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飞亚达B:2016年第一季度报告全文(英文版)2016-04-15  

						FIYTA HOLDINGS LTD.                               2016 1st Quarterly Report




                      FIYTA HOLDINGS LTD.

                      2016 1st Quarterly Report




                             April, 2016

1
FIYTA HOLDINGS LTD.                                                          2016 1st Quarterly Report




                                Section 1 Important Notice
The Board of Directors, the Supervisory Committee, directors, supervisors and senior executives hereby
individually and collectively accept responsibility for the correctness, accuracy and completeness of the
contents of this report and confirm that there are neither material omissions nor errors which would
render any statement misleading.


All the directors attended the board meeting for reviewing the Quarterly Report.


Mr. Xu Dongsheng, the Company leader, Mr. Hu Xinglong, chief financial officer, and Mr. Tian Hui, the
manager of the accounting department (treasurer) hereby confirm the authenticity, accuracy and
completeness of the financial report enclosed in this Quarterly Report.




2
FIYTA HOLDINGS LTD.                                                                               2016 1st Quarterly Report




       Section 2 Financial Summary and Change of Shareholders

I. Key Accounting Data and Financial Indicators

Have the accounting data of the previous year undergone retroactive adjustment or restatement due to the change of
accounting policy and/or correction of accounting errors, etc.?
No
                                                                                                        Increase/decrease of
                                                                             Same Period of the        the report period vs the
                                                   Reporting period
                                                                               Previous Year             same period of the
                                                                                                            previous year
    Operating revenue, in CNY                           732,961,459.52             894,056,260.25                     -18.02%
    Net profit attributable to the
                                                         27,251,347.69               44,967,185.35                    -39.40%
    Company’s shareholders, in CNY
    Net profit attributable to the
    Company’s shareholders less the                     27,249,320.31               44,409,083.60                    -38.64%
    non-recurring items, in CNY
    Net cash flows arising from operating
                                                         97,495,185.15             109,358,176.80                     -10.85%
    activities, in CNY
    Basic earning per share (CNY/share)                           0.0621                     0.1145                   -45.76%
    Diluted earning per share
                                                                  0.0621                     0.1145                   -45.76%
    (CNY/share)
    Net assets-income ratio, weighted
                                                                  1.18%                      2.70%                     -1.52%
    average
                                                                                                       Increase/decrease of
                                                 End of the reporting        End of the previous        the end of the report
                                                       period                        year             period vs the end of the
                                                                                                           previous year
    Total assets, in CNY                              4,089,456,568.12           4,246,670,045.02                      -3.70%
    Net asset attributable to the
                                                      2,332,731,027.20           2,299,215,650.21                       1.46%
    Company’s shareholders, in CNY
Non-recurring gain/loss items and the amount involved
                                                                                                                          In CNY
                                                                      From year beginning to
                                 Items                                the end of the reporting               Notes
                                                                              period
    Gain and loss from disposal of non-current assets,
    including the part offset with the provision for impairment                    -26,982.38
    of assets
    Government subsidy recognized in current gain and loss
    (excluding those closely related to the Company’s
                                                                                    60,000.00
    business and granted under the state’s policies according
    to certain quota of amount or volume)
    Income and expenses from the business other than the
                                                                                   -30,830.28
    above items
    Less: Amount affected by the income tax                                            159.96
            Amount affected by minority equity (after tax)                                0.00
    Total                                                                            2,027.38                  --




3
FIYTA HOLDINGS LTD.                                                                         2016 1st Quarterly Report


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.
Inapplicable


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 the
    Total common shareholders at
                                                       35,737   voting power recovered at                               0
    the end of the reporting period
                                                                the end of the reporting
                                                                period (if any)

                                         Shares held by the Top Ten Shareholders

                                      Proportion of                     Number of                Pledged or frozen
    Shareholders’      Nature of                      Number of
                                       the shares                        restricted        Status of the
       Names          Shareholders                    shares held                                              Q’ty
                                          held                          shares held           shares

    AVIC
    International    State-owned
                                            37.15%     162,977,327                    0
    Holdings         corporate
    Limited

    Golden Eagle
    Fund –
    Minsheng
    Bank –
    Golden Eagle     Domestic
    Wen’s Junye     non-state-own           2.08%       9,131,232         4,674,329
    Flexible         ed corporate
    Allocation No.
    3 Assets
    Management
    Program

    Manulife
    Teda Fund-      Domestic
    Minsheng         non-state-own           2.07%       9,093,259         9,093,259
    Bank -           ed corporate
    Manulife


4
FIYTA HOLDINGS LTD.                                                  2016 1st Quarterly Report


    Teda Value
    Growth
    Directional
    Private
    Placement
    No. 351
    Assets
    Management
    Program

    SWS MU
    Assets-
    China
    Merchants
    Bank-China
    Resources
    SZITIC           Domestic
    Trust-Ruihua     non-state-own   1.92%   8,429,118   8,429,118
    Directional      ed corporate
    Placement
    Hedge Fund
    No. 2
    Assembly
    Capital Trust
    Program

    Tibet
    Autonomous       Domestic
    Region           non-state-own   1.13%   4,976,551   4,976,551
    Investment       ed corporate
    Co., Ltd.

    Manulife
    Teda Fund-
    ICBC-
    Manulife
    Teda Internati
                     Domestic
    onal Trade
                     non-state-own   1.04%   4,546,630   4,546,630
    Orient
                     ed corporate
    Directional
    Placement
    No. 1 Assets
    Management
    Program

    China Life Ins   Domestic
                                     0.69%   3,039,000          0
    urance           non-state-own


5
FIYTA HOLDINGS LTD.                                                                             2016 1st Quarterly Report


    Company          ed corporate
    Limited –
    Dividend –
    Dividend to
    Individuals
    -005L-FH002
    Shen

    Essence
    International
                     Foreign
    Securities                                 0.59%          2,610,000                  0
                     corporate
    (Hong Kong)
    Limited

                     Domestic
    Dai Wen                                    0.46%          2,009,321                  0
                     natural person

                     Domestic
    Zhou Weixian                               0.44%          1,911,700                  0
                     natural person

                               Shares held by the Top Ten Shareholders of Non-restricted Shares

                                              Number of the non-restricted shares held                   Share type
         Shareholders’ Names
                                                                                                Share type            Quantity

    AVIC International Holdings
                                                                               162,977,327    A-shares           162,977,327
    Limited

    Golden Eagle Fund – Minsheng
    Bank – Golden Eagle Wen’s
                                                                                  4,456,903   A-shares                4,456,903
    Junye Flexible Allocation No. 3
    Assets Management Program

    China Life Insurance Company
    Limited – Dividend – Dividend
                                                                                  3,039,000   A-shares                3,039,000
    to Individuals
    -005L-FH002Shen

    Essence International
    Securities (Hong Kong)                                                        2,610,000   B-shares                2,610,000
    Limited

    Dai Wen                                                                       2,009,321   A-shares                2,009,321

    Zhou Weixian                                                                  1,911,700   A-shares                1,911,700

    China Merchants Securities
                                                                                  1,400,734   B-shares                1,400,734
    (HK) Co., Limited

    BOCHK INVESTMENT
    FUNDS-BOCHK CHINA                                                               768,531   B-shares                  768,531
    GOLDEN DRAGON FUND

    VANGUARD TOTAL                                                                  710,020   B-shares                  710,020


6
FIYTA HOLDINGS LTD.                                                                      2016 1st Quarterly Report


    INTERNATIONAL STOCK
    INDEX FUND

    Wu Xiaobo                                                                683,082   Others               683,082

                                         Of the top ten shareholders, Manulife Teda Fund - Minsheng Bank - Manulife
                                         Teda   Value Growth Directional Private Placement No. 351 Assets Management
    Explanation on associated            Program and Manulife Teda Fund - ICBC - Manulife Teda International Trade
    relationship or concerted action     Orient Directional Placement No. 1 Assets Management Program are all
    of the above shareholders            subordinate to Manulife Teda Fund Management Co., Ltd. The total 13,639,889
                                         shares in the Company held by them are all restricted shares issued by the
                                         Company in the private placement.

    Note to the top 10 common
    stockholders involved in margin
                                         Inapplicable
    financing & securities lending (if
    any)



Was any of the top 10 common stockholders or top 10 common stockholders of non-restricted shares involved in the
agreed repurchase trading during the reporting period?
No


2. Total number of preferred stockholders and the shareholding of the top ten preferred
stockholders

Inapplicable




7
FIYTA HOLDINGS LTD.                                                                 2016 1st Quarterly Report




                                Section 3 Significant Events

I. Changes in the Principal Accounting Statement Items and Financial Indicators and
the Causes
Balance sheet items       Ending balance,       Opening balance.      Proportion of the       Causes of change
                              In CNY                In CNY                change

                                                                                            The input VAT not yet
                                                                                            offset at the beginning
Other current assets      10,286,294.46          15,796,773.56            -34.88%           of the reporting period
                                                                                            was      offset     in    the
                                                                                            reporting period

                                                                                            Advance payment for
                                                                                            procuring equipment
    Other non-current                                                                       in the reporting period
                           7,458,521.88           5,118,833.65            45.71%
         assets                                                                             increased         over    the
                                                                                            beginning          of     the
                                                                                            reporting period

                                                                                            Year-end                bonus
                                                                                            provided at the end of
     Payroll payable      14,570,479.65          39,396,747.95            -63.02%           2015      was       already
                                                                                            paid in the reporting
                                                                                            period

                                                                                            The      bond       interest
                                                                                            provided          at      the
                                                                                            beginning          of     the
    Interest payable       2,699,771.70          19,211,630.02            -85.95%
                                                                                            reporting period was
                                                                                            already paid in the
                                                                                            reporting period

                                                                                            Expenses provided in
                                                                                            the reporting period
      Other current
                          11,348,265.60           1,988,252.38           470.77%            increased         over    the
        liabilities
                                                                                            beginning          of     the
                                                                                            reporting period

                                                                                            The company bonds
                                                                                            were                already
    Liabilities payable           -             399,823,760.28           -100.00%
                                                                                            redeemed           in     the
                                                                                            reporting period

                           Amount in the       Same period of the     Proportion of the
Profit statement items                                                                        Causes of change
                          reporting period,   previous year, in CNY       change



8
FIYTA HOLDINGS LTD.                                                  2016 1st Quarterly Report


                            in CNY

                                                                             Sales income in the
                                                                             reporting             period
    Operating profit    33,875,994.18     57,047,841.07    -40.62%           decreased over the
                                                                             same period of the
                                                                             previous year

                                                                             The           government
                                                                             subsidies received in
    Non-operating                                                            the reporting period
                          354,721.40       748,983.71      -52.64%
        income                                                               decreased over the
                                                                             same period of the
                                                                             previous year

                                                                             Donations               paid
    Non-operating                                                            amounted        to     CNY
                          352,534.06        21,029.34      1576.39%
     expenditures                                                            0.30 million in the
                                                                             reporting period

                                                                             The           manufacture
                                                                             company fulfilled the
                                                                             work of review for the
                                                                             title of national hi-tech
                                                                             enterprise at the end
Income tax expense       6,776,540.61     12,659,974.81    -46.47%
                                                                             of    2015.      In      the
                                                                             reporting period, the
                                                                             income         tax      was
                                                                             provided       based      on
                                                                             the tax rate of 15%.

                                                                             Sales income in the
                                                                             reporting             period
       Net profit       27,101,640.91     45,115,820.63    -39.93%           decreased over the
                                                                             same period of the
                                                                             previous year

                                                                             In      the      reporting
                                                                             period,        the      free
                                                                             capital was used to
                                                                             repay     partial      bank
Net cash flow arising
                                                                             loans; as a result, the
     from financial     -162,719,505.43   115,981,884.34   -240.30%
                                                                             remaining            interest
       activities
                                                                             bearing          liabilities
                                                                             decreased over the
                                                                             beginning        of      the
                                                                             reporting period




9
FIYTA HOLDINGS LTD.                                                                       2016 1st Quarterly Report


II. Progress of Significant Events, their Influences and Analytical Notice on the
Solutions

1. Non-public Issuing
On January 15, 2016, the A-shares issued by private placement were registered for listing with Shenzhen Stock Exchange
and the Company published the announcements on the listing and the related commitments. For the detail, refer to the
Report on Issuing Shares by Private Placement and Announcement on Listing of the Shares 2016-003 and the
Announcement on the Commitments for the Shares Issued by Private Placement 2016-004.


2. Related Transactions
The 5th meeting of the Eighth Board of Directors held on January 19, 2016 reviewed and approved the Proposal on
Renewing the Financial Service Agreement with AVIC Finance Co., Ltd. For the detail, refer to the Announcement on the
Resolutions of the 5th Meeting of the Eighth Board of Directors 2016-005 and the Announcement on the Related
Transactions Involved in the Renewal of the Financial Service Agreement with AVIC Finance Co., Ltd. 2016-005 disclosed
on the Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn. The implementation of the proposal is
subject to approval by the General Meeting.


3. Amendment of the Articles of Association
The 5th meeting of the Eighth Board of Directors held on January 19, 2016 reviewed and approved the Proposal on
Amendment of the Articles of Association. For the detail, refer to the Announcement on the Resolutions of the 5th Meeting
of the Eighth Board of Directors 2016-005. For the detail, refer to the Announcement on the Resolutions of the 5th Meeting
of the Eighth Board of Directors 2016-005 disclosed on the Securities Times, Hong Kong Commercial Daily and
www.cninfo.com.cn. The implementation of the proposal is subject to approval by the General Meeting.


4. Redemption of the Company's Bonds
The 4th meeting of the Eighth Board of Directors held on January 8, 2016 reviewed and approved the Proposal on
Exercising the Option of Redeeming “12 YADA BOND” as the Company Bond Issuer. For this purpose, the Company
published Indicative Announcements respectively on January 13, 2016, January 22, 2016, February 2, 2016 and February
23, 2016. For the detail, refer to the Announcement for Giving Up the Option of Up-regulation of the Nominal Interest Rate
of the Company Bond Titled “12 YADA BOND” and the Investor’s Option of Selling Back and Excercising the Redemption
Option as the Issuer 2006-001, the First Indicative Announcement on Redemption of “12 YADA BOND” and Delisting
2016-002, the Second Indicative Announcement on Redemption of “12 YADA BOND” and Delisting 2016-010, the Third
Indicative Announcement on Redemption of “12 YADA BOND” and Delisting 2016-011 and the Fourth Indicative
Announcement on Redemption of “12 YADA BOND” and Delisting 2016-012. The redemption of the company bond was
finished on February 29, 2016. For the detail, refer to the Announcement on the Result of Redemption of 12 YADA
BONDS and Delisting 2016-013.

                                                                                     Inquiry index of the website for
     Description of Significant Events             Date of Disclosure
                                                                                      disclosing provisional reports

 Announcement for Giving Up the
 Option of Up-regulation of the
 Nominal Interest Rate of the            January 11, 2016                        www.cninfo.com.cn
 Company Bond Titled “12 YADA
 BOND” and the Investor’s Option of


10
FIYTA HOLDINGS LTD.                                                                       2016 1st Quarterly Report


 Selling Back and Excercising the
 Redemption Option as the Issuer
 2006-001

 First Indicative Announcement on
 Redemption of “12 YADA BOND” and         January 13, 2016                     www.cninfo.com.cn
 Delisting 2016-002

 Announcement on the Report on
 Issuing Shares by Private Placement        January 14, 2016                     www.cninfo.com.cn
 and Listing 2016-003

 Announcement on the Commitments
 concerning Issuing Shares by Private       January 14, 2016                     www.cninfo.com.cn
 Placement 2016-004

 Announcement on the Resolutions of
 the 5th Meeting of the Eighth Board of     January 20, 2016                     www.cninfo.com.cn
 Directors 2016-005

 Announcement on the Related
 Transactions Involved in the Renewal
                                            January 20, 2016                     www.cninfo.com.cn
 of the Financial Service Agreement
 with AVIC Finance Co., Ltd. 2016-005

 Second Indicative Announcement on
 Redemption of “12 YADA BOND” and         January 22, 2016                     www.cninfo.com.cn
 Delisting 2016-010.

 Third Indicative Announcement on
 Redemption of “12 YADA BOND” and         February 2, 2016                     www.cninfo.com.cn
 Delisting 2016-011

 Fourth Indicative Announcement on
 Redemption of “12 YADA BOND” and         February 23, 2016                    www.cninfo.com.cn
 Delisting 2016-012

 Announcement on the Result of
 Redemption of 12 YADA BONDS and            February 26, 2016                    www.cninfo.com.cn
 Delisting 2016-013



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
                                                     Commitment                 Commitment   Commitment   Implementati
            Commitments                   Promiser                Description
                                                        type                       time        deadline     on status

 Commitment for Equity Separation

 Reform




11
FIYTA HOLDINGS LTD.                                                                                 2016 1st Quarterly Report


 Commitments in the Acquisition Report

 or the Report on Change of the Equity

 Commitments at the assets

 reorganization

                                                                       The

                                                                       Company

                                                                       commits that

                                                                       in case it is

                                                                       predicted that

                                                                       the Company

                                                                       may be

                                                                       unable to

                                                                       duly pay the

                                                                       principal and                    Deadline of

                                                                       interest of the                  the bonds

                                                                       bond or fail to                  (The valid

                                                                       duly pay the                     term of the

                                                                       principal and                    bonds is 5

                                                                       interest of the                  years
                                                                                                                          Implementati
                                                                       bond when it                     attached with
                                                                                                                          on finished
                                                                       is due, the                      the investors’
                                                                                                                          (the
                                                                       Company                          option of
                                                                                                                          company
                                                                       shall at least                   selling back,
 Commitment made at IPO or               FIYTA           Other                           February 27,                     bonds had
                                                                       take the                         the
 re-financing                            Holdings Ltd.   commitments                     2013                             been
                                                                       following                        Company’s
                                                                                                                          redeemed all
                                                                       measures: 1.                     option of
                                                                                                                          and delisted
                                                                       not profit                       redemption
                                                                                                                          by February
                                                                       distribution to                  and option of
                                                                                                                          29, 2016)
                                                                       the                              up-regulation

                                                                       shareholders                     of the

                                                                       shall be                         nominal

                                                                       conducted. 2.                    interest rate

                                                                       implementati                     at the end of

                                                                       on of any                        the 3rd year).

                                                                       capital

                                                                       expenditure

                                                                       projects,

                                                                       such as

                                                                       material

                                                                       external

                                                                       investment,

                                                                       acquisition

                                                                       and merger,




12
FIYTA HOLDINGS LTD.                                                                 2016 1st Quarterly Report


                                                      etc. shall be

                                                      suspended.

                                                      3. salaries

                                                      and bonus to

                                                      the directors

                                                      and senior

                                                      executives

                                                      shall be

                                                      adjusted

                                                      down or

                                                      suspended.

                                                      4. None of

                                                      the key

                                                      officers may

                                                      be

                                                      transferred

                                                      out.

                                                      Commitment

                                                      by Caitong

                                                      Fund
                      Caitong Fund                    Management
                      Management                      Co., Ltd.、
                      Co.,                            Manulife
                      Ltd.;Manulife                   Teda Fund
                      Teda Fund                       Management
                      Management                      Co., Ltd.、
                      Co., Ltd.;                      Tibet
                      Tibet                           Autonomous
                      Autonomous                      Region
                                      Commitment
                      Region                          Investment                                    In process of
                                      on restricted                   January 15,
                      Investment                      Co., Ltd.,                       1 year        implementa
                                      sales of                        2016
                      Co., Ltd.;                      Golden Eagle                                   tion
                                      shares
                      Golden Eagle                    Fund

                      Fund                            Management

                      Management                      Co., Ltd. and

                      Co., Ltd.;                      SWS MU

                      SWS MU                          (Shanghai)

                      (Shanghai)                      Assets

                      Assets                          Management

                      Management                      Co., Ltd. the

                      Co., Ltd.                       investors of

                                                      the shares

                                                      issued in the

                                                      said private



13
FIYTA HOLDINGS LTD.                                                                                 2016 1st Quarterly Report


                                                                       placement:

                                                                       The shares

                                                                       subscribed

                                                                       by them in

                                                                       the

                                                                       non-public

                                                                       Issuing shall

                                                                       not be

                                                                       assigned

                                                                       within 12

                                                                       months

                                                                       commencing

                                                                       from the date

                                                                       of listing.

 Equity incentive commitment

                                                                       Based on the

                                                                       understandin

                                                                       g of the

                                                                       current

                                                                       Chinese

                                                                       capital

                                                                       market and

                                                                       confidence in

                                                                       sustainable

                                                                       and steady

                                                                       development                      Refer to the

                                                                       of the                           Announceme

                                      AVIC            Commitment       Company                          nt on
                                                                                                                       In process of
 Other commitment to the Company’s   International   for increasing   and with a                       Commitment
                                                                                        July 11, 2015                  implementati
 minority shareholders                Holdings        the              view to                          for the
                                                                                                                       on
                                      Limited         shareholding     safeguarding                     Shares

                                                                       the whole                        Acquired

                                                                       shareholders’                   (2015-022)

                                                                       interests and

                                                                       promoting

                                                                       the capital

                                                                       market to

                                                                       keep steady

                                                                       with practical

                                                                       action, in

                                                                       accordance

                                                                       with the

                                                                       Circular of



14
FIYTA HOLDINGS LTD.                    2016 1st Quarterly Report


                      China

                      Securities

                      Regulatory

                      Commission

                      on the Issue

                      concerning

                      Additional

                      Holding of

                      their

                      Company’s

                      Shares by

                      Major

                      Shareholders

                      , Directors,

                      Supervisors

                      and Senior

                      Executives of

                      Listed

                      Companies

                      (ZHENG

                      JIAN FA

                      [2015] No. 51

                      and the

                      relevant laws

                      and

                      regulations,

                      AVIC

                      International,

                      as the

                      Company’s

                      actual

                      controller,

                      intended to

                      increase the

                      holding size

                      of the

                      Company’s

                      shares

                      through AVIC

                      International

                      Investment

                      Co., Ltd. as

                      its person

                      acting in



15
FIYTA HOLDINGS LTD.                                                                       2016 1st Quarterly Report


                                                             concert.

                                                             AVIC

                                                             International

                                                             Investment

                                                             Limited, as

                                                             the person

                                                             acting in

                                                             concert of

                                                             AVIC

                                                             International

                                                             Investment

                                                             Limited, the

                                                             Company’s

                                                             actual

                                                             controller,

                                                             acquired

                                                             additionally

                                                             100,000
                                                                                              Refer to the
                                                             shares of the
                                                                                              Announceme
                                                             Company’s
                             AVIC            Commitment                                       nt on
                                                             shares from                                     In process of
                             International   on restricted                                    Commitment
                                                             the              July 13, 2015                  implementati
                             Holdings        sales of                                         for the
                                                             secondary                                       on
                             Limited         shares                                           Shares
                                                             market and
                                                                                              Acquired
                                                             committed
                                                                                              (2015-022)
                                                             that during

                                                             the increased

                                                             shareholding

                                                             and within 6

                                                             months after

                                                             the end of the

                                                             increased

                                                             shareholding,

                                                             it would not

                                                             assign any of

                                                             the

                                                             Company’s

                                                             shares

                                                             additionally

                                                             held by it to

                                                             any other

                                                             party.

 Have the commitments been   Yes




16
FIYTA HOLDINGS LTD.                                         2016 1st Quarterly Report


 implemented in a timely way

 If the commitment has not been

 implemented at the end of the reporting

 period, it is necessary to explain the
                                           Inapplicable
 specific reason of failure in

 implementation and the future work

 plan.



IV. Anticipation of Business Performance from January to June, 2016

Inapplicable


V. Investment in Securities

Inapplicable


VI. Investment in Derivatives

Inapplicable


VII. Registration form of such Activities as Reception, Research, Communication,
Interview in the Reporting Period

Inapplicable


VIII. Outward Guarantee against the Regulations

Inapplicable


IX. Non-operational Occupancy of the Company’s Capital by the Controlling
Shareholder and its Related Parties

Inapplicable




17
FIYTA HOLDINGS LTD.                                               2016 1st Quarterly Report



                              Section 4 Financial Statements

I. Financial Statements

1. Consolidated Balance Sheet

Prepared by: FIYTA Holdings Ltd.
                                         March 31, 2016
                                                                                        In CNY

                     Items             Ending balance             Opening balance

 Current assets:

       Monetary fund                             523,660,853.97               638,962,875.93

       Settlement reserve

       Lendings

       Financial assets that are
 measured at fair value and
 changes in the value are charged
 to current gain and loss.

       Derivative financial assets

       Notes receivable                            9,312,284.97                 7,197,788.08

       Accounts receivable                       346,656,603.65               304,725,676.29

       Prepayment                                 36,194,279.58                48,869,563.60

       Receivable premium

       Reinsurance accounts
 receivable

       Reserve for reinsurance
 contract receivable

       Interest receivable

       Dividends receivable

       Other receivables                          44,270,377.96                39,847,732.76

       Redemptory monetary
 capital for sale

       Inventories                             2,030,106,750.22             2,092,691,019.29

       Held-for-sale assets as
 classified

       Non-current assets due
 within a year


18
FIYTA HOLDINGS LTD.                                        2016 1st Quarterly Report


       Other current assets               10,286,294.46                 15,796,773.56

 Total current assets                   3,000,487,444.81             3,148,091,429.51

 Non-current assets:

       Provision of loans and
 advance in cash

       Available-for-sale financial
                                              85,000.00                     85,000.00
 assets

       Held-to-due investments

       Long term accounts
 receivable

       Long-term equity investment        43,221,572.05                 43,221,572.05

       Investment based real estate      214,662,256.55                216,948,193.02

       Fixed assets                      361,024,398.42                361,979,828.01

       Construction-in-process           175,764,428.71                173,189,274.57

       Engineering supplies

       Disposal of fixed assets

       Productive biological asset

       Oil and gas assets

       Intangible assets                  36,377,865.53                 36,429,626.66

       Development expenses

       Goodwill

       Long-term expenses to be
                                         148,044,002.67                155,704,564.39
 apportioned

       Deferred income tax asset         102,331,077.50                105,901,723.16

       Other non-current assets             7,458,521.88                 5,118,833.65

 Total non-current assets               1,088,969,123.31             1,098,578,615.51

 Total Assets                           4,089,456,568.12             4,246,670,045.02

 Current liabilities:

       Short-term Loan                  1,243,612,400.00               988,186,200.00

       Due to the Central Bank

       Deposits taking and

 interbank placement
       Borrowing capital

       Financial liabilities measured
 based on the fair value and whose
 change was charged to the current


19
FIYTA HOLDINGS LTD.                                          2016 1st Quarterly Report


 gain and loss.

       Derivative financial liabilities

       Notes payable

       Accounts payable                    147,364,351.87                155,939,686.54

       Advance receipts                     19,650,315.91                 18,031,129.87

       Financial assets sold for
 repurchase

       Service charge and
 commission payable

       Accrued payroll                      14,570,479.65                 39,396,747.95

       Payable taxes                        51,223,835.15                 68,921,732.81

       Interest payable                       2,699,771.70                19,211,630.02

       Dividends payable

       Other payables                       41,630,255.71                 48,131,616.20

       Payable reinsurance

       Reserve for insurance
 contract

       Acting trading securities

       Income from securities
 underwriting on commission

       Held-for-purchase liabilities
 as classified

       Non-current liabilities due
                                           117,418,000.00                108,914,000.00
 within a year

       Other current liabilities             11,348,265.60                 1,988,252.38

 Total current liabilities                1,649,517,675.59             1,448,720,995.77

 Non-current liabilities:

       Long-term Loan                       99,439,146.46                 90,994,964.33

       Bonds payable                                                     399,823,760.28

          Including: preferred
 shares

                  Perpetual bond

       Long-term accounts payable

       Long term accrued payroll

       Special accounts payable

       Predicted liabilities


20
FIYTA HOLDINGS LTD.                                                               2016 1st Quarterly Report


         Deferred income                                           4,300,000.00                 4,300,000.00

         Deferred income tax liability

         Other non-current liabilities

 Total non-current liabilities                                  103,739,146.46                495,118,724.61

 Total Liabilities                                            1,753,256,822.05              1,943,839,720.38

 Owner’s equity:

         Capital Stock                                          438,744,881.00                438,744,881.00

         Other equity instruments

           Including: preferred
 shares

                     Perpetual bond

         Capital Reserve                                      1,062,455,644.22              1,062,455,644.22

         Less: shares in stock

         Other comprehensive
                                                                 -10,881,160.41               -17,145,189.71
 income

         Special reserve

         Surplus Reserve                                        179,743,077.15                179,743,077.15

         Reserve against general
 risks

         Retained earnings                                      662,668,585.24                635,417,237.55

 Total owners’ equity attributable to
                                                              2,332,731,027.20              2,299,215,650.21
 the parent company

         Minority shareholders’ equity                            3,468,718.87                 3,614,674.43

 Total owner’s equity                                        2,336,199,746.07              2,302,830,324.64

 Total liabilities and owners’ equity                        4,089,456,568.12              4,246,670,045.02

Legal representative: Xu Dongsheng        Chief Financial Officer: Hu Xinglong
Person in charge of the Accounting Department: Tian Hui


2. Balance Sheet, Parent Company

                                                                                                        In CNY

                       Items                         Ending balance               Opening balance

 Current assets:

         Monetary fund                                          340,152,643.98                513,869,824.81

         Financial assets that are
 measured at fair value and
 changes in the value are charged


21
FIYTA HOLDINGS LTD.                                      2016 1st Quarterly Report


 to current gain and loss.

       Derivative financial assets

       Notes receivable

      Accounts receivable

       Prepayment

       Interest receivable

       Dividends receivable             23,344,660.36

       Other receivables              1,636,373,875.22             1,527,756,817.18

       Inventories

       Held-for-sale assets as
 classified

       Non-current assets due
 within a year

       Other current assets               3,049,365.68                 2,089,651.83

 Total current assets                 2,002,920,545.24             2,043,716,293.82

 Non-current assets:

      Available-for-sale financial
                                            85,000.00                     85,000.00
 assets

       Held-to-due investments

       Long term accounts
 receivable

       Long-term equity investment     856,391,292.05                814,121,292.05

       Investment based real estate    214,662,256.55                216,948,193.02

       Fixed assets                    114,087,502.47                113,553,719.50

       Construction-in-process         175,764,428.71                173,189,274.57

       Engineering supplies

       Disposal of fixed assets

       Productive biological asset

       Oil and gas assets

       Intangible assets                30,055,473.84                 30,104,404.98

       Development expenses

       Goodwill

       Long-term expenses to be
                                          4,574,316.51                 4,693,186.19
 apportioned

       Deferred income tax asset          1,081,888.10                 1,081,888.10



22
FIYTA HOLDINGS LTD.                                          2016 1st Quarterly Report


       Other non-current assets               7,458,521.88                 5,118,833.65

 Total non-current assets                 1,404,160,680.11             1,358,895,792.06

 Total Assets                             3,407,081,225.35             3,402,612,085.88

 Current liabilities:

       Short-term Loan                     990,000,000.00                700,000,000.00

       Financial liabilities measured
 based on the fair value and whose
 change was charged to the current
 gain and loss.

       Derivative financial liabilities

       Notes payable

       Accounts payable                        211,339.76                 23,711,339.76

       Advance receipts                       2,880,423.60                 3,207,516.61

       Accrued payroll                         558,508.60                  8,188,793.56

       Payable taxes                          2,763,740.93                 2,857,031.42

       Interest payable                       2,248,369.22                18,170,745.35

       Dividends payable

       Other payables                       17,432,483.14                 17,550,238.03

       Held-for-purchase liabilities
 as classified

       Non-current liabilities due
 within a year

       Other current liabilities

 Total current liabilities                1,016,094,865.25               773,685,664.73

 Non-current liabilities:

       Long-term Loan                       93,361,928.00                 68,361,928.00

       Bonds payable                                                     399,823,760.28

          Including: preferred
 shares

                  Perpetual bond

       Long-term accounts payable

       Long term accrued payroll

       Special accounts payable

       Predicted liabilities

       Deferred income                        4,300,000.00                 4,300,000.00

       Deferred income tax liability

23
FIYTA HOLDINGS LTD.                                                                      2016 1st Quarterly Report


       Other non-current liabilities

 Total non-current liabilities                                    97,661,928.00                         472,485,688.28

 Total Liabilities                                           1,113,756,793.25                       1,246,171,353.01

 Owner’s equity:

       Capital Stock                                           438,744,881.00                           438,744,881.00

       Other equity instruments

          Including: preferred
 shares

                     Perpetual bond

       Capital Reserve                                        1,068,111,185.32                      1,068,111,185.32

       Less: shares in stock

       Other comprehensive
 income

       Special reserve

       Surplus Reserve                                         179,743,077.15                           179,743,077.15

       Retained earnings                                       606,725,288.63                           469,841,589.40

 Total owner’s equity                                       2,293,324,432.10                       2,156,440,732.87

 Total liabilities and owners’ equity                       3,407,081,225.35                       3,402,612,085.88

Legal representative: Xu Dongsheng       Chief Financial Officer: Hu Xinglong


Person in charge of the Accounting Department: Tian Hui


3. Consolidated Statement of Profit

                                                                                                                 in CNY

                                            Amount incurred in the reporting       Amount incurred in the previous
                       Items
                                                         period                                period

 I. Turnover                                                      732,961,459.52                        894,056,260.25

       Including: operating income                                732,961,459.52                        894,056,260.25

               Interest income

               Earned insurance
 premium

               Service charge and
 commission income

 II. Total operating costs                                        699,085,465.34                        837,258,434.93

       Including: Operating costs                                 436,060,603.32                        563,175,281.33

               Interest payment


24
FIYTA HOLDINGS LTD.                                          2016 1st Quarterly Report


                Service charge and
 commission expenses

                Surrender Value

                Compensation
 expenses, net

                Provision of reserve for
 insurance contract, net

                Payment of policy
 dividend
                Reinsurance expenses

                Business Taxes and
                                              6,787,845.66                 6,120,684.92
 Surcharges

                Sales costs                 189,666,151.53               200,820,706.69

                Administrative
                                             47,858,157.93                41,435,305.05
 expenses

                Financial expenses           18,789,950.59                26,193,116.46

                Loss from impairment
                                                -77,243.69                  -486,659.52
 of assets

          Plus: Income from change in
 fair value (loss stated with    “-“)

              Investment return (loss
                                                                             250,015.75
 stated with “-“)

              Including: return on
 investment in associate and joint                                           250,015.75
 venture

              Exchange income (loss
 stated with “-“)

 III. Profit from businesses (loss
                                             33,875,994.18                57,047,841.07
 stated with “-”)

          Plus: Non-operating income           354,721.40                    748,983.71

              Including: Gains from
                                                   654.08                     69,750.00
 disposal of non-current assets

          Less: Non-operating
                                               352,534.06                     21,029.34
 expenses

              Including: Loss from
                                                27,636.46                     16,692.63
 disposal of non-current assets

 IV. Total Profit (total loss stated with
                                             33,878,181.52                57,775,795.44
 “-“)


25
FIYTA HOLDINGS LTD.                                          2016 1st Quarterly Report


       Less: Income tax expense               6,776,540.61                12,659,974.81

 V. Net Profit    (loss stated with “-“)   27,101,640.91                45,115,820.63

       Net profit attributable to the
                                             27,251,347.69                44,967,185.35
 parent company’s owner

       Minority shareholders’ gain
                                               -149,706.78                   148,635.28
 and loss

 VI. Net of other comprehensive
                                              6,264,029.30                 3,566,154.55
 income after tax

     Net of other comprehensive
 income after tax attributable to the         6,264,029.30                 3,566,154.55
 parent company’s owner

       (I) Other comprehensive
 income which cannot be
 re-classified into the gain and loss

                 1. Movement of the net
 liabilities and net assets
 re-measured for setting the
 beneficial plan

                 2. Share enjoyable in
 the other comprehensive income in
 which the investee cannot be
 re-classified into the gain and loss
 under the equity method

       (II) Other comprehensive
 income which cannot be
                                              6,264,029.30                 3,566,154.55
 re-classified into the gain and loss
 in future

                 1. Share enjoyable in
 the other comprehensive income in
 which the investee cannot be
 re-classified into the gain and loss
 under the equity method in future

                 2. Gain/loss from
 change in the fair value of the
 financial assets available for sale

                 3. Gain/loss from which
 the held-to-maturity investment is
 re-classified as available-for-sale
 financial assets

                 4. Valid part of the


26
FIYTA HOLDINGS LTD.                                                                         2016 1st Quarterly Report


 gain/loss from cash flow hedge

              5. Conversion margin
 of the financial statements in foreign                             6,264,029.30                           3,566,154.55
 currency

              6. Others

     Net amount of other
 comprehensive income after tax
 attributable to minority shareholders

 VII. Total comprehensive income                                   33,365,670.21                          48,681,975.18

       Total comprehensive income
 attributable to the parent company’s                             33,515,376.99                          48,533,339.90
 owner

       Total comprehensive income
                                                                     -149,706.78                             148,635.28
 attributable to minority shareholders

 VIII. Earnings per share:

       (I) Basic earnings per share                                       0.0621                                  0.1145

       (II) Diluted earnings per share                                    0.0621                                  0.1145

Legal representative: Xu Dongsheng        Chief Financial Officer: Hu Xinglong


Person in charge of the Accounting Department: Tian Hui


4. Income Statement, Parent Company

                                                                                                                    in CNY

                                            Amount incurred in the reporting
                   Items                                                           Amount incurred in the previous period
                                                         period

 I. Operating income                                               24,693,834.10                          22,727,222.97

       Less: Operating cost                                         3,342,845.07                           3,137,183.21

            Business Taxes and
                                                                    1,444,143.60                           1,190,476.40
 Surcharges

            Sales costs

            Administrative expenses                                14,016,583.20                          11,616,774.75

            Financial expenses                                      4,002,675.61                             267,323.62

            Loss from impairment of
                                                                                                             -503,603.10
 assets

       Plus: Income from change in
 fair value (loss stated with   “-“)

            Investment return (loss                               135,344,660.36                             250,015.75



27
FIYTA HOLDINGS LTD.                                       2016 1st Quarterly Report


 stated with “-“)

               Including: return on
 investment in associate and joint                                        250,015.75
 venture

 II. Operation profit    (loss stated
                                         137,232,246.98                 7,269,083.84
 with “-“)

         Plus: Non-operating income            6,200.00                   124,000.00

               Including: Gains from
 disposal of non-current assets

         Less: Non-operating
                                            300,000.00                     14,678.42
 expenses

               Including: Loss from
                                                                           14,678.42
 disposal of non-current assets

 III. Total Profit (total loss stated
                                         136,938,446.98                 7,378,405.42
 with “-“)

         Less: Income tax expense             54,747.75                 1,523,189.55

 IV. Net profit ( net loss is stated
                                         136,883,699.23                 5,855,215.87
 with “-“)

 V. Net of other comprehensive
 income after tax

         (I) Other comprehensive
 income which cannot be
 re-classified into the gain and loss

                 1. Movement of the
 net liabilities and net assets
 re-measured for setting the
 beneficial plan

                 2. Share enjoyable in
 the other comprehensive income
 in which the investee cannot be
 re-classified into the gain and loss
 under the equity method

         (II) Other comprehensive
 income which cannot be
 re-classified into the gain and loss
 in future

                 1. Share enjoyable in
 the other comprehensive income
 in which the investee cannot be
 re-classified into the gain and loss


28
FIYTA HOLDINGS LTD.                                                                        2016 1st Quarterly Report


 under the equity method in future

                2. Gain/loss from
 change in the fair value of the
 financial assets available for sale

                3. Gain/loss from
 which the held-to-maturity
 investment is re-classified as
 available-for-sale financial ssets

                4. Valid part of the
 gain/loss from cash flow hedge

                5. Conversion margin
 of the financial statements in
 foreign currency

                6. Others

 VI. Total comprehensive income                                 136,883,699.23                            5,855,215.87

 VII. Earnings per share:

         (I) Basic earnings per share                                  0.3120                                   0.0149

         (II) Diluted earnings per
                                                                       0.3120                                   0.0149
 share

Legal representative: Xu Dongsheng      Chief Financial Officer: Hu Xinglong


Person in charge of the Accounting Department: Tian Hui


5. Consolidated Cash Flow Statement

                                                                                                                  in CNY

                                         Amount incurred in the reporting
                    Items                                                        Amount incurred in the previous period
                                                      period

 I. Cash flows arising from
 operating activities

         Cash received from sales of
                                                               809,792,456.04                           927,626,429.62
 goods and supply of labor service

         Net increase of the
 customers’ deposits and
 interbank placement

         Net increase of borrowings
 from the central bank

         Net increase of borrowings
 from other financial institutions



29
FIYTA HOLDINGS LTD.                                       2016 1st Quarterly Report


         Cash received from the
 premium of the original insurance
 contract

         Net cash received from the
 reinsurance business

         Net increase of the reserve
 from policy holders and
 investment

         Net increase of the financial
 assets that are measured at fair
 value and whose movement is
 counted to the current gain and
 loss.

         Charge of cash interest,
 service charge and commission

         Net increase of loan from
 other banks
         Net increase of fund from
 repurchase business

         Rebated taxes received                6,421.29

         Cash received from other
                                           5,448,946.61                 5,051,693.10
 operating activities

 Sub-total of cash flow received
                                         815,247,823.94               932,678,122.72
 from operation activities

         Cash paid for purchase of
 goods and reception of labor            414,539,635.03               543,878,033.22
 services

         Net increase of loans and
 advances to the customers

         Net increase of amounts
 due from the central bank and
 other banks

         Cash from payment for
 settlement of the original
 insurance contract

         Cash for payment of
 interest, service charge and
 commission

         Cash for payment of policy
 dividend

30
FIYTA HOLDINGS LTD.                                      2016 1st Quarterly Report


        Cash paid to and for
                                        148,093,012.70               143,339,112.23
 employees

        Taxes paid                       76,692,233.41                46,881,750.25

        Cash paid for other
                                         78,427,757.65                89,221,050.22
 operating activities

 Subtotal of cash flow paid for
                                        717,752,638.79               823,319,945.92
 operating activities

 Net cash flow arising from
                                         97,495,185.15               109,358,176.80
 operating activities

 II. Cash flows arising from
 investing activities:

        Cash received from
 investment recovery

        Cash received from return
 on investment

        Net cash received from
 disposal of fixed assets,
                                               220.00                    180,800.00
 intangible assets and other
 long-term assets

        Net cash received from
 disposal of subsidiaries and other
 operating units

        Other investment related
 cash receipts

 Sub-total of cash flow-in received
                                               220.00                    180,800.00
 from investing activities

        Cash paid for purchase and
 construction of fixed assets,
                                         49,904,732.71                60,393,228.82
 intangible assets and other long
 term assets

        Cash paid for investment

        Net increase of the pledged
 loan

        Net cash paid for acquisition
 of subsidiaries and other
 operation units

        Cash paid for other
 investment related activities

 Sub-total of cash flow paid for         49,904,732.71                60,393,228.82


31
FIYTA HOLDINGS LTD.                                      2016 1st Quarterly Report


 investment activities

 Net cash flow arising from
                                        -49,904,512.71               -60,212,428.82
 investment activities

 III. Cash flows arising from
 financing activities:

       Cash received from
 absorbing investment

       Incl.: Cash received from
 the subsidiaries’ absorption of
 minority shareholders’ investment

       Cash received from loans        315,000,000.00                724,334,150.66

       Cash received from bond
 issuing

       Cash received from other
 financing activities

 Sub-total cash flow received from
                                       315,000,000.00                724,334,150.66
 financing activities

       Cash paid for debt
                                       443,053,583.30                420,112,700.75
 repayment

       Cash paid for dividend/profit
 distribution or repayment of           33,673,252.94                 37,818,557.57
 interest

       Including: Dividend and
 profit paid by the subsidiaries to
 minority shareholders

       Cash paid for other
                                           992,669.19                150,421,008.00
 financing activities

 Sub-total cash flow paid for
                                       477,719,505.43                608,352,266.32
 financing activities

 Net cash flow arising from
                                       -162,719,505.43               115,981,884.34
 financing activities

 IV. Change of exchange rate
 influencing the cash and cash             -173,188.97                   252,585.13
 equivalent

 V. Net increase of cash and cash
                                       -115,302,021.96               165,380,217.45
 equivalents

       Plus: Opening balance of
                                       637,387,875.93                114,880,070.54
 cash and cash equivalents

 VI. Ending balance of cash and        522,085,853.97                280,260,287.99


32
FIYTA HOLDINGS LTD.                                                                    2016 1st Quarterly Report


 cash equivalents

Legal representative: Xu Dongsheng   Chief Financial Officer: Hu Xinglong


Person in charge of the Accounting Department: Tian Hui


6. Parent Company’s Cash Flow Statement

                                                                                                              in CNY

                                       Amount incurred in the reporting
                    Items                                                    Amount incurred in the previous period
                                                   period

 I. Cash flows arising from
 operating activities

       Cash received from sales of
                                                             23,691,590.71                           31,984,503.43
 goods and supply of labor service

       Rebated taxes received

       Cash received from other
                                                              1,037,138.23                            1,008,342.77
 operating activities

 Sub-total of cash flow received
                                                             24,728,728.94                           32,992,846.20
 from operation activities

       Cash paid for purchase of
 goods and reception of labor
 services

       Cash paid to and for
                                                             22,276,696.93                           19,274,568.28
 employees

       Taxes paid                                             2,132,790.01                            2,332,731.40

       Cash paid for other
                                                             98,776,583.80                           28,044,499.05
 operating activities

 Subtotal of cash flow paid for
                                                            123,186,070.74                           49,651,798.73
 operating activities

 Net cash flow arising from
                                                            -98,457,341.80                          -16,658,952.53
 operating activities

 II. Cash flows arising from
 investing activities:

       Cash received from
 investment recovery

       Cash received from return
                                                            112,000,000.00
 on investment

       Net cash received from
                                                                                                        100,800.00
 disposal of fixed assets,



33
FIYTA HOLDINGS LTD.                                     2016 1st Quarterly Report


 intangible assets and other
 long-term assets

       Net cash received from
 disposal of subsidiaries and other
 operating units

       Other investment related
 cash receipts

 Sub-total of cash flow-in received
                                       112,000,000.00                   100,800.00
 from investing activities

       Cash paid for purchase and
 construction of fixed assets,
                                        29,283,647.41                31,366,387.60
 intangible assets and other long
 term assets

       Cash paid for investment         42,270,000.00

       Net cash paid for acquisition
 of subsidiaries and other
 operation units

       Cash paid for other
 investment related activities

 Sub-total of cash flow paid for
                                        71,553,647.41                31,366,387.60
 investment activities

 Net cash flow arising from
                                        40,446,352.59               -31,265,587.60
 investment activities

 III. Cash flows arising from
 financing activities:

       Cash received from
 absorbing investment

       Cash received from loans        315,000,000.00               650,000,000.00

       Cash received from bond
 issuing

       Cash received from other
 financing activities

 Sub-total cash flow received from
                                       315,000,000.00               650,000,000.00
 financing activities

       Cash paid for debt
                                       400,000,000.00               360,000,000.00
 repayment

       Cash paid for dividend/profit
 distribution or repayment of           29,713,522.43                32,678,179.37
 interest


34
FIYTA HOLDINGS LTD.                                                          2016 1st Quarterly Report


       Cash paid for other
                                                               992,669.19                150,421,008.00
 financing activities

 Sub-total cash flow paid for
                                                           430,706,191.62                543,099,187.37
 financing activities

 Net cash flow arising from
                                                          -115,706,191.62                106,900,812.63
 financing activities

 IV. Change of exchange rate
 influencing the cash and cash
 equivalent

 V. Net increase of cash and cash
                                                          -173,717,180.83                 58,976,272.50
 equivalents

       Plus: Opening balance of
                                                           512,294,824.81                 35,485,566.79
 cash and cash equivalents

 VI. Ending balance of cash and
                                                           338,577,643.98                 94,461,839.29
 cash equivalents

Legal representative: Xu Dongsheng    Chief Financial Officer: Hu Xinglong


Person in charge of the Accounting Department: Tian Hui


II. Auditors’ Report

Has the First Quarterly Report been audited?
No




35