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建车B:2019年第一季度报告正文(英文版)2019-04-25  

						                                         Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019



Stock code: 200054        Stock Abbreviation: Jianshe Vehicle B       Announcement No.: 2019-043




                     Chongqing Jianshe Vehicle System Co., Ltd.




                        The First Quarterly Report 2019




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                                                      Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019



                                                  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.
Except the following directors, all the directors attended the board meeting for reviewing the annual Report.

   The name of the directors absent              Positions            Reasons for the absence       Name of the consignee

Yan Xuechuan                          Director                      Business trip                Lv Hongxian

Hao Lin                               Director                      Business trip                Li Dingqing

Liu Zhiqiang                          Independent Director          Business trip                Peng Jue

Mr. Lv Hongxian, The Company Leader, Mr.Tan Mingxian, Chief financial officer and the Ms.Niu Yanli, 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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                                                           Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019




                                      II. Basic Information of the Company


I.Main financial data and financial index

Indicate by tick mark whether the Company needs to retroactively restate any of its accounting data.
□Yes√No
                                                                                                            Changes of this period over
                                                        This period             Same period of last year      same period of last year
                                                                                                                       (%)

Operation revenue(Yuan)                                   208,419,491.98                266,811,269.51                         -21.89%

Net profit attributable to the shareholders
                                                            -15,704,995.56                      55,789.60                  -28,250.40%
of the listed company(Yuan)

Net profit after deducting of non-recurring
gain/loss attributable to the shareholders of               -15,991,228.39                    -275,476.62                      5,704.93%
listed company(Yuan)

Net Cash flow generated by business
                                                             29,472,232.97                 18,706,058.10                         57.55%
operation(Yuan)

Basic earning per share(Yuan/Share)                                   -0.1316                      0.0005                  -26,420.00%

Diluted gains per
                                                                      -0.1316                      0.0005                  -26,420.00%
share(Yuan/Share)(Yuan/Share)

Net asset earning ratio(%)                                          -5.50%                       0.02%                          -5.52%

                                                                                                            Changes of this period-end
                                                    End of this period             End of last period       over same period-end of last
                                                                                                                       year(%)

Gross assets(Yuan)                                      1,322,738,049.45              1,461,770,573.54                          -9.51%

Net assets attributable to shareholders of
                                                            277,596,454.98                293,301,450.54                          -5.35%
the listed company(Yuan)

Items and amount of non-current gains and losses

√ Applicable □ Not applicable

                                                                                                                                 In RMB

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

Govemment subsidies recognized in current gain and loss(excluding those closely related to
                                                                                                                   30,000.00
the Company’s business and granted under the state’s policies)




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                                                     Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019


Other non-business income and expenditures other than the above                                        256,232.83

Total                                                                                                  286,232.83      --

For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on
information disclosure for Compaines 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 recorgnized as recurring gain /loss/itesm as defined by the information
disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period.




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                                                           Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019




II. Total Shareholders and Shares Held by Top Ten Shareholders at the End of the Reporting Period

1. About Total Common Shareholders, Total Preference Shareholders with the Voting Power Recovered
and the Shares Held by Top Ten Common Shareholders

                                                                                                                                    In shares
                                                           Total preference shareholders with
Total number of common
                                                     8,077 the voting power recovered at the                                                   0
shareholders at the period-end
                                                           end of the reporting period(if any)

                                                 Shares held by the top 10 shareholders

                                                                                                   Amount of            Pledging or freezing
                                         Properties of          Share                            tradable shares
       Shareholder name                                                           Quantity                            Status of
                                          shareholder       proportion %                        with Conditional                   Quantity
                                                                                                                      the shares
                                                                                                      held
China Military Equipment         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
Hengsheng Sun Group Co., Ltd. non-state-owned legal                 1.47%           1,750,000             1,750,000 Freeze         1,750,000
                                 person
                                 Domestic natural
Liu Dan                                                             0.90%           1,071,751                     0
                                 person
                                 Domestic natural
Xu Yuanhui                                                          0.56%             666,789                     0
                                 person
                                 Overseas natural
Yu Lingfeng                                                         0.51%             612,921                     0
                                 person
                                 Domestic natural
Chen Xinqiang                                                       0.51%             612,400                     0
                                 person
                                 Domestic natural
Zhang Meilan                                                        0.43%             513,560                     0
                                 person
                                 Domestic natural
Feng Yonghui                                                        0.42%             500,000              500,000
                                 person
                                 Domestic natural
Li Jianping                                                         0.37%             445,569                     0
                                 person
                                     Shares held by the Top 10 Shareholders of Non-restricted shares

                                                         Number of the                                     Share type
              Shareholders’ Names
                                                   non-restricted shares held                Share type                      Quantity
                                                                                  Foreign shares placed in
Liu Dan                                                             1,071,751                                                      1,071,751
                                                                                  domestic exchange

                                                                                  Foreign shares placed in
Xu Yuanhui                                                              666,789                                                      666,789
                                                                                  domestic exchange

                                                                                  Foreign shares placed in
Yu Lingfeng                                                             612,921                                                      612,921
                                                                                  domestic exchange



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                                                      Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019


                                                                            Foreign shares placed in
Chen Xinqiang                                                     612,400                                                      612,400
                                                                            domestic exchange

                                                                            Foreign shares placed in
Zhang Meilan                                                      513,560                                                      513,560
                                                                            domestic exchange

                                                                            Foreign shares placed in
Li Jianping                                                       445,569                                                      445,569
                                                                            domestic exchange

CORE PACIFIC-YAMAICHI                                                       Foreign shares placed in
                                                                  424,550                                                      424,550
INTERNATIONAL (H.K.) LIMITED                                                domestic exchange

                                                                            Foreign shares placed in
Chen Houping                                                      423,561                                                      423,561
                                                                            domestic exchange

                                                                            Foreign shares placed in
Liu Guosheng                                                      345,575                                                      345,575
                                                                            domestic exchange

                                                                            Foreign shares placed in
Lin Fan                                                           303,400                                                      303,400
                                                                            domestic exchange

                                             There is no affiliated relationship between the top ten non-restricted tradable
                                             shareholders and the controlling shareholder China Military Equipment Group Co.,
                                             Ltd. nor do they belong to the consistent actors stipulated in the Administrative
Explanation on associated relationship among Measures for the Acquisition of Listed Companies; it is unknown to the company
the aforesaid shareholders                   whether there is an affiliated relationship between the top ten non-restricted tradable
                                             shareholders as well as between the top ten non-restricted tradable shareholders and
                                             the other top ten shareholders, or whether they are included in the consistent actors
                                             stipulated in the Administrative Measures for the Acquisition of Listed Companies.

Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a
buy-back agreement dealing in reporting period.
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company
have no buy –back agreement dealing in reporting period.

2.Total 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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                                                        Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019




                                              III. Significant issues

III. Significant Issues I. Major changes of main accounting statement items and financial
indicators in the reporting period, as well as reasons for the changes

√ Applicable □ Not applicable

    During the reporting period, the Company's product sales and sales price decreased YOY, resulting in a loss of net profit.


II. The progress of significant events and influence, as well as the analysis and explanation on
resolving proposal.

√ Applicable □ Not applicable

     1.Cancel the Technology Center of the branch Chongqing Jianshe Motorcycle Co., Ltd.
     Chongqing Jianshe Motorcycle Co., Ltd. Branch Technology Center's business scope is motorcycle research
and development, which is no longer the company's main business development direction. In order to further
improve the company's business structure and reduce the level of operation, the company convened the 13th
meeting of the eighth Board of Directors on January 14, 2019, and deliberated and passed the Proposal on
Cancellation of Branch Technology Center (for details, see the Announcement on Cancellation of Branch
Technology Center disclosed on January 16, 2019). The cancellation will not change the scope of the company's
consolidated financial statements, will not affect the company's business development and sustained profitability,
and will not harm the interests of the company and all shareholders.
      On March 29, 2019, Chongqing Municipal Market Supervision Administration issued the Notice of
Cancellation of Foreign-invested Enterprises (ZY) YZXZ Zi [2019] No. 000137, confirming that the Technology
Center of the company's branch had been canceled.
2. Purchase of equity in Chongqing Jianshe HANON Automobile Thermal Management System Co., Ltd.
To further highlight the development of the main business, On March 31, 2019, the company held the 15th
meeting of the eighth Board of Directors to consider and pass the Proposal on the Purchase of Equity and Related
Party Transactions of Chongqing Jianshe HANON Automobile Thermal Management System Co.,Ltd. On April 8,
2019, the company signed the Stock Rights Transfer Agreement with Chongqing Jianshe Mechanical and Electric
Co., Ltd. to purchase 24.64% equity of Jianshe Hanang held by Chongqing Jianshe Mechanical and Electric Co.,
Ltd. at 24.64% of the appraised value, i.e. 102.7433 million yuan. On April 11, 2019, it was approved and
implemented by the company's first extraordinary shareholders' meeting in 2019. On April 18, 2019, the company
has already paid 102.7433 million yuan for this share transfer. After the completion of this transaction, our
company and HANON respectively hold 50% equity in Jianshe Hanang. According to Stock Rights Transfer
Agreement, the period from the base date of this equity transfer evaluation (November 30, 2018) to the actual
delivery date of the equity transfer is the transitional period of this equity transfer, during which the Company
shall enjoy or bear the profits and losses arising from Jianshe HANON .
     3. Joint venture Chongqing Pingshan Taikai Carburetor Co., Ltd.
    In order to improve the efficiency of the use of funds, the company and other shareholders of the joint venture
Pingshan Taikai reduced the registered capital of Pingshan Taikai by a total of USD 9 million, of which the

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                                                     Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019


company holds 50% equity in Pingshan Taikai and will recover the investment of USD 4.5 million. After the
capital reduction is completed, the registered capital of Pingshan Taikai will be reduced from USD 19 million to
USD 10 million US dollars. The capital reduction has been reviewed and approved by the 12th meeting of the
eighth board of directors of the company on December 4, 2018, and by the 48th board meeting (temporary) of
Pingshan Taikai on December 6, 2018.The industrial and commercial registration work for the capital reduction
was completed on March 28, 2019.
       Summary of material issues          Date of disclosure                Index of provisional announcement
                                                                For details, please refer to the related announcements
Cancel the Technology Center of the                             of the company disclosed on The Securities Times,
branch Chongqing Jianshe            January 16,2019             Hong        Kong       Commercial         Daily   and
Motorcycle Co., Ltd.                                            www.cninfo.com.cn(Announcement
                                                                No.:2019-001,2019-002)
                                                                For details, please refer to the related announcements
                                                                of the company disclosed on The Securities Times,
                                          January 16,2019       Hong Kong Commercial Daily and
                                                                www.cninfo.com.cn(Announcement
Purchase of equity in Chongqing Jia
                                                                No.:2019-001,2019-003)
nshe HANON
                                                                For details, please refer to the related announcements
Automobile Thermal Management S
                                                                of the company disclosed on The Securities Times,
ystem Co., Ltd.
                                                                Hong Kong Commercial Daily and
                                          April 1,2019
                                                                www.cninfo.com.cn(Announcement
                                                                No.:2019-014,2019-015, 2019-017, 2019-018, 2019-019 and
                                                                2019-023)

                                                                For details, please refer to the related announcements
                                                                of the company disclosed on The Securities Times,
Joint venture Chongqing Pingshan Taikai
                                          December 5,2018       Hong Kong Commercial Daily and
Carburetor Co., Ltd.
                                                                www.cninfo.com.cn(Announcement
                                                                No.:2018-069,2018-071)
Progress in the implementation of share repurchase
□ Applicable √ Not applicable
Progress in the implementation of the reduction of the repurchased shares by means of centralized bidding
□ Applicable √ Not applicable

III. Commitments finished in implementation by the Company, shareholders, actual controller, acquirer,
directors, supervisors, senior executives or other related parties in the reporting period and commitments
unfinished in implementation at the end of the reporting period
□ Applicable √Not applicable
No such cases in the reporting period.




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                                                            Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019


IV.Prediction of Business performance for January- June 2019

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 Securities investments

 □ Applicable √ Not applicable

No such cases in the Reporting Period

VI. Investment in derivatives
□ Applicable √Not applicable
No such cases in the Reporting Period


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

√ Applicable □Not applicable

                        Way of
   Reception time                  Types of visitors                                      Basic index
                       reception

                                                       Q: what is the purpose of acquiring the equity of Construction HANON? A:
                                                       Further highlight the development of the main business, broaden the company's
January 16,2019       By phone Other                   business scope in the field of auto parts, upgrade and expand the product
                                                       technology capabilities, and achieve product and technology structure
                                                       adjustment.

                                                       Q: What’s the impact of the acquisition of Construction HANON's equity on the
                                                       Company? A: In the early stage namely the preparation stage and product
                                                       market development stage of HANON, with the scale of production and sales of
                                                       the company has not yet formed, so there will be certain losses, which will affect
March 26,2019         By phone Individual
                                                       the investment income of the Company. However, in the long run, it will help
                                                       the Company to participate in the competition in the middle and high-end
                                                       market, avoiding future market competition risks and achieving a healthy
                                                       development of the Company.


VIII. External guarantee get out of line

□ Applicable √Not applicable
No such cases in the reporting period.




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                                             Chongqing Jianshe Vehicle System Co., Ltd The First Quarterly Report 2019


IX. Controlling shareholder and its related parties occupying non-business capital of the listed company

□ Applicable √Not applicable
No such cases in the reporting period.




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