Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 April 2019 1 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 1 Important Notice The Board of Directors ,Supervisory Committee, all directors, supervisors and senior executives of the Company hereby guarantees that there are no misstatement, misleading representation or important omissions in this report and shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof. Other directors attending the Meeting for annual report deliberation except for the followed: Name of director absent Title for absent director Reasons for absent Attorney Jiang Chongguang Independent director Due to work reasons Yu Haichun Mr.Chen Lue, Person in charge of the Company, Ms.Yang Chunling, Chief financial officer and the Ms. Yang Chunling, the person in charge of the accounting department (the person in charge of the accounting )hereby confirm the authenticity and completeness of the financial report enclosed in this Quarterly Report . II. Basic information about the company I. Main accounting data and financial indexes Indicate by tick mark whether the Company needs to retroactively restate any of its accounting data. □ Yes √ No Changes of this period This period Same period of last year over same period of last year(%) Operating income(RMB) 152,514,127.64 923,442,740.92 -83.48% Net profit attributable to the shareholders -128,964,725.66 218,523,628.75 -159.02% of the listed company(RMB) Net profit after deducting of non-recurring gain/loss attributable to -128,964,725.66 59,559,955.14 -316.53% the shareholders of listed company (RMB) Cash flow generated by business 24,863,912.37 809,676,459.22 -96.93% operation, net(RMB) 2 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Basic earning per share(RMB/Share) -0.08 0.13 -161.54% Diluted gains per -0.08 0.13 -161.54% share(RMB/Share)(RMB/Share) Weighted average ROE(%) -75.37% 9.69% -85.06% Changes of this End of this period End of last period period-end over same period-end of last year(%) Gross assets(RMB) 9,365,266,921.60 9,603,455,934.89 -2.48% Net assets attributable to the shareholders of the listed company 105,937,489.04 235,202,473.51 -54.96% (RMB) Items and amount of non-current gains and losses √ Applicable □ Not applicable In RMB Changes of this period-end End of this period End of last period over same period-end of last year(%) Total 0.00 -- For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as recurring gains and losses, it is necessary to explain the reason. □ Applicable√ Not applicable None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period. 3 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 II.Total Shareholders and Shares Held by Top Ten Shareholders at the End of the Reporting Period 1. About Total Common Shareholders, Total Preference Shareholders with the Voting Power Recovered and the Shares Held by Top Ten Common Shareholders In shares Total preference shareholders with Total number of common 78,961 the voting power recovered at the 0 shareholders at the period-end end of the reporting period(if any) Shares held by the top 10 shareholders Amount of Pledging or freezing Properties of Share tradable shares Shareholder name Quantity Status of the shareholder proportion % with Conditional Quantity shares held Domestic Natural Pledge 583,454,556 Chen Lue 34.36% 583,454,556 437,590,917 person Freeze 583,454,462 STYLE-SUCCES Foreign legal 5.47% 92,970,910 0 S LIMITED person Domestic Non- Union Holdings State-owned legal 5.18% 87,935,921 0 Co., Ltd. person Domestic Natural He Feiyan 3.23% 54,800,458 0 Freeze 54,800,458 person Jiutai Fund- Bank of Communications -Jiutai Huitong Other 2.40% 40,696,772 0 No.2 specific customer asset management plan Rich Crown Foreign legal Investment Co., 1.37% 23,235,313 0 person Ltd. Qinghai Heyi Domestic Non- Industry State-owned legal 0.79% 13,357,084 0 Pledge 13,357,084 Development person Co., Ltd. Domestic Natural Huang Huaian 0.67% 11,300,000 0 person Zhang Xubao Domestic Natural 0.38% 6,503,220 0 4 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 person Domestic Natural Chen Lihong 0.28% 4,775,760 0 person Shareholding of top 10 shareholders of unrestricted shares Quantity of unrestricted shares held at the end of the Share type Name of the shareholder reporting period Share type Quantity RMB Common Chen Lue 145,863,639 145,863,639 shares Foreign shares placed in STYLE-SUCCESS LIMITED 92,970,910 92,970,910 domestic exchange RMB Common Union Holdings Co., Ltd. 87,935,921 87,935,921 shares RMB Common He Feiyan 54,800,458 54,800,458 shares Jiutai Fund-Bank of Communications-Jiutai Huitong RMB Common 40,696,772 40,696,772 No.2 specific customer asset shares management plan Foreign shares placed in Rich Crown Investment Co., Ltd. 23,235,313 23,235,313 domestic exchange Qinghai Heyi Industry Development RMB Common 13,357,084 13,357,084 Co., Ltd. shares RMB Common Huang Huaian 11,300,000 11,300,000 shares RMB Common Zhang Xubao 6,503,220 6,503,220 shares Foreign shares placed in Chen Lihong 4,775,760 4,775,760 domestic exchange The largest shareholder of Mr. Chen Lue and the Fourth largest shareholder of Ms. He Feiyan aforesaid are persons acting in concernp; The controlling shareholder of the above-mentioned Explanation on associated third shareholder Shenzhen Union Holdings Co.,Ltd. And Sixth shareholder Rich Crown relationship or concerted action of Investment Co., Ltd.. Is Union Development Group Ltd., The other tradable shareholders the above shareholders neither knew whether there exists associated relationship between them. 5 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Note to the top 10 common stockholders involved in margin Nil financing & securities lending (If any) Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement dealing in reporting period. □ Yes √ No The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy –back agreement dealing in reporting period. 2.Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period □ Applicable √Not applicable 6 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 III Significant Events I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes √ Applicable □Not applicable Same period of the This period/Year-end previous Items Changes % Remarks on the change balance year/Year-beginning balance Long-term Loanss - 120000000.00 -100.00% Mainly due to use the same bank to borrow short-term loans to repay long-term loans. Operating income 152514127.64 923442740.92 -83.48% Mainly for the national credit tightening, the tight capital led to the company's business contraction, the project progressed slowly. Operating cost 129968630.28 694723215.49 -81.29% Mainly due to reduced operating income Administration 47113359.52 73133254.43 -35.58% Mainly due to the decrease in operating expenses shrinkage management personnel Net profit -128564725.66 218782564.96 -158.76% Mainly due to reduced operating income 24863912.37 809676459.22 -96.93% Mainly due to the reduction of projects Net cash flow generated and the slow progress of projects under by operation activities construction Net cash flow generated - -81805042.30 -100.00% Mainly due to reduced operating by investment activities shrinkage Net cash flow generated -64236401.65 -624966136.18 -89.72% Mainly due to the tightening of national by financing activities credit and the difficulty of loans II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal. √ Applicable □ Not applicable 1. On February 12, 2018, the Company convened the twenty-ninth meeting of the seventh Board of Directors, deliberating and adopting a Proposal on Acquisition of Shares of UPL Laos Co., Ltd., according to which, UPL (MALAYSIA) SDN. BHD. (hereinafter referred to as UPL Malaysia) transfered 30% of shares of UPL Laos Co., Ltd. (hereinafter referred to as UPL Laos) to the Company by signing an Agreement of Equity Cooperation on Laos Vientiane Dongphosy Special Economic Zone Project, UPL Laos entered into a franchise agreement for 50+40 years with Laos Government by cash contribution of USD 10 million and advance payment of USD 20 7 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 million for project construction put together as the consideration of acquisition and took full charge of matters of development of Dongphosy as the franchisee to Dongphosy Special Economic Zone (refer to the Company's Announcement 2018-020 and 021). On June 12, 2018, the Company agreed with UPL Malaysia on transfer of 10% of shares, hence the Company's shareholding ratio rose to 40%. Whereas the Company is experiencing a financial difficulty at the moment and has failed to perform duties of advance payment and construction in the equity agreement and duties in the loan agreement, the Malaysian shareholder UPL Malaysia sent a latter in request for a return of equity and filed an arbitration to Hong Kong International Arbitration Centre on the dispute of equity in March 2019. Right now, the Company has hired an arbitrator duly in response to the suit. 2. The Company convened the thirty-seventh meeting of the seventh Board of Directors on September 2, 2018, planned to invest and found "Yinglonghu Development Co., Ltd." (hereinafter referred to as the Project Company, whose final name is subject to the name approved in industrial and commercial registration) with Chongqing Circum-Yinglonghu Industrial Co., Ltd. (hereinafter referred to as Party A) and 7 village committees concerned at the project location (hereinafter referred to as Party C). The registered capital of the Project Company was RMB 125 million, wherein Party A subscribed capital by earlier input of physical assets worth RMB 23.75 million (subject to the audited amount) in the Yinglong Project, accounting for 19% of the registered capital; Sino Great Wall contributed RMB 100 million by currency, accounting for 80% of the registered capital; Party C subscribed RMB 1.25 million by currency or contribution in kind, accounting for 1% of the registered capital (refer to the Company's Announcement 2018-104 and 105). At the moment, the Project Company has been registered and project planning and design are underway. 3. In January 2018, the Company's wholly-owned subsidiary Sino Great Wall Intelligent Real Estate (Zhanjiang) Co., Ltd. obtained a Reply to Sino Great Wall on EIA Report for Residential Industrialization Base Construction Project, which was expected to speed up construction of the Company's fabricated intelligent property R&D center and production base project, facilitate the Company to get involved in the fabricated intelligent property construction area, add a new profit growth point to the Company and show a positive impact on its future operation and development. For more details, please refer to Announcement of Voluntary Information Disclosure on the Company Getting an EIA Reply to Fabricated Intelligent Property R&D Center and Production Base Construction Project disclosed by the Company on January 4, 2018 (refer to the Company's Announcement 2018-003).Due to the shortage of project funds and the mortgage of production base land to China Bohai Bank, the project is currently at a standstill. 4. On October 18, 2018, the company received the notice of investigation issued by the China Securities Regulatory Commission (No: JDC Zi No. 18041). As the company is suspected of violating laws and regulations in information disclosure, according to the relevant provisions of the Securities Law of the People's Republic of China, the CSRC has decided to initiate an investigation in the company. On March 6, 2019, the company received the Shenzhen Securities Regulatory Bureau's Decision on Administrative Supervision Measures (No 2019] 11, No. [2019] 12 , No. [2019] 13 ,No. [2019] 14 , No. [2019] 15, and No. [2019] 16) showing that the Shenzhen Securities Regulatory Bureau had carried out on-site inspection of the company since May 2018, and the Shenzhen Securities Regulatory Bureau had filed a case for investigation on the illegal disclosure of relevant information found in the inspection; In addition, through inspection, it is also found that the company had the following problems "I. The income cost accounting is not standardized, and expenses are charged through out-of-account fund accounts; II. It did not disclose the changes in major items in a timely manner, the preparation of performance forecasts and performance report is not prudent; III. It has capital exchanges of no real business foundation with a number of companies, and illegal foreign financial assistance; IV. The relevant management system for raising funds is not perfect; V. Registration management for information insider is not standardized". The Shenzhen Securities Regulatory Bureau decided to take corrective measures against the company, the 8 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 company's relevant directors, senior management personnel, and issue warning letters to Mr. Chen Lue, Mr. Tian Wei, Mr. Tang Xianyong, Ms. Cui Hongli, Ms. Yang Chunling (see 2018-121, 2019-022,2019-031) In response to the relevant problems found during the inspection against the company, the company has made serious rectification in accordance with the matters involved in the Decision on Taking Corrective Measures against Sino Great Wall Co., Ltd. ([2019] No.11). In addition to the above matters, Shenzhen Securities Regulatory Bureau requires the company to employ a third party independent agency to conduct special inspections on the problems of NPP-0057 in Xingang, Qatar, Cambodia Refinery and NAGA Casino Phase II project in Cambodia. As of the disclosure date of this announcement, the company has not yet received the China Securities Regulatory Commission's concluding comments or decisions on relevant investigation matters. 5. The company held the sixth meeting of the eighth Board of Directors on April 12, 2019, deliberated and passed the Proposal on Adjusting the Company's Organizational Structure and agreed to adjust the operating organization and business structure of the company's headquarters. The company will implement a division system by sections and set up four operating organizations, including the domestic traditional construction business sector (division), infrastructure business sector (division), overseas business sector (division), smart housing and medical care business sector (division). After this adjustment, the organizational structure of the company's headquarters is as follows: eight functional departments and offices, including the comprehensive office, the finance department and the human resources department, as well as the above-mentioned four operating institutions (see the company's announcement No 2019-028 for details). Description of the website for disclosing Overview of material matters Date of disclosing provisional announcements Progress in the implementation of share repurchase □ Applicable √ Not applicable Progress in the implementation of the reduction of the repurchased shares by means of centralized bidding □ Applicable √ Not applicable III. Commitments finished in implementation by the Company, shareholders, actual controller, acquirer, directors, supervisors, senior executives or other related parties in the reporting period and commitments unfinished in implementation at the end of the reporting period □ Applicable √ Not applicable The company has no commitments completed in period and those without completed till lend of the period from actual controller, shareholders, related parties, purchaser and companies. IV.Prediction of Business performance for January- June 2019 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason. □ Applicable √ Not applicable V. Investment in securities □ Applicable √ Not applicable 9 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 No securities investment in period. VI. Investments in derivatives □ Applicable √ Not applicable There is no derivative investment during the report period. VII. The registration form of acceptance of investigation, communication and interview in the report period for future reference □ Applicable √ Not applicable The Period has no research, communication and written inquiry from the investors in the report period. VIII. Outward Guarantee against the Regulations □ Applicable √Not applicable The Company has no external guarantee get out of the line in the Period IX. Controlling shareholder and its related parties occupying non-business capital of the listed company □ Applicable √Not applicable There are no controlling shareholder and its related parties occupying non-business capital of the listed company in Period 10 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 IV. Financial Statement I. Financial statement 1. Consolidated balance sheet Prepared by:Sino Great Wall Co., Ltd. March 31,2019 In RMB Items March 31,2019 December 31,2018 Current asset: Monetary fund 556,885,742.35 658,714,886.48 Settlement provision Outgoing call loan Transactional financial assets Financial assets measured at fair value with variations accounted into current income account Derivative financial assets Notes receivable & account receivable 4,060,925,394.30 4,204,113,048.24 Including: Notes receivable 6,368,520.59 1,518,790.00 Account receivable 4,054,556,873.71 4,202,594,258.24 Prepayments 204,407,463.99 220,261,619.13 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Other account receivable 2,209,542,389.51 2,186,223,361.40 Including:Interest receivable Dividend receivable Repurchasing of financial assets Inventories 726,888,475.46 717,531,578.23 Contract assets Assets held for sales 105,075,792.00 105,075,792.00 11 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Non-current asset due within 1 year Other current asset 6,330,776.87 5,795,797.44 Total of current assets 7,870,056,034.48 8,097,716,082.92 Non-current assets: Loans and payment on other’s behalf disbursed Debt investment Available for sale of financial assets 10,338,500.00 10,338,500.00 Other investment on bonds Expired investment in possess Long-term receivable 16,357,545.43 16,708,613.19 Long term share equity investment 106,837,810.83 106,837,810.83 Other equity instruments investment Other non-current financial assets Property investment Fixed assets 151,212,961.16 158,746,947.91 Construction in progress 37,265,289.10 36,697,284.04 Production physical assets Oil & gas assets Use right assets Intangible assets 98,277,114.10 99,921,251.67 Development expenses Goodwill 27,268,234.53 27,268,234.53 Long-germ expenses to be amortized 5,128,863.32 6,727,688.90 Deferred income tax asset 117,614,775.66 117,983,727.91 Other non-current asset 924,509,792.99 924,509,792.99 Total of non-current assets 1,494,810,887.12 1,505,739,851.97 Total of assets 9,364,866,921.60 9,603,455,934.89 Current liabilities Short-term loans 2,930,473,637.01 2,862,584,629.01 Loan from Central Bank Borrowing funds Transactional financial liabilities Financial liabilities measured at fair value with variations accounted into current 12 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 income account Derivative financial liabilities Notes payable & account payable 1,850,987,386.11 1,926,243,130.15 Advance receipts 500,912,986.89 478,101,743.92 Selling of repurchased financial assets Deposit taking and interbank deposit Entrusted trading of securities Entrusted selling of securities Employees’ wage payable 94,740,557.10 86,414,858.86 Tax payable 386,100,447.46 393,957,887.52 Other account payable 2,205,090,806.01 2,212,412,970.43 Including:Interest payable 342,803,659.92 280,806,670.49 Dividend payable 8,541,818.64 8,541,818.64 Fees and commissions payable Reinsurance fee payable Contract Liabilities Liabilities held for sales Non-current liability due within 1 year 975,719,981.55 975,719,981.55 Other current liability Total of current liability 8,944,025,802.13 8,935,435,201.44 Non-current liabilities: Reserve fund for insurance contracts Long-term loan 120,000,000.00 Bond payable 258,411,281.36 254,801,342.47 Including:preferred stock Sustainable debt Lease liability Long-term payable 295,831.04 322,990.35 Long-term remuneration payable to staff Expected liabilities 2,958,723.15 2,958,723.15 Deferred income Deferred income tax liability 23,272,047.09 24,369,456.18 Other non-current liabilities Total non-current liabilities 284,937,882.64 402,452,512.15 13 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Total of liability 9,228,963,684.77 9,337,887,713.59 Owners’ equity Share capital 1,698,245,011.00 1,698,245,011.00 Other equity instruments Including:preferred stock Sustainable debt Capital reserves -1,298,846,540.07 -1,298,846,540.07 Less:Shares in stock Other comprehensive income -50,380.95 -50,380.95 Special reserve 20,325,823.62 21,026,082.43 Surplus reserves 84,394,441.23 84,394,441.23 Common risk provision Retained profit -398,530,865.79 -269,566,140.13 Total of owner’s equity belong to the 105,537,489.04 235,202,473.51 parent company Minority shareholders’ equity 30,365,747.79 30,365,747.79 Total of owners’ equity 135,903,236.83 265,568,221.30 Total of liabilities and owners’ equity 9,364,866,921.60 9,603,455,934.89 Legal Representative: Chen Lue Person in charge of accounting:Yang Chunling Accounting Dept Leader:Yang Chunling 2.Parent Company Balance Sheet In RMB Items March 31, 2019 December 31, 2018 Current asset: Monetary fund 46,770,672.08 46,778,625.47 Transactional financial assets Financial assets measured at fair value with variations accounted into current income account Derivative financial assets Notes receivable & account receivable Including:Notes receivable Account receivable Prepayments Other account receivable 3,056,514,670.86 2,986,852,664.14 14 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Including:Interest receivable Dividend receivable 100,000,000.00 100,000,000.00 Inventories Contract assets Assets held for sales Non-current asset due within 1 year Other current asset 2,643,826.33 2,604,075.38 Total of current assets 3,105,929,169.27 3,036,235,364.99 Non-current assets: Debt investment Available for sale of financial assets Other investment on bonds Expired investment in possess Long-term receivable Long term share equity investment 3,323,211,536.66 3,323,211,536.66 Other equity instruments investment Other non-current financial assets Property investment Fixed assets 32,402.37 36,371.12 Construction in progress Production physical assets Oil & gas assets Use right assets Intangible assets Development expenses Goodwill Long-germ expenses to be amortized 879,666.67 1,074,666.67 Deferred income tax asset Other non-current asset 728,328,020.00 728,328,020.00 Total of non-current assets 4,052,451,625.70 4,052,650,594.45 Total of assets 7,158,380,794.97 7,088,885,959.44 Current liabilities Short-term loans 2,189,866,602.21 2,189,866,602.21 Transactional financial liabilities 15 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Financial liabilities measured at fair value with variations accounted into current income account Derivative financial liabilities Notes payable & account payable 94,900,000.00 95,000,000.00 Advance receipts Contract Liabilities Employees’ wage payable 19,042,896.13 15,016,143.39 Tax payable 97,157,829.11 97,149,029.10 Other account payable 1,469,715,040.31 1,347,473,661.05 Including:Interest payable 293,534,570.40 243,458,030.15 Dividend payable 8,541,818.64 8,541,818.64 Liabilities held for sales Non-current liability due within 1 year 866,250,000.00 866,250,000.00 Other current liability Total of current liability 4,736,932,367.76 4,610,755,435.75 Non-current liabilities: Long-term loan Bond payable Including:preferred stock Sustainable debt Lease liability Long-term payable Long-term remuneration payable to staff Expected liabilities Deferred income Deferred income tax liability Other non-current liabilities Total non-current liabilities Total of liability 4,736,932,367.76 4,610,755,435.75 Owners’ equity Share capital 1,698,245,011.00 1,698,245,011.00 Other equity instruments Including:preferred stock Sustainable debt 16 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Capital reserves 1,237,956,472.37 1,237,956,472.37 Less:Shares in stock Other comprehensive income Special reserve Surplus reserves 26,309,287.00 26,309,287.00 Retained profit -541,062,343.16 -484,380,246.68 Total of owners’ equity 2,421,448,427.21 2,478,130,523.69 Total of liabilities and owners’ equity 7,158,380,794.97 7,088,885,959.44 3.Consolidated Income statement In RMB Items Report period Same period of the previous year I. Income from the key business 152,514,127.64 923,442,740.92 Including:Business income 152,514,127.64 923,442,740.92 Interest income Insurance fee earned Fee and commission received II. Total business cost 281,478,853.30 870,627,801.52 Including:Business cost 129,968,630.28 694,723,215.49 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Net amount of withdrawal of insurance contract reserve Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 426,847.49 623,963.17 Sales expense 678,202.81 2,926,234.68 Administrative expense 47,113,359.52 73,133,254.43 R & D costs Financial expenses 100,755,300.95 92,188,683.69 Including:Interest expense 96,918,308.65 Interest income 11,356.21 17 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Asset impairment loss 2,536,512.25 7,032,450.06 Credit impairment loss Add:Other income Investment gain(“-”for loss) 13,838,400.15 Including: investment gains from affiliates Gains from currency exchange Net exposure hedging income Changing income of fair value Income on disposal of assets III. Operational profit(“-”for loss) -128,964,725.66 66,653,339.55 Add :Non-operational income 188,488,727.79 Less: Non-operating expense 403,952.94 IV. Total profit(“-”for loss) -128,964,725.66 254,738,114.40 Less:Income tax expenses 35,955,549.44 V. Net profit -128,964,725.66 218,782,564.96 (I) Classification by business continuity 1.Net continuing operating profit 2.Termination of operating net profit (II) Classification by ownership Net profit attributable to the owners of parent -128,964,725.66 218,523,628.75 company Minority shareholders’ equity 258,936.21 VI. Net after-tax of other comprehensive income -1,305,254.00 Net of profit of other comprehensive income attri -1,305,254.00 butable to owners of the parent company. (I)Other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period 1.Re-measurement of defined benefit plans of ch anges in net debt or net assets 2.Other comprehensive income under the equity method investee can not be reclassified into profi t or loss. 3. Changes in the fair value of investments in other equity instruments 18 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 4. Changes in the fair value of the company’s credit risks 5.Other (II) Other comprehensive income that will be reclassi -1,305,254.00 fied into profit or loss. 1.Other comprehensive income under the equity method investee can be reclassified into profit or loss. 2. Changes in the fair value of investments in other debt obligations 3.Gains and losses from changes in fair value ava ilable for sale financial assets 4. Other comprehensive income arising from the reclassification of financial assets 5.Held-to-maturity investments reclassified to ga ins and losses of available for sale financial asset s 6. Allowance for credit impairments in investments in other debt obligations 7. Reserve for cash flow hedges 8. Translation differences in currency financial stat -1,305,254.00 ements 9.Other Net of profit of other comprehensive income attri butable to Minority shareholders’ equity VII. Total comprehensive income -128,964,725.66 217,477,310.96 Total comprehensive income attributable to the -128,964,725.66 217,218,374.75 owner of the parent company Total comprehensive income attributable 258,936.21 minority shareholders VIII. Earnings per share (I)Basic earnings per share -0.08 0.13 (II)Diluted earnings per share -0.08 0.13 19 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 The current business combination under common control, the net profits of the combined party before achieved ne t profit of RMB 0.00, last period the combined party realized RMB0.00. Legal Representative: Chen Lue Person in charge of accounting:Yang Chunling Accounting Dept Leader:Yang Chunling 4. Income statement of the Parent Company In RMB Items Report period Same period of the previous year I. Revenue 0.00 55,009.01 Including:Business cost 0.00 0.00 Business tax and surcharge Sales expense 109,539.50 Administrative expense 5,400,355.25 10,136,461.91 R & D costs Financial expenses 51,281,741.23 20,935,688.04 Including:Interest expenses 51,281,404.49 Interest income 1.26 Asset impairment loss Credit impairment loss Add:Other income Investment gain(“-”for loss) Including: investment gains from affiliates Net exposure hedging income Changing income of fair value Income on disposal of assets II. Operational profit(“-”for loss) -56,682,096.48 -31,126,680.44 Add :Non-operational income 100,000,000.00 Less:Non -operational expenses III. Total profit(“-”for loss) -56,682,096.48 68,873,319.56 Less:Income tax expenses 17,218,329.89 IV. Net profit -56,682,096.48 51,654,989.67 1.Net continuing operating profit 2.Termination of operating net profit V. Net after-tax of other comprehensive 20 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 income (I)Other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period 1.Re-measurement of defined benefit pl ans of changes in net debt or net assets 2.Other comprehensive income under th e equity method investee can not be recl assified into profit or loss. 3. Changes in the fair value of investments in other equity instruments 4. Changes in the fair value of the company’s credit risks 5.Other (II) Other comprehensive income that will b e reclassified into profit or loss. 1.Other comprehensive income under th e equity method investee can be reclassi fied into profit or loss. 2. Changes in the fair value of investments in other debt obligations 3. Gains and losses from changes in fair v alue available for sale financial assets 4. Other comprehensive income arising from the reclassification of financial assets 5.Held-to-maturity investments reclassif ied to gains and losses of available for s ale financial assets 6. Allowance for credit impairments in investments in other debt obligations 7. Reserve for cash flow hedges 8. Translation differences in currency fina ncial statements 9.Other 21 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 VI. Total comprehensive income -56,682,096.48 51,654,989.67 VII. Earnings per share (I)Basic earnings per share -0.03 0.03 (II)Diluted earnings per share -0.03 0.03 5. Consolidated Cash flow statement In RMB Items Report period Same period of the previous year I. Cash flows from operating activities Cash received from sales of goods or 307,945,763.30 1,294,892,259.80 rending 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 amount from disposal financial assets that measured by fair value and with variation reckoned into current gains/losses Cash received from interest, commission charge and commission Net increase of inter-bank fund received Net increase of repurchasing business Net cash received by agent in securities trading Tax returned Other cash received from business 21,061,346.20 1,333,621,283.99 operation Sub-total of cash inflow 329,007,109.50 2,628,513,543.79 22 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Cash paid for purchasing of 247,625,881.66 747,305,288.81 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 Net increase in financial assets held for trading purposes Net increase for Outgoing call loan Cash paid for interest, processing fee and commission Cash paid for policy dividend Cash paid to staffs or paid for staffs 26,697,088.81 71,204,092.00 Taxes paid 3,126,878.25 21,837,224.69 Other cash paid for business activities 26,693,348.41 978,490,479.07 Sub-total of cash outflow from 304,143,197.13 1,818,837,084.57 business activities Net cash generated from /used in 24,863,912.37 809,676,459.22 operating activities II. Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains Net cash retrieved from disposal of fixed assets, intangible assets, and 1,960.00 other long-term assets Net cash received from disposal of 3,400,000.00 subsidiaries or other operational units Other investment-related cash received Sub-total of cash inflow due to 3,401,960.00 investment activities Cash paid for construction of fixed assets, intangible assets and other 4,492,230.41 long-term assets Cash paid as investment 54,979,539.65 Net increase of loan against pledge 23 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Net cash received from subsidiaries 8,510,000.00 and other operational units Other cash paid for investment 17,225,232.24 activities Sub-total of cash outflow due to 85,207,002.30 investment activities Net cash flow generated by investment -81,805,042.30 III.Cash flow generated by financing Cash received as investment 490,000.00 Including: Cash received as investment 490,000.00 from minor shareholders Cash received as loans 100,400,000.00 560,436,000.00 Cash received from bond placing Other financing –related cash received Sub-total of cash inflow from financing 100,400,000.00 560,926,000.00 activities Cash to repay debts 163,726,400.00 1,088,885,108.28 Cash paid as dividend, profit, or 910,001.65 97,007,027.90 interests Including: Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities Sub-total of cash outflow due to 164,636,401.65 1,185,892,136.18 financing activities Net cash flow generated by financing -64,236,401.65 -624,966,136.18 IV. Influence of exchange rate alternation on cash and cash -135,682.35 314,848.72 equivalents V.Net increase of cash and cash -39,508,171.63 103,220,129.46 equivalents Add: balance of cash and cash 125,767,796.88 647,222,590.48 equivalents at the beginning of term VI ..Balance of cash and cash 86,259,625.25 750,442,719.94 equivalents at the end of term 6. Cash Flow Statement of the Parent Company In RMB 24 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Items Amount in this period Amount in last period I.Cash flows from operating activities Cash received from sales of goods or rending of services Tax returned Other cash received from business 3,013,002.16 2,464,952,362.37 operation Sub-total of cash inflow 3,013,002.16 2,464,952,362.37 Cash paid for purchasing of merchandise and services Cash paid to staffs or paid for staffs 195,459.47 Taxes paid 221,143.85 Other cash paid for business activities 3,010,953.00 2,020,761,746.79 Sub-total of cash outflow from 3,010,953.00 2,021,178,350.11 business activities Net cash generated from /used in 2,049.16 443,774,012.26 operating activities II. Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received Sub-total of cash inflow due to investment activities Cash paid for construction of fixed assets, intangible assets and other long-term assets Cash paid as investment Net cash received from subsidiaries and other operational units Other cash paid for investment activities 25 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 Sub-total of cash outflow due to investment activities Net cash flow generated by investment III. Cash flow generated by financing Cash received as investment Cash received as loans 210,000,000.00 Cash received from bond placing Other financing –related ash received Sub-total of cash inflow from 210,000,000.00 financing activities Cash to repay debts 620,000,000.00 Cash paid as dividend, profit, or 10,001.65 68,464,021.17 interests Other cash paid for financing activities Sub-total of cash outflow due to 10,001.65 688,464,021.17 financing activities Net cash flow generated by financing -10,001.65 -478,464,021.17 IV. Influence of exchange rate alternation on cash and cash equivalents V.Net increase of cash and cash -7,952.49 -34,690,008.91 equivalents Add: balance of cash and cash 23,708,889.90 99,547,899.86 equivalents at the beginning of term VI ..Balance of cash and cash 23,700,937.41 64,857,890.95 equivalents at the end of term II Adjustments to the Financial Statements 1. Adjustments to the Financial Statements at the Beginning of the First Execution Year of any New Standards Governing Financial Instruments, Revenue or Leases □ Applicable √ Not applicable 2. Retrospective Restatement of Previous Comparative Data due to the First Execution of any New Standards Governing Financial Instruments or Leases □ Applicable √ Not applicable 26 Sino Great Wall Co., Ltd. The First Quarterly Report 2019 III. Auditor’ report Is the First Quarterly Report be audited? □ Yes √No The First Quarterly report is not audited. 27