Share’s name: Jiangling Motors Share’s code: 000550 No.: 2011-033 Jiangling B 200550 Jiangling Motors Corporation, Ltd. 2011 Third Quarter Report §1 Important Note 1.1 The Board of Directors and its members, the Supervisory Board and its members, and the senior executives are jointly and severally liable for the truthfulness, accuracy and completeness of the information disclosed in the report and confirm that the information disclosed herein does not contain false statements, misrepresentations or major omissions. 1.2 The Directors, Supervisors, and Senior Management undertake and have no objection to the truthfulness, accuracy and completeness of the contents of the Third Quarter Report. 1.3 All the Directors were present at the Board meeting. 1.4 The financial statements in this Quarterly Report are not audited. 1.5 Chairman Wang Xigao, President Yuan-Ching Chen, CFO Michael Joseph Brielmaier and Chief of Finance Department, Ding Ni, confirm that the financial statements in this Quarterly Report are truthful and complete. 1.6 All financial data in this Quarterly Report are prepared under International Financial Reporting Standards (‘IFRS’) unless otherwise specified. 1 §2 Brief Introduction 2.1 Main accounting data and financial indicators Unit: RMB’000 At the end of At the end of the Change (%) reporting period previous year Total Assets 11,126,710 11,237,715 -0.99 Shareholder’s equity Attributable to the Equity 6,920,246 6,127,276 12.94 Holders of the Company Share Capital 863,214 863,214 0 Net Assets Per Share Attributable to the Equity 8.02 7.10 12.94 Holders of the Company (RMB) Beginning of Reporting year to period Change (%) end of Change (%) (2011 third reporting quarter) period Revenue 4,087,971 3.08 13,309,511 14.33 Profit Attributable to the Equity Holders of the 399,891 -2.50 1,474,909 1.74 Company Net Cash Generated From - - 432,995 -77.83 Operating Activities Net Cash Flow Per Share from Operating Activities - - 0.50 -77.83 (RMB) Basic Earnings Per Share 0.46 -2.50 1.71 1.74 (RMB) Diluted Earnings Per Share 0.46 -2.50 1.71 1.74 (RMB) Down 1.24 Down 4.51 Weighted Average Return on 6.38 percentage 21.97 percentage Net Asset Ratio (%) points points 2 2.2 Total number of shareholders and top ten shareholders holding unlimited tradable shares as at the end of reporting period Total shareholders at the JMC had 25,727 shareholders, including 19,409 A-share end of reporting period holders and 6,318 B-share holders, as of September 30, 2011. Top ten shareholders holding unlimited tradable shares Name Shares as of Share Type September 30, 2011 Jiangling Motor Holding Co., Ltd. (”JMH”) 354,176,000 A share Ford Motor Company 258,964,200 B share Shanghai Automotive Co., Ltd. 13,019,610 A share National Social Security Fund- Portfolio 102 10,030,098 A share Huaan Tactical Select Securities Investment Fund 9,912,299 A share Bosera Thematic Sector Equity Securities 9,500,000 A share Investment Fund Dragon Billion China Master Fund 8,969,196 B share Rongtong New Blue-chip Securities Investment 5,415,930 A share Fund Jpmblsa Re Ftif Templeton China Fund Gti 5497 4,827,483 B share National Social Security Fund- Portfolio 103 4,099,149 A share §3 Major Events 3.1 Causes and explanations of major changes of financial indicators compared with those of previous reporting period □√Applicable □Not Applicable In the first nine months of 2011, the Company achieved a sales volume of 149,352 units, including 53,666 JMC-brand trucks, 51,913 JMC-brand pickups and SUVs, and 43,773 Ford-brand commercial vehicles. Total sales volume was up 12% from the same period last year. Under IFRS, revenue and net profit for the first nine months of 2011 were RMB 13,310 million and RMB 1,475 million, up 14% and 2% respectively from the same period last year. In the third quarter of 2011, net profit was RMB 400 million, down 2.5% from the same period last year. Gross profit margin was 24.8%, down approximately 0.7 percentage points from the same period last year, primarily reflecting pricing actions for selected products and raw material cost increase. Trade and other receivables at the end of the reporting period increased by RMB 676 million, up 82% from the end of 2010, primarily reflecting increased credit support to dealers. Current income tax liabilities at the end of the reporting period decreased by RMB 35 million, down 37% from the end of 2010, primarily reflecting tax payment recalendarization. Borrowings in current liabilities at the end of the reporting period decreased by 3 RMB 25 million, down 98% from the end of 2010, primarily reflecting repayment of bank loan. Sales tax in the third quarter increased by RMB 55 million, up 79% compared with the same period last year, primarily reflecting higher consumption tax generated from volume growth and a new levy of construction and education taxes. Financial income in the third quarter increased by RMB 17 million, up 79% compared with the same period last year, primarily reflecting increase of interest income on bank deposits and improved cash management. 2011 year-to-date net cash generated from operating activities was RMB 433 million, RMB 1,520 million lower than 2010, down 78% compared with the same period last year, primarily reflecting working capital changes. 2011 year-to-date net cash used in investing activities was RMB 490 million, RMB 270 million higher than 2010, up 123% compared with the same period last year, primarily reflecting investments related to the new Xiaolan assembly plant. 2011 year-to-date net cash used in financing activities was RMB 734 million, RMB 290 million higher than 2010, up 65% compared with the same period last year, primarily reflecting an increased cash dividend payment. 3.2 Analysis of major events, their impacts and resolutions 3.2.1 Abnormal audit report □Applicable □√Not Applicable 3.2.2 Funds provided for the controlling shareholder and its related parties, or outside guarantee in breach of the laws and regulations □Applicable □√Not Applicable 3.2.3 Signature and implementation of major contract regarding routine operation activities □Applicable □√Not Applicable 3.2.4 Others □Applicable □√Not Applicable 4 3.3 Implementation of commitments made by the Company, shareholders or actual controlling parties Commitments’ Item Promisor Implementation of commitments Content In the reporting period, JMH Share reform JMH * exercised its commitments sincerely and did not breach the promise. Acquisition report or Statement None None N/A of changes in equity Major asset restructuring None None N/A Initial Public Offering None None N/A Other commitments (including None None N/A additional commitments) *JMH, which holds 41.03% of JMC total shares, issued letters of commitment, and declared and promised the following: (1) according to the requirements of Rules on Implementing the Full Tradable Share Reform of the Listed Companies, legal commitments will be fulfilled in accordance with provisions of the stock exchange rules, regulations and laws; (2) the promisor ensures that it will compensate losses resulting from partial or complete non-fulfillment of its promises to other shareholders; and (3) the promisor will fulfill its commitments faithfully and accept relevant legal responsibility, and it will not transfer its shares unless the transferee agrees and accepts liability to undertake the responsibility of the promise. JMH promises specifically to pay the consideration on behalf of the unlisted-share holders who opposed the Share Reform or did not express their opinions. The above-mentioned unlisted-share holders should repay the consideration paid by JMH and the interest, or obtain written consent from JMH, if they want to list their shares. 3.4 Warning and explanations as to the situation that accumulated net profit during the period from year beginning to the end of next reporting period may be negative or, compared with the same period last year, may have a substantial change □Applicable □√Not Applicable 3.5 Explanations on other major events 3.5.1 Securities investments □Applicable □√Not Applicable 5 3.5.2 External research and media interviews with the Company in the reporting period Date Place Communication Object Information discussed Method and sources offered July 7, 2011 In the Oral Three analysts from JMC Operating Company Communication Shanghai Heqi Investment highlights Company, Value Star Asset Management Co., Ltd. July 13, In the Oral Five analysts from First JMC Operating 2011 Company Communication Shanghai Securities Co., highlights Ltd., Shenzhen Pingshi Investment Company, Beijing Hongdao Investment Company, TF Securities Co., Ltd. July 20, In the Oral An analyst from Shanghai JMC Operating 2011 Company Communication Wisdom Investment highlights Management Co., Ltd. September In the Oral Two analysts from JMC Operating 2, 2011 Company Communication Everbright Securities highlights Company Limited, Huatai-PineBridge Fund Management Co., Ltd. September In the Oral Eight analysts from China JMC Operating 27, 2011 Company Communication International Capital highlights Corporation Limited, Orient Securities Company Limited, New Tongfang Investment Company, Fortune SG Fund Management Co., Ltd., Baoying Fund Management Co., Ltd., HuaAn Fund Management Co., Ltd., 3.6 Securities derivates investment □Applicable □√Not Applicable 3.6.1 Balance of securities derivates at the end of reporting period □Applicable □√Not Applicable Board of Directors Jiangling Motors Corporation, Ltd. October 27, 2011 6 Appendix Jiangling Motors Corporation, Ltd. Consolidated Balance Sheet (Prepared under International Financial Reporting Standards) (All amounts in RMB thousands) 30 September 31 December 2011* 2010 ASSETS Non-current assets Property, plant and equipment 2,927,474 2,630,524 Lease prepayment 272,978 277,870 Intangible assets 22,144 31,302 Investments in associates 15,776 17,928 Deferred income tax assets 152,775 205063 3,391,147 3,162,687 Current assets Inventories 1,212,702 1,436,492 Trade and other receivables 1,500,877 825,374 Cash and cash equivalents 5,021,984 5,813,162 7,735,563 8,075,028 Total assets 11,126,710 11,237,715 EQUITY Capital and reserves attributable to the Company’s equity holders Share capital 863,214 863,214 Share premium 816,609 816,609 Other reserves 457,650 457,650 Retained earnings 4,782,773 3,989,803 6,920,246 6,127,276 Non-controlling interests 116,479 115,319 Total equity 7,036,725 6,242,595 LIABILITIES Non-current liabilities Borrowings 6,450 6,939 Retirement benefit obligations 43,982 54,569 Warranty provisions 140,628 171,789 191,060 233,297 Current liabilities Trade financial liabilities 1,692 - Trade and other payables 3,823,634 4,628,421 Current income tax liabilities 61,095 96,310 Borrowings 416 25,004 Retirement benefits obligations 12,088 12,088 3,898,925 4,761,823 Total liabilities 4,089,985 4,995,120 Total equity and liabilities 11,126,710 11,237,715 *: Unaudited financial indexes 7 Jiangling Motors Corporation, Ltd. Consolidated Income Statement (Prepared under International Financial Reporting Standards) (All amounts in RMB thousands) 2011.7.1- 2010.7.1- 2011.1.1- 2010.1.1- 2011.9.30* 2010.9.30* 2011.9.30* 2010.9.30* Revenue 4,087,971 3,965,946 13,309,511 11,641,763 Sales tax (125,137) (70,022) (387,856) (201,421) Cost of sales (3,074,365) (2,954,385) (10,066,862) (8,629,733) Gross profit 888,469 941,539 2,854,793 2,810,609 Distribution costs (270,320) (280,321) (672,713) (661,557) Administrative expenses (188,552) (196,941) (549,745) (488,309) Other income/(expenses) 1,954 (2,438) 2,633 (6,317) Operating profit 431,551 461,839 1,634,968 1,654,426 Finance income 38,978 22,126 119,411 64,489 Finance costs (1,276) (1,051) (1,846) (1,896) Finance income -net 37,702 21,075 117,565 62,593 Share of profit of associates 1,728 1,480 4,957 5,077 Profit before income tax 470,981 484,394 1,757,490 1,722,096 Income tax expense (64,928) (68,314) (253,037) (251,196) Profit for the period 406,053 416,080 1,504,453 1,470,900 Profit attributable to: Equity holders of the Company 399,891 410,127 1,474,909 1,449,639 Non-controlling interests 6,162 5,953 29,544 21,261 406,053 416,080 1,504,453 1,470,900 Other comprehensive income - - - - Total comprehensive income for the period 406,053 416,080 1,504,453 1,470,900 Total comprehensive income attributable to: Equity holders of the Company 399,891 410,127 1,474,909 1,449,639 Non-controlling interests 6,162 5,953 29,544 21,261 406,053 416,080 1,504,453 1,470,900 Earnings per share for profit attributable to the equity holders of the Company (expressed in RMB per share) - Basic and diluted 0.46 0.48 1.71 1.68 *: Unaudited financial indexes 8 Jiangling Motors Corporation, Ltd. Consolidated cash flow statement (Prepared under International Financial Reporting Standards) (All amounts in RMB thousands) 2011.7.1-2011.9.30* 2011.1.1-2011.9.30* Cash flows from operating activities Cash generated from operations 346,423 669,182 Interest paid - (422) Income Tax paid (62,805) (235,765) Net cash generated from operating activities 283,618 432,995 Cash flows from investing activities Purchase of held-to-maturity investments - (314,968) Purchase of property, plant and equipment(“PPE”) (217,893) (617,155) Proceeds from disposal of PPE 53 1,292 Interest received 60,135 118,557 Proceed from repayment of held-to-maturity - 315,326 investment Dividends received 7,109 7,109 Net cash used in investing activities (150,596) (489,839) Cash flows from financing activities Repayments of borrowings - (24,668) Dividends paid to the Company’s shareholders (707,962) (708,238) Other cash paid relating to financing activities (1,196) (1,427) Net cash used in financing activities (709,158) (734,333) Net increase/(decrease) in cash and cash equivalents (576,136) (791,177) Cash and cash equivalents at beginning of period - 5,813,162 Cash and cash equivalents at 30 June 2011 5,598,121 - Effects of exchange rate changes (1) (1) Cash and cash equivalents at end of period 5,021,984 5,021,984 *: Unaudited financial indexes 9