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公司公告

江 铃B:2018年度监事会工作报告(英文版)2019-03-28  

						                    Jiangling Motors Corporation, Ltd.

               2018 Work Report of the Supervisory Board

I. Work of the Supervisory Board
Pursuant to the relevant regulations in the Company Law, Securities Law and the
Articles of Association of JMC as well as consistent with the spirit of being
responsible to the shareholders, the Supervisory Board earnestly fulfilled its duties
stipulated by the laws and regulations and energetically worked to perform its
functions fully in 2018. The Supervisory Board held 7 meetings during the reporting
period. The details for these meetings are as follows:

1. The Supervisory Board reviewed and passed in form of paper meeting the following
resolutions from March 15 to March 22, 2018:
i. reviewed and passed the 2017 working report of the Supervisory Board;
ii. reviewed and passed the 2017 Annual Report of JMC and the extracts from the
     Annual Report, and expressed opinions, and
iii. reviewed the Internal Control Self-assessment Report and expressed opinions.

2. The Supervisory Board reviewed and passed the following resolution in form of
paper meeting from April 17 to April 24, 2018: the Supervisory Board believed upon
review that the procedure of the Board of Directors’ preparation and review of the
2018 First Quarter Report of JMC complied with the stipulations in the laws,
regulations and CSRC provisions, and the report reflected truthfully, accurately and
completely the Company’s actual situation and did not contain any false statement,
misrepresentation or major omission.

3. The Supervisory Board reviewed and passed the following resolutions in form of
paper meeting from May 22 to May 29, 2018: the Supervisory Board approved the
Notice on Holding 2017 Annual Shareholders’ Meeting of JMC.

4. A Supervisory Board meeting was held in the Administration Building of JMC on
June 6, 2018. The following resolution was reviewed and passed at this meeting:
regarding the First Half of 2018 Eight Accounting Provisions & Write-off proposal
approved by the Board of Directors of the Company, the Supervisory Board believed
that it is consistent with the Company’s actual needs and situation.

5. The Supervisory Board reviewed and passed the following resolution in form of
paper meeting from August 17 to August 27, 2018: the Supervisory Board believed
upon review that the procedure of the Board of Directors’ preparation and review of
the 2018 Half Year Report of JMC complied with the stipulations in the laws,
regulations and CSRC provisions, and the report reflected truthfully, accurately and
completely the Company’s actual situation and did not contain any false statement,
misrepresentation or major omission.

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6. The Supervisory Board reviewed and passed the following resolution in form of
paper meeting October 17 to October 24, 2018: the Supervisory Board believed upon
review that the procedure of the Board of Directors’ preparation and review of the
2018 Third Quarter Report of JMC complied with the stipulations in the laws,
regulations and CSRC provisions, and the report reflected truthfully, accurately and
completely the Company’s actual situation and did not contain any false statement,
misrepresentation or major omission..

7. The Supervisory Board reviewed and passed the following resolutions in form of
paper meeting from November 11 to November 15, 2018:
i. Jiangling Motor Holdings Co., Ltd. nominated Mr. Xiao Hu as the candidate for the
Supervisor on the Supervisory Board of JMC; Mr. Zhu Yi will no longer serve as a
Supervisor on the Supervisory Board of JMC. The Supervisory Board agreed to
submit the aforesaid supervisor nomination by Jiangling Motor Holdings Co., Ltd. to
the Shareholders’ Meeting for approval.
ii. The Supervisory Board approves the Notice on Holding 2018 Second Special
Shareholders’ Meeting of JMC.

8. A Supervisory Board meeting was held in the Administration Building of JMC on
December 6, 2018. The following resolution was reviewed and passed at this meeting:
i. the Supervisory Board elected Mr. Xiao Hu as the Chief Supervisor of JMC.
ii. regarding the 2018 Year-end Eight Accounting Provisions & Write-off proposal
approved by the Board of Directors of the Company, the Supervisory Board believed
that it is consistent with the Company’s actual needs and situation.

II. The Supervisory Board expressed its opinions on the following matters during the
reporting period as follows:
1. JMC’s operation in conformity with laws
JMC operated in conformity with the Company Law, the Securities Law and the
Articles of Association of the Company in 2018. The decision-making procedure was
standardized and legal, and a relatively complete internal control system was
established. No behaviors violating laws, regulations and the Articles of Association
of the Company or harming the Company’s interest by the Directors, President and
other senior management in carrying out their duties were found.

2. JMC’s financial status
PwC Zhong Tian audited JMC’s 2018 financial statements and issued unqualified
audit reports. We believed the reports reflect JMC’s financial status, operating results
and asset changes objectively and accurately.

3. In 2018, there was neither major purchase or sales of assets, and nor insider trading
or situations harmful to shareholders’ interest or will lead to a JMC’s asset loss.

4. JMC’s related transactions: negotiated arm-length prices applied in imported
component purchasing. The pricing for localized components was determined through

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the process of inviting public bidding, discussion and business negotiation, and were
adjusted periodically. The prices were fair and reasonable.

5. Opinions from the Supervisory Board on Internal Control Self-assessment Report
of JMC
Per the request of Internal Control Guidance for Listed Companies published by
Shenzhen Stock Exchange as well as other related regulations, the Supervisory Board
expressed its opinions on the Internal Control Self-assessment Report as follows:
i. The Company has established integrated and complete internal control policies in
   accordance with relevant requirements of Shenzhen Stock Exchange and
   implemented effective controls within all the operational procedures.
ii. The Company has established a complete internal control organizational structure.
   An internal audit department has been set up and is sufficiently provided with
   professional staff, which ensures the effective internal control implementation and
   monitoring. and
iii. Considering the actual operating conditions of the Company, we believe the
   internal control deficiency determination criteria defined by the Company is
   reasonable, and the Internal Control Self-assessment Report is authentic and
   accurate.


Supervisory Board
Jiangling Motors Corporation, Ltd.
March 28, 2019




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