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沙隆达B:2017年第一季度报告全文(英文版)2017-04-25  

						                 The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.




        HUBEI SANONDA CO., LTD.


THE REPORT FOR THE FIRST QUARTER OF 2017




                April 2017




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                                     The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.




                       Section I Important Statements


The Board of Directors, the Supervisory Committee, directors, supervisors and

senior management staff of Hubei Sanonda Co., Ltd. (hereinafter referred to as

“the Company”) warrant that the information carried in this report is factual,

accurate and complete, without any false record, misleading statement or

material omission. And they shall be jointly and severally liable for that.

All directors have attended the board session for reviewing this report.

An Liru, company principal, Liu Anping, chief of the accounting work and Tu

Zhiwen, concurrently chief of the accounting organ (chief of accounting), hereby

confirm that the financial statements enclosed in this report are factual, accurate

and complete.

This Report is prepared in both Chinese and English. Should there be any

discrepancy between the two versions, the Chinese version shall prevail.




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                                                           The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.




                                     Section II Profile of the Company

I Accounting and financial results

Indicate by tick mark whether the Company performed any retroactive adjustments to or restatement of its accounting data due to
changes of accounting policies or correction of accounting errors
□ Yes √ No

                                                January-March 2017           January-March 2016               +/-%

Operating revenues (RMB)                                 655,834,605.42              478,019,086.56                    37.20%

Net profit attributable to shareholders of
                                                           58,716,654.98               8,016,805.81                   632.42%
the Company (RMB)
Net profit attributable to shareholders of
the Company before exceptional profit and                  58,355,725.25              -1,097,269.16                       N/A
loss (RMB)
Net operating cash flow (RMB)                               7,108,591.23             -14,737,785.00                   148.23%

Basic earnings per share (RMB/share)                                0.0989                   0.0135                   632.59%

Diluted earnings per share (RMB/share)                              0.0989                   0.0135                   632.59%

Weighted average return on equity (%)                               2.89%                    0.38%                      2.51%

                                                   31 March 2017              31 December 2016                +/-%

Total assets (RMB)                                      3,060,171,492.32           2,984,883,798.79                     2.52%

Net assets attributable to shareholders of
                                                        2,064,439,506.79           2,005,058,006.75                     2.96%
the Company (RMB)

Exceptional profit and loss
√ Applicable □ Not applicable
                                                                                                                     Unit: RMB

                                  Item                                  January-March 2017                  Note

Gains/losses on the disposal of non-current assets (including the
                                                                                    -10,064.02
offset part of asset impairment provisions)

Government grants recognized in the current period, except for
those acquired in the ordinary course of business or granted at
                                                                                  1,050,800.22
certain quotas or amounts according to the country’s unified
standards

Other non-operating income and expenses than the above                             -641,441.00

Less: Income tax effects                                                             38,365.47

Total                                                                               360,929.73               --

Explanation of why the Company classified an item as exceptional profit/loss according to the definition in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Profit and Loss,



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                                                            The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


or reclassified any exceptional profit/loss item given as an example in the said explanatory announcement to recurrent profit/loss
□ Applicable √ Not applicable
No such cases in the Reporting Period.


II Total number of shareholders at the period-end and shareholdings of top ten shareholders

1. Numbers of common shareholders and preference shareholders with resumed voting rights as well as
shareholdings of top ten shareholders

                                                                                                                          Unit: share

                                                                       Total number of preference
Total number of common                61,070 (A-shareholders: 43,6 shareholders with resumed
                                                                                                                                     0
shareholders at the period-end                                    09) voting rights at the period-end
                                                                       (if any)

                                                Shareholdings of top ten shareholders

                                                                                  Number of             Pledged or frozen shares
       Name of          Nature of        Shareholding     Number of shares
                                                                              restricted shares
   shareholder         shareholder       percentage (%)         held                              Status of shares   Status of shares
                                                                                    held

Jingzhou
Sanonda            State-owned
                                                 20.15%        119,687,202
Holdings Co.,      corporation
Ltd.

ADAMA Celsius Foreign
                                                 10.60%         62,950,659
B.V.               corporation

State-Owned
Assets
                   On behalf of the
Administration                                    0.70%           4,169,266
                   government
Bureau of Qichun
County

                   Domestic
Xie Qingjun                                       0.64%           3,775,200
                   individual

Guotai Junan
                   Foreign
Securities (Hong                                  0.53%           3,121,599
                   corporation
Kong) Limited

                   Domestic
Shi Yun                                           0.47%           2,800,000
                   individual

China
Construction
Bank Co., Ltd.- Other                            0.37%           2,200,863
Rongtong
Leading Growth


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                                                            The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


Mixed Stock
Fund (LOF)

                   Domestic
Zhou Qiping                                       0.35%           2,063,245
                   individual

                   Domestic
Hu Chunwan                                        0.19%           1,103,128
                   individual

                   Domestic
Qian Tiaoyuan                                     0.18%           1,066,600
                   individual

                                        Shareholdings of top ten non-restricted shareholders

                                                                                                          Variety of shares
          Name of shareholder                   Number of non-restricted shares held
                                                                                                      Variety           Number

Jingzhou Sanonda Holdings Co.,                                                                   RMB common
                                                                                  119,687,202                            119,687,202
Ltd.                                                                                             shares

                                                                                                 Domestically
ADAMA Celsius B.V.                                                                  62,950,659 listed foreign             62,950,659
                                                                                                 shares

State-Owned Assets Administration                                                                RMB common
                                                                                     4,169,266                                4,169,266
Bureau of Qichun County                                                                          shares

                                                                                                 Domestically
Xie Qingjun                                                                          3,775,200 listed foreign                 3,775,200
                                                                                                 shares

                                                                                                 Domestically
Guotai Junan Securities (Hong
                                                                                     3,121,599 listed foreign                 3,121,599
Kong) Limited
                                                                                                 shares

                                                                                                 RMB common
Shi Yun                                                                              2,800,000                                2,800,000
                                                                                                 shares

China Construction Bank Co., Ltd.
                                                                                                 RMB common
-Rongtong Leading Growth Mixed                                                      2,200,863                                2,200,863
                                                                                                 shares
Stock Fund (LOF)

                                                                                                 RMB common
Zhou Qiping                                                                          2,063,245                                2,063,245
                                                                                                 shares

                                                                                                 Domestically
Hu Chunwan                                                                           1,103,128 listed foreign                 1,103,128
                                                                                                 shares

                                                                                                 RMB common
Qian Tiaoyuan                                                                        1,066,600                                1,066,600
                                                                                                 shares

                                       Jingzhou Sanonda Holdings Co., Ltd. and Celsius Property B.V. are related parties, and under
Related or acting-in-concert parties
                                       the same control of China National Chemical Agrochemical Corporation, and are
among the above shareholders
                                       acting-in-concert parties as prescribed in the Administrative Methods for Acquisition of



                                                                                                                                          5
                                                          The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


                                     Listed Companies. It is unknown whether the other shareholders are related parties or
                                     acting-in-concert parties as prescribed in the Administrative Methods for Acquisition of
                                     Listed Companies.

                                     1. The shareholder Shi Yun held 2,800,000 shares of the Company through credit collateral
                                     securities trading account and held 0 shares of the Company through common stock account
                                     that held 2,800,000 shares of the Company in total.
Top    ten     common    shareholders 2. The shareholder Zhou Qiping held 120,100 shares of the Company through credit collateral
conducting securities margin trading securities trading account and held 1,943,145 shares of the Company through common stock
(if any)                             account that held 2,063,245 shares of the Company in total.
                                     3. The shareholder Qian Tiaoyuan held 1,066,600 shares of the Company through credit
                                     collateral securities trading account and held 0 shares of the Company through common stock
                                     account that held 1,066,600 shares of the Company in total.

Did any of the top ten common shareholders or the top ten non-restricted common shareholders of the Company conduct any
promissory repo during the Reporting Period?
□ Yes √ No
No such cases in the Reporting Period.


2. Total number of preference shareholders and shareholdings of the top ten of them

□ Applicable √ Not applicable




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                                                              The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.




                                      Section III Significant Events

I Changes in the key financial results of this Reporting Period, as well as the reasons for such
changes

√ Applicable □ Not applicable

                                                  December 31,
                             March 31, 2017
                                                      2016
                              (RMB’0,000)
            Item                                  (RMB’0,000)         +/-%                       Main reason for change
                             (January-March       (January-March
                                  2017)               2016)

Notes receivable                          6,091               9,178       -33.64% More notes were used to pay for raw materials
Accounts receivable                   36,231                 20,861        73.68% The sales increased, with a longer credit term
Accounts paid in advance                  7,467               4,201        77.74% Prepayments for some raw materials increased
Deferred tax assets                       2,480               3,952       -37.25% Decrease in recognized deferred assets of deductible
                                                                                   loss
Short-term borrowings                 10,000                       0               New borrowings secured
Accounts received in                      4,706               3,267        44.07% Increased advances from customers
advance
Notes payable                                0                2,600      -100.00% Notes payable became due
Accounts payable                      22,274                 16,918        31.65% Increased payables for some materials
Payroll payable                           1,413               3,017       -53.15% Remuneration for last year was paid in this Reporting
                                                                                   Period
Interest payable                            47                     0               Interest payable on bank borrowings
Other accounts payable                    7,568              16,516       -54.18% Some security deposits were returned
Operating revenues                    65,583                 47,802        37.20% The sales volumes and prices of main products
                                                                                   increased
Administrative expenses                   2,475               3,261       -24.11% Decreased stand-by loss
Finance cost                               561                 799        -29.78% Decreased interest cost
Non-operating revenues                     108                1,215       -91.14% The same period of last year saw earnings from
                                                                                   disposal of land, while there were no such cases in this
                                                                                   Reporting Period
Corporate income tax                      1,828                178        928.82% Increased total profit
Net profit attributable to                5,872                802        632.42% Increased sales revenue and gross profit margin
owners of the Company


II Progress of significant events and analysis & explanations on their influence and solutions

√ Applicable □ Not applicable
During the Reporting Period, The 17th Meeting of the 7th Board of Directors of the Company considered and approved the related Bill,


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                                                                The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


the Report About Issuing Shares to Purchase Assets and Raise Matching Funds and Related Party TransactionTransaction(the Draft)
approved by The First Special Meeting of Shareholders in 2017. The Company disclosed that CSRC heard the application of this
significant assets restructuring on April 6, 2017, and this significant assets restructuring still needs to be approved by CSRC.


                                                                                               Disclosure   website    query    index    of
         Overview of significant event                        Disclosure date
                                                                                               temporary report

The Announcement About CSRC Heard
the Application Of This Significant Assets 04/06/2017                                          http://www.cninfo.com.cn
Restructuring

The Announcement About Resolution of
the First Special Meeting of Shareholders        03/28/2017                                    http://www.cninfo.com.cn
in 2017


III Commitments of the Company’s actual controller, shareholders, related parties and
acquirer, as well as the Company and other commitment makers, unfulfilled in this reporting
period

√ Applicable □ Inapplicable

                                                                                                  Time of
                       Commitment Commitment                                                                      Period of
   Commitment                                                        Contents                     making                        Fulfillment
                           maker             type                                                             commitment
                                                                                                commitment

Commitment        on
share reform

                                                       I. Commitments on avoiding
                                                       horizontal competition: 1. except for
                                                       the Company proposed conducting
                                                       transaction may lead to competition
                                                       in domestic trade with Shenzhen
                                                       NOPOSION Agrochemical Co., Ltd.
                                                                                                                               The
                                        Commitments disclosed in the B Shares Offer
                                                                                                                               commitments
                                        on the         Acquisition Report of Hubei
Commitment        in ADAMA                                                                                                     were being
                                        horizontal     Sanonda CO., Ltd. The Company
the       acquisition Celsius                                                                                                  carried out
                                        competition,   will take effective measures to avoid
report     or    the B.V.;ADAMA                                                                09/07/2013    2020-09-06        and the
                                        the related    the Company and its controlling
report on equity Agricultural                                                                                                  commitment
                                        transaction    subsidiaries engaged in the same or
changes                Solutions Ltd.                                                                                          makers abided
                                        and the capital similar business with Hubei
                                                                                                                               by the above
                                        occupation     Sanonda CO., Ltd. within the
                                                                                                                               commitments.
                                                       territory. 2. If the Company or its
                                                       controlling subsidiaries domestically
                                                       conduct related business which form
                                                       horizontal competition with Hubei
                                                       Sanonda CO., Ltd. in future
                                                       (including related business of the

                                                                                                                                              8
                                          The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


                                 Company proposed conducting
                                 transaction may lead to competition
                                 in domestic trade with Shenzhen
                                 NOPOSION Agrochemical Co., Ltd.
                                 disclosed in the B Shares Offer
                                 Acquisition Report of Hubei
                                 Sanonda CO., Ltd.) The Company
                                 will according to the securities laws
                                 and regulations and industry policy
                                 within 7 years or when the
                                 management think the condition is
                                 ripe to actively take steps, gradually
                                 eliminate the competition, the
                                 concrete measures including but not
                                 limited to the following one or
                                 more: fight for internal assets
                                 reconstruction, (including putting
                                 the business into Hubei Sanonda
                                 CO., Ltd. or operated through Hubei
                                 Sanonda CO., Ltd. ) to adjust the
                                 industrial plan and business
                                 structure, to transform technology
                                 and to upgrade products, to divide
                                 the market so as to make each
                                 corporation differ in the products
                                 and its ultimate users, thus to avoid
                                 and eliminate the current domestic
                                 horizontal competition between the
                                 Company’s controlling subsidiaries
                                 and Sanonda.

                                 II. Commitments on maintaining the
                                 Company’s operation independence
                                 and specify the related transaction:
                                                                                                    The
                 Commitments 1. After the complement of the
                                                                                                    commitments
                 on the          tender offer, Sanonda will continue
ADAMA                                                                                               were being
                 horizontal      to maintain complete purchase,
Celsius                                                                                             carried out
                 competition,    production and sales system, and to
B.V.;ADAMA                                                                09/07/2013   9999-12-31   and the
                 the related     gain the independent intellectual
Agricultural                                                                                        commitment
                 transaction     property. The Company and its
Solutions Ltd.                                                                                      makers abided
                 and the capital direct or indirect controlling
                                                                                                    by the above
                 occupation      shareholders and Sanonda of which
                                                                                                    commitments.
                                 the personnel, assets, finance,
                                 business and institutions will be
                                 completely separated, and at the


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                                      The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


                             same time maintain the operation
                             ability of Sanonda that
                             independently face to the China
                             agrochemical industry market. 2.
                             The Company will avoid and reduce
                             the related transactions with
                             Sanonda according to the
                             requirements stipulated by the laws,
                             regulations and other normative
                             documents; but for those related
                             transactions that are inevitable or
                             occur with reasonable cause, will
                             have to obey the just, fair and open
                             market principles. And to sign the
                             agreement according to the law and
                             to carry out legal program, and to
                             make sure not to harm the legal
                             interest of Sanonda and other
                             shareholders by related transaction
                             according to the Articles of
                             Association of Sanonda, the relevant
                             system about related transaction and
                             to conduct the duty of information
                             disclosure as well as the approval
                             process which stipulated by the
                             relevant regulations."

                             I. Commitments on avoiding
                             horizontal competition: 1. The
                             business of the   Company’s
                             subsidiaries-- Jiangsu Anpon
                             Electrochemical Co., Ltd., Anhui
                                                                                              The
              Commitments Petroleum Chemical Group Co.,
                                                                                              commitments
              on the         Ltd., Shangdong Dacheng
                                                                                              were being
China         horizontal     Agrochemical Co., Ltd. and Jiamusi
                                                                                              carried out
National      competition,   Heilong Agrochemicals Co., Ltd.,
                                                                    09/07/2013   2020-09-06   and the
Chemical      the related    and Hunan Haohua Chemical Co.,
                                                                                              commitment
Corporation   transaction    Ltd. and its subsidiary had the same
                                                                                              makers abided
              and the capital or similar situations with the main
                                                                                              by the above
              occupation     business of Sanonda, and aimed at
                                                                                              commitments.
                             the domestic horizontal competition,
                             the Company committed to
                             gradually eliminate such kind of
                             horizontal competition in the future
                             and to fight for the internal assets


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         The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


reconstruction, to adjust the
industrial plan and business
structure, to transform technology
and to upgrade products, to divide
the market so as to make each
corporation differ in the products
and its ultimate users according to
the securities laws and regulations
and industry policy within 7 years,
thus to eliminate the current
domestic horizontal competition
between the Company’s controlling
subsidiaries and Sanonda. 2.
Excepting the competition situation
disclosed in the offer acquisition
report, the Company take effective
measures to avoid the Company and
its controlling subsidiaries
( excepting Commitments
respectively made in acquisition
report by Celsius Property B.V. and
MAI )’ new increased business
engaged in the same or similar
business with Hubei Sanonda CO.,
Ltd. within the territory in future. 3.
If the Company or its controlling
subsidiaries (excepting
Commitments respectively made in
acquisition report by Celsius
Property B.V. and MAI)
domestically conduct related
business which form horizontal
competition with Hubei Sanonda
CO., Ltd. in future, the Company
will actively take steps, gradually
eliminate the competition, the
concrete measures including but not
limited to fight for internal assets
reconstruction, (including putting
the business into Hubei Sanonda
CO., Ltd. or operated through Hubei
Sanonda CO., Ltd.) to adjust the
industrial plan and business
structure, to transform technology


                                                                       11
                                      The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


                             and to upgrade products, to divide
                             the market so as to make each
                             corporation differ in the products
                             and its ultimate users, thus to avoid
                             and eliminate the current domestic
                             horizontal competition between the
                             Company’s controlling subsidiaries
                             and Sanonda.

                             II. Commitments on maintaining the
                             Company’s operation independence
                             and specify the related transaction:
                             1. After the complement of the
                             tender offer, Sanonda will continue
                             to maintain complete purchase,
                             production and sales system, and to
                             gain the independent intellectual
                             property. The Company and its
                             direct or indirect controlling
                             shareholders and Sanonda of which
                             the personnel, assets, finance,
                             business and institutions will be
                             completely separated, and at the
                                                                                               The
              Commitments same time maintain the operation
                                                                                               commitments
              on the         ability of Sanonda that
                                                                                               were being
China         horizontal     independently face to the China
                                                                                               carried out
National      competition,   agrochemical industry market. 2.
                                                                     09/07/2013   9999-12-31   and the
Chemical      the related    The Company will avoid and reduce
                                                                                               commitment
Corporation   transaction    the related transactions with
                                                                                               makers abided
              and the capital Sanonda according to the
                                                                                               by the above
              occupation     requirements stipulated by the laws,
                                                                                               commitments.
                             regulations and other normative
                             documents; but for those related
                             transactions that are inevitable or
                             occur with reasonable cause, will
                             have to obey the just, fair and open
                             market principles. And to sign the
                             agreement according to the law and
                             to carry out legal program, and to
                             make sure not to harm the legal
                             interest of Sanonda and other
                             shareholders by related transaction
                             according to the Articles of
                             Association of Sanonda, the relevant
                             system about related transaction and


                                                                                                             12
                                                            The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


                                                    to conduct the duty of information
                                                    disclosure as well as the approval
                                                    process which stipulated by the
                                                    relevant regulations.

Commitments
made at the time
of             assets
reorganization

Commitments
made in the initial
public offering or
refinancin

Commitment         on
equity incentive

Other
commitments
made to minority
shareholders

Executed      timely
                        Yes
or not?


IV Operating result forecast for January-June 2017

Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-beginning to the end of
the next reporting period according to prediction, as well as explanations on the reasons:
□Applicable √ Not applicable


V Securities investments

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


VI Investments in derivative financial instruments

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


VII Visits paid to the Company in the Reporting Period for purposes of research,
communication, interview, etc.

√ Applicable □ Not applicable

          Date of visit                  Way of visit                Type of visitor         Index to main inquiry information



                                                                                                                                 13
                                                            The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


                                                                                       How to attend site meeting of
02/06/2017                        Telephone communication   Individual
                                                                                       shareholders?

02/16/2017                        Telephone communication   Individual                 Whether approved by SASAC or not?

                                                                                       How to attend site meeting of
03/07/2017                        Telephone communication   Individual
                                                                                       shareholders?

03/08/2017                        Telephone communication   Individual                 Whether approved by SASAC or not?

                                                                                       How to attend site meeting of
03/17/2017                        Telephone communication   Individual
                                                                                       shareholders?

                                                                                       The related problems of supporting
03/30/2017                        Telephone communication   Individual
                                                                                       financing issuance and pricing?


VIII Illegal provision of guarantees for external parties

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


IX Occupation of the Company’s funds by the controlling shareholder or its related parties
for non-operating purposes

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




                                                                                                                            14
                                                The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.




                                    Section IV Financial Statements

I Financial statements

1. Consolidated balance sheet

Prepared by Hubei Sanonda CO., Ltd
                                               March 31, 2017
                                                                                                       Unit: RMB

                  Item                       Closing balance                        Opening balance

Current assets:

  Monetary funds                                          495,979,865.41                          547,270,064.75

  Settlement reserve

  Interbank lendings

  Financial assets at fair value through
profit/loss

  Derivative financial assets

  Notes receivable                                             60,906,692.20                       91,784,604.58

  Accounts receivable                                     362,314,105.20                          208,608,355.93

  Accounts paid in advance                                     74,672,123.11                       42,012,434.98

  Premiums receivable

  Reinsurance premiums receivable

  Receivable      reinsurance   contract
reserve

  Interest receivable

  Dividends receivable

  Other accounts receivable                                    10,842,053.65                       12,749,493.85

  Financial assets purchased under
agreements to resell

  Inventories                                              211,998,467.22                         173,640,807.03

  Assets held for sale

  Non-current assets due within one
year

  Other current assets                                         11,216,632.06                       15,518,223.25

Total current assets                                     1,227,929,938.85                       1,091,583,984.37

Non-current assets:

  Loans and advances to customers


                                                                                                              15
                                              The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


  Available-for-sale financial assets                    8,572,982.63                             8,572,982.63

  Held-to-maturity investments

  Long-term accounts receivable

  Long-term equity investments

  Investment property                                    4,643,970.84                             4,722,525.78

  Fixed assets                                        1,555,110,219.72                        1,604,373,212.55

  Construction in progress                              24,742,307.20                            21,225,256.37

  Engineering materials

  Disposal of fixed assets

  Productive living assets

  Oil-gas assets

  Intangible assets                                    206,549,618.17                           207,764,086.65

  R&D expenses

  Goodwill

  Long-term deferred expenses

  Deferred tax assets                                   24,799,247.45                            39,518,542.98

  Other non-current assets                               7,823,207.46                             7,123,207.46

Total non-current assets                              1,832,241,553.47                        1,893,299,814.42

Total assets                                          3,060,171,492.32                        2,984,883,798.79

Current liabilities:

  Short-term borrowings                                100,000,000.00                                     0.00

  Borrowings from the Central Bank

  Money        deposits    accepted     and
inter-bank deposits

  Interbank borrowings

  Financial liabilities at fair value
through profit/loss

  Derivative financial liabilities

  Notes payable                                                  0.00                            26,000,000.00

  Accounts payable                                     222,737,155.86                           169,182,510.04

  Accounts received in advance                          47,061,335.91                            32,665,597.65

  Financial assets sold for repurchase

  Fees and commissions payable

  Payroll payable                                       14,134,776.12                            30,169,378.08

  Taxes payable                                         30,969,353.82                            18,472,322.61



                                                                                                            16
                                               The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


  Interest payable                                          473,062.50

  Dividends payable                                         250,000.00                              250,000.00

  Other accounts payable                                 75,679,763.81                           165,158,645.93

  Reinsurance premiums payable

  Insurance contract reserve

  Payables     for     acting   trading   of
securities
  Payables for acting underwriting of
securities

  Liabilities held for sale

  Non-current liabilities due within one
                                                        139,090,000.00                           147,000,000.00
year

  Other current liabilities

Total current liabilities                               630,395,448.02                           588,898,454.31

Non-current liabilities:

  Long-term borrowings                                  172,000,000.00                           196,590,000.00

  Bonds payable

       Of which: Preference shares

                    Perpetual bonds

  Long-term accounts payable

  Long-term payroll payable

  Special payables

  Provisions

  Deferred income                                        21,566,087.51                            22,566,887.73

  Deferred tax liabilities

  Other non-current liabilities                         171,770,450.00                           171,770,450.00

Total non-current liabilities                           365,336,537.51                           390,927,337.73

Total liabilities                                       995,731,985.53                           979,825,792.04

Owners’ equity:

  Share capital                                         593,923,220.00                           593,923,220.00

  Other equity instruments

       Of which: Preference shares

                    Perpetual bonds

  Capital reserve                                       263,063,461.97                           263,063,461.97

  Less: Treasury shares




                                                                                                             17
                                                            The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


  Other comprehensive income

  Special reserve                                                         20,527,308.40                             19,862,463.34

  Surplus reserve                                                     190,699,248.11                               190,699,248.11

  Provisions for general risks

  Retained earnings                                                   996,226,268.31                              937,509,613.33

Equity attributable to owners of the
                                                                     2,064,439,506.79                            2,005,058,006.75
Company

  Minority interests

Total owners’ equity                                                2,064,439,506.79                            2,005,058,006.75

Total liabilities and owners’ equity                                3,060,171,492.32                            2,984,883,798.79


Legal representative: An Liru       Accounting head for this Report: Liu Anping       Head of the accounting department: Tu Zhiwen

2. Balance sheet of the Company
                                                                                                                        Unit: RMB

                    Item                                Closing balance                             Opening balance

Current assets:

  Monetary funds                                                          68,834,646.00                           257,540,892.07

  Financial assets at fair value through
profit/loss

  Derivative financial assets

  Notes receivable                                                        57,406,692.20                             88,457,302.58

  Accounts receivable                                                 836,852,785.38                               611,495,344.80

  Accounts paid in advance                                                66,019,759.88                             35,684,527.41

  Interest receivable

  Dividends receivable

  Other accounts receivable                                                 839,790.73                                3,082,682.97

  Inventories                                                         203,613,905.88                              168,497,335.12

  Assets held for sale

  Non-current assets due within one
year

  Other current assets                                                     3,420,194.16                               5,738,347.99

Total current assets                                                 1,236,987,774.23                            1,170,496,432.94

Non-current assets:

  Available-for-sale financial assets                                      8,572,982.63                               8,572,982.63

  Held-to-maturity investments

  Long-term accounts receivable


                                                                                                                                18
                                           The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


  Long-term equity investments                       55,526,635.41                            55,526,635.41

  Investment property                                 4,643,970.84                             4,722,525.78

  Fixed assets                                     1,430,520,239.66                        1,475,229,079.55

  Construction in progress                           24,742,307.20                            21,225,256.37

  Engineering materials

  Disposal of fixed assets

  Productive living assets

  Oil-gas assets

  Intangible assets                                 195,148,079.95                           196,093,173.33

  R&D expenses

  Goodwill

  Long-term deferred expenses

  Deferred tax assets                                21,013,323.74                            36,980,749.19

  Other non-current assets                            7,823,207.46                             7,123,207.46

Total non-current assets                           1,747,990,746.89                        1,805,473,609.72

Total assets                                       2,984,978,521.12                        2,975,970,042.66

Current liabilities:

  Short-term borrowings                              50,000,000.00                                     0.00

  Financial liabilities at fair value
through profit/loss

  Derivative financial liabilities

  Notes payable                                               0.00                            26,000,000.00

  Accounts payable                                  215,153,395.71                           162,150,878.66

  Accounts received in advance                       29,432,640.00                            26,358,193.29

  Payroll payable                                    12,046,990.79                            26,352,607.70

  Taxes payable                                      22,319,353.49                            10,661,550.02

  Interest payable

  Dividends payable                                     250,000.00                              250,000.00

  Other accounts payable                             82,476,082.45                           172,324,381.38

  Liabilities held for sale

  Non-current liabilities due within one
                                                    139,090,000.00                           147,000,000.00
year

  Other current liabilities

Total current liabilities                           550,768,462.44                           571,097,611.05

Non-current liabilities:



                                                                                                         19
                                            The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


  Long-term borrowings                                172,000,000.00                          196,590,000.00

  Bonds payable

     Of which: Preference shares

                    Perpetual bonds

  Long-term payables

  Long-term payroll payable

  Special payables

  Provisions

  Deferred income                                      15,911,920.81                           16,666,887.70

  Deferred tax liabilities

  Other non-current liabilities                       171,770,450.00                          171,770,450.00

Total non-current liabilities                         359,682,370.81                          385,027,337.70

Total liabilities                                     910,450,833.25                          956,124,948.75

Owners’ equity:

  Share capital                                       593,923,220.00                          593,923,220.00

  Other equity instruments

     Of which: Preference shares

                    Perpetual bonds

  Capital reserve                                     263,799,837.18                          263,799,837.18

  Less: Treasury shares

  Other comprehensive income

  Special reserve                                      15,558,196.09                           14,893,351.03

  Surplus reserve                                     190,699,248.11                          190,699,248.11

  Retained earnings                                 1,010,547,186.49                          956,529,437.59

Total owners’ equity                               2,074,527,687.87                        2,019,845,093.91

Total liabilities and owners’ equity               2,984,978,521.12                        2,975,970,042.66

3. Consolidated income statement
                                                                                                   Unit: RMB

                      Item              January-March 2017                    January-March 2016

1. Operating revenues                                 655,834,605.42                          478,019,086.56

Including: Sales income                               655,834,605.42                          478,019,086.56

        Interest income

        Premium income

        Fee and commission income



                                                                                                          20
                                                The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


2. Operating costs                                        579,241,367.49                          480,377,985.57

Including: Cost of sales                                  514,927,185.59                          407,955,838.07

        Interest expenses

        Fee and commission expenses

        Surrenders

        Net claims paid

        Net amount provided as insurance
contract reserve

        Expenditure on policy dividends

        Reinsurance premium

        Taxes and surtaxes                                  3,919,421.72                            3,827,800.30

        Selling expenses                                   21,024,998.60                           18,898,154.60

        Administrative expenses                            24,748,991.15                           32,610,160.74

        Finance costs                                       5,611,869.64                            7,992,233.70

        Asset impairment loss                               9,008,900.79                            9,093,798.16

Add: Profit on fair value changes (“-”
means loss)

      Investment income (“-” means loss)

      Including: Share of profit/loss of
associates and joint ventures

      Exchange gains (“-” means loss)

3. Operating profit (“-” means loss)                     76,593,237.93                           -2,358,899.01

      Add: Non-operating income                             1,076,700.22                           12,152,099.96

        Including: Profit on disposal of
                                                                                                   10,198,549.74
non-current assets

      Less: Non-operating expense                            677,405.02

        Including: Loss on disposal of
                                                               10,064.02
non-current assets

4. Total profit (“-” means loss)                         76,992,533.13                            9,793,200.95

      Less: Corporate income tax                           18,275,878.15                            1,776,395.14

5. Net profit (“-” means loss)                           58,716,654.98                            8,016,805.81

      Net profit attributable to owners of
                                                           58,716,654.98                            8,016,805.81
the Company

      Minority interests’ income

6. Other comprehensive income net of tax

      Other comprehensive income net of
tax   attributable   to    owners    of   the



                                                                                                              21
                                                                      The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


Company
          6.1 Other comprehensive income
that     will   not     be      reclassified      into
profit/loss
            6.1.1 Changes in net liabilities
or assets with a defined benefit plan upon
re-measurement
            6.1.2        Share        of         other
comprehensive income of investees that
cannot be reclassified into profit/loss
under the equity method
          6.2 Other comprehensive income
to be subsequently reclassified into
profit/loss
            6.2.1        Share        of         other
comprehensive income of investees that
will be reclassified into profit/loss under
the equity method
            6.2.2 Profit/loss on fair value
changes of available-for-sale financial
assets
            6.2.3             Profit/loss          on
reclassifying                    held-to-maturity
investments           into      available-for-sale
financial assets
            6.2.4 Effective profit/loss on
cash flow hedges
            6.2.5       Currency       translation
differences

            6.2.6 Other

       Other comprehensive income net of
tax attributable to minority interests

7. Total comprehensive income                                                     58,716,654.98                           8,016,805.81

       Attributable      to     owners      of     the
                                                                                  58,716,654.98                           8,016,805.81
Company

       Attributable to minority interests

8. Earnings per share

       8.1 Basic earnings per share                                                      0.0989                                0.0135

       8.2 Diluted earnings per share                                                    0.0989                                0.0135

Where business mergers under the same control occurred in this Reporting Period, the net profit achieved by the merged parties
before the business mergers was RMB                  , with the corresponding amount for the last period being RMB   .




                                                                                                                                    22
                                                             The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


Legal representative: An Liru        Accounting head for this Report: Liu Anping     Head of the accounting department: Tu Zhiwen

4. Income statement of the Company
                                                                                                                       Unit: RMB

                    Item                               January-March 2017                        January-March 2016

1. Operating revenues                                                  644,151,697.56                            485,727,795.98

  Less: Operating costs                                                516,459,376.64                            418,136,181.91

        Taxes and surtaxes                                                3,769,774.35                              3,803,996.78

        Selling expenses                                                 20,167,698.93                             16,872,467.34

        Administrative expenses                                          23,587,173.92                             31,004,921.58

        Finance costs                                                     4,257,754.14                              7,625,098.99

        Asset impairment loss                                             3,760,053.27                              4,759,941.43

  Add: profit on fair value changes (“-”
means loss)
        Investment income (“-” means
loss)
        Including: Share of profit/loss of
associates and joint ventures

2. Operating profit (“-” means loss)                                   72,149,866.31                              3,525,187.95

  Add: Non-operating income                                                 830,866.89                              1,509,784.98

        Including: Profit on disposal of
                                                                                                                        7,068.09
non-current assets

  Less: Non-operating expense                                               677,405.02

        Including: Loss on disposal of
                                                                             10,064.02
non-current assets

3. Total profit (“-” means loss)                                       72,303,328.18                              5,034,972.93

  Less: Corporate income tax                                             18,285,579.28                              1,717,007.60

4. Net profit (“-” means loss)                                         54,017,748.90                              3,317,965.33

5. Other comprehensive income net of
tax
  5.1 Other comprehensive income that
will not be reclassified into profit and
loss
        5.1.1 Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement
        5.1.2     Share         of    other
comprehensive income of investees that
cannot be reclassified into profit/loss
under the equity method


                                                                                                                               23
                                                             The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


     5.2 Other comprehensive income to
be      subsequently       reclassified         into
profit/loss
       5.2.1       Share           of          other
comprehensive income of investees that
will be reclassified into profit/loss
under the equity method
       5.2.2 Profit/loss on fair value
changes of available-for-sale financial
assets
       5.2.3 Profit/loss on reclassifying
held-to-maturity          investments           into
available-for-sale financial assets
       5.2.4 Effective profit/loss on cash
flow hedges
       5.2.5       Currency             translation
differences

       5.2.6 Other

6. Total comprehensive income                                          54,017,748.90                             3,317,965.33

7. Earnings per share

      7.1 Basic earnings per share

      7.2 Diluted earnings per share

5. Consolidated cash flow statement
                                                                                                                    Unit: RMB

                     Item                              January-March 2017                      January-March 2016

1. Cash flows from operating activities:

     Cash      received     from        sale     of
                                                                     340,551,773.37                            253,177,379.60
commodities and rendering of service
     Net increase in money deposits from
customers and interbank placements
     Net increase in loans from the
Central Bank
     Net increase in funds borrowed from
other financial institutions
     Cash received from premium of
original insurance contracts
     Net cash received from reinsurance
business
     Net increase in deposits of policy
holders and investment fund

     Net increase in disposal of financial


                                                                                                                           24
                                                  The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


assets at fair value through profit/loss
  Interest,     fees      and     commissions
received

  Net increase in interbank borrowings

  Net increase in funds in repurchase
business

  Tax refunds received                                      9,503,697.27                              9,056,211.09

  Cash received from other operating
                                                            1,153,797.83                              4,769,459.30
activities
Subtotal of cash inflows from operating
                                                          351,209,268.47                            267,003,049.99
activities

  Cash paid for goods and services                        245,434,309.50                            177,887,983.97

  Net increase in loans and advances
to customers
  Net increase in funds deposited in
the   Central       Bank        and   interbank
placements
  Cash paid for claims of original
insurance contracts

  Interest, fees and commissions paid

  Cash paid as policy dividends

  Cash paid to and for employees                           54,168,020.42                             58,831,581.22

  Taxes paid                                                9,928,881.41                             24,075,079.68

  Cash       paid   for    other      operating
                                                           34,569,465.91                             20,946,190.12
activities
Subtotal of cash outflows due to
                                                          344,100,677.24                            281,740,834.99
operating activities
Net    cash     flows      from       operating
                                                            7,108,591.23                            -14,737,785.00
activities

2. Cash flows from investing activities:

  Cash received from retraction of
investments

  Cash received as investment income

  Net cash received from disposal of
fixed assets, intangible assets and other                                                             4,006,000.00
long-term assets
  Net cash received from disposal of
subsidiaries or other business units
      Cash      received         from     other
investing activities

Subtotal of cash inflows from investing                                                               4,006,000.00


                                                                                                                25
                                                 The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


activities
  Cash paid to acquire fixed assets,
intangible assets and other long-term                     20,822,151.56                             21,547,554.62
assets

  Cash paid for investment

  Net increase in pledged loans

  Net cash paid to acquire subsidiaries
and other business units
       Cash paid for other investing
activities
Subtotal of cash outflows due to
                                                          20,822,151.56                             21,547,554.62
investing activities

Net cash flows from investing activities                  -20,822,151.56                           -17,541,554.62

3. Cash flows from financing activities:

      Cash      received    from       capital
contributions
      Including:   Cash     received    from
minority shareholder investments by
subsidiaries

      Cash received as borrowings                        100,000,000.00

      Cash received from issuance of
bonds
      Cash received from other financing
                                                           7,800,000.00                            120,000,000.00
activities
Subtotal of cash inflows from financing
                                                         107,800,000.00                            120,000,000.00
activities

      Repayment of borrowings                             32,500,000.00                             53,500,000.00

      Cash paid for interest expenses and
                                                           4,223,818.75                              7,785,627.02
distribution of dividends or profit
       Including: dividends or profit paid
by subsidiaries to minority interests
      Cash paid for other financing
                                                         100,000,000.00                              3,000,000.00
activities
Sub-total of cash outflows due to
                                                         136,723,818.75                             64,285,627.02
financing activities
Net      cash    flows     from    financing
                                                          -28,923,818.75                            55,714,372.98
activities
4. Effect of foreign exchange rate
                                                            -852,820.26                               -266,580.85
changes on cash and cash equivalents
5. Net increase in cash and cash
                                                          -43,490,199.34                            23,168,452.51
equivalents

       Add: Opening balance of cash and                  539,470,064.75                            406,098,208.72


                                                                                                               26
                                                     The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


cash equivalents
6. Closing balance of cash and cash
                                                             495,979,865.41                            429,266,661.23
equivalents

6. Cash flow statement of the Company
                                                                                                             Unit: RMB

                    Item                       January-March 2017                      January-March 2016

1. Cash flows from operating activities:

  Cash       received      from    sale   of
                                                             246,068,601.71                            203,352,397.42
commodities and rendering of service

  Tax refunds received                                         2,883,660.70                                 168,260.60

  Cash received from other operating
                                                               1,061,822.70                              5,958,928.42
activities
Subtotal of cash inflows from operating
                                                             250,014,085.11                            209,479,586.44
activities

  Cash paid for goods and services                           237,938,443.93                            174,517,489.32

  Cash paid to and for employees                              51,440,828.65                             57,326,632.82

  Taxes paid                                                   8,768,295.59                             20,658,112.94

  Cash       paid   for    other   operating
                                                              33,027,394.56                             18,041,796.70
activities
Subtotal of cash outflows due to
                                                             331,174,962.73                            270,544,031.78
operating activities
Net      cash   flows      from    operating
                                                              -81,160,877.62                           -61,064,445.34
activities

2. Cash flows from investing activities:

  Cash received from retraction of
investments

  Cash received as investment income

  Net cash received from disposal of
fixed assets, intangible assets and other                                                                   206,000.00
long-term assets
  Net cash received from disposal of
subsidiaries or other business units
  Cash received from other investing
activities
Subtotal of cash inflows from investing
                                                                                                            206,000.00
activities
  Cash paid to acquire fixed assets,
intangible assets and other long-term                         20,822,151.56                             20,834,931.62
assets

  Cash paid for investment



                                                                                                                    27
                                              The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


   Net cash paid to acquire subsidiaries
and other business units
   Cash      paid   for   other   investing
activities
Subtotal of cash outflows due to
                                                       20,822,151.56                             20,834,931.62
investing activities

Net cash flows from investing activities               -20,822,151.56                           -20,628,931.62

3. Cash flows from financing activities:

      Cash     received    from     capital
contributions

      Cash received as borrowings                      50,000,000.00                                      0.00

      Cash received from issuance of
bonds
      Cash received from other financing
                                                        7,800,000.00                            120,000,000.00
activities
Subtotal of cash inflows from financing
                                                       57,800,000.00                            120,000,000.00
activities

      Repayment of borrowings                          32,500,000.00                             53,500,000.00

      Cash paid for interest expenses and
                                                        4,223,818.75                              7,785,627.02
distribution of dividends or profit
      Cash paid for other financing
                                                      100,000,000.00                              3,000,000.00
activities
Sub-total of cash outflows due to
                                                      136,723,818.75                             64,285,627.02
financing activities
Net     cash    flows     from    financing
                                                       -78,923,818.75                            55,714,372.98
activities
4. Effect of foreign exchange rate
                                                              601.86                                 -2,281.77
changes on cash and cash equivalents
5. Net increase in cash and cash
                                                     -180,906,246.07                            -25,981,285.75
equivalents
       Add: Opening balance of cash and
                                                      249,740,892.07                            378,450,204.94
cash equivalents
6. Closing balance of cash and cash
                                                       68,834,646.00                            352,468,919.19
equivalents


II Auditor’s report

Is this Report audited?

□ Yes √ No
This Report is not audited.




                                                                                                            28
The Report for the First Quarter of 2017—Hubei Sanonda Co., Ltd.


               Hubei Sanonda Co., Ltd.
             Legal representative: An Liru
                     April 25, 2017




                                                              29