Report for the Third Quarter of 2014 of Changchai Company, Limited Changchai Company, Limited Report for the Third Quarter of 2014 October 2014 1 Report for the Third Quarter of 2014 of Changchai Company, Limited Section I. Important Reminders, Contents & Definition The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior management staff of Changchai Company, Limited (hereinafter referred to as “the Company”) warrant that 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. All directors attended the board session for reviewing this report. Mr. Xue Guojun, company principal, Mr. He Jianguang, chief of the accounting work, and Mr. 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. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. 2 Report for the Third Quarter of 2014 of Changchai Company, Limited Section II. Financial Highlights & Change of Shareholders I. Major accounting data and financial indexes Does the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or correction of any accounting error? □ Yes √ No 30 Sept. 2014 31 Dec. 2013 Increase/decrease (%) Total assets (RMB Yuan) 3,061,092,052.98 3,042,349,320.63 0.62% Net assets attributable to shareholders of the Company 1,891,680,741.60 1,809,577,062.45 4.54% (RMB Yuan) YoY increase/decrease YoY increase/decrease Jul.-Sept. 2014 Jan.-Sept. 2014 (%) (%) Operating revenues (RMB Yuan) 596,251,102.70 -15.29% 1,936,127,304.42 -15.88% Net profit attributable to shareholders of the Company 16,740,470.13 -1.79% 51,043,900.62 -10.31% (RMB Yuan) Net profit attributable to shareholders of the Company after 15,531,456.19 -5.26% 49,051,143.62 -13.32% extraordinary gains and losses (RMB Yuan) Net cash flows from operating -- -- -76,182,458.65 —— activities (RMB Yuan) Basic EPS (RMB Yuan/share) 0.03 0.00% 0.09 -10.00% Diluted EPS (RMB Yuan/share) 0.03 0.00% 0.09 -10.00% Weighted average ROE (%) 0.91% -0.03% 2.76% -0.36% Items and amounts of extraordinary gains and losses √Applicable □Inapplicable Unit: RMB Yuan Item Amount as of Jan.-Sept. 2014 Note Gains/losses on the disposal of non-current assets (including the 253,982.48 offset part of asset impairment provisions) Government grants recognized in the current period, except for those acquired in the ordinary course of business or granted at 5,708,500.00 certain quotas or amounts according to the country’s unified standards Gains and losses on change in fair value from tradable financial 1,392,877.46 assets and tradable financial liabilities, as well as investment 3 Report for the Third Quarter of 2014 of Changchai Company, Limited income from disposal of tradable financial assets and tradable financial liabilities and financial assets available for sales, except for effective hedging related with normal businesses of the Company Other non-operating income and expenses than the above -4,707,667.45 Less: Income tax effects 646,668.48 Minority interests effects (after tax) 8,267.01 Total 1,992,757.00 -- Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item □ Applicable √ Inapplicable No such cases during the reporting period. II. Total number of shareholders and shareholdings of the top ten shareholders at the period-end 1. Total number of common shareholders and shareholdings of the top ten common shareholders at the period-end Unit: share Total number of common 67,854 shareholders at the period-end Shareholdings of the top ten common shareholders Number of Pledged or frozen shares Name of Nature of Shareholding Number of the restricted shares shareholder shareholder percentage (%) shares held Status of shares Number of shares held State-owned Assets Supervision and Administration On behalf of the Commission of 30.02% 168,497,736 0 State Changzhou Municipal People’s Government BNP PARIBAS WEALTH Foreign MANAGEMENT 2.03% 11,399,417 0 corporation HONG KONG BRANCH ING ASIA Foreign 0.80% 4,489,901 0 PRIVATE BANK corporation 4 Report for the Third Quarter of 2014 of Changchai Company, Limited LIMITED BCOH - Nongyin Huili Industry Growth Equity Other 0.61% 3,399,661 0 Securities Investment Fund Warburg Trust Co., Ltd.-Shijie Haoyu No. 9 Other 0.55% 3,085,898 0 Assembled Funds Trust Domestic Jiang Xuezhen 0.46% 2,590,000 0 individual Southwest Securities -CCB -Southwest Securities Everest Other 0.43% 2,434,915 0 No. 1 Assembled Assets Management Plan Domestic Cha Genlou 0.36% 2,004,884 0 individual Domestic Zhang Gengdi 0.32% 1,790,315 0 individual Warburg Trust Co., Ltd.-Shijie Haoyu No.21 Other 0.29% 1,630,643 0 Assembled Funds Trust Shareholdings of the top ten non-restricted common shareholders Number of non-restricted common shares held at the Type of shares Name of shareholder period-end Type Number State-owned Assets Supervision and Administration Commission of RMB ordinary 168,497,736 168,497,736 Changzhou Municipal People’s share Government BNP PARIBAS WEALTH Domestically MANAGEMENT HONG KONG 11,399,417 listed foreign 11,399,417 BRANCH share ING ASIA PRIVATE BANK 4,489,901 Domestically 4,489,901 5 Report for the Third Quarter of 2014 of Changchai Company, Limited listed foreign LIMITED share BCOH - Nongyin Huili Industry RMB ordinary Growth Equity Securities Investment 3,399,661 3,399,661 share Fund Warburg Trust Co., Ltd.-Shijie RMB ordinary 3,085,898 3,085,898 Haoyu No. 9 Assembled Funds Trust share RMB ordinary Jiang Xuezhen 2,590,000 2,590,000 share Southwest Securities -CCB- RMB ordinary Southwest Securities Everest No. 1 2,434,915 2,434,915 share Assembled Assets Management Plan RMB ordinary Cha Genlou 2,004,884 2,004,884 share RMB ordinary Zhang Gengdi 1,790,315 1,790,315 share Warburg Trust Co., Ltd.-Shijie RMB ordinary 1,630,643 1,630,643 Haoyu No.21 Assembled Funds Trust share Explanation on associated It’s unknown whether there was any associated relationship among other shareholders of the relationship or persons acting in top ten shareholders, or whether there is any action-in-concert among them regarding to concert among the above-mentioned Administrative Measures on Changes in Holdings. shareholders Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company carry out any agreed buy-back in the reporting period? □ Yes √ No No shareholder of the Company carried out any agreed buy-back in the reporting period. 2. Total number of preferred share holders and shareholdings of the top ten preferred share holders at the period-end □ Applicable √ Inapplicable Section III. Significant Events I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes √ Applicable □ Inapplicable (1) Monetary funds at the period-end decreased by RMB 213.3073 million from the amount at the year-beginning, 6 Report for the Third Quarter of 2014 of Changchai Company, Limited a decrease of 30.99%, mainly because the payments collected from customers decreased. (2) Accounts receivable at the period-end increased by RMB 260.3269 million from the amount at the year-beginning, an increase of 82.05%, mainly because we reinforced sales promotion and expanded sale on credit within a controllable scope. (3) Prepayments at the period-end decreased by RMB 5.5043 million from the amount at the year-beginning, a decrease of 37.55%, mainly because we reduced our payments to suppliers to control the stock. (4) Other receivables at the period-end increased by RMB 15.1804 million from the amount at the year-beginning, an increase of 119.31%, mainly because of the money on call from subsidiary Housheng Investment to Xuzhou East China Foundry General Factory, etc. (5) Construction in progress at the period-end increased by RMB 37.2757 million from the amount at the year-beginning, an increase of 47.66%, mainly because the investments in the casting workshop alteration project, etc. increased. (6) Short-term borrowings at the period-end decreased by RMB 10 million from the amount at the year-beginning, an increase of 33.33%, mainly because subsidiary Changchai Wanzhou repaid borrowings. (7) Payroll payable at the period-end decreased by RMB 31.6439 million from the amount at the year-beginning, a decrease of 55.40%, mainly because the salary and bonus provisions made in the last period were partially paid in the current period. (8) Taxes and fares payable at the period-end increased by RMB 16.1164 million from the amount at the year-beginning, an increase of 68.00%, mainly because the stock of the Company decreased and the VAT input tax decreased accordingly. II. Progress and influence of significant events, as well as the analysis and explanation on solutions □Applicable √ Inapplicable III. Commitments made by the Company or shareholders holding over 5% of the Company’s shares in the reporting period or such commitments carried down into the reporting period □ Applicable √ Inapplicable No such commitments in the reporting period. IV. Predict the 2014 annual operating results Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the beginning of the year to the end of the next reporting period compared with the same period of the last year according to prediction, as well as explanations on the reasons □Applicable √Inapplicable V. Securities investment □Applicable √Inapplicable 7 Report for the Third Quarter of 2014 of Changchai Company, Limited The Company did not invest in any securities in the reporting period. Shareholdings in other listed companies √Applicable □Inapplicable At the end of the reporting period, we held 72.25 million “Foton Motor” shares and 50,000 “Ninghu Expressway” shares measured as available-for-sale financial assets. VI. Investments in derivatives □Applicable √Inapplicable The Company did not invest in any derivative in the reporting period. VII. Researches, visits and interviews received in the reporting period √Applicable □Inapplicable Main discussion and Time Place Way of reception Visitor type Visitor materials provided by the Company The Shenzhen The impact of reform of Stock Exchange Individual 7 Jan. 2014 Other Individual state-owned assets on the Interaction investor Company's future Platform Operating situation and Telephone Individual 18 Apr. 2014 The Company Individual future development of the communication investor Company Operating situation and Telephone Individual 28 Apr. 2014 The Company Individual future development of the communication investor Company The Shenzhen Operating situation and Stock Exchange Individual 11 Jun. 2014 Other Individual future development of the Interaction investor Company Platform Operating situation and Telephone Individual 23 Jun. 2014 The Company Individual future development of the communication investor Company The Interaction Storage progress of the Easy Platform of Individual 1 Jul. 2014 Other Individual Company’s single-cylinder Shenzhen Stock investor engine base Exchange The Interaction The Company’s Easy Platform of Individual 10 Jul. 2014 Other Individual equity-holdings in other Shenzhen Stock investor companies Exchange 8 Report for the Third Quarter of 2014 of Changchai Company, Limited The Interaction Particulars about Easy Platform of Individual 11 Jul. 2014 Other Individual wholly-funded subsidiary Shenzhen Stock investor Housheng Investment Exchange The Interaction Easy Platform of Individual 11 Aug. 2014 Other Individual Future development plan Shenzhen Stock investor Exchange The Interaction Easy Platform of Individual 13 Aug. 2014 Other Individual Future development plan Shenzhen Stock investor Exchange The Interaction Easy Platform of Individual 15 Aug. 2014 Other Individual Operating status Shenzhen Stock investor Exchange Influence of the reform of the State-owned Assets The Interaction Supervision and Easy Platform of Individual 24 Aug. 2014 Other Individual Administration Shenzhen Stock investor Commission of Jiangsu Exchange Provincial Government on the Company The Interaction Easy Platform of Individual Human resources of the 9 Sept. 2014 Other Individual Shenzhen Stock investor Company Exchange VIII. Influence of the newly promulgated or amended accounting standards on our consolidated financial statements √ Applicable □ Inapplicable According to the amended, the other comprehensive incomes and the foreign-currency statement translation differences formerly recorded under the capital reserve were restated under the “other comprehensive incomes” item. And the year-beginning data were restated adopting the retrospective adjustment method, with details as follows: 31 Dec. 2013 Capital reserve(+/-) Other comprehensive Foreign-currency incomes(+/-) statement translation difference(+/-) -277,847,575.00 277,780,844.33 66,730.67 9 Report for the Third Quarter of 2014 of Changchai Company, Limited Section IV. Financial Statements I. Financial statements 1. Consolidated balance sheet Prepared by Changchai Company, Limited Unit: RMB Yuan Item 30 Sept. 2014 31 Dec. 2013 Current Assets: Monetary funds 474,990,149.43 688,297,469.30 Settlement reserves Intra-group lendings Financial assets measured at fair value and of which changes are recorded into current gains and losses Notes receivable 246,631,070.18 257,845,729.93 Accounts receivable 577,622,248.07 317,295,375.34 Accounts paid in advance 9,154,769.17 14,659,048.00 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividend receivable Other accounts receivable 27,903,745.57 12,723,300.47 Financial assets purchased under agreements to resell Inventories 398,260,462.41 473,238,876.29 Assets held for sale Non-current assets due within 1 year Other current assets Total current assets 1,734,562,444.83 1,764,059,799.33 Non-current assets: Loans by mandate and advances 10 Report for the Third Quarter of 2014 of Changchai Company, Limited granted Available-for-sale financial assets 415,742,500.00 368,754,000.00 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 63,014,885.73 64,748,325.73 Investing property 60,041,456.03 61,697,711.63 Fixed assets 587,261,955.63 619,468,246.18 Construction in progress 115,483,091.62 78,207,347.80 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 83,789,728.88 84,217,899.70 R&D expense Goodwill Long-term deferred expenses Deferred income tax assets 1,195,990.26 1,195,990.26 Other non-current assets Total of non-current assets 1,326,529,608.15 1,278,289,521.30 Total assets 3,061,092,052.98 3,042,349,320.63 Current liabilities: Short-term borrowings 20,000,000.00 30,000,000.00 Borrowings from Central Bank Customer bank deposits and due to banks and other financial institutions Intra-group borrowings Financial liabilities measured at fair value and of which changes are recorded into current gains and losses Notes payable 210,290,000.00 246,300,000.00 Accounts payable 25,478,121.46 577,327,834.60 Accounts received in advance -7,645,470.06 38,090,958.80 Financial assets sold for repurchase Handling charges and commissions 3,891,433.83 payable 11 Report for the Third Quarter of 2014 of Changchai Company, Limited Employee’s compensation payable 222,477,933.97 57,122,045.12 Tax payable -7,645,470.06 -23,761,875.83 Interest payable Dividend payable 3,891,433.83 3,891,433.83 Other accounts payable 216,477,933.97 174,454,382.17 Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities 3,017,491.68 1,939,407.40 Total current liabilities 1,037,416,887.81 1,105,364,186.09 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Specific payables Other comprehensive incomes Estimated liabilities Deferred income tax liabilities 56,080,200.00 49,031,925.00 Other non-current liabilities 58,411,552.94 61,894,052.94 Total non-current liabilities 114,491,752.94 110,925,977.94 Total liabilities 1,151,908,640.75 1,216,290,164.03 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 561,374,326.00 561,374,326.00 Capital reserves 171,016,154.25 171,016,154.25 Less: Treasury stock Specific reserves 6,996,256.56 6,996,256.56 Surplus reserves 317,814,637.75 277,780,844.33 Provisions for general risks 289,629,574.39 289,629,574.39 12 Report for the Third Quarter of 2014 of Changchai Company, Limited Retained profits 544,849,792.65 502,779,906.92 Total equity attributable to owners of 1,891,680,741.60 1,809,577,062.45 the Company Minority interests 17,502,670.63 16,482,094.15 Total owners’ (or shareholders’) equity 1,909,183,412.23 1,826,059,156.60 Total liabilities and owners’ (or 3,061,092,052.98 3,042,349,320.63 shareholders’) equity Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 2. Balance sheet of the Company Prepared by Changchai Company, Limited Unit: RMB Yuan Item 30 Sept. 2014 31 Dec. 2013 Current Assets: Monetary funds 451,085,358.55 649,755,641.89 Financial assets measured at fair value and of which changes are recorded into current gains and losses Notes receivable 244,111,070.18 257,695,729.93 Accounts receivable 545,113,801.99 287,405,670.66 Accounts paid in advance 5,261,042.26 10,821,513.13 Interest receivable Dividend receivable Other accounts receivable 11,598,359.16 10,397,443.72 Inventories 331,056,262.95 401,992,702.79 Assets held for sale Non-current assets due within 1 year Other current assets Total current assets 1,588,225,895.09 1,618,068,702.12 Non-current assets: Available-for-sale financial assets 415,742,500.00 368,754,000.00 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 211,559,825.73 188,666,565.73 Investing property 60,041,456.03 61,697,711.63 13 Report for the Third Quarter of 2014 of Changchai Company, Limited Fixed assets 468,038,231.31 496,473,706.65 Construction in progress 113,525,187.50 77,785,739.64 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 81,775,506.60 82,161,279.41 R&D expense Goodwill Long-term deferred expenses Deferred income tax assets 1,195,990.26 1,195,990.26 Other non-current assets Total of non-current assets 1,351,878,697.43 1,276,734,993.32 Total assets 2,940,104,592.52 2,894,803,695.44 Current liabilities: Short-term borrowings Financial liabilities measured at fair value and of which changes are recorded into current gains and losses Notes payable 198,290,000.00 239,300,000.00 Accounts payable 504,089,282.92 534,436,105.73 Accounts received in advance 43,989,038.78 48,173,277.25 Employee’s compensation payable 21,445,272.77 52,616,431.17 Tax payable -622,696.31 -16,220,685.07 Interest payable Dividend payable 3,243,179.97 3,243,179.97 Other accounts payable 216,214,179.86 167,758,011.92 Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 986,648,257.99 1,029,306,320.97 Non-current liabilities: Long-term borrowings Bonds payable 14 Report for the Third Quarter of 2014 of Changchai Company, Limited Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities 56,080,200.00 49,031,925.00 Other non-current liabilities 58,411,552.94 61,894,052.94 Total non-current liabilities 114,491,752.94 110,925,977.94 Total liabilities 1,101,140,010.93 1,140,232,298.91 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 561,374,326.00 561,374,326.00 Capital reserves 183,044,309.95 183,044,309.95 Less: Treasury stock Specific reserves 6,996,256.56 6,996,256.56 Other comprehensive incomes 317,814,637.75 277,847,575.00 Surplus reserves 289,629,574.39 289,629,574.39 Provisions for general risks Retained profits 480,105,476.94 435,679,354.63 Total owners’ (or shareholders’) equity 1,838,964,581.59 1,754,571,396.53 Total liabilities and owners’ (or 2,940,104,592.52 2,894,803,695.44 shareholders’) equity Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 3. Consolidated income statement for the reporting period Prepared by Changchai Company, Limited Unit: RMB Yuan Item Jul.-Sept. 2014 Jul.-Sept. 2013 I. Total operating revenues 596,251,102.70 703,876,673.50 Including: Sales income 596,251,102.70 703,876,673.50 Interest income Premium income Handling charge and commission income II. Total operating cost 583,601,181.96 684,786,271.72 Including: Cost of sales 526,155,740.49 627,000,282.35 15 Report for the Third Quarter of 2014 of Changchai Company, Limited Interest expenses Handling charge and commission expenses Surrenders Net claims paid Net amount withdrawn for the insurance contract reserve Expenditure on policy dividends Reinsurance premium Taxes and associate charges 262,580.46 77,709.39 Selling and distribution expenses 29,413,885.37 32,197,292.46 Administrative expenses 27,416,496.91 27,636,536.53 Financial expenses -1,047,390.27 -2,125,549.01 Asset impairment loss 1,399,869.00 Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 7,852,349.51 719,889.97 means loss) Including: share of profits in associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 20,502,270.25 19,810,291.75 Add: non-operating income 710,371.45 1,249,478.58 Less: non-operating expense 1,069,978.47 1,068,029.49 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) 20,142,663.23 19,991,740.84 Less: Income tax expense 3,228,271.47 2,923,301.36 V. Net profit (“-” means loss) 16,914,391.76 17,068,439.48 Including: Net profit achieved by combined parties before the combinations Attributable to owners of the 16,740,470.13 17,044,723.04 Company Minority shareholders’ income 173,921.63 23,716.44 16 Report for the Third Quarter of 2014 of Changchai Company, Limited VI. Earnings per share -- -- (I) Basic earnings per share 0.03 0.03 (II) Diluted earnings per share 0.03 0.03 Ⅶ. Other comprehensive incomes 39,997,744.67 12,338,508.12 Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting 39,997,744.67 12,338,508.12 periods as relevant requirements are met Ⅷ. Total comprehensive incomes 56,912,136.43 29,406,947.60 Attributable to owners of the 56,738,214.80 29,383,231.16 Company Attributable to minority shareholders 173,921.63 23,716.44 Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 4. Income statement of the Company for the reporting period Prepared by Changchai Company, Limited Unit: RMB Yuan Item Jul.-Sept. 2014 Jul.-Sept. 2013 I. Total sales 601,452,898.73 710,804,975.97 Less: cost of sales 536,307,945.22 640,127,395.09 Business taxes and surcharges Distribution expenses 28,600,872.12 31,351,340.28 Administrative expenses 23,247,390.37 23,995,526.79 Financial costs -1,450,261.90 -2,678,190.22 Impairment loss 1,399,869.00 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 6,215,908.66 means loss) Including: income form investment on associates and joint ventures 17 Report for the Third Quarter of 2014 of Changchai Company, Limited II. Business profit (“-” means loss) 19,562,992.58 18,008,904.03 Add: non-business income 534,059.39 1,040,592.41 Less: non-business expense 1,038,571.44 1,068,029.49 Including: loss from non-current 17,207.16 asset disposal III. Total profit (“-” means loss) 19,058,480.53 17,981,466.95 Less: income tax expense 3,035,821.48 2,583,560.34 IV. Net profit (“-” means loss) 16,022,659.05 15,397,906.61 V. Earnings per share -- -- (I) Basic earnings per share 0.03 0.03 (II) Diluted earnings per share 0.03 0.03 VI. Other comprehensive income 39,968,762.75 12,293,125.00 Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting 39,968,762.75 12,293,125.00 periods as relevant requirements are met VII. Total comprehensive income 55,991,421.80 27,691,031.61 Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 5. Consolidated income statement for Jan.-Sept. 2014 Prepared by Changchai Company, Limited Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Total operating revenues 1,936,127,304.42 2,301,579,371.96 Including: Sales income 1,936,127,304.42 2,301,579,371.96 Interest income Premium income Handling charge and commission income II. Total operating cost 1,884,318,838.47 2,247,354,386.78 Including: Cost of sales 1,711,640,499.12 2,059,961,179.87 18 Report for the Third Quarter of 2014 of Changchai Company, Limited Interest expenses Handling charge and commission expenses Surrenders Net claims paid Net amount withdrawn for the insurance contract reserve Expenditure on policy dividends Reinsurance premium Taxes and associate charges 577,867.86 355,059.52 Selling and distribution expenses 87,937,699.44 96,398,030.31 Administrative expenses 90,299,073.75 101,733,682.68 Financial expenses -8,179,953.05 -9,738,342.49 Asset impairment loss 2,043,651.35 -1,355,223.11 Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 9,325,019.68 13,072,696.77 means loss) Including: share of profits in associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 61,133,485.63 67,297,681.95 Add: non-operating income 7,928,834.07 3,693,757.88 Less: non-operating expense 6,675,426.07 3,777,259.74 Including: loss from non-current 61,479.60 17,207.16 asset disposal IV. Total profit (“-” means loss) 62,386,893.63 67,214,180.09 Less: Income tax expense 10,322,416.53 10,276,942.77 V. Net profit (“-” means loss) 52,064,477.10 56,937,237.32 Including: Net profit achieved by combined parties before the combinations Attributable to owners of the 51,043,900.62 56,909,920.20 Company Minority shareholders’ income 1,020,576.48 27,317.12 19 Report for the Third Quarter of 2014 of Changchai Company, Limited VI. Earnings per share -- -- (I) Basic earnings per share 0.09 0.1 (II) Diluted earnings per share 0.09 0.1 VII. Other comprehensive incomes 40,033,793.42 -87,801,600.00 Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting 40,033,793.42 -87,801,600.00 periods as relevant requirements are met VIII. Total comprehensive incomes 92,098,270.52 -30,864,362.68 Attributable to owners of the -30,891,679.80 Company 91,077,694.04 Attributable to minority shareholders 1,020,576.48 27,317.12 Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 6. Income statement of the Company for Jan.-Sept. 2014 Prepared by Changchai Company, Limited Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Total sales 1,956,450,412.84 2,322,130,140.25 Less: cost of sales 1,748,726,671.54 2,099,970,095.94 Business taxes and surcharges Distribution expenses 84,281,274.85 92,491,096.15 Administrative expenses 78,652,824.64 90,191,726.51 Financial costs -10,240,790.06 -11,471,022.16 Impairment loss 2,043,651.35 -1,355,223.11 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” 9,276,302.33 12,133,439.60 means loss) Including: income form investment on associates and joint ventures 20 Report for the Third Quarter of 2014 of Changchai Company, Limited II. Business profit (“-” means loss) 62,263,082.85 64,436,906.52 Add: non-business income 6,750,419.19 2,213,178.67 Less: non-business expense 6,597,872.75 3,777,146.24 Including: loss from non-current 61,479.60 17,207.16 asset disposal III. Total profit (“-” means loss) 62,415,629.29 62,872,938.95 Less: income tax expense 9,568,892.09 9,505,940.84 IV. Net profit (“-” means loss) 52,846,737.20 53,366,998.11 V. Earnings per share -- -- (I) Basic earnings per share 0.09 0.1 (II) Diluted earnings per share 0.09 0.1 VI. Other comprehensive income 39,967,062.75 -87,801,600.00 Including: Other comprehensive incomes items that cannot be reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting 39,967,062.75 -87,801,600.00 periods as relevant requirements are met VII. Total comprehensive income 92,813,799.95 -34,434,601.89 Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 7. Consolidated cash flow statement for Jan.-Sept. 2014 Prepared by Changchai Company, Limited Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Cash flows from operating activities: Cash received from sale of 1,957,387,089.38 2,390,257,724.31 commodities and rendering of service Net increase of deposits from customers and dues from banks Net increase of loans from the central bank Net increase of funds borrowed from 21 Report for the Third Quarter of 2014 of Changchai Company, Limited other financial institutions Cash received from premium of original insurance contracts Net cash received from reinsurance business Net increase of deposits of policy holders and investment fund Net increase of disposal of tradable financial assets Cash received from interest, handling charges and commissions Net increase of intra-group borrowings Net increase of funds in repurchase business Tax refunds received 27,929,664.35 36,808,418.49 Other cash received relating to 22,276,735.86 33,432,303.86 operating activities Subtotal of cash inflows from operating 2,007,593,489.59 2,460,498,446.66 activities Cash paid for goods and services 1,795,061,598.18 2,137,926,501.00 Net increase of customer lendings and advances Net increase of funds deposited in the central bank and amount due from banks Cash for paying claims of the original insurance contracts Cash for paying interest, handling charges and commissions Cash for paying policy dividends Cash paid to and for employees 198,752,708.68 215,945,086.79 Various taxes paid 39,705,485.13 32,358,056.43 Other cash payment relating to 50,256,156.25 63,953,430.12 operating activities Subtotal of cash outflows from 2,083,775,948.24 2,450,183,074.34 operating activities Net cash flows from operating activities -76,182,458.65 10,315,372.32 22 Report for the Third Quarter of 2014 of Changchai Company, Limited II. Cash flows from investing activities: Cash received from withdrawal of 0.00 investments Cash received from return on 7,423,437.46 11,778,757.17 investments Net cash received from disposal of fixed assets, intangible assets and other 253,982.43 514,087.16 long-term assets Net cash received from disposal of 1,027,642.33 subsidiaries or other business units Other cash received relating to 1,500,000.00 5,000,000.00 investing activities Subtotal of cash inflows from investing 10,205,062.22 17,292,844.33 activities Cash paid to acquire fixed assets, intangible assets and other long-term 75,880,276.25 70,457,843.34 assets Cash paid for investment 0.00 Net increase of pledged loans Net cash paid to acquire subsidiaries 23,850,000.00 and other business units Other cash payments relating to 14,500,000.00 21,000,000.00 investing activities Subtotal of cash outflows from 114,230,276.25 91,457,843.34 investing activities Net cash flows from investing activities -104,025,214.03 -74,164,999.01 III. Cash Flows from Financing Activities: Cash received from capital contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received from borrowings 20,000,000.00 60,000,000.00 Cash received from issuance of bonds Other cash received relating to 4,955.77 financing activities 23 Report for the Third Quarter of 2014 of Changchai Company, Limited Subtotal of cash inflows from financing 20,000,000.00 60,004,955.77 activities Repayment of borrowings 30,000,000.00 50,000,000.00 Cash paid for interest expenses and 9,329,628.74 14,214,780.86 distribution of dividends or profit Including: dividends or profit paid 553,400.00 by subsidiaries to minority shareholders Other cash payments relating to financing activities Sub-total of cash outflows from 39,329,628.74 64,214,780.86 financing activities Net cash flows from financing activities -19,329,628.74 -4,209,825.09 IV. Effect of foreign exchange rate -16,651.17 changes on cash and cash equivalents V. Net increase in cash and cash -199,537,301.42 -68,076,102.95 equivalents Add: Opening balance of cash and 610,882,216.18 637,004,823.27 cash equivalents VI. Closing balance of cash and cash 411,344,914.76 568,928,720.32 equivalents Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He 8. Cash flow statement of the Company for Jan.-Sept. 2014 Prepared by Changchai Company, Limited Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Cash flows from operating activities: Cash received from sale of 1,976,754,861.03 2,381,526,332.96 commodities and rendering of service Tax refunds received 27,929,664.35 36,808,418.49 Other cash received relating to 19,897,990.45 32,531,113.46 operating activities Subtotal of cash inflows from operating 2,024,582,515.83 2,450,865,864.91 activities Cash paid for goods and services 1,859,470,070.77 2,163,371,698.51 Cash paid to and for employees 183,443,698.38 191,311,098.27 24 Report for the Third Quarter of 2014 of Changchai Company, Limited Various taxes paid 32,335,971.13 27,990,532.66 Other cash payment relating to 44,244,209.96 55,818,356.32 operating activities Subtotal of cash outflows from 2,119,493,950.24 2,438,491,685.76 operating activities Net cash flows from operating activities -94,911,434.41 12,374,179.15 II. Cash flows from investing activities: Cash received from retraction of investments Cash received from return on 9,527,100.00 11,560,000.00 investments Net cash received from disposal of fixed assets, intangible assets and other 253,982.43 488,087.16 long-term assets Net cash received from disposal of 1,027,642.33 subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing 10,808,724.76 12,048,087.16 activities Cash paid to acquire fixed assets, intangible assets and other long-term 69,850,240.35 64,712,772.03 assets Cash paid for investment Net cash paid to acquire subsidiaries 24,626,700.00 and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 94,476,940.35 64,712,772.03 investing activities Net cash flows from investing activities -83,668,215.59 -52,664,684.87 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings Cash received from issuance of bonds 25 Report for the Third Quarter of 2014 of Changchai Company, Limited Other cash received relating to financing activities Subtotal of cash inflows from financing 0.00 activities Repayment of borrowings 0.00 Cash paid for interest expenses and 8,420,614.89 14,214,780.86 distribution of dividends or profit Other cash payments relating to financing activities Sub-total of cash outflows from 8,420,614.89 14,214,780.86 financing activities Net cash flows from financing activities -8,420,614.89 -14,214,780.86 IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash -187,000,264.89 -54,505,286.58 equivalents Add: Opening balance of cash and 574,440,388.77 605,259,198.95 cash equivalents VI. Closing balance of cash and cash 387,440,123.88 550,753,912.37 equivalents Legal representative: Xue Guojun Chief of the accounting work: He Jianguang Chief of the accounting organ: Jiang He II. Audit report Is this report audited? □ Yes √ No This report is not audited. 26