深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Shenzhen China Bicycle Company (Holdings) Limited THE THIRD QUARTERLY REPORT FOR 2014 October 2014 1 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Section I. Important Notes Board of Directors and the Supervisory Committee of SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED (hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. All directors of the Company are attended the Meeting for quarterly report deliberation. Principal of the Company Luo Guiyou, Person in Charge of Accounting Works Li Hai and Person in Charge of Accounting Organ (Accounting Officer) Sun Longlong hereby confirm that the Financial Report of the Third Quarterly Report is authentic, accurate and complete. 2 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Section II. Main accounting data and changes of shareholders I. Main accounting data and index Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not □Yes √ No Current period-end Period-end of last year Increase/decrease Total assets(RMB) 72,156,738.05 151,511,429.85 -52.38% Net assets attributable to shareholders of listed company 10,405,755.57 7,003,335.40 48.58% (RMB) Increase/decrease in Increase/decrease in Year-begin to end of comparison with Current period comparison with same the Period year-begin to period of last year Period-end of last year Operating revenue (RMB) 76,284,807.38 -19.97% 161,951,441.78 -19.12% Net profit attributable to shareholders of the listed company 1,513,462.59 -34.78% 3,388,112.05 -112.57% (RMB) Net profit attributable to shareholders of the listed company -1,232,807.99 -153.00% -3,926,872.81 -186.82% after deducting non-recurring gains and losses(RMB) Net cash flow arising from -- -- 3,195,660.61 -126.07% operating activities(RMB) Basic earnings per share 0.0027 -35.71% 0.0061 -112.47% (RMB/Share) Diluted earnings per share 0.0027 -35.71% 0.0061 -112.47% (RMB/Share) Weighted average ROE 15.70% 15.83% 38.92% 37.36% Items and amount of extraordinary profit (gains)/losses √Applicable □Not applicable In RMB Amount from year-begin to Item Note end of the Period Gains/losses from the disposal of non-current asset (including the 33,851.46 3 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 write-off that accrued for impairment of assets) Mainly refers to the reserved Other non-operating income and expenditure except for the operation fund of turnaround plan 7,923,385.19 aforementioned items for year of 2014 appropriate by administrator Less: impact on income tax 609,134.38 Impact on minority shareholders’ equity (post-tax) 33,117.41 Total 7,314,984.86 -- Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons □ Applicable √ Not applicable In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss. II. Statement of the total shareholders and shares-held of top ten shareholders at end of the Period 1. Statement of the total common shareholders and shares-held of top ten common shareholders at end of the Period In share Total common shareholders in 33,549 reporting period-end Shares-held of top ten common shareholders Amount of Number of share pledged/frozen Nature of Proportion of Amount of shares Shareholders restricted shares shareholder shares held held State of share Amount held Shenzhen Guosheng Energy Domestic Investment non-State-owned 11.52% 63,508,747 0 0 Development Co., legal person Ltd. Zhuorun Foreign legal Technology Co., 4.90% 27,000,000 0 0 person Ltd. Domestic nature Zeng Ying 1.15% 6,342,717 0 0 person 4 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 CORE PACIFIC-YAMAI Foreign legal CHI 0.99% 5,437,713 0 0 person INTERNATIONA L (H.K.) LIMITED Specific account of property Domestic disposition for non-State-owned 0.91% 5,011,444 0 0 bankruptcy legal person enterprise of CBC Jingchao Foreign legal Investment Co., 0.84% 4,601,789 0 0 person Ltd. Domestic nature Li Dongxuan 0.71% 3,896,799 0 0 person Domestic nature Li Huili 0.71% 3,891,124 0 0 person Domestic nature Xu Hongbo 0.57% 3,137,419 0 0 person Liuzhou Jiali Real Domestic Estate non-State-owned 0.39% 2,147,400 0 0 Development Co., legal person Ltd. Particular about top ten common shareholders with un-restrict shares held Type of shares Shareholders Amount of un-restrict common shares held Type Amount Shenzhen Guosheng Energy RMB ordinary 63,508,747 63,508,747 Investment Development Co., Ltd. shares RMB ordinary Zhuorun Technology Co., Ltd. 27,000,000 27,000,000 shares RMB ordinary Zeng Ying 6,342,717 6,342,717 shares Domestically CORE PACIFIC-YAMAICHI 5,437,713 listed foreign 5,437,713 INTERNATIONAL (H.K.) LIMITED shares Specific account of property Domestically disposition for bankruptcy enterprise 5,011,444 listed foreign 5,011,444 of CBC shares RMB ordinary Jingchao Investment Co., Ltd. 4,601,789 4,601,789 shares 5 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 RMB ordinary Li Dongxuan 3,896,799 3,896,799 shares RMB ordinary Li Huili 3,891,124 3,891,124 shares Domestically Xu Hongbo 3,137,419 listed foreign 3,137,419 shares Domestically Liuzhou Jiali Real Estate 2,147,400 listed foreign 2,147,400 Development Co., Ltd. shares Li Huili, the spouse of actual controller Ji Hanfei, holding B-share of the Company on Explanation on associated behalf of Shenzhen Guosheng Energy Investment Development Co., Ltd., beyond that, the relationship among the aforesaid Company has no idea of whether other circulated shareholders belong to concerted action shareholders persons ruled in the Administration Norms for Information Disclosure of Change on Shareholding of Shareholders of Listed Companies. Explanation on shareholders involving margin business about top N/A ten common shareholders with un-restrict shares held (if applicable) Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement dealing in reporting period □ Yes √ No The ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-back agreement dealing in reporting period. 2. Total of shareholders with preferred stock held and the top ten shareholdings in Period-end □Applicable √Not applicable 6 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Section III. Important events I. Particular about major changes from items of main accounting statements and financial indexes as well as reasons √ Applicable □Not applicable Unit: RMB Items of balance 2014-9-30 2013-12-31 +,- (%) Reasons 3,230,337.99 177,636.49 1,718.51% Increase of account paid in advance resulted by Account paid in goods preparation for peak season from subsidiary advance EMMELLE 568,389.93 107,395,429.69 -99.47% Enterprise income tax etc. for last year appropriate Other receivables by administrator was received in the Year 24,508,337.34 4,545,116.43 439.22% Subsidiary EMMELLE prepare goods for the peak Inventory season Fixed assets 573,307.35 227,824.37 151.64% Purchasing new transportation fixed assets 23,426,459.49 9,935,720.73 135.78% Increase of account payables resulted by goods Account payables preparation for peak season from subsidiary EMMELLE Account received 7,548,771.94 3,627,323.31 108.11% Account received in advance from subsidiary in advance EMMELLE for peak season 1,729,923.83 93,778,253.57 -98.16% Enterprise income tax of last year was paid in the Taxes payable Year Items of profit January to January to September +,- (%) Reasons September 2014 2013 Management 8,232,826.01 41,824,619.27 -80.32% The economic compensation was paid last year due expense to the reforming Non-operation 7,980,988.65 75,884.58 10,417.27% Mainly refers to the reserved operation fund of revenue turnaround plan for year of 2014 appropriate by administrator Items of cash flow January to January to September +,- (%) Reasons September 2014 2013 Cash received 114,436,167.03 26,816,469.18 326.74% Enterprise income tax for last year appropriate by relating to other administrator was received in the Year operating activities Cash paid to/for 7,554,518.21 38,361,775.00 -80.31% The economic compensation was paid last year due staff and workers to the reforming Taxes paid 95,009,998.10 4,092,057.23 2,221.81% Enterprise income tax of last year was paid in the 7 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Year Net cash flow -364,088.02 1,863,570.94 -119.54% Purchasing new fixed assets in the Year while there arising from has a fixed assets disposal at same period of last year investment activities II. Progress of significant events, their influences, and analysis and explanation of their solutions √ Applicable □Not applicable 1. Explanation on last year’s “Qualified Opinion” On 11 May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. In late October, 2012, Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th, Oct., 2012 according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen) Mallesons and Shenzhen Zhengyuan Liquidation Affairs Co., Ltd. as the custodians of the Company. At the same time, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision, and approved the Company to manage property and business affairs by itself under the supervision of custodians according to the law. On 5 November 2013, the Shenzhen Intermediate People’s Court (2012) Shen Zhong Fa Po Zi No. 30-6 Civil Ruling Paper judged that approved the reorganization plan of the Company. On 27 December 2013, the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012) Shen Zhong Fa Po Zi No. 30-10 ruled that the reorganization plan of CBC was completed and bankruptcy procedures of CBC closed down. The Company has solved the debt problem by reforming, realized the net assets with positive value, the main business of bicycle is able to be maintained and realizes the stable development. The Company has set up the conditions for introducing the recombination party in the reforming plan, and expects to restore the abilities of sustainable operation and sustained profitability by reorganization. The conditions of introducing the recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan, the net assets in the same year for implementing the major reorganization should be no less than 200 million Yuan. The Company doesn’t have the recombination party at the moment. The Company will continue to carry out vary related works actively and promote the reorganization work with all efforts. 2. Sales of stock odd lots In order to solve the stock odd lots left over by history and in line with the requirement from CSRC, in the third quarter of 2014, the China Securities Depository and Clearing Co., Ltd. accepted the trust from the Company, the RMB 14308.12 earnings from sales of stock odd lots are returned to the Company and the amount was reckoned into capital reserved. Overview Disclosure date Query index for interim notice III. Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or made in previous period and extending to reporting period. □ Applicable √ Not applicable The Company had no commitment made by the Company or shareholders holding above 5% shares of the Company in reporting IV. Estimation of operation performance for year of 2014 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason 8 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 □Applicable √Not applicable V. Particular about security investment □ Applicable √ Not applicable The Company had no security investment in Period. Explanation on equity of other listed company held □ Applicable √ Not applicable No security investment in Period. VI. Particulars about derivatives investment □ Applicable √ Not applicable The Company had no derivatives investment in Period. VII. Registration form of receiving research, communication and interview in the report period √ Applicable □Not applicable Content discussed and Date Place Way Type Object documents provided From July to The company Shareholder of Progress of reorganization Telephone Personal September 2014 office tradable shares of the Company VIII. Impact on consolidated financial statement of the Company by new or revised accounting standards □Applicable √Not applicable 9 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Section IV. Financial Statement I. Financial statement 1. Consolidated Balance Sheet Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Items Balance at period-end Balance at period-begin Current assets: Monetary funds 29,665,744.18 26,834,171.59 Settlement provisions Capital lent Financial assets measured by fair value and whose change is recorded in current gains and losses Notes receivable 1,571,717.50 Accounts receivable 7,332,653.76 7,060,251.28 Accounts paid in advance 3,230,337.99 177,636.49 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable Other receivables 568,389.93 107,395,429.69 Purchase restituted finance asset Inventories 24,508,337.34 4,545,116.43 Divided into assets held ready for sales Non-current asset due within one year Other current assets Total current assets 66,877,180.70 146,012,605.48 Non-current assets: Granted loans and advances 10 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment Investment property Fixed assets 573,307.35 227,824.37 Construction in progress Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 4,706,250.00 5,271,000.00 Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset Other non-current asset Total non-current asset 5,279,557.35 5,498,824.37 Total assets 72,156,738.05 151,511,429.85 Current liabilities: Short-term loans Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Financial liability measured by fair value and with variation reckoned into current gains/losses Notes payable Accounts payable 23,426,459.49 9,935,720.73 Accounts received in advance 7,548,771.94 3,627,323.31 Selling financial asset of repurchase Commission charge and commission payable 11 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Wage payable 1,904,552.63 1,516,624.17 Taxes payable 1,729,923.83 93,778,253.57 Interest payable Dividend payable Other accounts payable 25,729,650.96 34,954,734.89 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Divided into liability held ready for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 60,339,358.85 143,812,656.67 Non-current liabilities: Long-term loans Bonds payable Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 60,339,358.85 143,812,656.67 Owner’s equity (or shareholders’ equity): Paid-in capital (or share capital) 551,347,947.00 551,347,947.00 Capital public reserve 627,834,218.24 627,819,910.12 Less: Inventory shares Reasonable reserve Other comprehensive income Surplus public reserve 32,673,227.01 32,673,227.01 Provision of general risk Retained profit -1,201,449,636.68 -1,204,837,748.73 12 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Balance difference of foreign currency translation Total owner’s equity attributable to 10,405,755.57 7,003,335.40 parent company Minority interests 1,411,623.63 695,437.78 Total owner’s equity(or shareholders’ 11,817,379.20 7,698,773.18 equity) Total liabilities and owner’s equity(or 72,156,738.05 151,511,429.85 shareholders’ equity) Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 2. Balance Sheet of parent company Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Balance at period-end Balance at period-begin Current assets: Monetary funds 1,449,145.25 1,080,836.82 Financial assets measured by fair value and whose change is recorded in current gains and losses Notes receivable Accounts receivable 400,116.00 245,382.00 Accounts paid in advance 70,350.00 Interest receivable Dividend receivable Other receivables 16,347,262.04 116,990,372.76 Inventories Divided into assets held ready for sales Non-current asset due within one year Other current assets Total current assets 18,266,873.29 118,316,591.58 Non-current assets: Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 10,379.73 10,379.73 Investment real estate 13 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Fixed assets 416,022.95 109,020.00 Construction in progress Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 4,706,250.00 5,271,000.00 Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset Other non-current asset Total non-current asset 5,132,652.68 5,390,399.73 Total assets 23,399,525.97 123,706,991.31 Current liabilities: Short-term loans Financial liability measured by fair value and with variation reckoned into current gains/losses Notes payable Accounts payable Accounts received in advance Wage payable 200,855.27 6,847.09 Taxes payable 154,396.11 92,205,392.56 Interest payable Dividend payable Other accounts payable 15,921,927.75 26,103,724.68 Divided into liability held ready for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 16,277,179.13 118,315,964.33 Non-current liabilities: Long-term loans Bonds payable 14 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Long-term account payable Special accounts payable Projected liabilities Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 16,277,179.13 118,315,964.33 Owner’s equity (or shareholders’ equity): Paid-up capital (or share capital) 551,347,947.00 551,347,947.00 Capital public reserve 627,834,218.24 627,819,910.12 Less: Inventory shares Reasonable reserve Other comprehensive income Surplus public reserve 32,673,227.01 32,673,227.01 General risk reserve Retained profit -1,204,733,045.41 -1,206,450,057.15 Balance difference of foreign currency translation Total owner’s equity(or shareholders’ 7,122,346.84 5,391,026.98 equity) Total liabilities and owner’s equity(or 23,399,525.97 123,706,991.31 shareholders’ equity) Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 3. Consolidated Profit Statement (this report period) Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Amount in this period Amount in last period I. Total operating income 76,284,807.38 95,324,387.74 Including: Operating income 76,284,807.38 95,324,387.74 Interest income Insurance gained Commission charge and commission income II. Total operating cost 77,003,467.33 92,996,918.14 Including: Operating cost 70,033,488.38 85,512,374.52 Interest expense 15 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 148,363.52 133,526.22 Sales expenses 3,683,959.98 4,124,047.54 Administration expenses 3,155,455.97 3,314,887.59 Financial expenses -17,800.52 -87,917.73 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed -718,659.95 2,327,469.60 with “-”) Add: Non-operating income 3,078,630.28 9,539.58 Less: Non-operating expense 698.00 14,901.00 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with 2,359,272.33 2,322,108.18 “-”) Less: Income tax expense 616,041.31 V. Net profit (Net loss is listed with “-”) 1,743,231.02 2,322,108.18 Including: net profit realized before consolidation by mergered party Net profit attributable to owner’s of 1,513,462.59 2,320,605.55 parent company Minority shareholders’ gains and losses 229,768.43 1,502.63 VI. Earnings per share -- -- i. Basic earnings per share 0.0027 0.0042 ii. Diluted earnings per share 0.0027 0.0042 VII. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period 16 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy VIII. Total comprehensive income 1,743,231.02 2,322,108.18 Total consolidated income attributable 1,513,462.59 2,320,605.55 to owners of parent company Total consolidated income attributable 229,768.43 1,502.63 to minority shareholders Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 4. Profit Statement of parent company (this report period) Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Items Amount in this period Amount in last period I. Operating income 1,919,458.42 8,226,469.12 Less: operating cost 818,991.53 2,904,157.06 Operating tax and extras 102,065.06 Sales expenses 0.00 Administration expenses 2,760,401.20 3,079,917.70 Financial expenses -66.99 -25,848.68 Losses of devaluation of asset Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed -1,761,932.38 2,268,243.04 with “-”) Add: Non-operating income 3,065,293.24 9,539.58 Less: Non-operating expense 698.00 14,901.00 Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with 1,302,662.86 2,262,881.62 “-”) Less: Income tax expense 325,326.61 IV. Net profit (Net loss is listed with 977,336.25 2,262,881.62 “-”) V. Earnings per share -- -- i. Basic earnings per share 0.0018 0.0041 ii. Diluted earnings per share 0.0018 0.0041 VI. Other consolidated income Inc: Other comprehensive items un-able 17 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy VII. Total comprehensive income 977,336.25 2,262,881.62 Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 5. Consolidated profit statement (year-begin to end of this period) Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Amount in this period Amount in last period I. Total operating income 161,951,441.78 200,227,908.32 Including: Operating income 161,951,441.78 200,227,908.32 Interest income Insurance gained Commission charge and commission income II. Total operating cost 164,398,652.97 227,222,480.88 Including: Operating cost 150,360,289.00 177,651,548.02 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 394,294.96 319,465.81 Sales expenses 5,540,562.80 7,713,416.78 Administration expenses 8,232,826.01 41,824,619.27 Financial expenses -116,074.94 -286,569.00 Losses of devaluation of asset -13,244.86 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with 18 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 “-”) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed -2,447,211.19 -26,994,572.56 with “-”) Add: Non-operating income 7,980,988.65 75,884.58 Less: Non-operating expense 23,752.00 40,191.00 Including: Disposal loss of non-current asset IV. Total Profit (Loss is listed with 5,510,025.46 -26,958,878.98 “-”) Less: Income tax expense 1,405,727.56 V. Net profit (Net loss is listed with “-”) 4,104,297.90 -26,958,878.98 Including: net profit realized before consolidation by mergered party Net profit attributable to owner’s of 3,388,112.05 -26,963,002.65 parent company Minority shareholders’ gains and losses 716,185.85 4,123.67 VI. Earnings per share -- -- i. Basic earnings per share 0.0061 -0.0489 ii. Diluted earnings per share 0.0061 -0.0489 VII. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy VIII. Total comprehensive income 4,104,297.90 -26,958,878.98 Total consolidated income attributable 3,388,112.05 -26,963,002.65 to owners of parent company Total consolidated income attributable 716,185.85 4,123.67 to minority shareholders Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 6. Profit Statement of parent company (year-begin to end of this period) Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Items Amount in this period Amount in last period 19 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 I. Operating income 5,623,224.52 21,755,989.00 Less: operating cost 3,355,023.84 7,466,759.52 Operating tax and extras 294,261.71 Sales expenses 0.00 Administration expenses 7,492,215.81 41,030,134.36 Financial expenses 1,065.91 -128,508.10 Losses of devaluation of asset 1,356.41 Add: Changing income of fair value(Loss is listed with “-”) Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture II. Operating profit (Loss is listed -5,520,699.16 -26,612,396.78 with “-”) Add: Non-operating income 7,827,920.15 10,784.58 Less: Non-operating expense 17,872.00 40,191.00 Including: Disposal loss of non-current 0.00 0.00 asset III. Total Profit (Loss is listed with 2,289,348.99 -26,641,803.20 “-”) Less: Income tax expense 572,337.25 IV. Net profit (Net loss is listed with 1,717,011.74 -26,641,803.20 “-”) V. Earnings per share -- -- i. Basic earnings per share 0.0031 -0.0483 ii. Diluted earnings per share 0.0031 -0.0483 VI. Other consolidated income Inc: Other comprehensive items un-able to re-classify as gains/losses in later accounting period Other comprehensive items able to re-classify as gains/losses in later accounting period while regulated conditions are satisfy VII. Total comprehensive income 1,717,011.74 -26,641,803.20 Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 7. Consolidated Cash Flow Statement (year-begin to end of this period) Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB 20 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Item Amount in this period Amount in last period I. Cash flows arising from operating activities: Cash received from selling commodities 81,044,841.72 114,341,105.96 and providing labor services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received Other cash received concerning 114,436,167.03 26,816,469.18 operating activities Subtotal of cash inflow arising from 195,481,008.75 141,157,575.14 operating activities Cash paid for purchasing commodities 75,834,435.01 97,604,331.43 and receiving labor service Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 7,554,518.21 38,361,775.00 Taxes paid 95,009,998.10 4,092,057.23 Other cash paid concerning operating 13,886,396.82 13,358,975.74 activities Subtotal of cash outflow arising from 192,285,348.14 153,417,139.40 operating activities Net cash flows arising from operating 3,195,660.61 -12,259,564.26 activities II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term 100,500.00 1,868,000.00 assets Net cash received from disposal of subsidiaries and other units 21 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Other cash received concerning investing activities Subtotal of cash inflow from investing 100,500.00 1,868,000.00 activities Cash paid for purchasing fixed, 464,588.02 4,429.06 intangible and other long-term assets Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing 464,588.02 4,429.06 activities Net cash flows arising from investing -364,088.02 1,863,570.94 activities III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities Cash paid for settling debts Cash paid for dividend and profit distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from financing activities Net cash flows arising from financing activities IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash 2,831,572.59 -10,395,993.32 equivalents Add: Balance of cash and cash 26,834,171.59 52,395,360.86 equivalents at the period -begin VI. Balance of cash and cash 29,665,744.18 41,999,367.54 equivalents at the period -end Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong 8. Cash Flow Statement of parent company (year-begin to end of this period) Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Amount in this period Amount in last period 22 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services Write-back of tax received Other cash received concerning 120,458,163.36 26,051,733.04 operating activities Subtotal of cash inflow arising from 120,458,163.36 26,051,733.04 operating activities Cash paid for purchasing commodities and receiving labor service Cash paid to/for staff and workers 5,047,958.38 34,316,217.77 Taxes paid 93,125,142.32 2,109,260.10 Other cash paid concerning operating 21,583,654.23 12,452,430.63 activities Subtotal of cash outflow arising from 119,756,754.93 48,877,908.50 operating activities Net cash flows arising from operating 701,408.43 -22,826,175.46 activities II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term 1,836,000.00 assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing 1,836,000.00 activities Cash paid for purchasing fixed, 333,100.00 intangible and other long-term assets Cash paid for investment Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing 333,100.00 activities Net cash flows arising from investing -333,100.00 1,836,000.00 activities III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities Cash paid for settling debts Cash paid for dividend and profit distributing or interest paying 23 深圳中华自行车(集团)股份有限公司 2014 年第三季度报告全文 Other cash paid concerning financing activities Subtotal of cash outflow from financing activities Net cash flows arising from financing activities IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash 368,308.43 -20,990,175.46 equivalents Add: Balance of cash and cash 1,080,836.82 31,432,888.50 equivalents at the period -begin VI. Balance of cash and cash 1,449,145.25 10,442,713.04 equivalents at the period -end Legal representative: Luo Guiyou Person in charge of accounting works: Li Hai Person in charge of accounting institution: Sun Longlong II. Audit Report Whether the third quarter report was audited or not □Yes √No rd The 3 quarter report of the Company has not been audited 24