Report for the First Quarter of 2013 of Changchai Company, Limited Stock code: 000570, 200570 Stock abbreviation: Su Changchai A, Su Changchai B Announcement No.: 2013-002 CHANGCHAI COMPANY, LIMITED THE FIRST QUARTERLY REPORT FOR YEAR 2013 Section I. Important Reminders The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of Changchai Company, Limited (hereinafter referred to as “the Company”) warrant that the information carried in this report is factual, accurate and complete, without any false record, misleading statement or material omission. And they shall be jointly and severally liable for that. Xue Guojun, company principal, He Jianguang, chief of the accounting work, and Jiang He, chief of the accounting organ (chief of accounting), hereby confirm that the financial statements enclosed in this report are factual, accurate and complete. All directors have attended the board session for reviewing this report. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. Section II. Financial Highlights & Change of Shareholders I. Financial highlights Does the Company adjust retrospectively or restate any accounting data of previous years? □ Yes √No Jan.-Mar. 2013 Jan.-Mar. 2012 +/- (%) Operating revenues (RMB Yuan) 814,251,387.30 845,226,165.76 -3.66% Net profit attributable to shareholders of 18,934,558.56 13,475,393.55 40.51% the Company (RMB Yuan) Net profit attributable to shareholders of the Company after extraordinary gains and 18,619,519.27 14,729,173.97 26.41% losses (RMB Yuan) Net cash flows from operating activities 71,419,143.58 77,207,351.21 -7.5% (RMB Yuan) 1 Report for the First Quarter of 2013 of Changchai Company, Limited Basic EPS (RMB Yuan/share) 0.03 0.02 50% Diluted EPS (RMB Yuan/share) 0.03 0.02 50% Weighted average ROE (%) 1.02% 0.76% 0.26% 31 Mar. 2013 31 Dec. 2012 +/- (%) Total assets (RMB Yuan) 3,189,117,089.02 3,116,489,064.01 2.33% Net assets attributable to shareholders of 1,837,114,076.93 1,845,193,200.65 -0.44% the Company (RMB Yuan) Items and amounts of extraordinary gains and losses √ Applicable □ Inapplicable Unit: RMB Yuan Item 1 Jan. 2013-31 Mar. 2013 Explanation Government grants recognized in the current period, except for those acquired in the ordinary course of business or granted at 780,000.00 certain quotas or amounts according to the government’s unified standards Gains and losses on change in fair value from tradable financial assets and tradable financial liabilities, as well as investment income from disposal of tradable financial assets and tradable 77,588.11 financial liabilities and financial assets available for sales except for effective hedging related with normal businesses of the Company Non-operating income and expense other than the above -198,657.90 Income tax effects 216,941.32 Minority interests effects (after tax) 126,949.60 Total 315,039.29 -- II. Total number of shareholders at the period-end and shareholdings of top 10 shareholders Unit: share Total number of shareholders at the 81,608 period-end Shareholdings of top 10 shareholders Number of Pledged or frozen shares Name of Nature of Shareholding Total shares held restricted shares shareholder shareholder percentage (%) at the period-end Status of shares Number of shares held State-owned Assets On behalf of the 30.02% 168,497,736 0 Supervision and State Administration 2 Report for the First Quarter of 2013 of Changchai Company, Limited Commission of Changzhou Municipal People’s Government Domestic natural Yu Meiyan 0.57% 3,209,791 0 person Domestic natural Li Xiang 0.45% 2,522,584 0 person BNP PARIBAS WEALTH Foreign MANAGEMENT 0.43% 2,439,917 0 corporation HONG KONG BRANCH Domestic natural Meng Huijuan 0.42% 2,355,935 0 person Domestic natural Zhao Shijun 0.4% 2,271,731 0 person Domestic natural Wang Jinshan 0.35% 1,956,189 0 person Domestic natural Tang Zijiang 0.34% 1,893,867 0 person Domestic natural Li Xin 0.34% 1,886,681 0 person Foreign natural Meng Qingjun 0.29% 1,624,184 0 person Shareholdings of top 10 non-restricted shareholders Variety of shares Name of shareholder Number of non-restricted shares held Variety Number State-owned Assets Supervision and Administration Commission of RMB ordinary 168,497,736 168,497,736 Changzhou Municipal People’s shares Government RMB ordinary Yu Meiyan 3,209,791 3,209,791 shares RMB ordinary Li Xiang 2,522,584 2,522,584 shares BNP PARIBAS WEALTH Domestically 2,439,917 2,439,917 MANAGEMENT HONG KONG listed foreign 3 Report for the First Quarter of 2013 of Changchai Company, Limited BRANCH shares RMB ordinary Meng Huijuan 2,355,935 2,355,935 shares RMB ordinary Zhao Shijun 2,271,731 2,271,731 shares RMB ordinary Wang Jinshan 1,956,189 1,956,189 shares RMB ordinary Tang Zijiang 1,893,867 1,893,867 shares RMB ordinary Li Xin 1,886,681 1,886,681 shares RMB ordinary Meng Qingjun 1,624,184 1,624,184 shares Explanation on associated It is unknown whether there was any associated relationship among the top ten tradable relationship or persons acting in shareholders and among the top ten shareholders not subject to trading moratorium, or concert among the above-mentioned whether they are persons acting in concert as described by Measures for the Administrative of shareholders Disclosure of Shareholder Equity Changes. 4 Report for the First Quarter of 2013 of Changchai Company, Limited Section III. Significant Events I. Significant changes of the major accounting statement items and financial indicators for the reporting period, as well as the reasons for these changes 1. Notes receivable were down 48.44% as compared to the beginning of the year, which was mainly because the Company increased the payment for purchased goods by way of acceptance bills during the reporting period. 2. Accounts receivable were up 82.57% as compared to the beginning of the year, which was mainly because the Company properly extended credit to customers according to relevant agreements and plans in the reporting period so as to attract more customers. 3. Prepayments were down 38.10% as compared to the beginning of the year, which was mainly because the Company’s prepayments for materials decreased in the reporting period. 4. Accounts received in advance were up 93.42% as compared to the beginning of the year, which was mainly because the vendors prepaid partial payment for goods to prepare the inventories for peak season of production during the reporting period. 5. Employee’s compensation payable were down 41.31% as compared to the beginning of the year, which was mainly because partial provision for salaries accrued at the period-begin was paid in the reporting period. 6. Investment income was down by RMB 8,708,230.97 from a year earlier, which was mainly because the Company gained RMB 8670,000.00 as dividends from holding the shares of Foton Motor at the same period of last year, but no such event happened in the year. 7. Administrative expenses were up 66.51% from a year earlier, which was mainly because the Company’s regulation fees, depreciation fees and other fees increased in the reporting period. II. Predict the operating results of Jan.-Jun. 2013 Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin to the end of the next reporting period according to prediction, as well as explanations on the reasons: □Applicable √Inapplicable III. Securities investments Variety of Code of Name of Initial Number Sharehold Number Sharehold Closing Gain/loss Accounti Source of securities securities securities investmen of shares ing of shares ing book for ng title securities 5 Report for the First Quarter of 2013 of Changchai Company, Limited t cost held at percentag held at percentag value reporting (RMB period-be e at period-en e at (RMB period Yuan) gin period-be d (Share) period-en Yuan) (RMB (Share) gin (10%) d (%) Yuan) Total 0.00 0 -- 0 -- 0.00 0.00 -- -- Explain shareholdings in other listed companies: At the end of the reporting period, the Company held 72.25 million “Foton Motor” shares and 50,000 “Ninghu Expressway” shares measured as available-for-sale financial asset 6