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南 玻B:2016年第一季度报告全文(英文版)2016-04-25  

						      CSG HOLDING CO., LTD.



THE FIRST QUARTER REPORT 2016




       Chairman of the Board:
            ZENG NAN


             April 2016
  CSG HOLDING CO., LTD.                                                        The First Quarter Report 2016



                              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, individual and/or joint, for the facticity, accuracy and
completeness of the whole contents.

All directors were present the meeting of the Board for deliberating the First Quarter Report of the
Company in person.

Mr. Zeng Nan, Chairman of the Board, CFO Mr. Luo Youming and principal of the financial
department Mr. Ding Jiuru confirm that the Financial Report enclosed in the First Quarter Report
2016 is true, accurate and complete.

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 First Quarter Report 2016




        Section II Main accounting data and Changes in Shareholders

I. Main accounting data and indices

Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not

□Yes    √ No

                                                   The 1st quarter of 2016         The 1st quarter of 2015          Percentage of change (%)

Operating income (RMB)                                       1,949,421,848                   1,539,206,800                             26.65%

Net profit attributable to shareholders of
                                                                  204,835,467                    82,201,310                           149.19%
the listed company(RMB)

Net profit attributable to shareholders of
the listed company after deducting                                192,098,876                    29,979,957                           540.76%
non-recurring gains and losses(RMB)

Net cash flow arising from operating
                                                                  319,915,324                    37,738,405                           747.72%
activities(RMB)

Basic earnings per share (RMB/Share)                                     0.10                             0.04                           150%

Diluted earnings per share (RMB/Share)                                   0.10                             0.04                           150%

                                                                                                                                 Increased 1.59
Weighted average ROE (%)                                               2.57%                           0.98%
                                                                                                                           percentage points

                                                            31 March 2016               31 December 2015            Percentage of change (%)

Total assets (RMB)                                          15,205,208,277                  15,489,600,160                              -1.84%

Net assets attributable to shareholder of
                                                             8,078,112,020                   7,874,310,997                              2.59%
listed company(RMB)



Items and amounts of extraordinary profit (gains)/losses

√Applicable     □ Not applicable
                                                                                                                                    Unit: RMB

                                                                         Amount from beginning of
                                Item                                      the year to the end of the                      Note
                                                                                report period
Gains/losses from the disposal of non-current asset (including the
                                                                                                216,691
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
                                                                                          13,650,894
national standards, which are closely relevant to enterprise’s
business)

                                                                                                                                                  2
    CSG HOLDING CO., LTD.                                                                                     The First Quarter Report 2016


Other non-operating income and expenditure except for the
                                                                                           1,126,971
aforementioned items
Other gains/losses satisfied definition of extraordinary profit
                                                                                                     --
(gains)/loss

Less: Impact on income tax                                                                 2,257,965

     Impact on minority shareholders’ equity (post-tax)                                            --

Total                                                                                     12,736,591                       --

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
It did not exist that 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.


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 shareholders at the end of the report period and particulars about the shares held by the top ten
shareholders

                                                                                                                                 Unit: Share

Total of shareholders at the end of the report period                                                                                  149,329

                                        Particulars about shares held by the top ten shareholders

                                                                                                          Amount of       Number of share
                                                                          Proportion
                                                           Nature of                     Amount of        restricted      pledged/frozen
               Name of shareholder                                         of shares
                                                         shareholder                     shares held       shares                      Amoun
                                                                           held (%)                                     Share status
                                                                                                            held                          t

                                                      Domestic non
Foresea Life Insurance Co., Ltd. – Haili Niannian state-owned legal          14.10%     292,612,866                0
                                                      person

                                                      Domestic non
Foresea Life Insurance Co., Ltd. – universal
                                                      state-owned legal        3.92%      81,405,744                0
insurance 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

Foresea Life Insurance Co., Ltd. –own fund           Domestic non             2.15%      44,519,788                0

                                                                                                                                                 3
   CSG HOLDING CO., LTD.                                                                                      The First Quarter Report 2016


                                                     state-owned legal
                                                     person

                                                     State-owned legal
Central Huijin Investment Ltd.                                                1.92%       39,811,300               0
                                                     person

                                                     Domestic non
Shen International Holdings (Shenzhen) Co., Ltd.     state-owned legal        1.78%       37,040,200               0
                                                     person

China Galaxy International Securities (H.K.) Co., Foreign legal
                                                                              1.38%       28,685,412               0
Ltd.                                                 person

                                                     State-owned legal
China Merchants Securities Hong Kong Co., Ltd.                                1.35%       27,996,704               0
                                                     person

                                                     Domestic non
China Securities Finance Corporation                 state-owned legal        1.27%       26,357,447               0
                                                     person

                                   Particular about top ten shareholders with un-restrict shares held

                                                              Amount of un-restrict shares                    Type of shares
                    Shareholders’ name
                                                                   held at Period-end                Type                      Amount

Foresea Life Insurance Co., Ltd. – Haili Niannian                            292,612,866 RMB ordinary shares                   292,612,866

Foresea Life Insurance Co., Ltd. – universal insurance
                                                                               81,405,744 RMB ordinary shares                    81,405,744
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

Foresea Life Insurance Co., Ltd. –own fund                                    44,519,788 RMB ordinary shares                    44,519,788

Central Huijin Investment Ltd.                                                 39,811,300 RMB ordinary shares                    39,811,300

Shen International Holdings (Shenzhen) Co., Ltd.                               37,040,200 RMB ordinary shares                    37,040,200

                                                                                             Domestically listed
China Galaxy International Securities (H.K.) Co., Ltd.                         28,685,412                                        28,685,412
                                                                                             foreign shares

                                                                                             Domestically listed
China Merchants Securities Hong Kong Co., Ltd.                                 27,996,704                                        27,996,704
                                                                                             foreign shares

China Securities Finance Corporation                                           26,357,447 RMB ordinary shares                    26,357,447

                                                              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
Statement on associated relationship or consistent action held by Foresea Life Insurance Co., Ltd.. Shenzhen Jushenghua Co.,
among the above shareholders:                                 Ltd. is a related legal person of Foresea Life Insurance Co., Ltd. and
                                                              Chengtai Group Co., Ltd., another related legal person of Foresea Life
                                                              Insurance Co., Ltd, which held 27,625,299 shares via China Galaxy
                                                              International Securities (H.K.) Co., Ltd.


                                                                                                                                              4
    CSG HOLDING CO., LTD.                                                                           The First Quarter Report 2016


                                                        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.

Explanation on shareholders involving margin business The Company’s shareholder, Shenzhen Jushenghua Co., Ltd., held
(if applicable)                                         59,552,120 shares in total with 0 share in its general account and
                                                        59,552,120 shares via the client credit trading guarantee account of
                                                        China Galaxy Securities Co., Ltd. There was no change of shares held
                                                        by Shenzhen Jushenghua Co., Ltd. during the report period.

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




                                                                                                                                     5
    CSG HOLDING CO., LTD.                                                                              The First Quarter Report 2016




                                          Section III Important Events

I. Particulars and explanations about significant changes in main accounting statement and
financial indexes

√Applicable       □ Not applicable
                                                                                                                   Unit: RMB 0,000

                                       Note   31 March 2016       31 December 2015        Amount of change    Percentage of change

Monetary capital                       (1)             24,571                 57,883                -33,312                    -58%

Notes receivable                       (2)             25,111                 45,355                -20,244                    -45%

Accounts receivable                    (3)             60,286                 45,296                 14,990                     33%

Long-term receivables                  (4)             10,227                   5,010                 5,217                    104%

Employees’ wage payable               (5)             10,724                 17,054                 -6,330                    -37%

Tax payable                            (6)              7,975                 11,983                 -4,008                    -33%

Interest payable                       (7)             11,904                   8,936                 2,968                     33%

Non-current liability due in           (8)             14,100                 23,900                 -9,800                    -41%
1 year

Minority equity                        (9)                    0                     308                -308                    -100%



                                       Note   Jan.-Mar.2016         Jan.-Mar.2015         Amount of change    Percentage of change

Income tax expenses                    (10)             2,756                       127               2,629                   2070%

Net profit                             (11)            20,484                   8,981                11,503                    128%

Other comprehensive                    (12)
                                                           -13                  5,953                -5,966                    -100%
income after tax

Note:
(1)Monetary capital decreased mainly because the cash received from selling the shares of Golden Glass in December of last year
increased.
(2)Notes receivable decreased mainly because some subsidiaries changed the terms of payment and collection of matured bills.
(3)Accounts receivable increased mainly because the payback period of centralized delivery of architectural glass goods after the
Spring Festival has not been due.
(4) Long-term receivables increased mainly because the finance lease receivables of Shenzhen CSG Display Technology Co., Ltd.
increased.
(5) Employees’ wage payable decreased mainly because the year-end bonus for employees accrued at the end of last year was paid in
the report period.
(6) Tax payable decreased mainly because tax for selling shares of Golden Glass in Dec. 2015 was paid in the report period.

                                                                                                                                     6
   CSG HOLDING CO., LTD.                                                                                  The First Quarter Report 2016


(7) Interest payable increased mainly because payment for short-term financing bills, ultra-short-term financing bills and medium
term notes has not been paid for they were not due yet.

(8)Non-current liability due in 1 year decreased mainly because part of the borrowing has been repaid in the report period.

(9) Minority equity decreased mainly because minority equity was bought back and the balance in previous period was low.
(10) Income tax expenses increased mainly because profit increased in the report period.
(11) Net profit increased mainly because earnings of solar PV industry significantly increased.
(12) Other comprehensive income after tax decreased mainly because the Company’ available-for-sale financial assets of last year
has been sold out.


II. Analysis and explanation of the progress of significant events and their influence and
solutions
√Applicable    □ Not applicable
1. Plan of non-public offering of A-share

                                                                                                               Disclosu     Disclosure
                      Summary of item                                     Interim announcement
                                                                                                               re date        website

Proposals of non-public offering of A-share to specific "Announcement of the interim meeting
investors etc. were deliberated and approved by the interim resolution of the seventh board of directors"
meeting of the 7th session of the Board on 22 April 2015. "Announcement of the interim meeting
The Company planned to exercise equity financing by resolution of the seventh board of
means of non-public offering of A-share. The total amount supervisors"
of non-public offering of A-share was 179,977,502 shares, "Non-public offering of A-share plan"
112,485,939 shares of which was specifically issued to
                                                             " Feasibility Analysis Report about the
Foresea Life Insurance Co., Ltd. with one billion yuan in                                                                 Juchao website
                                                             raised fund use of Non-public offering of
cash , and 67,491,563 shares of which was specifically                                                                    (http://www.cni
                                                             A-share"
issued to China Northern Industries Corporation with 0.6                                                                  nfo.com.cn)
                                                             "Announcement of related transactions
billion yuan in cash.                                                                                    2015-4-          Announcement
                                                             involved in non-public offering of A-share"
The A shares subscribed by China Northern Industries                                                     23               No.: 2015-019
                                                             "Indicative announcement of changes in
Corporation and Foresea Life Insurance Co., Ltd. in this                                                                  2015-020
                                                             shareholders' equity"
plan are not allowed to be transferred within 36 months                                                                   2015-021
                                                             "Report about the use of previous raised
from the listing date.
                                                                                                                          2015-022
                                                             funds"
Pricing benchmark is the announcement day of board
                                                             "Valid share subscription agreement subject
resolution for this issue. The offering price is RMB
                                                             to conditions between the Company and
8.89/share, no less than 90% of the average trading price of
                                                             Foresea Life Insurance Co., Ltd."
20 trading days before pricing benchmark. Offering price
will be adjusted if issues such as dividends, bonus shares, "Valid share subscription agreement subject
capital reserve and other ex dividend issues occurred before to conditions between the company and
offering.                                                    China Northern Industries Corporation"

Proposal of adjusting period of validity for the resolution of "Announcement of the interim meeting                       Juchao website
the non-public offering of A-share plan and period of        resolution of the seventh board of directors" 2015-6- (http://www.cni
validity which the general meeting of shareholders           "Announcement of the interim meeting                16       nfo.com.cn)
authorized the Board to deal with all the specific issues    resolution    of   the   seventh     board   of              Announcement
                                                                                                                                            7
   CSG HOLDING CO., LTD.                                                                                     The First Quarter Report 2016


associated with the non-public offering of A-share was           supervisors"                                               No.: 2015-033
                                                            th
deliberated and approved by the interim meeting of the 7         "Report about the use and authentication of                2015-035
Board of Directors on 15 June 2015.The Board agreed to           the previous raised funds "
adjust period of validity for the resolution of the non-public
offering of A-share plan and adjust period of validity which
the general meeting of shareholders authorized the Board to
deal with all the specific issues associated with the
non-public offering of A-share. The period of validity
changed to 12 months commencing from the date on which
the relevant resolution is approved at general meeting
instead of the original 18 months commencing from that
date.

                                                                                                                            Juchao website
Relevant items of the non-public offering of A-share had
                                                                 " Announcement of the resolution of the                    (http://www.cni
been considered and approved at the first extraordinary                                                           2015-7-
                                                                 first extraordinary general meeting of                     nfo.com.cn)
general meeting of shareholders in 2015 convened by the                                                             3
                                                                 shareholders in 2015"                                      Announcement
Company on 2 July 2015.
                                                                                                                            No.: 2015-038

                                                                                                                            Juchao website
                                                                 "Announcement      of the acceptance        of
                                                                                                                            (http://www.cni
Application for non-public offering of A-share was               application for non-public offering of 2015-8-
                                                                                                                            nfo.com.cn)
accepted by China Securities Regulatory Commission               A-share by China Securities Regulatory             18
                                                                                                                            Announcement
                                                                 Commission "
                                                                                                                            No.: 2015-046

                                                                                                                            Juchao website
The Company’s non-public offering of A-share received           "Announcement of receipt of ‘Notice
                                                                                                                            (http://www.cni
"Notice about review and feedback to administrative              about review and feedback to administrative 2015-11
                                                                                                                            nfo.com.cn)
permissive projects from China Securities Regulatory             permissive projects from China Securities          -13
                                                                                                                            Announcement
Commission"                                                      Regulatory Commission’ "
                                                                                                                            No.: 2015-058

                                                                 "Announcement of the reply to feedback of
                                                                 the Company’s application documents for
                                                                                                                            Juchao website
                                                                 non-public offering of A-share "
                                                                                                                            (http://www.cni
                                                                 "Commitment about not reducing holding 2015-12
Reply to feedback of the Company’s application documents                                                                   nfo.com.cn)
                                                                 shares by Foresea Life Insurance Co., Ltd."        -8
for non-public offering of A-share                                                                                          Announcement
                                                                 " Commitment about not reducing holding
                                                                                                                            No.: 2015-059
                                                                 shares by China North Industries
                                                                 Corporation"

The 13th meeting of the seventh board of directors of the        "Announcement of the resolution of the 13th                Juchao website

Company deliberated and approved the proposal of diluting meeting of the seventh board of directors"                        (http://www.cni
the immediate return because of non-public offering of           "Announcement of diluting the immediate          2016-4- nfo.com.cn)
shares and measures to mitigate the influence as well as the return because of non-public offering of               16      Announcement
proposal of the directors and senior management                  shares and measures to mitigate the                        No.: 2016-018
personnel’s commitments about diluting the immediate            influence as well as the relevant personnel’s

                                                                                                                                              8
    CSG HOLDING CO., LTD.                                                                                The First Quarter Report 2016


return because of non-public offering of shares and           commitments"                                            2016-019
measures to mitigate the influence. The Company analyzed "Announcement of the commitments about
the impact of immediate return dilution of the non-public     diluting the immediate return because of                2016-020
offering of shares, put forward the specific measures to      non-public offering of shares and measures
mitigate the influence, and relevant personnel of the         to mitigate the influence which were made
Company made commitments to effectively fulfill the           by the relevant personnel of CSG Holding
measures for filling in return.                               Co., Ltd.

The item of non-public offering of A-share is still subject to approval from China Securities Regulatory Commission and other
related authorities.


2. Ultra-short-term financing bills
On 10 December 2014, the First Extraordinary Shareholders’ General Meeting 2014 of CSG Holding Co., Ltd deliberated and
approved the proposal of application for registration and issuance of ultra-short-term financing bills with registered capital of RMB 4
billion at most and validity within 2 years. On 21 May 2015, National Association of Financial Market Institutional Investors
(NAFMII) held the 32nd registration meeting of 2015, in which NAFMII decided to accept the registration of the Company’s
ultra-short-term financing bills, amounting to RMB 4 billion and valid for two years. China Merchants Bank Co., Ltd., Shanghai
Pudong Development Bank Co., Ltd., Industrial Bank Co., Ltd., China CITIC Bank Co., Ltd. and China Agriculture Bank Co., Ltd.
were joint lead underwriters of these ultra-short-term financing bills, which could be issued by stages within period of validity of the
registration. On 12 June 2015, the Company issued the first batch of ultra-short-term financing bills for the year of 2015 with total
amount of RMB 0.8 billion and valid term of 270 days at the issuance rate of 4.25%, which was redeemed on 11 March 2016. On 13
October 2015, the Company issued the second batch of ultra-short-term financing bills for the year of 2015 with total amount of
RMB 1.1 billion and valid term of 270 days at the issuance rate of 3.81%, which will be redeemed on 11 July 2016. On 10 March
2016, the Company issued the first batch of ultra-short-term financing bills for the year of 2016 with total amount of RMB 0.8 billion
and valid term of 270 days at the issuance rate of 3.15%, which will be redeemed on 6 December 2016.
For details, please refer to www.chinabond.com.cn and www.chinamoney.com.cn.


3. Perpetual bonds
On 23 March 2016, the 12th meeting of the seventh board of directors of CSG Holding Co., Ltd. deliberated and approved the
proposal of application for registration and issuance of perpetual bonds, and agreed the Company to register and issue perpetual
bonds with total amount of RMB 3.1 billion which could be issued by several times within the validity period of registration
according to the Company’s actual demand for funds and the capital status of inter-bank market. Details can be found in
"Announcement of the resolution of the 12th meeting of the seventh board of directors", the announcement number of which is
2016-009. The above proposal was deliberated and approved by 2015 annual general meeting of shareholders held on April 15, 2016.


4. Medium-term notes
On 23 March 2016, the 12th meeting of the seventh board of directors of CSG Holding Co., Ltd. deliberated and approved the
proposal of application for registration and issuance of medium-term notes, and agreed the Company to register and issue
medium-term notes with total amount of RMB 0.8 billion which could be issued by several times within the validity period of
registration according to the Company’s actual demand for funds and the capital status of inter-bank market. Details can be found in
"Announcement of the resolution of the 12th meeting of the seventh board of directors", the announcement number of which is
2016-009. The above proposal was deliberated and approved by 2015 annual general meeting of shareholders held on April 15, 2016.



                                                                                                                                      9
      CSG HOLDING CO., LTD.                                                                           The First Quarter Report 2016


5. Progress of PV power plant project
On 11 January 2016, the 11th meeting of the seventh board of directors of CSG Holding Co., Ltd. deliberated and approved the
proposal of investment project of PV power plant. The Company plans to invest in the construction of PV power plants during
2016-2017 with total investment amount of RMB 1.5 billion, 200MW of which will be self-built by Shenzhen CSG PV Energy Co.,
Ltd., a wholly-owned subsidiary of the Company. 140MW will be built by cooperating with Kibing Group with total investment
amount of about RMB 1 billion. Details can be found in "Announcement of the resolution of the 12th meeting of the seventh board of
directors", the announcement number of which is 2016-006. On 15 January 2016, the Company and Kibing Group jointly set up
Zhangzhou CSG and Qibin PV Energy Co., Ltd. which engaged in solar power plant development business, and the registered capital
was RMB 150 million, 112.5 million of which was subscribed by CSG, accounting for 75% of the registered capital. On 1 February
2016, Xianning CSG PV power plant project was formally contracted which planned to invest in the construction of PV surface
power plant in Xianning.


III. Commitments made by the Company or shareholders holding above 5% shares of the
Company in reporting period or extending to reporting period.

√Applicable   □ Not applicable

                                           Type of                                              Commit-m Commit- Implement-
 Commitments            Promisee                              Content of commitments
                                        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
                                                      original non-tradable shareholder
                 The original
                                                      Shenzhen International Holdings (SZ)                         By the end of
                 non-tradable
                                                      Limited and Xin Tong Chan Industrial                         the report
                 shareholder
                                                      Development (Shenzhen) Co., Ltd. both                        period, the
                 Shenzhen
                                                      are wholly-funded subsidiaries to                            above
Commitments      International
                                        Commitment    Shenzhen International Holdings                              shareholders
for              Holdings (SZ)
                                        of share      Limited (hereinafter Shenzhen             2006-5-22 N/A      of the
Share Merger     Limited and Xin
                                        reduciton     International for short) listed in Hong                      Company had
Reform           Tong Chan
                                                      Kong united stock exchange main                              strictly carried
                 Industrial
                                                      board. Shenzhen International made                           out their
                 Development
                                                      commitment that it would strictly carry                      promises.
                 (Shenzhen) Co.,
                                                      out related regulations of Securities
                 Ltd.
                                                      Law, Administration of the Takeover of
                                                      Listed Companies Procedures and
                                                      Guiding Opinions on the Listed
                                                      Companies’ Transfer of Original Shares
                                                      Released from Trading Restrictions
                                                      issued by CSRC during implementing
                                                      share decreasingly-held plan and take


                                                                                                                                  10
   CSG HOLDING CO., LTD.                                                                               The First Quarter Report 2016


                                                     information disclosure responsibility
                                                     timely.

                                                     Foresea Life Insurance Co., Ltd.,
                                                                                                                         By the end of
                                                     Shenzhen Jushenghua Co., Ltd. and
                                                                                                            During       the report
                                                     Chengtai Group Co., Ltd. issued
                                     Commitment                                                             the period period, the
                                                     detailed report of equity change on 29
                   Foresea Life      of horizontal                                                          when         above
                                                     June 2015, in which, they undertook to
Commitments in Insurance Co.,        competition,                                                           Foresea      shareholders
                                                     keep independent from CSG in aspects
report of          Ltd,, Shenzhen    affiliate                                                              Life         of the
                                                     of personnel, assets, finance,             2015-6-29
acquisition or     Jushenghua Co.,   Transaction                                                            remains      Company had
                                                     organization set-up and business as long
equity change      Ltd. and Chengtai and                                                                    the largest strictly carried
                                                     as Foresea Life Insurance remained the
                   Group Co., Ltd.   capital                                                                sharehold out their
                                                     largest shareholder of CSG. Meanwhile,
                                     occupation                                                             er of the    promises.
                                                     they made commitment on regularizing
                                                                                                            Company
                                                     related transaction and avoiding
                                                     industry competition.

Commitments in
assets
reorganization
                                                                                                                         By the end of
                                                                                                            within six the report
                                                     The Company’s shareholders, Foresea                   months     period, the
                   Foresea Life                      Life Insurance Co., Ltd.and China                      after        above
Commitments in
                   Insurance Co.,    Commitment      North Industries Corporation, made                     private      shareholders
initial public                                                                                  2015-11-2
                   Ltd., China North of share        commitments that they would not                        placement of the
offering or                                                                                     5
                   Industries        reduciton       reduce CSG's shares within six months                  of CSG       Company had
re-financing
                   Corporation                       after private placement of CSG from                    from         strictly carried
                                                     Nov. 25, 2015.                                         Nov. 25, out their
                                                                                                            2015         promises.



Equity incentive
commitment
                                                                                                                         By the end of
                                                                                                                         the report
                                                                                                            within six
                                                     The Company’s shareholders, Foresea                                period, the
                                                                                                            months
               Foresea Life                          Life Insurance Co., Ltd.and China                                   above
Other                                                                                                       after
               Insurance Co.,    Commitment          North Industries Corporation, made                                  shareholders
commitments                                                                                     2015-07-1 private
for medium and Ltd., China North of share            commitments that they would not                                     of the
small                                                                                           5           placement
               Industries        reduciton           reduce CSG's shares within six months                               Company had
shareholders                                                                                                of CSG
               Corporation                           after private placement of CSG from                                 strictly carried
                                                                                                            from July
                                                     July 15, 2015.                                                      out their
                                                                                                            15, 2015
                                                                                                                         promises.




                                                                                                                                        11
   CSG HOLDING CO., LTD.                                                                                 The First Quarter Report 2016


Completed on
                     Yes
time(Y/N)

If the
commitments is
not fulfilled on
                     Not applicable
time, explain the
reasons and the
next work plan


IV. Predict of the business performance from January to June 2016

Warnings and reasons of the predict that the cumulative net profit from the begin of the year to the end of next report period may be
loss or have great changes comparing with the same period of last year

□Applicable       √ Not applicable


V. Securities Investment

□ Applicable      √ Not applicable
There was no securities investment in the report period.

VI. Derivative investment
□ Applicable      √ Not applicable

There was no derivative investment in the report period.

VII. Registration form for receiving research, communication and interview in the report
period
√Applicable       □ Not applicable

    Time               Way             Type                           Basic information index of investigation

                                              Details can be found in the Record Chart of the Investor Relation Activity disclosed on
2016-2-23       Field research    Institute
                                              Juchao website(www.cninfo.com.cn) on 24 February 2016.

                                              Details can be found in the Record Chart of the Investor Relation Activity disclosed on
2016-3-30       Field research    Institute
                                              Juchao website(www.cninfo.com.cn) on 30 March 2016.


VIII. Illegal external guarantee

□ Applicable      √ Not applicable


IX. Particular about non-operating fund of listed company which is occupied by controlling
shareholder and its affiliated enterprises

□ Applicable √ Not applicable


                                                                                                                                        12
   CSG HOLDING CO., LTD.                                                       The First Quarter Report 2016



                                    Section IV Financial Report

I. Financial Statements

I. Financial Statements

Prepared by CSG Holding Co., Ltd.
                                                                                                  Unit: RMB

                   Items                    Ending balance                   Beginning balance

Current asset:

Monetary capital                                              245,712,194                        578,834,520

Settlement provision

Outgoing call loan

Financial assets measured at fair value
of which changes are recorded in
current profits and losses

Derivative financial assets

Notes receivable                                              251,114,039                        453,546,538

Account receivable                                            602,855,652                        452,961,612

Prepayment                                                    135,408,997                        109,841,295

Insurance receivable

Reinsurance receivable

Provisions of Reinsurance contracts
receivable

Interest receivable

Dividend receivable

Other account receivable                                      124,455,153                        116,224,370

Repurchasing of financial assets

Inventories                                                   403,671,651                        350,425,732

Assets held for sale

Non-current asset due in 1 year

Other current asset                                           101,990,100                        118,359,117

Total of current asset                                       1,865,207,786                  2,180,193,184

Non-current assets

Disburse of consigned loans


                                                                                                          13
   CSG HOLDING CO., LTD.                                   The First Quarter Report 2016


Available-for-sale financial asset

Expired investment in possess

Long-term receivable                        102,269,800                    50,104,299

Long-term share equity investment           680,249,715                   668,210,253

Investment real estates

Fixed assets                              10,301,826,428               10,199,674,929

Construction in process                    1,201,808,989                1,339,340,780

Engineering goods

Fixed asset disposal

Production physical assets

Gas & petrol

Intangible assets                           836,800,889                   846,238,811

R&D expense                                  26,526,375                    26,280,426

Goodwill                                       3,039,946                     3,039,946

Long-term amortizable expenses                 1,342,611                     1,597,865

Differed income tax asset                   102,685,426                   110,336,216

Other non-current asset                      83,450,312                    64,583,451

Total of non-current assets               13,340,000,491               13,309,406,976

Total of assets                           15,205,208,277               15,489,600,160

Current liabilities

Short-term loans                           3,031,519,183                3,216,326,670

Loan from Central Bank

Deposit received and hold for others

Call loan received

Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses

Derivative financial liabilities

Notes payable                                  8,000,000                     8,000,000

Account payable                             839,922,441                   915,266,051

Prepayment received                         106,731,013                   117,434,636

Selling of repurchased financial assets

Fees and commissions receivable

Employees’ wage payable                    107,236,160                   170,539,613


                                                                                     14
   CSG HOLDING CO., LTD.                                       The First Quarter Report 2016


Tax payable                                      79,753,343                   119,826,177

Interest payable                                119,039,823                    89,363,806

Dividend payable

Other account payable                           106,144,437                   143,021,055

Reinsurance fee payable

Insurance contract provision

Entrusted trading of securities

Entrusted selling of securities

Liabilities held for sale

Non-current liability due in 1 year             141,000,000                   239,000,000

Other current liability                             300,000                       300,000

Total of current liability                     4,539,646,400                5,019,078,008

Non-current liabilities

Long-term borrowings                           1,200,000,000                1,200,000,000

Bond payable                                   1,000,000,000                1,000,000,000

Of which: preferred shares

Perpetual bonds

Long-term payable

Long-term payroll payables

Special payable

Anticipated liabilities

Deferred income                                 378,226,610                   383,599,103

Differed income tax liability                     9,223,247                      9,531,572

Other non-recurring liabilities

Total of non-current liabilities               2,587,449,857                2,593,130,675

Total of liability                             7,127,096,257                7,612,208,683

Owners’    equity      (or   shareholders’
equity)

Capital paid in (or share capital)             2,075,335,560                2,075,335,560

Other equity instruments

Of which: preferred shares

Perpetual bonds

Capital reserves                               1,260,299,935                1,261,391,272

Less: Shares in stock


                                                                                         15
   CSG HOLDING CO., LTD.                                                                          The First Quarter Report 2016


 Other comprehensive income                                              2,838,925                                    2,967,772

Special reserves                                                        15,623,238                                   15,437,498

Surplus reserves                                                       881,972,330                                  881,972,330

Common risk provision

Retained profit                                                       3,842,042,032                             3,637,206,565

Total of owner’s equity belong to the
                                                                      8,078,112,020                             7,874,310,997
parent company

Minor shareholders’ equity                                                                                           3,080,480

Total    of       owners’    equity   (or
                                                                      8,078,112,020                             7,877,391,477
shareholders’ equity)

Total of liability and shareholders’
                                                                  15,205,208,277                               15,489,600,160
equity (or owners’ equity)


Legal Representative:Zeng Nan               CFO:Luo Youming             Manager of the financial department:Ding Jiuru


2. Balance Sheet of the Parent Company

                                                                                                                     Unit: RMB

                    Items                            Ending balance                             Beginning balance

Current asset:

Monetary capital                                                       122,749,686                                  395,798,393

Financial assets measured at fair value
of which changes are recorded in
current profits and losses

Derivative financial assets

Notes receivable

Account receivable

Prepayment                                                                 492,191                                     492,191

Interest receivable

Dividend receivable

Other account receivable                                              4,501,543,794                             4,283,715,036

Inventories

Assets held for sale

Non-current asset due in 1 year

Other current asset

Total of current asset                                                4,624,785,671                             4,680,005,620


                                                                                                                             16
   CSG HOLDING CO., LTD.                                  The First Quarter Report 2016


Non-current assets

Available-for-sale financial asset

Expired investment in possess

Long-term receivable                      2,173,645,000                2,139,873,923

Long-term share equity investment         4,374,031,988                4,337,777,738

Investment real estates

Fixed assets                                29,360,287                    30,806,106

Construction in process

Engineering goods

Fixed asset disposal

Production physical assets

Gas & petrol

Intangible assets                            1,651,087                      1,762,037

R&D expense

Goodwill

Long-term amortizable expenses                 670,680                       894,241

Differed income tax asset

Other non-current asset

Total of non-current assets               6,579,359,042                 6,511,114,045

Total of assets                          11,204,144,713               11,191,119,665

Current liabilities

Short-term loans                          2,900,000,000                2,900,000,000

Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses

Derivative financial liabilities

Notes payable

Account payable

Prepayment received

Employees’ wage payable                    19,303,054                    38,240,000

Tax payable                                 10,799,626                    39,469,245

Interest payable                            64,960,791                    79,906,647

Dividend payable

Other account payable                      245,866,978                   295,421,165


                                                                                    17
   CSG HOLDING CO., LTD.                                         The First Quarter Report 2016


Liabilities held for sale

Non-current liability due in 1 year               141,000,000                   239,000,000

Other current liability

Total of current liability                       3,381,930,449                3,592,037,057

Non-current liabilities

Long-term borrowings                             1,200,000,000                1,200,000,000

Bond payable                                     1,000,000,000                1,000,000,000

Of which: preferred shares

Perpetual bonds

Long-term payable

Long-term payroll payables

Special payable

Anticipated liabilities

Deferred income                                    10,166,610                    10,543,800

Differed income tax liability

Other non-recurring liabilities

Total of non-current liabilities                 2,210,166,610                2,210,543,800

Total of liability                               5,592,097,059                5,802,580,857

Owners’        equity   (or   shareholders’
equity)

Capital paid in (or share capital)               2,075,335,560                2,075,335,560

Other equity instruments

Of which: preferred shares

Perpetual bonds

Capital reserves                                 1,404,984,933                1,404,803,407

Less: Shares in stock

 Other comprehensive income

Special reserves

Surplus reserves                                  896,517,690                   896,517,690

Retained profit                                  1,235,209,471                 1,011,882,151

Total      of      owners’    equity    (or
                                                 5,612,047,654                5,388,538,808
shareholders’ equity)

Total of liability and shareholders’
                                                11,204,144,713               11,191,119,665
equity (or owners’ equity)



                                                                                           18
    CSG HOLDING CO., LTD.                                                           The First Quarter Report 2016


3. Consolidated Income Statement

                                                                                                         Unit: RMB

                     Items                 Balance of this period               Balance of last period

I. Total revenue                                             1,949,421,848                         1,539,206,800

Incl. Business income                                        1,949,421,848                         1,539,206,800

Interest income

Insurance fee earned

Fee and commission received

II. Total business cost                                      1,743,978,936                         1,483,814,575

Incl. Business cost                                          1,436,818,441                         1,219,078,366

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                                      10,040,837                                5,465,909

Sales expense                                                   59,556,544                               65,898,919

Administrative expense                                         169,343,405                          133,870,454

Financial expenses                                              64,997,957                               56,173,221

Asset impairment loss                                               3,221,752                             3,327,706

Plus: gains from change of fair value
(“-“for loss)

Investment gains (“-“ for loss)                               11,958,319                               16,725,566

Incl. Investment gains from affiliates

Exchange gains (“-“ for loss)

III. Operational profit (“-“ for loss)                       217,401,231                               72,117,791

Plus: non-operational income                                    15,411,111                               18,971,646

Including: Gains on disposal of
                                                                     225,914                              2,854,584
non-current assets

Less: non-operational expenditure                                    416,555                                13,059

Incl. Loss from disposal of non-current
                                                                       9,223                                  7,282
assets


                                                                                                                  19
   CSG HOLDING CO., LTD.                                     The First Quarter Report 2016


IV. Gross profit (“-“ for loss)              232,395,787                   91,076,378

Less: Income tax expenses                       27,560,320                     1,265,071

V. Net profit (“-“ for net loss)             204,835,467                    89,811,307

Net profit attributable to the owners of
                                               204,835,467                   82,201,310
parent company

Minor shareholders’ equity                             0                      7,609,997

VI. After-tax net amount of other
                                                  -128,847                   59,528,906
comprehensive incomes

After-tax net amount of other
comprehensive incomes attributable to             -128,847                   59,749,912
owners of the Company

(I) Other comprehensive incomes that
will not be reclassified into gains and
losses

1. Changes in net liabilities or assets with
a defined benefit plan upon
re-measurement

2. Enjoyable shares in other
comprehensive incomes in investees that
cannot be reclassified into gains and
losses under the equity method

(II) Other comprehensive incomes that
                                                  -128,847                   59,749,912
will be reclassified into gains and losses

1. Enjoyable shares in other
comprehensive incomes in investees that
will be reclassified into gains and losses
under the equity method

2. Gains and losses on fair value changes
                                                                             60,138,670
of available-for-sale financial assets

3. Gains and losses on reclassifying
held-to-maturity investments into
available-for-sale financial assets

4. Effective hedging gains and losses on
cash flows

5. Foreign-currency financial statement
                                                  -128,847                      -388,758
translation difference

6. Other

After-tax net amount of other
                                                                                -221,006
comprehensive incomes attributable to

                                                                                       20
    CSG HOLDING CO., LTD.                                                                         The First Quarter Report 2016


minority shareholders

VII. Total comprehensive incomes                                     204,706,620                                   149,340,213

Attributable to owners of the Company                                204,706,620                                   141,951,222

Attributable to minority shareholders                                                                                   7,388,991

VIII. Earnings per share

(I) Basic earnings per share                                                   0.10                                          0.04

(II) Diluted earnings per share                                                0.10                                          0.04


Legal Representative:Zeng Nan            CFO:Luo Youming                Manager of the financial department:Ding Jiuru


4. Income Statement of the Parent Company

                                                                                                                       Unit: RMB

                    Items                       Balance of this period                        Balance of last period

I. Turnover                                                               1,077,394                                            0

Less: Operation cost                                                        60,334                                             0

Business tax and surcharge

Sales expense

Administrative expense                                                   25,162,566                                     7,070,729

Financial expenses                                                        4,988,307                                    32,205,941

Asset impairment loss                                                          581                                          2,168

Plus: gains from change of fair value
(“-“ for loss)

Investment gains (“-“ for loss)                                    252,072,724                                       18,173,520

Incl. Investment gains from affiliates

II. Operational profit (“-“ for loss)                              222,938,330                                   -21,105,318

Plus: Non business income                                                  388,990                                       790,176

Including: Gains on disposal of
                                                                              1,800
non-current assets

Less: Non-business expenses

Incl. Loss from disposal of non-current
assets

III. Total profit (“-“ for loss)                                   223,327,320                                   -20,315,142

Less: Income tax expenses                                                                                          -13,277,740

IV.Net profit (“-“ for net loss)                                   223,327,320                                       -7,037,402

V. After-tax net amount of other                                                                                       59,392,364


                                                                                                                               21
   CSG HOLDING CO., LTD.                                                             The First Quarter Report 2016


comprehensive incomes

(I) Other comprehensive incomes that
will not be reclassified into gains and
losses

1. Changes in net liabilities or assets
with a defined benefit plan upon
re-measurement

2. Enjoyable shares in other
comprehensive incomes in investees
that cannot be reclassified into gains
and losses under the equity method

(II) Other comprehensive incomes that
                                                                                                         59,392,364
will be reclassified into gains and losses

1. Enjoyable shares in other
comprehensive incomes in investees
that will be reclassified into gains and
losses under the equity method

2. Gains and losses on fair value
changes of available-for-sale financial                                                                  59,392,364
assets

3. Gains and losses on reclassifying
held-to-maturity investments into
available-for-sale financial assets

4. Effective hedging gains and losses on
cash flows

5. Foreign-currency financial statement
translation difference

6. Other

VI. Total comprehensive incomes                                   223,327,320                            52,354,962

VII. Earnings per share

(I) Basic earnings per share

(II) Diluted earnings per share


5. Consolidated Cash Flow Statement

                                                                                                         Unit: RMB

                  Items                      Balance of this period             Balance of last period

I. Net cash flow from business
operation

                                                                                                                 22
   CSG HOLDING CO., LTD.                                  The First Quarter Report 2016


Cash received from sales of products
                                          2,229,364,142                1,638,344,300
and providing of 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 financial
assets measured at fair value of which
changes are recorded into 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                                28,911,814                      2,825,244

Other cash received from business
                                            22,694,131                    14,219,488
operation

Sub-total of cash inflow from business
                                          2,280,970,087                1,655,389,032
activities

Cash paid for purchasing of
                                          1,388,087,175                1,137,589,502
merchandise and services

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     297,229,533                   258,205,741

                                                                                    23
   CSG HOLDING CO., LTD.                                  The First Quarter Report 2016


Taxes paid                                 153,311,525                   111,806,996

Other cash paid for business activities    122,426,530                   110,048,388

Sub-total of cash outflow from
                                          1,961,054,763                1,617,650,627
business activities

Cash flow generated by business
                                           319,915,324                    37,738,405
operation, net

II. Cash flow generated by investing

Cash received from investment
                                                                          91,792,420
retrieving

Cash received as investment profit

Net cash retrieved from disposal of
fixed assets, intangible assets, and           349,679                      2,654,139
other long-term assets

Net cash received from disposal of
subsidiaries or other operational units

Other investment-related cash received       7,932,500                      1,832,684

Sub-total of cash inflow due to
                                             8,282,179                    96,279,243
investment activities

Cash paid for construction of fixed
assets, intangible assets and other        261,541,527                   320,005,251
long-term assets

Cash paid as investment                      4,250,000

Net increase of loan against pledge

Net cash received from subsidiaries
and other operational units

Other cash paid for investment
                                            26,209,845                       672,760
activities

Sub-total of cash outflow due to
                                           292,001,372                   320,678,011
investment activities

Net cash flow generated by investment     -283,719,193                   -224,398,768

III. Cash flow generated by financing

Cash received as investment

Incl. Cash received as investment from
minor shareholders

Cash received as loans                    1,510,000,000                1,053,352,855

Cash received from bond placing

Other financing-related cash received        4,673,351

                                                                                    24
   CSG HOLDING CO., LTD.                                                             The First Quarter Report 2016


Subtotal of cash inflow from financing
                                                             1,514,673,351                         1,053,352,855
activities

Cash to repay debts                                          1,792,807,487                           839,142,536

Cash paid as dividend, profit, or
                                                                35,300,685                               48,991,916
interests

Incl. Dividend and profit paid by
subsidiaries to minor shareholders

Other cash paid for financing activities                        52,390,268                                   92,208

Subtotal of cash outflow due to
                                                             1,880,498,440                           888,226,660
financing activities

Net cash flow generated by financing                          -365,825,089                           165,126,195

IV. Influence of exchange rate
alternation on cash and cash                                        -617,441                              -1,248,106
equivalents

V. Net increase of cash and cash
                                                              -330,246,399                               -22,782,274
equivalents

Plus: Balance of cash and cash
                                                               574,744,877                           156,838,261
equivalents at the beginning of term

VI. Balance of cash and cash
                                                               244,498,478                           134,055,987
equivalents at the end of term


6. Cash Flow Statement of the Parent Company

                                                                                                         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
                                                                    1,780,456                               943,126
operation

Sub-total of cash inflow from business
                                                                    1,780,456                               943,126
activities

Cash paid for purchasing of
merchandise and services

Cash paid to staffs or paid for staffs                          41,544,408                               45,642,137

Taxes paid                                                      28,561,794                                   69,646

                                                                                                                  25
   CSG HOLDING CO., LTD.                                  The First Quarter Report 2016


Other cash paid for business activities      2,185,694                      1,490,598

Sub-total of cash outflow from
                                            72,291,896                    47,202,381
business activities

Cash flow generated by business
                                            -70,511,440                   -46,259,255
operation, net

II. Cash flow generated by investing

Cash received from investment
                                                                          83,721,977
retrieving

Cash received as investment profit         216,000,000                      2,970,186

Net cash retrieved from disposal of
fixed assets, intangible assets, and
other long-term assets

Net cash received from disposal of
                                                 1,800
subsidiaries or other operational units

Other investment-related cash received

Sub-total of cash inflow due to
                                           216,001,800                    86,692,163
investment activities

Cash paid for construction of fixed
assets, intangible assets and other              2,779                       207,220
long-term assets

Cash paid as investment                                                      791,650

Net cash received from subsidiaries
and other operational units

Other cash paid for investment
                                                                               20,000
activities

Sub-total of cash outflow due to
                                                 2,779                      1,018,870
investment activities

Net cash flow generated by investment      215,999,021                    85,673,293

III. Cash flow generated by financing

Cash received as investment

Cash received as loans                    1,510,000,000                  859,296,702

Cash received from bond placing

Other financing-related cash received

Subtotal of cash inflow from financing
                                          1,510,000,000                  859,296,702
activities

Cash to repay debts                       1,608,000,000                  744,796,702

Cash paid as dividend, profit, or           20,353,809                    32,690,865

                                                                                    26
   CSG HOLDING CO., LTD.                                                   The First Quarter Report 2016


interests

Other cash paid for financing activities                    300,158,056                   128,891,119

Subtotal of cash outflow due to
                                                           1,928,511,865                  906,378,686
financing activities

Net cash flow generated by financing                       -418,511,865                    -47,081,984

IV. Influence of exchange rate
alternation on cash and cash                                    -34,496                        -16,868
equivalents

V. Net increase of cash and cash
                                                           -273,058,780                     -7,684,814
equivalents

Plus: Balance of cash and cash
                                                            394,606,753                    67,898,286
equivalents at the beginning of term

VI. Balance of cash and cash
                                                            121,547,973                    60,213,472
equivalents at the end of term


II. Report of the Auditors

Whether the First Quarter Report has been audited or not
□ Yes √ No
The First Quarter Report hasn’t been audited.




Board of Directors of

CSG Holding Co., Ltd.

25 April 2016




                                                                                                     27