Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) Chongqing Jianshe Motorcycle Co., Ltd. The 3rd Quarterly Report 2011 (Full Text) §1 Important Declaration 1.1 The Board of Directors and the directors of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. 1.2 Directors other than the followings presented at the Board Meeting on which this report was examined: Name of the director absented Position Reason for not presenting the meeting Name of consignee Hao Lin Director On business trip Tang Wenquan Wang Jun Independent Director On business trip Cheng Yuanwei Chen Xingshu Independent Director On business trip Yu Jianfeng rd 1.3 The 3 Quarterly Report is not audited by CPA. 1.4 Mr. Li Huaguang, the Chairman of Board, Mr. Tengfeng, the Financial Officer, and Mr. Liao jian, the Accounting Manager declare: the financial statements carried in this report are secured for their truthfulness and completeness. §2 Company Profile 2.1 Financial highlights In RMB Yuan 2011.9.30 2010.12.31 Extent of Change (%) Gross Assets (RMB) 2,594,962,041.77 3,198,882,522.23 -18.88% Owners’ equity attributable to the 427,338,801.24 474,908,579.52 -10.02% shareholders of the listed company (yuan) Capital shares (shares) 477,500,000.00 477,500,000.00 0.00% Net asset per share attributable to the shareholders of the listed company 0.89 0.99 -10.10% (Yuan/share) Changed over the Changed over the Jul-Sept 2011 same period of last Jan-Sept 2011 same period of last year (%) year (%) Turnover (yuan) 567,775,161.20 3.80% 1,939,217,723.70 5.83% Net profit attributable to shareholders of -48,934,141.34 394.03% -47,569,778.28 -1,463.28% the listed company (yuan) Net Cash flow generated by business - - -73,934,029.02 31.06% operation (RMB) Net Cash flow per share generated by - - -0.15 -31.06% business operation (yuan/share) Basic earnings per share (Yuan/share) -0.10 400.00% -0.10 -1,100.00% 1 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) Diluted earnings per share (Yuan/share) -0.10 400.00% -0.10 -1,100.00% Weighted average net -10.83% -420.67% -10.54% -1,305.33% income/asset ratio (%) Weighted average net income/asset ratio less non-recurring -10.79% -336.84% -10.75% -107,600.00% gain/loss(%) Non-recurring gain and loss items √ applicable □ not applicable In RMB Yuan Non-recurring gain and loss items Amount Note (if applicable) Gain/loss of non-current assets -14,880.32 Government subsidies accounted into current gain/loss account, other than those closely related to the Company’ common business, comply 1,119,024.60 with the national policy and continues to enjoy at certain fixed rate or amount. Other gain/loss items satisfying the definition of non-recurring -164,297.46 gain/loss account Total 939,846.82 - 2.2 Total of shareholders and top-10 holders of current shares in shares Total shareholders at the end of the report period 15,604 (accounts) Top Ten Shareholders of Negotiable Shares Negotiable shares held at the end of report Full name of shareholder Categories term Foreign shares placed in domestic Wang Chuxin 1,460,100 exchange Foreign shares placed in domestic Jin Jie 655,935 exchange Foreign shares placed in domestic Yang Shuitian 600,100 exchange Foreign shares placed in domestic Huang Lianna 539,800 exchange Foreign shares placed in domestic Cai Yugui 512,700 exchange Foreign shares placed in domestic Peng Daqiang 470,849 exchange Foreign shares placed in domestic Zhang Shaoqin 420,800 exchange Foreign shares placed in domestic Shanghai Hong Kong Wanguo Securities 420,000 exchange Foreign shares placed in domestic Chen Hanjie 419,130 exchange Foreign shares placed in domestic Luo Hongbo 400,000 exchange 2 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) §3 Significant Events 3.1 Details and causations of major change in major accounting subjects and financial indices □applicable √ not applicable 3.2 Progress of significant events, their influence, countermeasures, and analysis 3.2.1 None-standard opinions □applicable √ not applicable 3.2.2 Illegal providing of capital or guarantees to the holding shareholder or its related parties or external parties □applicable √ not applicable 3.2.3 Signing and execution of major business contracts □applicable √ not applicable 3.2.4 Misc. □applicable √ not applicable 3.3 Fulfilling of commitment issues made by the Company, shareholder, or substantial controller Commitment made by the PLC, its directors, supervisors, executives, and shareholders with 5% or over shares of the Company, and its substantial dominator in the report term or carried over to the report term: □applicable √ not applicable 3.4 Estimated accumulative profit from the year beginning to the end of the next report period may be of deficits; or in comparison with the same period of the previous year, give the warning of great change and the notice to the reasons. □applicable √ not applicable 3.5 Major events needs to be explained 3.5.1 Investment in securities □applicable √ not applicable 3.5.2 Reception of investigations, communications, or interviews No such investigation, communication or visiting happened in the report term. 3.6 Investment in derivate financial instruments □applicable √ not applicable 3 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) 3.6.1 Derivate financial instrument stock at end of report term □applicable √ not applicable §4 Attachments 4.1 Balance Sheet Prepared by Chongqing Jianshe Motorcycle Co., Ltd. Ended Sept. 30, 2011 RMB Yuan Ending balance Balance at the beginning of year Items Consolidated Parent company Consolidated Parent company Current asset: Monetary capital 144,041,304.12 96,077,912.54 825,440,026.90 427,024,050.29 Settlement provision Outgoing call loan Transactional financial assets Notes receivable 171,878,392.21 87,900,821.03 113,287,107.16 7,890,000.00 Account receivable 235,608,357.93 34,401,233.22 175,805,282.76 5,727,805.75 Prepayment 94,066,878.37 29,922,433.20 103,649,799.91 79,713,229.02 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable Dividend receivable Other account receivable 46,447,525.22 203,395,179.06 32,085,914.13 201,171,446.05 Repurchasing of financial assets Inventories 252,350,649.93 57,082,338.94 300,495,276.28 57,564,284.39 Non-current asset due in 1 year Other current asset Total of current asset 944,393,107.78 508,779,917.99 1,550,763,407.14 779,090,815.50 Non-current assets Disburse of consigned loans Available-for-sale financial asset Expired investment in possess Long-term receivable Long-term share equity investment 665,295,493.82 814,756,021.70 631,736,542.30 781,197,070.18 Investment real estates Fixed assets 824,832,382.30 625,947,928.46 855,597,461.88 650,107,621.77 Construction in process 1,020,568.67 1,017,569.67 1,040,282.31 1,040,282.31 Engineering goods Fixed asset disposal Production physical assets Gas & petrol Intangible assets 85,178,240.77 62,812,997.54 90,185,914.33 66,573,220.08 R&D expense 52,331,465.40 52,331,465.40 46,372,717.73 46,372,717.73 Goodwill Long-term amortizable expenses 11,136,502.99 1,911,513.55 12,812,902.71 2,550,355.83 4 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) Differed income tax asset 9,142,280.04 1,368,077.86 8,741,293.83 1,170,239.51 Other non-current asset 1,632,000.00 1,632,000.00 Total of non-current assets 1,650,568,933.99 1,560,145,574.18 1,648,119,115.09 1,549,011,507.41 Total of assets 2,594,962,041.77 2,068,925,492.17 3,198,882,522.23 2,328,102,322.91 Current liabilities Short-term loans 866,875,423.83 705,720,000.00 415,611,440.00 361,950,000.00 Loan from Central Bank Deposit received and hold for others Call loan received Trade off financial liabilities Notes payable 113,840,000.00 30,000,000.00 1,192,183,328.82 690,160,140.40 Account payable 358,446,316.78 315,378,935.30 483,750,526.61 364,985,581.76 Prepayment received 78,049,271.06 5,393,598.13 81,587,932.62 3,771,303.87 Selling of repurchased financial assets Fees and commissions receivable Employees’ wage payable 2,770,909.02 180,377.72 2,591,770.66 1,123,194.06 Tax payable 127,171,455.09 126,724,165.75 130,292,791.35 128,907,519.65 Interest payable Dividend payable Other account payable 25,738,969.25 25,831,929.06 38,746,970.04 42,091,175.90 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Non-current liability due in 1 year 69,450,000.00 69,450,000.00 62,500,000.00 62,500,000.00 Other current liability Total of current liability 1,642,342,345.03 1,278,679,005.96 2,407,264,760.10 1,655,488,915.64 Non-current liabilities Long-term borrowings 520,850,000.00 224,550,000.00 312,000,000.00 82,000,000.00 Bond payable Long-term payable Special payable 2,613,000.00 2,613,000.00 2,269,250.00 2,269,250.00 Anticipated liabilities Differed income tax liability Other non-recurring liabilities Total of non-current liabilities 523,463,000.00 227,163,000.00 314,269,250.00 84,269,250.00 Total of liability 2,165,805,345.03 1,505,842,005.96 2,721,534,010.10 1,739,758,165.64 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 477,500,000.00 477,500,000.00 477,500,000.00 477,500,000.00 Capital reserves 603,180,517.59 601,240,294.29 603,180,517.59 601,240,294.29 Less: Shares in stock Special reserves Surplus reserves 125,686,000.00 125,686,000.00 125,686,000.00 125,686,000.00 Common risk provision Retained profit -779,027,716.35 -641,342,808.08 -731,457,938.07 -616,082,137.02 Different of foreign currency translation 5 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) Total of owner’s equity belong to the parent company 427,338,801.24 563,083,486.21 474,908,579.52 588,344,157.27 Minor shareholders’ equity 1,817,895.50 2,439,932.61 Total of owners’ equity 429,156,696.74 563,083,486.21 477,348,512.13 588,344,157.27 Total of liabilities and owners’ equity 2,594,962,041.77 2,068,925,492.17 3,198,882,522.23 2,328,102,322.91 4.2 Income Statement of the report term Prepared by Chongqing Jianshe Motorcycle Co., Ltd. Jul-Sept 2011 in RMB Amount of the Current Term Amount of the Previous Term Items Parent Parent Consolidated Consolidated company company I. Total revenue 567,775,161.20 435,428,864.80 546,997,745.88 572,209,512.65 Incl. Business income 567,775,161.20 435,428,864.80 546,997,745.88 572,209,512.65 Interest income Insurance fee earned Fee and commission received II. Total business cost 626,732,386.99 481,891,488.55 551,098,982.57 557,545,533.67 Incl. Business cost 502,631,430.06 405,917,614.67 458,991,882.81 522,055,322.87 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 7,301,746.47 5,857,886.12 5,941,212.58 5,544,371.27 Sales expense 42,820,137.76 7,899,355.41 34,579,653.21 9,990,960.98 Administrative expense 53,341,707.13 45,314,328.55 38,101,654.64 12,948,073.25 Financial expenses 23,031,774.37 16,683,818.66 17,417,671.71 7,481,605.81 Asset impairment loss -2,394,408.80 218,485.14 -3,933,092.38 -474,800.51 Plus: Gains from change of fair value (“-“ for loss) Investment gain (“-“ for loss) 10,510,862.62 10,510,862.62 -7,239,297.84 -7,239,297.84 Incl. Investment gains from affiliates 10,510,862.62 10,510,862.62 -7,239,297.84 -7,239,297.84 Gains from currency exchange (“-“ for loss) III. Operational profit (“-“ for loss) -48,446,363.17 -35,951,761.13 -11,340,534.53 7,424,681.14 Plus: Non business income 185,989.54 53,119.54 2,060,054.69 1,347,334.46 Less: Non-business expenses 372,906.63 85,493.76 181,696.29 150,000.00 Incl. Loss from disposal of non-current assets -12,472.85 21,790.58 IV. Gross profit (“-“ for loss) -48,633,280.26 -35,984,135.35 -9,462,176.13 8,622,015.60 Less: Income tax expenses 359,161.32 -32,772.77 V. Net profit (“-“ for net loss) -48,992,441.58 -35,951,362.58 -9,462,176.13 8,622,015.60 Net profit attributable to the owners of parent company -48,934,141.34 -35,951,362.58 -9,905,062.98 8,622,015.60 Minor shareholders’ equity -58,300.24 442,886.85 VI. Earnings per share: (I) Basic earnings per share -0.10 -0.07 -0.02 0.02 (II) Diluted earnings per share -0.10 -0.07 -0.02 0.02 6 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) VII. Other misc. incomes 0.00 0.00 VIII. Total of misc. incomes -48,992,441.58 -35,951,362.58 -9,462,176.13 8,622,015.60 Total of misc. incomes attributable to the owners of the -48,934,141.34 -35,951,362.58 -9,905,062.98 8,622,015.60 parent company Total misc gains attributable to the minor shareholders -58,300.24 442,886.85 Merger of entities under common control, the net profit realized by the merged party was RMB0.00. 4.3 Income Statement from the beginning of year to the end of report term Prepared by Chongqing Jianshe Motorcycle Co., Ltd. Jan-Sept 2011 in RMB Amount of the Current Term Amount of the Previous Term Items Consolidated Parent company Consolidated Parent company I. Total revenue 1,939,217,723.70 1,304,442,456.27 1,832,318,724.37 2,046,933,482.72 Incl. Business income 1,939,217,723.70 1,304,442,456.27 1,832,318,724.37 2,046,933,482.72 Interest income Insurance fee earned Fee and commission received II. Total business cost 2,023,309,323.64 1,365,650,205.14 1,864,812,739.15 2,067,952,812.41 Incl. Business cost 1,677,772,496.00 1,192,586,718.50 1,553,434,479.31 1,913,142,241.31 Interest expense Fee and commission paid Insurance discharge payment Net claim amount paid Net insurance policy reserves provided Insurance policy dividend paid Reinsurance expenses Business tax and surcharge 25,607,227.78 22,016,488.54 23,957,724.37 22,381,522.35 Sales expense 116,484,668.26 22,652,403.81 125,432,271.57 33,478,344.44 Administrative expense 131,196,948.55 84,228,792.87 113,644,419.36 70,409,142.13 Financial expenses 58,580,550.70 42,846,879.09 48,861,196.30 30,665,665.55 Asset impairment loss 1,028,747.31 1,318,922.33 -517,351.76 -2,124,103.37 Plus: Gains from change of fair value (“-“ for loss) Investment gain (“-“ for loss) 34,558,951.52 34,558,951.52 32,433,820.34 32,433,820.34 Incl. Investment gains from affiliates 35,062,356.35 35,062,356.35 32,937,225.17 32,937,225.17 Gains from currency exchange (“-“ for loss) III. Operational profit (“-“ for loss) -49,532,648.42 -26,648,797.35 -60,194.44 11,414,490.65 Plus: Non business income 1,813,273.73 1,429,097.13 4,278,580.25 2,923,202.14 Less: Non-business expenses 873,426.91 238,809.19 473,264.85 327,218.18 Incl. Loss from disposal of non-current assets 21,790.58 21,790.58 IV. Gross profit (“-“ for loss) -48,592,801.60 -25,458,509.41 3,745,120.96 14,010,474.61 Less: Income tax expenses -400,986.21 -197,838.35 247,395.42 247,395.42 V. Net profit (“-“ for net loss) -48,191,815.39 -25,260,671.06 3,497,725.54 13,763,079.19 Net profit attributable to the owners of parent company -47,569,778.28 -25,260,671.06 3,489,353.94 13,763,079.19 Minor shareholders’ equity -622,037.11 8,371.60 VI. Earnings per share: (I) Basic earnings per share -0.10 -0.05 0.01 0.03 (II) Diluted earnings per share -0.10 -0.05 0.01 0.03 7 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) VII. Other misc. incomes 0.00 0.00 VIII. Total of misc. incomes -48,191,815.39 -25,260,671.06 3,497,725.54 13,763,079.19 Total of misc. incomes attributable to the owners of the -47,569,778.28 -25,260,671.06 3,489,353.94 13,763,079.19 parent company Total misc gains attributable to the minor shareholders -622,037.11 8,371.60 No merger of entities under common control since the beginning of year till the end of report period, therefore the net profit contributed by the merged entity was RMB0.00. 4.4 Cash Flow Statement from the beginning of year to the end of report term. Prepared by Chongqing Jianshe Motorcycle Co., Ltd. Jan-Sept 2011 in RMB Amount of the Current Term Amount of the Previous Term Items Consolidated Parent company Consolidated Parent company I. Net cash flow from business operation Cash received from sales of products and providing of 1,415,290,564.94 918,928,458.29 1,466,869,870.61 1,126,966,543.86 services Net increase of customer deposits and capital kept for brother company Net increase of loans from central bank Net increase of inter-bank loans from other financial bodies Cash received against original insurance contract Net cash received from reinsurance business Net increase of client deposit and investment Net increase of trade financial asset disposal Cash received as interest, processing fee, and commission Net increase of inter-bank fund received Net increase of repurchasing business Tax returned 24,490,733.11 19,512,616.27 21,534,996.87 16,043,404.74 Other cash received from business operation 10,712,684.94 3,097,014.51 49,669,491.67 26,414,838.09 Sub-total of cash inflow from business activities 1,450,493,982.99 941,538,089.07 1,538,074,359.15 1,169,424,786.69 Cash paid for purchasing of merchandise and services 1,222,058,131.55 938,364,571.08 1,385,386,749.03 1,214,027,585.57 Net increase of client trade and advance Net increase of savings in central bank and brother company Cash paid for original contract claim Cash paid for interest, processing fee and commission Cash paid for policy dividend Cash paid to staffs or paid for staffs 159,242,297.07 116,353,216.72 145,995,763.30 114,064,423.56 Taxes paid 63,964,566.51 25,901,176.27 46,315,371.48 29,598,957.78 Other cash paid for business activities 79,163,016.88 28,353,861.73 67,624,089.79 18,654,992.81 Sub-total of cash outflow from business activities 1,524,428,012.01 1,108,972,825.80 1,645,321,973.60 1,376,345,959.72 Cash flow generated by business operation, net -73,934,029.02 -167,434,736.73 -107,247,614.45 -206,921,173.03 II. Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains 11,000,000.00 11,000,000.00 12,000,000.00 12,000,000.00 Net cash retrieved from disposal of fixed assets, 15,769.04 7,310.26 22,080.00 intangible assets, and other long-term assets 8 Chongqing Jianshe Motorcycle Co., Ltd. The 3 rd Quarterly Report 2011 (Full Text) Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received 1,264,707.04 463,901.60 20,171,152.99 15,165,198.80 Sub-total of cash inflow due to investment activities 12,280,476.08 11,471,211.86 32,193,232.99 27,165,198.80 Cash paid for construction of fixed assets, intangible 28,831,505.68 24,129,676.97 51,661,416.86 37,855,641.49 assets and other long-term assets Cash paid as investment 10,000,000.00 10,000,000.00 10,000,000.00 10,000,000.00 Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for investment activities 20,855,546.38 20,128,000.00 Sub-total of cash outflow due to investment 59,687,052.06 54,257,676.97 61,661,416.86 47,855,641.49 activities Net cash flow generated by investment -47,406,575.98 -42,786,465.11 -29,468,183.87 -20,690,442.69 III. Cash flow generated by financing Cash received as investment Incl. Cash received as investment from minor shareholders Cash received as loans 1,354,434,313.66 1,148,220,000.00 758,250,000.00 567,450,000.00 Cash received from bond placing Other financing-related cash received 908,124,837.35 2,551,736,551.69 3,357,405,374.64 3,104,105,894.20 Subtotal of cash inflow from financing activities 2,262,559,151.01 3,699,956,551.69 4,115,655,374.64 3,671,555,894.20 Cash to repay debts 658,186,560.50 654,950,000.00 794,700,000.00 498,000,000.00 Cash paid as dividend, profit, or interests 58,055,604.38 41,657,971.62 52,286,949.09 24,295,539.85 Incl. Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities 1,545,836,517.13 2,862,888,748.90 3,301,007,927.40 3,034,407,244.27 Subtotal of cash outflow due to financing activities 2,262,078,682.01 3,559,496,720.52 4,147,994,876.49 3,556,702,784.12 Net cash flow generated by financing 480,469.00 140,459,831.17 -32,339,501.85 114,853,110.08 IV. Influence of exchange rate alternation on cash and cash -740,722.75 -597,881.06 848,449.05 -122,567.93 equivalents V. Net increase of cash and cash equivalents -121,600,858.75 -70,359,251.73 -168,206,851.12 -112,881,073.57 Plus: Balance of cash and cash equivalents at the 248,884,345.21 166,262,402.29 399,379,360.33 330,985,587.79 beginning of term VI. Balance of cash and cash equivalents at the end of term 127,283,486.46 95,903,150.56 231,172,509.21 218,104,514.22 4.5 Auditors’ Report Auditor’s opinion: not audited. 9