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苏常柴B:2018年年度报告(英文版)2019-04-11  

						Changchai Company, Limited                        Annual Report 2018




             CHANGCHAI COMPANY, LIMITED


                             ANNUAL REPORT 2018




                                 April 2019
Changchai Company, Limited                                                                                            Annual Report 2018




                                                  Table of Contents




Part I Important Notes, Table of Contents and Definitions........................................................... 3

Part II Corporate Information and Key Financial Information................................................... 5

Part III Business Summary............................................................................................................. 10

Part IV Operating Performance Discussion and Analysis............................................................12

Part V Significant Events.................................................................................................................27

Part VI Share Changes and Shareholder Information................................................................. 38

Part VII Preferred Shares................................................................................................................44

Part VIII Directors, Supervisors, Senior Management and Staff................................................45

Part IX Corporate Governance.......................................................................................................52

Part X Corporate Bonds.................................................................................................................. 58

Part XI Financial Statements.......................................................................................................... 59

Part XII Documents Available for Reference...............................................................................171
Changchai Company, Limited                                                          Annual Report 2018




            Part I Important Notes, Table of Contents and Definitions

     The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors,
supervisors and senior management of Changchai Company, Limited (hereinafter referred to as the
“Company”) hereby guarantee the factuality, accuracy and completeness of the contents of this
Report and its summary, and shall be jointly and severally liable for any misrepresentations,
misleading statements or material omissions therein.
     Shi Xinkun, the Company’s legal representative, Zhang Xin, the Company’s General Manager,
and Jiang He, head of the Company’s financial department (equivalent to financial manager) hereby
guarantee that the Financial Statements carried in this Report are factual, accurate and complete.
     The director Mrs.Zhang Qiong was not present at the board session for reviewing this annual
repoet and its summary and thus entrusted the Chairman of the Board Mr.Shi Xinkun to vote on behalf
of her.
     Any plans for the future and other forward-looking statements mentioned in this Report shall
NOT be considered as absolute promises of the Company to investors. Therefore, investors are
kindly reminded to pay attention to possible investment risks.
    The Company has described in detail the risks it might face in “Part IV Operating Performance
Discussion and Analysis”, IX, “4. Possible Risks in Future” herein.
     The Board has approved a final dividend plan as follows: based on the 561,374,326 shares, a
cash dividend of RMB0.25 (tax inclusive) per 10 shares is to be distributed to the shareholders, with
no bonus issue from either profit or capital reserves.
     This Report and its summary have been prepared in both Chinese and English. Should there be
any discrepancies or misunderstandings between the two versions, the Chinese versions shall
prevail.




                                                 3
Changchai Company, Limited                                                            Annual Report 2018



                                             Definitions


                   Term                                           Definition

The “Company”,        “Changchai”   or Changchai Company, Limited and its consolidated
“we”                                     subsidiaries, except where the context otherwise requires

                                          Changzhou Changchai Benniu Diesel Engine Fittings Co.,
Changchai Benniu
                                          Ltd.

Changchai Wanzhou                         Changchai Wanzhou Diesel Engine Co., Ltd.

Housheng Investment                       Changzhou Housheng Investment Co., Ltd.

                                          Changzhou Changchai Housheng Agricultural Equipment
Housheng Agricultural Equipment
                                          Co., Ltd.

                                          Changzhou Fuji Changchai Robin Gasoline Engine Co.,
Changchai Robin
                                          Ltd.

                                          Expressed in the Chinese currency of Renminbi, expressed
RMB, RMB’0,000
                                          in tens of thousands of Renminbi

The “Reporting Period” or “Current
                                      The period from 1 January 2018 to 31 December 2018
Period”




                                                    4
Changchai Company, Limited                                                                 Annual Report 2018




        Part II Corporate Information and Key Financial Information

I Corporate Information

Stock name                          Changchai, Changchai-B         Stock code   000570, 200570
Stock exchange for stock listing    Shenzhen Stock Exchange
Company name in Chinese             常柴股份有限公司
Abbr.                               苏常柴
Company name in English             CHANGCHAI COMPANY, LIMITED
Abbr.                               CHANGCHAI CO., LTD.

Legal representative                Shi Xinkun
Registered address                  123 Huaide Middle Road, Changzhou, Jiangsu, China
Zip code                            213002
Office address                      123 Huaide Middle Road, Changzhou, Jiangsu, China
Zip code                            213002
Company website                     http://www.changchai.com.cn
Email address                       cctqm@public.cz.js.cn


II Contact Information

                                                 Board Secretary             Securities Representative
Name                                 He Jianjiang
                                     123 Huaide Middle Road,
Address
                                      Changzhou, Jiangsu, China
Tel.                                 (86)519-68683155
Fax                                  (86)519-86630954
Email address                        cchjj@changchai.com


III Media for Information Disclosure and Place where this Report Is Lodged

Newspapers designated by the Company for
                                         Securities Times, Ta Kung Pao (HK)
information disclosure
Website designated by CSRC for publication of
                                              http://www.cninfo.com.cn
this Report
Place where this Report is lodged                Board Secretariat of the Company and the Shenzhen Stock


                                                        5
Changchai Company, Limited                                                                      Annual Report 2018


                                                 Exchange


IV Change to Company Registered Information

Unified social credit code              91320400134792410W
Change to principal activity of the
                                    No change
Company since going public
                                       On 22 November 2018, the State-owned Assets Supervision and
                                       Administration Commission of Changzhou Municipal People’s
Every    change      of    controlling
                                       Government transferred its entire holdings of 170,845,236 shares in the
shareholder since incorporation
                                       Company (a stake of 30.43%) to Changzhou Investment Group Co., Ltd.
                                       for no compensation. These shares are non-restricted public shares.


V Other Information

The independent audit firm hired by the Company:
Name                              Jiangsu Gongzheng Tianye Certified Public Accountants LLP
Office address                    Yingtong Commerce Building, Changzhou, Jiangsu, China
Accountants writing signatures    Dai Weizhong, Xu Wenxiang

The independent sponsor hired by the Company to exercise constant supervision over the Company in the

Reporting Period:

□ Applicable √ Not applicable

The independent financial advisor hired by the Company to exercise constant supervision over the Company in

the Reporting Period:

□ Applicable √ Not applicable

VI Key Financial Information

Indicate by tick mark whether there is any retrospectively restated datum in the table below.

□ Yes √ No
                                                                           2018-over-2017
                                        2018                 2017                                   2016
                                                                             change (%)
Operating revenue (RMB)            2,132,902,718.60    2,423,058,958.29              -11.97%    2,283,028,855.52
Net profit attributable to the
listed company’s shareholders        62,021,374.04       46,431,302.73               33.58%      62,539,896.17
(RMB)
Net profit attributable to the
                                      -43,333,196.13      18,818,435.16                  ——     56,835,566.28
listed company’s shareholders


                                                         6
Changchai Company, Limited                                                                       Annual Report 2018


before    exceptional      items
(RMB)
Net cash generated from/used
                                      273,819,526.89      -121,669,279.39                ——      99,473,944.04
in operating activities (RMB)
Basic earnings       per   share
                                                 0.11                   0.08         37.50%                  0.11
(RMB/share)
Diluted earnings per share
                                                 0.11                   0.08         37.50%                  0.11
(RMB/share)
Weighted average return on
                                               2.84%                   2.00%            0.84%               3.00%
equity (%)
                                                                       Change of 31
                                                                      December 2018
                                   31 December 2018 31 December 2017                  31 December 2016
                                                                     over 31 December
                                                                         2017 (%)
Total assets (RMB)                  3,542,019,195.75      3,722,905,285.05            -4.86%     3,724,857,266.71
Equity attributable to the
listed company’s shareholders      2,043,308,026.74      2,246,896,857.86            -9.06%     2,323,712,892.92
(RMB)


VII Accounting Data Differences under China’s Accounting Standards for Business
Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign
Accounting Standards

1. Net Profit and Equity under CAS and IFRS

□ Applicable √ Not applicable

No difference for the Reporting Period.

2. Net Profit and Equity under CAS and Foreign Accounting Standards

□ Applicable √ Not applicable

No difference for the Reporting Period.

VIII Key Financial Information by Quarter

                                                                                                       Unit: RMB
                                            Q1                    Q2               Q3                  Q4
Operating revenue                      593,008,785.46          593,752,106.80   432,605,495.58     513,536,330.76
Net profit attributable to the
                                          11,343,577.44          7,294,980.22     4,670,842.38      38,711,974.00
listed company’s shareholders


                                                           7
Changchai Company, Limited                                                                      Annual Report 2018


Net profit attributable to the
listed company’s shareholders           11,141,982.06         6,120,841.19    -5,982,192.17       -54,613,827.21
before exceptional items
Net cash generated from/used in
                                         -73,259,277.76       67,650,424.61   -48,642,944.44      328,071,324.48
operating activities

Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs

materially from what have been disclosed in the Company’s quarterly or interim reports.

□ Yes √ No

IX Exceptional Gains and Losses
√ Applicable □ Not applicable

                                                                                                       Unit: RMB
                 Item                           2018              2017           2016                Note
 Gain or loss on disposal of
 non-current assets (inclusive of              -265,966.68     1,005,800.62   6,254,028.26
 impairment allowance write-offs)
 Government subsidies charged to
 current profit or loss (exclusive of
 government subsidies given in the
 Company’s ordinary course of                6,291,685.65     8,456,560.85   7,948,135.65
 business at fixed quotas or amounts
 as per the government’s uniform
 standards)
 Capital occupation charges on
 non-financial enterprises that are            938,737.87      1,200,592.21   1,340,364.82
 charged to current profit or loss
 Income equal to the amount by
 which investment costs for the
 Company to obtain subsidiaries,
 associates and joint ventures are
                                                              19,924,486.12
 lower than the Company’s enjoyable
 fair value of identifiable net assets
 of    investees     when     making
 investments
 Gain or loss on fair-value changes
                                                                                               Sale of the
 in trading financial assets and
                                                                                               20,000,000 Bank
 liabilities & investment income
                                           105,672,874.83        654,862.68   1,058,569.81     of Jiangsu shares
 from disposal of trading financial
                                                                                               in the Reporting
 assets      and    liabilities and
                                                                                               Period
 available-for-sale financial assets


                                                          8
Changchai Company, Limited                                                                   Annual Report 2018


 (exclusive of effective portion of
 hedges that arise in the Company’s
 ordinary course of business)
 Reversed portion of impairment
 allowance for loan by mandate
                                           10,000,000.00
 which are tested individually for
 impairment
 Gain or loss on re-measurement by
 the fair value of equity interests in
 joint ventures before acquisition                          1,751,203.43
 dates in business combinations not
 under common control
 Non-operating income and expense
                                            1,392,895.84   -4,441,830.05   -9,328,953.27
 other than the above
 Less: Income tax effects                  18,670,371.98     951,629.77     1,294,119.50
        Non-controlling       interests
                                                5,285.36      -12,821.48      273,695.88
 effects (net of tax)
 Total                                    105,354,570.17   27,612,867.57    5,704,329.89           --

Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item defined or listed in the

Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the

Public—Exceptional Gain/Loss Items:

□ Applicable √ Not applicable

No such cases for the Reporting Period.




                                                       9
Changchai Company, Limited                                                                         Annual Report 2018




                                    Part III Business Summary

I Principal Activity of the Company in the Reporting Period

     As a manufacturer, we specialize in the manufacture and sale of diesel engines, diesel engine fittings and
castings, gasoline engines, gasoline engine fittings, rotovators, walking tractors, molds and jigs as well as the
assembly and sale of diesel engine and gasoline engine supporting sets.
     We mainly manufacture and sell small and medium-sized single-cylinder and multi-cylinder diesel engines
under the brand of “Changchai”, which are often used in tractors, combine-harvesters, light commercial vehicles,
agriculture equipment, small-sized engineering machinery, generator sets, ship machines, etc.

II Significant Changes in Major Assets

1. Significant Changes in Major Assets



       Major assets                                  Main reason for significant changes

                             The ending amount stood at RMB800,960,036.69, up 86.14% from the beginning
 Monetary capital            amount, primarily due to the company's sale of shares of Jiangsu Bank and the
                             maturity of some bank acceptance bills held by the company.
                             The ending amount stood at RMB9,244,584.42, up 59.53% from the beginning
                             amount, primarily driven by the temporary loans granted by the subsidiary
 Other receivables
                             Changzhou Housheng Investment Co., Ltd. to Changzhou Changjiang Foundry
                             Materials Co., Ltd., among others, in the Reporting Period.
                             The ending amount stood at RMB498,851,369.49, down 37.13% from the beginning
 Available-for-sale
                             amount, primarily driven by the sale of the 20,000,000 Bank of Jiangsu shares in the
 financial assets
                             Reporting Period.


2. Major Assets Overseas

□ Applicable √ Not applicable

III Core Competitiveness Analysis

1. Advantages in Brand
     Changchai is a national industrial enterprise with a history of over one hundred years. It is one of the earliest
professional manufacturers of internal combustion engines in China. The diesel engine of "Changchai" brand is
China's brand-name product. The enterprise has been certified by ISO9000 quality system, ISO14001


                                                         10
Changchai Company, Limited                                                                        Annual Report 2018


environmental management system, ISO/TS16949 automotive product quality management system, and accessed
to the national export-free enterprise qualification. Changchai was honorably ranked among “the Top One
Hundred Chinese Enterprises in Engineering Industry” and “China Pacesetter Enterprise of Industrial Industry”
for several times, and was awarded the honorary title of “State-level Enterprise of Observing Contracts and
Keeping Promise”, “China's Agricultural Machinery Parts and Components Leading Enterprises”, “China's
Agricultural Machinery AAA Credit Enterprise”, “Jiangsu Independent Industries Brand Top 50”, “Quality
Management Excellence Award of Jiangsu Province”, “Mayor Quality Award of Changzhou City”, also our
company won as the 10 users most satisfied leading brands in “Jing Geng” competition in the last five years, as
well as China’s Most Valuable Brands Top 500 for 14 consecutive years. In 2018, the Company was granted the
honors of Science and Technology Award of China’s Machinery Industry, Annual Most Influential Brand of
China’s Agricultural Machinery Industry, 40 years of Reform and Opening-up Award - Outstanding Contribution
Enterprise of Jiangsu Agricultural Machinery Industry, 40 years of Reform and Opening-up Award - Outstanding
Contribution of China’s Agricultural Machinery Industry, and Model Enterprises of National Quality and Credit
Benchmark. For many years, in the process of achieving steady economic development of the enterprise, we
developed in a sound manner and cultivated the “Changchai” brand, a famous small diesel engine brand of China
with independent intellectual property rights.
2. Advantages in Technology
     The Company has a state-level technology center and post-doctoral research station, and a research center of
small and medium-power internal combustion engine engineering and technology in Jiangsu Province. Currently,
it is mainly engaged in production of small and medium-power single-cylinder and multi-cylinder diesel engine. It
has a complete product range, a wide power level coverage, a high reputation and intellectual property rights for
its main products. In 2018, the Company applied common rail technology to single cylinder diesel engine for the
first time. The 3M78 series diesel engine was also granted the first Compliance Certificate for Euro V Emission
Standards of Non-road Mobile Machinery under 19 kW in China. The first mass production of air-cooled and
water-cooled common rail single cylinder engines for non-road State III electronic control model was launched.
The project “Key Technologies of G Series Agricultural Diesel Engines” applied by the Company was granted the
second prize of Science and Technology Award of China’s Machinery Industry. Currently, the Company has a
total of 139 patents granted by authorities at home and abroad, including 14 invention patents.
3. Advantages in Marketing
     Changchai has built up a sales service network covering the whole country, with 5 sales business units, 27
sales service centers, and 799 service stations. The Company has passed the customs’ high-level enterprise
certification. With a perfect diesel sales service network system, the Company is able to provide high quality,
efficient and timely services for customers.




                                                        11
Changchai Company, Limited                                                                     Annual Report 2018



               Part IV Operating Performance Discussion and Analysis

I Overview

     In 2018, China was facing a negative macroeconomic environment. Affected by changes in agricultural
subsidies, emission regulation updates, fluctuations in raw material prices and other factors, the agricultural
machinery market was under depression. In the deep adjustment stage of the agricultural machinery industry, the
Company strengthened product advantages, accelerated market expansion and pushed forward product planning
step by step. Meanwhile, management and operational efficiency have been improved to some degree. Despite the
intensified market competition, the Company maintained an orderly development. With the decline in the overall
sales of the single cylinder engine industry, the Company’s sales also declined but at a slower pace than the
industry average, while maintaining the largest market share in the industry. During the Reporting Period, the
Company sold 713,300 thousand units of diesel engines, gasoline engines and related generator sets, including
138,000 units of gasoline engines, generating total sales revenue of RMB2,132,902,718.60, a drop of 11.97 %
over last year.
     In respect of product development and structural adjustment, several common rail models of single cylinder
and multi-cylinder engines have been developed to fully meet the State III emission standards of non-road mobile
machinery and the State V emission standards of road mobile machinery, leaving space for meeting higher
emission standards. Product models cover farm machinery such as harvesters and tractors in different power
sections, and gradually involved in the subdivision fields of tower base station, ship machine, prospecting,
transportation and so on.
     In terms of quality management, the Company further improved the quality control process of product
development process. It promoted technical exchanges, quality management, and the adjustment of product
development. During the reporting period, Changchai organized 31 QC group activities, and the excellent QC
achievements recommended outwards were included in the national mechanical industry quality achievement
collections.
     Speaking of marketing management, the Company solidified the existing advantages and enlarged the share
of superior products. It kept improving service capabilities by building good cooperative partnership with
customers and suppliers, adapting to market changes for opportunities to expand the market and promoting new
areas of supporting products. In 2018, Changchai achieved a market service satisfaction of products higher than
the average level in 2016 and 2017 and an increasingly greater market reputation.
     To achieve better internal management, the Company further improved the Articles of Association,
reinforced the construction of internal control system and the supervision of key projects. By deepening the
medium-term special audit, it improved risk prevention and control ability and the quality of internal audit work.
As timely measures are taken to solve problems, operational efficiency of the Company is improved.



                                                       12
Changchai Company, Limited                                                                                Annual Report 2018


II Core Business Analysis

1. Overview

See “I Overview” above.

2. Revenue and Cost Analysis

(1) Breakdown of Operating Revenue

                                                                                                                Unit: RMB
                                    2018                                           2017
                                             As % of total                                As % of total         Change
                                                                       Operating
                   Operating revenue           operating                                    operating            (%)
                                                                        revenue
                                             revenue (%)                                  revenue (%)

 Total              2,132,902,718.60                     100%     2,423,058,958.29                 100%          -11.97%

 By operating division
 Internal
 combustion         2,093,039,249.58                 98.13%       2,393,799,573.65               98.79%          -12.56%
 engines
 Other                   39,863,469.02                   1.87%        29,259,384.64               1.21%           36.24%
 By product category
 Diesel engines     1,945,336,290.52                 91.21%       2,232,948,960.31               92.15%          -12.88%
 Gasoline
                       130,329,100.71                    6.11%     160,850,613.34                 6.64%          -18.98%
 engines
 Other                   57,237,327.37                   2.68%        29,259,384.64               1.21%           95.62%
 By operating segment
 Domestic           1,785,012,986.06                 83.69%       2,067,943,295.18               85.34%          -13.68%
 Overseas              347,889,732.54               16.31 %           355,115,663.11             14.66%           -2.03%


(2) Operating Division, Product Category or Operating Segment Contributing over 10% of Operating
Revenue or Operating Profit


√ Applicable □ Not applicable

Is the Company subject to any industry-specific disclosure requirements?

No.

                                                                                                                Unit: RMB
                                                             Gross      YoY change in YoY change in YoY change in
               Operating revenue         Cost of sales
                                                             profit       operating    cost of sales gross profit

                                                             13
Changchai Company, Limited                                                                              Annual Report 2018


                                                          margin       revenue (%)            (%)            margin (%)
By operating division
Internal
combustion       2,093,039,249.58     1,782,146,126.35 14.85%               -12.56%            -13.23%             0.65%
engines
By product category
Diesel
                 1,945,336,290.52     1,654,092,356.37 14.97%               -12.88%            -13.51%             0.62%
engines
Gasoline
                  130,329,100.71        114,016,043.86                      -18.98%            -19.38%             0.44%
engines                                                   12.52%
Other               57,237,327.37        45,336,185.43 20.79%                     —                   —                —
By operating segment
Domestic         1,785,012,986.06     1,474,704,353.06 17.38%               -13.68%            -14.60%             0.89%
Overseas          347,889,732.54        338,740,232.60      2.63%            -2.03%             -2.11%             0.08%

Core business data of the prior year restated according to the changed statistical caliber for the Reporting Period:

□ Applicable √ Not applicable


(3) Whether Revenue from Physical Sales Is Higher than Service Revenue

√ Yes □ No
    Operating
                           Item               Unit                 2018                2017                 Change (%)
     division
                   Unit sales          Unit                            556,443            686,264                -18.92%
Diesel engines     Output              Unit                            562,223            661,077                -14.95%
                   Inventory           Unit                             65,596                59,816              9.66%
Any over 30% YoY movements in the data above and why:

□ Applicable √ Not applicable


(4) Execution Progress of Major Signed Sales Contracts in the Reporting Period

□ Applicable √ Not applicable

(5) Breakdown of Cost of Sales

                                                                                                                Unit: RMB
                                                2018                                   2017
    Product
                        Item                           As % of total                          As % of total Change (%)
    category                        Cost of sales                         Cost of sales
                                                       cost of sales                          cost of sales


                                                          14
Changchai Company, Limited                                                                         Annual Report 2018


                                                          (%)                                (%)
Diesel engines Raw materials      1,422,647,277.45            78.45% 1,625,846,295.28          78.43%      -12.50%
Diesel engines Labor cost           238,105,274.10            13.13%    272,591,904.14         13.15%      -12.65%
Diesel engines Depreciation          75,456,887.66             4.16%     76,438,334.33          3.69%       -1.28%
Diesel engines Energy                28,471,079.99             1.57%     32,657,278.01          1.58%      -12.82%


(6) Changes in the Scope of Consolidated Financial Statements for the Reporting Period

□ Yes √ No

(7) Major Changes to the Business Scope or Product or Service Range in the Reporting Period

□ Applicable √ Not applicable

(8) Major Customers and Suppliers

                                                 Major customers:
Total sales to top five customers (RMB)                                                             863,147,321.92
Total sales to top five customers as % of total sales of the Reporting Period (%)                           40.47%
Total sales to related parties among top five customers as % of total sales of the
                                                                                                             0.00%
Reporting Period (%)
                                      Information about top five customers:
                                              Sales revenue contributed for the        As % of total sales revenue
    No.              Customer
                                                  Reporting Period (RMB)                          (%)
1         Customer 1                                                370,156,919.61                          17.35%
2         Customer 2                                                167,159,534.53                           7.84%
3         Customer 3                                                140,526,505.47                           6.59%
4         Customer 4                                                   98,451,038.00                         4.62%
5         Customer 5                                                   86,853,324.31                         4.07%
Total                    --                                         863,147,321.92                          40.47%

Other information about major customers:

□ Applicable √ Not applicable

                                                 Major suppliers:
Total purchases from top five suppliers (RMB)                                                       242,596,738.21
Total purchases from top five suppliers as % of total purchases of the Reporting
                                                                                                            15.30%
Period (%)
Total purchases from related parties among top five suppliers as % of total purchases
                                                                                                             0.00%
of the Reporting Period (%)

                                                         15
Changchai Company, Limited                                                                            Annual Report 2018


                                           Information about top five suppliers:
                                                  Purchase in the Reporting Period
    No.                   Supplier                                                         As % of total purchases (%)
                                                               (RMB)
1            Supplier 1                                                109,533,473.78                           6.91%
2            Supplier 2                                                 47,748,909.62                           3.01%
3            Supplier 3                                                 35,176,114.00                           2.22%
4            Supplier 4                                                 25,685,549.31                           1.62%
5            Supplier 5                                                 24,452,691.50                           1.54%
Total                        --                                        242,596,738.21                          15.30%

Other information about major suppliers:

□ Applicable √ Not applicable

3. Expense

                                                                                                             Unit: RMB
                             2018                 2017           Change (%)        Reason for any significant change
Selling expense           126,997,066.87      102,297,713.37           24.14%
Administrative
                          116,027,838.96      107,835,619.11             7.60%
expense
                                                                                Mainly due to the decrease in
                                                                                corporate interest income and
Finance costs                -903,762.30       -2,290,794.39                 —
                                                                                the increase in bank charges
                                                                                during the Reporting Period.
R&D expenses               72,182,840.78       76,715,296.15            -5.91%


4. R&D Expense

√ Applicable □ Not applicable
Details about R&D expense:
                                                             2018                   2017               Change (%)
Number of R&D personnel                                                368                    373               -1.34%
R&D personnel as % of total employees                               11.55%                 10.87%               0.68%
R&D expense (RMB)                                          72,182,840.78           76,715,296.15                -5.91%
R&D expense as % of operating revenue                               3.38%                  3.17%                0.21%
Capitalized R&D expense (RMB)                                         0.00                   0.00               0.00%
Capitalized R&D expense as % of total R&D
                                                                    0.00%                  0.00%                0.00%
expense
Reasons for any significant YoY change in the percentage of R&D expense in operating revenue:


                                                            16
Changchai Company, Limited                                                                          Annual Report 2018


□ Applicable √ Not applicable

Reason for any sharp variation in the percentage of capitalized R&D expense and rationale:

□ Applicable √ Not applicable

5. Cash Flows

                                                                                                          Unit: RMB
                         Item                                     2018               2017             Change (%)
Subtotal of cash generated from operating activities         2,494,609,605.84    2,406,119,189.23             3.68%
Subtotal of cash used in operating activities                2,220,790,078.95    2,527,788,468.62           -12.14%
Net cash generated from/used in operating activities          273,819,526.89     -121,669,279.39                ——
Subtotal of cash generated from investing activities          157,994,762.83       21,199,959.56            645.26%
Subtotal of cash used in investing activities                    51,775,807.81    175,764,577.00            -70.54%
Net cash generated from/used in investing activities          106,218,955.02     -154,564,617.44                ——
Subtotal of cash generated from financing activities             40,700,000.00     51,900,000.00            -21.58%
Subtotal of cash used in financing activities                    58,922,496.75     33,680,577.83             74.95%
Net cash generated from/used in financing activities           -18,222,496.75      18,219,422.17                ——

Net increase in cash and cash equivalents                     361,815,985.16     -258,014,474.66                ——
Explanation of why any of the data above varies significantly:
√ Applicable □ Not applicable
    The significant changes of net cash flows from operating activities were mainly due to the cash collection of
bank acceptance draft held by the bank.
    The significant changes of net cash flows from investing activities was the joint influence of the cash inflows
from the Company selling the stocks of Bank of Jiangsu, and cash outflows from investing Changzhou Synergetic
Equity Investment Partnership (LLP).
     The significant changes of net cash flows from financing activities were mainly due to the increase of
returning bank loans in the Reporting Period.
Reason for any big difference between the net operating cash flow and the net profit for this Reporting Period
√ Applicable □ Not applicable
     It was due to the bank acceptance bill is collected and realized, the increase of net cash flows from operating
activities; the sale of the stocks of Bank of Jiangsu which obtained much investment income and added the cash
flows from investing activities.

III Analysis of Non-Core Businesses

□ Applicable √ Not applicable



                                                        17
Changchai Company, Limited                                                                      Annual Report 2018


IV Analysis of Assets and Liabilities

1. Significant Changes in Asset Composition

                                                                                                      Unit: RMB
                              31 December 2018            31 December 2017       Change
                                              As % of                   As % of     in    Reason for any significant
                              Amount            total     Amount          total percentag          change
                                               assets                    assets   e (%)

                                                                                          The ending amount stood
                                                                                          at RMB800,960,036.69,
                                                                                          up 86.14% from the
                                                                                          beginning amount,
                                                                                          primarily due to the
Monetary capital           800,960,036.69      22.61% 430,305,367.71     11.56%    11.05%
                                                                                          company's sale of shares
                                                                                          of Jiangsu Bank and the
                                                                                          maturity of some bank
                                                                                          acceptance bills held by
                                                                                          the company.
Accounts receivable        378,859,159.11      10.70% 392,010,953.55     10.53%     0.17%
Inventories                557,953,891.70      15.75% 508,246,807.48     13.65%     2.10%
Investment property          50,656,007.63      1.43%   52,864,348.43     1.42%     0.01%
Long-term        equity
                                       0.00     0.00%            0.00     0.00%     0.00%
investments
Fixed assets               511,250,371.37      14.43% 560,049,970.50     15.04%    -0.61%
Construction          in
                             89,090,384.71      2.52%   94,581,989.06     2.54%    -0.02%
progress
Short-term
                             27,000,000.00      0.76%   24,900,000.00     0.67%     0.09%
borrowings
Long-term borrowings          2,000,000.00      0.06%   21,500,000.00     0.58%    -0.52%


2. Assets and Liabilities at Fair Value

√ Applicable □ Not applicable
                                                                                                      Unit: RMB
                                   Gain/loss on    Cumulative    Impairment
                                                                            Purchase
                                    fair-value      fair-value    allowance           Sold in the
                 Beginning                                                   d in the                  Ending
     Item                         changes in the     changes        for the           Reporting
                  amount                                                    Reporting                  amount
                                    Reporting      charged to     Reporting             Period
                                                                             Period
                                      Period          equity        Period


                                                          18
Changchai Company, Limited                                                                           Annual Report 2018


Financial
assets

Available-for
                                          438,065,500.0
-sale         793,522,639. -167,897,500.0                                                   147,000,000. 370,940,00
                                                      0
financial               04              0                                                             00       0.00
assets

Subtotal of                                          438,065,500.0
                     793,522,639. -167,897,500.0                                            147,000,000. 370,940,00
financial                                                        0
                               04              0                                                      00       0.00
assets


                                                     438,065,500.0
Total          of 793,522,639. -167,897,500.0                                               147,000,000. 370,940,00
                                                                 0
above                       04              0                                                         00       0.00


Financial
                            0.00              0.00             0.00                                  0.00         0.00
liabilities

Significant changes to the measurement attributes of the major assets in the Reporting Period:

□ Yes √ No

3. Restricted Asset Rights as at the Period-End


              Item                 Ending carrying value                                Reasons

Monetary capital                             113,880,397.10Cash deposits of bank acceptance’s bill and letter of credit

House constructions                            9,151,848.69Mortgage of bank loan

Land use right                                 1,005,328.00Mortgage of bank loan

Machinery equipment                           51,191,810.97Mortgage of bank loan

Total                                        175,229,384.76


V Investments Made

1. Total Investment Amount

√ Applicable □ Not applicable
   Investments made in Reporting           Investments made in same period of
                                                                                                  +/-%
          Period (RMB)                              last year (RMB)
                           20,315,967.20                           126,280,000.00              -83.91%




                                                              19
Changchai Company, Limited                                                                           Annual Report 2018


2. Major Equity Investments Made in the Reporting Period

□ Applicable √ Not applicable

3. Major Non-Equity Investments Ongoing in the Reporting Period

□ Applicable √ Not applicable

4. Financial Investments

(1) Securities Investments

□ Applicable √ Not applicable
No such cases in the Reporting Period.

(2) Investments in Derivative Financial Instruments

□ Applicable √ Not applicable
No such cases in the Reporting Period.

5. Use of Funds Raised

□ Applicable √ Not applicable
No such cases in the Reporting Period

VI Sale of Major Assets and Equity Interests

1. Sale of Major Assets

√ Applicable □ Not applicable
                             Net                 Net                              The      Th      Implem
                             profit              profit                           prope    e       ented
                      Tra    of the              of the                    Rel    rty      inv     as
                                                                    Rel
                      nsa    assets              assets                    atio   right    olv     schedul
                                                                    ated
                      ctio   contrib    Impa     sale                      nshi   of the   ed      e or              Dis
                                                                    -par
 Cou     Sol   Dat    n      uting      cts to   contrib   Prici           p      invol    all     not, if   Dis    clos
                                                                    ty
 nter    d     e of   pric   to the     the      uting     ng              wit    ved      cre     not,      clos    ure
                                                                    tran
 part    ass   the    e      Compa      Com      to the    princi          h      assets   dits    explain   ure    inde
                                                                    sact
 y       ets   sale   (R     ny         pany     Compa     ple             cou    has      and     the       date     x
                                                                    ion
                      MB     from                ny                        nter   transf   liab    reasons
                                                                    or
                      0’0   the                 as % of                   part   erred    iliti   and the
                                                                    not
                      00)    period-             total                     y      owne     es      measur
                             begin               net                              rship    tra     e taken
                             to the              profit                           or not   nsf     by the


                                                           20
Changchai Company, Limited                                                                 Annual Report 2018


                             date of                                               err   Compa
                             the                                                   ed    ny
                             sale                                                  or
                             (RMB                                                  not
                             0’000)
                                       Liqui
                                       dizin
                                       g
                                       remn
                                       ant
         Ba                            assets
         nk     22                     of the                                                     23
 Seco    of     No                     Com                                                        No
                                                        Centra
 ndar    Jia    ve     6,5             pany,                          Not                         ve     201
                             5,534.8            89.24   lized
 y       ng     mb     34.             and                       No   -rel   Yes   Yes   Yes      mb     8-0
                                   3               %    biddin
 mar     su’   er      83             supp                           ated                        er     32
                                                        g
 ket     s      201                    ortin                                                      201
         sto    8                      g the                                                      8
         cks                           devel
                                       opme
                                       nt of
                                       main
                                       busin
                                       ess
                                       Raisi
                                       ng
         Ba
                                       funds
         nk
                24                     to                                                         25
 Seco    of
                Dec                    imple            Centra                                    Dec
 ndar    Jia           5,9                                            Not                                201
                em           4,908.0   ment     79.13   lized                                     em
 y       ng            08.                                       No   -rel   Yes   Yes   Yes             8-0
                ber                5   the         %    biddin                                    ber
 mar     su’           05                                            ated                               47
                201                    proje            g                                         201
 ket     s
                8                      ct of                                                      8
         sto
                                       light
         cks
                                       engin
                                       es


2. Sale of Major Equity Interests

□ Applicable √ Not applicable

VII Major Subsidiaries

√ Applicable □ Not applicable

                                                        21
Changchai Company, Limited                                                                     Annual Report 2018


Major fully/majority-owned subsidiaries and those minority-owned subsidiaries with an over 10% effect on the

Company’s net profit:

                                                                                                      Unit: RMB

              Relationsh      Principal   Registered                           Operating    Operating
   Name       ip with the      activity              Total assets Net assets                             Net profit
                                           capital                              revenue      profit
               Company
                         Production of
Changchai                              55,063,000 171,749,23 89,780,051. 199,151,372 -2,055,514. -1,447,732.
              Subsidiary diesel engine
Benniu                                 .00              5.63         07          .46         73          64
                         accessories
Changchai                   Diesel engine 85,000,000 71,640,662. 48,874,516. 46,653,660. 1,362,904.1 1,117,933.
              Subsidiary
Wanzhou                     assembly      .00                30          38          46            8        80
                         External
Housheng                 investment       40,000,000 47,236,108. 46,302,405.
              Subsidiary                                                       938,737.87 909,172.33 640,592.73
Investment               and              .00                89            6
                         consulting
                        agricultural
                        machinery
Housheng
                        product of        10,000,000 36,401,983. 1,373,471.2 17,505,784. -6,040,644. -6,036,994.
Agricultural Subsidiary
                        rice              .00                51            1         08          34          34
Equipment
                        transplanter
                        etc.
                         Gasoline
Changchai                                 37,250,000 94,799,310. 81,500,148. 130,329,100 10,103,960. 6,896,226.
              Subsidiary engines
Robin                                     .00                09          68          .71         02         52
                         assembly
Subsidiaries obtained or disposed in the Reporting Period:

□ Applicable √ Not applicable


VIII Structured Bodies Controlled by the Company

□ Applicable √ Not applicable


IX Prospects

1. Industry competition structure and development tendency
     In 2018, China's agricultural machinery industry was in a period of deep adjustment. The new agricultural
machinery market developed rapidly, and niche market was preferred by consumers. The traditional agricultural
machinery market was facing challenges and difficulties from transformation and upgrading. In 2019, China's
agricultural machinery market is expected to stay in a period of cyclical low ebb. The industry will be still in a
period of deep adjustment, as the environmental protection governance will become more stringent, but on the


                                                        22
Changchai Company, Limited                                                                        Annual Report 2018


other hand, the national macro-economy will be positive in the long run. The agricultural machinery market is
prospective from the perspective of long-term development. As total market demand is large, it is not only an
opportunity but also a challenge for agricultural machinery manufacturers, who need to accelerate the upgrading
of agricultural machinery products and technology.
      In addition, the huge pressure brought by the new energy industry to traditional internal-combustion engine
companies has forced traditional engine manufacturers to actively or passively become involved in the
development of new energy automotive industries.
      At present, the development trend and market situation of the industry are mainly as follows: firstly, the
demand for agricultural machinery and commercial vehicles slows down, bringing further competition of the
industry; secondly, market needs time to accept the rising cost of product emission upgrade; thirdly, users are very
concerned about reliability, vibration, noise and appearance quality of diesel engines, and the extension of Three
Guarantees increases the service cost of the enterprise.Overall, the diesel market competition is fierce. The
industry will further reshuffle, and there will be better market prospects for diesel engines with high-performance
in energy saving and environmental protection.
      2. Company development strategies:
      To base on the farm machinery, do stronger in the power, develop the fields and develop scientifically.
      The current products market structure of the Company mainly distributed in the farm equipment such as the
walking tractor, big small and medium-sized wheeled tractors, caterpillar tractors, gardening tractors, plant
protection tractors, tractors for peanut harvest, and combine harvesters; agricultural small construction machinery,
three rounds and low-speed vehicles; light trucks, pickups automobile industry; generator and water pump, small
ship auxiliary machinery. The Company would take the market and users’ demands as the orientation to seize the
main line of the products and to improve the quality and increase the efficiency as well as to do better in the
power and to constantly enhance the market competitiveness.
      In the field of agricultural machinery, the Company maintained a leading position in the horsepower segment
and continues to expand the market share, and actively explored and entered the market in large-horse-powered
vehicles and non-road-specific power supporting areas for engineering use. In the terminal area, the Company
actively expanded the market share of transplanter products. In addition, the Company extended its product
structure to the gasoline engine field by acquiring a joint venture with Changzhou Fuji Changchai Robin Gasoline
Engine Co., Ltd. The Company will further innovate the management mechanism, accelerate the progress of
product development and vigorously expand the market to promote the sustained and steady development of the
Company.
      3. Operation Plan for the Year 2019:
      We should improve the quality of single cylinder machinery, and expand application of multi-cylinder
machinery. In respect of terminal, we should pursue breakthrough and internal cost savings. As park construction
commenced, we should accelerate industrial transformation and upgrading. The sales income achieves RMB 2.1
billion and sales of new products exceed 80,000 sets are expected in 2019.
       The above operation plan does not represent the profit forecast of Y2019 by the listed company, and
whether can be realized depends on various factors on the changes of market conditions and the effort level of the
management team. There is a lot of uncertainty, and investors should pay special attention on it.
      4. Possible risks and countermeasures:
      (1) Market risk:
      With fierce competition, over-capacity of some products and the total available market of the single cylinder
engine were in a decline tendency as well as the demand from the industry was insufficient. And the profitability
of the enterprises faced with rather great pressure. In the future, emission standards of internal combustion engines


                                                         23
Changchai Company, Limited                                                                       Annual Report 2018


will be further updated and air pollution control will be further stringent. Safety production and environmental
protection will be normalized, and the industry will still be in a period of deep adjustment. However, long-term
improvement of the national macro-economy remains unchanged, and the agricultural machinery market is still
promising with a large total market demand.
      The Company takes the following counter-measures for future development:
      To enhance the advantages of key products and the follow-up R&D strength of the Company.
      2. To adapt to market changes for opportunities to expand domestic and foreign markets.
      3. To improve internal and external quality control and promote the quality of whole machine and parts up to
a new level.
      4. To proceed with technological transformation projects in an orderly manner and improve company
equipment.
      5. To further implement lean management for improvements of production and operation efficiency.
      6. To improve the quality of employees and provide human resources support for company development.
      (2) Industrial risk:
      The rapid development of new energy vehicles is bound to affect the traditional fuel automobile industry and
its industrial chain, specifically, it will directly affect the engine and gearbox manufacturing industry, and
generate a greater impact on the traditional gasoline and diesel engine industry. Although the maturity of related
industries in the field of new energy may take years, more than a decade or even longer for transition, the trend is
inevitable. In response to the upgrading of emission standards and the rapid development of new energy industries,
enterprises in the traditional internal-combustion engine industry need to seek new development opportunities to
shift industrial risks.
      Countermeasures:
      The first measure is to prepare layout in new energy industries in advance to seize the opportunity for
industry development.
      The second one is to increase the R&D intensity of new products that meets the standards of non-road
national Grade IV and other new products, increase product emission standards, and take advanced diesel engine
products as the basis of the Company to explore the development direction of new industries and meet the
industrial upgrading and transformation.
      (3) Policy risk:
      The macro-economic environment is complex and changeable, economic growth is slowing down and the
policy on the diesel engine emissions is becoming stricter and stricter, which increased the operating difficulties
and the pressure. As such, the market demands for some products of the Company will be affected to some extent.
      Countermeasures: The Company will pay close attention to the government’s economic macro-control
policies and market developments. To promote the work such as “promote the products upgrade and quality
enhancing”, to embrace the upgrading of the engine emission standards, to accelerate the forging of the new
“Standard V” platform, and to execute the necessary products resources reserves in advance.
      (4) Talent risk:
      As the Company keeps, in recent years, improving operational efficiency and technological innovation to
cope with the increasingly fierce market competition and industry development trend, the demand for professional
and senior management personnel is greatly increased.
      Countermeasures:
      Firstly, introduce all kinds of high-ranking talents through varieties of channels and strengthen personnel
training.
      Secondly, the Company also makes optimization in the performance appraisal system and incentive pay


                                                        24
Changchai Company, Limited                                                                         Annual Report 2018


system and strengthens the training of employees to reduce the loss of professionals and strengthens personnel for
the construction of talented personnel teams.

X Communications with the Investment Community such as Researches, Inquiries and
Interviews

1. During the Reporting Period

√ Applicable □ Not applicable
                               Way of    Type of
            Date              communi communication                Index to main information communicated
                               cation     party
23 December 2018              Other    Individual           Inquired the equity investment of the Company
23 December 2018              Other    Individual           Inquired the invested project of the Company
19 December 2018              Other    Individual           Inquired the future planning of the Company
                                                            Inquired whether there was horizontal competition of
18 December 2018              Other    Individual
                                                            investment project of the Company
                                                            Inquired the situations of majority-owned subsidiary of
12 December 2018              Other    Individual
                                                            the Company
                                                            Inquired the conditions of the land which will be
10 December 2018              Other    Individual
                                                            purchased in the future of the Company
                                                            Inquired the progress of the project of lithium battery
10 December 2018              Other    Individual           membrane of industry funds established by the
                                                            Company
27 November 2018              Other    Individual           Inquired the operations of the Company
20 November 2018              Other    Individual           Inquired the share repurchases of the Company
19 November 2018              Other    Individual           Inquired the equity investment project of the Company
19 November 2018              Other    Individual           Inquired the equity investment project of the Company
16 November 2018              Other    Individual           Inquired the participation in profit of the Company
16 November 2018              Other    Individual           Inquired the operations of the Company
16 November 2018              Other    Individual           Inquired the share repurchases of the Company
12 November 2018              Other    Individual           Inquired the equity investment project of the Company
31 October 2018               Other    Individual           Inquired the equity transfer of the Company
22 October 2018               Other    Individual           Inquired the equity transfer of the Company
22 October 2018               Other    Individual           Inquired the equity transfer of the Company
                                                            Inquired the progress of the project of lithium battery
13 August 2018                Other    Individual           membrane of industry funds established by the
                                                            Company


                                                       25
Changchai Company, Limited                                                                    Annual Report 2018


18 July 2018                 Other   Individual        Inquired the repurchase of B share
1 June 2018                  Other   Individual        Inquired the equity transfer of the Company
                                                       Inquired the share holdings of senior executives of the
11 May 2018                  Other   Individual
                                                       Company
11 May 2018                  Other   Individual        Inquired the reform of state-owned enterprises
                                                       Inquired the reform of state-owned enterprises toward
6 April 2018                 Other   Individual
                                                       mixed system
31 March 2018                Other   Individual        Inquired the reform of the Company
31 March 2018                Other   Individual        Inquired the market value management of the Company
31 March 2018                Other   Individual        Inquired the cooperation with Jiangsu World
                                                       Inquired the development of Southeast Asian market of
13 March 2018                Other   Individual
                                                       the Company
                                                       Inquired the reform of state-owned enterprises toward
13 March 2018                Other   Individual
                                                       mixed system
                                                       Inquired the time to disclose the earnings
29 January 2018              Other   Individual
                                                       preannouncement of the Company
                                                       Inquired the cooperation with scientific research
18 January 2018              Other   Individual
                                                       institution and institution of higher education
                                                       Inquired the cooperation intention with foreign
3 January 2018               Other   Individual
                                                       companies
Times of communications                                                       32
Number of institutions communicated with                                      0
Number of individuals communicated with                                       32
Number of other communication parties                                         0
Tip-offs   or     leakages   of    substantial
supposedly-confidential information during                                  None
communications




                                                  26
Changchai Company, Limited                                                                         Annual Report 2018




                                      Part V Significant Events

I Profit Distributions to Ordinary Shareholders (in the Form of Cash and/or Stock)

How the profit distribution policy, especially the cash dividend policy, for ordinary shareholders was formulated,

executed or revised in the Reporting Period:

√ Applicable □ Not applicable
      In Articles of Association, which had confirmed the specific profits distribution and cleared out the
conditions, standards and proportion of the cash bonus, stipulated the decision-making progress of the formulation
and alternation of the profits distribution policies and the chapters as well as the regulations fully ensure the
opportunities for the medium and small shareholders to exert the functions and to provide advices as well as
appeals. The cash bonus of recent 3 years of the Company met with the regulations of the Articles of Association
and during the decision-making process of the profits distribution proposal, the Independent Directors stated the
independent advices and fully respected the advices from the medium and small shareholders. The profits
distribution preplan and the turning capital reserve into share capital preplan of the Company were both met with
the relevant regulations of the Articles of Association and so on.
                                  Special statement about the cash dividend policy
In compliance with the Company’s Articles of Association and
                                                              Yes
resolution of general meeting
Specific and clear dividend standard and ratio                         Yes
Complete decision-making procedure and mechanism                       Yes
Independent directors faithfully performed their duties and played
                                                                   Yes
their due role
Non-controlling interests are able to fully express their opinion and
                                                                      Yes
desire and their legal rights and interests are fully protected
In case of adjusting or changing the cash dividend policy, the
conditions and procedures involved are in compliance with applicable N/A
regulations and transparent

The profit distributions to ordinary shareholders, either in the form of cash or stock, in the past three years

(including the Reporting Period) are summarized as follows:

   Year          Profits distribution proposal     Turning capital reserve into               Execution
                                                     share capital proposal
    2018      Distributed RMB0.25 of every 10                  No                    Still needed to submit to the
                   shares (taxes including)                                           Annual General Meeting
    2017      Distributed RMB0.30 of every 10                  No                      Finished the execution
                   shares (taxes including)
    2016      Distributed RMB0.30 of every 10                  No                      Finished the execution

                                                         27
Changchai Company, Limited                                                                             Annual Report 2018


                   shares (taxes including)
Cash dividend for ordinary shareholders in the past three years (including the Reporting Period):

                                                                                                             Unit: RMB
                                     Net profit
                                   attributable to
                                                                                            Total cash
                                      ordinary                    Cash
                  Cash                             A as %                                   dividends
                               shareholders of the             dividends C as %                           D as %
   Year      dividends (tax                         of B                                (including those
                                listed company in               in other of B (%)                        of B (%)
             inclusive) (A)                         (%)                                  in other forms)
                                    consolidated               forms (C)
                                                                                               (D)
                                statements for the
                                      year (B)
   2018        14,034,358.15         62,021,374.04 22.63%             0.00     0.00%       14,034,358.15       22.63%
   2017        16,841,229.78         46,431,302.73 36.27%             0.00     0.00%       16,841,229.78       36.27%
   2016        16,841,229.78         62,539,896.17 26.93%             0.00     0.00%       16,841,229.78       26.93%

Indicate by tick mark whether the Company fails to put forward a cash dividend proposal for the ordinary
shareholders despite the facts that the Company has made profits in the Reporting Period and the profits of the
Company as the parent distributable to the ordinary shareholders are positive.
□ Applicable √ Not applicable

II Final Dividend Plan for the Reporting Period

√ Applicable □ Not applicable
Bonus shares for every 10 shares (share)                                                                              0
Dividend for every 10 shares (RMB) (tax included)                                                                  0.25
Turning capital reserve into share capital for every 10 shares (share)                                                0

Total shares as the basis for the allocation preplan (share)                                               561,374,326

Cash dividends in other forms (such as share repurchase) (RMB)                                                        0
Total cash dividends (including those in other forms) (RMB)                                              14,034,358.15
Distributive profit (RMB)                                                                               643,968,465.93
Total cash dividends (including those in other forms) as % of total profit distribution                        100.00%
                                              Cash dividend situation
Other
                   Details about the profit allocation or turning capital reserve into share capital
The preplan of the profits distribution reviewed and approved by the Board of Directors of the Company was:
based on the total share capital of the Company on 31 December 2018, the Company distributed the cash bonus
of RMB0.25 (tax included) of every 10 shares for the whole shareholders. There was no bonus share and no turn
from capital reserve to share capital of 2018.


                                                          28
Changchai Company, Limited                                                                           Annual Report 2018


III Fulfillment of Commitments

1. Commitments of the Company’s Actual Controller, Shareholders, Related Parties and Acquirers, as well
as the Company Itself and other Entities Fulfilled in the Reporting Period or Ongoing at the Period-end

√Applicable □ Not applicable
                                          Type
                                                                                       Date of
                                           of                                                      Term of     Fulfillme
      Commitment               Promisor                  Details of commitment       commitment
                                          commi                                                   commitment      nt
                                                                                       making
                                          tment

                                                  Rewards Plan for Shareholders in
                                                  Next Three Years(2017-2019)
                              Under the premise of positive
                              distributive      profit     (remaining
                              after-tax profits after making up for
                              the loss and extracting for the
                              common reserves) in this year or half
                  Changch     year and abundant money flow and
Other commitments ai          no influence on the following-up
                                                                              Year
made to minority Compan bonus going concern after cash bonus, the 11 May 2017           Ongoing
                                                                              2017-2019
shareholders      y,          profits allocated by cash every year
                  Limited
                              shouldn’t be lower than 10% of the
                              allocable    profits     from     parent
                              company.         Meanwhile,          the
                              accumulated allocable profits by cash
                              in the arbitrary continuous three
                              accounting years should not be lower
                              than 30% of the annual average
                              allocable profits in those three years.
Fulfilled on time              Yes

Specific   reasons      for
failing     to       fulfill
commitments on time N/A
and plans for next step
(if any)


2. Where there had been an earnings forecast for an asset or project and the Reporting Period was still
within the forecast period, explain why the forecast has been reached for the Reporting Period.

□ Applicable √ Not applicable




                                                                 29
Changchai Company, Limited                                                                          Annual Report 2018


IV Occupation of the Company’s Capital by the Controlling Shareholder or Its Related
Parties for Non-Operating Purposes

□ Applicable √ Not applicable
No such cases in the Reporting Period.

V Explanations Given by the Board of Directors, the Supervisory Board and the Independent
Directors (if any) Regarding the Independent Auditor's “Modified Opinion” on the Financial
Statements of the Reporting Period

□ Applicable √ Not applicable
There were no retrospective restatements due to correction of material accounting errors in the Reporting Period

VI YoY Changes to Accounting Policies, Estimates and Methods

√Applicable □ Not applicable
1. Changes to accounting policies
     Notes of the Ministry of Finance on Revising and Printing the Format of 2018 General Enterprises Financial
Statement (CK [2018] No. 15) was issued by the Ministry of Finance on 15 June 2018, which revised the format
of general enterprises financial statements. After it was being reviewed and approved by the 14th Meeting of the
8th Board of Directors, the Company began to implement the above-mentioned notice on the required time by the
Ministry of Finance. And retroactive adjustment was adopted for the changes in the accounting policy.
The items and amount of the influenced consolidated balance sheet on 31 December 2017:
                                                                                                          Unit: RMB
Before adjustment                                              After adjustment
Item                          Amount                           Item                        Amount
Notes receivable                         716,404,345.57        Notes and        accounts
                                                                                                    1,108,415,299.12
Accounts receivable                      392,010,953.55        receivable

Other receivables                          5,794,971.22
Interest receivable                                0.00        Other receivables                        5,794,971.22
Dividends receivable                               0.00
Fixed assets                             560,049,970.50
                                                               Fixed assets                           560,049,970.50
Disposal of fixed assets                           0.00
Construction in process                   94,581,989.06
                                                               Construction in process                 94,581,989.06
Engineering material                               0.00
Notes payable                            347,070,500.00        Notes and        accounts
                                                                                                      963,299,000.18
Accounts payable                         616,228,500.18        payable

Other payables                           192,094,243.08
                                                               Other payables                         195,985,676.91
Interest payable                                   0.00


                                                          30
Changchai Company, Limited                                                                      Annual Report 2018


Dividends payable                             3,891,433.83
Administrative expense                                            Administrative expense          107,835,619.11
                                         184,550,915.26
                                                                  R&D expense                      76,715,296.15

2. Changes to accounting estimates
No such cases in the Reporting Period.

VII Retrospective Restatements due to Correction of Material Accounting Errors in the
Reporting Period

□ Applicable √ Not applicable
No such cases in the Reporting Period.

VIII YoY Changes to the Scope of the Consolidated Financial Statements

□ Applicable √ Not applicable
No such cases in the Reporting Period.

IX Engagement and Disengagement of Independent Auditor

Current independent auditor:
Name of the domestic independent auditor           Jiangsu Gongzheng Tianye Certified Public Accountants LLP
The Company’s payment to the domestic
                                                 60
independent auditor (RMB’0,000)
How many consecutive years the domestic
independent auditor has provided audit 17
service for the Company
Names of the certified public accountants
from the domestic independent auditor            Dai Weizhong, Xu Wenxiang
writing signatures on the auditor’s report
How many consecutive years the certified
public accountants have provided audit Dai Weizhong three years, Xu Wenxiang one year
service for the Company

Indicate by tick mark whether the independent auditor was changed for the Reporting Period.

□ Yes √ No

Independent auditor, financial advisor or sponsor engaged for the audit of internal controls:

√ Applicable □ Not applicable
During Reporting Period, the Company hired Jiangsu Gongzheng Tianye Certified Public Accountants LLP as the
internal control auditor at the cost of RMB120,000.


                                                             31
Changchai Company, Limited                                                                        Annual Report 2018


X Possibility of Listing Suspension or Termination after Disclosure of this Report

□ Applicable √ Not applicable

XI Insolvency and Reorganization

□ Applicable √ Not applicable
No such cases in the Reporting Period.

XII Major Legal Matters

√Applicable □ Not applicable
                                        Involved                                                                Index to
                                                   Provisio            Decisions Execution of Disclosure
       General information               amount             Progress                                           disclosed
                                                      n                and effects decisions     date
                                      (RMB’0,000)                                                            information

About the lawsuit case of
Shandong Hongli Group Co.,
Ltd., the accused company
                                                                                 Under the
owed                accumulatively
                                                                                 compulsory
RMB14.36 million to the
                                                           Judged                execution by
Company.           The    Company
                                                           for the               the court and
sued          to         Changzhou           1,436   No                  N/A
                                                           second                in the process
Intermediate People’s Court
                                                           trial                 of liquidation
in     2001        and   sued   for
                                                                                 and
compulsory          execution   in
                                                                                 bankruptcy
April, 2002. Currently, the
defendant has started the
bankruptcy procedure.

XIII Punishments and Rectifications

□ Applicable √ Not applicable
No such cases in the Reporting Period.

XIV Credit Quality of the Company as well as Its Controlling Shareholder and Actual
Controller

□ Applicable √ Not applicable




                                                           32
Changchai Company, Limited                                                                Annual Report 2018


XV Equity Incentive Plans, Employee Stock Ownership Plans or Other Incentive Measures
for Employees

□ Applicable √ Not applicable

No such cases in the Reporting Period.


XVI Major Related-Party Transactions

1. Continuing Related-Party Transactions

□ Applicable √ Not applicable

No such cases in the Reporting Period.


2. Related-Party Transactions Regarding Purchase or Sales of Assets or Equity Interests


□ Applicable √ Not applicable

No such cases in the Reporting Period.


3. Related Transactions Regarding Joint Investments in Third Parties


□ Applicable √ Not applicable

No such cases in the Reporting Period.


4. Credits and Liabilities with Related Parties


□ Applicable √ Not applicable

No such cases in the Reporting Period.


5. Other Major Related-Party Transactions


□ Applicable √ Not applicable

No such cases in the Reporting Period.

XVII Major Contracts and Execution thereof

1. Entrustment, Contracting and Leases

(1) Entrustment

□ Applicable √ Not applicable

                                                    33
Changchai Company, Limited                                                                       Annual Report 2018


No such cases in the Reporting Period.

(2) Contracting

□ Applicable √ Not applicable
No such cases in the Reporting Period.

(3) Leases

□ Applicable √ Not applicable
No such cases in the Reporting Period.

2. Major guarantees

√ Applicable □ Not applicable

(1) Guarantees

                                                                                                 Unit: RMB'0,000
  Guarantees provided by the Company as the parent and its subsidiaries for external parties (exclusive of those
                                             for subsidiaries)
                   Disclosure
                                            Actual                                                      Guarant
                   date of the
                                          occurrence          Actual                            Having ee for a
                   guarantee    Line of                                    Type of     Term of
       Obligor                           date (date of       guarantee                          expired related
                      line     guarantee                                  guarantee   guarantee
                                          agreement           amount                             or not party or
                  announceme
                                           signing)                                                       not
                       nt
                        Guarantees between the Company as the parent and its subsidiaries
                   Disclosure
                                            Actual                                                      Guarant
                   date of the
                                          occurrence          Actual                            Having ee for a
                   guarantee    Line of                                    Type of     Term of
       Obligor                           date (date of       guarantee                          expired related
                      line     guarantee                                  guarantee   guarantee
                                          agreement           amount                             or not party or
                  announceme
                                           signing)                                                       not
                       nt
Changzhou
Changchai
                  29
Housheng                                    29 November                  Joint
                  November          2,000                        2,000                 1 year     No        No
Agricultural                                2018                         liability
                  2018
Equipment Co.,
Ltd.
Total approved line for such                               Total actual amount of
                                                   2,000                                                    2,000
guarantees in the Reporting                                such guarantees in the


                                                        34
Changchai Company, Limited                                                                          Annual Report 2018


Period (B1)                                                  Reporting Period (B2)
                                                          Total actual balance of
Total approved line for such
                                                          such guarantees at the
guarantees at the end of the                        2,000                                                      2,000
                                                          end of the Reporting
Reporting Period (B3)
                                                          Period (B4)
                                    Guarantees provided between subsidiaries

                   Disclosure                  Actual
                                                                                                           Guarant
                   date of the               occurrence
                                                                  Actual                           Having ee for a
                   guarantee    Line of         date                          Type of     Term of
     Obligor                                                     guarantee                         expired related
                      line     guarantee      (date of                       guarantee   guarantee
                                                                  amount                            or not party or
                  announceme                 agreement
                                                                                                             not
                       nt                     signing)
                       Total guarantee amount (total of the three kinds of guarantees above)
                                                          Total actual guarantee
Total guarantee line approved
                                                          amount      in     the
in the Reporting Period                             2,000                                                      2,000
                                                          Reporting       Period
(A1+B1+C1)
                                                          (A2+B2+C2)
                                                          Total actual guarantee
Total approved guarantee line
                                                          balance at the end of
at the end of the Reporting                         2,000                                                      2,000
                                                          the Reporting Period
Period (A3+B3+C3)
                                                          (A4+B4+C4)
Total actual guarantee amount (A4+B4+C4) as % of the
                                                                                                              0.98%
Company’s net assets
Of which:
Balance of guarantees provided for shareholders, actual
                                                                                                                   0
controller and their related parties (D)
Balance of debt guarantees provided directly or
indirectly for obligors with an over 70% debt/asset ratio                                                       2000
(E)
Amount by which the total guarantee amount exceeds
                                                                                                                   0
50% of the Company’s net assets (F)
Total of the three amounts above (D+E+F)                                                                        2000
Explanation on possibility to bear joint liability due to
                                                                                                                N/A
undue guarantees
Explanation on the external guarantees in violation of
                                                                                                                N/A
stipulated procedures


(2) Irregularities in Provision of Guarantees

□ Applicable √ Not applicable


                                                            35
Changchai Company, Limited                                                                        Annual Report 2018


No such cases in the Reporting Period.


3. Cash Entrusted to Other Entities for Management

(1) Cash Entrusted for Wealth Management


√ Applicable □ Not applicable
Overviews of cash entrusted for wealth management during the Reporting Period
                                                                                                  Unit: RMB’0,000
   Specific type        Capital resources        Amount incurred          Undue Balance         Overdue amount
 Broker financial
                      Self-owned funds                        2,208.41               400.00                   0.00
 products
Whether there is the case where the principal cannot be recovered at maturity or other case which may cause
impairment for entrusted asset management

□ Applicable √ Not applicable

(2) Entrusted Loans

□ Applicable √ Not applicable
No such cases in the Reporting Period.

4. Other Major Contracts

□ Applicable √ Not applicable
No such cases in the Reporting Period.

XVIII Corporate Social Responsibility (CSR)

1. Measures Taken to Fulfill CSR Commitment

     The Company holds the principles of compliance of laws, strict procedures, prudence and integrity. Based on
the core values of “customer first, staff first, rewarding shareholders and benefiting the society”, it improves the
production efficiency and operation quality and fulfills its responsibilities and obligations to shareholders,
employees, consumers and suppliers to realize common development of the Company and stakeholders. Moreover,
the Company develops based on national policies and needs to provide support for the construction of agriculture,
countryside and farmers. In order to conform to the construction of low-carbon economy and coordinate with the
direction of social development, the Company invests a lot in product research and development and completes
energy conservation and emission reduction work for a green and better life.
     1. Guaranty of interests of shareholders. The Company improves the corporate governance structure and
internal management control system based on relevant legal norms and regulations. The work of general meeting
of shareholders, board of directors and board of supervisors is carried out in strict accordance with the Articles of
Association. The disclosure of company information is based on truth, accuracy and completeness. All

                                                         36
Changchai Company, Limited                                                                        Annual Report 2018


shareholders enjoy fairness and guaranteed legitimate rights and interests entitled.
     2. Care for employees. The Company considers staff first and takes the protection of employees' rights and
interests seriously. It invests a lot in personnel training to improve staff initiative and creativity for common
development of company and staff. Besides performance, the Company also cares for personal and family
well-being of staff to build a harmonious labor-management relationship.
      3. Protection of the rights and interests of consumers, customers and suppliers. The Company upholds the
enterprise ethics of “advocating science, integrity and trustworthiness” in production and operation activities and
product sales. It develops good cooperative relations with suppliers and customers and coordinates the work of all
parties for sharing of wealth. It improves services according to market demand and response and guarantees the
rights and interests of customers. By providing complete services for consumers and improving customer
satisfaction, the Company realizes greater achievements.
     4. Sustainable development. Based on the national policies and actual situation, the Company takes the
opportunity of emission standard updating of non-road machinery and rural construction to promote the research
and development of agricultural machinery products and speeds up product updating. Under the support of
relevant government departments, the Company proceeds the construction of industrial parks in accordance with
urban planning in an orderly manner to form industrial agglomeration for the implement of urban planning and a
green and harmonious living environment.

2. Measures Taken for Targeted Poverty Alleviation

    The Company didn’t take any targeted measures to help people lift themselves out of poverty during the
Reporting Period, no subsequent plan temporarily too.

3. Issues Related to Environmental Protection

□ Applicable √ Not applicable
Indicate by tick mark whether the Company or any of its subsidiaries is identified as a major polluter by the
environmental protection authorities.
No
     The Company and its subsidiaries are not the major polluter identified by the environmental protection
authorities of China during the Reporting Period. The Company attaches great importance to the work of
environmental protection, and requires the subsidiaries to build corresponding environmental protection facilities
according to the actual situation of production and operation, strictly controlling the pollutants, like “waste gas,
waste water, and waste residue” generated from the production process.

XIX Other Significant Events

□ Applicable √ Not applicable

No such cases in the Reporting Period.


XX Significant Events of Subsidiaries

□ Applicable √ Not applicable

                                                         37
Changchai Company, Limited                                                                   Annual Report 2018




              Part VI Share Changes and Shareholder Information

I. Share Changes

1. Share Changes

                                                                                                      Unit: share
                                                      Increase/decrease in the Reporting
                                       Before                                                    After
                                                                 Period (+/-)
                                                         Shares    Shares as
                                                            as     dividend
                                          Percen
                                                  New dividend     converte        Subtot        Percenta
                                   Shares tage                               Other        Shares
                                                 issues converte    d from           al           ge (%)
                                           (%)
                                                         d from     capital
                                                         profit    reserves
I. Restricted shares                     0 0.00%                                                  0      0.00%
1.Shares held by the state               0 0.00%                                                  0      0.00%
2. Shares held by state-own
                                         0 0.00%                                                  0      0.00%
Legal-person
3. Shares held by other domestic
                                         0 0.00%                                                  0      0.00%
investors
Among which: shares held by
                                         0 0.00%                                                  0      0.00%
domestic legal person
Shares held by domestic natural
                                         0 0.00%                                                  0      0.00%
person
4.Oversea shareholdings                  0 0.00%                                                  0      0.00%
Among which: shares held by
                                         0 0.00%                                                  0      0.00%
oversea legal person
Shares held by oversea natural
                                         0 0.00%                                                  0      0.00%
person
                                   561,374, 100.00                                         561,374,
II. Unrestricted shares                                                                             100.00%
                                       326      %                                              326
                                   411,374,   73.28                                        411,374,
1. RMB ordinary shares                                                                                  73.28%
                                       326       %                                             326
2. Domestically listed foreign 150,000,       26.72                                        150,000,
                                                                                                        26.72%
shares                             000           %                                             000
3. Oversea listed foreign shares         0 0.00%                                                  0      0.00%
4. Other                                 0 0.00%                                                  0      0.00%

                                                      38
Changchai Company, Limited                                                                       Annual Report 2018


                                    561,374, 100.00                                           561,374,
III. Total shares                                                                                      100.00%
                                        326      %                                                326

Reasons for share changes:

□ Applicable √ Not applicable

Approval of share changes:

□ Applicable √ Not applicable

Transfer of share ownership:

√Applicable □ Not applicable
     The former controlling shareholders State-owned Assets Supervision and Administration Commission of
Changzhou Municipal People's Government and Changzhou Investment Group Co., Ltd. signed the Agreement on
Gratuitous Transfer of State-owned Shares of Changchai Co., Ltd. on 16 August 2018 for the proposal of
transferring 170,845,236 shares of Changchai Co., Ltd. held by the State-owned Assets Supervision and
Administration Commission of Changzhou Municipal People's Government to Changzhou Investment Group Co.,
Ltd.. The work of gratuitous transfer of 170,845,236 shares (accounting for 30.43% of the Company's total equity)
of the Company from State-owned Assets Supervision and Administration Commission of Changzhou Municipal
People's Government to Changzhou Investment Group Co., Ltd. was completed on 22 November 2018. The
nature of the shares is unrestricted public shares.

Effects of share changes on the basic and diluted earnings per share, equity per share attributable to the

Company’s ordinary shareholders and other financial indicators of the prior year and the prior accounting period,

respectively:

□ Applicable √ Not applicable

Other information that the Company considers necessary or is required by the securities regulator to be disclosed:

□ Applicable √ Not applicable


2. Changes in Restricted Shares


□ Applicable √ Not applicable


II. Issuance and Listing of Securities

1. Securities (Exclusive of Preferred Shares) Issued in the Reporting Period


□ Applicable √ Not applicable

2. Changes to Total Shares, Shareholder Structure and Asset and Liability Structures


                                                        39
Changchai Company, Limited                                                                         Annual Report 2018


□ Applicable √ Not applicable


3. Existing Staff-Held Shares


□ Applicable √ Not applicable


III Shareholders and Actual Controller

1. Shareholders and Their Shareholdings at the Period-End

                                                                                                             Unit: share
                                                                                         Number         of
                           Number          of
                                                                                         preferred
                           ordinary                        Number        of
                                                                                         shareholders with
Number of                  shareholders    at              preferred
                                                                                         resumed voting
ordinary            49,051 the    month-end         57,411 shareholders                0                            0
                                                                                         rights at the
shareholders               prior    to    the              with     resumed
                                                                                         month-end prior
                           disclosure of this              voting rights
                                                                                         to the disclosure
                           Report
                                                                                         of this Report
                                   5% or greater shareholders or top 10 shareholders
                                                      Increase/                                    Shares in pledge
                                Shareho
                                         Total shares decrease                                        or frozen
    Name of          Nature of   lding                           Restricted Unrestricted
                                          held at the   in the
   shareholder      shareholder percenta                        shares held shares held
                                         period-end Reporting                                       Status    Shares
                                   ge
                                                       Period
Changzhou
                   State-owned
Investment                           30.43% 170,845,236                            170,845,236
                   legal person
Group Co., Ltd
KGI Asia           Foreign legal
                                       0.57%     3,189,845                             3,189,845
Limited            person
                   Domestic
Zhang Ruirong                          0.32%     1,789,800                             1,789,800
                   natural person
                   Domestic
Wan Peizhong                           0.29%     1,645,800                             1,645,800
                   natural person
                   Domestic
Huang Guoliang                         0.27%     1,528,891                             1,528,891
                   natural person
                   Domestic
Hu Wenyong                             0.27%     1,500,066                             1,500,066
                   natural person
Gao Yuehua         Domestic            0.25%     1,390,500                             1,390,500


                                                          40
Changchai Company, Limited                                                                          Annual Report 2018


                   natural person
                   Domestic
Li Suinan                            0.24%      1,356,000                               1,356,000
                   natural person
                   Domestic
Xiong Shunbao                        0.23%      1,282,251                               1,282,251
                   natural person
Vanguard Total
                 Foreign legal
International                        0.23%      1,277,294                               1,277,294
                 person
Stock Index Fund
Strategic investor or general
legal person becoming a top-10
                               N/A
ordinary shareholder due to
rights issue
                               It is unknown whether there is among the top 10 public shareholders and the
Related or acting-in-concert
                               top 10 unrestricted public shareholders any related parties or acting-in-concert
parties among the shareholders
                               parties as defined in the Administrative Measures for Information Regarding
above
                               Shareholding Alteration.
                                         Top 10 unrestricted shareholders

                                    Unrestricted shares held at the                    Shares by type
      Name of shareholder
                                              period-end                       Type                     Shares
Changzhou Investment Group
                                                      170,845,236 RMB ordinary shares                    170,845,236
Co., Ltd

                                                                      Domestically listed
KGI Asia Limited                                        3,189,845                                          3,189,845
                                                                      foreign shares
Zhang Ruirong                                           1,789,800 RMB ordinary shares                      1,789,800
Wan Peizhong                                            1,645,800 RMB ordinary shares                      1,645,800
                                                                      Domestically listed
Huang Guoliang                                          1,528,891                                          1,528,891
                                                                      foreign shares
                                                                      Domestically listed
Hu Wenyong                                              1,500,066                                          1,500,066
                                                                      foreign shares
Gao Yuehua                                              1,390,500 RMB ordinary shares                      1,390,500

                                                                      Domestically listed
Li Suinan                                               1,356,000                                          1,356,000
                                                                      foreign shares
Xiong Shunbao                                           1,282,251 RMB ordinary shares                      1,282,251
Vanguard Total International                                          Domestically listed
                                                        1,277,294                                          1,277,294
Stock Index Fund                                                      foreign shares
Related or acting-in-concert It is unknown whether there is among the top 10 public shareholders and the
parties among top 10 unrestricted top 10 unrestricted public shareholders any related parties or acting-in-concert
public shareholders, as well as parties as defined in the Administrative Measures for Information Regarding


                                                         41
Changchai Company, Limited                                                                             Annual Report 2018


between top 10 unrestricted Shareholding Alteration.
public shareholders and top 10
shareholders
Top 10 ordinary shareholders
involved in securities margin N/A
trading

Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary

shareholders of the Company conducted any promissory repo during the Reporting Period.

□ Yea √ No

No such cases in the Reporting Period.


2. Controlling Shareholder


Nature of the controlling shareholder: Controlled by a local state-owned legal person

Type of the controlling shareholder: legal person
                                 Legal
   Name of controlling       representative/         Date of          Unified social credit
                                                                                                   Principal activity
      shareholder               person in         establishment              code
                                 charge
Changzhou     Investment                                                                       Property investment
                              Chen Limin          20 June 2002       91320400467283980X
Group Co., Ltd                                                                                  and management
Controlling shareholder’s
holdings in other listed
companies at home or None
abroad in the Reporting
Period

Change of the controlling shareholder in the Reporting Period:

√Applicable □ Not Applicable
Name of new controlling shareholder                             Changzhou Investment Group Co., Ltd
Date of change                                                            22 November 2018
Index to the appointed website                                    http://www.cninfo.com.cn 2018-031
Disclosure date on the appointed website                                  23 November 2018


3. Actual Controller

Nature of the actual controller: Local institution for state-owned assets management
Type of the actual controller: legal person
     Name of actual controller                Legal      Date of      Unified social credit code     Principal activity

                                                           42
Changchai Company, Limited                                                                    Annual Report 2018


                                      representative/p establish
                                      erson in charge    ment
State-owned Assets Supervision
and Administration Commission of
                                 Liu Yuedong                          01411025-1             Not applicable
Changzhou Municipal People’s
Government
Other listed companies at home or
abroad controlled by the actual                                       None
controller in the Reporting Period

Change of the actual controller during the Reporting Period:

□ Applicable √ Not applicable

No such cases in the Reporting Period.

Ownership and control relations between the actual controller and the Company:




     According to the document of Changzhou Municipal People's Government (CZF[2006] No. 62]), both the
Company and Changzhou Investment Group Co., Ltd. belong to the enterprises to perform the responsibilities of
investors under supervision of the State-owned Assets Supervision and Administration Commission of Changzhou
Municipal People's Government authorized by Changzhou Municipal People's Government. In view of this, after
the equity transfer, Changzhou Investment Group Co., Ltd. is the controlling shareholder of the Company, and the
State-owned Assets Supervision and Administration Commission of Changzhou Municipal People's Government
is still the actual controller of the Company.

Indicate by tick mark whether the actual controller controls the Company via trust or other ways of asset
management.
□ Applicable √ Not applicable

4. Other 10% or Greater Corporate Shareholders

□ Applicable √ Not applicable




                                                         43
Changchai Company, Limited                                                          Annual Report 2018


5. Limitations on Shareholding Decrease by the Company’s Controlling Shareholder, Actual Controller,
Reorganizer and Other Commitment Makers

□ Applicable √ Not applicable



                                   Part VII Preferred Shares

□ Applicable √ Not applicable

No preferred shares in the Reporting Period.




                                                 44
Changchai Company, Limited                                                                 Annual Report 2018




     Part VIII Directors, Supervisors, Senior Management and Staff

I Change in Shareholdings of Directors, Supervisors and Senior Management

                                                                                                     Ending
                                Incumbent/
   Name          Office title                Gender    Age    Start of tenure     End of tenure    shareholding
                                  Former
                                                                                                     (share)
               Chairman of the
Shi Xinkun                     Incumbent     Male      55    18 October 2016    17 October 2019         0
               Board

               Vice Chairman
He Jianguang                     Former      Male      55    18 October 2016     29 January 2019        0
               of the Board

               Director,

Zhang Xin      General          Incumbent    Male      53    18 October 2016    17 October 2019         0

               Manager

               Director,

Shi Jianchun Vice-general       Incumbent    Male      57    18 October 2016    17 October 2019         0

               Manager

Xu Qian        Director          Former      Female    56    18 October 2016    17 December 2018        0

Lin Tian       Director         Incumbent    Male      56    17 December 2018   17 October 2019         0

Zhang Qiong Director            Incumbent    Female    61    18 October 2016    17 October 2019         0

               Independent
Li Minghui                      Incumbent    Male      45    18 October 2016    17 October 2019         0
               director

               Independent
Jia Bin                         Incumbent    Male      41    18 October 2016    17 October 2019         0
               director

               Independent
Feng Genfu                      Incumbent    Male      62    18 October 2016    17 October 2019         0
               director

               Vice-general
Yin Lihou                       Incumbent    Male      55    18 October 2016    17 October 2019         0
               Manager

               Vice-general
Xu Yi                           Incumbent    Male      55    18 October 2016    17 October 2019         0
               Manager

               Vice-general
Liu Xiaoyun                     Incumbent    Male      57    18 October 2016    17 October 2019         0
               Manager


                                                      45
Changchai Company, Limited                                                                         Annual Report 2018



                Vice-general
Wei Jinxiang                       Incumbent    Male        56      18 October 2016   17 October 2019              0
                Manager

                Chairman of the
Ni Mingliang                       Incumbent    Male        52      18 October 2016   17 October 2019              0
                Supervisor

Zhu Min         Supervisor         Incumbent    Male        55      18 October 2016   17 October 2019              0

Xie
                Supervisor         Incumbent    Male        50      18 October 2016   17 October 2019              0
Guozhong

Lu Zhonggui Supervisor             Incumbent    Male        52      18 October 2016   17 October 2019              0

Liu Yi          Supervisor         Incumbent    Male        50      18 October 2016   17 October 2019              0

                Secretary of the
He Jianjiang                       Incumbent    Male        40      18 October 2016   17 October 2019              0
                Board

Total           --                      --        --           --         --                 --                    0


II Change of Directors, Supervisors and Senior Management

√Applicable □ Not applicable
         Name                  Office title       Type of change           Date of change         Reason for change

                          Vice Chairman of
      He Jianguang                                       Left              29 January 2019           Job transfer
                               the Board
                                                                                                     Changes in
        Xu Qian                  Director                Left            17 December 2018
                                                                                                     shareholder
                                                                                                     Changes in
        Lin Tian                 Director              Appointed         17 December 2018
                                                                                                     shareholder

III Biographical Information
Professional backgrounds, major work experience and current duties in the Company of the incumbent directors,
supervisors and senior management:
     Shi Xinkun: He acted as vice-president of Changzhou Investment Group Co., Ltd. Now, he is the Chairman
of the Board and Party Secretary in our company.
    Zhang Xin: He successively took the posts of Sales Manager, General Manager Assistant, and vice-general
manager in our company. Now, he acts as Director, General Manager, and deputy Party Secretary of our company.
       Shi Jianchun: He successively acted as Party Secretary, Director, Vice-general Manager and Secretary of the
Board of the Company. Now he is the Director, Vice-general Manager and Chairman of the Board of Housheng
Investment Co., Ltd.
     Lin Tian: He successively worked as deputy director of enterprise development Dept., GM of investment
management Dept. II and I, assistant president in Changzhou Investment Group Co., Ltd. Now he is the vice
president, director of Changzhou Investment Group Co., Ltd., and the director of the Company.


                                                          46
Changchai Company, Limited                                                                    Annual Report 2018


    Zhang Qiong: She successively acted as Lecturer and Associate Professor in Department of Law of Anhui
University, Deputy Director of Intellectual Property Office and Director of Legal Affairs Office in Shenzhen
Huawei Technologies Co., Ltd, Senior Manager, Assistant Secretary General of Shenzhen Innovation Investment
Group Ltd, Director, General Manager, and consultant of Anhui Hongtu Venture Capital Co., Ltd. Now, she
works as the supervisor of Synergetic Funds Management Limited, and the director of the Company.
    Feng Genfu: he held the post of Dean of Institute of Economics and Finance in Xi’an Jiaotong University.
Now, he is Professor and Doctoral Advisor of Institute of Economics and Finance in Xi’an Jiaotong University,
Independent Director of Datang International Power Generation Co., Ltd., and China Securities Co., Ltd, and the
independent director of the Company.
    Li Minghui: He acted as Lecturer and Associate Professor of School of Accounting in Xiamen University,
Associate Professor and Professor of School of Accounting in Nanjing University Business School. Now he is the
Doctoral Supervisor of School of Accounting in Nanjing University Business School, independent director of
Baosheng Science & Technology Innovation Co., Ltd, Nanjing Securities Co., Ltd, and Jiangsu Fasten Co., Ltd.,
and independent director of the Company.
    Jia Bin: He successively acted as the Deputy Director of No.1 Research office in Tianjin Research Institute
of Internal Combustion Engine, now he acts as the Director of No.1 Research office in Tianjin Research Institute
of Internal Combustion Engine and Secretary-general of CICEIA Small Gasoline Engine Branch, and independent
director of the Company.
    Yin Lihou: He worked as Minister of Human Resources Department and General Manager Assistant. Now he
acts as Deputy General Manager of the Company, and the Chairman of the Board of Changchai Robin.
      Xu Yi: He successively took the posts of Director of Technical Center and General Manager Assistant. Now
he is Vice-general Manager of the Company.
    Liu Xiaoyun: He successively acted as Multi-cylinder Engine Factory Director, Minister of Purchase
Department, and General Manager Assistant in the Company. Now he acts as Deputy General Manager of the
Company.
    Wei Jinxiang: He successively held the posts of Department Director of Quality Assurance Department,
General Manager Assistant of the Company. Now he acts as Deputy General Manager of the Company, and the
chairman of Changchai Wanzhou, Changchai Benniu, and Housheng Agricultural Equipment.
     Ni Mingliang: Now he acts as Deputy Party Secretary, Secretary of Commission, Chairman of Labor Union
and Chairman of the Supervisory.
    Zhu Min: Now he acts as Deputy Section Chief and Principal Staff Member of Changzhou SASAC Property
Rights, and Section Supervisor of Supervisory., and supervisor of the Company.
    Xie Guozhong: Now he acts as General Manager Assistant of the Company, General Manager and Secretary
of Party General Branch of the Sales Company, and Supervisor of the Company and Director of Housheng
Agriculture Equipment.
    Lu Zhonggui: Now he acts as Minister of political Department of the Company, Office Director, Secretary of
Organ Party General Branch as well as employee supervisor of the Company.
    Liu Yi: He successively took the posts of Assistant Minister of Enterprise Management Department. Now he
acts as Deputy Director of Audit Department and Supervisor of the Company and Supervisor of Changchai


                                                      47
Changchai Company, Limited                                                                                 Annual Report 2018


Wanzhou.
    He Jianjiang: He successively acted as the Section Member, Assistant Minister, Vice Minister of Investment
and Development Department in our Company, Representative of Securities in the Company. Now he is Secretary
of the Board and Minister of Investment and Development Department in our Company, and Director of
Housheng Investment, Changchai Robin, Housheng Agricultural Equipment, and Changchai Wanzhou.


                              Offices held concurrently in shareholding entities:
                                                                                                               Remuneration or
                                            Office held in the                                                  allowance from
  Name        Shareholding entity                                       Start of tenure        End of tenure
                                           shareholding entity                                                 the shareholding
                                                                                                                     entity
            Changzhou Investment             Vice president,
 Lin Tian                                                               December 2017                                Yes
               Group Co., Ltd.                  director

                                         Offices held concurrently in other entities:
                                                                                                                Remuneration or
                                                                                                     End of
  Name                   Other entity               Office held in the entity    Start of tenure                allowance from
                                                                                                     tenure
                                                                                                                    the entity
  Zhang     Synergetic Funds Management
                                        Supervisor                                                                    Yes
  Qiong     Limited

            Nanjing University                      Doctoral Supervisor         1 April 2012

            Baosheng           Science         &
    Li                                              Independent Director        3 December 2014
            Technology Innovation Co., Ltd                                                                            Yes
 Minghui
            Nanjing Securities Co., Ltd             Independent Director        12 May 2016

            Jiangsu Fasten Co., Ltd                 Independent Director        20 April 2015

            Tianjin Research Institute of the Director of No.1
                                                                                1 March 2009
            Internal Combustion Engine              Research office
  Jia Bin                                           Secretary-general      of                                         Yes
            China       Internal   Combustion
                                                    CICEIA Small Gasoline 1 November 2011
            Engine Industry Association
                                                    Engine Branch.

            Institute    of   Economics      and
                                                    Professor and Doctoral
            Finance      in   Xi’an     Jiaotong                               1 March 2016
Feng                                                Advisor
            University
Genfu                                                                                                                 Yes
            Datang       International    Power
                                                    Independent Director        30 June 2016
            Generation Co., Ltd.
            China Securities Co., Ltd.              Independent Director        15 May 2015

Punishments imposed in the recent three years by the securities regulator on the incumbent directors, supervisors


                                                               48
Changchai Company, Limited                                                                       Annual Report 2018


and senior management as well as those who left in the Reporting Period:

□ Applicable √ Not applicable

IV Remuneration of Directors, Supervisors and Senior Management
     Decision-making procedure, determination basis and actual payments of remuneration for directors,

supervisors and senior management:

     In 2018, the monthly salaries of directors, supervisors and senior executives in the Company were in line

with the stipulations of relevant salary management and grade standards, and the benefits of the Company and

assessment results. The Director Lin Tian obtained salaries in shareholders' entities.

     Remuneration of directors, supervisors and senior management for the Reporting Period
                                                                                                 Unit: RMB’0,000
                                                                                       Total
                                                                                                        Any
                                                                                    before-tax
                                                                    Incumbent/For                  remuneration
     Name             Office title         Gender       Age                       remuneration
                                                                         mer                        from related
                                                                                     from the
                                                                                                       party
                                                                                    Company
                Chairman       of    the
Shi Xinkun                                 Male          55           Incumbent          50.98           No
                Board

                Vice Chairman of the
He Jianguang                               Male          55             Former           50.98           No
                Board

                Director,
Zhang Xin                                  Male          53           Incumbent          50.98           No
                General Manager

                Director,

Shi Jianchun    Vice-general               Male          57           Incumbent          50.98           No

                Manager
Xu Qian         Director                   Female        56             Former            0             Yes

Lin Tian        Director                   Male          56           Incumbent           0             Yes

Zhang Qiong     Director                   Female        61           Incumbent           0              No

Li Minghui      Independent director       Male          45           Incumbent           5              No

Jia Bin         Independent director       Male          41           Incumbent           5              No

Feng Genfu      Independent director       Male          62           Incumbent           5              No

                Vice-general
Yin Lihou                                  Male          55           Incumbent          42.77           No
                Manager

Xu Yi           Vice-general               Male          55           Incumbent          44.55           No


                                                         49
Changchai Company, Limited                                                                     Annual Report 2018



                Manager

                Vice-general
Liu Xiaoyun                                  Male      57          Incumbent          43.66            No
                Manager

                Vice-general
Wei Jinxiang                                 Male      56          Incumbent          42.33            No
                Manager

                Chairman          of   the
Ni Mingliang                                 Male      52          Incumbent          43.66            No
                Supervisor

Zhu Min         Supervisor                   Male      55          Incumbent            0             Yes

Xie Guozhong Supervisor                      Male      50          Incumbent          41.22            No

Lu Zhonggui     Supervisor                   Male      52          Incumbent          16.65            No

Liu Yi          Supervisor                   Male      50          Incumbent          15.50            No

                Secretary         of   the
He Jianjiang                                 Male      40          Incumbent          31.96            No
                Board
        Total                --               --       --              --            541.22            --

Equity incentives for directors, supervisors and senior management in the Reporting Period:

□ Applicable √ Not applicable

V Employees

1. Number, Functions and Educational Backgrounds of Employees


Number of in-service employees of the Company as the parent                                                 2,595

Number of in-service employees of major subsidiaries                                                         591

Total number of in-service employees                                                                        3,186

Total number of paid employees in the Reporting Period                                                      3,186

Number of retirees to whom the Company as the parent or its
                                                                                                               0
major subsidiaries need to pay retirement pensions

                                                    Functions

                              Function                                             Employees

Production                                                                                                  2,168

Sales                                                                                                        230

Technical                                                                                                    368

Financial                                                                                                     41


                                                       50
Changchai Company, Limited                                                                         Annual Report 2018


Administrative                                                                                                   346

Other                                                                                                             33

Total                                                                                                          3,186

Educational backgrounds

                    Educational background                                            Employees

Junior high school graduates and below                                                                         1,417

High school graduates                                                                                            918

College graduates and technical secondary school graduates                                                       556

Bachelors                                                                                                        275

Masters and above                                                                                                 20

Total                                                                                                          3,186


2. Employee Remuneration Policy


     The Company always adhered to the principle of tilting the remuneration incentive mechanism towards
excellent talents, so as to display the roles of various professional technicians, management staffs and skilled
backbones.    Besides, it adhered to the principle of increasing the employee’s income integrated with increasing
labor production efficiency and production & operation efficiency, so as to perfect the salary structure and further
increase employees’ income steadily.

3. Employee Training Plans


     The Company established the Management Rules on the Education & Training for Employees, aiming to
enhance employees’ quality and try its best to cultivate a team of faithful and highly professional talents. Besides,
it innovated the training mechanism, optimized the training environment, and reinforced to encourage employees
to attend various training, so as to inspire the employees’ potential to the maximum extent and further promote the
sustainable development of the Company.

4. Labor Outsourcing

□ Applicable √ Not applicable




                                                         51
Changchai Company, Limited                                                                     Annual Report 2018



                                  Part IX Corporate Governance

I General Information of Corporate Governance

     In the Reporting Period, the Company was strictly in line with laws, statutes such as Company Law,
Securities Laws, Code of Corporate Governance of Listed Companies, Guide Opinion on Establishment of
Independent Director System by Listed Companies and Guidelines on Internal Controls of Listed Companies and
so on, continuously perfected corporate governance, established and accomplished internal management and
control system, consistently and deeply put forward corporate governance activities, so as to further normalized
operation of the Company, raising corporate governance level, laying a guard for steady and healthy development
of the Company, protect legal rights and interests of the Company and all shareholders.
     The Company promulgated or revised a series of internal control system through all aspects of normal
operation and management activities in accordance with each national laws and regulations, characteristics of the
industry, operation and self-managing business, and improved it continuously, and finally formed a normative
management system. And formulated a series of management system, process and standard covered each
operation link and level of the financial assets control, human resources management, quality environment
management and internal audit supervisor etc., which ensured all the work had rules to follow.
Indicate by tick market whether there is any material incompliance with the regulatory documents issued by the

CSRC governing the governance of listed companies.

□ Yes √ No

No such cases in the Reporting Period.

II The Company’s Independence from Its Controlling Shareholder in Business, Personnel,
Asset, Organization and Financial Affairs
     The Company was totally independent from the controlling shareholder Changzhou Investment Group Co.,
Ltd in terms of assets, business, personnel, organization and financing, with independent & complete business and
capability to operate independently.

III Horizontal Competition
□ Applicable √ Not applicable

IV Annual and Special General Meetings Convened during the Reporting Period

1. General Meeting Convened during the Reporting Period


                                           Investor
                                                                                           Index to disclosed
       Meeting               Type        participation Date of the meeting Disclosure date
                                                                                              information
                                             ratio
The 2017 Annual        Annual General
                                           0.03%            17 May 2018      18 May 2018         2018-014
General Meeting        Meeting




                                                       52
Changchai Company, Limited                                                                         Annual Report 2018


The 1st Extraordinary Extraordinary
                                                                                  18 December
General Meeting of General                       0.02%       17 December 2018                        2018-044
                                                                                      2018
2018                  Meeting

2. Special General Meetings Convened at the Request of Preferred Shareholders with Resumed Voting

Rights

□ Applicable √ Not applicable

V Performance of Duty by Independent Directors in the Reporting Period

1. Attendance of Independent Directors at Board Meetings and General Meetings


                                 Attendance of independent directors in board meetings
                    Due presence
                                                          Presence by     Presence                  Absent for two
   Independent          in this         Presence on                                      Absence
                                                         telecommunic     through a                  consecutive
     director         Reporting         site (times)                                     (times)
                                                          ation (times) proxy (times)                   times
                    Period (times)
    Li Minghui               8               3                 5              0            0              No
   Feng Genfu                8               2                 5              1            0              No
      Jia Bin                8               2                 5              1            0              No
Attendance      of     independent
directors    in      meetings   of
                                                                              2
shareholders      as    non-voting
delegates (times)
Why any independent director failed to attend two consecutive board meetings:

Not applicable.

2. Objections Raised by Independent Directors on Matters of the Company

Indicate by tick mark whether any independent directors raised any objections on any matter of the Company.

□ Yes √ No

No such cases in the Reporting Period.

3. Other Information about the Performance of Duty by Independent Directors

Indicate by tick mark whether any suggestions from independent directors were adopted by the Company.

√ Yes □ No

Suggestions from independent directors adopted or not adopted by the Company:
     The independent directors of the Company in line with the law, rules, normative documents and obligations
given by the Company of the Company law, Article of Associations and Independent Directors Work Rules,
comprehensively focused on the development and operation of the Company, actively attended the general
meeting of shareholder and meeting of board of directors, and given independent opinions for the significant

                                                             53
Changchai Company, Limited                                                                     Annual Report 2018


events of the Company, and effectively maintained the profits of the Company and all the shareholders. The
Company actively listened to the suggestions from the independent directors upon the significant events and
adopted them.

VI Performance of Duty by Specialized Committees under the Board in the Reporting Period

1. Summary Report on Responsibility Performance of the Audit Committee under the Board of Directors:
     During the Reporting Period, the Audit Committee under the Board of Directors performed its duty
according to the diligent and responsible principle, based on relevant regulations such as the Company Law, the
Guidelines for Corporate Governance of Listed Companies, the Articles of Association as well as provisions in
the Enforcement Regulation of the Audit Committee under the Board of Director of the Company.
     (1) Major work of Audit Committee in Reporting Period:
     1) Periodically examined the working plan and execution of inner control of the Company;
     2) Communicated fully with the CPAs firm on plan and content of audit;
     3) Urged the CPAs firm to summit report as scheduled;
     4) The Audit Committee reviewed the financial statements of the Company before the audit and after the
issuance of preliminary opinion by the CPAs firm. After it communicated with the CPAs firm on some important
items as well as major accounting estimation items, audit adjustment items and important accounting policies
which were likely to have potential influence on the financial statements, it considered that the financial
statements reflected the overall situation of the Company authentically, accurately and completely.
     5) Submitted the summary report on annual audit of the Company conducted by the CPAs firm to the Board
of Directors;
     6) Advised to continue the appointment of Jiangsu Gongzheng Certified Public Accountants Co., Ltd as the
audit institution of the Company in 2019.
     (2) Written opinions on financial statements of the Company issued by the Audit Committee
     1) On 22 March 2019, the Audit Committee the Audit Committee examined the financial statements of the
Company after the certified public accountants had issued the preliminary opinion on the statements, and issued a
written opinion as follows: The financial statements of the Company were prepared in accordance with the New
Accounting Standards for Enterprises and relevant financial rules of the Company, and faithfully reflected the
financial position of the Company, as well as the business results and cash flows in 2018 in all material aspects.
      2) With regard to the audited financial statements 2018, on 9 April 2019, the Audit Committee made the
following resolution: the Audit Committee reviewed the financial statements 2018 audited by auditors, and
believed that the said financial statements faithfully reflected the financial position of the Company as at 31
December 2018, as well as the business results and cash flows in 2018 in all material aspects. It agreed to submit
the statements to the Board of Directors for examination and approval.
    (3) Summary report on the audit work conducted by the CPAs firm in 2018:
     According to the annual audit plan jointly formulated by the Audit Committee and Jiangsu Gongzheng
Tianye Certified Public Accountants Co., Ltd, auditors communicated fully with the management personnel of the
Company and members of the Audit Committee on the consolidation of financial statements, accounting
adjustment, accounting policy and other accounting work needed to be improved, which helped both parties
acquire a deeper understanding about the operation, financial process and implementation of the New Accounting
Standards for Business Enterprises in the Company. With such understanding, the annual audit accountants would
make more mature judgment to issue a fair audit conclusion.
    The Audit Committee held that the CPAs firm conducted the audit strictly in accordance with provisions

                                                       54
Changchai Company, Limited                                                                         Annual Report 2018


stipulated in the Independent Auditing Standards for CPAs of the PRC. The time of audit was sufficient, and the
auditors with excellent ability to practice were deployed reasonably. The issued auditor’s report fully reflected the
financial position of the Company as at 31 December 2018, as well as the business results and cash flows in 2018,
and the audit conclusion was in line with the actual situation of the Company.
     (4) Resolution letter on renewing the employment of the CPAs firm:
     The Audit Committee convened a meeting on 9 April 2019 to review the matter concerning the employment
of a CPAs firm for the audit in 2019, and the review opinion was as follows: Jiangsu Gongzheng Tianye Certified
Public Accountants Co., Ltd had accomplished the audit of the Company 2018, and the auditor’s report reflected
the actual financial status of the Company in 2018 objectively and fairly.
    The Audit Committee was satisfied with the audit conducted by Jiangsu Gongzheng Tianye Certified Public
Accountants Co., Ltd and decided to continue to engage it as the audit institution of the Company in 2019.
     The said proposal was agreed to be submitted to the 17th Meeting of the 8th Board of Directors for review.
2. Summary Report on Responsibility Performance of Remuneration & Appraisal Committee under the Board of
Directors:
     The Remuneration & Appraisal Committee under the Board of Directors was composed of 3 Directors,
including 2 Independent Directors and 1 Inner Director. And one of the Independent Directors assumed the
position of Chairman of the Committee.
     In the Reporting Period, the Remuneration & Appraisal Committee raised the proposal on implementing the
appraisal of senior executives in 2018, based on the fulfillment of the main financial indicators and operation
targets in 2018, which were determined in the Contract for Appraisal of Senior Executives in 2018.
    In the Reporting Period, based on relevant regulations and rules, the Remuneration & Appraisal Committee
examined the remuneration of the Company’s senior executives in 2018 and issued opinions as follows:
      The Remuneration & Appraisal Committee held that, the remuneration of the Company’s senior executives
in 2018 was in accordance with provisions in the Contract for Appraisal of Senior Executives in 2018, as well as
the laws, regulations and rules of the Company.
VII Performance of Duty by the Supervisory Committee
Indicate by tick mark whether the Supervisory Committee found any risk to the Company during its supervision in

the Reporting Period.

□ Yes √ No

The Supervisory Committee raised no objections in the Reporting Period.

VIII Appraisal of and Incentive for Senior Management
     The Company has established a fair and objective performance appraisal and incentive restraint mechanism
for senior management staffs. The annual remuneration of senior management staffs consisted of the basic annual
salary and performance appraisal bonus, and the basic annual salary was distributed monthly with a certain
proportion, while the performance appraisal bonus was distributed after being appraised according to the appraisal
scheme for senior management staffs signed between the Board of Directors and the managers for each year.




                                                         55
Changchai Company, Limited                                                                         Annual Report 2018


IX Internal Control


1. Material Internal Control Weaknesses Identified for the Reporting Period


□ Yes √ No


2. Internal Control Self-Evaluation Report


Disclosure date of the internal control self-evaluation report                          11 April 2019

Index to the disclosed internal control self-evaluation report                           2019-008

Evaluated entities’ combined assets as % of consolidated total assets                    100.00%
Evaluated entities’ combined operating revenue as % of consolidated
                                                                                          100.00%
operating revenue

                             Identification standards for internal control weaknesses

                                      Weaknesses in internal control over      Weaknesses in internal control not
               Type
                                             financial reporting                 related to financial reporting
                                  The Company classified the defects as
                                  serious defect, important defect and
                                  general defect according to the influence
                                  degree from the internal control:
                                  (1) Serious defect: refers to one or Defects with the following random
                                  multiple groups with control defect which characteristics should be recognized
                                  may lead the enterprise seriously deviates as serious defect:
                                  the control target;                          1) Seriously violated the national
                                  (2) Important defect: refers to one or laws and administrative regulations
                                  multiple groups with control defect with and the normative documents;
                                  the severity and the economic results 2) “three significant one great”
                                  lower than the great defect but may still event had not been through the
                                  lead the enterprise seriously deviates the collective decision-making process;
                                  control target;                              3) the significant events involved
                                  (3) General defect: refers to other defect with the production and operation
Nature standard
                                  except for the great defect and significant of the Company lacked of
                                  defect.                                      systematic      control    or     the
                                  Nature standards:                            institutional system was invalid;
                                  defects with the following random 4) the internal control of the
                                  characteristics should be recognized as information disclosure was invalid,
                                  serious defect:                              which led the Company be open
                                  1) the defect involves with the condemned by the supervision
                                  malpractice of the Directors, Supervisors department;
                                  and Senior Executives;                       5) the serious defect from the
                                  2) revised the disclosed financial report; assessment results of the internal
                                  3)    CPAs       discovered    the     great control had not been revised.
                                  misstatement among the current financial
                                  statement while which could not be found
                                  during the operating process of the
                                  internal control;

                                                          56
Changchai Company, Limited                                                                          Annual Report 2018


                                     4) the supervision from the Audit
                                     Committee and the internal audit
                                     institution of the enterprise was invalid.
                                                                                Refer to the quantitative criteria of
                                     Quantitative standards:                    the internal control defect of the
                                     The quantitative standards of recognizing financial report, to recognize the
                                     the significant degree of the misstatement quantitative    criteria   of     the
                                     (including the false negatives) of the significant degree of the internal
                                     consolidated financial report of the control defect of the non-financial
                                     Company based on the data from the 2018 report of the Company as:
                                     consolidated statements was as:            Serious defect: possibly caused
Quantitative standard
                                     Serious defect: misstatement≥5% of the directly losses≥0.1% of the net
                                     annual profits                             assets
                                     Important defect: 2.5% of the annual Important defect: 0.05% of the net
                                     profits≤ misstatement < 5% of the annual assets≤ possibly caused directly
                                     profits                                    losses<0.1% of the net assets
                                     General defect < 2.5% of the annual General defect: possibly caused
                                     profits                                    directly losses < 0.05% of the net
                                                                                assets
Number of material weaknesses
in internal control over financial                                          0
reporting
Number of material weaknesses
in internal control not related to                                          0
financial reporting
Number of serious weaknesses
in internal control over financial                                          0
reporting
Number of serious weaknesses
in internal control not related to                                          0
financial reporting

X Independent Auditor’s Report on Internal Control

√ Applicable □ Not applicable
                     Opinion paragraph in the independent auditor’s report on internal control
We believed that Changchai Company, Limited maintained effective internal control of the financial report in
significant aspects according to the Basic Norms of Internal Control and relevant regulations on 31 December
2018.
Independent auditor’s report on internal
                                                 Disclosed
control disclosed or not
Disclosure date                                  11 April 2019
Index to such report disclosed                   2019-008
Type of the auditor’s opinion                   Unmodified unqualified opinion
Material weaknesses in internal control not
                                            None
related to financial reporting

                                                             57
Changchai Company, Limited                                                                    Annual Report 2018


Indicate by tick mark whether any modified opinion is expressed in the independent auditor’s report on the

Company’s internal control.

□ Yes √ No

Indicate by tick mark whether the independent auditor’s report on the Company’s internal control is consistent

with the internal control self-evaluation report issued by the Company’s Board.

√ Yes □ No



                                      Part X Corporate Bonds

Does the Company have any corporate bonds publicly offered on the stock exchange, which were outstanding

before the date of this Report’s approval or were due but could not be redeemed in full?

No.




                                                         58
Changchai Company, Limited                                                                         Annual Report 2018



                                   Part XI Financial Statements


I Independent Auditor’s Report

Type of the independent auditor’s opinion     Unmodified unqualified opinion
Date of signing this report                    9 April 2019
Name of the independent auditor                Jiangsu Gongzheng Tianye Certified Public Accountants LLP
No. of the auditor’s report                   Sugong W[2019]A405
Name of the certified public accountants       Dai Weizhong, Xu Wenxiang
                                      Text of the Independent Auditor’s Report

To the Shareholders of Changchai Company, Limited,
I Opinion
     We have audited the accompanying financial statements of Changchai Company, Limited. (together with its

consolidated subsidiaries included in the consolidated financial statements, the “Company”), which comprise the

parent’s and consolidated balance sheets as at 31 December 2018, the parent’s and consolidated income statements,

the parent’s and consolidated cash flow statements, the parent’s and consolidated statements of changes in owners’

equity for the year then ended, as well as the notes to the financial statements.

     In our opinion, the financial statements attached were prepared in line with the regulations of Accounting

Standards for Business Enterprises in all significant aspects which gave a true and fair view of the consolidated

and parent financial position of Changchai Company, Limited. as at 31 December 2018 and the consolidated and

parent business performance and cash flow for 2018.

II Basis for Opinion

     We conducted our audits in accordance with the Audit Standards for Chinese Registered Accountants. Our

responsibilities under those standards are further described in the Auditor’s Responsibilities for Audit of Financial

Statements section of our report. We are independent of the Company in accordance with the China Code of

Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with

the said Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to

provide a basis for our opinion.

III Key Audit Matters

     Key audit matters are those matters that, in our professional judgment, were of most significance in our audit


                                                          59
Changchai Company, Limited                                                                       Annual Report 2018


of the financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters. And key audit matter identified in our audit is summarized as follows:
     (I) Recognition of revenue

     1. Description of the item

     The consolidated revenue of the Company in 2018 was RMB2,132,902,700. Because of the significant

amount of the revenue and being the key performance indicator, related risks of recognition of revenue may

existed according to the accounting policies, so we identify income recognition as a key audit item.

     2. Response for audit

     (1) Know the key internal control related to revenue recognition, evaluate whether its design and execution

are valid or not, and test the operation effectiveness of the related internal control.

     (2) Analyze and assess the time-point of transferring major risks and rewards related to recognition of sales

revenue through the sampling inspection of sales contract and interviews with management, and then evaluate the

recognition policies of sales revenue of the Company.

     (3) Check the supporting documents related to revenue recognition, such as sales contracts, order form,

invoice for sales, shipping order, declaration for exportation, and etc.

     (4) Check the operating revenue recognized before and after the balance sheet date to the supporting

documents, such as shipping order, declaration for exportation, and etc by sampling method to assess whether the

operating revenue is recognized within appropriate period.

     (5) Implement the confirmation by drawing sample to recognize the balance of accounts receivable and the

amount of sales revenue according to the features and natures of customer transaction.

     (II) Bad debt provision for accounts receivable

     1. Description of the item

     As stated in Notes V. 2 of the Financial Statements, as of 31 December 2018, carrying value of accounts

receivable of the Company is RMB378,859,200, accounting for 10.70% of the total assets. Bad debt provision for

accounts receivable of the Company is calculated by the assessment of accounts receivable’s return ability. The

assessment of accounts receivable’s return ability needs large judgment of the management, involving the

significant accounting estimations with significant influences on amounts. So, we take bad debt provision for

account receivable as a key audit item.

     2. Response for audit


                                                           60
Changchai Company, Limited                                                                        Annual Report 2018


     (1) Knowing, evaluating and testing the related internal control of bad debt provision for accounts receivable;
     (2) Re-checking the related considerations and objective evidences of impairment test for accounts receivable,
paying attention to whether the management has fully recognized the impairment of items;
     (3) For accounts receivable made bad debt provision separately, we re-check the basis and reasonability for
the estimated available cash flow in the future;
     (4) For accounts receivable made bad debt provision by the credit risks characteristic group, we evaluate
whether the ratio of bad debt provision confirmed by management is reasonable;
     (5) We request for confirmation of accounts receivable, and check the confirmation result with the carrying
amount;
     (6) Checking the payment collection after the binding stage, and evaluating the reasonability of bad debt
provision made by management.

IV Other Information

     The Company’s management (hereinafter referred to as “management”) is responsible for the other

information. The other information comprises all of the information included in the Company’s 2017 Annual

Report other than the financial statements and our auditor’s report thereon.

     Our opinion on the financial statements does not cover the other information and we do not express any form

of assurance conclusion thereon.

     In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information; we are required to
report that fact. We have nothing to report in this regard.
V Responsibilities of Management and Those Charged with Governance for Financial Statements
     The management is responsible for the preparation of the financial statements that give a fair view in
accordance with CAS, and for designing, implementing and maintaining such internal control as the management
determines is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
     In preparing the financial statements, the management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the management either intends to liquidate the Company or to cease operations,
or have no realistic alternative but to do so.
     Those charged with governance are responsible for overseeing the Company’s financial reporting process.
VI Auditor’s Responsibilities for Audit of Financial Statements
     Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free


                                                          61
Changchai Company, Limited                                                                        Annual Report 2018


from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with CAS will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these financial statements.
     As part of an audit in accordance with CAS, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
     (1) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
     (2) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances.




Jiangsu Gongzheng Tianye Certified Public Accountants                     Chinese CPA Dai Weizhong
                             (LLP)                                        (Engagement Partner)
                                                                        Chinese CPA Xu Wenxiang

                       Wuxi  China                                         9 April 2019




                                                           62
Changchai Company, Limited                                                                     Annual Report 2018

II Financial Statements

Currency unit for the financial statements and the notes thereto: RMB

1. Consolidated Balance Sheet

Prepared by Changchai Company, Limited
                                                                                                     Unit: RMB
                             Item                               31 December 2018           31 December 2017
 Current assets:
   Monetary capital                                                      800,960,036.69        430,305,367.71
   Settlement reserve
   Interbank loans granted
   Financial assets at fair value through profit or loss
   Derivative financial assets
   Notes and accounts receivable                                         874,229,941.58      1,108,415,299.12
      Including: Notes receivable                                        495,370,782.47        716,404,345.57
                   Accounts receivable                                   378,859,159.11        392,010,953.55
   Prepayments                                                            11,352,297.10         17,781,007.77
   Premiums receivable
   Reinsurance receivables
   Receivable reinsurance contract reserve
   Other receivables                                                       9,244,584.42          5,794,971.22
      Including: Interest receivable
                   Dividends receivable
   Financial assets purchased under resale agreements
   Inventories                                                           557,953,891.70        508,246,807.48
   Assets classified as held for sale
   Current portion of non-current assets
   Other current assets                                                   34,357,608.97         42,540,184.05
 Total current assets                                                   2,288,098,360.46     2,113,083,637.35
 Non-current assets:
   Loans and advances to customers
   Available-for-sale financial assets                                   498,851,369.49        793,522,639.04
   Held-to-maturity investments
   Long-term receivables
   Long-term equity investments                                                    0.00                   0.00


                                                           63
Changchai Company, Limited                                                          Annual Report 2018


   Investment property                                            50,656,007.63      52,864,348.43
   Fixed assets                                                  511,250,371.37     560,049,970.50
   Construction in progress                                       89,090,384.71      94,581,989.06
   Productive living assets
   Oil and gas assets
   Intangible assets                                             103,092,879.38     107,795,746.86
   R&D expense
   Goodwill
   Long-term prepaid expense
   Deferred income tax assets                                        979,822.71       1,006,953.81
   Other non-current assets                                                0.00                0.00
Total non-current assets                                        1,253,920,835.29   1,609,821,647.70
Total assets                                                    3,542,019,195.75   3,722,905,285.05
Current liabilities:
   Short-term borrowings                                          27,000,000.00      24,900,000.00
   Borrowings from central bank
   Customer deposits and interbank deposits
   Interbank loans obtained
   Financial liabilities at fair value through profit or loss
   Derivative financial liabilities
   Notes and accounts payable                                   1,030,130,275.77    963,299,000.18
   Advances from customers                                        34,500,232.97      40,153,984.91
   Financial assets sold under repurchase agreements
   Handling charges and commissions payable
   Payroll payable                                                50,500,592.99      51,247,112.66
   Taxes payable                                                   7,066,085.89       4,017,920.78
   Other payables                                                199,412,250.90     195,985,676.91
     Including: Interest payable
                  Dividends payable                                3,891,433.83       3,891,433.83
   Reinsurance payables
   Insurance contract reserve
   Payables for acting trading of securities
   Payables for underwriting of securities
  Liabilities directly associated with assets classified as
held for sale

                                                           64
Changchai Company, Limited                                                          Annual Report 2018


   Current portion of non-current liabilities                  18,500,000.00
   Other current liabilities                                    2,082,985.18          2,028,937.59
 Total current liabilities                                   1,369,192,423.70     1,281,632,633.03
 Non-current liabilities:
   Long-term borrowings                                         2,000,000.00         21,500,000.00
   Bonds payable
      Including: Preferred shares
                     Perpetual bonds
   Long-term payables
   Long-term payroll payable
   Provisions
   Deferred income                                             59,928,484.84         60,992,858.46
   Deferred income tax liabilities                             47,971,780.36         92,409,779.39
   Other non-current liabilities
 Total non-current liabilities                                109,900,265.20        174,902,637.85
 Total liabilities                                           1,479,092,688.90     1,456,535,270.88
 Owners’ equity:
   Share capital                                              561,374,326.00        561,374,326.00
   Other equity instruments
      Including: Preferred shares
                     Perpetual bonds
   Capital reserves                                           164,328,665.43        164,328,665.43
   Less: Treasury stock
   Other comprehensive income                                 264,405,675.00        515,068,550.00
   Specific reserve                                            15,182,958.83         13,289,059.21
   Surplus reserves                                           320,133,050.15        313,705,210.16
   General reserve
   Retained earnings                                          717,883,351.33        679,131,047.06
 Total equity attributable to owners of the Company as the
                                                             2,043,308,026.74     2,246,896,857.86
 parent
 Non-controlling interests                                     19,618,480.11         19,473,156.31
 Total owners’ equity                                       2,062,926,506.85     2,266,370,014.17
 Total liabilities and owners’ equity                       3,542,019,195.75     3,722,905,285.05

Legal representative: Shi Xinkun                             General Manager: Zhang Xin

Head of the accounting department: Jiang He

                                                     65
Changchai Company, Limited                                                                Annual Report 2018


2. Balance Sheet of the Company as the Parent

                                                                                                Unit: RMB
                              Item                              31 December 2018      31 December 2017
 Current assets:
   Monetary capital                                                 759,404,219.72        366,907,287.64
   Financial assets at fair value through profit or loss
   Derivative financial assets
   Notes and accounts receivable                                    790,877,079.72      1,031,361,397.27
      Including: Notes receivable                                   490,519,795.91        711,474,345.57
                   Accounts receivable                              300,357,283.81        319,887,051.70
   Prepayments                                                         4,768,038.11         9,815,561.98
   Other receivables                                                 21,681,331.85         11,798,211.40
      Including: Interest receivable                                          0.00                   0.00
                   Dividends receivable                                       0.00                   0.00
   Inventories                                                      437,423,195.46        376,814,388.82
   Assets classified as held for sale
   Current portion of non-current assets
   Other current assets                                              23,099,858.67         20,692,057.15
 Total current assets                                              2,037,253,723.53     1,817,388,904.26
 Non-current assets:
   Available-for-sale financial assets                              470,940,000.00        785,837,500.00
   Held-to-maturity investments
   Long-term receivables
   Long-term equity investments                                     241,752,730.03        231,752,730.03
   Investment property                                               50,656,007.63         52,864,348.43
   Fixed assets                                                     413,186,680.19        453,155,359.47
   Construction in progress                                          87,007,215.91         93,681,793.26
   Productive living assets
   Oil and gas assets
   Intangible assets                                                 72,184,608.63         75,623,219.49
   R&D expense
   Goodwill
   Long-term prepaid expense
   Deferred income tax assets                                           930,641.19            934,554.06


                                                           66
Changchai Company, Limited                                                          Annual Report 2018


   Other non-current assets
Total non-current assets                                        1,336,657,883.58   1,693,849,504.74
Total assets                                                    3,373,911,607.11   3,511,238,409.00
Current liabilities:
   Short-term borrowings                                          10,000,000.00
   Financial liabilities at fair value through profit or loss
   Derivative financial liabilities
   Notes and accounts payable                                    987,550,797.44     883,244,989.22
   Advances from customers                                        32,072,387.55      38,382,261.14
   Payroll payable                                                43,597,759.22      41,401,495.39
   Taxes payable                                                   2,443,767.89       1,373,036.64
   Other payables                                                185,022,961.56     185,981,889.23
     Including: Interest payable
                    Dividends payable                              3,243,179.97       3,243,179.97
  Liabilities directly associated with assets classified as
held for sale
   Current portion of non-current liabilities                     18,500,000.00
   Other current liabilities
Total current liabilities                                       1,279,187,673.66   1,150,383,671.62
Non-current liabilities:
   Long-term borrowings                                                              19,500,000.00
   Bonds payable
     Including: Preferred shares
                    Perpetual bonds
   Long-term payables
   Long-term payroll payable
   Provisions
   Deferred income                                                59,928,484.84      60,992,858.46
   Deferred income tax liabilities                                46,659,825.00      90,894,450.00
   Other non-current liabilities
Total non-current liabilities                                    106,588,309.84     171,387,308.46
Total liabilities                                               1,385,775,983.50   1,321,770,980.08
Owners’ equity:
   Share capital                                                 561,374,326.00     561,374,326.00
   Other equity instruments

                                                           67
Changchai Company, Limited                                                Annual Report 2018


      Including: Preferred shares
                  Perpetual bonds
   Capital reserves                                 183,071,147.70         183,071,147.70
   Less: Treasury stock
   Other comprehensive income                       264,405,675.00         515,068,550.00
   Specific reserve                                  15,182,958.83          13,289,059.21
   Surplus reserves                                 320,133,050.15         313,705,210.16
   Retained earnings                                643,968,465.93         602,959,135.85
 Total owners’ equity                             1,988,135,623.61      2,189,467,428.92
 Total liabilities and owners’ equity             3,373,911,607.11      3,511,238,409.00

Legal representative: Shi Xinkun                             General Manager: Zhang Xin

Head of the accounting department: Jiang He




                                              68
Changchai Company, Limited                                                               Annual Report 2018


3. Consolidated Income Statement

                                                                                               Unit: RMB
                                        Item                             2018                2017
 1. Revenue                                                          2,132,902,718.60   2,423,058,958.29
   Including: Operating revenue                                      2,132,902,718.60   2,423,058,958.29
                Interest income
                Premium income
                Handling charge and commission income
 2. Costs and expenses                                               2,177,879,797.73   2,412,300,893.20
   Including: Cost of sales                                          1,813,444,585.66   2,072,877,976.77
                Interest expense
                Handling charge and commission expense
                Surrenders
                Net claims paid
                Net amount provided as insurance contract reserve
                Expenditure on policy dividends
                Reinsurance premium expense
                Taxes and surcharges                                   12,532,729.68      13,904,298.45
                Selling expense                                       126,997,066.87     102,297,713.37
                Administrative expense                                116,027,838.96     107,835,619.11
                R&D expense                                            72,182,840.78      76,715,296.15
                Finance costs                                            -903,762.30       -2,290,794.39
                   Including: Interest expense                          4,553,608.46        2,119,903.67
                                        Interest income                 4,665,445.23       7,613,535.50
                Asset impairment loss                                  37,598,498.08      40,960,783.74
 Add: Other income                                                      6,291,685.65       8,456,560.85
        Investment income (“-” for loss)                            113,270,824.83      13,115,817.10
          Including: Share of profit or loss of joint ventures and
 associates
        Gain on changes in fair value (“-” for loss)
        Foreign exchange gain (“-” for loss)
        Asset disposal income (“-” for loss)                            662,151.89       1,373,236.33
 3. Operating profit (“-” for loss)                                  75,247,583.24      33,703,679.37
 Add: Non-operating income                                              1,938,995.76      22,907,878.36



                                                          69
Changchai Company, Limited                                                                  Annual Report 2018


 Less: Non-operating expense                                                 1,474,218.49      7,792,658.00
 4. Profit before tax (“-” for loss)                                     75,712,360.51     48,818,899.73
 Less: Income tax expense                                                  13,545,662.67       1,681,667.26
 5. Net profit (“-” for net loss)                                        62,166,697.84     47,137,232.47
   5.1 Net profit from continuing operations (“-” for net loss)          62,166,697.84     47,137,232.47
   5.2 Net profit from discontinued operations (“-” for net loss)
   Net profit attributable to owners of the Company as the parent          62,021,374.04     46,431,302.73
   Net profit attributable to non-controlling interests                       145,323.80        705,929.74
 6. Other comprehensive income, net of tax                                -250,662,875.00   -107,979,750.00
   Attributable to owners of the Company as the parent                    -250,662,875.00   -107,979,750.00
      6.1 Items that will not be reclassified to profit or loss
        6.1.1 Changes caused by remeasurements on defined benefit
 pension schemes
         6.1.2 Share of other comprehensive income of investees that
 will not be reclassified to profit or loss under equity method
      6.2 Items that may subsequently be reclassified to profit or loss   -250,662,875.00   -107,979,750.00
         6.2.1 Share of other comprehensive income of investees that
 will be reclassified to profit or loss under equity method
         6.2.2 Gain/Loss on changes in fair value of available-for-sale
                                                                          -250,662,875.00   -107,979,750.00
 financial assets
         6.2.3 Gain/Loss arising from reclassification of
 held-to-maturity investments to available-for-sale financial assets
         6.2.4 Effective gain/loss on cash flow hedges
        6.2.5 Differences arising from translation of foreign
 currency-denominated financial statements
         6.2.6 Other
   Attributable to non-controlling interests
 7. Total comprehensive income                                            -188,496,177.16    -60,842,517.53
   Attributable to owners of the Company as the parent                    -188,641,500.96    -61,548,447.27
   Attributable to non-controlling interests                                  145,323.80        705,929.74
 8. Earnings per share
   8.1 Basic earnings per share                                                      0.11              0.08
   8.2 Diluted earnings per share                                                    0.11              0.08

Legal representative: Shi Xinkun                                              General Manager: Zhang Xin

Head of the accounting department: Jiang He




                                                           70
Changchai Company, Limited                                                                 Annual Report 2018


4. Income Statement of the Company as the Parent

                                                                                                 Unit: RMB
                                        Item                               2018                2017
 1. Operating revenue                                                  1,968,727,065.36   2,235,805,990.99
 Less: Cost of sales                                                   1,689,706,860.63   1,931,679,323.68
      Taxes and surcharges                                                 9,550,011.21      11,611,908.48
      Selling expense                                                   113,219,756.42      91,518,856.80
      Administrative expense                                             99,399,032.15      90,013,191.80
      R&D expense                                                        70,981,785.06      76,589,354.80
      Finance costs                                                       -2,269,683.27      -5,269,152.69
         Including: Interest expense                                      1,150,062.50         243,305.56
                       Interest income                                    4,320,565.70       7,398,676.24
      Asset impairment loss                                              33,088,706.77      36,843,390.33
 Add: Other income                                                        6,156,851.75       7,921,898.35
        Investment income (“-” for loss)                              112,464,720.49      10,709,750.99
          Including: Share of profit or loss of joint ventures and
 associates
        Gain on changes in fair value (“-” for loss)
        Asset disposal income (“-” for loss)                              577,265.23       1,184,146.48
 2. Operating profit (“-” for loss)                                    74,249,433.86      22,634,913.61
 Add: Non-operating income                                                1,231,701.78       1,324,306.44
 Less: Non-operating expense                                              1,442,817.89       6,979,953.83
 3. Profit before tax (“-” for loss)                                   74,038,317.75      16,979,266.22
 Less: Income tax expense                                                 9,759,917.90       -1,270,346.56
 4. Net profit (“-” for net loss)                                      64,278,399.85      18,249,612.78
   4.1 Net profit from continuing operations (“-” for net loss)        64,278,399.85      18,249,612.78
   4.2 Net profit from discontinued operations (“-” for net loss)
 5. Other comprehensive income, net of tax                             -250,662,875.00    -107,979,750.00
   5.1 Items that will not be reclassified to profit or loss
      5.1.1 Changes in caused by remeasurements on defined benefit
 pension schemes
      5.1.2 Share of other comprehensive income of investees that
 will not be reclassified to profit or loss under equity method
   5.2 Items that may subsequently be reclassified to profit or loss   -250,662,875.00    -107,979,750.00
      5.2.1 Share of other comprehensive income of investees that
 will be reclassified to profit or loss under equity method

                                                           71
Changchai Company, Limited                                                                  Annual Report 2018


      5.2.2 Gain/Loss on changes in fair value of available-for-sale
                                                                          -250,662,875.00   -107,979,750.00
 financial assets
      5.2.3   Gain/Loss     arising     from     reclassification    of
 held-to-maturity investments to available-for-sale financial assets
      5.2.4 Effective gain/loss on cash flow hedges
      5.2.5 Differences arising from translation          of   foreign
 currency-denominated financial statements
      5.2.6 Other
 6. Total comprehensive income                                            -186,384,475.15    -89,730,137.22
 7. Earnings per share
    7.1 Basic earnings per share
    7.2 Diluted earnings per share

Legal representative: Shi Xinkun                                              General Manager: Zhang Xin

Head of the accounting department: Jiang He




                                                        72
Changchai Company, Limited                                                               Annual Report 2018


5. Consolidated Cash Flow Statement

                                                                                               Unit: RMB
                                Item                                     2018               2017
 1. Cash flows from operating activities:
   Proceeds from sale of commodities and rendering of services       2,425,197,716.22   2,340,135,466.05
   Net increase in customer deposits and interbank deposits
   Net increase in borrowings from central bank
   Net increase in loans from other financial institutions
   Premiums received on original insurance contracts
   Net proceeds from reinsurance
   Net increase in deposits and investments of policy holders
    Net increase in proceeds from disposal of financial assets at
 fair value through profit or loss
   Interest, handling charges and commissions received
   Net increase in interbank loans obtained
   Net increase in proceeds from repurchase transactions
   Tax rebates                                                         57,089,558.17      45,280,119.53
   Cash generated from other operating activities                      12,322,331.45      20,703,603.65
 Subtotal of cash generated from operating activities                2,494,609,605.84   2,406,119,189.23
   Payments for commodities and services                             1,748,699,087.54   2,068,207,850.42
   Net increase in loans and advances to customers
   Net increase in deposits in central bank and in interbank loans
 granted
   Payments for claims on original insurance contracts
   Interest, handling charges and commissions paid
   Policy dividends paid
   Cash paid to and for employees                                     321,746,157.63     332,974,762.36
   Taxes paid                                                          33,740,896.03      38,505,023.00
   Cash used in other operating activities                            116,603,937.75      88,100,832.84
 Subtotal of cash used in operating activities                       2,220,790,078.95   2,527,788,468.62
 Net cash generated from/used in operating activities                 273,819,526.89    -121,669,279.39
 2. Cash flows from investing activities:
   Proceeds from disinvestment                                         43,589,736.75       8,000,000.00
   Investment income                                                  113,425,932.70      11,364,613.67
   Net proceeds from disposal of fixed assets, intangible assets          979,093.38         835,345.89


                                                         73
Changchai Company, Limited                                                               Annual Report 2018


 and other long-lived assets
   Net proceeds from disposal of subsidiaries or other business
 units
   Cash generated from other investing activities                                           1,000,000.00
 Subtotal of cash generated from investing activities                 157,994,762.83       21,199,959.56
   Payments for acquisition of fixed assets, intangible assets and
                                                                       18,482,660.75       57,507,086.97
 other long-lived assets
   Payments for investments                                            33,293,147.06      113,985,139.04
   Net increase in pledged loans granted
   Net payments for acquisition of subsidiaries and other
                                                                                            4,272,350.99
 business units
   Cash used in other investing activities
 Subtotal of cash used in investing activities                         51,775,807.81      175,764,577.00
 Net cash generated from/used in investing activities                 106,218,955.02     -154,564,617.44
 3. Cash flows from financing activities:
   Capital contributions received
      Including: Capital contributions by non-controlling interests
 to subsidiaries
   Increase in borrowings obtained                                     40,700,000.00       51,900,000.00
   Net proceeds from issuance of bonds
   Cash generated from other financing activities
 Subtotal of cash generated from financing activities                  40,700,000.00       51,900,000.00
   Repayment of borrowings                                             39,600,000.00       15,500,000.00
   Payments for interest and dividends                                 19,322,496.75       18,180,577.83
      Including: Dividends paid by subsidiaries to non-controlling
 interests
   Cash used in other financing activities
 Subtotal of cash used in financing activities                         58,922,496.75       33,680,577.83
 Net cash generated from/used in financing activities                 -18,222,496.75       18,219,422.17
 4. Effect of foreign exchange rate changes on cash and cash
 equivalents
 5. Net increase in cash and cash equivalents                         361,815,985.16     -258,014,474.66
 Add: Cash and cash equivalents, beginning of the period              325,263,654.43      583,278,129.09
 6. Cash and cash equivalents, end of the period                      687,079,639.59      325,263,654.43

Legal representative: Shi Xinkun                                            General Manager: Zhang Xin

Head of the accounting department: Jiang He



                                                        74
Changchai Company, Limited                                                               Annual Report 2018


6. Cash Flow Statement of the Company as the Parent

                                                                                               Unit: RMB
                                Item                                     2018               2017
 1. Cash flows from operating activities:
   Proceeds from sale of commodities and rendering of services       2,373,022,957.25   2,272,196,372.83
   Tax rebates                                                         40,981,398.83      29,635,115.60
   Cash generated from other operating activities                      10,293,262.16      16,533,875.78
 Subtotal of cash generated from operating activities                2,424,297,618.24   2,318,365,364.21
   Payments for commodities and services                             1,748,150,322.59   2,059,024,833.30
   Cash paid to and for employees                                     268,331,025.24     277,811,436.98
   Taxes paid                                                          21,464,799.34      28,251,524.17
   Cash used in other operating activities                            114,428,231.52      81,615,494.68
 Subtotal of cash used in operating activities                       2,152,374,378.69   2,446,703,289.13
 Net cash generated from/used in operating activities                 271,923,239.55    -128,337,924.92
 2. Cash flows from investing activities:
   Proceeds from disinvestment                                         30,000,000.00
   Investment income                                                  112,621,521.91      10,709,750.99
   Net proceeds from disposal of fixed assets, intangible assets
                                                                          867,615.38         131,366.89
 and other long-lived assets
   Net proceeds from disposal of subsidiaries or other business
 units
   Cash generated from other investing activities                                          1,000,000.00
 Subtotal of cash generated from investing activities                 143,489,137.29       11,841,117.88
   Payments for acquisition of fixed assets, intangible assets and
                                                                       16,631,342.48      45,733,282.92
 other long-lived assets
   Payments for investments                                            10,000,000.00     126,280,000.00
   Net payments for acquisition of subsidiaries and other
 business units
   Cash used in other investing activities
 Subtotal of cash used in investing activities                         26,631,342.48     172,013,282.92
 Net cash generated from/used in investing activities                 116,857,794.81    -160,172,165.04
 3. Cash flows from financing activities:
   Capital contributions received
   Increase in borrowings obtained                                     10,000,000.00      20,000,000.00
   Net proceeds from issuance of bonds
   Cash generated from other financing activities

                                                        75
Changchai Company, Limited                                                       Annual Report 2018


 Subtotal of cash generated from financing activities           10,000,000.00      20,000,000.00
   Repayment of borrowings                                       1,000,000.00        500,000.00
   Payments for interest and dividends                          17,991,292.28      17,084,535.34
   Cash used in other financing activities
 Sub-total of cash used in financing activities                 18,991,292.28      17,584,535.34
 Net cash generated from/used in financing activities           -8,991,292.28       2,415,464.66
 4. Effect of foreign exchange rate changes on cash and cash
 equivalents
 5. Net increase in cash and cash equivalents                  379,789,742.08    -286,094,625.30
 Add: Cash and cash equivalents, beginning of the period       272,064,464.71     558,159,090.01
 6. Cash and cash equivalents, end of the period               651,854,206.79     272,064,464.71

Legal representative: Shi Xinkun                                    General Manager: Zhang Xin

Head of the accounting department: Jiang He




                                                        76
                            Changchai Company, Limited                                                                     Annual Report 2018

7. Consolidated Statements of Changes in Owners’ Equity

2018
                                                                                                                                                             Unit: RMB
                                                                                               2018
                                                          Equity attributable to owners of the Company as the parent
                                             Other equity
                                             instruments
                                                                                          Other                                                  Non-con         Total
          Item                           Pref                                 Less:
                              Share                                Capital              compreh     Specific    Surplus    General    Retained    trolling     owners’
                                         erre    Perpet                      Treasury
                              capital                       Oth   reserves                ensive    reserve     reserves   reserve    earnings   interests      equity
                                          d       ual                         stock
                                                             er                          income
                                         shar    bonds
                                          es
1. Balances as at the end    561,374,                             164,328,              515,068,    13,289,0   313,705,               679,131,   19,473,1      2,266,37
of the prior year             326.00                                665.43               550.00        59.21    210.16                 047.06       56.31      0,014.17
Add: Adjustments for
changed    accounting
policies
  Adjustments       for
corrections of previous
errors
  Adjustments      for
business combinations
under common control
  Other adjustments
2. Balances as at the        561,374,                             164,328,              515,068,    13,289,0   313,705,               679,131,   19,473,1      2,266,37
beginning of the year         326.00                                665.43               550.00        59.21    210.16                 047.06       56.31      0,014.17
3. Increase/ decrease in
                                                                                        -250,662    1,893,89   6,427,83               38,752,3   145,323.     -203,443
the period (“-” for
                                                                                   77
                           Changchai Company, Limited                                      Annual Report 2018
decrease)                                                     ,875.00    9.62      9.99                   04.27        80    ,507.32
  3.1             Total                                      -142,712                                 62,021,3    145,323.   -80,546,
comprehensive income                                           ,875.00                                   74.04          80    177.16
  3.2 Capital increased
and reduced by owners
     3.2.1 Ordinary
shares increased by
shareholders
     3.2.2 Capital
increased by holders of
other equity instruments
    3.2.3 Share-based
payments included in
owners’ equity
    3.2.4 Other
                                                                                6,427,83               -23,269,              -16,841,
 3.3 Profit distribution
                                                                                    9.99                069.77                229.78
     3.3.1 Appropriation                                                        6,427,83               -6,427,8
to surplus reserves                                                                 9.99                  39.99
     3.3.2 Appropriation
to general reserve
     3.3.3 Appropriation
                                                                                                       -16,841,              -16,841,
to      owners       (or
                                                                                                        229.78                229.78
shareholders)
    3.3.4 Other
  3.4 Transfers within
owners’ equity
    3.4.1 Increase in

                                                        78
                             Changchai Company, Limited                                                     Annual Report 2018
capital (or share capital)
from capital reserves
     3.4.2 Increase in
capital (or share capital)
from surplus reserves
     3.4.3 Loss offset
by surplus reserves
     3.4.4 Changes in
defined benefit pension
schemes transferred to
retained earnings
     3.4.5 Other
                                                                                      1,893,89                                               1,893,89
  3.5 Specific reserve
                                                                                          9.62                                                   9.62
     3.5.1 Increase in                                                                4,135,80                                               4,135,80
the period                                                                                5.99                                                   5.99
     3.5.2 Used in the                                                                2,241,90                                               2,241,90
period                                                                                    6.37                                                   6.37
                                                                          -107,950                                                           -107,950
  3.6 Other
                                                                            ,000.00                                                            ,000.00
4. Balances as at the end     561,374,                    164,328,        264,405,    15,182,9   320,133,              717,883,   19,618,4   2,062,92
of the period                  326.00                       665.43         675.00        58.83    050.15                351.33       80.11   6,506.85




                                                                     79
                           Changchai Company, Limited                                                                      Annual Report 2018
2017


                                                                                                                                                              Unit: RMB
                                                                                              2017
                                                         Equity attributable to owners of the Company as the parent
                                            Other equity
                                            instruments                                  Other                                                    Non-con         Total
         Item                                                                Less:
                             Share      Prefe    Perp             Capital              compreh     Specific     Surplus    General    Retained     trolling     owners’
                                                                            Treasury
                             capital     rred    etual   Othe    reserves                ensive    reserve      reserves   reserve    earnings    interests      equity
                                                                             stock
                                        share    bond     r                             income
                                           s       s
1. Balances as at the      561,374,3                             164,328,               623,048,     11,715,4   311,880,               651,365,   18,767,2      2,342,48
end of the prior year          26.00                               665.43                300.00         17.22    248.88                  935.39      26.57      0,119.49
Add: Adjustments for
changed    accounting
policies
  Adjustments       for
corrections of previous
errors
  Adjustments      for
business combinations
under common control
  Other adjustments
2. Balances as at the      561,374,3                             164,328,               623,048,     11,715,4   311,880,               651,365,   18,767,2      2,342,48
beginning of the year          26.00                               665.43                300.00         17.22    248.88                  935.39      26.57      0,119.49
3. Increase/ decrease in
                                                                                       -107,979    1,573,64     1,824,96               27,765,1   705,929.      -76,110,
the period (“-” for
                                                                                         ,750.00       1.99         1.28                  11.67         74       105.32
decrease)
                                                                                  80
                            Changchai Company, Limited                               Annual Report 2018

  3.1            Total                                        -107,979                           46,431,3   705,929.   -60,842,
comprehensive income                                            ,750.00                             02.73         74    517.53
  3.2 Capital increased
and reduced by owners
     3.2.1 Ordinary
shares increased by
shareholders
     3.2.2 Capital
increased by holders of
other equity
instruments
    3.2.3 Share-based
payments included in
owners’ equity
    3.2.4 Other
                                                                          1,824,96               -18,666,              -16,841,
 3.3 Profit distribution
                                                                              1.28                 191.06               229.78
     3.3.1
                                                                          1,824,96               -1,824,9
Appropriation          to
                                                                              1.28                  61.28
surplus reserves
    3.3.2
Appropriation          to
general reserve
     3.3.3
Appropriation          to                                                                        -16,841,              -16,841,
owners                (or                                                                          229.78               229.78
shareholders)
    3.3.4 Other

                                                         81
                             Changchai Company, Limited                                                           Annual Report 2018
  3.4 Transfers within
owners’ equity
     3.4.1 Increase in
capital (or share capital)
from capital reserves
     3.4.2 Increase in
capital (or share capital)
from surplus reserves
     3.4.3 Loss offset
by surplus reserves
     3.4.4 Changes in
defined benefit pension
schemes transferred to
retained earnings
     3.4.5 Other
                                                                                            1,573,64                                                1,573,64
  3.5 Specific reserve
                                                                                                1.99                                                    1.99
     3.5.1 Increase in                                                                      4,161,42                                                4,161,42
the period                                                                                      4.06                                                    4.06
     3.5.2 Used in the                                                                      2,587,78                                                2,587,78
period                                                                                          2.07                                                    2.07
  3.6 Other
4. Balances as at the        561,374,3                      164,328,             515,068,   13,289,0   313,705,               679,131,   19,473,1   2,266,37
end of the period                26.00                        665.43              550.00       59.21    210.16                  047.06      56.31   0,014.17


Legal representative: Shi Xinkun                          General Manager: Zhang Xin              Head of the accounting department: Jiang He



                                                                            82
                           Changchai Company, Limited                                                            Annual Report 2018

8. Statements of Changes in Owners’ Equity of the Company as the Parent

2018
                                                                                                                                                 Unit: RMB
                                                                                       2018
                                          Other equity instruments                               Other
                                                                                    Less:                                                           Total
         Item              Share                                        Capital               comprehen     Specific     Surplus      Retained
                                       Preferre   Perpetua                         Treasury                                                       owners’
                           capital                            Other    reserves                   sive      reserve      reserves     earnings
                                       d shares    l bonds                          stock                                                          equity
                                                                                                income
1. Balances as at the      561,374,                                   183,071,14              515,068,55   13,289,059   313,705,21    602,959,   2,189,467,
end of the prior year       326.00                                          7.70                    0.00          .21         0.16     135.85       428.92
Add: Adjustments for
changed accounting
policies
  Adjustments       for
corrections          of
previous errors
  Other adjustments
2. Balances as at the      561,374,                                   183,071,14              515,068,55   13,289,059   313,705,21    602,959,   2,189,467,
beginning of the year       326.00                                          7.70                    0.00          .21         0.16     135.85       428.92
3. Increase/ decrease
                                                                                              -250,662,8   1,893,899.   6,427,839.    41,009,3   -201,331,8
in the period (“-” for
                                                                                                   75.00          62           99        30.08        05.31
decrease)
  3.1             Total
                                                                                              -142,712,8                              64,278,3   -78,434,47
comprehensive
                                                                                                   75.00                                 99.85         5.15
income
  3.2          Capital
increased and reduced
by owners
                                                                              83
                            Changchai Company, Limited        Annual Report 2018
     3.2.1 Ordinary
shares increased by
owners
     3.2.2 Capital
increased by holders
of other equity
instruments
     3.2.3
Share-based payments
included in owners’
equity
     3.2.4 Other
   3.3             Profit                                            6,427,839.    -23,269,   -16,841,22
distribution                                                                99      069.77          9.78
     3.3.1
                                                                     6,427,839.    -6,427,8
Appropriation          to
                                                                            99        39.99
surplus reserves
     3.3.2
Appropriation          to                                                          -16,841,   -16,841,22
owners                (or                                                           229.78          9.78
shareholders)
     3.3.3 Other
  3.4 Transfers within
owners’ equity
     3.4.1 Increase in
capital    (or   share
capital) from capital
reserves


                                                         84
                           Changchai Company, Limited                                   Annual Report 2018
     3.4.2 Increase in
capital    (or   share
capital) from surplus
reserves
     3.4.3 Loss offset
by surplus reserves
     3.4.4 Changes in
defined          benefit
pension        schemes
transferred to retained
earnings
     3.4.5 Other
                                                                                  1,893,899.                            1,893,899.
  3.5 Specific reserve
                                                                                         62                                    62
     3.5.1 Increase in                                                            4,135,805.                            4,135,805.
the period                                                                               99                                    99
     3.5.2 Used in the                                                            2,241,906.                            2,241,906.
period                                                                                   37                                    37
                                                                     -107,950,0                                         -107,950,0
  3.6 Other
                                                                          00.00                                              00.00
4. Balances as at the      561,374,                     183,071,14   264,405,67   15,182,958   320,133,05    643,968,   1,988,135,
end of the period           326.00                            7.70         5.00          .83         0.15     465.93       623.61




                                                                85
                            Changchai Company, Limited                                                             Annual Report 2018
2017
                                                                                                                                                   Unit: RMB
                                                                                        2017
                                           Other equity instruments                               Other
                                                                                     Less:                                                            Total
          Item               Share                                       Capital               comprehen     Specific     Surplus       Retained
                                        Preferre    Perpetua                        Treasury                                                        owners’
                             capital                           Other    reserves                   sive      reserve      reserves      earnings
                                        d shares     l bonds                         stock                                                           equity
                                                                                                 income
 1. Balances as at the      561,374,                                   183,071,14              623,048,30   11,715,417   311,880,24     603,375,   2,294,465,
 end of the prior year       326.00                                          7.70                    0.00          .22         8.88       714.13      153.93
 Add: Adjustments for
 changed accounting
 policies
   Adjustments       for
 corrections          of
 previous errors
   Other adjustments
 2. Balances as at the      561,374,                                   183,071,14              623,048,30   11,715,417   311,880,24     603,375,   2,294,465,
 beginning of the year       326.00                                          7.70                    0.00          .22         8.88       714.13      153.93
 3. Increase/ decrease
                                                                                               -107,979,7   1,573,641.   1,824,961.     -416,578   -104,997,7
 in the period (“-” for
                                                                                                    50.00          99           28           .28        25.01
 decrease)
   3.1         Total
                                                                                               -107,979,7                               18,249,6   -89,730,13
 comprehensive
                                                                                                    50.00                                  12.78         7.22
 income
   3.2          Capital
 increased and reduced
 by owners
       3.2.1 Ordinary

                                                                               86
                            Changchai Company, Limited        Annual Report 2018
shares increased by
owners
     3.2.2 Capital
increased by holders
of other equity
instruments
     3.2.3
Share-based payments
included in owners’
equity
     3.2.4 Other
   3.3             Profit                                           1,824,961.     -18,666,   -16,841,22
distribution                                                               28        191.06         9.78
     3.3.1
                                                                    1,824,961.     -1,824,9
Appropriation          to
                                                                           28         61.28
surplus reserves
     3.3.2
Appropriation          to                                                          -16,841,   -16,841,22
owners                (or                                                            229.78         9.78
shareholders)
     3.3.3 Other
  3.4       Transfers
within owners’ equity
     3.4.1 Increase in
capital   (or    share
capital) from capital
reserves
     3.4.2 Increase in
capital   (or    share
                                                         87
                           Changchai Company, Limited                                                    Annual Report 2018
 capital) from surplus
 reserves
      3.4.3 Loss offset
 by surplus reserves
      3.4.4 Changes in
 defined         benefit
 pension       schemes
 transferred to retained
 earnings
      3.4.5 Other
                                                                                                  1,573,641.                             1,573,641.
   3.5 Specific reserve
                                                                                                         99                                     99
      3.5.1 Increase in                                                                           4,161,424.                             4,161,424.
 the period                                                                                              06                                     06
      3.5.2 Used in the                                                                           2,587,782.                             2,587,782.
 period                                                                                                  07                                     07
   3.6 Other
 4. Balances as at the     561,374,                               183,071,14         515,068,55   13,289,059   313,705,21     602,959,   2,189,467,
 end of the period          326.00                                      7.70               0.00          .21         0.16       135.85      428.92


Legal representative: Shi Xinkun                        General Manager: Zhang Xin        Head of the accounting department: Jiang He




                                                                          88
Changchai Company, Limited                                                                     Annual Report 2018



III. Company Profile

      Changchai Company, Limited (hereinafter referred to as “the Company”) was founded on 5 May 1994, which
is a company limited by shares promoted solely by Changzhou Diesel Engine Plant through the approval by the
State Commission for Restructuring the Economic Systems with document TGS [1993] No. 9 on 15 January 1993
by way of public offering of shares. With the approved of the People’s Government of Jiangsu Province SZF
[1993] No. 67, as well as reexamined and approved by China Securities Regulatory Commission (“CSRC”)
through document ZJFSZ (1994) No. 9, the Company initially issued A shares to the public from 15 March 1994
to 30 March 1994. As approved by the Shenzhen Stock Exchange through document SZSFZ (1994) No. 15, such
tradable shares of the public got listing on 1 July 1994 at Shenzhen Stock Exchange with “Su Changchai A” for
short of stock, as well as “0570” as stock code (present stock code is “000570”).

      In 1996, with the recommendation of the Office of the People’s Government of Jiangsu Province SZBH
[1996] No. 13, as well as first review by Shenzhen Municipal Securities Administration Office through SZBZ
[1996] No. 24, and approval of the State Council Securities Commission ZWF [1996] No. 27, the Company
issued 100 million B shares to qualified investors on 27 August 1996 to 30 August 1996, getting listed on 13
September 1996.
      On 9 June 2006, the Company held a shareholders’ general meeting related to A shares market to examine
and approve share merger reform plan, and performed the share merger reform on 19 June 2006.
      As examined and approved at the 2nd Extraordinary General Meeting of 2009 in September 2009, based on
the total share capital of 374,249,551 shares as at 30 June 2009, the Company implemented the profit distribution
plan, i.e. to distribute 5 bonus shares and cash of RMB0.80 for every 10 shares, with registered capital increased
by RMB187,124,775.00, as well as registered capital of RMB561,374,326.00 after change. As at 31 December
2015, the total share capital of the Company is 561,374,326.00 shares, as well as registered capital of
RMB561,374,326.00, which verified by Jiangsu Gongzheng Tianye Certified Public Accountants Company
Limited with issuing Capital Verification Report SGC [2010] No. B002. And the unified social credit code of the
enterprise business license of the Company is 91320400134792410W.
      The Company’s registered address is situated at No. 123 Huaide Middle Road, Changzhou, Jiangsu, as well
as its head office located at No. 123 Huaide Middle Road, Changzhou, Jiangsu.
      The Company belongs to manufacturing with business scope including manufacturing and sale of diesel
engine, diesel engines part and casting, grain harvesting machine, rotary cultivators, walking tractor, mould and
fixtures, assembling and sale of diesel generating set and pumping unit. The Company mainly engaged in the
production and sales of small and medium-sized single cylinders and multi-cylinder diesel engine with the label of
Changchai Brand. The diesel engine produced and sold by the Company were mainly used in tractors, combine
harvest models, light commercial vehicle, farm equipment, small-sized construction machinery, generating sets
and shipborne machinery and equipment, etc. The Company’s main business remained unchanged in the
Reporting Period.
      The Company established the Shareholders’ General Meeting, the Board of Directors and the Supervisory
Committee, Corporate office, Financial Department, Political Department, Investment and Development
Department, Audit Department, Human Recourses Department, Production Department, Procurement Department,
Sales Company, Chief Engineer Office, Technology Center, QA Department, Foundry Branch, Machine
Processing Branch, Single-cylinder Engine branch, Multi-cylinder Engine Branch and Overseas Business
Department in the Company.
      The financial report has been approved to be issued by the Board of Directors on 9 April 2019.

                                                       89
Changchai Company, Limited                                                                         Annual Report 2018


     The consolidated scope of the Company of the Reporting Period includes the Company as the parent and 5
subsidiaries. For the details of the consolidated scope of the Reporting Period and the changes situation, please
refer to the changes of the consolidated scope of the notes to the financial report and the notes to the equities
among other entities.

IV. Basis for Preparation of the Financial Report

1. Basis for Preparation

     With the going-concern assumption as the basis and based on transactions and other events that actually
occurred, the Group prepared financial statements in accordance with The Accounting Standards for Business
Enterprises—Basic Standard issued by the Ministry of Finance with Decree No. 33 and revised with Decree No.
76, the various specific accounting standards, the Application Guidance of Accounting Standards for Business
Enterprises, the Interpretation of Accounting Standards for Business Enterprises and other regulations issued and
revised from 15 February 2006 onwards (hereinafter jointly referred to as “the Accounting Standards for Business
Enterprises”, “China Accounting Standards” or “CAS”), as well as the Rules for Preparation Convention of
Disclosure of Public Offering Companies No.15 – General Regulations for Financial Reporting (revised in 2014)
by China Securities Regulatory Commission.
     In accordance with relevant provisions of the Accounting Standards for Business Enterprises, the Group
adopted the accrual basis in accounting. Except for some financial instruments, where impairment occurred on an
asset, an impairment reserve was withdrawn accordingly pursuant to relevant requirements.

2. Continuation

     The Company comprehensively evaluated the information acquired recently that there would be no such
factors in the 12 months from the end of the Reporting Period that would obviously influence the continuation
capability of the Company and predicted that the operating activities would continue in the future 12 months of
the Company. The financial statement compiled base on the continuous operation.

V. Important Accounting Policies and Estimations

Does the Company need to comply with the disclosure requirements of special industry?
No
     Notification of specific accounting policies and accounting estimations:
     The Company and each subsidiary according to the actual production and operation characteristics and in
accord with the regulations of the relevant ASBE, formulated certain specific accounting policies and accounting
estimations, which mainly reflected in the withdrawal method of the bad debt provision of the accounts receivable
(Notes III, 11), the measurement of the inventory (Notes III, 12) and the depreciation of the fixed assets (Notes III,
16) etc. As for the details of the significant accounting judgment and the estimations made by the management
layer, please refer to Notes III, 30 “Important accounting judgment and estimations”.

1. Statement of Compliance with the Accounting Standards for Business Enterprises

     The financial statements prepared by the Group are in compliance with in compliance with the Accounting
Standards for Business Enterprises, which factually and completely present the Company’s and the Group’s
financial positions, business results and cash flows and other relevant information.

                                                         90
Changchai Company, Limited                                                                            Annual Report 2018


2. Fiscal Period

     The fiscal periods are divided into fiscal year and metaphase, the fiscal year is from January 1 to December
31 and as the metaphase included monthly, quarterly and semi-yearly periods.

3. Operating Cycle

      A normal operating cycle refers to a period from the Group purchasing assets for processing to realizing cash
or cash equivalents. An operating cycle for the Group is 12 months, which is also the classification criterion for
the liquidity of its assets and liabilities.

4. Currency Used in Bookkeeping

     Renminbi is functional currency of the Company.

5. Accounting Methods for Business Combinations under the Same Control and Business Combinations not
under the Same Control

     (1) Business combinations under the same control:
     A business combination under the same control is a business combination in which all of the combining
enterprises are ultimately controlled by the same party or the same parties both before and after the business
combination and on which the control is not temporary.
     For the merger of enterprises under the same control, if the consideration of the merging enterprise is that it
makes payment in cash, transfers non-cash assets or bear its debts, it shall, on the date of merger, regard the share
of the book value of the owner's equity of the merged enterprise as the initial cost of the long-term equity
investment. The difference between the initial cost of the long-term equity investment and the payment in cash,
non-cash assets transferred as well as the book value of the debts borne by the merging party shall offset against
the capital reserve. If the capital reserve is insufficient to dilute, the retained earnings shall be adjusted.
     If the consideration of the merging enterprise is that it issues equity securities, it shall, on the date of merger,
regard the share of the book value of the owner's equity of the merged enterprise as the initial cost of the
long-term equity investment. The total face value of the stocks issued shall be regarded as the capital stock, while
the difference between the initial cost of the long-term equity investment and total face value of the shares issued
shall offset against the capital reserve. If the capital reserve is insufficient to dilute, the retained earnings shall be
adjusted.
     All direct costs for the business combination, including expenses for audit, evaluating and legal services shall
be recorded into the profits and losses at the current period. The expenses such as the handling charges and
commission etc, premium income of deducting the equity securities, and as for the premium income was
insufficient to dilute, the retained earnings shall be written down.
     Owning to the reasons such as the additional investment, for the equity investment held before acquiring the
control right of the combined parties, the confirmed relevant gains and losses, other comprehensive income and
the changes of other net assets since the date of the earlier one between the date when acquiring the original equity
right and the date when the combine parties and combined ones were under the same control to the combination
date, should be respectively written down and compared with the beginning balance of retained earnings or the
current gains and losses during the statement period.
     (2) Business combinations not under the same control

                                                           91
Changchai Company, Limited                                                                          Annual Report 2018


     A business combination not under the same control is a business combination in which the combining
enterprises are not ultimately controlled by the same party or the same parties both before and after the business
combination.
     The combination costs of the acquirer and the identifiable net assets obtained by the acquirer in a business
combination shall be measured at the fair values. The acquirer shall recognize the positive balance between the
combination costs and the fair value of the identifiable net assets it obtains forms the acquiree as business
reputation. The direct relevant expenses occurred from the enterprise combination should be included in the
current gains and losses when occurred. The combination costs of the acquirer and the identifiable net assets
obtained by it in the combination shall be measured according to their fair values at the acquiring date. The
difference between the fair value of the assets paid out by the Company and its book value should be included in
the current gains and losses. The purchase date refers to the date that the purchaser acquires the control right of the
acquiree.
     For the business combinations not under the same control realized through step by step multiple transaction,
as for the equity interests that the Group holds in the acquiree before the acquiring date, they shall be re-measured
according to their fair values at the acquiring date; the positive difference between their fair values and carrying
amounts shall be recorded into the investment gains for the period including the acquiring date. The equity holed
by the acquiree which involved with the other comprehensive income and the other owners’ equities changes
except for the net gains and losses, other comprehensive income and the profits distribution and other related
comprehensive gains and other owners’ equities which in relation to the equity interests that the Group holds in
the acquiree before the acquiring date should be transferred into the current investment income on the acquiring
date, except for the other comprehensive income occurred from the re-measurement of the net profits of the
defined benefit plans or the changes of the net assets of the investees.

6. Methods for Preparing Consolidated Financial Statements

     The Company confirms the consolidated scope based on the control and includes the subsidiaries with actual
control right into the consolidated financial statement.
     The consolidated financial statement of the Company is compiled according to the regulations of No. 33 of
ASBE-Consolidated Financial Statement and the relevant regulations and as for the whole significant
come-and-go balance, investment, transaction and the unrealized profits should be written off when compiling the
consolidated financial statement. The portion of a subsidiary’s shareholders’ equity and the portion of a
subsidiary’s net profits and losses for the period not held by the Group are recognized as minority interests and
minority shareholder profits and losses respectively and presented separately under shareholders’ equity and net
profits in the consolidation financial statements. The portion of a subsidiary’s net profits and losses for the period
that belong to minority interests is presented as the item of “minority shareholder profits and losses” under the
bigger item of net profits in the consolidated financial statements. Where the loss of a subsidiary shared by
minority shareholders exceeds the portion enjoyed by minority shareholders in the subsidiary’s opening owners’
equity, minority interests are offset.
     The accounting policy or accounting period of each subsidiary is different from which of the Company,
which shall be adjusted as the Company; or subsidiaries shall prepare financial statement again required by the
Company when preparing the consolidated financial statements.
     As for the added subsidiary company not controlled by the same enterprise preparing the consolidated
financial statement, shall adjust individual financial statement based on the fair value of the identifiable net assets
on the acquisition date; as for the added subsidiary companies controlled by the same enterprise preparing the


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Changchai Company, Limited                                                                         Annual Report 2018


financial statement, shall not adjust the financial statement of the subsidiaries, namely survived by integration as
participating in the consolidation when the final control party starts implementing control and should adjust the
period-begin amount of the consolidated balance sheet and at the same time adjust the relevant items of the
compared statement.
      As for the disposed subsidiaries, the operation result and the cash flow should be included in the consolidated
income statement and the consolidated cash flow before the disposing date; the disposed subsidiaries of the
current period, should not be adjusted the period-begin amount of the consolidated balance sheet.
      Where the Group losses control on its original subsidiaries due to disposal of some equity investments or
other reasons, the residual equity interests are re-measured according to the fair value on the date when such
control ceases. The summation of the consideration obtained from the disposal of equity interests and the fair
value of the residual equity interests, minus the portion in the original subsidiary’s net assets measured on a
continuous basis from the acquisition date that is enjoyable by the Group according to the original shareholding
percentage in the subsidiary, is recorded in investment gains for the period when the Group’s control on the
subsidiary ceases. Other comprehensive incomes in relation to the equity investment and the other owners’
equities changes except for the net gains and losses, other comprehensive income and profits distribution in the
original subsidiary are treated on the same accounting basis as the acquiree directly disposes the relevant assets or
liabilities (that is, except for the changes in the net liabilities or assets with a defined benefit plan resulted from
re-measurement of the original subsidiary, the rest shall all be transferred into current investment gains) when
such control ceases. And subsequent measurement is conducted on the residual equity interests according to the
No.2 Accounting Standard for Business Enterprises-Long-term Equity Investments or the No.22 Accounting
Standard for Business Enterprises-Recognition and Measurement of Financial Instruments.
      For the disposal of equity investment belongs to a package deal, should be considered as a transaction and
conduct accounting treatment. However, Before losing control, every disposal cost and corresponding net assets
balance of subsidiary of disposal investment are confirmed as other comprehensive income in consolidated
financial statements, which together transferred into the current profits and losses in the loss of control, when the
Group losing control on its subsidiary.
      For the disposal of the equity investment not belongs to a package deal, should be executed accounting
treatment according to the relevant policies of partly disposing the equity investment of the subsidiaries under the
situation not lose the control right before losing the control right; when losing the control right, the former should
be executed accounting treatment according to the general disposing method of the disposal of the subsidiaries.

7. Classification of Joint Arrangements and Accounting Treatment of Joint Operations

      The Group classifies joint arrangements into joint operations and joint ventures.
      A joint operation refers to a joint arrangement where the Group is the joint operations party of the joint
arrangement and enjoys assets and has to bear liabilities related to the arrangement. The Company confirms the
following items related to the interests share among the joint operations and executes accounting treatment
according to the regulations of the relevant ASBE:
      (1) Recognizes the assets that it holds and bears in the joint operation and recognizes the jointly-held assets
according to the Group’s stake in the joint operation;
      (2) Recognizes the liabilities that it holds and bears in the joint operation and recognizes the jointly-held
liabilities according to the Group’s stake in the joint operation;
      (3) Recognizes the income from sale of the Group’s share in the output of the joint operation
      (4) Recognizes the income from sale of the joint operation’s outputs according to the Group’s stake in it


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Changchai Company, Limited                                                                        Annual Report 2018


    (5) Recognizes the expense solely incurred to the Group and the expense incurred to the joint operation
according to the Group’s stake in it.

8. Recognition Standard for Cash and Cash Equivalents

     In the Group’s understanding, cash and cash equivalents include cash on hand, any deposit that can be used
for cover, and short-term (usually due within 3 months since the day of purchase) and high circulating investments,
which are easily convertible into known amount of cash and whose risks in change of value are minimal.

9. Foreign Currency Businesses and Translation of Foreign Currency Financial Statements

      (1) Foreign currency business
      Concerning the foreign-currency transactions that occurred, the foreign currency shall be converted into the
recording currency according to the middle price of the market exchange rate disclosed by the People’s Bank of
China on the date of the transaction. Among the said transactions that occurred, those involving foreign exchanges
shall be converted according to the exchange rates adopted in the actual transactions.
      On the balance sheet date, the foreign-currency monetary assets and the balance of the liability account shall
be converted into the recoding currency according to the middle price of the market exchange rates disclosed by
the People’s Bank of China on the Balance Sheet Date. The difference between the recording-currency amount
converted according to the exchange rate on the Balance Sheet Date and the original book recording-currency
amount shall be recognized as gains/losses from foreign exchange. And the exchange gain/loss caused by the
foreign-currency borrowings related to purchasing fixed assets shall be handled according to the principle of
capitalizing borrowing expenses; the exchange gain/loss incurred in the establishment period shall be recorded
into the establishment expense; others shall be recorded into the financial expenses for the current period.
      On the balance sheet date, the foreign-currency non-monetary items measured by historical cost shall be
converted according to the middle price of the market exchange disclosed by the People’s Bank of China on the
date of the transaction, with no changes in the original recording-currency amount; while the foreign-currency
non-monetary items measured by fair value shall be converted according to the middle price of the market
exchange disclosed by the People’s Bank of China on the date when the fair value is recognized, and the exchange
gain/loss caused thereof shall be recognized as the gain/loss from fair value changes and recorded into the
gain/loss of the current period.
      (2) Translation of foreign currency
      The assets and liabilities items among the balance sheet of the foreign operation shall be translated at a spot
exchange rate on the balance sheet date. Among the owner’s equity items, except for the items as “undistributed
profits”, other items shall be translated at the spot exchange rate at the time when they are incurred. And the
revenues and expenses items among the balance sheet of the foreign operation shall be translated at the
approximate exchange rate of the transaction date. The difference caused from the above transaction of the foreign
currency statement should be listed in the other comprehensive income among the owners’ equities.

10. Financial Instruments

     (1) Category of financial instruments
     The Company classifies the financial assets into four kinds such as trading financial assets, available-for-sale
financial assets, accounts receivable and held-to-maturity investment according to the investment purpose and the
economy nature.

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Changchai Company, Limited                                                                           Annual Report 2018


      The Company classifies the financial liabilities into two kinds such as the financial liabilities measured by
fair value with the changes included in the current gains and losses and the other financial liabilities measured by
amortized cost according to the economy nature.
      (2) Recognition basis and measurement methods of financial instruments
      The trading financial assets should be measured by fair value with the changes of fair value included in the
current gains and losses; the available-for-sale financial assets should be measured by fair value with the changes
of fair value included in the owners’ equities; and the accounts receivable and the held-to-maturity investment
should be measured by amortized cost.
      (3) Recognition basis and measurement methods of financial instruments transformation
      The Company transfers or delivers a financial asset to a party other than the issuer of the financial asset and
the transformation of the financial assets could be whole of the financial assets or a part of it, which including two
methods:
      The enterprise transfers the right to another party for receiving the cash flow of the financial asset;
      The enterprise transfers the financial asset to another party, but maintains the right to receive the cash flow of
the financial asset and undertakes the obligation to pay the cash flow it receives to the final recipient.
      Where the Company has transferred a part or nearly all of the risks and rewards related to the ownership of
the financial asset to the transferee, it shall stop recognizing the financial asset and the difference between the
consideration received and the book value of the transferred financial assets should be recognized as gains and
losses and at the same time transfers the accumulative gains or losses from the recognized financial assets among
the original owners’ equities in the gains and losses; if it retained nearly all of the risks and rewards related to the
ownership of the financial asset, it shall continue to recognize the whole or part of the financial assets and the
consideration received be recognized as financial liabilities.
      Where the Company neither transfers nor retains nearly all of the risks and rewards related to the ownership
of a financial asset, and it does not cease its control on the said financial asset, it recognizes the relevant financial
asset and liability accordingly according to the extent of its continuous involvement in the transferred financial
asset.
      (4) De-recognition conditions of financial liabilities
      Only when the prevailing obligations of a financial liability are relieved in all or in part may the recognition
of the financial liability be terminated in all or partly.
      (5) Recognition methods of the fair value of main financial assets and financial liabilities
      As for the financial assets held by the Company or the financial liabilities plans to undertake, if there exists
active market, should adopt the current offering price in the active market, and as for the financial assets plans to
be purchased by the Company or the financial liabilities undertook, should adopt the current offering in the active
market, and if there is no current offering price or asking price, should adopt the market quotation of the recent
transactions or the adjusted market quotation of the recent transactions, except for there is definite evidence
indicate the market quotation is not the fair value.
      Where there is no active market for a financial instrument, the enterprise concerned shall adopt value
appraisal techniques, including the prices adopted by the parties, who are familiar with the condition, in the latest
market transaction upon their own free will, the current fair value obtained by referring to other financial
instruments of the same essential nature etc.
      (6) Impairment test method and withdrawal methods of impairment provision of financial assets (excluding
accounts receivable)
      The Company shall carry out an inspection, on the balance sheet day, on the carrying amount of the financial
assets other than those measured at their fair values and of which the variation is recorded into the profits and


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Changchai Company, Limited                                                                        Annual Report 2018


losses of the current period. Where there is any objective evidence proving that such financial asset has been
impaired, an impairment provision shall be made. For the financial assets with significant single amount, if there
is objective evidence indicates the occurred impairment, should recognize the impairment losses and should
include which in the current gains and losses. As for the financial assets with insignificant single amount but not
occur impairment, the Company should execute the impairment test by credit groups according to the credit
degree of the customers and the actual situation of the happen of the bad debts over the years for recognizing the
impairment losses.
      The expression “objective evidence proving that the financial asset has been impaired” refers to the actually
incurred events which, after the financial asset is initially recognized, have an impact on the predicted future cash
flow of the said financial asset that can be reliably measured by the enterprise.
      The objective evidences that can prove the impairment of a financial asset shall include:
      A serious financial difficulty occurs to the issuer or debtor;
      The debtor breaches any of the contractual stipulations, for example, fails to pay or delays the payment of
interests or the principal, etc.;
      The creditor makes any concession to the debtor who is in financial difficulties due to economic or legal
factors, etc.;
      The debtor will probably become bankrupt or carry out other financial reorganizations;
      The financial asset can no longer continue to be traded in the active market due to serious financial
difficulties of the issuer;
      It is impossible to identify whether the cash flow of a certain asset within a certain combination of financial
assets has decreased or not. But after making an overall appraisal according to the public data available, it is found
that the predicted future cash flow of the said combination of financial assets has indeed decreased since it was
initially recognized and such decrease can be measured, for example, the ability of the debtor of the said
combination of financial assets worsens gradually, the unemployment rate of the country or region where the
debtor is situated increases, the prices of the region where the guaranty is situated are obviously dropping, or the
industrial sector concerned is in slump, etc.;
      Any seriously disadvantageous change has occurred to technical, market, economic or legal environment, etc.
wherein the debtor operates its business, which makes the investor of an equity instrument unable to take back its
investment;
      Where the fair value of the equity instrument investment drops significantly or not contemporarily;
      Other objective evidences showing the impairment of the financial asset.
      Where a financial asset measured on the basis of post-amortization costs is impaired, the carrying amount of
the said financial asset shall be calculated by the difference between the book value and the current value of the
predicted future cash flow of the impairment losses.
      Where any financial asset measured on the basis of post-amortization costs is recognized as having suffered
from any impairment loss, if there is any objective evidence proving that the value of the said financial asset has
been restored, and it is objectively related to the events that occur after such loss is recognized, the
impairment-related losses as originally recognized shall be reversed and be recorded into the profits and losses of
the current period.
      Where a sellable financial asset is impaired, even if the recognition of the financial asset has not been
terminated, the accumulative losses arising from the decrease of the fair value of the owner’s equity which is
directly included shall be transferred out and recorded into the profits and losses of the current period.. The
accumulative losses are the initial cost after deducting the principal, the amortization amount, fair value of current
period and balance after originally recorded into impairment loss of profits or losses. After the recognition of


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Changchai Company, Limited                                                                           Annual Report 2018


impairment losses, if there is any objective evidence indicated that the value of financial assets is resumed and
objectively related to the events after the recognition of impairment losses, transfer the impairment losses
originally recognized, transfer the impairment losses of available for sale equity instrument investment and
recognized as other comprehensive income, and transfer the impairment losses of available for sale liability
instruments and record into current profits or losses.

11. Notes and Accounts Receivable

(1) Accounts Receivable with Significant Single Amount for which the Bad Debt Provision is Made
Individually


 Recognition criteria of accounts    Significant single amounts refers to the accounts receivable of the single
 receivable with individual and      amount more than RMB 1 million (RMB 1 million include) (including
 significant amount                  accounts receivable and other accounts receivable)

                                     The Company makes an independent impairment test on the accounts
                                     receivable with significant single amount, and provision for bad debts shall
 Withdrawal method of the bad
                                     withdrawn on the basis of the balance between the current values of the
 debt provision of the accounts
                                     predicted future cash flow lower than book value. Upon independent
 receivable with significant
                                     impairment test, the accounts receivable with significant single amounts
 single amounts
                                     has not been impaired, it shall be withdrawn bad debt provision based on
                                     ending balance by adopting aging analysis method.


(2) Accounts Receivable which the Bad Debt Provision is withdrawn by Credit Risk Characteristics

                        Group name                               Withdrawal method of bad debt provision
   the age of the accounts receivable is divided by the
                                                                             aging analysis method
                  groups of credit risk
In the groups, those adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Not applicable
                                          Withdrawal proportion of account       Withdrawal proportion of other
                Aging
                                                   receivables                        account receivables
 Within 1 year (including 1 year)                                   2.00%                                     2.00%
 1 to 2 years                                                       5.00%                                     5.00%
 2 to 3 years                                                      15.00%                                    15.00%
 3 to 4 years                                                      30.00%                                    30.00%
 4 to 5 years                                                      60.00%                                    60.00%
 Over 5 years                                                     100.00%                                   100.00%
In the groups, those adopting balance percentage method to withdraw bad debt provision


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Changchai Company, Limited                                                                        Annual Report 2018


□ Applicable √ Not applicable
In the groups, those adopting other methods to withdraw bad debt provision:
□ Applicable √ Not applicable

(3) Accounts Receivable with an Insignificant Single Amount but for which the Bad Debt Provision is Made
Independently


 Reason of individually      Insignificant single amounts refers to the accounts receivable of the single amount
 withdrawing bad debt        lower than RMB 1 million (RMB1 million not include) (including accounts
 provision                   receivable and other accounts receivable).
                             As for an account receivable with an insignificant single amount and which can not
                             show its risk feature when withdrawing a bad-bet provision for it on the group basis,
                             the bad-debt provision for the account receivable shall be withdrawn based on the
 Withdrawal method for       difference of the expected present value of the future cash flows of the account
 bad debt provision          receivable that less than its carrying amount. The Company shall withdraw the
                             bad-debt provision for such an account receivable by combining the aging method
                             and individual judgment based on the debtor entity’s actual financial position, cash
                             flows and other relevant information.

12. Inventory

Is the Company subject to any disclosure requirements for special industries?
No
      (1) Category of Inventory
      Inventory refers to the held-for-sale finished products or commodities, goods in process, materials consumed
in the production process or the process providing the labor service etc. Inventory is mainly including the raw
materials, low priced and easily worn articles, unfinished products, inventories and work in process–outsourced
etc.
      (2) Pricing method
      Purchasing and storage of the various inventories should be valued according to the planed cost and the
dispatch be calculated according to the weighted average method; carried forward the cost of the finished products
according to the actual cost of the current period and the sales cost according to the weighted average method.
      (3) Determination basis of the net realizable value of inventory and withdrawal method of the provision for
falling price of inventory
      At the balance sheet date, inventories are measured at the lower of the costs and net realizable value. When
all the inventories are checked roundly, for those which were destroyed, outdated in all or in part, sold at a loss,
etc, the Company shall estimate the irrecoverable part of its cost and withdrawal the inventory falling price
reserve at the year-end. Where the cost of the single inventory item is higher than the net realizable value, the
inventory falling price reserve shall be withdrawn and recorded into profits and losses of the current period. Of
which: in the normal production and operating process, as for the commodities inventory directly for sales such as
the finished products, commodities and the materials for sales, should recognize the net realizable value according
to the amount of the estimated selling price of the inventory minuses the estimated selling expenses and the
relevant taxes; as for the materials inventory needs to be processed in the normal production and operating process,
should recognize its net realizable value according to the amount of the estimated selling price of the finished

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Changchai Company, Limited                                                                        Annual Report 2018


products minuses the cost predicts to be occur when the production completes and the estimated selling expenses
as well as the relevant taxes; on the balance sheet date, for the same inventory with one part agreed by the
contract price and other parts not by the contract price, should be respectively recognized the net realizable value.
For items of inventories relating to a product line that are produced and marketed in the same geographical area,
have the same or similar end users or purposes, and cannot be practicably evaluated separately from other items in
that product line provision for decline in value is determined on an aggregate basis; for large quantity and low
value items of inventories, provision for decline in value is made based on categories of inventories.
     (4) The perpetual inventory system is maintained for stock system.
     (5) Amortization method of low-value consumables and packages
     One time amortization method is adopted for low-value consumables and packages.

13. Assets Held for Sale

     The Company recognizes the components (or the non-current assets) which meet with the following
conditions as assets held for sale:
     (1) The components must be immediately sold only according to the usual terms of selling this kind of
components under the current conditions;
     (2) The Company had made solutions on disposing the components (or the non-current assets), for example,
the Company should gain the approval from the shareholders according to the regulations and had acquired the
approved from the Annual General Meeting or the relevant authority institutions;
     (3) The Company had signed the irrevocable transformation agreement with the transferee;
     (4) The transformation should be completed within 1 year.

14. Long-term Equity Investments

      (1) Judgment standard of joint control and significant influences
      Joint control, refers to the control jointly owned according to the relevant agreement on an arrangement by
the Company and the relevant activities of the arrangement should be decided only after the participants which
share the control right make consensus. Significant influence refers to the power of the Group which could
anticipate in the finance and the operation polices of the investees, but could not control or jointly control the
formulation of the policies with the other parties.
      (2) Recognition for initial investment cost
      The initial investment cost of the long-term equity investment shall be recognized by adopting the following
ways in accordance with different methods of acquisition:
      1) As for those forms under the same control of the enterprise combine, if the combine party takes the cash
payment, non-cash assets transformation, liabilities assumption or equity securities issuance as the combination
consideration, should take the shares of the book value by the ultimate control party in the consolidate financial
statement of the owners’ equities of the combiners acquired on the merger date as the initial investment cost. The
difference between the initial investment cost and the book value of the paid combination consideration or the
total amount of the issued shares of the long-term equity investment should be adjusted the capital reserve; If the
capital reserve is insufficient to dilute, the retained earnings shall be adjusted. To include each direct relevant
expense occurred when executing the enterprise merger into the current gains and losses; while the handling
charges and commission occurs from the issuing the equity securities or the bonds for the enterprise merger
should be included in the initial measurement amount of the shareholders’ equities or the liabilities.


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Changchai Company, Limited                                                                          Annual Report 2018


      2) As for long-term equity investment acquired through the merger of enterprises not under the same control,
its initial investment cost shall regard as the combination cost calculated by the fair value of the assets, equity
instrument issued and liabilities incurred or undertaken on the purchase date adding the direct cost related with the
acquisition. The identifiable assets of the combined party and the liabilities (including contingent liability)
undertaken on the combining date shall be measured at the fair value without considering the amount of minority
interest. The acquirer shall recognize the positive balance between the combination costs and the fair value of the
identifiable net assets it obtains from the acquiree as business reputation. The acquirer shall record the negative
balance between the combination costs and the fair value of the identifiable net assets it obtains from the acquiree
into the consolidated income statement directly. The agent expense and other relevant management expenses such
as the audit, legal service and evaluation consultation occurs from the enterprise merger, should be included in the
current gains and losses when occur; while the handling charges and commission occurs from the issuing the
equity securities or the bonds for the enterprise merger should be included in the initial measurement amount of
the shareholders’ equities or the liabilities.
      3) Long-term equity investment obtained by other means
      The initial cost of a long-term equity investment obtained by making payment in cash shall be the purchase
cost which is actually paid.
      The initial cost of a long-term equity investment obtained on the basis of issuing equity securities shall be the
fair value of the equity securities issued.
      The initial cost of a long-term equity investment of an investor shall be the value stipulated in the investment
contract or agreement, the unfair value stipulated in the contract or agreement shall be measured at fair value.
      As for long-term investment obtained by the exchange of non-monetary assets, where it is commercial in
nature, the fair value of the assets surrendered shall be recognized as the initial cost of the long-term equity
investment received; where it is not commercial in nature, the book value of the assets surrendered shall be
recognized as the initial cost of the long-term equity investment received.
      The initial cost of a long-term equity investment obtained by recombination of liabilities shall be recognized
at fair value of long-term equity investment.
      (3) Subsequent measurement and recognition of profits and losses
      1) An investment in the subsidiary company shall be measured by employing the cost method
      Where the Company hold, and is able to do equity investment with control over an invested entity, the
invested entity shall be its subsidiary company. Where the Company holds the shares of an entity over 50%, or,
while the Company holds the shares of an entity below 50%, but has a real control to the said entity, then the said
entity shall be its subsidiary company.
      2) An investment in the joint enterprise or associated enterprise shall be measured by employing the equity
method
      Where the Company hold, and is able to do equity investment with joint control with other parties over an
invested entity, the invested entity shall be its joint enterprise. Where the Company hold, and is able to have
equity investment with significant influences on an invested entity, the invested entity shall be its associated
entity.
      After the Company acquired the long-term equity investment, should respectively recognize investment
income and other comprehensive income according to the net gains and losses as well as the portion of other
comprehensive income which should be enjoyed or be shared, and at the same time adjust the book value of the
long-term equity investment; corresponding reduce the book value of the long-term equity investment according
to profits which be declared to distribute by the investees or the portion of the calculation of cash dividends which
should be enjoyed; for the other changes except for the net gains and losses, other comprehensive income and the


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Changchai Company, Limited                                                                          Annual Report 2018


owners’ equity except for the profits distribution of the investees, should adjust the book value of the long-term
equity investment as well as include in the owners’ equity .
       The investing enterprise shall, on the ground of the fair value of all identifiable assets of the invested entity
when it obtains the investment, recognize the attributable share of the net profits and losses of the invested entity
after it adjusts the net profits of the invested entity.
       If the accounting policy adopted by the investees is not accord with that of the Group, should be adjusted
according to the accounting policies of the Group and the financial statement of the investees during the
accounting period and according which to recognize the investment income as well as other comprehensive
income.
       For the transaction happened between the Company and associated enterprises as well as joint ventures, if the
assets launched or sold not form into business, the portion of the unrealized gains and losses of the internal
transaction, which belongs to the Group according to the calculation of the enjoyed proportion, should recognize
the investment gains and losses on the basis. But the losses of the unrealized internal transaction happened
between the Company and the investees which belongs to the impairment losses of the transferred assets, should
not be neutralized.
       The Company shall recognize the net losses of the invested enterprise according to the following sequence:
first of all, to write down the book value of the long-term equity investment. Secondly, if the book value of the
long-term equity investment is insufficient for written down, should be continued to recognized the investment
losses limited to the book value of other long-term equity which forms of the net investment of the investees and
to written down the book value of the long-term accounts receivable etc. Lastly, through the above handling, for
those should still undertake the additional obligations according to the investment contracts or the agreements, it
shall be recognized as the estimated liabilities in accordance with the estimated duties and then recorded into
investment losses at current period. If the invested entity realizes any net profits later, the Group shall, after the
amount of its attributable share of profits offsets against its attributable share of the un-recognized losses, resume
recognizing its attributable share of profits.
       In the preparation for the financial statements, the balance existed between the long-term equity investment
increased by acquiring shares of minority interest and the attributable net assets on the subsidiary calculated by
the increased shares held since the purchase date (or combination date), the capital reserves shall be adjusted, if
the capital reserves are not sufficient to offset, the retained profits shall be adjusted; the Company disposed part of
the long-term equity investment on subsidiaries without losing its controlling right on them, the balance between
the disposed price and attributable net assets of subsidiaries by disposing the long-term equity investment shall be
recorded into owners’ equity.
       For other ways on disposal of long-term equity investment, the balance between the book value of the
disposed equity and its actual payment gained shall be recorded into current profits and losses.
       For the long-term equity investment measured by adopting equity method, if the remained equity after
disposal still adopts the equity method for measurement, the other comprehensive income originally recorded into
owners’ equity should adopt the same basis of the accounting disposal of the relevant assets or liabilities directly
disposed by the investees according to the corresponding proportion. The owners’ equity recognized owning to the
changes of the other owners’ equity except for the net gains and losses, other comprehensive income and the
profits distribution of the investees, should be transferred into the current gains and losses according to the
proportion.
       For the long-term equity investment which adopts the cost method of measurement, if the remained equity
still adopt the cost method, the other comprehensive income recognized owning to adopting the equity method for
measurement or the recognition and measurement standards of financial instrument before acquiring the control of


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Changchai Company, Limited                                                                         Annual Report 2018


the investees, should adopt the same basis of the accounting disposal of the relevant assets or liabilities directly
disposed by the investees and should be carried forward into the current gains and losses according to the
proportion; the changes of the other owners’ equity except for the net gains and losses, other comprehensive
income and the profits distribution among the net assets of the investees which recognized by adopting the equity
method for measurement, should be carried forward into the current gains and losses according to the proportion.
      For those the Company lost the control of the investees by disposing part of the equity investment as well as
the remained equity after disposal could execute joint control or significant influences on the investees, should
change to measure by equity method when compiling the individual financial statement and should adjust the
measurement of the remained equity to equity method as adopted since the time acquired; if the remained equity
after disposal could not execute joint control or significant influences on the investees, should change the
accounting disposal according to the relevant regulations of the recognition and measurement standards of
financial instrument, and its difference between the fair value and book value on the date lose the control right
should be included in the current gains and losses. For the other comprehensive income recognized by adopting
equity method for measurement or the recognition and measurement standards of financial instrument before the
Group acquired the control of the investees, should execute the accounting disposal by adopting the same basis of
the accounting disposal of the relevant assets or liabilities directly disposed by the investees when lose the control
of them, while the changes of the other owners’ equity except for the net gains and losses, other comprehensive
income and the profits distribution among the net assets of the investees which recognized by adopting the equity
method for measurement, should be carried forward into the current gains and losses according to the proportion.
Of which, for the disposed remained equity which adopted the equity method for measurement, the other
comprehensive income and the other owners’ equity should be carried forward according to the proportion; for the
disposed remained equity which changed to execute the accounting disposal according to the recognition and
measurement standards of financial instrument, the other comprehensive income and the other owners’ equity
should be carried forward in full amount.
      For those the Company lost the control of the investees by disposing part of the equity investment, the
disposed remained equity should change to calculate according to the recognition and measurement standards of
financial instrument, and difference between the fair value and book value on the date lose the control right should
be included in the current gains and losses. For the other comprehensive income recognized from the original
equity investment by adopting the equity method, should execute the accounting disposal by adopting the same
basis of the accounting disposal of the relevant assets or liabilities directly disposed by the investees when
terminate the equity method for measurement, while for the owners’ equity recognized owning to the changes of
the other owner’s equity except for the net gains and losses, other comprehensive income and the profits
distribution of the investees, should be transferred into the current investment income with full amount when
terminate adopting the equity method.

15. Investment Real Estate

     Measurement mode of investment real estate:
     Measurement of cost model
     Depreciation or amortization method
     The investment real estate shall be measured at its cost. Of which, the cost of an investment real estate by
acquisition consists of the acquisition price, relevant taxes, and other expense directly relegated to the asset; the
cost of a self-built investment real estate composes of the necessary expenses for building the asset to the hoped
condition for use. The investment real estate invested by investors shall be recorded at the value stipulated in the


                                                         102
Changchai Company, Limited                                                                         Annual Report 2018


investment contracts or agreements, but the unfair value appointed in the contract or agreement shall be entered
into the account book at the fair value.
      As for withdrawal basis of provision for impairment of investment real estates, please refer to withdrawal
method for provision for impairment of fixed assets.

16. Fixed Assets

(1) Recognition Conditions

     Fixed assets refers to the tangible assets that simultaneously possess the features as follows: (a) they are held
for the sake of producing commodities, rendering labor service, renting or business management; and (b) their
useful life is in excess of one fiscal year. The fixed assets are only recognized when the relevant economic
benefits probably flow in the Company and its cost could be reliable measured.

(2) Depreciation Method

     Category of fixed assets                      Method                    Useful life    Annual deprecation
 Housing and building               Average method of useful life           20-40          2.50%-5%
 Machinery equipment                Average method of useful life           6-15           6.67%-16.67%
 Transportation equipment           Average method of useful life           5-10           10%-20%
 Other equipment                    Average method of useful life           5-10           10%-20%


(3) Recognition Basis, Pricing and Depreciation Method of Fixed Assets by Finance Lease

     The Company recognizes those meet with the following one or certain standards as the fixed assets by
finance lease:
     1) The leasing contract had agreed that (or made the reasonable judgment according to the relevant
conditions on the lease starting date) when the lease term expires, the ownership of leasing the fixed assets could
be transferred to the Company;
     2) The Company owns the choosing right for purchasing and leasing the fixed assets, with the set purchase
price which is estimated far lower than the fair value of the fixed assets by finance lease when executing the
choosing right, so the Company could execute the choosing right reasonably on the lease starting date;
     3) Even if the ownership of the fixed assets not be transferred, the lease period is of 75% or above of the
useful life of the lease fixed assets;
     4) The current value of the minimum lease payment on the lease starting date of the Company is equal to
90% or above of the fair value of the lease fixed assets on the lease starting date; the current value of the
minimum lease receipts on the lease starting date of the leaser is equal to 90% or above of the fair value of the
lease fixed assets on the lease starting date;
     5) The nature of the lease assets is special that only the Company could use it if not execute large
transformation.
     The fixed assets by finance lease should take the lower one between the fair value of the leasing assets and
the current value of the minimum lease payment on the lease starting date as the entry value. As for the minimum
lease payment which be regarded as the entry value of the long-term accounts payable, its difference should be
regarded as the unrecognized financing expense. For the initial direct expenses occur in the lease negotiations and

                                                         103
Changchai Company, Limited                                                                              Annual Report 2018


the signing process of the lease contracts that attribute to the handling expenses, counsel fees, travel expenses and
stamp taxes of the lease items, should be included in the charter-in assets value. The unrecognized financing
expenses should be amortized by adopting the actual interest rate during the period of the lease term.
      The fixed assets by finance lease shall adopt the same depreciation policy for self-owned fixed assets. If it is
reasonable to be certain that the lessee will obtain the ownership of the leased asset when the lease term expires,
the leased asset shall be fully depreciated over its useful life. If it is not reasonable to be certain that the lessee will
obtain the ownership of the leased asset at the expiry of the lease term, the leased asset shall be fully depreciated
over the shorter one of the lease term or its useful life

17. Construction in Progress

Is the Company subject to any disclosure requirements for special industries?
No
      (1) Valuation of the progress in construction
      Construction in progress shall be measured at actual cost. Self-operating projects shall be measured at direct
materials, direct wages and direct construction fees; construction contract shall be measured at project price
payable; project cost for plant engineering shall be recognized at value of equipments installed, cost of installation,
trail run of projects. Costs of construction in process also include borrowing costs and exchange gains and losses,
which should be capitalized.
      (2) Standardization on construction in process transferred into fixed assets and time point
      The construction in process, of which the fixed assets reach to the predicted condition for use, shall carry
forward fixed assets on schedule. The one that has not audited the final accounting shall recognize the cost and
make depreciation in line with valuation value. The construction in process shall adjust the original valuation
value at its historical cost but not adjust the depreciation that has been made after auditing the final accounting.

18. Borrowing Costs

     (1) Recognition principle of capitalization of borrowing costs
     The borrowing costs shall include the interest on borrowings, amortization of discounts or premiums on
borrowings, ancillary expenses, and exchange balance on foreign currency borrowings. Where the borrowing
costs occurred belong to specifically borrowed loan or general borrowing used for the acquisition and construction
of investment real estates and inventories over one year (including one year) shall be capitalized, and record into
relevant assets cost. Other borrowing costs shall be recognized as expenses on the basis of the actual amount
incurred, and shall be recorded into the current profits and losses. The borrowing costs shall not be capitalized
unless they simultaneously meet the following three requirements: (1) The asset disbursements have already
incurred; (2) The borrowing costs have already incurred; and (3) The acquisition and construction or production
activities which are necessary to prepare the asset for its intended use or sale have already started.
     (2) The period of capitalization of borrowing costs
     The borrowing costs arising from acquisition and construction of fixed assets, investment real estates and
inventories, if they meet the above-mentioned capitalization conditions, the capitalization of the borrowing costs
shall be measured into asset cost before such assets reach to the intended use or sale, Where acquisition and
construction of fixed assets, investment real estates and inventories is interrupted abnormally and the interruption
period lasts for more than 3 months, the capitalization of the borrowing costs shall be suspended, and recorded
into the current expense, till the acquisition and construction of the assets restarts. When the qualified asset is


                                                            104
Changchai Company, Limited                                                                        Annual Report 2018


ready for the intended use or sale, the capitalization of the borrowing costs shall be ceased, the borrowing costs
occurred later shall be included into the financial expense directly at the current period.
     (3) Measurement method of capitalization amount of borrowing costs
     As for specifically borrowed loans for the acquisition and construction or production of assets eligible for
capitalization, the to-be-capitalized amount of interests shall be determined in light of the actual cost incurred of
the specially borrowed loan at the present period minus the income of interests earned on the unused borrowing
loans as a deposit in the bank or as a temporary investment.
     Where a general borrowing is used for the acquisition and construction or production of assets eligible for
capitalization, the enterprise shall calculate and determine the to-be-capitalized amount of interests on the general
borrowing by multiplying the weighted average asset disbursement of the part of the accumulative asset
disbursements minus the general borrowing by the capitalization rate of the general borrowing used. The
capitalization rate shall be calculated and determined in light of the weighted average interest rate of the general
borrowing.

19. Intangible Assets

(1) Pricing Method, Service Life, and Impairment Test

     (1) Pricing method of intangible assets
     Intangible assets purchased should take the actual payment and the relevant other expenses as the actual cost.
     For the intangible assets invested by the investors should be recognized the actual cost according to the value
of the investment contracts or agreements, however, for the value of the contracts or agreements is not fair, the
actual cost should be recognized according to the fair value.
     For the intangible assets acquires from the exchange of the non-currency assets, if own the commercial
nature, should be recorded according to the fair value of the swap-out assets; for those not own the commercial
nature, should be recorded according to the book value of the swap-out assets.
     For the intangible assets acquires from the debts reorganization should be recognized by the fair value.
     (2) Amortization method and term of intangible assets
     As for the intangible assets with limited service life, which are amortized by straight-line method when it is
available for use within the service period, shall be recorded into the current profits and losses. The Company
shall, at least at the end of each year, check the service life and the amortization method of intangible assets with
limited service life. When the service life and the amortization method of intangible assets are different from those
before, the years and method of the amortization shall be changed.
     Intangible assets with uncertain service life may not be amortized. However, the Company shall check the
service life of intangible assets with uncertain service life during each accounting period. Where there are
evidences to prove the intangible assets have limited service life, it shall be estimated of its service life, and be
amortized according to the above method mentioned.
     The rights to use land of the Company shall be amortized according to the rest service life.

(2) Accounting Polices of Internal R & D Expenses

     The internal research and development projects of an enterprise shall be classified into research phase and
development phase: the term “research” refers to the creative and planned investigation to acquire and understand
new scientific or technological knowledge; the term “development” refers to the application of research
achievements and other knowledge to a certain plan or design, prior to the commercial production or use, so as to
produce any new material, device or product, or substantially improved material, device and product.

                                                        105
Changchai Company, Limited                                                                          Annual Report 2018


     The Company collects the expenses of the corresponding phases according to the above standard of
classifying the research phase and the development phase. The research expenditures for its internal research and
development projects of an enterprise shall be recorded into the profit or loss for the current period. The
development expenditures for its internal research and development projects of an enterprise may be capitalized
when they satisfy the following conditions simultaneously: it is feasible technically to finish intangible assets for
use or sale; it is intended to finish and use or sell the intangible assets; the usefulness of methods for intangible
assets to generate economic benefits shall be proved, including being able to prove that there is a potential market
for the products manufactured by applying the intangible assets or there is a potential market for the intangible
assets itself or the intangible assets will be used internally; it is able to finish the development of the intangible
assets, and able to use or sell the intangible assets, with the support of sufficient technologies, financial resources
and other resources; the development expenditures of the intangible assets can be reliably measured.

20. Impairment of Long-term Assets

     For non-current financial Assets of fixed Assets, projects under construction, intangible Assets with limited
service life, investing real estate with cost model, long-term equity investment of subsidiaries, cooperative
enterprises and joint ventures, the Group should judge whether decrease in value exists on the date of balance
sheet. Recoverable amounts should be tested for decrease in value if it exists. Other intangible Assets of reputation
and uncertain service life and other non-accessible intangible assets should be tested for decrease in value no
matter whether it exists.
     If the recoverable amount is less than book value in impairment test results, the provision for impairment of
differences should include in impairment loss. Recoverable amounts would be the higher of net value of asset fair
value deducting disposal charges or present value of predicted cash flow. Asset fair value should be determined
according to negotiated sales price of fair trade. If no sales agreement exists but with asset active market, fair
value should be determined according to the Buyer’s price of the asset. If no sales agreement or asset active
market exists, asset fair value could be acquired on the basis of best information available. Disposal expenses
include legal fees, taxes, cartage or other direct expenses of merchantable Assets related to asset disposal. Present
value of predicted asset cash flow should be determined by the proper discount rate according to Assets in service
and predicted cash flow of final disposal. Asset depreciation reserves should be calculated on the basis of single
Assets. If it is difficult to predict the recoverable amounts for single Assets, recoverable amounts should be
determined according to the belonging asset group. Asset group is the minimum asset combination producing cash
flow independently.
     In impairment test, book value of the business reputation in financial report should be shared to beneficial
asset group and asset group combination in collaboration of business merger. It is shown in the test that if
recoverable amounts of shared business reputation asset group or asset group combination are lower than book
value, it should determine the impairment loss. Impairment loss amount should firstly be deducted and shared to
the book value of business reputation of asset group or asset group combination, then deduct book value of all
assets according to proportions of other book value of above assets in asset group or asset group combination
except business reputation.
     After the asset impairment loss is determined, recoverable value amounts would not be returned in future.

21. Amortization Method of Long-term Deferred Expenses

     Long-term deferred expanses of the Company shall be recorded in light of the actual expenditure, and

                                                         106
Changchai Company, Limited                                                                          Annual Report 2018


amortized averagely within benefit period. In case of no benefit in the future accounting period, the amortized
value of such project that fails to be amortized shall be transferred into the profits and losses of the current period.

22. Payroll

(1) Accounting Treatment of Short-term Compensation

     Short-term compensation mainly including salary, bonus, allowances and subsidies, employee services and
benefits, medical insurance premiums, birth insurance premium, industrial injury insurance premium, housing
fund, labor union expenditure and personnel education fund, non-monetary benefits etc. The short-term
compensation actually happened during the accounting period when the active staff offering the service for the
Group should be recognized as liabilities and is included in the current gains and losses or relevant assets cost. Of
which the non-monetary benefits should be measured according to the fair value.

(2) Accounting Treatment of the Welfare after Demission

      The Company classifies the welfare plans after demission into defined contribution plans and defined benefit
plans. Welfare plans after demission refers to the agreement on the welfare after demission reaches between the
Company and the employees, or the regulations or methods formulated by the Company for providing the welfare
after demission for the employees. Of which, defined contribution plans refers to the welfare plans after demission
that the Company no more undertake the further payment obligations after the payment of the fixed expenses for
the independent funds; defined benefit plans, refers to the welfare plans after demission except for the defined
contribution plans.
      Defined contribution plans
      During the accounting period that the Company providing the service for the employees, the Company
should recognize the liabilities according to the deposited amount calculated by defined contribution plans, and
should be included in the current gains and losses or the relevant assets cost.

(3) Accounting Treatment of the Demission Welfare

     The Company should recognize the payroll payment liabilities occur from the demission welfare according to
the earlier date between the following two conditions and include which in the current gains and losses when
providing the demission welfare for the employees: the Company could not unilaterally withdraw the demission
welfare owning to the relieve plans of the labor relationship or reduction; when the Company recognizing the
costs or expenses related to the reorganization involves with the demission welfare payments.

23. Estimated Liabilities

     (1) Criteria of estimated liabilities
     Only if the obligation pertinent to a contingencies shall be recognized as an estimated debts when the
following conditions are satisfied simultaneously:
     1) That obligation is a current obligation of the Company;
     2) It is likely to cause any economic benefit to flow out of the Company as a result of performance of the
obligation;
     3) The amount of the obligation can be measured in a reliable way.
     (2) Measurement of estimated liabilities
     The Company shall measure the estimated debts in accordance with the best estimate of the necessary

                                                          107
Changchai Company, Limited                                                                       Annual Report 2018


expenses for the performance of the current obligation.
     The Company shall check the book value of the estimated debts on the Balance Sheet Date. If there is any
conclusive evidence proving that the said book value can’t truly reflect the current best estimate, the Company
shall, subject to change, make adjustment to carrying value to reflect the current best estimate.

24. Revenue

Is the Company subject to any disclosure requirements for special industries?
No
      (1) Recognition of revenue from sale of goods: the revenue from selling shall be recognized by the following
conditions: The significant risks and rewards of ownership of the goods have been transferred to the buyer by the
Company; the Company retains neither continuous management right that usually keeps relation with the
ownership nor effective control over the sold goods; the relevant amount of revenue can be measured in a reliable
way; the relevant revenue and costs of selling goods can be measured in a reliable way. The amount of the revenue
from selling shall ascertain the revenue incurred by selling goods in accordance with the received or receivable
price stipulated in the contract or agreement signed between the enterprise and the buyer, unless the received or
receivable amount as stipulated in the contract or agreement is unfair.
      (2) Recognition of revenue from providing labor services: When the total revenue and costs from providing
labor can be measured in a reliable way; the relevant economic benefits are likely to flow into the enterprise; the
schedule of completion under the transaction can be measured in a reliable way, the revenue from providing labor
shall be recognized. If the Company can reliably estimate the outcome of a transaction concerning the labor
services it provides, it shall recognize the revenue from providing services employing the
percentage-of-completion method on the date of the balance sheet, otherwise the revenue from the providing of
labor services shall be recognized in accordance with the amount of the cost of labor services incurred and
expected to be compensated. The Company recognized the completion process of the transaction concerning the
labor services according to the proportion of the occurred cost of the estimated total cost. The total amount of the
revenue from providing services should be recognized according to the contract price received or receivable from
the accepting of the labor services or the agreement price except for those unfair prices.
      (3) Recognition of the revenue from transferring use rights of assets: When the relevant economic benefits
are likely to flow into the enterprises and the amount of revenues can be measured in a reliable way, the revenue
from abalienating the right to use assets shall be recognized. The amount of interest revenue should be measured
and confirmed in accordance with the length of time for which the enterprise's cash is used by others and the
actual interest rate ; the amount of royalty revenue should be measured and confirmed in accordance with the
period and method of charging as stipulated in the relevant contract or agreement;as for the rental revenue: the
amount of the rental revenue from the operation lease should be recognized according to the straight-line method
during each period of the lease term or accrued into the current gains and losses if rental actual occurred.

25. Government Subsidies

     (1) Type
     A government subsidy means the monetary or non-monetary assets obtained free by an enterprise from the
government. Government subsidies consist of the government subsidies pertinent to assets and government
subsidies pertinent to income according to the relevant government documents.
     For those the government documents not definite stipulate the assistance object, the judgment basis of the


                                                        108
Changchai Company, Limited                                                                          Annual Report 2018


Company classifies the government subsidies pertinent to assets and government subsidies pertinent to income is:
whether are used for purchasing or constructing or for forming the long-term assets by other methods.
      (2) Recognition of Government Subsidies
      The government subsidies should be recognized only when meet with the attached conditions of the
government subsidies as well as could be acquired.
      If the government subsidies are the monetary assets, should be measured according to the received or
receivable amount; and for the government subsidies are the non-monetary assets, should be measured by fair
value.
      (3) Accounting Treatment
      The government subsidies pertinent to assets shall be recognized as deferred income, and included in the
current gains and losses or offset the book value of related assets within the useful lives of the relevant assets with
a reasonable and systematic method. Government subsidies pertinent to income used to compensate the relevant
costs, expenses or losses of the Company in the subsequent period shall be recognized as deferred income, and
shall be included in the current profit and loss during the period of confirming the relevant costs, expenses or
losses; those used to compensate the relevant costs, expenses or losses of the Company already happened shall be
included in the current gains and losses or used to offset relevant costs directly.
      For government subsidies that include both assets-related and income-related parts, they should be
distinguished separately for accounting treatment; for government subsidies that are difficult to be distinguished,
they should be classified as income-related.
      Government subsidies related to the daily activities of the Company shall be included into other income or
used to offset relevant costs by the nature of economic business; those unrelated shall be included into
non-operating income.
      The government subsidies recognized with relevant deferred income balance but need to return shall be used
to offset the book balance of relevant deferred income, the excessive part shall be included in the current gains
and losses or adjusting the book value of assets for the government subsidies assets-related that offset the book
value of relevant assets when they are initially recognized; those belong to other cases shall be directly included in
the current gains and losses.

26. Deferred Income Tax Assets and Liabilities

      (1) Basis of recognizing the deferred income tax assets
      According to the difference between the book value of the assets and liabilities and their tax basis, A deferred
tax assets shall be measured in accord with the tax rates that are expected to apply to the period when the asset is
realized or the liability is settled.
      The recognition of the deferred income tax assets is limited by the income tax payable that the Company
probably gains for deducting the deductible temporary differences. At the balance sheet date, where there is strong
evidence showing that sufficient taxable profit will be available against which the deductible temporary difference
can be utilized, the deferred tax asset unrecognized in prior period shall be recognized.
      The Company assesses the carrying amount of deferred tax asset at the balance sheet date. If it’s probable
that sufficient taxable profit will not be available against which the deductible temporary difference can be utilized,
the Company shall write down the carrying amount of deferred tax asset, or reverse the amount written down later
when it’s probable that sufficient taxable profit will be available.
      (2) Basis of recognizing the deferred income tax liabilities
      According to the difference between the book value of the assets and liabilities and their tax basis, A deferred


                                                         109
Changchai Company, Limited                                                                            Annual Report 2018


tax liabilities shall be measured in accord with the tax rates that are expected to apply to the period when the asset
is realized or the liability is settled.

27. Lease

(1) Accounting Treatment of Operating Lease

      Lessee in an operating lease shall treat the lease payment under an operating lease as a relevant asset cost or
the current profit or loss on a straight-line basis over the lease term. The initial direct costs incurred shall be
recognized as the current profit or loss; Contingent rents shall be charged as expenses in the periods in which they
are incurred.
      Lessors in an operating lease shall be recognized as the current profit or loss on a straight-line basis over the
lease term; Initial direct costs incurred by lessors shall be recognized as the current profit or loss; the initial direct
expenses occur should be directly included in the current gains and losses except for those with larger amount and
be capitalized as well as be included in the gains and losses by stages. Contingent rents shall be charged as
expenses in the periods in which they are incurred.

(2) Accounting Treatments of Financial Lease

      When the Company as the lessee, On the lease beginning date, the Company shall record the lower one of the
fair value of the leased asset and the present value of the minimum lease payments on the lease beginning date as
the entering value in an account, recognize the amount of the minimum lease payments as the entering value in an
account of long-term account payable, and treat the balance between the recorded amount of the leased asset and
the long-term account payable as unrecognized financing charges and the occurred initial direct expenses, should
be recorded in the lease assets value. During each lease period, should recognize the current financing expenses
by adopting the actual interest rate.
      When the Company as the leasor and on the beginning date of the lease term, the Company shall recognize
the sum of the minimum lease receipts on the lease beginning date and the initial direct costs as the entering value
in an account of the financing lease values receivable, and record the unguaranteed residual value at the same time.
The balance between the sum of the minimum lease receipts, the initial direct costs and the unguaranteed residual
value and the sum of their present values shall be recognized as unrealized financing income. During each lease
period, should recognize the current financing revenues adopting the actual interest rate.

28. Other Significant Accounting Policies and Estimates

      (1) Operation termination
      Operation termination refers to the compose part that meet with one of the following conditions which had
been disposed by the Group or be classified to held-to-sold as well as could be individually distinguished in
operating and compiling the financial statement:
      1) The compose part represents an individual main business or a main operation area;
      2) The compose part is a part intends to dispose and plan an individual main business or a main operation
area;
      3) The compose part is a subsidiary which be acquired only for resold.
      (2) Hedging accounting
      The term “hedging” refers to one or more hedging instruments which are designated by an enterprise for
avoiding the risks of foreign exchange, interest rate, commodity price, stock price, credit and etc., and which is

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Changchai Company, Limited                                                                        Annual Report 2018


expected to make the changes in fair value or cash flow of hedging instrument(s) to offset all or part of the
changes in the fair value or cash flow of the hedged item.
      The term “hedging instrument” shall refer to a derivative instrument which is designated by an enterprise for
hedging and by which it is expected that changes in its fair value or cash flow can offset the changes in fair value
or cash flow of the hedged item. For a hedging of foreign exchange risk, a non-derivative financial asset or
non-derivative financial liability may be used as a hedging instrument.
      The “hedged item” shall refer to the following items which make an enterprise faced to changes in fair value
or cash flow and are designated as the hedged objectives.
      The hedging should be executed by the hedging accounting methods when satisfying the following
conditions at the same time:
      1) At the commencement of the hedging, the enterprise shall specify the hedging relationship formally
(namely the relationship between the hedging instrument and the hedged item) and prepare a formal written
document on the hedging relationship, risk management objectives and the strategies of hedging.
      2) The hedging expectation is highly efficient and meets the risk management strategy, which is confirmed
for the hedging relationship by enterprise at the very beginning.
      3) For a cash flow hedging of forecast transaction, the forecast transaction shall be likely to occur and shall
make the enterprise faced to the risk of changes in cash flow, which will ultimately affect the profits and losses.
      4) The effectiveness of hedging can be reliably measured.
      5) The hedging is highly effective in accounting period in which the hedging relationship is specified.

29. Changes in Main Accounting Policies and Estimates

(1) Change of Accounting Policies


          Contents and reasons                       Procedures                            Remarks
 In the balance sheet, “Notes                                                The impact on the items of
 Receivable”       and         “Accounts                                    Consolidated Balance Sheet as at
 Receivable” are combined into                                               31 December 2017 is as follows:
 “Notes Receivable and Accounts
                                                                              1. “Notes      Receivable     and
 Receivable”; “Notes Payable” and
                                                                              Accounts Receivable” increased by
 “Accounts Payable” are combined
                                                                              RMB1,108,415,299.12;”Notes
 into “Notes Payable and Accounts
                                                                              receivable”decreased           by
 Payable”; “Interest Receivable” and
                                                                              RMB716,404,345.57 ; “Accounts
                                        are The 14 Meeting of the 8
                                                  th                th
 “Dividends       Receivable”
                                                                              receivable”     decreased      by
 incorporated           into        “Other Board of Directors
                                                                              RMB392,010,953.55;
 Receivables”; “Interest Payable” and
                                                                              2. “ Notes Payable and Accounts
 “Dividends Payable” are incorporated
                                                                              Payable ” increased by RMB
 into “Other Payables” “Fixed Assets
                                                                              963,299,000.18, “Notes Payable”
 Liquidation” is incorporated into
                                                                              decreased by RMB347,070,500.00
 “Fixed      Assets”;      “Engineering
                                                                              and “Accounts Payable” decreased
 Materials” is incorporated into
                                                                              by RMB616,228,500.18.
 “Construction in Progress”; “Specific
 Payables” is incorporated into                                              3. The “Dividends Payable"
 “Long-term        Payables”.        The                                    decreased by RMB3,891,433.83


                                                        111
Changchai Company, Limited                                                                        Annual Report 2018


 comparative data shall be adjusted                                           and was incorporated into “Other
 accordingly.                                                                 Payables”; the “Qther Payables”
                                                                              increased by RMB3,891,433.83,
                                                                              and the adjusted balance of "Other
                                                                              Payables"                     was
                                                                              RMB195,985,676.91.

 In the income statement, the item of                                         The impact on the items of
 “R&D Expense” is added and the                                             Consolidated Income Statement for
 original R&D expense in the item of                                          the year 2017 is as follows:
 “Administrative       Expense”      is                                     The “Administrative Expense” was
 reclassified into “R&D Expense”; in                                        reduced by RMB76,715,296.15,
 the income statement, the items of                                           reclassified to "R&D Expense",
 “Of which: interest expense” and                                           and the adjusted “Administrative
 “Interest income” are added under the                                      Expense”                      was
 item of “Finance Costs”. The                                               RMB107,835,619.11, while the
 comparative data shall be adjusted                                           “R&D      Expense”increased   by
 accordingly.                                                                 RMB76,715,296.15.


     Notes of the Ministry of Finance on Revising and Printing the Format of 2018 General Enterprises Financial
Statement (CK [2018] No. 15) was issued by the Ministry of Finance on 15 June 2018, which revised the format
of general enterprises financial statements. After it was being reviewed and approved by the 14th Meeting of the
8th Board of Directors, the Company began to implement the above-mentioned notice on the required time by the
Ministry of Finance.

(2) Changes in Accounting Estimates

□ Applicable √ Not applicable

30. Other


Critical accounting judgments and estimates

     Due to the inside uncertainty of operating activity, the Group needed to make judgments, estimates and
assumption on the book value of the accounts without accurate measurement during the employment of
accounting policies. And these judgments, estimates and assumption were made basing on the prior experience of
the senior executives of the Group, as well as in consideration of other factors. These judgments, estimates and
assumption would also affect the report amount of income, costs, assets and liabilities, as well as the disclosure of
contingent liabilities on balance sheet date. However, the uncertainty of these estimates was likely to cause
significant adjustment on the book value of the affected assets and liabilities.
     The Group would check periodically the above judgments, estimates and assumption on the basis of
continuing operation. For the changes in accounting estimates only affected on the current period, the influence
should be recognized at the period of change occurred; for the changes in accounting estimates affected the
current period and also the future period, the influence should be recognized at the period of change occurred and
future period.

                                                        112
Changchai Company, Limited                                                                           Annual Report 2018


      On the balance sheet date, the Group needed to make judgments, estimates and assumption on the accounts
in the following important items:
      (1) Provision for Bad Debts
      In accordance with the accounting policies of accounts receivable, the Group measured the losses for bad
debts by adopting allowance method. The impairment of accounts receivable was based on the appraisal of the
recoverability of accounts receivable. The impairment of accounts receivable was dependent on the judgment and
estimates. The actual amount and the difference of previous estimates would affect the book value of accounts
receivable and the withdrawal and reversal on provision for bad debts of accounts receivable during the period of
estimates being changed.
      (2) Provision for Falling Price of Inventories
      In accordance with the accounting policies of inventories, for the inventories that the costs were more than
the net realizable value as well as out-of-date and dull-sale inventories, the Group withdrawn the provision for
falling price of inventories on the lower one between costs and net realizable value. Evaluating the falling price of
inventories needed the management level gain the valid evidence and take full consideration of the purpose of
inventories, influence of events after balance sheet date and other factors, and then made relevant judgments and
estimates. The actual amount and the difference of previous estimates would affect the book value of inventories
and the withdrawal and reversal on provision for bad debts of inventories during the period of estimates being
changed.
      (3) Held-to-maturity Investment
      The Company classifies the non-derivative financial assets which meet with conditions with fixed or
confirmable repayment amount and fixed maturity date as well as the Company owns definite intention and ability
to hold until mature as the held-to-maturity investment. To execute the classification needs large judgment. In the
process of executing the judgment, the Company would assess the intention and ability of the investment which
hold until the due date. Except for the particular situation (for example, selling the investment with insignificant
amount when approaching the due date), if the Company fails to hold the investment until the due date, should
re-classify the investment to the available-for-sale financial assets and would no more be classified as the
held-to-maturity investment in the current fiscal year as well as the afterward two complete fiscal years. If there
exits such situation, that would probably cause significant influences on the value of the relevant financial assets
presented on the financial statement and may influence the risks management strategies of the financial
instruments of the Company.
      (4) Held-to-maturity Investment Impairment
      The Company confirms whether the held-to-maturity investment has impairment depends on the judgment
from the management layer to a large extent. The objective evidences of the impairments including the issuers
which occur serious financial difficulties that lead the financial assets could not continue to trade in the active
market and to execute the contracts regulations (for example, to return the interests or the principal violates a
treaty) etc. In the process of executing judgment, the Company needs to evaluate the influences of the objective
evidences of the impairment on the estimated future cash flow.
      (5) The Impairment of Financial Assets Available for Sale
      The Group judged whether the financial assets available for sale were impaired relying heavily on the
judgment and assumption of the management team, so as to decide whether recognized the impairment losses in
the income statement. During the process of making the judgment and assumption, the Group needed to appraise
the balance of the cost of the investment exceeding its fair value and the continuous period, the financial status
and business forecast in a short period, including the industrial situation, technical reform, credit level, default rate
and risk of counterparty.


                                                          113
Changchai Company, Limited                                                                        Annual Report 2018


     (6) Provision for Impairment of Non-financial Non-current Assets
     The Group made a judgment on the non-current assets other than financial assets whether they had any
indication of impairment on the balance sheet date. For the intangible assets without finite service life, other than
the annual impairment test, they should be subject to the impairment test when there was any indication of
impairment. For other non-current non-financial assets, which should be subjected to impairment test when there
was indication of impairment indicated that the book value can’t be recoverable.
     When the book value of the assets or assets portfolio was more than the recoverable amount, which was the
higher one between the net amount of fair value after deducting the disposal expenses and the discounted amount
of the estimated future cash flow, it means impairment incurred.
     The net amount of fair value after deducting the disposal expenses should be fixed the price in the sale
agreement for similar assets in the fair transaction minus the increased costs directly attributable to the assets
disposal.
     When estimated the discounted value of future cash flow, the Group needed to make important judgment on
the output, selling price, relevant costs and the discount rate for calculating the discounted amount, etc. When
estimated the recoverable amount, the Group would adopt all the available documents, including the prediction for
relevant output, selling price and relevant operating costs arising from reasonable and supportive assumptions.
     The Group made the impairment test on goodwill at least one time per year, which required to predict the
discounted amount of the future cash flow of the assets or assets portfolio with the distributed good will, for which,
the Group needed to predict the future cash flow of the assets or assets portfolio, and adopt the property
discounted rate to decide the discounted amount of future cash flow.
     (7) Depreciation and Amortization
     For the investment real estate, fixed assets and intangible assets, the Group withdrew the depreciation and
amortization by adopting the straight-line method during the service life after full consideration of the salvage
value. The Group checked the service life periodically so as to decide the amount of depreciation and amortization
at each Reporting Period. The service life was fixed by the Group in accordance with the previous experience of
the similar assets and the expected technical update. If there was any significant change on the previous estimates,
the depreciation and amortization expenses should be adjusted.
     (8) Income Tax
     During the routine operating activities, there were some uncertainty in the ultimate tax treatment and
calculation for parts of transactions. Some accounts of such transaction could be listed as pre-tax expenditures
only after the approval of taxation authorities. If there were any differences between the ultimate result of
recognition for these taxation maters and their initial estimates, the differences would affect the current income tax
and deferred income tax at the period of ultimate recognition.

VI. Taxation

1. Main Taxes and Tax Rate


          Category of taxes                          Tax basis                              Tax rate
 VAT                                   Payable to sales revenue               17%, 16%, 13%, 11%, 10%, 6%
 Urban maintenance and                                                        Tax paid in accordance with the
                                       Taxable turnover amount
 construction tax                                                             tax regulations of tax units location
 Enterprise income tax                 Taxable income                         25% or 15%


                                                        114
Changchai Company, Limited                                                                        Annual Report 2018


 Education surcharge                    Taxable turnover amount                5%
Notes of the disclosure situation of the taxpaying bodies with different enterprises income tax rate
                                        Name                                                  Income tax rate
 Changchai Co., Ltd.                                                                    15%
 Changchai Wanzhou Diesel Engine Co., Ltd.                                              15%
 Changzhou Changchai Benniu Diesel Engine Fittings Co., Ltd.                            25%
 Changzhou Housheng Investment Co., Ltd.                                                25%
 Changzhou Changchai Housheng Agricultural Equipment Co., Ltd.                          25%
 Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd.                               25%


2. Tax Preference

     In 2018, the Company has been identified as High-tech Enterprises, therefore, it enjoys 15-percent
preferential rate for corporate income tax; the Company’s controlling subsidiary—Changchai Wanzhou Diesel
Engine Co., Ltd., the controlling subsidiary company, shall pay the corporate income tax at tax rate 15% from 1
January 2011 to 31 December 2020 in accordance with the Notice of the Ministry of Finance, the General
Administration of Customs of PRC and the National Administration of Taxation about the Preferential Tax
Policies for the Western Development.

VII. Notes to Major Items in the Consolidated Financial Statements of the Company

1. Monetary Capital

                                                                                                         Unit: RMB
                 Item                             Ending balance                       Beginning balance
 Cash on hand                                                    441,363.70                            466,356.31
 Bank deposits                                                684,620,907.41                       324,781,747.27
 Other monetary capital                                       115,897,765.58                       105,057,264.13
 Total                                                        800,960,036.69                       430,305,367.71

At the period-end, the restricted monetary capital of the Company was RMB113,880,397.10, of which,

RMB111,740,012.93 was the cash deposit for bank acceptance bills and RMB2,140,384.17 was cash deposit for

L/C.


2. Notes Receivable and Accounts Receivable


                 Item                             Ending balance                       Beginning balance
 Notes receivable                                             495,370,782.47                       716,404,345.57


                                                        115
Changchai Company, Limited                                                                         Annual Report 2018


 Accounts receivable                                          378,859,159.11                       392,010,953.55
 Total                                                        874,229,941.58                     1,108,415,299.12


(1) Notes Receivable

1) Notes Receivable Listed by Category

                                                                                                          Unit: RMB
                Item                            Ending balance                          Beginning balance
 Bank acceptance bill                                         495,370,782.47                       716,404,345.57
 Total                                                        495,370,782.47                       716,404,345.57


2) There Was No Notes Receivable Pledged by the Company at the Period-end

3) Notes Receivable which Had Endorsed by the Company or had Discounted and had not Due on the
Balance Sheet Date at the Period-end

                                                                                                          Unit: RMB
                                       Amount of recognition termination             Amount of not terminated
                Item
                                              at the period-end                    recognition at the period-end
 Bank acceptance bill                                         485,209,946.33
 Total                                                        485,209,946.33


4) There Was No Notes Transferred to Accounts Receivable because Drawer of the Notes Failed to Execute
the Contract or Agreement

(2) Accounts Receivable

1) Accounts Receivable Classified by Category

                                                                                                          Unit: RMB
                                   Ending balance                                  Beginning balance
                        Carrying          Bad debt                    Carrying
                                                                                     Bad debt provision
                        amount            provision                   amount
                                                         Carr
    Category                                   Withd                                           Withdra      Carryin
                                                         ying              Prop
                    Amou     Propo     Amou    rawal               Amou              Amoun       wal        g value
                                                         value             ortio
                     nt      rtion      nt     propo                nt                 t       proporti
                                                                             n
                                                rtion                                             on




                                                        116
Changchai Company, Limited                                                                              Annual Report 2018


 Accounts
 receivable with
 significant
                      28,20                27,31                         26,48
 single amount                                       96.85    887,4                4.19   25,729,               753,511
                     5,070.   4.52%       7,634.                        2,933.                       97.15%
 for which bad                                          %     36.42                  %    422.09                    .42
                         58                   16                            51
 debt provision
 separately
 accrued
 Accounts
 receivable
 withdrawal of        591,4               213,5               377,9     604,2             212,95
                                  94.87              36.10                         95.6                         391,257
 bad debt             89,45               17,72               71,72     09,51             2,068.3    35.24%
                                     %                  %                           5%                           ,442.13
 provision by          0.66                7.97                2.69      0.47                   4
 credit risks
 characteristics
 Accounts
 receivable with
 insignificant
                     3,815,               3,815,
 single amount                                       100.0              974,9      0.16    974,98    100.00
                      656.9   0.61%        656.9
 for which bad                                         0%               86.14        %       6.14        %
                          5                    5
 debt provision
 separately
 accrued
                      623,5               244,6               378,8     631,6             239,65
                                  100.0              39.24                        100.                          392,010
 Total                10,17               51,01               59,15     67,43             6,476.5    37.94%
                                    0%                  %                         00%                            ,953.55
                       8.19                9.08                9.11      0.12                   7
Accounts receivable with significant single amount for which bad debt provision separately accrued at the
period-end:
√ Applicable □ Not applicable
                                                                                                                Unit: RMB
                                                                   Ending balance
Accounts receivable
                                                                           Withdrawal
(classified by units) Accounts receivable          Bad debt provision                           Withdrawal reason
                                                                           proportion
Customer 1                        1,902,326.58           1,902,326.58            100.00% Difficult to recover
Customer 2                        1,161,700.00               580,850.00           50.00% Expected to difficultly recover
Customer 3                        6,215,662.64           6,215,662.64            100.00% Difficult to recover
Customer 4                        2,484,497.34           2,177,910.92             87.66% Expected to difficultly recover
Customer 5                        3,279,100.00           3,279,100.00            100.00% Expected to difficultly recover
Customer 6                        2,068,377.01           2,068,377.01            100.00% Expected to difficultly recover
Customer 7                        5,359,381.00           5,359,381.00            100.00% Difficult to recover


                                                             117
Changchai Company, Limited                                                                        Annual Report 2018


Customer 8                         2,584,805.83          2,584,805.83      100.00% Difficult to recover
Customer 9                         1,679,109.54          1,679,109.54      100.00% Difficult to recover
Customer 10                        1,470,110.64          1,470,110.64      100.00% Expected to difficultly recover
Total                             28,205,070.58        27,317,634.16        --                    --
In the groups, accounts receivable adopted aging analysis methods to accrue bad debt provision:
√ Applicable □ Not applicable
                                                                                                          Unit: RMB
                                                                  Ending balance
           Aging
                                   Accounts receivable           Bad debt provision      Withdrawal proportion
Sub-item within 1 year
Subtotal of within 1 year                  363,307,344.78                 7,266,147.87                      2.00%
1 to 2 years                                18,019,515.24                   900,975.76                      5.00%
2 to 3 years                                 4,691,418.52                   703,712.78                     15.00%
3 to 4 years                                      929,020.59                278,706.18                     30.00%
4 to 5 years                                      434,915.38                260,949.23                     60.00%
Over 5 years                               204,107,236.15               204,107,236.15                    100.00%
Total                                      591,489,450.66               213,517,727.97
Notes of the basis of recognizing the group:
Among these groups, accounts receivable adopting balance percentage method to withdraw bad debt provision:
□ Applicable √ Not applicable
Among these groups, accounts receivable adopting other methods to withdraw bad debt provision:
□ Applicable √ Not applicable

2) Bad Debt Provision Withdrawn, Reversed or Recovered in the Reporting Period

    The withdrawal amount of the bad debt provision during the Reporting Period was of RMB6,540,830.48; the
amount of the reversed or collected part during the Reporting Period was of RMB1,546,287.97.

3) There Were No Particulars of the Actual Verification of Accounts Receivable during the Reporting
Period

4) Top 5 of the Ending Balance of the Accounts Receivable Collected according to the Arrears Party

     At the period-end, the total top 5 of the ending balance of the accounts receivable collected according to the
arrears party was RMB206,150,555.84 accounting for 33.06% of the total ending balance of accounts receivable.
And the ending balance of bad debt provision withdrawn was RMB4,123,011.12.




                                                           118
Changchai Company, Limited                                                                          Annual Report 2018


3. Prepayments

(1) List by Aging Analysis

                                                                                                                 Unit: RMB
                                      Ending balance                                   Beginning balance
         Aging
                             Amount                  Proportion                 Amount                  Proportion
 Within 1 year                9,535,876.40                     84.01%          16,300,217.23                      91.67%
 1 to 2 years                     437,529.70                   3.85%                110,270.90                     0.62%
 2 to 3 years                      57,536.24                   0.51%                384,622.72                     2.16%
 Over 3 years                 1,321,354.76                     11.63%               985,896.92                     5.55%
 Total                       11,352,297.10               --                    17,781,007.77                --


(2) Top 5 of the Ending Balance of the Prepayments Collected according to the Prepayment Target

    At the period-end, the total top 5 of the ending balance of the prepayments collected according to the
prepayment target was RMB6,371,752.62 accounting for 56.13% of the total ending balance of prepayments.

4. Other Receivables

(1) Other Receivables Classified by Category

                                                                                                                 Unit: RMB
                                   Ending balance                                    Beginning balance
                       Carrying          Bad debt                        Carrying           Bad debt
                       amount            provision                       amount             provision
                                                          Carryi
     Category                                   Withd                                            Withdra         Carryin
                                                           ng
                    Amou     Propo     Amou     rawal               Amo        Propo    Amou       wal           g value
                                                          value
                     nt      rtion      nt      propo               unt        rtion     nt      proporti
                                                 rtion                                              on
 Other
 receivables with
 significant
                    2,853,             2,853,                           2,85
 single amount                                  100.0                                   2,853,    100.00
                     188.0   6.76%      188.0                           3,18   7.45%
 for which bad                                    0%                                    188.02        %
                         2                  2                           8.02
 debt provision
 separately
 accrued

 Other               37,22              27,97             9,244,        33,3            27,572
                             88.13              75.16                          87.08                              5,794,9
 receivables        2,241.             7,657.             584.4         67,4            ,489.7   82.63%
                                %                  %                              %                                 71.22
 withdrawn bad          84                 42                 2         60.9                 6

                                                         119
Changchai Company, Limited                                                                                Annual Report 2018


 debt provision                                                              8
 according to
 credit risks
 characteristics
 Other
 receivables with
 insignificant
                     2,158,               2,158,                          2,09
 single amount                                       100.0                                2,099,        100.00
                      775.1   5.11%        775.1                          9,38    5.47%
 for which bad                                         0%                                 382.02            %
                          4                    4                          2.02
 debt provision
 separately
 accrued
                                                                          38,3
                      42,23                32,98                9,244,                    32,525
                                  100.0              78.11                20,0    100.0                            5,794,9
 Total               4,205.               9,620.                584.4                     ,059.8        84.88%
                                    0%                  %                 31.0      0%                               71.22
                         00                   58                    2                          0
                                                                             2
Other receivables with significant single amount for which bad debt provision separately accrued at the
period-end
√ Applicable □ Not applicable
                                                                                                                 Unit: RMB
                                                                              Ending balance
         Other receivables (by unit)                    Other               Bad debt          Withdrawal        Withdrawa
                                                     receivables            provision         proportion         l reason
 Changchai Group Import & Export                                                                              Difficult to
                                                      2,853,188.02           2,853,188.02       100.00%
 Company                                                                                                      recover
 Total                                                2,853,188.02           2,853,188.02          --              --
Among these groups, other receivables adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Not applicable
                                                                                                                 Unit: RMB
                                                                      Ending balance
           Aging
                                    Other receivables                Bad debt provision        Withdrawal proportion
 Subentry within 1 year
 Subtotal of within 1 year                   7,235,781.27                        144,715.62                2%
 1 to 2 years                                1,914,609.00                         95,730.46                5%
 2 to 3 years                                  284,706.89                         42,706.03               15%
 3 to 4 years                                      96,930.77                      29,079.23               30%
 4 to 5 years                                      61,969.57                      37,181.74               60%
 Over 5 years                               27,628,244.34                   27,628,244.34                 100%



                                                               120
Changchai Company, Limited                                                                          Annual Report 2018


 Total                                    37,222,241.84                  27,977,657.42
Notes:
Among these groups, other receivables adopting balance percentage method to withdraw bad debt provision:
□ Applicable √ Not applicable
Among these groups, other receivables adopting other methods to withdraw bad debt provision:
□ Applicable √ Not applicable

(2) Bad Debt Provision Withdrawn, Reversed or Recovered in the Reporting Period

The withdrawal amount of the bad debt provision during the Reporting Period was of RMB466,360.42; the
amount of the reversed or collected part during the Reporting Period was of RMB1,799.64.

(3) There Were No Particulars of the Actual Verification of Other Receivables during the Reporting Period

(4) Other Receivables Classified by Account Nature

                                                                                                          Unit: RMB
               Nature                           Ending carrying amount             Beginning carrying amount
 Margin &cash pledge                                                 4,200.00                              4,200.00
 Intercourse funds                                              25,451,250.34                        21,072,102.14
 Petty cash and borrowings by
                                                                 1,232,153.09                         1,854,174.11
 employees
 Other                                                          15,546,601.57                        15,389,554.77
 Total                                                          42,234,205.00                        38,320,031.02


(5) Top 5 of the Ending Balance of the Other Receivables Collected according to the Arrears Party

                                                                                                          Unit: RMB
                                                                                    Proportion to        Ending
                                                     Ending                        ending balance      balance of
      Name of the entity            Nature                             Aging
                                                     balance                           of other         bad debt
                                                                                    receivables%       provision
 Changzhou Changjiang             Intercourse                         Within 1
                                                   5,000,000.00                           11.84%        100,000.00
 Casting Materials Co., Ltd.      funds                                year
 Changzhou Compressors            Intercourse
                                                   2,940,000.00     Over 5 years           6.96%      2,940,000.00
 Factory                          funds
 Changchai Group Imp. &           Intercourse
                                                   2,853,188.02     Over 5 years           6.76%      2,853,188.02
 Exp. Co., Ltd.                   funds
 Changzhou New District           Intercourse
                                                   1,626,483.25     Over 5 years           3.85%      1,626,483.25
 Accounting Centre                funds


                                                          121
Changchai Company, Limited                                                                          Annual Report 2018


 Changzhou Group                Intercourse
                                                  1,140,722.16    Over 5 years            2.70%       1,140,722.16
 Settlement Centre              funds
 Total                              --           13,560,393.43         --                32.11%       8,660,393.43


5. Inventories

Whether the Company need satisfy relevant disclosure requirements governing the real estate industry
No

(1) Category of Inventories

                                                                                                          Unit: RMB
                                Ending balance                                    Beginning balance
     Item            Carrying    Falling price       Carrying        Carrying       Falling price       Carrying
                     amount        reserves           value          amount           reserves           value
 Raw             134,454,498.                      128,608,994.    137,637,917.                       131,991,142.
                                 5,845,504.24                                       5,646,775.16
 materials                93                                69               36                                20
 Goods in        166,798,553.    24,187,100.5      142,611,452.    142,366,956.     18,705,451.9      123,661,504.
 process                  34                4               80               08                2               16
 Inventory       288,979,920.    16,035,855.0      272,944,065.    247,668,232.     15,020,818.9      232,647,413.
 goods                    46                3               43               73                3               80
 Revolving
 materials
 Consumptive
 living assets
 Completed
 but Unsettled
 Assets
 Generated
 from
 Construction
 Contacts
 Materials
                 13,330,233.2                      12,336,933.1    17,692,442.7                       17,509,331.4
 processed on                      993,300.18                                         183,111.28
                            9                                 1               1                                  3
 commission
 Low priced
 and    easily   3,632,711.20    2,180,265.53      1,452,445.67    4,212,709.15     1,775,293.26      2,437,415.89
 worn articles
                 607,195,917.    49,242,025.5      557,953,891.    549,578,258.     41,331,450.5      508,246,807.
 Total
                          22                2               70               03                5               48


                                                        122
Changchai Company, Limited                                                              Annual Report 2018


Whether the Company need satisfy relevant disclosure requirements stated in SZSE Industrial Information
Disclosure Guidance No.4---Listed Company Specialized in Seed Industry and Planting Businesses or not?
No

(2) Falling Price Reserves of Inventories

                                                                                              Unit: RMB
                                            Increase                 Decrease
                    Beginning                                                               Ending
     Item                                                       Reverse or
                     balance         Withdrawal        Other                    Other       balance
                                                                 write-off
 Raw
                     5,646,775.16      802,784.22                604,055.14               5,845,504.24
 materials
 Goods in
                    18,705,451.92   24,187,100.54              18,705,451.92             24,187,100.54
 process
 Inventory
                    15,020,818.93   15,436,905.74              14,421,869.64             16,035,855.03
 goods
 Revolving
 materials
 Consumptive
 living assets
 Completed
 but Unsettled
 Assets
 Generated
 from
 Construction
 Contracts
 Materials
 processed on          183,111.28      810,188.90                       0.00                993,300.18
 commission
 Low priced
 and    easily       1,775,293.26      902,415.39                497,443.12               2,180,265.53
 worn articles
 Total              41,331,450.55   42,139,394.79              34,228,819.82             49,242,025.52




                                                    123
Changchai Company, Limited                                                                              Annual Report 2018


(3) There Was No Capitalized Borrowing Expense in the Ending Balance of Inventories

(4) There Was No Completed but Unsettled Assets Generated from Construction Contracts at the
Period-end

6. Other Current Assets

                                                                                                              Unit: RMB
                      Item                                  Ending balance                   Beginning balance
 The VAT tax credits                                                  25,962,369.29                      28,078,565.33
 Bank financial products                                                       0.00                         825,933.00
 Prepaid expense                                                          86,761.81                         135,685.72

 Securities company financial product                                   8,253,873.41                     13,500,000.00

 Other                                                                    54,604.46                                0.00

 Total                                                                34,357,608.97                      42,540,184.05


7. Available-for-sale Financial Assets

(1) List of Available-for-sale Financial Assets

                                                                                                              Unit: RMB
                                          Ending balance                               Beginning balance
          Item               Carrying      Depreciatio     Carrying        Carrying     Depreciation        Carrying
                             amount        n reserves       value          amount        reserves            value
 Available-for-sale
 debt instruments:
 Available-for-sale          500,061,36     1,210,000.     498,851,36     794,732,63                      793,522,639.
                                                                                         1,210,000.00
 equity instruments:               9.49            00            9.49           9.04                               04
       Measured at           370,940,00                    370,940,00     685,837,50                      685,837,500.
 fair vale                         0.00                          0.00           0.00                               00
        Measured at          129,121,36     1,210,000.     127,911,36     108,895,13                      107,685,139.
                                                                                         1,210,000.00
 cost                              9.49            00            9.49           9.04                               04
                             500,061,36     1,210,000.     498,851,36     794,732,63                      793,522,639.
 Total                                                                                   1,210,000.00
                                   9.49            00            9.49           9.04                               04


(2) Available-for-sale Financial Assets at Fair Value at the Period-end

                                                                                                              Unit: RMB




                                                            124
Changchai Company, Limited                                                                         Annual Report 2018


                                                          Available-for-sale equity
                    Category                                                                        Total
                                                                instruments
 Cost of equity instruments /amortized cost of
                                                                          59,874,500.00               59,874,500.00
 debt instruments
 Fair value                                                              370,940,000.00              370,940,000.00
 Accumulated changes in fair value recorded
                                                                         264,405,675.00              264,405,675.00
 into other comprehensive income
 Amount withdrawn impairment


(3) Available-for-sale Financial Assets Measured by Cost at the Period-end

                                                                                                           Unit: RMB
                              Carrying amount                      Depreciation reserves         Shareh
                                                                                                  olding     Cash
                                                                                                 proport    bonus
                     Perio                                 Perio
                                                                                                   ion       of the
     Investee        d-beg     Incre   Decr     Period-    d-beg     Increas   Decre   Period-
                                                                                                 among      Reporti
                     innin      ase    ease      end       innin        e       ase     end
                                                                                                    the       ng
                       g                                     g
                                                                                                 investe    Period
                                                                                                     es
 Jiangsu Liance
                     7,200
 Electromechanic                                7,200,0
                      ,000.                                                                       3.02%
 al Technology                                    00.00
                        00
 Co., LTD.
 Changzhou
 Synergetic
                     100,0                       100,00
 Innovation
                     00,00                      0,000.0                                          70.92%
 Private Equity
                      0.00                            0
 Fund (Limited
 Partnership)
 Kailong High                  20,00
                                                20,001,
 Technology Co.,               1,268                                                              1.20%
                                                 268.00
 Ltd.                            .00
 Guizhou
 Warmen              200,1                      200,10
                                                                                                            920.00
 Pharmaceutical      04.80                        4.80
 Co, Ltd.
 Guizhou Anda
 Energy              195,2                      195,29                                                      3,000.0
 Technology Co.,     97.49                        7.49                                                            0
 Ltd.


                                                          125
Changchai Company, Limited                                                                        Annual Report 2018


 FUNIK
                                       63,0
 Ultrahard           63,09
                                       96.0
 Material Co.,        6.08
                                          8
 Ltd
 Epitop                                26,6
                     26,64
 Optoelectronic                        40.6
                      0.67
 Co., LTD                                 7
 HENAN
                               160,7          160,74                                                       6,000.0
 LANTIAN
                               44.76            4.76                                                             0
 GAS,. LTD.
 Hebei Songhe
 Recycling                     104,6          104,69
 Resources Co.,                99.44            9.44
 Ltd.
 Hunan Litian
 High-tech                     49,25          49,255.
 Materials Co.,                 5.00              00
 Ltd.
                     1,210                              1,210,
                                              1,210,0                               1,210,0
 Other                ,000.                             000.0
                                                00.00                                 00.00
                        00                                  0
                     108,8     20,31   89,7    129,12   1,210,
                                                                                    1,210,0                9,920.0
 Total               95,13     5,967   36.7   1,369.4   000.0                                     --
                                                                                      00.00                      0
                      9.04       .20      5         9       0
      Note: Other respectively refers to as follows: RMB0.51 million for Chengdu Changwan Diesel Machine
Distribution Co.,Ltd., RMB0.29 million for Chongqing Wanzhou Changwan Diesel Engine Fittings Co., Ltd.,
RMB20,000 for Changzhou Economic and Technological Development Company, RMB0.1 million for
Changzhou Tractor Company, RMB0.2 million for Changzhou Economic Commission Industrial Fund Rotating
Savings and Credit Associations, RMB90,000 for Beijing Engineering Machinery Agricultural Machinery
Company. The above-mentioned investments are difficult to recover, thus the depreciation reserves are withdrawn
in full.

(4) Changes in Depreciation of Available-for-sale Financial Assets during the Reporting Period

                                                                                                         Unit: RMB
                                                    Available-for-sale       Available-for-sale
                    Category                                                                              Total
                                                    equity instruments       debt instruments
 Beginning balance withdrawn impairment                       1,210,000.00                             1,210,000.00
 Withdrawal in the Reporting Period
 Of which: transferred from other comprehensive
 income

                                                        126
Changchai Company, Limited                                                                          Annual Report 2018


 Decrease in the Reporting Period
 Of which: transferred back due to rally of fair
 value after the Reporting Period
 Ending balance withdrawn impairment                              1,210,000.00                         1,210,000.00


8. Long-term Equity Investments

                                                                                                            Unit: RMB
                                                   Increase/decrease
                                         Gains
                                                   Adjust
                                          and                             Cash
                                                    ment                           Withd                     Ending
             Beg                         losses                          bonus
                                                     of                            rawal            Endi    balance
             inni    Additi   Reduc     recogn                Chang         or
 Investee                                           other                            of              ng        of
              ng      onal      ed        ized                 es of     profits
    s                                              compr                           deprec   Other   balan   depreci
             bala    invest   invest     under                other      annou
                                                   ehensi                          iation            ce       ation
             nce      ment     ment        the                equity      nced
                                                     ve                            reserv                   reserves
                                        equity                              to
                                                   incom                             es
                                        metho                             issue
                                                      e
                                            d
 I. Joint ventures
 II. Associated enterprises

 Beijing
 Tsinghua
 Industria
 l           44,1
                                                                                                    44,18    44,182.
 Investme    82.5
                                                                                                     2.50        50
                0
 nt
 Manage
 ment
 Co., Ltd.
             44,1
                                                                                                    44,18    44,182.
 Subtotal    82.5
                                                                                                     2.50        50
                0
             44,1
                                                                                                    44,18    44,182.
 Total       82.5
                                                                                                     2.50        50
                0




                                                            127
Changchai Company, Limited                                                          Annual Report 2018


9. Investment Property

(1) Investment Property Adopting the Cost Measurement Mode

√ Applicable □ Not applicable
                                                                                          Unit: RMB
                                  Houses and                      Construction in
           Item                                  Land use right                        Total
                                   buildings                        progress
 I. Original      carrying
 value
   1. Beginning balance       87,632,571.14                                          87,632,571.14
    2. Increased amount
 of the period
      (1) Outsourcing
      (2) Transfer from
 inventories\fixed
 assets\construction in
 progress
     (3)      Enterprise
 combination increase
    3. Decreased amount
 of the period
      (1) Disposal
      (2) Other transfer
   4. Ending balance          87,632,571.14                                          87,632,571.14
 II.       Accumulative
 depreciation      and
 accumulative
 amortization
   1. Beginning balance       30,351,541.11                                          30,351,541.11
    2. Increased amount
                                  2,208,340.80                                        2,208,340.80
 of the period
     (1) Withdrawal or
                                  2,208,340.80                                        2,208,340.80
 amortization
    3. Decreased amount
 of the period
      (1) Disposal
      (2) Other transfer
   4. Ending balance          32,559,881.91                                          32,559,881.91

                                                      128
Changchai Company, Limited                                                                       Annual Report 2018


 III.           Depreciation
 reserves
   1. Beginning balance
    2. Increased amount
 of the period
      (1) Withdrawal
    3. Decreased amount
 of the period
      (1) Disposal
      (2) Other transfer
 4. Ending balance
 IV. Carrying value
   1. Ending carrying
                                55,072,689.23                                                     55,072,689.23
 value
   2.         Beginning
                                57,281,030.03                                                     55,072,689.23
 carrying value


10. Fixed Assets

                                                                                                       Unit: RMB




                   Item                          Ending balance                       Beginning balance
 Fixed assets                                                   511,250,371.37                   560,049,970.50
 Total                                                          511,250,371.37                   560,049,970.50

(1) List of Fixed Assets

                                                                                                       Unit: RMB
                          Houses and      Machinery             Transportation     Other
         Item                                                                                         Total
                           buildings      equipment               equipment      equipment
 I. Original
 carrying value
   1. Beginning                                                                                  1,423,630,068.8
                       445,235,823.37    910,680,568.87          23,363,510.00   44,350,166.61
 balance                                                                                                       5
   2. Increased
 amount of the            1,840,550.18    31,574,161.21           1,081,805.53    2,940,725.89    37,437,242.81
 period



                                                          129
Changchai Company, Limited                                                                   Annual Report 2018


    (1)
                         807,517.05     1,478,874.00            46,410.26      680,597.77      3,013,399.08
Purchase
     (2)
Transfer from
                       1,033,033.13    30,095,287.21          1,035,395.27    2,260,128.12    34,423,843.73
construction in
progress
     (3)
Enterprise
combination
increase
  3. Decreased
amount of the                           6,143,815.14          6,361,487.00    2,868,503.04    15,373,805.18
period
    (1)
Disposal or                             6,143,815.14          6,361,487.00    2,868,503.04    15,373,805.18
Scrap
  4. Ending                                                                                  1,445,693,506.4
                    447,076,373.55    936,110,914.94         18,083,828.53   44,422,389.46
balance                                                                                                    8
II.
Accumulative
depreciation
  1. Beginning
                    249,203,618.96    561,623,572.09         17,903,567.46   33,355,224.84   862,085,983.35
balance
  2. Increased
amount of the         16,575,213.22    62,874,579.95          1,657,207.90    3,491,318.83    84,598,319.90
period
    (1)
                      16,575,213.22    62,874,579.95          1,657,207.90    3,491,318.83    84,598,319.90
Withdrawal
  3. Decreased
amount of the                           4,875,587.40          6,219,137.33    2,640,558.41    13,735,283.14
period
    (1)
Disposal or                             4,875,587.40          6,219,137.33    2,640,558.41    13,735,283.14
Scrap
  4. Ending
                    265,778,832.18    619,622,564.64         13,341,638.03   34,205,985.26   932,949,020.11
balance
III.
Depreciation
reserves

   1. Beginning                         1,494,115.00                                           1,494,115.00

                                                       130
Changchai Company, Limited                                                                              Annual Report 2018


 balance
   2. Increased
 amount of the
 period
     (1)
 Withdrawal
   3. Decreased
 amount of the
 period
     (1)
 Disposal or
 Scrap
   4. Ending
                                               1,494,115.00                                               1,494,115.00
 balance
 IV. Carrying
 value
   1. Ending
                          181,297,541.37     314,994,235.30         4,742,190.50     10,216,404.20      511,250,371.37
 carrying value
   2. Beginning
                          196,032,204.41     347,562,881.78         5,459,942.54     10,994,941.77      560,049,970.50
 carrying value


     The depreciation in the Reporting Period was RMB84,598,319.90. the original value of the fixed assets
transferred from construction in progress in the Reporting Period was RMB 34,423,843.73.

11. Construction in Progress

                                                                                                                Unit: RMB
                   Item                              Ending balance                           Beginning balance
 Construction in progress                                           89,090,384.71                        94,581,989.06
 Total                                                              89,090,384.71                        94,581,989.06


(1) List of Construction in Progress

                                                                                                                Unit: RMB
                                               Ending balance                               Beginning balance
            Item                  Carrying      Depreciation        Carrying     Carrying      Depreciation     Carrying
                                  amount          reserves           value       amount          reserves        value

 Trial            production     14,349,461.                        14,349,46   14,349,461                      14,349,4
                                         80                              1.80           .80                        61.80
 workshop            project


                                                              131
Changchai Company, Limited                                                                           Annual Report 2018


 technology center

 Casting        renovation                                   396,000.0                                         396,000.
                             396,000.00                                   396,000.00
 project                                                             0                                              00

 Expansion capacity of
                             11,371,098.                     11,371,09    11,217,706                           11,217,7
 multi-cylinder (The 2nd
                                     24                           8.24           .49                              06.49
 Period)
 Diesel Engine Cylinder
                             19,061,813.                     19,061,81    20,125,955                           20,125,9
 Body Flexible
                                     95                           3.95            .51                             55.51
 Manufacturing Line
                             1,321,959.4                     1,321,959     1,218,587.                          1,218,58
 35KV Substation
                                       1                           .41            83                               7.83

 Equipment       to     be
                             42,590,051.                     42,590,05    47,274,277                           47,274,2
 installed and payment
                                     31                           1.31            .43                             77.43
 for projects
                             89,090,384.                     89,090,38    94,581,989                           94,581,9
 Total
                                     71                           4.71            .06                             89.06


(2) Changes in Significant Construction in Progress during the Reporting Period

                                                                                                           Unit: RMB
                                                              Propo                           Of
                                                               rtion                       which     Capit
                                                                 of              Accu          :     alizati
                                                               accu              mulat     amou        on
                                                              mulat                 ed      nt of     rate
                      Begi   Incr   Trans    Other
                                                     Endin       ed              amou      capita       of       Capit
                Bu    nnin   ease   ferred   decre                        Job
                                                       g      invest              nt of     lized    intere        al
    Item        dge    g       d      in      ased                       sched
                                                     balan     ment              intere    intere    sts for     resou
                 t    bala   amo    fixed    amou                         ule
                                                      ce         in                 st     sts for     the        rces
                      nce     unt   assets     nt
                                                              constr             capita       the    Repor
                                                               uctio              lizati   Repor      ting
                                                               ns to                on       ting    Perio
                                                              budge                        Perio        d
                                                                  t                            d

 Trial                14,3
                2,2                                  14,34               Unco
 production           49,4                                     62.67
                89.                                  9,461               mplet                                   Other
                      61.8                                        %
 workshop        63                                    .80               ed
                         0
 project


                                                      132
Changchai Company, Limited                                                                         Annual Report 2018


 technolog
 y center

 Expansion
                        11,2
 capacity of   7,0              172,                   11,37                Unco
                        17,7           18,69                      91.94
 multi-cyli    19.              084.                   1,098                mplet                              Other
                        06.4            3.16                         %
                00               91                      .24                ed
 nder (The                 9
 2nd Period)
 Diesel
 Engine
                        20,1
 Cylinder       11,             1,16   2,231           19,06                Unco
                        25,9                                      35.24
 Body          604              7,19    ,338.          1,813                mplet                              Other
                        55.5                                         %
 Flexible       .00             7.29      85             .95                ed
                           1
 Manufactu
 ring Line
                        1,21    103,                   1,321                Unco
 35KV
                        8,58    371.                   ,959.                mplet                              Other
 Substation
                        7.83     58                       41                ed
                        46,9
                20,             1,44   2,250           46,10
                        11,7
 Total         912              2,65    ,032.          4,333        --
                        11.6
                .63             3.78      01             .40
                           3


12. Intangible Assets

(1) List of Intangible Assets

                                                                                                         Unit: RMB
                Item                      Land use right         Software            Patent            Total
 I. Original carrying value
   1. Beginning balance                   144,770,507.85     10,972,366.81          5,488,000.00   161,230,874.66
   2. Increased amount of the
                                                                 545,213.13                           545,213.13
 period
      (1) Purchase                                               545,213.13                           545,213.13
      (2) Internal R&D
      (3) Business combination
 increase
   3. Decreased amount of the
 period


                                                           133
Changchai Company, Limited                                                                       Annual Report 2018


      (1) Disposal
   4. Ending balance                  144,770,507.85     11,517,579.94          5,488,000.00     161,776,087.79
 II. Accumulated amortization
   1. Beginning balance                45,156,044.23         7,821,750.27        457,333.30       53,435,127.80
   2. Increased amount of the
                                        2,971,978.28         1,727,302.37        548,799.96        5,248,080.61
 period
      (1) Withdrawal                    2,971,978.28         1,727,302.37        548,799.96        5,248,080.61
   3. Decreased amount of the
 period
      (1) Disposal
   4. Ending balance                   48,128,022.51         9,549,052.64       1,006,133.26      58,683,208.41
 III. Depreciation reserves
   1. Beginning balance
   2. Increased amount of the
 period
      (1) Withdrawal
   3. Decreased amount of the
 period
      (1) Disposal
   4. Ending balance
 IV. Carrying value
   1. Ending carrying value            96,642,485.34         1,968,527.30       4,481,866.74     103,092,879.38
   2. Beginning carrying value         99,614,463.62         3,150,616.54       5,030,666.70     107,795,746.86


13. Deferred Income Tax Assets/Deferred Income Tax Liabilities

(1) Deferred Income Tax Assets that Had not Been Set-off

                                                                                                       Unit: RMB
                                                Ending balance                        Beginning balance
                                          Deductible               Deferred       Deductible         Deferred
                 Item
                                          temporary               income tax      temporary         income tax
                                          difference                 assets       difference           assets
 Provision for impairment of assets         6,401,000.68           979,822.71     6,519,959.41     1,006,953.81
 Total                                      6,401,000.68           979,822.71     6,519,959.41     1,006,953.81




                                                       134
Changchai Company, Limited                                                                         Annual Report 2018


(2) Deferred Income Tax Liabilities Had Not Been Off-set

                                                                                                         Unit: RMB
                                                   Ending balance                       Beginning balance
                                            Deductible                             Deductible         Deferred
                  Item                                         Deferred income
                                            temporary                              temporary         income tax
                                                                tax liabilities
                                            difference                             difference         liabilities
 Assets evaluation appreciation for
 business combination not under              5,247,821.44         1,311,955.36      6,061,317.56     1,515,329.39
 the same control
 Changes in fair value of
                                          311,065,500.00         46,659,825.00    605,963,000.00    90,894,450.00
 available-for-sale financial assets
 Total                                    316,313,321.44         47,971,780.36    612,024,317.56    92,409,779.39


(3) List of Unrecognized Deferred Income Tax Assets

                                                                                                         Unit: RMB
                  Item                             Ending balance                       Beginning balance
 Bad debt provision                                            271,239,638.98                      265,661,576.96
 Inventory falling price reserves                               49,242,025.52                       41,331,450.55
 Total                                                         320,481,664.50                      306,993,027.51


14. Other Non-current Assets

                                                                                                         Unit: RMB
                                                      Ending
                                                                                                 Beginning
          Item                Ending balance        depreciation        Beginning balance
                                                                                             depreciation reserve
                                                      reserve
Entrusted loans                     4,000,000.00      4,000,000.00          14,000,000.00            14,000,000.00
Total                               4,000,000.00      4,000,000.00          14,000,000.00            14,000,000.00


15. Short-term Borrowings

(1) Category of Short-term Borrowings

                                                                                                         Unit: RMB
                  Item                             Ending balance                       Beginning balance
 Mortgage loans                                                  7,000,000.00                       14,900,000.00
 Guaranteed loans                                               10,000,000.00                       10,000,000.00
 Credit loans                                                   10,000,000.00

                                                         135
Changchai Company, Limited                                                                Annual Report 2018


 Total                                                         27,000,000.00                24,900,000.00


16. Notes Payable and Accounts Payable

                                                                                                    Unit: RMB
                 Item                          Ending balance                  Beginning balance
 Notes payable                                                438,375,400.00              347,070,500.00
 Accounts payable                                             591,754,875.77              616,228,500.18
 Total                                                   1,030,130,275.77                 963,299,000.18


(1) List of Notes Payable

                                                                                                    Unit: RMB
              Category                         Ending balance                  Beginning balance
 Bank acceptance bill                                         438,375,400.00              347,070,500.00
 Total                                                        438,375,400.00              347,070,500.00


There was no overdue notes payable at the period-end.

(2) List of Accounts Payable

                                                                                                    Unit: RMB
                 Item                           Ending balance                  Beginning balance

 Loans                                                        591,754,875.77              616,228,500.18
 Total                                                        591,754,875.77              616,228,500.18


(3) There Were No Significant Accounts Payable Aging over One Year

17. Advances from Customers

(1) List of Advances from Customers

                                                                                                    Unit: RMB
                 Item                          Ending balance                  Beginning balance
 Loans                                                         34,500,232.97                40,153,984.91
 Total                                                         34,500,232.97                40,153,984.91




                                                        136
Changchai Company, Limited                                                                       Annual Report 2018


(2) There Were No Significant Advances from Customers Aging over One Year

18. Payroll Payable

(1) List of Payroll Payable

                                                                                                       Unit: RMB
              Item                Beginning balance            Increase          Decrease        Ending balance
 I. Short-term salary                   51,247,112.66      280,901,398.81      281,647,918.48     50,500,592.99
 II.Post-employment
 benefit-defined contribution                                 40,098,239.15     40,098,239.15
 plans
 III. Termination benefits
 IV. Current portion of other
 welfares
 Total                                  51,247,112.66      320,999,637.96      321,746,157.63     50,500,592.99


(2) List of Short-term Salary

                                                                                                       Unit: RMB
                Item                   Beginning balance         Increase         Decrease       Ending balance
 1. Salary,    bonus,    allowance,
                                           42,781,111.59      232,330,506.45   233,171,760.21     41,939,857.83
 subsidy
 2.Employee welfare                          177,592.74         4,437,251.44      4,525,251.44        89,592.74
 3. Social insurance                                           19,902,879.86     19,902,879.86
 Of which: Medical insurance
                                                               16,483,144.57     16,483,144.57
 premiums
 Work-related injury insurance                                  1,810,165.12      1,810,165.12
 Maternity insurance                                            1,609,570.17      1,609,570.17
 4. Housing fund                                               19,768,075.80     19,768,075.80
 5. Labor union budget           and
                                            8,288,408.33        4,462,685.26      4,279,951.17     8,471,142.42
 employee education budget
 6. Short-term absence with salary
 7 Short-term profit sharing
 scheme
 Total                                     51,247,112.66      280,901,398.81   281,647,918.48     50,500,592.99




                                                        137
Changchai Company, Limited                                                                   Annual Report 2018


(3) List of Defined Contribution Plans

                                                                                                   Unit: RMB
                Item              Beginning balance            Increase       Decrease       Ending balance
 1. Basic pension benefits                                   39,068,369.04   39,068,369.04
 2. Unemployment insurance                                    1,029,870.11    1,029,870.11
 3. Annuity
 Total                                                       40,098,239.15   40,098,239.15


19. Taxes Payable

                                                                                                   Unit: RMB
                  Item                       Ending balance                        Beginning balance
 VAT                                                           876,055.81                        257,634.15
 Corporate income tax                                         3,665,483.92                      1,220,803.03
 Personal income tax                                           140,662.05                        397,114.88
 Urban maintenance and
                                                               993,210.56                        850,853.05
 construction tax
 Property tax                                                    94,256.40                       173,200.76
 Land use tax                                                  100,135.19                         21,000.00
 Stamp duty                                                       4,594.61                          7,508.61
 Education Surcharge                                           116,355.46                         14,671.54
 Comprehensive fees                                           1,075,134.76                      1,075,134.76
 Environmental protection tax                                      197.13
 Total                                                        7,066,085.89                      4,017,920.78


20. Other Payables

                                                                                                   Unit: RMB
                  Item                       Ending balance                        Beginning balance
 Dividends payable                                            3,891,433.83                      3,891,433.83
 Other payables                                             195,520,817.07                   192,094,243.08
 Total                                                      199,412,250.90                   195,985,676.91


(1) Dividends Payable

                                                                                                   Unit: RMB
                         Item                          Ending balance                 Beginning balance

                                                      138
Changchai Company, Limited                                                                    Annual Report 2018


 Ordinary share dividends                                           3,243,179.97                 3,243,179.97
 Dividends for non-controlling shareholders                          648,253.86                    648,253.86
 Total                                                              3,891,433.83                 3,891,433.83
The reason for non-payment for over one year: not gotten by shareholders yet.

(2) Other Payables

1) Other Payables Listed by Nature of Account

                                                                                                    Unit: RMB
                   Item                              Ending balance                    Beginning balance
 Margin & cash pledged                                             3,369,213.08                  3,266,453.59
 Intercourse funds among units                                    10,977,924.77                 10,838,311.11
 Intercourse funds among individuals                                375,201.04                     457,465.63
 Sales discount and three guarantees                           144,278,468.99                  142,449,844.40
 Other                                                            36,520,009.19                 35,082,168.35
 Total                                                         195,520,817.07                  192,094,243.08


2) Significant Other Payables Aging over One Year

    The significant other payables aging over one year at the period-end mainly referred to the unsettled
temporary credits and charges owned.

21. Current Portion of Non-current Liabilities

                                                                                                    Unit: RMB

                Item                             Ending balance                    Beginning balance
 Current portion of long-term
                                                            18,500,000.00
 borrowings
 Total                                                      18,500,000.00


     The current portion of long-term borrowings was RMB18,500,000.00 which was the borrowing for technical
transformation project of the Company as the parent provided by China Merchants Bank Changzhou Branch with
the term from 20 September 2017 to 19 September 2019 and the interest rate of 4.75%.

22. Other Current Liabilities

                                                                                                    Unit: RMB
                Item                             Ending balance                    Beginning balance



                                                      139
Changchai Company, Limited                                                                         Annual Report 2018



 Sewage charge                                                                                            54,000.00

 Electric charge                                                2,082,985.18                          1,974,937.59

 Total                                                          2,082,985.18                          2,028,937.59


23. Long-term Borrowings

                                                                                                          Unit: RMB
                   Item                         Ending balance                          Beginning balance
 Mortgage borrowings                                            2,000,000.00                          2,000,000.00
 Loan on credit                                                                                      19,500,000.00
 Total                                                          2,000,000.00                         21,500,000.00


The mortgage loan at the period-end was RMB2,000,000.00, which was the loan by the subsidiary-Changchai
Wanzhou from Gaosuntang Branch of Chongqing Three Gorges Bank with the duration from 14 December 2017
to 6 November 2020 and the interest rate of 6.15%.

24. Deferred Income

                                                                                                          Unit: RMB
                                                                                                     Reason for
          Item            Beginning balance     Increase          Decrease     Ending balance
                                                                                                     formation
 Government                                                                                        Government
                                60,992,858.46        —         1,064,373.62       59,928,484.84
 subsidies                                                                                         appropriation
 Total                          60,992,858.46        —         1,064,373.62       59,928,484.84          --
Item involving government subsidies:
                                                                                                          Unit: RMB
                                         Amount
                                         recorded     Amount
                                           into       recorded        Amount                                Related
                              Amount
                   Beginni               non-oper    into other      offset cost                               to
                                 of                                                  Other      Ending
     Item            ng                    ating     income in         in the                               assets/r
                               newly                                                changes     balance
                   balance              income in        the         Reporting                               elated
                              subsidy
                                            the      Reporting         Period                               income
                                        Reporting      Period
                                          Period

 Electric
                                                                                                            Related
 control     of    1,045,20                                                                    646,800.
                                                     398,400.00                                              to ass
                       0.00                                                                         00
 diesel                                                                                                        ets
 engine

                                                          140
Changchai Company, Limited                   Annual Report 2018


 research and
 developmen
 t          and
 industrializa
 tion
 allocations

 National
 major                                                Related
                  28,770,0                28,770,0
 project                                                   to
                     00.00                   00.00
                                                       assets
 special
 allocations

 Remove                                               Related
                  21,177,6                20,511,6
 compensatio                 665,973.62                    to
                     58.46                   84.84
                                                       assets
 n

 Research
 and
 developmen
 t and
 industrializa
 tion
 allocations
                                                      Related
 of national      10,000,0                10,000,0
                                                           to
 III/IV              00.00                   00.00
                                                       assets
 standard
 high-powere
 d efficient
 diesel
 engine for
 agricultural
 use


25. Share Capital

                                                     Unit: RMB



                               141
Changchai Company, Limited                                                                            Annual Report 2018


                                                           Increase/decrease (+/-)
                       Beginning                                                                             Ending
                                      New shares     Bonus       Bonus issue
                        balance                                                      Other    Subtotal       balance
                                        issued       shares      from profit
 The sum of                                                                                                561,374,32
                     561,374,326.00
 shares                                                                                                          6.00


26. Capital Reserves

                                                                                                                Unit: RMB
                   Item                     Beginning balance        Increase          Decrease      Ending balance
 Capital premium (premium on stock)             143,990,690.24                                        143,990,690.24
 Other capital reserves                          20,337,975.19                                           20,337,975.19
 Total                                          164,328,665.43                                        164,328,665.43


27. Other Comprehensive Income

                                                                                                                Unit: RMB
                                                                     Reporting Period
                                                                Less:
                                                              recorded
                                                               in other
                                                                                        Attribut
                                                            comprehen
                                                Income                                   able to    Attribut
                                                                 sive                                            Endin
                                                 before                     Less:       owners       able to
                                    Beginnin                 income in                                             g
              Item                              taxation                   Income        of the     non-con
                                    g balance                    prior                                           balanc
                                                 in the                      tax        Compan       trolling
                                                            period and                                              e
                                                Current                    expense      y as the    interests
                                                            transferred
                                                 Period                                  parent     after tax
                                                            in profit or
                                                                                        after tax
                                                             loss in the
                                                               Current
                                                                Period
 I.    Other      comprehensive
 income that will not be
 reclassified to profit or loss
 Of which: Changes caused by
 re-measurements on defined
 benefit pension schemes
 Share of other comprehensive
 income of investees that will
 not be reclassified to profit or
 loss under equity method

                                                       142
Changchai Company, Limited                                                                              Annual Report 2018


 II.   Other      comprehensive                   -167,89                                   -250,66              264,40
                                     515,068,5                 107,950,0      -25,184,
 income that may subsequently                     7,500.0                                   2,875.0               5,675.
                                         50.00                     00.00       625.00
 be reclassified to profit or loss                      0                                         0                  00
 Of which: Share of other
 comprehensive income of
 investees    that   will    be
 reclassified to profit or loss
 under equity method
 Gain/Loss on changes in fair                     -167,89                                   -250,66              264,40
                                     515,068,5                 107,950,0      -25,184,
 value of available-for-sale                      7,500.0                                   2,875.0               5,675.
                                         50.00                     00.00       625.00
 financial assets                                       0                                         0                  00
 Gain/Loss       arising   from
 reclassification             of
 held-to-maturity investments
 to available-for-sale financial
 assets
 Effective gain/loss on cash
 flow hedges
 Differences     arising   from
 translation      of     foreign
 currency-denominated
 financial statements
                                                  -167,89                                   -250,66              264,40
 Total of other comprehensive        515,068,5                 107,950,0      -25,184,
                                                  7,500.0                                   2,875.0               5,675.
 income                                  50.00                     00.00       625.00
                                                        0                                         0                  00


28. Specific Reserve

                                                                                                              Unit: RMB
            Item                 Beginning balance             Increase              Decrease           Ending balance
 Safety production cost               13,289,059.21            4,135,805.99              2,241,906.37    15,182,958.83

 Total                                13,289,059.21            4,135,805.99              2,241,906.37    15,182,958.83


29. Surplus Reserves

                                                                                                              Unit: RMB
                   Item                   Beginning balance               Increase        Decrease      Ending balance
 Statutory surplus reserves                      300,548,352.26      6,427,839.99                       306,976,192.25
 Discretional surplus reserves                    13,156,857.90                                          13,156,857.90
 Total                                           313,705,210.16      6,427,839.99                       320,133,050.15

                                                         143
Changchai Company, Limited                                                                             Annual Report 2018


30. Retained Earnings

                                                                                                                 Unit: RMB
                       Item                                        Reporting Period           Same period of last year
 Beginning balance       of    retained   earnings
                                                                           679,131,047.06              651,365,935.39
 before adjustments
 Total retained earnings at the beginning of the
 adjustment period (“+” means up, “-“ means
 down)
 Beginning balance of retained earnings         after
                                                                           679,131,047.06              651,365,935.39
 adjustments
 Add: Net profit attributable to owners of the
                                                                            62,021,374.04               46,431,302.73
 Company as the parent
 Less: withdrawal of statutory surplus reserves                              6,427,839.99                 1,824,961.28
       Withdrawal of discretional surplus
 reserves
         Withdrawal of general reserve
         Dividend of ordinary shares payable                                16,841,229.78               16,841,229.78
       Dividend of ordinary shares transferred
 as share capital
 Ending retained earnings                                                  717,883,351.33              679,131,047.06


31. Operating Revenue and Cost of Sales

                                                                                                                 Unit: RMB
                                      Reporting Period                                Same Period of last year
          Item
                         Operating revenue              Cost of sales        Operating revenue        Cost of sales
 Main operations             2,093,039,249.58           1,782,146,126.35       2,393,799,573.65      2,053,982,326.15
 Other operations              39,863,469.02              31,298,459.31          29,259,384.64          18,895,650.62
 Total                       2,132,902,718.60           1,813,444,585.66       2,423,058,958.29      2,072,877,976.77


32. Taxes and Surtaxes

                                                                                                                 Unit: RMB
                      Item                                   Reporting Period               Same Period of last year
 Urban maintenance and construction tax                                  1,538,140.51                     2,565,415.20
 Education Surcharge                                                     1,098,335.32                     1,832,439.41
 Property tax                                                            4,720,363.62                     4,650,467.91


                                                             144
Changchai Company, Limited                                                       Annual Report 2018


 Land use tax                                       3,813,015.72                    3,659,038.57
 Vehicle and vessel use tax                             1,920.00                        1,920.00
 Stamp Duty                                         1,046,929.90                    1,151,693.01
 Environment tax                                      194,011.91
 Other                                                120,012.70                       43,324.35
 Total                                            12,532,729.68                    13,904,298.45


33. Selling Expense

                                                                                        Unit: RMB
                      Item             Reporting Period               Same Period of last year

 Office expenses                                    15,226,739.67                  16,073,409.43

 Employee’s remuneration                           30,898,847.11                  30,109,247.54

 Sales promotional expense                          11,065,465.84                  17,037,228.20

 Three guarantees                                   59,459,243.39                  28,911,112.28

 Transport charge                                    7,875,890.07                   7,199,785.26
 Other                                               2,470,880.79                   2,966,930.66
 Total                                           126,997,066.87                   102,297,713.37


34. Administrative Expense

                                                                                        Unit: RMB
                  Item           Reporting Period                   Same Period of last year
 Office expenses                              13,620,335.64                        14,110,423.74
 Employee’s remuneration                     63,552,532.88                        56,985,514.29
 Depreciation and amortization                12,141,787.46                        13,290,918.09
 Transport fees                                2,203,781.08                         2,699,980.24
 Repair charge                                  918,265.20                          1,831,393.13
 Safety expenses                               4,135,805.99                         4,161,424.06
 Other                                        19,455,330.71                        14,755,965.56
 Total                                       116,027,838.96                       107,835,619.11


35. R&D Expense

                                                                                        Unit: RMB
                  Item           Reporting Period                   Same Period of last year

                                       145
Changchai Company, Limited                                                                       Annual Report 2018


 Direct input expense                                       44,893,971.91                         51,378,796.38
 Employee’s remuneration                                   22,101,113.31                         20,303,733.38
 Depreciation and amortization                               2,812,179.10                           2,833,926.92
 Entrusted R&D charges                                         700,000.00
 Other                                                       1,675,576.46                           2,198,839.47
 Total                                                      72,182,840.78                         76,715,296.15


36. Finance Costs

                                                                                                       Unit: RMB
                    Item                            Reporting Period                  Same Period of last year
 Interest expense                                                 4,553,608.46                      2,119,903.67
 Less: Interest income                                            4,665,445.23                      7,613,535.50
 Net foreign exchange gains or losses                             -6,194,688.23                     6,421,288.87
 Other                                                            5,402,762.70                     -3,218,451.43
 Total                                                             -903,762.30                     -2,290,794.39


37. Asset Impairment Loss

                                                                                                       Unit: RMB
                 Item                          Reporting Period                    Same Period of last year
 Bad debt loss                                               5,459,103.29                           5,093,473.40
 Loss on inventory valuation                                42,139,394.79                         35,867,310.34
 Other                                                      -10,000,000.00
 Total                                                      37,598,498.08                         40,960,783.74


38. Other Income

                                                                                                       Unit: RMB
              Resource                         Reporting Period                    Same Period of last year
 Government subsidies                                        6,291,685.65                           8,456,560.85
 Total                                                       6,291,685.65                           8,456,560.85

List of government subsidies recorded into other income

                                                                                                     Unit: RMB

                                                                             Same period         Related to
                           Item                       Reporting Period
                                                                              of last year     assets/income

                                                      146
Changchai Company, Limited                                                                         Annual Report 2018


 Subsidy for the transformation and upgrading of
                                                                150,000.00      2,070,000.00    Related to income
 industrial and information sectors
 Trinity subsidy                                               2,300,000.00     1,696,000.00    Related to income
 Subsidy for stabilizing posts                                  992,136.63      1,355,883.23    Related to income
 Subsidy for the special rectification of coal fired
                                                                                   60,000.00    Related to income
 boilers
 Subsidy for participating in the international brand
                                                                                  300,000.00    Related to income
 campaign
 Commercial development fund                                    511,400.00         21,700.00    Related to income
 Development funds for small and medium-sized
                                                                                   32,000.00    Related to income
 enterprises
 Relocation compensation                                        665,973.62      1,780,757.62     Related to assets
 R & D and industrialization of off-road diesel
                                                                398,400.00        398,400.00     Related to assets
 engine controlled by electricity
 Industry-university-research cooperation subsidy               200,000.00                      Related to income
 One Belt and One Road Project Fund                              30,000.00                      Related to income
 Other rewards and subsidies                                    235,775.40        110,820.00    Related to income
 Appropriation of other technological projects                  808,000.00        631,000.00    Related to income
 Total                                                         6,291,685.65     8,456,560.85


39. Investment Income

                                                                                                          Unit: RMB
                             Item                                 Reporting Period         Same Period of last year
 Investment income from holding of available for sale
                                                                         7,607,870.00                10,709,750.99
 financial assets
 Investment income from disposal of available-for-sale
                                                                       104,824,084.63
 financial assets
 Investment income from disposal of financial products
                                                                              838,870.20                654,862.68
 of securities companies
 Gains or losses generated from re-measurement on stock
 rights at fair value held before the purchase date for the                                           1,751,203.43
 business combination not under the same control
 Total                                                                 113,270,824.83                13,115,817.10


40. Asset Disposal Income

                                                                                                          Unit: RMB

                                                         147
Changchai Company, Limited                                                                        Annual Report 2018


                     Sources                              Reporting Period              Same period of last year
 Fixed asset disposal income                                           662,151.89                    1,373,236.33
 Total                                                                 662,151.89                    1,373,236.33


41. Non-operating Income

                                                                                                         Unit: RMB
                                                                                         Amount recorded in the
                                                                 Same Period of last
              Item                    Reporting Period                                    current non-recurring
                                                                       year
                                                                                              profit or loss
 Insurance indemnity                          1,179,518.37               1,453,805.83                1,179,518.37
 Income from penalty                           112,645.60                  218,421.07                  112,645.60
 Income generated from
                                               502,640.00                  303,456.00                  502,640.00
 disposal of current assets
 Other                                         144,191.79                1,007,709.34                  144,191.79
 Negative goodwill generated
 from business combination                                              19,924,486.12
 not under the same control
 Total                                        1,938,995.76              22,907,878.36                1,938,995.76


42. Non-operating Expense

                                                                                                         Unit: RMB
                                                                                         Amount recorded in the
                                                     Reporting        Same Period of
                       Item                                                               current non-recurring
                                                      Period             last year
                                                                                              profit or loss
 Donation                                                                  210,000.00
 Loss on disposal of non-current assets               928,118.57           367,435.71                  928,118.57
 Of which: loss on disposal of fixed assets           928,118.57           367,435.71                  928,118.57
 Loss on disposal of current assets                   539,665.92         7,047,215.23                  539,665.92
 Other                                                   6,434.00          168,007.06                    6,434.00
 Total                                              1,474,218.49         7,792,658.00                1,474,218.49


43. Income Tax Expense

(1) List of Income Tax Expense

                                                                                                         Unit: RMB
                         Item                                  Reporting Period         Same Period of last year

                                                         148
Changchai Company, Limited                                                                        Annual Report 2018


 The current income tax calculated as stipulated in
                                                                    13,721,905.60                   2,030,954.40
 the tax law and relevant regulations
 Deferred income tax expense                                            -176,242.93                  -349,287.14
 Total                                                              13,545,662.67                   1,681,667.26


(2) Adjustment Process of Accounting Profit and Income Tax Expense

                                                                                                        Unit: RMB
                                     Item                                               Reporting Period
 Profit before taxation                                                                            75,712,360.51
 Current income tax expense accounted at statutory/applicable tax rate                             11,356,854.08
 Influence of applying different tax rates by subsidiaries                                            362,218.33
 Influence of income tax before adjustment                                                            247,877.80
 Influence of non-taxable income                                                                    -1,301,828.54
 Influence of non-deductable costs, expenses and losses                                             4,128,125.59
 Influence of deductable loss of unrecognized deferred income tax assets at
                                                                                                       23,218.23
 the beginning of the Reporting Period
 Influence of deductable temporary difference or deductable losses of
                                                                                                    2,295,717.17
 unrecognized deferred income tax assets in the Reporting Period
 Tax preference generated from eligible expense                                                     -3,566,519.99
 Income tax expense                                                                                13,545,662.67


44. Cash Flow Statement

(1) Cash Generated from Other Operating Activities

                                                                                                        Unit: RMB
                    Item                               Reporting Period               Same Period of last year
 Subsidy and appropriation                                       5,227,312.03                       8,003,187.23
 Other intercourses in cash                                      2,429,574.19                       5,034,680.92
 Interest income                                                 4,665,445.23                       7,665,735.50
 Total                                                          12,322,331.45                      20,703,603.65


(2) Cash Used in Other Operating Activities

                                                                                                        Unit: RMB
                    Item                               Reporting Period               Same Period of last year
 Selling expense paid in cash                                   70,472,280.14                      42,623,103.17


                                                         149
Changchai Company, Limited                                                                        Annual Report 2018


 Administrative expense paid in cash                               44,119,952.70                    42,894,223.56
 Handling charge                                                     517,221.04                        797,242.10
 Other                                                              1,494,483.87                     1,786,264.01
 Total                                                            116,603,937.75                    88,100,832.84


45. Supplemental Information for Cash Flow Statement

(1) Supplemental Information for Cash Flow Statement

                                                                                                           Unit: RMB
                                                                                             Same period of last
                Supplemental information                           Reporting Period
                                                                                                   year
 1. Reconciliation of net profit to net cash flows
                                                                          --                         --
 generated from operating activities
 Net profit                                                               62,166,697.84             47,137,232.47
 Add: Provision for impairment of assets                                  37,598,498.08             40,960,783.74
 Depreciation of fixed assets, of oil-gas assets, of
                                                                          86,806,660.70             90,190,434.30
 productive biological assets
 Amortization of intangible assets                                         5,248,080.61              6,018,505.30
 Amortization of long-term deferred expenses
 Losses on disposal of fixed assets, intangible assets and
                                                                               -662,151.89          -1,373,236.33
 other long-term assets (gains by "-")
 Losses on the scrapping of fixed assets (gains by “-”)                      928,118.57              367,435.71
 Losses on the changes in fair value (gains by “-”)
 Financial expenses (gains by "-")                                         4,553,608.46              2,119,903.67
 Investment losses (gains by "-")                                       -113,270,824.83            -13,115,817.10
 Decrease in deferred income tax assets (increase by "-")                       27,131.10                 -95,724.39
 Increase in deferred income tax liabilities (decrease by
                                                                               -203,374.03            -253,562.75
 “-”)
 Decrease in inventory (increase by "-")                                 -91,846,479.01            -16,207,075.64
 Decrease in accounts receivable from operating
                                                                         232,739,906.78           -255,524,512.29
 activities (increase by "-")
 Increase in payables from operating activities (decrease
                                                                          63,742,812.33             15,592,612.02
 by "-")
 Other                                                                   -14,009,157.82            -37,486,258.10
 Net cash flows generated from operating activities                      273,819,526.89           -121,669,279.39
 2. Investing and financing activities that do not                        --                         --


                                                            150
Changchai Company, Limited                                                                             Annual Report 2018


 involving cash receipts and payment:
 Debt transferred as capital
 Convertible corporate bond due within one year
 Fixed assets from financing lease
 3. Net increase in cash and cash equivalents                                --                             --
 Closing balance of cash                                                   687,079,639.59              325,263,654.43
 Less: Opening balance of cash                                             325,263,654.43              583,278,129.09
 Add: Closing balance of cash equivalents
 Less: Opening balance of cash equivalents
 Net increase in cash and cash equivalents                                 361,815,985.16              -258,014,474.66


 (2) Cash and Cash Equivalents

                                                                                                                 Unit: RMB
                                Item                                       Ending balance          Beginning balance
 I. Cash                                                                          687,079,639.59       325,263,654.43
 Including: Cash on hand                                                             441,363.70              466,356.31
           Bank deposit on demand                                                 684,620,907.41       324,781,747.27
           Other monetary capital on demand                                         2,017,368.48                 15,550.85
 Accounts deposited in the central bank available for payment
           Deposits in other banks
           Accounts of interbank
 II. Cash equivalents
 Of which: bond investment expired within three months
 III. Ending balance of cash and cash equivalents                                 687,079,639.59       325,263,654.43
 Of which: cash and cash equivalents with restriction in use for
 the Company as the parent or subsidiaries of the Group


46. Assets with Restricted Ownership or Right to Use

                                                                                                                 Unit: RMB
             Item                    Ending carrying value                         Reason for restriction
 Monetary capital                             113,880,397.10       As cash deposit for bank acceptance bill and L/C
 Houses and buildings                            9,151,848.69      Mortgaged for borrowings from banks
 Land use right                                  1,005,328.00      Mortgaged for borrowings from banks
 Machinery equipment                           51,191,810.97       Mortgaged for borrowings from banks


                                                             151
Changchai Company, Limited                                                                                 Annual Report 2018


 Total                                      175,229,384.76                                     --


47. Foreign Currency Monetary Items

(1) Foreign Currency Monetary Items

                                                                                                                  Unit: RMB
                                 Ending foreign currency                                              Ending balance
            Item                                                    Exchange rate
                                         balance                                                     converted to RMB
 Monetary capital                          --                              --
 Of which: USD                             8,960,950.31                             6.8632                   61,500,794.17
            HKD                                 254,028.39                          0.8762                      222,579.68
            SGD                                  54,427.95                          5.0062                      272,477.20
            JPY                           52,511,025.00                           0.061887                    3,249,749.80
 Accounts receivable                       --                                             --                             --
 Of which: USD                             8,969,144.29                             6.8632                   61,557,031.09
 Accounts payable                          --                                             --                             --
 Of which: USD                                      302.60                          6.8632                        2,076.80


48. Government Subsidy

(1) Basic Information on Government Subsidy

                                                                                                                  Unit: RMB
                                                                                                    Amount recorded in the
                    Category                             Amount                 Listed items
                                                                                                     current profit or loss
 Subsidy for the transformation and upgrading
                                                              150,000.00   Other income                         150,000.00
 of industrial and information sectors
 Trinity subsidy                                         2,300,000.00      Other income                       2,300,000.00
 Subsidy for stabilizing posts                                992,136.63   Other income                         992,136.63
 Commercial development fund                                  511,400.00   Other income                         511,400.00
 Relocation compensation                                      665,973.62   Other income                         665,973.62
 R & D and industrialization of off-road diesel
                                                              398,400.00   Other income                         398,400.00
 engine controlled by electricity
 Industry-university-research         cooperation
                                                              200,000.00   Other income                         200,000.00
 subsidy
 One Belt and One Road Project Fund                            30,000.00   Other income                          30,000.00
 Other rewards and subsidies                                  235,775.40   Other income                         235,775.40


                                                             152
Changchai Company, Limited                                                                         Annual Report 2018


 Appropriation of other technological projects           808,000.00   Other income                       808,000.00
 Appropriation for R & D and industrialization
                                                                      Deferred
 of off-road diesel engine controlled by                 646,800.00
                                                                      income
 electricity
                                                                      Deferred
 National major special appropriation                28,770,000.00
                                                                      income
                                                                      Deferred
 Relocation compensation                             20,511,684.84
                                                                      income
 Appropriation or research and development
 and industrialization allocations of national                        Deferred
                                                     10,000,000.00
 III/IV standard high-powered efficient diesel                        income
 engine for agricultural use


(2) Return of Government Subsidy

□ Applicable √ Not applicable

VIII. Equity in Other Entities

1. Equity in Subsidiary

(1) Subsidiaries


                                  Main operating   Registration   Nature of   Holding percentage (%)       Way of
            Name
                                      place           place       business       Directly   Indirectly     gaining

 Changchai Wanzhou
                                   Chongqing       Chongqing      Industry       60.00%                    Set-up
 Diesel Engine Co., Ltd.
 Changzhou Changchai
                                  Changzhou        Changzhou
 Benniu Diesel Engine                                             Industry       99.00%       1.00%        Set-up
                                     City             City
 Fittings Co., Ltd.
 Changzhou Housheng               Changzhou        Changzhou
                                                                  Service     100.00%                      Set-up
 Investment Co., Ltd.                City             City
 Changzhou Changchai
                                  Changzhou        Changzhou
 Housheng Agricultural                                            Industry       70.00%      25.00%        Set-up
                                     City             City
 Equipment Co., Ltd.
                                                                                                         Combinat
 Changzhou Fuji                                                                                           ion not
                                  Changzhou        Changzhou
 Changchai Robin Gasoline                                         Industry    100.00%                    under the
                                     City             City
 Engine Co., Ltd.                                                                                          same
                                                                                                          control



                                                       153
Changchai Company, Limited                                                                                Annual Report 2018


(2) Significant Non-wholly-owned Subsidiary

                                                                                                                Unit: RMB
                                                                                Declaring
                           Shareholding             The profit or loss                                  Balance of
                                                                                dividends
                           proportion of            attributable to the                               non-controlling
       Name                                                                   distributed to
                          non-controlling            non-controlling                                  interests at the
                                                                             non-controlling
                             interests                    interests                                     period-end
                                                                                 interests
 Changchai
 Wanzhou Diesel                          40.00%             447,173.52                                     19,549,806.55
 Engine Co., Ltd.
 Changzhou
 Changchai
 Housheng
                                         5.00%              -301,849.72                                        68,673.56
 Agricultural
 Equipment Co.,
 Ltd.


Holding proportion of non-controlling interests in subsidiary different from voting proportion: not applicable

(3) The Main Financial Information of Significant Not Wholly-owned Subsidiary

                                                                                                                Unit: RMB
                               Ending balance                                         Beginning balance
                                          Curr              Tota                                          Non-
              Curr    Non-                        Non-c                      Non-               Curre
                                           ent                l     Curre                                 curre      Total
  Name         ent    curre     Total             urrent                     curre     Total       nt
                                          liabi             liabi     nt                                    nt      liabili
              asset     nt      assets            liabili                      nt      assets   liabili
                                          litie             litie   assets                                liabili     ties
                s     assets                        ty                       assets               ties
                                            s                 s                                             ty
 Changch
 ai           44,9                        20,7              22,7
                      26,69     71,64             2,000,            51,97    27,42      79,39   29,63      2,000    31,63
 Wanzho       46,8                        66,1              66,1
                      3,776     0,662.            000.0             4,844.   0,469      5,314   8,731       ,000.   8,731
 u Diesel     86.2                        45.9              45.9
                         .10       30                 0                72       .36       .08      .50        00      .50
 Engine          0                           2                 2
 Co., Ltd.
 Changzh
 ou
              35,7                        35,0              35,0
 Changch                        36,40                               38,59               38,94   31,53               31,53
              76,3    625,6               28,5              28,5             346,5
 ai                             1,983.                              7,424.              3,951   3,485               3,485
              02.7    80.72               12.3              12.3             26.83
 Houshen                           51                                  23                 .06      .51                .51
                 9                           0                 0
 g
 Agricult


                                                            154
Changchai Company, Limited                                                                         Annual Report 2018


 ural
 Equipm
 ent Co.,
 Ltd.
                                                                                                          Unit: RMB
                               Reporting Period                                Same period of last year
                                                        Cash                                                Cash
                                            Total                                              Total
                                                        flows                                               flows
   Name       Operating                   comprehe                 Operating                 comprehe
                             Net profit                 from                   Net profit                   from
               revenue                      nsive                   revenue                    nsive
                                                      operating                                           operating
                                           income                                             income
                                                      activities                                          activities
 Changcha
 i
 Wanzhou      46,653,66      1,117,933    1,117,933                64,348,50   1,759,213     1,759,213    6,032,875
 Diesel            0.46            .80          .80                     8.86         .66           .66          .55
 Engine
 Co., Ltd.
 Changzh
 ou
 Changcha
 i
 Houshen
              17,505,78      -6,036,99    -6,036,99                15,715,16                              -10,230,8
 g                                                                             44,885.51     44,885.51
                   4.08           4.34         4.34                     6.92                                  32.08
 Agricultu
 ral
 Equipme
 nt Co.,
 Ltd.


2. Equity in the Structured Entity Excluded in the Scope of Consolidated Financial Statements

Notes to the structured entity excluded in the scope of consolidated financial statements:

     In 2017, the Company set up Changzhou Xietong Private Equity Fund (Limited Partnership) together with
Synergetic Innovation Fund Management Co., Ltd. through joint investment. On 18 October 2018, new partners
were added. In line with the revised Partnership Agreement, the general partner is Synergetic Innovation Fund
Management Co., Ltd., and the limited partners are Changchai Company, Limited, Changzhou Zhongyou
Petroleum Sales Co., Ltd., Changzhou Fuel Co., Ltd., Tong Yinzhu and Tong Yinxin. In accordance with the
Partnership Agreement, the limited partner does not execute the partnership affairs. Thus, the Company does not
control Changzhou Xietong Private Equity Fund (Limited Partnership) and did not include it into the scope of
consolidated financial statements.


                                                         155
Changchai Company, Limited                                                                          Annual Report 2018


IX. The Risk Related to Financial Instruments

      The goal of the Company’s risk management was gaining the balance between the risk and income, and
reduced the negative impact to the operation performance of the Company in the lowest level and maximized the
interests of shareholders and other equity investors. Base on the risk management goal, the basis strategy of the
Company’s risk management was to recognized and analyze all kinds of risk that the Company faced, set up
suitable risk bottom line and conduct risk management, and supervised the risks timely and reliably and control
the risk within the limited scope.
      The main risks of the Company due to financial instruments were credit risk, liquidity risk and market risk.
The management level had reviewed and approved the policies to manage the risks, which summarized as
follows:
      (I) Credit Risk
      Credit risk was one party of the contract failed to fulfill the obligations and causes loss of financial assets of
the other party.
      The credit of risk of the Company mainly was related to account receivable, in order to control the risk, the
Company conduct the following methods.
      The Company only conducts related transaction with approved and reputable third party, in line with the
policy of the Company, the Company need to conduct credit-check for the clients adopting way of credit to
conduct transaction. In addition, the Company continuously monitors the balance of account receivable to ensure
the Company would not face the significant bad debt risk.
      (II) Liquidity Risk
      Liquidity risk is referred to the risk of incurring capital shortage when performing settlement obligation in
the way of cash payment or other financial assets. The policies of the Company are to ensure that there was
sufficient cash to pay the due liabilities.
      The liquidity risk was centralized controlled by the financial department of the Company. The financial
departments through supervising the balance of the cash and securities can be convert to cash at any time and the
rolling prediction of cash flow in future 12 months to ensure the Company has sufficient cash to pay the liabilities
under the case of all reasonable prediction.
      (III) Market Risk
      Market risk is refer to risk of the fair value or future cash flow of financial instrument changed due to the
change of market price, including: foreign exchange rate risk, interest rate risk.
      1. Interest Rate Risk
      Interest rate risk is refers to fluctuation risk of the fair value or future cash flow of financial instrument
change due to the change of market price.
      2. Foreign Exchange Risk
      Foreign exchange rate risk is referred to the risk incurred form the change of exchange rate. As for the
Company’s export business, customers will be given a certain credit term, if the RMB appreciates against the
dollar, the company's accounts receivable will incur foreign currency exchange loss.

X. The Disclosure of Fair Value

1. Ending Fair Value of Assets and Liabilities at Fair Value

                                                                                                           Unit: RMB


                                                          156
Changchai Company, Limited                                                                    Annual Report 2018


                                                                 Ending fair value
                                     Fair value         Fair value           Fair value
             Item
                                   measurement        measurement         measurement items        Total
                                  items at level 1   items at level 2         at level 3
I. Consistent fair value
                                         --                 --                       --              --
measurement
(I) Financial assets at fair
value through profit or loss
1. Trading financial assets
(1) Debt instrument
investment
(2) Equity instrument
investment
(3) Derivative financial assets
2. Financial assets designated
to be measured at fair value
and the changes included into
the current profit or loss
(1) Debt instrument
investment
(2) Equity instrument
investment
(II) Available-for-sale
                                  370,940,000.00                                              370,940,000.00
financial assets
(1) Debt instrument
investment
(2) Equity instrument
                                  370,940,000.00                                              370,940,000.00
investment
(3) Other
(III) Investment property
1. Land use right for lease
2. Buildings leased out
3. Land use right held and
plan to be transferred once
appreciating
(IV) Living assets
1. Consumptive living assets
2. Productive living assets

                                                     157
Changchai Company, Limited                                                                           Annual Report 2018


    Total assets consistently
                                            370,940,000.00                                           370,940,000.00
    measured by fair value
    (V) Trading financial
    liabilities
    Of which: issued trading
    bonds
                  Derivative financial
    liabilities
                  Other
    (VI) Financial liabilities
    designated to be measured at
    fair value and the changes
    recorded into the current
    profit or loss
    Total liabilities consistently
    measured by fair value
    II. Inconsistent fair value
                                                 --                   --                --                  --
    measurement
    (1) Held-to-sale assets
    Total assets inconsistently
    measured by fair value
    Total liabilities inconsistently
    measured by fair value


2. Market Price Recognition Basis for Consistent and Inconsistent Fair Value Measurement Items at Level
1

     The available-for-sale financial assets measured at fair value of the Company were shares with the closing
price as the basis of fair value calculation at period-end.

XI. Related Party and Related-party Transactions

1. Information Related to the Company as the Parent of the Company


                                                                                     Proportion of    Proportion of
                                                                                     share held by     voting rights
                             Registration         Nature of           Registered   the Company as     owned by the
          Name
                                place             business             capital         the parent    Company as the
                                                                                      against the     parent against
                                                                                       Company        the Company

    Changzhou                Changzhou         Investment and     RMB1.2 billion      30.43%            30.43%

                                                                158
Changchai Company, Limited                                                                       Annual Report 2018


 Investment                           operations of
 Group Co., Ltd.                       state-owned
                                       assets, assets
                                       management
                                        (excluding
                                         financial
                                         business),
                                        investment
                                        consulting
                                        (excluding
                                      consulting on
                                      investment in
                                      securities and
                                      options), etc.
Notes: information on the Company as the parent
     On 22 November 2018, Changzhou Government State-owned Assets Supervision and Administration
Commission transferred all 170,845,236 shares of the Company (accounting for 30.43% of the total share capital
of the Company) to Changzhou Investment Group Co., Ltd. for free. In accordance with Changzhou People’s
Government Document (CZF [2006] No. 62), both the Company and Changzhou Investment Group Co., Ltd. are
enterprises which Changzhou People’s Government authorizes Changzhou Government State-owned Assets
Supervision and Administration Commission to perform duties of investors. Thus, after the sharer transfer,
Changzhou Investment Group Co., Ltd. is the controlling shareholder of the Company and Changzhou
Government State-owned Assets Supervision and Administration Commission is still the actual controller of the
Company.
   The final controller of the Company is Changzhou Government State-owned Assets Supervision and
Administration Commission.

2. Subsidiaries of the Company

Refer to Note IX for details.

3. Information on Other Related Parties


                          Name                                        Relationship with the Company
                                                              The director of the Company serves as the senior
 Synergetic Innovation Fund Management Co., Ltd.
                                                                        management of the company


4. Related-party Transactions

There was no related-party transaction during the Reporting Period.




                                                        159
Changchai Company, Limited                                                                     Annual Report 2018


XII. Commitments and Contingency

1. Significant Commitments

As of 31 December 2018, there was no significant commitment for the Company to disclose.

2. Contingency

(1) Significant Contingency on Balance Sheet Date

Previous litigations continuing to the Reporting Period the Company involved:
     Name of defendant               Date of       Name of the litigation or      Amount            Remark
                                    accepted         arbitration institutions     involved
                                                                                (RMB’0,000)
Shandong Hongli Group Co.,                                                         1,436.00        Under the
                                                   Changzhou Intermediate
          Ltd.             27 June 2001                                                         bankruptcy and
                                                       People's Court
                                                                                                  liquidation
Notes:
     About the lawsuit case of Shandong Hongli Group Co., Ltd., the accused company owed accumulatively
RMB 14.36 million to the Company. The Company sued to Changzhou Intermediate People’s Court in 2001 and
sued for compulsory execution in April 2002. Currently, the defendant has started the bankruptcy procedure. The
aforesaid payment has arranged for the full provision for bad debts.

XIII. Events after Balance Sheet Date

1. Profit Distribution

                                                                                                     Unit: RMB
 Profits or dividends to be distributed                                                          14,034,358.2
 Profits or dividends announced to be distributed after the approval


XVI. Other Significant Events

1. Segment Information

(1) If there Was no Reportable Segment, or the Total Amount of Assets and Liabilities of Each Reportable
Segment Could not Be Reported, Relevant Reasons Shall Be Clearly Stated

    Due to the operation scope of the Company and subsidiaries were similar, the Company conduct common
management, did not divide business unit, so the Company only made single branch report.




                                                        160
Changchai Company, Limited                                                                 Annual Report 2018


(2) Other Notes

2. Other Significant Transactions and Events with Influence on Investors’ Decision-making

    As of the approval issue date of financial statements, the Company did not complete the liquidation
procedures of 2018 annual enterprise income tax.

XV. Notes of Main Items in the Financial Statements of the Company as the Parent

1. Notes Receivable and Accounts Receivable


                  Item                        Ending balance                     Beginning balance
 Notes receivable                                         490,519,795.91                   711,474,345.57
 Accounts receivable                                      300,357,283.81                   319,887,051.70
 Total                                                    790,877,079.72                  1,031,361,397.27


(1) Notes Payable
1) Notes Receivable Listed by Category
                                                                                                     Unit: RMB

                  Item                        Ending balance                     Beginning balance
         Bank acceptance bill                             490,519,795.91                   711,474,345.57
                Total                                     490,519,795.91                   711,474,345.57
                                                                                                     Unit: RMB

2) There Was No Notes Receivable Pledged by the Company at the Period-end
3) Notes Receivable Endorsed by the Company or Discounted and not due on the Balance Sheet Date at the
Period-end
                                                                                                     Unit: RMB

                                         Derecognized Amount at the        Non-derecognized amount at the
                  Item
                                                period-end                          period-end
         Bank acceptance bill                             379,379,946.33
                Total                                     379,379,946.33
4) There Was No Notes Transferred to Accounts Receivable because Drawer of the Notes Failed to Execute
the Contract or Agreement

(2) Accounts Receivable

1) Accounts Receivable Classified by Category
                                                                                                 Unit: RMB
    Category                    Ending balance                              Beginning balance


                                                    161
Changchai Company, Limited                                                                            Annual Report 2018


                         Carrying           Bad debt                     Carrying           Bad debt
                         amount             provision                    amount             provision
                                                             Carryi
                                                   Withd                                          Withdra     Carryin
                                                              ng
                      Amou        Propo   Amou     rawal                Amo    Propo     Amou       wal       g value
                                                             value
                       nt         rtion    nt      propo                unt    rtion      nt      proporti
                                                    rtion                                            on
 Accounts
 receivable with
 significant                                                            35,2
                      32,00                28,99             3,017,                      30,401
 single amount                                      90.57               74,6                                   4,873,6
                      8,110.      6.12%   0,420.             689.8             6.52%     ,000.8    86.18%
 for which bad                                         %                03.6                                     02.82
                         06                   19                 7                            5
 debt provision                                                            7
 separately
 accrued
 Accounts
 receivable
                                                                        505,
 withdrawal of        487,5               190,2               297,3                      190,12
                                  93.15             39.02               142,   93.30                          315,013
 bad          debt    66,50               26,91               39,59                      9,532.    37.64%
                                     %                 %                981.      %                            ,448.88
 provision of by       7.88                3.94                3.94                          72
                                                                         60
 credit       risks
 characteristics:
 Accounts
 receivable with
 insignificant
                      3,815,              3,815,                        974,
 single amount                                      100.0                                974,98     100.00
                       656.9      0.73%    656.9                        986.   0.18%
 for which bad                                        0%                                   6.14         %
                           5                   5                         14
 debt provision
 separately
 accrued
                                                                        541,
                      523,3               223,0               300,3                      221,50
                                  100.0             42.61               392,   100.0                          319,887
 Total                90,27               32,99               57,28                      5,519.    40.91%
                                    0%                 %                571.     0%                            ,051.70
                       4.89                1.08                3.81                          71
                                                                         41
Accounts receivable with single significant amount for which bad debt provision separately accrued at the end of
the period
√ Applicable □ not applicable
                                                                                                             Unit: RMB
                                                                  Ending balance
 Accounts receivable
                               Accounts                                        Withdrawal
     (by units)                                    Bad debt provision                             Withdrawal reason
                               receivable                                      proportion
 Customer 1                        1,902,326.58          1,902,326.58                  100.00%    Difficult to recover


                                                            162
Changchai Company, Limited                                                                              Annual Report 2018


 Customer 2                                                                                         Expected to
                                   1,161,700.00                580,850.00                 50.00%
                                                                                                    difficultly recover
 Customer 3                        6,215,662.64           6,215,662.64                    100.00%   Difficult to recover
 Customer 4                                                                                         Expected to
                                   2,484,497.34           2,177,910.92                    87.66%
                                                                                                    difficultly recover
 Customer 5                                                                                         Expected to
                                   3,279,100.00           3,279,100.00                    100.00%
                                                                                                    difficultly recover
 Customer 6                                                                                         Expected to
                                   2,068,377.01           2,068,377.01                    100.00%
                                                                                                    difficultly recover
 Customer 7                        5,359,381.00           5,359,381.00                    100.00%   Difficult to recover
 Customer 8                        2,584,805.83           2,584,805.83                    100.00%   Difficult to recover
 Customer 9                        1,679,109.54           1,679,109.54                    100.00%   Difficult to recover
 Customer 10                                                                                        Expected to
                                   1,470,110.64           1,470,110.64                    100.00%
                                                                                                    difficultly recover
 Customer 11                                                                                        Expected to
                                   3,803,039.48           1,672,786.03                    43.99%
                                                                                                    difficultly recover
 Total                            32,008,110.06          28,990,420.19               --                      --
In the groups, accounts receivable adopted aging analysis method to withdraw bad debt provision:
√ Applicable □ not applicable
                                                                                                                  Unit: RMB
                                                                       Ending balance
            Aging
                                    Accounts receivable              Bad debt provision        Withdrawal proportion
 Subentry within 1 year
 Subtotal of within 1 year                 289,548,156.74                     5,790,963.13                          2.00%
 1 to 2 years                               12,197,754.24                      609,887.71                           5.00%
 2 to 3 years                                1,376,768.52                      206,515.28                          15.00%
 3 to 4 years                                     929,020.59                   278,706.18                          30.00%
 4 to 5 years                                     434,915.38                   260,949.23                          60.00%
 Over 5 years                              183,079,892.41                   183,079,892.41                        100.00%
 Total                                     487,566,507.88                   190,226,913.94
In the groups, accounts receivable adopted balance percentage method to withdraw bad debt provision:
□ Applicable √ Not applicable

(2) Bad Debt Provision Withdrawal, Reversed or Recovered in the Reporting Period

    The withdrawal amount of the bad debt provision during the Reporting Period was of RMB5,902,476.58; the
amount of the reversed or collected part during the Reporting Period was of RMB4,375,005.21.


                                                               163
Changchai Company, Limited                                                                         Annual Report 2018


(3) There Was No Particulars of the Actual Verification of Accounts Receivable during the Reporting
Period

(4) Top 5 of the Ending Balance of the Accounts Receivable Collected according to Arrears Party

     At the period-end, the total top 5 of the ending balance of the accounts receivable collected according to
arrears party was RMB206,150,555.84, accounting for 39.39% of the total ending balance of accounts receivable.
The ending balance of bad debt provision withdrawn was RMB4,123,011.12.

2. Other Receivables


                 Item                            Ending balance                         Beginning balance
 Other receivables                                             21,681,331.85                          11,798,211.40
 Total                                                         21,681,331.85                          11,798,211.40


(1) Other Receivables

1) Other Receivables Disclosed by Category

                                                                                                           Unit: RMB
                                   Ending balance                                  Beginning balance
                        Carrying         Bad debt                      Carrying           Bad debt
                        amount           provision                     amount             provision
                                                          Carryi
     Category                                   Withd                                           Withdra     Carryin
                                                           ng
                      Amou     Propo   Amou     rawal               Amo     Propo      Amou       wal       g value
                                                          value
                       nt      rtion    nt      propo               unt     rtion       nt      proporti
                                                 rtion                                             on
 Other
 receivables with
 significant
                      2,853,           2,853,                        2,85
 single amount                                  100.0                                  2,853,    100.00
                       188.0   5.46%    188.0                        3,18   6.83%
 for which bad                                    0%                                   188.02        %
                           2                2                        8.02
 debt provision
 separately
 accrued
 Other
 receivables
                                                                     36,8
 withdrawn bad         47,22            25,53             21,68                        25,017
                               90.41            54.09                15,6      88.14                        11,798,
 debt provision       1,087.           9,755.             1,331.                       ,453.1   67.95%
                                  %                %                 64.5         %                          211.40
 according       to       70               85                85                             9
                                                                        9
 credit       risks
 characteristics


                                                         164
Changchai Company, Limited                                                                                  Annual Report 2018


 Other
 receivables with
 insignificant
                     2,158,               2,158,                            2,09
 single amount                                       100.0                                    2,099,       100.00
                      775.1   4.13%        775.1                            9,38    5.03%
 for which bad                                         0%                                     382.02           %
                          4                    4                            2.02
 debt provision
 separately
 accrued
                                                                            41,7
                      52,23                30,55                 21,68                        29,970
                                  100.0              58.49                  68,2      100.0                          11,798,
 Total               3,050.               1,719.                 1,331.                       ,023.2   71.75%
                                    0%                  %                   34.6        0%                            211.40
                         86                   01                    85                             3
                                                                               3
Other receivables with significant single amount for which bad debt provision separately accrued at the end of the
period
√ Applicable □ Not applicable
                                                                                                                    Unit: RMB
                                                                                Ending balance
          Other receivables (unit)                    Other               Bad debt            Withdrawal       Withdrawal
                                                   receivables            provision           proportion        reason
                                                                                                               Difficult to
 Changchai Group Imp. & Exp. Co., Ltd.             2,853,188.02           2,853,188.02            100.00%
                                                                                                               recover
 Total                                             2,853,188.02           2,853,188.02            --                 --
Among these groups, other receivables adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Not applicable
                                                                                                                    Unit: RMB
                                                                          Ending balance
            Aging
                                     Other receivables               Bad debt provision           Withdrawal proportion
 Subentry within 1 year
 Subtotal within 1 year                     20,056,261.64                          401,125.23                         2.00%
 1 to 2 years                                1,795,421.38                           89,771.07                         5.00%
 2 to 3 years                                  269,006.89                           40,351.03                        15.00%
 3 to 4 years                                      96,930.77                        29,079.23                        30.00%
 4 to 5 years                                      60,094.33                        36,056.60                        60.00%
 Over 5 years                               24,943,372.69                      24,943,372.69                        100.00%
 Total                                      47,221,087.70                      25,539,755.85
Among these groups, other receivables adopting balance percentage method to withdraw bad debt provision
□ Applicable √ Not applicable
Among these groups, other receivables adopting other methods to withdraw bad debt provision:


                                                               165
Changchai Company, Limited                                                                     Annual Report 2018


□ Applicable √ Not applicable

2) Bad Debt Provision Withdrawal, Reversed or Recovered in the Reporting Period

The withdrawal amount of the bad debt provision during the Reporting Period was of RMB581,695.78; the
amount of the reversed or collected part during the Reporting Period was of RMB0.00.

3) There Was No Particulars of the Actual Verification of Other Receivables during the Reporting Period

4) Other Receivables Classified by Nature

                                                                                                     Unit: RMB
                   Nature                     Ending carrying amount          Beginning carrying amount
 Cash deposit & Margin                                           4,200.00                             4,200.00
 Intercourse funds among units                              36,267,607.16                       25,497,534.34
 Petty cash and borrowings by employees                       596,876.87                           912,133.46
 Other                                                      15,364,366.83                       15,354,366.83
 Total                                                      52,233,050.86                       41,768,234.63


5) Top 5 of the Ending Balance of Other Receivables Collected according to the Arrears Party

                                                                                                     Unit: RMB
                                                                              Proportion to         Ending
                                              Ending                         ending balance       balance of
     Name of the entity           Nature                         Aging
                                              balance                         of total other       bad debt
                                                                              receivables%        provision
 Changzhou Changchai
                              Intercourse
 Benniu Diesel Engine                       10,000,000.00    Within 1 year          19.14%         200,000.00
                              funds
 Fittings Co., Ltd.
 Changzhou Changchai
                              Intercourse
 Housheng Agricultural                       8,165,948.87    Within 1 year          15.63%         163,318.98
                              funds
 Equipment Co., Ltd.
 Changzhou Compressors        Intercourse
                                             2,940,000.00    Over 5 years            5.63%       2,940,000.00
 Factory                      funds
 Changchai Group Imp. &       Intercourse
                                             2,853,188.02    Over 5 years            5.46%       2,853,188.02
 Exp. Co., Ltd.               funds
 Changzhou New District       Intercourse
                                             1,626,483.25    Over 5 years             3.11%      1,626,483.25
 Accounting Centre            funds
 Total                              --      25,585,620.14          --               48.97%       7,782,990.25




                                                     166
Changchai Company, Limited                                                                               Annual Report 2018


3. Long-term Equity Investment

                                                                                                               Unit: RMB
                                   Ending balance                                       Beginning balance
     Item             Carrying      Depreciation      Carrying            Carrying        Depreciation       Carrying
                      amount          reserve          value              amount            reserve           value
 Investment to      241,752,730.                     241,752,730.        231,752,730.                       231,752,730.
 subsidiaries                03                               03                   03                                03
 Investment to
 joint ventures
 and                   44,182.50         44,182.50                         44,182.50         44,182.50
 associated
 enterprises
                    241,796,912.                     241,752,730.        231,796,912.                       231,752,730.
 Total                                   44,182.50                                           44,182.50
                             53                               03                   53                                03


(1) Investment to Subsidiaries

                                                                                                               Unit: RMB
                                                                                                               Ending
                                                                                              Depreciati
                             Beginning                           Decre                                        balance of
         Investee                               Increase                  Ending balance      on reserve
                              balance                             ase                                         depreciati
                                                                                              withdrawn
                                                                                                              on reserve
 Changchai
 Wanzhou Diesel            51,000,000.00                                    51,000,000.00
 Engine Co., Ltd.
 Changzhou
 Changchai Benniu
                           96,466,500.00                                    96,466,500.00
 Diesel Engine
 Fittings Co., Ltd.
 Changzhou
 Housheng
                           30,000,000.00     10,000,000.00                  40,000,000.00
 Investment Co.,
 Ltd.
 Changzhou
 Changchai
 Housheng                    7,000,000.00                                    7,000,000.00
 Agricultural
 Equipment Co., Ltd.
 Changzhou Fuji
                           47,286,230.03                                    47,286,230.03
 Changchai Robin

                                                           167
Changchai Company, Limited                                                                      Annual Report 2018


 Gasoline Engine
 Co., Ltd.
 Total                  231,752,730.03    10,000,000.00               241,752,730.03


(2) Investment to Joint Ventures and Associated Enterprises

                                                                                                         Unit: RMB
                                                 Increase/decrease
                                        Gains
                                                 Adjust                                                   Endin
                                         and                          Cash
                                                  ment                         Withd                         g
                                        losses                       bonus
           Begin                                   of                           rawal           Endin     balanc
                     Additi   Reduc    recogn               Chang       or
 Invest     ning                                  other                           of              g        e of
                      onal      ed       ized                es of   profits
   ee      balanc                                compr                         impair   Other   balanc    deprec
                     invest   invest    under               other    annou
              e                                  ehensi                         ment              e       iation
                      ment     ment       the               equity    nced
                                                   ve                          provis                     reserv
                                       equity                           to
                                                 incom                           ion                         e
                                       metho                          issue
                                                    e
                                           d
 I. Joint ventures
 II. Associated enterprises
 Beijin
 g
 Tsingh
 ua
 Xingy
 e
 Indust    44,182                                                                               44,182    44,182
 rial         .50                                                                                  .50        .50
 Invest
 ment
 Mana
 gemen
 t Co.,
 Ltd.
 Subtot    44,182                                                                               44,182    44,182
 al           .50                                                                                  .50        .50
           44,182                                                                               44,182    44,182
 Total
              .50                                                                                  .50        .50




                                                          168
Changchai Company, Limited                                                                          Annual Report 2018


(3)Other Notes

4. Operating Revenue and Cost of Sales

                                                                                                              Unit: RMB
                                         Reporting Period                          Same period of last year
         Item
                          Operating revenue          Cost of sales       Operating revenue         Cost of sales
 Main operations             1,929,864,957.32       1,659,272,787.45      2,208,546,755.61        1,913,570,161.64
 Other operations              38,862,108.04           30,434,073.18            27,259,235.38        18,109,162.04
 Total                       1,968,727,065.36       1,689,706,860.63      2,235,805,990.99        1,931,679,323.68


5. Investment Income

                                                                                                              Unit: RMB
                       Item                                  Reporting Period             Same period of last year
 Investment income from holding of
                                                                       7,597,950.00                  10,709,750.99
 available-for-sale financial assets
 Investment income from disposal of
                                                                     104,866,770.49
 available-for-sale financial assets
 Total                                                               112,464,720.49                  10,709,750.99


XVI. Supplementary Materials

1. Items and Amounts of Non-recurring Profit or Loss

√ Applicable □ Not applicable
                                                                                                              Unit: RMB
                                  Item                                     Amount                     Note

 Gains/losses on the disposal of non-current assets                        -265,966.68

 Government grants recognized in the current period, except for
 those acquired in the ordinary course of business or granted at
                                                                          6,291,685.65
 certain quotas or amounts according to the government’s
 unified standards

 Capital occupation charges on non-financial enterprises that
                                                                            938,737.87
 are recorded into current gains and losses

 Gain/loss from change of fair value of transactional assets and                           Sale of the 20,000,000
 liabilities, and investment gains from disposal of transactional       105,672,874.83     Bank of Jiangsu shares
 financial assets and liabilities and available-for-sale financial                         in the Reporting Period

                                                            169
Changchai Company, Limited                                                                        Annual Report 2018


 assets, other than valid hedging related to the Company’s
 common businesses

 Reverse of bad debt provision of account receivable
                                                                      10,000,000.00
 individually conducting impairment test

 Other non-operating income and expenses other than the above          1,392,895.84

 Less: Income tax effects                                             18,670,371.98

 Non-controlling interests effects                                          5,285.36

                              Total                                  105,354,570.17                 --

Explain the reasons if the Company classifies an item as an non-recurring gain/loss according to the definition in
the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Non-recurring Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said
explanatory announcement as a recurrent gain/loss item
 Applicable √ Not applicable

2. Return on Equity and Earnings Per Share


                                                             Weighted average          EPS (Yuan/share)
               Profit as of Reporting Period
                                                                ROE (%)            EPS-basic         EPS-diluted
 Net profit attributable to ordinary shareholders of the
                                                                        2.84%              0.11              0.11
 Company
 Net profit attributable to ordinary shareholders of the
                                                                       -1.99%             -0.08             -0.08
 Company after deduction of non-recurring profit or loss




                                                       170
Changchai Company, Limited                                                        Annual Report 2018




                     Part XII Documents Available for Reference

     1. The financial statements signed and sealed by the Company’s legal representative, General
Manager and head of the financial department;
     2. The original copy of the Independent Auditor’s Report signed and sealed by the CPAs, as
well as sealed by the CPA firm;
     3. The originals of all the Company’s documents and announcements which were disclosed on
Securities Time and Ta Kung Pao (HK) (newspapers designated by the CSRC for information
disclosure) during the Reporting Period; and
     4. The Annual Report disclosed on other stock markets.
     The above-mentioned documents available for reference are all kept in the Secretariat of the
Board of Directors of the Company and the Shenzhen Stock Exchange.
     This Annual Report and its abstract have been prepared in both Chinese and English. Should
there be any discrepancies or misunderstandings between the two versions, the Chinese version
shall prevail.



                                                                  The Board of Directors
                                                              Changchai Company, Limited
                                                                        11 April 2019




                                               171