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苏常柴B:2017年第三季度报告全文(英文版)2017-10-27  

						Changchai Company, Limited                  Third Quarter Report 2017




     CHANGCHAI COMPANY, LIMITED
          THIRD QUARTER REPORT 2017




                             October 2017




                                                                        1
Changchai Company, Limited                                                Third Quarter Report 2017




                             Part I Important Statements

The board of directors (the “Board”), the supervisory board (the “Supervisory Board”) as
well as the directors, supervisors and senior management of Changchai Company, Limited
(the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents
of this Report, and shall be jointly and severally liable for any false representation, misleading
statements or material omissions in this Report.
All the directors of the Company attended the board meeting for the review of this Report.
Shi Xinkun, head of the Company, Zhang Xin, accounting head for this Report, and Jiang He,
head of the accounting department (head of accounting) of the Company, hereby guarantee
that the financial statements carried in this Report are factual, accurate and complete.
This Report has been prepared in both Chinese and English. Should there be any
discrepancies or misunderstandings between the two versions, the Chinese version shall
prevail.




                                                                                                      2
Changchai Company, Limited                                                                   Third Quarter Report 2017




                                  Part II Company Fundamentals

I Key Consolidated Operating Results

Indicate by tick mark whether the Company needs to retrospectively restate any of its accounting data.

□ Yes √ No
                                    September 30, 2017        December 31, 2016                    Change
Total assets (RMB)                        3,796,065,908.97            3,724,857,266.71                       1.91%
Equity attributable to owners
                                          2,307,945,906.41            2,323,712,892.92                       -0.68%
of the parent (RMB)
                                   July-September                           January-September
                                                         YoY change                                YoY change
                                        2017                                      2017
Net sales (RMB)                      551,411,429.29                -8.89%    1,859,517,610.21                5.13%
Net margin attributable to
                                       3,072,285.14               -84.71%       42,751,443.27               -22.42%
owners of the parent (RMB)
Net margin attributable to
owners of the parent before
                                          629,008.33              -96.81%       21,403,055.82               -55.62%
exceptional gains and losses
(RMB)
Net cash from        operating
                                          --                 --                -61,051,973.62                 ——
activities (RMB)
Basic earnings per share
                                                0.01              -75.00%                 0.08              -20.00%
(RMB/share)
Diluted earnings per share
                                                0.01              -75.00%                 0.08              -20.00%
(RMB/share)
Weighted average return on
                                               0.13%               -0.82%                1.85%               -0.73%
equity (%)

Exceptional gains and losses:

√ Applicable □ Not applicable
                                                                                                         Unit: RMB
                     Item                        January-September 2017                     Note
Gains/Losses on disposal of non-current
assets (inclusive of offset asset impairment
provisions)                                                   781,459.40
Governmental subsidy recorded into current
gains/losses (exclusive of governmental                      3,097,441.57


                                                                                                                      3
Changchai Company, Limited                                                                  Third Quarter Report 2017


subsidy closely relevant to business events,
and quantified according to national unified
standards)
                                                                          The ownership transfer formalities
                                                                          regarding the Company’s acquisition
                                                                          of equity interest of Changzhou Fuji
                                                                          Changchai Robin Gasoline Engine
Profit due to situation where investment costs
                                                                          Co., Ltd. (Changchai Robin) were
for      the      Company        to     obtain
                                                                          completed on January 20, 2017. As
subsidiaries,associates and joint ventures are
                                                         22,756,742.66 such, from that date Changchai Robin
lower than
                                                                          has been consolidated by the
enjoyable fair value of identifiable net assets
of investees when making investments                                      Company. Since the closing cost of
                                                                          this equity acquisition was lower than
                                                                          the appraisal, this transaction
                                                                          generated a premium of
                                                                          RMB22,756,742.66.
Gains/Losses on fair value changes of trading
financial assets and liabilities & investment
income from disposal of trading financial
assets and liabilities as well as financial assets          482,684.24
available for sale (exclusive of effective
hedges related to normal business operations
of the Company)
Non-operating income and expense other than
                                                          -5,834,733.51
above
Less: Income tax effects                                     23,208.39
        Minority interests effects (after tax)               -88,001.48
Total                                                    21,348,387.45                       --


Explanation of why the Company classified an item as an exceptional gain/loss according to the definition in the
Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Exceptional Gains and Losses, or reclassified any exceptional gain/loss item given as an example in the
said explanatory announcement as a recurrent gain/loss:
□ Applicable √ Not applicable
No such cases in the Reporting Period.




                                                                                                                   4
Changchai Company, Limited                                                                    Third Quarter Report 2017


II Total Number of Shareholders and Shareholdings of Top 10 Shareholders at Period-End

1. Numbers of Common Shareholders and Preference Shareholders with Resumed Voting Rights, and
Shareholdings of Top 10 Shareholders

                                                                                                          Unit: share
Total number of common                                   Total number of preference shareholders
                                                52,641                                                               0
shareholders at period-end                               with resumed voting rights at period-end
                                                Top 10 shareholders
                                             Shareholdi Total shares       Restricted     Pledged or frozen shares
                               Nature of
  Name of shareholder                            ng       held at        shares held at
                              shareholder                                                   Status       Number
                                             percentage period-end        period-end
STATE-OWNED
ASSETS SUPERVISION
AND
                             On behalf of
ADMINISTRATION
                             the                30.43%    170,845,236
COMMISSION             OF
                             government
CHANGZHOU
MUNICIPAL PEOPLE’S
GOVERNMENT
                               Domestic
LEI PING’AN                                     0.73%       4,093,998
                               individual
                                   Foreign
KGI ASIA LIMITED                                 0.57%       3,189,845
                              corporation
YUNNAN
INTERNATIONAL
TRUST     CO.,    LTD -
                                   Other         0.47%       2,618,658
SHENGJIN         No.    36
COLLECTION         FUND
TRUST PLAN
GUANGDONG
FINANCE TRUST CO.,
LTD     -       FINANCE
                                   Other         0.34%       1,911,934
TRUST-JUXIN NO. 3
COLLECTION         FUND
TRUST PLAN
                               Domestic
PENG JUN                                         0.32%       1,800,000
                               individual
VANGUARD          TOTAL
                                   Foreign
INTERNATIONAL                                    0.29%       1,626,592
                              corporation
STOCK INDEX FUND
                               Domestic
HUANG GUOLIANG                                   0.27%       1,528,891
                               individual

                                                                                                                         5
Changchai Company, Limited                                                                     Third Quarter Report 2017


                              Domestic
LIANG NIANYOU                                   0.24%       1,362,652
                             individual
                              Domestic
LI SUINAN                                       0.24%       1,338,700
                             individual
                                         Top 10 non-restricted shareholders
                                                        Non-restricted shares               Type of stock
               Name of shareholder
                                                         held at period-end             Type                Number
STATE-OWNED ASSETS SUPERVISION AND
ADMINISTRATION               COMMISSION            OF
                                                                 170,845,236 RMB common stock           170,845,236
CHANGZHOU            MUNICIPAL             PEOPLE’S
GOVERNMENT
LEI PING’AN                                                       4,093,998 RMB common stock               4,093,998
                                                                                Domestically listed
KGI ASIA LIMITED                                                   3,189,845 stock for foreign              3,189,845
                                                                                investors
YUNNAN INTERNATIONAL TRUST CO., LTD-
SHENGJIN No. 36 COLLECTION FUND TRUST                              2,618,658 RMB common stock               2,618,658
PLAN
GUANGDONG FINANCE TRUST CO., LTD -
FINANCE TRUST-JUXIN NO. 3 COLLECTION                               1,911,934 RMB common stock              1,911,934
FUND TRUST PLAN
PENG JUN                                                           1,800,000 RMB common stock               1,800,000
                                                                                Domestically listed
VANGUARD TOTAL INTERNATIONAL STOCK
                                                                   1,626,592 stock for foreign              1,626,592
INDEX FUND
                                                                                investors
                                                                                Domestically listed
HUANG GUOLIANG                                                     1,528,891 stock for foreign              1,528,891
                                                                                investors
LIANG NIANYOU                                                      1,362,652 RMB common stock               1,362,652
                                                                                Domestically listed
LI SUINAN                                                          1,338,700 stock for foreign              1,338,700
                                                                                investors
                                                        It is unknown whether there was any associated
                                                      relationship among the top ten tradable shareholders and
Related or acting-in-concert        parties     among among the top ten shareholders not subject to trading
shareholders above                                      moratorium, or whether they are persons acting in concert
                                                        as described by Measures for the Administrative of
                                                        Disclosure of Shareholder Equity Changes.
                                                        The shareholder Lei Ping’an held 4,093,998 shares of the
Top 10 common shareholders conducting securities Company through customer credit collateral securities
margin trading                                   trading account of Guosen Securities Co., Ltd, with the
                                                        proportion of the share holding of 0.73%; The shareholder


                                                                                                                        6
Changchai Company, Limited                                                               Third Quarter Report 2017


                                                   Peng Jun held 1,800,000 shares of the Company through
                                                   customer credit collateral securities trading account of
                                                   Haitong Securities Co., Ltd, with the proportion of the
                                                   share holding of 0.32%.
Indicate by tick mark whether any of the top 10 common shareholders or the top 10 non-restricted common

shareholders of the Company conducted any promissory repo during the Reporting Period.

□ Yea √ No

No such cases in the Reporting Period.


2. Total Number of Preference Shareholders and Shareholdings of Top 10 of Them at Period-End

□ Applicable √ Not applicable




                                                                                                                7
Changchai Company, Limited                                                            Third Quarter Report 2017




                                   Part III Significant Events

I Changes in Key Consolidated Financial Statement Items and Reasons for Such Changes

√ Applicable □ Not applicable
1. Selected Items in Consolidated Balance Sheet as of September 30, 2017
                                                                                                   Unit: RMB
                  September 30,    December 31,
                                                    Change                Main reason for change
                      2017            2016
                                                              In nine months ended September 30, 2017,
                                                              credit sale was properly carried out to extend
Accounts                                                      market space; and most multi-cylinder engine
                  789,836,525.99   359,279,821.69   119.84%
receivable                                                    customers were supporting manufacturers for
                                                              bigger enterprises, which means relatively long
                                                              account ages for the Company
                                                              Prepayments to suppliers of certain materials
Prepayments        25,542,981.62    15,483,475.43    64.97%
                                                              were increased to satisfy market needs
Other                                                         Temporary loans granted by subsidiary
accounts           17,227,301.11     4,165,674.62   313.55%   Housheng Investment to Xuzhou Huadong
receivable                                                    Foundry Factory, etc.
Other current
                   19,683,519.73    39,669,983.12   -50.38%   Decrease in overpaid VAT
assets
Short-term
                   29,900,000.00    10,000,000.00   199.00%   Increase in bank loans of subsidiaries
borrowings
                                                              A bank loan of RMB20 million was obtained
                                                              by the parent company in the current period for
Long-term
                   20,000,000.00             0.00      ——   the R&D and industrialization of State III/State
borrowings
                                                              IV-level high-horsepower efficient agricultural
                                                              diesel engines
Advances                                                      Certain customers were required to pay greater
                   74,492,032.02    40,890,620.69    82.17%
received                                                      advances
                                                              Salaries and bonuses accrued in the nine
Payroll                                                       months ended September 30, 2016 were mostly
                   26,207,076.54    58,549,908.90   -55.24%
payable                                                       paid in the corresponding period of the current
                                                              year

2. Selected Items in Consolidated Income Statement for January-September 2017
                                                                                                   Unit: RMB



                                                                                                             8
Changchai Company, Limited                                                                  Third Quarter Report 2017


                 January-September      January-September
                                                              Change             Main reason for change
                       2017                   2016
                                                                         Increase in foreign exchange income
Finance costs          -1,287,876.55        -6,869,369.26        ——
                                                                         resulted from exchange rate fluctuations
                                                                         Dividends received on the Bank of
                                                                         Jiangsu stock and the Foton Motor
                                                                         stock increased. And the Company
                                                                         increased its investment in Fuji Robin
Investment                                                               to become its controlling shareholder.
                      13,407,484.45          3,491,931.65     283.96%
income                                                                   And therefore, the Company’s original
                                                                         holding in Fuji Robin was measured at
                                                                         fair value, and the difference between
                                                                         the fair value and the carrying value
                                                                         was charged to investment income
                                                                         Income      arising   from  including
                                                                         Changzhou Fuji Changchai Robin
Non-operating                                                            Gasoline Engine Co., Ltd., whose
                      25,903,268.01         14,014,264.30     84.84%
income                                                                   equity interests the Company acquired
                                                                         at a discount, into the consolidated
                                                                         financial statements

3. Selected Items in Consolidated Cash Flow Statement for January-September 2017
                                                                                                        Unit: RMB
                   January-September      January-September
                                                                Change              Main reason for change
                         2017                   2016
Net cash from
operating              -61,051,973.62         71,161,321.84            ——   Increased accounts receivable
activities
                                                                              The parent company had withdrawn
Net cash from                                                                 investments in wealth management
investing              -63,559,009.38        -41,248,683.31      -54.09%      products in January-September
activities                                                                    2016, while there was no such event
                                                                              in the current period
Net cash from
                                                                              Increase in bank loans of the parent
financing               21,794,509.81        -22,454,068.45            ——
                                                                              company and subsidiaries
activities


II Progress, Influence and Solutions Associated with Significant Events


√ Applicable □ Not applicable
           Summary of significant event                Disclosure date              Related announcement


                                                                                                                     9
Changchai Company, Limited                                                             Third Quarter Report 2017


The Company and Synergetic Innovation Fund
Management Co., Ltd. jointly incorporated
                                               09/26/2017, 10/19/2017        No. 2017-022,023,024 and 025
Changzhou Synergetic Innovation Private Equity
Fund (Limited Partnership)


III Commitments that the Company’s Actual Controller, Shareholders, Related Parties and
Acquirers, as well as the Company and Other Commitment Makers, Failed to Fulfill on Time
during Reporting Period

√ Applicable □ Not applicable
                                                                           Date of  Period of
                               Commitment   Type of
       Commitment                                          Contents      commitment commitm Fulfillment
                                 maker    commitment
                                                                           making      ent
Commitments        made   in
share reform
Commitments made in
acquisition documents or
shareholding    alteration
documents
Commitments made in time
of asset restructuring
Commitments made in time
of IPO or refinancing
Equity incentive
commitments
                                                       Rewards Plan
                                                       for Shareholders
                                                       in Next Three
                                                       Years(2017-201
                                                       9)
                                                       Under the
                                                        premise of
                                                        positive
                                                        distributive
                                                                                       Year      Implement
Other commitments made Changchai                        profit
                         Company,         bonus         (remaining        05/11/2017   2017-201 in a normal
to minority shareholders
                         Limited                        after-tax profits
                                                                                       9         way
                                                        after making
                                                        up for the loss
                                                        and extracting
                                                        for the
                                                        common
                                                        reserves) in
                                                        this year or
                                                        half year and
                                                        abundant

                                                                                                             10
Changchai Company, Limited                                                                   Third Quarter Report 2017


                                                            money flow
                                                            and no
                                                            influence on
                                                            the
                                                            following-up
                                                            going concern
                                                            after cash
                                                            bonus, the
                                                            profits
                                                            allocated by
                                                            cash every year
                                                            shouldn’t be
                                                            lower than
                                                            10% of the
                                                            allocable
                                                            profits from
                                                            parent
                                                            company.
                                                            Meanwhile, the
                                                            accumulated
                                                            allocable
                                                            profits by cash
                                                            in the arbitrary
                                                            continuous
                                                            three
                                                            accounting
                                                            years should
                                                            not be lower
                                                            than 30% of
                                                            the annual
                                                            average
                                                            allocable
                                                            profits in those
                                                            three years.
Fulfilled on time            Yes


IV Forecast of 2017 Annual Operating Results


Warning of a possible loss on or a significant year-over-year change in accumulative net margin during the period

the beginning of the current year through the end of the next reporting period, as well as the reasons:

□ Applicable √ Not applicable


V Securities Investments


□ Applicable √ Not applicable

No such cases in the Reporting Period.



                                                                                                                   11
Changchai Company, Limited                                                                 Third Quarter Report 2017


VI Investments in Derivative Financial Instruments


□ Applicable √ Not applicable
No such cases in the Reporting Period.

VII Visits Paid to the Company for Purposes of Research, Communication, Interview, etc.
during Reporting Period

√ Applicable □ Not applicable
      Date of visit               Way of visit      Type of visitor                     About
                                                                      Progress situation of SOE reform of the
09/21/2017                Other                  Individual
                                                                      Company
09/14/2017                Other                  Individual           Future development plan of the Company
                                                                      Situation of associated enterprises of the
09/14/2017                Other                  Individual
                                                                      Company
09/13/2017                Other                  Individual           Operation situation of the Company
08/27/2017                Other                  Individual           Future development plan of the Company
08/21/2017                Other                  Individual           Situation of SOE reform
08/04/2017                Other                  Individual           Number of shareholders
08/03/2017                Other                  Individual           Number of shareholders
07/25/2017                Other                  Individual           Stock situation of the Company
07/24/2017                Other                  Individual           Operation situation of the Company
                                                                      Progress situation of SOE reform of the
07/24/2017                Other                  Individual
                                                                      Company
07/21/2017                Other                  Individual           Operation situation of the Company
07/20/2017                Other                  Individual           Number of shareholders
07/06/2017                Other                  Individual           Situation of SOE reform
                                                                      Situation of the Company’s holding of
06/22/2017                Other                  Individual
                                                                      stock of Jiangsu Bank
                                                                      Situation of the Company’s holding of
06/05/2017                Other                  Individual
                                                                      stock of Jiangsu Bank
05/24/2017                Other                  Individual           Future development plan of the Company
05/10/2017                Other                  Individual           Future development plan of the Company
05/09/2017                Other                  Individual           Future development plan of the Company
05/08/2017                Other                  Individual           Product situation of the Company
05/02/2017                Other                  Individual           R&D situation of the Company
04/27/2017                Other                  Individual           Operation situation of the Company


                                                                                                                   12
Changchai Company, Limited                                                                Third Quarter Report 2017


04/24/2017                Other                 Individual           Future development plan of the Company
                                                                     Production and operation situation of the
04/24/2017                Other                 Individual
                                                                     Company
04/17/2017                Other                 Individual           Future development plan of the Company
04/13/2017                Other                 Individual           Future development plan of the Company
04/05/2017                                                           Production and operation situation of the
                          Other                 Individual
                                                                     Company
                                                                     Production and operation situation of the
04/05/2017                Other                 Individual
                                                                     Company
03/30/2017                Other                 Individual           Future development plan of the Company
                                                                     Production and operation situation of the
02/28/2017                Other                 Individual
                                                                     Company
                                                                     Production and operation situation of the
01/17/2017                Other                 Individual
                                                                     Company
                                                                     Future development strategy of the
01/07/2017                Other                 Individual
                                                                     Company
                                                                     Progress situation of SOE reform of the
01/06/2017                Other                 Individual
                                                                     Company


VIII Irregularities Arising from Provision of Guarantees for Third Parties


□ Applicable √ Not applicable

No such cases in the Reporting Period.


IX Occupation of the Company’s Funds by Its Controlling Shareholder or Related Parties for
Non-Operating Purposes


□ Applicable √ Not applicable
No such cases in the Reporting Period.

X Targeted Measures Taken to Help People Lift Themselves out of Poverty

The Company did not take such measures in the third quarter of the year and has no such plans for now.




                                                                                                                 13
Changchai Company, Limited                                                              Third Quarter Report 2017




                                   Part IV Financial Statements

I Financial Statements

1. Consolidated Balance Sheet

Prepared by Changchai Company, Limited
                                                September 30, 2017
                                                                                                    Unit: RMB
                                Item                             September 30, 2017     December 31, 2016
Current assets:
  Monetary funds                                                       581,255,578.83          670,703,802.02
  Settlement reserve
  Interbank lendings
  Financial assets at fair value through gains/losses
  Derivative financial assets
  Notes receivable                                                     401,582,175.63          501,070,279.01
  Accounts receivable                                                  789,836,525.99          359,279,821.69
  Prepayments                                                           25,542,981.62           15,483,475.43
  Premiums receivable
  Reinsurance premiums receivable
  Receivable reinsurance contract reserve
  Interest receivable
  Dividends receivable
  Other accounts receivable                                             17,227,301.11             4,165,674.62
  Financial assets purchased under agreements to resell
  Inventories                                                          384,506,437.61          494,046,458.44
  Assets held for sale
  Non-current assets due within one year
  Other current assets                                                  19,683,519.73           39,669,983.12
Total current assets                                                 2,219,634,520.52        2,084,419,494.33
Non-current assets:
  Loans and advances to customers
  Available-for-sale financial assets                                  771,040,500.00          820,072,500.00


                                                                                                              14
Changchai Company, Limited                                                      Third Quarter Report 2017


  Held-to-maturity investments
  Long-term accounts receivable
  Long-term equity investments                                                          21,006,230.03
  Investment property                                          53,416,433.63            55,072,689.23
  Fixed assets                                                573,909,634.56           553,678,938.87
  Construction in progress                                     73,783,374.59            89,781,047.21
  Engineering materials
  Disposal of fixed assets
  Productive living assets
  Oil-gas assets
  Intangible assets                                           103,370,216.25            99,915,137.62
  R&D expense
  Goodwill
  Long-term deferred expense
  Deferred income tax assets                                      911,229.42                911,229.42
  Other non-current assets
Total non-current assets                                     1,576,431,388.45        1,640,437,772.38
Total assets                                                 3,796,065,908.97        3,724,857,266.71
Current liabilities:
  Short-term borrowings                                        29,900,000.00            10,000,000.00
  Borrowings from Central Bank
  Money deposits accepted and inter-bank deposits
  Interbank borrowings
  Financial liabilities at fair value through gains/losses
  Derivative financial liabilities
  Notes payable                                               337,443,300.00           276,090,000.00
  Accounts payable                                            554,684,240.14           605,424,726.65
  Advances received                                            74,492,032.02            40,890,620.69
  Financial assets sold for repurchase
  Fees and commissions payable
  Payroll payable                                              26,207,076.54            58,549,908.90
  Taxes payable                                                  9,885,546.47             9,622,332.76
  Interest payable
  Dividends payable                                              3,891,433.83             3,891,433.83


                                                                                                      15
Changchai Company, Limited                                            Third Quarter Report 2017


  Other accounts payable                            244,448,689.47           204,446,810.56
  Reinsurance premiums payable
  Insurance contract reserve
  Payables for acting trading of securities
  Payables for acting underwriting of securities
  Liabilities held for sale
  Non-current liabilities due within one year
  Other current liabilities                            3,194,262.83             2,454,381.75
Total current liabilities                          1,284,146,581.30        1,211,370,215.14
Non-current liabilities:
  Long-term borrowings                               20,000,000.00
  Bonds payable
     Of which: Preference shares
                    Perpetual bonds
  Long-term accounts payable
  Long-term payroll payable
  Special payables
  Provisions
  Deferred income                                    62,057,232.08            61,057,232.08
  Deferred income tax liabilities                   102,594,900.00           109,949,700.00
  Other non-current liabilities
Total non-current liabilities                       184,652,132.08           171,006,932.08
Total liabilities                                  1,468,798,713.38        1,382,377,147.22
Owners’ equity:
  Share capital                                     561,374,326.00           561,374,326.00
  Other equity instruments
     Of which: Preference shares
                    Perpetual bonds
  Capital reserve                                   164,328,665.43           164,328,665.43
  Less: Treasury shares
  Other comprehensive income                        581,371,100.00           623,048,300.00
  Special reserve                                    11,715,417.22            11,715,417.22
  Surplus reserve                                   311,880,248.88           311,880,248.88
  Provisions for general risks


                                                                                            16
Changchai Company, Limited                                                      Third Quarter Report 2017


  Retained earnings                                            677,276,148.88          651,365,935.39
Equity attributable to owners of the parent                  2,307,945,906.41        2,323,712,892.92
  Minority interests                                            19,321,289.18           18,767,226.57
Total owners’ equity                                        2,327,267,195.59        2,342,480,119.49
Total liabilities and owners’ equity                        3,796,065,908.97        3,724,857,266.71

Legal representative: Shi Xinkun                        Accounting head for this Report: Zhang Xin

Head of the accounting department: Jiang He


2. Parent Company Balance Sheet

                                                                                            Unit: RMB
                                Item                    September 30, 2017      December 31, 2016
Current assets:
  Monetary funds                                               525,549,403.13          637,109,762.94
  Financial assets at fair value through gains/losses
  Derivative financial assets
  Notes receivable                                             394,822,175.63          500,870,279.01
  Accounts receivable                                          714,034,306.72          308,800,670.90
  Prepayments                                                    4,717,506.31             9,845,904.32
  Interest receivable
  Dividends receivable
  Other accounts receivable                                      3,418,632.03             3,694,673.93
  Inventories                                                  272,195,857.58          430,345,089.36
  Assets held for sale
  Non-current assets due within one year
  Other current assets                                                                  24,225,031.87
Total current assets                                         1,914,737,881.40        1,914,891,412.33
Non-current assets:
  Available-for-sale financial assets                          763,840,500.00          812,872,500.00
  Held-to-maturity investments
  Long-term accounts receivable
  Long-term equity investments                                 231,752,730.03          205,472,730.03
  Investment property                                           53,416,433.63           55,072,689.23
  Fixed assets                                                 468,373,429.08          450,042,747.40
  Construction in progress                                      73,771,164.67           89,781,047.21

                                                                                                      17
Changchai Company, Limited                                                      Third Quarter Report 2017


  Engineering materials
  Disposal of fixed assets
  Productive living assets
  Oil-gas assets
  Intangible assets                                            75,137,296.57            78,558,644.37
  R&D expense
  Goodwill
  Long-term deferred expense
  Deferred income tax assets                                      911,229.42                911,229.42
  Other non-current assets
Total non-current assets                                     1,667,202,783.40        1,692,711,587.66
Total assets                                                 3,581,940,664.80        3,607,602,999.99
Current liabilities:
  Short-term borrowings
  Financial liabilities at fair value through gains/losses
  Derivative financial liabilities
  Notes payable                                               316,463,300.00           251,220,000.00
  Accounts payable                                            484,485,849.82           596,734,009.07
  Advances received                                            71,946,670.84            37,250,941.51
  Payroll payable                                              21,002,180.10            52,498,428.10
  Taxes payable                                                  8,071,113.46             6,587,374.37
  Interest payable
  Dividends payable                                              3,243,179.97             3,243,179.97
  Other accounts payable                                      242,752,287.68           194,596,980.96
  Liabilities held for sale
  Non-current liabilities due within one year
  Other current liabilities
Total current liabilities                                    1,147,964,581.87        1,142,130,913.98
Non-current liabilities:
  Long-term borrowings                                         20,000,000.00
  Bonds payable
     Of which: Preference shares
                 Perpetual bonds
  Long-term payables


                                                                                                      18
Changchai Company, Limited                                                   Third Quarter Report 2017


  Long-term payroll payable
  Special payables
  Provisions
  Deferred income                                            62,057,232.08           61,057,232.08
  Deferred income tax liabilities                           102,594,900.00          109,949,700.00
  Other non-current liabilities
Total non-current liabilities                               184,652,132.08          171,006,932.08
Total liabilities                                         1,332,616,713.95        1,313,137,846.06
Owners’ equity:
  Share capital                                             561,374,326.00          561,374,326.00
  Other equity instruments
     Of which: Preference shares
                    Perpetual bonds
  Capital reserve                                           183,071,147.70          183,071,147.70
  Less: Treasury shares
  Other comprehensive income                                581,371,100.00          623,048,300.00
  Special reserve                                            11,715,417.22           11,715,417.22
  Surplus reserve                                           311,880,248.88          311,880,248.88
  Retained earnings                                         599,911,711.05          603,375,714.13
Total owners’ equity                                     2,249,323,950.85        2,294,465,153.93
Total liabilities and owners’ equity                     3,581,940,664.80        3,607,602,999.99


3. Consolidated Income Statement for July-September

                                                                                         Unit: RMB
                                Item                  July-September 2017    July-September 2016
1. Operating revenue                                        551,411,429.29          605,182,860.65
Including: Net sales                                        551,411,429.29          605,182,860.65
        Interest revenue                                              0.00                      0.00
        Premium revenue                                               0.00                      0.00
        Fee and commission revenue                                    0.00                      0.00
2. Operating expenses                                       553,758,537.78          582,629,416.88
Including: Cost of sales                                    470,832,920.30          508,400,386.36
        Interest expense                                              0.00                      0.00
        Fee and commission expense                                    0.00                      0.00


                                                                                                   19
Changchai Company, Limited                                                      Third Quarter Report 2017


        Surrenders                                                       0.00                      0.00
        Net claims paid                                                  0.00                      0.00
        Net amount provided as insurance contract reserve                0.00                      0.00
        Expenditure on policy dividends                                  0.00                      0.00
        Reinsurance premium expense                                      0.00                      0.00
        Taxes and surtaxes                                       1,498,185.39             1,478,280.66
       Selling expense                                          38,153,014.94           26,870,375.76
       Administrative expense                                   44,895,745.06           42,789,316.00
       Finance costs                                            -1,621,327.91            -2,058,233.97
       Asset impairment losses                                           0.00             5,149,292.07
Add: Gains on fair value changes (“-” for losses)                      0.00                      0.00
     Investment income (“-” for losses)                        4,049,357.83             1,590,796.01
     Including: Share of gains/losses of associates and joint
                                                                         0.00                      0.00
ventures
     Exchange gains (“-” for losses)                                   0.00                      0.00
     Other income                                                        0.00                      0.00
3. Operating margin (“-” for losses)                           1,702,249.34           24,144,239.78
     Add: Non-operating income                                   4,129,944.60             3,378,070.25
        Including: Gains on disposal of non-current assets         22,109.76                  6,504.85
     Less: Non-operating expense                                 1,585,185.70             2,636,463.10
        Including: Losses on disposal of non-current assets        17,173.24                147,330.43
4. Gross margin (“-” for losses)                               4,247,008.24           24,885,846.93
     Less: Income tax expense                                     992,114.23              4,661,917.24
5. Net margin (“-” for losses)                                 3,254,894.01           20,223,929.69
     Attributable to owners of the parent                        3,072,285.14           20,090,608.28
     Attributable to minority interests                           182,608.87                133,321.41
6. Other comprehensive income, net of tax                          -42,075.00          320,237,050.00
    Other comprehensive income, net of tax attributable to
                                                                   -42,075.00          320,237,050.00
owners of the parent
        6.1 Other comprehensive income that will not be
                                                                         0.00                      0.00
reclassified into gains/losses
          6.1.1 Changes in net liabilities or assets with a
                                                                         0.00                      0.00
defined benefit plan upon re-measurement
          6.1.2 Share of other comprehensive income of
investees that cannot be reclassified into gains/losses under            0.00                      0.00
equity method
        6.2 Other comprehensive income to be subsequently          -42,075.00          320,237,050.00

                                                                                                      20
Changchai Company, Limited                                                                   Third Quarter Report 2017


reclassified into gains/losses
          6.2.1 Share of other comprehensive income of
investees that will be reclassified into gains/losses under equity                    0.00                      0.00
method
          6.2.2 Gains/Losses on fair value changes of
                                                                                -42,075.00          320,237,050.00
available-for-sale financial assets
         6.2.3 Gains/Losses on reclassifying held-to-maturity
                                                                                      0.00                      0.00
investments into available-for-sale financial assets
          6.2.4 Effective gains/losses on cash flow hedges                            0.00                      0.00
          6.2.5 Currency translation differences                                      0.00                      0.00
          6.2.6 Other                                                                 0.00                      0.00
    Other comprehensive income, net of tax attributable to
                                                                                      0.00                      0.00
minority interests
7. Total comprehensive income                                                 3,212,819.01          340,460,979.69
     Attributable to owners of the parent                                     3,030,210.14          340,327,658.28
     Attributable to minority interests                                         182,608.87               133,321.41
8. Earnings per share
     8.1 Basic earnings per share                                                     0.01                      0.04
     8.2 Diluted earnings per share                                                   0.01                      0.04

Legal representative: Shi Xinkun                                     Accounting head for this Report: Zhang Xin


Head of the accounting department: Jiang He

4. Parent Company Income Statement for July-September

                                                                                                         Unit: RMB
                                 Item                                July-September 2017     July-September 2016
1. Operating revenue                                                        519,533,251.59          599,271,501.38
  Less: Operating expenses                                                  448,760,167.59          508,435,908.29
     Taxes and surtaxes                                                       1,417,116.02             1,285,307.03
     Selling expense                                                         34,703,041.46           24,541,083.94
     Administrative expense                                                  40,079,299.98           39,285,195.41
     Finance costs                                                           -2,767,240.21            -2,178,342.93
     Asset impairment losses                                                          0.00             5,073,416.96
  Add: Gains on fair value changes (“-” for losses)                                 0.00                      0.00
     Investment income (“-” for loss)                                       3,757,000.00             1,433,422.80
     Including: Share of gains/losses of associates and joint
                                                                                      0.00                      0.00
ventures


                                                                                                                   21
Changchai Company, Limited                                                              Third Quarter Report 2017


     Other income                                                                0.00                      0.00
2. Operating margin (“-” for losses)                                   1,097,866.75           24,262,355.48
  Add: Non-operating income                                              2,746,050.87             3,245,542.27
     Including: Gains on disposal of non-current assets                     22,109.76             6,119,622.06
  Less: Non-operating expense                                              777,184.55             2,636,463.10
     Including: Losses on disposal of non-current assets                    17,173.24               147,330.43
3. Gross margin (“-” for losses)                                       3,066,733.07           24,871,434.65
  Less: Income tax expense                                                 291,560.85             4,537,787.81
4. Net margin (“-” for losses)                                         2,775,172.22           20,333,646.84
5. Other comprehensive income, net of tax                                  -42,075.00          320,237,050.00
   5.1 Other comprehensive income that will not be reclassified
                                                                                 0.00                      0.00
into gains and losses
    5.1.1 Changes in net liabilities or assets with a defined
                                                                                 0.00                      0.00
benefit plan upon re-measurement
     5.1.2 Share of other comprehensive income of investees
that cannot be reclassified into gains/losses under equity                       0.00                      0.00
method
   5.2 Other comprehensive income to be subsequently
                                                                           -42,075.00          320,237,050.00
reclassified into gains/losses
     5.2.1 Share of other comprehensive income of investees
                                                                                 0.00                      0.00
that will be reclassified into gains/losses under equity method
     5.2.2 Gains/Losses on fair           value   changes   of
                                                                           -42,075.00          320,237,050.00
available-for-sale financial assets
     5.2.3 Gains/Losses on reclassifying held-to-maturity
                                                                                 0.00                      0.00
investments into available-for-sale financial assets
     5.2.4 Effective gains/losses on cash flow hedges                            0.00                      0.00
     5.2.5 Currency translation differences                                      0.00                      0.00
     5.2.6 Other                                                                 0.00                      0.00
6. Total comprehensive income                                            2,733,097.22          340,570,696.84
7. Earnings per share
    7.1 Basic earnings per share
    7.2 Diluted earnings per share


5. Consolidated Income Statement for January-September

                                                                                                    Unit: RMB
                                                                  January-September     January-September
                                   Item
                                                                        2017                  2016



                                                                                                              22
Changchai Company, Limited                                                         Third Quarter Report 2017


1. Operating revenue                                            1,859,517,610.21        1,768,843,582.34
Including: Net sales                                            1,859,517,610.21        1,768,843,582.34
        Interest revenue
        Premium revenue
        Fee and commission revenue
2. Operating expenses                                           1,840,879,902.93        1,712,694,317.75
Including: Cost of sales                                        1,612,225,242.18        1,492,994,650.79
        Interest expense
        Fee and commission expense
        Surrenders
        Net claims paid
        Net amount provided as insurance contract reserve
        Expenditure on policy dividends
        Reinsurance premium expense
        Taxes and surtaxes                                          8,530,314.39             3,495,808.07
       Selling expense                                            93,968,371.07            86,388,850.36
       Administrative expense                                    118,293,812.57           121,277,931.70
       Finance costs                                               -1,287,876.55            -6,869,369.26
       Asset impairment losses                                      9,150,039.27           15,406,446.09
Add: Gains on fair value changes (“-” for losses)
     Investment income (“-” for losses)                         13,407,484.45              3,491,931.65
     Including: Share of gains/losses of associates and joint
ventures
     Exchange gains (“-” for losses)
     Other income
3. Operating margin (“-” for losses)                            32,045,191.73            59,641,196.24
     Add: Non-operating income                                    25,903,268.01            14,014,264.30
        Including: Gains on disposal of non-current assets           116,550.19              6,119,622.06
     Less: Non-operating expense                                    7,979,840.88             6,784,303.82
        Including: Losses on disposal of non-current assets           35,883.04                179,739.42
4. Gross margin (“-” for losses)                                49,968,618.86            66,871,156.72
     Less: Income tax expense                                       6,663,112.98           11,243,665.36
5. Net margin (“-” for losses)                                  43,305,505.88            55,627,491.36
     Attributable to owners of the parent                         42,751,443.27            55,108,750.64
     Attributable to minority interests                              554,062.61                518,740.72

                                                                                                         23
Changchai Company, Limited                                                                 Third Quarter Report 2017


6. Other comprehensive income, net of tax                                 -41,677,200.00          270,475,500.00
    Other comprehensive income, net of tax attributable to
                                                                          -41,677,200.00          270,475,500.00
owners of the parent
        6.1 Other comprehensive income that will not be
reclassified into gains/losses
          6.1.1 Changes in net liabilities or assets with a
defined benefit plan upon re-measurement
          6.1.2 Share of other comprehensive income of
investees that cannot be reclassified into gains/losses under
equity method
        6.2 Other comprehensive income to be subsequently
                                                                          -41,677,200.00          270,475,500.00
reclassified into gains/losses
          6.2.1 Share of other comprehensive income of
investees that will be reclassified into gains/losses under equity
method
          6.2.2 Gains/Losses on fair value changes of
                                                                          -41,677,200.00          270,475,500.00
available-for-sale financial assets
         6.2.3 Gains/Losses on reclassifying held-to-maturity
investments into available-for-sale financial assets
          6.2.4 Effective gains/losses on cash flow hedges
          6.2.5 Currency translation differences
          6.2.6 Other
    Other comprehensive income, net of tax attributable to
minority interests
7. Total comprehensive income                                               1,628,305.88          326,102,991.36
     Attributable to owners of the parent                                   1,074,243.27          325,584,250.64
     Attributable to minority interests                                       554,062.61               518,740.72
8. Earnings per share
     8.1 Basic earnings per share                                                   0.08                      0.10
     8.2 Diluted earnings per share                                                 0.08                      0.10


6. Parent Company Income Statement for January-September

                                                                                                       Unit: RMB
                                                                     January-September     January-September
                              Item
                                                                           2017                  2016
1. Operating revenue                                                    1,748,840,798.71        1,762,967,830.04
  Less: Operating expenses                                              1,535,510,001.55        1,508,621,223.35
     Taxes and surtaxes                                                     7,469,956.58             2,948,488.79
     Selling expense                                                       85,011,010.11           79,839,342.39

                                                                                                                 24
Changchai Company, Limited                                                         Third Quarter Report 2017


     Administrative expense                                       104,614,674.10          109,216,619.09
     Finance costs                                                 -3,403,441.05            -7,536,817.79
     Asset impairment losses                                        9,150,039.27           15,182,514.35
  Add: Gains on fair value changes (“-” for losses)
     Investment income (“-” for loss)                            10,709,750.99             2,618,686.92
     Including: Share of gains/losses of associates and joint
ventures
     Other income
2. Operating margin (“-” for losses)                             21,198,309.14           57,315,146.78
  Add: Non-operating income                                         3,313,407.07           13,149,831.83
     Including: Gains on disposal of non-current assets              116,550.19              6,119,622.06
  Less: Non-operating expense                                       6,969,533.83             6,684,303.82
     Including: Losses on disposal of non-current assets               35,883.04               179,739.42
3. Gross margin (“-” for losses)                                 17,542,182.38           63,780,674.79
  Less: Income tax expense                                          4,164,955.68           10,837,520.79
4. Net margin (“-” for losses)                                   13,377,226.70           52,943,154.00
5. Other comprehensive income, net of tax                         -41,677,200.00          270,475,500.00
   5.1 Other comprehensive income that will not be reclassified
into gains and losses
    5.1.1 Changes in net liabilities or assets with a defined
benefit plan upon re-measurement
     5.1.2 Share of other comprehensive income of investees
that cannot be reclassified into gains/losses under equity
method
   5.2 Other comprehensive income to be subsequently
                                                                  -41,677,200.00          270,475,500.00
reclassified into gains/losses
     5.2.1 Share of other comprehensive income of investees
that will be reclassified into gains/losses under equity method
     5.2.2 Gains/Losses on fair           value    changes   of
                                                                  -41,677,200.00          270,475,500.00
available-for-sale financial assets
     5.2.3 Gains/Losses on reclassifying held-to-maturity
investments into available-for-sale financial assets
     5.2.4 Effective gains/losses on cash flow hedges
     5.2.5 Currency translation differences
     5.2.6 Other
6. Total comprehensive income                                     -28,299,973.30          323,418,654.00
7. Earnings per share
    7.1 Basic earnings per share


                                                                                                         25
Changchai Company, Limited                                                             Third Quarter Report 2017


   7.2 Diluted earnings per share


7. Consolidated Cash Flow Statement for January-September

                                                                                                   Unit: RMB
                                                                January-September      January-September
                              Item
                                                                      2017                   2016
1. Cash generated by or used in operating activities:
   Cash generated by sale of commodities and rendering of
                                                                   1,847,464,192.62         1,878,758,216.61
service
   Net increase in money deposits from customers and
interbank placements
  Net increase in loans from Central Bank
   Net increase in funds borrowed from other financial
institutions
  Cash received as premiums of original insurance contracts
  Net cash generated by reinsurance business
  Net increase in deposits of policy holders and investment
fund
   Net increase in disposal of financial assets at fair value
through gains/losses
  Interest, fees and commissions received
  Net increase in interbank borrowings
  Net increase in funds in repurchase business
  Tax rebates received                                                24,619,585.42            25,451,713.41
  Cash generated by other operating activities                         8,501,430.20            13,809,723.65
Subtotal of cash generated by operating activities                 1,880,585,208.24         1,918,019,653.67
  Cash paid for goods and services                                  1,592,437,011.20        1,484,652,767.18
  Net increase in loans and advances to customers
   Net increase in funds deposited in Central Bank and
interbank placements
  Cash paid for claims of original insurance contracts
  Interest, fees and commissions paid
  Cash paid as policy dividends
  Cash paid to and for employees                                     244,510,500.67           245,376,567.76
  Taxes paid                                                          30,890,368.40            58,392,898.88
  Cash used in other operating activities                             73,799,301.59            58,436,098.01
Subtotal of cash used in operating activities                      1,941,637,181.86         1,846,858,331.83


                                                                                                             26
Changchai Company, Limited                                                           Third Quarter Report 2017


Net cash from operating activities                                  -61,051,973.62           71,161,321.84
2. Cash generated by or used in investing activities:
  Cash generated by disinvestments                                  12,000,000.00            38,000,000.00
  Cash received as investment income                                13,407,484.45              3,654,493.73
  Net cash generated by disposal of fixed assets, intangible
                                                                       612,112.84                 29,140.00
assets and other long-term assets
  Net cash generated by disposal of subsidiaries or other
business units
     Cash generated by other investing activities
Subtotal of cash generated by investing activities                  26,019,597.29            41,683,633.73
  Cash paid to acquire fixed assets, intangible assets and other
                                                                    64,624,007.34            56,932,317.04
long-term assets
  Cash paid for investments                                           6,000,000.00
  Net increase in pledged loans
  Net cash paid to acquire subsidiaries and other business
                                                                      1,854,599.33
units
     Cash used in other investing activities                        17,100,000.00            26,000,000.00
Subtotal of cash used in investing activities                       89,578,606.67            82,932,317.04
Net cash from investing activities                                  -63,559,009.38          -41,248,683.31
3. Cash generated by or used in financing activities:
   Cash received as capital contributions
    Including: Cash received from minority shareholder
investments by subsidiaries
   Cash received as borrowings                                      44,900,000.00              8,000,000.00
   Cash generated by issuance of bonds
   Cash generated by other financing activities
Subtotal of cash generated by financing activities                  44,900,000.00              8,000,000.00
   Repayment of borrowings                                            5,000,000.00           17,000,000.00
    Cash paid for interest expenses and distribution of
                                                                    18,105,490.19            13,454,068.45
dividends or profit
    Including: dividends or profit paid by subsidiaries to
minority interests
   Cash used in other financing activities
Sub-total of cash used in financing activities                      23,105,490.19            30,454,068.45
Net cash from financing activities                                  21,794,509.81           -22,454,068.45
4. Effect of foreign exchange rate changes on cash and cash
equivalents
5. Net increase in cash and cash equivalents                       -102,816,473.19             7,458,570.08

                                                                                                           27
Changchai Company, Limited                                                               Third Quarter Report 2017


     Add: Opening balance of cash and cash equivalents                  583,278,129.09          526,716,238.21
6. Closing balance of cash and cash equivalents                         480,461,655.90          534,174,808.29


8. Parent Company Cash Flow Statement for January-September

                                                                                                     Unit: RMB
                                                                   January-September     January-September
                              Item
                                                                         2017                  2016
1. Cash generated by or used in operating activities:
   Cash generated by sale of commodities and rendering of
                                                                      1,708,157,948.66        1,741,441,987.77
service
  Tax rebates received                                                   24,619,585.42           25,451,713.41
  Cash generated by other operating activities                            6,986,793.79           11,815,279.64
Subtotal of cash generated by operating activities                    1,739,764,327.87        1,778,708,980.82
  Cash paid for goods and services                                    1,483,506,231.99        1,394,962,034.09
  Cash paid to and for employees                                        218,784,328.58          220,651,723.97
  Taxes paid                                                             26,440,358.98           51,852,861.28
  Cash used in other operating activities                                68,004,253.14           54,891,634.27
Subtotal of cash used in operating activities                         1,796,735,172.69        1,722,358,253.61
Net cash from operating activities                                      -56,970,844.82           56,350,727.21
2. Cash generated by or used in investing activities:
  Cash generated by disinvestments                                                               20,000,000.00
  Cash received as investment income                                     10,709,750.99             3,037,250.00
  Net cash generated by disposal of fixed assets, intangible
                                                                            193,991.71                29,140.00
assets and other long-term assets
  Net cash generated by disposal of subsidiaries or other
business units
  Cash generated by other investing activities
Subtotal of cash generated by investing activities                       10,903,742.70           23,066,390.00
  Cash paid to acquire fixed assets, intangible assets and other
                                                                         63,978,352.64           54,711,256.90
long-term assets
  Cash paid for investments
  Net cash paid to acquire subsidiaries and other business
                                                                         26,516,925.27
units
  Cash used in other investing activities
Subtotal of cash used in investing activities                            90,495,277.91           54,711,256.90
Net cash from investing activities                                      -79,591,535.21          -31,644,866.90



                                                                                                               28
Changchai Company, Limited                                                      Third Quarter Report 2017


3. Cash generated by or used in financing activities:
   Cash received as capital contributions
   Cash received as borrowings                                 20,000,000.00
   Cash generated by issuance of bonds
   Cash generated by other financing activities
Subtotal of cash generated by financing activities             20,000,000.00
   Repayment of borrowings
    Cash paid for interest expenses and distribution of
                                                               16,841,229.78            12,911,609.50
dividends or profit
   Cash used in other financing activities
Sub-total of cash used in financing activities                 16,841,229.78            12,911,609.50
Net cash from financing activities                               3,158,770.22          -12,911,609.50
4. Effect of foreign exchange rate changes on cash and cash
equivalents
5. Net increase in cash and cash equivalents                  -133,403,609.81           11,794,250.81
     Add: Opening balance of cash and cash equivalents        558,159,090.01           503,933,918.79
6. Closing balance of cash and cash equivalents               424,755,480.20           515,728,169.60


II Auditor’s Report

Are the Q3 2017 financial statements audited?
□Yes √ No
These financial statements are unaudited.




                                                                                                      29