建摩B:2015年第三季度报告正文(英文版)

来源:深交所 2015-10-30 00:00:00
关注证券之星官方微博:

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

Stock code: 200054 Stock Abbreviation: Jianmo B Announcement No.: 2015-079

Chongqing Jianshe Motorcycle Co., Ltd.

The 3rd Quarterly Report 2015

1

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

1 Important notes

The Board of Directors,the Supervisory Committee, the directors, the supervisors, and executives of the Company guarantee that

there are no significant omissions, fictitious or misleading statements carried in the Quarterly Report and we will accept individual

and joint responsibilities for the truthfulness, accuracy and completeness of the Quarterly Report.

Directors other than the following ones have attended the board meeting to review the interim report.

Name of absent director Position of absent director Reason Name of proxy

Li Huaguang Board chairman Business trip Lv Hongxian

Mr. Li Huaguang, The Company Leader, Mr.Teng Feng , Chief financial officer and the Mr.Liao Jian, the person in charge of the

accounting department (the person in charge of the accounting )hereby confirm the authenticity and completeness of the financial

report enclosed in the report.

2

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

II.Main financial data and changes of shareholders

(1)Main accounting data and financial Index

Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting

error correction or not.

□ Yes √ No

As at the end of last Changed (%)over end

As at the end of the reporting period

year of prev. year

Gross assets(RMB) 2,560,006,751.21 2,389,211,010.43 7.15%

Net assets attributable to the

shareholders of the listed -118,486,362.06 17,321,196.61 -784.05%

company(RMB)

Increase/decrease over Between beginning of

Changed (%)over

Reporting period the same period of last the year to the end of

end of prev. year

year(%) the report period

Operating income(RMB) 303,960,771.84 -21.50% 1,023,616,474.31 -23.29%

Net profit attributable to the

shareholders of the listed -64,918,870.00 63.20% -135,807,558.67 36.32%

company(RMB)

Net profit after deducting of

non-recurring gain/loss

-72,484,859.14 80.78% -144,247,406.23 48.71%

attributable to the shareholders

of listed company(RMB)

Cash flow generated by

-- -- -726,746.51 -100.49%

business operation, net(RMB)

Basic earning per

-0.5438 63.20% -11,377 -30.31%

share(RMB/Share)

Diluted gains per

-0.5438 63.20% -11,377 -30.31%

share(RMB/Share)(RMB/Share)

Weighted average income/asset

128.34% -167.68% 268.49% -367.02%

ratio(%)

Items and amount of non-current gains and losses

√Applicable □Not applicable

In RMB

Amount (Year-beginning to

Items Notes

the end of the report period.)

3

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

Non-current asset disposal gain/loss(including the write-off part for which assets

3,222,154.87

impairment provision is made)

Govemment subsidy recognized in current gain and loss(excluding those closely

1,182,000.00

related to the Company’s business and granted under the state’s policies)

Gains and losses from exchange of non-monetary assets 205,148.13

Other non-business income and expenditures other than the above 3,830,544.56

Total 8,439,847.56 --

For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on information disclosure for

Companies Offering their Securities to the Public-Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated

in the Explanatory Announcement No.1 on information Disclosure for Companies offering their securities to the public-non-recurring

Gains and losses which have been defined as recurring gains and losses, it is necessary to explain the reason.

□ Applicable√ Not applicable

None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information disclosure explanatory

Announcement No.1- Non –recurring gain/loss in the report period.

(II) Total number of shareholders and shareholding of top 10 shareholders by the end of the report period

(1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the report period

In Shares

Total number of shareholders at the

8,994

end of report period

Particular about shares held by top ten shareholders

Amount of tradable Pledging or freezing

Properties of Share

Shareholder name Quantity shares with Status of the

shareholder proportion % Quantity

Conditional held shares

China Southern Industry Group State-owned legal

71.13% 84,906,250 84,906,250

Co., Ltd. person

Domestic natural

Gu Zuocheng 1.89% 2,261,000 2,218,750

person

Domestic

Anhui Hengsheng Economic

non-state-owned 1.47% 1,750,000 1,750,000

Development Group Co., Ltd.

legal person

Domestic natural

Feng Yonghui 0.42% 500,000 500,000

perosn

Domestic natural

Liu Dan 1.07% 1,276,001 0

person

Shanghai Hong Kong Wanguo Overseas legal

0.56% 670,500 0

Securities person

Chen Xinqiang Domestic natural 0.56% 663,252 0

4

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

person

Domestic natural

Xu Yuanhui 0.39% 460,789 0

person

Domestic natural

Feng Yongxia 0.32% 387,175 0

person

Domestic natural

Hu Zhihong 0.31% 366,864 0

person

Shareholding of top 10 shareholders of unrestricted shares

Quantity of unrestricted Share type

Name of the shareholder shares held at the end of the

Share type Quantity

reporting period

Liu Dan 1,276,001 Foreign shares placed in domestic exchange 1,276,001

Shanghai Hong Kong Wanguo

670,500 Foreign shares placed in domestic exchange 670,500

Securities

Chen Xinqiang 663,252 Foreign shares placed in domestic exchange 663,252

Xu Yuanhui 460,789 Foreign shares placed in domestic exchange 460,789

Feng Yongxia 387,175 Foreign shares placed in domestic exchange 387,175

Hu Zhihong 366,864 Foreign shares placed in domestic exchange 366,864

Yu Lingfeng 350,525 Foreign shares placed in domestic exchange 350,525

Zhang Huaian 330,000 Foreign shares placed in domestic exchange 330,000

Xue Fang 250,000 Foreign shares placed in domestic exchange 250,000

He Lizhuan 242,025 Foreign shares placed in domestic exchange 242,025

There isn‘t any associated relationship between the sponsoring shareholder and the other

Explanation on associated shareholders among the top-10 list. None of them are regarded as Acting in concert‘ in

relationship among the accordance with The rules of information disclosure on change of shareholding.‘ Foreign

aforesaid shareholders shareholders are unknown for their condition of Associated relationship‘ and Acting in

concert‘.

Agreed re-purchasing by the Company’s top 10 shareholders of common shares and top 10 shareholders of

unconditional common shares in the report period

□ Yes √ No

No agreed re-purchasing is performed by the Company’s shareholders in the report period.

(2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the

report period

□ Applicable√ Not applicable

5

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

III. Significant Issues

I. Particulars and causations of material change in major accounting items and indices

√ Applicable□ Not applicable

The main reason for the changes in the financial indicators of the Net asset profit attributable to the shareholders of the listed

company ,Net profit attributable to the shareholders of the listed company, Net profit after deducting of non-recurring gain/loss

attributable to the shareholders of listed company, Net Cash flow generated by business operation, Earning per share and

the net assets of the shareholders of the listed company is the decline in the size of the company's motorcycle business and the profit

loss due to the decrease in the investment income of the joint venture.

II. Analyze of significant issues and solutions

√ Applicable□ Not applicable

(1) Major litigation matters

On July 17, 2013, Ningbo Zhenghai Yongzheng Investment Co., Ltd. sued to Chongqing Municipal Fifth Intermediate People’s Court,

requesting Chongqing Motorcycle Co., Ltd. to bear the related discharge duty for the debt of RMB3.1943 million from Ningbo

Construction Motorcycle Manufacturing Co., Ltd. and assume the legal fare of this case on the grounds of Chongqing Motorcycle

Co., Ltd. and Sun Weibao unable to do liquidation for the subsidiary company - Ningbo Construction Motorcycle Manufacturing Co.,

Ltd.. The case was held on January 16th, 2014 and made the first judgment on May 22, 2014, and sentenced the company and Sun

Weibao to bear discharge duty for the debt of RMB3.1943 million and the legal fare of this case for RMB32400. After the first

judgment, the company believed that the facts of the court of first instance were not clear, and the application of the law was wrong,

and then the company sued to Chongqin Municipal Higher People’s Court on May 28, 2014 and the court accepted.

In 2014, the company has fully withdrawn the estimated debt of RMB3.2267 million according to the first judgment.

On August 30, 2015, Chongqin Municipal Higher People’s Court made the final judgment, withdrawn the civil judgment(2013)

Yu-Wu-Zhong-Fa-Min-Chu-Zi No.00637 by Chongqin Municipal Fifth Intermediate People’s Court, sentenced Sun Weibao to bear

the discharge duty for the debt of RMB3.1943 million from the plaintiff Yongzheng Investment in view of Ningbo Construction

Manufacturing, and assume the costs of the first and the second trials of this case, and rejected the sue made by Yongzheng

Investment to the company.

In the semi-annual period of 2014, the company has fully withdrawn the estimated debt for the total RMB3.2267 million according to

the judgment that was made by Chongqin Municipal Fifth Intermediate People’s Court on May 22,2014, and sentenced the company

and Sun Weibao to bear the discharge duty for the debt of RMB3.1943 million and the legal fare for the case of RMB32400.

Now the company has made accounting flush treatment to the previous withdrawn estimated debt in the third quarter of 2015

according to the civil judgment(2014) Yu-Gao-Fa-Min-Zhong- Zi No.00323 by Chongqin Municipal Higher People’s Court.

6

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

(2) Major assets restructuring matters

The company intends to transfer the main assets and liabilities of motorcycles business to the controlling shareholder, namely, China

South Industries Group Corporation, and it’s estimated that the total amount of transferred assets accounts for more than 50% of the

total closing assets in the audited consolidated financial accounting report of the last fiscal year. According to the provisions of

“Management Measures of Major Asset Restructuring of Listed Company”, the assets transfer matter is made for the major assets

restructuring.

Summary of material issues Date of disclosure Index of provisional announcement

July 12, 2014 Disclosure in announcement No. 2014-056 with Securities Times, Hong

Major litigation matters Kong Commercial Daily, and www.cninfo.com.cn.

Disclosure in announcement No. 2014-067 with Securities Times, Hong

September 9, 2015

Kong Commercial Daily, and www.cninfo.com.cn.

Another respectively in August 7, 2015, August 14, August 21, August 28,

September 8, September 15,September 22 and September 29 disclosed

Major assets restructuring matters July 31, 2015

restructuring progress in the "Securities Times", "Hong Kong Commercial

Daily" and www.cninfo.com.cn, Announcement No.

2015-048,049,051,052,053,066,068,071,072 and 074.

III.The commitments of the Company and its shareholders holding over 5% of the Company’s total shares in the report year of

extending to the report year from previous year.

□ Applicable √Not applicable

There was no commitments made by the company or shareholders holding over 5% of the company's shares in the reporting period or

such commitments carried down into the reporting period.

IV.Prediction of Business performance for 2015.

Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the

warning of its material change compared with the corresponding period of the last year and explanation of reason.

□ Applicable √Not applicable

V. Security investments

□ Applicable √Not applicable

The Company did not have any security investments during the reporting period.

7

重庆建设摩托车股份有限公司 2015 年第三季度报告正文

VI. Equity interests held in other listed companies

□ Applicable √Not applicable

The Company did not hold any equity interests in other listed companies as at the end of the reporting period.

VII. Derivatives investments

□ Applicable √Not applicable

The Company did not have any derivative investments during the reporting period.

VIII. The registration form of acceptance of investigation, communication and interview in the report period for future reference

√ Applicable □ Not applicable

Place of Manner of Class of parties Parties Main topics of discussion and

Date of reception

reception reception accommodated accommodated information provided

Q: Except for the asset sales of the

Company’s reorganization, does the

holding shareholder have the plan on

injecting good-quality assets to A Share

or B Share?

Telephone A: The Company’s reorganization only

August 7, 2015 The Company Individual Investor

communication involves to the prime asset and the main

liability of the motorbike business

transferred to the holding shareholder. At

present, the Company has not known

whether the holding shareholder has

other related arrangements and plans.

Q: How is the progress of the Company’s

organization and when will the trading

resume?

A: At present, the independent financial

adviser, the special legal adviser, the

audit institution and the appraisal

institution hired by the Company are still

Telephone

September 11,2015 The Company Individual Investor implementing due diligence, audit and

communication

appraisal on the reorganization. The

company will continue to talk over with

related parties on asset transfer and fulfill

necessary processes of submission for

approval and deliberation. For the

resuming date , please follow the

information disclosed by the Company.

8

查看公告原文

微信
扫描二维码
关注
证券之星微信
下载证券之星
郑重声明:以上内容与证券之星立场无关。证券之星发布此内容的目的在于传播更多信息,证券之星对其观点、判断保持中立,不保证该内容(包括但不限于文字、数据及图表)全部或者部分内容的准确性、真实性、完整性、有效性、及时性、原创性等。相关内容不对各位读者构成任何投资建议,据此操作,风险自担。股市有风险,投资需谨慎。如对该内容存在异议,或发现违法及不良信息,请发送邮件至jubao@stockstar.com,我们将安排核实处理。
网站导航 | 公司简介 | 法律声明 | 诚聘英才 | 征稿启事 | 联系我们 | 广告服务 | 举报专区
欢迎访问证券之星!请点此与我们联系 版权所有: Copyright © 1996-