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建摩B:2015年第三季度报告全文(英文版)2015-10-30  

						                       重庆建设摩托车股份有限公司 2015 年第三季度报告全文




Chongqing Jianshe Motorcycle Co., Ltd.



      The 3rd Quarterly Report 2015




                2015-078




              October 2015




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                                                                         重庆建设摩托车股份有限公司 2015 年第三季度报告全文



                                                      1 Important notes

The Board of Directors,the Supervisory Committee, the directors, the supervisors, and executives of the Company guarantee that
there are no significant omissions, fictitious or misleading statements carried in the Quarterly Report and we will accept individual
and joint responsibilities for the truthfulness, accuracy and completeness of the Quarterly Report.

      Directors other than the following ones have attended the board meeting to review the interim report.
    Name of absent director          Position of absent director                Reason                       Name of proxy

Li Huaguang                       Board chairman                   Business trip                      Lv Hongxian

Mr. Li Huaguang, The Company Leader, Mr.Teng Feng , Chief financial officer and the Mr.Liao Jian, 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 report.




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II.Main financial data and changes of shareholders

(I)Main accounting data and financial 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
                                                                                       As at the end of last Changed (%)over end
                                       As at the end of the reporting period
                                                                                              year                 of prev. year

Gross assets(RMB)                                               2,560,006,751.21        2,389,211,010.43                     7.15%

Net assets attributable to the
shareholders of the listed                                         -118,486,362.06           17,321,196.61                 -784.05%
company(RMB)

                                                             Increase/decrease over Between beginning of
                                                                                                                Changed (%)over
                                     Reporting period        the same period of last the year to the end of
                                                                                                                 end of prev. year
                                                                  year(%)             the report period

Operating income(RMB)                    303,960,771.84                    -21.50%       1,023,616,474.31                  -23.29%

Net profit attributable to the
shareholders of the listed                 -64,918,870.00                    63.20%         -135,807,558.67                  36.32%
company(RMB)

Net profit after deducting of
non-recurring gain/loss
                                           -72,484,859.14                    80.78%         -144,247,406.23                  48.71%
attributable to the shareholders
of listed company(RMB)

Cash flow generated by
                                            --                         --                       -726,746.51                -100.49%
business operation, net(RMB)

Basic earning per
                                                   -0.5438                   63.20%                   -11,377                -30.31%
share(RMB/Share)

Diluted gains per
                                                   -0.5438                   63.20%                   -11,377                -30.31%
share(RMB/Share)(RMB/Share)

Weighted average income/asset
                                                   128.34%                  -167.68%                 268.49%               -367.02%
ratio(%)

Items and amount of non-current gains and losses


√Applicable □Not applicable
                                                                                                                              In RMB



                                                                                             Amount (Year-beginning
                                          Items                                                                             Notes
                                                                                              to the end of the report


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                                                                                                          period.)

Non-current asset disposal gain/loss(including the write-off part for which assets
                                                                                                                3,222,154.87
impairment provision is made)

Govemment subsidy recognized in current gain and loss(excluding those closely related to
                                                                                                                1,182,000.00
the Company’s business and granted under the state’s policies)

Gains and losses from exchange of non-monetary assets                                                            205,148.13

Other non-business income and expenditures other than the above                                                 3,830,544.56

Total                                                                                                           8,439,847.56       --

For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on information disclosure for
Companies Offering their Securities to the Public-Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated
in the Explanatory Announcement No.1 on information Disclosure for Companies offering their securities to the public-non-recurring
Gains and losses which have been defined as recurring gains and losses, it is necessary to explain the reason.
□ Applicable√ Not applicable
None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information disclosure explanatory
Announcement No.1- Non –recurring gain/loss in the report period.
(II) Total number of shareholders and shareholding of top 10 shareholders by the end of the report period


(1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the report period


                                                                                                                                 In Shares

Total number of shareholders at the
                                                                                                                                    8,994
end of report period

                                           Particular about shares held by top ten shareholders

                                                                                         Amount of tradable       Pledging or freezing
                                   Properties of            Share
        Shareholder name                                                    Quantity        shares with         Status of the
                                    shareholder         proportion %                                                            Quantity
                                                                                         Conditional   held        shares

China Southern Industry          State-owned legal
                                                                 71.13%     84,906,250            84,906,250
Group Co., Ltd.                  person

                                 Domestic natural
Gu Zuocheng                                                         1.89%    2,261,000             2,218,750
                                  person

                                 Domestic
Anhui Hengsheng Economic
                                 non-state-owned                    1.47%    1,750,000             1,750,000
Development Group Co., Ltd.
                                 legal person

                                 Domestic natural
Feng Yonghui                                                        0.42%     500,000               500,000
                                  person

                                 Domestic natural
Liu Dan                                                             1.07%    1,276,001                      0
                                  person

Shanghai Hong Kong Wanguo Overseas legal
                                                                    0.56%     670,500                       0
Securities                       person



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                                Domestic natural
Chen Xinqiang                                                      0.56%        663,252                     0
                                   person

                                Domestic natural
Xu Yuanhui                                                         0.39%        460,789                     0
                                person

                                Domestic natural
Feng Yongxia                                                       0.32%        387,175                     0
                                person

                                Domestic natural
Hu Zhihong                                                         0.31%        366,864                     0
                                person

                                      Shareholding of top 10 shareholders of unrestricted shares

                                         Quantity of unrestricted shares                            Share type
      Name of the shareholder            held at the end of the reporting
                                                                                           Share type                   Quantity
                                                     period

                                                                            Foreign shares placed in domestic
Liu Dan                                                        1,276,001                                                   1,276,001
                                                                            exchange

Shanghai Hong Kong Wanguo                                                   Foreign shares placed in domestic
                                                                 670,500                                                     670,500
Securities                                                                  exchange

                                                                            Foreign shares placed in domestic
Chen Xinqiang                                                    663,252                                                     663,252
                                                                            exchange

                                                                            Foreign shares placed in domestic
Xu Yuanhui                                                       460,789                                                     460,789
                                                                            exchange

                                                                            Foreign shares placed in domestic
Feng Yongxia                                                     387,175                                                     387,175
                                                                            exchange

                                                                            Foreign shares placed in domestic
Hu Zhihong                                                       366,864                                                     366,864
                                                                            exchange

                                                                            Foreign shares placed in domestic
Yu Lingfeng                                                      350,525                                                     350,525
                                                                            exchange

                                                                            Foreign shares placed in domestic
Zhang Huaian                                                     330,000                                                     330,000
                                                                            exchange

                                                                            Foreign shares placed in domestic
Xue Fang                                                         250,000                                                     250,000
                                                                            exchange

                                                                            Foreign shares placed in domestic
He Lizhuan                                                       242,025                                                     242,025
                                                                            exchange

                                       There isn‘t any associated relationship between the sponsoring shareholder and the other
Explanation on associated              shareholders among the top-10 list. None of them are regarded as Acting in concert‘ in
relationship among the aforesaid       accordance with The rules of information disclosure on change of shareholding.‘ Foreign
shareholders                           shareholders are unknown for their condition of Associated relationship‘ and Acting in
                                       concert‘.

Agreed re-purchasing by the Company’s top 10 shareholders of common shares and top 10 shareholders of unconditional common
shares in the report period



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□ Yes √ No
No agreed re-purchasing is performed by the Company’s shareholders in the report period.


(2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period


□ Applicable√ Not applicable




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                                                                          重庆建设摩托车股份有限公司 2015 年第三季度报告全文


 III. Significant Issues



I. Particulars and causations of material change in major accounting items and indices



√ Applicable□ Not applicable

The main reason for the changes in the financial indicators of the Net asset profit attributable to the shareholders of the listed

company ,Net profit attributable to the shareholders of the listed company, Net profit after deducting of non-recurring gain/loss

attributable to the shareholders of listed company, Net Cash flow generated by business operation, Earning per share and

the net assets of the shareholders of the listed company is the decline in the size of the company's motorcycle business and the profit

loss due to the decrease in the investment income of the joint venture.


II. Analyze of significant issues and solutions


√ Applicable□ Not applicable

(1) Major litigation matters

On July 17, 2013, Ningbo Zhenghai Yongzheng Investment Co., Ltd. sued to Chongqing Municipal Fifth Intermediate People’s Court,

requesting Chongqing Motorcycle Co., Ltd. to bear the related discharge duty for the debt of RMB3.1943 million from Ningbo

Construction Motorcycle Manufacturing Co., Ltd. and assume the legal fare of this case on the grounds of Chongqing Motorcycle

Co., Ltd. and Sun Weibao unable to do liquidation for the subsidiary company - Ningbo Construction Motorcycle Manufacturing Co.,

Ltd.. The case was held on January 16th, 2014 and made the first judgment on May 22, 2014, and sentenced the company and Sun

Weibao to bear discharge duty for the debt of RMB3.1943 million and the legal fare of this case for RMB32400. After the first

judgment, the company believed that the facts of the court of first instance were not clear, and the application of the law was wrong,

and then the company sued to Chongqin Municipal Higher People’s Court on May 28, 2014 and the court accepted.

In 2014, the company has fully withdrawn the estimated debt of RMB3.2267 million according to the first judgment.

On August 30, 2015, Chongqin Municipal Higher People’s Court made the final judgment, withdrawn the civil judgment(2013)

Yu-Wu-Zhong-Fa-Min-Chu-Zi No.00637 by Chongqin Municipal Fifth Intermediate People’s Court, sentenced Sun Weibao to bear

the discharge duty for the debt of RMB3.1943 million from the plaintiff Yongzheng Investment in view of Ningbo Construction

Manufacturing, and assume the costs of the first and the second trials of this case, and rejected the sue made by Yongzheng

Investment to the company.

In the semi-annual period of 2014, the company has fully withdrawn the estimated debt for the total RMB3.2267 million according to

the judgment that was made by Chongqin Municipal Fifth Intermediate People’s Court on May 22,2014, and sentenced the company

and Sun Weibao to bear the discharge duty for the debt of RMB3.1943 million and the legal fare for the case of RMB32400.

Now the company has made accounting flush treatment to the previous withdrawn estimated debt in the third quarter of 2015

according to the civil judgment(2014) Yu-Gao-Fa-Min-Zhong- Zi No.00323 by Chongqin Municipal Higher People’s Court.


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(2) Major assets restructuring matters

The company intends to transfer the main assets and liabilities of motorcycles business to the controlling shareholder, namely, China

South Industries Group Corporation, and it’s estimated that the total amount of transferred assets accounts for more than 50% of the

total closing assets in the audited consolidated financial accounting report of the last fiscal year. According to the provisions of

“Management Measures of Major Asset Restructuring of Listed Company”, the assets transfer matter is made for the major assets

restructuring.




Summary of material issues          Date of disclosure                       Index of provisional announcement



                                 July 12, 2014           Disclosure in announcement No. 2014-056 with Securities Times, Hong
Major litigation matters                                 Kong Commercial Daily, and www.cninfo.com.cn.

                                                         Disclosure in announcement No. 2014-067 with Securities Times, Hong
                                 September 9, 2015
                                                         Kong Commercial Daily, and www.cninfo.com.cn.

                                                         Another respectively in August 7, 2015, August 14, August 21, August 28,
Major assets restructuring                               September 8, September 15,September 22 and September 29 disclosed
                                 July 31, 2015
matters                                                  restructuring progress in the "Securities Times", "Hong Kong Commercial
                                                         Daily" and www.cninfo.com.cn, Announcement No.
                                                         2015-048,049,051,052,053,066,068,071,072 and 074.


III.The commitments of the Company and its shareholders holding over 5% of the Company’s total shares in the report year of
extending to the report year from previous year.


□ Applicable √Not applicable
There was no commitments made by the company or shareholders holding over 5% of the company's shares in the reporting period or
such commitments carried down into the reporting period.




IV.Prediction of Business performance for 2015.


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.


□ Applicable √Not applicable


V. Security investments


□ Applicable √Not applicable
The Company did not have any security investments during the reporting period.




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VI. Equity interests held in other listed companies


□ Applicable √Not applicable
The Company did not hold any equity interests in other listed companies as at the end of the reporting period.


VII. Derivatives investments


□ Applicable √Not applicable
The Company did not have any derivative investments during the reporting period.


VIII. The registration form of acceptance of investigation, communication and interview in the report period for future reference


√ Applicable □ Not applicable

                                                                               Parties
                         Place of        Manner of       Class of parties                        Main topics of discussion and
 Date of reception                                                          accommodate
                         reception       reception       accommodated                                information provided
                                                                                  d

                                                                                           Q: Except for the asset sales of the
                                                                                           Company’s reorganization, does the
                                                                                           holding shareholder have the plan on
                                                                                           injecting good-quality assets to A Share
                                                                                           or B Share?
                                     Telephone                                             A: The Company’s reorganization only
August 7, 2015       The Company                       Individual           Investor
                                     communication                                         involves to the prime asset and the main
                                                                                           liability of the motorbike business
                                                                                           transferred to the holding shareholder. At
                                                                                           present, the Company has not known
                                                                                           whether the holding shareholder has
                                                                                           other related arrangements and plans.

                                                                                           Q: How is the progress of the Company’s
                                                                                           organization and when will the trading
                                                                                           resume?
                                                                                           A: At present, the independent financial
                                                                                           adviser, the special legal adviser, the
                                                                                           audit institution and the appraisal
                                                                                           institution hired by the Company are still
                                     Telephone
September 11,2015 The Company                          Individual           Investor       implementing due diligence, audit and
                                     communication
                                                                                           appraisal on the reorganization. The
                                                                                           company will continue to talk over with
                                                                                           related parties on asset transfer and fulfill
                                                                                           necessary processes of submission for
                                                                                           approval and deliberation. For the
                                                                                           resuming date , please follow the
                                                                                           information disclosed by the Company.


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IV. Financial statement

1. Financial statement


1.Consolidated Balance sheet


Prepared by : Chongqing Jianshe Motorcycle Co., Ltd.
                                                         September 30,2015
                                                                                                                       In RMB

                                   Items                                     Year-end balance         Year-beginning balance

Current asset:

  Monetary fund                                                                     426,448,112.12              192,918,049.28

     Settlement provision

  Outgoing call loan

Financial assets measured at fair value with variations accounted into
current income account

     Derivative financial assets

 Bill receivable                                                                     91,418,432.48               45,673,753.36

 Account receivable                                                                 217,570,042.43              255,013,689.72

  Prepayments                                                                        54,682,386.05               23,181,893.00

 Insurance receivable

Reinsurance receivable

Provisions of Reinsurance contracts receivable

  Interest receivable

  Dividend receivable

 Other account receivable                                                            16,739,141.05               15,618,940.96

 Repurchasing of financial assets

 Inventories                                                                        238,199,361.12              277,612,004.04

  Assets held for sales

  Non-current asset due in 1 year

  Other current asset                                                                16,022,433.81               20,102,069.93

Total of current assets                                                            1,061,079,909.06             830,120,400.29

Non-current assets:

Loans and payment on other’s behalf disbursed

  Disposable financial asset
  Expired investment in possess


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 Long-term receivable

 Long term share equity investment                                                  674,090,253.88           686,110,128.77

 Property investment

  Fixed assets                                                                      682,072,958.06           715,930,693.00

  Construction in progress                                                            8,406,907.08            16,315,153.10

Engineering material

  Fixed asset disposal                                                                   23,606.70

  Production physical assets

 Gas & petrol

 Intangible assets                                                                   81,053,108.53            92,488,110.55

 R & D petrol                                                                        40,618,461.76            36,689,261.07

 Goodwill

Long-germ expenses to be amortized                                                    8,905,417.02             7,801,134.53

Differed income tax asset                                                             3,756,129.12             3,756,129.12

 Other non-current asset

Total of non-current assets                                                       1,498,926,842.15         1,559,090,610.14

Total of assets                                                                   2,560,006,751.21         2,389,211,010.43

Current liabilities

  Short-term loans                                                                  646,300,000.00           803,500,000.00

 Loan from Central Bank

 Deposit received and hold for others

 Call loan received

Financial liabilities measured at fair value with variations accounted
into current income account

     Derivative financial liabilities

  Bill payable                                                                    1,033,861,795.00           560,011,000.00

  Account payable                                                                   591,591,566.10           588,221,381.72

 Advance payment                                                                     29,048,663.05            19,883,635.95

 Selling of repurchased financial assets

Fees and commissions receivable

 Employees’ wage payable                                                             6,645,057.30             3,068,735.80

 Tax payable                                                                        132,982,916.96           136,504,668.13

 Interest payable

 Dividend payable




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  Other account payable                                   11,767,478.37            24,887,424.31

 Reinsurance fee payable

 Insurance contract provision

 Entrusted trading of securities

Entrusted selling of securities

  Liabilities held for sales

Non-current liability due in 1 year                       80,500,000.00           111,000,000.00

Other current liability

Total of current liability                             2,532,697,476.78         2,247,076,845.91

Non-current liabilities:

  Long-term loan                                         144,990,000.00           121,000,000.00

 Bond payable

Including:preferred stock

                Sustainable debt

  Long-term payable

Long-term payable employees’s remuneration

 Special payable

 Expected liabilities                                                               3,226,654.00

     Differed income

  Differed income tax liability

Other non-current liabilities

Total non-current liabilities                            144,990,000.00           124,226,654.00

Total of liability                                     2,677,687,476.78         2,371,303,499.91

Owners’ equity

  Share capital                                          119,375,000.00           119,375,000.00

Other equity instrument

Including:preferred stock

                Sustainable debt

 Capital reserves                                        960,515,317.59           960,515,317.59

  Less:Shares in stock

Other comprehensive income

Special reserves

  Surplus reserves                                       125,686,000.00           125,686,000.00

 Common risk provision



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Undistributed profit                                                                   -1,324,062,679.65            -1,188,255,120.98

Total of owner’s equity belong to the parent company                                   -118,486,362.06                17,321,196.61

Minority shareholders’ equity                                                               805,636.49                   586,313.91

Total of owners’ equity                                                                -117,680,725.57                17,907,510.52

Total of liabilities and owners’ equity                                               2,560,006,751.21             2,389,211,010.43


Legal Representative: Li Huaguang          Person in charge of accounting:Teng Feng        Accounting Dept Leader: Liao Jian


2.Parent Company Balance Sheet


                                                                                                           In RMB

                                  Items                                       At the end of term              Beginning of term

Current asset:

Monetary fund                                                                            115,140,850.81                91,357,585.62

Financial assets measured at fair value with variations accounted into
current income account

Derivative financial assets

 Bill receivable                                                                             210,000.00                29,995,643.90

 Account receivable                                                                        2,205,653.17                26,337,349.85

  Prepayments                                                                             15,014,771.12                 9,953,627.54

  Interest receivable

  Dividend receivable

Other account receivable                                                                 264,968,341.63               242,329,759.01

  Inventories                                                                             53,469,887.14                63,334,869.40

Assets held for sales

  Non-current asset due in 1 year

Other current asset                                                                       12,292,552.33                12,315,142.81

Total of current assets                                                                  463,302,056.20               475,623,978.13

Non-current assets:

  Disposable financial asset

Expired investment in possess

 Long-term receivable

 Long term share equity investment                                                       911,861,790.46               833,881,665.35

 Property investment

  Fixed assets                                                                           487,217,924.71               580,792,688.69

  Construction in progress                                                                 2,159,418.98                15,962,346.19


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Engineering material

  Fixed asset disposal

  Production physical assets

 Gas & petrol

Intangible assets                                                                    68,966,399.77            80,167,159.69

 R & D petrol                                                                        40,618,461.76            36,689,261.07

 Goodwill

Long-germ expenses to be amortized                                                    3,658,666.54             2,420,539.48

Differed income tax asset

 Other non-current asset

Total of non-current assets                                                       1,514,482,662.22         1,549,913,660.47

Total of assets                                                                   1,977,784,718.42         2,025,537,638.60

Current liabilities

  Short-term loans                                                                  452,300,000.00           546,000,000.00

Financial liabilities measured at fair value with variations accounted
into current income account
  Derivative financial liabilities

  Bill payable                                                                      359,004,000.00           240,011,000.00

  Account payable                                                                   550,153,603.82           562,631,216.39

 Advance payment                                                                      4,660,774.84             3,927,911.39

 Employees’ wage payable                                                             2,821,527.99             1,844,709.68

 Tax payable                                                                        135,927,231.37           135,863,482.56

 Interest payable

 Dividend payable

  Other account payable                                                             249,146,732.34           203,369,913.46

  Liabilities held for sales

Non-current liability due in 1 year                                                  16,000,000.00            28,000,000.00

Other current liability

Total of current liability                                                        1,770,013,870.36         1,721,648,233.48

Non-current liabilities:

  Long-term loan                                                                    120,000,000.00           114,000,000.00

 Bond payable

Including:preferred stock

                  Sustainable debt




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  Long-term payable

  Employees’ wage Long-term payable

     Special payable

 Expected liabilities                                                                              3,226,654.00

Differed income

Differed income tax liability

  Other non-current liabilities

Total of Non-current liabilities                                  120,000,000.00                117,226,654.00

Total of liability                                              1,890,013,870.36               1,838,874,887.48

Owners’ equity

        Share capital                                             119,375,000.00                119,375,000.00

Other equity instrument

Including:preferred stock

                Sustainable debt

 Capital reserves                                                 958,575,094.29                958,575,094.29

  Less:Shares in stock

Other comprehensive income

Special reserves

Surplus reserves                                                  125,686,000.00                125,686,000.00

Undistributed profit                                            -1,115,865,246.23             -1,016,973,343.17

Total of owners’ equity                                           87,770,848.06                186,662,751.12

Total of liabilities and owners’ equity                        1,977,784,718.42               2,025,537,638.60


3.Consolidated Profit statement of the Report period




                                                                                                        In RMB

                                                                                    Same period of the previous
                                   Item                     Report period
                                                                                               year

I. Income from the key business                                   303,960,771.84                387,215,817.54

Incl:Business income                                             303,960,771.84                387,215,817.54

Interest income

Insurance fee earned

Fee and commission received

II. Total business cost                                           385,173,101.80                436,458,472.89



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Incl:Business cost                                                                316,739,370.82           351,654,269.16

Interest expense

Fee and commission paid

Insurance discharge payment

Net claim amount paid

Insurance policy dividend paid

Insurance policy dividend paid

  Reinsurance expenses

      Business tax and surcharge                                                      931,709.29              3,955,805.21

      Sales expense                                                                 13,015,778.80            22,334,961.57

Administrative expense                                                              30,827,522.19            39,929,836.40

Financial expenses                                                                  14,734,547.63            18,583,600.55

Asset impairment loss                                                                8,924,173.07

Add:Gains from change of fir value (“-”for loss)

Investment gain(“-”for loss)                                                    10,717,367.10             9,211,119.65

Incl: investment gains from affiliates                                              10,717,367.10             9,211,119.65

Gains from currency exchange(“-”for loss)

III. Operational profit(“-”for loss                                             -70,494,962.86           -40,031,535.70

Add:Non-business income                                                             7,595,741.57              556,123.69

        Incl:Gains from disposal of non-current assets

      Less:Non business expenses                                                       29,752.43              238,132.19

Incl:Loss from disposal of non-current assets                                        181,477.86               227,865.52

IV.Total profit(“-”for loss)                                                     -62,928,973.72           -39,713,544.20

 Less:Income tax expenses                                                           1,900,237.21

V. Net profit(“-”for net loss                                                   -64,829,210.93           -39,713,544.20

Net profit attributable to the owners of parent company                            -64,918,870.00           -39,778,494.08

  Minority shareholders’ equity                                                        89,659.07                64,949.88

VI. Net after-tax of Other comprehensive income

Net                                                         after-tax
of other comprehensive income attributable to owners of the parent c
ompany.

(I)Other comprehensive income items that will not be reclassified
into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or
net assets


                                                                                                                        16
                                                                          重庆建设摩托车股份有限公司 2015 年第三季度报告全文


2.Other comprehensive income under the equity method investee can
not be reclassified into profit or loss.

(II)
Other comprehensive income that will be reclassified into profit or lo
ss.

1.Other comprehensive income under the equity method investee can
be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ
ial assets

3.Held-to-maturity investments reclassified to gains and losses of ava
ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

Net after-tax of other comprehensive income attributable to Minority

shareholders’ equity

VII. Total comprehensive income                                                        -64,829,210.93                  -39,713,544.20

Total comprehensive income attributable to the owner of the parent
                                                                                       -64,918,870.00                  -39,778,494.08
company

 Total comprehensive income attributable minority shareholders                              89,659.07                       64,949.88

VIII. Earnings per share

(I)Basic earnings per share                                                                   -0.5438                       -0.3332

 (II)Diluted earnings per share                                                                 -0.5438                       -0.3332

The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0,
last period the combined party realized RMB 0.


Legal Representative: Li Huaguang          Person in charge of accounting:Teng Feng     Accounting Dept Leader: Liao Jian


4. Profit statement of the Parent Company of the Report period


                                                                                                                              In RMB

                                                                                                          Same period of the previous
                                   Items                                        Report period
                                                                                                                     year

I. Income from the key business                                                        253,400,153.07                 260,598,287.58

Incl:Business cost                                                                    273,182,721.40                 254,934,902.57

Business tax and surcharge                                                                                               3,125,295.83

Sales expense                                                                            2,331,938.33                    4,141,092.49

Administrative expense                                                                  19,375,786.54                  29,784,021.96


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                                                                          重庆建设摩托车股份有限公司 2015 年第三季度报告全文


Financial expenses                                                                    12,165,490.62            10,804,061.17

Asset impairment loss                                                                     -6,659.35

Add:Gains from change of fir value (“-”for loss)

Investment gain(“-”for loss)                                                      10,717,367.10             9,211,119.65

Incl: investment gains from affiliates                                                10,717,367.10             9,211,119.65

II. Operational profit(“-”for loss                                                -42,931,760.37           -32,979,966.79

Add:Non-business income                                                               3,860,227.05              249,123.69

Incl:Gains from disposal of non-current assets

Less:Non business expenses                                                              -36,843.81              193,235.81

Incl:Loss from disposal of non-current assets                                          143,592.74               193,235.81

III.Total profit(“-”for loss)                                                      -39,034,689.51           -32,924,078.91

 Less:Income tax expenses

IV. Net profit(“-”for net loss)                                                  -39,034,689.51           -32,924,078.91

V. Net after-tax of Other comprehensive income

(I)Other comprehensive income items that will not be reclassified
into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or
net assets

2.Other comprehensive income under the equity method investee can
not be reclassified into profit or loss.

(II)
Other comprehensive income that will be reclassified into profit or lo
ss.

1.Other comprehensive income under the equity method investee can
be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ
ial assets

3.Held-to-maturity investments reclassified to gains and losses of ava
ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

VI. Total comprehensive income                                                       -39,034,689.51           -32,924,078.91

VII. Earnings per share:

(I)Basic earnings per share                                                               -0.3270                  -0.2758

 (II)Diluted earnings per share                                                             -0.3270                  -0.2758


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                                                                        重庆建设摩托车股份有限公司 2015 年第三季度报告全文


5. Consolidated Profit statement between the beginning of the year and end of the report period


                                                                                                                 In RMB

                                                                                                       Same period of the previous
                                  Items                                        Report period
                                                                                                                  year

I. Total operating income                                                           1,023,616,474.31             1,334,386,694.49

Including:Operating income                                                         1,023,616,474.31             1,334,386,694.49

      Interest income

        Insurance gained

Commission charge and commission income

II. Total operating cost                                                            1,186,848,835.77             1,457,459,436.30

Including:Operating cost                                                             952,851,489.63             1,182,064,004.19

Interest expense

Commission chare 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                                                                2,668,741.97                15,157,829.25

Sales expenses                                                                         53,340,548.64                71,039,985.95

Administration expenses                                                               102,376,126.30               121,404,667.44

Financial expenses                                                                     66,663,376.39                68,861,052.34

Losses of devaluation of assets                                                         8,948,552.84                 -1,068,102.87

Add :Changing income of fair value

 Investment income                                                                     22,440,125.11                26,369,207.80

Including:Investment income on affiliate company and joint venture                    22,440,125.11                26,573,207.80

Exchange income

III. Operating profit                                                                -140,792,236.35                -96,703,534.01

     Add :Non-operating income                                                         8,838,065.55                     965,397.90

        Including :Disposal Gains of non-current assets

Less:Non-operating expense                                                               398,217.99                  3,588,618.41

        Including :Disposal loss of non-current assets                                    199,709.55                     338,348.89

IV. Total profit                                                                     -132,352,388.79                -99,326,754.52



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                                                                          重庆建设摩托车股份有限公司 2015 年第三季度报告全文


Less:Income tax                                                                       3,235,847.30                  218,486.34

V. Net profit(“-”for net loss                                                    -135,588,236.09              -99,545,240.86

Net profit attributable to the owners of parent company                             -135,807,558.67              -99,620,514.32

Minority shareholders’ equity                                                          219,322.58                     75,273.46

VI. Net after-tax of Other comprehensive income

Net                                after-tax                         of
other comprehensive income attributable to owners of the parent com
pany.

(I)Other comprehensive income items that will not be reclassified
into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or
net assets

2.Other comprehensive income under the equity method investee can
not be reclassified into profit or loss.

(II)
Other comprehensive income that will be reclassified into profit or lo
ss.

1.Other comprehensive income under the equity method investee can
be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ
ial assets

3.Held-to-maturity investments reclassified to gains and losses of ava
ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

Net after-tax of other comprehensive income attributable to Minority
shareholders’ equity

VII. Total comprehensive income                                                     -135,588,236.09              -99,545,240.86

Total comprehensive income attributable to the owner of the parent
                                                                                    -135,807,558.67              -99,620,514.32
company

 Total comprehensive income attributable minority shareholders                          219,322.58                     75,273.46

VIII. Earnings per share

(I)Basic earnings per share                                                               -11,377                      -0.8345

 (II)Diluted earnings per share                                                             -11,377                      -0.8345

The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0,
last period the combined party realized RMB 0.


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                                                                          重庆建设摩托车股份有限公司 2015 年第三季度报告全文


6.Profit Statement of the Parent Between the Beginning of the Year and End of the Report Period


                                                                                                      In RMB

                                                                                                      Same period of the previous
                                   Items                                       Report period
                                                                                                                 year

I. Business income                                                                   808,197,594.02             1,088,769,334.21

Less:Business cost                                                                  816,874,207.57             1,030,129,904.46

Business tax and surcharge                                                               139,356.48                12,126,612.72

Sales expense                                                                          8,010,371.37                 11,800,479.37

Administrative expense                                                                69,040,427.91                91,653,638.66

Financial expenses                                                                    39,216,626.81                35,675,006.94

Asset impairment loss                                                                                                     1,543.84

Add:Gains from change of fir value (“-”for loss)

Investment gain(“-”for loss)                                                      22,440,125.11                26,369,207.80

Incl: investment gains from affiliates                                                22,440,125.11                26,573,207.80

II. Operational profit                                                              -102,643,271.01                -66,248,643.98

Add:Non-business income                                                               4,004,486.74                     409,345.02

             Incl:Gains from disposal of non-current assets

Less:Non business expenses                                                              253,118.79                  3,436,172.50

Incl:Loss from disposal of non-current assets                                           147,576.58                     197,219.65

III.Total profit                                                                     -98,891,903.06                -69,275,471.46

Less:Income tax expenses

IV. Net profit)                                                                     -98,891,903.06                -69,275,471.46

V. Net after-tax of Other comprehensive income

(I)Other comprehensive income items that will not be reclassified
into gains/losses in the subsequent accounting period

1.Re-measurement of defined benefit plans of changes in net debt or
net assets

2.Other comprehensive income under the equity method investee can
not be reclassified into profit or loss.

(II)
Other comprehensive income that will be reclassified into profit or lo
ss.

1.Other comprehensive income under the equity method investee can
be reclassified into profit or loss.

2.Gains and losses from changes in fair value available for sale financ
ial assets


                                                                                                                                21
                                                                         重庆建设摩托车股份有限公司 2015 年第三季度报告全文


3.Held-to-maturity investments reclassified to gains and losses of ava
ilable for sale financial assets

4.The effective portion of cash flow hedges and losses

5.Translation differences in currency financial statements

6.Other

VI. Total comprehensive income                                                      -98,891,903.06                   -69,275,471.46

VII. Earnings per share

(I)Basic earnings per share                                                                 -0.8284                       -0.5803

 (II)Diluted earnings per share                                                               -0.8284                       -0.5803


7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period


                                                                                                                             In RMB



                                                                                                        Same period of the previous
                                   Items                                      Report period
                                                                                                                   year

I.Cash flows from operating activities

Cash received from sales of goods or rending of services                            598,068,277.35                  839,798,333.93

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                                                                      3,780,048.68                   15,990,944.94

Other cash received from business operation                                           6,318,009.31                     6,430,859.86

Sub-total of cash inflow                                                            608,166,335.34                  862,220,138.73

Cash paid for purchasing of merchandise and services                                401,330,262.17                  479,754,239.92

Net increase of client trade and advance

Net increase of savings n central bank and brother company

Cash paid for original contract claim


                                                                                                                                  22
                                                                           重庆建设摩托车股份有限公司 2015 年第三季度报告全文


Cash paid for interest, processing fee and commission

Cash paid for policy dividend

Cash paid to staffs or paid for staffs                                                121,917,568.87           139,813,321.76

 Taxes paid                                                                            29,581,259.34            45,690,416.14

Other cash paid for business activities                                                56,063,991.47            47,960,992.65

Sub-total of cash outflow from business activities                                    608,893,081.85           713,218,970.47

Cash flow generated by business operation, net                                           -726,746.51           149,001,168.26

II.Cash flow generated by investing

Cash received from investment retrieving

Cash received as investment gains                                                      34,500,000.00            35,470,000.00

Net cash retrieved from disposal of fixed assets, intangible assets, and
                                                                                        1,745,492.45              210,030.00
other long-term assets

Net cash received from disposal of subsidiaries or other operational
units

Other investment-related cash received                                                          0.00                     0.00

Sub-total of cash inflow due to investment activities                                  36,245,492.45            35,680,030.00

Cash paid for construction of
fixed assets, intangible assets                                                        36,266,477.05             5,455,022.85
and other 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                                 36,266,477.05             5,455,022.85

Net cash flow generated by investment                                                     -20,984.60            30,225,007.15

III.Cash flow generated by financing

Cash received as investment

Incl: Cash received as investment from minor shareholders

Cash received as loans                                                                676,790,000.00         1,044,816,336.53

Cash received from bond placing

Other financing –related ash received                                              1,086,760,170.89         1,160,875,547.79

Sub-total of cash inflow from financing activities                                  1,763,550,170.89         2,205,691,884.32

Cash to repay debts                                                                   896,493,777.77         1,067,023,580.26

Cash paid as dividend, profit, or interests                                            74,235,157.05            59,134,496.96

Incl: Dividend and profit paid by subsidiaries to minor shareholder


                                                                                                                           23
                                                                           重庆建设摩托车股份有限公司 2015 年第三季度报告全文


Other cash paid for financing activities                                               765,421,153.45          1,358,823,446.10

Sub-total of cash outflow due to financing activities                                1,736,150,088.27          2,484,981,523.32

Net cash flow generated by financing                                                    27,400,082.62           -279,289,639.00

IV. Influence of exchange rate alternation on cash and cash
                                                                                           658,789.32                375,109.88
equivalents

V.Net increase of cash and cash equivalents                                             27,311,140.83             -99,688,353.71

Add: balance of cash and cash equivalents at the beginning of term                      35,555,585.06            170,222,347.76

VI ..Balance of cash and cash equivalents at the end of term                            62,866,725.89             70,533,994.05


8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period


                                                                                                                         In RMB

                                  Items                                      Amount in this period      Amount in last period

I.Cash flows from operating activities

Cash received from sales of goods or rending of services                               344,290,602.23            560,571,708.44

Tax returned                                                                             1,694,201.68               6,508,747.09

Other cash received from business operation                                              1,644,115.23               1,307,021.87

Sub-total of cash inflow                                                               347,628,919.14            568,387,477.40

Cash paid for purchasing of merchandise and services                                   388,155,888.23            458,500,005.97

Cash paid to staffs or paid for staffs                                                 100,882,686.82            108,753,856.29

Taxes paid                                                                               4,250,158.05             15,227,875.74

Other cash paid for business activities                                                 14,880,600.89             13,842,092.81

Sub-total of cash outflow from business activities                                     508,169,333.99            596,323,830.81

Cash flow generated by business operation, net                                        -160,540,414.85             -27,936,353.41

II.Cash flow generated by investing

Cash received from investment retrieving

Cash received as investment gains                                                       34,500,000.00             35,470,000.00

Net cash retrieved from disposal of fixed assets, intangible assets, and
                                                                                            98,316.45                200,600.00
other long-term assets

Net cash received from disposal of subsidiaries or other operational
units

Other investment-related cash received                                                           0.00                       0.00

 Sub-total of cash inflow due to investment activities                                  34,598,316.45             35,670,600.00

Cash paid for construction of
fixed assets, intangible assets                                                          3,089,458.19               4,372,886.05
and other long-term assets


                                                                                                                                24
                                                                     重庆建设摩托车股份有限公司 2015 年第三季度报告全文


     Cash paid as investment

Net cash received from subsidiaries and other operational units

Other cash paid for investment activities

Sub-total of cash outflow due to investment activities                            3,089,458.19             4,372,886.05

Net cash flow generated by investment                                            31,508,858.26            31,297,713.95

III.Cash flow generated by financing

  Cash received as investment

     Cash received as loans                                                     487,300,000.00           748,000,000.00

 Cash received from bond placing

Other financing –related ash received                                        1,611,596,145.98         2,073,960,011.01

 Sub-total of cash inflow from financing activities                           2,098,896,145.98         2,821,960,011.01

  Cash to repay debts                                                           587,000,000.00           770,200,000.00

Cash paid as dividend, profit, or interests                                      44,687,461.87            36,351,587.47

Other cash paid for financing activities                                      1,352,193,593.00         2,116,845,316.50

 Sub-total of cash outflow due to financing activities                        1,983,881,054.87         2,923,396,903.97

Net cash flow generated by financing                                            115,015,091.11          -101,436,892.96

IV. Influence of exchange rate alternation on cash and cash
                                                                                          0.00                     0.00
equivalents

V.Net increase of cash and cash equivalents                                     -14,016,465.48           -98,075,532.42

Add: balance of cash and cash equivalents at the beginning of term               22,292,965.15           148,232,292.69

VI ..Balance of cash and cash equivalents at the end of term                      8,276,499.67            50,156,760.27

II. Auditor‘s report
Whether the Q3 report is audited
□ Yes √ No
The Q3 Report is not audited.




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