Share’s name: Jiangling Motors Share’s code: 000550 No.: 2009-009 Jiangling B 200550 Jiangling Motors Corporation, Ltd. 2009 First Quarter Report §1 Important Note 1.1 The Board of Directors and its members, the Supervisory Board and its members, and the senior executives are jointly and severally liable for the truthfulness, accuracy and completeness of the information disclosed in the report and undertake that the information disclosed herein does not contain false statements, misrepresentations or major omissions. 1.2 The Directors, Supervisors, and Senior Management undertake and have no objection to the truthfulness, accuracy and completeness of the contents of the First Quarter Report. 1.3 Approval of this report was obtained by a paper meeting. Director Mei Wei Cheng authorized Vice Chairman Robert J. Graziano to represent him and approve on his behalf. All other directors signed the resolution of this meeting. 1.4 The financial statements in this Quarterly Report are not audited. 1.5 Chairman Wang Xigao, President Yuan-Ching Chen, CFO Joseph Verga and Chief of Finance Department, Wu Jiehong, confirm that the financial statements in this Quarterly Report are truthful and complete. 1.6 All financial data in this Quarterly Report are prepared under International Financial Reporting Standards (“IFRS”) unless otherwise specified. 1§2 Brief Introduction 2.1 Main accounting data and financial indicators Unit: RMB’000 At the end of reporting period At the end of the previous year Change (%) Total assets 6,544,926 5,963,778 9.74 Shareholder’s equity 4,232,146 4,050,382 4.49 Share Capital 863,214 863,214 0 Net Assets Per Share Attributable to the Equity Holders of the Company (RMB) 4.90 4.69 4.49 Reporting period Same period last year Change (%) Revenue 2,157,827 2,111,094 2.21 Profit Attributable to the Equity Holders of the Company (RMB) 181,764 192,885 -5.77 Net cash generated from operating activities 1,105,647 -3,406 32561.74 Net cash per share generated from operating activities (RMB) 1.28 -0.004 32561.74 Basic earnings per share (RMB) 0.21 0.22 -5.77 Diluted earnings per share (RMB) 0.21 0.22 -5.77 Return on Net Asset Ratio (%) 4.29 5.19 Down 0.90 percentage points 22.2 Total number of shareholders and top ten shareholders holding unlimited tradable shares at the end of reporting period Total shareholders at the end of reporting period JMC had 30,663 shareholders, including 20,548 A-share holders and 10,115 B-share holders, as of March 31, 2009. Top ten shareholders holding unlimited tradable shares Name Shares as of March 31, 2009 Type of share Ford Motor Company 258,964,200 B share Jiangling Motor Holding Co., Ltd. (“JMH”) 86,321,400 A share Shanghai Automotive Co., Ltd. 17,692,500 A share Bosera Thematic Sector Equity Securities Investment Fund 14,000,000 A share ChinaAMC Dividend Securities Investment Fund 13,891,504 A share Bosera Emerging Growth Securities Investment Fund 10,045,151 A share Dragon Billion China Master Fund 9,775,590 B share National Social Security Fund- Portfolio 102 4,476,400 A share Lion Wealth Increase Stock Investment Fund 4,455,000 A share Penghua Value Advantage Securities Investment Fund 4,099,690 A share §3 Major Events 3.1 Causes and explanations of major changes of financial indicators compared with those of previous reporting period □√Applicable □Not Applicable In the first quarter of 2009, JMC sold 24,251 vehicles, including 9,309 JMC-brand trucks, 7,965 JMC-brand pickups and SUVs, and 6,977 Ford-brand commercial vehicles. Total sales volume was up 2% from the same period last year. Under IFRS, revenue and net profit in the reporting period was RMB 2,157 million and RMB 182 million, up 2.21% and down 5.77% respectively from the same period last year. In the first quarter of 2009, JMC achieved 22% gross profit margin, down 3.7 percentage points from the same period last year. This profit margin decrease is primarily explained by higher raw material cost compared with the same period last year and price reduction for Euro II Pickup in the Fourth Quarter of 2008. Cash and cash equivalents at the end of the reporting period were increased by RMB 1.01 billion, up 67% from the end of 2008, and net cash generated from operating activities in the reporting period increased by RMB 1.1 billion compared with the same period last year, primarily reflecting record sales in March 2009, reduction of receivables and inventories, and increases in account & bills payables to suppliers and tax payable to tax authorities. 33.2 Analysis of major events, their impacts and resolutions □Applicable □√Not Applicable 3.3 Implementation of commitments made by the Company, shareholders or actual controlling parties Item Commitments’ Content Implementation of commitments Share reform * In the reporting period, JMH exercised its commitments sincerely and did not breach the promise. Shares trading restriction None N/A Acquisition report or Statement of changes in equity None N/A Major asset restructuring None N/A Initial Public Offering None N/A Other commitments (including additional commitments) None N/A *JMH, which holds 41.03% of JMC total shares, issued letters of commitment, and declared and promised the following: (1) according to the requirements of Rules on Implementing the Full Tradable Share Reform of the Listed Companies, legal commitments will be fulfilled in accordance with provisions of the stock exchange rules, regulations and laws; (2) the promisor ensures that it will compensate losses resulting from partial or complete non-fulfillment of its promises to other shareholders; and (3) the promisor will fulfill its commitments faithfully and accept relevant legal responsibility, and it will not transfer its shares unless the transferee agrees and accepts liability to undertake the responsibility of the promise. JMH promises specifically to pay the consideration on behalf of the unlisted-share holders who opposed the Share Reform or did not express their opinions. The above-mentioned unlisted-share holders should repay the consideration paid by JMH and the interest, or obtain written consent from JMH, if they want to list their shares. 3.4 Warning and explanations as to the situation that accumulated net profit during the period from year beginning to the end of next reporting period may be negative or, compared with the same period last year, may have a substantial change □Applicable □√Not Applicable 43.5 Explanations on other major events 3.5.1 Securities Investments □Applicable □√Not Applicable 3.5.2 External research and media interview to the Company in the reporting period Date Place Communication Method Object Information discussed and sources offered February 27, 2009 In the Company Oral Communication Three analysts from China Asset Management Co., Ltd., Haitong Securities Company Limited, China Universal Asset Management Co., Ltd. JMC Operating highlights March 5, 2009 In the Company Oral Communication An analyst from Orient Securities Company Limited JMC Operating highlights March 11, 2009 In the Company Oral Communication Three analysts from China Asset Management Co., Ltd., Everbright Securities Co., Ltd. JMC Operating highlights March 13, 2009 In the Company Oral Communication An analyst from China International Capital Corporation Limited. JMC Operating highlights March 19, 2009 In the Company Oral Communication Five analysts from E Fund Management Co., Ltd., China Post & Capital Fund Management Co., Ltd., GF Securities Co., Ltd., Fullgoal Fund Management Co., Ltd., Donghai Securities Co., Ltd. JMC Operating highlights 3.5.3 Explanations on other major events □Applicable □√Not Applicable Board of Directors Jiangling Motors Corporation, Ltd. April 24, 2009 5Appendix Jiangling Motors Corporation, Ltd. Consolidated Balance Sheet March 31, 2009 (Prepared under International Financial Reporting Standards) 31 March 2009* 31 December 2008 RMB’000 RMB’000 ASSETS Non-current assets Property, plant and equipment 2,365,479 2,362,871 Lease prepayment 289,285 290,916 Intangible assets 33,694 35,680 Investments in associates 17,467 16,136 Other non-current assets 267 300 Deferred income tax assets 96,273 105,233 2,802,465 2,811,136 Current assets Inventories 870,983 1,057,873 Trade and other receivables 352,496 583,161 Cash and cash equivalents 2,518,982 1,511,608 3,742,461 3,152,642 Total assets 6,544,926 5,963,778 EQUITY Capital and reserves attributable the Company’s equity holders Share capital 863,214 863,214 Share premium 816,609 816,609 Other reserves 457,650 457,650 Retained earnings 2,094,673 1,912,909 4,232,146 4,050,382 Minority interests in equity 106,949 100,708 Total equity 4,339,095 4,151,090 LIABILITIES Non-current liabilities Borrowings 8,058 8,056 Retirement benefits obligations 68,848 72,602 Warranty provisions 104,440 99,079 181,346 179,737 Current liabilities Trade and other payables 1,969,441 1,580,530 Current income tax liabilities 6,292 - Borrowings 35,448 39,117 Retirement benefits obligations 13,304 13,304 2,024,485 1,632,951 Total liabilities 2,205,831 1,812,688 Total equity and liabilities 6,544,926 5,963,778 *: Unaudited financial indexes 6Jiangling Motors Corporation, Ltd. Consolidated Income Statement 2009 First quarter (Prepared under International Financial Reporting Standards) 2009 first quarter* 2008 first quarter* RMB’000 RMB’000 Revenue 2,157,827 2,111,094 Sales tax (37,199) (37,042) Cost of sales (1,682,166) (1,568,485) Gross profit 438,462 505,567 Distribution costs (126,145) (181,072) Administrative expenses (93,970) (101,324) Other income/(loss) (205) 1,910 Operating profit 218,142 225,081 Finance income 12,600 12,556 Finance costs (1,007) (700) Finance income-net 11,593 11,856 Share of profit of associates 1,331 1,940 Profit before income tax 231,066 238,877 Income tax expense (43,061) (42,882) Profit for the period 188,005 195,995 Attributable to: Equity holders of the Company 181,764 192,885 Minority interest 6,241 3,110 188,005 195,995 Earnings per share for profit attributable to the equity holders of the Company (expressed in RMB per share) - Basic and diluted 0.21 0.22 *: Unaudited financial indexes 78 Jiangling Motors Corporation, Ltd. Consolidated cash flow statement 2009 First Quarter (Prepared under International Financial Reporting Standards) 2009 first quarter* 2008 first quarter* RMB’000 RMB’000 Cash flows from operating activities Cash generated from operations 1,106,154 17,455 Interest paid (507) (587) Income tax paid - (20,274) Net cash generated from operating activities 1,105,647 (3,406) Cash flows from investing activities Purchase of property, plant and equipment (“PPE”) (115,118) (135,676) Proceeds from disposal of PPE 79 1,083 Interest received 13,714 13,709 Dividends received 6,944 - Net cash used in investing activities (94,381) (120,884) Cash flows from financing activities Proceeds from borrowings 35,000 7,106 Repayments of borrowings (38,678) (12,106) Dividends paid to Company’s shareholders - (43) Other cash paid relating to financing activities (95) (87) Net cash used in financing activities (3,773) (5,130) Net increase/ (decrease) in cash and cash equivalents 1,007,493 (129,420) Cash and cash equivalents at beginning of year 1,511,608 2,106,912 Effects of exchange rate changes (119) (82) Cash and cash equivalents at end of period 2,518,982 1,977,410 *: Unaudited financial indexes