意见反馈 手机随时随地看行情

公司公告

建车B:2018年年度报告(英文版)2019-04-25  

						               Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




Chongqing Jianshe Vehicle System Co., Ltd.

          2018 Annual Report

                  2019-034




               April 2019




                                                                               1
                                                     Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                  I. Important Prompts, Table of Contents, and Definitions

The Board of Directors, The Supervisory Committee, the supervisors and the directors of the Company guarantee
that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept
individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report.
Mr. Lv Hongxian, The Company leader, Mr.Tan Mingxian, the Financial Officer, Ms.Niu Yanli, the manager of
accounting department, hereby declare: the truthfulness and completeness of the Financial Report are guaranteed.
Except the following directors, all the directors attended the board meeting for reviewing the annual Report.

   The name of the directors absent              Positions          Reasons for the absence      Name of the consignee

Yan Xuechuan                          Director                    Business trip               Lv Hongxian

Hao Lin                               Director                    Business trip               Li Dingqing

Liu Zhiqiang                          Independent Director        Business trip               Peng Jue



Prospective statements carried in this report, such as business plans for future are not constituting any substantial
commitment to the investors. Please be cautious to the risks. This report is prepared both in English and Chinese.
When there is any conflict in understanding, the Chinese version shall prevail.
The company had concretely described the existed factors of risks of the company in the report, of which please
refer to the contents in the Report of directors concerning the possible facing risk factors in the company’s future
development. The company’s business plan and business goal of the year do not represent the 2019-annual
earnings forecast made by the company, hence whether those can be realized depending on many factors such as
the market circumstance and the extent of hard working of the management team, thus there is a large extent of
uncertainty, please be aware of the investment risks.
The Company will not distribute cash dividend or bonus shares, neither capitalizing of common reserves for the
report period.




                                                                                                                         2
                                                Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                                            Table of Contents




I.Important Notice, Table of contents and Definitions

II. Basic Information of the Company and Financial index

III. Outline of Company Business

IV. Management’s Discussion and Analysis

V. Important Events

VI. Change of share capital and shareholding of Principal Shareholders

VII. Situation of the Preferred Shares

VIII. Information about Directors, Supervisors and Senior Executives

IX. Administrative structure

X. Corporate Bond

XI. Financial Report

XII. Documents available for inspection




                                                                                                                3
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                                                  Definition



                                         Define
            Terms to be defined                                                    Definition
                                          d as

Company, the Company, Jianmo Stock,      Define
                                                     Chongqing Jianshe Vehicle System Co., Ltd.
Jianshe Vehicle B                         d as

                                         Define       Shenzhen North Jianshe Motorcycle Co., Ltd. (predecessor of the
                Shenjianmo
                                          d as                                     Company)

                                         Define
             Jianmo B                             Chongqing Jianshe Motorcycle Co., Ltd. (predecessor of the Company)
                                          d as

                                         Define     China Military Equipment Group Co., Ltd. (China Southern Industry
         Military Equipment Group
                                          d as                                  Group Co., Ltd.)

                                         Define
            Military Finance Co.                                  Military Equipment Group Finance Co., Ltd.
                                          d as

                                         Define
            Southern Motorcycle                                    Chongqing Southern Motorcycle Co., Ltd.
                                          d as

                                         Define      Chongqing Jianshe Industry Co., Ltd. – former State-owned Jianshe
              Jianshe Industry
                                          d as                Machinery Factory, Jianshe Industry (Group) Co., Ltd.

                                         Define
               Jianshe Group                                           Jianshe Industrial (Group) Co., Ltd.
                                          d as

                                         Define
       Jianshe Mechanical and Electric                        Chongqing Jianshe Mechanical and Electric Co., Ltd.
                                          d as

                                         Refine
         HANON,KOREA HANON                                               Korea Hanon System Co., Ltd.
                                          d as

                                         Refine Chongqing Jianshe HANON Automobile Termal Management System
        Jianshe HANON
                                          d as    Co., Ltd.

                                         Define
                China Jialin                                         China Jialin Industry Co., Ltd. (Group)
                                          d as

                                         Define
                Jinan Qingqi                                           Jinan Qingqi Motorcycle Co., Ltd.
                                          d as

                                         Define
               Changan Auto                                        Chongqing Changan Automobile Co., Ltd.
                                          d as

                                         Define
             Luoyang Northern                                     Luoyang Northern Enterprise Group Co., Ltd.
                                          d as

           Vehicle air conditioner       Define           Chognqing Jianshe Automobile Air-conditioner Co., Ltd.



                                                                                                                          4
                                    Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                             d as

                            Define
  Import & Export Co.                         Chongqing Northern Jianshe Import & Export Co., Ltd.
                             d as

                            Define
   Shanghai Jianshe                                   Shanghai Jianshe Motorcycle Co., Ltd.
                             d as

                            Define
   Chongqing Jianya                            Chongqing Jianshe YAMAHA Motorcycle Co., Ltd.
                             d as

                            Define
    Zhuzhou Jianya                               Zhuzhou Jianshe YAMAHA Motorcycle Co., Ltd.
                             d as

                            Define
    Pingshan Taikai                              Chongqing Pingshan Taikai Carburetor Co., Ltd.
                             d as

                            Define
South Air International                                   South Air International Co., Ltd.
                             d as

                                      The company has made an agreement to sale the 100% stake of Jianshe
                            Define    Mechanical and Electric Company-the company’s subsidiary funded by
Major asset restructuring
                             d as       the liabilities and the motorcycle business related assets held by the
                                                      company to Military Equipment Group.




                                                                                                                 5
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                    II. Basic Information of the Company and Financial index



Ⅰ.Company Information


Stock ID                        Jianshe Vehicle B                         Stock Code                200054

Stock Exchange Listed           Shenzhen Stock Exchange

Company Name in Chinese         重庆建设汽车系统股份有限公司

Short form of Company Name
                                建车 B
in Chinese

Company Name in English         Chongqing Jianshe Vehicle System Co., Ltd

Short form of Company Name
                                JSVS-B
in English

Legal representative:           Lv Hongxian

Registered address              No.1 Jianshe Road, Huaxi Industrial Zone, Ba’nan District, Chongqing

Postal code of the Registered
                                400054
Address

Office Address                  No.1 Jianshe Road, Huaxi Industrial Zone, Ba’nan District, Chongqing

Postal code of the office
                                400054
address

Internet Web Site               http://www.jianshe.com.cn

E-mail                          cqjsmc@jianshe.com.cn


Ⅱ.Contact person and contact manner



                                            Secretary of the Board                     Representative of Stock Affairs


Name                                        Zhang Hushan                               Li Wenling

                                            No.1 Jianshe Road, Huaxi Industrial Zone, No.1 Jianshe Road, Huaxi Industrial Zone,
Address
                                            Ba’nan District, Chongqing                Ba’nan District, Chongqing

Tel.                                        023-66295333                               023-66295333

Fax.                                        023-66295333                               023-66295333

Email.                                      cqjsmc@jianshe.com.cn                      cqjsmc@jianshe.com.cn




                                                                                                                                  6
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Ⅲ. Information disclosure and placed


Newspapers selected by the Company for information
                                                       Securities Times and Hongkong Commercial Daily.
disclosure

Internet website designated by CSRC for publishing
                                                       http://www.cninfo.com.cn
the Annual report of the Company

The place where the Annual report is prepared and
                                                       Secretarial office of the Board
placed


Ⅳ.Changes in Registration


Organization Code                           915000007474824231

                                            In 2015, the company implemented the major asset restructuring, stripped the main
Changes in principal business activities    assets and liabilities involved in the motorcycle business, completed the structural
since listing (if any)                      adjustment of the main business and the vehicle air-conditioning business has become
                                            the company's main business.

                                            (a) The company was set up by Jianshe Group and China North Industries Corp
                                            Shenzhen Company in July 1995, of which the Jianshe Group was the company’s
                                            controlling shareholder that holds 71.13% stake of the company.
                                            (b) On August 31, 2005, the 71.13% stake of the company held by Jianshe Group was
                                            transferred to Military Equipment Group in an agreement, thus the Military Equipment
                                            Group. has become the company’s controlling shareholder.
                                             On March 2, 2016, according to Agreement of Share Transfer in Zero Price signed
Changes is the controlling shareholder in   between Military Equipment Group and Jianshe Mechanical and Electric, Military
the past (is any)                           Equipment Group shall transfer its 71.13% stake of the company to Jianshe Mechanical
                                            and Electric in zero price, thus the Jianshe Mechanical and Electric will become the
                                            company’s controlling shareholder.
                                            (d) On December 20, 2018, according to the Stock Rights Transfer Agreement of
                                            State-owned Listed Company signed by Jianshe Mechanical and Electric
                                             and Military Equipment Group , Jianshe Mechanical and Electric will hold 71.13% of
                                            the company's equity, and the agreement will be transferred to Military Equipment
                                            Group , which will become the controlling shareholder of the company.


Ⅴ. Other Relevant Information

CPAs engaged
Name of the CPAs                     Hebei Guanghuacai Guanghua Certified public Accountants LLP.

Office address                       A24, 22/F,No.2 Fuchengwai Street, Xicheng District, Beijing

Names of the Certified Public
                                     Fan Rui, Wang Haoyu
Accountants as the signatories

The sponsor performing persistant supervision duties engaged by the Company in the reporting period.

                                                                                                                                   7
                                                     Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


□ Applicable √ Not applicable

The Financial advisor performing persistant supervision duties engaged by the Company in the reporting period
□ Applicable √ Not applicable


Ⅵ.Summary of Accounting data and Financial index

Indicate by tick mark whether the Company needs to retroactively restate any of its accounting data.
□Yes √No

                                                                                Changed over last year
                                          2018                  2017                                          2016
                                                                                (%)

Operation revenue(Yuan)               971,804,000.23       1,009,531,078.68                     -3.74%    873,286,486.75

Net profit attributable to the
shareholders of the listed company        10,543,247.05         14,375,111.84                 -26.66%         12,267,006.14
(Yuan)

Net profit after deducting of
non-recurring gain/loss attributable
                                           9,074,662.19         13,866,734.69                 -34.56%         12,908,428.98
to the shareholders of listed
company(Yuan)

Net Cash flow generated by
                                        162,824,513.55          62,980,107.16                 158.53%        108,619,119.02
business operation(Yuan)

Basic earning per
                                                 0.088                  0.120                 -26.67%                0.103
share(Yuan/Share)

Diluted gains per
                                                 0.088                  0.120                 -26.67%                0.103
share(Yuan/Share)(Yuan/Share)

Net asset earning ratio(%)                     3.66%                  5.22%                     -1.56%             4.68%

                                                               End of           Changed over last year
                                       End of 2018                                                         End of 2016
                                                                2017                     (%)

Gross assets(Yuan)                   1,461,770,573.54      1,302,238,427.15                     12.25%   1,559,334,881.03

Net assets attributable to
shareholders of the listed company      293,301,450.54         282,758,203.49                     3.73%     268,383,091.65
(Yuan)


VII.The differences between domestic and international accounting standards

1.Simultaneously pursuant to both Chinese accounting standards and international accounting standards disclosed
in the financial reports of differences in net income and net assets.

□ Applicable□√ Not applicable
Nil




                                                                                                                              8
                                                               Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


2. Differences of net profit and net assets disclosed in financial reports prepared under overseas and Chinese
accounting standards.

□ Applicable √Not applicable
Nil

VIII.Main Financial Index by Quarters

                                                                                                                               In RMB

                                              First quarter           Second quarter           Third quarter       Fourth quarter

Operation revenue                               266,811,269.51             244,885,461.90        215,629,758.62       244,477,510.20

Net profit attributable to the
                                                       55,789.60            66,020,738.88          -1,585,147.13       -53,948,134.3
shareholders of the listed company

Net profit after deducting of
non-recurring gain/loss attributable
                                                      -275,476.62           66,071,417.34          -3,124,094.71      -53,597,183.82
to the shareholders of listed
company

Net Cash flow generated by
                                                    18,706,058.10            9,779,972.15         56,259,518.62        78,078,964.68
business operation

Whether significant variances exist between the above financial index or the index with its sum and the financial
index of the quarterly report as well as semi-annual report index disclosed by the Company.
□ Yes √No


IX. Items and amount of non-current gains and losses

√Applicable □Not applicable


                                                                                                                               In RMB

                      Items                           Amount (2018)        Amount (2017)       Amount (2016)           Notes

Non-current             asset            disposal
gain/loss(including the write-off part for                    784,500.48          31,763.59            -3,646.70
which assets impairment provision is made)

Govemment subsidies recognized in current
gain and loss(excluding those closely related
                                                          1,960,750.00           713,200.00         1,223,200.00
   to the Company’s business and granted
          under the state’s policies)

Debt restructuring gains and losses                                              -341,200.03

Operating income and expenses other than
                                                           -429,537.06                             -1,919,510.10
the aforesaid items

Other non-business income and expenditures
                                                                                 104,613.59
other than the above


                                                                                                                                       9
                                                Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Less: Influenced amount of income tax          251,064.39                          -29,247.81

Influence on minority shareholders’ equity
                                               596,064.17                          -29,286.15
(after tax)

Total                                         1,468,584.86       508,377.15       -641,422.84         --

For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on
information disclosure for Compaines 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 recorgnized as recurring gain /loss/itesm as defined by the information
disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period.




                                                                                                                 10
                                                Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                                 III. Outline of Company Business



Ⅰ.Main Business the Company is Engaged in During the Report Period

Whether the company needs to comply with the disclosure requirements of the particular industry
No
    The company engages mainly in production and sales of the vehicle air compressor including the vane iron
and aluminous compressor, piston swash-plate fixed discharge rate compressor, piston swash-plate variable
discharge rate compressor and motor compressor (with the discharge rate from 32cc to 480cc), has been awarded
“China Famous Brand”, “High-quality Product of French Technological Quality Surveillance Evaluation
Commission” and “China Recommended Product for Entry into WTO”, etc. for products and has the strategical
cooperative partners including the leading production and sales volume in terms of finished automobile such as
Chanan Auto, PEUGEOT, Dongfeng Nissan and Great Wall Motors, etc.

Ⅱ.Major Changes in Main Assets

1.Major Changes in Main Assets


                Main assets                                             Major changes


                                   This year, the company transferred 51% of its subsidiary Shanghai Jianshe's equity. After
Equity assets
                                   the transfer is completed, the company will no longer hold Shanghai Jianshe's equity.

2. Main Conditions of Overseas Assets
□ Applicable √Not applicable
III. Analysis On core Competitiveness
Whether the company needs to comply with the disclosure requirements of the particular industry
No
   The company has the enterprise technology center which recognized by Chongqing City, established the rotary
vane technology platform and the piston technology platform and formed the three series products of iron,
aluminum and electric-driven. Through continuous independent innovation and introduction, the company has
shaped a strong R&D capability of automotive air conditioner compressor, and the products are mature and
cost-effective with stable performance. In the rotary vane compressor market, the company’s product has
constantly gained a stable market share. The advanced equipment which introduced from countries including the
United States, Germany, Switzerland and Japan accounts for more than 80%, enabling the company to have
precision manufacturing capacity. In the last two years, the company increased the investment in technological
transformation, so the company has realized the production and sales scale of 2.3 million per year, and the
company has made a comprehensive improvement on on-line testing ability, quality testing ability and R&D
capability and experimental capability.


                                                                                                                           11
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                           IV. Management’s Discussion and Analysis



I.   General

    In 2018, facing the unstable international environment, Sino-US trade friction, more intense market
competition and adjustment of national policies, we made great efforts to promote the transformation and
upgrading of enterprises, improve quality and increase efficiency. Firstly, the auto air-conditioning industry
continued to maintain steady development, with sales volume of 2.3532 million units, operating income of 970
million yuan and profit of 10.54 million yuan, accounting for 98% of the annual sales budget and 105% of the
revenue budget. Secondly, we completed the transfer of Shanghai Jianshe's equity and realized an investment
income of 53.04 million yuan. Thirdly, the joint venture Jianshe HANON has been established and registered with
its registered capital in place. At present, the factory has been renovated and the equipment has been installed and
commissioned. Fourthly, we have completed the capital reduction of the joint venture Pingshan Taikai and
recovered the investment of USD 4.5 million.
   The following work has been focused on this year:
       1. Continuous optimization of market structure
       Firstly, all key projects have been progressing smoothly. Changan CS35-VAVE, S111, Geely Emgrand 1.4T,
Great Wall C211, Dongfeng Nissan 591 1.4T and other projects have achieved mass production. Secondly,
overseas markets continued to grow, with 784,300 units sold throughout the year, with a year-on-year increase of
34.62%. Thirdly, we have further optimized the management of major customers, actively collected information
on major customers in a timely manner through regular visits, high-level visits and other work, and regularly held
special conferences on major customer analysis for countermeasures so as to maintain a stable relationship with
major customers. Fourthly, we have prevented and controlled customer risks and stopped supplying risky
customers in time.
       2. Core competence continuously strengthened
       First, we made solid progress in tackling key technical problems. The 96 aluminum machine blade
electroplating completed four rounds of sample evaluation successfully; The NVH test and performance test of 27
prototypes have been completed for the optimization of step tone, with obvious improvement effect; The cylinder
body weight reduction has completed NVH detection/performance detection and data analysis for 4 compressors
in weight reduction state and 1 compressor in conventional state, which has laid a solid foundation for product
weight reduction and noise optimization. Secondly, new progress has been made in science and technology
innovation platforms. The company successfully won the title of "Key Laboratory of Automobile Air
Conditioning Compressor" in Chongqing, enabling the enterprise to have three scientific and technological
innovation platforms including the enterprise technology center and the engineering technology research center of
automobile thermal management system. Thirdly, core technological achievements are increasing. In 2018, 30
patents were accepted, including 1 invention patent and 13 utility models.
       3. The quality system has been continuously improved and the product quality has been continuously
improved.
       Firstly, the integration of IATF16949 system of the company and its subordinate business units is promoted
by combining the company's business and management and control modes. Secondly, the quality indicators such


                                                                                                                 12
                                                   Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


as the qualified rate of primary offline, the failure rate of zero kilometers, and the waste loss rate are all within the
control range. Thirdly, it has won the first prize and the excellent prize for QC achievements released by
Chongqing Quality Control Association.
       4. Lean management and lean production work promoted steadily
       Firstly, it has promoted the all-round benchmarking management, with emphasis on quality control, cost
control and basic management control. Secondly, it has carried out the whole process of cost reduction in lean
production. In the aspect of comprehensive cost reduction in the manufacturing process, 35 cost reduction projects
of 5 major topics were steadily promoted throughout the year. In terms of comprehensive cost reduction in
purchasing, the focus is on following up the optimization of the supply chain, improvement of leakage of Shell
parts, improvement of the first pass rate of Shell parts and the effect verification for cost reduction topics in
purchasing.
       5. New energy undertaking continued to advance
       Firstly, the New Energy Division has realized independent operation, formulated a medium-term
development plan, and defined the future development direction. Second, the market expansion has achieved
initial results, realizing the batch supply of Beiqi Foton M3, Changan A002, M401 and other projects, and
completing the docking and sample delivery of Shandong Redding, Nanjing Kaiwo, South Korea Donghuan
Volvo and other projects. Thirdly, the construction of manufacturing capacity has been continuously strengthened,
and the construction of vortex electric production lines and the transformation of storage and logistics have been
successfully completed.
       6. Business benefits of spare parts increased.
       Firstly, strengthen the relations with the Automobile Air Conditioning and Chongqing Jianshe Yamaha to
increase production. Secondly, actively explore new markets, successfully realize the trial production of
Hongbang tooth shaft samples, mass production of Nissan 531 head cover shells, and actively expand Jianshe
Hanang's parts processing business. Thirdly, continuously improve the production level and reduce the cost.
Continuously improve technology, efficiency and quality, and greatly improve labor efficiency and productivity.
       7. Jianshe HANON 's investment and construction promoted smoothly
       Firstly, all parties contributed funds as planned, ensuring the smooth progress of the construction of the joint
venture. Secondly, the factory building renovation, equipment installation and commissioning have been
completed, ensuring the timely progress of the project. Thirdly, the market expansion has achieved remarkable
results. Now it has won the bid for projects such as Chang'an C211NE14, S301-18 and Great Wall B30 platform,
creating conditions for the joint venture to reach production target.
       8. Safety and environmental protection work in place
We have continued to promote safety stabilization, optimize the standardization system for production safety,
improve the standardization of fire safety, consolidate the construction of a dual-standard system (environmental
and occupational health and safety management), consolidate the construction of a safety technology system, and
further improve the level of intrinsic safety. Through hard work, the environmental credit evaluation passed the
acceptance of the Environmental Protection Bureau and reached a good level. Throughout the year, the company
had no environmental pollution incidents, no complaints from residents, and the pollutant discharge reached the
standard in an all-round way; After three times of safety and environmental protection external inspections, 0
problem were found, and excellent results were achieved with no deaths, serious injuries, minor injuries and fire
accidents throughout the year.




                                                                                                                      13
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


II. Main business analysis

1. General

      1. Main business income and cost
      During the reporting period, the sales volume of automobile air-conditioning compressors reached 2.3532
million units, with a year-on-year increase of 1.61%. Influenced by factors such as the price reduction of the
automobile main engine factory and the price increase of manufacturing factors, the company's main business
income decreased by 6.87% year on year, the main business cost decreased by 4.77% year on year, and the gross
profit margin decreased by 1.87% year on year.
      (1) Composition of operating income
      Affected by the decline in sales volume of domestic brands, the domestic market sales revenue of the
company's products dropped by 17.3% year on year. Through the expansion of the foreign automobile market, the
sales revenue of the company's products in the foreign market increased by 34.79% year on year.
      (2) Composition of operating costs
  Affected by the company's acquisition of auto parts business at the end of 2017, the consumption of fuel and
power increased by 21.91% year on year, while the expenditures on direct materials, staff salaries and
manufacturing expenses were basically the same as the previous year.
      (3) Main sales customers and main suppliers
 The company sold 716 million yuan to the top five customers, accounting for 73.67% of the total annual sales
revenue. Among them, related party sales accounted for 11.85% of the total annual sales in the top five customers.
     The company's top five suppliers totaled 403 million yuan in purchasing, accounting for 39.46% of the total
annual purchasing.
      2. Charges
      During the reporting period, the company incurred a total of 154 million yuan in expenses, up 17 million
yuan from the previous year, with a year-on-year increase of 12.65%. This is mainly due to the corresponding
increase in staff salaries, depreciation, repair and other expenses after the new auto parts processing business was
added, resulting in a 29.96% year-on-year increase in management expenses.
      3. Research and development investment
  This year, the company has invested 23.85 million yuan in research and development on projects such as
"electric compressor project", "aluminum machine project" and "key customer project of rotary blade iron
machine", accounting for 2.45% of operating income, with a year-on-year decrease of 32%.

2. Revenue and cost

(1)Component of Business Income
                                                                                                              In RMB

                                    2018                                   2017
                                                                                                  Increase /decrease
                         Amount            Proportion          Amount             Proportion

Total operating
                        971,804,000.23              100%     1,009,531,078.68              100%               -3.74%
revenue

On Industry


                                                                                                                       14
                                             Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Main operating         918,358,218.69          94.50%     986,059,639.48            97.68%              -6.87%

Other operating         53,445,781.54           5.50%      23,471,439.20             2.32%            127.71%

On products

Vehicle air
                       911,621,983.96          93.81%     981,936,878.97            97.27%              -7.16%
conditioner

Motorcycle and parts     6,736,234.73           0.69%       4,122,760.51             0.41%             63.39%

Other                   53,445,781.54           5.50%      23,471,439.20             2.32%            127.71%

On Area

Anhui                   17,247,930.48           1.78%      38,244,354.32             3.79%             -54.90%

Beijing                     25,405.16           0.00%      15,162,457.25             1.50%             -99.83%

Fujian                      26,482.78           0.00%          70,410.29             0.01%             -62.39%

Guangdong                5,188,961.00           0.53%      65,761,290.24             6.51%             -92.11%

Guangxi                   285,920.05            0.03%          32,222.02             0.00%            787.34%

He bei                  68,994,967.05           7.10%      76,636,941.82             7.59%              -9.97%

Hean                    80,083,588.55           8.24%         987,025.62             0.10%           8,013.63%

Hei longjiang                                   0.00%       7,403,352.72             0.73%            -100.00%

Hubei                   41,654,437.56           4.29%      55,986,920.72             5.55%             -25.60%

Jilin                       18,186.72           0.00%         210,844.63             0.02%             -91.37%

Jiangsu                 19,122,536.29           1.97%      40,635,432.90             4.03%             -52.94%

Jiangxi                 14,112,042.60           1.45%      18,236,438.80             1.81%             -22.62%

Liaoning                  325,280.80            0.03%                                0.00%

Shandong                  824,779.79            0.09%         764,988.61             0.08%              7.82%

Shaanxi                   148,787.58            0.02%         512,841.88             0.05%             -70.99%

Shanghai                 2,325,658.30           0.24%      13,586,239.91             1.35%             -82.88%

Sichuan                     57,482.37           0.01%          34,017.10             0.00%             68.98%

Tianjing               137,528,560.39          14.15%     161,691,876.52            16.02%             -14.94%

Yunnan                    352,886.82            0.04%       1,466,820.49             0.15%             -75.94%

Zhejiang               118,977,279.27          12.24%      22,491,535.16             2.23%            428.99%

Chongqing              144,754,805.40          14.90%     268,669,055.30            26.61%             -46.12%

Ningxia                     15,862.07           0.00%                                0.00%

Shanxi                      14,327.60           0.00%                                0.00%

Hunan                       86,993.70           0.01%                                0.00%

Other                   53,445,781.54           5.50%      23,471,439.20             2.32%            127.71%

Overseas               266,185,056.36          27.39%     197,474,573.18            19.56%             34.79%

(2)Situation of Industry, Product and District Occupying the Company’s Business Income and Operating Profit

                                                                                                             15
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


with Profit over 10%
√ Applicable □Not applicable

Whether the company needs to comply with the disclosure requirements of the particular industry
No
                                                                                                                             In RMB

                                                                           Increase/decrease Increase/decrease Increase/decrease
                                                                           of revenue in the   of business cost     of gross profit
                                                           Gross profit
                        Turnover       Operation cost                       same period of      over the same     rate over the same
                                                             rate(%)
                                                                             the previous          period of        period of the
                                                                               year(%)         previous year (%) previous year (%)

On Industry

Main operating        918,358,218.69   780,332,555.78             15.03%             -6.87%              -4.77%              -1.87%

Other operating        53,445,781.54    43,923,649.06             17.82%           127.71%             140.94%               -4.51%

On products

Vehicle air
                      911,621,983.96   772,623,019.05             15.25%             -7.16%              -5.21%              -1.75%
conditioner

Motorcycle and
                        6,736,234.73      7,709,536.73           -14.45%            63.39%              78.19%               -9.51%
 parts

Other                  53,445,781.54    43,923,649.06             17.82%           127.71%             140.94%               -4.51%

On Area

Anhui                  17,247,930.48    14,013,943.52             18.75%            -54.90%             -54.24%              -1.17%

Beijing                    25,405.16         20,923.69            17.64%            -99.83%             -99.82%              -7.63%

Fujiang                    26,482.78         21,212.71            19.90%            -62.39%             -64.13%               3.90%

Guangdong               5,188,961.00      4,231,078.80            18.46%            -92.11%             -91.96%              -1.55%

Guangxi                   285,920.05       234,568.81             17.96%           787.34%             766.64%                1.96%

Hebei                  68,994,967.05     56,065,110.22            18.74%             -9.97%             -11.63%               1.52%

Henan                  80,083,588.55    65,147,999.29             18.65%         8,013.63%           7,949.31%                0.65%

Heilongjiang                                                                      -100.00%            -100.00%              -12.00%

Hubei                  41,654,437.56    33,831,734.19             18.78%            -25.60%             -24.02%              -1.68%

Jilin                      18,186.72         15,094.98            17.00%            -91.37%             -91.86%               5.00%

Jiangsu                19,122,536.29    15,621,199.90             18.31%            -52.94%             -52.98%               0.07%

Jiangxi                14,112,042.60     11,461,801.00            18.78%            -22.62%             -18.09%              -4.49%

Liaoning                  325,280.80       275,187.56             15.40%                                                     15.40%

Shandong                  824,779.79       686,216.79             16.80%              7.82%               3.49%               3.48%

Shaanxi                   148,787.58       120,830.39             18.79%            -70.99%             -72.97%               5.96%

Shanghai                2,325,658.30      1,890,760.20            18.70%            -82.88%             -85.03%              11.64%



                                                                                                                                      16
                                                       Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Sichuan                    57,482.37          46,675.68               18.80%           68.98%                63.35%                2.80%

Tianjing              137,528,560.39     111,755,908.17               18.74%           -14.94%               -14.42%             -0.50%

Yunnan                    352,886.82        289,720.08                17.90%           -75.94%               -77.56%               5.90%

Zhejiang              118,977,279.27      97,418,596.27               18.12%          428.99%            454.79%                 -3.81%

Chongqing             144,754,805.40     119,072,428.41               17.74%           -46.12%               -48.50%               3.80%

Ningxia                    15,862.07          12,848.28               19.00%                                                    19.00%

Shanxi                     14,327.60          11,648.34               18.70%                                                    18.70%

Hunan                      86,993.70          70,812.87               18.60%                                                    18.60%

Overseas              266,185,056.36     248,016,255.64               6.83%            34.79%                47.94%              -8.28%

Other                  53,445,781.54      43,923,649.06               17.82%          127.71%            140.94%                 -4.51%

Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main
business based on latest on year’s scope of period-end.
□ Applicable √Not applicable

(3)Whether the Company’s Physical Sales Income Exceeded Service Income

√ Yes     □ No
     Classification              Items              Unit                    2018                  2017                   Changes

                      Sales                 Ten thousand sets                      235.32                 231.6                    1.61%
Vehicle air
                      Production            Ten thousand sets                      233.99                221.02                    5.87%
conditioner
                      Stock                 Ten thousand sets                       34.11                 36.38                  -6.24%

Explanation for a year-on –year change of over 30%
□ Applicable √Not applicable

(4)Degree of Performance of the Significant Sales Contract Signed up to this Report Period

√ Applicable □Not applicable

Whether the company needs to comply with the disclosure requirements of the particular industry
No
The company signed the finished product and part sale basic contract with Great Wall Automobile, Chana Auto,
PSA (Peugeot), Dongfeng Nissan and Zhejiang Yuanjing, etc. and will organize manufacturing based on orders.
In 2018, the company planned 2.1 million for orders of main clients and realized the sales volume 2.01 million
accounting for 96% thereof.

(5)Component of business cost

Industry of classification
                                                                                                                                   In RMB

                                                     2018                                   2017
                                                                                                                       Increase/Decrease
      Industry            Items                           Proportion in the                      Proportion in the
                                           Amount                                  Amount                                    (%)
                                                          operating     costs                    operating     costs


                                                                                                                                       17
                                                  Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                      (%)                                (%)

Industry          Direct material   709,836,270.24             86.12%   730,725,729.86         87.27%          -2.86%

Industry          Fuel and energy    15,407,553.51              1.87%    12,638,975.76          1.51%          21.91%

Industry          Staff salary       38,200,458.49              4.63%    35,582,854.13          4.25%           7.36%

                  Manufacturing
Industry                              60,811,922.60             7.38%    58,371,688.14          6.97%           4.18%
                  cost

Note

This year, fuel and power increased by 21.91% compared with the previous year, due to the company's acquisition
of auto parts business at the end of 2017 and the increase in production capacity.

 (6)Whether Changes Occurred in Consolidation Scope in the Report Period

√ Yes □No

       Dispose branch company

       (1) Loss of control upon a single disposal of investment in a subsidiary

   Subsidiary    Disposition of Proportion                                  Basis           to The          difference
                 equity         of equity Share             Loss of control determine      the between the disposal
                 - PRICES       disposition disposal        Timing          time of losing the price and the share of
                                (%)         way                             control power      the subsidiary's net
                                                                                               assets      at      the
                                                                                               consolidated statement
                                                                                               level corresponding to
                                                                                               the            disposal
                                                                                               investment

   Shanghai   61,200,000.00         51.00    Transfer by June 15,2018 After signing the            59,095,066.65
   Jianshe                                     listing                property     right
   Motorcycle                                agreement                transaction
   Co., Ltd.                                                          contract,
                                                                      receiving      the
                                                                      transfer money,
                                                                      the company has
                                                                      gone through the
                                                                      procedures for the
                                                                      transfer of equity
                                                                      rights and lost
                                                                      control         of
                                                                      financial
                                                                      management
                                                                      activities
             Note: In January 2019, Shanghai Jianshe Motorcycle Co., Ltd. completed the equity change procedures
       and received the updated Business License for Enterprise Legal Person.



                                                                                                                     18
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


(7)Relevant Situation of Significant Changes or Adjustment of the Business, Product or Service in the Company’s
Report Period

□ Applicable √Not applicable

(8)Situation of Main Customers and Main Supplier

Information of Main Customers

Total sales amount to top 5 customers (Yuan)                                                                   715,942,876.47

Proportion of sales to top 5 customers in the annual
                                                                                                                      73.67%
sales(%)

Proportion of the sales volume to the top five customers
                                                                                                                      11.85%
in the total sales to the related parties in the year

Information of the Company’s top 5 customers
    No                           Name                          Amount(RMB)                      Proportion(%)

1           Customers1                                                225,424,341.24                                  23.20%

2           Customers2                                                193,083,674.63                                  19.87%

3           Customers3                                                115,174,745.80                                  11.85%

4           Customers4                                                118,936,238.89                                  12.24%

5           Customers5                                                 63,323,875.91                                   6.52%

Total                               --                                715,942,876.47                                  73.67%

Other explanation :
√ Applicable □Not applicable

        The company director, supervisor, senior executive, core technician and shareholder holding more than 5%

Principal suppliers

Total purchase of top 5 Suppliers(Yuan)                                                                      402,886,653.80

Percentage of total purchase of top 5 suppliers In total
                                                                                                                      39.46%
annual purchase(%)

Proportion of purchase amount from the top 5 suppliers in

the total purchase amount from the related parties in the                                                              0.00%

year

Information about the top 5 suppliers
       No                         Name                        Amount(Yuan)                      Proportion

              Anhui Haofang Mechanical & Electric
1                                                                     210,456,658.70                                  20.61%
              Co., Ltd.

2             Chongqing Zhongkuo Machinery Co., Ltd.                   64,624,449.21                                   6.33%

3             Chongqing Yujiang Die-Casting Co., Ltd.                  54,981,596.80                                   5.39%



                                                                                                                           19
                                                       Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


              Chongqing Mingxin Machinery
4                                                                       39,145,118.86                                        3.83%
              Manufacturing Co., Ltd.

              Small warehouse clutch (Dongguan) Co.,
5                                                                       33,678,830.21                                        3.30%
              Ltd.

Total                             --                                   402,886,653.80                                       39.46%

Other explanation :
√ Applicable □ Not applicable

The company’s directors, supervisors, senior management personnel and key technical personnel have no direct or
indirect interests in the major suppliers of the above-said suppliers.

3.Expenses

                                                                                                                            In RMB

                                                                       Increase/Decrea
                                   2018                 2017                                              Notes
                                                                            se(%)
        Sale expenses             26,907,009.75        28,461,519.31             -5.46%

Administration expenses                                                                   This year, it was caused by the new
                                  80,279,460.82        61,770,635.46            29.96%
                                                                                          auto parts processing business.

     Financial expenses           32,854,038.18        34,414,583.70             -4.53%

R & D expenses                    13,728,589.43        11,848,985.86 15.86%


4.R& D Expenses

√Applicable         □Not applicable
         For the year, the company input 23.85 million yuan for projects of “electric compressor”, “aluminous
machine project”, and “vane iron machine major clients project”, etc., which account for 2.45% of the operation
revenue with the decrease of 32% compared with the past year.

Situation of Research and Development Input by the Company
                                             2018                             2017                    Increase/Decrease(%)

     Number of Research and
                                                               71                             49                            44.90%
Development persons (persons)

    Proportion of Research and
                                                         9.00%                            5.58%                              3.42%
        Development persons

     Amount of Research and
     Development Investment                       23,850,000.00                  35,057,400.00                              -31.97%
              ( Yuan)

    Proportion of Research and
    Development Investment of                            2.45%                            3.47%                              -1.02%
         Operation Revenue



                                                                                                                                  20
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


    Amount of Research and
    Development Investment                            0.00                          0.00
      Capitalization (Yuan)

  Proportion of Capitalization
  Research and Development
                                                    0.00%                         0.00%
  Investment of Research and
    Development Investment

Notes to the year-on-year change of the relevant data
□ Applicable √Not applicable

      The company has increased investment in R&D for electric compressors and aluminum machines.
□ Applicable √Not applicable


5.Cash Flow

                                                                                                           In RMB

              Items                     2018                         2017                  Increase/Decrease(%)

Subtotal of cash inflow received
                                           438,796,198.79               453,133,242.77                       -3.16%
from operation activities

Subtotal of cash outflow
received from operation                    275,971,685.24               390,153,135.61                      -29.27%
activities

Net cash flow arising from
                                           162,824,513.55                62,980,107.16                     158.53%
operating activities

Subtotal of cash inflow received
                                            60,811,362.10                   4,000,000.00                 1,420.28%
from investing activities

Subtotal of cash outflow for
                                           114,663,766.13                   9,160,272.52                 1,151.75%
investment activities

Net cash flow arising from
                                            -53,852,404.03               -5,160,272.52                     943.60%
investment activities

Subtotal cash inflow received
                                          1,115,155,280.42            1,332,258,966.51                      -16.30%
from financing activities

Subtotal cash outflow for
                                         1,277,801,726.06             1,537,622,093.15                      -16.90%
financing activities

Net cash flow arising from
                                          -162,646,445.64              -205,363,126.64                      -20.80%
financing activities

Net increase in cash and cash
                                            -53,674,336.12             -147,543,292.00                      -63.62%
equivalents

Notes to the year-on-year change of the relevant data
√Applicable □ Not applicable
Net cash flow from operating activities increased, mainly due to cash receipts for export goods.

                                                                                                                  21
                                                          Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


The increase in cash inflow from investment activities was mainly due to the transfer of Shanghai Jianshe equity.
The increase in cash outflow from investment activities was mainly due to increased investment in Jianshe
HANON .
 The decrease in net cash flow from fund-raising activities is mainly due to the repayment of loans.
Notes to the big difference between cash flow from operating activities and net profit in the reporting year
□ Applicable√ Not applicable

III. Analysis of Non-core Business

√ Applicable □Not applicable
                                                                                                                                       In RMB

                                                    Proportion in total
                            Amount                                             Explanation of cause                 Sustainable (yes or no)
                                                          profit

                                                                           The company's transfer of its
                                                                           51% equity in Shanghai
Investment income              58,779,354.04                   491.97% Jianshe          resulted      in   an No
                                                                           increase      in       investment
                                                                           income.

                                                                           Provision for impairment of
Impairment of                                                              fixed assets and provision
                               34,695,144.97                   290.39%                                         No
assets                                                                     for bad debts of accounts
                                                                           receivable

Non-operating
                                    395,515.24                     3.31%
income

Non-operating
                                    460,352.30                     3.85%
expenses


Ⅳ.Condition of Asset and Liabilities

1.Condition of Asset Causing Significant Change
                                                                                                                                      In RMB
                           End of 2018                       End of 2017                Proportio
                                    Proportion in                     Proportion in           n
                                                                                                           Notes to the significant change
                      Amount          the total         Amount            the total     increase/d
                                     assets(%)                            assets(%)      ecrease

                    351,903,987.1
Monetary fund                            24.07% 249,648,466.46               19.17%           4.90%
                               8

Accounts            274,941,895.4
                                         18.81% 280,383,810.21               21.53%        -2.72%
receivable                     1

                    177,566,823.2
Inventories                              12.15% 176,214,199.33               13.53%        -1.38%
                               6


                                                                                                                                              22
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Investment real
                     45,698,993.28         3.13% 110,646,354.41            8.50%       -5.37%
estate

Long-term equity 187,208,081.4
                                          12.81% 84,591,794.06             6.50%        6.31%
investment                       5

                     341,863,883.5
Fixed assets                              23.39% 334,707,635.51         25.70%         -2.31%
                                 7

Construction in
                                           0.00%     4,800,176.35          0.37%       -0.37%
 process

                     262,000,000.0
Short-term loans                          17.92% 312,000,000.00         23.96%         -6.04%
                                 0

Long-term loans                                      1,500,000.00          0.12%       -0.12%


2.Asset and Liabilities Measured by Fair Value

□Applicable       √Not applicable
3. Restricted asset rights as of the end of this Reporting Period
                    Items                              Ending book value                              Reason
Monetary fund                                                       279,352,856.84                Bill margin
                    Total                                           279,352,856.84


Ⅴ.Investment situation

1. General

√ Applicable □Not applicable


 Investments made in the Reporting Period
                                              Investments made in the prior year (RMB)            Increase/Decrease(%)
                  (RMB)

                             106,500,000.00                                45,102,000.00                                  136.13%


2.Condition of Acquiring Significant Share Right Investment during the Report Period

√ Applicable □Not applicable
                                                                                                                           In RMB

Target     Main    Investm Investm Shareh Capital Partner Investm Product Progres Predict Investm Litigati
compan busines ent way ent           olding source            ent      type     s to the ed     ent       on
y name s                    amount rate                       period            balance revenue profit                     Disclos
                                                                                                                Disclos
                                                                                sheet           and                          ure
                                                                                                                ure date
                                                                                date            loss of                    Index
                                                                                                the
                                                                                                current


                                                                                                                                   23
                                                             Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                                           period

          Develo New                                                          Air        Sign                                           See on
          pment, establis                                                     conditi The                                               www.c
          manufa hment                                                        on,        Chongq                                         ninfo.c
          cturing,                                                            compre ing                                                om.cn
          sales                                                               ssor,      Jianshe                                        compan
          and                                                                 motor      HANO                                           y
          import                                                              cooling N                                                 announ
          of        the                                                       system, Auto                                              cement
          auto                                                                electron Therma                                           on
          thermal                                                             ic         l                                              October
          manage                                                              compon Manag                                              , 12,
          ment                                           Shareh               ents,      ement                                          2017,
          system                                         older                related System                                            October
                                                         Jianshe              parts      Co.,                                           14,
Jianshe                            106,50                Electro              and        Ltd.                                  October 2017,
                                                                    50                                     -3,215,
HANO                              0,000.0 25.36% Self    mechan               CKD,       Sino-for   0.00             No        12,201 October
                                                                    years                                   379.12
N                                      0                 ical and             etc.       eign                                  7        14,
                                                         Korean                          Joint                                          2017
                                                         HANO                            Venture                                        and
                                                         N                               Contra                                         Decem
                                                                                         ct                                             ber 2,
                                                                                                                                        2017,
                                                                                                                                        Announ
                                                                                                                                        cement
                                                                                                                                        No.
                                                                                                                                        2017-0
                                                                                                                                        57,201
                                                                                                                                        7-064,2
                                                                                                                                        017-06
                                                                                                                                        5,2017-
                                                                                                                                        090

                                   106,50
                                                                                                           -3,215,
Total          --            --   0,000.0    --     --       --          --         --        --    0.00                  --       --         --
                                                                                                            379.12
                                       0


3.Situation of the Significant Non-equity Investment Undergoing in the Report Period

□Applicable              √Not applicable




                                                                                                                                                   24
                                                             Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


4.Investment of Financial Asset

(1)Securities investment

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

(2)Investment in Derivatives

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

5.Application of the raised capital

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

Ⅵ.Significant Asset and Right Offering

1.Situation of Significant Asset Sale

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

2.Situation of Substantial Stake Sale

√ Applicable □ Not applicable
                                         Net                 Proporti
                                                                                                               Whether
                                       profits               on on of
                                                                                                               execute
                                       contribu               the net
                                                                                                                  as
                                        ted by                profits                               Whether
                                                                                                               schedul
                                         the                  of the                                  the
                                                                                                                ed and
                                       equities              contribu                               involve
                            Transact              Influenc                                                     if failed,
                                        to the                  ted      Pricing Whether Relation      d
                              ion                 e of the                                                      should
                                        listed                amount principl was the      ship     equities                       Disclos
Counter    Sold      Sold   price(Te              selling                                                      state the Disclos
                                       compani                of the es of the related with the       all                            ure
 party    equities   date      n                   of the                                                      reasons ure date
                                       es from                equities equities transacti center complet                           Index
                            thousan               Compan                                                       and the
                                         the                  selling    selling   on     party     e ed the
                            d yuan)                  y                                                         adopted
                                       period-b               to the                                ownersh
                                                                                                               measure
                                       egin to                 listed                                  ip
                                                                                                               ments of
                                       the sold              compani                                transfer
                                                                                                                  the
                                         date                es to the
                                                                                                               compan
                                        (Ten                   total
                                                                                                                   y
                                       thousan               amo9un


                                                                                                                                           25
                                                           Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                     d yuan)                t of the
                                                              net
                                                            profits

                                               After
                                               the sale
                                               of the
                                               equity,
                                               Shangha
                                               i Jianshe
                                               was no                                                                           See on
                                               longer                                                                           www.cn
                                               included                                                                         info.co
                                               in the                                                                           m.cn
                                               consolid                                                                         compan
                                               ated                    The                                                      y
                                               stateme                 listed                                                   announc
Shangha                                        nt of the               transacti                                                ement
i         51%                                  compan                  on price                                                 on
Hecang stake of June 15,                       y at the      443.89 not                                               June      Novemb
                             6,120        73                                       No      No     Yes      Yes
Industry Shangha 2018                          end-peri             % lower                                           21,2018 er
Co.,      i Jianshe                            od of                   than the                                                 16,2017
Ltd.                                           the                     assessm                                                   ,Dece
                                               balance                 ent                                                      mber 2,
                                               sheet,                  value                                                    2017,
                                               and                                                                              June 21,
                                               consolid                                                                         2018
                                               ated the                                                                         and
                                               income                                                                           June 27,
                                               stateme                                                                          2018
                                               nt and
                                               cash
                                               flow as
                                               of the
                                               base
                                               date.


Ⅶ.Analysis of the Main Share Holding Companies and Share Participating Companies

√ Applicable □ Not applicable
Situation of Main Subsidiaries and the Joint-stock Company with over 10% net profit influencing to the Company
                                                                                                                                 In RMB

    Company                     Main           Registered                                                   Operating
                      Type                                      Total assets       Net assets   Turnover                     Net Profit
       name                    business         capital                                                      profit



                                                                                                                                          26
                                                            Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                 Manufacturin
Air
                                 g and sales of                  1,200,427,52 255,577,190. 937,500,801.
Conditioner     Subsidiaries     auto           160,000,000                                                        1,960,951.78 1,702,044.65
                                 air-condition                           8.59                32               90
Co.
                                 ers
                                 Production
Pingshan                         and sales of    USD 10          187,386,663. 166,981,334. 118,411,396.
                Shareholding                                                                                       6,744,261.45 5,663,333.03
Taikai                           motorcycles million                       05                51               55
                company
                                 and parts

Acquirement and disposal of subsidiaries in the Reporting period
√ Applicable □Not applicable

                                                Ways of acquisition and disposal of Impact                   on    overall    operation       and
                    Name
                                                subsidiaries during the reporting period          performance

                                                                                                  After the transfer of Shanghai Jianshe
                                                                                                  equity, the business structure of the
                                                                                                  company was further improved, which was
                                                The company publicly listed and
                                                                                                  in line with the company’s restructuring
                                                transferred its holding stake of 51% stake
Shanghai Jianshe                                                                                  arrangements and the company’s
                                                of Shanghai Construction through the
                                                                                                  development strategy plan. The
                                                Shanghai United Property Exchange
                                                                                                  above-mentioned equity transfer after
                                                                                                  completion generated the investment
                                                                                                  income of 53.04 million yuan.

                                                                                                  Through the joint venture approach to
                                                                                                  introduce the variable displacement
                                                                                                  compressors and the air conditioning
Jianshe Hanon                                   New Investment                                    integration technology to meet the needs of
                                                                                                  the company's automotive air conditioning
                                                                                                  industry development, in order to enhance
                                                                                                  the company's development momentum.

Notes

VIII.Structured vehicle controlled by the Company
□ Applicable √ Not applicable

Ⅸ.Prospect for future development of the Company

         (A) External situation analysis
      Macro-situation: The world economy is undergoing in-depth adjustment. Sino-US trade friction has
increased the instability and uncertainty of the global economy. The domestic economy is generally running
smoothly, but with downward pressure gradually increasing. The 2019 Central Economic Work Conference
proposed to increase the drive for innovation, put high-quality manufacturing development in a more prominent
position, and unswervingly build a manufacturing power so that the real economy faces both opportunities and
challenges.
     In terms of automobile industry: the automobile industry has entered the stage of reshuffling, and the
industry concentration has further improved. The joint venture has strengthened to occupy the high end, while the

                                                                                                                                                27
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


price of products has been fully explored, and independent brands have been exploring for brand promotion in
difficult times. For the whole year, it is expected that automobile sales will continue to decline slightly, industry
competition will further intensify, and industry profits will further decline.
      In terms of automobile industry: the automobile industry has entered the stage of reshuffling, and the
industry concentration has further improved. The joint venture has strengthened to occupy the high end, while the
price of products has been fully explored, and independent brands have been exploring for brand promotion in
difficult times. For the whole year, it is expected that automobile sales will continue to decline slightly, industry
competition will further intensify, and industry profits will further decline.
      In the parts industry, the liberalization of the vehicle joint stock ratio will lead to the strengthening of the
control rights of multinational companies and the further increase of barriers for independent brand parts to enter
the high-end market. The competition in the industry is heated and the transmission of price war in the terminal
market keeps increasing the cost pressure of spare parts.
     (2) Analysis of the company's current situation
     The company has the following advantages: firstly, after years of operation, it is with reasonable industrial
and customer structure, stable market share, and certain scale advantages. Secondly, through joint venture and
cooperation, the company has initially acquired the supply capability from fuel vehicles to electric vehicles and
from single products to modules. Thirdly, the product pedigree is perfect, which can meet the demand for auto
thermal management products from autonomy to joint venture and from low-end to high-end.
      Challenges faced by the company: firstly, the company's traditional products, fixed displacement
compressors, are facing more intense competition, causing gross profit margins declining and benefits declining. It
is urgent to improve the cost performance ratio and explore new markets and customers. Secondly, Jianshe
Hanang will enter the initial stage of development. It is urgent to stabilize the management level, expand the
market, reduce costs, and realize the improvement of enterprise benefits. Thirdly, the company's weak foundation
has not been fundamentally changed. The investment in industrial development cannot keep pace with the
development speed of the automobile industry, which restricts the improvement of the company's competitiveness.
     (3) The company's development plan and measures
      The company will closely follow the development direction of the auto parts industry, take the lead in
developing the auto air-conditioning compressor business, innovate and develop new energy business, develop
joint ventures with high efficiency, and strive to become an excellent domestic auto heat management system
supplier and march towards a world-class enterprise with international competitiveness. In 2019, efforts will be
made to realize the sales of 2.1 million units of automobile air-conditioning compressors with a sales revenue of
848 million yuan. In order to achieve the annual target, in 2019 it will focus on the following aspects:
     1. Automobile air conditioning compressor sub business
      Firstly, expand the market development of automobile air conditioning compressors. Domestically:
strengthen the management of major customers, focus on major customers such as Chang'an, Great Wall and
Geely, eliminate blind spots in business, and continuously expand the variety and share of supply; In Dongfeng
Nissan, DPCA and other joint-venture brands, efforts will be made to expand the brand power and influence of
products and strive for new projects; Vigorously develop the domestic mainstream automobile enterprise markets
such as FAW self-production, Dongfeng Liuqi and Chery, and strive to achieve a breakthrough of more than 2
brand-new customers by 2019; Meanwhile, strengthen the research of competition strategy, enrich the bidding
methods, ensure the gross profit of products and improve the marketing level. Internationally: Consolidate PSA's
global market share and maintain PSA's global sales volume of 600,000 units; Seize the opportunity of
Geely-PROTON's internal research and export to promote the sales volume in Southeast Asian regional markets;


                                                                                                                   28
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Pay attention to the changes in Iran's political and economic situation and strive to resume supply; Pay attention to
the layout and progress of overseas businesses of customer enterprises, and expand new overseas markets through
channel sharing, cooperative development, etc.
       Secondly, strengthen the management of scientific and technological research and development innovation.
According to the requirements of normalization, standardization, platformization and systematization, ensure the
optimazation of development process, comb and refine the standards and norms for product development,
continuously enrich the experience database for product research and development and project management, and
consolidate the scientific and technological management; Vigorously strengthen the three scientific and
technological innovation platforms of enterprise technology center, engineering technology research center,
compressor key laboratory, strengthen the cooperation of production, learning and research, through the use of
intelligence to enhance the efficiency and effect of enterprise product development and major research projects;
Fully utilized the role of post-doctoral workstations and the introduction of doctors, train the research and
development teams through major technical topics, and enhance independent research and development
capabilities; Continue to benchmark the National Enterprise Technology Center and rapidly improve the
experimental design, testing and analysis capabilities; Continue to strengthen product research and development,
focusing on 11 strategic products such as 11D, 09D, Changan B328, Geely FE-6 and Great Wall P3011, with the
contribution rate of new products remaining above 50%; Well ensuren relevant technical research and subject
research with P5 technology as the core to ensure the competitiveness of products.
      Thirdly, strengthen lean management. Strengthen quality management, take Ford Q1 as the lead, and
promote the construction of IATF16949, QSB+ quality system and Chang'an QCA2.0 certification as a whole,
striving to pass the sub-system certifications of Chang'an QCA2.0 QIP (Quality Improvement Prcess) and SCE
(Supplier Capability Evaluation) in 2019; Push forward the cost reduction of the whole value chain, gather all
efforts, analyze the whole process and links of the company's operation, find out the problems, adopt effective
measures to ensure the production balance, "two cocst" reduction, purchasing cost reduction, cost reduction, etc.,
and effectively improve the profit level; Strengthen lean production, focus on the construction of lean production
system, strengthen team building, enhance the application of advanced management tools, and strive to reach the
three-star standard for 50% of production teams by the end of 2019.
      Fourthly, strengthen safety, environmental protection, security and confidentiality management. Optimize
the safety management and technical system, strengthen the safety supervision of subsidiaries and joint ventures,
and promote their self-management ability; Seriously carry out the "large investigation, rectification and
promotion" activities deployed by the China South Industries Group to improve the safety management level and
ensure the target of zero death, serious injury and serious fire accidents and no more than 2‰ minor injury
accidents throughout the year; Strengthen hot stove rule in terms of safety and environmental protection, maintain
a high-pressure situation, strictly reward and punish, and ensure that the factory's emissions meet the standards.
     2. Sub-businesses of New Energy Division
      In terms of technology, we will speed up mastering the relevant core technologies of electric scroll
compressors, accelerate the development of 18cc and 27cc electric scroll compressors, form research and
development capabilities, enrich the product spectrum, and strive to realize SOP in the first half of 2019. In terms
of market, we will expand the sales volume of Chang'an A002, M401, X3 and Beiqi Foton M3, and strive to
realize the sales volume of 11,000 electric compressors; Increase the tracking of South Korea's Donghuan Volvo,
Redding and other projects and accelerate the realization of batch supply; Continue to pay attention to other
markets such as Luobeiyi low-speed electric vehicles and strive to achieve a zero breakthrough; Make substantial
progress in realizing 2-3 brand-new projects throughout the year. In terms of cooperation, we will accelerate
progress and strive to achieve new models and new development.

                                                                                                                  29
                                                    Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


     3. Sub-business of Casting Machine Division
       Firstly, strengthen capacity building. Speed up the upgrading and transformation of vacuum die casting, X
flaw detection and other capacity, accelerate the IATF16949 quality management system certification, and import
Chang'an QCA2.0 PCE subsystem and HANON W-CMS special arts and crafts quality system as soon as possible.
Secondly, actively explore new market and guarantee to obtain Jianshe HANON's parts processing business.
Thirdly, strengthen benchmarking, improve management level and reduce costs. Fourthly, strengthen strategic
cooperation and transform the development mechanism. The annual sales revenue was 80 million yuan, and the
total profit was balanced from loss.
     4. Investment management business
     We will continue to strengthen the monitoring of the joint venture's benefit targets and economic indicators
to enhance the joint venture's cooperative benefits. Firstly, strengthen the control of Pingshan Taikai's annual
business target, optimize the capital structure of Pingshan Taikai, enhance the profitability of the joint venture
company, and ensure the realization of annual business target. Secondly, speed up the improvement of the
development quality of Jianshe HANON. Finish all preparations before mass production on time to ensure smooth
mass production in July; Accelerate the improvement of cost analysis of the whole value chain and continuously
improve the operating efficiency; Increase market development efforts, speed up the development of new
customers, win new orders, in order to achieve scale effect as soon as possible; Strengthen the research on process
technology, product characteristics and management tools to form core capabilities.

Ⅹ.Particulars about researches, visits and interviews received in this reporting period

1.Particulars about researches, visits and interviews received in this reporting period

√ Applicable □ Not applicable
      Reception time             Way of reception              Types of visitors                  Basic index

March 19,2018              Onsite investigation        Individual                  Visit the company's production site.

                                                                                   Q: I heard about the rumors of the
                                                                                   suspension of production of Beiqi
                                                                                   Yinxiang Company. What is the impact
                                                                                   on the company? A: The company has
                                                                                   issued the “Risk Reminder on Accounts
June 30,2018               By phone                    Individual                  Receivable That Cannot Be Recovered
                                                                                   on Time” on July 25. The company will
                                                                                   pay close attention to the progress of the
                                                                                   above-mentioned payment recovery and
                                                                                   fulfill its information disclosure
                                                                                   obligations in a timely manner.

                                                                                   Q: Since there is risk for the company
                                                                                   can not recover the receivables from
                                                                                   Beiqi Yinxiang on time, then what
September 17,2018          By phone                    Other
                                                                                   measures has the company taken? Will
                                                                                   the company file a lawsuit? A:
                                                                                   According to the requirements of the


                                                                                                                            30
                                                         Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                         company's risk management and control,
                                                                                         the subsidiary has stopped the
                                                                                         automotive air conditioner supply to
                                                                                         Beiqi Yinxiang and related enterprises,
                                                                                         and it has been paying close attention to
                                                                                         their business dynamics, actively
                                                                                         recovering the goods payment and
                                                                                         ensuring there will be no new losses, and
                                                                                         if necessary, the company will take legal
                                                                                         actions.

                                                                                         Q: What is the purpose of the Military
                                                                                         Equipment Group Corporation to
                                                                                         acquire the equity of the listed company?
                                                                                         A: The Military Equipment Group
                                                                                         Corporation is advancing to strengthen
November 28,2018              By phone                       Individual                  and expand the automobile industry. It
                                                                                         intends to properly integrate related
                                                                                         businesses, improve the assets and
                                                                                         operation quality of the listed company,
                                                                                         and establish a high-quality listed
                                                                                         company platform.

Reception times                                                                                                                    11

Reception agency amount                                                                                                              0

Reception personal number                                                                                                          10

Others                                                                                                                               1

Whether to disclose, reveal or disclose non-public
                                                     Undisclosed and unacknowledged significant information.
  material information




                                                                                                                                     31
                                                         Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                                                  V. Important Events



ⅠSpecification of profit distribution of common shares and capitalizing of common reserves

Formulation, implementation and adjustment of profit distribution policy of common shares especially cash
dividend policy during the reporting period
√ Applicable □ Not applicable
According to " notice of related matters about further implementation of the listed company's cash dividend
( [2012] No. 37)"issued by China Securities Regulatory Commission. On July 26th, 2012,the company’s the sixth
board of directors made some supplements and revisions about profit distribution policy stipulated in articles of
association its seventh meeting, which confirms the specific policies in terms of profit allocation forms, specific
conditions and proportion of dividend distributions and using principles of undistributed profits,and commits
deliberation and permission of first extraordinary general meeting in 2012,convened on August 30, 2012. Board of
directors maps out the annual per-arranged planning about distribution of profits,which conforms to the
regulations of articles of association under the consent issued by independent director.Per-arranged planning about
distribution of profits that has been examined and approved by the company’s general meeting of shareholders has
been already completed by board of directors.


                                              Special cash dividend policy description

Whether meets the requirements of the provisions of the articles
                                                                   Yes
of association or shareholders' meeting resolutions:

Whether dividends standard and proportion are clear                Yes

Whether decision making and supervision mechanism for profit
                                                                   Yes
distribution are completed

Whether independent directors perform their duties responsibly
                                                                   Yes
and play its due role:

Whether the Minority shareholders have adequate opportunity to
express their views and aspirations and Their legitimate rights    Yes
and interests have been fully protected

Whether the Cash dividend policy to adjust or change the
                                                                   Yes
conditions and procedures are compliant and transparent

The profit distribution preplan or proposal and the preplan or proposal of conversion of the capital reserve into
share capital in the past three years(with the reporting period inclusive):
     As the accumulated undistributed profits are under the standard during the year of 2016 and 2018, According
to the Articles of Association, the after-tax profit of the Company shall give priority to make up for losses of
previous years, so the Company has not implemented profit distribution and capitalization of capital reserve funds
in the past three years.


                                                                                                                         32
                                                            Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




Dividend distribution of the latest three years
                                                                                                                                      In RMB
                                                                                                                              Ratio of the
                                                                                                                              total cash
                                                                                                                              bonus (other
                                                                                                                              ways
                                       Net profit       Ratio in net                                                          included) in
                                     attributable to       profit        Amount of         Proportion of                      net profit
                  Amount for         the over of the attributable to cash dividends cash dividends Amount for
                                                                                                                              attributable
                  cash bonus             parent        the parent    from cash offer from cash offer cash bonus
       Year                                                                                                                   to common
                  (tax              company in the company in the to repurchase            to repurchase (tax
                                                                                                                              stock
                      included)       consolidated     consolidated     shares of the      shares of the
                                                                                                           included)
                                                                                                                              shareholders
                                        financial        financial          funds             funds
                                       statements       statements                                                            of listed
                                                                                                                              company
                                                                                                                              contained in
                                                                                                                              consolidation

                                                                                                                              statement

2018                           0.00 10,543,247.05              0.00%                0.00           0.00%               0.00                0.00%

2017                           0.00 14,375,111.84              0.00%                0.00           0.00%               0.00                0.00%

2016                           0.00 12,267,006.14              0.00%                0.00           0.00%               0.00                0.00%

In the reporting period, both the Company’s profit and the parent company’s retained earnings were positive
however not cash dividend distribution proposal has been put forward.
√ Applicable □ Not applicable
       In the reporting period, it was profitable and the profits
 distributed among common shareholders were positive, but the                  Purpose of and plans to use undistributed profits.
 reason for the profit-sharing scheme by cash was not proposed.

                                                                       Net operating profits after tax are used to less prior year
Accumulated undistributed profits are all under the standard
                                                                       deficiency this current year.


II.Profit distribution plan and capitalizing of common reserves plan for the Period

□ Applicable √ Not applicable
The Company has no plan of cash dividends carried out, bonus issued and capitalizing of common reserves either.




                                                                                                                                               33
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


III.Commitments to fulfill the situation

1.The fulfilled commitments in the reporting period and under-fulfillment commitments by the end of the
reporting period made by the company, shareholder, actual controller, acquirer, director, supervisor, senior
management personnel and other related parities.

□ Applicable √ Not applicable
     Non-existent


2.The existence of the company's assets or projects earnings forecasts and earnings reporting period is still in the
forecast period, the company has assets or projects meet the original profit forecast made and the reasons
explained

□Applicable √ Not applicable

IV. Particulars about the non-operating occupation of funds by the controlling shareholder

□Applicable √ Not applicable
     Non-existent


V. Explanation of the Supervisory Committee and Independent Directors (If applicable)on the Qualified
Auditor’s Report Issued by the CPAs.

□ Applicable √ Not applicable

VI.Explain change of the accounting policy, accounting estimate and measurement methods as compared
with the financial reporting of last year.

√Applicable □ Not applicable
     (1) Reason for Change
     On June 15, 2018, the Ministry of Finance issued the "Notice on the Revision and Issuance of the Format of
Financial Statements for General Enterprises in 2018" (No. 15-[2018] Accounting) (hereinafter referred to as the "
Notice"). According to the requirement of the “Notice”, the Company will prepare the 2018 financial statements in
accordance with the general corporate financial statement format (applicable to enterprises that have not yet
implemented the new financial standards and new revenue standards).
      (2) Date of change: The above-mentioned enterprise accounting standard shall be implemented in accordance
with the starting date stipulated in the above document.
      (3) The Accounting Policy adopted before the change
      Prior to this change, the Company implemented the "Enterprise Accounting Standards-Basic Standards" and
various specific accounting standards, subsequently enacted and revised corporate accounting standards,
application guidelines for business accounting standards, corporate accounting standards interpretation
announcements and other related provisions promulgated by the Ministry of Finance.
      (4) The Accounting Policy adopted after the change
      After this change, the company will implement the provisions of the "Notice on the Revision and Issuance of


                                                                                                                 34
                                                       Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


the Format of Financial Statements for General Enterprises in 2018" (No. 15-[2018] Accounting), and the other
unchanged contents are implemented in accordance with the current documents of the Ministry of Finance.
       II. The impact of this accounting policy change on the Company
       (I) According to the requirements of the “Notice”, the company adjusts the presentation of the following in
the financial statements:
       1. The original “notes receivable” and “accounts receivable” items are combined into the newly added
“notes receivable and accounts receivable” item;
       2. The original “interest receivable”, “dividends receivable” and “other receivables” items are combined into
the “other receivables” item;
       3. The original “fixed assets disposal” and “fixed assets” items are combined into the “fixed assets” item;
       4. The original “engineering materials” item is merged into the “construction in progress” item;
       5. The original “notes payable” and “accounts payable” items are combined into the newly added “notes
payable and accounts payable” item;
       6. The original “interest payable”, “dividend payable” and “other payables” items are combined into the “other
payables” item;
       7. The original “special payables” item is merged into the “long-term payables” item;
       8. The “R&D Expenses” item will be added. The R&D expenses originally included in the “Management
Expenses” item will be separately listed as “R&D Expenses” item;
       9. The “Interest expense” and “interest income” details items are shown below the “Financial Expenses” item.
       (II) The impact on the presentation of the items and amounts of the previous financial statements is as follows:


    No             Name of affected item in the statements             Affected amount of December 31, 2017 / 2017

                                                                              Increase + / decrease - (yuan)

     1                        Notes receivable                                       -17,800,808.72

                             Account receivable                                     -280,383,810.21

                    Notes receivable & account receivable                           +298,184,618.93

     2                       Interest receivable

                            Dividend receivable

                              Other receivable

     3                          Fixed assets

                         Liquidation of fixed assets

     4                    Construction in progress

                            Engineering Material

     5                         Notes payable                                        -411,410,000.00

                              Account payable                                       -179,749,230.79

                       Notes payable & account payable                              +591,159,230.79

     6                        Interest payable




                                                                                                                         35
                                                         Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                  Dividend payable

                              Other account payable

      7                            Special payable

                                  Long-term payable

      8                      Administrative expenses                                  -11,848,985.86

                                   R & D enpenses                                     +11,848,985.86

      Except for the above items’ adjustments, this accounting policy change does not involve the retrospective
adjustment for the Company's previous annual statements. Changes in the Company's accounting policy will not
affect the Company's current profit and loss and will not have a significant impact on the Company's financial
statements.

VII. Explain retrospective restatement due to correction of significant accounting errors in the reporting
period

□Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the Company in the
period.

VIII.Explain change of the consolidation scope as compared with the financial reporting of last year.

√ Applicable □ Not applicable

     Dispose branch company

      (1) Loss of control upon a single disposal of investment in a subsidiary

   Subsidiary      Disposition of Proportion                                   Basis           to The          difference
                   equity         of equity Share              Loss of control determine      the between the disposal
                   - PRICES       disposition disposal         Timing          time of losing the price and the share of
                                  (%)         way                              control power      the subsidiary's net
                                                                                                  assets      at      the
                                                                                                  consolidated statement
                                                                                                  level corresponding to
                                                                                                  the            disposal
                                                                                                  investment

   Shanghai   61,200,000.00              51.00       Transfer by June 15,2018 After signing the        59,095,066.65
   Jianshe                                             listing                property     right
   Motorcycle                                        agreement                transaction
   Co., Ltd.                                                                  contract,
                                                                              receiving      the
                                                                              transfer money,
                                                                              the company has
                                                                              gone through the


                                                                                                                         36
                                                      Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                 procedures for the
                                                                                 transfer of equity
                                                                                 rights and lost
                                                                                 control         of
                                                                                 financial
                                                                                 management
                                                                                 activities
           Note: In January 2019, Shanghai Jianshe Motorcycle Co., Ltd. completed the equity change procedures
     and received the updated Business License for Enterprise Legal Person.



IX. Engagement/Disengagement of CPAs

CPAs currently engaged
Domestic CPA                                                      Hebei Guanghuacai Guanghua Certified public Accountants LLP.

Reward for domestic CPA (RMB 10,000)                                                                                       45

Successive years the domestic CPA has been providing service to
                                                                  2 years
the Company

Name of CPAs from the domestic CPA firm                           Fan Rui, Wang Haoyu

Continuous life of auditing service for domestic accounting firm 2 years

Has the CPAs been changed in the current period
 □ Yes    √ No
Description of the CPAs, financial adviser or sponsor engaged for internal control auditing
√Applicable □Not applicable

1.The Company paid RMB 150,000 to Hebei Guanghuacai Guanghua Certified public Accountants LLP for its

internal auditing service of one year.’



X. Situation of Facing Listing Suspension and Listing Termination after the Disclosure of the Yearly
Report

□Applicable √ Not applicable

XI. Bankruptcy reorganization

□Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period.

XII. Significant lawsuits and arbitrations of the Company

√ Applicable □Not applicable


                                                                                                                             37
                                                     Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                       Involved
                                                                                                                      Index to
                       amount                                      Decisions and    Execution of    Disclosure
General information                    Provision    Progress                                                          disclosed
                       (RMB                                           effects       decisions         date
                                                                                                                     information
                       10,000)

Chongqing
HYOSOW Parts
Co., Ltd.,
Chongqing Bisu
Yumbo Power
Technology Co.,
Ltd. and Chongqing
Kaite Engine
Technology Co.,
Ltd. have failed to
pay a total of
21.1063 million
yuan for the air                                                                                                 See details in
conditioning                                                                                                     the
compressor and                                                                                                   company’s
products of the                                                                                                  announcemen
wholly-owned                                                                                                     t published
                                                   At present,
subsidiary                                                                                                       on securities
                                                   the case has
automobile air                                                                                                   times,
                                                   already        The company has
conditioning                                                                                       November      Hongkong
                         2,110.63 No               started and fully accrued bad Unknown
company. The                                                                                       16,2018       Commercial
                                                   has not yet debts
automobile air                                                                                                   daily and
                                                   been
conditioning                                                                                                     http//www.cn
                                                   decided.
company filed a                                                                                                  info.com.cn
lawsuit against the                                                                                              (Announcem
above three                                                                                                      ent
companies with the                                                                                               No.:2018-065
Chongqing Yubei                                                                                                  )
District People's
Court on November
2, 2018, and
Chongqing Yubei
District People's
Court accepted the
lawsuit and issued a
Notice of
Acceptance on
November 13, 2018
[(2018)
Y0112MC24010,


                                                                                                                                  38
                                             Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


(2018)
Y0112MC23992,
(2018)
Y0112MC24011]

A wholly-owned
subsidiary of the
company,
Automobile Air                             Automobile
Conditioning                               Co., Ltd.
Company, supplied                          did not
automotive air                             issue the
conditioning                               payment on                                                    See details in
compressors to                             schedule. In                                                  the
Hafei Automobile                           December                                                      company’s
Co., Ltd. and                              2018,                                                         announcemen
fulfilled its supply                       Chongqing                                                     t published
obligations. Hafei                         Jianshe                                                       on securities
Auto has paid part                         Automobile                                                    times,
                                                          The company has The case is
of the purchase                            Air                                                November   Hongkong
                        399.99 No                         fully accrued bad currently under
price and still owes                       Conditioner                                        16,2018    Commercial
                                                          debts             implementation.
3,999,900 yuan.                            Co., Ltd.                                                     daily and
After mediation by                         applied to                                                    http//www.cn
the Pingfang District                      the court                                                     info.com.cn
People's Court,                            for                                                           (Announcem
Harbin City,                               compulsory                                                    ent
Heilongjiang                               enforcemen                                                    No.:2018-065
Province (Paper of                         t. The case                                                   )
Civil Mediation                            is currently
issued on October                          under
24, 2018 [(2018)                           implementa
H0108MC1416]),                             tion.
Hafei Auto agreed
to pay 3,999,900
yuan in arrears.


XIII. Situation of Punishment and Rectification

□Applicable √ Not applicable
Nil


XIV. Credit Condition of the Company and its Controlling Shareholders and Actual Controllers

□Applicable √ Not applicable



                                                                                                                         39
                                                       Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


XV. Implementation Situation of Stock Incentive Plan of the Company, Employee Stock Ownership Plan or
Other Employee Incentive Measures

□Applicable √ Not applicable
During the reporting period, the company has no stock incentive plan, employee stock ownership plan or other
employee incentives that have not been implemented.

XVI.Material related transactions

1. Related transactions in connection with daily operation

√Applicable □ Not applicable

                                                                                     Whethe

                                                                           Trading r over
                                    Principl
                                                                          limit   the                Market              Index
                          Subjects e of
                                                      Amount                                         price of              of
                            of the pricing                     Ratio in approve approve Way of                Date of
 Related Relation Type of                    Price of of trade                                       similar           informa
                           related    the                      similar                  paymen                disclosu
 parties  ship     trade                      trade RMB10                                             trade               tion
                          transacti related                     trades      d      d       t                     re
                                                       ,000)                                         availabl           disclos
                             ons transacti
                                                                                                        e                  ure
                                      ons                               (RMB limited

                                                                           10,000)   or not

                                                                                     (Y/N)
                                                                                                                       See
                                                                                                                       details
                                                                                                                       in the
                                                                                                                       compan
                                                                                                                       y’s
                                                                                                                       announ
                                                                                                                       cement
                                                                                                                       publish
                                                                                                                       ed on
Jianshe    Controll                                                                                                    securiti
                      Purchas            Fair
Mechanic ing                     Spare                                                                       April     es
                      e of               Market 1347       1,347   1.63%     1,000 Yes        Cash   1347
al and     sharehol              parts                                                                       26,2018 times,
                      goods              Price
Electric   der                                                                                                         Hongko
                                                                                                                       ng
                                                                                                                       Comme
                                                                                                                       rcial
                                                                                                                       daily on
                                                                                                                       April
                                                                                                                       26,2019
                                                                                                                       and
                                                                                                                       http//w
                                                                                                                       ww.cni


                                                                                                                                 40
                                                              Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                                                         nfo.co
                                                                                                                         m.cn
                                                                                                                         (Annou
                                                                                                                         ncemen
                                                                                                                         t
                                                                                                                         No.:201
                                                                                                                         8-011)

             Controll                                                                                                    The
                         Purchas               Fair
Import & ing Sub                    Spare                                                                        April   same as
                         e of                  Market 1126        1,126   1.37%   1,800 No      Cash    1126
export       sharehol               parts                                                                        26,2018 above
                         goods                 Price
             der

Jianshe                                                                                                                  The
             Under       Purchas Lease         Fair
Mechanic                                                                                                         April   same as
             same        e of       producti Market 318.28       318.28   0.39%     250 Yes     Cash    318.28
al and                                                                                                           26,2018 above
             control goods          on site    Price
Electric

                                                                                                                         The
South        Under       Purchas               Fair
                                    housing                                                                      April   same as
motorcycl same           e of                  Market 90             90   0.11%     100 No      Cash    90
                                    lease                                                                        26,2018 above
e            control goods                     Price


China
Changan
                                    Sale of
Automobi
                                    finished                                                                             The
le Group Under                                 Fair
                         Sales of parts                                                                                  same as
Co., Ltd. same                                 Market 11517      11,517 11.85% 25,000 No        Cash    11517
                         goods      and                                                                                  above
And its      control                           Price
                                    compon
affiliated
                                    ents
Enterprise
s

Jianshe                                                                                                                  The
             Under                  Rental     Fair
Mechanic                 Sales of                                                                                        same as
             same                   warehou Market 567.69        567.69   0.58%   1,000 No      Cash    567.69
al and                   goods                                                                                           above
             control                se         Price
Electric

             Joint
             venture
                                                                                                                         The
             of                     Spare      Fair
Chongqin                 Sales of                                                                                        same as
             controlli              parts      Market 536           536   0.55%       0 Yes     Cash    536
g Jianya                 goods                                                                                           above
             ng                     sales      Price
             sharehol
             der

South Air Joint                     Spare      Fair                                                                      The
                         Sales of
Internatio venture                  parts      Market 14.4         14.4   0.01%      25 No      Cash    14.4             same as
                         goods
nal          of                     sales      Price                                                                     above


                                                                                                                                  41
                                                            Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


             controlli
             ng
             sharehol
             der

                                                                                                                              The
             Under                        Fair
Jianshe                                                                                                                       same as
             same        Services Test fee Market 86               86 46.22%        200 No         Cash     86
Industry                                                                                                                      above
             control                      Price


             Joint
             venture
                                                                                                                              The
             of                           Fair
Chongqin                                                                                                                      same as
             controlli Services Test fee Market 0.2               0.2   0.64%          2 No        Cash     0.2
g Jianya                                                                                                                      above
             ng                           Price
             sharehol
             der

China
Changan
Automobi
                                                                                                                              The
le Group Under                   Accept   Fair
                                                                                                                              same as
Co., Ltd. same           Services mainten Market 176.81        176.81 23.90%        500 No         Cash     176.81
                                                                                                                              above
And its      control             ance     Price
affiliated
Enterprise
s

                                                              15,779.
Total                                           --     --                --      29,877       --      --          --    --           --
                                                                   38

Details of any sales return of a large
                                          Nil
amount

Give the actual situation in the report
                                          The total amount of various types of routine connected transactions that occurred in the
period where a forecast had been
                                          Company by categories did not exceed the scope of the examination and approval.
made for the total amounts of routine
related-party transactions by type to
occur in the current period(if any)

Reason for any significant difference
between the transaction price and the     Not applicable
market reference price (if applicable)


2. Related-party transactions arising from asset acquisition or sold

□Applicable √ Not applicable
No related transactions by assets acquisition and sold for the Company in reporting period.



                                                                                                                                          42
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


3. Related-party transitions with joint investments

□Applicable √ Not applicable
No main related transactions of joint investment outside for the Company in reporting period.

4.Contact of related credit and debt

√ Applicable □Not applicable
Whether there is non operating related debt and debt
□Yes√ No
      Not-existent

5. Other significant related-party transactions

□Applicable √ Not applicable
Nil


XVII.Particulars about significant contracts and their fulfillment

1. Particulars about trusteeship, contract and lease

(1) Trusteeship

□Applicable √ Not applicable
No trusteeship, contract or leasing for the Company in reporting period.

(2) Contract

□ Applicable √ Not applicable
No any contract for the Company in the reporting period.

(3) Lease

√ Applicable □ Not applicable

Lease description

                 (1)The Company is the Lessor:

Name of Lessee                              Type of leased asset   Lease income recognized in    lease fee confirmed last
                                                                        the current year                  year

Jianshe Mechanical and Electric Co., Ltd.       Fixed assets                      5,676,901.74               9,287,626.08

                  Total                                                           5,676,901.74               9,287,626.08

             Note: The contents of the lease are houses.



                                                                                                                            43
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                 ②The Company is the Lessee:
Name of Lessor                              Type of leased asset    Rental   recognized       in   the lease fee confirmed last yea
                                                                    current year


Jianshe Mechanical and Electric Co., Ltd.       Fixed assets                            3,182,824.37                 2,262,810.82

                  Total                                                                 3,182,824.37                 2,262,810.82

            Note: The contents of the lease are houses and Equipment

Items which resulted in profit or loss achieving over 10% of the total profit for the Company
□ Applicable √ Not applicable
     Not-existent

2.Guarantees

√Applicable□Not applicable

(1)Guarantees

                                                                                                                         In RMB 10,000

                    Guarantee of the Company for the controlling subsidiaries (Exclude controlled subsidiaries)
                          Amount of              Actual date of
                                      Amount of                        Actual
                           guarantee                occurring                           Type of                     Complete Related
Guarantee provided to                    the                          amount of                          Term
                          and date of           (signing date of                       guarantee                     d or not guarantee
                                      guarantee                       guarantee
                          disclosure               agreements
                                                                     Total of external guarantee
Total of external guarantee
                                                                   0 actually occurred in the                                         0
approved in the report term (A1)
                                                                     report term (A2)
Total of external guarantee                                          Total of external guarantee
approved as of end of report term                                  0 actually occurred as of end                                      0
(A3)                                                                 of report term (A4)
                                            Guarantee of the company for its subsidiaries
                      Amount of              Actual date of
                                  Amount of                            Actual
                       guarantee                occurring                               Type of                     Complete Related
Guarantee provided to                the                              amount of                          Term
                      and date of           (signing date of                           guarantee                     d or not guarantee
                                  guarantee                           guarantee
                      disclosure               agreements
                          April                                                      Joint
Vehicle air conditioner                     1,000 January 3,2018             1,000                  6 months       Yes         No
                          26,2018                                                    liabilities

                          April                                                      Joint
Vehicle air conditioner                     2,450 January 11,2018            2,450                  12 months      No          No
                          26,2018                                                    liabilities

                          April                                                      Joint
Vehicle air conditioner                     1,000 January 16,2018            1,000                  12 months      No          No
                          26,2018                                                    liabilities

                          April                                                      Joint
Vehicle air conditioner                     3,500 January 22,2018            3,500                  6 months       Yes         No
                          26,2018                                                    liabilities

                          April                                                      Joint
Vehicle air conditioner                     3,500 January 18,2018            3,500                  12 months      No          No
                          26,2018                                                    liabilities

Vehicle air conditioner April               2,000 February 9,2018            2,000 Joint            12 months      No          No


                                                                                                                                      44
                                                    Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                2,849 May 21,2018            2,849                 6 months    Yes   No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                2,730 May 30,2018            2,730                 12 months   No    No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                2,500 June 4,2018            2,500                 6 months    Yes   No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                1,000 June 7,2018            1,000                 6 months    Yes   No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                1,750 July 3,2018            1,750                 6 months    No    No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                1,750 July 4,2018            1,750                 6 months    No    No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                1,771 July 9,2018            1,771                 6 months    No    No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                2,549 August 17,2018         2,549                 6 months    No    No
                          26,2018                                           liabilities

                          April                                             Joint
Vehicle air conditioner                5,000 August 13,2018         5,000                 12 months   No    No
                          26,2018                                           liabilities

                          April                September                    Joint
Vehicle air conditioner                3,000                        3,000                 12 months   No    No
                          26,2018              10,2018                      liabilities

                          April                September                    Joint
Vehicle air conditioner                3,000                        3,000                 12 months   No    No
                          26,2018              21,2018                      liabilities

                          April                Sptember                     Joint
Vehicle air conditioner                 700                           700                 12 months   No    No
                          26,2018              29,2018                      liabilities

                          April                September                    Joint
Vehicle air conditioner                4,200                        4,200                 12 months   No    No
                          26,2018              30,2018                      liabilities

                          April                                             Joint
Vehicle air conditioner                1,998 October 10,2018        1,998                 6 months    No    No
                          26,2018                                           liabilities

                          2018 年 04                                        Joint
Vehicle air conditioner                1,400 October 11,2018        1,400                 6 months    No    No
                          月 26 日                                          liabilities

                          April                                             Joint
Vehicle air conditioner                2,450 October 12,2018        2,450                 6 months    No    No
                          26,2018                                           liabilities

                          April                November                     Joint
Vehicle air conditioner                2,500                        2,500                 6 months    No    No
                          26,2018              15,2018                      liabilities

                          April                November                     Joint
Vehicle air conditioner                2,849                        2,849                 6 months    No    No
                          26,2018              22,2018                      liabilities

                          April                November                     Joint
Vehicle air conditioner                2,500                        2,500                 6 months    No    No
                          26,2018              30,2018                      liabilities


                                                                                                                    45
                                                           Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                          April                      November                            Joint
Vehicle air conditioner                      1,000                               1,000                  6 months    No        No
                          26,2018                    30,2018                             liabilities

                          April                      December                            Joint
Vehicle air conditioner                      2,450                               2,450                  6 months    No        No
                          26,2018                    11,2018                             liabilities

                          April                      December                            Joint
Vehicle air conditioner                      1,000                               1,000                  6 months    No        No
                          26,2018                    11,2018                             liabilities

                          April                      December                            Joint
Vehicle air conditioner                      1,750                               1,750                  6 months    No        No
                          26,2018                    24,2018                             liabilities

                          April                      December                            Joint
Vehicle air conditioner                      3,500                               3,500                  6 months    No        No
                          26,2018                    27,2018                             liabilities

                          April                      December                            Joint
Vehicle air conditioner                      5,000                               5,000                  12 months   No        No
                          26,2018                    6,2018                              liabilities
                                                                       Total of guarantee to
Total of guarantee to subsidiaries                                     subsidiaries actually
                                                               126,000                                                             74,645
approved in the report term (B1)                                       occurred in the report term
                                                                       (B2)
                                                                       Total of balance of
Total of guarantee to subsidiaries                                     guarantee actually provided
                                                               126,000                                                             55,097
approved as of the report term (B3)                                    to the subsidiaries as of end
                                                                       of report term (B4)
                                      Guarantee of the subsidiaries for the controlling subsidiaries
                      Amount of              Actual date of
                                  Amount of                                Actual
                       guarantee                occurring                                    Type of                Complete Related
Guarantee provided to                the                                  amount of                         Term
                      and date of           (signing date of                                guarantee                d or not guarantee
                                  guarantee                               guarantee
                      disclosure               agreements
                                                                         Total amount of guarantee
Total guarantee quota to the
                                                                         to the subsidiaries actually
subsidiaries approved in the                                         0                                                                 0
                                                                         incurred in the reporting
reporting period (C1)
                                                                         period (C2)

                                                                         )Total balance of actual
Total guarantee quota to the
                                                                         guarantee to the
subsidiaries approved at the end of                                  0                                                                 0
                                                                         subsidiaries at the end of
the reporting period (C3)
                                                                         the reporting period (C4)
                                  The Company’s total guarantee(i.e.total of the first three main items)

                                                                         Total amount of guarantee
Total guarantee quota approved in                                        actually incurred in the
                                                               126,000                                                             74,645
the reporting period(A1+B1+C1)                                         reporting period

                                                                         (A2+B2+C2)

                                                                         Total balance of the actual
Total guarantee quota already
                                                                         guarantee at the end of the
  approved at the end of the                                   126,000                                                             55,097
                                                                         reporting period
  reporting period(A3+B3+C3)
                                                                         (A4+B4+C4)

The proportion of the total amount of actually guarantee in the net                                                            187.85%


                                                                                                                                       46
                                                         Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


assets of the Company (that is A4+B4+C4)%

Including:

Amount of guarantee for shareholders, actual controller and its
                                                                                                                         0
associated parties(D)

The debts guarantee amount provided for the
Guaranteed parties whose assets-liability ratio exceed                                                              55,097
70% directly or indirectly(E)

Proportion of total amount of guarantee in net assets of the
                                                                                                                 25,766.85
company exceed 50%(F)

Total guarantee Amount of the abovementioned guarantees
                                                                                                                    55,097
(D+E+F)

Explanations about joint and several liability for repayment in
                                                                  Nil
respect of undue guarantee(if any)

Explanation about external guarantee violating established
                                                                  Nil
procedure if any)

Description of the guarantee with complex method

(2) Illegal providing of external guarantees

□ Applicable √ Not applicable
No illegal providing of external guarantees in the report period.
3.Situation of Entrusting Others for Managing Spot Asset
(1)Situation of Entrusted Finance

□ Applicable √ Not applicable

Nil

(2)Situation of Entrusted Loans

□ Applicable √ Not applicable

Nil

4. Other significant contract

□ Applicable √ Not applicable

Not-existent

 XVIII.Social responsibilities




                                                                                                                         47
                                                  Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


1. Performance of social responsibility

     (i) Protection of shareholders’ equity

      The company treats all investors in an equitable manner, effectively protects the legitimate rights and interests
of shareholders, especially minority shareholders, in accordance with laws and regulations, and creates conditions to
attract minority shareholders to participate in the Company’s decision on major issues. During the reporting period,
the Board of Directors convened three shareholders’ meetings through the combination of voting on site and online
voting. The proportion of shareholders participating in the voting accounted for 75.31 and 74.45% of the total
number of shares with effective voting rights.

      The Company strictly follows the principles of information disclosure and publishes regular reports and
temporary announcements in a true, accurate, complete and timely manner. There is no selective information
disclosure and private disclosure or disclosure of undisclosed material information. Also, the Company seriously
replies or receives investors’ calls and visits and maintains good management of investor relations.

     (II) Protection of employee rights and interests

      The company strictly abides by the relevant provisions of the Labor Law and the Labor Contract Law, and
has established a complete human resources, occupational health and safety management system to effectively
protect the rights and interests of employees. Firstly, the company values employee growth and talent
development. The company provided 20 sessions of induction training for new employees throughout the whole
year, and 89 sessions of training for the promotion of staff skills, a total of 2943 staff have been trained. Secondly,
the company has pays attention to employees' occupational health. The company has strengthened the publicity
and education of occupational health, improved the health allowance for the injured personnel, organized the
workers to carry out occupational health inspection, the rate of which has been up to 97.6% (more than the 90%
stipulated in relevant state laws and regulations), and effectively enhanced the ability of occupational disease
protection. Thirdly, the company has strengthened the safety management of the employees. The company has
carried out team leader safety certification certificate inspection and dangerous operation safety special inspection,
strengthened night shift surprise inspection and daily safety inspection. No deaths, serious injuries, minor injuries
and public security incidents occurred throughout the year.

     (III) Protecting the rights and interests of suppliers, customers and consumers

      Protection of suppliers' rights and interests: the company adheres to the principle of”fair, just and open”
  tendering and procurement, implements the supervision throughout the whole process of project establishment,
  bidding release, bid opening evaluation and contract signing, signs the integrity agreement with supplier, and
  implements it into the basic procurement contract to achieve self discipline and mutual supervision between the
  enterprise itself and its upstream and downstream customers.

     Protection of the rights and interests of customers and consumers: firstly, Quality system certification is
promoted. The revision review of IATF16949 system is successfully passed, and TCE sub-system in Chang'an
QCA certification has passed on-site certification. Secondly, strengthened the internal quality monitoring and
control, no major quality issued happened throughout the year.
     (IV) Environmental protection and sustainable development

      The company strictly adhered to national environmental laws and regulations, set up environmental
protection management institutions, established enterprise environmental management system, adhered to the
lawful discharge of pollutants and waste, the exhaust gas emission was carried out according to the secondary

                                                                                                                    48
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


standard of GB16297-1996, and the discharge of waste water was carried out according to the First B standard of
GB8978-1996, the noise was carried out according to the secondary standard of GB12348-2008, relevant taxes
and expenses were paid in accordance with the law, and the company won the honorary title of "Chongqing
Ecological Civilization Model Enterprise" in 2018.

      (V) Public relations and public welfare undertakings

      In September 2018, the company's joint venture Pingshan Taikai organized 33 employees to participate in
the voluntary blood donation activities organized by the Chongqing Banan District government, totaling 7600ml
of blood donation.
      In September 2018, the company organized volunteers to go to Huafu Jiayuan Community, Zhongliangshan
Street, Jiulongpo District, for volunteer service activities and to visit the elderly person of no family.
In December 2018, the company's joint venture Pingshan Taikai actively responded to the initiative of the
Chongqing Banan District government by donating 100,000 yuan of poverty relief funds to the poverty-stricken
village of Xingfu Villiage, Ersheng Town, Banan District, Chongqing.

2. Precise poverty alleviation social responsibility

(1)Targeted poverty alleviation program

(2) Annual precision poverty alleviation

(3) Accuracy of poverty alleviation


                       Index                       Measurement unit                    Quantity / Status

I. General situation                                     ——                               ——

II. Breakdown Input                                      ——                               ——

1. Poverty alleviation by industrial development         ——                               ——

2. Poverty alleviation by transfer employment            ——                               ——

3. Poverty alleviation by relocation                     ——                               ——

4. Educational poverty alleviation                       ——                               ——

5. Health poverty alleviation                            ——                               ——

6. Ecological protection poverty alleviation             ——                               ——

7. Guarantee of all the details                          ——                               ——

8. Social poverty alleviation                            ——                               ——

9. Other projects                                        ——                               ——

III. Awards (Content and level)                          ——                               ——




                                                                                                                        49
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


(4)Subsequent targeted poverty alleviation program

3. Information on environmental protection

The Listed Company and its subsidiary whether belongs to the key sewage units released from environmental
protection department
No

     The company and its subsidiaries are not included in the key pollutant discharge units announced by the
environmental protection department. For related contents, refer to Working Performance of Social
Responsibilities in this section.

 XIX.Major issues of subsidiary
√ Applicable □ Not applicable

     1. The company's original controlling shareholders held by unfreezing the company's shares
     Due to contract disputes, the total of 7,185,000 shares (accounting for 6.02% of the total share capital of the
Company) held by the former controlling shareholder of the Company, Jianshe Electromechanical from April
2017 to March 2018 was subject to judicial freezing by the Chongqing Banan District People's Court and the
Chongqing Jiulongpo District People's Court respectively (For details, please refer to the Securities Times, Hong
Kong Commercial Daily, the Announcement on the Freezing of Shareholders' Shares released on Cninf on
September 15, 2017 and the "Notes on Other Major Matters" in 2017 Annual Report released on April 26 2018
respectively). As of October 8, 2018, the 7,185,000 shares of the company held by Jianshe Electromechanical
have all been unfrozen. (See Announcement No. 2017-055 of October 9, 2017 for details)
     2. Matters on public listing and transferring the equity of Shanghai Jianshe

On December 1, 2017, The company publicly listed its holding stake of 51% stake of Shanghai Jianshe for
transfer on Shanghai United Property Exchange. This equity transfer had been reviewed and approved at the 5th
meeting of the 8th Board of Directors and the 2nd Extraordinary General Meeting of 2017. On June 15, 2018, the
"Shanghai Property Rights Transaction Contract" was signed, that Shanghai Hecang purchased the aforesaid 51%
stake of Shanghai Jianshe at the price of RMB 61.2 million. On June 22, 2018, the company received the full
payment for the transfer of 51% stake of Shanghai Jianshe. For details, please refer to the related announcements
of the company disclosed on The Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn in the
time of November 16,2017, December 2, 2017 and June 21, 2018 and June 27, 2018.
     On January 21, 2019, the three parties have completed the transfer of ownership and renewed their business
licenses.(Unified social credit code:913101207031764326).
     3. Matters on which the control right of the company has changed
On October 22, 2018, the former controlling shareholder of the company, Jianshe Mechanical and Electric
, signed the Stock Rights Transfer Agreement of State-owned Listed Company with Military Equipment Group,
that is, Jianshe Mechanical and Electric agreed to transfer 84,906,250 state-owned corporate shares held by the
company to Military Equipment Group , which account for 71.13% of the total share capital of the company (for
details, please refer to the Acquisition Report of Chongqing Jianshe Vehicle System Co., Ltd. on December 4,
2018). On December 20, 2018, the transfer registration procedures for the shares transferred under this agreement
have been completed in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited.
Jianshe Electromechanical no longer holds the company's shares. Military Equipment Group became the company's
controlling shareholder, holding 84,906,250 shares of the company, accounting for 71.13% of the total. The shares

                                                                                                                 50
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


are the initiator's national shares. The actual controller of the company has not changed and is still State-owned
Assets Supervision and Administration Commission.
    4. Cancel the Technology Center of the branch Chongqing Jianshe Motorcycle Co., Ltd.
    Chongqing Jianshe Motorcycle Co., Ltd. Branch Technology Center's business scope is motorcycle research
and development, which is no longer the company's main business development direction. In order to further
improve the company's business structure and reduce the level of operation, the company convened the 13th
meeting of the eighth Board of Directors on January 14, 2019, and deliberated and passed the Proposal on
Cancellation of Branch Technology Center (for details, see the Announcement on Cancellation of Branch
Technology Center disclosed on January 16, 2019). The cancellation will not change the scope of the company's
consolidated financial statements, will not affect the company's business development and sustained profitability,
and will not harm the interests of the company and all shareholders.
     On March 29, 2019, Chongqing Municipal Market Supervision Administration issued the Notice of
Cancellation of Foreign-invested Enterprises (ZY) YZXZ Zi [2019] No. 000137, confirming that the Technology
Center of the company's branch had been canceled.
     5. At the beginning of 2018, Jianshe HANON , the company's joint venture, was established with an initial
shareholding of 25.36%. On March 31, 2019, the company held the 15th meeting of the eighth Board of Directors
to consider and pass the Proposal on the Purchase of Equity and Related Party Transactions of Chongqing Jianshe
HANON Automobile Thermal Management System Co.,Ltd. On April 8, 2019, the company signed the Stock
Rights Transfer Agreement with Chongqing Jianshe Mechanical and Electric Co., Ltd. to purchase 24.64% equity of
Jianshe Hanang held by Chongqing Jianshe Mechanical and Electric Co., Ltd. at 24.64% of the appraised value, i.e.
102.7433 million yuan. On April 11, 2019, it was approved and implemented by the company's first extraordinary
shareholders' meeting in 2019. On April 18, 2019, the company has already paid 102.7433 million yuan for this
share transfer. After the completion of this transaction, our company and HANON respectively hold 50% equity in
Jianshe Hanang. According to Stock Rights Transfer Agreement, the period from the base date of this equity
transfer evaluation (November 30, 2018) to the actual delivery date of the equity transfer is the transitional period
of this equity transfer, during which the Company shall enjoy or bear the profits and losses arising from Jianshe
HANON .


XX. Material issues of the subsidiaries
√Applicable   □ Not applicable

       In order to improve the efficiency of the use of funds, the company and other shareholders of the joint
venture Pingshan Taikai reduced the registered capital of Pingshan Taikai by a total of USD 9 million, of which
the company holds 50% equity in Pingshan Taikai and will recover the investment of USD 4.5 million. After the
capital reduction is completed, the registered capital of Pingshan Taikai will be reduced from USD 19 million to
USD 10 million US dollars. The capital reduction has been reviewed and approved by the 12th meeting of the
eighth board of directors of the company on December 4, 2018, and by the 48th board meeting (temporary) of
Pingshan Taikai on December 6, 2018. For details, please refer to the related announcements of the company
disclosed on The Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn in the time of
December 5,2018 and December 21, 2018(Announcement No.: 2018-071).




                                                                                                                  51
                                                       Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report



         VI. Change of share capital and shareholding of Principal Shareholders

Ⅰ.Changes in share capital

1. Changes in share capital

                                                                                                                                  In Shares

                                Before the change                 Increase/decrease(+,-)                           After the Change

                               Amount Proportion                               Capitaliza
                                                                                tion of
                                                      Share       Bonus                                                          Proportio
                                                                               common         Other       Subtotal   Quantity
                                                     allotment    shares                                                            n
                                                                                reserve
                                                                                 fund

                               89,375,00                                                                             89,375,00
I. Unlisted shares                         74.87%             0            0              0           0          0                 74.87%
                                      0                                                                                     0

                               89,375,00                                                                             89,375,00
1. Founder's stock                         74.87%             0            0              0           0          0                 74.87%
                                      0                                                                                     0

Including: State-owned
                               84,906,25                                                                             84,906,25
shares                                     71.13%             0            0              0           0          0                 71.13%
                                      0                                                                                     0


Shares held by domestic
                               1,750,000    1.46%             0            0              0           0          0 1,750,000        1.46%
legal persons

Share held by foreign
                                      0     0.00%             0            0              0           0          0          0       0.00%
investors

Other                          2,718,750    2.28%             0            0              0           0          0 2,718,750        2.28%

2. Raising legal person
                                      0     0.00%             0            0              0           0          0          0       0.00%
shares

3. Internal staff shares              0     0.00%             0            0              0           0          0          0       0.00%

4. Preferred stock or other           0     0.00%             0            0              0           0          0          0       0.00%

                               30,000,00                                                                             30,000,00
II Listed shares                           25.13%             0            0              0           0          0                 25.13%
                                      0                                                                                     0

1. Common shares in RMB               0     0.00%             0            0              0           0          0          0       0.00%

2. Foreign shares in           30,000,00                                                                             30,000,00
                                           25.13%             0            0              0           0          0                 25.13%
domestic market                       0                                                                                     0
3. Foreign shares in
                                      0     0.00%             0            0              0           0          0          0       0.00%
overseas market
4. Others                             0     0.00%             0            0              0           0          0          0       0.00%

III. Total of capital shares   119,375,0   100.00%            0            0              0           0          0 119,375,0 100.00%



                                                                                                                                         52
                                                    Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                   00                                                                         00

Reasons for share changed
□Applicable √Not applicable
Approval of Change of Shares
□Applicable √Not applicable
Ownership transfer of share changes
□Applicable √Not applicable
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to
common shareholders of Company in latest year and period
□Applicable √Not applicable
Other information necessary to disclose for the company or need to disclosed under requirement from security
regulators
□Applicable √Not applicable
2.Self-defined Chapter
      When the company was founded in 1995, North China Industrial Shenzhen Co., Ltd., one of the founders,
held 17,875,000 shares of the company, accounting for 3.74% of the company's total share capital. According to
the Civil Order of the Shenzhen Intermediate People’s Court of Guangdong Province- [2006] Shenzhong Famin
Two Bankruptcy Zi No. 21-4) on March 6th, 2007, it’s ruled that the proprietary rights of the 3.74% stake
(17,875,000 legal person shares) of the company held by North China Industrial Shenzhen Co., Ltd. belongs to the
buyers Gu Zuocheng, Yangpu Xinyufeng Investment Co., Ltd. and Feng Yonghui. Thereinto, Gu Zuocheng held
8,875,000 shares; Yangpu Xinyufeng Investment Co., Ltd. held 7,000,000 shares; Feng Yonghui held 20,000
million shares.
      On September 12, 2013, the company implemented a 4:1 share-shrunk. After the share-shrunk, Gu
Zuocheng held 2,218,750 shares; Anhui Hengsheng Economic Development Group Co., Ltd. (The shares
transferred by Yangpu Xinyufeng Investment Co., Ltd. on March 21, 2012) held 1,750,000 shares; Feng Yonghui
held 500,000 shares.
Therefore, in the above “Changes in Shares” table, the number of shares that’s filled in the “others” for the sponsors’
shares is the total shares held by the natural persons Gu Zuocheng and Feng Yonghui, namely: 2,718,750 shares.

3. Change of shares with limited sales condition

□ Applicable √Not applicable

Ⅱ.Issuing and listing

1.Explanation of the Situation of the Security Issue(No Preferred Shares) in the Report Period

□Applicable √Not applicable

2.Change of asset and liability structure caused by change of total capital shares and structure

□Applicable √Not applicable



                                                                                                                          53
                                                               Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


3.About the existing employees’ shares

□Applicable Not applicable


Ⅲ.Shareholders and actual controlling shareholder

1. Number of shareholders and shareholding

                                                                                                                                                 In Shares

                                                                                                                         Total
                                                                                 The total number                        preferred shareh
                                    Total
Total number of                                                                  of preferred shar                       olders at the end
                                    shareholders at
common                                                                           eholders voting ri                      of the month
                                    the end of the
shareholders at             8,191                                       8,126 ghts restored at p                       0 from the date of              0
                                    month from the
the end of the                                                                   eriod-end(if                            disclosing the
                                    date of disclosing
reporting period                                                                 any)(See Notes                          annual report(if
                                    the annual report
                                                                                 8)                                      any)(See Notes
                                                                                                                         8)

                            Particulars about shares held above 5% by shareholders or top ten shareholders

                                                      Number                      Amount           Amount          Number of share pledged/frozen
                                        Proportio                    Changes
                                                      of shares                         of            of
   Shareholders        Nature of             n of                       in
                                                       held at                   restricted un-restrict
                      shareholder           shares                   reporting                                  State of share              Amount
                                                       period                         shares       ed shares
                                        held(%)                     period
                                                        -end                           held          held

China Military
                   State-owned                        84,906,2                    84,906,2
Equipment Group                             71.13%                                                          0
                   legal person                                50                             50
Co., Ltd.

                   Domestic natural                   2,261,00                    2,218,75
Gu Zuocheng                                  1.89%                                                   42,250
                   person                                        0                             0

                   Domestic
Hengsheng Sun                                         1,750,00                    1,750,00
                   non-state-owned           1.47%                                                          0 Freeze                            1,750,000
Group Co., Ltd.                                                  0                             0
                   legal person

                   Domestic natural                   1,032,20
Liu Dan                                      0.86%                                             0 1,032,201
                   person                                        1
                   Domestic natural
Xu Yuanhui                                   0.56% 666,789 56000                               0    666,789
                   person
                   Overseas natural
Yu Lingfeng                                  0.51% 612,921 -10700                              0    612,921
                   person
                   Domestic natural
Chen Xinqiang                                0.51% 612,400                                     0    612,400
                   person
                   Domestic natural
Zhang Meilan                                 0.43% 513,560                                     0    513,560
                   person
                   Domestic natural
Feng Yonghui                                 0.42% 500,000                            500,000               0
                   person



                                                                                                                                                       54
                                                       Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                  Domestic natural
Li Jianping                             0.38% 455,569 340869                 0    455,569
                  person
                                     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’.

                                              Top 10 holders of unconditional shares
                                                                                                         Category of shares
                                        Amount of unconditional shares held at end of
      Name of the shareholder                                                                  Category of
                                                          period                                                      Amount
                                                                                                 shares
                                                                                             Foreign shares
                                                                                             placed in
Liu Dan                                                                          1,032,201                                    1,032,201
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Xu Yuanhui                                                                        666,789                                      666,789
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Yu Lingfeng                                                                       612,921                                      612,921
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Chen Xinqiang                                                                     612,400                                      612,400
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Zhang Meilan                                                                      513,560                                      513,560
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Li Jianping                                                                       455,569                                      455,569
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
CORE PACIFIC-YAMAICHI
                                                                                             placed in
INTERNATIONAL (H.K.)                                                              424,550                                      424,550
                                                                                             domestic
LIMITED
                                                                                             exchange

                                                                                             Foreign shares
Chen Houping                                                                      423,561 placed in                            423,561
                                                                                             domestic



                                                                                                                                     55
                                                         Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Liu Guosheng                                                                       345,575                                        345,575
                                                                                             domestic
                                                                                             exchange

                                                                                             Foreign shares
                                                                                             placed in
Lin Fan                                                                            303,400                                        303,400
                                                                                             domestic
                                                                                             exchange

                                       There is no affiliated relationship between the top ten non-restricted tradable shareholders and
                                       the controlling shareholder China Military Equipment Group Co., Ltd. nor do they belong to
Action-in-concert among top 10         the consistent actors stipulated in the Administrative Measures for the Acquisition of Listed
non-restricted current share holders, Companies; it is unknown to the company whether there is an affiliated relationship between
top 10 non-restricted current share    the top ten non-restricted tradable shareholders as well as between the top ten non-restricted
holders and top 10 shareholders        tradable shareholders and the other top ten shareholders, or whether they are included in the
                                       consistent actors stipulated in the Administrative Measures for the Acquisition of Listed
                                       Companies.

Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a
buy-back agreement dealing in reporting period.
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company
have no buy –back agreement dealing in reporting period.

2.Controlling shareholder

Nature of Controlling Shareholders: Central state owned holding
Type of Controlling Shareholders:Legal person
                                         Legal
   Name of the Controlling
                                  representative/Leade Date of incorporation       Organization code      Principal business activities
          shareholder
                                           r


                                                                                                          Investment, operation and
                                                                                                          management of state-owned
                                                                                                          assets:      research      and
                                                                                                          development,      production,
China Military Equipment                                                                                  guarantee and service of
                               Xu Ping                 June 29,1999            91110000710924929L
Group Co., Ltd.                                                                                           weapons and equipment;
                                                                                                          Research and development,
                                                                                                          manufacturing, sales and
                                                                                                          comprehensive services of
                                                                                                          vehicles,           electrical
                                                                                                          equipment,      photoelectric



                                                                                                                                        56
                                                         Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                                       information and products
                                                                                                       and        their   equipment,
                                                                                                       mechanical         equipment,
                                                                                                       engineering              and
                                                                                                       construction       machinery,
                                                                                                       chemical materials (except
                                                                                                       hazardous chemicals), fire
                                                                                                       fighting           equipment,
                                                                                                       medical and environmental
                                                                                                       protection equipment, metal
                                                                                                       and nonmetal materials and
                                                                                                       their products.



Equity of other                  Shares held and controlled by other domestic and overseas listed companies directly or indirectly:
domestic/foreign listed          1.43.12 by Chongqing Changan Automobile Co., Ltd.;2. 5.05% by Inner Mongolia Energy
company with share               Engineering Co., Ltd.;3. 63.69% by Baoding Tianwei Baobian Electric Co., Ltd; 4. 22.34% by
controlling and share            China Jialin Industry Co., Ltd. (Group);5. 31.43% by Hunan Tyen Machinery Co., Ltd.; 6. 51.42%
participation by                 by Harbin Dongan Auto Energy Co., Ltd.; 7.57.07% by Yunnan Xiyi Industrial Co., Ltd.;8.10.73%
controlling shareholder in       by Zhongyuan Special Steel Co., Ltd.;9. 25.44% by Chongqing Minsheng Ligistic Co., Ltd.;
reporting period                 10.42.43% by Lida Optical and Electronic Co., Ltd.


Change of holding shareholder
√ Applicable □Not applicable

New Controlling Shareholder Name                                     China Military Equipment Group Co., Ltd.

Date of Change                                                       December 20,2018

Query Reference on Designated Website                                www.cninfo.com.cn(Announcement No.:2018-074)

Disclosure Date on Designated Website                                December 22,2018


3.Information about the controlling shareholder of the Company

Actual controller nature:Central state owned Assets Management t
Actual controller type:Legal person
                                         Legal
    Name of the controlling                                Date of
                                   representative/per                         Organization code      Principal business activities
          shareholder                                   establishment
                                     son in charge

State-owned Assets Supervision
and administration Commission Not applicable                               Not applicable          Not applicable
of the State Council

Situation of domestic and
                                  Not applicable
abroad holding listed companies

Changes of the actual controller in the reporting period

                                                                                                                                     57
                                                Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


□Applicable √Not applicable
No Changes of the actual controller in the reporting period
Block Diagram of the ownership and control relations between the company and the actual controller




The actual controller controls the company by means of trust or managing the assets in other way

□Applicable √Not applicable

4.Particulars about other legal person shareholders with over 10% share held

□Applicable   √Not applicable

5.Situation of Share Limitation Reduction of Controlling Shareholders, Actual Controllers, Restructuring Party
and Other Commitment Subjects

□Applicable √Not applicable




                                                                                                                58
                                              Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                         VII. Situation of the Preferred Shares

□ Applicable √Not applicable
    The Company had no preferred shares in the reporting period.




                                                                                                              59
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




           VIII. Information about Directors, Supervisors and Senior Executives

I. Change in shares held by directors, supervisors and senior executives


                                                                                               Amount        Amount
                                                                                 Shares        of shares of shares                        Shares
                                                                                                                            Other
                                                         Starting    Expiry      held at       increased decreased                        held at
                           Office                                                                                          changes
    Name    Positions                  Sex   Age         date of     date of      the           at the       at the                         the
                           status                                                                                         increase/d
                                                         tenure      tenure     year-begi reporting reporting                            year-end(
                                                                                                                           ecrease
                                                                                n(share) period(sh period(sh                              share)
                                                                                                 are)         are)

Lv                                                      March       May
            Chairman In office       Male          49                                      0             0            0              0              0
Hongxian                                                18,2016     29,2020

Yan                                                     October     May
            Director     In office   Male          56                                      0             0            0              0              0
Xuechuan                                                11,2018     29,2020

Tan                                                     October     May
            Director     In office   Male          46                                      0             0            0              0              0
Mingxian                                                11,2018     29,2020

Zhou
                                                        May         May
Yongqian Director        In office   Male          46                                      0             0            0              0              0
                                                        25,2016     29,2020
g

                                                        May         Septembe
Ye Yuxin Director        Dimission Male            51                                      0             0            0              0              0
                                                        25,2016     r 19,2018

Yu                                                      May         Septembe
            Director     Dimission Male            52                                      0             0            0              0              0
Wenbiao                                                 25,2016     r 19,2018

            Director ,
            General                                     May         May
Fan Aijun                In office   Male          47                                      0             0            0              0              0
            Manager,                                    25,2016     29,2020
            CFO

                                                        April       May
Hao Lin     Director     In office   Male          56                                      0             0            0              0              0
                                                        29,2008     29,2020

Deng        Employee                                    March       May
                         In office   Male          41                                      0             0            0              0              0
Gang        Director                                    10,2016     29,2020

            Independ
Li                                                      May         May
            ent          In office   Male          55                                      0             0            0              0              0
Dingqing                                                23,2014     29,2020
            Director

            Independ
                                                        May         May
Wang Jun ent             In office   Male          56                                      0             0            0              0              0
                                                        25,2016     29,2020
            Director



                                                                                                                                                    60
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


           Independ
                                                 May       May
Peng Jue ent           In office   Female   64                             0        0         0        0         0
                                                 23,2014   29,2020
           Director

           Independ
Liu                                              May       May
           ent         In office   Male     38                             0        0         0        0         0
Zhiqiang                                         23,2014   29,2020
           Director

           Chairman
           of the
Lv         superviso                             May       May
                       In office   Female   50                             0        0         0        0         0
Cuiwei     ry                                    25,2016   29,2020
           committe
           e

Tao        Superviso                             May       May
                       In office   Male     53                             0        0         0        0         0
Xuqian     r                                     25,2016   29,2020

Wu         Superviso                             May       May
                       In office   Male     42                             0        0         0        0         0
Haiwen     r                                     25,2016   29,2020

           Employee
Xu                                               March     May
           superviso In office     Female   45                             0        0         0        0         0
Dongxia                                          10,2016   29,2020
           r

           Employee
Wu                                               May       May
           superviso In office     Male     38                             0        0         0        0         0
Yangmin                                          25,2017   29,2020
           r

Zhang      Deputy
                                                 March     May
Xiangdon General       In office   Male     44                             0        0         0        0         0
                                                 18,2016   29,2020
g          Manger

           Deputy
           GM,
Xue        CFO,                                  March     February
                       Dimission Male       37                             0        0         0        0         0
Gangyi     secretary                             18,2016   12,2018
           of the
           Board

           Deputy
Zhang                                            March     February
           General     Dimission Male       53                             0        0         0        0         0
Guofeng                                          18,2016   12,2018
           Manager

           Deputy
Deng                                             March     May
           General     In office   Male     53                             0        0         0        0         0
Xianming                                         18,2016   29,2020
           Manager

           Deputy
                                                 March     May
Cao Bing General       In office   Male     47                             0        0         0        0         0
                                                 18,2016   29,2020
           Manger




                                                                                                                 61
                                                              Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


            Deputy
Hu                                                            Septembe May
            General     In office    Male                45                                      0     0            0   0     0
Jiawang                                                       r 20,2018 29,2020
            Manager

            Secretary
Zhang                                                         May         May
            of the      In office    Male                32                                      0     0            0   0     0
Hushan                                                        17,2018     29,2020
            Board

Total           --           --         --          --            --          --                 0     0            0   0     0


II. Change in shares held by directors, supervisors and senior executives

√ Applicable □ Not applicable

        Name             Positions           Types                     Date                                Reason

                     Deputy General
                     Manager, CFO,                            February
Xue Gangyi                              Dismissal                                  Job changes
                     Secretary of the                         12,2018
                     Board

                     Deputy General                           February
Zhang Guofeng                           Dismissal                                  Job changes
                     Manager                                  12,2018

Fan Aijun            CFO                                      April 26,2018        Board appointment

                     Secretary of the
Zhang Hushan                                                  May 17,2018          Board appointment
                     Board

                     Deputy General                           September
Hu Jiawang                                                                         Board appointment
                     Manager                                  20,2018

                                                              September
Ye Yuxin             Director           Dimission                                  Job changes
                                                              19,2018

                                                              September
Yu Wenbiao           Director           Dimission                                  Job changes
                                                              19,2018

Yan Xuechuan         Director                                 October 11,2018 Shareholders' meeting election

Tan Mingxian         Director                                 October 11,2018 Shareholders' meeting election


III. Status of service

Working experiences of current directors, supervisors, and executives
Situation by the end of 2018:

Lv Hongxian: Male, Born in 1969 April, MBA, senior engineer, senior economist. Once worked for Jianshe
Industrial (Group) Co., Ltd. (Jianshe Group) as vice head of promotion dept., head of CCP office, head of HR
division of CCP committee, assistant to the general manager, vice chief secretary of CCP committee, director,
chief secretary of CCP committee, and chairman of the union; for the Company as chief secretary of the CCP
committee, chairman of the Supervisory Committee, and director; for Jinan Qinqi as general manager and
Chairman. At present he’s the general manager , director , Secretary of the party committee and Chairman of
Jianshe Mechanical and Electric, He served as Chairman of the Company.



                                                                                                                              62
                                                Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


     Mr. Yan Xuechuan, male, was born in September 1963, MBA, senior economist. He had served as deputy
chief economist and director of the business plan department of 5618 factory; served as deputy director and deputy
secretary of the party committee, secretary of the disciplinary committee, secretary of the party committee of 5618
factory; he was the director and party secretary of Hunan Huanan Optoelectronics (Group) Co., Ltd.; served as
Standing member of Dandong Municipal Committee of Liaoning Province, Deputy Mayor (Temporarily held) of
Dandong; served as director, party committee secretary, worker union chairman in Jianmo B; he had served as
Party Committee Secretary, Disciplinary Committee Secretary, and worker union Chairman in Construction
Electromechanical. Currently, he serves as the director, general manager and deputy secretary of the party
committee of the company; he is a director of the Company.
     Mr. Tan Mingxian, male, was born in May 1973, bachelor degree in accounting, senior accountant, Chinese
Certified Tax Agent, Certified Management Accountant (CMA). He had served as Supervisor, Deputy Minister and
Minister of Finance Department of Chongqing Wangjiang Industrial Co., Ltd.; served as Chief Accountant of
Sichuan Xiguang Industrial Group Co., Ltd; severed as Deputy Minister of Finance Department of Chongqing
Chang’an Industrial Group Co., Ltd.; severed as Deputy Chief Accountant of Chongqing Wangjiang Industrial Co.,
Ltd; he was a supervisor of supervisory board of China Jialing, Jianmo B, Jinan Qingqi, and Luoyang North; he
had served as Office Director of Southern Motorcycle Supervisory Affairs Office; severed as Chief Financial
Officer of Chongqing Southern Motorcycle Technology R&D Co., Ltd. Currently, he is the chief accountant of
Construction Electromechanical; he is a director of the Company.
Zhou Yongqiang, male, was born in December 1972, bachelor degree in engineering management, senior
economist. He had served in China Jialing Group in posts of section chief of investment management section,
section chief of Investment Planning Section, deputy director of investment management department, Assistant
Minister of planning department and Assistant Minister of development department; he had served as Vice
Minister (executive) of enterprise development department of China Jialing Group, deputy general manager of
Chongqing Jiufang Foundry Co.,Ltd and general manager of Chongqing Jiufang Foundry Co.,Ltd; he had served
as general manager assistant with concurrent post of minister of development planning, and deputy general
manager of China Jialing Group, and minister of capital operation of Military Motorcycle. Currently, he serves as
director of corporate development department of motorcycle division of Military Equipment Group, deputy chief
economist and minister of development operation department of Military Motorcycle, director of Luoyang
North Enterprise Group, director of Ji'nan Qingqi Co., Ltd, director of Jianshe Mechanical and Electric Company
and director of the company.
Fan Ai’jun, male, was born in July 1971, postgraduate degree of business management, engineer. He had served as
workshop technician, office secretary, deputy director of general administration, and deputy chief of staff of
Construction Group; he had served as vice general manager of Pan India Construction Co., Ltd, section chief of
overseas business section of Chongqing Jianya, deputy chief, and section chief of matching section, and section
chief of matching section of automobile division of the company; he had served as vice general manager, and
general manager of automotive air-conditioner compressor division, and he had served as vice general manager of
the company; currently, he serves as deputy party secretary of Jianshe Mechanical and Electric Company, and he
is the general manager and director of the company.
Hao Lin: Male, born in 1963, Master. At present he’s Chairman of Chongqing Tongkang Technologies Co., Ltd.,
and Director of the Company. He served as Director of the Company.

Deng Gang, male, was born in September 1977, bachelor degree of mechanical design and manufacture, political
engineer, economist, certified quality engineer, senior administrator of human resources management. He had
served as deputy leader of technical team of the eighth workshop of Jianshe Group, and minister of technical

                                                                                                                63
                                               Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


quality of Spring Company; he had served as minister of technical quality of the company’s Components
Manufacturing Company, director of committee cadre management office, and deputy minister of technical
quality assurance department of Jianshe Group; he had served as minister of personnel administration of
Automotive Conditioning, senior manager of Southern Motorcycle, and minister of comprehensive management
department of Automotive Conditioning; currently, he is the minister of business planning department and
employee director of the company.

Li Dingqing: Male, born in 1963 May, Master, Professor of Accounting once vice head of financial office of
Chongqing Business School; vice chief of Accounting Dept. of Chongqing Business School; vice dean of
Accounting Dept.; dean of Technical Dept. At present he’s the dean of Accounting Dept. of Chongqing University
of Business; independent director of the Company, Yushanxia A, and Kelin Environmental protection Company.


    Wang Jun, male, was born in August 1962, bachelor degree. He had served as technical head of the fifth

workshop, and deputy head of supply and marketing section of Chongqing TongJunGe Pharmaceutical Co.,Ltd; he

had served as manager of Shanghai Wanguo Securities Co., Ltd Chongqing Sales Office, manager of Shenyin

Wanguo Securities Co., Ltd Chongqing Sales Office, general manager of Chongqing investment banking of

Investment Banking Division of Shenyin Wanguo Securities Co., Ltd and Shenyin Wanguo Securities Co., Ltd

Chongqing Sales Office; he had served as independent director of the company, independent director of China

Jialing, independent director of Chongqing Water, secretary general of Chongqing Securities Association,

consultant of Chongqing capital operation and asset restructuring leading group, and expert advisor for Mayor of

Chongqing Municipal People's Government. Currently, he serves as general manager of Chongqing Branch

Shenwan Hongyuan Securities Co., Ltd, council member of Chongqing securities and Futures Industry

Association, independent director of Chongqing Yuxin Group Co., Ltd, outside director of Chongqing Yu Fu

Asset Management Group Co., Ltd, and independent director of the company.

  Peng Jue: female, born in 1954, Doctor of Management, Professor of Accounting Once he was accountant of
Supply & Sales Dept of Chengdu Coal Industry Administration; assistant professor of History School of
Chongqing Normal University; lecturer of Southwestern University of Agriculture. At present he’s the head of
Business & Management School of Southwestern University; independent director of the Company, Tongjunge,
and Southwestern Pharmacy. She served as independent Director of the Company.

Liu Zhiqiang: Male, born in 1981 September, JD, finance postdoctoral. Once he was the clerk of Shanghai Bureau
of Finance and Chongqing International Trade Commission; assistant of the head of Chongqing Beibei Tiansheng
Community Office. Currently he’s associated professor of Southwestern University Politics and Law; partner of
Taihetai Law Firm, and independent director of the Company and Taihe Health and the Company.

Lv Cuiwei: Female, born in 1968 July, Bachelor degree, senior economist. once secretary of Youth Party of
Jianshe Group, office manager of CCP office, PR director of CCP party of Jianshe Industry, vice dean of party

                                                                                                               64
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


school, director of PR office of CCP committee. At present she’s the director of Auditing and Legal department,
employees’ supervisor of the Company.She served as secretary of Jianshe Mechanical and Electric Company,
Chairman of the board of supervisors of the Company.

Tao Xuqian: Male, born in 1965 May, Bachelor degree, senior economist. Once worked for Jianshe Group as vice
director of discipline office, vice head of supervisory division; for Jianshe Industry as vice director of discipline
office, and vice head of supervisory division; for the Company as vice head of CCP public relationship division,
head of supervisory division. At present he’s the vice chief secretary of discipline division of Jianshe Mehanical
and Electric Company, office manager of discipline division and head of supervisory division, supervisor of the
Company.

  Wu Haiwen, male, was born in September 1976, master degree of human resource development and management,

political engineer, senior administrator of human resources management. He had served as director of party

committee cadre management Office, deputy director of Components Factory, and deputy head of the fifth

workshop of Firearms division of Construction Group; he had served as deputy section chief of material supply

section, vice minister of material purchasing department, and minister of human resources of the company; he had

served as minister of human resources of Jianshe Machinery. Currently, he serves as minister of business planning

department of Jianshe Mechanical and Electric Company, and he is a supervisor of the company.

Ms. Xu Dongxia, female, was born in August 1973, Bachelor of information technology, engineer, political

engineer title. She had served as technician of Sichuan Jindu Photoelectric Instrument Factory, section chief of

office information management of Construction Group, served in Construction Industry Development Planning

Department for responsible of statistics and operation management; she had served as practice section chief of

warehouse center of Chongqing Jianya, deputy director of logistic center, deputy minister of marketing

department of sales company, deputy minister of marketing department, and deputy minister of business planning

department of the company, and she served as deputy minister of business planning department of Jianshe

Mechanical and Electric Company. Currently, she serves as minister of party supervision department and

employee-supervisor of the company.

     Wu Yangmin, male, born in October, 1980, bachelor's degree in business administration, assistant economist.

He used to be the salesman of the sales company of Jianshe Group, the manager of the direct-run store, and the

secretary of the Communist Youth League branch, and the reporter and editor of the Jianshe Industry of the

Propaganda Department; director of the general office of the office of the company; vice minister and office

director of vehicle air conditioning integrated management department. Currently he is working as the director of

the company's office, director of party office, employee supervisor.


                                                                                                                  65
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


     Zhang Xiangdong, male, was born in May 1974, master degree of ideological education, with title of

economist. He had served as technician of the 34th workshop, head of technical room of technical department of

Foundry Factory, and chief of third section of processing line of casting department of Foundry Factory of

Construction Group; he had served as officer of company union, salesman of sales company, head of company

union office, and deputy minister of democratic management department of company union of the company; he

had served as deputy leader of the preparatory group of Construction Industry Union, and served as the vice

chairman of the union, and vice chairman (executive) of company union; he had served as party general branch

secretary of Automotive Air-conditioning, and vice general manager of Automotive Air-conditioning; currently, he

serves as secretary of the party committee, secretary of the Commission for Inspecting Discipline of the Company

     , and vice general manager of Automotive Air-conditioning .

     Deng Xianming, male, was born in August 1965, bachelor of business management, engineer title. He had

served as chief of the eighth factory room, assistant manager of automotive air-conditioning, technical chief of

technical section, minister of manufacturing department, and deputy minister of production guarantee department

in Construction Group; he had served as chief of the office of safety and environmental protection committee of

the company, minister of environmental security department of the company, and vice general manager of

automotive air-conditioning. Currently, he serves as the company’s vice general manager, and vice general

manager of Automotive Air-conditioning .

     Mr.Hu Jiawang, male, was born in April 1974, bachelor's degree in foundry, on-the-job postgraduate, senior

political engineer, engineer, and senior human resources manager. He had served as deputy secretary and deputy

Division Chief of the company's foundry plant party branch, secretary and deputy director of the foundry plant party

branch of the engine division, Division Chief of the comprehensive management department of the engine division,

Division Chief of the comprehensive management department of the manufacturing department, secretary of the

party branch, and deputy minister of the human resources department, vice chairman of the Association for Science

and Technology, Minister of the Party and Mass Work Department, Vice Chairman of the Worker Union, Minister

of Human Resources and Secretary of the Party Branch. Currently, he is the deputy general manager of the

Company and the minister of the new energy division.

  Mr. Zhang Hushan, male, was born in August 1987, bachelor degree, political engineer title. He had served as the

operation administrator in the company's business planning department and secretary of the league branch of the

business cooperation group (during the period of 2011.08~2013.02, worked in the capital operation department of



                                                                                                                 66
                                                     Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


China South Industries Group Corporation); served as the general affairs officer of the company office, and he was

the member of the Youth League Committee and the secretary of the league branch of the second group; he had

severed as deputy minister of the Business Planning Department and deputy minister of the Automotive Air

Conditioning Business Planning Department. Currently, he is the deputy minister of the company's business

planning department (the secretary-general office) and the deputy director of the secretary-general office; and he is

the secretary of the Board of the Company.

  Office taking in shareholder companies
√Applicable □Not applicable
                                                                                                                Does he /she
                                                               Titles
 Names of the                                                                                                        receive
                                                            engaged in    Sharing date of   Expiry date of
  persons in            Names of the shareholders                                                             remuneration or
                                                                  the       office term      office term
    office                                                                                                   allowance from the
                                                           shareholders
                                                                                                                   shareholder

                                                           Secretary of
                Jianshe Mechanical and                     the party      December
Lu Hongxian                                                                                                  Yes
                Electric(Controlling shareholder)         committee      30,2015
                                                           Chairman

                                                           Director,
                                                           General
                Jianshe Mechanical and Electric(A         Manager,
Yan Xuechuan wholly-owned subsidiary of a controlling      Vice           August 14,2018                     Yes
                shareholder)                              secretary of
                                                           the party
                                                           committee

                Jianshe Mechanical and Electric(A
                                                           Chief
Tan Mingxian    wholly-owned subsidiary of a controlling                  August 14,2018                     Yes
                                                           accountant
                shareholder)

                                                           Director of
Zhou            Southern Motorcycle (subsidiary of the     Enterprise
                                                                          July 1,2013                        Yes
Yongqiang       holding shareholder)                       Development
                                                           Dept

Offices taken in other organizations
√Applicable □Not applicable
                                                                                                                    Take
    Names                   Name of the parties               Positions      Job started       Job ended        remunerations
                                                                                                                from the party
Hao Lin         Chongqing Tongke Technology Co., Ltd.      Chairman        July 1,1999                        Yes

                Chongqing Technology and Business                          December 31,
Li Dingqing                                                DEAN                                               Yes
                University School of Accountancy                           2012


                                                                                                                                 67
                                                  Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


               Shenwan Hongyuan Securities Co., Ltd.   General
Wang Jun                                                              August 1,2015                       Yes
               Chongqing Office                        manager

               Southwest University School of Economics Department
Peng Jue                                                              May 7,2014                          Yes
               and Management                           head

Liu Zhiqiang   Tahota Law firm                         Partner        May 31,2012                         Yes

Punishments to the current and leaving board directors, supervisors and senior managers during the report period
by securities regulators in the recent three years
□ Applicable √Not applicable

IV. Remuneration to directors, supervisors and senior executives

Decision-making procedures, basis for determination and actual payment of the remuneration to directors ,
supervisors and senior executives
The Company gives rewards to executives on annual basis which consist of basic annual rewards and performance
rewards. Basic annual rewards are paid on monthly basis and performance rewards are distributed basing on the
During the reporting period, there were 15 directors and supervisors who received remuneration from the compan
y and paid a total of 3.1315 million yuan. As of the end of the period, the above salaries have been paid on schedu
le.
Remuneration of directors, supervisors, and executives in the report period
                                                                                                                In RMB10,000

                                                                                             Total          Remuneration
                                                                                         remuneration      actually receives
     Name           Positions              Sex          Age            Office status
                                                                                       received from the at the end of the
                                                                                         shareholder       reporting period

Lv Hongxian     Board chairman      Male                         49 In office                             Yes

Yan Xuechuan    Director            Male                         56 In office                             Yes

TanMingxian     Director            Male                         46 In office                             Yes

Zhou Yongqiang Director             Male                         46 In office                             Yes

Ye Yuxin        Director            Male                         51 Dimission                             Yes

Yu Wenbiao      Director            Male                         52 Dimission                             Yes

                Director, General
Fan Aijun                           Male                         47 In office                        45.66 No
                Manger CFO

Hao Lin         Director            Male                         56 In office                             Yes

                Employee
Deng Gang                           Male                         41 In office                        23.38 No
                Director

                Independent
Li Dingqing                         Male                         55 In office                           3 No
                Director

                Independent
Wang Jun                            Male                         56 In office                           3 No
                Director


                                                                                                                           68
                                                      Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                  Independent
Peng Jue                             Female                          64 In office                     3 No
                  Director

                  Independent
Liu Zhiqiang                         Male                            38 In office                     3 No
                  Director

                  Chairman of the
Lv Cuiwei         supervisory        Female                          50 In office                         Yes
                  committee

Tao Xuqian        Supervisor         Male                            53 In office                         Yes

Wu Haiwen         Supervisor         Male                            42 In office                         Yes

                  Employee
Xu Dongxia                           Female                          45 In office                 20.44 No
                  Supervisor

                  Employee
Wu Yangmin                           Male                            38 In office                 16.37 No
                  Supervisor

                  Deputy General
Zhang Xiangdong                      Male                            44 In office                 37.93 No
                  Manager

                  Deputy General
                  Manager, CFO,
Xue Gangyi                           Male                            37 Dimission                 25.58 No
                  secretary of the
                  Board

                  Deputy General
Zhang Guofeng                        Male                            53 Dimission                 34.85 No
                  Manager,

                  Deputy General
Deng Xianming                        Male                            53 In office                 31.63 No
                  Manager,

                  Deputy General
Cao Bing                             Male                            47 In office                 33.58 No
                  Manager,

                  Deputy General
Hu Jiawang                           Male                            45 In office                 18.92 No
                  Manager,

                  Secretary of the
Zhang Hushan                         Male                            32 In office                 12.81 No
                  Board

Total                     --                  --                --              --               313.15         --

Incentive equity to directors, supervisors or/and senior executives in the reporting period
□Applicable√Not applicable

V. Particulars about employees.

1. Staff jobs, education, job title number and proportion refer to the following pie chart:


Number of in-service staff of the parent company(person)                                                            342

Number of in-service staff of the main subsidiaries(person)                                                         809



                                                                                                                        69
                                                        Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


Total number of the in-service staff(person)                                                                      1,151

Total number of staff receiving remuneration in the current
                                                                                                                    1,151
period(person)

The number of the parent company and the main subsidiary’s
                                                                                                                        132
retired staffs who need to bear the cost(person)

                                                              Professional

              Classified according by Professions                              Number of persons(person)
                           Production                                                                                   773

                              Sales                                                                                      34

                           Technical                                                                                    200

                            Financial                                                                                    38

                         Administrative                                                                                 106

Total                                                                                                               1,151

                                                               Education

              Classified according by Professions                              Number of persons(person)

Mid-school or below                                                                                                     706

Colleges or above                                                                                                       222

Universities or above                                                                                                   209

Postgraduate or above                                                                                                    14

Total                                                                                                               1,151


2. Remuneration policies

The mode of piecework wage for production personnel was carried out. Sales commissions are employed to sales
personnel. Other employees will enjoy the basic broadband salary.

3.Training plan

In 2018, 43 items, 44 sessions were planned for the company’s training program of the year, 43 items, 50 sessions
on the company level were actually completed, 47 sessions of the department level, 54 external training was
implemented and completed, a total of 2943 staff were trained, the total training hour reached 30381 hours, the
average training hours for the staff of the company reached 33 hours, the company’s annual training program

4. Outsourcing situation

□ Applicable √ Not applicable




                                                                                                                          70
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report




                                     IX. Administrative structure

I.Basic state of corporate governance

     The company has established a decision-making, supervision and management system based on the general
structure of the general meeting of shareholders, the board of directors, the board of supervisors, and the
management layer in accordance with the laws and regulations of the Company Law, the Securities Law, and the
Governance Standards for the Administration of Listed Companies. The company constantly improves its internal
control system and promotes the corporate governance. The current situation of corporate governance is basically
consistent with the relevant requirements of listed companies' governance rules.

Ⅰ Shareholders and Shareholders’ Meeting

      The governance structure established by the company can protect all shareholders, especially small and
medium shareholders, with equal status, shareholders enjoy equal rights according to their shares and undertake
corresponding obligations. In accordance with the Rules of the General Meeting of the Shareholders of Listed
Companies and the Rules of the Shareholders' Meeting, the company convenes the shareholders' meeting, and
improves the participation of the shareholders by providing a combination of on-site voting and network voting.

Ⅱ Controlling Shareholders and Listed Company

Our controlling shareholder is Military Equipment Group , and the actual controller is the State-owned Assets
Supervision and Administration Commission. Neither the controlling shareholder nor the actual controller, beyond
the shareholders’ meeting, has directly or indirectly intervene in decisions or operation activities of company. Our
company has independent and complete business with capacity of independent operation. Our business,
employees, assets, organizations and finance are all independent from the controlling shareholder. Our board of
directors, board of supervisors and internal organizations all enjoy their independent operations.

Ⅲ Directors and Border of Directors

      The board of Directors consists of 11 directors, including 1 directors, 4 independent directors and 1 staff
director. The board consists of 4 special committees: strategy, audit, remuneration and assessment, and
nomination.

      The composition of the board of directors, the qualifications of directors and the procedures for selection
and appointment are in conformity with the relevant laws, regulations and the provisions of the Articles of
Association. The directors can work in accordance with the rules and regulations of the Articles of Association,
the Rules of the Board of Directors, the System of Independent Directors, and the rules of the work of the
committees, convene and attend the special committees, board of directors and shareholders' meetings, and
faithfully and diligently perform their duties and obligations to safeguard the interests of the company and all
shareholders.

Ⅳ Supervisors and Board of Supervisors

     The company's board of supervisors consists of five supervisors, including one director of the board of
supervisors and two staff supervisors. The composition of the board of supervisors, the qualifications of the
supervisors and the procedures for selection and appointment are in conformity with the relevant laws, regulations

                                                                                                                  71
                                                Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


and the provisions of the Articles of Association. The supervisors can convene the board of supervisors, attend the
board of directors and attend the general meeting of shareholders in accordance with the requirements of the
regulations of the Articles of Association and the Rules of the Board of Supervisors, and supervise the
performance of the company's finance, directors and executives effectively, and safeguard the interests of the
company and the shareholders.

Ⅴ Information Disclosure and Transparency

The secretary to the board of directors appointed by our company is responsible for the information disclosure,
coordinating relations between company and investors and receiving shareholders and their consultations. The
secretary should disclose real, accurate, complete and real-time information in strict accordance with some
relevant laws and regulations and rules of Information Disclosure Management Method, and make sure that all
shareholders are capable of acquiring information with equal chance. During the report period, information of
financial data and production-sales-stock statement related to motorcycles and air condition compressors was sent
to the Chongqing Economic and Information Commission, the Statistical Bureau of Banan District and the
controlling shareholder. According to the Regulation System of External Information Submission and Utility and
the Registration and Regulation System of Internal Information Insiders, external personnel in relevant external
organizations will be registered as insiders for further reference by our company. Those external personnel will be
reminded to undertake the responsibility of keeping secret. At the same time, our company tries to persist in the
equal principle of information disclosure to ensure that all investors have equal access to the same information.
Our company always appoints specific media to voluntarily disclose the information of production and sales of
main products when we report relevant information monthly. In the report period, no case of undisclosed
information leaked which caused the abnormal price and volume movement occurred.
Does there exist any difference in compliance with the corporate governance , the PRC Company Law and the
relevant provisions of CSRC,
√Yes □No
There exist no difference in compliance with the corporate governance , the PRC Company Law and the relevant
provisions of CSRC.

II. Independence and Completeness in business, personnel , assets, organization and finance

The Company is completely separate from the holding shareholder in aspects of business, asset, finance, and
organization. It has its independent business operation.
1. Business: The Company has independent and complete development, purchase, production and marketing
system. The Company is capable to perform business operation independently.
2. Personnel: The Company established independent functional department responsible for labor, personnel and
wage management and formed labor, personnel and wage management system.
3. Asset: The Company’s assets are independent and complete. The assets are registered, booked, accounted, and
administrated independently.
4. Organization: The Company has established an organizational structure that is independent of its controlling
shareholder. The organs of the Company are able to exercise their functions independently.
5. Finance: The Company has set up independent finance department, formed independent financial accounting
system, established and perfected financial control system and internal control measures, opened independent
bank accounts and paid taxes independently.




                                                                                                                72
                                                            Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


III. Competition situations of the industry

□ Applicable √ Not Applicable

IV. Annual General Meeting and Extraordinary Shareholders’ Meetings in the Reporting Period

1.Annual General Meeting


                                                       Investor
       Sessions                  Type                                    Meeting Date        Disclosure date       Disclosure index
                                                  participation ratio

                                                                                                                  For details please
                                                                                                                  find the Resolutions
                                                                                                                  of Shareholders’
                       Annual
Annual General                                                                                                    Meeting 2017,
                       Shareholders’                         75.31% May 17,2018            May 18,2018
Meeting of 2017                                                                                                   Announcement
                       General Meeting
                                                                                                                  2018-033 at
                                                                                                                  http://www.cninfo.co
                                                                                                                  m.cn

                                                                                                                  For details please
                                                                                                                  find the Resolutions
                                                                                                                  of the first
The First
                                                                                                                  Extraordinary
Extraordinary          Provisional
                                                                                                                  Shareholders’
shareholders’         shareholders’                         74.45% October 11,2018        October 12,2018
                                                                                                                  Meeting of 2018,
General meeting in     General meeting
                                                                                                                  Announcement
2018
                                                                                                                  2018-056 at
                                                                                                                  http://www.cninfo.co
                                                                                                                  m.cn


2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore

□ Applicable √Not applicable


V. Responsibility performance of independent directors in report period

1. The attending of independent directors to board meetings and shareholders’ general meeting


                                                  The attending of independent directors

                       Number of                          Number of                                        Failure to      Number of
                         Board          Number of          meetings      Number of                        personally      attendance at
   Independent                                                                             Number of
                        meetings           spot           attended by   attendances by                    attend board       general
     Directors                                                                              absence
                     necessary to be    attendances     Communicatio representative                        meetings        meetings of
                     attended in the                              n                                       successively     shareholder



                                                                                                                                         73
                                                  Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                    reporting                                                            twice (Yes/No)
                     period

Li Dingqing                     7           4             3              0             0 No                       2

Wang Jun                        7           3             3              1             0 No                       2

Peng Jue                        7           4             3              0             0 No                       2

Liu Zhiqiang                    7           4             3              0             0 No                       2

Notes to failure to personally attend Board Meetings Successively Twice

2.Objection of independent directors on some relevant issues

Objection of independent directors on some relevant issues
□ Yes     √No
Independent directors proposed no objection against the relevant matters in the reporting period.

3. Other notes to duty performance of independent directors

Has an independent director’s advice to the Company been accepted
√Yes    □No
Explanation on acceptance of or failure to accept an independent director’s advice to the Company.
       In 2018,Independent directors of the company through field visits, consult company data, listen to reports,
understand the company's business operations, concerned about the company's cost control, the use of two gold,
the investment risk of foreign joint venture establishment and the competition with the company's peers and other
major aspects. Provide professional advice and management advice to the board of directors on major corporate
decision-making matters in their respective fields of expertise, including: accelerating product transformation and
upgrading, reducing financial expenses, and strengthening overseas business risk management and control. The
company carefully listened to and adopted the recommendations of independent directors, constantly improved
and improved the company's management level, and further promoted the healthy development of the company.

VI. Duty Performance of Special Committees under the Board of Directors in the Reporting Period

Fulfilling of duties of the committees from the date of previous annual report to the date before this report:
(I) The Auditing Committee held two meetings according to the Auditing Committee Working Criteria and
Auditing Committee Annual Report Working Procedures. They were:
     (1) Opinions about changes in the accounting policy
     On June 15, 2018, the Ministry of Finance issued the "Notice on the Revision and Issuance of the Format of
Financial Statements for General Enterprises in 2018" (No. 15-[2018] Accounting) (hereinafter referred to as the "
Notice"), stipulated that enterprises that have not yet implemented the new financial standards and new revenue
standards are applicable to this notice’s provision for the preparation of the 2018 financial statements.
     It complies with relevant regulations for the company implementing the above accounting policy, which can
more objectively and fairly reflect the Company's financial status and operating results. It’s recommended that the
board of directors adjusts the company's current accounting policy in accordance with the above provision.
     (2) Opinions on the 2018 annual financial statements prepared by the Company's finance department


                                                                                                                  74
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


The meeting reviewed the “Overall Audit Plan” prepared by the Company's annual auditing accountant and
reviewed the 2018 annual financial statements provided by the Company's finance department. The meeting held
that the formulation of the company's accounting statements meets the requirements of the Accounting Standards
for Enterprises and other related regulations, the accounting policies and accounting estimates basically reflect the
company’s assets, operating conditions and cash flow, and agreed to submit to the accounting firm for preliminary
review.

2. The audit committee of the company communicated and supervised the accounting firm during the audit of the
annual report. On March 18, 2019, the accounting firm submitted preliminary review opinions to the company. On
March 21, 2019, the Audit Committee convened its second meeting in 2019 and reviewed the company’s 2018
annual accounting statements again, the review opinions are: the formulation of the company’s 2018 accounting
statements complies with the requirements of the Accounting Standards for Business Enterprises, and all
expenditures are reasonable, the recognition of income, expenses, and profits is in compliance with laws,
regulations, and relevant regulations, it truthfully and completely reflects the company's financial status, operating
results and cash flow, and it is agreed to submit to the company's board of directors for review.

      The meeting also summarized the annual auditing work of the accounting firm in 2018, which held that:
Zhongxingcai Guanghua Certified Public Accountants LLP diligently and conscientiously performed the audit of
the company's 2018 financial and internal control, complied with the requirements of the Chinese Certified Public
Accountant Auditing Standards, abode by the professional ethics standards of the accounting firm, and expressed
their opinions objectively and impartially on the company’s accounting statements. It is recommended to continue
to employ Zhongxingcai Guanghua Certified Public Accountants LLP for the company's 2019 annual financial
statements and internal control audit work, and according to the changes in the scope of company consolidation
and with reference to the professional accounting market of the accounting firm, it is recommended that the
financial statement audit fee be RMB 450,000 and the internal control audit fee be RMB 150,000.

(II) According to the Working Rules of the Strategy Committee, the strategy committee of the board of directors
held two meetings this year, specific details are as follows:

     1. On January 3, 2019, the Strategy Committee held its first meeting in 2019, in which the matter of purchasing
the Construction HANON equity was reviewed, with the opinion is as following:
     It’s considered that the Company's purchase of 24.64% stake of Construction HANHN held by Construction
Electromechanical can further highlight the company's main business development and reduce the related
transactions with Construction Electromechanical. It’s agreed to submit the “Proposal on Purchasing the Equity of
Chongqing Construction HANON Automobile Thermal Management System Co., Ltd” to the Board of Directors
for deliberation.
     2. The Company's strategy committee held its second meeting in 2019 on March 21, 2019, which analyzed
the overall economic environment, industry development trends, its own advantages and problems, and discussed
and proposed the development ideas of the next three years and the work priorities in 2019 for the Company’s
automotive air-conditioning compressor business.
       (III) The Remuneration and Assessment Committee of the Board of Directors held the first meeting of 2019
on January 7, 2019 in accordance with the Working Rules of the Remuneration and Assessment Committee. The
meeting formed the following opinions:

    In accordance with the company's Advanced Management Evaluation and Awards and Incentive System,
according to the company's production and operation conditions, combined with the work assessment of senior
management personnel in charge, it is believed that the annual salary levels of the company's directors and senior

                                                                                                                   75
                                                 Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


management personnel are in line with relevant company regulations and actual conditions.


     (IV) The Nomination Committee of the company’s board of directors has held three meetings in the year in
     accordance with the Detailed Rules for the Nomination Committee, details are as follows:

    1. The company's nomination committee held its second meeting in 2017 on May 15, 2018. The meeting
formed the following opinions:

     Upon review, it’s considered that Mr. Zhang Hushan serving as the secretary of the board of directors is in
compliance with the requirements by the Shenzhen Stock Exchange Listing Rules and the Articles of Association of
the Company. He has the ability to perform the duties in terms of qualifications, and is qualified to perform the
duties required by the position employed. It’s agreed to submit the “Proposal to Hire Zhang Hushan as Secretary of
the Board of Directors” to the Board of Directors for deliberation.
     2. The company's nomination committee held its Third meeting in 2018 on September 12, 2018. The meeting
formed the following opinions:

     It is agreed to recommend Yan Xuechan and Tan Mingxian as Director candidate, recommend Hu Jiawang as
deputy general manager of the company, the above personnel have the ability to perform their duties in terms of
qualification and are competent for the duties and responsibilities of the positions they are engaged in. Agreed to
submit to the board of directors for review.

    3. The company's nomination committee held its Frist meeting in 2019 on March 20, 2019. The meeting
formed the following opinions:

      It is agreed to recommend Dong Qihong and Zhang Di as Director candidate, recommend Yu Wenbiao, Fan
Aijun and Tan Mingxian as deputy general manager of the company, recommend Tan Mingxian as CFO of the
Company, the above personnel have the ability to perform their duties in terms of qualification and are competent
for the duties and responsibilities of the positions they are engaged in. Agreed to submit to the board of directors
for review.

VII. Work of the supervisory Committee

Did the supervisory Committee find any risk existing in performing the supervision activities in the reporting
period
□Yes   √No
The supervisory Committee has no objection agent any matters under supervision in the reporting period



VIII. Assessment and incentive Mechanism for Senior executives

The Company gives rewards to executives on annual basis which consist of basic annual rewards and performance
rewards. Basic annual rewards are paid on monthly basis and performance rewards are distributed basing on the
annual assessment on their performances and duties as well as democratic assessment.




                                                                                                                 76
                                                            Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


IX. Internal control situations

1.Specific situations on major defects of internal control discovered during report period

□ Yes √ No

2.Self-evaluation report on internal control


Disclosure date of appraisal report on
                                              April 25,2019
internal control

Disclosure index of appraisal report on
                                              Juchao Website:(http://www.cninfo.com.cn),Announcement No.2019-035
internal control

Proportion of total unit assets covered by
appraisal in the total assets of the
                                                                                                                                    80.00%
consolidated financial statements of the
company

Proportion of total unit incomes covered
by appraisal in the total business incomes
                                                                                                                                    96.00%
of the consolidated financial statements of
the company

                                                   Standards of Defects Evaluation

                   Category                                   Financial Report                          Non-financial Report

                                              General defects: ① Minor financial loss; Indicator           1:   General        defects   in
                                              ②   Minor misstatement or omission of company’s daily operation. It’s almost
                                              statement in terms of financial statement; ③ impossible that some specific business
                                              Minor damage of reputation caused by its fails to operate normally. Other business
                                              negative influence in some regions. Serious activities and achievement of business
                                              defects: ① Bring some financial loss to goals will not be affected. Serious
                                              company; ② Cause moderate misstatement defects: It’s reasonably possible that
                                              or omission of statement in terms of normal operations of some business may
                                              financial statement; ③ Serious damage of be influenced but it will not affect the
                                              reputation caused by its comparatively sustainable operation of our company.
Qualitative standard
                                              large-scale    influence   in   some   regions. Significant    defects:   it’s    reasonably
                                              Significant defects: ① Bring significant possible that operation capacity of some
                                              financial loss to company; ② Significant business may be lost and it will endanger
                                              misstatement or omission of statement in the company’s sustainable operation.
                                              terms of financial statement; ③           The Indicator 2: Financial loss. General
                                              significantly negative influence has attracted defects: It’s almost impossible that minor
                                              large-scale attention by the public and financial losses may be led to company.
                                              unrecoverable losses have been brought to Serious defects: It’s reasonably possible
                                              company.                                       that moderate financial losses may be led
                                                                                             to company. Significant defects: It’s



                                                                                                                                          77
                                                      Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                                                                         possible that significant financial losses
                                                                                         may be led to company. Indicator 3:
                                                                                         Reputation of company. General defects:
                                                                                         It’s almost impossible that the negative
                                                                                         information popular in some regions will
                                                                                         be caused, which may further affect
                                                                                         company’s reputation. Serious defects:
                                                                                         It’s reasonably possible that the negative
                                                                                         information popular in some regions will
                                                                                         be caused, which may lead moderate
                                                                                         influence     to   company’s     reputation.
                                                                                         Significant    defects:   It’s   reasonably
                                                                                         possible that the negative information
                                                                                         popular in some regions will be caused,
                                                                                         which may lead significant influence to
                                                                                         company’s reputation.



                                           Indicator: The proportion of misstatement in Indicator: The proportion of financial
                                           the overall assets. General defects: It’s losses in the overall assets. General
                                           almost impossible that the amount of defects: It’s almost impossible that the
                                           misstatement accounting for 0.05% of the amount of financial losses accounting for
                                           overall assets or less will occur. Serious 0.05% of overall assets or less will occur.
                                           defects: It’s reasonably impossible that the Serious defects: It’s reasonably possible
Quantitative criteria                      amount of misstatement accounting 0.05% to that the amount of financial losses
                                           1% of the overall assets will occur. accounting for 0.05% to 1% of the
                                           Significant defects: It’s reasonably possible overall assets will occur. Significant
                                           that the amount of misstatement accounting defects: It’s reasonably possible that the
                                           for 1% of the overall assets or more will amount of financial losses accounting for
                                           occur.                                        1% of the overall assets or more will
                                                                                         occur.

Number of major defects in financial
                                                                                                                                    0
reporting(a)

Number of major defects in non financial
                                                                                                                                    0
reporting (a)

Number of important defects in financial
                                                                                                                                    0
reporting(a)

Number of important defects in non
                                                                                                                                    0
financial reporting(a)


X. Internal Control audit report

√ Applicable □Not applicable



                                                                                                                                    78
                                                          Chongqing Jianshe Vehicle System Co., Ltd. 2018 Annual Report


                                           Review opinions in the internal control audit report

We acknowledge that Chongqing Jianshe Vehicle System Co., Ltd. has been conducting effective internal control in all material
aspects complying with “Fundamental Rules of Enterprise Internal Control” .

Disclosure date of audit report
                                      Disclosure
of internal control (full-text)

Index of audit report of
                                      April 25, 2019
internal control (full-text)

Internal audit report’s opinion      Juchao Website: (http://www.cninfo.com.cn),Announcement No.2019-052

Type of audit report on internal
                                      Unqualified auditor’s report
control

Whether there is significant defect
                                      No
 in non-financial report

Has the CPAs issued a qualified auditor’s report of internal control .
□ Yes √No
Does the internal control audit report issued by the CPAs agree with the self-assessment report of the Board of
Directors
√Yes □No



                                                       X. Corporation bonds



Whether or not the Company public offering corporation bonds in stock exchange, which undue or without
payment in full at maturity on the approval date for annual report disclosed



No




                                                                                                                                79
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018




         Chongqing Jianshe Vehicle System Co.,Ltd.
                             (second-class)
                          Auditors' Report
                     Z.X.C.G.H.S.K.Zi [2019]No.302010
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018




Zhongxingcai Guanghua Ceritified Public Accountants
                      LLP
                   (Special General Partnership)
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018




                                      Contents




      Auditors' Report                                                      1-7
      Consolidated Balance Sheet and the Company's Balance Sheet            1-2
      Consolidated Income Statement and the Company's Income statement      3
      Consolidated Statement of Cash Flows and the Company's Statement of   4
      Cash Flows
      Consolidated Statement of Changes in Owners' Equity and the           5-8
      Company's Statement of Changes in Owners' Equity
      Notes to the Financial Statements                                     9-112
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                   Auditors' Report


                                                               Z.X.C.G.H.S.K.Zi [2019]No.302010


To all Shareholders of Chongqing Jianshe Vehicle System Co., Ltd.:


Ⅰ. Audit opinion

We have audited the accompanying financial statements of Chongqing Jianshe Vehicle
System Co., Ltd. (hereinafter referred to as "Chongqing Jianshe"), which comprises the
consolidated balance sheet and the company’s balance sheet as on December 31, 2018, the
consolidated Income Statement and the Company's Income Statement, the consolidated
statement of cash flows and the Company's statement of cash flows, the consolidated
statement of changes in owners' equity and the company's statement of changes in owners'
equity for the year then ended, and the notes to the financial statements.
In our opinion, the financial statements of Chongqing Jianshe present fairly, in all material
respects, the company‘s and consolidated financial position as of 31 December 2018, and the
Company‘s and consolidated results of operations and cash flows for the year then ended in
accordance with Accounting Standards for Business Enterprises.



II. Basis for Opinion

We conducted our audit in accordance with Standards on Auditing for Certified Public
Accountants. Our responsibilities under those standards are further described in the Auditor’s
Responsibilities for the Audit of the Financial Statements section of our report. In accordance
with professional ethics for certified public accountants, we are independent with Chongqing
Jianshe and we have fulfilled our other ethical responsibilities. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.



III. Key Audit Matters

Key audit matters are matters that we consider to be the most important in the audit of the
current financial statements based on our professional judgement. These matters should be

                                    Auditor’s Report Page 1
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

addressed against the background of an audit of the financial statements as a whole and the
formation of an audit opinion, and we do not express an opinion on these matters separately.
We have identified the following as key audit matters that need to be communicated in the
audit report.

( I ) Key Audit Matters:Impairment of fixed Assets

     1. Item Description

Please refer to Note 3.21 of Annotation 3、Important Accounting Policies and Accounting
Estimation of the Financial Statement and Note 5.35、 5.11 of Annotation 5、Operating
Income and Operating Costs for related information disclosed.
On December 31, 2018, Chongqing Jianshe prepared 12,745,400 Yuan for impairment
provision to machinery and equipment impairment. The management determined the
recoverable amount of the fixed assets based on the higher amount between the present value
of future cash flows and the net amount of fair value less the disposal expenses, and took
impairment test by comparing recoverable amounts against book values. Since the estimation
of recoverable amounts of fixed assets involves significant judgments and estimates made by
the management, including the fair value of assets, disposal expenses, discount rates and the
expected future cash flow of assets, and the amount of impairment losses calculated is
significant, therefore we identify impairment of fixed assets as a key audit item.

    2. Countermeasures of Audit
Our main audit procedures for the above key audit matters related to the impairment of fixed
assets are as follows:
( 1 ) We understood and evaluated the company's internal controls relating to the
identification of signs of impairment of assets and the measurement of recoverable amounts;
(2)We investigated the related fixed assets on the spot、conducted interviews and carried out
the supervision of counting program to find out whether the assets had some problems such as
backward technology, long-term idle, as well as the load rate and so on.
(3)We obtained and reviewed the asset appraisal report of the external asset appraisal
agency and evaluated the rationality of the important parameters of determining the
recoverable amount of fixed assets and the discount rate used.
We checked the accounting Treatment to verify the correctness of the fixed assets impairment
account processing and the accuracy of the amount of money.
                                    Auditor’s Report Page 2
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018



(II) Key Audit Matters:Income Confirmation

    1. Item Description

Please refer to Note 3.26 of Annotation 3、Important Accounting Policies and Accounting
Estimation of the Financial Statement and Note 5.29 of Annotation 5、 Operating Income and
Operating Costs for related information disclosed.
The operating income of Chongqing Jianche in 2018 was 972 million Yuan, which is an
important component of the consolidated income statement. Among them, the sales revenue
of Chongqing Jianshe Automobile A/C accounts for 93.81% of the operating income and is
divided into three categories according to customer groups:
Big customer. The mode of cooperation is mainly according to the customer's production
needs; the company will ship the goods to the designated or cooperative tripartite logistics
company, which is responsible for the warehousing and distribution services. Each month, the
customer would issue a hang account notice according to the actual consumption of the
production plan, sales clerk issued a letter of notice for invoices according to the customer's
bill hang notice combined with customer consumption, contract unit price and hang account
notice, etc., The finance department shall issue invoices to confirm the sales income.
Customers - Delivery after payment. Sales personnel confirm upon receipt of payment by the
customer, in accordance with customer requirements and related information of bill, the
contract of sale price and customer demand quantity shipment, and issue a letter of notice,
then the finance department completes the transaction.
Customers - After-sales market. Sales personnel deliver the goods to the customer according
to the contract and customer demand. After arrival time node of the contract, sales personnel
issues a letter of notice according to the contract unit price and shipment quantity, and the
finance department issues invoices to confirm the sales revenue.
Operating income is one of the key performance indicators of Chongqing Jianshe. The
revenue recognition type is various and complicated, and there is the inherent risk that
management can manipulate income to achieve certain goals or expectations. Therefore, we
identified the operating income to key audit matters for the company.




                                   Auditor’s Report Page 3
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018



      2. Countermeasures of Audit

Our main countermeasures of audit for the income of the above key audit are as follows:
(1)We understood and evaluated the revenue recognition policy by reviewing sales
contracts and interviews with management.
(2)We conducted interviews with management and governance to assess the risk of
integrity and fraud.
(3)We understudied and tested the internal controls associated with income, and determined
it's reliable.
(4)Perform analytical procedures on revenue and cost, including: the analysis of monthly
income, cost and fluctuation of gross profit in current period, comparison analysis of the main
product’s current income, cost and gross profit with previous period, to judge the rationality
of sales revenue and gross profit rate changes.
(5)Execution of detail test, we have sampled the inventory receipt and sending records,
sales contracts, sales orders, sales invoices, shipping documents, bills of current account and
receipt document and other supporting documents, checked receipt records, done external
confirmation for final accounts receivable, and confirmed the authenticity of sales revenue.
(6)For confirmed sales revenue of products as balance sheet date, we have checked the
delivered note of inventories, transport document, receiving reports of customer and other
documents, and audit integrality of sales revenue and so on.



(Ⅲ) Key Audit Matters:Income Confirmation

      1.    Item Description

     Details of the disclosure of the relevant information can be found in the notes to the
financial statements, "5, consolidated financial statement items" 5.36-income on investment
and " and 6, changes in the scope of consolidation" 6.1-disposal of the subsidiary (1) loss of
control of the subsidiary investment in a single disposal.
     Chongqing Construction car is publicly listed through the Shanghai United property
Exchange to transfer its 51% stake in Shanghai Jianshe Motorcycle Co., Ltd. (hereinafter
                                    Auditor’s Report Page 4
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

referred to as "Shanghai Jianshe"). This share transfer has been considered and approved at
the fifth meeting of the eighth session of the Board of Directors of Chongqing Jianshe and the
second interim general meeting of shareholders in 2017.
    The transfer of Shanghai Construction shares by the shareholders of Shanghai
Construction Motorcycle Co., Ltd. was listed on the Shanghai Stock Exchange on December
1, 2017. On May 25, 2018, Shanghai Hecang Industrial Co., Ltd. (hereinafter referred to as
"Shanghai Hecang"), a transferee, agreed to grant 100% of Shanghai Construction shares to
120 million Yuan in accordance with the law (of which Chongqing Jianshe holds 51%
shares). The three parties to the transaction signed the "Shanghai property right transaction
contract" in Shanghai on June 15, 2018.
    There is no relationship between Chongqing Jianche and Shanghai Hutang, and the
transfer of equity does not constitute related transaction. The transfer of equity does not
constitute a major asset restructuring or backdoor situation as stipulated in the measures for
the Management of Major assets reorganization of listed companies.
    In accordance with the agreement of the three parties to the transaction to sign the
"Shanghai property right transaction contract", Shanghai Hecang agreed to grant 100% of
Shanghai Jianshe for 120 million Yuan (of which the Company enjoys 51% and Shenjiang
Technology 49%). Among them, the 51% share price of the Company is 61.2 million Yuan,
which was paid to the designated account of Chongqing Jianshe on June 22, 2018 through the
Shanghai Stock Exchange.
    Chongqing Jianshe has received the full price corresponding to the transfer of 51% of
Shanghai Jianshe shares on June 22, 2018, and has fulfilled the information disclosure.
According to the agreement of "Shanghai property right transaction contract" signed by both
parties, Shanghai Hecang Industrial Co., Ltd is responsible for the registration of the change
of warrant of the subject matter of property right transaction. Shanghai Hecang has submitted
the full information to the local industrial and commercial administration, and completed the
formalities of transferring shares in January 2019, and has changed the Business license of
Enterprise legal person.
    The effect of this item on the total profit of the consolidated financial statements of
Chongqing Construction car is 59,095,100 Yuan, and the total profit of individual statements
of the company is 52,668,500 Yuan.
                                   Auditor’s Report Page 5
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018



     2. Countermeasures of Audit

    Our main countermeasures of audit for the income of the above key audit are as follows:

    (1)By checking the ownership structure of Chongqing Jianshe and Shanghai Hechang

Industrial Co., Ltd to judge whether the transaction belongs to the related transaction or not;

    (2)We obtained the board resolution, the shareholders' meeting resolution, the share

transfer agreement related to the transaction, and reviewed the transaction pricing principle
and basis. We obtained the "assessment report" issued by the external evaluation body with
31 May 2017 as the base date of the evaluation and reviewed the main assumptions,
parameters, assessment methods, calculation processes, etc., contained in the evaluation
report. And the competence, independence and objectivity of the evaluation expert are
evaluated, and the fair pricing of the transaction is judged.

    (3)We carried out audit procedures, such as inspection, inquiry, and so on, to examine

the actual performance of the transaction and to determine the reasonableness of the
management's determination of the date of disposal, and carry out the analysis procedure,
recalculate and other audit procedures to review the accuracy of Chongqing Construction car
to calculate the profit and loss on the sale of equity and the related accounting treatment;

    (4)We obtained the financial statements and examined the presentation and disclosure

of the disposal transaction in the financial statements.


IV. Other information

The Company’s management of Chongqing Jianche (hereinafter referred to as
“management”) is responsible for the other information. The other information comprises all
of the information included in the Company’s 2018 Annual Report other than the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does not
cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the financial statements or our knowledge obtained in the audit or otherwise appears to
                                    Auditor’s Report Page 6
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

be materially misstated. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information; we are required to report that fact. We have
nothing to report in this regard.



V. Responsibility of Management and Those Charged with Governance for the
Financial Statements

The management of the Company is responsible for the preparation and fair presentation of
these financial statements in accordance with Accounting Standards for Business Enterprises
to make them a fair presentation and designing, implementing and maintaining internal
control relevant to the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the management of the Company is responsible for
assessing the Company’s ability to continue as a going concern, disclosing, if applicable,
matters related to going concern and using the going concern basis of accounting unless the
management either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial
reporting process.


VI. CPA’s Responsibility for the Audit of the Financial Statements

Our objective is to obtain reasonable assurance as to whether the financial statements as a
whole are free of material misstatement resulting from fraud or error and to issue an audit
report containing an audit opinion. Reasonable assurance is a high level of assurance, but
there is no guarantee that audits performed in accordance with audit standards can always be
found when a material misstatement exists. Misstatements may be the result of fraud or error,
and misstatements are generally considered material if they are reasonably expected to be
misstated individually or collectively that may affect the economic decisions made by the user
of the financial statements on the basis of the financial statements.
As part of an audit in accordance with auditing standards, we exercise professional judgment
and maintain professional skepticism throughout the audit. We also:



                                    Auditor’s Report Page 7
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

(1)Identify and assess the risks of material misstatement of the financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
(2)Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances.
(3)Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the management.
(4)Conclude on the appropriateness of the management use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related disclosures in the financial statements,
or if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s report. However, future events or
conditions may cause the Company to cease to continue as a going concern.
( 5)Evaluate the overall presentation, structure and content of the financial statements,
including the disclosures, and whether the financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
(6)Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Company to express an opinion on the financial
statements and bear all liability for the opinion.
We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence,
and related safeguards.

                                     Auditor’s Report Page 8
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the financial statements of the Current
Period and are therefore the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.




Zhongxingcai Guanghua Certified Public Accountants LLP            CPA:

(Special General Partnership)                                  (Engagement Partner)

                                                                   CPA:




         BeijingChina                                              April 23,2019




                                   Auditor’s Report Page 9
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018


                                               Chongqing Jianshe Vehicle System Co., Ltd.
                                   Consolidated Balance Sheet and the Company's Balance Sheet
                                               December 31, 2018 (Expressed in CNY unless otherwise stated)
                                                                  Balance as at December 31, 2018               Balance as at December 31, 2017
                       Assets                      Note
                                                                Consolidation            Parent               Consolidation            Parent

 Current assets:

 Cash and cash equivalents                          5.1           351,903,987.18         66,377,117.54          249,648,466.46         93,728,199.64

 Financial assets measured at fair value
 through current profit and loss
 Derivative financial assets
 Notes and Accounts receivable                      5.2           302,964,300.79         13,806,752.51          298,184,618.93            530,209.04

 Advances to suppliers                              5.3            15,797,660.14           7,910,371.97          13,371,261.26          4,852,929.09

 Other receivables                                  5.4              2,414,406.24           567,726.24            7,736,032.47          5,867,166.58

 Inventories                                        5.5           177,566,823.26         14,582,880.35          176,214,199.33          1,273,568.27

 Available for sale assets

 Non-current assets maturing within one year

 Other current asset                                5.6              4,292,742.61          4,292,742.61           3,257,224.78          2,218,853.36

 Total current assets                                             854,939,920.22        107,537,591.22          748,411,803.23        108,470,925.98

 Non-current assets:

 Available-for-sale financial assets                5.7

 Held-to-maturity investments

 Long-term receivables

 Long-term equity investments                       5.8           187,208,081.45        347,208,081.45           84,591,794.06        252,751,794.06

 Investment properties                              5.9            45,698,993.28         45,698,993.28          110,646,354.41        110,646,354.41

 Fixed assets                                       5.1           341,863,883.57        121,333,665.76          334,707,635.51         92,238,100.45

 Construction in progress                          5.11                                                           4,800,176.35

 Productive biological assets

 Oil and gas assets

 Intangible assets                                 5.12            23,481,249.43         15,007,629.61           11,383,982.46

 Development expenses

 Goodwill

 Long-term deferred expenses                       5.13              1,912,833.34          1,418,480.05           1,327,675.53

 Deferred income tax assets                        5.14              4,850,090.39                                 1,831,732.07

 Other non-current assets                          5.15              1,815,521.86                                 4,537,273.53

 Total non-current assets                                         606,830,653.32        530,666,850.15          553,826,623.92        455,636,248.92

 Total assets                                                    1,461,770,573.54       638,204,441.37        1,302,238,427.15        564,107,174.90


Legal Representative of Enterprise: Hongxian Lv                 Accounting Principal: Mingxian Tan              Accounting Firm's Principal:Yanli Niu




                                                                          1
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018

                                                     Chongqing Jianshe Vehicle System Co., Ltd.
                              Consolidated Balance Sheet and the Company's Balance Sheet (Continued)
                                                     December 31, 2018 (Expressed in CNY unless otherwise stated)
                                                                               Balance as at December 31, 2018             Balance as at December 31, 2017
              Liabilities and Shareholder's Equity                 Note
                                                                             Consolidation           Parent              Consolidation           Parent

  Current liabilities:

  Short-term borrowings                                            5.16        262,000,000.00                             312,000,000.00

  Financial liabilities measured at fair value through current
  profit and loss

  Derivative financial liabilities
  Notes and Accounts payable                                       5.17        865,358,755.60       200,972,608.59        591,159,230.79       135,394,136.00

  Advances from customers                                          5.18            1,982,012.20         180,083.38           2,317,670.14          180,083.38

  Payroll Payable                                                  5.19            3,155,693.31         185,652.20           3,684,784.25          458,709.22

  Taxes payable                                                    5.20           19,484,228.95      15,239,129.76         15,659,997.79         15,345,282.22

  Other payable                                                    5.21           14,988,432.94     223,902,707.22         44,403,126.16       214,153,117.35

  Held for sale liabilities

  Non-current liabilities maturing within one year                 5.22            1,500,000.00                            47,090,000.00

  Other current liabilities

  Total current liabilities                                                  1,168,469,123.00       440,480,181.15       1,016,314,809.13      365,531,328.17

  Non-current liabilities:

  lang term borrowings                                             5.23                     -                                1,500,000.00

  Bonds payable

  Including:preferred stock

             perpetual bond

  Long-term payables

  Long-term Payroll Payable

  Estimated Liabilities

  Deferred income

  Deferred income tax liabilities

  Other non-current liabilities

  Total non-current liabilities                                                             -                    -           1,500,000.00                    -

  Total liabilities                                                          1,168,469,123.00       440,480,181.15       1,017,814,809.13      365,531,328.17

  Owners' equity:

  Share capital                                                    5.24        119,375,000.00       119,375,000.00        119,375,000.00       119,375,000.00

  Other equity instruments

  Including: Preferred shares

            Perpetual bond

  Capital reserves                                                 5.25        958,565,294.29       958,565,294.29        958,565,294.29       958,565,294.29

  Less: treasury stock

  Other comprehensive income                                       5.26                9,800.00           9,800.00               9,800.00             9,800.00

  Special reserves

  Surplus reserves                                                 5.27        125,686,000.00       125,686,000.00        125,686,000.00       125,686,000.00

  Retained Earnings                                                5.28       -910,334,643.75     -1,005,911,834.07       -920,877,890.80    -1,005,060,247.56

  Total equity attributable to owners of the parent company                    293,301,450.54       197,724,260.22        282,758,203.49       198,575,846.73

  Minority equity                                                                                                            1,665,414.53

  Total owners' equity                                                         293,301,450.54       197,724,260.22        284,423,618.02       198,575,846.73

  Total liabilities and owners' equity                                       1,461,770,573.54       638,204,441.37       1,302,238,427.15      564,107,174.90



Legal Representative of Enterprise: Hongxian Lv                     Accounting Principal: Mingxian Tan                Accounting Firm's Principal:Yanli Niu




                                                                              2
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                             Chongqing Jianshe Vehicle System Co., Ltd.
                                        Consolidated Income Statement and the Company's Income statement
                                                                  FY 2018 (Expressed in CNY unless otherwise stated)
                                                                                                   Balance as at December 31, 2018      Balance as at December 31, 2017
                                        Item                                           Note
                                                                                                   Consolidation         Parent         Consolidation          Parent
ⅠTotal operating income                                                                5.29       971,804,000.23      739,636,495.18    1,009,531,078.68   666,417,566.54

less:Total operating costs                                                              5.29       824,256,204.84      715,789,029.14     837,633,444.28    608,004,295.67

Taxes and surcharges                                                                    5.30          8,230,871.86       3,324,585.47        8,928,247.20     3,356,340.72

Selling expenses                                                                        5.31        26,907,009.75        1,372,517.94      28,461,519.31         18,104.97

General and administrative expenses                                                     5.32        80,279,460.82       43,595,259.67      61,770,635.46     20,895,119.61

R&Dexpense                                                                              5.33        13,728,589.43         606,332.84       11,848,985.86                  -

Financial expenses                                                                     5.34         32,854,038.18       16,469,655.89      34,414,583.70     12,614,100.33

Including:Interest expense                                                                          13,188,395.86                          16,285,785.27

         Interest income                                                                              1,601,397.09          42,706.72        2,670,609.99       224,604.54

Losses from asset impairment                                                           5.35         34,695,144.97       12,696,707.18      14,443,707.63     14,031,527.04

add: Other income                                                                       5.38          1,596,050.00           1,050.00         454,100.00         56,900.00

Investment income ("-" for losses)                                                     5.36         58,779,354.04       52,724,287.39        3,483,081.75     3,483,081.75

Including: income from investment in associates and joint ventures                                     -383,712.61        -383,712.61        3,483,081.75     3,483,081.75

Gain on changes in fair value (”-“ for loss)

Asset disposal income("-" for losses)                                                   5.37           784,500.48         996,464.53           31,763.59         31,763.59

Ⅱ Operating profits ("-" for losses)                                                               12,012,584.90         -495,791.03      15,998,900.58     11,069,823.54

Plus: Non-operating income                                                              5.39           395,515.24            2,501.06         472,393.49        200,000.28

Minus: Non-operating expenses                                                           5.40           460,352.30         358,296.54          449,879.93

Ⅲ . Total profits ("-" for total losses)                                                           11,947,747.84         -851,586.51      16,021,414.14     11,269,823.82

Minus: income tax expenses                                                              5.41          1,047,528.39                           1,201,173.51

Ⅳ . Net profit ("-" for net loss)                                                                  10,900,219.45         -851,586.51      14,820,240.63     11,269,823.82

1.Classification according to net profit of going concern                                           10,900,219.45         -851,586.51      14,820,240.63     11,269,823.82

(1)Continuous operating net profit ("-" for losses)                                               10,900,219.45         -851,586.51      14,820,240.63     11,269,823.82

(2)net profit of Termination ("-" for losses)

2.Classification according to ownership                                                             10,900,219.45                          14,820,240.63

(1)Net profit attributable to owners of the parent company                                        10,543,247.05                          14,375,111.84

(2)Net of profit attributable to owners of Minority shareholders’ equity                            356,972.40                             445,128.79

Ⅴ Net of tax of other comprehensive income                                                                    -                  -                     -                 -

Net profit attributable to owners of the parent company                                                        -                  -                     -                 -
1. Other comprehensive income that cannot be reclassified into gains and losses
                                                                                                               -                  -                     -                 -
subsequently
(1)Changes in net liabilities or net assets arising from re-measurement of defined
benefit plan
(2)Share in other comprehensive income of the investee cannot be reclassified into
gains and losses under the equity method
2.Other comprehensive income to be reclassified into gains and losses
                                                                                                               -                  -                     -                 -
subsequently
(1)Share in other comprehensive income of the investee to be reclassified into
gains and losses under the equity method

(2)Gains and losses on changes in fair value of financial assets available for sale
(3)Gains and losses arising from reclassification of held-to-maturity investments as
financial assets available for sale
(4)Effective portion of cash flow hedging gains and losses

(5)Translation differences of financial statements denominated in foreign currency
Net of tax of other comprehensive income attributable to non-controlling
shareholders

Ⅵ . Total comprehensive incomes                                                                    10,900,219.45         -851,586.51      14,820,240.63     11,269,823.82

Total comprehensive income attributable to owners of the parent company                             10,543,247.05                          14,375,111.84
Total comprehensive income attributable attributable to owners minority
                                                                                                       356,972.40                             445,128.79
shareholders
Ⅶ . Earnings per share:

1.Basic earnings per share (RMB/Share)                                                                      0.088                                  0.120

2.Diluted earnings per share (RMB/Share)                                                                    0.088                                  0.120




Legal Representative of Enterprise: Hongxian Lv                               Accounting Principal: Mingxian Tan                  Accounting Firm's Principal: Yanli Niu

                                                                                         3
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                       Chongqing Jianshe Vehicle System Co., Ltd.
                            Consolidated Statement of Cash Flows and the Company's Statement of Cash Flows
                                                                 FY 2018 (Expressed in CNY unless otherwise stated)
                                                                                                Balance as at December 31, 2018        Balance as at December 31, 2018
                                       Item                                           Note
                                                                                                Consolidation           Parent         Consolidation         Parent
Ⅰ.Cash flows from operating activities:
Cash received from sale of goods and rendering of services                                       413,157,587.10    150,549,265.21       434,498,107.83     197,087,460.94
Refunds of taxes and surcharges                                                                   18,524,956.16                          10,819,654.66
Cash received from other operating activities                                        5.42 (1)       7,113,655.53          54,927.41        7,815,480.28        298,743.12
Sub-total of cash inflows from operating activities                                              438,796,198.79    150,604,192.62       453,133,242.77     197,386,204.06
Cash paid for goods purchased and services received                                              116,541,272.34       73,178,612.22     236,512,168.09     143,367,067.22
Cash paid to and on behalf of employees                                                          116,982,225.28       50,240,201.69      61,560,096.17      26,384,791.72
Cash paid for taxes and surcharges                                                                20,486,895.97        7,415,329.98      28,133,730.87      12,674,541.82
Cash paid for other operating activities                                             5.42 (2)     21,961,291.65        2,851,562.79      63,947,140.48        4,369,660.42
Sub-total of cash outflows from operating activities                                             275,971,685.24    133,685,706.68       390,153,135.61     186,796,061.18
Net cash flows from operating activities                                                         162,824,513.55       16,918,485.94      62,980,107.16      10,590,142.88
Ⅱ Cash flows from investing activities:
Cash received from disposal of investments                                                                            61,200,000.00
Cash received from returns on investments                                                           3,500,000.00       3,500,000.00        4,000,000.00       4,000,000.00
Net cash received from disposal of fixed assets, intangible assets and other long-
                                                                                                      70,075.00
term assets
Cash inflow from disposal of subsidiaries and other operating units                               57,241,287.10
Cash received from other investing activities
Sub-total of cash inflows from investing activities                                               60,811,362.10       64,700,000.00        4,000,000.00       4,000,000.00
Cash paid to acquire and construct fixed assets, intangible assets and other long-
                                                                                                    8,163,766.13       4,415,249.86        9,160,272.52        838,000.00
term assets
Cash paid for investments                                                                        106,500,000.00    106,500,000.00
Net cash paid to acquire subsidiaries and other business units
Cash paid for other investing activities
Sub-total of cash outflows from investing activities                                             114,663,766.13    110,915,249.86          9,160,272.52        838,000.00
Net cash flows from investing activities                                                          -53,852,404.03      -46,215,249.86      -5,160,272.52       3,162,000.00
Ⅲ .Cash flows from financing activities
Cash received from investors
Including:Cash received by subsidiaries absorbing minority equity investments
Cash received from borrowings                                                                    342,000,000.00                         352,000,000.00
Cash received from bonds issuance
Cash received from other financing activities                                        5.42 (3)    773,155,280.42    900,486,311.58       980,258,966.51     884,284,076.41
Sub-total of cash inflows from financing activities                                             1,115,155,280.42   900,486,311.58      1,332,258,966.51    884,284,076.41
Cash paid for debt repayments                                                                    439,090,000.00                         300,600,000.00
Cash paid for distribution of dividends and profits or payment of interest                        17,598,780.59                          23,630,247.10
Including: Dividends, profits paid by subsidiaries to minority shareholders
Cash paid for other financing activities                                             5.42 (4)    821,112,945.47    898,540,629.76      1,213,391,846.05   1,051,890,598.80
Sub-total of cash outflows from financing activities                                            1,277,801,726.06   898,540,629.76      1,537,622,093.15   1,051,890,598.80
Net cash flows from financing activities                                                        -162,646,445.64        1,945,681.82    -205,363,126.64     -167,606,522.39
Ⅳ.Effect of fluctuation in exchange rate on cash and cash equivalents
Ⅴ Net increase in cash and cash equivalents                                                      -53,674,336.12      -27,351,082.10   -147,543,292.00     -153,854,379.51
Plus: balance of cash and cash equivalents at the beginning of the period                        126,225,466.46       93,728,199.64     273,768,758.46     247,582,579.15
Ⅵ. Balance of cash and cash equivalents at the end of the period                                 72,551,130.34       66,377,117.54     126,225,466.46      93,728,199.64

Legal Representative of Enterprise: Hongxian Lv                          Accounting Principal: Mingxian Tan                  Accounting Firm's Principal: Yanli Niu

                                                                                     1
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                                                                                           Chongqing Jianshe Vehicle System Co.,Ltd.
                                                                                                                     Consolidated Statement of Changes in Owners' Equity
                                                                                                                          December 31, 2018 (Expressed in CNY unless otherwise stated)
                                                                                                                                                                            Year 2018
                                                                                                                                  Equity attributable to owners of the parent company
                                  Item                                                   Other equity instruments                          Less:          Other                                                                                                    Total owners'
                                                                                                                                                                       Special                     Undistributed                                Minority equity
                                                                      Share capital    Preferre Perpetual             Capital reserves treasury comprehensive                   Surplus reserves                     Others     Sub-total                             equity
                                                                                                            Others                                                    reserves                        profits
                                                                                       d shares bond                                       stock         income
Ⅰ.Balance as at December 31 of last year                             119,375,000.00                                    958,565,294.29                     9,800.00               125,686,000.00   -920,877,890.80             282,758,203.49       1,665,414.53    284,423,618.02
Plus: adjustments for changes in accounting policies                                                                                                                                                                                      -                                    -
Adjustments for correction of accounting errors in prior year                                                                                                                                                                             -                                    -
Business combination involving entities under common control                                                                                                                                                                              -                                    -
Others                                                                                                                                                                                                                                    -                                    -
Ⅱ. Balance as at January 1 of the current year                       119,375,000.00       -          -        -        958,565,294.29         -          9,800.00       -       125,686,000.00    -920,877,890.80       -     282,758,203.49       1,665,414.53    284,423,618.02
Ⅲ.Increase/(decrease) for the current year ("-" for losses)                     -         -          -        -                   -           -               -         -                  -        10,543,247.05       -      10,543,247.05      -1,665,414.53      8,877,832.52
1.Total comprehensive incomes                                                                                                                                                                        10,543,247.05              10,543,247.05         356,972.40     10,900,219.45
2.Capital contributed or reduced by owners                                        -        -          -        -                   -           -               -         -                  -                  -         -                -        -2,022,386.93     -2,022,386.93
(1)Common shares from shareholders                                                                                                                                                                                                        -                                    -
(2)Investment capital from the holders of other equity instruments                                                                                                                                                                        -                                    -
(3)Amount of the share-based payment included in the owners' equity                                                                                                                                                                       -                                    -
(4)Others                                                                                                                                                                                                                                 -        -2,022,386.93     -2,022,386.93
3.Distribution of profits                                                         -        -          -        -                   -           -               -         -                  -                  -         -                -                  -                 -
(1)Withdrawal of surplus reserves                                                                                                                                                                                                         -                                    -
(2)Distribution to owners or shareholders                                                                                                                                                                                                 -                                    -
(3)Others                                                                                                                                                                                                                                 -                                    -
4.Internal carry-forward of owners' equity                                        -        -          -        -                   -           -               -         -                  -                  -         -                -                  -                 -
(1)Conversion of capital reserves into paid-in capital                                                                                                                                                                                    -                                    -
(2)Conversion of surplus reserves into paid-in capital                                                                                                                                                                                    -                                    -
(3)Surplus reserves offsetting losses                                                                                                                                                                                                     -                                    -
(4)Set benefit plan changes carry-over retained income
(5)Others                                                                                                                                                                                                                                 -                                    -
5.Special reserves                                                                                                                                                       -                                                                -                  -                 -
(1)Amount withdrawn in the current year                                                                                                                                                                                                   -                                    -
(2)Amount used in the current year                                                                                                                                                                                                        -                                    -
6.Others                                                                                                                                                                                                                                  -                                    -
Ⅳ. Ending balance of the current year                                119,375,000.00       -          -        -        958,565,294.29         -          9,800.00       -       125,686,000.00    -910,334,643.75       -     293,301,450.54                -      293,301,450.54

 Legal Representative of Enterprise: Hongxian Lv                                                                   Accounting Principal: Mingxian Tan                                                                         Accounting Firm's Principal: Yanli Niu
                                                                                                                                       2
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                                                                              Chongqing Jianshe Vehicle System Co.,Ltd.
                                                                                                        Consolidated Statement of Changes in Owners' Equity
                                                                                                            December 31, 2017 (Expressed in CNY unless otherwise stated)
                                                                                                                                                                     Year 2017
                                                                                                                                         Equity attributable to owners of the parent company
                                 Item                                                  Other equity instruments                           Less:        Other                                                                                                    Total owners'
                                                                                                                                                                    Special                      Undistributed                                Minority equity
                                                                      Share capital Preferred Perpetual             Capital reserves treasury comprehensiv                    Surplus reserves                     Others     Sub-total                            equity
                                                                                                            Others                                                 reserves                         profits
                                                                                     shares       bond                                    stock          e
Ⅰ.Balance as at December 31 of last year                             119,375,000.00                                   958,565,294.29                   9,800.00                125,686,000.00   -935,253,002.64             268,383,091.65      1,220,285.74    269,603,377.39
Plus: adjustments for changes in accounting policies                                                                                                                                                                                    -                                   -
Adjustments for correction of accounting errors in prior year                                                                                                                                                                           -                                   -
Business combination involving entities under common control                                                                                                                                                                            -                                   -
Others                                                                                                                                                                                                                                  -                                   -
Ⅱ. Balance as at January 1 of the current year                       119,375,000.00         -           -        -       958,565,294.29        -         9,800.00      -       125,686,000.00   -935,253,002.64             268,383,091.65      1,220,285.74    269,603,377.39
Ⅲ.Increase/(decrease) for the current year ("-" for losses)                     -           -           -        -                  -          -              -        -                  -       14,375,111.84              14,375,111.84        445,128.79     14,820,240.63
1.Total comprehensive incomes                                                                                                                                                                      14,375,111.84              14,375,111.84        445,128.79     14,820,240.63
2.Capital contributed or reduced by owners                                       -           -           -        -                  -          -             -         -                  -                 -                          -                 -                 -
1)Common shares from shareholders                                                                                                                                                                                                       -                                   -
(2)Investment capital from the holders of other equity instruments                                                                                                                                                                      -                                   -
(3)Amount of the share-based payment included in the owners' equity                                                                                                                                                                     -                                   -
(4)Others                                                                                                                                                                                                                               -                                   -
3.Distribution of profits                                                        -           -           -        -                  -          -             -         -                  -                 -                          -                 -                 -
(1)Withdrawal of surplus reserves                                                                                                                                                                                                       -                                   -
(2)Distribution to owners or shareholders                                                                                                                                                                                               -                                   -
(3)Others                                                                                                                                                                                                                               -                                   -
4.Internal carry-forward of owners' equity                                       -           -           -        -                  -          -             -         -                  -                 -                          -                 -                 -
(1)Conversion of capital reserves into paid-in capital                                                                                                                                                                                  -                                   -
(2)Conversion of surplus reserves into paid-in capital                                                                                                                                                                                  -                                   -
(3)Surplus reserves offsetting losses                                                                                                                                                                                                   -                                   -
(4)Set benefit plan changes carry-over retained income
(5)Others                                                                                                                                                                                                                               -                                   -
5.Special reserves                                                                                                                                                      -                                                               -                 -                 -
(1)Amount withdrawn in the current year                                                                                                                                                                                                 -                                   -
(2)Amount used in the current year                                                                                                                                                                                                      -                                   -
6.Others                                                                                                                                                                                                                                -                                   -
Ⅳ. Ending balance of the current year                                119,375,000.00         -           -        -       958,565,294.29        -         9,800.00      -       125,686,000.00   -920,877,890.80             282,758,203.49      1,665,414.53    284,423,618.02

 Legal Representative of Enterprise: Hongxian Lv                                                                Accounting Principal: Mingxian Tan                                                                          Accounting Firm's Principal: Yanli Niu
                                                                                                                                    3
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                                                 Chongqing Jianshe Vehicle System Co.,Ltd.
                                                                                                  Statement of Changes in Owners' Equity
                                                                                                 December 31, 2018 (Expressed in CNY unless otherwise stated)
                                                                                                                                                           Year 2018
                                                                                           Other equity instruments                             Less:        Other
                                     Item                                                                                                                                   Special                       Undistributed                Total owners'
                                                                      Share capital    Preferred Perpetual                Capital reserves    treasury   comprehensive                Surplus reserves                        Others
                                                                                                               Others                                                      reserves                          profits                      equity
                                                                                        shares      bond                                        stock       income
Ⅰ.Balance as at December 31 of last year                             119,375,000.00                                         958,565,294.29                     9,800.00                 125,686,000.00   -1,005,060,247.56             198,575,846.73
Plus: adjustments for changes in accounting policies                                                                                                                                                                                               -
Adjustments for correction of accounting errors in prior year                                                                                                                                                                                      -
Others                                                                                                                                                                                                                                             -
Ⅱ. Balance as at January 1 of the current year                       119,375,000.00         -           -          -        958,565,294.29        -            9,800.00         -       125,686,000.00   -1,005,060,247.56      -      198,575,846.73

Ⅲ .Increase/(decrease) for the current year ("-" for losses)                    -           -           -          -                   -          -                -            -                  -          -851,586.51       -         -851,586.51

1.Total comprehensive incomes                                                                                                                                                                                  -851,586.51                 -851,586.51
2.Capital contributed or reduced by owners                                       -           -           -          -                   -          -                -            -                  -                     -      -                 -
1)Common shares from shareholders                                                                                                                                                                                                                  -
(2)Investment capital from the holders of other equity instruments                                                                                                                                                                                 -
(3)Amount of the share-based payment included in the owners' equity                                                                                                                                                                                -
(4)Others                                                                                                                                                                                                                                          -
3.Distribution of profits                                                        -           -           -          -                   -          -                -            -                  -                     -      -                 -
(1)Withdrawal of surplus reserves                                                                                                                                                                                                                  -
(2)Distribution to owners or shareholders                                                                                                                                                                                                          -
(3)Others                                                                                                                                                                                                                                          -
4.Internal carry-forward of owners' equity                                       -           -           -          -                   -          -                -            -                  -                     -      -                 -
(1)Conversion of capital reserves into paid-in capital                                                                                                                                                                                             -
(2)Conversion of surplus reserves into paid-in capital                                                                                                                                                                                             -
(3)Surplus reserves offsetting losses                                                                                                                                                                                                              -
(4)Set benefit plan changes carry-over retained income
(5)Others                                                                                                                                                                                                                                          -
5.Special reserves                                                                                                                                                               -                                                                 -
(1)Amount withdrawn in the current year                                                                                                                                                                                                            -
(2)Amount used in the current year                                                                                                                                                                                                                 -
6.Others                                                                                                                                                                                                                                           -
Ⅳ. Ending balance of the current year                                119,375,000.00         -           -          -        958,565,294.29        -            9,800.00         -       125,686,000.00   -1,005,911,834.07      -      197,724,260.22
 Legal Representative of Enterprise: Hongxian Lv                                                       Accounting Principal: Mingxian Tan                                                                 Accounting Firm's Principal: Yanli Niu
                                                                                                                         4
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                                                 Chongqing Jianshe Vehicle System Co.,Ltd.
                                                                                                  Statement of Changes in Owners' Equity
                                                                                                 December 31, 2017 (Expressed in CNY unless otherwise stated)
                                                                                                                                                       Year 2017
                                                                                                                                                         Other
                                    Item                                                   Other equity instruments                           Less:
                                                                                                                                                     comprehensiv Special                          Undistributed
                                                                      Share capital     Preferred Perpetual                Capital reserves treasury                           Surplus reserves                         Others Total owners' equity
                                                                                                                Others                                     e       reserves                           profits
                                                                                         shares     bond                                      stock
                                                                                                                                                        income
Ⅰ.Balance as at December 31 of last year                              119,375,000.00                                        958,565,294.29               9,800.00                125,686,000.00    -1,016,330,071.38                187,306,022.91
Plus: adjustments for changes in accounting policies                                                                                                                                                                                            -
Adjustments for correction of accounting errors in prior year                                                                                                                                                                                   -
Others                                                                                                                                                                                                                                          -
Ⅱ. Balance as at January 1 of the current year                        119,375,000.00        -            -           -       958,565,294.29        -           9,800.00   -      125,686,000.00    -1,016,330,071.38       -        187,306,022.91
Ⅲ .Increase/(decrease) for the current year ("-" for losses)                     -          -            -           -                  -          -               -      -                 -         11,269,823.82        -         11,269,823.82
1.Total comprehensive incomes                                                                                                                                                                          11,269,823.82                  11,269,823.82
2.Capital contributed or reduced by owners                                        -          -            -           -                  -          -               -      -                 -                     -        -                   -
1)Common shares from shareholders                                                                                                                                                                                                               -
(2)Investment capital from the holders of other equity instruments                                                                                                                                                                              -
(3)Amount of the share-based payment included in the owners' equity                                                                                                                                                                             -
(4)Others                                                                                                                                                                                                                                       -
3.Distribution of profits                                                         -          -            -           -                  -          -               -      -                 -                     -        -                   -
(1)Withdrawal of surplus reserves                                                                                                                                                                                                               -
(2)Distribution to owners or shareholders                                                                                                                                                                                                       -
(3)Others                                                                                                                                                                                                                                       -
4.Internal carry-forward of owners' equity                                        -          -            -           -                  -          -               -      -                 -                     -        -                   -
(1)Conversion of capital reserves into paid-in capital                                                                                                                                                                                          -
(2)Conversion of surplus reserves into paid-in capital                                                                                                                                                                                          -
(3)Surplus reserves offsetting losses                                                                                                                                                                                                           -
(4)Set benefit plan changes carry-over retained income
(5)Others                                                                                                                                                                                                                                       -
5.Special reserves                                                                                                                                                         -                                                                    -
(1)Amount withdrawn in the current year                                                                                                                                                                                                         -
(2)Amount used in the current year                                                                                                                                                                                                              -
6.Others                                                                                                                                                                                                                                        -
Ⅳ. Ending balance of the current year                                 119,375,000.00        -            -           -       958,565,294.29        -           9,800.00   -      125,686,000.00    -1,005,060,247.56       -        198,575,846.73

Legal Representative of Enterprise: Hongxian Lv                                                        Accounting Principal: Mingxian Tan                                          Accounting Firm's Principal: Yanli Niu
                                                                                                                  5
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                 Notes To Financial Statements



     1、Corporate Information

Chongqing Jianshe Vehicle System Co.,Ltd. (hereinafter referred to as the "Company",
"Company" or "Chongqing Jianshe"),the company’s original name is Chongqing Jianshe
Motorcycle Co.,Ltd.,was jointly set up in July 1995 by the Construction Industry (Group) Co.,
Ltd. and China North Industries Shenzhen Corporation. The Business License of the
Enterprise: No. 915000007474824231. The Company was listed in July 1995 at the Shenzhen
Stock Exchange. The Company is engaged in the manufacturing industry.
On December 27, 2017, the company issued an announcement that it has completed the
relevant business registration procedures for the change in Chinese, obtained the notice of
approval for change of registration of chongqing administration of industry and commerce
(Chongqing Industrial and commercial registration of changes [2017] No.1206-1),got an
issue of a business license and approval rear of implementing the shenzhen stock exchange.
The name of the company was changed from " Chongqing Jianshe Motorcycle Co., Ltd." to "
Chongqing Jianshe Vehicle System Co.,Ltd.". Abbreviation of the company was changed
from "Jianmo B" to "Jianshe B", and the securities code of the company was unchanged at
200054.
On October 22, 2018, Chongqing Jianshe mechanical and electrical co., LTD., the controlling
shareholder of the company, signed the "Equity transfer Agreement for State-owned listed
companies" with China South Industries Group Corporation (hereinafter referred to as
"GSGC"). The Chongqing Jianshe mechanical and electrical co., LTD. transferred 84,906,250
shares of its state-owned legal person shares to the GSGC, it accounts for 71.13% of the
Chongqing Jianshe 's total share capital.
On December 21, 2018 , The company received the " Confirmation of registration of
securities transfer " issued by the Shenzhen Branch of China Securities Registration and
Clearing Co., Ltd., and the registration procedures for the transfer of shares under this
agreement have been completed in the Shenzhen branch of China Securities Registration and
settlement Co., Ltd.
After the completion of this agreement transfer, Chongqing Jianshe mechanical and electrical
co., LTD., would no longer hold shares of the company. GSGC became the controlling

                                            9
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

shareholder of the company, the proportion of shareholding is 71.13%, and the nature of the
shares is State-owned legal person shares.
The ultimate controller of the Company is the State-owned Assets Supervision and
Administration Commission (SASAC).
As at December 31, 2018, the Company issued 119,375,000 shares in total and had the
registered capital of 119,375,000. The registration place: NO.1, JIANSHE ROAD HUAXI
INDUSTRY PARK, BANAN DISTRICT, CHONGQING; the headquarters address: Banan
District, Chongqing Municipality. Legal representative: Lv Hongxian. The main business
activities: research and development, processing, manufacturing and related technical services
of Motorcycles, auto parts, accessories, machinery products, design , manufacturing and
related technical services of tooling (except for those subject to national special provisions) ;
R & D, production and sales of motorcycle engines; research , development and processing of
mechanical and electrical products, home appliances, bicycles, environmental protection
product; imports, wholesale, retail, commission agency (except auction) of similar products of
these products.
The disclosure of the financial report was approved by the Board of Directors on April 23,
2019.
As at December 31, 2018, one subsidiary was included in the scope of consolidated financial
statements of the Company,See "Note 7 Equity in other entities" for details of scope
consolidated financial statements. The scope consolidated financial statements of this year has
reduced 1 subsidiary compared with the last year, See "Note 6 Changes in the scope of
business combinations " for details.
The company and Chongqing Jianshe Automobile A/C Co., Ltd., its important subsidiary,
mainly engaged in the manufacture, sale of air conditioners and accessories, air conditioning
and spare parts maintenance.


   2、Basis for the Preparation of financial statements

   2.1 Basis for Preparation
The Company prepares the financial statements on the basis of going concern, according to
actual transactions and events, and in accordance with the Accounting Standards for Business
Enterprises – Basic Standards and 38 concrete accounting standards issued by the Ministry of
Finance on February 15, 2006, the subsequently issued Accounting Standards for Business

                                             10
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

Enterprises – Application Guidelines, and the Accounting Standards for Business Enterprises
– Interpretations and other relevant provisions (hereinafter collectively referred to as –
Accounting Standards for Business Enterprises‖), as well as Compilation Rules for
Information Disclosure by Companies Offering Securities to the Public No. 15 - General
Provisions on Financial Reports issued by China Securities Regulatory Commission.
In accordance with relevant provisions of the Accounting Standards for Business Enterprises,
the Group adopted the accrual basis in accounting. Except for some financial instruments,
where impairment occurred on an asset, an impairment reserve was withdrawn accordingly
pursuant to relevant requirements.


    2.2    Going Concern
The Company was on a going concern basis in 12 months as of the end of the current
reporting period and was not affected by any material event having an impact on the going
concern.


    3、Principal accounting policies and accounting estimates

    3.1 Statements on Compliance with Accounting Standards for Business Enterprises
The financial statements prepared by the Company meet the requirements of the Accounting
Standards for Business Enterprises and truly and completely reflect the Company’s financial
position, operating results and cash flows, etc. for the reporting period.

    3.2 Accounting period

The Company’s fiscal periods include fiscal years and fiscal periods shorter than a complete
fiscal year from January 1 to December 31 as one accounting year.

    3.3 Operating cycle

The normal operating cycle refers to the period from the assets used for processing after
purchased by the company to the cash or cash equivalents achieved. 12 months are regarded
as one operating cycle in the company, and which is as the division criterion for the liquidity
of assets and liabilities.




    3.4 Functional currency
                                              11
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

The functional currency is CNY.

   3.5 Accounting treatments of the combination of enterprises under common control
         and the combination of enterprises not under the common control
Business combination refers to the transactions or items with one reporting entity formed by
the combination of two or more separate enterprises. The business combination shall be
divided into the business combination under common control and the business combination
under non-common control.

(1)Business combination under common control
The business combination under common control refers to the business combination in which
all of the combining enterprises are ultimately controlled by the same party or parties both
before and after the combination, and that control is not transitory. Of which, the combining
party is that acquiring the control right to other combining enterprises at combining date, and
the combining date means the date that the combining party actually acquires the control right
of the combined party. The acquisition date means the date that the acquirer actually obtains
the control right of the acquiree.
The assets and liabilities acquired by the combining party are measured in accordance with
the book value of the combined party at the combining date. For the balance between the
book value of net assets acquired by the combining party and the book value of the combining
valuable consideration (or the nominal amount of issued shares), the capital reserves (stock
premium) shall be adjusted, or the retained earnings shall be adjusted when the capital
reserves (stock premium) are insufficient.
All the costs directly incurred for the business combination by the combining party shall be
recorded into the current profits and losses when occurred.

(2)Combination of enterprises not under the common control
The business combination under non-common control refers to the business combination in
which all of the combining enterprises are not ultimately controlled by the same party or
parties both before and after the combination. Of which, the acquirer is that obtaining the
control right to other combining enterprises at acquisition date, and other combining
enterprises refers to the acquiree. The acquisition date means the date that the acquirer
actually obtains the control right of the acquiree.
For the business combination under non-common control, the merger costs include the assets

                                              12
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

paid for obtaining the control right of acquiree by the acquirer, the liabilities occurred or
borne and the fair value of equity securities issued, the intermediary fees for audit, legal
services, evaluation and consultation when the business combination issued, and other
management costs shall be recorded into the current profits and losses when occurred. The
transaction costs of equity securities or debt securities issued for the merger consideration by
the acquirer shall be included into the initially recognized amount of the equity securities or
the debt securities. The contingent consideration involved shall be recorded into the merger
cost as per the fair value at the acquisition date. Within 12 months after the acquisition date,
the combining business reputation should be adjusted correspondingly if the contingent
consideration is required to adjust because of new or further evidence for the existed situation
on the acquisition date. The merger cost issued by the acquirer and the identifiable net assets
acquired in the combination are measured as per the fair value on the acquisition date. The
difference of the merger cost less the fair value shares of identifiable net assets obtained by
the acquiree during the merger on the acquisition date, is recognized as the business
reputation. While the merger cost is less than the fair value shares of identifiable net assets
obtained by the acquiree during the merger, all the measurement on the identifiable assets, the
liabilities, the fair value of liabilities and the merger cost obtained by the acquiree should
firstly be rechecked, and the difference shall be recorded into the current profits and costs if
the merger cost is still less than the fair value shares of identifiable net assets obtained by the
acquiree during the merger after rechecking.
If the deductible temporary difference of acquiree obtained by the acquirer is not recognized
due to the recognition condition of the deferred income tax assets unmet on the acquisition
date within 12 months after the acquisition date, the relevant deferred income tax assets shall
be recognized and the business reputation shall be reduced if the acquired new or further
evidence shows that the relevant situation has already existed and the economic benefit
gained by the acquiree from the deductible temporary difference is expected to achieve, and
the differences are recognized as the current profits and losses if the business reputation is
insufficient to offset. With the exception of the above, the deferred income tax assets related
to the business combination are recorded into the current profits and losses.
For the business combination under non-common control realized step-by-step through
multiple transactions, the multiple transactions shall be judged if belong to “the package deal”
according to the “Notice on Issuance of Interpretation of Accounting Standards for Business
Enterprises from Ministry of Finance” (Finance and Accounting [2012] No.19) and the
                                               13
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

judgment standards on “the package deal” in Article 51st of “Accounting Standards for
Business Enterprises No.33 – Consolidated Financial Statement” (please see Note 3.6 (2)).
For the package deal, please refer to above description of this section and Note 3.14
“Long-term Equity Investment” to conduction the accounting treatment. For the non-package
deal, the relevant accounting treatment should be respectively conducted for the individual
financial statement and the consolidated financial statements:
For the individual financial statements, the sum of the book value of equity investment from
the purchased party held before the purchase date and the new investment cost at the purchase
date shall be as the initial investment cost of the investment. For the other comprehensive
incomes involved in the equity of the acquiree held before the acquisition date, the investment
and the relevant other comprehensive incomes shall be disposed through the accounting
treatment on the same basis of the direct disposal of the relevant assets or liabilities by the
acquiree (Namely, the rest is transferred into the current investment incomes with the
exception of the corresponding shares of changes caused by the net liabilities or the net assets
of the defined benefit plans re-measured by the acquiree as per the equity method).
In the consolidated financial statements, the equity of the acquiree held before the acquisition
date shall be measured again as per the fair value of the equity on the acquisition date, and the
difference between the fair value and the book value is recorded into the current investment
income. For the other comprehensive incomes involved in the equity of the acquire held
before the acquisition date, the relevant other comprehensive incomes shall be disposed
through the accounting treatment on the same basis of the direct disposal of the relevant assets
or liabilities by the acquire (Namely, the rest is transferred into the current investment
incomes on the acquisition date, with the exception of the corresponding shares of changes
caused by the net liabilities or the net assets of the defined benefit plans re-measured by the
acquire as per the equity method).


   3.6   Preparation of consolidated financial statements

(1)Principle for determining the consolidation scope
The consolidation scope for financial statements is determined on the basis of control. The
term “control” is the power of the Group upon an investee, with which it can take part in
relevant activities of the investee to obtain variable returns and is able to influence the amount
of returns. The scope of consolidation includes the Company and its all subsidiaries. A

                                              14
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

subsidiary is an enterprise or entity controlled by the Group.
Once any changes in the relevant facts or situations resulted in any changes in the elements
involved in the aforesaid definition of “control”, the Company shall carry out a reassessment.

(2)Compiling method of consolidated accounting statements
The company starts to include the actual control right to the net assets and the production and
management decisions of the subsidiaries into the combination scope since the date of the
actual right acquired, and will stop covering into the combination scope on the date of the
actual right lost. For the disposed subsidiaries, the business performance and the cash flow
before the disposal date have been properly covered in the consolidated profit statement and
the consolidated cash flow statement. For the subsidiaries disposed in the current period, the
opening balance of the consolidated balance sheet shall not be adjusted. through the business
combination under non-common control, the business performance and the cash flow after the
acquisition date have been properly included in the consolidated profit statement and the
consolidated cash flow statement, and the opening balance and the comparison balance of the
consolidated financial statement shall not be adjusted. For the subsidiaries increased through
the business combination under common control, the business performance and the cash flow
from the beginning of current combination period to the combination date have been properly
included in the consolidated profit statement and the consolidated cash flow statement, and
the comparison balance of the consolidated financial statement shall be adjusted
simultaneously.
With the preparation of the consolidated financial statement, the necessary adjustment shall be
made according to the accounting policy of the company and the financial statement of the
subsidiaries during the fiscal period if the accounting policy or the fiscal period adopted by
the subsidiaries and the company is discrepant. For the subsidiaries acquired through the
business combination under non-common control, the financial statement shall be adjusted on
the basis of the fair value of the identifiable net assets on the acquisition date.
All the major balances, transactions and the unrealized profits of the company shall be offset
in the preparation of the consolidated financial statement.
Those not belong to the company in the shareholders’ equity and the current net profit or loss
of the subsidiaries shall be respectively stated as the minority equity and the minority interest
income and individually listed under the shareholders’ equity and the net profit of the
consolidated financial statement. The minority equity portion from the net profit or loss in

                                               15
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

current period shall be stated as “minority interest income” and listed under the net profit in
the consolidated financial statement. Moreover, the minority equity is still offset even if the
losses of the subsidiaries undertaken by the minority shareholders are beyond the portion of
the shareholders’ equity shared by the minority shareholders of the company at the beginning
of period.
When the control on the original subsidiaries lost due to the disposal of partial equity
investment or other reasons, the remaining equity should be measured again according to the
fair value on the control lost date. The difference of the consideration acquired by the disposal
of equity and the fair value of the surplus equity less the net assets portion of the original
subsidiaries calculated from the purchase date as per the original stock proportion shall be
recorded into the current investment income after the control lost. Other comprehensive
returns relevant to the original subsidiary shares investment shall be disposed through the
accounting treatment on the same basis of the direct disposal of the relevant assets or
liabilities by the acquiree when the control lost (Namely, all the rest are transferred into the
current investment incomes, with the exception of the changes caused by the net liabilities or
the net assets of the defined benefit plans re-measured by the original subsidiaries). Thereafter,
the subsequent measurement shall be made for the rest equity according to the relevant
provisions of “Accounting Standards for Business Enterprises No. 2 – Long-term Equity
Investment” or “Accounting Standards for Business Enterprises No. 22 – Recognition and
Measurement of Financial Instruments”. For the details, please see Notes 3.14 “Long-term
Equity Investment” or Notes 3.10 “Financial Instruments”.
For the equity investment in the subsidiary through the step-by-step disposal of multiple
transactions till the control right lost, the company should respectively dispose all the
transactions if belong to the package deal. As long as the terms, conditions and economic
influence on all the transactions of the disposal of the equity investment in the subsidiary
meet one status below, it usually shows that the multiple transactions matters should be
conducted the accounting treatment as the package deal: ① these transactions are made
simultaneously or under the consideration of the influence each other. ② these transactions
shall be as the whole to achieve one complete business results. ③ one transaction occurs
depending on the appearance of other one transaction at least. ④ one transaction is
economic under the consideration with other transactions even if it is not economic when
individually considerate. For the non-package deal, each transaction shall be respectively

                                             16
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

conducted the accounting treatment according to the applicable principles of “Partial Disposal
of Long-term Equity Investment in Subsidiary without Control Lost” (please refer to (2) ④
in Note 3.14) and “The Control on Original Subsidiary Lost due to Disposal of Part of Equity
Investment or Other Reasons” (details please see forepart). For the package deal from the
transactions after the disposal of equity investment in the subsidiary till the control right lost,
the transactions shall be as one transaction of the disposal of subsidiary and the control lost
for the accounting treatment. Therefore, every balance between the net assets proportion of
the subsidiary shared relative to the disposal price and the disposal investment before the
control right lost, shall be recognized as other comprehensive incomes in the consolidated
financial treatment and transferred into the current profits and losses when the control lost.


   3.7 Joint venture arrangements classification and Co-operation accounting treatment
Joint enterprise arrangement is two or more parties jointly control the enterprise. The
company enjoys rights and bears obligations based on joint enterprise arrangement. Joint
enterprise arrangement is composed of joint operation and joint enterprises. Joint operation
means the company has the right to arrange related assets and related liabilities. Joint
enterprises means the company only has the right to arrange the net asset.
The company adopts equity method to calculate investment to joint enterprises by referring to
accounting policies stated in "Long-term Stock Ownership for Equity Method Calculation"
(please refer to (2) ④ in Note 3.14)
As one party of joint operation, the company confirms assets and liabilities only held by itself
and confirms joint assets and liabilities as proportion of the company’s shares; confirm
incomes from sales and production in the way of joint operation as proportion of the
company’s shares; confirm the company’s own expenses and all expenses in the way of joint
operation as proportion.
As a party of joint operation, the company funds or sells assets (not used for operation, the
same below) of joint operation or purchases assets from joint operation. Before the assets are
sold to a third party, the company only confirms the loss and benefit in the trade which belong
to other parties in the joint operation. In case the assets is in conformity to the asset
impairment loss regulated in Asset Impairment --No.8 of Accounting Criteria for Enterprises,
the company confirms all losses in full amount for the company funding or selling assets of
joint operation. The company confirms the loss as proportion of shares for the company
purchasing assets from joint operation.
                                              17
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

   3.8 Recognition criteria of cash and cash equivalents
The cash stated in cash flow statement refers to cash in hand and bank deposits usable for
payment at any time. Cash equivalent refers to the investments with holding period of less
than three months that are readily convertible to known amount of cash and subject to
insignificant risk of changes in value.


   3.9 Foreign currency business and foreign currency translation

(1)Translation Method of Foreign Currency Transaction
The shot exchange rate (usually refers to the middle rate at the date of currency exchange
published by the People’s Bank of China, hereinafter inclusive) on the transaction date is
adopted to convert to the amount of functional currency when the foreign currency transaction
issued in the company is initially recognized. However, the foreign currency exchanges or the
transactions relative to the foreign currency exchanges occurred in the company shall be
translated into the amount of functional currency as per the actually adopted exchange rate.
(2)Translation Method for Monetary Items of Foreign Currency and Non-monetary Items of
Foreign Currency
On the balance sheet date, the monetary items of foreign currency are translated as per the
shot exchange rate on the balance sheet date, and the foreign exchange conversion gap arising
from which shall be recorded into the profits and losses of the current period, except for ①
the balance of exchange arising from special foreign currency borrowings for the purchase
and construction of qualified assets subject to the principle of borrowing costs. ② the
exchange balance generated from other book balances in the foreign currency monetary items
available for sale with the exception of the post-amortization costs shall be recorded into other
comprehensive incomes.
When it involves overseas business in preparing the consolidated financial statement, for the
translation difference of foreign currency monetary items of net investment in overseas
business arising from the change in exchange rate, it shall be recorded into the other
comprehensive income; and be recorded into disposal gains and losses at current period when
disposing overseas business.
The non-monetary items of foreign currency measured at the historical cost shall still be
measured by the amount of functional currency translated at the spot exchange rate on the
transaction date. The non-monetary items of foreign currency measured at the fair value shall

                                             18
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

be translated at the spot exchange rate on the fair value recognized date, and the gap of the
translated amount of functional currency and the original the amount of functional currency
shall be as the fair value variation (change in exchange rate included) to make treatment and
recorded into the current profits and losses or recognized as other comprehensive incomes.


(3)Translation Method of Foreign Currency Financial Statement
For the overseas business operation involved in the preparation of the consolidated financial
statement, the exchange balance arising from the change in exchange rate for the foreign
currency monetary items of the net investment in the overseas business, shall be as
“translation reserve of foreign currency statement” and recognized as other comprehensive
incomes. The profits and losses of the current disposal period shall be recorded when disposal
of the overseas business operations.
The foreign currency financial statement of the overseas business operation shall be translated
as RMB statement as per the following methods: the assets and liabilities in the balance sheet
shall be translated at a spot exchange rate on the balance sheet date. For the shareholders’
equity items, other items shall be translated at a spot exchange rate when occurring, except for
the “undistributed profit” items. The earnings and expenses items in the profit statement shall
be translated at a spot exchange rate on the transaction date. Moreover, the Retained Earnings
at the beginning of this year are the profits translated at the end of last year which shall be
distributed and listed all the items measurement as per the translated profits. The difference
between the translated assets items and the sum of the liabilities items and the shareholders’
equity items shall be as the translation reserve of foreign currency statement and recognized
as other comprehensive incomes. When disposing the overseas business operation and losing
the control right, the translation reserves of foreign currency statement related to the overseas
business operation which listed in the shareholders’ equity items in the balance sheet, are all
recorded into the current disposal profits and losses or shifted as per the disposal proportion
of the overseas business operation.
The cash flows of foreign currency and overseas subsidiary shall be translated at the spot
exchange rate on the cash flow date. The influence amount of the change in exchange rate on
the cash shall be individually listed and reported as the adjustment items in the cash flow
statement.
The amount at the beginning of this year and the actual amount of last year shall be listed
according to the translated amount of the financial statement.
                                             19
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

If the control on the overseas business operation lost due to the disposal of partial equity
investment or other reasons when disposing all the owners’ equity of the overseas business
operation of the company, the translation reserves of foreign currency statement belong to the
owners’ equity of the parent company related to the overseas business operation which listed
in the shareholders’ equity items in the balance sheet, are all recorded into the current disposal
profits and losses.
If the held equity proportion of the overseas business operation reduced due to the disposal of
partial equity investment or other reasons, but the control on the overseas business operation
not lost, the translation reserves of foreign currency statement related to the partial disposal of
the overseas business operation shall be belong to the minority equity and not recorded into
the current profits and losses. When disposing partial equity of the joint ventures or the
cooperative enterprises of the overseas business operations, the translation reserves of foreign
currency statement related to the overseas business operations shall be recorded into the
current disposal profits and losses as per the disposal proportion of the overseas business
operations.


   3.10 Financial instruments
One financial asset or financial liability shall be recognized when the company becomes the
party in the financial instrument contract. The financial assets and the financial liabilities are
measured at the fair value in the initial recognition. For the financial assets and liabilities that
measured at the fair values and the variation included in the current profits and losses, the
relative transaction expenses shall be directly recorded into the profits and losses. For the
financial assets and liabilities of other categories, the expenses related to transactions are
recognized as initial amount.

(1)Determination Method for the Fair Value of Financial Assets and Liabilities
The fair value refers to the price that receivable for the sale of one asset or paid for the
transfer of one liability in the orderly transactions occurring on the measurement date for the
market participants. If there exists the active market for the financial instrument, the company
shall recognize the fair value according to the quotation in the active market which refers to
the price that easy to periodically acquire from Exchanges, Commission Brokers, Guilds and
Pricing Services, and stands for the price of the market transactions actually occurred in the
fair dealing. For there isn’t the active market for the financial instrument, the company shall

                                               20
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

recognize the fair value with adopting the valuation technique which includes the price used
in the market transactions recently conducted by the parties with voluntary trade and under
the consideration and acquainting of the situation, the current fair value in reference to other
same financial instruments, the discount cash flow method and the option pricing model.

(2)Classification、recognition and measurement of financial instruments
The accounting recognition and de-recognition shall be conducted at the transaction date in
the conventional way for the financial assets dealing. The financial assets are divided into the
financial assets, the held-to-maturity investment, the loans, the receivables and the sellable
financial assets which are measured at their fair values and of which the variation are
recorded into the current profits and losses when recognized initially.
① Financial assets (financial liabilities) measured at fair value through current profit and
loss
Including the tradable financial assets and the financial assets designated at their fair values
and of which the variation is recorded into the current profits and losses.
The tradable financial assets refer to the financial assets meeting any of the following
requirements: A. the purpose to acquire the financial assets is for selling in the short-term. B.
forming a part of the identifiable combination of financial instruments which are managed in
a centralized way and for which there are objective evidences proving that the company may
manage the combination by way of short-term profit making in the near feature. C. being a
derivative instrument, excluding the designated derivative instruments which are effective
hedging instruments, or derivative instruments belong to financial guarantee contracts, and
the derivative instruments which are connected with the equity instrument investments for
which there is no quotation in the active market and whose fair value cannot be reliably
measured, and which shall be settled by the delivery of the equity instruments.
The financial assets meeting any of the following requirements can be designated when they
are initially recognized as financial assets measured at their fair values and of which the
variation is recorded into the current profits and losses: A. the designation is able to eliminate
or obviously reduce the discrepancies in the recognition or measurement of relevant gains or
losses arisen from the different basis of measurement of the financial assets. B. the official
written documents on risk management or investment strategies of the company have
recorded that the combination of the financial assets, or the combination of the financial
assets and liabilities will be managed and evaluated on the basis of the fair value and reported
to the key management personnel.
                                              21
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

The financial assets measured at their fair values and of which the variation is recorded into
the current profits and losses shall be made the subsequent measurement as per the fair value,
and the gains or losses formed from the variation of the fair value as well as the dividend and
interest incomes related to the financial assets shall be recorded into the current profits and
losses.
②Held-to-maturity investments

The held-to-maturity investment refers to a non-derivative financial asset with a fixed date of
maturity, a fixed or determinable amount of repo price and the company holds for a definite
purpose or is able to hold until its maturity.
The held-to-maturity investments shall be made the subsequent measurement on the basis of
the actual interest rate and the post-amortization costs, and the gains or losses arising from
de-recognition, impairment or amortization shall be recorded into the current profits and
losses.
The actual interest rate method is the way to calculate the post-amortization costs and the
interest incomes or expenditure at each period as per the actual interest rate of the financial
assets or liabilities (a group of financial assets or liabilities included). The actual interest rate
means that the future cash flow of the financial assets or liabilities within the predicted term
of existence or within a shorter applicable term shall be discounted as the rate used for the
current book value of the financial assets or liabilities.
When calculating the actual interest rate, the company should consider all the contract terms
of the financial assets or liabilities to estimate the future cash flow (without regard to the
future credit loss), and take account of all the charges, transaction expenses and discounts or
premium belong to the actual interest rate and paid or received between all the parties of the
financial assets or liabilities contracts.

③ Loans and Accounts receivable
The loans and the receivables refer to a non-derivative financial asset without the quotation, a
fixed or determinable amount of repo price in the active market. The financial assets divided
into loans and receivables of the company shall include the bill receivable, the accounts
receivable, the interest receivable, the dividends receivable and other receivables.
The loans and the receivables shall be made the subsequent measurement on the basis of the
actual interest rate and the post-amortization costs, and the gains or losses arising from
de-recognition, impairment or amortization shall be recorded into the current profits and
                                                 22
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

losses.

④ Available-for-sale financial assets
The sellable financial assets refer to the non-derivative financial assets which are designated
as sellable when they are initially recognized as well as the financial assets other than the
financial assets, the loans, the receivables and the held-to-maturity investments measured at
the fair value and of which the variation recorded into the current profits and losses.
The costs of the sellable liability instrument investments at the end of period shall be
recognized as per the post-amortization cost method, which is the amount that the
accumulated amortization amount, formed after the amortization for the initially recognized
amount with the compensated capital deducted add or less the difference between the initially
recognized amount and the amount at the maturity date with use of the actual interest rate
method, with deduction of the impairment losses occurred. The costs of the sellable equity
instrument investments at the end of period are the initially acquired costs.
The sellable financial assets shall be conducted the subsequent measurement at the fair value,
the gains or losses arising from the change in the fair value, except that the impairment losses
and the exchange balance related to the monetary financial assets of foreign currency and the
post-amortization costs are recorded into the current profits and losses, shall be recognized as
other comprehensive incomes, transferred out and recorded into the current profits and losses
when the de-recognition of the financial assets. However, The equity instrument investment
which has no quotation in the active market and whose fair value cannot be reliably measured,
and the derivative financial assets which are connected with the equity instrument and
required to settle by the delivery of the equity instrument shall be conducted the subsequent
measurement by costs.
The interests acquired from the sellable financial assets during the holding period and the cash
dividends declared to deliver by the investee shall be recognized as the investment returns.

(3)Impairment of financial assets
The Company assesses at the balance sheet date the carrying amount of every financial asset
except for the financial assets that measured by the fair value. If there is objective evidence
indicating a financial asset may be impaired, a provision is provided for the impairment.
The Group carries out a separate impairment test for every financial asset which is
individually significant. As for a financial asset which is individually insignificant, an
impairment test is carried out separately or in the financial asset group with similar credit risk.
                                              23
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

Where the financial asset (individually significant or insignificant) is found not impaired after
the separate impairment test, it is included in the financial asset group with similar credit risk
and tested again on the group basis. Where the impairment loss is recognized for an individual
financial asset, it is not included in the financial asset group with similar credit risk for an
impairment test.

① Impairment of held-to- maturity investments、loans and accounts receivable
The financial assets measured by cost or amortized cost write down their carrying value by
the estimated present value of future cash flow. The difference is recorded as impairment loss.
If there is objective evidence to indicate the recovery of value of financial assets after
impairment, and it is related with subsequent event after recognition of loss, the impairment
loss recorded originally can be reversed. The carrying value of financial assets after
impairment loss reversed shall not exceed the amortized cost of the financial assets without
provisions of impairment loss on the reserving date.

②Impairment of available-for-sale financial assets
The decline for the fair value of the sellable equity instrument investments can be judged as
serious or non-transient depreciation by the relevant comprehensive factors, which shows that
the sellable equity instrument investments have the impairment. Of which, the “serious
depreciation” refers to the decline range of the fair value accumulatively over 20%, and the
“non-transient depreciation” is the decline period of the fair value continuously beyond 12
months.
When the sellable financial assets impair, the accumulated losses formed due to the
depreciation of the fair value for other comprehensive incomes originally recorded shall be
transferred out and recognized as the current profits and losses, and the transferred
accumulative losses are the balances of the costs of the assets initially acquired with
deduction of the withdrawn capitals, the amortized amount, the current fair value and the
impairment losses initially recorded into profits and losses.
After the impairment losses recognized and if there are objective evidences proving that the
financial assets values have resumed after the period and have objectively involved in the
matters occurred after the losses recognized, the impairment losses originally recognized shall
be switched back, the reverse of the impairment losses for the sellable equity instrument
investments shall be recognized as other comprehensive incomes and the reverse of the
impairment losses for the sellable liability instrument shall be recorded into the current profits
                                              24
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

and losses.
The equity instrument investment which has no quotation in the active market and whose fair
value cannot be reliably measured, or the impairment losses of the derivative financial assets
which are connected with the equity instrument and required to settle by the delivery of the
equity instrument shall not be reversed.

(4)Recognition and measurement for transfer of financial assets
For financial asset that satisfies the following criteria, it shall stop recognizing the financial
asset: 1) the contract rights to collect the cash flow of the financial asset has been terminated;
2) the financial asset has been transferred with nearly all of the risks and rewards related to
the ownership of the financial asset transferred to transferee; 3) the financial asset has been
transferred with the control to such financial asset waived, though this enterprise has not
transferred or retained nearly all the risks and rewards related to the ownership of the
financial asset.
If this enterprise has neither transferred nor retained almost all the risks and rewards on the
asset ownership, it shall, within the extent of its continuous involvement in the transferred
financial asset and recognize the relevant liability. The term "continuous involvement in the
transferred financial asset" shall refer to the risk level that this enterprise faces resulting from
the change of the value of the financial asset.
If the transfer of an entire financial asset satisfies the conditions for stopping recognition, the
difference between the amounts of the book value of the transferred financial asset and the
sum of consideration received from the transfer, and the accumulative amount of the changes
of the fair value originally recorded in the owner's equities of other comprehensive income,
shall be recorded in the profits and losses of the current period.
If the transfer of partial financial asset satisfies the conditions to stop the recognition, the
book value of the transferred financial asset shall, between the portion whose recognition has
been stopped and the portion whose recognition has not been stopped, be apportioned
according to their respective relative fair value, and the difference between the amounts of the
following 2 items shall be included into the profits and losses of the current period: 1)sum of
consideration the portion whose recognition has been stopped and the accumulative amount
changes in fair value originally recorded owner’s equities which is corresponding to stopp, the
book value of the portion whose recognition has been stopped; 2) the book value of the
portion whose recognition has been stopped.

                                               25
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

For the financial asset sold with recourse attached, it is to transfer the financial asset held by
endorsement, prior to confirmation that nearly all of the risks and rewards related to the
ownership of the financial asset has been transferred to transferee. Where this enterprise has
transferred nearly all of the risks and rewards related to the ownership of the financial asset to
the transferee, it shall stop recognizing the financial asset. If it retained nearly all of the risks
and rewards related to the ownership of the financial asset, it shall not stop recognizing the
financial asset. Where this enterprise does not transfer or retain nearly all of the risks and
rewards related to the ownership of a financial asset, it shall deal with it according to
principles stipulated above.

(5)Classification and measurement of financial liabilities
Financial liabilities shall be classified into the two categories when they are initially
recognized: the financial liabilities which are measured at their fair values and of which the
variation is included in the current profits and losses; other financial liabilities. The initial
recognition of financial liabilities shall be measured at fair value. For the financial liabilities
which are measured at their fair values and of which the variation is included in the current
profits and losses, the related transaction cost shall be included directly in the current profits
and losses; for other financial liabilities, the related transaction cost included in the initially
recognized amount.

①   Financial liabilities measured at fair value through current profit and loss
Such financial liabilities are divided into transactional financial liabilities and financial
liabilities designated to be measured at fair values and whose changes are recorded in current
gains and losses in the initial recognition under the same conditions where such financial
assets are divided into transactional financial assets and financial assets designated to be
measured at fair values and whose changes are recorded in current gains and losses in the
initial recognition.
Financial liabilities measured at fair values and whose changes are recorded in current gains
and losses are subsequently measured at their fair values. Gains or losses arising from the fair
value changes, as well as the dividend and interest expenses in relation to the said financial
liabilities, are recorded in the profits and losses for the current period.

②   Other Financial liabilities
And are not quoted in an active market, for which there is no quoted price in the active market
and whose fair value cannot be reliably measured, this enterprise shall make subsequent
                                               26
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

measurement according to its cost. For other financial liabilities, this enterprise shall make
subsequent measurement on the basis of the post-amortization costs by adopting the actual
interest rate method, with profits or losses resulting from stopping recognition or amortization
recorded into the profits and losses of the current period.

③ Financial guarantee contract and loan commitment
For the financial guarantee contracts which are not designated as a financial liability
measured at its fair value and the variation thereof is recorded into the profits and losses of
the current period, or the loan commitment which is not designated as a financial liability
measured at its fair value and the variation thereof is recorded into the gains and losses that
will be loaned lower than the market interest rate, which shall be initially recognized by fair
value, and the subsequent measurement shall be made after they are initially recognized
according to the higher one of the following: a. the amount as determined according to the
Accounting Standards for Enterprises No. 13 – Contingencies; b. the remaining balance after
accumulative amortization as determined according to the principles of the Accounting
Standards for Enterprises No. 14 - Revenues is subtracted from the initially recognized
amount.

(6)Conditions for derecognition of financial liabilities
Financial liabilities shall be entirely or partially derecognized if the present obligations
derived from them are entirely or partially discharged. Where the Company enters into an
agreement with a creditor so as to substitute the current financial liabilities with new ones,
and the contract clauses of which are substantially different from those of the current ones, it
shall recognize the new financial liabilities in place of the current ones.
Upon entire or partial derecognition of financial liabilities, differences between the carrying
amounts of the derecognized financial liabilities and the consideration paid (including
non-monetary assets surrendered or new financial liabilities assumed) are charged to profit or
loss for the current period.

(7)Derivatives and embedded derivatives
Derivative financial instruments include derivatives are initially measured at fair value at the
date when the derivative contracts are entered into and are substantially re-measured at fair
value. The resulting gain and loss is recognized in profit or loss.
An embedded derivative is separated from the hybrid instrument, where the hybrid instrument
is not designated as a financial asset or financial liability at fair value through profit or loss,
                                              27
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

and the treated as a standalone derivative if (a) the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the
host contract; and (b) a separate instrument with the same terms as the embedded derivative
would meet the definition of a derivative. If the Company is unable to measure the embedded
derivative separately either at acquisition or at a subsequent balance sheet date, it designates
the entire hybrid instrument as a financial asset or financial liability at fair value through
profit or loss.

(8)Offset of Financial Asset and Financial Liability
Where this enterprise has the legal right to offset its recognized financial asset and financial
liability, and it is able to perform this legal right, and if it plans to settle with the net amount
of and cash the financial asset and liquidate the financial liability, it shall itemize and show in
the balance sheet the amounts after the financial asset and the financial liability offset each
other. For any other circumstances, the financial asset and financial liability shall not offset
each other, and shall be itemized and shown separately in the balance sheet.

(9)Equity Instruments
The "equity instruments" refers to the contracts which can prove that this enterprise holds the
surplus equities of the assets after the deduction of all the debts. This enterprise deal the
equity instruments issued (including refinancing), repurchased, sold or cancelled as changes
of equity. It shall not recognize the changes of fair value of equity instruments. The
transaction expenses associated with equity transactions shall be deducted from the equity.
This enterprise shall deduct the shareholders' equity for various kinds of distributions (not
including stock dividends) to the holders of equity instruments. It shall not recognize the
amount of changes in the fair value of equity instruments.


    3.11 Accounts receivable

Receivables include account receivables、notes receivables and other accounts receivables.
The accounts receivable resulting from the sale of goods or services provided by the company
shall be initially recognized as the fair value of the contract or agreement price obtain from
the purchaser. Receivables are based on the effective interest rate method, and shall be
deducted from the amortized cost less the provision for doubtful debts.

(1)Significant accounts receivable with individual provision for bad debt:

                                               28
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                        Accounts receivable have an individual amount of more than RMB5
 Assessment basis or standard of
                                        million, and other receivables have an individual amount of RMB3
 individually significant amount
                                        million.
                                        The separate impairment tests are carried out for the accounts
                                        receivable. Provision for bad debts shall be made at the difference of
 Individual provision for bad debt of
                                        present values of estimated future cash flows in short of their book
 significant accounts receivable
                                        values and included in current profit and loss, if any objective evidence
                                        indicates the impairment.


(2)Accounts receivable with provision for bad debts accrued by credit risk features
portfolio:
Receivables that not individually significant and individually significant but without
impairment by independent impairment test, are grouped on the basis of similarity and
relevance of credit risk. This credit risk usually reflects the debtor’s ability to repay all the due
accounts in accordance with contract for such assets, which also are related with the
measurement on future cash flow of the examined assets.

    A.Recognition basic of different groups::

                        Item                                                      Basic
 Aging group                                                          Account age of receivables

    B.Methods of making provisions for bad debt in different groups:

                        Item                                                     Method
 Aging group                                                               Aging analysis method


    a. Bad-debt provision made under the aging analysis method in the portfolio:

                                             Proportion of provision for            Provision for bad debt of
               Aging
                                              accounts receivable (%)                other receivables ( % )

1-6 months (including 6 months )                          0                                  0

6-12 months                                               5                                  5

1-2 years (including 1 year)                           10                                   10

2-3 years (including 2 years)                          30                                   30

3-4 years (including 3 years)                          50                                   50

4-5 years (including 4 years)                          80                                   80

                                                     29
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018


                                              Proportion of provision for           Provision for bad debt of
              Aging
                                               accounts receivable (%)               other receivables ( % )

Over 5 years (including 5 years)                       100                                  100


(3)Insignificant accounts receivable with individual provision for bad debt

                                If there is any clear evidence indicating that the receivables cannot or are
                                unlikely to be recovered, for example, the bankruptcy, insolvency, insufficient
 Reasons    for   individual    cash flow of the debtor, or the insolvency in a short time due to the production
 provision for bad debts        halt resulting from the severe natural disaster, or the accounts receivable may be
                                exposed to risk as indicated by other evidence, the individual provision for bad
                                debt will be made.
 Method of provision for        The provision for bad debt is individually recognized at the difference between
 bad debt                       the book value and the present value of estimated future cash flow
Note: No provision is made for the bad debts of the current account of transactions with related parties.


(4)Reversal of provision for bad debts

If there is any objective evidence proving that the value of the said receivables has been
restored, and it is objectively related to the events occurred after such loss is recognized, the
impairment-related losses as originally recognized shall be reversed and be recorded into the
profits and losses of the current period. However, the reversed carrying amount shall not be
any more than the post-amortization costs of the said accounts receivable on the day of
reverse under the assumption that no provision is made for the impairment.

(5)If the company transfers the receivables to financial institutions by way of no recourse,
the difference in transaction amounts after deducting the book value of accounts receivable
and related taxes and charges shall be recorded into the profits and losses of the current
period.

(6)For notes receivable, prepayments, interest receivable, Dividend receivable, long-term
accounts receivable and other receivables due within a year, if there are signs of impairment,
provision shall be made for bad debts. Provision for bad debts is made on the basis of the
difference between the present value of its future cash flow and its book value.


    3.12 Inventories

                                                      30
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018


(1)Classification of inventories
Inventories are classified into: raw materials, consigned processing materials, low-cost
consumables, packaging materials, stock commodities, goods in progress, semi-finished
goods, finished goods, etc.

(2)Obtaining and Measurement of Inventories
The perpetual inventory systems are adopted for this enterprise's inventories. The inventories
shall be measured by their actual cost when they are obtained. Raw materials, works in
process, finished products, etc. shall be measured with the weighted average method when
they are being sent out. Low-value consumption goods shall be written off by one-off
write-off method when they are withdrawn for use. Circulation packaging materials shall be
recorded into cost according to the predicted usage times.

(3)Methods to make provision for loss on decline in value of inventories
If the cost of inventories is higher than the net realizable value at the end of each period, this
enterprise shall make the provision for the loss on decline in value of inventories. This
enterprise makes provision for the loss on decline in value of inventories on the ground of
each item of inventories. If the factors causing any write-down of the inventories have
disappeared, the amount of write-down shall be resumed and be reversed from the provision
for the loss on decline in value of inventories that has been made.

(4)Method for confirming the net realizable value of inventories
The net realizable value of inventories refers to the amount of the estimated selling price, less
the estimated costs of completion, the estimated selling costs and related tax payments.


   3.13 Held-for-sale assets

The Company will retrieve its book value by means of selling assets (including the exchange
of commercial non-monetary assets) instead of sequentially using a non-monetary asset or a
disposal group, and when meeting two of the following conditions, the book value will be
divided into held-for-sale category: (1) When a certain non-monetary assets or a certain
disposal group sells such kind of assets in similar transactions in accordance with the
convention , assets can be sold immediately under the current situation. (2)The Company has
made decision for the selling plans and has acquired assured purchase commitment,
predicting that selling will be completed within one year.( The selling, which can only be sold
                                              31
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

after acquiring approval from relevant authorities or supervision departments according to
relevant provision requirement , has acquired its approval ).
The Company will be specifically for dividing the non-current assets or disposal group which
are acquired from reselling into on-sales category on acquisition date if on acquisition date
they can meet the stipulated condition that the predicted selling will be completed within one
year , and in a short term (usually 3 months) they are likely to meet other conditions of
dividing into on-sales category.
When the non-monetary assets and disposal group were measured by the Company at the
beginning or remeasured and divided into held-for-sale category on balance sheet date, if its
book value is higher than the net amount after fair value deducts selling expense, the book
value will be written down to the net amount after fair value deducts selling expense, and the
written-down amount will be confirmed as assets impairment losses and counted into the
current profits and losses, and the impairment provision with held-for-sale assets will be
withdrawn in the meanwhile. For the held-for-sale disposal group’s confirmed amount of loss
of asset impairment, the book value of goodwill will be deducted first, and its book value will
then be deducted proportionally according to the book value’s percentages of all non-current
assets in the disposal group which can be adopted by the measurement stipulations of
Accounting Standards for Business Enterprises NO.42- Held-for-sale Non-current Assets,
Disposal Groups and Operation Termination
If any increment occurs in the net amount after the held-for-sale non-current assets on the
subsequent balance sheet date deducts selling expense, the amount deducted previously will
be recovered and will be transferred back within the amount of asset impairment losses
confirmed after being divided into held-for-sale category, and the amount transferred back
will be counted into the current profits and losses. There will be no restitution for asset
impairment losses confirmed before being divided into held-for-sale category. The amount
deducted previously of held-for-sale disposal group shall be recovered, and when after being
divided into held-for-sale category, it will be transferred back within the amount of
impairment confirmed by non-current assets by the means of the measure stipulations of
Accounting Standards for Business Enterprises NO.42- Held-for-sale Non-current Assets,
Disposal Groups and Operation Termination, and the amount transferred back will be counted
into the current profits and losses. There will be no restitution for the book value of goodwill
which has been deducted and for asset impairment losses confirmed before being divided into
held-for-sale category which can be adopted by the measure stipulation of this principle.
                                             32
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

Non-current held-for-sale assets or non-current assets in the disposal group shall not be
depreciated or amortized, and interest and other expenses on liabilities held in the disposal
group for sale shall continue to be recognized.
When the non-current assets or the disposal group can not meet the conditions of dividing into
on-sales category, the Company will not continue to divide it into on-sales category or remove
the non-current assets from the on-sales disposal group, and the valuation will be made
according to the lower one between two of followings: (1)Book value before being divided
into on-sales category, and the amount of money after being under the situation where book
value is supposed not to be divided into on-sales category and adjustment is made in
depreciation, amortization or impairment which should have been confirmed. ( 2 )
Recoverable amount.
When derecognizing the on-sales non-current assets or disposal group, the Company will
count the gains and losses which are yet to be confirmed into the current profits and losses.


   3.14 Long-term equity investment

The long-term equity investment in this section refers to the long-term equity investment of
this enterprise that is able to control to or does joint control with or significant influences over
the invested enterprise. For the long-term equity investment of this enterprise that is not able
to control to or does not do joint control with or have significant influences over the invested
enterprise, this enterprise shall record it as available-for-sale financial asset or the financial
asset measured by its fair value with its changes in fair value recorded into the profits or
losses of current period as the changes. For details of its accounting policy, please refer to
Note 3.10 "Financing Instruments".
The term "joint control" refers to the joint control over an arrangement of this enterprise in
accordance with the contracts and agreements, and decisions over relevant activity of such
arrangement shall not be unless the assent on sharing the control power. The term "significant
influences" refers to this enterprise's power to participate in making decisions on the financial
and operating policies of the invested enterprise, but not to control or do joint control together
with other parties over the formulation of these policies.

(1)Determination of investment cost
For the merger of enterprises under the same control, it shall, on the date of merger, regard the
share of the book value of the owner's equity of the merged enterprise as the initial cost of the
                                               33
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

long-term equity investment. The difference between the initial cost of the long-term equity
investment and the payment in cash, no-cash assets transferred as well as the book value of
the debts borne by the merging party shall offset against the capital reverse. If the capital
reserve is insufficient to dilute, the retained earnings shall be adjusted. If the consideration of
the merging enterprise is that it issues equity securities, it shall, on the date of merger, regard
the share of book value of the owner’s equity of the merged enterprise as the initial cost of the
long-term equity investment. The total face value of the stocks issued shall be regarded as the
capital stock, while the difference between the initial cost of the long-term equity investment
and total face value of the shares issued shall offset against the capital reserve. If the capital
reserve is insufficient to dilute, the retained earnings shall be adjusted. For the merger of
enterprises under the same control through gaining the shares of the combined enterprise by
multiple steps of deals, it shall deal with it in the following two ways depending on that if it
belongs to "a package deal": if it belongs to "a package deal", it shall deal with all the deals as
one obtaining the control power; if it does not belong to "a package deal", it shall, on the date
of merger, regard the share of book value of the owner’s equity of the merged enterprise as
the initial cost of the long-term equity investment. The total face value of the stocks issued
shall be regarded as the capital stock, while the difference between the initial cost of the
long-term equity investment and total face value of the shares issued shall offset against the
capital reserve. If the capital reserve is insufficient to dilute, the retained earnings shall be
adjusted. The equity investment held by this enterprise before the date of merger shall be
accounted for by equity method, or shall be recorded as the other comprehensive income
recognized as available-for-sale financial asset and not accounted for.
For the merger of enterprises not under the same control, it shall, on the date of merger, regard
the share of the book value of the owner's equity of the merged enterprise as the initial cost of
the long-term equity investment. The merger costs include the assets paid, liabilities occurred
or borne and sum of the fair value of the equity securities issued by the purchaser. For the
merger of enterprises not under the same control through gaining the shares of the combined
enterprise by multiple steps of deals, it shall deal with it in the following two ways depending
on that if it belongs to "a package deal": if it belongs to "a package deal", it shall deal with all
the deals as one obtaining the control power; if it does not belong to "a package deal", it shall,
on the date of merger, regard the sum of book value of the owner’s original equity of the
merged enterprise and the newly increased investment cost as the initial cost of the long-term
equity investment. For the shares originally held by this enterprise accounted for by weighted
                                               34
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

equity method, the relevant other comprehensive income shall not be accounted for
temporarily. For the equity investment accounted for as available-for-sale financial asset, the
difference of its fair value and its face value and the accumulated changes in its fair value
originally recorded as other comprehensive income shall be switched to the profits or losses
of the current period.
The audit cost, law service cost, evaluation and consultation fees and agent commissions as
well as other related administration costs occurred and borne by the merging or purchasing
enterprise for the purpose of merger, shall be recorded into the profits or losses of current
period at the time when the costs occurred.
Other equity investments except the long-term equity investment formed by merger of
enterprises shall be initially ascertained by their costs which, depending on the different ways
in acquiring the long-term equity investments, shall be recognized separately as cash
purchasing prices actually paid by this enterprise, fair value of the equity securities issued by
this enterprise, agreed value of the investment contracts or agreements, fair value or original
book value of the assets obtained by exchange of non-monetary assets, the fair value of the
long-term equity investment itself, etc. The relevant expenses, tax payments as well as other
necessary expenses directly associated with obtaining the long-term equity investment shall
be recorded into the investment costs as well. If this enterprise is able to do joint control or
significant influence, which does not constitute control, over the invested entity as a result of
additional investment, the long-term equity investment cost shall be the sum of the fair value
of the equity investment ascertained in accordance with the Accounting Standards for
Enterprises No. 22 - Recognition and Measurement of Financial Instrument and the cost of
the increased investment.

(2)Subsequent measurement and recognition of profit or loss
A long-term equity investment of this enterprise that does joint control (not including joint
venture) or significant influences over the invested entity shall be measured by employing the
equity method. Besides, the cost method is employed in this enterprise's financial reports to
measure the long-term equity investment that could form control over the invested entity.

① Long-term equity investment calculated under the cost method
The price of a long-term equity investment measured by employing the cost method shall be
included at its initial investment cost. If there are additional investments, the cost of the
long-term equity investment shall be adjusted. Except the prices actually paid when obtaining
                                              35
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

the investment or cash dividends or profits being approved in the consideration but not yet
issued, the investment income of the current period shall be recognized in accordance with the
cash dividends or profits being approved by the invested entity.

② Long-term equity investment calculated under the equity method
If the initial cost of a long-term equity investment is more than the investing enterprise's
attributable share of the fair value of the invested entity's identifiable net assets for the
investment, the initial cost of the long-term equity investment may not be adjusted. If the
initial cost of a long-term equity investment is less than the investing enterprise's attributable
share of the fair value of the invested entity's identifiable net assets for the investment, the
difference shall be included in the current profits and losses and the cost of long-term equity
investment shall be adjusted simultaneously.
When employing the equity method, this enterprise shall, in accordance with the attributable
share of the net profits or losses of the invested entity, recognize the investment profits or
losses and adjust the book value of the long-term equity investment. This enterprise shall, in
the light of the profits or cash dividends declared to distribute by the invested entity, calculate
the proportion it shall obtain, and shall reduce the book value of the long-term equity
investment correspondingly. Where any change is made to the owner's equity other than the
net profits and losses of the invested entity, the book value of the long-term equity investment
shall be adjusted and included in the capital reserves. This enterprise shall, on the ground of
the fair value of all identifiable assets of the invested entity when it obtains the investment,
recognize the attributable share of the net profits and losses of the invested entity after it
adjusts the net profits of the invested entity. If the accounting policies and accounting periods
adopted by the invested entity are different from those adopted by this enterprise, an
adjustment shall be made to the financial statements of the invested entity in accordance with
the accounting policies and accounting periods of this enterprise and recognize the investment
profits or losses and other comprehensive incomes. For the transactions between this
enterprise and its joint ventures and associated entities, where the assets invested or sold do
not constitute a business, the unrealized internal transaction profits or losses shall be
calculated in accordance with proportion shared, with the proportion shared by this enterprise
offset and recognize the investment profits or losses based thereof. However, if losses
occurred in the internal transaction between the invested entities is the impairment loss of
transferred assets, they shall not be offset. When the assets invested by this enterprise to its

                                               36
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

joint ventures or associated entities constitute a business, and the investing party obtains
long-term equity but without control power, the fair value of the invested business shall be
recognized as the initial investment cost of the additional long-term equity investment. The
total difference between the original investment cost and the book face of the invested
business shall be recorded into the profits or losses of the current period. If the assets
purchased from the joint ventures or associated entities constitute a business, this enterprise
shall account for the business in accordance with this enterprise Accounting Standard No. 20 -
Business Combinations, with the total profits or losses associated with the transaction
recognized.
The Company bears the net losses of its invested business to the limit of the book value of its
long-term equity investment and other long-term equity that in real terms constitutes
investment on the business. For additional loss of its invested business, if the Company is
obligated to undertake, it shall be recognized as Retained Earnings accordingly and recorded
in current investment losses. If the invested business earns profits afterwards, the Company
shall reinstate and recognize its share of gains after compensating its unrecognized share of
losses.
For the long-term equity investment held by the Company before the first execution of the
new accounting criterion of the associated enterprises and joint ventures, if there is debt
difference of the equity investment related to the investment, should be included in the current
gains and losses according to the amount of the straight-line amortization during the original
remained period.

③ Purchase of minority interest
While compiling consolidated financial statements, the Company adjusts its capital reserve in
terms of the difference between the increase of long-term equity investments due to purchase
of minority interest and its share of the subsidiaries’ net assets since the purchase (or
combination) date or dates. If its capital reserve is not sufficient to write down the difference,
then the Company adjusts its retained income.

④   Disposal of long-term equity investment
In consolidated financial statements, the Company records in shareholders’ equity the
difference between partial disposals of its long-term equity investments in its subsidiaries and
its share of the subsidiaries’ net assets if it does not lose control of the subsidiaries; and if
such partial disposals result in loss of its control of the subsidiaries, the difference shall be
                                              37
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

treated in accordance with the accounting policies related and specified in “Compiling
Principles for Consolidated Financial Statements”. ( Please refer to (2) in Note 3.6 )
For disposals of long-term equity investments under other circumstances, the difference
between the book value and the actual received consideration is recorded in current profit and
loss.
For the long-term equity investments calculated by equity method, the same method applies to
the remaining equity after disposal. Meanwhile, the other comprehensive gains originally
recorded in shareholders’ equity is treated pro rata by the same method how the invested
businesses handle the accounts while directly disposing the related assets or liabilities. The
investor recognizes the ownership interest due to equity changes except net profit and loss,
other comprehensive gains and profit distribution, and carries it over pro rata to current profit
and loss.
For long-term equity investments calculated by costs method, the same method applies to the
remaining equity after disposal. Other comprehensive gains calculated and recognized by
equity method or recognition and measurement principles for financial instruments before the
Company obtains control of the invested businesses are treated on the same basis that the
invested businesses directly dispose the related assets or liabilities, and it will be carried over
pro rata to current profit and loss; and among the invested businesses’ net assets that are
calculated and recognized by equity method are all other equity changes than net profit and
loss, other comprehensive gains and profit distribution carried over pro rata to current profit
and loss.
For disposals of long-term investment equity resulting in loss of control over the invested
businesses, when compiling individual financial statements, the Company changes to adopt
equity method to calculate the remaining equity that is still sufficient to exert joint control or
significant influence, and to make adjustments as since it was acquired; and if the remaining
equity is not sufficient, it will be handled in accordance with the relevant recognition and
measurement principles for financial instruments and the difference between its fair value and
book value will be recorded in current profit and loss since the Company loses control of the
invested businesses. For other comprehensive gains recognized by equity method or
recognition and measurement principles for financial instruments before the Company obtains
control over the invested businesses, the Company adopts the same basis to handle the
accounts as the invested businesses directly dispose the related assets or liabilities, and among
the invested businesses’ net assets that are calculated and recognized by equity method are all
                                              38
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

other equity changes than net profit and loss, other comprehensive gains and profit
distribution carried over pro rata to current profit and loss. For the remaining equity
calculated by equity method, other comprehensive gains and other ownership interests will be
carried over pro rata while for those treated in accordance with the recognition and
measurement principles for financial instruments, other comprehensive gains and other
ownership interests will be carried over entirely.
Under the circumstances that the Company loses joint control over or has no significant
influence on the invested businesses due to partial equity disposal, the remaining equity
changes to be calculated in accordance with the recognition and measurement principles for
financial instruments, and the difference between its fair value on the date that the Company
loses the joint control and significant influence and the book value is recorded in current
profit and loss. For other comprehensive gains recognized due to calculation of the original
equity investments by equity method, the Company adopts the equity method no longer but
the same basis to handle the accounts as the invested businesses directly dispose the related
assets or liabilities while carrying over to current profit and loss all the ownership interest
recognized due to other equity changes than net profit and loss, other comprehensive gains
and profit distribution.
If the Company gradually loses control of a subsidiary through multiple transactions, which is
a package deal as a whole, then all these transactions will be treated as control losing equity
disposal, and before loss of control, the difference between each transaction consideration and
the book value of the corresponding long-term equity investment is recognized as other
comprehensive gains and in the end, carried over to current profit and loss upon loss of
control.


   3.15 Investment property
Investment properties are properties to earn rentals or for capital appreciation or both.
Examples include land leased out under operating leases, land held for long-term capital
appreciation, buildings leased out under operating leases, (including buildings that have been
constructed or developed for future lease out under operating leases, and buildings that are
being constructed or developed for future lease out under operating leases).
The Company makes initial measurement at the costs that the properties is acquired and
records as part of the property costs the subsequent expenses that could bring economic
benefit inflows and be measured reliably while other subsequent expenses as part of current
                                              39
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

profit and loss.
The company's investment property uses the cost model to carry on the follow-up
measurement. Such properties are depreciated or amortized in accordance with the relevant
regulations for fixed assets or intangible assets.


    3.16 Fixed assets and accumulated depreciation

(1)Criteria for recognition of fixed assets
Fixed assets refer to tangible assets that are held for production, services, leases or operations
and the useful life of which are over one accounting year. Fixed assets are recognized if it
produces economic benefit inflows and its costs can be measured reliably. The Company
makes initial measurements on fixed assets at the costs that they are acquired.

(2)Classification and depreciation policy of fixed assets
The company adopts the Straight-line method to carry out depreciation. The fixed assets shall
begin to be depreciated upon reaching the intended usable state, and shall cease to be
depreciated upon termination of recognition or when they are classified as non-current &
held-for-sale assets. Without taking into account the provision for impairment, the Company
determines the annual depreciation rates of all types of fixed assets according to the type of
fixed assets, the expected useful life and the estimated residual value as follows:


               Item                                                         Residuals   yearly
                                    Method             Useful life (Year)
                                                                            rate %      depreciation %
                                  Straight-line
        House and building                                  25—35               3        2.77-3.88
                                  depreciation
                                  Straight-line
       Machinery equipment                                   7-15                3        6.47-13.86
                                  depreciation
           Transportation         Straight-line
                                                             8-10                3        9.70-12.13
             equipment            depreciation
      electronic equipment and    Straight-line
                                                             5-10                3        9.70-19.40
                others            depreciation
Thereinto, the fixed asset whose asset impairment provision has been withdrawn should also
have its accumulated amount deducted to count and confirm the depreciation rate.
At the end of each year, the company reviews the useful life, estimated net residual value and
depreciation method of fixed assets. If the estimated useful life is different from the original
estimate, the useful life of the fixed assets shall be adjusted. If the estimated net residual value
is different from original estimated, the estimated net residual value shall be adjusted.

                                                  40
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018


(3)Recognition basis, pricing and depreciation method of fixed assets by finance lease

Fixed assets leased by the Company are recognized as financing leased fixed assets when
they meet one or more of the following criteria:

①At the end of the lease term, ownership of the leased assets is transferred to the
  Company.
②The Company has the option to purchase leased assets, and the contracted purchase

  price is expected to be well below the fair value of the leased assets at the time of
  exercise of the option, So it can be reasonably certain that the Company will exercise
  this option on the date of commencement of the lease.

③Even if ownership of the assets is not transferred, the lease term accounts for the

  majority of the useful life of the leased assets.

④The present value of the minimum lease payment of the Company at the date of

  commencement of the lease is almost equivalent to the fair value of the leased assets
  on the date of commencement of the lease.

⑤The leased assets are of a special nature, if no major modifications are made, only the

  company can use them.
  Fixed assets from financial leasing are depreciated during the useful life if it is
  reasonable to determine that the ownership could be obtained upon lease expiration;
  otherwise, the Company should choose the shorter of the lease period and the
  remaining useful life to depreciate the assets.

(4)Charge for Major repair
The Company conducts regular checking on major overhaul fee incurred in the fixed
asset, and any parts of the fee that have unambiguous evidence to indicate they conform
with the condition for confirming fixed asset will be counted into the fixed asset costs,
otherwise into the profit and loss of the current period. During the interval period of
regular major overhaul, the fixed asset will be depreciated as before.

   3.17 Projects under construction

The costs of construction in progress include all necessary project expenditures, the
borrowing expenses that should be capitalized before the works reaches the expected usable
                                              41
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

status and other relevant expenses.
Construction in progress changes to fixed assets when it reaches the expected usable status.


    3.18 Borrowing expenses

Borrowing expenses include interest, amortization of discount or premium, auxiliary expenses,
translation differences arising from borrowings in foreign currency etc. The Company starts to
capitalize the borrowing expenses in direct connection to purchase, construction or production
of the assets that meet capitalization conditions when there are assets expenditures and
borrowing expenses incurred and/or the Company starts all the necessary events to purchase,
construct or produce such assets till the assets can be used and sold. Other borrowing
expenses are recognized as costs when incurred.
The Company capitalizes the actual interest expense incurred by use of special borrowings,
less the interest income from the remaining borrowing funds in bank or any investment
income earned from the interim investment of those borrowings; and for general borrowings,
the amount to capitalize is the weighted average of the accumulated assets expenditures in
excess of the special borrowings times the capitalization rate of the used general borrowings,
which is determined by the weighted average interest rate of the general borrowings.
During capitalization, all translation differences of special borrowings in foreign currency
should be capitalized while those of general borrowings in foreign currency are recorded in
current profit and loss.
The qualifying assets to be capitalized are fixed assets, investment properties and inventories
which need to be acquired, constructed or produced through a long period of time, in order to
become ready for its intended use or sale.
The Company stops capitalization of borrowing costs if an abnormal interruption more than 3
consecutive months occurs during purchase, construction or production of the assets that are
eligible to capitalization till all those restart.
For the special loan borrowed for the purchase or production of assets eligible for
capitalization, the amount of the borrowing costs incurred in the current period of a special
loan, less the amount of interest earned in the bank on unused borrowed funds or the return on
the investment obtained by a temporary investment, to determine the amount of capitalization
of borrowing costs.
If general borrowings are used to purchase, construct or produce the capitalization eligible

                                                     42
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

assets, the borrowing cost to capitalize is the weighted average of the accumulated assets
expenditures in excess of the special borrowings times the capitalization rate of the used
general borrowings, which is determined by the weighted average interest rate of the general
borrowings.




   3.19 Intangible assets

The Company makes initial measurements on intangible assets in terms of the costs and
determines the useful life when obtaining the assets. For intangible assets of limited useful
life, from the time the assets are available for use, the Company adopts the amortization
method that reflects realization of the expected economic benefits, or the straight-line
amortization method if unable reliably to determine how to realize the expected economic
benefits; and no amortization are made for intangible assets of unlimited useful life.
At the end of each year, the Company reviews the useful life and amortization methods of
intangible assets of a limited useful life and makes adjustments and accounting treatment if
different from the previous estimates.
For the intangible assets that are estimated to produce no more economic benefits in the future,
the Company records the book value of such assets all in current profit and loss.


   3.20 Research and development expenses

The expenditures for internal research and development projects of an enterprise shall be
classified into research expenditures and development expenditures.
The research expenditures shall be recorded into the profit or loss for the current period.
The development expenditures shall be capitalized when they satisfy the following conditions
simultaneously: It is feasible technically to finish intangible assets for use or sale; Having the
intention to complete the intangible asset and use or sell it; The usefulness of methods for
intangible assets to generate economic benefits shall be proved, including being able to prove
that there is a potential market for the products manufactured by applying the intangible assets
or there is a potential market for the intangible assets itself for the intangible assets will be
used internally; It is able to finish the development of the intangible assets, and able to use or
sell the intangible assets, with the support of sufficient technologies, financial resources and
                                              43
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

other resources; Expenditures attributable to the development phase of the intangible assets
can be measured reliably. Development expenditures that do not meet the above conditions
are included in the profits and losses of the current period.
After meeting the above conditions, the corresponding projects of the company study their
technical feasibility and economic feasibility, and enter the development stage after the
formation of the project.


   3.20 Long-term amortizable expenses
Long-term unamortized expenses are valued at the actual costs and amortized at average in an
estimated beneficial period of time. If those cannot benefit the Company in future accounting
periods, the remaining will be recorded all in current profit and loss.


   3.21 Impairment of the long-term assets
On balance sheet dates, the Company determines whether there are impairments occurring to
fixed assets, construction in progress, intangible assets of a limited life, investment properties
measured in the cost model as well as non-current and non-financial assets like the long-term
equity investments on subsidiaries, joint ventures and associated companies. If impaired, the
Company estimates the retrievable amount and conducts an impairment test. Impairment tests
need to be done on goodwill, intangible assets of an unlimited life and the intangible assets
that are not yet to reach the usable status, no matter they are impaired or not.
If the impairment test result shows the retrievable amount lower than the book value,
impairment provisions will be set aside and recorded in impairment loss. The retrievable
amount is the fair value of the assets less the disposal expenses or the present value of the
estimated future cash flows of the assets, whichever is higher. The fair value of the assets is
determined in terms of the price specified in the selling agreement that is fair trade; if no
selling agreement but there is an active assets market existing, it is determined in terms of the
buyer’s offer; and if no selling agreement and active assets market, the fair value can be
estimated based on the best available information. Disposal expenses include all related legal
charges, taxes, delivery fees or the direct expenses incurred to have the assets reach the usable
or sellable status. To determine the present value of the estimated future cash flows from the
assets, the Company chooses an appropriate discount rate in the light of the continual usage of
the assets and the estimated future cash flows occurring upon final disposal. Impairment
provisions of the assets are calculated and recognized on the basis of individual assets. If
                                              44
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

unable to estimate the retrievable amount of individual assets, the Company determines the
amount by reference to the asset group that includes the individual assets. Asset groups are the
minimum assets combination that independently produces cash inflows.
For the goodwill separately listed in financial statements, while an impairment test being
conducted, the book value is apportioned to the asset groups or combination of asset groups
expected to benefit from the synergy effects arising from business combinations. The
Company recognizes impairment losses when the test result shows that the retrievable amount
of the asset groups or combination of asset groups is lower than their book values. The
impairment loss will be first used to write down the book values of the asset groups or
combination of asset groups and then those of other assets pro rata.
Once the aforesaid impairment losses are recognized, they cannot be reinstated in the future.


   3.22 Employee compensation

Employee compensation refers to all kinds of rewards or compensations given in return for
employees’ services or employment termination. It includes short-term compensation,
post-employment benefits, demission benefit.
Short-term compensation includes payroll, bonus, allowances and subsidies, employee
welfare, medical insurance, injury insurance and birth insurance, housing fund, labor union
and employee training expenditures, non-monetary benefits and other short-term rewards. It
recognizes as liabilities the actual short-term compensation incurred during the accounting
period that the employees provide their services and records in current profit and loss or the
relevant asset costs. Non-monetary benefits are measured at the fair value.
Post-service benefits mainly include defined contribution plan and defined benefit plan. The
defined contribution plan mainly includes basic pension, unemployment insurance etc. The
corresponding contributions are recorded in the relevant asset costs or current profit and loss
when incurred.
When terminating labor relations before expiration of contract, or layoffs with compensations,
and the Company cannot terminate the labor relations unilaterally or reduce the demission
welfare, remuneration and liabilities produced from the demission welfare should be
determined and included in current profits and losses when determining the costs of
demission welfare and recombination. However, demission welfare not fully paid within 12
months after annual Reporting Period should be handled the same as other long-term
                                             45
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

employees’ payrolls.
The inside employee retirement plan is treated by adopting the same principle with the above
demission welfare. The Company would recorded the salary and the social security insurance
fees paid and so on from the employee’s service terminative date to normal retirement date
into current profits and losses (demission welfare) under the condition that they meet the
recognition conditions of Retained Earnings.
The other long-term welfare that the Company offers to the staffs, if met with the defined
contribution plans, should be accounting disposed according to the defined contribution plans,
while the rest should be disposed according to the defined-benefit plan.

    3.23 Estimated liabilities
The Company recognizes obligations relating to contingent events as estimated liabilities if
they meet the following conditions:
A. That obligation is a present obligation of the enterprise;
B. It is probable that an outflow of economic benefits from the enterprise will be required to
settle the obligation;
C. A reliable estimate can be made of the amount of the obligation.
The estimated liabilities is initially measured on the basis of the best estimate of the
expenditure required to meet the relevant current obligations, taking into account factors such
as risks, uncertainties and the time value of the currency associated with contingencies.
Where the time value of the currency has a significant impact, the best estimate is determined
by discounting the relevant future cash outflows.
When all or some of the expenses necessary for the liquidation of an estimated liabilities of an
enterprise is expected to be compensated by a third party, the compensation should be
separately recognized as an asset only when it is virtually certain that the reimbursement will
be obtained. Besides, the amount recognized for the reimbursement should not exceed the
book value of the estimated liabilities.


    3.24 Share-based Payment

(1)Types of Share-based Payment
It is divided into equity-settled share-based payment and cash-settled share-based payment.

(2)Recognition of Equity Instruments’ Fair Value
For the granted equity instruments that there is an active market for, e.g. options, the
                                              46
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

Company determines the fair value by reference to the quotation prevailing in the active
market. For those that there is no active market for, the options pricing model is adopted to
determine the fair value.
(3)Recognition Basis for the Best Estimates on Exercisable Equity Instruments
On each balance sheet date during the vesting period, the Company makes best estimates
based on the latest number changes of its employees and adjusts the quantity of estimated
exercisable equity. The final quantity of estimated exercisable equity instruments should be
consistent with that of the actual ones on vesting dates.


   3.25 General principles for recognition of revenues

(1)Merchandise sales
After transferring the significant risks and compensation of the merchandise ownership to the
buyer, the company no longer holds the rights to manage and have control over the
merchandise, and recognizes the revenue if the economic benefits arising from the related
transactions can flow into the Company and all the costs and revenues related to such product
sales can be measured reliably.

(2)The concrete principle of Major income
The sales revenue of Chongqing Jianshe Automobile A/C is divided into three categories
according to customer groups:
① Big customer. The mode of cooperation is mainly according to the customer's production
needs; the company will ship the goods to the designated or cooperative tripartite logistics
company, which is responsible for the warehousing and distribution services. Each month, the
customer would issue a hang account notice according to the actual consumption of the
production plan, sales clerk issued a letter of notice for invoices according to the customer's
bill hang notice combined with customer consumption, contract unit price and hang account
notice, etc., The finance department shall issue invoices to confirm the sales income.
② Customers - Delivery after payment. Sales personnel confirm upon receipt of payment by
the customer, in accordance with customer requirements and related information of bill, the
contract of sale price and customer demand quantity shipment, and issue a letter of notice,
then the finance department completes the transaction.
③ Customers - After-sales market. Sales personnel deliver the goods to the customer

                                              47
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

according to the contract and customer demand. After arrival time node, sales personnel
issues a letter of notice according to the unit contract price and shipment quantity, and the
finance department issues invoices to confirm the sales revenue.


    3.26 Governmental subsidy
Government subsidy means the Company gratuitously obtains monetary assets or
non-monetary assets from the government, not including the capital into which the
government invests as an investor who has relevant ownership interest. Government subsidies
are divided into the subsidy related to assets and the other related to earnings. Government
subsidies related to monetary assets will be measured according to the amount received or the
amount receivable. Those which related to non-monetary assets will be measured according to
fair value; For any fair value which cannot be reliable to be obtained, the assets will be
measured according to the nominal amount, and the one measured according to the nominal
amount will be directly counted into the current profits and losses.
Government subsidies can only be recognized when the company is able to meet the
conditions attached to government subsidies and is able to receive government subsidies.
Government subsidies are divided into asset-related government subsidies and income-related
government subsidies. Government subsidies related to assets refer to government subsidies
obtained by companies for the purchase, construction or other formation of long-term assets.
Government subsidies related to income refer to government subsidies in addition to those
related to assets.
The government grants pertinent to assets are recognized as deferred income and are credited
to profit or loss by stages in accordance with a reasonable and systematic method within the
useful life of the pertinent assets. If the pertinent assets are sold, transferred, scrapped or
destroyed before the end of their useful life, the non-allocated pertinent deferred income
balance shall be transferred to the profit or loss of the period of assets disposal, and the
recognized government grant needs to be refunded, then it shall write down the carrying
amount of the relevant deferred income and the excess part shall be included in the current
profit and loss. The government grants pertinent to income that are used to compensate the
relevant costs or losses of the subsequent period of the enterprise are recognized as deferred
income and are credited to the current profit or loss for the period when the relevant costs,
expenses or losses are recognized; those government grants used for compensating the related
expenses or losses incurred to the enterprise shall be directly included in the current profits
                                             48
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

and losses.
For the government subsidy which includes both the assets related part and the income related
part, the different parts are treated separately; if it is difficult to distinguish, the whole is
classified as the government subsidy related to the income.
Government subsidies related to the daily activities of the company shall be included in other
earnings in accordance with the substance of the economic business. Government subsidies
not related to the daily activities of the company shall be included in the non-operating
income and expenditure.


   3.27 Deferred income tax assets/Deferred income tax liability
The balance between the book value and the tax basis of some items of assets and liabilities,
as well as the temporary differences issued as the balance between the book value and the tax
basis of the tax basis items that unrecognized as assets and liabilities but can be determined as
per the provisions of tax law, which shall be determined as the deferred income tax assets and
the deferred income tax liabilities in accordance with the balance sheet debt law.
Taxable temporary differences related to the initial recognition of goodwill, as well as the
initial recognition of an asset or liability in a transaction that neither belongs to a business
consolidation, nor affects the accounting profit and taxable income (or deductible loss) when
it happens, the relevant deferred income tax liabilities shall not be recognized. In addition, as
for taxable temporary differences associated with investments in subsidiaries, associates and
joint ventures, if the Company could control the reverse time of such differences and such
differences cannot be reversed in the foreseeable future, the relevant deferred income tax
liabilities also shall not be recognized. Apart from the above-mentioned exceptional cases, the
Company recognizes all other deferred income tax liabilities caused by taxable temporary
differences.
Deductible temporary differences related to the initial recognition of an asset or liability in a
transaction that neither belongs to a business consolidation, nor affects the accounting profit
and taxable income (or deductible loss) when it happens, the relevant deferred income tax
assets shall not be recognized. In addition, as for deductible temporary differences associated
with investments in subsidiaries, associates and joint ventures, if such differences cannot be
reversed in the foreseeable future or are not likely to obtain the taxable income to deduct the
deductible temporary differences of the taxable income, the relevant deferred income tax
assets shall not be recognized. Apart from the above-mentioned exceptional cases, the
                                             49
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

Company recognizes other deferred income tax assets caused by deductible temporary
differences within the limit of likely obtained taxable income that can be used to deduct the
deductible temporary differences of the taxable income.
The corresponding deferred tax assets of deductible loss and tax reduction that can be carried
forward during subsequent years shall be recognized within the limit of likely obtained future
taxable income that can be used to deduct the deductible loss and tax reduction.
As per the provisions of tax law, the deferred income tax assets and deferred income tax
liabilities shall be measured at the applicable tax rates used during the period of expectation
recovery of relevant assets or pay-off relevant liabilities at the balance sheet date.
The book value of the deferred income tax assets shall be re-checked at the balance sheet date.
The book value of the deferred income tax assets shall be written-down if it is unlikely to
obtain sufficient taxable income in the future to deduct the benefit of the deferred tax assets
and the written-down amount shall be carried forward if it is likely to obtain sufficient taxable
income.


   3.28 Income tax expenses
Income tax expenses include current income tax and deferred income tax. Except that the
adjusted goodwill arising from the merger of enterprises, or the deferred income tax related to
the transaction or event directly included in the owner's equity is included in the owner's
equity, it is included in the profit and loss of the current period as an income tax expense.
The current income tax is the amount of income tax payable in the current period, which is
calculated on the basis of the taxable income of the current period. The amount of taxable
income is derived from the corresponding adjustment of the pre-tax accounting profits for the
current year in accordance with the relevant provisions of the tax law.
According to the temporary difference between the book value of assets and liabilities on the
balance sheet date and the taxable basis, the Company uses the balance sheet debt method to
recognize deferred income tax.
All taxable temporary differences recognize the relevant deferred income tax liabilities unless
the taxable temporary differences arise in the following transactions: A 、 The initial
recognition of goodwill, or the initial recognition of assets or liabilities arising from a
transaction with the following characteristics: the transaction is not a merger of enterprises,
and the transaction does not affect neither accounting profits nor taxable income at the time of

                                               50
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

the transaction; B、For taxable temporary differences related to investments in subsidiaries,
joint ventures and associated enterprises, the timing of the return of the temporary differences can be controlled
and the temporary difference is likely not to be reversed for the foreseeable future.
For deductible temporary differences, deductible losses and tax credits that can be carried
forward in subsequent years, the company is likely to recognize deferred income tax assets,
which arising from limit to deductible temporary differences, deductible losses and tax credits
for future taxable income,          unless the deductible temporary difference arises in the following

transactions:   A、the transaction is not a merger of enterprises and does not affect neither
accounting profits nor taxable income at the time of the transaction;;B、Where the deductible
temporary differences related to the investments of subsidiaries, joint ventures and joint
ventures meet the following conditions at the same time, the corresponding deferred income
tax assets shall be confirmed: Temporary differences are likely to turn back in the foreseeable
future and are likely to be used to offset taxable income against temporary differences in the
future.
On the balance sheet date, the Company's deferred income tax assets and deferred income tax
liabilities are measured at the applicable tax rate for the period during which the assets are
expected to be recovered or the liabilities are liquidated, it also reflects the income tax impact
of the expected recovery of assets or liquidation of liabilities on the balance sheet date.
On the balance sheet date, the Company reviews the book value of deferred income tax assets.
If it is likely that sufficient taxable income will not be available in future periods to offset the
benefits of deferred income tax assets, the book value of deferred income tax assets will be
written down.


    3.29 Operational leasing
The Company will transfer substantially all the risks and rewards of ownership of an asset
lease are recognized as a finance lease. Other forms of lease besides financial leasing are
considered as operating leasing.
At the commencement of the lease term, an amount equal to the lower of the fair value of the
leased asset and the present value of the minimum lease payments shall be regarded as the
recorded value of the leased assets and an amount equal to the minimum lease payments shall
be recognized as a long-term recorded value of the leased assets of payables. The balance
between the recorded amount of the leased asset and the recorded amount of the payable shall
                                                     51
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

be accounted for as unrecognized finance charge.
Lease payments under an operating lease shall be accounted into the relevant asset cost or
current profit or loss over the lease term on a straight-line basis.




     3.30 Other Main Accounting Policies and Estimates

(1)Discontinued Operation

Discontinued operation refers to the components of an enterprise that meet one of the
following conditions and can be distinguished separately, and the component has been
disposed of or classified as hold for sale:

① This component represents an independent major business or a separate major area of

operation;

② This component is part of an associated plan to dispose of an independent major business

or a separate major area of operation;

③ This component is a subsidiary acquired specifically for resale.

For accounting method of Discontinued Operation, please refer to relevant description of
Notes 3.13 “Held-for-sale assets”.


     3.31 Changes in Main Accounting Policies and Estimates
(1) Changes of accounting policies
①    Changes in accounting policies resulting from the implementation of the new accounting
standards for enterprises

In accordance with the Notes on Revising and Printing the Format of 2018 General
Enterprises Financial Statement (CK [2018] No. 15) issued by the Ministry of Finance 15
June 2018, the Company revised the format of Financial Statements as follows:
The items of 2017 financial statements after retroactive adjustment are as follows:
                                                                                      Unit:RMB
  Serial                                                  Impact on amounts as at 31 December
                             Items
 number                                                               2017 / 2017


                                               52
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                             Increase + / decrease-
                      Notes receivable                          -17,800,808.72
    1               Accounts receivable                        -280,383,810.21
               Notes and accounts receivable                   +298,184,618.93


                     Interest receivable
    2               Dividend receivable
                 Other accounts receivable


                        Fixed assets
    3
                  Disposal of fixed assets


                 Projects under construction
    4
                    Engineering material


                       Notes payable                           -411,410,000.00
    5                Accounts payable                          -179,749,230.79
                Notes and accounts payable                     +591,159,230.79


                      Interest payable
    6                Dividend payable
                  Other accounts payable


                  Special accounts payable
    7
                Long-term accounts payable


                  Administrative expenses                       -11,848,985.86
    8
                       R&D expense                              +11,848,985.86


② Change of accounting estimations
There were no changes of main accounting estimations during this period.

   4、Taxation

                                               53
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

    4.1 Major tax types and tax rates applicable to the Company

         Taxes                                Basis of tax assessment                           Tax rate %
                          The output tax is calculated based on the revenue from sales of
                          goods and the provision of taxable labor services according to tax   17、16、11、
 Value-added tax
                          law, and value added tax payable should be the balance of the            10、6
 (VAT)
                          Output tax for the period after deducting the deductible input tax
                          for the period.
 Consumption tax          Levied based on the taxable sales revenues                                  3

                          Levied based on the actual payment of business tax, VAT and                 3
 Education surcharges
                          consumption tax
 Local education          Levied based on the actual payment of business tax, VAT and                 2
 surcharges               consumption tax
 Urban maintenance        Levied based on the actual payment of business tax, VAT and                 7
 and construction tax     consumption tax
 Enterprise income tax    Levied based on the taxable income                                       15
Note:
(1) The original tax rate applied by the Company on VAT taxable sales or imported goods was 17%/11%.
According to the Circular of the Ministry of Finance and the State Administration of Taxation on the Adjustment
of VAT Tax Rate (CS [2018] No. 32), the applicable tax rate is adjusted to 16%/10%, being effective from 1 May
2018.
(2) The tax rebate for export of a company shall be exempted from deductions and the tax rebate rate shall be
17%.


    4.2 Preferential tax treatment
The company is subject to the enterprise income tax rate of 15% in 2016, as a result of the
preferential enterprise income tax policies to promote the large-scale development of the
western region in accordance with the Announcement on Issues of Enterprise Income Tax
concerning In-depth Implementation of Western Region Large-scale Development Strategy
(Announcement of the State Administration of Taxation [2012] No.12).
Chongqing Jianshe Automobile A/C Co., Ltd. by high and new technology enterprise
qualification on December 5, 2016, acquire the qualification of new high-tech enterprises,
Certificate No. GR201651100400, valid for three years. The company calculates and pay
enterprise income tax shall be levied at the reduced tax rate 15% from 2017 to 2019.


    5、Notes to the items of consolidated financial statements

    5.1 Cash and cash equivalents

                   Item                               2018.12.31                         2017.12.31
 Cash on hand                                                                                         29,270.09


                                                     54
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

 Bank deposits                                             72,551,130.34                 126,196,196.37
 Other cash and cash equivalents                          279,352,856.84                 123,423,000.00
                    Total                                 351,903,987.18                 249,648,466.46
Remark:If the amounts of other currency funds in beginning balance and ending balance are bank acceptance
deposit, it shall be classified as restricted funds.


    5.2 Notes and accounts receivable

                    Item                           2018.12.31                       2017.12.31
 Notes receivable                                          28,022,405.38                  17,800,808.72
 Accounts receivable                                      274,941,895.41                 280,383,810.21
                    Total                                 302,964,300.79                 298,184,618.93


   (1) Notes receivable
 ① Classification notes receivable

                     Item                          2018.12.31                       2017.12.31
 Bank acceptance bill                                      24,252,405.38                   16,272,808.72
 Commercial acceptance bill                                 3,770,000.00                    1,528,000.00
                    Total                                  28,022,405.38                   17,800,808.72


 ② Bad debt reserves
    N/A


  ③ Notes receivable pledged by the company at the end of the term
      N/A

  ④ Notes receivable endorsed or discounted by the Company as at December 31, 2018 and
not yet due on the balance sheet date
                                        Amount derecognized as             Amount not derecognized as
              Items
                                         at December 31, 2018                at December 31, 2017
 Bank acceptance bill                                  1,032,871,029.69
 Commercial acceptance bill                                                                 1,606,000.00
              Total                                    1,032,871,029.69                     1,606,000.00


  ⑤ Notes to be transferred to an account receivable due to Breach of contract of the drawer
at the end of the term.

       N/A
                                                  55
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

    (2)      Accounts receivable

① Classification accounts receivable

                                                                2018.12.31
                                         Book balance                Provision for bad debts
           Category
                                                                                    Proportion of    Book value
                                                     Proportion
                                      Amount                          Amount          provision
                                                        (%)
                                                                                        (%)

Accounts receivable with
significant single amount and        18,121,820.20      5.90       18,121,820.20       100.00
provision for bad debt made on
an individual basis

Accounts receivable with
provision for bad debt made on
                                    283,108,717.23     92.24         8,166,821.82       2.88        274,941,895.41
a portfolio with similar
risk credit characteristics basis
Including : Aging       analysis 283,108,717.23       92.24         8,166,821.82       2.88        274,941,895.41
combination
Accounts receivables with
insignificant single amount and
                                  5,700,851.58          1.86         5,700,851.58      100.00
provision for bad debt
made on an individual basis
              Total             306,931,389.01         100.00      31,989,493.60                    274,941,895.41

    &
                                                                December 31, 2017
                                          Book balance                Provision for bad debts
            Category
                                                                                    Proportion of    Book value
                                                     Proportion
                                       Amount                        Amount           provision
                                                        (%)
                                                                                        (%)
Accounts receivable with
significant single amount and
provision for bad debt made on
an individual basis
Accounts receivable with
provision for bad debt made on
                                  295,640,872.01       99.98       15,297,536.80        5.17        280,343,335.21
a portfolio with similar
risk credit characteristics basis
Including : Aging analysis 295,640,872.01             99.98       15,297,536.80        5.17        280,343,335.21
combination
Accounts receivables with
insignificant single amount and
                                       46,628.00        0.02            6,153.00        13.20            40,475.00
provision for bad debt
made on an individual basis
              Total                 295,687,500.01     100.00      15,303,689.80                    280,383,810.21



                                                      56
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
A、Accounts receivable with significant single amount and provision for bad debt made on an individual basis

                                                                                            Balance as at December 31, 2018
    Accounts receivable(classified by units)                                                      Proportion of
                                                     Accounts receivable    Bad debt reserves                                      Withdrawal Reason
                                                                                                    provision(%)

Chongqing Huansu Auto Parts Co.,Ltd.                        12,725,044.85           12,725,044.85       100.00         Individually determined and unable to recover

Chongqing Bisu Yunbo Power Technology Co.,Ltd.               5,396,775.35            5,396,775.35       100.00         Individually determined and unable to recover

                      Total                                 18,121,820.20           18,121,820.20


B、Accounts receivable with provision for bad debts made using the aging analysis method among those portfolios:

                                             2018.12.31                                                                  2017.12.31
                                                                                                                                                        Proportion
     Aging                                                                  Proportion of
                                        Proportion    Provision for bad                                              Proportion    Provision for bad        of
                     Amount                                                   provision          Amount
                                           (%)              debts                                                       (%)              debts           provision
                                                                                (%)
                                                                                                                                                           (%)
1-6 months
(including 6           268,192,607.40      94.73                                  0.00              267,904,713.63      90.63                               0.00
months)
6-12 months              3,595,665.03      1.27              179,783.25           5.00                3,203,855.82      1.08              160,192.79        5.00
1-2 years
(including 1             1,149,916.66      0.41              114,991.67           10.00               3,438,153.53      1.16              343,815.35        10.00
year)
2-3 years
(including 2             3,118,318.85      1.10              935,495.65           30.00               8,466,818.63      2.86             2,540,045.59       30.00
years)
3-4 years
(including 3               231,316.09      0.08              115,658.05           50.00                729,984.48       0.25              364,992.24        50.00
years)

                                                                             57
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
4 - 5 years
(including 4                                                                                                 44,275.44      0.01              35,420.35       80.00
years)
Over 5 years
(including 5                  6,820,893.20     2.41             6,820,893.20        100.00             11,853,070.48        4.01         11,853,070.48       100.00
years)

     Total                283,108,717.23      100.00            8,166,821.82                          295,640,872.01     100.00          15,297,536.80




C、Accounts receivables with insignificant single amount and provision for bad debt made on an individual basis

                                                                                          Balance as at December 31, 2018
  Accounts receivable(classified by
               units)                                                                           Proportion of
                                             Accounts receivable      Bad debt reserves                                              Withdrawal Reason
                                                                                                 provision(%)

Hafei Auto Co.,Ltd.                                    3,999,944.43            3,999,944.43         100.00               Individually determined and unable to recover
Chongqing Kaite Power Technology
                                                       1,481,654.59            1,481,654.59         100.00               Individually determined and unable to recover
Co.,Ltd.
Beiqi Yinxiang Auto Co.,Ltd.                             20,700.00               20,700.00          100.00               Individually determined and unable to recover
Guangqi Jiao Auto Co.,Ltd.                               67,998.51               67,998.51          100.00               Individually determined and unable to recover
Road and Bridge filiale of Guangqi Jiao
                                                         75,821.20               75,821.20          100.00               Individually determined and unable to recover
Auto Co.,Ltd.
Dongying Jiao Auto Co.,Ltd.                              48,579.85               48,579.85          100.00               Individually determined and unable to recover
Northern vehicles co., Ltd.                                6,153.00                6,153.00         100.00               Individually determined and unable to recover
                  Total                                5,700,851.58            5,700,851.58




                                                                                  58
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

② Bad debt reserves
                                                                                   Decrease in current
                                                                 Increase in             period
                Item                       2018.01.01                                                       2018.12.31
                                                               current period      switch
                                                                                             write-off
                                                                                    back

Bad-debt for account receivables              15,303,689.80        18,493,918.04            1,809,344.84 31,988,263.00


③ The top five accounts receivable by the debit balance as at December 31, 2017
                                                                                       Proportion of        Amount of
                                                          Amount of
                 Company Name                                               Aging      total accounts     ending balance
                                                        ending balance
                                                                                        receivable %      for bad debts
                                                        116,395,315.65     Within 6         37.92
PSA group
                                                                            month
                                                                           Within 6
Great Wall Motor Co.,Ltd. – Tianjin Haval filiale      47,449,749.21                       15.46
                                                                            month
                                                        27,007,056.80      Within 6         8.80
Zhejiang Yuanjing Auto Parts Co.,Ltd.
                                                                            month
                                                        14,944,021.43      Within 6         4.87
Chongqing Changan Auto Co.,Ltd.
                                                                            month
                                                                           Within 6
Great Wall Motor Co.,Ltd. – Xushui filiale             13,394,528.87                       4.36
                                                                            month
                       Total                            219,190,671.96                      71.41


     5.3 Prepayments

(1)Presentation of Prepayments by aging

                                        2018.12.31                                           2017.12.31
     Aging
                            Amount                   Proportion(%)                 Amount               Proportion(%)
Within 1 year                  14,020,455.63             88.75                      13,138,485.04           98.26
1-2 years                       1,669,010.12             10.56                        164,291.92             1.23
2-3 years                         44,159.59               0.28                           2,590.50            0.02
Over 3 years                      64,034.80               0.41                         65,893.80             0.49
      Total                    15,797,660.14             100.00                     13,371,261.26           100.00




                                                              59
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
(2)The top five Prepayments by the debit balance as at December 31, 2017
                                                         Relations with the                   Proportion % of total                       Reason for
                    Company Name                                                Amount                                  Aging
                                                         Company                                prepaid accounts                      non-settle accounts
                                                                               2,995,333.35           18.96                           non-arrival
Huayang(Shanghai)trade Co.,Ltd.                         Non-related party                                           Within 1 year
                                                                                                                                      settlement period
Huayang(Shanghai)trade Co.,Ltd.                         Non-related party     565,204.77            3.58                 1-2year

                                                                               2,745,740.00           17.38                           non-arrival
Suzhou Ruichang Electromechanical Engineering Co.,Ltd.    Non-related party                                           Within 1 year
                                                                                                                                      settlement period
                                                                                                                                      non-arrival
Chongqing Bangzhou Import and Export Trade Co., Ltd.      Non-related party    1,434,100.20           9.08            Within 1year
                                                                                                                                      settlement period
Chongqing Bangzhou Import and Export Trade Co., Ltd.      Non-related party     269,899.80            1.71                 1-2year
                                                                                                                                      non-arrival
Shenzhen Shenshuangbao Electric Appliance Co., Ltd.       Non-related party    1,122,342.68           7.10            Within 1 year
                                                                                                                                      settlement period
                                                                                                                                      non-arrival
Chongqing Dongke Mould Manufacturing Co.,Ltd.             Non-related party     972,136.20            6.15            Within 1 year
                                                                                                                                      settlement period
                          Total                                               10,104,757.00           63.96




                                                                         60
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018




                                            61
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

   5.4 Other accounts receivable

                         Item                               2018.12.31                      2017.12.31

 Interest receivable

 Dividends receivable

 Other receivables                                                    2,414,406.24                 7,736,032.47

                        Total                                         2,414,406.24                 7,736,032.47



(1)Disclosure of other receivables by category

 ① Classification of other receivables by risk


                                                                         2018.12.31
                                               Book Balance              Provision for bad debts
             Classification
                                                          Proportio
                                                                                      Proportion of Book value
                                            Amount           n           Amount
                                                                                      provision (%)
                                                            (%)

Other receivable with significant single
amount and provision for bad debt
made on an individual basis

Other receivable with provision for bad
debt made on a portfolio with similar      6,731,831.82     88.80      4,317,425.58      64.13      2,414,406.24
risk credit characteristics basis

Including:Aging analysis combination      6,731,831.82     88.80      4,317,425.58      64.13      2,414,406.24


Other receivables with insignificant
single amount and provision for bad          849,125.35     11.20        849,125.35      100.00
debt made on an individual basis

                 Total                     7,580,957.17    100.00      5,166,550.93                 2,414,406.24

    &
                                                                        2017.12.31

            Classification                   Book Balance                Provision for bad debts
                                                     Proportion                      Proportion of Book value
                                           Amount                        Amount
                                                        (%)                          provision (%

   Other receivable with significant
 single amount and provision for bad
   debt made on an individual basis

Accounts receivable with provision for
  bad debt made on a portfolio with       12,007,500.49    97.08       4,271,468.02      35.57     7,736,032.47
similar risk credit characteristics basis

                                                     62
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                                  2017.12.31

           Classification                  Book Balance           Provision for bad debts
                                                   Proportion                 Proportion of Book value
                                         Amount                   Amount
                                                      (%)                     provision (%

Including:Aging analysis combination 12,007,500.49     97.08    4,271,468.02   35.57      7,736,032.47

 Other receivables with insignificant
 single amount and provision for bad
                                          361,125.35     2.92     361,125.35    100.00
                debt
     made on an individual basis

                Total                   12,368,625.84   100.00   4,632,593.37              7,736,032.47




                                                   63
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
A、Presentation of 0ther receivables by aging

                                                            2018.12.31                                                              2017.12.31
                                                                                                                                                             Proportion
            Aging                                                                        Proportion of
                                                 Proportion      Provision for                                           Proportion        Provision for         of
                                   Amount                                                  provision      Amount
                                                    (%)           bad debts                                                 (%)             bad debts         provision
                                                                                             (%)
                                                                                                                                                                (%)
1-6 months (including 6           1,404,259.58     20.86                                                  7,498,582.08     62.45
months)
6-12 months                        962,754.00      14.30              48,137.70              5.00           24,414.34       0.20                  1,220.72      5.00

1-2 years (including 1 year)        75,563.85       1.12                 7,556.39           10.00          195,249.68       1.63                 19,524.97     10.00

2-3 years (including 2 years)                                                                               55,045.80       0.46                 16,513.74     30.00

3-4 years (including 3 years)       55,045.80       0.82              27,522.90             50.00

4 - 5 years (including 4 years)
Over 5 years (including 5         4,234,208.59     62.90           4,234,208.59             100.00        4,234,208.59     35.26             4,234,208.59      100.00
years)
            Total                 6,731,831.82     100.00          4,317,425.58                          12,007,500.49     100.00            4,271,468.02




                                                                                    64
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018


 B、Other receivables with insignificant single amount and provision for bad debt made on an
 individual basis
                                                                         2018.12.31
Other receivables(classified by
                                                                       Proportion of
            units)                   Other          Provision for
                                                                         provision           Withdrawal Reason
                                    receivables       bad debts
                                                                           (%)
Jiulongpo District Urban and                                                           Individually determined and unable
                                        488,000.00      488,000.00         100.00
Rural Construction Committee                                                           to recover

                                                                                       Individually determined and unable
Chongqing Customs                        78,825.35       78,825.35         100.00
                                                                                       to recover

Chongqing Huicai Steel Structure                                                       Individually determined and unable
                                        209,000.00      209,000.00         100.00
Co., Ltd.                                                                              to recover
Yangzhou Qionghua Coating                                                              Individually determined and unable
Protection engineering equipment         56,500.00       56,500.00         100.00      to recover
Co., Ltd.
Chongqing Golden Elephant                                                              Individually determined and unable
lifting equipment Manufacturing          16,800.00       16,800.00         100.00      to recover
Co., Ltd.
              Total                     849,125.35      849,125.35


 ② Bad-debt provision

                               January        Increase in        Decrease in current period          December 31,
           Item
                                1,2018      current period                                               2017
                                                                 switch back        write-off
     Bad-debt for other      4,632,593.37         533,957.56                                             5,166,550.93
        receivables


 (3)Other Account Receivables Classified by Account Nature
                          Nature                                       2018.12.31                   2017.12.31

 Standby, sporadic loans and margin interest, etc.                           2,497,623.23                8,079,371.45
 Bad debts have been fully charged for long-term                             5,083,333.94                4,289,254.39
 transactions
                     Total                                                   7,580,957.17               12,368,625.84


 (4)The top five other receivables by the debit balance as at December 31, 2018
                              Whether                                                     Proportion   Ending
                               it is        Business         Ending                         % of      balance for
 Company Name                                                                  Aging     total other
                              related        nature          balance                                   bad-debt
                               party                                                      receivables provision
 Shenzhen Jianshe                                            3,013,664.00 Over 5 years
                                   No        Other                                           37.35       3,013,664.00
 motorcycle Co.,Ltd.

                                                        65
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                            Whether                                                   Proportion   Ending
                             it is      Business         Ending                         % of      balance for
Company Name                                                             Aging       total other
                            related      nature          balance                                   bad-debt
                             party                                                    receivables provision

Agency of Ningbo Jianshe       No        Other            692,035.31 Over 5years         8.58         692,035.31
Jiulongpo District Urban
and Rural Construction         No        Other            488,000.00 Over 5 years        6.05         488,000.00
Committee
Ningbo Jianshe Motorcycle                                 329,628.73 Over 5 years
                               No        Other                                           4.09         329,628.73
Co.,Ltd.
Chongqing Huicai Steel                                    209,000.00    Within 3
                               No        Other                                           2.59         209,000.00
Structure Co.,Ltd.                                                       years
Total                                                    4,732,328.04                    59.63       4,732,328.04


    5.5 Inventories
(1)Category of Inventory

                                                                        2018.12.31
                 Item                                               Provision for
                                            Book balance             inventory                   Book value
                                                                    impairment
Raw materials                                    41,509,342.09                                     41,509,342.09
Goods in progress                                 6,267,556.55                                      6,267,556.55
Finished goods                               131,331,226.89              1,541,302.27             129,789,924.62
Others
Revolving Materials
                 Total                       179,108,125.53              1,541,302.27             177,566,823.26

    &
                                                                        2017.12.31
                 Item                                               Provision for
                                            Book balance             inventory                   Book value
                                                                    impairment
Raw materials                                     43,232,398.57           4,618,914.59              38,613,483.98
Goods in progress                                   880,661.36                                        880,661.36
Finished goods                                   135,543,697.36            174,210.57              135,369,486.79
Others                                             1,350,567.20                                      1,350,567.20
Revolving Materials
                 Total                           181,007,324.49           4,793,125.16             176,214,199.33


(2)Provision for Inventory
                                          Increase in current
         Item              2018.01.01                              Decrease in current period        2018.12.31
                                                period
                                                    66
   Chongqing Jianshe Vehicle System Co.,Ltd.
   Notes To Financial Statements
   For The Year Ended December 31, 2018

                                                                          switch back or
                                                Withdrawal     Other                           Other
                                                                            write-off
        Raw materials            4,618,914.59                                4,618,914.59

        Finished goods            174,210.57    1,541,302.27                   174,210.57                  1,541,302.27

             Total               4,793,125.16   1,541,302.27                 4,793,125.16                  1,541,302.27


        5.6 Other current assets

                     Item                             2018.12.31                               2017.12.31

   Overpaid VAT                                                     4,292,742.61                            2,881,005.35

   Prepaid enterprise income tax.                                                                            376,219.43

                  Total                                             4,292,742.61                            3,257,224.78


        5.7 Available-for-sale financial assets

                                                  2018.12.31                                  2017.12.31
                 Item                                Provisions for Book              Provisions for Book
                                     Book balance                        Book balance
                                                      impairment value                 impairment value
   Available-for-sale debt
   instruments
   Available-for-sale equity          1,140,915.04    1,140,915.04              1,140,915.04    1,140,915.04
   instruments
   Including: measured at fair
   value
   Measured at cost                   1,140,915.04    1,140,915.04              1,140,915.04    1,140,915.04
   Others
                Total                 1,140,915.04    1,140,915.04              1,140,915.04    1,140,915.04


         5.8 Long-term equity investments

                                                                   Increase/decrease in 2018 (+/-)
                                                                                Profits and
                            Balance as at                                        losses on        Other
                                                                Decrease
            Investee         January 1,                                        investments                    Changes
                                                 additional        in                           comprehe
                                2018                                           Recognized                     in other
                                                investment     investmen                          nsive
                                                                                under the                      equity
                                                                    t                            income
                                                                                  equity
                                                                                  method
一、Joint ventures
    Chongqing Pingshan
    TK Carburettor Co.,     84,591,794.06                                      2,831,666.51
    Ltd.
    Associate company


                                                         67
    Chongqing Jianshe Vehicle System Co.,Ltd.
    Notes To Financial Statements
    For The Year Ended December 31, 2018

      Chongqing Jianshe
                                               106,500,000.00                  -3,215,379.12
      Hanon Co., Ltd.
             Total           84,591,794.06 106,500,000.00                       -383,712.61

         &

                                       Increase/decrease in 2017 (+/-)                                  Balance as at
                                                                                                         December
                                                                                    Balance as at
                              Declaration of        Preparing                                            31, 2016 of
           Investee                                    for                          December 31,
                              cash dividends                          Others                              provision
                                                   impairment                           2017
                                or profits          provision                                               for
                                                                                                         impairment
一、Joint ventures
    Chongqing Pingshan
    TK Carburettor Co.,             3,500,000.00                                      83,923,460.57
    Ltd.
    Associate company
    Chongqing Jianshe
                                                                                     103,284,620.88
    Hanon Co., Ltd.
             Total                  3,500,000.00                                     187,208,081.45


         5.9 Investment properties
    Investment properties with cost measurement method
                                                           House、
                             Item                                              Land use rights          Total
                                                           Building
       I. Original price

       1. Balance at period-beginning                      131,695,310.84         20,902,264.96     152,597,575.80

       2.Increase in the current period

       (1) Purchase

       (2)Transferred from construction in progress

       (3)Increased of Enterprise Combination

       3、Decreased amount of the period                       65,531,586.67      20,902,264.96       86,433,851.63

       (1)Disposal

       (2)Other transfer                                     65,531,586.67      20,902,264.96       86,433,851.63

       4、Balance at period-end                                66,163,724.17                          66,163,724.17
       Ⅱ. Accumulated depreciation and
       accumulated amortization
       1、Balance at period-beginning                          36,474,631.36        5,476,590.03      41,951,221.39

       2、Increase in the current period                        2,139,876.09                           2,139,876.09
                                                          68
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                   House、
                        Item                                            Land use rights         Total
                                                   Building
  (1)Provision or amortization                         2,139,876.09                          2,139,876.09

  3、Decreased amount of the period                     18,149,776.56       5,476,590.03      23,626,366.59

  (1)Disposal

  (2)Other transfer                                   18,149,776.56       5,476,590.03      23,626,366.59

  4、Balance at period-end                              20,464,730.89                         20,464,730.89

  Ⅲ. Provisions for impairment

  1、Balance at period-beginning

  2、Increase in the current period

  (1)Provision

  3、Increase in the current period

  (1)Disposal

  (2)Other transfer

  4、Balance at period-end

  Ⅳ. Book value

  1、Book value of the period-end                       45,698,993.28                         45,698,993.28

  2、Book value of the period-begin                     95,220,679.48      15,425,674.93     110,646,354.41
      Note:In this period of investment properties, the original value of 65,921,330.27 Yuan of housing
          buildings and 20,902,264.96 Yuan of land use rights are no longer leased, from investment
          properties to fixed assets accounting. At the same time, the corresponding accumulated depreciation
          (amortization) of 18,149,776.56 Yuan and 5,476,590.03 Yuan were transferred to accumulated
          depreciation of fixed assets and accumulated amortization of intangible assets.


    5.10 Fixed assets

                     Item                               2018.12.31                        2017.12.31

Fixed assets                                                    341,863,883.57                 334,707,635.51

Fixed assets to be disposed of

                     Total                                      341,863,883.57                 334,707,635.51


    (1)Fixed assets and accumulated depreciation
    ① Fixed assets situation
                                  House,     Machinery                             Other
           Item                                               Transportations                          Total
                                 Building    equipment                           equipment
Ⅰ、Original price

                                                   69
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                House,        Machinery                            Other
           Item                                               Transportations                     Total
                               Building       equipment                          equipment
1、Balance at                 89,165,656.22 683,814,001.83        8,899,841.25 15,771,914.40 797,651,413.70
period-beginning
2、Increase in the current    72,990,282.17    5,121,952.33              0.00     275,371.29    78,387,605.79
period
(1)Purchase                                  5,121,952.33                       275,371.29     5,397,323.62
(2)Transferred from          7,068,951.90                                                      7,068,951.90
construction in progress
(3) Increased of
Enterprise Combination
(4) others                  65,921,330.27                                                     65,921,330.27
3、Decreased amount of the 10,552,682.32      49,512,686.78       1,135,453.16    676,572.93    61,877,395.19
period
(1)Disposal                                 48,406,650.92        538,817.16     188,942.37    49,134,410.45
(2)Decreased of             10,552,682.32    1,106,035.86        596,636.00     487,630.56    12,742,984.74
Enterprise Combination
4、Balance at period-end     151,603,256.07 639,423,267.38        7,764,388.09 15,370,712.76 814,161,624.30
Ⅱ、Accumulated
depreciation
1、Balance at              28,672,186.30 400,393,778.17           7,865,240.65 11,899,432.01 448,830,637.13
period-beginning
2、Increase in the current 22,720,029.81 28,557,397.09             328,848.62    1,235,903.25   52,842,178.77
period
(1)Provision                 4,570,253.25   28,557,397.09        328,848.62    1,235,903.25   34,692,402.21
(2)Increased of
Enterprise Combination
(3)Others                   18,149,776.56                                                     18,149,776.56
3、Decrease in the current     6,652,564.50   47,857,686.90       1,081,666.96    641,723.25    56,233,641.61
period
(1)Disposal                                 46,834,912.23        517,094.03     178,474.26    47,530,480.52
(2)Decreased of              6,652,564.50    1,022,774.67        564,572.93     463,248.99     8,703,161.09
Enterprise Combination
4、Balance at period-end      44,739,651.61 381,093,488.36        7,112,422.31 12,493,612.01 445,439,174.29
Ⅲ、Provisions for
impairment
1、Balance at                                 14,113,141.06                                     14,113,141.06
period-beginning
2、Increase in the current                    12,745,425.38                                     12,745,425.38
period
(1)Provision                                12,745,425.38                                     12,745,425.38
(2)Increased of
Enterprise Combination
3、Decrease in the current
period
(1)Disposal
                                                   70
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                 House,        Machinery                                Other
           Item                                                  Transportations                           Total
                                Building       equipment                              equipment
(2)Decrease of Enterprise
Combination
4、Balance at period-end                       26,858,566.44                                          26,858,566.44
Ⅳ、Book Value
1、Book Value of              106,863,604.46 231,471,212.58              651,965.78   2,877,100.75 341,863,883.57
period-end
2、Book Value of               60,493,469.92 269,307,082.60          1,034,600.60     3,872,482.39 334,707,635.51
period-begin
As at December 31, 2018, The company didn’t have the situation of fixed assets leased through financial leasing
and leased through operating leases
Notes:In this period of investment properties, the original value of 65,921,330.27 Yuan of housing buildings are
no longer rented, from investment real estate to fixed assets accounting.
At the same time transferred to the corresponding accumulated depreciation of 18149776.56 Yuan.



② Idle fixed assets
                                             Accumulated          Provisions for
         Item              Book Balance                                               Book value           Note
                                             depreciation          impairment
 Machinery equipment       115,344,290.19     85,227,584.23        26,858,566.44      3,258,139.52
 transportation                267,500.00        259,475.25                               8,024.75
         Total             115,611,790.19     85,487,059.48        26,858,566.44      3,266,164.27


③ Information on the fixed assets without certificate of title

            Item                       Book value                  Reasons for absence of certificate of title
Buildings and constructions            46,607,348.76                       Waiting for final acceptance


    5.11 Construction in progress

                   Item                                     2018.12.31                       2017.12.31

Construction in progress                                                                               4,800,176.35
Material holds for construction of fixed
assets
                   Total                                                                               4,800,176.35


    5.12 Intangible assets

                       Item                                    Land use right                      Total
Ⅰ、Original book value
1、Balance at period-begin                                               15,768,620.49               15,768,620.49

                                                       71
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                         Item                                    Land use right                       Total
2、Increase in the current period                                         20,902,264.96                  20,902,264.96
(1)Purchase
(2)Internal R & D
(3)Increased of Enterprise Combination
(4)Others                                                               20,902,264.96                  20,902,264.96
3、Decrease in the current period                                           3,737,274.00                  3,737,274.00
(1)Disposal                                                               3,737,274.00                  3,737,274.00
(2)Decrease of Enterprise Combination
4、Balance at period-end                                                  32,933,611.45                  32,933,611.45
Ⅱ、Accumulated amortization
1、Balance at period-begin                                                  4,384,638.03                  4,384,638.03
2、Increase in the current period                                           6,134,454.75                  6,134,454.75
(1)amortization                                                             657,864.72                    657,864.72
(2)Increase of enterprise combination
(2)Others                                                                 5,476,590.03                  5,476,590.03
3、Decrease in the current period                                           1,066,730.76                  1,066,730.76
(1)Disposal                                                               1,066,730.76                  1,066,730.76
(2)Decrease of enterprise combination
4、Balance at period-end                                                    9,452,362.02                  9,452,362.02
Ⅲ、Provisions for Impairment
1、Balance at period-begin
2、Increase in the current period
(1)Provision
3、Decrease in the current period
(1)Disposal

4、Balance at period-end

Ⅳ、Book Value
1、Book Value of period-end                                               23,481,249.43                  23,481,249.43
2、Book Value of period-begin                                             11,383,982.46                  11,383,982.46
   Note: the original value of the investment properties in this period is 20,902,264.96 Yuan land use right is no longer
   leased, from investment real estate to intangible assets accounting. At the same time transferred to the corresponding
   accumulated amortization of 5,476,590.03 Yuan.


    5.13、Long-term amortization expenses


                                                        72
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                                                                           Other
                                     Increase in      Amortization        Decrease                      Reason for
      Item          2018.01.01       the current      in the current       in the      2018.12.31         other
                                       period             period          current                        decrease
                                                                           period
 initial fee for
 Technique of
                        889,267.38   1,621,739.15        965,488.06                    1,545,518.47
 83 aluminum
 machine
 transfer fee for
 Technique of
                        438,408.15                           71,093.28                    367,314.87
 96 aluminum
 machine
      Total         1,327,675.53     1,621,739.15       1,036,581.34                   1,912,833.34




     5.14 Deferred income tax assets and deferred income tax liability

(1)Deferred income tax assets

                                      2018.12.31                                       2017.12.31

       Item                                        Deductible                                       Deductible
                        Deferred income                                  Deferred income
                                                   temporary                                        temporary
                           tax assets                                       tax assets
                                                   differences                                      differences
 Provisions for
                            4,850,090.39             32,333,935.93            1,831,732.07             12,211,547.13
 impairment
       Total                4,850,090.39             32,333,935.93            1,831,732.07             12,211,547.13



(2)Details of the un-recognized deferred income tax assets

                Item                                   2018.12.31                             2017.12.31
Deductible temporary differences                                  34,362,892.35                         27,771,917.24

Tax deductible losses                                            108,084,389.85                        132,566,451.99

                Total                                            142,447,282.20                        160,338,369.23



(3)Deductible losses of unrecognized deferred income tax assets shall be due in the
following years:

               Year                           2018.12.31                     2017.12.31                  Notes
               2018                                                               25,332,418.05
               2019                                   98,496,222.54               98,496,222.54
                                                        73
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                2020                           7,561,009.01                 7,561,009.01
                2021                           1,176,802.39                 1,176,802.39
                2022
                2023                             850,355.91
                Total                        108,084,389.85               132,566,451.99
Because the amount of taxable income is uncertain in the future, the Company's deductible temporary
differences and deductible losses weren’t recognized as deferred income tax assets.


    5.15 Other non-current assets

                      Item                        2018.12.31                            2017.12.31
Prepayment of long - term assets                             1,815,521.86                          4,537,273.53
                   Total                                     1,815,521.86                          4,537,273.53




    5.16 Short-term borrowings

               Item                         2018.12.31                                2017.12.31

 Credit borrowings                                      60,000,000.00                         110,000,000.00
 Guaranteed borrowings                                 202,000,000.00                         202,000,000.00
 Mortgaged borrowings
 Pledge loan
               Total                                   262,000,000.00                         312,000,000.00

    Notes:
                                                           Annual
                               Starting    Terminatio                                              Ending
     lending institution                                   interest         Guarantor
                                 date        n date                                                balance
                                                             rate
 Jiulongpo branch of Bank
                               2018/8/30   2019/8/30        4.79%                              30,000,000.00
 of Communications
 Chongqing branch of
                               2018/1/15   2019/1/15        4.35%                              20,000,000.00
 China Everbright Bank
 Finance company of China
                               2018/12/4    2019/3/4        5.22%                              20,000,000.00
 South Industries Group
 Business department of                                                 Chongqing Jianshe
 Chongqing rural               2018/12/6   2019/12/5        4.57%       mechanical and         50,000,000.00
 commercial bank                                                        electrical Co.,Ltd.
 Business department of                                                 Chongqing Jianshe
 Chongqing rural               2018/9/29   2019/9/28        4.57%       Vehicle System         42,000,000.00
 commercial bank                                                        Co.,Ltd.
 Business department of        2018/9/6     2019/9/5        4.57%       Chongqing Jianshe      30,000,000.00

                                                 74
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018

  Chongqing rural                                                            Vehicle System
  commercial bank                                                            Co.,Ltd.
  Business department of                                                     Chongqing Jianshe
  Chongqing rural                2018/9/21     2019/9/20           4.57%     Vehicle System         30,000,000.00
  commercial bank                                                            Co.,Ltd.
                                                                             Chongqing Jianshe
  Jiulongpo branch of Bank
                                 2018/8/13     2019/8/12           4.35%     Vehicle System         50,000,000.00
  of Communications
                                                                             Co.,Ltd.


     5.17 Notes and accounts payable
              Item                         2018.12.31                                2017.12.31
  Notes payable                                    627,563,000.00                                 411,410,000.00
  Accounts payable                                 237,795,755.60                                 179,749,230.79
              Total                                865,358,755.60                                 591,159,230.79



 (1)Notes payable

               Item                           2018.12.31                                 2017.12.31

  Bank acceptance bill                                      627,563,000.00                            411,410,000.00

  Commercial acceptance bill
              Total                                         627,563,000.00                            411,410,000.00



 (2)Accounts payable
  ① Presentation of Accounts payable

                  Aging                                 2018.12.31                          2017.12.31
  Within 1 year                                                 233,423,453.69                     165,957,509.82
  1-2 years                                                        2,226,270.35                       7,609,524.71
  2-3 years                                                          615,256.93                        119,199.22
  Over 3 years                                                     1,530,774.63                       6,062,997.04
                     Total                                      237,795,755.60                     179,749,230.79

  ② significant accounts payable for over 1 year.

                                                                                  Reason for unreimbursed or
                       Item                           Ending balance
                                                                                          transferred
Tianhan air treatment equipment Co. LTD.                          508,000.00      non-arrival settlement period
Sima Measurement and Control Technology
                                                                  447,324.89      non-arrival settlement period
Co., Ltd.
Prince International Trading (Shanghai) Co. Ltd.                  468,695.86      non-arrival settlement period
Shenzhen Jiuzheng Mould Co., Ltd.                                 354,276.00      non-arrival settlement period


                                                       75
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                        Total                                 1,778,296.75


    5.18 Advances from customers

            Item                            2018.12.31                                2017.12.31
 Within 1 year                                             1,097,390.90                            1,902,693.88
 Over 1 year                                                 884,621.30                             414,976.26
            Total                                          1,982,012.20                            2,317,670.14


    5.19 Payroll Payable
(1)Presentation of Payroll Payable
                                                           Increase in the    Decrease in the
               Item               beginning balance                                           Ending balance
                                                           current period     current period
Short-term remuneration                 2,351,973.62          95,823,796.60     96,112,315.01       2,063,455.21
Post-employment benefits -
                                        1,332,810.63          16,878,817.50     17,119,390.03       1,092,238.10
defined contribution plans
Dismissal welfare                                              1,797,990.05      1,797,990.05
Others
            Total                       3,684,784.25         114,500,604.15    115,029,695.09       3,155,693.31

(2)Presentation of short-term compensation
                                                           Increase in the    Decrease in the
                Item                beginning balance                                         Ending balance
                                                           current period     current period
1、Salary, bonus, allowance and
                                          1,357,502.95        64,347,897.82     64,196,096.25       1,509,304.52
subsidy
2、Employee benefits                                           6,569,774.70      6,569,774.70
3、Social insurance expenses               282,299.73         12,209,652.86     12,320,683.18         171,269.41
Including: medical insurance
                                           209,522.71         11,414,645.56     11,452,898.86         171,269.41
premium
Work-related injury insurance
                                                                 663,433.93        663,433.93
premium
Maternity insurance premium                  72,777.02           131,573.37        204,350.39
Others
4、Housing fund                            474,990.00         10,846,022.00     10,981,310.00         339,702.00
5、Labor union expenditures and
                                           237,180.94          1,850,449.22      2,044,450.88          43,179.28
employee education expenses
6、Other short-term compensation
                Total                     2,351,973.62        95,823,796.60     96,112,315.01       2,063,455.21

(3)Presentation of defined contribution plans

                                                      76
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                               beginning         Increase in the         Decrease in the
           Item                                                                                Ending balance
                                balance          current period          current period
Basic endowment
                                1,171,764.55           16,299,644.73         16,531,188.63              940,220.65
insurance premium
Unemployment insurance
                                  161,046.08             579,172.77               588,201.40            152,017.45
premium
Enterprise Annuity
          Total                 1,332,810.63           16,878,817.50         17,119,390.03         1,092,238.10


    5.20 Taxes and surcharges payable

        Tax and surcharge items                          2018.12.31                        2017.12.31
Value-added tax (VAT)                                              1,241,326.23                          59,383.97
Business Tax                                                         393,030.84                         393,030.84
Corporate income tax                                               2,927,901.22                         146,100.87
Urban maintenance and construction tax                             3,098,951.14                    3,116,095.28
property tax                                                       3,727,900.64                    3,727,900.64
Land royalities                                                    1,808,215.20                    1,808,215.20
Individual income tax                                                566,964.67                    1,172,046.48
Educational surtax                                                 1,186,521.12                    1,988,736.03
Other taxes and surcharges                                         4,533,417.89                    3,248,488.48
                       Total                                    19,484,228.95                     15,659,997.79

    5.21 Other payables

               Item                       2018.12.31                                2017.12.31
 Interest payable
 Dividend payable
 Other payable                                  14,988,432.94                                    44,403,126.16
               Total                            14,988,432.94                                    44,403,126.16



(1)Other payable
 ① Presentation of other Payables in accordance with the nature of the payment.

                        Item                            2018.12.31                         2017.12.31
  Cash deposit                                                  1,010,000.00                      2,308,448.00
  Reimbursement for occupational injury                            279,432.94                      287,008.98
  Payment for goods                                           10,254,641.72                      27,917,955.28
  Project payment                                                  500,000.00                     9,476,933.77
  Organization costs                                                                              1,000,000.00
                                                   77
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018

   Testing cost                                                                                        369,440.00
   Design cost and Others                                          2,944,358.28                      3,043,340.13
                      Total                                   14,988,432.94                         44,403,126.16


  ② Significant other payables for over 1 year

                  Item                  Ending balance             Reason for unreimbursed or transferred

Guangzhou Yuye Trading Co., Ltd.                       30,000.00          non-arrival settlement period
Chongqing Bangbao Auto parts Co.,                      30,000.00          non-arrival settlement period
Ltd.
Chongqing Green Dot Catering Co.,                      20,000.00          non-arrival settlement period
Ltd.
Chongqing Huangdao Automobile                      200,000.00             non-arrival settlement period
Transportation Co., Ltd.
Department of Transportation, Ruihe                260,000.00             non-arrival settlement period
loading and unloading Co., Ltd.
Chongqing Star Speed Logistics Co.,                400,000.00              non-arrival settlement period
Ltd.
Chongqing Chengbei Logistics Co.,                      50,000.00           non-arrival settlement period
Ltd.
Chongqing Anren Human Resources                        20,000.00           non-arrival settlement period
Management Co., Ltd.
Chongqing Branch of Northern
Engineering Design and Research                        25,000.00           non-arrival settlement period
Institute Co., Ltd.
                  Total                           1,035,000.00



     5.22 Non-current liabilities maturing within one year

                          Item                                2018.12.31                        2017.12.31
  Long-term borrowings maturing within one year                         1,500,000.00                   47,090,000.00
  (Note 5.25)
                          Total                                         1,500,000.00                   47,090,000.00



     5.23 Long-term borrowings

                           Item                                2018.12.31                       2017.12.31
  Credit borrowings                                                    1,500,000.00                 48,590,000.00
  Guaranteed borrowings
  Mortgaged borrowings
  Pledge loan
  less:Long-term borrowings maturing within one
                                                                       1,500,000.00                 47,090,000.00
  year (Note 5.24)
                          Total                                                                       1,500,000.00

                                                  78
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018



    5.24、Share capital
                                                      Increase in    Decrease in
                Item                  2018.01.01      the current    the current     2018.12.31
                                                        period         period
 Total shares                        119,375,000.00                                  119,375,000.00

                Total                119,375,000.00                                  119,375,000.00



    5.25 Capital reserve

                                               Increase in the   Decrease in the
            Item              2018.01.01                                           2018.12.31
                                               current period    current period

Capital (or equity) premium   702,032,741.07                                          702,032,741.07

Other capital reserves        256,532,553.22                                          256,532,553.22
            Total             958,565,294.29                                          958,565,294.29




                                               79
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
      5.26 Other comprehensive income
                                                                                                       Reporting Period
                                                                                    Less: recorded
                                                                                       in other
                                                                                   comprehensive
                                                                                                                    Attributable to    Attributable to    2018.12.
                     Item                          2018.01.01    Income before     income in prior        Less:
                                                                                                                     owners of the     non-controlling    31
                                                                 taxation in the      period and       Income tax
                                                                                                                    Company as the      interests after
                                                                 Current Period     transferred in       expense
                                                                                                                    parent after tax          tax
                                                                                   profit or loss in
                                                                                     the Current
                                                                                        Period
I. Items that will not be reclassified to profit
                                                      9,800.00                                                                                            9,800.00
or loss
Of which: Re-measurement of changes in
net liabilities or net assets of a defined
benefit plan
Share of other combined income of invested
units that cannot be reclassified into profit         9,800.00                                                                                            9,800.00
or loss under the equity method
II. Items that may subsequently be
reclassified to profit or loss
Of which: Share of other comprehensive
income of investees that will be reclassified
into profit or loss underequitymethod
Gain/Loss on changes in fair value of
available -for- salefinancialassets
Investments held to maturity reclassified as
gains or losses on marketable financial
assets
Effective portion of cash flow hedging gains
and losses
Translation difference in foreign currency
financial statements

                                                                                   80
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                                            Reporting Period
                                                                         Less: recorded
                                                                            in other
                                                                        comprehensive
                                                                                                         Attributable to    Attributable to    2018.12.
                 Item                   2018.01.01    Income before     income in prior        Less:
                                                                                                          owners of the     non-controlling    31
                                                      taxation in the      period and       Income tax
                                                                                                         Company as the      interests after
                                                      Current Period     transferred in       expense
                                                                                                         parent after tax          tax
                                                                        profit or loss in
                                                                          the Current
                                                                             Period

  Total of other comprehensive income      9,800.00                                                                                            9,800.00




                                                                        81
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
    5.27 Surplus reserves

                                                 Increase in the        Decrease in the
     Item                   2018.01.01                                                        2018.12.31
                                                 current period         current period
 Statutory
                             56,724,000.00                                                         56,724,000.00
 Surplusreserve
 Discretionary
                             68,962,000.00                                                         68,962,000.00
 Surplus reserves
 reserve fund
 enterprise
 development fund
     Total                  125,686,000.00                                                        125,686,000.00



     5.28 Retained Earnings

                             Item                                     Amount          To extract or distribute
                                                                                      the proportion.

 Adjustments to Retained Earnings as at December 31, 2017          -920,877,890.80

 Adjustments to total Retained Earnings as at January 1,
 2018 ("+" for increases; "-" for decreases)
 Adjusted Retained Earnings as at January 1, 2017                  -920,877,890.80
 Add: net profit attributable to owners of parent company in
                                                                      10,544,477.65
 2018
 Less:Extraction of statutory Surplus reserve
 Extraction of discretionary Surplus reserve
 Extraction of General risk reserve
 Dividends payable to ordinary shares
 Ordinary dividend dividends transferred to capital stock
 Retained Earnings as at December 31, 2018                         -910,333,413.15



     5.29 Operating income and operating costs

(1)The operating income and cost are listed below:

                                         Year 2018                                    Year 2017
        Item
                        Operating income         Operating cost        Operating income       Operating cost

 Primary businesses         918,358,218.69           780,332,555.78       986,059,639.48          819,403,427.06

 Other businesses            53,445,781.54            43,923,649.06        23,471,439.20           18,230,017.22

                                                         82
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
           Total         971,804,000.23        824,256,204.84     1,009,531,078.68       837,633,444.28

(2)Primary businesses (by product):

                                   Year 2018                                 Year 2017
 Name of product
                      Operating income      Operating cost      Operating income     Operating cost
 Automobile              911,621,983.96                            981,936,878.97
                                               772,623,019.05                            815,076,917.08
 air-conditioner
 Motorcycle and            6,736,234.73                              4,122,760.51
                                                 7,709,536.73                              4,326,509.98
 parts
           Total         918,358,218.69        780,332,555.78      986,059,639.48        819,403,427.06


(3)The operating income and costs (by region) are as follows:

                                    Year 2018                                 Year 2017
      Area name
                       Operating income      Operating cost     Operating income     Operating cost
 Anhui Province             17,247,930.48       14,013,943.52       38,244,354.32          30,625,263.96
 Beijing                        25,405.16           20,923.69       15,162,457.25          11,330,889.08
 Fujian Province                26,482.78           21,212.71           70,410.29              59,144.66
 Guangdong Province          5,188,961.00        4,231,078.80       65,761,290.24          52,599,383.23
 Guangxi Province              285,920.05         234,568.81            32,222.02              27,066.50
 Abroad                    266,185,056.36      248,016,255.64      197,474,573.18         167,650,852.40
 Hebei Province             68,994,967.05       56,065,110.22       76,636,941.82          63,440,508.81
 Henan Province             80,083,588.55       65,147,999.29          987,025.62            809,361.02
 Heilongjiang
                                                                     7,403,352.72           6,514,950.39
 Province
 Hebei Province             41,654,437.56       33,831,734.19       55,986,920.72          44,529,762.06
 Jilin Province                 18,186.72           15,094.98          210,844.63            185,543.27
 Jiangsu Province           19,122,536.29       15,621,199.90       40,635,432.90          33,223,010.38
 Jiangxi Province           14,112,042.60       11,461,801.00       18,236,438.80          13,993,273.50
 Liaoning Province             325,280.80         275,187.56

 Shandong Province             824,779.79         686,216.79           764,988.61            663,096.22
 Shaanxi Province              148,787.58         120,830.39           512,841.88            447,052.43
 Shanghai Province           2,325,658.30        1,890,760.20       13,586,239.91          12,627,382.10
 Sichuan Province               57,482.37           46,675.68           34,017.10              28,574.36
 Tianjin                   137,528,560.39      111,755,908.17      161,691,876.52         130,584,511.23
 Yunnan Province               352,886.82         289,720.08         1,466,820.49           1,290,802.03
 Zhejiang Province         118,977,279.27       97,418,596.27       22,491,535.16          17,559,693.55
                                                    83
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
 Chongqing                    144,754,805.40   119,072,428.41        268,669,055.30       231,213,305.88
   Ningxia Province                15,862.07        12,848.28

   Shanxi Province                 14,327.60        11,648.34

    Hunan Province                 86,993.70        70,812.87

         Total                918,358,218.69   780,332,555.78        986,059,639.48       819,403,427.06



     5.30 Taxes and surcharges

                      Item                           Year 2018                        Year 2017

 Business tax                                                2,118,999.65                   2,883,383.47

 Urban maintenance and construction tax                      1,513,571.21                   2,074,157.04

 Educational surtax                                          2,058,190.85                   1,652,776.54

 Property tax                                                1,633,833.20                   1,633,833.20

 Land royalities                                                  5,064.00                        4,820.00

 vehicle ship royalties                                         890,892.78                    679,276.95

 Stamp duty                                                      10,320.17

                      Total                                  8,230,871.86                   8,928,247.20


    5.31 Selling expenses

                   Item                         Year 2018                         Year 2017
Repair cost                                               7,471,918.81                        8,429,633.36
Transportation cost                                       6,510,166.77                        7,184,765.84
Payroll Payable                                           6,430,113.15                        6,558,209.20
Storage and storage fee                                   1,715,321.21                        2,373,093.83
Travel expenses                                           1,444,042.35                        1,460,789.86
Sales service charge                                        771,626.51                        1,502,102.78
Advertising expenses                                        362,773.93                         100,164.87
Exhibition fees                                             231,256.90                         308,049.43
Office expenses                                             133,691.02                         184,441.42
Operating expenses                                           87,355.08                             7,397.70
Depreciation costs                                           60,807.87                            64,297.26
Others                                                    1,687,936.15                         288,573.76
                   Total                                 26,907,009.75                      28,461,519.31


                                                    84
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018



    5.32 General and administrative expenses

                  Item                    Year 2018                Year 2017

Payroll Payable                                   44,849,548.73            38,066,976.14

Depreciation costs                                12,552,407.98                6,954,646.08

Repair charges                                     7,256,301.39                2,449,955.72

Consulting fee                                     1,385,350.52                 297,767.37

Office expenses                                    1,229,346.24                 895,418.21

Agency fee                                         1,003,950.99                 916,075.41

Travel expenses                                       907,986.02                890,373.47

Amortization of intangible assets                     688,074.47                730,368.12

Conference fees                                       586,796.16                563,545.36

Business entertainment                                571,737.98                480,146.92

Sewage charge                                         558,620.41                495,271.52

Legal fare                                            437,927.35                383,611.59

Technological transfer fees                                                    2,298,928.02

Others                                             8,251,412.58                6,347,551.53

                  Total                           80,279,460.82            61,770,635.46


    5.33 R&D Expense

                  Item                    Year 2018                Year 2017

Salary                                             6,312,801.67                6,867,954.81

Office expenses                                          972.77                    3,601.31

Material cost                                      1,085,873.61                1,093,963.85

Travel expenses                                       397,228.09                440,207.57

Tooling fee                                        1,750,693.81                1,042,390.93

Conference-servicing expenses                           3,584.91                   3,369.82
Fees for evaluation, identification and
                                                       22,535.85                    943.40
authentication
Software fee                                           78,515.93                 59,648.00

Trademark, property right, patent fee                 132,507.81                102,732.73

Test inspection fee                                   169,964.42                 34,270.79

                                             85
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
Repair cost                                                         18,474.35                        183,618.81

Sample fee                                                          94,208.11                        260,616.44

Business entertainment                                              22,086.00                           8,028.16

Traffic expense                                                        809.75                           5,487.27

Depreciation expense                                            1,967,027.82                        1,686,856.44

Consulting fee                                                        3,066.04

Training fee                                                        19,926.96

Others                                                          1,648,311.53                          55,295.53

                  Total                                        13,728,589.43                    11,848,985.86



    5.34 Financial expenses

                  Item                                 Year 2018                        Year 2017
Interest expenses                                              13,188,395.86                   16,285,785.27
Less: Interest income                                           1,601,397.09                    2,669,821.35
discount rate of bill                                          21,313,714.26                   19,686,099.74
Exchange gains and losses                                          -171,081.48                      306,493.10
Commission Charge and others                                       124,406.63                       806,026.94
                  Total                                        32,854,038.18                   34,414,583.70


    5.35 Losses from asset impairment

                          Item                                       Year 2018                 Year 2017

Losses on bad debt                                                      20,408,417.32               330,566.57

Losses for falling price of inventory                                    1,541,302.27

Impairment loss of Sales for financial asset

Impairment loss of held-for-sale asset

Impairment loss of      long-term equity investments

Impairment loss of investment Property

Impairment loss of fixed Asset                                          12,745,425.38          14,113,141.06

Impairment loss of construction in progress

Losses on intangible asset impairment


                                                          86
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                        Total                                       34,695,144.97                14,443,707.63




    5.36 Investment income
                            item                                  Year 2018                   Year 2017

Long-term equity investment income calculated by cost
method

Long-term equity investment income calculated by
                                                                          -383,712.61              3,483,081.75
equity method
Disposal of a long-term equity investment of investment
                                                                        59,095,066.65
returns
Investment income from financial assets measured at fair
value through current profit and loss during the

Investment income from disposal of financial assets
measured at fair value through current profit and loss
Investment income from holding of held-to-maturity
investments
Investment income from holding of available-for-sale
financial assets
Investment income from disposal of available-for-sale
financial assets
                        Total                                              68,000.00
                                                                        58,779,354.04              3,483,081.75


    5.37 Asset disposal income
                                                                                             The amount included in
                     Item                           Year 2018             Year 2017         the current non-recurring
                                                                                                  profit and loss.
Total profits of non-current assets disposal
Including: Profits of disposal of fixed assets             837,095.88           31,763.59                  837,095.88
Profits of disposal of intangible assets
Profits of non-monetary assets exchange                    -52,595.40                                         -52,595.40
                    Total                                  784,500.48           31,763.59                  784,500.48


    5.38 Other income

                                   Item                                     Year 2018             Year 2017

Expenditure of intellectual property transformation project by
                                                                                                      30,000.00
Jiulongpo bureau of finance in 2016

                                                         87
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

Subsidies for Research and development by government                                   360,000.00

Communication allowance by Jiulongpo bureau of finance                                   7,200.00
Trademark reward by Industry and Commerce Administration of
                                                                                        50,000.00
Chongqing
Fund for science and technology commission of Chongqing                                  6,900.00
Obtain the grant of patent license of Jiulongpo District Science and
                                                                          16,400.00
Technology Committee

Subvention from Jiulongpo Finance Bureau (Technical Project Grant
                                                                          10,000.00
for Aluminum Rotary Blades)

Obtained the import and export subsidy of Jiulongpo District Finance
                                                                         156,000.00
Bureau in 2017

To receive a subsidy for R & D input from Jiulongpo Finance Bureau
                                                                         810,000.00
in 2017

Access to the second batch of special funds for industrial
                                                                         120,000.00
informatization in 2018 by the Jiulongpo District Finance Bureau

To obtain patent support from Chongqing intellectual property Office
                                                                            2,000.00
in 2017

To receive an export insurance premium subsidy from the Jiulongpo
                                                                            5,000.00
District Finance Bureau of Chongqing Municipality

Access to international market development funds for small and
                                                                          13,000.00
medium-sized enterprises in Jiulongpo Finance Bureau


To receive subsidies for automatic monitoring of pollution sources by
                                                                            7,200.00
the Environmental Protection Bureau of Jiulongpo District in 2018


Obtained funds for compressor project of Jiulongpo District Finance
                                                                         100,000.00
Bureau

Awarded to Jiulongpo Finance Bureau Municipal intellectual property
                                                                          50,000.00
right advantage Enterprises

Grant for patent authorization of Kowloon po finance bureau               42,900.00

Access to import and export support funds for foreign trade
                                                                         238,000.00
enterprises of Jiulongpo Finance Bureau

Won the Jiulongpo Finance Bureau's high-tech product recognition
                                                                            6,000.00
subsidy in 2017.

To receive a high-level review grant from Jiulongpo Finance Bureau
                                                                          20,000.00
in 2016 / 2017

                                Total                                   1,596,050.00   454,100.00


                                                         88
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
    5.39 Non-operating income
                                                                                  Amounts included in the
              Item                      Year 2018          Year 2017           non-recurrent profit and loss for
                                                                                      the current year
Gain on debt restructuring                                      101,902.23
Gains on exchange of
non-monetary assets
Donation received
Government subsidies                       364,700.00           259,100.00                              364,700.00
Others                                      30,815.24            111,391.26                              30,815.24
           Total                           395,515.24           472,393.49                              395,515.24


Government subsidies included in current profit and loss

                             Subsidy item                                         Year 2018        Year 2017
 Related to
 assets
               Focus on supporting subsidy funds for science and                      100,000.00
               technology enterprises
 Revenue       Incentives for contributions to economic development                    50,000.00
 related
               Top ten high-tech enterprise awards                                    100,000.00

               Industry support fund                                                  114,700.00        59,100.00

               Innovation fund by Jiulongpo Treasury payment center                                   200,000.00

                                  Total                                                               364,700.00      259,100.00


    5.40 Non-operating expenses
                                                                                   Amounts included in the
                Item                       Year 2018            Year 2017       non-recurrent profit and loss for
                                                                                       the current year
Loss of non-current assets damaged
and scrapped
Including: Loss of non-current assets
           damaged and scrapped
Loss on disposal of intangible assets
Loss on debt restructuring                                        443,102.26
Loss on exchange of non-monetary
assets
Donation outlay                                20,000.00                                                  20,000.00
Compensation、liquidated damages
and kinds of penalties
Other                                         440,352.30            6,777.67                             440,352.30

                                                           89
 Chongqing Jianshe Vehicle System Co.,Ltd.
 Notes To Financial Statements
 For The Year Ended December 31, 2018
                  Total                          460,352.30          449,879.93                            460,352.30


        5.41 Income tax expenses

 (1)Lists of income tax expense

                          Items                                    Year 2018                   Year 2017
 Income tax at current period                                            4,065,886.71                 1,186,317.13
 Deferred income tax                                                     -3,018,358.32                     14,856.38
                          Total                                          1,047,528.39                 1,201,173.51

 (2)Accounting profit and income tax expense adjustment process
                                                                                               Amount of current
                                              Item
                                                                                                   period
Total profit                                                                                        11,947,747.84
Income tax expense at statutory / applicable tax rates                                               1,792,162.18
Effect of different tax rates applicable to subsidiaries
Income tax adjustments on prior periods
Effect of non-taxable income                                                                          -963,991.40
The impact of non-deductible costs, expenses and losses                                                219,357.61
Affect the use of deferred tax assets early unconfirmed deductible losses
The current period does not affect the deferred tax assets recognized deductible temporary
differences or deductible loss
The adjustment of tax rate leads to the change of the beginning-balance of deferred income
tax assets/liabilities
Total                                                                                                1,047,528.39



        5.42 Items of the statement of cash flows

 (1)Cash received from other operating activities

                                  Item                                     Year 2018               Year 2017

  Interest income                                                                 117,579.34        2,669,821.35
  Government subsidies                                                         1,960,750.00           713,200.00
  Collection of accounts current                                               1,881,696.35         3,970,001.00
  Other sporadic receipts                                                      3,153,629.84           462,457.93
                                  Total                                        7,113,655.53         7,815,480.28

 (2)Cash paid for other operating activities

                                                              90
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                              Item                                 Year 2018                  Year 2017

 Accounts current                                                    1,252,938.62               7,726,801.77
 Expenses incurred during the period                                20,708,353.03              56,220,338.71
                              Total                                 21,961,291.65              63,947,140.48




(3)Cash received from other financing activities
                              Item                                Year 2018                  Year 2017

 Interest                                                            1,479,991.21               4,005,794.97
 Proceeds from discounting of financing notes received             728,192,999.89             552,727,695.07
 Collection of financing                                            43,482,289.32             423,525,476.47
                              Total                                773,155,280.42             980,258,966.51



(4)cash paid for other financing activities
                              Item                                  Year 2018               Year 2017

 Payments for matured financing notes                               357,141,662.47          1,093,957,715.98
 cash deposit for financing such as bills and loans                 463,971,283.00            119,434,130.07
                              Total                                 821,112,945.47          1,213,391,846.05



    5.43 Supplementary information to the statement of cash flows

(1)Supplementary information to the statement of cash flows

                    Supplementary information                         Year 2018               Year 2017
1、Net profit adjusted to cash flows from operating activities
Net profits                                                              10,900,219.45         14,820,240.63
Add: provision for assets impairment                                     34,695,144.97         14,443,707.63
Add: provision for assets impairment、Depletion of oil and gas
                                                                         36,832,278.30         37,658,091.57
assets、Provision for capitalized Biological assets
Amortization of intangible assets                                             657,864.72          312,322.80
Amortization of long-term deferred expenses                               1,036,581.34           1,143,913.12
Losses on disposal of fixed assets, intangible assets and other
                                                                              -784,500.48          -31,763.59
long-term assets ("-" for gains)
Losses on discarding of fixed assets ("-" for gains)

                                                         91
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
Losses from changes in fair value ("-" for gains)
Financial expenses ("-" for income)                                           34,502,110.12     34,414,583.70
Investments losses ("-" for gains)                                           -58,779,354.04     -3,483,081.75
Decreases in the deferred income tax assets ("-" for increases)               -3,018,358.32        -14,856.38
Increases in the deferred income tax liabilities ("-" for decreases)
Decreases in inventories ("-" for increases)                                  -1,352,623.93     24,992,831.21
Decreases in operating receivables ("-" for increases)                        -1,884,454.51    -29,324,759.29
Increases in operating receivables("-" for decreases)                     110,019,605.93     -31,951,122.49
Others
Net cash flows from operating activities                                    162,824,513.55      62,980,107.16
2、Significant investment and financing activities involving no
cash receipts and payments
Conversion of debt into capital
Convertible corporate bonds maturing within one year
Fixed assets acquired under financial lease
3、Net change in cash and cash equivalents:
Balance as at December 31, 2016 of cash                                       72,551,130.34    126,225,466.46
Less: balance as at January 1, 2016 of cash                                 126,225,466.46     273,768,758.46
Add: balance as at December 31, 2016 of cash equivalents
Add: balance as at December 31, 2016 of cash equivalents
Net increase in cash and cash equivalents                                    -53,674,336.12   -147,543,292.00



(2)Net cash received from disposal subsidiaries for the current period

                                           Item                                               Amount

 Cash or cash equivalents received by the disposal subsidiary in the current year              61,200,000.00

 Among them: Shanghai Jianshe Motorcycle Co., Ltd.                                             61,200,000.00



 Less: cash and cash equivalents held by the company at the date of loss of control             3,258,712.90

 Among them: Shanghai Jianshe Motorcycle Co., Ltd.                                              3,258,712.90



 Less: disposal costs                                                                            700,000.00

 Among them: Shanghai Jianshe Motorcycle Co., Ltd.                                               700,000.00


 Plus: disposal of cash or cash equivalents received by a subsidiary in the current
 period during the prior period

                                                           92
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                          Item                                                     Amount

 Among them: Shanghai Jianshe Motorcycle Co., Ltd.



 Net cash received by disposal subsidiaries                                                             57,241,287.10



(2)Component of cash and cash equivalents

                                  Item                                            Year 2018              Year 2017
 1. Cash                                                                         72,551,130.34         126,225,466.46
 Including: cash on hand                                                                                    29,270.09
     Unrestricted bank deposit                                                   72,551,130.34         126,196,196.37
     Other unrestricted Cash and cash equivalentss                               72,551,130.34         126,225,466.46
 2. Cash equivalents
 Including: bond investments maturing within three months
 3. Balance of cash and cash equivalents as at December 31, 2017                 72,551,130.34         126,225,466.46


    5.44 Assets with restrictions on their ownership or use right

                                                  Book value as at
                Item                                                                   Reason for restriction
                                                 December 31, 2018
 Cash and cash equivalents                                     279,352,856.84          Cash deposit for notes

                Total                                          279,352,856.84


     5.45 Government subsidies
(1)Government subsidies confirmed in current period
                                          Asset-related                         Revenue related

                                                  Write-                                                             Whether
    Subsidy item           Amount                 down                                                               actually
                                         deferred        deferred              Non-operating Write-down
                                                   of             Other income                                       received
                                          income          income                  income       of cost
                                                  book
                                                  value
Focus on supporting
subsidy funds for
science and                100,000.00                                                     100,000.00                    Yes
technology
enterprises
Incentives for
contributions to
                             50,000.00                                                     50,000.00                    Yes
economic
development
Top ten high-tech
                           100,000.00                                                     100,000.00                    Yes
enterprise awards
                                                          93
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                       Asset-related                  Revenue related

                                               Write-                                                  Whether
    Subsidy item         Amount                down                                                    actually
                                      deferred        deferred              Non-operating Write-down
                                                of             Other income                            received
                                       income          income                  income       of cost
                                               book
                                               value
Industrial support
                         114,700.00                                             114,700.00               Yes
fund
Obtain the grant of
patent license of
Jiulongpo District
                          16,400.00                               16,400.00                              Yes
Science and
Technology
Committee
Subvention from
Jiulongpo Finance
Bureau (Technical
                          10,000.00                               10,000.00                              Yes
Project Grant for
Aluminum Rotary
Blades)
Obtained the import
and export subsidy of
Jiulongpo District       156,000.00                              156,000.00                              Yes
Finance Bureau in
2017
To receive a subsidy
for R & D input from
                         810,000.00                              810,000.00                              Yes
Jiulongpo Finance
Bureau in 2017
Access to the second
batch of special funds
for industrial
informatization in       120,000.00                              120,000.00                              Yes
2018 by the
Jiulongpo District
Finance Bureau
To obtain patent
support from
Chongqing                  2,000.00                                2,000.00                              Yes
intellectual property
Office in 2017
To receive an export
insurance premium
subsidy from the
Jiulongpo District         5,000.00                                5,000.00                              Yes
Finance Bureau of
Chongqing
Municipality
Access to
international market
development funds
for small and
                          13,000.00                               13,000.00                              Yes
medium-sized
enterprises in
Jiulongpo Finance
Bureau
                                                       94
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                            Asset-related                       Revenue related

                                                    Write-                                                        Whether
    Subsidy item          Amount                    down                                                          actually
                                           deferred        deferred              Non-operating Write-down
                                                     of             Other income                                  received
                                            income          income                  income       of cost
                                                    book
                                                    value
To receive subsidies
for automatic
monitoring of
pollution sources by
                                7,200.00                                      7,200.00                              Yes
the Environmental
Protection Bureau of
Jiulongpo District in
2018
Obtained funds for
compressor project of
                           100,000.00                                    100,000.00                                 Yes
Jiulongpo District
Finance Bureau
Awarded to Jiulongpo
Finance Bureau
Municipal intellectual         50,000.00                                  50,000.00                                 Yes
property right
advantage Enterprises
Grant for patent
authorization of
                               42,450.00                                  42,450.00                                 Yes
Kowloon po finance
bureau
Obtain import and
export support funds
for foreign trade
                           238,000.00                                    238,000.00                                 Yes
enterprises of
Jiulongpo Finance
Bureau
Won the Jiulongpo
Finance Bureau's
high-tech product               6,000.00                                      6,000.00                              Yes
recognition subsidy in
2017
To receive a
high-level review
grant from Jiulongpo           20,000.00                                  20,000.00                                 Yes
Finance Bureau in
2016 / 2017
        Total            1,960,750.00                                   1,596,050.00     364,700.00

(2)Government subsidies included in current profit and loss
                                                                                  Included in the
                                   Asset-related /          Included in the
       Subsidy item                                                               Non-operating        Write-down of cost
                                  revenue-related            Other income
                                                                                      income
Focus on supporting
subsidy funds for science                                                                 100,000.00
and technology enterprises
Incentives for contributions
                                                                                           50,000.00
to economic development
                                                             95
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                     Included in the
                                Asset-related /   Included in the
       Subsidy item                                                  Non-operating       Write-down of cost
                               revenue-related     Other income
                                                                         income
Top ten high-tech
                                                                            100,000.00
enterprise awards
Industrial support fund                                                     114,700.00
Obtain the grant of patent
license of Jiulongpo
                                                         16,400.00
District Science and
Technology Committee
Subsidy from Jiulongpo
Finance Bureau (Technical
                                                         10,000.00
Project Grant for
Aluminum Rotary Blades)
Obtained the import and
export subsidy of Jiulongpo
                                                        156,000.00
District Finance Bureau in
2017
To receive a subsidy for R
& D input from Jiulongpo                                810,000.00
Finance Bureau in 2017
Access to the second batch
of special funds for
industrial informatization                              120,000.00
in 2018 by the Jiulongpo
District Finance Bureau
To obtain patent support
from Chongqing
                                                          2,000.00
intellectual property Office
in 2017
To receive an export
insurance premium subsidy
from the Jiulongpo District                               5,000.00
Finance Bureau of
Chongqing Municipality
Access to international
market development funds
for small and
                                                         13,000.00
medium-sized enterprises
in Jiulongpo Finance
Bureau
To receive subsidies for
automatic monitoring of
pollution sources by the
                                                          7,200.00
Environmental Protection
Bureau of Jiulongpo
District in 2018
Obtained funds for
compressor project of
                                                        100,000.00
Jiulongpo District Finance
Bureau
Awarded to Jiulongpo
Finance Bureau Municipal                                 50,000.00
intellectual property right

                                                   96
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                              Included in the
                               Asset-related /      Included in the
      Subsidy item                                                            Non-operating       Write-down of cost
                              revenue-related        Other income
                                                                                  income
advantage Enterprises
Grant for patent
authorization of Kowloon                                     42,450.00
po finance bureau
Obtain import and export
support funds for foreign                                   238,000.00
trade enterprises of
Jiulongpo Finance Bureau
Won the Jiulongpo Finance
Bureau's high-tech product
                                                               6,000.00
recognition subsidy in
2017.
To receive a high-level
review grant from
                                                             20,000.00
Jiulongpo Finance Bureau
in 2016 / 2017
          Total                                            1,596,050.00              364,700.00



    6、Change in the scope of business combinations
    6.1 Disposal of subsidiaries
                                                                                                 Difference in the
                                                                                              share of the net assets
                                                                                The basis for
                                   Share                                                        of the subsidiary at
                                            Equity                              determining
     Name of          Share                                Point of loss of                       the consolidated
                                  disposal disposal                             the Point of
    subsidiary    disposal price                              control                              statement level
                                 ratio(%) mode                                   loss of
                                                                                               corresponding to the
                                                                                  Control
                                                                                              disposal price and the
                                                                                                disposal investment
                                                                               Enter into a
  Shanghai                                                                     property right
                                            Assignmen
  Jianshe                                                                      transaction
                  61,200,000.00   51.00     t of listing     2018.06.15                           59,095,066.65
  Motorcycle                                                                   contract and
                                            agreement
  Co., Ltd.                                                                    receive     the
                                                                               transfer money

Note:In January 2019, Shanghai Construction Motorcycle Co., Ltd completed the formalities of stock right
change and obtained the updated Business license of Enterprise legal person.



    7、Equity in other entities

    7.1 Equity in subsidiaries
Composition of enterprise groups



                                                      97
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                                    Shareholding ratio
                            Main business      Registered                                     (%)             Acquisition
Name of subsidiary                                               Business nature
                                 areas            place                                                         method
                                                                                                      Indir
                                                                                      Directly
                                                                                                      ectly
 Chongqing Jianshe                                               Production and
  Automobile A/C                                                                                              Establishmen
                                                                    sales of                                      t by
                               Chongqing       Chongqing                                  100.00
     Co., Ltd.                                                   Automobile Air
                                                                  Conditioner                                  investment


   7.2 Equity in joint ventures and associates

(1)Major joint ventures

 Name of joint          Main     Register                    Shareholding ratio Accounting treatment methods
                                               Business            (%)
  venture or          business      ed                                          for the investments in joint
                                               nature
   associate            areas     place                      Directly Indirectly             ventures or associates

  Chongqing                             Motorcycle
 Pingshan TK          Chongqi Chongqi   spare parts
                                                                 50.00                             Equity method
Carburettor Co.,        ng      ng    production and
     Ltd.                                  sales



(2)Major financial information of significant joint ventures

                                                    Ending balance / Current               Beginning balance / Amount of
                                                                 amount                            the previous period
                        Item
                                                    Chongqing Pingshan TK                     Chongqing Pingshan TK
                                                      Carburettor Co., Ltd.                    Carburettor Co., Ltd.
  Current assets                                                         165,620,395.56                         176,479,123.63
  Including: cash and cash equivalents                                   122,943,263.39                         114,266,879.41
  Non-current assets                                                      21,766,267.49                          21,668,469.48
  Total assets                                                           187,386,663.05                         198,147,593.11


  Current liabilities                                                     19,988,750.73                          29,618,869.20
  Non-current liabilities                                                   416,577.81
  Total liabilities                                                       20,405,328.54                          29,618,869.20


  Minority equity
  Equity attributable to the shareholders of
                                                                         166,981,334.51                         168,528,723.91
  parent company



                                                            98
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                    Ending balance / Current            Beginning balance / Amount of
                                                               amount                        the previous period
                       Item
                                                    Chongqing Pingshan TK                 Chongqing Pingshan TK
                                                      Carburettor Co., Ltd.                 Carburettor Co., Ltd.
   Shares in net assets calculated according
                                                                       83,490,667.26                      84,264,361.96
   to the shareholding ratios
   Adjustment events
   - Goodwill
   - Unrealized profits of internal
   transactions
   - Others
   The book values of equity investments in
                                                                       83,923,460.57                      84,591,794.06
   joint ventures


   The fair values of equity investments in
   joint ventures with a public offer


   Operating income                                                    118,411,396.55                    125,669,908.68
   Financial expenses                                                   -4,570,876.05                     -1,237,914.03
   Income tax expenses                                                   1,172,001.05                      2,332,848.05
   Net profit                                                            5,663,333.03                      6,966,163.50
   Net profit from termination
   Other comprehensive income
   Total comprehensive income                                            5,663,333.03                      6,966,163.50


   Dividends received from joint ventures for
   the current                                                           3,500,000.00                      4,000,000.00
   year


(3)Major Associates

 Name of joint        Main       Register                  Shareholding ratio Accounting treatment methods
                                               Business          (%)
   venture or       business          ed                                      for the investments in joint
                                               nature
    associate         areas       place                    Directly Indirectly            ventures or associates

                                   Production of
Chongqing Jianshe                 Total Assembly
   Hanon Heat     Chongqi Chongqi and Core parts
                                                               25.36                         Equity method
   Management       ng      ng      of variable
 system Co., Ltd.                  displacement
                                    Compressor



                                                          99
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
(4)Major financial information of significant Associates

                                                 Ending balance / Current          Beginning balance / Amount of
                                                         amount                         the previous period
                        Item
                                               Chongqing Jianshe Hanon Heat Chongqing Jianshe Hanon Heat
                                               Management system Co., Ltd.         Management system Co., Ltd.
  Current assets                                                   91,787,618.86

  Including: cash and cash equivalents                              4,503,394.39

  Non-current assets                                              374,826,493.67

  Total assets                                                    466,614,112.53



  Current liabilities                                              59,259,508.61

  Non-current liabilities                                              32,758.66

  Total liabilities                                                59,292,267.27



  Minority equity
  Equity attributable to the shareholders of
                                                                  407,321,845.26
  parent company


  Shares in net assets calculated according
                                                                  103,284,620.88
  to the shareholding ratios
  Adjustment events
  - Goodwill
  - Unrealized profits of internal
  transactions
  - Others
  The book values of equity investments in
                                                                  103,284,620.88
  joint ventures


  The fair values of equity investments in
  joint ventures with a public offer


  Operating income                                                 51,616,268.39

  Financial expenses                                                 -492,500.38

  Income tax expenses
  Net profit                                                      -12,678,939.74

  Net profit from termination
  Other comprehensive income
  Total comprehensive income                                      -12,678,939.74


                                                      100
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                   Ending balance / Current        Beginning balance / Amount of
                                                            amount                        the previous period
                     Item
                                                Chongqing Jianshe Hanon Heat Chongqing Jianshe Hanon Heat
                                                Management system Co., Ltd.         Management system Co., Ltd.


   Dividends received from joint ventures for
   the current
   year


    8、Related parties and related party transactions

    8.1 The parent company of the Company

    Name of the                                                              Shareholding        Voting ratio
                      Registered        Business           Registered
       parent                                                                 ratio in the             in the
                         place           nature                capital
     company                                                                Company (%)         Company (%)

    China South                        State-owned       RMB 1,746,968
  Industries Group      Beijing           assets                                  71.13                 71.13
    Corporation                         investment          billion
Remark: The ultimate controller of the Company is The State-owned Assets Supervision and Administration Commission of the
State Council.



    8.2 Subsidiaries of the Company
Please refer to Note 7.1 “Equity in subsidiaries” for the details of subsidiaries of the Company.

    8.3 The joint ventures and associates of the Company

Please refer to Note 7.3“Equity in joint ventures and associates” for the details of major joint
ventures or associates of the Company.

The related party transactions with the Company for the current year:
                  Name of joint venture or associate                         Relationship with the company
   Chongqing Pingshan TK Carburettor Co., Ltd.("Pingshan TK")                          Joint venture
   Chongqing Jianshe Hanon Heat Management system Co., Ltd.                         Associate company



    8.4 Other related parties of the Company

                         Name of other related parties                           Relationship with the Company
   Chongqing Jianshe Industrial (Group) Co., Ltd. ("Jianshe industry ")          Under the common control of the
                                                         101
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                                        same party

                                                                             Under the common control of the
  South Finance Co., Ltd. ("Finance Company ")
                                                                                        same party
                                                                             An Joint venture a subsidiary of a
  Chongqing Jianxing Machinery Co., Ltd. ("Jianxing Machinery")
                                                                                 controlling shareholder
  Chongqing Changan Motor Joint Stock Limited Company("Changan               Under the common control of the
  Motor ")                                                                              same party
  Chongqing Changan Automobile Co., Ltd. Beijing Changan Automobile          Under the common control of the
  Company ("Beijing Changan")                                                           same party
                                                                             An Joint venture a subsidiary of a
  Chongqing Changan Suzuki Motor Co., Ltd. ("Changan Suzuki ")
                                                                                 controlling shareholder
                                                                             Under the common control of the
  Hebei Changan Motor Co., Ltd. ("Hebei Changan ")
                                                                                        same party
                                                                             Under the common control of the
  Nanjing Changan Motor Co., Ltd. ("Nanjing Changan ")
                                                                                        same party
                                                                             Under the common control of the
  Baoding Changan Bus Manufacturing Co., Ltd ("Baoding Changan")
                                                                                        same party
                                                                             Under the common control of the
  Hefei Changan Motor Co.Ltd ("Hefei Changan")
                                                                                        same party
                                                                             Under the common control of the
  Chongqing South Motorcycle Co.Ltd ("South Motorcycle ")
                                                                                        same party
  Chongqing Changan Motor Customer Service Co., Ltd. ("Changan Motor         Under the common control of the
  Customer Service ")                                                                   same party
  Chongqing Changan Automobile International Sales & Service Co., Ltd        Under the common control of the
  ("Changan Automobile sales ")                                                       same party
  Chongqing North Construction import and export trade co.ltd ("import and   Under the common control of the
  export company")                                                                      same party
                                                                             Under the common control of the
  Chongqing jianshe sales co. Ltd("the sales company")
                                                                                        same party
                                                                             Under the common control of the
  Hafei Motor share company("Hafei motor")
                                                                                        same party
  Changan Ford Motor Co.Ltd Harbin branch ("Changan Ford Harbin              An Joint venture a subsidiary of a
  branch")                                                                       controlling shareholder
                                                                             Under the common control of the
  Harbin dongan Motor Power shares Co. Ltd("Harbin dongan power")
                                                                                        same party
                                                                             Under the common control of the
  Sichuan Huaqing Machinery co. Ltd
                                                                                        same party
                                                                             Under the common control of the
  South Air International Co. Ltd ("South Air ")
                                                                                        same party
  Hongxian Lv                                                                        Board Chairman
  Di Zhang                                                                            Board director
  Yongqing Zhou                                                                       Board director
  Lin Hao                                                                             Board director
  Xuechuan Yan                                                               Board director、General manager

  Jiang Yu                                                                       secretary of the discipline
                                                                                inspection commission and

                                                     102
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                                chairman of the trade union

  Dingqing Li                                                                      Independent director
  Jun Wang                                                                         Independent director
  Yu Peng                                                                          Independent director
  Zhiqiang Liu                                                                     Independent director
  Lungang Zhang                                                                 supervisory board chairman
  Chaojie Jiang                                                                         Supervisor
  Guoan Qiao                                                                            Supervisor
  Yongjiang Li                                                                    Employee Supervisor
  Song Rao                                                                        Employee Supervisor
  Hushan Zhang                                                                    Secretary of the board
  Wenbiao Yu                                                                      Vice-general manager
  Aijun Fan                                                                       Vice-general manager
                                                                           Vice-general manager、Financial
  Mingxian Tan
                                                                                  Officer-in-charge



    8.5 Related party transactions

(1)Purchase of goods, rendering and receipt of labor services
① Table of purchase of goods

                                         Content of related                         Amount
              Related party
                                         party transactions         Year 2018             Year 2016
                                         Components and
Sichuan Huaqing Machinery co. Ltd                                       31,035.72                370,567.24
                                         parts of Motorcycle
                  Total                                                 31,035.72                370,567.24

② Table of sales of goods
                                                     Content of                       Amount
                  Related party                     related party
                                                    transactions        Year 2018             Year 2017

Chongqing Changan Automobile Co., Ltd.               Auto Parts         14,944,021.43         74,105,274.92
Chongqing Changan Suzuki Automobile Co., Ltd.        Auto Parts            794,660.30         52,396,556.14
Hefei Changan Automobile Co., Ltd.                   Auto Parts          3,755,156.83         34,556,580.37
Nanjing Changan Automobile Co., Ltd.                 Auto Parts            840,595.04         29,952,927.03
Baoding Changan Automobile Co., Ltd.                 Auto Parts          3,148,083.81          8,757,195.53
Changan Ford Harbin branch                           Auto Parts            132,355.38          8,639,197.68

                                                     103
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
Hebei Changan Automobile Co., Ltd.                     Auto Parts                139,610.43          1,586,096.86
Beijing Changan Automobile Co., Ltd.                   Auto Parts                    4,690.49           16,575.00
Harbin Dongan Automobile Power Co., Ltd.               Auto Parts                    3,508.41         210,600.00
Chongqing Changan          Automobile   customer       Auto Parts
Service Co., Ltd.                                                                    8,135.40         822,025.70

                     Total                                                     23,770,817.52      211,043,029.23


(2)The situation of related-party lease
① The Company as a lessor:
                                                The kind of leased        Leasing asset of       Leasing asset of
            The name of lessor
                                                      assets                     2018                 2017
Chongqing Jianshe mechanical and electrical
                                                       Plant                     5,676,901.74         9,287,626.08
co., LTD.
                   Total                                                         5,676,901.74         9,287,626.08


② The Company as a lessee:
                                               The kind of leased       Leasing asset of        Leasing asset of
            The name of lessor
                                                     assets                    2018                  2017
Chongqing Jianshe mechanical and electrical
                                                      Plant                    3,182,824.37          2,262,810.82
co., LTD.
                   Total                                                       3,182,824.37          2,262,810.82




(3)Key executive compensation
    Item                                                           Year 2018                    Year 2017

    Key executive compensation                                        2,768,000.00                   2,517,000.00

(4)Related Guarantee
The Company act as guarantor

                              Guaranteed           Starting date       Maturity date       Whether the guarantee has
  Guarantee
                                amount              of guaranty        of guaranty                   been fulfilled

Chongqing    Jianshe
Automobile A/C Co.,            17,500,000.00            2018/7/4                2019/1/4                No
Ltd.
Chongqing    Jianshe           17,710,000.00            2018/7/9                2019/1/9                No
Automobile A/C Co.,
                                                      104
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                        Guaranteed       Starting date   Maturity date    Whether the guarantee has
  Guarantee
                          amount          of guaranty    of guaranty                been fulfilled
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      19,999,000.00        2018/2/9         2019/2/9              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      25,494,000.00       2018/8/17        2019/2/17              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      19,980,000.00      2018/10/10        2019/4/10              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      14,000,000.00      2018/10/11        2019/4/11              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      24,500,000.00      2018/10/12        2019/4/12              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      24,997,000.00      2018/11/15        2019/5/14              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      28,490,000.00      2018/11/22        2019/5/22              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      27,300,000.00       2018/5/30        2019/5/29              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      24,997,000.00      2018/11/30        2019/5/30              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,       9,999,500.00      2018/11/30        2019/5/30              No
Ltd.
Chongqing     Jianshe
Automobile A/C Co.,      24,500,000.00      2018/12/11        2019/6/11              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,       9,999,500.00      2018/12/11        2019/6/11              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      17,500,000.00      2018/12/24        2019/6/24              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      35,000,000.00      2018/12/27        2019/6/27              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,      50,000,000.00       2018/8/13        2019/8/12              No
Ltd.
Chongqing    Jianshe     30,000,000.00       2018/9/10         2019/9/5              No
Automobile A/C Co.,

                                            105
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                          Guaranteed          Starting date          Maturity date    Whether the guarantee has
  Guarantee
                            amount             of guaranty           of guaranty                been fulfilled
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,         30,000,000.00            2018/9/21            2019/9/20              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,         42,000,000.00            2018/9/30            2019/9/28              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,          7,000,000.00            2018/9/29            2019/9/29              No
Ltd.
Chongqing    Jianshe
Automobile A/C Co.,         50,000,000.00            2018/12/6            2019/12/5              No
Ltd.



     8.6 Related party receivables/payables
(1)The item of receivables
                                                                2018.12.31                    2017.12.31
       Item             Related parties                     book        bad-debt                       bad-debt
                                                                                       book balance
                                                           balance      provision                      provision
Accounts      Chongqing Changan Automobile Co.,        14,944,021.4
receivable                                                                              8,253,584.40
              Ltd.                                                3
Accounts      Chongqing Changan Suzuki
receivable                                                 794,660.30                   3,270,508.10
              Automobile Co., Ltd.
Accounts
receivable    Hebei Changan Automobile Co., Ltd.           139,610.43                      73,400.01

Accounts      Nanjing Changan Automobile Co.,
receivable                                                 840,595.04                   2,225,724.84
              Ltd.
Accounts
receivable    Hefei Changan Automobile Co., Ltd.       3,755,156.83                     7,532,040.43

Accounts      Haerbing Changan Automobile Co.,
receivable                                                 139,321.45     6,966.07        602,767.89
              Ltd.
Accounts      Baoding Changan Automobile Co.,
receivable                                             3,148,083.81                     2,508,589.11
              Ltd.
Accounts                                                                3,999,944.4                    1,981,099.0
receivable    Hafei motor co., Ltd.                    3,999,944.43                     3,999,944.43
                                                                                  3                              8
Accounts      Chongqing Changan Automobile
receivable                                                   8,135.40
              customer Service Co., Ltd.
Accounts      Chongqing Changan automobile co.,
receivable    Ltd. Beijing Changan automobile co.,           4,690.49
              Ltd
Accounts      Harbin Dongan Automobile Power
receivable                                                   3,508.41
              Co., Ltd.
Accounts      Chongqing Yamaha Motorcycle Co.,
receivable                                                 921,721.51                     350,383.40
              Ltd.

                                                     106
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
Notes            Baoding Changan bus Manufacturing
receivable                                                   150,000.00
                 Co., Ltd.
Notes            Chongqing Changan Automobile Co.,
receivable                                               1,630,000.00              2,600,000.00
                 Ltd.
Notes            Changan Ford motor co., Ltd Harbin
receivable                                               1,200,000.00
                 branch
Prepayment       Chongqing North Construction
                                                                                   6,648,166.17
                 Import and Export Trading Co., Ltd.


(2)The item of payables
                                                                           2018.12.31         2017.12.31
      Item                           Related parties
                                                                          book balance       book balance
Accounts
                   Chongqing Yamaha Motorcycle Co., Ltd.                         23,210.00           23,210.00
payables
Other payables     Chongqing Construction Industry (Group) Co., Ltd.            679,146.63          679,146.63
                   Chongqing Beifang Jianshe Import&Export Trade
Other payables                                                                                     2,879,204.23
                   Co., Ltd.
                   Chongqing Jianshe Mechanical and electrical Co.,
Other payables                                                                                    24,332,416.32
                   Ltd.


    9、Commitments or contingencies

    9.1 Significant commitment events
As at December 31, 2018, the Company did not need to disclose important commitments.

     9.2 Contingencies
As at December 31, 2018, there was a commercial acceptance bill with endorsement and not yet due
at the balance sheet date, amounting to RMB1,606,000.00.


    10、Post balance sheet events
At the beginning of 2018, the company's associate company Chongqing Jianshe Hanon Heat
Management system Co., Ltd (hereinafter referred to as Jianshe Hanon) was established, with an
initial shareholding rate of 25.36%. On March 31, 2019, the Company held its 15th meeting of the
eighth Board of Directors to consider and pass the "Bill on the purchase of shares and related
transactions in Chongqing Jianshe Hanon Automotive Heat Management system Co., Ltd.". On
April 8, 2019, the Company signed the "Equity transfer Agreement" with Chongqing Jianshe
Electrical and Mechanical Co., Ltd. to purchase 24.64% of the Jianshe Hanon owned by Chongqing
Jianshe Electrical and Mechanical Co., Ltd for 102,743,300 Yuan. On April 11, 2019, the company
                                                       107
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
approved the implementation of the first interim general meeting of shareholders in 2019. April 18,
2019, the Company has paid this share transfer price of 102,743,300 Yuan. After the completion of
this transaction, the Company and HANON respectively hold 50% stake in Jianshe Hanon.
According to the "share transfer Agreement", the period from the base date of the evaluation of this
share transfer (November 30, 2018) to the date on which the shares are actually completed for
delivery shall be a transitional period for the transfer of shares, The losses and losses generated by
Jianshe Hanon during the transition period shall be enjoyed or borne by the Company.


    11、Other significant events
As at 31 December 2018, there were no other significant matters to be disclosed by the Company.



    12、Notes to the main items of financial statements of parent company

    12.1 Accounts receivable

(1)Classification of Accounts receivable

                                                                      2018.12.31

                Category                        Book balance                Provision for bad debts
                                                           Proportion                       Proportion    Book value
                                           Amount                           Amount
                                                              (%)                              (%)
   Accounts receivable with
   significant single amount and
   provision for bad debt made on
   an individual basis
   Accounts receivable with
   provision for bad debt made on          3,427,697.09       99.82        1,726,944.58           50.38    1,700,752.51
   a portfolio with similar risk
   credit characteristics basis
   Including:aging analysis               3,427,697.09       99.82        1,726,944.58           50.38    1,700,752.51
   portfolio
   Accounts receivable with
   insignificant single amount and              6,153.00       0.18             6,153.00      100.00
   provision for bad debt made on
   an individual basis
                  Total                    3,433,850.09      100.00        1,733,097.58                    1,700,752.51

    &
                                                               2017.12.31
                                              Book balance          Provision for bad debts
                Category
                                                      Proportion                  Proportion              Book value
                                            Amount                  Amount
                                                         (%)                         (%)
                                                             108
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                         2017.12.31
                                        Book balance          Provision for bad debts
               Category
                                                Proportion                  Proportion             Book value
                                      Amount                  Amount
                                                   (%)                         (%)
    Accounts receivable with
    significant single amount and
    provision for bad debt made on
    an individual basis
    Accounts receivable with
    provision for bad debt made on    2,077,327.98      99.70      1,726,944.58      83.13           350,383.40
    a portfolio with similar risk
    credit characteristics basis
    Including:aging analysis         2,077,327.98      99.70      1,726,944.58      83.13           350,383.40
    portfolio
    Accounts receivable with
    insignificant single amount and       6,153.00      0.30             6,153.00    100.00
    provision for bad debt made on
    an individual basis
                  Total               2,083,480.98   100.00        1,733,097.58                      350,383.40



Accounts receivable with provision for bad debts made using the aging analysis method among
those portfolios::

                                                                     2018.12.31
               Aging                                                           Provision for bad
                                         Amount            Proportion (%)                          Proportion (%)
                                                                                     debts
1-6 months (including 6 months)          1,700,752.51           49.62                                    0.00

6-12 months

1-2 years (including 1 year)

2-3 years (including 2 years)

3-4 years (including 3 years)

4 - 5 years (including 4 years)

Over 5 years (including 5 years)         1,726,944.58           50.38               1,726,944.58       100.00

               Total                     3,427,697.09           100.00              1,726,944.58

      &
                                                                     2017.12.31
            Aging                                                              Provision for bad    Proportion
                                         Amount            Proportion (%)
                                                                                     debts              (%)
1-6 months (including 6 months)            350,383.40           16.87                                    0.00

6-12 months

1-2 years (including 1 year)

2-3 years (including 2 years)
                                                     109
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
3-4 years (including 3 years)

4 - 5 years (including 4 years)

Over 5 years (including 5 years)           1,726,944.58            83.13                   1,726,944.58           100.00

               Total                       2,077,327.98           100.00                   1,726,944.58




(2)Bad debt reserves
                                                                                  Decrease in current
                                                              Increase in               period
               Item                      2018.01.01                                                             2018.12.31
                                                            current period       switch
                                                                                                write-off
                                                                                  back

Bad-debt for account receivables            1,733,097.58                                                          1,733,097.58


(3)Top five accounts receivable by the credit balance as at December 31, 2018
                                                                                                       Amount of
                                                                                 Proportion of
                                         Amount of endi                                                ending bala
         Company Name                                               Aging        total accounts
                                           ng balance                                                  nce for bad
                                                                                  receivable %
                                                                                                           debts
Chongqing Yamaha Motorcycle Co.,                 921,721.51      Within      6        26.84
Ltd.                                                             months
Chongqing Jianshe Hanon
                                                 757,737.00      Within      6        22.07
Automobile Heat Management
                                                                 months
system Co., Ltd.
Chongqing Huida trade GmbH                       183,478.00      Over 5 years            5.34               183,478.00
China Aerospace Science and
Technology Corporation long March                395,296.04      Over 5 years         11.51                 395,296.04
Machinery Factory
Wuhan Longchang Company Wujiao
                                                 473,539.96      Over 5years          13.79                 473,539.96
Market Department

                Total                          2,731,772.51                           79.55             1,052,314.00



    12.2 Other receivables

(1)Classification of other receivables

                                                                            2018.12.31

                 Category                      Book balance                  Provision for bad debts
                                                       Proportion                         Proportion         Book value
                                             Amount                           Amount
                                                          (%)                                (%)
   Other receivables with significant
   single amount and provision for bad
   debt made on an individual basis

                                                           110
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                                                            2018.12.31

                  Category                        Book balance              Provision for bad debts
                                                          Proportion                     Proportion     Book value
                                                Amount                       Amount
                                                             (%)                            (%)
   Other receivables with provision for
   bad debt made on a portfolio with            4,836,914.12    93.05      4,269,187.88      88.26           567,726.24
   similar risk credit characteristics basis
   Including:aging analysis portfolio          4,836,914.12    93.05      4,269,187.88      88.26           567,726.24
   Other receivables with insignificant
   single amount and provision for bad           361,125.35      6.95        361,125.35     100.00
   debt made on an individual basis
                    Total                       5,198,039.47    100.00     4,630,313.23                      567,726.24

    &

                                                                            2017.12.31

                  Category                        Book balance               Provision for bad debts
                                                          Proportion                      Proportion     Book value
                                                Amount                       Amount
                                                             (%)                             (%)
   Other receivables with provision for
   bad debt made on a portfolio with           10,185,072.66    96.58      4,317,906.08       42.39      5,867,166.58
   similar risk credit characteristics basis
   Including:aging analysis portfolio         10,185,072.66    96.58      4,317,906.08       42.39      5,867,166.58
   Other receivables with insignificant
   single amount and provision for bad           361,125.35      3.42        361,125.35      100.00
   debt made on an individual basis
                    Total                      10,546,198.01    100.00     4,679,031.43                      5,867,166.58


Other receivables with provision for bad debts made using the aging analysis method among those
portfolios:

                                                                              2018.12.31
                   Aging                                                 Proportion      Provision for bad     Proportion
                                                     Amount
                                                                            (%)                debts               (%)
1-6 months (including 6 months)                         473,095.88          9.78                                   0.00

6-12 months

1-2 years (including 1 year)                              74,563.85         1.54                  7,456.39        10.00

2-3 years (including 2 years)

3-4 years (including 3 years)                             55,045.80         1.14                27,522.90         50.00

4 - 5 years (including 4 years)

Over 5 years (including 5 years)                       4,234,208.59        87.54              4,234,208.59       100.00

                   Total                               4,836,914.12        100.00             4,269,187.88

                                                          111
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
    &

                                                                                2017.12.31
                   Aging                                                  Proportion           Provision for       Proportion
                                                    Amount
                                                                             (%)                bad debts              (%)
1-6 months (including 6 months)                       5,223,980.76           51.29                                      0.00

6-12 months                                                                                                             5.00

1-2 years (including 1 year)                            671,837.51           6.60                   67,183.75           10.00

2-3 years (including 2 years)                               55,045.80        0.54                   16,513.74           30.00

3-4 years (including 3 years)

4 - 5 years (including 4 years)

Over 5 years (including 5 years)                      4,234,208.59           41.57                4,234,208.59        100.00

                    Total                              10,185,072.66         100.00                 4,317,906.08




   (2)Bad debt reserves
                                                                                      Decrease in current
                                                               Increase in                  period
                  Item                   2018.01.01                                                                2018.12.31
                                                             current period           switch
                                                                                                  write-off
                                                                                       back

Bad-debt for other receivables               4,679,031.43                             48,718.20                     4,630,313.23




   (2)Top five other receivables by credit balance as at December 31, 2018
The top five other recievables by the credit balance as at December 31, 2018 total RMB

4,323,153.39, accounting for 83.17% of the total amount of the final balance of the accounts

receivable, and the sum of the corresponding bad debt preparation closing balance was

4,323,153.39 yuan.

    12.3 Long-term equity investments
(1)Classification of long-term equity investment
                                     2018.12.31                                            2017.12.31
                                                                                           Provision
      Item                             Provision                                              for
                     Book balance         for         Book value        Book balance                       Book value
                                      impairment                                          impairmen
                                                                                               t
 Investments in
                    160,000,000.00                 160,000,000.00 168,160,000.00                        168,160,000.00
 subsidiaries
                                                            112
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                                        2018.12.31                                          2017.12.31
                                                                                            Provision
      Item                                Provision                                            for
                     Book balance            for          Book value      Book balance                     Book value
                                         impairment                                        impairmen
                                                                                                t
 Investments in
 associates and     187,208,081.45                     187,208,081.45    84,591,794.06                    84,591,794.06
 joint ventures
     Total          347,208,081.45                     347,208,081.45 252,751,794.06                     252,751,794.06

(2)Investments in subsidiaries
                                                                        Increase in       Decrease
                  Investee                           2018.01.01                                            2018.12.31
                                                                           2017            in 2017
Chongqing Jianshe Automobile A/C
                                                     160,000,000.00                                       160,000,000.00
Co., Ltd.
Less: provision for long-term investment
                                                       8,160,000.00                      8,160,000.00
impairment
                   Total
                                                     168,160,000.00                      8,160,000.00     160,000,000.00



(3)Investments in associates and joint ventures
                                                            Increases/decreases in the current year
                                                                                profits and
                                                                                 losses on
     Investee              2018.01.01                                          investments    Other    Changes
                                            Additional        Decrease in
                                                                                recognized comprehens in other
                                            investment        investment
                                                                                 under the  ive income  equity
                                                                                  equity
                                                                                  method
  Joint ventures
Chongqing Pingshan
TK Carburettor Co.,        84,591,794.06                                       2,831,666.51
       Ltd.
Associate company
Chongqing Jianshe
   Hanon Heat                               106,500,000.00                     -3,215,379.12
Management system
    Co., Ltd.
        Total              84,591,794.06 106,500,000.00                         -383,712.61

    &

                             Increases/decreases in the current year                                Balance as
                                                                                                   At December
                        Declaration of                                             Balance as at
     Investee                                 Provision for                                         31, 2017 of
                       cash dividends or                               Other     December 31, 2017
                                              impairment                                           Provision for
                            profits                                                                impairment


                                                             113
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
                            Increases/decreases in the current year                               Balance as
                                                                                                 At December
                         Declaration of                                          Balance as at
     Investee                                   Provision for                                     31, 2017 of
                        cash dividends or                            Other     December 31, 2017
                                                impairment                                       Provision for
                             profits                                                             impairment
  Joint ventures
Chongqing Pingshan
TK Carburettor Co.,            3,500,000.00                                              83,923,460.57
       Ltd.
Associate company
Chongqing Jianshe
   Hanon Heat                                                                        103,284,620.88
Management system
    Co., Ltd.
      Total                    3,500,000.00                                          187,208,081.45




    12.4 Operating income and operating costs
(1)Operating income and costs are as follows:

                                              Year 2018                                    Year 2017
        Item
                               Income                       Cost                Income                      Cost
 Primary businesses           714,348,121.82              713,563,700.86       641,107,916.08            598,371,529.79

 Other businesses              25,288,373.36                2,225,328.28        25,309,650.46              9,632,765.88

        Total                 739,636,495.18              715,789,029.14       666,417,566.54            608,004,295.67


(2)The main operating income and costs (by product) are as follows:

                                          Year 2018                                        Year 2017
   Product Name
                               Income                       Cost                Income                      Cost
 Parts of Vehicle air
                              714,348,121.82              713,563,700.86      641,107,916.08             598,371,529.79
 conditioning
        Total                 714,348,121.82              713,563,700.86      641,107,916.08             598,371,529.79



    12.5 Investment income

                               Item                                          Year 2018                   Year 2017
Long-term equity investment income calculated by cost
method
                                                              114
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
Long-term equity investment income calculated by equity
                                                                              -383,712.61       3,483,081.75
method
Investment income from disposal of long-term equity
                                                                            53,040,000.00
investment
Investment income from financial assets measured at fair value
through current profit and loss

Investment income from disposal of financial assets measured at
fair value through current profit and loss
Investment income        from     holding    of   held-to-maturity
investments
Investment income from holding of available-for-sale financial
assets
Investment income from disposal of available-for-sale financial
                                                                               68,000.00
assets
                                Total                                       52,724,287.39       3,483,081.75


    13、Supplementary information
    13.1 Detailed statement of current non-recurring profit and loss

                                   Item                                        Amount           Remark
 Profits or losses from disposal of non-current assets                            784,500.48

 Tax returns, deduction and exemption approved beyond the authority
 or without official approval documents

 Government grants included in current profits and losses (except for
 government grants closely related to the enterprise business, obtained          1,960,750.00
 by quota or quantity at unified state standards)

 Payment for use of state funds received from non-financial
 institutions recorded in current profits and losses

 Gains from the difference between the investment costs of acquisition
 of subsidiaries, associates and joint ventures and share in the net fair
 value of the identifiable assets of the investee when investing

 Gains or losses from non-monetary asset exchange
 Gains or losses from entrusting the investments or management of
 asset

 Impairment provision for force majeure such as natural calamities

 Profits or losses from debt restructuring
 Restructure expenses, such as the compensation for employee
 relocation and integration costs
 Gains or losses from transactions with obvious unfair transaction
 price



                                                         115
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018
 Year-to-date net profits or losses of subsidiaries arising from business
 combination under common control
 Profits or losses arising from contingencies not related to the
 company’s normal business
 Except for effective hedging business related to the normal business
 of the company, profits or losses from fair value changes in
 held-for-trading financial assets and held-for-trading financial
 liabilities, and investment income from disposal of held-for-trading
 financial assets, held-for-trading financial liabilities and
 available-for-sale financial assets
 Disposal of transactional financial assets, transactional financial
 liabilities and return on investments available for sale
 Reversal of the impairment provision for receivables subject to
 separate impairment test
 Profits or losses from entrusted loans
 Profits or losses from fair value changes in investment property
 subsequently calculated with the fair value mode

 Impacts of one-time adjusting the current profits or losses in
 accordance with requirements of tax and accounting laws and
 regulations on the current profits and losses

 Custodian income from entrusted management
 Other non-operating income and expenditure except for the above                -429,537.06
 items
 Other profits or losses which can be deemed as non-recurring profits
 or losses
 Total non-recurrent gains and losses                                          2,315,713.42

 Less: income tax impact of non-recurrent gains and losses                      251,064.39

 Net non-recurrent gains and losses                                            2,064,649.03
 Less: net effect of non-recurrent gains and losses attributable to             596,064.17
 minority shareholders
 Non-recurring gains and losses attributable to common shareholders            1,468,584.86
 of the company


     13.2 Rate of return on net assets and earnings per share:
                                                        Weighted               Earnings per share (Yuan)
                                                     average rate of           Basic
      Profit during the reporting period                                                      Diluted earnings
                                                      return on net         earnings per
                                                                                                  per share
                                                       assets (%)              share
  Net profit attributable to ordinary
                                                           3.66                0.088               0.088
  shareholders of the Company
  Net profit attributable to ordinary
  shareholders of the Company after                        3.15                0.076               0.076
  deducting the non-recurring profit and loss


                                                         116
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018




                                                  Chongqing Jianshe Vehicle System Co., Ltd.

                                                                         April 23, 2019




                                            117
Chongqing Jianshe Vehicle System Co.,Ltd.
Notes To Financial Statements
For The Year Ended December 31, 2018

                            XII.Documents Available for Inspection

I. Annual Report carrying personal signature and seal of the Chairman of the Board;
II. Financial Statements with signatures of the legal representative, the financial officer, and accounting manager.
III.Original copy of the Auditors’ Report with the seal of the CPA and signed by the certified
(ZXCGHSKZ[2019]No.302010

IV. All of the originals of the Company’s documents and public notices publicized by the presses designated by
China Securities Regulatory Commission in the report period;
V.Statement on special audition on appropriation of capital by controlling shareholder and related parties of
Chongqing Jianshe Vehicle System Co., Ltd.( ZXCGHSZZ[2019]No.302015).

VI. Auditing Report on Internal             Control   for    Chongqing    Jianshe    Vehicle   System     Co.,   Ltd.
(ZXCGHSZZ[2019]No.302014).

VII. Special review report on the situation of deposit and loan of Chongqing Jianshe Mechanical & Electric Co.,
Ltd from the Military Equipment Finance Co., Ltd. ( ZXCGHSZZ[2019]No.302016).




                                                       118