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苏常柴B:2019年年度报告(英文版)2020-04-11  

						Changchai Company, Limited                        Annual Report 2019




             CHANGCHAI COMPANY, LIMITED

                             ANNUAL REPORT 2019




                                 April 2020




                                     1
Changchai Company, Limited                                                                                            Annual Report 2019




                                                  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............................................................13

Part V Significant Events.................................................................................................................34

Part VI Share Changes and Shareholder Information................................................................. 48

Part VII Preferred Shares................................................................................................................54

Part VIII Convertible Corporate Bonds........................................................................................ 55

Part IX Directors, Supervisors, Senior Management and Staff...................................................56

Part X Corporate Governance........................................................................................................ 63

Part XI Corporate Bonds.................................................................................................................71

Part XII Financial Statements.........................................................................................................72

Part XIII Documents Available for Reference............................................................................. 215




                                                                     2
Changchai Company, Limited                                                     Annual Report 2019




            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.
    All the Company’s directors have attended the Board meeting for the review of this
Report and its summary.
     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,
the Company has no final dividend plan, either in the form of cash or stock.
     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 2019




                                            Definitions


                      Term                                           Definition
                                                 Changchai Company, Limited and its consolidated
The “Company”, “Changchai” or “we”         subsidiaries, except where the context otherwise
                                                 requires
                                                 Changzhou Changchai Benniu Diesel Engine Fittings
Changchai Benniu
                                                 Co., Ltd.
Changchai Wanzhou                                Changchai Wanzhou Diesel Engine Co., Ltd.
Housheng Investment                              Changzhou Housheng Investment Co., Ltd.
                                                 Changzhou Changchai Housheng Agricultural
Housheng Agricultural Equipment
                                                 Equipment Co., Ltd.
                                                 Changzhou Fuji Changchai Robin Gasoline Engine
Changchai Robin
                                                 Co., Ltd.
Changchai Machinery                              Jiangsu Changchai Machinery Co., Ltd.
                                                 Expressed in the Chinese currency of Renminbi,
RMB, RMB’0,000
                                                 expressed in tens of thousands of Renminbi
                                                 The period from 1 January 2019 to 31 December
The “Reporting Period” or “Current Period”
                                                 2019




                                                   4
Changchai Company, Limited                                                               Annual Report 2019




        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.
                                    CHANGCAHI 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


                                                    5
Changchai Company, Limited                                                                       Annual Report 2019


                                                 Board Secretariat of the Company and the Shenzhen Stock
Place where this Report is lodged
                                                 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                              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
                                                                           2019-over-2018
                                        2019                 2018                                    2017
                                                                             change (%)
 Operating revenue (RMB)           2,040,133,717.30   2,132,902,718.60               -4.35%     2,423,058,958.29
 Net profit attributable to the
 listed             company’s       24,934,586.11       62,021,374.04              -59.80%       46,431,302.73
 shareholders (RMB)



                                                         6
Changchai Company, Limited                                                                   Annual Report 2019


 Net profit attributable to the
 listed             company’s
 shareholders           before      14,376,783.21      -43,333,196.13                   -     18,818,435.16
 exceptional gains and losses
 (RMB)
 Net       cash   generated
 from/used in operating             -20,542,857.52    273,819,526.89                    -   -121,669,279.39
 activities (RMB)
 Basic earnings per share
                                             0.04                0.11         -63.64%                   0.08
 (RMB/share)
 Diluted earnings per share
                                             0.04                0.11         -63.64%                   0.08
 (RMB/share)
 Weighted average return on
                                            1.20%              2.84%           -1.64%                 2.00%
 equity (%)
                                                                         Change of 31
                                                                        December 2019
                                   31 December        31 December                            31 December
                                                                           over 31
                                       2019               2018                                   2017
                                                                        December 2018
                                                                             (%)
 Total assets (RMB)               3,484,975,990.48   3,542,019,195.75          -1.61%       3,722,905,285.05
 Equity attributable to the
 listed           company’s      2,109,239,597.94   2,043,308,026.74           3.23%       2,246,896,857.86
 shareholders (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.

3. Reasons for Accounting Data Differences Above

□ Applicable √ Not applicable


                                                       7
Changchai Company, Limited                                                                          Annual Report 2019


VIII Key Financial Information by Quarter

                                                                                                          Unit: RMB
                                              Q1                  Q2                 Q3                   Q4
 Operating revenue                    557,670,611.48          558,159,234.11     460,579,449.28      463,724,422.4
 Net profit attributable to the
                                           2,518,025.10        16,539,999.97         950,668.62       4,925,892.42
 listed company’s shareholders
 Net profit attributable to the
 listed company’s shareholders
                                           1,083,678.62        13,143,476.97         197,704.53          -48,076.91
 before exceptional gains and
 losses
 Net cash generated from/used in
                                      -63,832,631.41          -90,395,073.36     -23,645,425.75     157,330,273.00
 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                             2019                 2018            2017              Note
 Gain or loss on disposal             of
 non-current assets (inclusive        of        1,914,137.47           -265,966.68   1,005,800.62
 impairment allowance write-offs)
 Government subsidies charged to
 current profit or loss (exclusive of
 government subsidies given in the
 Company’s ordinary course of                  5,312,295.51        6,291,685.65     8,456,560.85
 business at fixed quotas or amounts as
 per the government’s uniform
 standards)
 Capital occupation charges          on
 non-financial enterprises that      are           536,504.84          938,737.87    1,200,592.21
 charged to current profit or loss




                                                          8
Changchai Company, Limited                                                                     Annual Report 2019


 Gain equal to the amount by which
 investment costs for the Company to
 obtain subsidiaries, associates and
 joint ventures are lower than the                                            19,924,486.12
 Company’s enjoyable fair value of
 identifiable net assets of investees
 when making investments
 Gain or loss on fair-value changes in
 held-for-trading    and      derivative
 financial assets and liabilities &
 income       from      disposal      of
 held-for-trading    and      derivative
                                               -49,255.00   105,672,874.83       654,862.68
 financial assets and liabilities and
 other investments in debt obligations
 (exclusive of the effective portion of
 hedges that arise in the Company’s
 ordinary course of business)
 Non-operating income and expense
                                              372,534.93       1,392,895.84    -4,441,830.05
 other than the above
 Gain or loss on re-measurement by the
 fair value of equity interests in joint
 ventures before acquisition dates in                                          1,751,203.43
 business combinations not under
 common control
 Reversed portions of impairment
 allowances for entrustment loans
                                             4,000,000.00     10,000,000.00
 which are tested individually for
 impairment
 Less: Income tax effects                    1,520,857.98     18,670,371.98      951,629.77
        Non-controlling interests effects
                                                 7,556.87          5,285.36       -12,821.48
 (net of tax)
 Total                                      10,557,802.90   105,354,570.17    27,612,867.57            --

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 2019




                                   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

                                      During the reporting period, the company set up a wholly-owned
 Equity assets                        subsidiary, Jiangsu Changchai Machinery Co., Ltd. , and invested in
                                      Jiangsu Housheng New Energy Technology Co., Ltd.
                                      The ending amount stood at RMB6,353,920.33, down 81.51% from the
 Other current assets
                                      beginning amount, primarily driven by a decrease in VAT withheld.


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 brand "Changchai" is the earliest

domestic trademark of production goods known as China's well-known trademarks. The diesel engine of

"Changchai" brand is China's brand-name product. The enterprise has been certified by ISO9001 and IATF16949

quality systems, ISO14001 environmental management system, ISO/TS16949 automotive product quality

management system, and accessed to the national export-free enterprise qualification. Changchai was honorably

                                                         10
Changchai Company, Limited                                                                        Annual Report 2019


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”, “Quality Management Excellence Award

of Jiangsu Province ” and “ Mayor Quality Award of Changzhou City ” . The Company has been among the

“Jiangsu Independent Industries Brand Top 50”for four years in a row. Also, it has been among the 10 users’ most

satisfied leading brands in “Jing Geng” competition for many years. In 2019, the Company once again was given

the title of “ Top 50 Industrial Brands of Jiangsu Province ” , “ China's Agricultural Machinery Parts and

Components Leading Enterprises”, “National Model Enterprise for Trustworthy Product and Service Quality” and

“China’s Top 500 Most Valuable Brands”, among others. 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. Its 4G33TC diesel engine has been included in the provincial catalog of key new technologies

and products to be promoted. Its 4G33TC and 3M78 diesel engines have been recognized as “high-tech products”

at the provincial level. The 4G33V16 Multi-Cylinder Diesel Engine won the China Agricultural Machinery

Industry Annual Product Innovation Award, The Speed Regulator for Single-Cylinder Diesel Engines—one of the

Company’s patented technologies, won the China Patent Excellence Award, and three other products including the

H16 Diesel Engine were recognized as “High-Tech Product” at the municipal level. During the Reporting Period,

the Company filed for 9 patents and was granted 10 patents. Currently, the Company has a total of 138 patents

granted by authorities at home and abroad, including 12 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 over 800 service stations. In addition, in order to meet the National Emission Standard

IV for Non-Road Vehicles and provide better after-sales service for customers, a service monitoring platform with

Changchai characteristics has been put in place. With a perfect diesel sales service network system, the Company

                                                         11
Changchai Company, Limited                                                      Annual Report 2019


is able to provide high quality, efficient and timely services for customers.




                                                          12
Changchai Company, Limited                                                                     Annual Report 2019



           Part IV Operating Performance Discussion and Analysis

I Overview

      In 2019, China’s economic situation was extremely severe, with much greater risks and challenges at home
and abroad. The agricultural machinery market remained under depression due to multiple factors such as changes
to the agricultural subsidy policy, stricter emission regulations for diesel engines, more stringent inspection of
safety and environmental protection, fluctuating prices of raw materials, weaker purchasing power of farmers and
the China-U.S. trade war. Amid the deep change in the agricultural machinery industry and the harsh market
environment, the Company formulated effective operating strategies, refined the product mix, worked on segment
markets, strengthened quality control and enhanced internal management. As a result, despite a decreasing output
and sales volume in the industry as a whole, the Company managed to maintain stable and orderly development.
Certain business indicators such as the sales volume decreased, but slower than the industry average. During the
Reporting Period, the Company sold 675,000 units of diesel engines, gasoline engines and related generator sets,
including 138,100 units of gasoline engines, generating total sales revenue of RMB2,040,133,717.30, a drop of
4.35% year-on-year.
      In terms of product development and supporting areas, the Company has completed the development of
several models of single-cylinder common rail diesel engines to fully meet the State III emission standards of
three-wheels and State IV emission standards of non-road mobile machinery. The Company has established
all-round connection with industrial mainstream brands for products of State IV standards. For the key product
4G36V16 diesel, it has completed the calibration of emission source machines for multiple after-treatment modes
and multiple power ranges, with a diversity of plant protection tractors as supporting products. The Company
developed supporting resources on all fronts, completed supporting promotion for a number of product models
and achieved marked growth in market alignment.
      In terms of market service, the Company further optimized and expanded the franchised dealer team,
strengthened the franchised dealer network, enhanced franchise loyalty, improved the aftermarket sales and
service network, developed new dealers and beefed up the sales and management of accessories. The Company
continued to enhance service quality, fully promoted the experience of modular management of busy farming
seasons, intensified training for market service personnel, main engine plants and dealers, explored the service
application of Internet+, drove the analysis, integration and application management of quality information and
service data and improved the overall service capacity of service resources.
      In terms of quality management, the Company further implemented quality projects, refined system
management and successfully passed the external review for IATF16949 and the ISO9001 quality system and the
on-site monitoring and review of CNAS. It enhanced the quality of whole machines and parts on all fronts, made
continuous efforts to improve product quality, optimized work flows in a number of aspects, including testing
equipment, product parts traceability systems and quality improvement projects, and refined processes, leading to
enhancement in product image.
      In terms of internal management, the Company strengthened production organization and management
according to the actual situation, continuously improved the supply system, intensified delicacy management of
cost and inventory, and promoted cost reduction and expenditure minimization as a response to the continuous
market downturn, leading to substantial achievements in cost reduction and efficiency enhancement and
improvements in production and operation efficiency.
      During the Reporting Period, the Company established Jiangsu Changchai Machinery Co., Ltd. to implement

                                                       13
Changchai Company, Limited                                                                           Annual Report 2019


light engine and casting relocation projects. The new subsidiary has a registered capital of RMB300 million with
RMB10 million already paid up. Early-stage work of the project, including feasibility demonstration, planning,
design and registration, has been completed. So far, construction has commenced. The project is planned to be
completed and put into operation in 2021.

II Core Business Analysis

1. Overview

See “I Overview” above.

2. Revenue and Cost Analysis

(1) Breakdown of Operating Revenue

                                                                                                           Unit: RMB
                                   2019                                       2018
                                          As % of total                              As % of total
                                                                  Operating                           Change (%)
                    Operating revenue       operating                                  operating
                                                                   revenue
                                          revenue (%)                                revenue (%)
 Total                2,040,133,717.30           100%          2,132,902,718.60              100%            -4.35%
 By operating division
 Internal
 combustion           2,001,911,782.04         98.13%          2,093,039,249.58            98.13%            -4.35%
 engines
 Other                    38,221,935.26          1.87%           39,863,469.02              1.87%            -4.29%
 By product category
 Diesel engines       1,856,130,365.33         90.98%          1,945,336,290.52            91.21%            -4.59%
 Gasoline
                         133,936,656.91          6.57%          130,329,100.71              6.11%             2.77%
 engines
 Other                    50,066,695.06          2.45%           57,237,327.37              2.68%           -12.53%
 By operating segment

 Domestic                                      84.61%          1,785,012,986.06            83.69%            -3.30%
                      1,726,174,312.79
 Overseas                313,959,404.51        15.39%           347,889,732.54             16.31%            -9.75%


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

√ Applicable □ Not applicable
                                                                                                           Unit: RMB

                                                          14
Changchai Company, Limited                                                                            Annual Report 2019


                                                                                                        YoY change
                                                                       YoY change     YoY change
                   Operating                          Gross profit                                        in gross
                                   Cost of sales                       in operating    in cost of
                    revenue                             margin                                          profit margin
                                                                       revenue (%)     sales (%)
                                                                                                             (%)
 By operating division
 Internal
                  2,001,911,78     1,679,856,89
 combustion                                                16.09%            -4.35%          -5.74%            1.24%
                          2.04             1.00
 engines
 By product category

 Diesel           1,856,130,36     1,560,642,19
                                                           15.92%            -4.59%          -5.65%            0.95%
 engines                  5.33             5.38
 Gasoline         133,936,656.     108,678,942.
                                                           18.86%            2.77%           -4.68%            6.34%
 engines                    91              40
                  50,066,695.0     40,328,639.9
 Other                                                     19.45%           -12.53%       -11.05%             -1.34%
                             6                7
 By operating segment
                  1,726,174,31     1,404,826,59
 Domestic                                                  18.62%            -3.30%          -4.74%            1.24%
                          2.79             1.91
                  313,959,404.     304,823,185.
 Overseas                                                   2.91%            -9.75%       -10.01%              0.28%
                            51              84

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                  2019             2018             Change (%)
     division
                    Unit sales          Unit                           536,932          556,443               -3.51%
 Diesel engines     Output              Unit                           519,339          562,223               -7.63%
                    Inventory           Unit                            48,003           65,596              -26.82%
□ 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

                                                           15
Changchai Company, Limited                                                                    Annual Report 2019


                                              2019                            2018
                                                      As % of                         As % of
   Product                                                                                          Change
                    Item                             total cost                      total cost
   category                        Cost of sales                   Cost of sales                     (%)
                                                      of sales                        of sales
                                                        (%)                             (%)

 Diesel         Raw
                                  1,317,459,424.33     78.43%     1,422,647,277.45     78.45%         -7.39%
 engines        materials
 Diesel
                Labor cost         214,361,508.91      12.76%      238,105,274.10      13.13%         -9.97%
 engines
 Diesel         Depreciati
                                    74,355,935.23        4.43%      75,456,887.66        4.16%        -1.46%
 engines        on
 Diesel
                Energy              27,773,748.68        1.65%      28,471,079.99        1.57%        -2.45%
 engines

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

√Yes □ No
     Changchai Company, Limited (hereinafter referred to as “the Company”) reviewed and approved the
Proposal on Establishing the Wholly-owned Subsidiary to Implement the Project of Producing Light Engines and
Casting on the extraordinary board meeting held on 25 February 2019. The Board agreed the Company to invest
RMB0.3 billion for establishing the wholly-owned subsidiary to implement the project of producing light engines
and casting. For details, please refer to the Announcement on the External Investment and Intention of
Establishing the Wholly-owned Subsidiary (No.:2019-004) disclosed on Securities Times, Hong Kong Ta Kung
Pao and Cninfo on 26 February 2019. On 6 March 2019, the wholly-owned subsidiary completed the registration
procedures and obtained the Business License issued by the Administrative Examination and Approval Authority
of Changzhou State Hi-Tech Industry Development Zone (Xinbei District). For more details, please refer to the
Announcement on the Progress of External investment and Intention of Establishing the Wholly-owned
Subsidiary (No.: 2019-005) disclosed on Securities Times, Hong Kong Ta Kung Pao and Cninfo on 7 March 2019.
Thus, the consolidation scope of the Reporting Period increased a subsidiary- Jiangsu Changchai Machinery Co.,
Ltd.

(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)                                                      864,536,279.47
 Total sales to top five customers as % of total sales of the
                                                                                                      42.38%
 Reporting Period (%)




                                                        16
Changchai Company, Limited                                                                    Annual Report 2019


 Total sales to related parties among top five customers as % of
 total sales of the Reporting Period (%)                                                                 0.00
Information about top five customers:
                                               Sales revenue contributed for
     No.                Customer                                               As % of total sales revenue (%)
                                               the Reporting Period (RMB)
 1         Customer 1                                         360,622,078.51                          17.68%
 2         Customer 2                                         192,587,952.49                           9.44%
 3         Customer 3                                         139,976,253.71                           6.86%
 4         Customer 4                                          90,595,836.18                           4.44%
 5         Customer 5                                          80,754,158.58                           3.96%
 Total                       --                               864,536,279.47                          42.38%
Other information about major customers:
□ Applicable √ Not applicable
Major suppliers:
 Total purchases from top five suppliers (RMB)                                                239,017,892.01
 Total purchases from top five suppliers as % of total purchases
                                                                                                      16.11%
 of the Reporting Period (%)
 Total purchases from related parties among top five suppliers
                                                                                                         0.00
 as % of total purchases of the Reporting Period (%)
Information about top five suppliers:
                                                 Purchase in the Reporting
     No.                  Supplier                                              As % of total purchases (%)
                                                      Period (RMB)
 1           Supplier 1                                        98,793,697.74                           6.66%
 2           Supplier 2                                        51,409,844.73                           3.47%
 3           Supplier 3                                        37,965,669.05                           2.56%
 4           Supplier 4                                        28,270,929.54                           1.91%
 5           Supplier 5                                        22,577,750.95                           1.52%
 Total                       --                               239,017,892.01                          16.11%
Other information about major suppliers:
□ Applicable √ Not applicable

3. Expense

                                                                                                     Unit: RMB
                                                                                 Reason for any significant
                                  2019           2018          Change (%)
                                                                                          change
 Selling expense             97,085,117.05   126,997,066.87         -23.55%


                                                        17
Changchai Company, Limited                                                                      Annual Report 2019


 Administrative
                          106,183,133.40     116,027,838.96           -8.48%
 expense
 Finance costs               -4,424,871.16      -903,762.30                ---
 R&D expenses                66,221,376.27    72,182,840.78           -8.26%


4. R&D Expense

√ Applicable □ Not applicable
The Company has been valuing the R&D of new products and application of new technologies. Based on the
market-oriented policy, the Company continuously promotes technological upgrading, makes great efforts to
improve the technological development capacity and self-innovation capacity and increases the added value of
products so as to continuously enhance the Company’s market competitiveness.
Details about R&D expense:
                                                       2019                        2018             Change (%)
 Number of R&D personnel                                            360                      368        -2.17%
 R&D personnel as % of total employees                           11.96%                   11.55%         0.41%
 R&D expense (RMB)                                      66,221,376.27              72,182,840.78        -8.26%
 R&D expense as % of operating revenue                           3.25%                    3.38%         -0.13%
 Capitalized R&D expense (RMB)                                     0.00                      0.00            ---
 Capitalized R&D expense as % of total
                                                                 0.00%                    0.00%              ---
 R&D expense
Reasons for any significant YoY change in the percentage of R&D expense in operating revenue:
□ 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                          2019                         2018                Change (%)
 Subtotal of cash generated from
                                              2,226,972,713.23            2,494,609,605.84             -10.73%
 operating activities
 Subtotal of cash        used     in
                                              2,247,515,570.75            2,220,790,078.95               1.20%
 operating activities
 Net cash generated from/used in
                                                -20,542,857.52             273,819,526.89                  ——
 operating activities
 Subtotal of cash generated from
                                                20,016,934.88              157,994,762.83              -87.33%
 investing activities
 Subtotal of cash        used     in
                                                98,179,310.79               51,775,807.81               89.62%
 investing activities


                                                       18
Changchai Company, Limited                                                                        Annual Report 2019


 Net cash generated from/used in
                                                 -78,162,375.91            106,218,955.02                    ——
 investing activities
 Subtotal of cash generated from
                                                 34,000,000.00              40,700,000.00                -16.46%
 financing activities
 Subtotal of cash        used     in
                                                 78,505,058.96              58,922,496.75                 33.23%
 financing activities
 Net cash generated from/used in
                                                 -44,505,058.96             -18,222,496.75                   ——
 financing activities
 Net increase in cash and cash
                                                -142,494,895.42            361,815,985.16                    ——
 equivalents
Explanation of why any of the data above varies significantly:
√Applicable  Not applicable
      Significant changes in net cash generated from/used in operating activities compared to that of last year were
mainly due to the increase of accounts receivable within the credit period, realization of less bank’s acceptance
bills in the Reporting Period;
     Significant changes in net cash generated from/used in investing activities compared to that of last year were
due to the Company’s investment in Jiangsu Changchai Machinery Co., Ltd. and Jiangsu Housheng New Energy
Technology Co., Ltd. in the Reporting Period and increase in cash inflow through sales of stocks in Bank of
Jiangsu last year;
    Significant changes in net cash generated from/used in financing activities compared to that of last year were
mainly due to decrease of 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
     The big difference between the net operating cash flow and the net profit for this Reporting Period mainly
due to increase of accounts receivable within the credit period which decreased the net operating cash flow. The
external investments of the Company in the Reporting Period decreased the net investing cash flow.

III Analysis of Non-Core Businesses

□ Applicable √ Not applicable

IV Analysis of Assets and Liabilities

1. Significant Changes in Asset Composition

Adjustments to the Financial Statements at the Beginning of the First Execution Year of any New Standards
Governing Financial Instruments, Revenue or Leases since 2019
√ Applicable □ Not applicable
                                                                                                        Unit: RMB
                             31 December 2019                31 December 2018            Change       Reason for




                                                        19
Changchai Company, Limited                                                                            Annual Report 2019


                                               As % of                           As % of      in             any
                            Amount               total           Amount            total   percenta       significant
                                                assets                            assets    ge (%)          change

 Monetary
                            637,214,006.06     18.28%        800,960,036.69       22.61%       -4.33%
 assets
 Accounts
                            419,295,665.51     12.03%        378,859,159.11       10.70%       1.33%
 receivable
 Inventories                473,352,010.58     13.58%        557,953,891.70       15.75%       -2.17%
 Investment
                             48,447,666.83       1.39%          50,656,007.63     1.43%        -0.04%
 property
 Long-term
 equity                                    0     0.00%                    0.00    0.00%        0.00%
 investments
 Fixed assets               457,582,514.13     13.13%        511,250,371.37       14.43%       -1.30%
 Construction
                             91,358,156.24       2.62%          89,090,384.71     2.52%        0.10%
 in progress
 Short-term
                             22,000,000.00       0.63%          27,000,000.00     0.76%        -0.13%
 borrowings
 Long-term
                                      0.00       0.00%           2,000,000.00     0.06%        -0.06%
 borrowings


2. Assets and Liabilities at Fair Value

√ Applicable □ Not applicable
                                                                                                            Unit: RMB
                              Gain/loss
                                           Cumulati      Impairme
                                  on
                                               ve            nt       Purchased     Sold in
                              fair-value
                Beginning                  fair-value    allowance      in the        the         Other      Ending
    Item                       changes
                 amount                     changes        for the    Reporting    Reporting     change      amount
                                in the
                                            charged      Reporting     Period       Period
                              Reporting
                                           to equity       Period
                                Period
 Financial
 assets
 1.
 Held-for-t
 rading
 financial
 assets         36,205,97                                             78,500,00    26,753,87                 87,952,1
 (derivativ          5.04                                                  0.00         3.41                    01.63


                                                           20
Changchai Company, Limited                                                                       Annual Report 2019


 e financial
 assets
 exclusive)
 4.
 Investmen
 t in other
 equity
 instrumen       470,940,0   61,946,00   317,059,7                                                        532,886,
 ts                  00.00        0.00       75.00                                                          000.00

 Subtotal
 of
 financial       507,145,9   61,946,00   317,059,7                  78,500,00   26,753,87                 620,838,
 assets              75.04        0.00       75.00             -         0.00        3.41             -     101.63

 Total      of
                 507,145,9   61,946,00   317,059,7                  78,500,00   26,753,87                 620,838,
 above
                     75.04        0.00       75.00             -         0.00        3.41             -     101.63
 Financial
                      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

                                                              92,629,261.89 Cash deposits of bank acceptance’s bill
Monetary assets
                                                                            and letter of credit
House constructions                                            2,936,446.13 Mortgage of bank loan

Land use right                                                     995,328.00 Mortgage of bank loan

Machinery equipment                                           48,181,935.62 Mortgage of bank loan

Total                                                        144,742,971.64


V Investments Made

1. Total Investment Amount

√ Applicable □ Not applicable
      Investments made in Reporting      Investments made in same period
                                                                                            +/-%
             Period (RMB)                       of last year (RMB)
                       60,000,000.00                         20,315,967.20                                195.33%


                                                        21
Changchai Company, Limited                                                                           Annual Report 2019


2. Major Equity Investments Made in the Reporting Period

√ Applicable □ Not applicable
                                                                                                           Unit: RMB
                                                                                        Profi
                                                                                        ts or
                                                                         Prog           losse
                                                                         ress            s of   Invo
                                  Shar                                                                  Disc    Disc
                 Inve    Inve            Capi                            as of   Esti    inve    lvin
         Mai                      ehol                   Inve    Type                                   losur   losur
                 stme    stme             tal                             the    mate   stme     g in
 Inve     n                       ding           Part    stme     of                                       e      e
                   nt      nt            reso                            bala      d    nt in   laws
 stee    busi                     perc           ner       nt    prod                                    date   inde
                 meth    amo             urce                             nce    inco     the     uit
         ness                     enta                   term    ucts                                     (if    x (if
                  od      unt              s                             shee     me     Rep      or
                                   ge                                                                   any)    any)
                                                                           t            ortin     not
                                                                         date              g
                                                                                         Peri
                                                                                          od
                                                 Cha
                                                 ngzh
                                                 ou
                                                 Inve
                                                 stme
                                                 nt
                                                 Gro
 Jian                                            up
 gsu                                             Co.,
 Hou                                             Ltd.
 shen                                            and
         Lithi                                                   Lithi   The
 g                                               Cha
         um      Capi    50,0                                    um      inpu
 New                                     Self-   ngzh    Lon                                            9
         batte   tal     00,0     8.33                           batte   t has                                  2019
 Ener                                    own     ou      g-ter                   0.00   0.00    No      July
         ry      incre   00.0       %                            ry      been                                   -022
 gy                                      ed      Syne    m                                              2019
         baffl   ase        0                                    baffl   mad
 Tech                                            rgeti
         e                                                       e       e
 nolo                                            c
 gy                                              Inno
 Co.,                                            vatio
 Ltd.                                            n
                                                 Priv
                                                 ate
                                                 Equi
                                                 ty
                                                 Fun
                                                 d
                                                 (Lim

                                                           22
Changchai Company, Limited                                                                                                  Annual Report 2019


                                                       ited
                                                       Part
                                                       ners
                                                       hip)
          Inter                                                               Inter
          nal                                                                 nal
 Jian     com                                                                 com
 gsu      busti                                                               busti
 Cha      on                                                                  on         The
 ngch     engi             10,0                                               engi       inpu                                  26
                  Esta                      Self-                Lon                                         -396
 ai       ne,              00,0      100.              Nau                    ne,        t has                                 Febr    2019
                  blish                     own                  g-ter                             0.00     ,390.    No
 Mac      relat            00.0      00%               ght                    relat      been                                  uary    -004
                  ment                      ed                   m                                             46
 hine     ed                  0                                               ed         mad                                   2019
 ry       gene                                                                gene       e
 Co.,     rator                                                               rator
 Ltd.     sets                                                                sets
          and                                                                 and
          parts                                                               parts
                           60,0
                                                                                                             -396
 Tota                      00,0
           --      --                 --       --       --            --          --       --       0.00    ,390.      --        --     --
 l                         00.0
                                                                                                               46
                              0


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

□ Applicable √ Not applicable

4. Financial Investments

(1) Securities Investments

√ Applicable □ Not applicable
                                                             Gain
                                                                           Accu
                                                             /Loss
                                                                           mula
                            Initia     Acco                     on                                                                     Sour
                                                                            ted        Purc                Gain
                                       untin    Begi           fair                              Sold
 Varie    Code     Nam        l                                             fair       hase                /loss    Endi      Acco    ce of
                                         g      nnin         value                                 in
 ty of      of      e of                                                   value        d in                 in       ng      untin   inves
                            inves      meas       g           chan                               Repo
                                                                           chan        Repo                Repo     carry
 secur    secur    secur               urem     carry          ges                               rting                          g     tmen
                            tmen                                            ges        rting               rting     ing
                                        ent      ing            in                               Perio
  ity      ity       ity                                                   charg       Perio               Perio    value     title      t
                                       meth     value        Repo                                   d
                            t cost                                         ed to         d                    d                       funds
                                        od                    rting
                                                                           equit
                                                             Perio
                                                                             y
                                                                 d
 Dom      6001     Foto      41,7     Fair                                                                                    Inves   Self-
                                                                                       0.00      0.00      0.00
 estic/   66       n         84,0     value     262,         39,0          221,                                     302,      tmen    owne

                                                                      23
Changchai Company, Limited                                                                    Annual Report 2019


 Forei           Moto        00.0   meth    990,   15,0    187,                        005,     t in    d
 gn              r              0   od      000.   00.0    850.                        000.     other   fund
 stock                                      00     0       00                          00       equit
                                                                                                y
                                                                                                instr
                                                                                                ume
                                                                                                nts
                                                                                                Inves
                                            107,   22,8    95,4                        130,     tmen
 Dom                                        460,   60,0    72,0                        320,     t in
                 Bank        18,0   Fair                                                                Self-
 estic/                                     000.   00.0    00.0                        000.     other
          6009   of          00,0   value                                                               owne
 Forei                                      00     0       0      0.00   0.00   0.00   00       equit
          19     Jiang       00.0   meth                                                                d
 gn                                                                                             y
                 su             0   od                                                                  fund
 stock                                                                                          instr
                                                                                                ume
                                                                                                nts
                                                                                                Inves
                                            490,   71,0    399,                        561,     tmen
 Dom             Jiang                      000.   00.0    925.                        000.     t in
                                    Fair                                                                Self-
 estic/          su          90,5           00     0       00                          00       other
          6003                      value                                                               owne
 Forei           Expr        00.0                                 0.00   0.00   0.00            equit
          77                        meth                                                                d
 gn              essw           0                                                               y
                                    od                                                                  fund
 stock           ay                                                                             instr
                                                                                                ume
                                                                                                nts
 Other securities
 investments held at                 --                                                           --      --
 the period-end

                             59,8
                                            370,   61,9    317,                        432,
                             74,5
 Total                               --     940,   46,0    059,                        886,       --      --
                             00.0
                                            000.   00.0    775.                        000.
                                0
                                            00     0       00                          00


(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.

                                                          24
Changchai Company, Limited                                                                    Annual Report 2019


VI Sale of Major Assets and Equity Interests

1. Sale of Major Assets

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

2. Sale of Major Equity Interests

□ Applicable √ Not applicable

VII Major Subsidiaries

√ Applicable □ Not applicable
Major fully/majority-owned subsidiaries and those minority-owned subsidiaries with an over 10% effect on the
Company’s net profit:
                                                                                                     Unit: RMB

               Relat
               ionsh
                 ip       Principal   Register
                                                   Total                   Operating    Operating
    Name        with       activity     ed                    Net assets                             Net profit
                                                   assets                   revenue      profit
                the                   capital
               Com
               pany
                        Production
                        of diesel
 Changchai     Subsi                  55,063,    157,983,69                183,792,93   -4,215,018   -3,863,13
                        engine
 Benniu        diary                  000.00           8.84                      3.88          .99        3.37
                        accessorie                            85,916,91
                        s                                          7.70
                        Diesel
 Changchai     Subsi                  85,000,    69,629,305                40,959,222   248,139.3     160,355.
                        engine                                49,034,87
 Wanzhou       diary                  000.00            .71                       .43           2          43
                        assembly                                   1.81
                        External
 Housheng      Subsi    investment    40,000,    48,830,828                             1,758,606.    1,727,30
                                                                           536,504.84
 Investment    diary    and           000.00            .93   48,029,71                        98         7.33
                        consulting                                 2.93
                        agricultura
 Housheng               l
 Agricultur    Subsi    machinery     10,000,    29,088,562                13,888,579   -926,825.3   -926,825.
 al            diary    product of    000.00            .06                       .77            8         38
 Equipment              rice                                  446,645.8
                        transplante                                   3


                                                        25
Changchai Company, Limited                                                                      Annual Report 2019


                        r etc.
                        Gasoline
 Changchai     Subsi                  37,250,    101,729,65                133,936,65    9,931,517.    8,591,28
                        engines                                90,091,43
 Robin         diary                  000.00           1.75                      6.91           74         7.04
                        assembly                                    5.72
                        Internal
                        combustio
 Changch
                        n engine
 ai            Subsi                  100,000     9,606,403.                             -387,276.3   -393,596.
                        and                                                      0.00
 Machiner      diary                  ,000.00            66                                       4         34
                        related
 y
                        accessorie                             9,606,403
                        s                                            .66
Subsidiaries obtained or disposed in the Reporting Period:
√Applicable □ Not applicable
                                   How subsidiary was obtained or          Effects on overall operations and
           Subsidiary
                                   disposed in the Reporting Period             operating performance
   Jiangsu Changchai             Newly established                    Conform to the long-term development
   Machinery Co., Ltd.                                                plan of the Company and interests of all
                                                                      shareholders and the Company. It is
                                                                      estimated that no significant impacts will
                                                                      be generated on the Company’s financial
                                                                      status and operating performance.
Notes:
     (1) Changchai Company, Limited held the 15th Meeting of the 8th Board of Directors on 27 November 2018,
on which the Proposal on Capital Increase in the Wholly-owned Subsidiary was reviewed and approved, and
intended to make the capital increase in the wholly-owned subsidiary Housheng Investment with its self-owned
funds of RMB10 million. After this capital increase, the registered capital of Housheng Investment increased to
RMB40 million from RMB30 million. On 14 February 2019, Housheng Investment completed the registration
procedures and obtained the Business License issued by Changzhou Bureau of Industry and Commerce. For
details, please refer to the Announcement on Capital Increase in the Wholly-owned Subsidiary (No.: 2018-034)
and the Announcement on Progress of Capital Increase in the Wholly-owned Subsidiary (No.: 2019-002)
disclosed on Securities Times, Hong Kong Ta Kung Pao and Cninfo respectively on 29 November 2018 and 15
February 2019.
     (2) On 26 December 2018, Changchai Company, Limited formally signed the Investment Agreement with
Changzhou High-tech Zone. According to the agreement, the Company will invest RMB0.3 billion to establish a
wholly-owned subsidiary to implement the project of producing light engine and casting. The Company held the
extraordinary board meeting on 25 February 2019 and approved the Proposal on Establishing A Wholly-owned
Subsidiary to Implement the Project of Producing Light Engine and Casting. The said wholly-owned subsidiary
completed the registration procedures on 6 March 2019 and obtained the Business License issued by the
Administrative Examination and Approval Authority of Changzhou National Hi-Tech Industrial Development
Zone (Xinbei District). For more details, please refer to the Announcement on the External Investment and
Intention of Establishing the Wholly-owned Subsidiary (No.: 2019-004) and the Announcement on Progress of the
External Investment and Establishing the Wholly-owned Subsidiary (No.: 2019-005) on Securities Times, Hong


                                                         26
Changchai Company, Limited                                                                       Annual Report 2019


Kong Ta Kung Pao and Cninfo respectively on 26 February 2019 and 7 March 2019. The preliminary work of the
project such as feasibility demonstration, planning design and filing has been completed. The construction has
officially started at the end of December 2019 and is scheduled to be completed and put into operation in 2021.

VIII Structured Bodies Controlled by the Company

□ Applicable √ Not applicable

IX Prospects

      1. Industrial Competition Pattern and Development Trend
      In 2019, agricultural machinery market remained in the stage of deep adjustment, with faster product
upgrading and more intensive industrial reshuffle. In 2020, China’s agricultural machinery market will sustain the
low-speed normalized development of the transformation stage. Despite the decline of the traditional categories
market, opportunities can still be found in market segments, with intelligent agricultural machinery favored by the
market. The national macro-economy will be positive in the long run and agricultural machinery industry is
supported by policies. 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, the cost of product emission upgrade is increasing and it takes a certain time for the market to
accept; thirdly, users are very concerned about reliability, vibration, noise and appearance quality of diesel
engines, and extension of "Three Guarantees of Products" increased the enterprise expense on service. Overall, the
diesel market competition is fierce. There will be better market prospects for diesel engines with
high-performance in energy saving and environmental protection and meeting the rigid demand of specific fields.
   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 and achieved stable breakthroughs in
the niche. 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


                                                        27
Changchai Company, Limited                                                                       Annual Report 2019


Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd., continuously expanded product application, firmly
grasped product quality and actively developed overseas and domestic customers. 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.
     In addition, the Company is using the cloud platform technology to promote information building and
develop a highly efficient and practical information platform. Meanwhile, as a response to the plans of Changzhou,
the Company is implementing light engine and casting relocation projects to integrate existing resources, improve
quality and increase efficiency, which is beneficial to the Company’s sustainable development.
     3. Operation Plan for the Year 2020:
     The Company is improving the quality of single cylinder machinery to create fine quality products and
enhancing the competitiveness of multi-cylinder machinery products to expand the market; speeding up the
development of end market, increasing its size and making achievements in the park building; creating new
management models for higher returns and utilizing capital to drive development. In 2020, the Company is
expected to achieve a sales revenue of RMB2 billion with more than 80,000 units of new products.
The above operation plan does not represent the profit forecast of Y2020 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 traditional 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 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.
      Countermeasures:
      1. Continue to optimize product and market structures and strengthen the market foundation to domestic and
foreign markets.
      2. Dedicate to product development and upgrading and proactively expanding new supporting areas.
      3. Fully focus on market quality matters and improve market reputation with sound measures.
      4.Continue to drive the progress of key technological improvement projects and build Changchai Industry
Park with high standards.
      5.Make tangible efforts to reinforce lean management to promote quality improvement, cost reduction and
efficiency enhancement.
      6. Make full use of the capital market to perform capital operation and assist corporate development.
      7. 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,


                                                        28
Changchai Company, Limited                                                                       Annual Report 2019


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
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
                                                 Type of
                                Way of
           Date                               communication         Index to main information communicated
                             communication
                                                  party
                                                                 Inquired the capital operation of the capital
 31 December 2019            Other           Individual
                                                                 market
                                                                 Inquired the Housheng lithium battery baffle
 27 December 2019            Other           Individual
                                                                 project


                                                          29
Changchai Company, Limited                                                              Annual Report 2019


                                                       Inquired the reform and restructuring toward
24 December 2019             Other   Individual
                                                       state-owned enterprises
24 December 2019             Other   Individual        Inquired the general election of the Board
24 December 2019             Other   Individual        Inquired the general election of the Board
                                                       Inquired the visiting activity of Housheng
16 December 2019             Other   Individual
                                                       lithium battery baffle project
16 December 2019             Other   Individual        Inquired the general election of the Board
                                                       Inquired the starting time of production of
5 December 2019              Other   Individual
                                                       Housheng lithium battery baffle
26 November 2019             Other   Individual        Inquired the business name
25 November 2019             Other   Individual        Inquired the business name
25 November 2019             Other   Individual        Inquired the business name
                                                       Inquired the continuous supervision opinions
25 November 2019             Other   Individual
                                                       from securities companies
20 November 2019             Other   Individual        Inquired the stock price of the Company
                                                       Inquired the transformation and upgrading of
7 November 2019              Other   Individual
                                                       the Company
                                                       Inquired the construction progress of the
7 November 2019              Other   Individual
                                                       industrial park
6 November 2019              Other   Individual        Inquired the stock price of the Company
23 October 2019              Other   Individual        Inquired the repurchase of B shares
                                                       Inquired the consultation of the Company’s
17 September 2019            Other   Individual
                                                       financial affairs
11 September 2019            Other   Individual        Inquired shareholders
5 September 2019             Other   Individual        Inquired industry policies
                                                       Inquired the condition of the agricultural
5 September 2019             Other   Individual
                                                       machinery industry
                                                       Inquired the transformation and upgrading of
5 September 2019             Other   Individual
                                                       the Company
                                                       Inquired the development strategy of the
5 September 2019             Other   Individual
                                                       Company
30 August 2019               Other   Individual        Inquired the progress of new energy project
                                                       Inquired the progress of the lithium battery
6 August 2019                Other   Individual
                                                       baffle
29 July 2019                 Other   Individual        Inquired the land of the industrial park
28 July 2019                 Other   Individual        Inquired the removal project
28 July 2019                 Other   Individual        Inquired the removal project

                                                  30
Changchai Company, Limited                                                             Annual Report 2019


                                                       Inquired the transformation and upgrading of
10 July 2019                 Other   Individual
                                                       the Company
                                                       Inquired the progress of the lithium battery
4 July 2019                  Other   Individual
                                                       baffle
                                                       Inquired the consultation of the Company’s
1 July 2019                  Other   Individual
                                                       business
                                                       Inquired the investment in the new energy
31 May 2019                  Other   Individual
                                                       industry
                                                       Inquired the progress of the lithium battery
31 May 2019                  Other   Individual
                                                       baffle
                                                       Inquired the ownership of premises of the
21 May 2019                  Other   Individual
                                                       Company’s after-sale service sites
                                                       Inquired the transformation and upgrading of
21 May 2019                  Other   Individual
                                                       the Company
21 May 2019                  Other   Individual        Inquired the main business of the Company
                                                       Inquired the reform of state-owned enterprises
9 May 2019                   Other   Individual
                                                       toward mixed system and innovation
8 May 2019                   Other   Individual        Inquired the proposals on general meetings
                                                       Inquired the business development of the
25 April 2019                Other   Individual
                                                       Company
25 April 2019                Other   Individual        Inquired the industrial investment fund
                                                       Inquired the transformation and upgrading of
17 April 2019                Other   Individual
                                                       the Company
12 April 2019                Other   Individual        Inquired the investment of the Company
                                                       Inquired the reform and upgrading of the
11 April 2019                Other   Individual
                                                       Company
                                                       Inquired the Company’s layout in the new
11 April 2019                Other   Individual
                                                       energy industry
                                                       Inquired the development suggestions of the
10 April 2019                Other   Individual
                                                       Company
                                                       Inquired the Company’s layout in the new
10 April 2019                Other   Individual
                                                       energy industry
                                                       Inquired the development suggestions of the
10 April 2019                Other   Individual
                                                       Company
                                                       Inquired the development suggestions of the
2 April 2019                 Other   Individual
                                                       Company
                                                       Inquired the engagement of directors of the
31 March 2019                Other   Individual
                                                       Company


                                                  31
Changchai Company, Limited                                                              Annual Report 2019


                                                       Inquired the investments made by the industrial
31 March 2019                Other   Individual
                                                       investment fund
                                                       Inquired the development suggestions of the
28 March 2019                Other   Individual
                                                       Company
                                                       Inquired the progress of M&A and restructuring
28 March 2019                Other   Individual
                                                       of the Company
28 March 2019                Other   Individual        Inquired the main business of the Company
                                                       Inquired the progress of lithium battery baffle
27 March 2019                Other   Individual        and progress of invested projects by
                                                       subsidiaries
21 March 2019                Other   Individual        Inquired the investment of the Company
21 March 2019                Other   Individual        Inquired the brand value of the Company
                                                       Inquired the progress of invested projects by
19 March 2019                Other   Individual
                                                       subsidiaries
18 March 2019                Other   Individual        Inquired the investment of the Company
18 March 2019                Other   Individual        Inquired the investment of the Company
14 March 2019                Other   Individual        Inquired the investment of the Company
                                                       Inquired the reform and development of the
10 March 2019                Other   Individual
                                                       Company
10 March 2019                Other   Individual        Inquired the stock price of the Company
8 March 2019                 Other   Individual        Inquired the stock price of the Company
                                                       Inquired the transformation and upgrading of
5 March 2019                 Other   Individual
                                                       the Company
                                                       Inquired the progress of the lithium battery
25 February 2019             Other   Individual
                                                       baffle
25 February 2019             Other   Individual        Inquired the investment of the Company
                                                       Inquired the development suggestions of the
25 February 2019             Other   Individual
                                                       Company
2 February 2019              Other   Individual        Inquired the investment of the Company
1 February 2019              Other   Individual        Inquired the festival greetings to investors
                                                       Inquired the investment intention progress of
1 February 2019              Other   Individual
                                                       the Company
                                                       Inquired the development suggestions of the
31 January 2019              Other   Individual
                                                       Company
25 January 2019              Other   Individual        Inquired the industrial layout of the Company
                                                       Inquired the impacts of equity transfer on the
25 January 2019              Other   Individual
                                                       Company


                                                  32
Changchai Company, Limited                                                                  Annual Report 2019


                                                          Inquired the sales of financial assets by the
25 January 2019              Other      Individual
                                                          Company
24 January 2019              Other      Individual        Inquired the industry condition
                                                          Inquired the development planning of the
24 January 2019              Other      Individual
                                                          Company
24 January 2019              Other      Individual        Inquired the products of the Company
                                                          Inquired the development suggestions of the
23 January 2019              Other      Individual
                                                          Company
                                                          Inquired the progress of the lithium battery
23 January 2019              Other      Individual
                                                          baffle
13 January 2019              Other      Individual        Inquired the government subsidies
                                                          Inquired the performance forecast of the
11 January 2019              Other      Individual
                                                          Company
Times of communications                                                                                  81
Number of institutions communicated
                                                                                                          0
with
Number of individuals communicated
                                                                                                         81
with
Number of other communication parties                                                                     0
Tip-offs or leakages of substantial
supposedly-confidential information                                                                   None
during communications




                                                     33
Changchai Company, Limited                                                                       Annual Report 2019




                                    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
                                               Yes
 Association and resolution of general meeting
 Specific and clear dividend standard and ratio          Yes
 Complete decision-making procedure and mechanism        Yes
 Independent directors faithfully performed their
                                                  Yes
 duties and played their due role
 Non-controlling interests are able to fully express
 their opinion and desire and their legal rights and Yes
 interests are fully protected
 In case of adjusting or changing the cash dividend
 policy, the conditions and procedures involved are in
                                                       N/A
 compliance with applicable 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
      2019                         No                                   No                 Still needed to submit
                                                                                           to the Annual General
                                                                                                   Meeting
       2018         Distributed RMB0.25 of every 10                     No                 Finished the execution
                         shares (taxes including)

                                                       34
Changchai Company, Limited                                                                          Annual Report 2019


        2017         Distributed RMB0.30 of every 10                    No                 Finished the execution
                          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
                   Cash              ordinary
                                                                  Cash        C         dividends
                dividends          shareholders
                                                     A as %    dividends     as %      (including       D as % of
    Year           (tax            of the listed
                                                    of B (%)    in other     of B        those in        B (%)
                inclusive)         company in
                                                               forms (C)     (%)           other
                   (A)             consolidated
                                                                                       forms) (D)
                                  statements for
                                   the year (B)

 2019              0.00           24,934,586.11      0.00%       0.00        0.00%        0.00            0.00%

                14,034,358                                                             14,034,358
 2018                             62,021,374.04     22.63%       0.00        0.00%                        22.63%
                    .15                                                                    .15
                16,841,229                                                             16,841,229
 2017                             46,431,302.73     36.27%       0.00        0.00%                        36.27%
                    .78                                                                    .78
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
  Reason why 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          Use and use plan for retained earnings of the
 Reporting Period and the profits of the Company as the                          Company
   parent distributable to the ordinary shareholders are
                          positive
 The implementation of the removal project of light
 engine and casting by the Company needs subsequent
 capital input with large amount. Based on the
 comprehensive consideration of the Company’s
 operation and development, the Company intends to
                                                         Enhance the Company’s capital strength and prepare
 fail to conduct cash distribution in 2019. In addition,
                                                         for the corporate development
 the Company will actively promote the cash
 distribution way under the premise of making profits
 and cash meeting the sustainable operation and
 development of the Company so as to protect and
 increase the long-term interests of investors.



                                                          35
Changchai Company, Limited                                                                   Annual Report 2019


II Final Dividend Plan for the Reporting Period

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

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
                                                                                      Date
                                                                                       of     Term
                                                Type of                                                Fulfil
                                                                                    commi       of
          Commitment               Promisor    commitme     Details of commitment                      lmen
                                                                                     tment   commi
                                                  nt                                                     t
                                                                                    makin     tment
                                                                                       g
                                                            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 year
                                   Changchai                and abundant money 11            Year
 Other commitments made to                                                                             Ongo
                                   Company,    bonus        flow and no influence May        2017-
 minority shareholders                                                                                 ing
                                   Limited                  on the following-up 2017         2019
                                                            going concern after
                                                            cash bonus, the profits
                                                            allocated by cash
                                                            every year 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

                                                       36
Changchai Company, Limited                                                                    Annual Report 2019


                                                              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

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

VI YoY Changes to Accounting Policies, Estimates and Methods

√Applicable □ Not applicable
         Changes to the accounting policies and why                 Approval process           Remark
 The Notice on Revising and Issuing the Formats of 2019
 Financial Statements for General Enterprises issued by the    On 27 August 2019, the
 Ministry of Finance on 30 April 2019 requires the             Company held the 20th
 companies which have implemented the new standards            Meeting of the 8th Board
 governing financial instruments but not the new standards     of Directors and the 16th Refer to (1) of
 governing revenue and lease or companies which have           Meeting     of   the 8th other notes for
 implemented the new standards governing financial             Supervisory    Committee details
 instruments and revenue but not the new standards             and approved the Proposal
 governing lease to adjust items of financial statements in    on Changes of Some
 line with requirements of the Appendix 1 and Appendix 2       Accounting Policies
 of the Notice.

                                                      37
Changchai Company, Limited                                                                                  Annual Report 2019


 The Company starts to implement the Accounting
 Standards for Business Enterprises No.22-Recognition and
 Measurement of Financial Instruments, Accounting
 Standards for Business Enterprises No.23-Transfer of
                                                                         On 9 April 2019, the
 Financial Assets, Accounting Standards for Business
                                                                         Company held the 17th
 Enterprises No.24-Hedge Accounting and Accounting
                                                                         Meeting of the 8th Board
 Standards for Business Enterprises No.37-Presentation of
                                                                         of Directors and 13th Refer to (2) of
 Financial Instruments, which revised and issued by the
                                                                         Meeting     of   the 8th other notes for
 Ministry of Finance in March 2017 and hereinafter
                                                                         Supervisory    Committee details
 collectively referred to as new standards governing
                                                                         and approved the Proposal
 financial instruments since 1 January 2019 which stipulate
                                                                         on Changes in Some
 that the company shall classify and measure financial
                                                                         Accounting Policies
 instruments in accordance with regulations on the
 execution date, when the data of comparative financial
 statements of prior years do not comply with the new
 standards, no adjustment is made by the Company.
Other notes:
(1) Influence of Changes in Formats of Financial statements
Affected items in the consolidated balance sheet and amount thereof:
                     31 December 2018                                                    1 January 2019
Notes     receivable       and                  874,229,941.58Notes receivable                                495,370,782.47
accounts receivable                                              Accounts receivable                          378,859,159.11
Notes payable and accounts                     1,030,130,275.77Notes payable                                  438,375,400.00
payable                                                          Accounts payable                             591,754,875.77
Affected items in the balance sheet of the Company as the parent and amount thereof:
                     31 December 2018                                                    1 January 2019
Notes     receivable       and                  790,877,079.72Notes receivable                                490,519,795.91
accounts receivable                                              Accounts receivable                          300,357,283.81
 Notes     payable        and                  987,550,797.44        Notes payable                           425,995,400.00
 accounts payable                                                    Accounts payable                        561,555,397.44
(2) Influence of Execution of New Standards Governing Financial Instruments
Affected items in the consolidated balance sheet and amount thereof:
                                                                       Affected amount
                                                           Affected by                 Affected by
          Item                  31 December 2018                                                           1 January 2019
                                                        classification and            impairment of
                                                          measurement                financial assets
Other current assets           34,357,608.97         -8,253,873.41                                      26,103,735.56
Held-for-trading
                                                     8,253,873.41                                       8,253,873.41
financial assets
Available-for-sale
                               498,851,369.49        -498,851,369.49
financial assets
Investment    in       other                         472,150,000.00            1,210,000.00             470,940,000.00


                                                                38
Changchai Company, Limited                                                                        Annual Report 2019


equity instruments
Other         non-current
                                                27,911,369.49                                 27,911,369.49
financial assets
Other non-current assets                        -4,000,000.00           4,000,000.00
Investment       in   debt
                                                4,000,000.00            -4,000,000.00
obligations
Affected items in the balance sheet of the Company as the parent and amount thereof:


                                                                Affected amount
                                                      Affected by            Affected by
          Item               31 December 2018                                                    1 January 2019
                                                   classification and       impairment of
                                                     measurement           financial assets
Available-for-sale
                             470,940,000.00     -470,940,000.00
financial assets
Investment in other
                                                471,350,000.00          410,000.00            470,940,000.00
equity instruments
Other non-current assets                        -4,000,000.00           4,000,000.00
Investment       in   debt
                                                4,000,000.00            -4,000,000.00
obligations


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
     Changchai Company, Limited (hereinafter referred to as “the Company”) reviewed and approved the
Proposal on Establishing the Wholly-owned Subsidiary to Implement the Project of Producing Light Engines and
Casting on the extraordinary board meeting held on 25 February 2019. The Board agreed the Company to invest
RMB0.3 billion for establishing the wholly-owned subsidiary to implement the project of producing light engines
and casting. For details, please refer to the Announcement on the External Investment and Intention of
Establishing the Wholly-owned Subsidiary (No.:2019-004) disclosed on Securities Times, Hong Kong Ta Kung
Pao and Cninfo on 26 February 2019. On 6 March 2019, the wholly-owned subsidiary completed the registration
procedures and obtained the Business License issued by the Administrative Examination and Approval Authority
of Changzhou State Hi-Tech Industry Development Zone (Xinbei District). For more details, please refer to the
Announcement on the Progress of External investment and Intention of Establishing the Wholly-owned
Subsidiary (No.: 2019-005) disclosed on Securities Times, Hong Kong Ta Kung Pao and Cninfo on 7 March 2019.
     Therefore, the subsidiary Jiangsu Changchai Machinery Co., Ltd. has been newly added to the consolidated
financial statements of the Reporting Period.



                                                         39
Changchai Company, Limited                                                                       Annual Report 2019


IX Engagement and Disengagement of Independent Auditor

Current independent auditor:
                                                           Gongzheng Tianye Certified Public Accountants
 Name of the domestic independent auditor
                                                           (Special General Partnership)
 The Company’s payment to the domestic independent
                                                           60
 auditor (RMB’0,000)
 How many consecutive years the domestic
 independent auditor has provided audit service for the 18
 Company
 Names of the certified public accountants from the
 domestic independent auditor writing signatures on        Dai Weizhong, Xu Wenxiang
 the auditor’s report
 How many consecutive years the certified public
 accountants have provided audit service for the Dai Weizhong four years, Xu Wenxiang two years
 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

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
                                                                                                                   Index
                                   Involved                                                                          to
                                    amount                            Decisions and      Execution of   Disclosur disclos
      General information                   Provision     Progress
                                  (RMB’0,0                              effects          decisions      e date      ed
                                      00)                                                                         inform
                                                                                                                   ation
As for the lawsuit against                               The                           Compulsory
Shandong Hongli Group Co.,        1,436     None         judgment Not applicable       execution and
Ltd., the defendant                                      was made                      under the

                                                         40
Changchai Company, Limited                                                                  Annual Report 2019


accumulatively owed the                            at the                     bankruptcy
Company’s payment for goods                       second                     liquidation
of RMB14.36 million. The                           instance
Company filed an appeal to
Changzhou Intermediate
People’s Court in 2001 and
applied to the court for
compulsory execution in April
2002. At present, the said
company is going into
bankruptcy proceedings.



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

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

□ Applicable √ Not applicable

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.

                                                    41
Changchai Company, Limited                                                                       Annual Report 2019


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
     The Company and its controlling shareholder Changzhou Investment Group Co., Ltd. signed the Agreement
of Transferring the Capital Contribution Right in Jiangsu Housheng New Energy Technology Co., Ltd. with
Changzhou Synergetic Innovation Private Equity Fund (Limited Partnership), each transferee accepted the capital
contribution right of RMB50 million in Jiangsu Housheng New Energy Technology Co., Ltd.
Index to the current announcements about the said related-party transactions disclosed:
             Title of announcement                           Disclosure date              Disclosure website
 Announcement on Joint Accepting the
 Transfer of the Capital Contribution Right in
 Jiangsu Housheng New Energy Technology
                                               9 July 2019                          Cninfo
 Co., Ltd. Held by Changzhou Synergetic
 Innovation Private Equity Fund (Limited
 Partnership) with Controlling Shareholders


XVII Major Contracts and Execution thereof

1. Entrustment, Contracting and Leases

(1) Entrustment

□ Applicable √ Not applicable
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


                                                        42
Changchai Company, Limited                                                                       Annual Report 2019


(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)
                     Disclos                                                                              Guara
                     ure date                  Actual                                            Havin     ntee
                                                              Actual
                      of the    Line of      occurrence                                            g       for a
                                                             guarante    Type of      Term of
      Obligor        guarant    guarant     date (date of                                        expire   relate
                                                                e       guarantee    guarantee
                      ee line     ee         agreement                                            d or       d
                                                             amount
                     announc                  signing)                                            not     party
                      ement                                                                               or not
                       Guarantees between the Company as the parent and its subsidiaries
                     Disclos                                                                              Guara
                     ure date                  Actual                                            Havin     ntee
                                                              Actual
                      of the    Line of      occurrence                                            g       for a
                                                             guarante    Type of      Term of
      Obligor        guarant    guarant     date (date of                                        expire   relate
                                                                e       guarantee    guarantee
                      ee line     ee         agreement                                            d or       d
                                                             amount
                     announ                   signing)                                            not     party
                     cement                                                                               or not
 Changzhou
 Changchai
                     25
 Housheng                                  25 December                  Joint
                     Decemb        2,000                        2,000                 1 year      No        No
 Agricultural                              2018                         liability
                     er 2018
 Equipment Co.,
 Ltd.
                                                             Total actual amount
 Total approved line for such
                                                             of such guarantees in
 guarantees in the Reporting                       2,000                                                   2,000
                                                             the Reporting Period
 Period (B1)
                                                             (B2)
                                                             Total actual balance
 Total approved line for such                                of such guarantees at
 guarantees at the end of the                      2,000     the end of the                                2,000
 Reporting Period (B3)                                       Reporting     Period
                                                             (B4)
                                   Guarantees provided between subsidiaries

                     Disclos                                                                              Guara
                                               Actual                                            Havin
                     ure date                                 Actual                                        ntee
                                Line of      occurrence                                            g
                      of the                                 guarante    Type of      Term of              for a
      Obligor                   guarant     date (date of                                        expire
                     guarant                                    e       guarantee    guarantee            related
                                  ee         agreement                                            d or
                      ee line                                amount                                        party
                                              signing)                                            not
                     announ                                                                                or not

                                                        43
Changchai Company, Limited                                                                       Annual Report 2019


                      cement
                       Total guarantee amount (total of the three kinds of guarantees above)
                                                              Total         actual
 Total    guarantee   line
                                                              guarantee amount in
 approved in the Reporting                          2,000                                                  2,000
                                                              the Reporting Period
 Period (A1+B1+C1)
                                                              (A2+B2+C2)
                                                              Total         actual
 Total approved guarantee
                                                              guarantee balance at
 line at the end of the
                                                    2,000     the end of the                               2,000
 Reporting         Period
                                                              Reporting     Period
 (A3+B3+C3)
                                                              (A4+B4+C4)
 Total actual guarantee amount (A4+B4+C4) as % of the
                                                                                                          0.95%
 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                                                 2,000
 (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)                                                                  2,000
 Explanation on possibility to bear joint liability due to
                                                                                                            N/A
 undue guarantees (if any)
 Explanation on the external guarantees in violation of
                                                                                                            N/A
 stipulated procedures (if any)


(2) Irregularities in Provision of Guarantees

□ Applicable √ Not applicable
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


                                                         44
Changchai Company, Limited                                                                     Annual Report 2019


 Broker financial
                      Self-owned funds                      2,850.00           1,000.00                    0.00
 products
Particulars of cash entrusted for wealth management with single significant amount or low security, bad liquidity,
and no capital preservation
□ Applicable √ Not applicable
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

     By taking "Provide Green Power for A Better Life" as its corporate mission and "Customer First, Staff First,
Rewarding Shareholders and Benefiting the Society" as its core value, the Company pays attention to the interests
of all parties, earnestly fulfill the responsibilities and obligations due to shareholders, employees, consumers,
suppliers and other parties, actively shoulder the social responsibilities and achieve common development while
maintaining scientific development and steady operation. After years of practice and continuous refinement and
summary, the company has formed an enterprise culture system of "Love Country as well as Love Factory, Work
Down to Earth as well as Good at Innovation, Strict in Discipline, and Noble in Ethics", it has become a qualified
enterprise citizen, and strives to achieve the coordination and unity between enterprise development and
ecological and environmental protection as well as social harmony.
     I. Adhere to standard operation and guaranty of interests of shareholders. In strict accordance with laws,
regulations, rules and articles of association, the Company has established a perfect corporate governance
structure and a sound internal control system, and it continuously strengthens the risk management and internal
supervision, and improves the scientific character of decision. During the reporting period, the Company has
standardized the disclosure of information, ensured the sincerity, accuracy and completeness of content,
safeguarded the shareholders' right to know, and provided sufficient investment basis to investors. Through doing
a good job in the careful organization and good management of investors, smooth and effective communication
with shareholders as well as the accurate, complete, fair treatment of all shareholders, all shareholders enjoy
fairness and guaranteed legitimate rights and interests entitled.
    II. Staff first, and protect the rights and interests of workers. The Company signs the labor contracts in
accordance with the requirements of the Labor Law, Labor Contract Law and other laws and regulations, and it


                                                       45
Changchai Company, Limited                                                                         Annual Report 2019


strictly implements the terms as required in contract, pays the social security for the employees and carries out the
employee welfare physical examination as required by regulations, and guarantees the employee's annual leave,
marriage leave, maternity leave and other leave rights and interests; it also takes care of employees' family affairs,
balances their work and life, and provides spiritual comfort and practical help at critical moments. The Company
attaches great importance to the protection of employees' rights and interests, pays attention to talent training,
devotes itself to the common development of enterprises and employees, and strives to build a stable and
harmonious labor-capital relationship.
     III. Prudence and integrity, and safeguard the rights and interests of consumers, customers and suppliers. By
adhering to the principle of integrity management, benefit-sharing and mutual benefit, and upholding the
enterprise ethics of "Advocating Science, Integrity and Trustworthiness ", the Company has organized the
production and operation activities and product sales works, established long-term strategic partnership with
suppliers and customers, taken the improvement of product quality and consumer satisfaction as an important
work of the Company, and realized its own value in the process of creating values for consumers. The company
attaches importance to the communication with the suppliers, and gives priority to the selection of advanced
technology and environmental protection products to help the Company's energy conservation and environment
protection during the production process. In the process of cooperating with suppliers, it carries out experience
exchange, assists suppliers to improve product quality, and helps suppliers to grow. It improves services according
to market demand and response and guarantees the rights and interests of customers, and continuously provides
complete service for the market.
      IV. Steady operation and 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, and
promotes the supporting application of products. The Company has continuously implemented the measures of
energy conservation and emission reduction, improved the efficiency of energy utilization, and achieved
remarkable results in cost and expenditure reduction, and it has promoted the Company to continuously improve
its governance system and enhance its management level. 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.
  V. Support social welfare activities and give back to the society. In recent years, the Company has taken an
active part in the local public welfare action week and donated money to help needy residents every year. Over the
past years, the Company has organically combined economic development with social contribution, actively
carried out various public welfare activities such as assisting "Agriculture, Rural Areas, and Rural Residents",
caring students, voluntary blood donation, voluntary service, energy conservation and environmental protection,
earnestly fulfilled enterprise social responsibility, and made due contributions to the harmonious and stable
development of society with its practical actions.

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.




                                                         46
Changchai Company, Limited                                                                        Annual Report 2019


3. Issues Related to Environmental Protection

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




                                                         47
Changchai Company, Limited                                                                   Annual Report 2019




              Part VI Share Changes and Shareholder Information

I. Share Changes

1. Share Changes

                                                                                                     Unit: share
                                                            Increase/decrease in the
                                   Before                                                    After
                                                             Reporting Period (+/-)
                                                                Sh    Sha
                                                                are   res
                                                                  s    as
                                                                 as   div
                                                                div   ide
                                                                ide    nd
                                                        Ne      nd    con          Su
                                            Percenta     w      co    ver    Oth   bt                Percenta
                              Shares                                                    Shares
                                             ge (%)     iss     nv    ted     er   ot                 ge (%)
                                                        ues     ert   fro          al
                                                                ed     m
                                                                fro   cap
                                                                 m    ital
                                                                 pr   res
                                                                ofi   erv
                                                                  t    es
 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
                                       0      0.00%                                              0     0.00%
 state-own Legal-person
 3. Shares held by other
                                       0      0.00%                                              0     0.00%
 domestic investors
 Among which: shares
 held by domestic legal                0      0.00%                                              0     0.00%
 person
 Shares held by domestic
                                       0      0.00%                                              0     0.00%
 natural person
 4.Oversea shareholdings               0      0.00%                                              0     0.00%
 Among which: shares
 held by oversea legal                 0      0.00%                                              0     0.00%
 person


                                                       48
Changchai Company, Limited                                                                       Annual Report 2019


 Shares held by oversea
                                           0     0.00%                                              0     0.00%
 natural person
 II. Unrestricted shares          561,374,326   100.00%                                 561,374,326     100.00%
 1. RMB ordinary shares           411,374,326   73.28%                                  411,374,326      73.28%
 2. Domestically       listed
                                  150,000,000   26.72%                                  150,000,000      26.72%
 foreign shares
 3. Overseas listed foreign
                                           0     0.00%                                              0     0.00%
 shares
 4. Other                                  0     0.00%                                              0     0.00%
 III. Total shares                561,374,326   100.00%                                 561,374,326     100.00%
Reasons for share changes:
□ Applicable √ Not applicable
Approval of share changes:
□ Applicable √ Not applicable
Transfer of share ownership:
□ Applicable √ Not applicable
Progress on any share repurchases:
□ Applicable √ Not applicable
Progress on reducing the repurchased shares by means of centralized bidding:
□ Applicable √ Not applicable
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

□ Applicable √ Not applicable


                                                          49
Changchai Company, Limited                                                                         Annual Report 2019


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          50,382     the month-end           48,072 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
Lei Yanqin                            0.39%       2,181,447                            2,181,447
                   natural person
                   Domestic
Gao Fenhuai        natural            0.35%       1,950,000                            1,950,000
                   person
                   Domestic
Hu Wenyong                            0.28%       1,561,866                            1,561,866
                   natural person
               Domestic
Huang Guoliang natural                0.27%       1,528,891                            1,528,891
               person
                   Domestic
Li Suinan                             0.27%       1,507,800                            1,507,800
                   natural person
Zhou Yong          Domestic           0.27%       1,500,000                            1,500,000


                                                           50
Changchai Company, Limited                                                                       Annual Report 2019


                  natural
                  person
                  Domestic
Xue Hong          natural          0.23%      1,310,900                              1,310,900
                  person
                  Domestic
Tao Xiaofang      natural          0.22%      1,230,000                              1,230,000
                  person
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
Lei Yanqin                                             2,181,447 RMB ordinary shares                    2,181,447
Gao Fenhuai                                            1,950,000 RMB ordinary shares                    1,950,000
                                                                    Domestically listed
Hu Wenyong                                             1,561,866                                        1,561,866
                                                                    foreign shares
                                                                    Domestically listed
Huang Guoliang                                         1,528,891                                        1,528,891
                                                                    foreign shares
                                                                    Domestically listed
Li Suinan                                              1,507,800                                        1,507,800
                                                                    foreign shares
Zhou Yong                                              1,500,000 RMB ordinary shares                    1,500,000
                                                                    Domestically listed
Xue Hong                                               1,310,900                                        1,310,900
                                                                    foreign shares
Tao Xiaofang                                           1,230,000 RMB ordinary shares                    1,230,000

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
between top 10 unrestricted Shareholding Alteration.

                                                        51
Changchai Company, Limited                                                                          Annual Report 2019


public shareholders and top 10
shareholders
Top 10 ordinary shareholders
                              The shareholders Lei Yanqin and Gao Fenhuai respectively held 2,017,347
involved in securities margin
                              shares and 1,950,000 shares of the Company through their credit accounts.
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.
□ Yes √ No

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           representativ        Date of            Unified social credit
                                                                                                  Principal activity
       shareholder                 e/person in      establishment                code
                                     charge
                                                                                                  Property
 Changzhou Investment
                                  Chen Limin        20 June 2002        91320400467283980X        investment and
 Group Co., Ltd
                                                                                                  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
No such cases in the Reporting Period.

3. Actual Controller and Its Acting-in-Concert Parties

Nature of the actual controller: Local institution for state-owned assets management
Type of the actual controller: legal person
                                      Legal
                                  representativ      Date of          Unified social
 Name of actual controller                                                                    Principal activity
                                   e/person in    establishment        credit code
                                     charge
 State-owned         Assets
 Supervision           and
                                  Liu Yuedong                       01411025-1           Not applicable
 Administration
 Commission               of


                                                          52
Changchai Company, Limited                                                                   Annual Report 2019


 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]),the
controlling shareholder Changzhou Investment Group Co., Ltd. is the enterprise to perform the investor role for
the State-owned Assets Supervision and Administration Commission of Changzhou Municipal People’s
Government as authorized by Changzhou Municipal People’s Government. Thus, the State-owned Assets
Supervision and Administration Commission of Changzhou Municipal People’s Government is 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

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

□ Applicable √ Not applicable


                                                        53
Changchai Company, Limited                                     Annual Report 2019




                                   Part VII Preferred Shares

□ Applicable √ Not applicable
No preferred shares in the Reporting Period.




                                               54
Changchai Company, Limited                                       Annual Report 2019



                         Part VIII Convertible Corporate Bonds

□ Applicable √ Not applicable
No convertible corporate bonds in the Reporting Period.




                                                          55
Changchai Company, Limited                                                                      Annual Report 2019




         Part IX Directors, Supervisors, Senior Management and Staff

I Change in Shareholdings of Directors, Supervisors and Senior Management

                                                                                                        Ending
                             Incumbent/ Gende
 Name        Office title                     Age           Start of tenure    End of tenure         shareholding
                               Former     r
                                                                                                        (share)

  Shi      Chairman of the
                           Incumbent Male        56        18 October 2016      Up to now                  0
               Board
Xinkun

   He
            Vice Chairman
Jianguan                      Former     Male    56        18 October 2016    29 January 2019              0
             of the Board
   g

 Zhang        Director,
                             Incumbent Male      54        18 October 2016      Up to now                  0
  Xin      General Manager

              Director,
  Shi
            Vice-general     Incumbent Male      58        18 October 2016      Up to now                  0
Jianchun
              Manager

Lin Tian       Director      Incumbent Male      57    17 December 2018         Up to now                  0

 Zhang                                   Femal
               Director      Incumbent           62        18 October 2016      Up to now                  0
 Qiong                                     e

   Li        Independent
                             Incumbent Male      46        18 October 2016      Up to now                  0
Minghui        director

             Independent
 Jia Bin                     Incumbent Male      42        18 October 2016      Up to now                  0
               director

  Feng       Independent
                             Incumbent Male      63        18 October 2016      Up to now                  0
 Genfu         director

  Yin       Vice-general
                             Incumbent Male      56        18 October 2016      Up to now                  0
 Lihou        Manager

            Vice-general
 Xu Yi                       Incumbent Male      56        18 October 2016      Up to now                  0
              Manager

  Liu       Vice-general
                             Incumbent Male      58        18 October 2016      Up to now                  0
Xiaoyun       Manager

                                                      56
Changchai Company, Limited                                                                       Annual Report 2019



  Wei        Vice-general
                               Incumbent Male       57         18 October 2016      Up to now               0
Jinxiang         Manager

   Ni       Chairman of the

Minglian     Supervisory       Incumbent Male       53         18 October 2016      Up to now               0

    g         Committee

Zhu Min       Supervisor       Incumbent Male       56         18 October 2016      Up to now               0

   Xie

Guozhon       Supervisor       Incumbent Male       51         18 October 2016      Up to now               0

    g

   Lu

Zhonggu       Supervisor       Incumbent Male       53         18 October 2016      Up to now               0

    i

 Liu Yi       Supervisor       Incumbent Male       51         18 October 2016      Up to now               0

   He       Secretary of the
                               Incumbent Male       41         18 October 2016      Up to now               0
Jianjiang         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



III Biographical Information

Professional backgrounds, major work experience and current duties in the Company of the incumbent directors,
supervisors and senior management:
Shi Xinkun: Now he acts as vice-president of Changzhou Investment Group Co., Ltd., the Chairman of the Board
and Party Secretary in the Company and the director in Jiangsu Housheng New Energy Technology Co., Ltd.
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, deputy Party Secretary of the Company and
executive director of Jiangsu Changchai Machinery Co., Ltd.
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.

                                                          57
Changchai Company, Limited                                                                    Annual Report 2019


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.
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, and
independent Director of Datang International Power Generation Co., Ltd., China Securities Co., Ltd, Huaren
Pharmaceutical Co., Ltd., Xi’An Shaangu Power Co.,Ltd. and 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 GCL Power (Group) 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 the Principal Staff Member of Organization and Personnel Division of Chanzhou
Audit Bureau 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 Wanzhou
and Changchai Machinery.
He Jianjiang: He successively acted as the Section Member, Assistant Minister, Vice Minister of Investment and
Development Department, Representative of Securities in the Company. Now he is Secretary of the Board and


                                                      58
Changchai Company, Limited                                                                                       Annual Report 2019


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:
√ Applicable □ Not applicable
                                                                    Office                                           Remuneration
                                                                    held in                                          or allowance
                                                                                     Start of        End of
    Name                    Shareholding entity                       the                                              from the
                                                                                     tenure          tenure
                                                                  sharehold                                          shareholding
                                                                  ing entity                                             entity
                                                                    Vice
                  Changzhou Investment Group Co.,                                December
   Lin Tian                                                      president,                                          Yes
                               Ltd.                                                2017
                                                                  director


 Notes            Now, he is the vice president and director of Changzhou Investment Group Co., Ltd.


Offices held concurrently in other entities:
√ Applicable □ Not applicable
                                                                                                                           Remuneration or
                                                        Office held in the                                End of
  Name                     Other entity                                                Start of tenure                     allowance from
                                                              entity                                      tenure
                                                                                                                               the entity
  Zhang       Synergetic Funds Management
                                          Supervisor                                                                            Yes
  Qiong       Limited

              Nanjing University                      Doctoral Supervisor            1 April 2012

              Baosheng           Science         &                                                       May 2019
                                                      Independent Director 3 December 2014
              Technology Innovation Co., Ltd
    Li
              Nanjing Securities Co., Ltd             Independent Director 12 May 2016                                          Yes
 Minghui
                                                      Independent Director                               November
              Jiangsu Fasten Co., Ltd                                                20 April 2015
                                                                                                              2019
              GCL Power (Group) Co., Ltd.             Independent Director 18 June 2019

              Tianjin Research Institute of the Director of No.1
                                                                                     1 March 2009
              Internal Combustion Engine              Research office

                                                      Secretary-general         of
  Jia Bin                                                                                                                       Yes
              China       Internal   Combustion CICEIA                    Small
                                                                                     1 November 2011
              Engine Industry Association             Gasoline          Engine
                                                      Branch.

              Institute    of   Economics      and
   Feng                                               Professor                and
              Finance      in   Xi’an     Jiaotong                                  1 March 2016                               Yes
  Genfu                                               Doctoral Advisor
              University

                                                                   59
Changchai Company, Limited                                                                       Annual Report 2019


            Datang    International      Power                                              January
                                                 Independent Director 30 June 2016
            Generation Co., Ltd.                                                             2020

            China Securities Co., Ltd.           Independent Director 15 May 2015

            Huaren Pharmaceutical Co.,Ltd. Independent Director 28 August 2019

            Xi’An Shaangu Power Co.,Ltd. Independent Director 19 December 2019

  Notes                                                         None


Punishments imposed in the recent three years by the securities regulator on the incumbent directors, supervisors
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 2019, 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            56           Incumbent     79.18                No
                 Board

                      Director,                                                      79.18
   Zhang Xin                              Male            54           Incumbent                          No
                  General Manager

                      Director,                                                      79.18

  Shi Jianchun       Vice-general         Male            58           Incumbent                          No

                      Manager

    Lin Tian           Director           Male            57           Incumbent        0                 Yes

 Zhang Qiong           Director          Female           62           Incumbent        0                 No

                     Independent
  Li Minghui                              Male            46           Incumbent        5                 No
                       director

     Jia Bin         Independent          Male            42           Incumbent        5                 No



                                                           60
Changchai Company, Limited                                                                    Annual Report 2019



                       director

                    Independent
  Feng Genfu                            Male            63           Former             5             No
                       director

                    Vice-general
   Yin Lihou                            Male            56         Incumbent          68.67           No
                      Manager

                    Vice-general
     Xu Yi                              Male            56         Incumbent          69.14           No
                      Manager

                    Vice-general
  Liu Xiaoyun                           Male            58         Incumbent          69.14           No
                      Manager

                    Vice-general
  Wei Jinxiang                          Male            57         Incumbent          67.73           No
                      Manager

                  Chairman of the

 Ni Mingliang        Supervisory        Male            53         Incumbent          69.14           No

                     Committee

    Zhu Min          Supervisor         Male            56         Incumbent            0             No

 Xie Guozhong        Supervisor         Male            51         Incumbent          54.17           No

  Lu Zhonggui        Supervisor         Male            53         Incumbent          17.01           No

     Liu Yi          Supervisor         Male            51         Incumbent          18.14           No

                   Secretary of the
  He Jianjiang                          Male            41         Incumbent          40.45           No
                        Board
      Total               --             --             --             --            726.13           --


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
                                                                                                        2,440
 the parent
 Number of in-service employees of major subsidiaries                                                      570
 Total number of in-service employees                                                                   3,010
 Total number of paid employees in the Reporting
                                                                                                        3,010
 Period


                                                        61
Changchai Company, Limited                                                       Annual Report 2019


Number of retirees to whom the Company as the
parent or its major subsidiaries need to pay retirement                                        0
pensions
                                                   Functions
                        Function                                     Employees
Production                                                                                 1,992
Sales                                                                                        226
Technical                                                                                    360
Financial                                                                                     39
Administrative                                                                               308

Other                                                                                         85

Total                                                                                      3,010
                                           Educational backgrounds
                 Educational background                              Employees
Junior high school graduates and below                                                     1,356

High school graduates                                                                        852
College graduates and technical secondary school
                                                                                             525
graduates
Bachelors                                                                                    259
Masters and above                                                                             18

Total                                                                                      3,010




                                                          62
Changchai Company, Limited                                                                     Annual Report 2019



                                  Part X 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
                                                              Date of the
     Meeting              Type           participation                      Disclosure date      disclosed
                                                               meeting
                                             ratio                                              information




                                                         63
Changchai Company, Limited                                                                       Annual Report 2019


 The 2018
                    Annual General
 Annual General                                 0.01%       16 May 2019      17 May 2019        2019-019
                    Meeting
 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 at board meetings and general meetings
                      Total
                                                                                            The
                   number of
                                                                            Board       independe
                      board                     Board
                                                                Board      meetings     nt director
                    meetings       Board      meetings
                                                              meetings        the        failed to    General
  Independent          the        meetings     attended
                                                               attended   independe     attend two    meetings
    director       independe      attended    by way of
                                                              through a   nt director   consecutiv    attended
                   nt director     on site   telecommu
                                                                proxy      failed to      e board
                       was                     nication
                                                                            attend       meetings
                   eligible to
                                                                                         (yes/no)
                     attend
 Li Minghui                  9           2              7             0             0      No                  1
 Feng Genfu                  9           2              7             0             0      No                  1
 Jia Bin                     9           2              7             0             0      No                  1


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

                                                        64
Changchai Company, Limited                                                                         Annual Report 2019


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 Gongzheng Tianye Certified Public Accountants (Special General
Partnership) as the audit institution of the Company in 2020.
      (2) Written opinions on financial statements of the Company issued by the Audit Committee
      1) On 20 March 2020, 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 2019 in all material aspects.
      2) With regard to the audited financial statements 2019, on 9 April 2020, the Audit Committee made the
following resolution: the Audit Committee reviewed the financial statements 2019 audited by auditors, and
believed that the said financial statements faithfully reflected the financial position of the Company as at 31
December 2019, as well as the business results and cash flows in 2019 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 2019:
      According to the annual audit plan jointly formulated by the Audit Committee and Gongzheng Tianye
Certified Public Accountants (Special General Partnership), 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
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 2019, as well as the business results and cash flows in 2019,
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 2020 to review the matter concerning the employment
of a CPAs firm for the audit in 2020, and the review opinion was as follows:
      Gongzheng Tianye Certified Public Accountants (Special General Partnership) had accomplished the audit of
the Company 2018, and the auditor’s report reflected the actual financial status of the Company in 2019
objectively and fairly.


                                                         65
Changchai Company, Limited                                                                     Annual Report 2019


      The Audit Committee was satisfied with the audit conducted by Gongzheng Tianye Certified Public
Accountants (Special General Partnership) and decided to continue to engage it as the audit institution of the
Company in 2020.
      The said proposal was agreed to be submitted to the 24th 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 2019, based on the fulfillment of the main financial indicators and operation
targets in 2019, which were determined in the Contract for Appraisal of Senior Executives in 2019.
      In the Reporting Period, based on relevant regulations and rules, the Remuneration & Appraisal Committee
examined the remuneration of the Company’s senior executives in 2019 and issued opinions as follows:
      The Remuneration & Appraisal Committee held that, the remuneration of the Company’s senior executives
in 2019 was in accordance with provisions in the Contract for Appraisal of Senior Executives in 2019, 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.



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
                                                                    11 April 2020
 control self-evaluation report
 Index to the disclosed internal
                                                                      2020-013
 control self-evaluation report



                                                       66
Changchai Company, Limited                                                                        Annual Report 2019


Evaluated entities’ combined assets
                                                                       100.00%
as % of consolidated total assets
Evaluated     entities’ combined
operating revenue as % of                                              100.00%
consolidated operating revenue
                             Identification standards for internal control weaknesses
                                       Weaknesses in internal control over       Weaknesses in internal control
                Type
                                              financial reporting               not 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
                                       multiple groups with control defect
                                                                                Defects with the following
                                       which may lead the enterprise
                                                                                random characteristics should be
                                       seriously deviates the control target;
                                                                                recognized as serious defect:
                                       (2) Important defect: refers to one or
                                                                                1) Seriously violated the national
                                       multiple groups with control defect
                                                                                laws        and      administrative
                                       with the severity and the economic
                                                                                regulations and the normative
                                       results lower than the great defect
                                                                                documents;
                                       but may still lead the enterprise
                                                                                2) “three significant one great”
                                       seriously deviates the control target;
                                                                                event had not been through the
                                       (3) General defect: refers to other
                                                                                collective         decision-making
                                       defect except for the great defect
                                                                                process;
                                       and significant defect.
                                                                                3) the significant events involved
Nature standard                        Nature standards:
                                                                                with      the    production    and
                                       defects with the following random
                                                                                operation of the Company lacked
                                       characteristics should be recognized
                                                                                of systematic control or the
                                       as serious defect:
                                                                                institutional system was invalid;
                                       1) the defect involves with the
                                                                                4) the internal control of the
                                       malpractice of the Directors,
                                                                                information      disclosure    was
                                       Supervisors and Senior Executives;
                                                                                invalid, which led the Company
                                       2) revised the disclosed financial
                                                                                be open condemned by the
                                       report;
                                                                                supervision department;
                                       3) CPAs discovered the great
                                                                                5) the serious defect from the
                                       misstatement among the current
                                                                                assessment results of the internal
                                       financial statement while which
                                                                                control had not been revised.
                                       could not be found during the
                                       operating process of the internal
                                       control;
                                       4) the supervision from the Audit
                                       Committee and the internal audit
                                       institution of the enterprise was
                                       invalid.
                                       Quantitative standards:                  Refer to the quantitative criteria
                                       The quantitative standards of            of the internal control defect of
                                       recognizing the significant degree of    the financial report, to recognize
Quantitative standard
                                       the misstatement (including the false    the quantitative criteria of the
                                       negatives) of the consolidated           significant degree of the internal
                                       financial report of the Company          control      defect     of     the

                                                        67
Changchai Company, Limited                                                                        Annual Report 2019


                                         based on the data from the 2019        non-financial report of the
                                         consolidated statements was as:        Company as:
                                         Serious defect: misstatement≥5% of    Serious defect: possibly caused
                                         the annual profits                     directly losses≥0.1% of the net
                                         Important defect: 2.5% of the annual   assets
                                         profits≤ misstatement < 5% of the    Important defect: 0.05% of the
                                         annual profits                         net assets≤ possibly caused
                                         General defect<2.5% of the annual     directly losses < 0.1% of the net
                                         profits                                assets
                                                                                General defect: possibly caused
                                                                                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
 2019.
 Independent auditor’s report
 on internal control disclosed    Disclosed
 or not
 Disclosure date                  11 April 2020
 Index to       such     report
                                  2020-013
 disclosed
 Type of the auditor’s opinion   Unmodified unqualified opinion
 Material weaknesses in
 internal control not related     None
 to financial reporting
Indicate by tick mark whether any modified opinion is expressed in the independent auditor’s report on the
Company’s internal control.
□ Yes √ No

                                                         68
Changchai Company, Limited                                                                    Annual Report 2019


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




                                                      69
Changchai Company, Limited                                                                         Annual Report 2019



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




                                                         70
Changchai Company, Limited                                                             Annual Report 2019




                                 Part XI 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.




                                                  71
Changchai Company, Limited                                                                        Annual Report 2019




                                 Part XII Financial Statements

I Independent Auditor’s Report

 Type of the independent auditor’s opinion                  Unmodified unqualified opinion
 Date of signing this report                                 9 April 2020
                                                             Gongzheng Tianye Certified Public Accountants
 Name of the independent auditor
                                                             (Special General Partnership)
 No. of the auditor’s report                                SGW[2020]A237
 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 2019, 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 2019 and the consolidated and
parent business performance and cash flow for 2019.
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
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
     For details of accounting policies governing revenue recognition, please refer to the Note III-25 Revenue and
the Note V-37 Operating Revenue and Cost of Sales. The operating revenue of the Company in 2019 is
RMB2,040,133,700.


                                                           72
Changchai Company, Limited                                                                      Annual Report 2019


      Since the operating revenue is one of key performance indicators of the Company, and there is the inherent
risk that the management may manipulate the timing of revenue recognition for the purpose of achieving certain
goals or expectations, so we identify the revenue 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
      Please refer to the accounting policies stipulated in the Note III-10 Impairment of Financial Assets and the
Note V-4 Accounts Receivable. On 31 December 2019, as for accounts receivable of the Company, the carrying
amount was RMB668.5874 million, the bad debt provision was RMB249.2917 million, and the carrying value
was RMB419.2957 million, accounting for 12.03% of total assets at the period-end. The bad debt of accounts
receivable due to failure of recovery at maturity or failure of recovery will generate significant impacts on
financial statements, thus, we identify the impairment of accounts receivable as a key audit item.
2. Response for audit
      (1) Access Changchai’s internal control systems of sales and accounts receivable management to understand
and evaluate the design of internal control, and carry out walk-through test to confirm the implementation of
internal control systems.
      (2) Analyze and confirm the reasonableness of Changchai’s accounting estimates of bad debt provision for
accounts receivable, including the basis for determining the combination of accounts receivable, the expected
credit loss rate and the judgment of impairment test of accounts receivable evaluated individually.
      (3) Access and check the account receivable details, aging schedule, statement of provisions for bad debts,
and confirm the reasonableness of bad debt provision for accounts receivable by combining with the request of
confirmation of balance and subsequent collection inspection;
      (4) Understand the reasons for accounts receivable, check Changchai’s reconciliation and collection during
the reporting period and any other data related to payment recovery, verify and confirm its accounts receivable
without transaction dispute at the end of the reporting period, as well as the adequacy of bad debt provision for
accounts receivable.
      (5) Send request for confirmation of balance, and confirm the authenticity and accuracy of the amount of
accounts receivable on the balance sheet date by combining with subsequent inspection and other procedures.
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 2019 Annual
Report other than the financial statements and our auditor’s report thereon.


                                                        73
Changchai Company, Limited                                                                       Annual Report 2019


     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
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.
     (3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the management.
     (4) Conclude on the appropriateness of the management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required by CAS to draw users’ attention in our auditor’s report to the related
disclosures in the financial statements. If such disclosures are inadequate, we need to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events
or conditions may cause the Company to cease to continue as a going concern.
     (5) Evaluate the overall presentation, structure and content of the financial statements, and whether the
financial statements represent the underlying transactions and events in a manner that achieves fair presentation.


                                                        74
Changchai Company, Limited                                                                        Annual Report 2019


     (6) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Company to express an opinion on the financial statements. We are responsible for the
direction, supervision and performance of the Company audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding the planned scope and timing of the audit and
significant audit findings, including any noteworthy deficiencies in internal control that we identify during our
audit.
     We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
     From the matters communicated with those charged with governance, we determine those matters that were
of most significance in the audit of the financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.

Gongzheng Tianye Certified Public Accountants                       Chinese CPA Dai Weizhong
      (Special General Partnership)                                    (Engagement Partner)
                                                                          Chinese CPA Xu Wenxiang

       Wuxi  China                                                            9 April 2020


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 2019                        31 December 2018
 Current assets:
   Monetary assets                                        637,214,006.06                          800,960,036.69
   Settlement reserve
   Interbank loans granted
   Held-for-trading      financial
                                                              10,000,000.00
 assets
    Financial assets at fair value
 through profit or loss
   Derivative financial assets
   Notes receivable                                       606,283,023.05                          495,370,782.47
   Accounts receivable                                    419,295,665.51                          378,859,159.11


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Changchai Company, Limited                                   Annual Report 2019


   Accounts               receivable
financing
   Prepayments                              12,930,546.16     11,352,297.10
   Premiums receivable
   Reinsurance receivables
  Receivable            reinsurance
contract reserve
   Other receivables                        10,597,073.18      9,244,584.42
     Including: Interest
receivable
                   Dividends
receivable
  Financial assets purchased
under resale agreements
   Inventories                          473,352,010.58       557,953,891.70
   Contractual assets
  Assets classified as held for
sale
  Current        portion         of
non-current assets
   Other current assets                      6,353,920.33     34,357,608.97
Total current assets                   2,176,026,244.87     2,288,098,360.46
Non-current assets:
  Loans and          advances     to
customers
  Investments in debt
obligations
  Available-for-sale       financial
                                                             498,851,369.49
assets
  Investments in other debt
obligations
   Held-to-maturity investments
   Long-term receivables
   Long-term equity investments
   Investments in other equity
                                        532,886,000.00
instruments
  Other non-current financial
                                            77,952,101.63
assets
   Investment property                      48,447,666.83     50,656,007.63

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Changchai Company, Limited                                  Annual Report 2019


   Fixed assets                        457,582,514.13       511,250,371.37
   Construction in progress                91,358,156.24     89,090,384.71
   Productive living assets
   Oil and gas assets
   Use rights assets
   Intangible assets                       99,699,450.26    103,092,879.38
   R&D expense
   Goodwill
   Long-term prepaid expense
   Deferred income tax assets               1,023,856.52        979,822.71
   Other non-current assets
Total non-current assets              1,308,949,745.61     1,253,920,835.29
Total assets                          3,484,975,990.48     3,542,019,195.75
Current liabilities:
   Short-term borrowings                   22,000,000.00     27,000,000.00
  Borrowings from the central
bank
   Interbank loans obtained
   Held-for-trading financial
liabilities
  Financial liabilities at fair
value through profit or loss
   Derivative financial liabilities
   Notes payable                       403,035,000.00       438,375,400.00
   Accounts payable                    525,610,256.89       591,754,875.77
   Advances from customers                 30,836,615.21     34,500,232.97
   Contractual liabilities
  Financial assets sold under
repurchase agreements
   Customer     deposits        and
interbank deposits
  Payables for acting trading of
securities
  Payables for underwriting of
securities
   Payroll payable                         44,559,015.79     50,500,592.99
   Taxes payable                            9,094,382.58      7,066,085.89


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Changchai Company, Limited                                    Annual Report 2019


   Other payables                        203,840,127.19       199,412,250.90
     Including: Interest payable                      0.00               0.00
                    Dividends
                                              3,891,433.83      3,891,433.83
payable
  Handling     charges          and
commissions payable
   Reinsurance payables
   Liabilities directly associated
with assets classified as held for
sale
  Current        portion           of
                                                               18,500,000.00
non-current liabilities
   Other current liabilities                  1,177,712.38      2,082,985.18
Total current liabilities               1,240,153,110.04     1,369,192,423.70
Non-current liabilities:
   Insurance contract reserve
   Long-term borrowings                               0.00      2,000,000.00
   Bonds payable
     Including: Preferred shares
                    Perpetual bonds
   Lease liabilities
   Long-term payables
   Long-term payroll payable
   Provisions
   Deferred income                           58,864,111.22     59,928,484.84
   Deferred         income      tax
                                             57,082,890.27     47,971,780.36
liabilities
   Other non-current liabilities
Total non-current liabilities            115,947,001.49       109,900,265.20
Total liabilities                       1,356,100,111.53     1,479,092,688.90
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


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Changchai Company, Limited                                                       Annual Report 2019


   Less: Treasury stock
   Other comprehensive income                  317,059,775.00                    264,405,675.00
   Specific reserve                                17,560,202.07                  15,182,958.83
   Surplus reserves                            322,226,700.34                    320,133,050.15
   General reserve
   Retained earnings                           726,689,929.10                    717,883,351.33
 Total equity attributable to
 owners of the Company as the                 2,109,239,597.94                 2,043,308,026.74
 parent
 Non-controlling interests                         19,636,281.01                  19,618,480.11
 Total owners’ equity                        2,128,875,878.95                 2,062,926,506.85
 Total liabilities and owners’
                                              3,484,975,990.48                 3,542,019,195.75
 equity

Legal representative: Shi Xinkun                                   General Manager: Zhang Xin

Head of the accounting department: Jiang He




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Changchai Company, Limited                                                       Annual Report 2019


2. Balance Sheet of the Company as the Parent

                                                                                       Unit: RMB
                 Item                    31 December 2019              31 December 2018
 Current assets:
   Monetary assets                                 584,957,678.96                759,404,219.72
   Held-for-trading         financial
 assets
    Financial assets at fair value
 through profit or loss
   Derivative financial assets
   Notes receivable                                576,948,023.05                490,519,795.91
   Accounts receivable                             337,447,538.04                300,357,283.81
    Accounts              receivable
 financing
   Prepayments                                          6,386,284.14               4,768,038.11
   Other receivables                                   23,639,899.46              21,681,331.85
      Including: Interest
 receivable
                   Dividends
 receivable
   Inventories                                     368,653,472.39                437,423,195.46
   Contractual assets
   Assets classified as held for
 sale
   Current        portion         of
 non-current assets
   Other current assets                                 3,898,333.51              23,099,858.67
 Total current assets                            1,901,931,229.55              2,037,253,723.53
 Non-current assets:
   Investments in debt
 obligations
   Available-for-sale       financial
                                                                                 470,940,000.00
 assets
   Investments in other debt
 obligations
   Held-to-maturity investments
   Long-term receivables


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Changchai Company, Limited                                  Annual Report 2019


   Long-term equity investments        251,752,730.03       241,752,730.03
   Investments in other equity
                                       532,886,000.00
instruments
  Other non-current financial
                                           50,000,000.00
assets
   Investment property                     48,447,666.83     50,656,007.63
   Fixed assets                        364,071,199.07       413,186,680.19
   Construction in progress                89,330,161.60     87,007,215.91
   Productive living assets
   Oil and gas assets
   Use rights assets
   Intangible assets                       70,169,770.91     72,184,608.63
   R&D expense
   Goodwill
   Long-term prepaid expense
   Deferred income tax assets                970,026.67         930,641.19
   Other non-current assets
Total non-current assets              1,407,627,555.11     1,336,657,883.58
Total assets                          3,309,558,784.66     3,373,911,607.11
Current liabilities:
   Short-term borrowings                    5,000,000.00     10,000,000.00
   Held-for-trading financial
liabilities
  Financial liabilities at fair
value through profit or loss
   Derivative financial liabilities
   Notes payable                       392,105,000.00       425,995,400.00
   Accounts payable                    481,854,210.18       561,555,397.44
   Advances from customers                 28,673,664.87     32,072,387.55
   Contractual liabilities
   Payroll payable                         39,125,477.30     43,597,759.22
   Taxes payable                            5,952,664.10      2,443,767.89
   Other payables                      191,962,821.35       185,022,961.56
     Including: Interest payable                    0.00               0.00
                  Dividends
                                            3,243,179.97      3,243,179.97
payable

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Changchai Company, Limited                                    Annual Report 2019


   Liabilities directly associated
with assets classified as held for
sale
  Current        portion           of
                                                               18,500,000.00
non-current liabilities
   Other current liabilities
Total current liabilities               1,144,673,837.80     1,279,187,673.66
Non-current liabilities:
   Long-term borrowings
   Bonds payable
     Including: Preferred shares
                    Perpetual bonds
   Lease liabilities
   Long-term payables
   Long-term payroll payable
   Provisions
   Deferred income                           58,864,111.22     59,928,484.84
   Deferred         income      tax
                                             55,951,725.00     46,659,825.00
liabilities
   Other non-current liabilities
Total non-current liabilities            114,815,836.22       106,588,309.84
Total liabilities                       1,259,489,674.02     1,385,775,983.50
Owners’ equity:
   Share capital                         561,374,326.00       561,374,326.00
   Other equity instruments
     Including: Preferred shares
                    Perpetual bonds
   Capital reserves                      183,071,147.70       183,071,147.70
   Less: Treasury stock
   Other comprehensive income            317,059,775.00       264,405,675.00
   Specific reserve                          17,560,202.07     15,182,958.83
   Surplus reserves                      322,226,700.34       320,133,050.15
   Retained earnings                     648,776,959.53       643,968,465.93
Total owners’ equity                   2,050,069,110.64     1,988,135,623.61
Total liabilities and owners’
                                        3,309,558,784.66     3,373,911,607.11
equity


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Changchai Company, Limited                                                      Annual Report 2019


3. Consolidated Income Statement

                                                                                      Unit: RMB
                         Item                               2019               2018
 1. Revenue                                                 2,040,133,717.30   2,132,902,718.60
   Including: Operating revenue                             2,040,133,717.30   2,132,902,718.60
                Interest income
                Premium income
                Handling charge and commission
 income
 2. Costs and expenses                                      1,985,673,605.20   2,140,281,299.65
   Including: Cost of sales                                 1,709,649,777.75   1,813,444,585.66
                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                          10,959,071.89      12,532,729.68
                Selling expense                               97,085,117.05     126,997,066.87
                Administrative expense                       106,183,133.40     116,027,838.96
                R&D expense                                   66,221,376.27      72,182,840.78
                Finance costs                                  -4,424,871.16       -903,762.30
                   Including: Interest expense                 5,722,554.43       4,553,608.46
                                Interest income                6,719,990.78       4,665,445.23
 Add: Other income                                             5,312,295.51       6,291,685.65
         Return on investment (“-” for loss)                  7,951,711.61    113,270,824.83
          Including: Share of profit or loss of
 joint ventures and associates
             Income from the derecognition of
 financial assets at amortized cost (“-” for loss)
         Foreign exchange gain (“-” for loss)
         Net gain on exposure hedges (“-” for
 loss)


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Changchai Company, Limited                                                     Annual Report 2019


        Gain on changes in fair value (“-” for
                                                                  -49,255.00
loss)
        Credit impairment loss (“-” for loss)                 -933,128.89
        Asset impairment loss (“-” for loss)                -42,371,202.17    -37,598,498.08
        Asset disposal income (“-” for loss)                 2,059,668.56        662,151.89
3. Operating profit (“-” for loss)                          26,430,201.72     75,247,583.24
Add: Non-operating income                                        446,345.38       1,938,995.76
Less: Non-operating expense                                      219,341.54       1,474,218.49
4. Profit before tax (“-” for loss)                         26,657,205.56     75,712,360.51
Less: Income tax expense                                       1,704,818.55     13,545,662.67
5. Net profit (“-” for net loss)                            24,952,387.01     62,166,697.84
   5.1 By operating continuity
    5.1.1 Net profit from                  continuing
                                                              24,952,387.01     62,166,697.84
operations (“-” for net loss)
    5.1.2 Net profit from                discontinued
operations (“-” for net loss)
   5.2 By ownership
     5.2.1 Net profit attributable to owners of
                                                              24,934,586.11     62,021,374.04
the Company as the parent
    5.2.1 Net        profit          attributable   to
                                                                  17,800.90        145,323.80
non-controlling interests
6. Other comprehensive income, net of tax                     52,654,100.00    -250,662,875.00
   Attributable to owners of the Company as
                                                              52,654,100.00    -250,662,875.00
the parent
     6.1 Items that will not be reclassified to
                                                              52,654,100.00
profit or loss
      6.1.1    Changes     caused      by
remeasurements on defined benefit pension
schemes
       6.1.2 Other comprehensive income that
will not be reclassified to profit or loss under
the equity method
       6.1.3 Changes in the fair value of
                                                              52,654,100.00
investments in other equity instruments
      6.1.4 Changes in the fair value of the
company’s credit risks
         6.1.5 Other
     6.2 Items that will be reclassified to profit
                                                                               -250,662,875.00
or loss


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Changchai Company, Limited                                                         Annual Report 2019


        6.2.1 Other comprehensive income that
 will be reclassified to profit or loss under the
 equity method
        6.2.2 Changes in the fair value of
 investments in other debt obligations
        6.2.3 Gain/Loss on changes in the fair
                                                                                  -250,662,875.00
 value of available-for-sale financial assets
         6.2.4 Other comprehensive income
 arising from the reclassification of financial
 assets
         6.2.5 Gain/Loss arising from the
 reclassification    of      held-to-maturity
 investments to available-for-sale financial
 assets
         6.2.6 Allowance for credit impairments
 in investments in other debt obligations
        6.2.7 Reserve for cash flow hedges
         6.2.8 Differences arising from the
 translation of foreign currency-denominated
 financial statements
        6.2.9 Other
   Attributable to non-controlling interests
 7. Total comprehensive income                           77,606,487.01            -188,496,177.16
    Attributable to owners of the Company as
                                                         77,588,686.11            -188,641,500.96
 the parent
   Attributable to non-controlling interests                17,800.90                  145,323.80
 8. Earnings per share
   8.1 Basic earnings per share                                   0.04                        0.11
   8.2 Diluted earnings per share                                 0.04                        0.11
Legal representative: Shi Xinkun                                     General Manager: Zhang Xin
Head of the accounting department: Jiang He




                                                    85
Changchai Company, Limited                                                       Annual Report 2019


4. Income Statement of the Company as the Parent

                                                                                        Unit: RMB
                           Item                             2019                2018
 1. Operating revenue                                       1,866,291,739.39    1,968,727,065.36
 Less: Cost of sales                                        1,575,626,989.46    1,689,706,860.63
         Taxes and surcharges                                  8,407,285.53         9,550,011.21
         Selling expense                                      89,281,567.68      113,219,756.42
         Administrative expense                               89,269,943.25       99,399,032.15
         R&D expense                                          60,705,823.99       70,981,785.06
         Finance costs                                         -7,320,351.23       -2,269,683.27
           Including: Interest expense                          1,974,711.69       1,150,062.50

                         Interest income                       6,955,017.26
                                                                                   4,320,565.70
 Add: Other income                                             3,864,303.74        6,156,851.75
          Return on investment (“-” for loss)                6,206,814.50      112,464,720.49
          Including: Share of profit or loss of
 joint ventures and associates
             Income from the derecognition of
 financial assets at amortized cost (“-” for loss)
          Net gain on exposure hedges (“-” for
 loss)
          Gain on changes in fair value (“-” for
 loss)
          Credit impairment loss (“-” for loss)                  750,844.30
          Asset impairment loss (“-” for loss)              -41,914,242.93      -33,088,706.77
          Asset disposal income (“-” for loss)               2,072,367.71            577,265.23
 2. Operating profit (“-” for loss)                         21,300,568.03       74,249,433.86
 Add: Non-operating income                                          13,825.00      1,231,701.78
 Less: Non-operating expense                                       141,118.07      1,442,817.89
 3. Profit before tax (“-” for loss)                        21,173,274.96       74,038,317.75
 Less: Income tax expense                                          236,773.02      9,759,917.90
 4. Net profit (“-” for net loss)                           20,936,501.94       64,278,399.85
     4.1 Net profit from continuing operations
                                                              20,936,501.94       64,278,399.85
 (“-” for net loss)
     4.2 Net profit from discontinued operations
 (“-” for net loss)

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Changchai Company, Limited                                                 Annual Report 2019


5. Other comprehensive income, net of tax                  52,654,100.00   -250,662,875.00
  5.1 Items that will not be reclassified to
                                                           52,654,100.00
profit or loss
     5.1.1 Changes caused by remeasurements
on defined benefit pension schemes
     5.1.2 Other comprehensive income that
will not be reclassified to profit or loss under
the equity method
     5.1.3 Changes in the fair value of
                                                           52,654,100.00
investments in other equity instruments
    5.1.4 Changes in the fair value of the
company’s credit risks
     5.1.5 Other
   5.2 Items that will be reclassified to profit or
                                                                           -250,662,875.00
loss
     5.2.1 Other comprehensive income that
will be reclassified to profit or loss under the
equity method
     5.2.2 Changes in the fair value of
investments in other debt obligations
     5.2.3 Gain/Loss on changes in the fair
                                                                           -250,662,875.00
value of available-for-sale financial assets
    5.2.4 Other comprehensive income arising
from the reclassification of financial assets
     5.2.5 Gain/Loss arising from the
reclassification of held-to-maturity investments
to available-for-sale financial assets
     5.2.6 Allowance for credit impairments in
investments in other debt obligations
     5.2.7 Reserve for cash flow hedges
     5.2.8 Differences arising from the
translation of foreign currency-denominated
financial statements
     5.2.9 Other
6. Total comprehensive income                              73,590,601.94   -186,384,475.15
7. Earnings per share
    7.1 Basic earnings per share
    7.2 Diluted earnings per share




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Changchai Company, Limited                                            Annual Report 2019


5. Consolidated Cash Flow Statement

                                                                            Unit: RMB
                  Item                      2019                    2018
 1. Cash       flows    from   operating
 activities:
   Proceeds from sale of commodities
                                                 2,172,685,126.88    2,425,197,716.22
 and rendering of services
   Net increase in customer deposits
 and interbank deposits
    Net increase in borrowings from
 the 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
   Interest, handling     charges    and
 commissions received
   Net increase in interbank loans
 obtained
   Net increase in proceeds from
 repurchase transactions
   Net proceeds from acting trading of
 securities
   Tax rebates                                     42,607,617.45       57,089,558.17
   Cash     generated     from      other
                                                   11,679,968.90       12,322,331.45
 operating activities
 Subtotal of cash generated from
                                                 2,226,972,713.23    2,494,609,605.84
 operating activities
    Payments for commodities and
                                                 1,820,127,110.80    1,748,699,087.54
 services
    Net increase in loans and advances
 to customers
   Net increase in deposits in the
 central bank and in interbank loans
 granted
    Payments for claims on original
 insurance contracts




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Changchai Company, Limited                                            Annual Report 2019


  Net increase in interbank loans
granted
  Interest, handling       charges    and
commissions paid
   Policy dividends paid
   Cash paid to and for employees                  286,479,391.58     321,746,157.63
   Taxes paid                                       19,775,735.08      33,740,896.03
  Cash used       in   other operating
                                                   121,133,333.29     116,603,937.75
activities
Subtotal of cash used in operating
                                                  2,247,515,570.75   2,220,790,078.95
activities
Net cash generated from/used in
                                                    -20,542,857.52    273,819,526.89
operating activities
2. Cash       flows    from    investing
activities:
   Proceeds from disinvestment                      11,201,882.58      43,589,736.75
   Return on investment                              8,488,216.45     113,425,932.70
   Net proceeds from the disposal of
fixed assets, intangible assets and                    326,835.85         979,093.38
other long-lived assets
  Net proceeds from the disposal of
subsidiaries and other business units
  Cash     generated       from      other
investing activities
Subtotal of cash generated from
                                                    20,016,934.88     157,994,762.83
investing activities
   Payments for the acquisition of
fixed assets, intangible assets and                 39,198,814.48      18,482,660.75
other long-lived assets
   Payments for investments                         58,980,496.31      33,293,147.06
  Net increase in pledged loans
granted
  Net payments for the acquisition of
subsidiaries and other business units
  Cash used       in   other   investing
activities
Subtotal of cash used in investing
                                                    98,179,310.79      51,775,807.81
activities
Net cash generated from/used in
                                                    -78,162,375.91    106,218,955.02
investing activities
3. Cash       flows    from    financing
activities:

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Changchai Company, Limited                                         Annual Report 2019


   Capital contributions received
     Including: Capital contributions
by non-controlling interests to
subsidiaries
   Borrowings obtained                            34,000,000.00     40,700,000.00
   Cash    generated     from       other
financing activities
Subtotal of cash generated from
                                                  34,000,000.00     40,700,000.00
financing activities
   Repayments of borrowings                       59,500,000.00     39,600,000.00
   Payments for interest and dividends            19,005,058.96     19,322,496.75
     Including: Dividends paid by
subsidiaries    to   non-controlling
interests
  Cash used       in   other financing
activities
Subtotal of cash used in financing
                                                  78,505,058.96     58,922,496.75
activities
Net cash generated from/used in
                                                  -44,505,058.96   -18,222,496.75
financing activities
4. Effect of foreign exchange rate
                                                     715,396.97
changes on cash and cash equivalents
5. Net increase in cash and cash
                                                 -142,494,895.42   361,815,985.16
equivalents
Add: Cash and cash equivalents,
                                                 687,079,639.59    325,263,654.43
beginning of the period
6. Cash and cash equivalents, end of
                                                 544,584,744.17    687,079,639.59
the period




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Changchai Company, Limited                                                    Annual Report 2019


6. Cash Flow Statement of the Company as the Parent

                                                                                     Unit: RMB
                   Item                               2019                   2018
 1. Cash flows from operating activities:
   Proceeds from sale of commodities
                                                       1,911,679,765.84      2,373,022,957.25
 and rendering of services
   Tax rebates                                               34,035,423.13      40,981,398.83
   Cash generated from other operating
                                                              9,754,947.38      10,293,262.16
 activities
 Subtotal of cash         generated   from
                                                       1,955,470,136.35      2,424,297,618.24
 operating activities
    Payments     for    commodities      and
                                                       1,637,576,894.25      1,748,150,322.59
 services
   Cash paid to and for employees                        237,310,147.26        268,331,025.24
   Taxes paid                                                 8,675,558.38      21,464,799.34
   Cash used       in     other   operating
                                                         107,932,998.05        114,428,231.52
 activities
 Subtotal of cash used in operating
                                                       1,991,495,597.94      2,152,374,378.69
 activities
 Net cash generated          from/used    in
                                                         -36,025,461.59        271,923,239.55
 operating activities
 2. Cash flows from investing activities:
   Proceeds from disinvestment                                4,000,000.00      30,000,000.00
   Return on investment                                       6,206,814.50     112,621,521.91
    Net proceeds from the disposal of
 fixed assets, intangible assets and other                     297,935.85           867,615.38
 long-lived assets
   Net proceeds from the disposal of
 subsidiaries and other business units
   Cash generated from other investing
                                                              9,500,000.00
 activities
 Subtotal of cash         generated   from
                                                             20,004,750.35     143,489,137.29
 investing activities
   Payments for the acquisition of fixed
 assets, intangible assets and other                         30,078,441.85      16,631,342.48
 long-lived assets
   Payments for investments                                  60,000,000.00      10,000,000.00
   Net payments for the acquisition of
 subsidiaries and other business units



                                                 91
Changchai Company, Limited                                            Annual Report 2019


  Cash used        in   other     investing
                                                       9,500,000.00
activities
Subtotal of cash used in investing
                                                     99,578,441.85     26,631,342.48
activities
Net cash generated           from/used    in
                                                     -79,573,691.50   116,857,794.81
investing activities
3. Cash flows from financing activities:
   Capital contributions received
   Borrowings obtained                                 5,000,000.00    10,000,000.00
  Cash generated from other financing
activities
Subtotal of cash        generated      from
                                                       5,000,000.00    10,000,000.00
financing activities
   Repayments of borrowings                          28,500,000.00      1,000,000.00
   Payments for interest and dividends               16,009,069.84     17,991,292.28
  Cash used       in    other     financing
activities
Subtotal of cash used in financing
                                                     44,509,069.84     18,991,292.28
activities
Net cash generated           from/used    in
                                                     -39,509,069.84    -8,991,292.28
financing activities
4. Effect of foreign exchange rate
                                                       1,031,120.95
changes on cash and cash equivalents
5. Net increase in cash and cash
                                                    -154,077,101.98   379,789,742.08
equivalents
Add: Cash and cash              equivalents,
                                                    651,854,206.79    272,064,464.71
beginning of the period
6. Cash and cash equivalents, end of the
                                                    497,777,104.81    651,854,206.79
period




                                               92
                        Changchai Company, Limited                                                                         Annual Report 2019
7. Consolidated Statements of Changes in Owners’ Equity

2019
                                                                                                                                                            Unit: RMB
                                                                                      2019
                                               Equity attributable to owners of the Company as the parent
                          Other equity
                          instruments                      Less:     Other                              Gen                                     Non-cont       Total
  Item
            Share      Prefe   Perpe             Capital   Trea    compreh     Specific      Surplus     eral   Retained   Ot                    rolling     owners’
                                                                                                                                   Subtotal
            capital     rred    tual     Ot     reserves    sury     ensive    reserve       reserves   reser   earnings   her                  interests     equity
                       share   bond      her               stock    income                                ve
                          s       s
1.
Balances
as at the   561,374,                            164,328,            264,405,   15,182,9      320,133,           717,883,          2,043,308,    19,618,48   2,062,926,
end of       326.00                              665.43              675.00       58.83       050.15              351.33             026.74          0.11      506.85
the prior
year
Add:
Adjustm
ents for
changed
accounti
ng
policies




                                                                                 93
                        Changchai Company, Limited                                                   Annual Report 2019


Adjustm
ents for
correctio
ns      of
previous
errors


Adjustm
ents for
business
combinat
ions
under
common
control
   Other
adjustme
nts
2.
Balances
as at the    561,374,                         164,328,   264,405,   15,182,9   320,133,   717,883,          2,043,308,    19,618,48   2,062,926,
beginnin      326.00                           665.43     675.00       58.83    050.15      351.33             026.74          0.11      506.85
g of the
year




                                                                     94
             Changchai Company, Limited                                               Annual Report 2019
3.
Increase/
decrease
in     the                                52,654,1   2,377,24   2,093,65   8,806,57          65,931,57                 65,949,37
                                                                                                           17,800.90
period                                       00.00       3.24       0.19       7.77               1.20                      2.10
(“-” for
decrease
)
  3.1
Total
                                          52,654,1                         24,934,5          77,588,68                 77,606,48
compreh                                                                                                    17,800.90
                                             00.00                            86.11               6.11                      7.01
ensive
income
  3.2
Capital
increase
d     and
reduced
by
owners
     3.2.
1
Ordinary
shares
increase
d by
owners




                                                      95
             Changchai Company, Limited                               Annual Report 2019
     3.2.
2 Capital
increase
d by
holders
of other
equity
instrume
nts
     3.2.
3
Share-ba
sed
payment
s
included
in
owners’
equity
     3.2.
4 Other
 3.3
Profit                                         2,093,65   -16,128,0         -14,034,35     -14,034,35
distributi                                         0.19       08.34               8.15           8.15
on




                                          96
            Changchai Company, Limited                               Annual Report 2019


3.3.1
Appropri                                      2,093,65   -2,093,65
ation to                                          0.19        0.19
surplus
reserves


3.3.2
Appropri
ation to
general
reserve


3.3.3
Appropri
ation to                                                 -14,034,3         -14,034,35     -14,034,35
owners                                                       58.15               8.15           8.15
(or
sharehol
ders)


3.3.4
Other
  3.4
Transfers
within
owners’
equity



                                         97
             Changchai Company, Limited        Annual Report 2019


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




                                          98
             Changchai Company, Limited              Annual Report 2019


3.4.4
Changes
in
defined
benefit
pension
schemes
transferr
ed      to
retained
earnings


3.4.5
Other
compreh
ensive
income
transferr
ed      to
retained
earnings


3.4.6
Other
   3.5
                                          2,377,24          2,377,243.    2,377,243.
Specific
                                              3.24                 24            24
reserve



                                           99
                        Changchai Company, Limited                                                                          Annual Report 2019


3.5.1
                                                                               3,868,72                                            3,868,727.                3,868,727.
Increase
                                                                                   7.07                                                   07                        07
in    the
period


3.5.2
                                                                               1,491,48                                            1,491,483.                1,491,483.
Used in
                                                                                   3.83                                                   83                        83
the
period
  3.6
Other
4.
Balances
as at the   561,374,                            164,328,            317,059,   17,560,2       322,226,           726,689,          2,109,239,    19,636,28   2,128,875,
end of       326.00                              665.43              775.00       02.07        700.34              929.10             597.94          1.01      878.95
the
period
2018
                                                                                                                                                             Unit: RMB
                                                                                       2018
                                               Equity attributable to owners of the Company as the parent
                          Other equity
                          instruments                      Less:     Other                               Gen                                     Non-cont       Total
  Item
            Share      Prefe   Perpe             Capital   Trea    comprehe     Specific      Surplus     eral   Retained   Ot                    rolling     owners’
                                                                                                                                    Subtotal
            capital     rred    tual     Ot     reserves    sury     nsive      reserve       reserves   reser   earnings   her                  interests     equity
                       share   bond      her               stock    income                                 ve
                          s       s

                                                                                 100
                        Changchai Company, Limited                                                   Annual Report 2019
1.
Balances
as at the    561,374,                        164,328,   515,068,5   13,289,0   313,705,   679,131,          2,246,896,    19,473,1   2,266,370,
end of        326.00                          665.43        50.00      59.21    210.16     047.06              857.86        56.31      014.17
the prior
year
Add:
Adjustm
ents for
changed
accounti
ng
policies


Adjustm
ents for
correctio
ns      of
previous
errors


Adjustm
ents for
business
combinat
ions
under
common
control


                                                                     101
                        Changchai Company, Limited                                                   Annual Report 2019
   Other
adjustme
nts
2.
Balances
as at the    561,374,                        164,328,   515,068,5   13,289,0   313,705,   679,131,          2,246,896,    19,473,1   2,266,370,
beginnin      326.00                          665.43        50.00      59.21    210.16     047.06              857.86        56.31      014.17
g of the
year
3.
Increase/
decrease
in     the                                              -250,662,   1,893,89   6,427,83   38,752,3           -203,588,    145,323.   -203,443,
period                                                    875.00        9.62       9.99      04.27              831.12          80     507.32
(“-” for
decrease
)
  3.1
Total
                                                        -250,662,                         62,021,3           -188,641,    145,323.   -188,496,
compreh
                                                          875.00                             74.04              500.96          80     177.16
ensive
income
  3.2
Capital
increase
d     and
reduced
by
owners


                                                                     102
            Changchai Company, Limited         Annual Report 2019
     3.2.
1
Ordinary
shares
increase
d by
owners
     3.2.
2 Capital
increase
d by
holders
of other
equity
instrume
nts
     3.2.
3
Share-ba
sed
payment
s
included
in
owners’
equity
     3.2.
4 Other



                                         103
             Changchai Company, Limited                                Annual Report 2019
 3.3
Profit                                          6,427,83   -23,269,0           -16,841,2    -16,841,2
distributi                                          9.99       69.77               29.78        29.78
on


3.3.1
Appropri                                        6,427,83   -6,427,83
ation to                                            9.99        9.99
surplus
reserves


3.3.2
Appropri
ation to
general
reserve


3.3.3
Appropri
ation to                                                   -16,841,2           -16,841,2    -16,841,2
owners                                                         29.78               29.78        29.78
(or
sharehol
ders)


3.3.4
Other




                                          104
             Changchai Company, Limited         Annual Report 2019
  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


                                          105
             Changchai Company, Limited              Annual Report 2019


3.4.4
Changes
in
defined
benefit
pension
schemes
transferr
ed      to
retained
earnings


3.4.5
Other
compreh
ensive
income
transferr
ed      to
retained
earnings


3.4.6
Other
   3.5
                                          1,893,89          1,893,899.    1,893,899.
Specific
                                              9.62                 62            62
reserve



                                           106
                       Changchai Company, Limited                                                   Annual Report 2019


3.5.1
                                                                   4,135,80                                4,135,805.               4,135,805.
Increase
                                                                       5.99                                       99                       99
in    the
period


3.5.2
                                                                   2,241,90                                2,241,906.               2,241,906.
Used in
                                                                       6.37                                       37                       37
the
period
  3.6
Other
4.
Balances
as at the   561,374,                        164,328,   264,405,6   15,182,9   320,133,   717,883,          2,043,308,    19,618,4   2,062,926,
end of       326.00                          665.43        75.00      58.83    050.15     351.33              026.74        80.11      506.85
the
period




                                                                    107
                            Changchai Company, Limited                                                                Annual Report 2019
8. Statements of Changes in Owners’ Equity of the Company as the Parent

2019
                                                                                                                                                    Unit: RMB
                                                                                        2019
                                Other equity instruments                 Less:
                                                                                       Other
    Item          Share         Preferr   Perpetu            Capital     Treasu                    Specific     Surplus       Retained     Oth   Total owners’
                                                     Oth                            comprehensi
                  capital         ed         al             reserves       ry                      reserve      reserves      earnings      er      equity
                                                      er                             ve income
                                shares     bonds                         stock
1. Balances
as at the end   561,374,326                                183,071,147              264,405,675   15,182,958   320,133,050   643,968,465         1,988,135,623
of the prior            .00                                        .70                      .00          .83           .15           .93                    .61
year
Add:
Adjustment
s        for
changed
accounting
policies


Adjustment
s         for
corrections
of previous
errors
  Other
adjustments



                                                                                  108
                         Changchai Company, Limited                                                         Annual Report 2019
2. Balances
as at the       561,374,326                           183,071,147     264,405,675       15,182,958   320,133,050   643,968,465   1,988,135,623
beginning               .00                                   .70             .00              .83           .15           .93              .61
of the year
3. Increase/
decrease in
                                                                          52,654,100.   2,377,243.   2,093,650.1   4,808,493.6
the period                                                                                                                       61,933,487.03
                                                                                  00           24              9             0
(“-”    for
decrease)
  3.1 Total
                                                                          52,654,100.                              20,936,501.
comprehens                                                                                                                       73,590,601.94
                                                                                  00                                       94
ive income
  3.2
Capital
increased
and reduced
by owners
     3.2.1
Ordinary
shares
increased
by owners
     3.2.2
Capital
increased
by holders
of other
equity
instruments


                                                                    109
                Changchai Company, Limited                Annual Report 2019
     3.2.3
Share-based
payments
included in
owners’
equity
    3.2.4
Other
   3.3 Profit                                      2,093,650.1   -16,128,008.   -14,034,358.1
distribution                                                 9            34                5
     3.3.1
Appropriati
                                                   2,093,650.1   -2,093,650.1
on         to
                                                             9              9
surplus
reserves
     3.3.2
Appropriati
on         to                                                    -14,034,358.   -14,034,358.1
owners (or                                                                15                5
shareholder
s)
    3.3.3
Other
  3.4
Transfers
within
owners’
equity



                                             110
               Changchai Company, Limited         Annual Report 2019
     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



                                            111
                          Changchai Company, Limited                                                               Annual Report 2019
     3.4.5
Other
comprehens
ive income
transferred
to retained
earnings
    3.4.6
Other
   3.5
                                                                                               2,377,243.
Specific                                                                                                                                       2,377,243.24
                                                                                                      24
reserve
     3.5.1
                                                                                               3,868,727.
Increase in                                                                                                                                    3,868,727.07
                                                                                                      07
the period
     3.5.2
                                                                                               1,491,483.
Used in the                                                                                                                                    1,491,483.83
                                                                                                      83
period
  3.6 Other
4. Balances
as at the end   561,374,326                              183,071,147             317,059,775   17,560,202   322,226,700   648,776,959         2,050,069,110
of        the           .00                                      .70                     .00          .07           .34           .53                   .64
period
2018
                                                                                                                                                Unit: RMB
                                                                                     2018
    Item
                  Share       Other equity instruments    Capital      Less:         Other      Specific      Surplus      Retained     Oth   Total owners’



                                                                               112
                            Changchai Company, Limited                                                                  Annual Report 2019
                  capital       Preferr   Perpetu           reserves     Treasu     comprehensi     reserve      reserves        earnings    er      equity
                                                     Oth
                                  ed         al                            ry        ve income
                                                      er
                                shares     bonds                         stock
1. Balances
as at the       561,374,326                                183,071,147              515,068,550.   13,289,059   313,705,210    602,959,135        2,189,467,42
end of the              .00                                        .70                        00          .21            .16           .85                8.92
prior year
Add:
Adjustment
s        for
changed
accounting
policies


Adjustment
s         for
corrections
of previous
errors
  Other
adjustments
2. Balances
as at the       561,374,326                                183,071,147              515,068,550.   13,289,059   313,705,210    602,959,135        2,189,467,42
beginning               .00                                        .70                        00          .21            .16           .85                8.92
of the year
3. Increase/
decrease in
                                                                                   -250,662,875    1,893,899.   6,427,839.9    41,009,330.        -201,331,805.
the period
                                                                                            .00           62              9            08                   31
(“-”    for
decrease)
                                                                                  113
              Changchai Company, Limited                   Annual Report 2019
  3.1 Total
                                            -250,662,875          64,278,399.   -186,384,475.
comprehens
                                                     .00                  85              15
ive income
  3.2
Capital
increased
and reduced
by owners
     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



                                           114
                Changchai Company, Limited                Annual Report 2019

   3.3 Profit                                      6,427,839.9   -23,269,069.   -16,841,229.7
distribution                                                 9            77                8
     3.3.1
Appropriati
                                                   6,427,839.9   -6,427,839.9
on         to
                                                             9              9
surplus
reserves
     3.3.2
Appropriati
on         to                                                    -16,841,229.   -16,841,229.7
owners (or                                                                78                8
shareholder
s)
    3.3.3
Other
  3.4
Transfers
within
owners’
equity
     3.4.1
Increase in
capital (or
share
capital)
from capital
reserves




                                             115
              Changchai Company, Limited         Annual Report 2019
     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
comprehens
ive income
transferred
to retained
earnings
    3.4.6
Other
                                           116
                       Changchai Company, Limited                                                       Annual Report 2019
   3.5
                                                                                   1,893,899.
Specific                                                                                                                     1,893,899.62
                                                                                          62
reserve
     3.5.1
                                                                                   4,135,805.
Increase in                                                                                                                  4,135,805.99
                                                                                          99
the period
     3.5.2
                                                                                   2,241,906.
Used in the                                                                                                                  2,241,906.37
                                                                                          37
period
  3.6 Other
4. Balances
as at the     561,374,326                           183,071,147     264,405,675.   15,182,958   320,133,050    643,968,465   1,988,135,62
end of the            .00                                   .70               00          .83            .15           .93           3.61
period




                                                                  117
Changchai Company, Limited                                                                     Annual Report 2019


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 Gongzheng Tianye Certified Public Accountants (Special General
Partnership) 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 2020.
      The consolidated scope of the Company of the Reporting Period includes the Company as the parent and 6
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 Company prepared financial statements in accordance with The Accounting Standards for Business

                                                       118
Changchai Company, Limited                                                                    Annual Report 2019


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 Company
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

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 financial instruments,withdrawal method of the bad debt provision of
the accounts receivable, the measurement of the inventory and the depreciation of the fixed assets etc.

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

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

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 Company purchasing assets for processing to realizing
cash or cash equivalents. An operating cycle for the Company is 12 months, which is also the classification
criterion for the liquidity of its assets and liabilities.




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Changchai Company, Limited                                                                           Annual Report 2019


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
     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


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Changchai Company, Limited                                                                         Annual Report 2019


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 Company 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 Company
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 Company 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
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 Company 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


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Changchai Company, Limited                                                                             Annual Report 2019


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 Company according to the original
shareholding percentage in the subsidiary, is recorded in investment gains for the period when the Company’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
Company 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 Company classifies joint arrangements into joint operations and joint ventures.
      A joint operation refers to a joint arrangement where the Company 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 Company’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 Company’s stake in the joint operation;
      (3) Recognizes the income from sale of the Company’s share in the output of the joint operation
      (4) Recognizes the income from sale of the joint operation’s outputs according to the Company’s stake in it
      (5) Recognizes the expense solely incurred to the Company and the expense incurred to the joint operation
according to the Company’s stake in it.

8. Recognition Standard for Cash and Cash Equivalents

   In the Company’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.




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Changchai Company, Limited                                                                       Annual Report 2019


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) Classification of Financial Instruments
     The Company classifies the financial assets when initially recognized into the following three categories
based on the business model for financial assets management and characteristics of contractual cash flow of
financial assets: financial assets measured at amortized cost, financial assets at fair value through other
comprehensive income (debt instruments) and financial assets at fair value through profit or loss
     Financial liabilities were classifies when initially recognized into financial liabilities at fair value through
profit or loss and financial liabilities measured at amortized cost.
     (2) Recognition Basis and Measurement Method for Financial Instruments
     ① Financial assets measured at amortized cost
     Financial assets at amortized cost include notes receivable, accounts receivable, other receivables, long-term
receivables, and investment in debt obligations which are initially measured at fair value and related transaction
cost shall be recorded into the initial recognized amount. For accounts receivable excluding significant financing


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Changchai Company, Limited                                                                          Annual Report 2019


and accounts receivable that the Company decides not to consider financing components less than one year, the
initial measurement shall be made at the contract transaction price. The interest calculated with actual rates for the
holding period shall be recorded into the current profit or loss. When recovered or disposed, the difference
between the price obtained and the carrying value of the financial assets shall be recorded into the current profit or
loss.
      ② Financial assets at fair value through other comprehensive income (debt instruments)
      Financial assets at fair value through other comprehensive income (debt instruments) include accounts
receivable financing and investment in other debt obligations which are initially measured at fair value and related
transaction cost shall be recorded into the initial recognized amount. The subsequent measurement of the financial
assets shall be at fair value and changes of fair value except for interest calculated with actual rates, impairment
losses or gains and exchange gains or losses shall be recorded into other comprehensive income. When
derecognized, the accumulated gains or losses originally recorded into other comprehensive income shall be
transferred into the current profit or loss.
      ③ Financial assets at fair value through other comprehensive income (equity instruments)
      Financial assets at fair value through other comprehensive income (equity instruments) include investment in
other equity instruments, etc. which are initially measured at fair value and related transaction cost shall be
recorded into the initial recognized amount. The subsequent measurement of the financial assets shall be at fair
value and changes of fair value shall be recorded into other comprehensive income. The dividends obtained shall
be recorded into the current profit or loss. When derecognized, the accumulated gains or losses originally recorded
into other comprehensive income shall be transferred into retained earnings.
      ④ Financial assets at fair value through profit or loss
      Financial assets at fair value through profit or loss include held-for-trading financial assets, derivative
financial assets and other non-current financial assets which are initially measured at fair value and the related
transaction cost shall be recorded into the current profit or loss. The subsequent measurement of the financial
assets shall be at fair value and the changes of fair value shall be recorded into the current profit or loss.

     ⑤ Financial liabilities at fair value through profit or loss
     Financial liabilities at fair value through profit or loss include held-for-trading financial liabilities and
derivative financial liabilities which are initially measured at fair value and the related transaction cost shall be
recorded into the current profit or loss. The subsequent measurement of the financial liabilities shall be at fair
value and the changes of fair value shall be recorded into the current profit or loss. When derecognized, the
difference between the carrying value and the paid consideration shall be recorded into the current profit or loss.
     ⑥ Financial liabilities at amortized cost
     Financial liabilities at amortized cost include short-term borrowings, notes payable, accounts payable, other
payables, long-term borrowings, bonds payable and long-term payables which are initially measured at fair value
and the related transaction cost shall be recorded into the initial recognized amount. The interest calculated with
actual rates for the holding period shall be recorded into the current profit or loss. When derecognized, the
difference between the paid consideration and the carrying value of the financial liabilities shall be recorded into
the current profit or loss.
     (3) Recognition Basis and Measurement of Transfer of Financial Assets
     Where the Company has transferred 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 separately recognize the rights and
obligations generated retained from the transfer as assets or liabilities. If it retained nearly all of the risks and
rewards related to the ownership of the financial asset, it shall continue to recognize the transferred financial asset.


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Changchai Company, Limited                                                                           Annual Report 2019


Where the Company does not transfer or retain nearly all of the risks and rewards related to the ownership of a
financial asset, it shall deal with it according to the circumstances as follows, respectively: (1) If it gives up its
control over the financial asset, it shall stop recognizing the financial asset and separately recognize the rights and
obligations generated retained from the transfer as assets or liabilities; (2) If it does not give up its control over the
financial asset, it shall, according to the extent of its continuous involvement in the transferred financial asset,
recognize the related financial asset and recognize the relevant liability accordingly.
      If the transfer of an entire financial asset satisfies the conditions for stopping recognition, the difference
between the amounts of the following 2 items shall be recorded in the profits and losses of the current period: (1)
The carrying value of the transferred financial asset on the derecognition date; (2) The sum of consideration
received from the transfer of financial assets, and derecognition amount among the accumulative amount of the
changes of the fair value originally recorded in the other comprehensive income (the financial assets involve
transfer are investments in debt instruments at fair value through other comprehensive income. If the transfer of
partial financial asset satisfies the conditions to stop the recognition, the entire carrying value of the transferred
financial asset shall, between the portion whose recognition has been stopped and the portion whose recognition
has not been stopped, be apportioned according to their respective relative fair value on the transfer date, and the
difference between the amounts of the following two items shall be included into the profits and losses of the
current period: (1)The carrying value of the portion whose recognition has been stopped; (2)The sum of
consideration of the portion whose recognition has been stopped, and derecognition amount among the
accumulative amount of the changes of the fair value originally recorded in the other comprehensive income (the
financial assets involve transfer are investments in debt instruments at fair value through other comprehensive
income.
      (4) Derecognition Basis of Financial Liabilities
      A financial liability or part of it can be derecognized after its current obligation has been relieved in full or in
part.
      (5) Recognition of Fair Value of Financial Assets and Financial Liabilities
      The fair value of financial instruments with an active market is determined by the quoted price in the active
market. For financial instruments without active market, the fair value is determined by valuation techniques. The
Company adopts the valuation techniques applicable to the current conditions which are supported by sufficient
data and other information for valuation, and selects the input values consistent with the characteristics of assets
or liabilities considered by market participants in asset or liability transactions, with priority to observable input
values. Unobservable input values are used only when relevant observable input values are not available or
practical.
      (6) Impairment of financial instrument
      ① Impairment measurement and accounting handling of financial instrument
      Based on expected credit loss, the Company conducts impairment handling and confirms credit impairment
loss for financial assets which is measured by amortized cost, debt instrument investment which is measured by
fair value and whose change is calculated into other comprehensive profits, financial guarantee contract
      Expected credit loss refers to weighted average of credit loss of financial instrument which takes the risk of
contract breach occurrence as the weight. Credit loss refers to the difference between all contract cash flow which
is converted into cash according to actual interest rate and receivable according to contract and all cash flow
which to be charged as expected, i.e. current value of all cash shortage. Among it, as for financial asset purchased
or original which has had credit impairment, it should be converted into cash according actual interest rate of this
financial asset after credit adjustment.
      As for financial asset purchased or original which has had credit impairment, the Company only confirms


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Changchai Company, Limited                                                                          Annual Report 2019


cumulative change of expected credit loss within the whole duration after initial confirmation on the balance sheet
date as loss reserve.
      As for accounts receivable which don’t include major financing contents or the Company does not consider
financing contents in contract which is less than one year, the Company applies simplified measurement method,
and measures loss reserve according to amount of expected credit loss within the whole duration.
      As for account receivable of rental and accounts receivable including major financing contents, the Company
applies simplified measurement method, and measure loss reserve according to amount of expected credit loss
within the whole duration.
      As for financial asset beyond above mentioned measurement methods, the Company evaluates whether its
credit risk has increased obviously since the initial confirmation on each balance sheet date. In case credit risk has
increased obviously, the Company measures the loss reserve according to amount of expected credit loss within
the whole duration; in case the credit risk does not increase obviously, the Company measures loss reserve
according to the amount of expected credit loss in next 12 months.
      By utilizing obtainable rational and well grounded information, including forward-looking information,
comparing the risk of contract breach on balance sheet date and risk of contract breach on initial confirmation date,
the Company confirms whether the credit risk of financial instrument has increased obviously from initial
confirmation.
      On balance sheet date, in case the Company judges that the financial instrument just has relatively low credit
risk, then it will be assumed that credit risk of the financial instrument has not increased obviously.
      Based on single financial instrument or financial portfolio, the Company evaluates expected credit risk and
measures expected credit loss. When based on financial instrument portfolio, the Company takes common risk
characteristics as the basis, and divides financial instruments into different portfolios.
      The Company measures expected credit loss again on each balance sheet date, the increase of loss reserve or
amount which is transfer back generated by it is calculated into current profits and losses as impairment profits or
losses. As for financial asset which is measured by amortized cost, loss reserve offsets the carrying value of the
financial asset listed in the balance sheet; as for debt investment which is measured by fair value and whose
change is calculated into other comprehensive profits, the Company confirms its loss reserve in other
comprehensive profits and does not offset the carrying value of the financial asset.
      ② For notes receivable, accounts receivable, other receivables and long-term receivables with objective
evidence indicating impairment and those suitable for individual evaluation, the Company carries out impairment
test separately to confirm expected credit loss and prepare provision for impairment of single items. For notes
receivable, accounts receivable and other receivables without objective evidence of impairment, or a single
financial asset with expected credit loss impossible to be assessed at a reasonable cost, the Company divides the
receivables into groups according to the characteristics of credit risk, and calculate the expected credit loss based
on receivable groups.
Accounts receivable with expected credit losses measured by groups
Specific groups and method of measuring expected credit loss
      Item                        Recognition basis                Method of measuring expected credit losses
 Bank’s acceptance bills                                  Consulting     historical   experience   in   credit   losses,
 receivable                                                combining current situation and prediction for future
                                       Bill type           economic situation, the expected credit loss shall be
 Trade acceptance bills                                    accounted through exposure at default and the expected
   receivable                                              credit loss rate over the entire life



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Changchai Company, Limited                                                                                Annual Report 2019


 Accounts                                Aging group             Prepare the comparative list between aging of accounts
 receivable-credit        risk                                   receivable and expected credit loss rate over the entire life
 characteristics group                                           and calculate the expected credit loss by consulting
                                                                 historical experience in credit losses, combining current
                                                                 situation and prediction for future economic situation

 Accounts                                                        Consulting     historical   experience   in   credit   losses,
 receivable-intercourse                                          combining current situation and prediction for future
                                    Related party within the
 funds among related party                                       economic situation, the expected credit loss shall be
                                      consolidation scope
 group      within        the                                    accounted through exposure at default and the expected
 consolidation scope                                             credit loss rate over the entire life
Accounts receivable-the comparative list between aging of credit risk characteristic group and expected credit loss
rate over the entire life
                            Aging                                                 Withdrawal
                                                                                  proportion

  Within 1 year                                                                      2.00%
  1 to 2 years                                                                       5.00%
  2 to 3 years                                                                      15.00%
  3 to 4 years                                                                      30.00%
  4 to 5 years                                                                      60.00%
  Over 5 years                                                                     100.00%

Other receivables with expected credit losses measured by groups
Specific groups and method of measuring expected credit loss
   Item                              Recognition basis           Method of measuring expected credit losses
                                                                 Consulting historical experience in credit losses,
                                                                 combining current situation and prediction for future
 Other       receivables-aging                                   economic situation, the expected credit loss shall be
                                     Aging group
 analysis group                                                  accounted through exposure at default and the expected
                                                                 credit loss rate within the next 12 months or over the
                                                                 entire life
 Other                                                           Consulting historical experience in credit losses,
 receivables-intercourse             Related party within        combining current situation and prediction for future
 funds among related party           the     consolidation       economic situation, the expected credit loss shall be
 group        within     the         scope                       accounted through exposure at default and the expected
 consolidation scope                                             credit loss rate over the entire life


    For the measurement of impairment loss of other receivables, refer to the aforesaid measurement of
impairment loss of accounts receivable.




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Changchai Company, Limited                                                                       Annual Report 2019


11. Notes Receivable

     See “10. Financial Instruments”.

12. Accounts Receivable

     See “10. Financial Instruments”.

13. Inventory

      (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
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.

14. Classified as Assets Held for Sale

     The Company recognizes the components (or the non-current assets) which meet with the following

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Changchai Company, Limited                                                                       Annual Report 2019


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.

15. 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 Company 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.
      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


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Changchai Company, Limited                                                                         Annual Report 2019


      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
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 Company, should be adjusted
according to the accounting policies of the Company 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 Company 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,


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Changchai Company, Limited                                                                          Annual Report 2019


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 Company 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
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


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Changchai Company, Limited                                                                        Annual Report 2019


Company 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.

16. Investment Real Estate

Measurement mode of investment real estate:
Measurement of cost method
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
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.

17. 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.




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Changchai Company, Limited                                                                             Annual Report 2019


(2) Depreciation Method


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

(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
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




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Changchai Company, Limited                                                                         Annual Report 2019


18. Construction in Progress

      (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.

19. 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
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


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Changchai Company, Limited                                                                         Annual Report 2019


capitalization rate shall be calculated and determined in light of the weighted average interest rate of the general
borrowing.

20. 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.
     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.

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Changchai Company, Limited                                                                          Annual Report 2019


21. 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 Company 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.

22. Amortization Method of Long-term Deferred Expenses

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

23. 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
Company 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.

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Changchai Company, Limited                                                                      Annual Report 2019


(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.

24. 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
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.

25. Revenue

Has the Company implemented the new standards governing revenues
□Yes √ 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

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Changchai Company, Limited                                                                         Annual Report 2019


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.

26. 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
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


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Changchai Company, Limited                                                                           Annual Report 2019


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.

27. 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
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.

28. 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

                                                           139
Changchai Company, Limited                                                                       Annual Report 2019


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.

29. 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 Company 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
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.


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Changchai Company, Limited                                                                       Annual Report 2019


      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.

30. Changes in Main Accounting Policies and Estimates

(1) Change of Accounting Policies

√ Applicable □ Not applicable
         Changes to the accounting policies and why                  Approval process               Remark
   The Notice on Revising and Issuing the Formats of 2019
 Financial      Statements    for     General    Enterprises    On 27 August 2019, the
 (CK[2019]No. 6) issued by the Ministry of Finance on 30        Company held the 20th
 April 2019 requires the companies which have                   Meeting of the 8th Board
 implemented the new standards governing financial              of Directors and the 16th Refer to (1) of
 instruments but not the new standards governing revenue        Meeting     of   the 8th other notes for
 and lease or companies which have implemented the new          Supervisory    Committee details
 standards governing financial instruments and revenue but      and approved the Proposal
 not the new standards governing lease to adjust items of       on Changes of Some
 financial statements in line with requirements in Appendix     Accounting Policies
 1 and Appendix 2 of this Notice.
 The Company starts to implement the Accounting
 Standards for Business Enterprises No.22-Recognition and
 Measurement of Financial Instruments, Accounting
 Standards for Business Enterprises No.23-Transfer of
                                                                On 9 April 2019, the
 Financial Assets, Accounting Standards for Business
                                                                Company held the 17th
 Enterprises No.24-Hedge Accounting and Accounting
                                                                Meeting of the 8th Board
 Standards for Business Enterprises No.37-Presentation of
                                                                of Directors and 13th Refer to (2) of
 Financial Instruments, which revised and issued by the
                                                                Meeting     of   the 8th other notes for
 Ministry of Finance in March 2017 and hereinafter
                                                                Supervisory    Committee details
 collectively referred to as new standards governing
                                                                and approved the Proposal
 financial instruments since 1 January 2019 which stipulate
                                                                on Changes in Some
 that the company shall classify and measure financial
                                                                Accounting Policies
 instruments in accordance with regulations on the
 execution date, when the data of comparative financial
 statements of prior years do not comply with the new
 standards, no adjustment is made by the Company.
Other notes:
(1) Influence of Changes in Formats of Financial statements
Affected items in the consolidated balance sheet and amount thereof:


                                                        141
Changchai Company, Limited                                                                               Annual Report 2019


                        31 December 2018                                              1 January 2019
Notes     receivable        and                874,229,941.58Notes receivable                              495,370,782.47
accounts receivable                                             Accounts receivable                        378,859,159.11
Notes payable and accounts                   1,030,130,275.77Notes payable                                 438,375,400.00
payable                                                         Accounts payable                           591,754,875.77
Affected items in the balance sheet of the Company as the parent and amount thereof:
                        31 December 2018                                              1 January 2019
Notes     receivable        and                790,877,079.72Notes receivable                              490,519,795.91
accounts receivable                                             Accounts receivable                        300,357,283.81
 Notes     payable          and               987,550,797.44     Notes payable                            425,995,400.00
 accounts payable                                                Accounts payable                         561,555,397.44
(2) Influence of Execution of New Standards Governing Financial Instruments
Affected items in the consolidated balance sheet and amount thereof:
                                                                       Affected amount
                                                               Affected by             Affected by
                Item                31 December 2018                                                        1 January 2019
                                                          classification and          impairment of
                                                               measurement            financial assets
  Other current assets             34,357,608.97       -8,253,873.41                                     26,103,735.56
  Held-for-trading financial
                                                       8,253,873.41                                      8,253,873.41
  assets
  Available-for-sale financial
                                   498,851,369.49      -498,851,369.49
  assets
  Investment in other equity
                                                       472,150,000.00            1,210,000.00            470,940,000.00
  instruments
  Other non-current financial
                                                       27,911,369.49                                     27,911,369.49
  assets
  Other non-current assets                             -4,000,000.00             4,000,000.00
  Investment           in   debt
                                                       4,000,000.00              -4,000,000.00
  obligations
  Affected items in the balance sheet of the Company as the parent and amount thereof:
                                                                       Affected amount
                                                               Affected by             Affected by
                Item                31 December 2018                                                        1 January 2019
                                                          classification and          impairment of
                                                               measurement            financial assets
  Available-for-sale financial
                                   470,940,000.00      -470,940,000.00
  assets
  Investment in other equity
                                                       471,350,000.00            410,000.00              470,940,000.00
  instruments
  Other non-current assets                             -4,000,000.00             4,000,000.00
  Investment           in   debt
                                                       4,000,000.00              -4,000,000.00
  obligations



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Changchai Company, Limited                                                        Annual Report 2019


(2) Changes in Accounting Estimates

□ Applicable √ Not applicable

(3) Adjustments to the Financial Statements at the Beginning of the First Execution Year of any New
Standards Governing Financial Instruments, Revenue or Leases

√ Applicable □ Not applicable
Consolidated Balance Sheet
                                                                                         Unit: RMB
                   Item                 31 December 2018       1 January 2019      Adjustment
 Current assets:
   Monetary assets                           800,960,036.69      800,960,036.69
   Settlement reserve
   Interbank loans granted

   Held-for-trading financial assets                              8,253,873.41      8,253,873.41
    Financial assets at fair value
 through profit or loss
   Derivative financial assets
   Notes receivable                          495,370,782.47      495,370,782.47
   Accounts receivable                       378,859,159.11      378,859,159.11
   Accounts receivable financing
   Prepayments                                11,352,297.10       11,352,297.10
   Premiums receivable
   Reinsurance receivables
    Receivable reinsurance contract
 reserve
   Other receivables                           9,244,584.42        9,244,584.42
      Including: Interest receivable
                   Dividends
 receivable
    Financial assets purchased under
 resale agreements
   Inventories                               557,953,891.70      557,953,891.70
   Contractual assets
   Assets classified as held for sale

   Current portion of non-current


                                                 143
Changchai Company, Limited                                                     Annual Report 2019


 assets

   Other current assets                    34,357,608.97     26,103,735.56      -8,253,873.41
 Total current assets                    2,288,098,360.46   2,288,098,360.46
 Non-current assets:
   Loans and advances to customers
   Investments in debt obligations
   Available-for-sale financial assets    498,851,369.49                       -498,851,369.49
   Investments in other debt
 obligations
   Held-to-maturity investments
   Long-term receivables
   Long-term equity investments
    Investments in other equity                             470,940,000.00     470,940,000.00
 instruments

   Other non-current financial assets                        27,911,369.49      27,911,369.49

   Investment property                    50,656,007.63      50,656,007.63

   Fixed assets                          511,250,371.37     511,250,371.37

   Construction in progress               89,090,384.71      89,090,384.71
   Productive living assets
   Oil and gas assets
   Right-of-use assets
   Intangible assets                      103,092,879.38     103,092,879.38
   R&D expense
   Goodwill
   Long-term prepaid expense
   Deferred income tax assets                 979,822.71         979,822.71
   Other non-current assets
 Total non-current assets                1,253,920,835.29   1,253,920,835.29
 Total assets                            3,542,019,195.75   3,542,019,195.75
 Current liabilities:
   Short-term borrowings                   27,000,000.00      27,000,000.00
   Borrowings from central bank
   Interbank loans obtained
    Held-for-trading financial
 liabilities

                                              144
Changchai Company, Limited                                                       Annual Report 2019


    Financial liabilities at fair value
 through profit or loss
   Derivative financial liabilities
   Notes payable                            438,375,400.00     438,375,400.00
   Accounts payable                         591,754,875.77     591,754,875.77
   Advances from customers                   34,500,232.97      34,500,232.97
 Financial assets sold under
 repurchase agreements
   Customer deposits and interbank
 deposits
   Payables for acting trading of
 securities
   Payables     for    underwriting   of
 securities
   Payroll payable                           50,500,592.99      50,500,592.99
   Taxes payable                              7,066,085.89       7,066,085.89
   Other payables                           199,412,250.90     199,412,250.90
      Including: Interest payable
                  Dividends payable           3,891,433.83       3,891,433.83
   Handling charges and
 commissions payable
   Reinsurance payables
   Contractual liabilities
   Liabilities directly associated with
 assets classified as held for sale
    Current portion of non-current
                                             18,500,000.00      18,500,000.00
 liabilities
   Other current liabilities                  2,082,985.18       2,082,985.18
 Total current liabilities                 1,369,192,423.70   1,369,192,423.70
 Non-current liabilities:
   Insurance contract reserve
   Long-term borrowings                       2,000,000.00       2,000,000.00
   Bonds payable
      Including: Preferred shares
                        Perpetual bonds
   Lease liabilities


                                                145
Changchai Company, Limited                                                                         Annual Report 2019


   Long-term payables
   Long-term payroll payable
   Provisions
   Deferred income                                    59,928,484.84           59,928,484.84
   Deferred income tax liabilities                    47,971,780.36           47,971,780.36
   Other non-current liabilities
 Total non-current liabilities                       109,900,265.20          109,900,265.20
 Total liabilities                                 1,479,092,688.90        1,479,092,688.90
 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          264,405,675.00
   Specific reserve                                   15,182,958.83           15,182,958.83
   Surplus reserves                                  320,133,050.15          320,133,050.15
   General reserve
   Retained earnings                                 717,883,351.33          717,883,351.33
 Total equity attributable to owners of
                                                   2,043,308,026.74        2,043,308,026.74
 the Company as the parent
 Non-controlling interests                            19,618,480.11           19,618,480.11
 Total owners’ equity                             2,062,926,506.85        2,062,926,506.85
 Total liabilities and owners’ equity             3,542,019,195.75        3,542,019,195.75
Note for adjustment
     In 2017, the Ministry of Finance revised the Accounting Standards for Business Enterprises
No.22-Recognition and Measurement of Financial Instruments, Accounting Standards for Business Enterprises
No.23-Transfer of Financial Assets, Accounting Standards for Business Enterprises No.24-Hedge Accounting and
Accounting Standards for Business Enterprises No.37-Presentation of Financial Instruments, and required
companies listed domestically to implement since 1 January 2019. In accordance with the standards, for financial
instruments not derecognized yet on the execution date, when there is inconsistence between the original
recognition & measurement and the requirements of the revised standards, retroactive adjustment is needed. For
the inconsistence between the prior comparative financial statement data and the requirements of the revised
standards, no adjustment is needed.
    The Company starts to implement the new standards governing financial instruments since 1 January 2019.
Financial assets originally recorded into available-for-sale financial assets shall be classified into financial assets

                                                         146
Changchai Company, Limited                                                               Annual Report 2019


at fair value through other comprehensive income and presented as investment in other equity instruments in
financial statements.
Balance Sheet of the Company as the Parent
                                                                                                Unit: RMB
                   Item                      31 December 2018       1 January 2019        Adjustment
 Current assets:
   Monetary assets                                759,404,219.72      759,404,219.72
   Held-for-trading financial assets
    Financial assets at fair value
 through profit or loss
   Derivative financial assets
   Notes receivable                               490,519,795.91      490,519,795.91
   Accounts receivable                            300,357,283.81      300,357,283.81
   Accounts receivable financing
   Prepayments                                       4,768,038.11       4,768,038.11
   Other receivables                                21,681,331.85      21,681,331.85
      Including: Interest receivable
                   Dividends
 receivable
   Inventories                                    437,423,195.46      437,423,195.46
   Contractual assets
   Assets classified as held for sale
   Current portion of non-current
 assets
   Other current assets                             23,099,858.67      23,099,858.67
 Total current assets                            2,037,253,723.53   2,037,253,723.53
 Non-current assets:
   Investments in debt obligations
   Available-for-sale financial assets            470,940,000.00                         -470,940,000.00
   Investments in other debt
 obligations
   Held-to-maturity investments
   Long-term receivables
   Long-term equity investments                   241,752,730.03      241,752,730.03
    Investments in other equity
                                                                      470,940,000.00      470,940,000.00
 instruments


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Changchai Company, Limited                                                      Annual Report 2019


   Other non-current financial assets
   Investment property                      50,656,007.63      50,656,007.63
   Fixed assets                            413,186,680.19     413,186,680.19
   Construction in progress                 87,007,215.91      87,007,215.91
   Productive living assets
   Oil and gas assets
   Right-of-use assets
   Intangible assets                        72,184,608.63      72,184,608.63
   R&D expense
   Goodwill
   Long-term prepaid expense
   Deferred income tax assets                  930,641.19         930,641.19
   Other non-current assets
 Total non-current assets                 1,336,657,883.58   1,336,657,883.58
 Total assets                             3,373,911,607.11   3,373,911,607.11
 Current liabilities:
   Short-term borrowings                    10,000,000.00      10,000,000.00
    Held-for-trading financial
 liabilities
    Financial liabilities at fair value
 through profit or loss
   Derivative financial liabilities
   Notes payable                           425,995,400.00     425,995,400.00
   Accounts payable                        561,555,397.44     561,555,397.44
   Advances from customers                  32,072,387.55      32,072,387.55
   Contractual liabilities
   Payroll payable                          43,597,759.22      43,597,759.22
   Taxes payable                             2,443,767.89       2,443,767.89
   Other payables                          185,022,961.56     185,022,961.56
      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
                                            18,500,000.00      18,500,000.00
 liabilities


                                               148
Changchai Company, Limited                                                                Annual Report 2019


   Other current liabilities
 Total current liabilities                    1,279,187,673.66      1,279,187,673.66
 Non-current liabilities:
   Long-term borrowings
   Bonds payable
      Including: Preferred shares
                         Perpetual
 bonds
   Lease liabilities
   Long-term payables
   Long-term payroll payable
   Provisions
   Deferred income                               59,928,484.84         59,928,484.84
   Deferred income tax liabilities               46,659,825.00         46,659,825.00
   Other non-current liabilities
 Total non-current liabilities                  106,588,309.84        106,588,309.84
 Total liabilities                            1,385,775,983.50      1,385,775,983.50
 Owners’ equity:
   Share capital                                561,374,326.00        561,374,326.00
   Other equity instruments
      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        264,405,675.00
   Specific reserve                              15,182,958.83         15,182,958.83
   Surplus reserves                             320,133,050.15        320,133,050.15
   Retained earnings                            643,968,465.93        643,968,465.93
 Total owners’ equity                        1,988,135,623.61      1,988,135,623.61
 Total liabilities and owners’ equity         3,373,911,607.11     3,373,911,607.11
Note for adjustment
    In 2017, the Ministry of Finance revised the Accounting Standards for Business Enterprises
No.22-Recognition and Measurement of Financial Instruments, Accounting Standards for Business Enterprises
No.23-Transfer of Financial Assets, Accounting Standards for Business Enterprises No.24-Hedge Accounting and
Accounting Standards for Business Enterprises No.37-Presentation of Financial Instruments, and required

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Changchai Company, Limited                                                                         Annual Report 2019


companies listed domestically to implement since 1 January 2019. In accordance with the standards, for financial
instruments not derecognized yet on the execution date, when there is inconsistence between the original
recognition & measurement and the requirements of the revised standards, retroactive adjustment is needed. For
the inconsistence between the prior comparative financial statement data and the requirements of the revised
standards, no adjustment is needed.
     The Company starts to implement the new standards governing financial instruments since 1 January 2019.
Financial assets originally recorded into available-for-sale financial assets shall be classified into financial assets
at fair value through other comprehensive income and presented as investment in other equity instruments in
financial statements.

(4) Retroactive Adjustments to Comparative Data of Prior Years when First Execution of any New
Standards Governing Financial Instruments or Leases

□ Applicable √ Not applicable

VI. Taxation

1. Main Taxes and Tax Rate


          Category of taxes                     Tax basis                               Tax rate
 VAT                                    Payable to sales revenue     16%, 13%, 11%, 10%, 6%
 Urban maintenance and                                               Tax paid in accordance with the tax
                                        Taxable turnover amount
 construction tax                                                    regulations of tax units location
 Enterprise income tax                  Taxable income               25% or 15%
 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
                                                            25%
 Co., Ltd.
 Changzhou Housheng Investment Co., Ltd.                    5%
 Changzhou Changchai Housheng Agricultural
                                                            25%
 Equipment Co., Ltd.
 Changzhou Fuji Changchai Robin Gasoline Engine
                                                            25%
 Co., Ltd.
 Jiangsu Changchai Machinery Co., Ltd.                      25%




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Changchai Company, Limited                                                                  Annual Report 2019


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. The controlling subsidiary-Changzhou Housheng Investment Co., Ltd.
shall pay the corporate income tax at tax rate 5% from 1 January 2019 to 31 December 2021 in accordance with
the Notice of the Implementation of Inclusive Tax Reduction Policy to Small and Micro Enterprises by Ministry
of Finance and the National Administration of the Taxation.

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

1. Monetary Assets

                                                                                                   Unit: RMB
                 Item                          Ending balance                     Beginning balance
 Cash on hand                                                 153,975.35                         441,363.70
 Bank deposits                                             543,923,045.33                    684,620,907.41
 Other monetary assets                                      93,136,985.38                    115,897,765.58
 Total                                                     637,214,006.06                    800,960,036.69
 Of which: Total amount deposited
 overseas
            Total amount of
 restriction in use by guaranteed,                          92,629,261.89                    113,880,397.10
 pledged or frozen
     At the period-end, the restricted monetary assets of the Company was RMB92,629,261.89, of which
RMB90,770,574.15 was the cash deposit for bank acceptance bills, RMB986,662.74 was cash deposit for L/C,
and RMB872,025.00 was cash deposit for environment.


2. Trading Financial Assets

                                                                                                   Unit: RMB
                 Item                          Ending balance                      Beginning balance
 Financial assets assigned
 measured by fair value and the
                                                            10,000,000.00                       8,253,873.41
 changes be included in the current
 gains and losses
   Of which: Financial products                             10,000,000.00                       8,253,873.41



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Changchai Company, Limited                                                                       Annual Report 2019


 Total                                                        10,000,000.00                           8,253,873.41
     Refer to “XII. Financial Statements (V) 30. Changes in Main Accounting Policies and Estimates” for the
difference between beginning balance and ending balance in the prior period (31 December 2018) for details.


3. Notes Receivable

(1) Notes Receivable Listed by Category

                                                                                                         Unit: RMB
                Item                            Ending balance                         Beginning balance
 Bank acceptance bill                                        606,283,023.05                       495,370,782.47
 Total                                                       606,283,023.05                       495,370,782.47


(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                                        366,776,726.29
 Total                                                       366,776,726.29


(4) Notes Transferred to Accounts Receivable because Drawer of the Notes Failed to Execute the Contract
or Agreement

4. Accounts Receivable

(1) Accounts Receivable Classified by Category

                                                                                                         Unit: RMB
                                   Ending balance                                Beginning balance
                        Carrying         Bad debt                     Carrying            Bad debt
                        amount           provision                    amount              provision
                                                        Carryi
     Category                                  Withd                                            Withd      Carryin
                                                         ng
                      Amou   Propo     Amou    rawal               Amou       Propor   Amou     rawal      g value
                                                        value
                       nt    rtion      nt     propo                nt         tion     nt      propor
                                               rtion                                             tion




                                                       152
Changchai Company, Limited                                                                    Annual Report 2019


 Accounts
 receivable for
                      35,53            33,44                       32,020            31,133
 which bad debt                                 94.13     2,084,                              97.23      887,436.
                     4,574.   5.31%   9,794.                       ,727.5    5.135   ,291.1
 provision                                         %     780.14                                  %            42
                         55               41                           3                 1
 separately
 accrued
 Of which:
 Accounts
 receivable with
 significant
                      30,64            28,55             2,084,     28,20            27,317
 amount      for                               93.20                                          96.85      887,436
                     2,717.   4.58%   7,937.              780.1    5,070.   4.52%    ,634.1
 which bad debt                                   %                                              %            .42
                         62               48                  4        58                 6
 provision
 separately
 accrued
 Accounts
 receivable with
 insignificant
                     4,891,           4,891,                       3,815,
 amount        for                             100.0                                 3,815,   100.0
                      856.9   0.73%    856.9                        656.9   0.61%
 which bad debt                                  0%                                  656.95     0%
                          3                3                            5
 provision
 separately
 accrued
 Accounts
 receivable for
                     633,0            215,8               417,2    591,4             213,51
 which bad debt               94.69            34.10                         94.87            36.10      377,971
                     52,84            41,95               10,88    89,45             7,727.
 provision                       %                %                             %                %        ,722.69
                      3.24             7.87                5.37     0.66                 97
 accrued by
 group
 Of which:
 Accounts
 receivable for
 which bad debt      633,0            215,8               417,2    591,4             213,51
                              94.69            34.10                         94.87            36.10      377,971
 provision           52,84            41,95               10,88    89,45             7,727.
                                 %                %                             %                %        ,722.69
 accrued by           3.24             7.87                5.37     0.66                 97
 credit risk
 features group
                     668,5            249,2               419,2    623,5             244,65
                              100.0            37.29                        100.00            39.24      378,859
 Total               87,41            91,75               95,66    10,17             1,019.
                                0%                %                             %                %        ,159.11
                      7.79             2.28                5.51     8.19                 08
Account receivables withdrawn bad debt provision separately with significant amount in the period end:
                                                                                                      Unit: RMB

                                                        153
Changchai Company, Limited                                                                       Annual Report 2019


                                                               Ending balance
         Name                                                              Withdrawal             Reason of
                          Carrying amount       Bad debt provision
                                                                           proportion             withdrawal
                                                                                             Expected to
 Customer 1                    1,470,110.64            1,470,110.64             100.00
                                                                                             difficultly recover
 Customer 2                    1,902,326.58            1,902,326.58             100.00       Difficult to recover
 Customer 3                    6,215,662.64            6,215,662.64             100.00       Difficult to recover
                                                                                             Expected to
 Customer 4                    2,445,367.85            2,177,128.33             89.03
                                                                                             difficultly recover
                                                                                             Expected to
 Customer 5                    3,633,081.23            1,816,540.61             50.00
                                                                                             difficultly recover
                                                                                             Expected to
 Customer 6                    3,279,100.00            3,279,100.00             100.00
                                                                                             difficultly recover
                                                                                             Expected to
 Customer 7                    2,068,377.01            2,068,377.01             100.00
                                                                                             difficultly recover
 Customer 8                    5,359,381.00            5,359,381.00             100.00       Difficult to recover
 Customer 9                    2,584,805.83            2,584,805.83             100.00       Difficult to recover
 Customer 10                   1,684,504.84            1,684,504.84             100.00       Difficult to recover
 Total                        30,642,717.62          28,557,937.48                --                     --
Accounts receivable for which bad debt provision accrued by credit risk features group:
                                                                                                              Unit: RMB
                                                                 Ending balance
           Aging
                                 Accounts receivable           Bad debt provision         Withdrawal proportion
Within 1 year                            399,534,844.49                  7,990,697.36            2.00 %
1 to 2 years                              17,871,570.68                    893,578.54            5.00 %
2 to 3 years                                7,948,315.22                 1,192,247.28            15.00 %
3 to 4 years                                2,241,585.32                   672,475.60            30.00 %
4 to 5 years                                   908,921.11                  545,352.67            60.00 %
Over 5 years                             204,547,606.42                204,547,606.42           100.00 %
 Total                                  633,052,843.24                215,841,957.87                --
Notes of the basis of determining the group:
     The accounts receivable was adopted the aging analysis based on the months when the accounts incurred
actually, among which the accounts incurred earlier will be priority to be settled in terms of the capital turnover.
     Explanation of the input value and assumption adopted to determine the withdrawal amount of bad debt
provision on the Current Period: With reference to the experience of the historical credit loss, combining with the
prediction of the present status and future financial situation, the comparison table was prepared between the
aging of the accounts receivable and estimated credit loss rate in the duration and to calculate the estimated credit

                                                         154
Changchai Company, Limited                                                                     Annual Report 2019


loss.
Please refer to the relevant information of disclosure of bad debt provision of other accounts receivable if
adopting the general mode of expected credit loss to withdraw bad debt provision of accounts receivable.
□ Applicable √ Not applicable
Disclosure by aging
                                                                                                      Unit: RMB
                          Aging                                              Carrying amount
 Within 1 year (including 1 year)                                                              400,301,753.19
 1 to 2 years                                                                                   19,983,341.14
 2 to 3 years                                                                                    11,370,168.43
 Over 3 years                                                                                  236,932,155.03
    3 to 4 years                                                                                  4,987,170.10
    4 to 5 years                                                                                  1,346,662.43
    Over 5 years                                                                               230,598,322.50
 Total                                                                                         668,587,417.79


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

Information of bad debt provision withdrawn:
                                                                                                      Unit: RMB
                                                 Changes in the Reporting Period
                       Beginning
        Category                                              Reversal or                      Ending balance
                        balance         Withdrawal                              Write-off
                                                               recovery
 Bad debt
 provision
                       31,133,291.11     3,347,105.92         1,030,602.62                      33,449,794.41
 withdrawn
 separately
 Bad debt
 provision
                      213,517,727.97     3,598,115.60         1,273,885.70                     215,841,957.87
 withdrawn by
 group
 Total                244,651,019.08     6,945,221.52         2,304,488.32                     249,291,752.28
Of which bad debt provision reversed or recovered with significant amount in the Reporting Period: No.




                                                        155
Changchai Company, Limited                                                                         Annual Report 2019


(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

                                                                                                               Unit: RMB
                                                         Proportion to total ending
                              Ending balance of                                          Ending balance of bad debt
  Name of the entity                                        balance of accounts
                             accounts receivable                                                 provision
                                                                receivable
 Customer 1                   170,103,568.50                        25.44%                      3,402,071.37
 Customer 2                    23,896,557.76                        3.57%                       477,931.16
 Customer 3                    21,182,519.25                        3.17%                       423,650.39
 Customer 4                    21,885,020.77                        3.27%                       437,700.42
 Customer 5                    18,470,927.36                        2.76%                       369,418.55
 Total                        255,538,593.64                        38.21%                      5,110,771.87


5. Prepayments

(1) List by Aging Analysis

                                                                                                               Unit: RMB
                                     Ending balance                                   Beginning balance
         Aging
                              Amount                 Proportion                 Amount              Proportion
 Within 1 year                10,819,576.65                   83.67              9,535,876.40                   84.01%
 1 to 2 years                    993,030.99                    7.68               437,529.70                     3.85%
 2 to 3 years                    115,335.90                    0.89                57,536.24                     0.51%
 Over 3 years                  1,002,602.62                       7.76           1,321,354.76                   11.63%
 Total                        12,930,546.16              --                     11,352,297.10             --


 (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 RMB5,494,349.33 accounting for 42.49% of the total ending balance of prepayments.

6. Other Receivables

                                                                                                               Unit: RMB
                 Item                              Ending balance                        Beginning balance
 Interest receivable                                                     0.00                                     0.00


                                                        156
Changchai Company, Limited                                                                            Annual Report 2019


 Dividends receivable                                                     0.00                                    0.00
 Other receivables                                               10,597,073.18                           9,244,584.42
 Total                                                           10,597,073.18                           9,244,584.42


(1) Other Receivables

1) Other Receivables Classified by Account Nature

                                                                                                             Unit: RMB
                       Item                         Ending carrying amount                Beginning carrying amount
 Margin and cash pledge                                                 7,758.60                             4,200.00
 Intercourse funds                                                 25,293,372.77                        25,451,250.34
 Petty cash and borrowings by employees                             3,203,041.67                         1,232,153.09
 Other                                                             15,374,916.41                        15,546,601.57
 Total                                                             43,879,089.45                        42,234,205.00


2) Withdrawal of Bad Debt Provision

□ Applicable □ Not applicable
                                                                                                             Unit: RMB
                                First stage         Second stage             Third stage
                                                 Expected loss in the
                              Expected credit                            Expected loss in the
 Bad debt provision                                duration (credit                                       Total
                              loss of the next                             duration (credit
                                                   impairment not
                                12 months                               impairment occurred)
                                                      occurred)
 Balance of 1
                                32,989,620.58                                                           32,989,620.58
 January 2019
 Balance of 1
 January 2019 in the               ——                 ——                       ——                   ——
 Current Period
 --Transfer to
 Second stage
 -- Transfer to Third
 stage
 -- Reverse to
 Second stage
 -- Reverse to First
 stage



                                                           157
Changchai Company, Limited                                                                    Annual Report 2019



 Withdrawal of the
                               296,359.94                                                            296,359.94
 Current Period

 Reversal of the
                                  3,964.25                                                             3,964.25
 Current Period

 Write-offs of the
 Current Period

 Verification of the
 Current Period

 Other changes

 Balance of 31
                             33,282,016.27                                                     33,282,016.27
 December 2019

Changes of carrying amount with significant amount changed of loss provision in the Current Period
□ Applicable √ Not applicable
Disclosure by aging
                                                                                                      Unit: RMB
                          Aging                                             Carrying amount
 Within 1 year (including 1 year)                                                                7,635,227.47
 1 to 2 years                                                                                    1,651,595.88
 2 to 3 years                                                                                    1,531,378.71
 Over 3 years                                                                                  33,060,887.39
 3 to 4 years                                                                                        231,294.13
 4 to 5 years                                                                                         96,930.77
 Over 5 years                                                                                  32,732,662.49
 Total                                                                                         43,879,089.45


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

Information of bad debt provision withdrawn:
                                                                                                      Unit: RMB
                                               Changes in the Reporting Period
                         Beginning                     Reversal
     Category                                                      Write-                 Ending balance
                          balance        Withdrawal       or                  Other
                                                                    off
                                                       recovery




                                                       158
Changchai Company, Limited                                                                   Annual Report 2019


 Bad debt
 provision
                        5,011,963.16     30,485.42                                              5,042,448.58
 withdrawn
 separately
 Bad debt
 provision
                       27,977,657.42    265,874.52       3,964.25                             28,239,567.69
 withdrawn by
 group
 Total                 32,989,620.58    296,359.94       3,964.25                             33,282,016.27


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

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

                                                                                                    Unit: RMB
                                                                           Proportion to
                                                                                             Ending balance
   Name of the                                                              total ending
                         Nature        Ending balance         Aging                            of bad debt
     entity                                                               balance of other
                                                                                                provision
                                                                            receivables
 Changzhou
 Changjiang
                    Intercourse
 Casting                                 5,000,000.00     Within 1 year           11.39%          100,000.00
                    funds
 Materials Co.,
 Ltd.
 Changzhou
                    Intercourse
 Compressors                             2,940,000.00     Over 5 years             6.70%        2,940,000.00
                    funds
 Factory
 Changchai
                    Intercourse
 Group Imp. &                            2,853,188.02     Over 5 years             6.50%        2,853,188.02
                    funds
 Exp. Co., Ltd.
 Changzhou
 New District       Intercourse
                                         1,626,483.25     Over 5 years             3.71%        1,626,483.25
 Accounting         funds
 Centre
 Changzhou
 Group              Intercourse
                                         1,140,722.16     Over 5 years             2.60%        1,140,722.16
 Settlement         funds
 Centre
 Total                       --         13,560,393.43            --               30.90%        8,660,393.43




                                                        159
Changchai Company, Limited                                                                          Annual Report 2019


7. Inventories

Whether the Company has executed the new revenue standards
□ Yes √ No

(1) Category of Inventory

                                                                                                           Unit: RMB
                                  Ending balance                                  Beginning balance
      Item          Carrying       Falling price     Carrying       Carrying        Falling price        Carrying
                    amount           reserves         value         amount            reserves            value
 Raw              125,757,856.                      119,218,025.   134,454,498.     5,845,504.24      128,608,994.
                                   6,539,831.39
 materials             89                                    50         93                                 69
 Materials                                                                           993,300.18        12,336,933.1
                  12,444,566.4                     12,261,455.1
 processed on                      183,111.28                      13,330,233.2                             1
                       1                                3
 commission                                                             9
 Goods in         142,399,981.     26,985,350.1     115,414,631.   166,798,553.     24,187,100.5       142,611,452.
 process               66                     4              52         34               4                  80
 Finished         239,694,354.     15,404,153.2    224,290,201.    288,979,920.     16,035,855.0      272,944,065.
 goods                 77               9               48              46               3                 43
 Low priced                                                                         2,180,265.53      1,452,445.67
 and easily       3,373,235.80     1,205,538.85    2,167,696.95
 worn articles                                                     3,632,711.20
                  523,669,995.     50,317,984.9    473,352,010.    607,195,917.     49,242,025.5      557,953,891.
 Total
                       53               5               58              22               2                 70


(2) Falling Price Reserves of Inventories

                                                                                                           Unit: RMB
                                             Increase                      Decrease
                    Beginning                                                                            Ending
      Item                                                         Reversal or
                     balance         Withdrawal         Other                          Other             balance
                                                                    write-off
 Raw
                   5,845,504.24        707,004.81                      12,677.66                       6,539,831.39
 materials
 Materials
 processed on        993,300.18                                       810,188.90                         183,111.28
 commission
 Goods in
                  24,187,100.54     26,985,350.14                  24,187,100.54                      26,985,350.14
 process



                                                        160
Changchai Company, Limited                                                                                  Annual Report 2019


 Finished
                   16,035,855.03      15,194,526.31                        15,826,228.05                        15,404,153.29
 goods
 Low priced
 and easily         2,180,265.53                                              974,726.68                         1,205,538.85
 worn articles
 Total             49,242,025.52      42,886,881.26                        41,810,921.83                        50,317,984.95


(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

8. Other Current Assets

Whether the Company has executed the new revenue standards
□ Yes √ No
                                                                                                                     Unit: RMB
                  Item                               Ending balance                             Beginning balance
 The VAT tax credits                                              6,014,692.92                                  25,962,369.29
 Prepaid expense                                                         98,856.26                                  86,761.81
 Other                                                                  240,371.15                                  54,604.46
 Total                                                            6,353,920.33                                  26,103,735.56


9. Creditor’s Rights Investment

                                                                                                                     Unit: RMB
                                    Ending balance                                          Beginning balance
        Item                         Impairment                                                Impairment
                  Carrying amount                      Carrying value     Carrying amount                        Carrying value
                                      provision                                                 provision

Entrusted loan                                                               4,000,000.00       4,000,000.00

Total                                                                        4,000,000.00       4,000,000.00

Withdrawal of impairment provision
                                                                                                                     Unit: RMB
                                       First stage           Second stage               Third stage
                                                                                     Expected loss in
                                                          Expected loss in the
                                    Expected credit                                    the duration
         Bad debt provision                                 duration (credit                                        Total
                                    loss of the next                                      (credit
                                                            impairment not
                                      12 months                                        impairment
                                                               occurred)
                                                                                        occurred)


                                                            161
Changchai Company, Limited                                                                          Annual Report 2019


 Balance of 1 January 2019              4,000,000.00                                                   4,000,000.00
 Balance of 1 January 2019 in
                                          ——                    ——                 ——               ——
 the Current Period
 --Transfer to Second stage
 -- Transfer to Third stage
 -- Reverse to Second stage
 -- Reverse to First stage

 Withdrawal of the Current
 Period

 Reversal of the Current
                                        4,000,000.00                                                   4,000,000.00
 Period

 Write-offs of the Current
 Period

 Verification of the Current
 Period

 Other changes

 Balance of 31 December
 2019

Changes of carrying amount with significant amount changed of loss provision in the Current Period
□ Applicable √ Not applicable

10. Long-term Equity Investment

                                                                                                              Unit: RMB
                                          Changes in the Reporting Period
                                          Gains
                                                   Adjust                                                      Endin
           Begin                           and                            Cash                      Endin
                                                    ment                           Withd                          g
            ning                          losses                         bonus                         g
                                                     of                            rawal                       balanc
           balanc    Additi    Reduc     recogn               Chang         or                      balanc
 Invest                                             other                            of                         e of
              e       onal       ed        ized                es of     profits                       e
   ees                                             compr                           deprec   Other              deprec
           (carryi   invest    invest     under               other      annou                      (carryi
                                                   ehensi                          iation                      iation
             ng       ment      ment        the               equity      nced                        ng
                                                     ve                            reserv                      reserv
           value)                        equity                             to                      value)
                                                   incom                             es                          es
                                         metho                            issue
                                                      e
                                             d
 II. Associated enterprises




                                                            162
Changchai Company, Limited                                                                                       Annual Report 2019


 Beijin
 g
 Tsingh
 ua
 Indust
 rial                                                                                                                         44,182
                   0                                                                                                    0
 Invest                                                                                                                           .50
 ment
 Mana
 gemen
 t Co.,
 Ltd.

 Subtot                                                                                                                       44,182
                   0                                                                                                    0
 al                                                                                                                               .50

                                                                                                                              44,182
 Total             0                                                                                                    0
                                                                                                                                  .50


11. Other Equity Instrument Investment

                                                                                                                            Unit: RMB
                   Item                                Ending balance                              Beginning balance
 Changzhou Synergetic Innovation
 Private Equity Fund (Limited                                         100,000,000.00                              100,000,000.00
 Partnership)
 Other equity instrument
                                                                      432,886,000.00                              370,940,000.00
 investment measured by fair value
 Total                                                                532,886,000.00                              470,940,000.00


Disclosure of non-trading equity instrument investment in the reporting period by item:

                                                                                                                            Unit: RMB
                                                                        Amount of other                               Reason of other
                                                                                          Reason for assigning to
                                                               Accu      compressive                                  comprehensive
                                                                                          measure at fair value and
                          Recognized                           mulati       income                                          income
         Item                             Accumulative gains                               changes recorded into
                       dividends income                         ve       transferred to                                transferred to
                                                                                            other comprehensive
                                                               losses      retained                                         retained
                                                                                                  income
                                                                           earnings                                      earnings

Foton Motor Co.,                                                                            Non-trading equity
                                               39,015,000.00
Ltd.                                                                                            investment

                                                                                            Non-trading equity
Bank of Jiangsu            6,069,000.00        22,860,000.00
                                                                                                investment



                                                                163
Changchai Company, Limited                                                                                  Annual Report 2019


Jiangsu Expressway                                                                     Non-trading equity
                                                 71,000.00
Co., Ltd.                                                                                 investment

Changzhou
Synergetic
Innovation Private                                                                     Non-trading equity
Equity Fund                                                                               investment
(Limited
Partnership)

Total                       6,069,000.00      61,946,000.00

     Refer to “XII. Financial Statements (V) 30. Changes in Main Accounting Policies and Estimates” for the
difference between beginning balance and ending balance in the prior period (31 December 2018) for details.
        The stocks of listed companies such as Foton Motor Co., Ltd. held by the Company belong to non-trading equity
investment. Therefore, the investment was divided into the financial assets assigned measured by fair value and the changes be
included in the other comprehensive income.


12. Other Non-current Financial Assets

                                                                                                                    Unit: RMB


                                    Item                                      Ending balance           Beginning balance
 Jiangsu Liance Electromechanical Technology Co., Ltd.                             7,200,000.00                7,200,000.00
 Kailong High Technology Co., Ltd.                                                20,001,268.00              20,001,268.00
 Guizhou Warmen Pharmaceutical Co, Ltd.                                              200,104.80                  200,104.80
 Guizhou Anda Energy Technology Co., Ltd.                                            195,297.49                  195,297.49
 Henan Lantian Gas Co., Ltd.                                                         160,744.76                  160,744.76
 Hebei Songhe Recycling Resources Co., Ltd.                                          104,699.44                  104,699.44
 Anhui Hofo Electromechanical Co., Ltd.                                                89,987.14                    89,987.14
 Jiangsu Housheng New Energy Technology Co., Ltd.                                 50,000,000.00
 Total                                                                            77,952,101.63              27,952,101.63
Other notes:
     Refer to “XII. Financial Statements (V) 30. Changes in Main Accounting Policies and Estimates” for the
difference between beginning balance and ending balance in the prior period (31 December 2018) for details.

13. Investment Property

(1) Investment Property Adopting the Cost Measurement Mode

√ Applicable □ Not applicable
                                                                                                                    Unit: RMB
                     Item                               Houses and buildings                                Total

                                                              164
Changchai Company, Limited                                   Annual Report 2019


 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                         36,976,563.51     36,976,563.51
 2.Increased amount of the period             2,208,340.80       2,208,340.80
 (1) Withdrawal or amortization               2,208,340.80       2,208,340.80
 3.Decreased amount of the period
 (1) Disposal
 (2) Other transfer
 4. Ending balance                           39,184,904.31     39,184,904.31
 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 value                    48,447,666.83     48,447,666.83
 2.Beginning carrying value                  50,656,007.63     50,656,007.63


14. Fixed Assets

                                                                    Unit: RMB



                                       165
Changchai Company, Limited                                                                       Annual Report 2019


                   Item                          Ending balance                       Beginning balance
 Fixed assets                                                   457,582,514.13                   511,250,371.37
 Disposal of fixed assets                                                 0.00                                 0.00
 Total                                                          457,582,514.13                   511,250,371.37


(1) List of Fixed Assets

                                                                                                        Unit: RMB


                          Houses and      Machinery             Transportation     Other
         Item                                                                                          Total
                           buildings      equipment               equipment      equipment
 I. Original
 carrying value
 1. Beginning
                      447,076,373.55     936,110,914.94          18,083,828.53   44,422,389.46   1,445,693,506.48
 balance
 2. Increased
 amount of the            2,093,189.79    27,049,532.05                           1,361,109.97      30,503,831.81
 period
 (1) Purchase             1,401,958.84     2,546,176.53                            948,074.27        4,896,209.64
 (2) Transfer
 from
                            691,230.95    24,503,355.52                            413,035.70       25,607,622.17
 construction in
 progress
 (3) Enterprise
 combination
 increase
 3. Decreased
 amount of the              480,902.12     7,022,206.81             800,658.99    3,574,856.25      11,878,624.17
 period
 (1) Disposal or
                            480,902.12     7,022,206.81             800,658.99    3,574,856.25      11,878,624.17
 scrap
 4. Ending
                      448,688,661.22     956,138,240.18          17,283,169.54   42,208,643.18   1,464,318,714.12
 balance
 II.
 Accumulative
 depreciation
 1. Beginning
                      265,778,832.18     619,622,564.64          13,341,638.03   34,205,985.26    932,949,020.11
 balance




                                                          166
Changchai Company, Limited                                                                       Annual Report 2019


 2. Increased
 amount of the            16,273,258.83    61,230,582.50          1,287,627.97    4,506,366.79      83,297,836.09
 period
 (1) Withdrawal           16,273,258.83    61,230,582.50          1,287,627.97    4,506,366.79      83,297,836.09
 3. Decreased
 amount of the              385,508.75      6,307,964.63           736,947.20     3,574,350.63      11,004,771.21
 period
 (1) Disposal or
                            385,508.75      6,307,964.63           736,947.20     3,574,350.63      11,004,771.21
 scrap
 4. Ending
                      281,666,582.26      674,545,182.51         13,892,318.80   35,138,001.42   1,005,242,084.99
 balance
 III.
 Depreciation
 reserves
 1. Beginning
                                            1,494,115.00                                             1,494,115.00
 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
                      167,022,078.96      280,098,942.67          3,390,850.74    7,070,641.76    457,582,514.13
 carrying value
 2. Beginning
                      181,297,541.37      314,994,235.30          4,742,190.50   10,216,404.20    511,250,371.37
 carrying value


15. Construction in Progress

                                                                                                        Unit: RMB
                   Item                           Ending balance                      Beginning balance
 Construction in progress                                        63,216,445.03                    59,851,682.79


                                                           167
Changchai Company, Limited                                                                           Annual Report 2019


 Engineering materials                                           28,141,711.21                        29,238,701.92
 Total                                                           91,358,156.24                        89,090,384.71


(1) List of Construction in Progress

                                                                                                            Unit: RMB
                                    Ending balance                                  Beginning balance
     Item             Carrying       Depreciati                          Carrying      Depreciati
                                                     Carrying value                                   Carrying value
                      amount         on reserves                         amount        on reserves

 Trial
 production
 workshop
                                                                      14,349,461.80                    14,349,461.80
 project
 technology
 center

 Casting
 renovation                                                                                               396,000.00
                                                                         396,000.00
 project

 Expansion
 capacity     of
 multi-cylinde                                                                                         11,371,098.24
                    11,375,531.74                    11,375,531.74    11,371,098.24
 r   (The     2nd
 Period)
 Diesel
 Engine
 Cylinder
 Body                                                                                                  19,061,813.95
                    38,266,788.31                    38,266,788.31    19,061,813.95
 Flexible
 Manufacturin
 g Line

 35KV
                     1,321,959.41                     1,321,959.41     1,321,959.41                     1,321,959.41
 Substation
 Oily    water
 separating           340,800.00                        340,800.00
 equipment




                                                           168
Changchai Company, Limited                                                                        Annual Report 2019


 Relocation
 project     of
                    1,687,194.64                  1,687,194.64
 light engine
 and casting
 Equipment to
 be installed
                                                 10,224,170.93    13,351,349.39                     13,351,349.39
 and payment       10,224,170.93
 for projects
 Total             63,216,445.03                 63,216,445.03    59,851,682.79                     59,851,682.79


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

                                                                                                         Unit: RMB
                                                              Propo                         Of
                                                               rtion                     which     Capit
                                                                 of            Accu          :     alizati
                                                               accu            mulat     Amo         on
                                                              mulat              ive     unt of     rate
                                     Trans    Other
                   Begin     Incre                    Endin     ive            amou      capita       of     Capit
                                     ferred   decre                     Job
          Budg     ning       ased                      g     invest            nt of     lized    intere      al
  Item                                 in      ased                    sched
           et      balan     amou                     balan    ment            intere    intere    sts in    resou
                                     fixed    amou                      ule
                    ce         nt                      ce        in               st     sts in      the      rces
                                     assets     nt
                                                              constr           capita       the    Repor
                                                               uctio            lizati   Repor      ting
                                                               ns to              on       ting    Perio
                                                              budge                      Perio        d
                                                                  t                          d

 Trial
 produ
 ction
 works
          22,89     14,34            14,34                             Unco
 hop
          6,300     9,461            9,461                             mplet                                 Other
 proje       .00       .80              .80                            ed
 ct
 techn
 ology
 center




                                                       169
Changchai Company, Limited                                                                          Annual Report 2019



 Expa
 nsion
 capac
 ity of
 multi-       79,00    11,37                              11,37         Unco
 cylin        0,000    1,098    4,433                     5,531         mplet                                 Other
                 .00      .24     .50                       .74         ed
 der
 (The
 2nd
 Perio
 d)
 Diese
 l
 Engin
 e
 Cylin
 der          116,0    19,06                              38,26         Unco
                                19,20
 Body         40,00    1,813                              6,788         mplet                                 Other
                                4,974
 Flexi         0.00       .95                               .31         ed
                                  .36
 ble
 Manu
 factur
 ing
 Line

 35KV                  1,321                                            Unco
                                                          1,321
 Subst                  ,959.                                           mplet                                 Other
                                                          ,959.
 ation                    41                                            ed
                                                             41

              217,9    46,10    19,20    14,34            50,96
 Total        36,30    4,333    9,407    9,461            4,279    --     --                                    --
               0.00       .40     .86       .80             .46


(3) Engineering Materials

                                                                                                           Unit: RMB
                                    Ending balance                                 Beginning balance
       Item             Carrying        Depreciatio                     Carrying      Depreciati
                                                      Carrying value                                  Carrying value
                        amount          n reserves                      amount        on reserves



                                                           170
Changchai Company, Limited                                                                      Annual Report 2019


 Engineering
                  28,141,711.21                28,141,711.21       29,238,701.92                   29,238,701.92
 materials
 Total            28,141,711.21                28,141,711.21       29,238,701.92                   29,238,701.92


16. Intangible Assets

(1) List of Intangible Assets

                                                                                                       Unit: RMB
                Item                 Land use right         Patent right      License fee              Total
 I. Original carrying value
 1. Beginning balance                144,770,507.85         11,517,579.94      5,488,000.00        161,776,087.79
 2. Increased amount of the period                           1,433,300.90                             1,433,300.90
 (1) Purchase                                                1,433,300.90                             1,433,300.90
 (2) Internal R&D
 (3) Business combination increase
 3. Decreased amount of the period                             83,888.26                                 83,888.26
 (1) Disposal                                                  83,888.26                                 83,888.26
 4. Ending balance                   144,770,507.85         12,866,992.58      5,488,000.00        163,125,500.43
 II. Accumulated amortization
 1. Beginning balance                 48,128,022.51          9,549,052.64      1,006,133.26         58,683,208.41
 2. Increased amount of the period     2,971,978.31          1,305,951.75          548,799.96         4,826,730.02
 (1) Withdrawal                        2,971,978.31          1,305,951.75          548,799.96         4,826,730.02
 3. Decreased amount of the period                             83,888.26                                 83,888.26
 (1) Disposal                                                  83,888.26                                 83,888.26
 4. Ending balance                    51,100,000.82         10,771,116.13      1,554,933.22         63,426,050.17
 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             93,670,507.03          2,095,876.45      3,933,066.78         99,699,450.26
 2. Beginning carrying value          96,642,485.34          1,968,527.30      4,481,866.74        103,092,879.38

                                                      171
Changchai Company, Limited                                                                 Annual Report 2019


17. 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                                Deductible
         Item                                 Deferred income                            Deferred income
                             temporary                                 temporary
                                                 tax assets                                 tax assets
                             difference                                difference
 Provision for
 impairment of                 6,682,163.90           1,023,856.52       6,401,000.68            979,822.71
 assets
 Total                         6,682,163.90           1,023,856.52       6,401,000.68            979,822.71


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

                                                                                                  Unit: RMB
                                     Ending balance                          Beginning balance
                             Deductible                                Deductible
         Item                                 Deferred income                            Deferred income
                             temporary                                 temporary
                                               tax liabilities                            tax liabilities
                             difference                                difference
 Changes in fair
 value of other
                             373,011,500.00       55,951,725.00
 equity instrument
 investment
 Changes in fair
 value of
                                                                       311,065,500.00        46,659,825.00
 available-for-sale
 financial assets
 Assets evaluation
 appreciation for
 business
                               4,524,661.07           1,131,165.27       5,247,821.44         1,311,955.36
 combination not
 under the same
 control
 Total                       377,536,161.07       57,082,890.27        316,313,321.44        47,971,780.36


(3) List of Unrecognized Deferred Income Tax Assets

                                                                                                  Unit: RMB
                      Item                            Ending balance                Beginning balance

                                                       172
Changchai Company, Limited                                                                  Annual Report 2019


 bad debt                                                      375,416,184.97               271,239,638.98
 falling price reserves of inventories                          50,317,984.95                49,242,025.52
 Total                                                         425,734,169.92               320,481,664.50


18. Other Non-current Assets

Whether the Company has executed the new revenue standards
□ Yes √ No
                                                                                                   Unit: RMB
                 Item                          Ending balance                    Beginning balance
 Total                                                               0.00                               0.00
     There was no balance at the period-begin. Refer to “XII. Financial Statements (V) 30. Changes in Main
Accounting Policies and Estimates-(2) Influence of Execution of New Standards Governing Financial
Instruments” for the difference between beginning balance and ending balance in the prior period (31 December
2018) for details.

19. Short-term Borrowings

(1) Category of Short-term Borrowings

                                                                                                   Unit: RMB
                 Item                          Ending balance                    Beginning balance
 Mortgage loans                                              7,000,000.00                      7,000,000.00
 Guaranteed loans                                           10,000,000.00                    10,000,000.00
 Credit loans                                                5,000,000.00                    10,000,000.00
 Total                                                      22,000,000.00                    27,000,000.00


(2) There Was No Short-term Borrowings Overdue but Unpaid.

20. Notes Payable

                                                                                                   Unit: RMB
                 Item                          Ending balance                    Beginning balance
 Bank acceptance bill                                      403,035,000.00                   438,375,400.00
 Total                                                     403,035,000.00                   438,375,400.00
The amount of notes payable due but unpaid at the period-end was RMB0.




                                                     173
Changchai Company, Limited                                                                    Annual Report 2019


21 Accounts Payable

(1) List of Accounts Payable

                                                                                                     Unit: RMB
                Item                          Ending balance                         Beginning balance
 Loans                                                   525,610,256.89                        591,754,875.77
 Total                                                   525,610,256.89                        591,754,875.77


(2) There Was No Significant Accounts Payable Aging over One Year

22. Advances from Customers

Whether the Comp


any has executed the new revenue standards
□ Yes √ No

(1) List of Advances from Customers

                                                                                                     Unit: RMB
                Item                          Ending balance                         Beginning balance
 Loan                                                     30,836,615.21                         34,500,232.97
 Total                                                    30,836,615.21                         34,500,232.97


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

23. Payroll Payable

(1) List of Payroll Payable

                                                                                                     Unit: RMB
         Item            Beginning balance       Increase                 Decrease           Ending balance
 I. Short-term salary         50,500,592.99     245,933,884.31        251,875,461.51            44,559,015.79
 II.                                             34,554,489.90            34,554,489.90
 Post-employment
 benefit-defined
 contribution plans
 III. Termination                                  284,193.00               284,193.00
 benefits
 Total                        50,500,592.99     280,772,567.21        286,714,144.41            44,559,015.79

                                                   174
Changchai Company, Limited                                                        Annual Report 2019


(2) List of Short-term Salary

                                                                                         Unit: RMB
         Item            Beginning balance      Increase        Decrease         Ending balance
 1. Salary, bonus,           41,939,857.83     201,033,055.30   206,077,959.42      36,894,953.71
 allowance, subsidy
 2.Employee welfare               89,592.74      3,658,998.62     3,746,998.62           1,592.74
 3. Social insurance                            18,016,605.44    18,016,605.44
 Of which: Medical                              14,983,569.28    14,983,569.28
 insurance
 premiums
 Work-related injury                             1,491,692.35     1,491,692.35
 insurance
 Maternity insurance                             1,541,343.81     1,541,343.81
 4. Housing fund                                19,198,174.00    19,198,174.00
 5. Labor union                 8,471,142.42     4,027,050.95     4,835,724.03       7,662,469.34
 budget        and
 employee education
 budget
 6. Short-term
 absence with salary
 7. Short-term profit
 sharing scheme
                                   50,500,5    245,933,884.31   251,875,461.51      44,559,015.79

 Total

                                       2.99


(3) List of Defined Contribution Plans

                                                                                         Unit: RMB
         Item            Beginning balance      Increase        Decrease         Ending balance
 1. Basic pension                               33,571,411.49    33,571,411.49
 benefits
 2. Unemployment                                  983,078.41       983,078.41
 insurance
 Total                                          34,554,489.90    34,554,489.90




                                                  175
Changchai Company, Limited                                                  Annual Report 2019


24. Taxes Payable

                                                                                   Unit: RMB
                  Item                 Ending balance              Beginning balance
 VAT                                                1,290,060.47                 876,055.81
 Corporate income tax                               5,090,781.18               3,665,483.92
 Personal income tax                                 367,624.40                  140,662.05
 Urban maintenance and
                                                     970,067.92                  993,210.56
 construction tax
 Property tax                                          94,257.20                  94,256.40
 Land use tax                                        100,135.19                  100,135.19
 Stamp duty                                             6,282.95                   4,594.61
 Education surcharge                                   99,824.96                 116,355.46
 Comprehensive fees                                 1,075,134.76               1,075,134.76
 Environmental protection tax                            213.55                        197.13
 Total                                              9,094,382.58               7,066,085.89
Other notes:

25. Other Payables

                                                                                   Unit: RMB
                  Item                 Ending balance              Beginning balance
 Interest payable
 Dividends payable                                  3,891,433.83               3,891,433.83
 Other payables                                   199,948,693.36             195,520,817.07
 Total                                            203,840,127.19             199,412,250.90


(1) Dividends Payable

                                                                                   Unit: RMB
                  Item                 Ending balance              Beginning balance

 Ordinary stock dividends                           3,243,179.97               3,243,179.97

 Interest of preferred shares/
 perpetual bond classified as equity
 instrument
 Dividends for non-controlling
                                                     648,253.86                  648,253.86
 shareholders


                                            176
Changchai Company, Limited                                                                  Annual Report 2019


 Other
 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 and cash pledged                                            2,674,213.08               3,369,213.08
 Intercourse funds among units                                     10,791,973.79              10,977,924.77
 Intercourse funds among individuals                                 333,412.05                  375,201.04
 Sales discount and three guarantees                              143,497,522.22             144,278,468.99
 Other                                                             42,651,572.22              36,520,009.19
 Total                                                            199,948,693.36             195,520,817.07


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.

26. Current Portion of Non-current Liabilities

                                                                                                   Unit: RMB
                Item                             Ending balance                    Beginning balance
 Current portion of long-term
                                                                      0.00                    18,500,000.00
 borrowings
 Total                                                                0.00                    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%.

27. Other Current Liabilities

Whether the Company has executed the new revenue standards
□ Yes √ No
                                                                                                   Unit: RMB
                Item                             Ending balance                    Beginning balance



                                                      177
Changchai Company, Limited                                                                          Annual Report 2019


 Sale service fee                                                  229,387.96
 Transportation storage fee                                        132,551.86
 Electric charge                                                   815,772.56                            2,082,985.18
 Total                                                            1,177,712.38                           2,082,985.18


28. Long-term Borrowings

(1) Category of Long-term Borrowings

                                                                                                             Unit: RMB
                   Item                          Ending balance                            Beginning balance
 Mortgage loans                                                           0.00                             2,000,000.00

 Total                                                                    0.00                           2,000,000.00
     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%. The loan has been paid off in
advance on 24 May 2019.


29. Deferred Income

                                                                                                             Unit: RMB
                          Beginning                                                                      Reason for
         Item                               Increase              Decrease       Ending balance
                           balance                                                                       formation
 Government                                                                                         Government
                          59,928,484.84                           1,064,373.62     58,864,111.22
 subsidies                                                                                          appropriation
 Total                    59,928,484.84                           1,064,373.62     58,864,111.22             --
Item involving government subsidies:
                                                                                                             Unit: RMB
                                          Amount
                                                       Amount
                                          recorded
                                                       recorded     Amount
                                             into                                                             Related
                                                          into       offset
                               Amount     non-oper                                                               to
                Beginning                                other       cost in      Other        Ending
   Item                        of new       ating                                                            assets/rel
                 balance                                income         the       changes       balance
                               subsidy     income                                                               ated
                                                         in the     Reportin
                                            in the                                                            income
                                                       Reportin     g Period
                                          Reportin
                                                       g Period
                                          g Period




                                                         178
Changchai Company, Limited                     Annual Report 2019



 Electric
 control
 of diesel
 engine
 research
 and                         398,400.                  Related
              646,800.00                248,400.00
 develop                           00                 to assets

 ment and
 industrial
 ization
 allocatio
 ns

 National
 major
 project      28,770,000.               28,770,000.    Related
 special              00                        00    to assets

 allocatio
 ns

 Remove
              20,511,684.    665,973.   19,845,711.    Related
 compens
                      84           62           22    to assets
 ation




                               179
Changchai Company, Limited                                                                   Annual Report 2019



 Research
 and
 develop
 ment and
 industrial
 ization
 allocatio
 ns of
 national
                  10,000,000.                                                         10,000,000.      Related
 III/IV
                          00                                                                  00      to assets
 standard
 high-po
 wered
 efficient
 diesel
 engine
 for
 agricultu
 ral use
                  59,928,484.                        1,064,37                         58,864,111.
   Total
                          84                             3.62                                 22


30. Share Capital

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


31. Capital Reserves

                                                                                                     Unit: RMB
           Item             Beginning balance        Increase              Decrease         Ending balance



                                                         180
Changchai Company, Limited                                                                            Annual Report 2019


 Capital premium
                              143,990,690.24                                                          143,990,690.24
 (premium on stock)
 Other capital
                                  20,337,975.19                                                        20,337,975.19
 reserves
 Total                        164,328,665.43                                                          164,328,665.43


32. Other Comprehensive Income

                                                                                                             Unit: RMB
                                                                      Reporting Period
                                                                        Less:
                                                                      Record
                                                            Less:     ed into
                                                         Recorded       other
                                                          in other    compre
                                                         comprehe      hensiv              Attribu
                                                            nsive         e                table to   Attribu
                                              Income
                                                         income in    income               owners     table to
                                               before                             Less:                          Endin
                                    Beginni                 prior     in prior              of the    non-co
                                              taxatio                            Income                            g
             Item                     ng                   period      period              Compa      ntrollin
                                              n in the                             tax                           balan
                                    balance                  and         and                ny as         g
                                              Curren                             expens                           ce
                                                         transferre   transfe                 the     interest
                                                  t                                 e
                                                             d to      rred to              parent     s after
                                               Period
                                                          profit or   retaine                after       tax
                                                           loss in        d                   tax
                                                             the      earning
                                                          Current     s in the
                                                           Period     Curren
                                                                          t
                                                                       Period
 I. Other comprehensive                                                                                          317,0
                                   264,405,   61,946,                            9,291,9   52,654,
 income that will not be                                                                                         59,77
                                    675.00    000.00                               00.00   100.00
 reclassified to profit or loss                                                                                   5.00
 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

                                                           181
Changchai Company, Limited                                                                   Annual Report 2019


 Changes in fair value of                                                                              317,0
                                  264,405,   61,946,                   9,291,9    52,654,
 other equity instrument                                                                               59,77
                                   675.00    000.00                      00.00    100.00
 investment                                                                                             5.00
 Changes in fair value of
 corporate credit risk
 II. Other comprehensive
 income         that       may
 subsequently                be
 reclassified to profit or loss
 Of which: Share of other
 comprehensive income of
 investees that will be
 reclassified to profit or loss
 under equity method
 Changes in fair value of
 other   creditor’s rights
 investment
 Amount of financial assets
 reclassified   to    other
 comprehensive income
 Credit         depreciation
 reserves of other creditor’s
 rights investment
 Reserves for cash flow
 hedges
 Differences arising from
 translation    of    foreign
 currency-denominated
 financial statements
                                                                                                       317,0
 Total      of       other        264,405,   61,946,                   9,291,9    52,654,
                                                                                                       59,77
 comprehensive income              675.00    000.00                      00.00    100.00
                                                                                                        5.00


33. Specific Reserve

                                                                                                    Unit: RMB
         Item             Beginning balance            Increase        Decrease             Ending balance
 Safety production
                         15,182,958.83          3,868,727.07      1,491,483.83         17,560,202.07
 cost
 Total                   15,182,958.83          3,868,727.07      1,491,483.83         17,560,202.07


                                                         182
Changchai Company, Limited                                                                           Annual Report 2019


34. Surplus Reserves

                                                                                                               Unit: RMB
          Item               Beginning balance        Increase                Decrease             Ending balance
 Statutory       surplus
                                306,976,192.25         2,093,650.19                                  309,069,842.44
 reserves
 Discretional surplus
                                 13,156,857.90                                                         13,156,857.90
 reserves
 Total                          320,133,050.15         2,093,650.19                                  322,226,700.34


35. Retained Earnings

                                                                                                               Unit: RMB
                      Item                             Reporting Period                  Same period of last year
 Beginning balance of retained earnings
                                                                 717,883,351.33                      679,131,047.06
 before adjustments
 Total retained earnings at the beginning
 of the adjustment period (“+” means up,
 “-” means down)
 Beginning balance of retained earnings
                                                                 717,883,351.33                      679,131,047.06
 after adjustments
 Add: Net profit attributable to owners of
                                                                    24,934,586.11                     62,021,374.04
 the Company as the parent
 Less: Withdrawal of statutory surplus
                                                                     2,093,650.19                       6,427,839.99
 reserves
       Withdrawal of discretional surplus
 reserves
         Withdrawal of general reserve
      Dividend of ordinary shares
                                                                    14,034,358.15                     16,841,229.78
 payable
        Dividends of ordinary shares
 transferred as share capital
 Ending retained earnings                                        726,689,929.10                      717,883,351.33


36. 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


                                                           183
Changchai Company, Limited                                                                       Annual Report 2019


 Main operations             2,001,911,782.04    1,679,856,891.00       2,093,039,249.58        1,782,146,126.35
 Other operations              38,221,935.26        29,792,886.75             39,863,469.02        31,298,459.31
 Total                       2,040,133,717.30    1,709,649,777.75       2,132,902,718.60        1,813,444,585.66
Whether the Company has executed the new revenue standards
□ Yes √ No

37. Taxes and Surtaxes

                                                                                                        Unit: RMB
                Item                            Reporting Period                    Same period of last year
 Urban maintenance and                                        955,480.56                            1,538,140.51
 construction tax
 Education surcharge                                          682,129.42                            1,098,335.32
 Property tax                                                4,692,583.81                           4,720,363.62
 Land use tax                                                3,813,015.72                           3,813,015.72
 Vehicle and vessel use tax                                        1,320.00                             1,920.00
 Stamp duty                                                   541,541.14                            1,046,929.90
 Environment tax                                              238,068.00                              194,011.91
 Other                                                         34,933.24                              120,012.70
 Total                                                      10,959,071.89                          12,532,729.68


38. Selling Expense

                                                                                                        Unit: RMB
                Item                            Reporting Period                    Same period of last year

 Office expenses                                            15,164,256.65                          15,226,739.67

 Employee’s remuneration                                   29,850,039.44                          30,898,847.11

 Sales promotional expense                                   5,260,765.63                          11,065,465.84

 Three guarantees                                           38,321,773.50                          59,459,243.39

 Transport charge                                            7,296,670.11                           7,875,890.07
 Other                                                       1,191,611.72                           2,470,880.79
 Total                                                      97,085,117.05                         126,997,066.87


39. Administrative Expense

                                                                                                        Unit: RMB


                                                      184
Changchai Company, Limited                                                 Annual Report 2019


                  Item           Reporting Period             Same period of last year
 Office expenses                              11,008,664.40                  13,620,335.64
 Employee’s remuneration                     55,260,415.45                  63,552,532.88
 Depreciation and amortization                11,164,412.83                  12,141,787.46
 Transport fees                                2,035,060.15                   2,203,781.08
 Repair charge                                  391,744.51                      918,265.20
 Safety expenses                               3,868,727.07                   4,135,805.99
 Other                                        22,454,108.99                  19,455,330.71
 Total                                       106,183,133.40                 116,027,838.96


40. R&D Expense

                                                                                  Unit: RMB
                  Item           Reporting Period             Same period of last year
 Direct input expense                         39,929,867.41                  44,893,971.91
 Employee’s remuneration                     19,795,993.59                  22,101,113.31
 Depreciation and amortization                 3,926,467.26                   2,812,179.10
 Entrusted R&D charges                            26,000.00                     700,000.00
 Other                                         2,543,048.01                   1,675,576.46
 Total                                        66,221,376.27                  72,182,840.78


41. Finance Costs

                                                                                  Unit: RMB
                  Item           Reporting Period             Same period of last year
 Interest expense                              5,722,554.43                   4,553,608.46
 Less: Interest income                         6,719,990.78                   4,665,445.23
 Net foreign exchange gains or
                                              -1,709,183.70                  -6,194,688.23
 losses
 Other                                        -1,718,251.11                   5,402,762.70
 Total                                        -4,424,871.16                    -903,762.30


42. Other Income

                                                                                  Unit: RMB
               Sources           Reporting Period             Same period of last year
 Government subsidies                          5,312,295.51                   6,291,685.65


                                       185
Changchai Company, Limited                                                                  Annual Report 2019


43. Investment Income

                                                                                                   Unit: RMB
                        Item                                Reporting Period        Same period of last year
 Long-term equity investment income accounted
 by equity method
 Investment income from disposal of long-term
 equity investment
 Investment income from holding of trading
 financial assets
 Investment income from disposal of trading
 financial assets
 Dividend income from holding of other equity
                                                                     6,069,000.00
 instrument investment
 Investment income from holding of held-to
 –maturity investment
 Investment income from holding of
                                                                                                7,607,870.00
 available-for-sale financial assets
 Investment income from disposal of
                                                                                             104,824,084.63
 available-for-sale financial assets
 Investment income from disposal of held-to
 –maturity investment
 Income from re-measurement of residual stock
 rights at fair value after losing control power
 Interest income from holding of creditor’s rights
  investment
 Interest income from holding of other creditor’s
 rights investment
 Investment income from disposal of other
 creditor’s rights investment
 Investment income from disposal of other
                                                                       -18,685.03
 non-current financial assets
 Investment income from holding of other
                                                                     1,408,752.61
 non-current financial assets
 Investment income from disposal of financial
                                                                       354,829.53                838,870.20
 products of securities company
 Other income from holding of equity instrument
                                                                       137,814.50
 investment
 Total                                                               7,951,711.61            113,270,824.83

                                                      186
Changchai Company, Limited                                                                  Annual Report 2019


44. Gain on Changes in Fair Value

                                                                                                   Unit: RMB
               Sources                      Reporting Period                   Same period of last year
 Trading financial assets                                    -49,255.00
 Of which: gain on changes in fair
 value of derivative financial                               -49,255.00
 instrument
 Total                                                       -49,255.00


45. Credit Impairment Loss

                                                                                                   Unit: RMB
                    Item                         Reporting Period                Same period of last year
 Bad debt loss of other receivables                             -292,395.68
 Bad debt loss of accounts receivable                          -4,640,733.21
 Impairment loss of entrusted loan                             4,000,000.00
 Total                                                          -933,128.89


46. Asset Impairment Loss

Whether the Company has executed the new revenue standards
□ Yes √ No
                                                                                                   Unit: RMB
                 Item                       Reporting Period                   Same period of last year
 I. Bad debt loss                                                                             -5,459,103.29
 II. Loss on inventory valuation and
                                                         -42,371,202.17                      -42,139,394.79
 contract performance cost
 III. Impairment loss on
 available-for-sale financial assets
 IV. Impairment loss on
 held-to-maturity investment
 V. Impairment loss on long-term
 equity investment
 VI. Impairment loss on investment
 property
 VII. Impairment loss on fixed
 assets



                                                   187
Changchai Company, Limited                                                                       Annual Report 2019


 VIII. Impairment loss on
 engineering materials
 IX. Impairment loss on
 construction in progress
 X. Impairment loss on productive
  living assets
 XI. Impairment loss on oil and gas
 assets
 XII. Impairment loss on intangible
 assets
 XIII. Impairment loss on goodwill
 XIV. Other                                                                                       -10,000,000.00
 Total                                                       -42,371,202.17                       -37,598,498.08


47. Asset Disposal Income

                                                                                                        Unit: RMB
               Sources                        Reporting Period                      Same period of last year
 Fixed asset disposal income                                   2,059,668.56                           662,151.89


48. Non-operating Income

                                                                                                        Unit: RMB
                                                                                        Amount recorded in the
            Item                 Reporting Period            Same Period of last year    current non-recurring
                                                                                             profit or loss
 Insurance indemnity                                                    1,179,518.37
 Income from penalty                      373,200.44                      112,645.60                  373,200.44
 Income generated from
                                                                          502,640.00
 disposal of current assets
 Other                                     59,319.94                      144,191.79                   59,319.94
 Not need to pay                           13,825.00                                                   13,825.00
 Total                                    446,345.38                    1,938,995.76                  446,345.38


49. Non-operating Expense

                                                                                                        Unit: RMB




                                                       188
Changchai Company, Limited                                                                            Annual Report 2019


                                                                                            Amount recorded in the
            Item                    Reporting Period            Same period of last year     current non-recurring
                                                                                                 profit or loss
 Loss on disposal of
                                             145,531.09                      928,118.57                    145,531.09
 non-current assets
 Loss on disposal of
                                                                             539,665.92
 current assets
 Other                                        73,810.45                          6,434.00                   73,810.45
 Total                                       219,341.54                    1,474,218.49                    219,341.54


50. Income Tax Expense

(1) List of Income Tax Expense

                                                                                                             Unit: RMB
                   Item                          Reporting Period                      Same Period of last year
 Current income tax expense                                       1,929,642.45                         13,721,905.60
 Deferred income tax expense                                       -224,823.90                            -176,242.93
 Total                                                            1,704,818.55                         13,545,662.67


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

                                                                                                             Unit: RMB
                             Item                                                  Reporting Period
 Profit before taxation                                                                                26,657,205.56
 Current     income     tax    expense     accounted      at
                                                                                                         3,998,580.82
 statutory/applicable tax rate
 Influence of applying different tax rates by subsidiaries                                                 300,367.06
 Influence of income tax before adjustment                                                              -6,783,397.42
 Influence of non-taxable income                                                                          -974,350.00
 Influence of non-deductable costs, expenses and losses                                                    228,027.17
 Influence of deductable temporary difference or
 deductable losses of unrecognized deferred income tax                                                   8,530,167.41
 assets in the Reporting Period
 Tax preference generated from eligible expense                                                         -3,594,576.49
 Income tax expense                                                                                      1,704,818.55




                                                          189
Changchai Company, Limited                                                                            Annual Report 2019


51. Cash Flow Statement

(1) Cash Generated from Other Operating Activities

                                                                                                               Unit: RMB
                 Item                             Reporting Period                       Same period of last year
 Subsidy and appropriation                                         4,247,921.89                          5,227,312.03
 Other intercourses in cash                                           79,063.29                          2,429,574.19
 Interest income                                                   6,974,058.50                          4,665,445.23
 Other                                                              378,925.22
 Total                                                            11,679,968.90                         12,322,331.45
Notes:

(2) Cash Used in Other Operating Activities

                                                                                                               Unit: RMB
                 Item                             Reporting Period                       Same period of last year
 Selling expense paid in cash                                     62,490,016.60                         70,472,280.14
 Administrative expense paid in
                                                                  57,388,527.86                         44,119,952.70
 cash
 Handling charge                                                    937,381.75                                517,221.04
 Other                                                              317,407.08                           1,494,483.87
 Total                                                           121,133,333.29                        116,603,937.75


52. Supplemental Information for Cash Flow Statement

(1) Supplemental Information for Cash Flow Statement

                                                                                                               Unit: RMB
                   Supplemental information                           Reporting Period        Same period of last year
 1. Reconciliation of net profit to net cash flows generated
                                                                             --                          --
 from operating activities
 Net profit                                                                24,952,387.01                62,166,697.84
 Add: Provision for impairment of assets                                   43,304,331.06                37,598,498.08
 Depreciation of fixed assets, of oil and gas assets, of
                                                                           85,506,176.89                86,806,660.70
 productive living assets
 Depreciation of right-to-use assets
 Amortization of intangible assets                                          4,826,730.02                 5,248,080.61


                                                           190
Changchai Company, Limited                                                                               Annual Report 2019


 Amortization of long-term deferred expenses
 Losses on disposal of fixed assets, intangible assets and
                                                                             -2,059,668.56                   -662,151.89
 other long-term assets (gains by “-”)
 Losses on the scrapping of fixed assets (gains by “-”)                      145,531.09                        928,118.57
 Losses on the changes in fair value (gains by “-”)                              49,255.00
 Financial expenses (gains by “-”)                                         5,007,157.46                   4,553,608.46
 Investment losses (gains by “-”)                                          -7,951,711.61               -113,270,824.83
 Decrease in deferred income tax assets (increase by “-”)                        -44,033.81                     27,131.10
 Increase in deferred income tax liabilities (decrease by
                                                                              -180,790.09                    -203,374.03
 “-”)
 Decrease in inventory (increase by “-”)                                  42,230,678.95                 -91,846,479.01
 Decrease in accounts receivable from operating activities
                                                                          -139,462,798.46                 232,739,906.78
 (increase by “-”)
 Increase in payables from operating activities (decrease
                                                                           -99,430,107.30                  63,742,812.33
 by “-”)
 Other                                                                      22,564,004.83                 -14,009,157.82
 Net cash flows generated from operating activities                        -20,542,857.52                 273,819,526.89
 2. Investing and financing activities that do not 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                                 --                            --
 Ending balance of cash                                                    544,584,744.17                 687,079,639.59
 Less: Beginning balance of cash                                           687,079,639.59                 325,263,654.43
 Add: Ending balance of cash equivalents
 Less: Beginning balance of cash equivalents
 Net increase in cash and cash equivalents                                -142,494,895.42                 361,815,985.16


(2) Cash and Cash Equivalents

                                                                                                                  Unit: RMB
                  Item                              Ending balance                              Beginning balance
 I. Cash                                                          544,584,744.17                          687,079,639.59
 Including: Cash on hand                                             153,975.35                                  441,363.70
 Bank deposit on demand                                           543,923,045.33                          684,620,907.41


                                                            191
Changchai Company, Limited                                                                         Annual Report 2019


 Other monetary assets on demand                                 507,723.49                           2,017,368.48
 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
                                                              544,584,744.17                       687,079,639.59
 equivalents
 Of which: Cash and cash equivalents
 with restriction in use for the
 Company as the parent or
 subsidiaries of the Group


53. Assets with Restricted Ownership or Right to Use

                                                                                                          Unit: RMB
                   Item                       Ending carrying value                 Reason for restriction
                                                                               As cash deposit          for   bank
 Monetary assets                                               92,629,261.89
                                                                               acceptance bill
                                                                               Mortgaged for borrowings from
 Houses and buildings                                           2,936,446.13
                                                                               banks
                                                                               Mortgaged for borrowings from
 Land use right                                                  995,328.00
                                                                               banks
                                                                               Mortgaged for borrowings from
 Machinery equipment                                           48,181,935.62
                                                                               banks
 Total                                                        144,742,971.64                  --


54. Foreign Currency Monetary Items

(1) Foreign Currency Monetary Items

                                                                                                          Unit: RMB
                              Ending foreign currency                                      Ending balance
            Item                                                  Exchange rate
                                      balance                                             converted to RMB
 Monetary assets                         --                             --
 Of which: USD                          12,870,806.64     6.9762                                    89,789,321.28
            EUR

                                                        192
Changchai Company, Limited                                                                         Annual Report 2019


            HKD                                   280,787.13     0.8958                                 251,529.11
            SGD                                    54,427.95     5.1739                                 281,604.77
            JPY                             19,477,137.00        0.0641                               1,248,484.48
 Accounts receivable                         --                               --
 Of which: USD                               9,340,696.90        6.9762                              65,162,569.71
 Accounts payable                                                -
 Of which: USD                                       302.60      6.9762                                   2,111.00


 (2) Notes to Overseas Entities Including: for Significant Oversea Entities, Main Operating Place,
Recording Currency and Selection Basis Shall Be Disclosed; if there Are Changes in Recording Currency,
Relevant Reasons Shall Be Disclosed.

□ Applicable √ Not applicable

55. Government Subsidy

(1) Basic Information on Government Subsidy

                                                                                                          Unit: RMB
                                                                                           Amount recorded in the
                   Category                           Amount                Listed items
                                                                                            current profit or loss
 Trinity subsidy                                        674,000.00        Other income                  674,000.00
 Subsidy for stabilizing posts                        2,162,251.03        Other income                2,162,251.03
 Research fund for agricultural
 machinery pollutant discharge control
                                                        156,000.00        Other income                  156,000.00
 technology and system of Luoyang
 tractors research laboratory
 Research fund for agricultural diesel
 engine clean combustion key
                                                         59,400.00        Other income                   59,400.00
 technology of Wuhan University of
 Technology
 ECI subsidy                                            474,400.00        Other income                  474,400.00
 Relocation compensation                                665,973.62        Other income                  665,973.62
 Patent rewards                                         200,000.00        Other income                  200,000.00
 Fund for hillside tractor key technology
 research and complete machine                           96,959.20        Other income                   96,959.20
 development of Jiangsu University
 R & D and industrialization of off-road
                                                        398,400.00        Other income                  398,400.00
 diesel engine controlled by electricity


                                                               193
Changchai Company, Limited                                                                     Annual Report 2019


 Tax contributions reward                           80,000.00    Other income                        80,000.00
 Industry development fund                          60,000.00    Other income                        60,000.00
 Other rewards and subsidies                        59,611.66    Other income                         59,611.66
 Appropriation of other technological
                                                   225,300.00    Other income                       225,300.00
 projects
 Appropriation for R & D and
 industrialization of off-road diesel              248,400.00    Deferred income
 engine controlled by electricity
 National major special appropriation           28,770,000.00    Deferred income
 Relocation compensation                        19,845,711.22    Deferred income
 Appropriation     or    research      and
 development      and    industrialization
 allocations of national III/IV standard        10,000,000.00    Deferred income
 high-powered efficient diesel engine for
 agricultural use


Return of Government Subsidy

□ Applicable √ Not applicable

VIII. Changes of Consolidation Scope

1. Changes in Combination Scope for Other Reasons

Note to changes in combination scope for other reasons (such as newly establishment or liquidation of subsidiaries,
etc.) and relevant information:
     On 25 February 2019, the interim board meeting held by the Company, examined and approved the Proposal
on Establishing Wholly-owned Subsidiary to Implement the Production Project of Light Duty Engine and Casting,
and agreed the Company to set up a wholly-owned subsidiary in RMB300 million to implement the production
project. Refer to Announcement of Foreign Investment and Establishing the Wholly-owned Subsidiary
(Announcement No. 2019-004) in Security Times, Ta Kung Pao and the cninfo website on 26 February 2019 for
details.
     On 6 March 2019, the wholly-owned subsidiary completed the registration procedures and gained the
business license issued by Administrative Approval Bureau of Changzhou National High-tech Industry
Development Zone (Xinbei District). Refer to Announcement of Procedures of Foreign Investment and
Establishing the Wholly-owned Subsidiary (Announcement No. 2019-005) in Security Times, Ta Kung Pao and
the cninfo website on 7 March 2019 for details.




                                                       194
Changchai Company, Limited                                                          Annual Report 2019


IX. Equity in Other Entities

1. Equity in Subsidiary

(1) Subsidiaries


                     Main                                 Holding percentage (%)
                               Registration   Nature of                                  Way of
     Name          operating
                                  place       business    Directly     Indirectly        gaining
                     place
 Changchai
 Wanzhou
 Diesel            Chongqing   Chongqing      Industry       60.00%                       Set-up
 Engine Co.,
 Ltd.
 Changzhou
 Changchai
 Benniu
 Diesel            Changzhou   Changzhou      Industry       99.00%         1.00%         Set-up
 Engine
 Fittings Co.,
 Ltd.
 Changzhou
 Housheng
                   Changzhou   Changzhou      Service      100.00%                        Set-up
 Investment
 Co., Ltd.
 Changzhou
 Changchai
 Housheng
                   Changzhou   Changzhou      Industry       70.00%        25.00%         Set-up
 Agricultural
 Equipment
 Co., Ltd.
 Changzhou
 Fuji
 Changchai                                                                            Combination
 Robin             Changzhou   Changzhou      Industry     100.00%                    not under the
 Gasoline                                                                             same control
 Engine Co.,
 Ltd.
 Jiangsu
 Changchai
                   Changzhou   Changzhou      Industry     100.00%                        Set-up
 Machinery
 Co., Ltd.


                                                 195
Changchai Company, Limited                                                                                 Annual Report 2019


(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%                 64,142.17                                     19,613,948.72
 Engine Co., Ltd.
 Changzhou
 Changchai
 Housheng
                                        5.00%                -46,341.27                                          22,332.29
 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
                                                  Non-                                                      Non-
                    Non-               Curre                                  Non-               Curre
           Curre                                  curre     Total    Curre                                  curre      Total
 Name               curre     Total       nt                                  curre     Total       nt
             nt                                     nt     liabili     nt                                     nt      liabili
                      nt      assets   liabili                                  nt      assets   liabili
           assets                                liabili     ties    assets                                 liabili     ties
                    assets               ties                                 assets               ties
                                                    ty                                                        ty
 Chan
 gchai
 Wanz
 hou       43,80    25,82     69,62    20,59               20,59     44,94    26,69      71,64   20,76      2,000     22,76
 Diese     7,991    1,314     9,305    4,433               4,433     6,886    3,776      0,662   6,145       ,000.    6,145
 l            .71     .00        .71      .90                .90       .20       .10       .30      .92        00       .92
 Engin
 e Co.,
 Ltd.




                                                             196
Changchai Company, Limited                                                                                 Annual Report 2019


 Chan
 gzhou
 Chan
 gchai
 Hous
 heng     28,57               29,08       28,64            28,64      35,77             36,40     35,02              35,02
                   514,6                                                      625,6
 Agric    3,892               8,562       1,916            1,916      6,302             1,983     8,512              8,512
                   69.94                                                      80.72
 ultura      .12                 .06         .23             .23        .79               .51        .30               .30
 l
 Equip
 ment
 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      40,959,22      160,355.4      160,355.4    1,526,529     46,653,66   1,117,933      1,117,933      1,632,974
 Diesel            2.43              3              3          .99          0.46         .80            .80            .66
 Engine
 Co., Ltd.
 Changzh
 ou
 Changcha
 i
 Houshen
              13,888,57      -926,825.       -926,825.   -419,750.     17,505,78      -6,036,99    -6,036,99     -1,896,20
 g
                   9.77            38              38          02           4.08           4.34         4.34          3.08
 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

                                                            197
Changchai Company, Limited                                                                          Annual Report 2019


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.

X. 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 conducts 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 referred 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.

XI. The Disclosure of Fair Value

1. The Disclosure of Fair Value

                                                                                                             Unit: RMB

                  Item                                                Ending fair value


                                                          198
Changchai Company, Limited                                                                       Annual Report 2019


                                                               Fair value
                                            Fair value                           Fair value
                                                             measurement
                                          measurement                          measurement            Total
                                                             items at level
                                         items at level 1                     items at level 3
                                                                    2
 I. Consistent fair value
                                                --                 --                --                 --
 measurement
 (I) Financial assets at fair value
                                         432,886,000.00                       187,952,101.63     620,838,101.63
 through profit or loss

 1. Trading financial assets                                                   87,952,101.63      87,952,101.63

 (1) Debt instrument investment                                                10,000,000.00      10,000,000.00

 (2) Equity instrument investment                                              77,952,101.63      77,952,101.63.

 (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) Other bond investment
 (III)Other equity instrument
                                         432,886,000.00                       100,000,000.00     532,886,000.00
 investment

 (2) Equity instrument investment

 (IV) Investment property
 1. Land use right for lease
 2. Buildings leased out
 3. Land use right held and plan to be
 transferred once appreciating
 (V) Living assets
 1. Consumptive living assets
 2. Productive living assets
 Total assets consistently measured
                                         432,886,000.00                       187,952,101.63     620,838,101.63
 by fair value
 (VI) Trading financial liabilities
 Of which: Issued trading bonds
               Derivative financial
 liabilities


                                                       199
Changchai Company, Limited                                                                    Annual Report 2019


              Other
    (VII) 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.

3. Valuation Technique Adopted and Nature and Amount Determination of Important Parameters for
Consistent and Inconsistent Fair Value Measurement Items at Level 3

      (1) In terms of trading financial assets held by the Company, as the underlying assets through financial
products investment include cash, bond repurchase, bank deposit, interbank loan, national bank and central bank
bill, etc., the assets portfolio invested were executed dynamic management, while the fair value of financial
products is difficult to measure, so the fair value shall be recognized by adopting cost amount.
     (2) In terms of non-trading financial assets, with regard to the equity instrument investment without active
market transactions, including the capital investment to Jiangsu Housheng New Energy Technology Co., Ltd.,
Jiangsu Liance Electromechanical Technology Co., Ltd. and Kailong High Technology Co., Ltd., and no
significant impact due to the low equity of the invested companies held by the Company, so the appraisement to
the invested companies by income or market approach was unfeasible. Therefore, the investment cost shall be
regarded as reasonable estimation of fair value to measure at the period-end.
     In terms of shares of NEEQ unlisted public companies held by the Company, as for the equity instrument
investment with inactive market transactions, due to the market value of shares cannot be reflected by the market
transaction price with the low volume of holding, so the appraisement to the invested companies by income or
market approach was unfeasible. Therefore, the investment cost shall be regarded as reasonable estimation of fair
value to measure at the period-end.
     (3)In terms of other equity instrument investment, there was no significant changes in business environment
and circumstance and financial condition of Changzhou Synergetic Innovation Private Equity Fund (Limited
Partnership), and thus the investment cost shall be regarded as reasonable estimation of fair value to measure at

                                                      200
Changchai Company, Limited                                                                    Annual Report 2019


the period-end.

XII. 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
                                      Investment and
                                       operations of
                                        state-owned
                                        assets, assets
                                        management
                                         (excluding
 Changzhou                                financial
 Investment            Changzhou          business),       RMB1.2 billion          30.43%             30.43%
 Group Co., Ltd.                         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.




                                                         201
Changchai Company, Limited                                                                         Annual Report 2019


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
 Changzhou Synergetic Innovation Private Equity              Participated in establishing the industrial investment
 Fund (Limited Partnership)                                                           fund
  Jiangsu Housheng New Energy Technology Co., Ltd.                 Shareholding enterprise of the Company


4. Related-party Transactions



(1) Asset Transfer and Debt Restructuring of Related Party

                                                                                             Same period of
          Related party                      Content                  Reporting Period
                                                                                               last year
Changzhou Synergetic Innovation Equity transfer (Jiangsu
Private Equity Fund (Limited    Housheng New Energy                        50,000,000.00
Partnership)                    Technology Co., Ltd.)


XIII. Commitments and Contingency

1. Significant Commitments

Significant commitment on the balance sheet date
As of 31 December 2019, 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:
                                  Date of     Name of the litigation or Amount involved
     Name of defendant                                                                                   Remark
                                 accepted      arbitration institutions  (RMB’0,000)
Shandong Hongli Group Co.,              Changzhou Intermediate                    1,436.00              Under the
          Ltd.             27 June 2001     People’s Court                                          bankruptcy and
                                                                                                       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.



                                                       202
Changchai Company, Limited                                                               Annual Report 2019


XIV. Events after Balance Sheet Date

1. Profit Distribution

                                                                                                Unit: RMB
 Profits or dividends to be distributed                                                                 0


2. Notes to Other Events after Balance Sheet Date

     After the outbreak of the epidemic of COVID-19, the Company responded promptly and set up
epidemic prevention group headed by the general manager to direct the prevention in all respects.
The materials for epidemic prevention were adequate, and the Company has organized the
emergency exercise with the staff of all levels to ensure safe production and to control and prevent.
The parent of the Company returned to work on 11 February 2020, and other subsidiaries
successively after 7 to 15 days as well. Due to the different time in work resumption of each
production process, the production efficiency was influenced to some extent.Due to the uneven
return time of each production process, the production efficiency is greatly affected, and the
delivery pressure of the company is large. To sum up, there was negative influence of the epidemic
to the operation performance in the first quarter of Company to some extent, but insignificant
influence to the yearly performance.

XV. Other Significant Events

1. Segment Information

(1) Determination Basis and Accounting Policies of Reportable Segment

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

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 2019 annual enterprise income tax.

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

1. Accounts Receivable

(1) Accounts Receivable Classified by Category

                                                                                                Unit: RMB
     Category                      Ending balance                         Beginning balance



                                                    203
Changchai Company, Limited                                                                   Annual Report 2019


                        Carrying        Bad debt                    Carrying         Bad debt
                        amount          provision                   amount           provision
                                                        Carryi
                                               Withd                                        Withd    Carryin
                                                         ng
                     Amou     Propo   Amou     rawal             Amou     Propor   Amou     rawal    g value
                                                        value
                      nt      rtion    nt      propo              nt       tion     nt      propor
                                               rtion                                         tion
 Accounts
 receivable for
                      37,51            33,78            3,721,    35,82            32,806
 which bad debt                                90.08                                         91.58    3,017,6
                     0,056.   6.66%   8,291.             765.0   3,767.   6.85%    ,077.1
 provision                                        %                                             %       89.87
                         90               86                 4       01                 4
 separately
 accrued
 Of which:
 Accounts
 receivable with
 significant
                      32,61            28,89            3,721,   32,00             28,990
 single amount                                 88.59                                         90.57    3,017,6
                     8,199.   5.79%   6,434.             765.0   8,110.   6.12%    ,420.1
 for which bad                                    %                                             %       89.87
                         97               93                 4      06                  9
 debt provision
 separately
 accrued
 Accounts
 receivable with
 insignificant
                     4,891,           4,891,                     3,815,
 single amount                                 100.0                               3,815,    100.0
                      856.9   0.87%    856.9                      656.9   0.73%
 for which bad                                   0%                                656.95      0%
                          3                3                          5
 debt provision
 separately
 accrued
 Accounts
 receivable for
                     525,8            192,1              333,7   487,5             190,22
 which bad debt               93.34            36.54                       93.15             39.02   297,339
                     74,42            48,65              25,77   66,50             6,913.
 provision                       %                %                           %                 %     ,593.94
                      3.56             0.56               3.00    7.88                 94
 accrued by
 group
 Of which:




                                                       204
Changchai Company, Limited                                                                            Annual Report 2019


 Accounts
 receivable for
 which bad debt      525,8             192,1              333,7      487,5               190,22
                              93.34             36.54                          93.15                 39.02        297,339
 provision           74,42             48,65              25,77      66,50               6,913.
                                 %                 %                              %                     %          ,593.94
 accrued by           3.56              0.56               3.00       7.88                   94
 credit risk
 features group
                     563,3             225,9              337,4      523,3               223,03
                              100.0             40.10                         100.00                 42.61        300,357
 Total               84,48             36,94              47,53      90,27               2,991.
                                0%                 %                              %                     %          ,283.81
                      0.46              2.42               8.04       4.89                   08
Accounts receivable with significant single amount for which bad debt provision separately accrued at the end of
the period:
                                                                                                                  Unit: RMB
                                                              Ending balance
         Name                                                                Withdrawal
                         Carrying amount       Bad debt provision                                 Withdrawal reason
                                                                             proportion
                                                                                                  Expected to
 Customer 1                   1,975,482.35              338,497.45                    17.13%
                                                                                                  difficultly recover
                                                                                                  Expected to
 Customer 2                    1,470,110.64          1,470,110.64                     100.00%
                                                                                                  difficultly recover
 Customer 3                   1,902,326.58           1,902,326.58                     100.00%     Difficult to recover
 Customer 4                   6,215,662.64           6,215,662.64                     100.00%     Difficult to recover
                                                                                                  Expected to
 Customer 5                   2,445,367.85           2,177,128.33                     89.03%
                                                                                                  difficultly recover
                                                                                                  Expected to
 Customer 6                   3,633,081.23           1,816,540.62                     50.00%
                                                                                                  difficultly recover
                                                                                                  Expected to
 Customer 7                   3,279,100.00           3,279,100.00                     100.00%
                                                                                                  difficultly recover
                                                                                                  Expected to
 Customer 8                   2,068,377.01           2,068,377.01                     100.00%
                                                                                                  difficultly recover
 Customer 9                   5,359,381.00           5,359,381.00                     100.00%     Difficult to recover
 Customer 10                  2,584,805.83           2,584,805.83                     100.00%     Difficult to recover
 Customer 11                  1,684,504.84           1,684,504.84                     100.00%     Difficult to recover
 Total                       32,618,199.97          28,896,434.94                --                          --
Accounts receivable for which bad debt provision accrued by credit risk features group:
                                                                                                                  Unit: RMB
                                                                Ending balance
           Name
                                 Carrying amount              Bad debt provision           Withdrawal proportion


                                                        205
Changchai Company, Limited                                                                       Annual Report 2019


 Within 1 year                          323,342,224.45                  6,466,844.49                        2.00%
 1 to 2 years                             12,433,193.78                   621,659.69                        5.00%
 2 to 3 years                              4,709,436.22                   706,415.43                       15.00%
 3 to 4 years                                960,385.32                   288,115.60                       30.00%
 4 to 5 years                                908,921.11                   545,352.67                       60.00%
 Over 5 years                           183,520,262.68               183,520,262.68                       100.00%
 Total                                  525,874,423.56               192,148,650.56                 --
Notes to the basis for the determination of the groups:
     The accounts receivable was adopted the aging analysis based on the months when the accounts occurred
actually, among which the accounts occurred earlier will be priority to be settled in terms of the capital turnover.
      Explanation of the input value and assumption adopted to determine the withdrawal amount of bad debt
provision on the Current Period: With reference to the experience of the historical credit loss, combining with the
prediction of the present status and future financial situation, the comparison table was prepared between the
aging of the accounts receivable and estimated credit loss rate in the duration and to calculate the estimated credit
loss.
Please refer to the relevant information of disclosure of bad debt provision of other accounts receivable if
adopting the general mode of expected credit loss to withdraw bad debt provision of accounts receivable.
□ Applicable √ Not applicable
Disclosure by aging
                                                                                                          Unit: RMB
                          Aging                                               Carrying amount
 Within 1 year (including 1 year)                                                                 324,694,509.71
 1 to 2 years                                                                                      14,957,898.01
 2 to 3 years                                                                                        8,536,920.63
 Over 3 years                                                                                     215,195,152.11
 3 to 4 years                                                                                        4,031,389.90
 4 to 5 years                                                                                        1,346,662.43
 Over 5 years                                                                                     209,817,099.78
 Total                                                                                            563,384,480.46


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

                                                                                                          Unit: RMB
                                                 Changes in the Reporting Period
                   Beginning                                                                             Ending
   Category                                         Reversal or
                    balance         Withdrawal                       Write-off          Other            balance
                                                     recovery




                                                          206
Changchai Company, Limited                                                                        Annual Report 2019


 Bad debt
 provision        32,806,077.1                                                                       33,788,291.8
                                  3,347,105.91    2,364,891.19
 withdrawn                   4                                                                                  6
 separately
 Bad debt
 provision        190,226,913.                                                                       192,148,650.
                                  2,808,078.37         886,341.75
 withdrawn                 94                                                                                 56
 by group
                  223,032,991.                                                                       225,936,942.
 Total                            6,155,184.28    3,251,232.94
                           08                                                                                 42
Of which bad debt provision reversed or recovered with significant amount in the Reporting Period: No

(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

                                                                                                         Unit: RMB
                                                            Proportion to total ending
                                  Ending balance of                                        Ending balance of bad
    Name of the entity                                         balance of accounts
                                 accounts receivable                                          debt provision
                                                                   receivable
 Customer 1                            170,103,568.50                          30.19%                3,402,071.37
 Customer 2                              23,896,557.76                         4.24%                   477,931.16
 Customer 3                              21,182,519.25                         3.76%                   423,650.39
 Customer 4                              21,885,020.77                         3.88%                   437,700.42
 Customer 5                              18,470,927.36                         3.28%                   369,418.55
 Total                                 255,538,593.64                          45.35%


2. Other Receivables

                                                                                                         Unit: RMB
                Item                             Ending balance                          Beginning balance
 Other receivables                                             23,639,899.46                        21,681,331.85
 Total                                                         23,639,899.46                        21,681,331.85


(1)Other Receivable

1) Other Receivables Classified by Account Nature

                                                                                                         Unit: RMB


                                                         207
Changchai Company, Limited                                                                     Annual Report 2019


                 Nature                      Ending carrying amount               Beginning carrying amount
 Cash deposit and Margin                                            4,200.00                          4,200.00
 Intercourse funds among units                               38,535,333.35                       36,267,607.16
 Petty cash and borrowings by
                                                               624,083.07                           596,876.87
 employees
 Other                                                       15,373,206.41                       15,364,366.83
 Total                                                       54,536,822.83                       52,233,050.86


2) Withdrawal of Bad Debt Provision

                                                                                                      Unit: RMB
                             First stage        Second stage               Third stage
                                             Expected loss in the
                          Expected credit                              Expected loss in the
 Bad debt provision                            duration (credit                                    Total
                          loss of the next                               duration (credit
                                               impairment not
                            12 months                                 impairment occurred)
                                                  occurred)
 Balance of 1
                             30,551,719.01                                                       30,551,719.01
 January 2019
 Balance of 1
 January 2019 in the           ——                 ——                       ——                ——
 Current Period
 --Transfer to
 Second stage
 -- Transfer to Third
 stage
 -- Reverse to
 Second stage
 -- Reverse to First
 stage

 Withdrawal of the
                               345,204.36                                                           345,204.36
 Current Period

 Reversal of the
 Current Period

 Write-offs of the
 Current Period

 Verification of the
 Current Period



                                                       208
Changchai Company, Limited                                                                         Annual Report 2019



 Other changes

 Balance of 31
                             30,896,923.37                                                          30,896,923.37
 December 2019

Changes of carrying amount with significant amount changed of loss provision in the Current Period
□ Applicable √ Not applicable
Disclosure by aging
                                                                                                          Unit: RMB
                          Aging                                                  Carrying amount
 Within 1 year (including 1 year)                                                                   21,069,950.51
 1 to 2 years                                                                                         1,594,927.07
 2 to 3 years                                                                                         1,513,504.75
 Over 3 years                                                                                       30,358,440.50
 3 to 4 years                                                                                           215,594.13
 4 to 5 years                                                                                            96,930.77
 Over 5 years                                                                                       30,045,915.60


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

Information of bad debt provision withdrawn:
                                                                                                          Unit: RMB
                                                  Changes in the Reporting Period
                      Beginnin
    Category                                        Reversal or                                    Ending balance
                      g balance     Withdrawal                      Write-off         Other
                                                     recovery
 Bad debt
 provision            5,011,963
                                      30,485.42                                                       5,042,448.58
 withdrawn                  .16
 separately
 Bad debt
 provision            25,539,75
                                     314,718.94                                                     25,854,474.79
 withdrawn by              5.85
 group
                      30,551,71
 Total                               345,204.36                                                     30,896,923.37
                           9.01
Other receivables with significant amount withdrawn bad debt provision separately at the period-end:
                                                                                                          Unit: RMB
          Other receivables              Carrying amount          Bad debt         Withdrawal        Withdrawal
                                                                  provision       proportion (%)      reason
Changchai Group Imp. & Exp. Co.,             2,853,188.02         2,853,188.02         100           Difficult to

                                                          209
Changchai Company, Limited                                                                           Annual Report 2019


Ltd.                                                                                                      recover
                   Total                        2,853,188.02       2,853,188.02


4) Particulars of the Actual Verification of Other Receivables during the Reporting Period: No.

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

                                                                                                            Unit: RMB
                                                                                   Proportion to
                                                                                                     Ending balance
   Name of the                                                                      total ending
                             Nature         Ending balance         Aging                               of bad debt
     entity                                                                       balance of other
                                                                                                        provision
                                                                                    receivables
 Changzhou
 Changchai
                       Intercourse
 Benniu Diesel                               10,000,000.00     Within 1 year              18.34%          200,000.00
                       funds
 Engine Fittings
 Co., Ltd.
                                                               Within 1 year
 Changzhou
                                                               with
 Changchai
                                                               RMB8,088,841
 Housheng              Intercourse
                                              9,215,263.56     .90, 1 to 2                16.90%          218,097.92
 Agricultural          funds
                                                               years with
 Equipment Co.,
                                                               RMB1,126,421
 Ltd.
                                                               .66
 Changzhou
                       Intercourse
 Compressors                                  2,940,000.00     Over 5 years                5.39%         2,940,000.00
                       funds
 Factory
 Changchai
                       Intercourse
 Group Imp. &                                 2,853,188.02     Over 5 years                5.23%         2,853,188.02
                       funds
 Exp. Co., Ltd.
 Changzhou New
 District              Intercourse
                                              1,626,483.25     Over 5 years                2.98%         1,626,483.25
 Accounting            funds
 Centre
 Total                         --            26,634,934.83           --                   48.84%         7,837,769.19


3. Long-term Equity Investment

                                                                                                            Unit: RMB
       Item                           Ending balance                                 Beginning balance




                                                             210
Changchai Company, Limited                                                                            Annual Report 2019


                     Carrying      Depreciation         Carrying         Carrying      Depreciation        Carrying
                     amount          reserves            value           amount         reserves            value
 Investment to     251,752,730.                       251,752,730.      241,752,730.                     241,752,730.
                                             0.00                                              0.00
 subsidiaries               03                                 03                 03                              03
 Investment to
 joint ventures
 and                  44,182.50       44,182.50                  0.00      44,182.50      44,182.50               0.00
 associated
 enterprises
                   251,796,912.                       251,752,730.      241,796,912.                     241,752,730.
 Total                                44,182.50                                           44,182.50
                            53                                 03                 53                              03


(1) Investment to Subsidiaries

                                                                                                             Unit: RMB
                                                    Increase/decrease
                  Beginning                                                                 Ending          Ending
                                                             Withdrawa
                   balance                                                                  balance       balance of
  Investees                     Additional     Reduced           l of
                  (carrying                                                    Other       (carrying      depreciatio
                                investment    investment     depreciatio
                    value)                                                                   value)       n reserves
                                                             n reserves
 Changchai
 Wanzhou
                  51,000,000                                                              51,000,000
 Diesel
                         .00                                                                     .00
 Engine Co.,
 Ltd.
 Changzhou
 Changchai
 Benniu
                  96,466,500                                                              96,466,500
 Diesel
                         .00                                                                     .00
 Engine
 Fittings Co.,
 Ltd.
 Changzhou
 Housheng         40,000,000                                                              40,000,000
 Investment              .00                                                                     .00
 Co., Ltd.




                                                           211
Changchai Company, Limited                                                                      Annual Report 2019


 Changzhou
 Changchai
 Housheng        7,000,000.                                                             7,000,000.
 Agricultural           00                                                                     00
 Equipment
 Co., Ltd.
 Changzhou
 Fuji
 Changchai
                47,286,230                                                              47,286,230
 Robin
                       .03                                                                     .03
 Gasoline
 Engine Co.,
 Ltd.
 Jiangsu
 Changchai                    10,000,000                                                10,000,000
 Machinery                           .00                                                       .00
 Co., Ltd.
                241,752,73    10,000,000                                                251,752,73
 Total                                                                                                       0.00
                      0.03           .00                                                      0.03


(2) Investment to Joint Ventures and Associated Enterprises

                                                                                                          Unit: RMB
                                                 Increase/decrease
                                        Gains
                                                 Adjust                                                    Endin
           Begin                         and                          Cash                      Endin
                                                  ment                         Withd                          g
            ning                        losses                       bonus                         g
                                                   of                           rawal                      balanc
           balanc    Additi   Reduc    recogn               Chang       or                      balanc
 Invest                                           other                           of                        e of
              e       onal      ed       ized                es of   profits                       e
   ee                                            compr                         impair   Other              deprec
           (carryi   invest   invest    under               other    annou                      (carryi
                                                 ehensi                         ment                       iation
             ng       ment     ment       the               equity    nced                        ng
                                                   ve                          provis                      reserv
           value)                      equity                           to                      value)
                                                 incom                           ion                         es
                                       metho                          issue
                                                    e
                                           d
 II. Associated enterprises




                                                          212
Changchai Company, Limited                                                                         Annual Report 2019


 Beijin
 g
 Tsingh
 ua
 Xingy
 e
 Indust                                                                                                       44,182
               0.00                                                                                  0.00
 rial                                                                                                             .50
 Invest
 ment
 Mana
 gemen
 t Co.,
 Ltd.
 Subtot                                                                                                       44,182
               0.00                                                                                  0.00
 al                                                                                                               .50
                                                                                                              44,182
 Total         0.00                                                                                  0.00
                                                                                                                  .50


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             1,829,511,302.64     1,547,250,831.33       1,929,864,957.32        1,659,272,787.45
 Other operations              36,780,436.75         28,376,158.13             38,862,108.04        30,434,073.18
 Total                       1,866,291,739.39     1,575,626,989.46       1,968,727,065.36        1,689,706,860.63
Whether the Company has executed the new revenue standards
□ Yes √ No

5. Investment Income

                                                                                                             Unit: RMB
                  Item                           Reporting Period                    Same period of last year
 Dividend income from holding of
                                                                6,069,000.00
 other equity instrument investment
 Investment income from holding of
                                                                                                      7,597,950.00
 available-for-sale financial assets
 Investment income from disposal of
                                                                                                   104,866,770.49
 available-for-sale financial assets


                                                          213
Changchai Company, Limited                                                Annual Report 2019


 Income from transferring to
                                                         137,814.50
 accommodation business
 Total                                                  6,206,814.50      112,464,720.49


XVII. 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
                                                        1,914,137.47
 non-current assets

 Government grants recognized in
 the current period, except for those
 acquired in the ordinary course of
                                                        5,312,295.51
 business or granted at certain quotas
 or   amounts      according      to   the
 government’s unified standards

 Capital    occupation     charges     on
 non-financial enterprises that are
                                                         536,504.84
 recorded into current gains and
 losses
 Gain/loss from change of fair value
 of trading financial assets and
 liabilities, and derivative financial
 assets and liabilities, and investment
 gains from disposal of trading
 financial assets and liabilities, and                    -49,255.00
 derivative financial assets and
 liabilities, and other creditor’s rights
 investment, other than valid hedging
 related to the Company’s common
 businesses

 Other non-operating income and
                                                         372,534.93
 expenses other than the above




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Changchai Company, Limited                                                                         Annual Report 2019



 Reversed portions of impairment
 allowances for entrustment loans
                                                              4,000,000.00
 which are tested individually for
 impairment

 Less: Income tax effects                                     1,520,857.98

 Non-controlling interests effects                                7,556.87

                 Total                                       10,557,802.90                    --

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


                                                                                    EPS (Yuan/share)
 Profit as of Reporting Period       Weighted average ROE (%)
                                                                         EPS-basic                 EPS-diluted
 Net profit attributable to
 ordinary shareholders of the                 1.20%                          0.04                      0.04
 Company
 Net profit attributable to
 ordinary shareholders of the
                                              0.69%                          0.03                      0.03
 Company after deduction of
 non-recurring profit or loss




                                                       215
Changchai Company, Limited                                             Annual Report 2019




                     Part XIII 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 2020




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