建摩B:2015年第三季度报告全文(英文版)

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Chongqing Jianshe Motorcycle Co., Ltd.

The 3rd Quarterly Report 2015

2015-078

October 2015

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

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.

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

II.Main financial data and changes of shareholders

(I)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

Items Notes

to the end of the report

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

period.)

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 related to

1,182,000.00

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 State-owned legal

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

Group 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

person

Domestic natural

Liu Dan 1.07% 1,276,001 0

person

Shanghai Hong Kong Wanguo Overseas legal

0.56% 670,500 0

Securities person

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Domestic natural

Chen Xinqiang 0.56% 663,252 0

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 shares Share type

Name of the shareholder held at the end of the reporting

Share type Quantity

period

Foreign shares placed in domestic

Liu Dan 1,276,001 1,276,001

exchange

Shanghai Hong Kong Wanguo Foreign shares placed in domestic

670,500 670,500

Securities exchange

Foreign shares placed in domestic

Chen Xinqiang 663,252 663,252

exchange

Foreign shares placed in domestic

Xu Yuanhui 460,789 460,789

exchange

Foreign shares placed in domestic

Feng Yongxia 387,175 387,175

exchange

Foreign shares placed in domestic

Hu Zhihong 366,864 366,864

exchange

Foreign shares placed in domestic

Yu Lingfeng 350,525 350,525

exchange

Foreign shares placed in domestic

Zhang Huaian 330,000 330,000

exchange

Foreign shares placed in domestic

Xue Fang 250,000 250,000

exchange

Foreign shares placed in domestic

He Lizhuan 242,025 242,025

exchange

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 aforesaid accordance with The rules of information disclosure on change of shareholding.‘ Foreign

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

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

□ 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

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

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.

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

(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,

Major assets restructuring September 8, September 15,September 22 and September 29 disclosed

July 31, 2015

matters 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.

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

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

Parties

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

Date of reception accommodate

reception reception accommodated information provided

d

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.

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

IV. Financial statement

1. Financial statement

1.Consolidated Balance sheet

Prepared by : Chongqing Jianshe Motorcycle Co., Ltd.

September 30,2015

In RMB

Items Year-end balance Year-beginning balance

Current asset:

Monetary fund 426,448,112.12 192,918,049.28

Settlement provision

Outgoing call loan

Financial assets measured at fair value with variations accounted into

current income account

Derivative financial assets

Bill receivable 91,418,432.48 45,673,753.36

Account receivable 217,570,042.43 255,013,689.72

Prepayments 54,682,386.05 23,181,893.00

Insurance receivable

Reinsurance receivable

Provisions of Reinsurance contracts receivable

Interest receivable

Dividend receivable

Other account receivable 16,739,141.05 15,618,940.96

Repurchasing of financial assets

Inventories 238,199,361.12 277,612,004.04

Assets held for sales

Non-current asset due in 1 year

Other current asset 16,022,433.81 20,102,069.93

Total of current assets 1,061,079,909.06 830,120,400.29

Non-current assets:

Loans and payment on other’s behalf disbursed

Disposable financial asset

Expired investment in possess

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Long-term receivable

Long term share equity investment 674,090,253.88 686,110,128.77

Property investment

Fixed assets 682,072,958.06 715,930,693.00

Construction in progress 8,406,907.08 16,315,153.10

Engineering material

Fixed asset disposal 23,606.70

Production physical assets

Gas & petrol

Intangible assets 81,053,108.53 92,488,110.55

R & D petrol 40,618,461.76 36,689,261.07

Goodwill

Long-germ expenses to be amortized 8,905,417.02 7,801,134.53

Differed income tax asset 3,756,129.12 3,756,129.12

Other non-current asset

Total of non-current assets 1,498,926,842.15 1,559,090,610.14

Total of assets 2,560,006,751.21 2,389,211,010.43

Current liabilities

Short-term loans 646,300,000.00 803,500,000.00

Loan from Central Bank

Deposit received and hold for others

Call loan received

Financial liabilities measured at fair value with variations accounted

into current income account

Derivative financial liabilities

Bill payable 1,033,861,795.00 560,011,000.00

Account payable 591,591,566.10 588,221,381.72

Advance payment 29,048,663.05 19,883,635.95

Selling of repurchased financial assets

Fees and commissions receivable

Employees’ wage payable 6,645,057.30 3,068,735.80

Tax payable 132,982,916.96 136,504,668.13

Interest payable

Dividend payable

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Other account payable 11,767,478.37 24,887,424.31

Reinsurance fee payable

Insurance contract provision

Entrusted trading of securities

Entrusted selling of securities

Liabilities held for sales

Non-current liability due in 1 year 80,500,000.00 111,000,000.00

Other current liability

Total of current liability 2,532,697,476.78 2,247,076,845.91

Non-current liabilities:

Long-term loan 144,990,000.00 121,000,000.00

Bond payable

Including:preferred stock

Sustainable debt

Long-term payable

Long-term payable employees’s remuneration

Special payable

Expected liabilities 3,226,654.00

Differed income

Differed income tax liability

Other non-current liabilities

Total non-current liabilities 144,990,000.00 124,226,654.00

Total of liability 2,677,687,476.78 2,371,303,499.91

Owners’ equity

Share capital 119,375,000.00 119,375,000.00

Other equity instrument

Including:preferred stock

Sustainable debt

Capital reserves 960,515,317.59 960,515,317.59

Less:Shares in stock

Other comprehensive income

Special reserves

Surplus reserves 125,686,000.00 125,686,000.00

Common risk provision

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Undistributed profit -1,324,062,679.65 -1,188,255,120.98

Total of owner’s equity belong to the parent company -118,486,362.06 17,321,196.61

Minority shareholders’ equity 805,636.49 586,313.91

Total of owners’ equity -117,680,725.57 17,907,510.52

Total of liabilities and owners’ equity 2,560,006,751.21 2,389,211,010.43

Legal Representative: Li Huaguang Person in charge of accounting:Teng Feng Accounting Dept Leader: Liao Jian

2.Parent Company Balance Sheet

In RMB

Items At the end of term Beginning of term

Current asset:

Monetary fund 115,140,850.81 91,357,585.62

Financial assets measured at fair value with variations accounted into

current income account

Derivative financial assets

Bill receivable 210,000.00 29,995,643.90

Account receivable 2,205,653.17 26,337,349.85

Prepayments 15,014,771.12 9,953,627.54

Interest receivable

Dividend receivable

Other account receivable 264,968,341.63 242,329,759.01

Inventories 53,469,887.14 63,334,869.40

Assets held for sales

Non-current asset due in 1 year

Other current asset 12,292,552.33 12,315,142.81

Total of current assets 463,302,056.20 475,623,978.13

Non-current assets:

Disposable financial asset

Expired investment in possess

Long-term receivable

Long term share equity investment 911,861,790.46 833,881,665.35

Property investment

Fixed assets 487,217,924.71 580,792,688.69

Construction in progress 2,159,418.98 15,962,346.19

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Engineering material

Fixed asset disposal

Production physical assets

Gas & petrol

Intangible assets 68,966,399.77 80,167,159.69

R & D petrol 40,618,461.76 36,689,261.07

Goodwill

Long-germ expenses to be amortized 3,658,666.54 2,420,539.48

Differed income tax asset

Other non-current asset

Total of non-current assets 1,514,482,662.22 1,549,913,660.47

Total of assets 1,977,784,718.42 2,025,537,638.60

Current liabilities

Short-term loans 452,300,000.00 546,000,000.00

Financial liabilities measured at fair value with variations accounted

into current income account

Derivative financial liabilities

Bill payable 359,004,000.00 240,011,000.00

Account payable 550,153,603.82 562,631,216.39

Advance payment 4,660,774.84 3,927,911.39

Employees’ wage payable 2,821,527.99 1,844,709.68

Tax payable 135,927,231.37 135,863,482.56

Interest payable

Dividend payable

Other account payable 249,146,732.34 203,369,913.46

Liabilities held for sales

Non-current liability due in 1 year 16,000,000.00 28,000,000.00

Other current liability

Total of current liability 1,770,013,870.36 1,721,648,233.48

Non-current liabilities:

Long-term loan 120,000,000.00 114,000,000.00

Bond payable

Including:preferred stock

Sustainable debt

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Long-term payable

Employees’ wage Long-term payable

Special payable

Expected liabilities 3,226,654.00

Differed income

Differed income tax liability

Other non-current liabilities

Total of Non-current liabilities 120,000,000.00 117,226,654.00

Total of liability 1,890,013,870.36 1,838,874,887.48

Owners’ equity

Share capital 119,375,000.00 119,375,000.00

Other equity instrument

Including:preferred stock

Sustainable debt

Capital reserves 958,575,094.29 958,575,094.29

Less:Shares in stock

Other comprehensive income

Special reserves

Surplus reserves 125,686,000.00 125,686,000.00

Undistributed profit -1,115,865,246.23 -1,016,973,343.17

Total of owners’ equity 87,770,848.06 186,662,751.12

Total of liabilities and owners’ equity 1,977,784,718.42 2,025,537,638.60

3.Consolidated Profit statement of the Report period

In RMB

Same period of the previous

Item Report period

year

I. Income from the key business 303,960,771.84 387,215,817.54

Incl:Business income 303,960,771.84 387,215,817.54

Interest income

Insurance fee earned

Fee and commission received

II. Total business cost 385,173,101.80 436,458,472.89

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Incl:Business cost 316,739,370.82 351,654,269.16

Interest expense

Fee and commission paid

Insurance discharge payment

Net claim amount paid

Insurance policy dividend paid

Insurance policy dividend paid

Reinsurance expenses

Business tax and surcharge 931,709.29 3,955,805.21

Sales expense 13,015,778.80 22,334,961.57

Administrative expense 30,827,522.19 39,929,836.40

Financial expenses 14,734,547.63 18,583,600.55

Asset impairment loss 8,924,173.07

Add:Gains from change of fir value (“-”for loss)

Investment gain(“-”for loss) 10,717,367.10 9,211,119.65

Incl: investment gains from affiliates 10,717,367.10 9,211,119.65

Gains from currency exchange(“-”for loss)

III. Operational profit(“-”for loss -70,494,962.86 -40,031,535.70

Add:Non-business income 7,595,741.57 556,123.69

Incl:Gains from disposal of non-current assets

Less:Non business expenses 29,752.43 238,132.19

Incl:Loss from disposal of non-current assets 181,477.86 227,865.52

IV.Total profit(“-”for loss) -62,928,973.72 -39,713,544.20

Less:Income tax expenses 1,900,237.21

V. Net profit(“-”for net loss -64,829,210.93 -39,713,544.20

Net profit attributable to the owners of parent company -64,918,870.00 -39,778,494.08

Minority shareholders’ equity 89,659.07 64,949.88

VI. Net after-tax of Other comprehensive income

Net after-tax

of other comprehensive income attributable to owners of the parent c

ompany.

(I)Other comprehensive income items that will not be reclassified

into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or

net assets

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

2.Other comprehensive income under the equity method investee can

not be reclassified into profit or loss.

(II)

Other comprehensive income that will be reclassified into profit or lo

ss.

1.Other comprehensive income under the equity method investee can

be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ

ial assets

3.Held-to-maturity investments reclassified to gains and losses of ava

ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

Net after-tax of other comprehensive income attributable to Minority

shareholders’ equity

VII. Total comprehensive income -64,829,210.93 -39,713,544.20

Total comprehensive income attributable to the owner of the parent

-64,918,870.00 -39,778,494.08

company

Total comprehensive income attributable minority shareholders 89,659.07 64,949.88

VIII. Earnings per share

(I)Basic earnings per share -0.5438 -0.3332

(II)Diluted earnings per share -0.5438 -0.3332

The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0,

last period the combined party realized RMB 0.

Legal Representative: Li Huaguang Person in charge of accounting:Teng Feng Accounting Dept Leader: Liao Jian

4. Profit statement of the Parent Company of the Report period

In RMB

Same period of the previous

Items Report period

year

I. Income from the key business 253,400,153.07 260,598,287.58

Incl:Business cost 273,182,721.40 254,934,902.57

Business tax and surcharge 3,125,295.83

Sales expense 2,331,938.33 4,141,092.49

Administrative expense 19,375,786.54 29,784,021.96

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重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Financial expenses 12,165,490.62 10,804,061.17

Asset impairment loss -6,659.35

Add:Gains from change of fir value (“-”for loss)

Investment gain(“-”for loss) 10,717,367.10 9,211,119.65

Incl: investment gains from affiliates 10,717,367.10 9,211,119.65

II. Operational profit(“-”for loss -42,931,760.37 -32,979,966.79

Add:Non-business income 3,860,227.05 249,123.69

Incl:Gains from disposal of non-current assets

Less:Non business expenses -36,843.81 193,235.81

Incl:Loss from disposal of non-current assets 143,592.74 193,235.81

III.Total profit(“-”for loss) -39,034,689.51 -32,924,078.91

Less:Income tax expenses

IV. Net profit(“-”for net loss) -39,034,689.51 -32,924,078.91

V. Net after-tax of Other comprehensive income

(I)Other comprehensive income items that will not be reclassified

into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or

net assets

2.Other comprehensive income under the equity method investee can

not be reclassified into profit or loss.

(II)

Other comprehensive income that will be reclassified into profit or lo

ss.

1.Other comprehensive income under the equity method investee can

be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ

ial assets

3.Held-to-maturity investments reclassified to gains and losses of ava

ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

VI. Total comprehensive income -39,034,689.51 -32,924,078.91

VII. Earnings per share:

(I)Basic earnings per share -0.3270 -0.2758

(II)Diluted earnings per share -0.3270 -0.2758

18

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

5. Consolidated Profit statement between the beginning of the year and end of the report period

In RMB

Same period of the previous

Items Report period

year

I. Total operating income 1,023,616,474.31 1,334,386,694.49

Including:Operating income 1,023,616,474.31 1,334,386,694.49

Interest income

Insurance gained

Commission charge and commission income

II. Total operating cost 1,186,848,835.77 1,457,459,436.30

Including:Operating cost 952,851,489.63 1,182,064,004.19

Interest expense

Commission chare and commission expense

Cash surrender value

Net amount of expense of compensation

Net amount of withdrawal of insurance contract reserve

Bonus expense of guarantee slip

Reinsurance expense

Operating tax and extras 2,668,741.97 15,157,829.25

Sales expenses 53,340,548.64 71,039,985.95

Administration expenses 102,376,126.30 121,404,667.44

Financial expenses 66,663,376.39 68,861,052.34

Losses of devaluation of assets 8,948,552.84 -1,068,102.87

Add :Changing income of fair value

Investment income 22,440,125.11 26,369,207.80

Including:Investment income on affiliate company and joint venture 22,440,125.11 26,573,207.80

Exchange income

III. Operating profit -140,792,236.35 -96,703,534.01

Add :Non-operating income 8,838,065.55 965,397.90

Including :Disposal Gains of non-current assets

Less:Non-operating expense 398,217.99 3,588,618.41

Including :Disposal loss of non-current assets 199,709.55 338,348.89

IV. Total profit -132,352,388.79 -99,326,754.52

19

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Less:Income tax 3,235,847.30 218,486.34

V. Net profit(“-”for net loss -135,588,236.09 -99,545,240.86

Net profit attributable to the owners of parent company -135,807,558.67 -99,620,514.32

Minority shareholders’ equity 219,322.58 75,273.46

VI. Net after-tax of Other comprehensive income

Net after-tax of

other comprehensive income attributable to owners of the parent com

pany.

(I)Other comprehensive income items that will not be reclassified

into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or

net assets

2.Other comprehensive income under the equity method investee can

not be reclassified into profit or loss.

(II)

Other comprehensive income that will be reclassified into profit or lo

ss.

1.Other comprehensive income under the equity method investee can

be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ

ial assets

3.Held-to-maturity investments reclassified to gains and losses of ava

ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

Net after-tax of other comprehensive income attributable to Minority

shareholders’ equity

VII. Total comprehensive income -135,588,236.09 -99,545,240.86

Total comprehensive income attributable to the owner of the parent

-135,807,558.67 -99,620,514.32

company

Total comprehensive income attributable minority shareholders 219,322.58 75,273.46

VIII. Earnings per share

(I)Basic earnings per share -11,377 -0.8345

(II)Diluted earnings per share -11,377 -0.8345

The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0,

last period the combined party realized RMB 0.

20

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

6.Profit Statement of the Parent Between the Beginning of the Year and End of the Report Period

In RMB

Same period of the previous

Items Report period

year

I. Business income 808,197,594.02 1,088,769,334.21

Less:Business cost 816,874,207.57 1,030,129,904.46

Business tax and surcharge 139,356.48 12,126,612.72

Sales expense 8,010,371.37 11,800,479.37

Administrative expense 69,040,427.91 91,653,638.66

Financial expenses 39,216,626.81 35,675,006.94

Asset impairment loss 1,543.84

Add:Gains from change of fir value (“-”for loss)

Investment gain(“-”for loss) 22,440,125.11 26,369,207.80

Incl: investment gains from affiliates 22,440,125.11 26,573,207.80

II. Operational profit -102,643,271.01 -66,248,643.98

Add:Non-business income 4,004,486.74 409,345.02

Incl:Gains from disposal of non-current assets

Less:Non business expenses 253,118.79 3,436,172.50

Incl:Loss from disposal of non-current assets 147,576.58 197,219.65

III.Total profit -98,891,903.06 -69,275,471.46

Less:Income tax expenses

IV. Net profit) -98,891,903.06 -69,275,471.46

V. Net after-tax of Other comprehensive income

(I)Other comprehensive income items that will not be reclassified

into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or

net assets

2.Other comprehensive income under the equity method investee can

not be reclassified into profit or loss.

(II)

Other comprehensive income that will be reclassified into profit or lo

ss.

1.Other comprehensive income under the equity method investee can

be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ

ial assets

21

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

3.Held-to-maturity investments reclassified to gains and losses of ava

ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

VI. Total comprehensive income -98,891,903.06 -69,275,471.46

VII. Earnings per share

(I)Basic earnings per share -0.8284 -0.5803

(II)Diluted earnings per share -0.8284 -0.5803

7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period

In RMB

Same period of the previous

Items Report period

year

I.Cash flows from operating activities

Cash received from sales of goods or rending of services 598,068,277.35 839,798,333.93

Net increase of customer deposits and capital kept for brother

company

Net increase of loans from central bank

Net increase of inter-bank loans from other financial bodies

Cash received against original insurance contract

Net cash received from reinsurance business

Net increase of client deposit and investment

Net increase of trade financial asset disposal

Cash received as interest, processing fee and commission

Net increase of inter-bank fund received

Net increase of repurchasing business

Tax returned 3,780,048.68 15,990,944.94

Other cash received from business operation 6,318,009.31 6,430,859.86

Sub-total of cash inflow 608,166,335.34 862,220,138.73

Cash paid for purchasing of merchandise and services 401,330,262.17 479,754,239.92

Net increase of client trade and advance

Net increase of savings n central bank and brother company

Cash paid for original contract claim

22

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Cash paid for interest, processing fee and commission

Cash paid for policy dividend

Cash paid to staffs or paid for staffs 121,917,568.87 139,813,321.76

Taxes paid 29,581,259.34 45,690,416.14

Other cash paid for business activities 56,063,991.47 47,960,992.65

Sub-total of cash outflow from business activities 608,893,081.85 713,218,970.47

Cash flow generated by business operation, net -726,746.51 149,001,168.26

II.Cash flow generated by investing

Cash received from investment retrieving

Cash received as investment gains 34,500,000.00 35,470,000.00

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

1,745,492.45 210,030.00

other long-term assets

Net cash received from disposal of subsidiaries or other operational

units

Other investment-related cash received 0.00 0.00

Sub-total of cash inflow due to investment activities 36,245,492.45 35,680,030.00

Cash paid for construction of

fixed assets, intangible assets 36,266,477.05 5,455,022.85

and other long-term assets

Cash paid as investment

Net increase of loan against pledge

Net cash received from subsidiaries and other operational units

Other cash paid for investment activities

Sub-total of cash outflow due to investment activities 36,266,477.05 5,455,022.85

Net cash flow generated by investment -20,984.60 30,225,007.15

III.Cash flow generated by financing

Cash received as investment

Incl: Cash received as investment from minor shareholders

Cash received as loans 676,790,000.00 1,044,816,336.53

Cash received from bond placing

Other financing –related ash received 1,086,760,170.89 1,160,875,547.79

Sub-total of cash inflow from financing activities 1,763,550,170.89 2,205,691,884.32

Cash to repay debts 896,493,777.77 1,067,023,580.26

Cash paid as dividend, profit, or interests 74,235,157.05 59,134,496.96

Incl: Dividend and profit paid by subsidiaries to minor shareholder

23

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Other cash paid for financing activities 765,421,153.45 1,358,823,446.10

Sub-total of cash outflow due to financing activities 1,736,150,088.27 2,484,981,523.32

Net cash flow generated by financing 27,400,082.62 -279,289,639.00

IV. Influence of exchange rate alternation on cash and cash

658,789.32 375,109.88

equivalents

V.Net increase of cash and cash equivalents 27,311,140.83 -99,688,353.71

Add: balance of cash and cash equivalents at the beginning of term 35,555,585.06 170,222,347.76

VI ..Balance of cash and cash equivalents at the end of term 62,866,725.89 70,533,994.05

8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period

In RMB

Items Amount in this period Amount in last period

I.Cash flows from operating activities

Cash received from sales of goods or rending of services 344,290,602.23 560,571,708.44

Tax returned 1,694,201.68 6,508,747.09

Other cash received from business operation 1,644,115.23 1,307,021.87

Sub-total of cash inflow 347,628,919.14 568,387,477.40

Cash paid for purchasing of merchandise and services 388,155,888.23 458,500,005.97

Cash paid to staffs or paid for staffs 100,882,686.82 108,753,856.29

Taxes paid 4,250,158.05 15,227,875.74

Other cash paid for business activities 14,880,600.89 13,842,092.81

Sub-total of cash outflow from business activities 508,169,333.99 596,323,830.81

Cash flow generated by business operation, net -160,540,414.85 -27,936,353.41

II.Cash flow generated by investing

Cash received from investment retrieving

Cash received as investment gains 34,500,000.00 35,470,000.00

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

98,316.45 200,600.00

other long-term assets

Net cash received from disposal of subsidiaries or other operational

units

Other investment-related cash received 0.00 0.00

Sub-total of cash inflow due to investment activities 34,598,316.45 35,670,600.00

Cash paid for construction of

fixed assets, intangible assets 3,089,458.19 4,372,886.05

and other long-term assets

24

重庆建设摩托车股份有限公司 2015 年第三季度报告全文

Cash paid as investment

Net cash received from subsidiaries and other operational units

Other cash paid for investment activities

Sub-total of cash outflow due to investment activities 3,089,458.19 4,372,886.05

Net cash flow generated by investment 31,508,858.26 31,297,713.95

III.Cash flow generated by financing

Cash received as investment

Cash received as loans 487,300,000.00 748,000,000.00

Cash received from bond placing

Other financing –related ash received 1,611,596,145.98 2,073,960,011.01

Sub-total of cash inflow from financing activities 2,098,896,145.98 2,821,960,011.01

Cash to repay debts 587,000,000.00 770,200,000.00

Cash paid as dividend, profit, or interests 44,687,461.87 36,351,587.47

Other cash paid for financing activities 1,352,193,593.00 2,116,845,316.50

Sub-total of cash outflow due to financing activities 1,983,881,054.87 2,923,396,903.97

Net cash flow generated by financing 115,015,091.11 -101,436,892.96

IV. Influence of exchange rate alternation on cash and cash

0.00 0.00

equivalents

V.Net increase of cash and cash equivalents -14,016,465.48 -98,075,532.42

Add: balance of cash and cash equivalents at the beginning of term 22,292,965.15 148,232,292.69

VI ..Balance of cash and cash equivalents at the end of term 8,276,499.67 50,156,760.27

II. Auditor‘s report

Whether the Q3 report is audited

□ Yes √ No

The Q3 Report is not audited.

25

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