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