ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Stock Code: 000026 200026 Short Form of Stock: FIYTA A, FIYTA B Announcement No: 2013-016 Bond Code: 112152 Short Form of Bond: 12FIYTA Bond FIYTA Holdings Ltd. 2013 1st Quarterly Report, Text 1 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Section 1 Important Notice The Board of Directors, the Supervisory Committee, directors, supervisors and senior executives hereby individually and collectively accept responsibility for the correctness, accuracy and completeness of the contents of this report and confirm that there are no material omissions or errors which would render any statement misleading. Mr. Lai Weixuan, the head of the Company, Mr. Li Dehua, chief financial officer and the Mr. Hu Xinglong, the person in charge of the accounting department (the person in charge of the accounting) hereby confirm the authenticity and completeness of the financial report enclosed in the Quarterly Report. All the directors attended the board meeting for reviewing the Quarterly Report. 2 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Section 2 Financial Highlights and Change of Shareholders I. Financial Data Summary Had the financial data in the previous period undergone backward adjustment or restatement during the reporting period □ Yes √ No Increase/decrease in the reporting period vs the Jan to Mar, 2013 Jan to Mar, 2012 corresponding period of the previous year (%) Revenues in CNY 754,193,631.28 737,516,704.64 2.26% Net profit attributable to the Company’s 34,763,554.98 35,189,309.19 -1.21% shareholders, in CNY Net profit attributable to the Company’s shareholders less the non-recurring 34,319,508.13 36,378,617.97 -5.66% gains/losses, in CNY Net cash flows arising from operating 52,376,507.66 -65,823,575.63 - activities, in CNY Basic earning per share (CNY/share) 0.089 0.09 -1.11% Diluted earning per share (CNY/share) 0.089 0.09 -1.11% Net assets-income ratio , weighted 2.38% 2.44% -0.06% average, (%) Increase/decrease in the reporting period vs the March 31, 2013 December 31, 2012 end of the previous year (%) Total assets, in CNY 3,393,397,145.92 3,326,763,824.86 2% Net profit attributable to the Company’s 1,480,842,304.55 1,446,677,625.13 2.36% shareholders, in CNY Non-recurring gains/losses and the amount involved √applicable □ inapplicable In CNY From year beginning to the Items Note: end of the reporting period Government subsidy recognized in current gains and losses (excluding those closely related to the Company’s business 236,000.00 - and granted under the state’s policies according to certain quota of amount or volume) 3 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Reversal of provision for impairment of the accounts 240,538.68 - receivable separately tested for impairment Income and expenses from the business other than the 35,258.82 - above items Amount influencing the income tax 67,750.65 - Total 444,046.85 -- II. Total Shareholders at the End of the Reporting Period and Shareholding of the Top Ten Shareholders In Shares Total shareholders at the end of 30,846 the reporting period Shareholding of the top ten shareholders Number of Pledging or freezing Names of Shareholding Number of shares with Nature Status of the Shareholders proportion (%) shares held trading limited Number shares conditions held AVIC International State-owned Holdings corporate 41.49% 162,977,327 162,977,327 - - Limited shareholder China Construction Bank – Huaxia Domestic Superiority non-state Growth Stock 2.53% 9,920,073 - - - corporate Based shareholder Securities Investment Fund China Merchants Overseas 1.88% 7,370,570 - - - Securities (HK) corporate Co., Ltd. National Social Domestic Security Fund non-state 1.24% 4,878,565 - - - No. 114 corporate Portfolio shareholder GSI S/A Overseas 1.12% 4,416,654 - - - 4 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT GOLDEN corporate CHINA PLUS MASTER FUND KGI ASIA Overseas 1.03% 4,060,045 - - - LIMITED corporate Industrial and Commercial Bank of China – Guotou Ruiyin Domestic Growth non-state 0.84% 3,300,000 - - - Selected Stock corporate Based shareholder Securities Investment Fund Essence International Overseas Securities 0.71% 2,778,192 - - - corporate (Hong Kong) Limited china Foreign Economy and Trade Trust & Investment Domestic Co.,Ltd. – non-state Yunpei 0.61% 2,380,289 - - - corporate Securities shareholder Investment Assembled Funds Trust Program Agricultural Bank of China – Fuguo Tiancheng Domestic Dividend non-state 0.4% 1,576,136 - - - Flexible corporate Lexible Configur shareholder ation Hybrid Securities Inve stment Fund Shareholding of the top 10 shareholders of unrestricted shares 5 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Share type Names of Shareholders Quantity of unrestricted shares held Share type Number China Construction Bank – Huaxia Superiority Growth Stock 9,920,073 A Shares 9,920,073 Based Securities Investment Fund China Merchants Securities (HK) 7,370,570 B-shares 7,370,570 Co., Ltd. National Social Security Fund No. 4,878,565 A Shares 4,878,565 114 Portfolio GSI S/A GOLDEN CHINA PLUS 4,416,654 B-shares 4,416,654 MASTER FUND KGI ASIA LIMITED 4,060,045 B-shares 4,060,045 Industrial and Commercial Bank of China – Guotou Ruiyin Growth 3,300,000 A Shares 3,300,000 Selected Stock Based Securities Investment Fund Essence International Securities 2,778,192 B-shares 2,778,192 (Hong Kong) Limited china Foreign Economy and Trade Trust & Investment Co., Ltd. – Yunpei Securities 2,380,289 A Shares 2,380,289 Investment Assembled Funds Trust Program Agricultural Bank of China – Fuguo Tiancheng Dividend 1,576,136 A Shares 1,576,136 Flexible Configuration Hybrid Securities Investment Fund Nomura Asset Management Co. – Nomura China Investment 1,369,305 A Shares 1,369,305 Fund Explanation on associated The Company has found neither affiliation among the aforesaid shareholders nor relationship or consistent action concerted actor as specified in the Measures for Administration of Information on the of the above shareholders Shareholder Equity Change of Listed Companies. 6 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Section 3 Significant Events I. Significant Changes in Principal Accounting Statement Items and Financial Indicators and the Causes 1. Monetary capital as at the end of the reporting period amounting to CNY 224,976,409.54, increased by 60.22% over the year beginning was mainly due to that the Company fulfilled the bond issuing and the proceeds from the bond financing were transferred to the bank account designated by the Company on March 5, 2013. 2. Bonds payable as at the end of the reporting period amounted to CNY 400,000,000.00 while that at the year beginning was CNY 0. It was mainly due to that the Company fulfilled the bond issuing and the proceeds from the bond financing were transferred to the bank account designated by the Company on March 5, 2013. II. Progress of Significant Events, their Influences and the Solutions The 33rd Meeting of the Sixth Board of Directors held on June 19, 2012 reviewed and approved the Proposal on Issuing Company Bonds, according to which the Company would issue company bonds with amount not exceeding CNY 400 milion and the time limit not exceeding 5 years (with 5 years inclusive) used for replacing the bank loan and supplementing working capital. On September 9, 2012, approved by China Securities Regulatory Commission with Document ZHENG JIAN XU KE [2012] No. 1209, the Company was permitted to issue company bonds with amount not exceeding CNY400 million. The Company issued CNY 400 million of the company bonds in the said financing activity. After deduction of the issuing costs, the net proceeds raised through the said financing activity amounting to CNY 396.9 million was transferred to the bank account designated by the Company. RSM China CPAs (special ordinary partnership), the CPAs engaged by the Company issued capital verification reports RSM CHINA YAN ZI [2013] No. 0053, RSM CHINA YAN ZI [2013] No. 0054 and RSM CHINA YAN ZI [2013] No. 0055 for the frozen capital from subscription of the online-issued bonds, the frozen capital from subscription of offline placement and the proceeds actually raised from the financing activity. Approved by Shenzhen Stock Exchange with Document of Shenzhen Stock Exchange with Document SHEN ZHENG SHANG [2013] No. 99, the bonds started cross listing in the SZSE Centralized Ask-bid System and Comprehensive Exchange Platform on March 29, 2013 with the short form of the securities 12 YATA Bond and stock code of 112152. Provisional report disclosure website Summary of Significant Events Disclosure date inquiry index Company bond issuing announcement February 25, 2013 http://www.cninfo.com.cn/ No. 2013-003 III.The commitments of the Company and its shareholders holding over 5% of the Company’s total shares in the reporting period or extending to the reporting period from previous year(s) Commitments Promiser Description Commitment Commitment Implementatio 7 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT time term n Commitment for Equity Separation - - - - - Reform Commitments in the acquisition report or the written report on change of - - - - - equity Commitment made at the time of asset - - - - - reorganization AVIC International Holdings Limited shall not assign the new shares subscribed by it within 36 months commencing from the date of ending the non-public issuance by FIYTA Holdings Ltd. AVIC (December 30, In process of Commitment made at IPO or International December 29, 2010 to 3 years implementatio re-financing Holdings 2010 December 29, n Limited 2013) in accodance with the Measures for the Administration of the Issuance of Securities by Listed Companies, Detailed Implementatio n Rules for the Non-public Issuance of Stocks by 8 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT Listed Companies, Listing Rules of Shenzhen Stock Exchange, etc. as well as the Contract for Subscription of the Shares Issued Non-publically by FIYTA Holdings Ltd. Other commitments to the minority - - - - - shareholders Has the commitment been timely Yes implemented? The specific cause of failure in Inapplicable implementation and the next plan Is there any commitment for the issue which may lead to horizontal No competition and related transaction Time limit of solution as committed Inapplicable Way of solution Inapplicable Performance of commitment The commitment is in process of implementation. IV. Prediction of the Operation Performances from January to June 2013 Prediction of the possibility of the accumulated net profit from the year beginning to the end of the next reporting period being of loss; or warning for big changes in the net profit in comparison with the same period of the previous year and the reasons □ applicable √inapplicable V. Investment in Securities Quantity Sharehol Quantity Sharehol Book Gain/Los Initial of shares ding held at ding value at Short s in the Type of Stock Investme held at proportio the end proportio the end Accounti form of reporting Source Security Code nt Cost the n at the of the n at the of the ng items stock period (RMB) beginnin beginnin reporting end of reporting (CNY) g of the g of the period the period 9 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT reporting reporting (shares) reporting (CNY) period period period (in (%) (%) shares) - - - 0.00 0 0 0.00 0.00 Other securities investment held at the end of the report 0.00 0 -- 0 -- 0.00 0.00 -- -- period Total 0.00 0 -- 0 -- 0.00 0.00 -- -- Note to holding of the equity in other listed companies inapplicable VI. Investment in Derivatives Risk analysis on the position of derivatives and note to the control measures in the reporting period (including but not Inapplicable limited to the market risk, liquidity risk, credit risk, operation risk and law risk, etc.) Change of the market price or fair value of the derivatives already invested in the reporting period, the method for specific application of analysis on the fair value of the Inapplicable derivatives necessary to be disclosed and the relevant assumption and setting of parameters Note to any significant change in the accounting policy for the Company’s derivatives and specific principle for Inapplicable accounting in comparison with the previous reporting period. Special opinion of the independent directors on investment in derivatives and risk control Inapplicable Holding of the Investments in Derivatives at the End of the Reporting Period □ applicable √inapplicable Note: Inapplicable 10 ST FIYTA HOLDINGS LTD. 2013 1 QUARTERLY REPORT, TEXT VII. Statement of such activities as reception, research, communication, interview in the reporting period Discussion topics and Reception Time Reception place Way of reception Types of Visitors Visitors received provision of materials Sinolink Securitie s Co., Ltd. China Galaxy Securities Development trend of the Co.Ltd. domestic luxury goods sector, some measures Shenzhen Golden concerning the Investment Company’s strategic Management Co., March 25, 2013 Company On-Site Survey Institution development, brand Ltd. construction, terminal Changsheng management in the past Fund three years. Provision Management Co., of the Company’s public Ltd. and brochures in 2013. Guosen Securitie s Co., Ltd. 11