Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Chongqing Jianshe Motorcycle Co., Ltd. The 1st Quarterly Report 2014 2014-028 April 2014 1 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Chapter I. Important Statement 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. 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 Cheng Yuanwei Independent Director On business travel Wang Jun Mr. Li Huaguang, the Legal Representative of the Company, Mr. Teng Feng, the Financial Officer, Mr. Liao Jian, the manager of accounting department, hereby declare: the truthfulness and completeness of the Financial Report are guaranteed. 2 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Chapter II. Financial Highlights and Change of Shareholders I. Main accounting data and indices Are there any retrospective adjustment or restatement of financial information of previous year due to change of accounting policies or correcting of accounting errors? [] Yes [V] No Same period last Increase/decrease This report term year (%) Turnover (RMB) 460,489,423.26 468,098,750.47 -1.63% Net profit attributable to shareholders of the listed company (yuan) -34,743,761.48 -17,380,296.76 -99.9% Net profit attributable to the shareholders of the listed company and -34,898,544.16 -17,870,082.48 -95.29% after deducting of non-recurring gain/loss(RMB) Net Cash flow generated by business operation (RMB) 58,140,760.62 39,113,297.55 48.65% Basic earnings per share (Yuan/share) -0.291 -0.146 -99.9% Diluted earnings per share (Yuan/share) -0.291 -0.146 -99.9% Weighted average net -25.93% -13.9% -12.03% income/asset ratio (%) Ended this report End of prev. year Changed by % term Gross Assets (RMB) 2,615,294,086.39 2,744,421,025.89 -4.71% Net asset attributable to owners of the PLC 116,639,438.07 151,383,199.55 -22.95% Non-recurring gain/loss items and amounts [V] Applicable Not applicable In RMB Yuan Amount of the period from the beginning of year to the end of Items Remarks report term Other non-business income and expenditures other than 154,782.68 the above Total 154,782.68 -- If the company defines those items to recurring gain/loss items, which were defined by “Regulations of Information Disclosure of PLCs, Explanation No.1 - Non-recurring gain/loss” as non-recurring gain/loss, please provide reason here. [] Applicable; [V] Not applicable 3 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text II. Total of shareholders and top-10 holders of current shares at end of period in shares Total shareholders at the end of the report period 12,904 Top 10 Shareholders Amount of Frozen or pledged Properties of Share Amount of Name of the shareholder unconditional shares Status of shareholder proportion (%) shares Amount held shares China Southern Industry State-owned legal 71.13% 84,906,250 84,906,250 Group Co., Ltd. person Gu Zuocheng Domestic natural person 1.86% 2,218,750 2,218,750 Anhui Hengsheng Domestic Economic Development non-state-owned legal 1.47% 1,750,000 1,750,000 Group Co., Ltd. person Feng Yonghui Domestic natural person 0.42% 500,000 500,000 Hu Zhihong Domestic natural person 0.31% 366,864 0 Chen Houping Domestic natural person 0.24% 281,279 0 Fei Shunying Domestic natural person 0.24% 280,740 0 Xue Fang Domestic natural person 0.21% 250,000 0 Wang Chuxin Domestic natural person 0.18% 220,425 0 Ou Zhiquan Domestic natural person 0.18% 211,649 0 Top 10 holders of unconditional shares Amount of shares Category of shares without Name of the shareholder trade limited Category of shares Amount conditions Hu Zhihong 366,864 Foreign shares placed in domestic exchange 366,864 Chen Houping 281,279 Foreign shares placed in domestic exchange 281,279 Fei Shunying 280,740 Foreign shares placed in domestic exchange 280,740 Xue Fang 250,000 Foreign shares placed in domestic exchange 250,000 Wang Chuxin 220,425 Foreign shares placed in domestic exchange 220,425 Ou Zhiquan 211,649 Foreign shares placed in domestic exchange 211,649 Wu Chengzhen 208,000 Foreign shares placed in domestic exchange 208,000 Guo Haocheng 165,300 Foreign shares placed in domestic exchange 165,300 He Lizhuan 160,000 Foreign shares placed in domestic exchange 160,000 Huang Lianna 134,950 Foreign shares placed in domestic exchange 134,950 Notes to relationship or “action in It was not to the information of the Company that whether there was any related relationship or concert” among the top ten action-in-concert among the top 10 unconditional current share holders, and the top 10 shareholders. shareholders. Was there any agreed repurchasing trade by shareholders in the report period [] Yes [V] No 4 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Chapter III. Significant Issues I. Particulars and causations of material change in major accounting items and indices Not applicable II. Analyze of significant issues and solutions Not applicable III. Commitment issues of shareholders with 5% or over of shares occurred in the report period or carried down from previous report periods Not applicable IV. Business prospect for Jan-Jun 2014 Alert of loss or significant change in net profit from the beginning of year to the end of next report period or comparing with the same period of last year, and statement of causations. [] Applicable; [V] Not applicable V. Securities investment Statement on holding of other PLC’s shares. [] Applicable; [V] Not applicable VI. Investment in derivate instruments Not applicable VII. Reception of investigation, communication, or visiting in report period Time/date Place Way Type of visitors Visitors Main content involved and material provided Telephone Q: Whether the title of “ST” could be removed after The January 27 2014 communicat Individual Investor disclosure of the annual report? A: Please keep close Company ion attention to the Company’s further disclosure. 5 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Chapter IV. Financial Statements I. Financial Statements 1. Consolidated Balance Sheet Prepared by: Chongqing Jianshe Motorcycle Co., Ltd. In RMB Yuan Items Closing balance Opening balance Current asset: Monetary capital 264,051,540.94 388,314,602.28 Settlement provision Outgoing call loan Transactional financial assets Notes receivable 72,344,263.81 81,253,424.87 Account receivable 312,314,364.68 311,899,501.77 Prepayment 52,866,816.24 32,738,242.83 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable Dividend receivable 1,470,000.00 Other account receivable 26,781,386.01 23,946,335.95 Repurchasing of financial assets Inventories 286,094,866.79 299,191,811.74 Non-current asset due in 1 year Other current asset Total of current asset 1,015,923,238.47 1,137,343,919.44 Non-current assets Disburse of consigned loans Sellable financial asset Expired investment in possess Long-term receivable Long-term share equity investment 689,912,308.02 689,241,790.19 6 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Investment real estates Fixed assets 753,115,584.66 763,705,401.21 Construction in process 12,770,784.86 11,013,703.97 Engineering goods Fixed asset disposal Production physical assets Gas & petrol Intangible assets 99,779,999.88 103,611,915.99 R&D expense 31,187,062.34 27,603,929.21 Goodwill Long-term amortizable expenses 8,632,753.52 7,928,011.24 Deferred income tax asset 3,564,354.64 3,564,354.64 Other non-current asset 408,000.00 408,000.00 Total of non-current assets 1,599,370,847.92 1,607,077,106.45 Total of assets 2,615,294,086.39 2,744,421,025.89 Current liabilities Short-term loans 836,710,666.67 896,805,047.85 Loan from Central Bank Deposit received and hold for others Call loan received Transactional financial liabilities Notes payable 705,368,600.00 742,696,400.00 Account payable 574,246,730.54 536,553,953.76 Advances received 33,441,442.19 29,177,260.79 Selling of repurchased financial assets Fees and commissions receivable Employees’ wage payable 2,764,537.08 2,619,043.15 Tax payable 121,774,749.81 124,374,241.36 Interest payable Dividend payable Other account payable 44,660,699.64 32,539,679.76 Reinsurance fee payable Insurance contract provision Entrusted trading of securities 7 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Entrusted selling of securities Non-current liability due in 1 year 49,500,000.00 98,000,000.00 Other current liability Total of current liability 2,368,467,425.93 2,462,765,626.67 Non-current liabilities Long-term borrowings 129,000,000.00 129,000,000.00 Bond payable Long-term payable Special payable 738,000.00 738,000.00 Expected liabilities Deferred income tax liability Other non-recurring liabilities Total of non-current liabilities 129,738,000.00 129,738,000.00 Total of liability 2,498,205,425.93 2,592,503,626.67 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 119,375,000.00 119,375,000.00 Capital reserves 960,515,317.59 960,515,317.59 Less: Shares in stock Special reserves Surplus reserves 125,686,000.00 125,686,000.00 Common risk provision Retained profit -1,088,936,879.52 -1,054,193,118.04 Different of foreign currency translation Total of owner’s equity belong to the parent company 116,639,438.07 151,383,199.55 Minor shareholders’ equity 449,222.39 534,199.67 Total of owners’ equity (or shareholders’ equity) 117,088,660.46 151,917,399.22 Total of liability and shareholders’ equity (or owners’ equity) 2,615,294,086.39 2,744,421,025.89 Legal representative: Li Huaguang CFO: Teng Feng Accounting Manager: Liao Jian 2. Balance Sheet of the Parent Company Prepared by: Chongqing Jianshe Motorcycle Co., Ltd. In RMB Yuan Items Closing balance Opening balance Current asset: 8 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Monetary capital 92,262,004.72 228,624,992.89 Transactional financial assets Notes receivable 45,394,007.50 39,803,978.66 Account receivable 5,337,215.31 4,802,644.17 Prepayment 21,911,217.52 18,601,531.02 Interest receivable Dividend receivable 1,470,000.00 Other account receivable 213,967,248.90 208,879,559.83 Inventories 77,370,102.55 79,555,340.09 Non-current asset due in 1 year Other current asset Total of current asset 457,711,796.50 580,268,046.66 Non-current assets Sellable financial asset Expired investment in possess Long-term receivable Long-term share equity investment 838,148,835.89 837,478,318.07 Investment real estates Fixed assets 607,734,085.88 615,254,019.58 Construction in process 12,770,784.86 11,013,703.97 Engineering goods Fixed asset disposal Production physical assets Gas & petrol Intangible assets 87,224,806.92 90,978,642.33 R&D expense 31,187,062.34 27,603,929.21 Goodwill Long-term amortizable expenses 2,155,356.63 1,815,694.12 Deferred income tax asset Other non-current asset Total of non-current assets 1,579,220,932.52 1,584,144,307.28 Total of assets 2,036,932,729.02 2,164,412,353.94 Current liabilities Short-term loans 379,000,000.00 420,000,000.00 9 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Transactional financial liabilities Notes payable 411,001,400.00 439,186,400.00 Account payable 537,312,945.00 504,942,097.46 Advances received 4,233,057.94 3,162,370.27 Employees’ wage payable 1,071,069.43 1,356,068.19 Tax payable 125,942,250.33 125,804,653.87 Interest payable Dividend payable Other account payable 233,882,510.49 239,108,166.57 Non-current liability due in 1 year 47,000,000.00 94,000,000.00 Other current liability Total of current liability 1,739,443,233.19 1,827,559,756.36 Non-current liabilities Long-term borrowings 47,000,000.00 47,000,000.00 Bond payable Long-term payable Special payable 738,000.00 738,000.00 Expected liabilities Deferred income tax liability Other non-recurring liabilities Total of non-current liabilities 47,738,000.00 47,738,000.00 Total of liability 1,787,181,233.19 1,875,297,756.36 Owners’ equity (or shareholders’ equity) Capital paid in (or share capital) 119,375,000.00 119,375,000.00 Capital reserves 958,575,094.29 958,575,094.29 Less: Shares in stock Special reserves Surplus reserves 125,686,000.00 125,686,000.00 Common risk provision Retained profit -953,884,598.46 -914,521,496.71 Different of foreign currency translation Total of owners’ equity (or shareholders’ equity) 249,751,495.83 289,114,597.58 Total of liability and shareholders’ equity (or owners’ equity) 2,036,932,729.02 2,164,412,353.94 Legal representative: Li Huaguang CFO: Teng Feng Accounting Manager: Liao Jian 10 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text 3. Consolidated Income Statement Prepared by: Chongqing Jianshe Motorcycle Co., Ltd. In RMB Yuan Amount of the Current Amount of the Previous Items Term Term I. Total revenue 460,489,423.26 468,098,750.47 Incl. Business income 460,489,423.26 468,098,750.47 Interest income Insurance fee earned Fee and commission received II. Total business cost 497,613,462.53 493,956,074.41 Incl. Business cost 404,788,307.74 401,323,991.36 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 5,109,145.26 4,610,215.52 Sales expense 25,477,204.57 31,523,925.75 Administrative expense 41,730,669.27 36,706,981.39 Financial expenses 20,508,135.69 19,790,960.39 Asset impairment loss Plus: gains from change of fair value (“-“ for loss) Investment gains (“-“ for loss) 2,140,517.82 8,209,109.75 Incl. Investment gains from affiliates 2,140,517.82 8,209,109.75 Exchange gains (“-“ for loss) III. Operational profit (“-“ for loss) -34,983,521.45 -17,648,214.19 Plus: Non business income 247,850.80 505,719.17 Less: Non-business expenses 93,068.12 15,933.44 Incl. Loss from disposal of non-current assets 93,068.12 IV. Gross profit (“-“ for loss) -34,828,738.77 -17,158,428.46 Less: Income tax expenses 11 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text V. Net profit (“-“ for net loss) -34,828,738.77 -17,158,428.46 Including: Net profit realized by the entity taken over before the takover Net profit attributable to the owners of parent company -34,743,761.48 -17,380,296.76 Minor shareholders’ equity -84,977.29 221,868.30 VI. Earnings per share: -- -- (I) Basic earnings per share -0.291 -0.146 (II) Diluted earnings per share -0.291 -0.146 VII. Other misc. incomes VIII. Total of misc. incomes -34,828,738.77 -17,158,428.46 Total of misc. incomes attributable to the owners of the parent -34,743,761.48 -17,380,296.76 company Total misc gains attributable to the minor shareholders -84,977.29 221,868.30 Legal representative: Li Huaguang CFO: Teng Feng Accounting Manager: Liao Jian 4. Income Statement of the Parent Co. Prepared by: Chongqing Jianshe Motorcycle Co., Ltd. In RMB Yuan Items Amount of the Current Term Amount of the Previous Term I. Turnover 360,032,048.65 391,682,247.43 Less: Operation cost 360,032,048.65 391,682,247.43 Business tax and surcharge 3,933,331.73 4,295,693.16 Sales expense 4,099,401.69 3,894,260.85 Administrative expense 31,993,368.87 26,458,086.52 Financial expenses 16,227,073.32 14,772,185.26 Asset impairment loss Plus: gains from change of fair value (“-“ for loss) Investment gains (“-“ for loss) 2,140,517.82 8,209,109.75 Incl. Investment gains from affiliates 2,140,517.82 8,209,109.75 II. Operational profit (“-“ for loss) -39,445,965.55 -1,340,850.94 Plus: Non business income 82,863.80 24,650.00 Less: Non-business expenses Incl. Loss from disposal of non-current assets III. Total profit (“-“ for loss) -39,363,101.75 -1,316,200.94 12 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Less: Income tax expenses IV. Net profit (“-“ for net loss) -39,363,101.75 -1,316,200.94 V. Earnings per share -- -- (I) Basic earnings per share -0.33 -0.011 (II) Diluted earnings per share -0.33 -0.011 VI. Other misc gains VII. Total of integrated income -39,363,101.75 -1,316,200.94 Legal representative: Li Huaguang CFO: Teng Feng Accounting Manager: Liao Jian 5. Consolidated Cash Flow Statement Prepared by: Chongqing Jianshe Motorcycle Co., Ltd. In RMB Yuan Amount of the Current Amount of the Previous Items Term Term I. Net cash flow from business operation Cash received from sales of products and providing of services 275,508,412.54 368,843,069.68 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 5,070,669.77 4,744,085.05 Other cash received from business operation 2,124,357.78 3,650,337.00 Sub-total of cash inflow from business activities 282,703,440.09 377,237,491.73 Cash paid for purchasing of merchandise and services 137,897,014.91 252,250,536.42 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 13 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Cash paid for policy dividend Cash paid to staffs or paid for staffs 49,225,204.98 60,948,632.60 Taxes paid 19,393,785.71 6,619,425.77 Other cash paid for business activities 18,046,673.87 18,305,599.39 Sub-total of cash outflow from business activities 224,562,679.47 338,124,194.18 Cash flow generated by business operation, net 58,140,760.62 39,113,297.55 II. Cash flow generated by investing Cash received from investment retrieving 1,181.71 Cash received as investment profit 15,470,000.00 Net cash retrieved from disposal of fixed assets, intangible assets, and 600.00 1,850.00 other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received 3,036.29 Sub-total of cash inflow due to investment activities 600.00 15,476,068.00 Cash paid for construction of fixed assets, intangible assets and other 2,150,002.87 5,024,468.55 long-term assets Cash paid as investment Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for investment activities Sub-total of cash outflow due to investment activities 2,150,002.87 5,024,468.55 Net cash flow generated by investment -2,149,402.87 10,451,599.45 III. Cash flow generated by financing Cash received as investment Incl. Cash received as investment from minor shareholders Cash received as loans 290,850,000.00 340,400,000.00 Cash received from bond placing Other financing-related cash received 273,001,231.35 7,613,258.20 Subtotal of cash inflow from financing activities 563,851,231.35 348,013,258.20 Cash to repay debts 396,075,444.96 344,589,646.80 Cash paid as dividend, profit, or interests 20,974,677.36 24,291,572.94 Incl. Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities 340,570,135.40 11,578,436.32 Subtotal of cash outflow due to financing activities 757,620,257.72 380,459,656.06 Net cash flow generated by financing -193,769,026.37 -32,446,397.86 14 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text IV. Influence of exchange rate alternation on cash and cash equivalents 170,424.37 -516,713.01 V. Net increase of cash and cash equivalents -137,607,244.25 16,601,786.13 Plus: Balance of cash and cash equivalents at the beginning of term 170,222,347.76 81,609,913.40 VI. Balance of cash and cash equivalents at the end of term 32,615,103.51 98,211,699.53 Legal representative: Li Huaguang CFO: Teng Feng Accounting Manager: Liao Jian 6. Cash Flow Statement of the Parent Co. Prepared by: Chongqing Jianshe Motorcycle Co., Ltd. In RMB Yuan Amount of the Current Amount of the Previous Items Term Term I. Net cash flow from business operation Cash received from sales of products and providing of services 208,523,741.97 284,825,619.91 Tax returned 2,753,664.19 1,454,511.94 Other cash received from business operation 805,276.38 61,588.15 Sub-total of cash inflow from business activities 212,082,682.54 286,341,720.00 Cash paid for purchasing of merchandise and services 115,492,624.53 215,579,824.42 Cash paid to staffs or paid for staffs 39,321,978.39 46,270,023.08 Taxes paid 4,858,305.83 5,374,648.05 Other cash paid for business activities 5,783,888.13 5,069,341.34 Sub-total of cash outflow from business activities 165,456,796.88 272,293,836.89 Cash flow generated by business operation, net 46,625,885.66 14,047,883.11 II. Cash flow generated by investing Cash received from investment retrieving Cash received as investment profit 15,470,000.00 Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received 3,036.29 Sub-total of cash inflow due to investment activities 15,473,036.29 Cash paid for construction of fixed assets, intangible assets and other 2,082,114.87 4,211,468.55 long-term assets Cash paid as investment Net cash received from subsidiaries and other operational units 15 Chongqing Jianshe Motorcycle Co., Ltd. The 1 st Quarterly Report 2014 Full Text Other cash paid for investment activities Sub-total of cash outflow due to investment activities 2,082,114.87 4,211,468.55 Net cash flow generated by investment -2,082,114.87 11,261,567.74 III. Cash flow generated by financing Cash received as investment Cash received as loans 220,000,000.00 288,000,000.00 Cash received from bond placing Other financing-related cash received 523,773,829.21 804,010,904.05 Subtotal of cash inflow from financing activities 743,773,829.21 1,092,010,904.05 Cash to repay debts 308,000,000.00 269,000,000.00 Cash paid as dividend, profit, or interests 15,654,077.17 17,312,019.09 Other cash paid for financing activities 592,783,718.46 827,038,114.47 Subtotal of cash outflow due to financing activities 916,437,795.63 1,113,350,133.56 Net cash flow generated by financing -172,663,966.42 -21,339,229.51 IV. Influence of exchange rate alternation on cash and cash equivalents V. Net increase of cash and cash equivalents -128,120,195.63 3,970,221.34 Plus: Balance of cash and cash equivalents at the beginning of term 148,232,292.69 51,835,684.99 VI. Balance of cash and cash equivalents at the end of term 20,112,097.06 55,805,906.33 Legal representative: Li Huaguang CFO: Teng Feng Accounting Manager: Liao Jian II. Auditors’ Report If the 1st Quarterly Financial Statements are audited? [] Yes [V] No This 1st Quarterly Report is not audited. 16