“-” means loss) 89,931,247.35 61,133,485.63

Add: non-operating income 7,370,389.00 7,928,834.07

Including: Gains on disposal of non-current assets

Less: non-operating expense 6,244,506.81 6,675,426.07

Including: Losses on disposal of non-current assets 14,758.29 61,479.60

IV. Total profit (“-” means loss) 91,057,129.54 62,386,893.63

Less: Income tax expense 16,080,776.07 10,322,416.53

V. Net profit (“-” means loss) 74,976,353.47 52,064,477.10

Net profit attributable to owners of the Company 73,747,987.13 51,043,900.62

Minority shareholders’ income 1,228,366.34 1,020,576.48

VI. After-tax net amount of other comprehensive incomes -34,647,000.00 40,033,793.42

After-tax net amount of other comprehensive incomes attributable

-34,647,000.00 40,033,793.42

to owners of the Company

(I) Other comprehensive incomes that will not be reclassified

into gains and losses

1. Changes in net liabilities or assets with a defined benefit

plan upon re-measurement

2. Enjoyable shares in other comprehensive incomes in

investees that cannot be reclassified into gains and losses under the

equity method

(II) Other comprehensive incomes that will be reclassified into

-34,647,000.00 40,033,793.42

gains and losses

1. Enjoyable shares in other comprehensive incomes in

investees that will be reclassified into gains and losses under the equity

method

2. Gains and losses on fair value changes of

-34,647,000.00 40,033,793.42

available-for-sale financial assets

3. Gains and losses on reclassifying held-to-maturity

investments into available-for-sale financial assets

4. Effective hedging gains and losses on cash flows

24

Report for the Third Quarter of 2015 of Changchai Company, Limited

5. Foreign-currency financial statement translation difference

6. Other

After-tax net amount of other comprehensive incomes attributable

to minority shareholders

VII. Total comprehensive incomes 40,329,353.47 92,098,270.52

Attributable to owners of the Company 39,100,987.13 91,077,694.04

Attributable to minority shareholders 1,228,366.34 1,020,576.48

VIII. Earnings per share

(I) Basic earnings per share 0.13 0.09

(II) Diluted earnings per share 0.13 0.09

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

25

Report for the Third Quarter of 2015 of Changchai Company, Limited

6. Income statement of the Company for Jan.-Sept. 2015

Unit: RMB Yuan

Item Jan.-Sept. 2015 Jan.-Sept. 2014

I. Total sales 2,188,415,911.23 1,956,450,412.84

Less: cost of sales 1,905,887,198.60 1,718,726,671.54

Business taxes and surcharges 2,458,335.46 0.00

Distribution expenses 80,828,891.79 84,281,274.85

Administrative expenses 114,270,739.10 108,652,824.64

Financial costs -12,780,416.48 -10,240,790.06

Impairment loss 16,322,012.21 2,043,651.35

Add: gain/(loss) from change in fair value (“-” means loss)

Gain/(loss) from investment (“-” means loss) 7,011,777.30 9,276,302.33

Including: income from investment on associates and joint

ventures

II. Business profit (“-” means loss) 88,440,927.85 62,263,082.85

Add: non-operating income 6,551,363.13 6,750,419.19

Including: Gains on disposal of non-current assets

Less: non-operating expense 6,162,644.65 6,597,872.75

Including: Losses on disposal of non-current assets 14,758.29 61,479.60

III. Total profit (“-” means loss) 88,829,646.33 62,415,629.29

Less: Income tax expense 15,254,623.61 9,568,892.09

IV. Net profit (“-” means loss) 73,575,022.72 52,846,737.20

V. After-tax net amount of other comprehensive incomes -34,647,000.00 39,967,062.75

(I) Other comprehensive incomes that will not be reclassified into

gains and losses

1. Changes in net liabilities or assets with a defined benefit plan

upon re-measurement

2. Enjoyable shares in other comprehensive incomes in investees

that cannot be reclassified into gains and losses under the equity

method

(II) Other comprehensive incomes that will be reclassified into gains

-34,647,000.00 39,967,062.75

and losses

1. Enjoyable shares in other comprehensive incomes in investees

that will be reclassified into gains and losses under the equity method

2. Gains and losses on fair value changes of available-for-sale -34,647,000.00 39,967,062.75

26

Report for the Third Quarter of 2015 of Changchai Company, Limited

financial assets

3. Gains and losses on reclassifying held-to-maturity investments

into available-for-sale financial assets

4. Effective hedging gains and losses on cash flows

5. Foreign-currency financial statement translation difference

6. Other

VI. Total comprehensive incomes 38,928,022.72 92,813,799.95

VII. Earnings per share

(I) Basic earnings per share 0.13 0.09

(II) Diluted earnings per share 0.13 0.09

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

7. Consolidated cash flow statement for Jan.-Sept. 2015

Unit: RMB Yuan

Item Jan.-Sept. 2015 Jan.-Sept. 2014

I. Cash flows from operating activities:

Cash received from sale of commodities and rendering of service 1,984,543,237.07 1,957,387,089.38

Net increase of deposits from customers and dues from banks

Net increase of loans from the central bank

Net increase of funds borrowed from other financial institutions

Cash received from premium of original insurance contracts

Net cash received from reinsurance business

Net increase of deposits of policy holders and investment fund

Net increase of disposal of financial assets measured at fair value of

which changes are recorded into current gains and losses

Cash received from interest, handling charges and commissions

Net increase of intra-group borrowings

Net increase of funds in repurchase business

Tax refunds received 17,902,474.19 27,929,664.35

Other cash received relating to operating activities 12,526,725.39 22,276,735.86

Subtotal of cash inflows from operating activities 2,014,972,436.65 2,007,593,489.59

Cash paid for goods and services 1,573,265,648.42 1,795,061,598.18

Net increase of customer lendings and advances

27

Report for the Third Quarter of 2015 of Changchai Company, Limited

Net increase of funds deposited in the central bank and amount due

from banks

Cash for paying claims of the original insurance contracts

Cash for paying interest, handling charges and commissions

Cash for paying policy dividends

Cash paid to and for employees 228,131,676.49 198,752,708.68

Various taxes paid 59,653,475.56 39,705,485.13

Other cash payment relating to operating activities 58,277,552.71 50,256,156.25

Subtotal of cash outflows from operating activities 1,919,328,353.18 2,083,775,948.24

Net cash flows from operating activities 95,644,083.47 -76,182,458.65

II. Cash flows from investing activities:

Cash received from withdrawal of investments 2,109,642.19

Cash received from return on investments 7,782,737.77 7,423,437.46

Net cash received from disposal of fixed assets, intangible assets and

283,604.57 253,982.43

other long-term assets

Net cash received from disposal of subsidiaries or other business

0.00 1,027,642.33

units

Other cash received relating to investing activities 0.00 1,500,000.00

Subtotal of cash inflows from investing activities 10,175,984.53 10,205,062.22

Cash paid to acquire fixed assets, intangible assets and other

46,939,756.27 75,880,276.25

long-term assets

Cash paid for investment 20,000,000.00

Net increase of pledged loans

Net cash paid to acquire subsidiaries and other business units 0.00 23,850,000.00

Other cash payments relating to investing activities 23,000,000.00 14,500,000.00

Subtotal of cash outflows from investing activities 89,939,756.27 114,230,276.25

Net cash flows from investing activities -79,763,771.74 -104,025,214.03

III. Cash Flows from Financing Activities:

Cash received from capital contributions

Including: Cash received from minority shareholder investments by

subsidiaries

Cash received from borrowings 12,000,000.00 20,000,000.00

Cash received from issuance of bonds

Other cash received relating to financing activities 4,046.87

Subtotal of cash inflows from financing activities 12,004,046.87 20,000,000.00

28

Report for the Third Quarter of 2015 of Changchai Company, Limited

Repayment of borrowings 20,000,000.00 30,000,000.00

Cash paid for interest expenses and distribution of dividends or

12,344,836.73 9,329,628.74

profit

Including: dividends or profit paid by subsidiaries to minority

553,400.00

shareholders

Other cash payments relating to financing activities

Sub-total of cash outflows from financing activities 32,344,836.73 39,329,628.74

Net cash flows from financing activities -20,340,789.86 -19,329,628.74

IV. Effect of foreign exchange rate changes on cash and cash

equivalents

V. Net increase in cash and cash equivalents -4,460,478.13 -199,537,301.42

Add: Opening balance of cash and cash equivalents 464,761,820.50 610,882,216.18

VI. Closing balance of cash and cash equivalents 460,301,342.37 411,344,914.76

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

29

Report for the Third Quarter of 2015 of Changchai Company, Limited

8. Cash flow statement of the Company for Jan.-Sept. 2015

Unit: RMB Yuan

Item Jan.-Sept. 2015 Jan.-Sept. 2014

I. Cash flows from operating activities:

Cash received from sale of commodities and rendering of service 2,000,329,758.45 1,976,754,861.03

Tax refunds received 17,902,474.19 27,929,664.35

Other cash received relating to operating activities 10,273,377.45 19,897,990.45

Subtotal of cash inflows from operating activities 2,028,505,610.09 2,024,582,515.83

Cash paid for goods and services 1,621,637,795.69 1,859,470,070.77

Cash paid to and for employees 204,419,916.17 183,443,698.38

Various taxes paid 55,166,479.12 32,335,971.13

Other cash payment relating to operating activities 55,229,062.40 44,244,209.96

Subtotal of cash outflows from operating activities 1,936,453,253.38 2,119,493,950.24

Net cash flows from operating activities 92,052,356.71 -94,911,434.41

II. Cash flows from investing activities:

Cash received from withdrawal of investments

Cash received from return on investments 6,740,101.95 9,527,100.00

Net cash received from disposal of fixed assets, intangible assets and

106,674.57 253,982.43

other long-term assets

Net cash received from disposal of subsidiaries or other business

1,027,642.33

units

Other cash received relating to investing activities

Subtotal of cash inflows from investing activities 6,846,776.52 10,808,724.76

Cash paid to acquire fixed assets, intangible assets and other

44,666,156.27 69,850,240.35

long-term assets

Cash paid for investment 20,000,000.00

Net cash paid to acquire subsidiaries and other business units 0.00 24,626,700.00

Other cash payments relating to investing activities

Subtotal of cash outflows from investing activities 64,666,156.27 94,476,940.35

Net cash flows from investing activities -57,819,379.75 -83,668,215.59

III. Cash Flows from Financing Activities:

Cash received from capital contributions

Cash received from borrowings

Cash received from issuance of bonds

30

Report for the Third Quarter of 2015 of Changchai Company, Limited

Other cash received relating to financing activities

Subtotal of cash inflows from financing activities

Repayment of borrowings

Cash paid for interest expenses and distribution of dividends or

11,227,486.52 8,420,614.89

profit

Other cash payments relating to financing activities 0.00

Sub-total of cash outflows from financing activities 11,227,486.52 8,420,614.89

Net cash flows from financing activities -11,227,486.52 -8,420,614.89

IV. Effect of foreign exchange rate changes on cash and cash

equivalents

V. Net increase in cash and cash equivalents 23,005,490.44 -187,000,264.89

Add: Opening balance of cash and cash equivalents 430,758,675.98 574,440,388.77

VI. Closing balance of cash and cash equivalents 453,764,166.42 387,440,123.88

Legal representative: Xue Guojun Chief of the accounting work: He Jianguang

Chief of the accounting organ: Jiang He

II. Auditor’s report

Is this report audited?

□ Yes √ No

This report is not audited.

31

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