CSG HOLDING CO., LTD. THE THIRD QUARTER REPORT 2015 Chairman of the Board: ZENG NAN October 2015 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Section I. Important Notice Board of Directors and the Supervisory Committee of CSG Holding Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities jointly and severally, for the facticity, accuracy and completeness of the whole contents. All directors are present the meeting of the Board for deliberating the Third Quarter Report of the Company in person. Chairman of the Board of the Company Mr. Zeng Nan, CFO Mr. Luo Youming and principal of the financial department Mr. Zhang Guoming hereby confirm the facticity, accuracy and completeness of the Financial Report in the Third Quarter Report of 2015. This report is prepared both in Chinese and English. Should there be any inconsistency between the Chinese and English versions, the Chinese version shall prevail. 1 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Section II Main accounting data and Changes in Shareholders I. Main accounting data and indices Whether retrospective adjustment has been carried out on financial reports of previous periods or not □Yes √ No Increase/decrease in The end of current period The end of last year comparison with the end of last year Total assets (RMB ) 15,234,992,227 15,116,808,305 0.78% Net assets attributable to shareholders of the Company 7,707,197,092 8,348,561,765 -7.68% (RMB ) Increase/Decrease in Increase/decrease in comparison with the From 1 January to 30 Current period comparison with the same period of last September 2015 same period of 2014 year Operating revenues (RMB ) 2,054,090,445 8.90% 5,377,129,947 4.43% Net profit attributable to shareholders of the Company 188,302,026 27.16% 394,069,370 -46.55% (RMB ) Net profit attributable to shareholders of the Company after 68,952,564 -47.22% 133,220,247 -64.34% deducting extraordinary gains and losses (RMB ) Net cash flows from operating -- -- 681,145,888 -28.88% activities (RMB ) Basic earnings per share 0.09 28.57% 0.19 -47.22% (RMB/Share) Diluted earnings per share 0.09 28.57% 0.19 -47.22% (RMB/Share) Weighted average ROE (%) 2.33% 0.51% 4.87% -4.18% Items and amounts of extraordinary profit (gains)/loss √Applicable □ Not applicable Unit: RMB 2 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Amount from the beginning of Item year to the end of the report Note period(RMB) Gains/losses from the disposal of non-current asset (including the 2,720,260 write-off that accrued for impairment of assets) Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to 62,376,612 national standards, which are closely relevant to enterprise’s business) Gains on disposal of available-for-sale financial assets, gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities except for the effective hedge 56,839,648 business related to normal business of the Company, and investment income from disposal of transactional financial assets and liabilities and financial assets available for sale Other non-operating income and expenditure except for the 34,244,396 aforementioned items Other item that satisfied the definition of non-recurring gains and 118,940,664 losses Less: Impact on income tax 12,881,688 Impact on minority shareholders’ equity (post-tax) 1,390,769 Total 260,849,123 -- Explain reasons for the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss. √Applicable □ Not applicable Item Amount involved (RMB) Reasons Mainly because equity transfer of 73.58% of Yichang CSG photoelectric Glass Co., Ltd. had finished and investment 100,146,152 income of RMB 100,079,340 was confirmed as well as income Other item that satisfied the of RMB 66,812 gained from selling 51% equity of CSG definition of non-recurring gains (Australia) Limited. and losses Mainly because the deferred income tax recognized for the 18,794,512 previous period had been written off by the disposal of financial assets available-for-sale. 3 CSG HOLDING CO., LTD. The Third Quarter Report 2015 II. Total of shareholders at the end of the report period and particulars about the shares held by the top ten shareholders 1. Total of common shareholders and particulars about the common shares held by the top ten shareholders Unit: Share Total of shareholders at the end of the report period 146,855 Particulars about common shares held by the top ten shareholders Proporti Amount of Number of share Nature of on of Amount of restricted pledged/frozen Name of shareholder shareholder shares shares held shares Share Amo held (%) held status unt Domestic non Foresea Life Insurance Co., Ltd. – Haili Niannian state-owned legal 9.25% 192,058,738 0 person Domestic non Foresea Life Insurance Co., Ltd. – universal insurance state-owned legal 3.92% 81,405,744 0 products person State-owned legal China Northern Industries Corporation 3.62% 75,167,934 0 person Domestic non Shenzhen Jushenghua Co., Ltd. state-owned legal 2.87% 59,552,120 0 person Central Huijin Investment Ltd. Domestic non state-owned 1.92% 39,811,300 0 corporate Domestic non Shenzhen International Holdings (Shenzhen) Co., Ltd. state-owned legal 1.78% 37,040,200 0 person Foreign legal Taifook Securities Company Limited-Account Client 1.66% 34,478,112 0 person Domestic non Xin Tong Chan Industrial Development (Shenzhen) Co., state-owned legal 1.59% 33,059,899 0 Ltd. person Foreign legal China Galaxy International Securities (H.K.) Co., Ltd. 1.41% 29,300,887 0 person Domestic non Foresea Life Insurance Co., Ltd. –own fund state-owned legal 1.33% 27,519,850 0 person 4 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Particular about top ten shareholders with un-restrict shares held Amount of un-restrict Type of shares Name of shareholder shares held Type Amount Foresea Life Insurance Co., Ltd. – Haili Niannian 192,058,738 RMB ordinary shares 192,058,738 Foresea Life Insurance Co., Ltd. – universal RMB ordinary shares 81,405,744 81,405,744 insurance products China Northern Industries Corporation 75,167,934 RMB ordinary shares 75,167,934 Shenzhen Jushenghua Co., Ltd. 59,552,120 RMB ordinary shares 59,552,120 Central Huijin Investment Ltd. 39,811,300 RMB ordinary shares 39,811,300 Shenzhen International Holdings (Shenzhen) Co., RMB ordinary shares 37,040,200 37,040,200 Ltd. Taifook Securities Company Limited-Account Domestically listed foreign 34,478,112 34,478,112 Client shares Xin Tong Chan Industrial Development RMB ordinary shares 33,059,899 33,059,899 (Shenzhen) Co., Ltd. China Galaxy International Securities (H.K.) Co., Domestically listed foreign 29,300,887 29,300,887 Ltd. shares Foresea Life Insurance Co., Ltd. –own fund 27,519,850 RMB ordinary shares 27,519,850 Among shareholders as listed above, Foresea Life Insurance Co., Ltd.-Haili Niannian, Foresea Life Insurance Co., Ltd.-universal insurance products, Foresea Life Insurance Co., Ltd.-own fund are all held by Foresea Life Insurance Co., Ltd. Shenzhen Jushenghua Co., Ltd. and Chengtai Group Co., Ltd. are the persons acting in concert of Foresea Life Insurance Co., Ltd. Chengtai Group Co. Ltd. held 27,625,299 shares via China Galaxy International Explanation on associated relationship among the Securities (H.K.) Co., Ltd. aforesaid shareholders Shenzhen International Holdings (Shenzhen) Co., Ltd. and Xin Tong Chan Development (Shenzhen) Co., Ltd. are holding enterprises and belong to controlling enterprise of Shenzhen International Holdings Co., Ltd. Except for the above-mentioned shareholders, It is unknown whether other shareholders belong to related party or have associated relationship regulated by the Management Regulation of Information Disclosure on Change of Shareholding for Listed Companies. The Company’s shareholder, Shenzhen Jushenghua Co., Ltd., held 59,552,120 Explanation on associated relationship among the shares in total with 0 share in its general account and 59,552,120 shares via the aforesaid shareholders client credit trading guarantee account of China Galaxy Securities Co., Ltd. Buy back deals carried out by top ten common shareholders, top ten shareholders un-restrict shares held in the report period □Yes √ No 5 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Section III. Important events I. Particulars and explanations about significant changes in main accounting statements and financial indexes √Applicable □ Not applicable Unit: RMB Increased/Decreased Items of balance sheet Note 30 September 2015 31 December 2014 Rate amount Note receivable (1) 241,229,536 155,588,629 85,640,907 55% Account receivable (2) 643,932,212 318,274,574 325,657,638 102% prepayment (3) 164,647,596 84,231,553 80,416,043 95% Other account receivable (4) 121,285,992 25,973,156 95,312,836 367% Other current assets (5) 131,283,538 219,908,717 -88,625,179 -40% Long-term account (6) 50,104,299 - 50,104,299 - receivable Note payable (7) 15,000,000 3,500,000 11,500,000 329% Interest payable (8) 138,732,095 74,556,982 64,175,113 86% Non-current liability due (9) 1,245,273,861 2,119,066,755 -873,792,894 -41% within one year Long-term borrowings (10) 1,248,500,000 383,817,820 864,682,180 225% Bond payable (11) 1,000,000,000 -- 1,000,000,000 -- From 1 January to 30 From 1 January to 30 Increased/Decreased Items of profit statement Note Rate September 2015 September 2014 amount Assets impairment loss (12) -7,953,154 -5,040,597 -2,912,557 58% Investment gains (13) 141,088,467 324,518,883 -183,430,416 -57% Income tax expenses (14) -30,518,083 -87,445,381 56,927,298 -65% Note: (1) The increase of note receivable was mainly because some subsidiaries changed collection methods in the report period. (2)The increase of account receivable was mainly because the account receivable of Wujiang Float Glass and Yichang Polysilicon Company increased after turning into commercial operation, meanwhile the account receivable of Architectural Glass Industry increased as well. (3)The increase of prepayment was mainly because the prepayment for equipment in some subsidiaries increased in the report period. (4) The increase of other account receivable was mainly because the consolidation scope changed resulting from the equity transfer of Yichang Photoelectric Company, therefore the original internal current account was transferred into other account receivable. (5) The decrease of other current assets was mainly because the consolidation scope changed resulting from the equity transfer of 6 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Yichang Photoelectric, and some subsidiaries’ VAT which need to be deducted decreased. (6) The increase of long-term account receivable was mainly because the financing lease fund lent to Shenzhen Display Company increased. (7) The increase of note payable was mainly because new notes increased slightly in the report period and the previous balance was lower. (8) The increase of interest payable was mainly because the undue interest payable for corporate bonds had not been paid. (9) The decrease of non-current liability due within one year was mainly because no investor chose to sell back the one-billion corporate bonds which attached the option for the investor selling back to the Company, and therefore it was listed in the items of bonds payable. (10)The increase of long-term borrowings was mainly due to debt restructuring. (11) The increase of bond payable was mainly because no investor chose to sell back the one-billion corporate bonds which attached the option for the investor selling back to the Company, and therefore it was listed in the items of bonds payable. (12) The increase of assets impairment loss was mainly because the consolidation scope changed resulting from equity transfer of Yichang Photoelectric Company, the original internal current account was transferred into other account receivable and reserved provisions for bad debts accordingly on the basis of accounting standards. (13) The decrease of investment gains was mainly because the gains from equity transfer of Yichang Photoelectric Company were less than that of Shenzhen Float Glass, which was transferred last year. (14) The decrease of income tax expenses was mainly because earnings declined in the report period, and the deferred income tax recognized for the previous period had been written off by the disposal of financial assets available-for-sale. II. The progress of material events and the impact and the analysis of solutions √Applicable □ Not applicable 1. Short-term Financing Bills On 6 August 2012, the First Extraordinary Shareholders’ General Meeting 2012 of CSG Holding Co., Ltd deliberated and approved the proposal of short-term financing bills offering with application of short-term financing bills within RMB 2.2 billion limit. On 11 January 2013, National Association of Financial market Institutional Investors (NAFMII) held its 1st registration meeting of 2013, in which NAFMII decided to accept the Company’s short-term financing bills registration, amounting to RMB 1.1 billion, valid until January 25, 2015. China Merchants Bank Co., Ltd, and Shanghai Pudong Development Bank Co., Ltd were joint lead underwriters of these short-term financing bills, which could be issued by stages within the validity period of registration. On 7 March 2013, the Company issued the 1st batch of short-term financing bills with a total amount of RMB 1.1 billion and deadline of one year, and the redemption was completed on 6 March 2014. On 27 June 2014, the Company continued to issue the 2nd batch of short-term financing bills for the year with a total amount of RMB 700 million and annual interest rate of 5.10%, and the redemption was completed on 27 June 2015. On 25 August 2014, the Company continued to issue the 3rd batch of short-term financing bills for the year with a total amount of RMB 400 million and annual interest rate of 5.10%, and the redemption was completed on 25 August 2015. On 23 April 2013, annual general meeting of 2012 of CSG Holding Co., Ltd deliberated and approved the proposal of short-term financing bills offering with application of short-term financing bills with a total amount of no more than 40 percent of the Company’s net assets (the issued short-term financing bills included). On 20 December 2013, National Association of Financial market Institutional Investors held its 74th registration meeting of 2013, in which NAFMII decided to accept the Company’s short-term financing bills registration, amounting to RMB 1.1 billion, valid for two years. China CITIC Bank Corporation Limited and Agricultural Bank of China Co., Ltd were joint lead underwriters of these short-term financing bills, which could be issued by stages within the validity period of registration. On 14 March 2014, the Company issued short-term financing bills with a total amount of RMB 0.5 billion and deadline of one year, which was redeemed on 16 March 2015. On 22 April 2015, the Company 7 CSG HOLDING CO., LTD. The Third Quarter Report 2015 issued the 1st batch of short-term financing bills for the year of 2015 with a total amount of RMB 0.6 billion and annual interest rate of 4.28%, and the expiry date is 23 April 2016. On 16-17 September 2015, the Company issued the 2nd batch of short-term financing bills for the year of 2015 with a total amount of RMB 0.4 billion and annual interest rate of 3.50%, and the expiry date is 17 September 2016. For details, please refer to www.chinabond.com.cn and www.chinamoney.com.cn. 2. Corporate bonds As approved by the Company in the second extraordinary general meeting for 2009, the Company issued corporate bonds amounting to RMB2 billion on 20 October 2010. This batch of bonds was divided into two groups, with maturity terms being 5 years and 7 years respectively. For the bonds with maturity term of 5 years, the issuance amount was RMB1 billion; and for those of 7 years, the issuance amount was RMB1 billion also. Besides, the bonds were attached with the option of issuer to raise additional coupon rate and the put option of investor. The corporate bonds were listed for trading on Shenzhen Stock Exchange on 10 November 2010, with annual interest rate of 5.33% which remained constant for the first 5 years during the duration period. The abbreviation of the bonds with 5 years term was ‘10CSG01’, with stock code of 112021; and the abbreviation of the bonds with 7 years term was ‘10CSG02’, with stock code of 112022. The trading termination dates were 20 October 2015 and 20 October 2017 respectively (the final announcement issued by the Company shall prevail). For details, please refer to the Result Announcement Concerning Issuance of Corporate Bonds in 2010 disclosed at China Securities Journal, Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn on 26 October 2010. According to the tracking rating conducted by CCXR in 2015, the credit rating of the Company’s main body was AA+, with outlook of stable. The credit rating of the aforementioned bonds was AA+. The Company has paid the interests of the bonds for four interest accrual periods on 20 October 2011, 22 October 2012, 21 October 2013 and 20 October 2014. According to the clauses of “10CSG02” sell-back option for investors in the “Public Announcement on Listing of Corporate Bonds of CSG”, the Company issued “Notice of Adjusting the Coupon Rate for Corporate Bonds “10CSG02” and Sell-back Implementation for Investors” (Notice No.: 2015-047) on 15 September 2015, and issued the first and second indicative notices for the implementation respectively on 17 September 2015 and 21 September 2015 (Notice No.: 2015-048, Notice No.: 2015-049). The Company decided not to raise the coupon rate at the end of the fifth year in the duration of the corporation bonds. That is the annual interest rate of the bonds is still 5.33% in the next 2 years during the bonds duration. Investors can sell back “10CSG02”, in whole or in part, to the Company in the declaration date for sell-back (from 15 September 2015 to 21 September 2015), and the sell-back price was RMB100 per piece. According to the sell-back declaration data provided by Shenzhen Branch of CSDCC, the valid amount of sell-back declaration for “10CSG02” was 0, the sell-back amount was RMB 0 and the remaining trust bonds were 10,000,000 pieces. The Company paid the interests of the bonds for the period from 20 October 2014 to 19 October 2015 on 20 October 2015. According to relevant clauses of the “Prospectus of Public Offering Corporate Bonds of CSG” and the “Public Announcement on Listing of Corporate Bonds of CSG”, the bond “10CSG01” matured on 20 October 2015, and terminated in the dealing system of Shenzhen Stock Exchange on 16 October 2015. The Company paid the principal and interest of the bonds for the period from 20 October 2014 to 19 October 2015 on 20 October 2015. 3. Details of other events as follow: Overview Disclosure date Indexes of website for interim Notice The wholly-owned subsidiary Shenzhen CSG The Notice (Notice No.: 2015-040) was published on China Financing Lease Co., Ltd. carried out financing 2015-7-7 Securities Journal, Securities Times, Hong Kong Commercial lease business towards the affiliated company Daily and Juchao Website (www.cninfo.com.cn) Yichang Display Device 8 CSG HOLDING CO., LTD. The Third Quarter Report 2015 The application of non-public offering of A-share The Notice (Notice No.: 2015-046) was published on China was accepted by China Securities Regulatory 2015-8-18 Securities Journal, Securities Times, Hong Kong Commercial Commission Daily and Juchao Website (www.cninfo.com.cn) The Notice (Notice No.: 2015-052) was published on China Established a wholly-owned subsidiary Shenzhen 2015-9-29 Securities Journal, Securities Times, Hong Kong Commercial CSG PV Energy Co., Ltd. Daily and Juchao Website (www.cninfo.com.cn) III. Commitments from the Company or shareholder with over 5% share held in the report period or continues to the report period √ Applicable □ Not applicable Commit-m Commit- Implement- Commitments Promisee Content of commitments ent date ment term ation The Company has implemented share merger reform in May 2006. Till June 2008, the share of the original non-tradable shareholders which holding over 5% total shares of the Company had all released. Therein, the The original original non-tradable shareholder Shenzhen non-tradable By the end of International Holdings (SZ) Limited and Xin shareholder the report Tong Chan Industrial Development Shenzhen period, the (Shenzhen) Co., Ltd. both are wholly-funded International above subsidiaries to Shenzhen International Holdings shareholders Holdings Limited (hereinafter Shenzhen Commitments for (SZ) of the International for short) listed in Hong Kong 2006-5-22 N/A Share Merger Reform Limited and Company had united stock exchange main board. Shenzhen Xin Tong strictly International made commitment that it would Chan carried out strictly carry out related regulations of Industrial their Securities Law, Administration of the Developmen promises. Takeover of Listed Companies Procedures t (Shenzhen) and Guiding Opinions on the Listed Co., Ltd. Companies’ Transfer of Original Shares Released from Trading Restrictions issued by CSRC during implementing share decreasingly-held plan and take information disclosure responsibility timely. Foresea Life Foresea Life Insurance Co., Ltd., Shenzhen During the By the end of Insurance Jushenghua Co., Ltd. and Chengtai Group period the report Co., Ltd, Co., Ltd. issued detailed report of equity when period, the Commitments in report of Shenzhen change on 29 June 2015, in which, they 2015-6-29 Foresea above acquisition or equity change Jushenghua undertook to keep independent from CSG in Life shareholders Co., Ltd and aspects of personnel, assets, finance, remains of the Chengtai organization set-up and business as long as the largest Company had 9 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Group Co., Foresea Life Insurance remained the largest shareholde strictly Ltd. shareholder of CSG. Meanwhile, they made r of the carried out commitment on regularizing related Company their transaction and avoiding industry promises. competition. Commitments in assets reorganization Commitments in initial public offering or re-financing By the end of the report period, the Foresea Life The major shareholders of the Company above Insurance Foresea Life Insurance Co., Ltd. and China The later shareholders Co., Ltd. Other commitments for medium Northern Industries Corporation committed 2015-07-1 six months of the and China and small shareholders that they would never reduce shares of the 5 since 15 Company had Northern Company they held in the later six months July 2015 strictly Industries since 15 July 2015. carried out Corporation their promises. Completed on time or not Yes Detailed reasons for Not applicable un-complement and further plan IV. Prediction of business performance of 2015 Alert of loss or significant change in accumulative net profit from the beginning of year to the end of the next report period or compared with the same period of last year, and statement of causations. □ Applicable √Not applicable V. Securities investment □ Applicable √Not applicable The Company had no securities investment in the report period. VI. Statement on holding shares of other listed company √ Applicable □Not applicable The Company holds 6,037,193 shares of Golden Glass and has 2.80% voting rights. Directors and key managers of Golden Glass are not appointed by the Company, the Company doesn’t participate or impact finance and operation decision-making or routine operation activities of Golden Glass in other way, thus, the Company shows no major influence on Golden Glass, so the shares held by the Company are calculated as equity instrument available for sale. 10 CSG HOLDING CO., LTD. The Third Quarter Report 2015 During the report period, the shares of Golden Glass held by the Company had no change. VII. Derivatives investment □ Applicable √Not applicable The Company had no derivatives investment in the report period. VIII. Reception of research, communication and interview in the report period □ Applicable √Not applicable There was no reception of research, communication or interview in the report period. IX. Particulars about illegal external guarantee □ Applicable √Not applicable The Company had no illegal external guarantee in the report period. X. Particulars about non-operating fund of listed company occupied by the largest shareholder and its affiliated enterprises □ Applicable √Not applicable It did not exist that non-operating fund of listed company was occupied by the largest shareholder and its affiliated enterprises in the report period. 11 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Section IV. Financial Report (I) Financial Statements 1. Consolidated Balance Sheet Prepared by CSG Holding Co., Ltd. Unit: RMB Items Ending balance Beginning balance Current asset: Monetary capital 177,103,197 158,139,050 Settlement provision Outgoing call loan Financial assets measured at fair value with variations accounted into current income account Derivative financial assets Notes receivable 241,229,536 155,588,629 Account receivable 643,932,212 318,274,574 Prepayment 164,647,596 84,231,553 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable Dividend receivable Other account receivable 121,285,992 25,973,156 Repurchasing of financial assets Inventories 392,126,217 390,652,618 Assets held for sales Non-current asset due in 1 year Other current asset 131,283,538 219,908,717 Total of current asset 1,871,608,288 1,352,768,297 Non-current assets Loans and payment on other’s behalf disbursed Available-for-sale financial asset 156,121,811 145,568,100 Expired investment in possess 12 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Long-term receivable 50,104,299 Long-term share equity investment 660,192,414 751,623,543 Investment real estates Fixed assets 10,082,787,757 9,851,117,915 Construction in process 1,418,336,901 1,934,595,736 Engineering goods Fixed asset disposal Production physical assets Gas & petrol Intangible assets 853,911,221 946,586,310 R&D expense 20,055,732 17,675,656 Goodwill 3,039,946 3,039,946 Long-term amortizable expenses 1,771,521 2,391,824 Differed income tax asset 109,403,253 103,781,894 Other non-current asset 7,659,084 7,659,084 Total of non-current assets 13,363,383,939 13,764,040,008 Total of assets 15,234,992,227 15,116,808,305 Current liabilities Short-term loans 2,204,811,907 1,957,123,175 Loan from Central Bank Deposit received and hold for others Call loan received Financial liabilities measured at fair value with variations accounted into Derivative financial liabilities Notes payable 15,000,000 3,500,000 Account payable 856,628,900 960,537,876 Prepayment received 104,302,434 113,994,747 Selling of repurchased financial assets Fees and commissions receivable Employees’ wage payable 110,755,848 159,040,363 Tax payable 76,079,766 57,213,608 Interest payable 138,732,095 74,556,982 Dividend payable 13 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Other account payable 109,356,753 147,269,978 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Liabilities held for sales Non-current liability due in 1 year 1,245,273,861 2,119,066,755 Other current liability 300,000 300,000 Total of current liability 4,861,241,564 5,592,603,484 Non-current liabilities Long-term borrowings 1,248,500,000 383,817,820 Bond payable 1,000,000,000 Including:preferred stock Sustainable debt Long-term payable Long-term payable employees’s remuneration Special payable Anticipated liabilities Differed income 371,110,184 444,909,519 Differed income tax liability 44,059,268 42,029,332 Other non-recurring liabilities Total of non-current liabilities 2,663,669,452 870,756,671 Total of liability 7,524,911,016 6,463,360,155 Owners’ equity Share capital 2,075,335,560 2,075,335,560 Other equity instruments Including:preferred stock Sustainable debt Capital reserves 1,261,039,322 1,340,090,907 Less: Shares in stock Other comprehensive income 67,242,479 -13,521,093 Special reserves 15,084,576 14,562,826 Surplus reserves 830,772,731 830,772,731 Common risk provision 14 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Undistributed profit 3,457,722,424 4,101,320,834 Total of owner’s equity belong to the parent company 7,707,197,092 8,348,561,765 Minor shareholders’ equity 2,884,119 304,886,385 Total of owners’ equity 7,710,081,211 8,653,448,150 Total of liability and owners’ equity 15,234,992,227 15,116,808,305 Legal Representative:Zeng Nan CFO:Luo Youming Manager of the financial department:Zhang Guoming 2. Balance Sheet of the Parent Company Unit: RMB Items Ending balance Beginning balance Current asset: Monetary capital 60,192,037 69,089,926 Financial assets measured at fair value with variations accounted into current income account Derivative financial assets Notes receivable Account receivable Prepayment Interest receivable Dividend receivable Other account receivable 3,624,151,628 3,574,791,409 Inventories Assets held for sales Non-current asset due in 1 year Other current asset Total of current asset 3,684,343,665 3,643,881,335 Non-current assets Available-for-sale financial asset 156,121,811 139,854,780 Expired investment in possess Long-term receivable 2,879,290,000 1,636,290,000 Long-term share equity investment 4,220,738,142 4,733,050,730 Investment real estates Fixed assets 28,257,259 32,554,885 Construction in process 15 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Engineering goods Fixed asset disposal Production physical assets Gas & petrol Intangible assets 1,872,987 2,205,836 R&D expense Goodwill Long-term amortizable expenses 1,158,202 1,701,424 Differed income tax asset Other non-current asset Total of non-current assets 7,287,438,401 6,545,657,655 Total of assets 10,971,782,066 10,189,538,990 Current liabilities Short-term loans 1,800,000,000 1,681,000,000 Financial liabilities measured at fair value with variations accounted into Derivative financial liabilities Notes payable Account payable 124,559 169,337 Prepayment received Employees’ wage payable 1,942,820 50,356,110 Tax payable 719,499 1,323,122 Interest payable 29,255,261 54,281,022 Dividend payable Other account payable 193,330,941 270,915,072 Liabilities held for sales Non-current liability due in 1 year 1,238,731,136 1,995,783,205 Other current liability Total of current liability 3,264,104,216 4,053,827,868 Non-current liabilities Long-term borrowings 1,200,000,000 196,000,000 Bond payable 1,000,000,000 Including:preferred stock Sustainable debt 16 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Long-term payable Long-term payable employees’s remuneration Special payable Anticipated liabilities Differed income 10,699,800 11,167,800 Differed income tax liability 37,101,905 30,553,445 Other non-recurring liabilities Total of non-current liabilities 2,247,801,705 237,721,245 Total of liability 5,511,905,921 4,291,549,113 Owners’ equity Share capital 2,075,335,560 2,075,335,560 Other equity instruments Including:preferred stock Sustainable debt Capital reserves 1,404,351,071 1,403,806,545 Less: Shares in stock Other comprehensive income 64,566,633 -15,223,855 Special reserves Surplus reserves 845,318,091 845,318,091 Undistributed profit 1,070,304,790 1,588,753,536 Total of owners’ equity 5,459,876,145 5,897,989,877 Total of liability and owners’ equity 10,971,782,066 10,189,538,990 3. Consolidated Income Statement Unit: RMB Items Balance of this period Balance of last period I. Total revenue 2,054,090,445 1,886,265,762 Incl. Business income 2,054,090,445 1,886,265,762 Interest income Insurance fee earned Fee and commission received II. Total business cost 1,963,587,709 1,720,630,421 Incl. Business cost 1,629,310,349 1,417,163,510 Interest expense 17 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Fee and commission paid Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 13,028,496 8,535,114 Sales expense 73,314,350 75,627,822 Administrative expense 166,634,462 153,083,654 Financial expenses 78,106,207 63,563,101 Asset impairment loss 3,193,845 2,657,220 Plus: gains from change of fair value (“-“for loss) Investment gains (“-“ for loss) 98,634,017 3,756,812 Incl. Investment gains from affiliates Exchange gains (“-“ for loss) III. Operational profit (“-“ for loss) 189,136,753 169,392,153 Plus: non-operational income 23,450,221 24,144,928 Incl. Income from disposal of non-current assets 90,471 47,262 Less: non-operational expenditure 239,392 4,159,950 Incl. Loss from disposal of non-current assets 26,894 385,390 IV. Gross profit (“-“ for loss) 212,347,582 189,377,131 Less: Income tax expenses 23,991,436 26,447,975 V. Net profit (“-“ for net loss) 188,356,146 162,929,156 Net profit attributable to the owners of parent company 188,302,026 148,078,202 Minor shareholders’ equity 54,120 14,850,954 VI. Net amount of other gains after tax 542,045 90,559,507 Net amount of other gains after tax attributable to owners of 542,045 90,559,507 parent company (I) Other comprehensive income that will not be reclassified into gains/losses afterward 1. Change of net liability or asset of beneficiary plan from recalculating 2. The share of comprehensive income in invested entities under equity method which can not be reclassified into profit or loss 18 CSG HOLDING CO., LTD. The Third Quarter Report 2015 (II) Other comprehensive income items that will be reclassified into gains/losses in the subsequent accounting 542,045 90,559,507 period 1. The share of comprehensive income in invested entities under equity method which can be reclassified into profit or loss afterward 2.Gains and losses from changes in fair value available for 89,300,193 sale financial assets 3.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets 4.The effective portion of cash flow hedges and losses 5.Translation differences in currency financial statements 542,045 1,259,314 6.Other Net of profit of other comprehensive income attributable to Minority shareholders’ equity VII. Total of misc. incomes 188,898,191 253,488,663 Total of misc. incomes attributable to the owners of the parent 188,844,071 238,637,709 company Total misc gains attributable to the minor shareholders 54,120 14,850,954 VIII. Earnings per share: (I) Basic earnings per share 0.09 0.07 (II) Diluted earnings per share 0.09 0.07 When merger under common control in current period, the net profits realized by the combined party before merger was RMB 0, the net profits realized by the combined party in the last period was RMB 0. Legal Representative:Zeng Nan CFO:Luo Youming Manager of the financial department:Zhang Guoming 4. Income Statement of the Parent Company Unit: RMB Items Balance of this period Balance of last period I. Revenue 0 0 Less:business cost 0 0 Business tax and surcharge 2,935,353 Sales expense Administrative expense 9,184,376 20,510,715 Financial expenses 16,576,949 34,643,127 Asset impairment loss 1,768,438 1,270 19 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Plus: gains from change of fair value (“-“for loss) Investment gains (“-“ for loss) 60,365,971 3,995,656 Incl. Investment gains from affiliates II. Operational profit (“-“ for loss) 29,900,855 -51,159,456 Plus: non-operational income 251,142 717,752 Incl. Income from disposal of non-current assets Less: non-operational expenditure 2,701,800 Incl. Loss from disposal of non-current assets III. Gross profit (“-“ for loss) 30,151,997 -53,143,504 Less: Income tax expenses IV. Net profit (“-“ for net loss) 30,151,997 -53,143,504 V. Net amount of other gains after tax 69,064,515 (I) Other comprehensive income that will not be reclassified into gains/losses afterward 1. Change of net liability or asset of beneficiary plan from recalculating 2. The share of comprehensive income in invested entities under equity method which can not be reclassified into profit or loss (II) Other comprehensive income items that will be reclassified into gains/losses in the subsequent accounting 69,064,515 period 1. The share of comprehensive income in invested entities under equity method which can be reclassified into profit or loss afterward 2.Gains and losses from changes in fair value available for 69,064,515 sale financial assets 3.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets 4.The effective portion of cash flow hedges and losses 5.Translation differences in currency financial statements 6.Other VI. Total of comprehensive income 30,151,997 15,921,011 VII. Earnings per share: (I) Basic earnings per share (II) Diluted earnings per share 20 CSG HOLDING CO., LTD. The Third Quarter Report 2015 5. Consolidated income statement for Jan.-Sept. 2015 Unit: RMB Items Balance of this period Balance of last period I. Total revenue 5,377,129,947 5,148,947,434 Incl. Business income 5,377,129,947 5,148,947,434 Interest income Insurance fee earned Fee and commission received II. Total business cost 5,178,089,033 4,681,563,328 Incl. Business cost 4,275,331,059 3,855,756,514 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 25,176,730 24,956,912 Sales expense 209,776,868 189,942,902 Administrative expense 449,002,551 433,277,674 Financial expenses 210,848,671 172,588,729 Asset impairment loss 7,953,154 5,040,597 Plus: gains from change of fair value (“-“for loss) Investment gains (“-“ for loss) 141,088,467 324,518,883 Incl. Investment gains from affiliates Exchange gains (“-“ for loss) III. Operational profit (“-“ for loss) 340,129,381 791,902,989 Plus: non-operational income 99,606,192 81,428,182 Incl. Income from disposal of non-current assets 2,765,909 666,999 Less: non-operational expenditure 264,924 5,759,686 Incl. Loss from disposal of non-current assets 45,649 1,831,564 IV. Gross profit (“-“ for loss) 439,470,649 867,571,485 Less: Income tax expenses 30,518,083 87,445,381 V. Net profit (“-“ for net loss) 408,952,566 780,126,104 21 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Net profit attributable to the owners of parent company 394,069,370 737,288,641 Minor shareholders’ equity 14,883,196 42,837,463 VI. Net amount of other comprehensive income after tax 80,593,025 101,663,642 Net amount of other gains after tax attributable to owners of 80,763,572 101,663,642 parent company (I) Other comprehensive income that will not be reclassified into gains/losses afterward 1. Change of net liability or asset of beneficiary plan from recalculating 2. The share of comprehensive income in invested entities under equity method which can not be reclassified into profit or loss (II) Other comprehensive income items that will be reclassified into gains/losses in the subsequent accounting 80,763,572 101,663,642 period 1. The share of comprehensive income in invested entities under equity method which can be reclassified into profit or loss afterward 2.Gains and losses from changes in fair value available for 80,536,743 99,415,431 sale financial assets 3.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets 4.The effective portion of cash flow hedges and losses 5.Translation differences in currency financial statements 226,829 2,248,211 6.Other Net of profit of other comprehensive income attributable to -170,547 Minority shareholders’ equity VII. Total of comprehensive income 489,545,591 881,789,746 Total of misc. incomes attributable to the owners of the parent 474,832,942 838,952,283 company Total misc gains attributable to the minor shareholders 14,712,649 42,837,463 VIII. Earnings per share: (I) Basic earnings per share 0.19 0.36 (II) Diluted earnings per share 0.19 0.36 When merger under common control in current period, the net profits realized by the combined party before merger was RMB 0, the net profits realized by the combined party in the last period was RMB 0. 22 CSG HOLDING CO., LTD. The Third Quarter Report 2015 6. Income statement of the Parent Company for Jan.-Sept. 2015 Unit: RMB Items Balance of this period Balance of last period I. Revenue 0 0 Less:business cost 0 0 Business tax and surcharge 2,935,353 Sales expense Administrative expense 27,148,538 63,248,954 Financial expenses 87,940,430 89,617,240 Asset impairment loss 1,775,482 2,479 Plus: gains from change of fair value (“-“for loss) Investment gains (“-“ for loss) 596,485,329 775,537,902 Incl. Investment gains from affiliates II. Operational profit (“-“ for loss) 476,685,526 622,669,229 Plus: non-operational income 22,485,156 1,583,968 Incl. Income from disposal of non-current assets 450 Less: non-operational expenditure 2,701,800 Incl. Loss from disposal of non-current assets III. Gross profit (“-“ for loss) 499,170,682 621,551,397 Less: Income tax expenses -20,048,352 -9,462,390 IV. Net profit (“-“ for net loss) 519,219,034 631,013,787 V. Net amount of other comprehensive income after tax 79,790,488 76,623,300 (I) Other comprehensive income that will not be reclassified into gains/losses afterward 1. Change of net liability or asset of beneficiary plan from recalculating 2. The share of comprehensive income in invested entities under equity method which can not be reclassified into profit or loss (II) Other comprehensive income items that will be reclassified into gains/losses in the subsequent accounting 79,790,488 76,623,300 period 1. The share of comprehensive income in invested entities under equity method which can be reclassified into profit or loss afterward 23 CSG HOLDING CO., LTD. The Third Quarter Report 2015 2.Gains and losses from changes in fair value available for 79,790,488 76,623,300 sale financial assets 3.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets 4.The effective portion of cash flow hedges and losses 5.Translation differences in currency financial statements 6.Other VI. Total of comprehensive income 599,009,522 707,637,087 VII. Earnings per share: (I) Basic earnings per share (II) Diluted earnings per share 7. Consolidated Cash Flow Statement for Jan.-Sept. 2015 Unit: RMB Items Balance of this period Balance of last period I. Net cash flow from business operation Cash received from sales of products and providing of 5,851,005,595 5,825,485,483 services Net increase of customer deposits and capital kept for brother company Net increase of loans from central bank Net increase of inter-bank loans from other financial bodies Cash received against original insurance contract Net cash received from reinsurance business Net increase of client deposit and investment Net increase of disposal of the financial assets measured by fair value with the changes included in the current gains and losses Cash received as interest, processing fee, and commission Net increase of inter-bank fund received Net increase of repurchasing business Tax returned 38,071,725 31,533,095 Other cash received from business operation 54,800,446 42,980,209 Sub-total of cash inflow from business activities 5,943,877,766 5,899,998,787 Cash paid for purchasing of merchandise and services 3,871,963,653 3,578,307,591 24 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Net increase of client trade and advance Net increase of savings in central bank and brother company Cash paid for original contract claim Cash paid for interest, processing fee and commission Cash paid for policy dividend Cash paid to staffs or paid for staffs 655,327,681 590,090,786 Taxes paid 386,087,119 447,023,632 Other cash paid for business activities 349,353,425 326,798,515 Sub-total of cash outflow from business activities 5,262,731,878 4,942,220,524 Net cash flow generated by business operation 681,145,888 957,778,263 II. Cash flow generated by investing Cash received from investment retrieving 153,447,723 27,551,490 Cash received as investment profit 75,837,593 26,778,821 Net cash retrieved from disposal of fixed assets, intangible 2,765,132 26,296,167 assets, and other long-term assets Net cash received from disposal of subsidiaries or other 240,531,849 463,160,123 operational units Other investment-related cash received 13,714,126 152,244,310 Sub-total of cash inflow due to investment activities 486,296,423 696,030,911 Cash paid for construction of fixed assets, intangible assets 833,899,175 1,481,073,373 and other long-term assets Cash paid as investment 296,706,050 125,001,894 Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for investment activities 8,020,998 19,223,163 Sub-total of cash outflow due to investment activities 1,138,626,223 1,625,298,430 Net cash flow generated by investment -652,329,800 -929,267,519 III. Cash flow generated by financing Cash received as investment 33,636,000 Incl. Cash received as investment from minor shareholders 33,636,000 Cash received as loans 5,770,024,625 4,232,426,249 Cash received from bond placing Other financing-related cash received 527,258 355,928,909 Subtotal of cash inflow from financing activities 5,770,551,883 4,621,991,158 25 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Cash to repay debts 4,469,686,738 3,868,101,383 Cash paid as dividend, profit, or interests 1,227,084,591 769,783,652 Incl. Dividend and profit paid by subsidiaries to minor 41,417,700 55,550,039 shareholders Other cash paid for financing activities 84,144,165 5,095,674 Subtotal of cash outflow due to financing activities 5,780,915,494 4,642,980,709 Net cash flow generated by financing -10,363,611 -20,989,551 IV. Influence of exchange rate alternation on cash and cash -641,180 -811,459 equivalents V. Net increase of cash and cash equivalents 17,811,297 6,709,734 Plus: Balance of cash and cash equivalents at the beginning of 156,838,261 276,450,869 term VI. Balance of cash and cash equivalents at the end of term 174,649,558 283,160,603 8. Cash Flow Statement of the Parent Company for Jan.-Sept. 2015 Unit: RMB Items Balance of this period Balance of last period I. Net cash flow from business operation Cash received from sales of products and providing of services Tax returned Other cash received from business operation 2,421,705 1,516,991 Sub-total of cash inflow from business activities 2,421,705 1,516,991 Cash paid for purchasing of merchandise and services 251,167 1,500 Cash paid to staffs or paid for staffs 55,165,169 55,401,137 Taxes paid 3,267,191 17,013,717 Other cash paid for business activities 9,174,545 15,909,895 Sub-total of cash outflow from business activities 67,858,072 88,326,249 Net cash flow generated by business operation -65,436,367 -86,809,258 II. Cash flow generated by investing Cash received from investment retrieving 145,377,279 Cash received as investment profit 571,220,176 552,876,473 Net cash retrieved from disposal of fixed assets, intangible assets, 450 294 and other long-term assets Net cash received from disposal of subsidiaries or other 258,801,535 468,000,000 operational units 26 CSG HOLDING CO., LTD. The Third Quarter Report 2015 Other investment-related cash received 240,000 Sub-total of cash inflow due to investment activities 975,399,440 1,021,116,767 Cash paid for construction of fixed assets, intangible assets and 1,062,202 544,801 other long-term assets Cash paid as investment 45,791,650 212,278,929 Net cash received from subsidiaries and other operational units Other cash paid for investment activities 4,229,882 Sub-total of cash outflow due to investment activities 51,083,734 212,823,730 Net cash flow generated by investment 924,315,706 808,293,037 III. Cash flow generated by financing Cash received as investment Cash received as loans 5,255,447,602 4,338,944,491 Cash received from bond placing Other financing-related cash received Subtotal of cash inflow from financing activities 5,255,447,602 4,338,944,491 Cash to repay debts 3,896,297,602 3,906,944,491 Cash paid as dividend, profit, or interests 1,146,102,939 676,247,501 Other cash paid for financing activities 1,075,248,268 494,855,576 Subtotal of cash outflow due to financing activities 6,117,648,809 5,078,047,568 Net cash flow generated by financing -862,201,207 -739,103,077 IV. Influence of exchange rate alternation on cash and cash -5,576,023 -82,654 equivalents V. Net increase of cash and cash equivalents -8,897,891 -17,701,952 Plus: Balance of cash and cash equivalents at the beginning of 67,898,286 129,337,516 term VI. Balance of cash and cash equivalents at the end of term 59,000,395 111,635,564 II .Auditor’s Report Whether the third quarter report has been audited or not □Yes √No The third quarter report of the Company has not been audited. Board of Directors of CSG Holding Co., Ltd. 28 October 2015 27