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公司公告

苏常柴B:2011年半年度报告摘要(英文版)2011-08-17  

						Short Form of the Stock: Su Changchai A, Su Changchai B       Stock Code: 000570, 200570        Announcement No.:
2011-010



                           CHANGCHAI COMPANY, LIMITED

              SUMMARY OF THE SEMI-ANNUAL REPORT 2011


§1. Important Notice
1.1 The Board of Directors, the Supervisory Committee as well as Directors, Supervisors and
Senior Executives of Changchai Company, Limited (hereinafter referred to as “the
Company”) warrant that this report does not contain any false or misleading statements or
omit any material facts and shall take individual and joint responsibility for the factuality,
accuracy and completeness of the contents of this report.
The Summary of the Semi-Annual Report 2011 is abstracted from the full text of the
Semi-annual Report 2011, which is published on the internet website http://www.cninfo.com.cn
in the mean time. The investors are suggested to read the full text to understand more details.
1.2 No directors, supervisors or senior executives have declared uncertainty or disagreement
about the truthfulness, accuracy and completeness of this report.
1.3 All directors of the Company attended the Board meeting.
1.4 The financial statements for the first half of 2011 have not been audited.
1.5 Mr. Xue Guojun, company principal, Mr. He Jianguang, head of the accounting work,
and Mr. Jiang He, head of the accounting department (chief of accounting) hereby confirm
that the financial statements enclosed in this report is true and complete.
English Translation for Reference Only. Should there be any discrepancy between the two
versions, the Chinese version shall prevail.

§2 Company Profile
2.1 Basic information
 Short form of the stock   Su Changchai A, Su Changchai B
       Stock code          000570, 200570
     Stock exchange        Shenzhen Stock Exchange
                                      Company Secretary                Securities Affairs Representative
           Name            Shi Jianchun                           He Jianjiang
                           No. 123, Huaide Middle Road, Changzhou, No. 123, Huaide Middle Road, Changzhou,
    Contact address
                           Jiangsu                                Jiangsu
            Tel.           (86)519-86610041                     (86)519-68683155
            Fax            (86)519-86630954                     (86)519-86630954

           E-mail          ccsjc@changchai.com                    cchjj@changchai.com


2.2 Financial highlights
2.2.1 Major accounting data and financial indices
                                                                                                            Unit: RMB Yuan
                                                                                                                       Increase/decrease of
                                                                                                                          the end of this
                                                               At the end of this         At the period-end of           reporting period
                                                                reporting period                last year              compared with the
                                                                                                                      period-end of last year
                                                                                                                               (%)

                        Total assets                              3,127,516,355.37             3,422,525,753.79                          -8.62

 Owners’ equity attributable to shareholders of the listed
                                                                  1,903,261,218.34             2,078,644,128.64                          -8.44
                         company

                       Share capital                                561,374,326.00                561,374,326.00                            0.00

  Net assets per share attributable to shareholders of the
                                                                                  3.39                         3.70                      -8.38
               listed company (Yuan/share)
                                                                                                                          Year-on-year
                                                              The reporting period       The same period of last
                                                                                                                        increase/decrease
                                                                  (Jan. -Jun.)                     year
                                                                                                                               (%)

                  Total operating income                          1,702,548,109.24             1,486,675,455.65                         14.52

                     Operating profit                                40,931,592.25                 74,247,231.87                       -44.87

                        Total profit                                 47,558,149.99                 76,052,323.60                       -37.47

    Net profit attributable to shareholders of the listed
                                                                     37,156,614.70                 62,560,326.88                       -40.61
                         company
    Net profit attributable to shareholders of the listed
                                                                     31,604,115.97                 60,930,569.42                       -48.13
 company after deducting non-recurring gains and losses

                 Basic EPS (Yuan/share)                                           0.07                         0.11                    -36.36

                Diluted EPS (Yuan/share)                                          0.07                         0.11                    -36.36
                                                                                                                      Down by 160 basic
                         ROE (%)                                                 1.87%                      3.47%
                                                                                                                                       points

         Net cash flows from operating activities                   -48,652,001.52                 73,577,854.63                         ——

    Net cash flows per share from operating activities
                                                                                 -0.09                         0.13                      ——
                       (Yuan/share)
2.2.2 Items of non-recurring gains and losses
√Applicable           □Inapplicable
                                                                                                            Unit: RMB Yuan
                            Item                                                  Amount                     Notes (if applicable)

                                                                                                    Including: a net income of RMB

 Gains and losses from non-current asset disposal                                   140,834.57      140,834.57        from     fixed    asset

                                                                                                    disposal

 Government subsidies recognized into current gains and losses                     5,922,000.00
      (excluding those subsidies which are closely related to the

      Company’s business and are enjoyed at fixed amounts or proportions

      according to unified state standards)

      Gains and losses from fair value changes in transactional financial                                     Including: an income of RMB

      assets and liabilities, and investment incomes from disposing                                           -66,665.37 from fair value changes

      transactional financial assets and liabilities and financial assets                      -66,665.37     of transactional financial assets held

      available for sale, excluding the effective hedging business related to                                 by the Company

      the normal operation of the Company

      Other non-operating incomes and expenses besides the items above                         563,723.17

      Effect on income tax                                                                    -992,126.39

      Effect on minority interests (after tax)                                                 -15,267.25

                                        Total                                                5,552,498.73

    2.2.3 Difference between PRC GAAP and IFRS
    √Applicable           □Inapplicable
                                                                                                                   Unit: RMB Yuan
                                                     PRC GAAP                                                         IFRS

             Net profit                                                    37,156,614.70                                               37,156,614.70


             Net assets                                                  1,903,261,218.34                                           1,903,261,218.34

       Explanation on
                           No difference
             difference




    §3 Changes in Share Capital and Particulars about Shareholders
    3.1 Statement on changes in shares
    □Applicable            √Inapplicable
    3.2 Shares held by the top ten shareholders and the top ten shareholders of tradable shares
                                                                                       Unit: Share
Total number of shareholders                                                                                                              100,329
Particulars about shares held by the top ten shareholders
                                                         Nature of        Proportion in     Total number of Shares subject to Shares pledged
              Name of shareholder
                                                    shareholders          total shares        shares held     moratorium held        or frozen
1. State-owned Assets Supervision and
                                                 On behalf of the
Administration Commission of Changzhou                                           30.02%        168,497,736                     0      28,068,716
                                                 state
Municipal Government
                                                 Domestic      natural
2. Xu Jing                                                                        0.18%           1,007,263                    0                 0
                                                 person
3. ICBC - Yinhua Harmonious Theme Domestic                       legal
                                                                                  0.18%           1,000,000                    0                 0
Dynamic Asset Allocation Mixed Type person
Fund
                                               Domestic   natural
4. Li Tao                                                                   0.15%             838,391                  0                 0
                                               person
                                               Foreign      legal
5. Sinoauto Company, Ltd.                                                   0.15%             820,000                  0                 0
                                               person
                                               Domestic   natural
6. Ma Zeqi                                                                  0.13%             712,500                  0                 0
                                               person
7. Guosen Securities Co., Ltd. - Guarantee Domestic         legal
                                                                            0.12%             656,600                  0                 0
Account for Customer Credit Transaction        person
                                               Domestic   natural
8. Liu Guosheng                                                             0.11%             591,400                  0                 0
                                               person
                                               Domestic   natural
9. Zhu Shuanglian                                                           0.10%             585,715                  0                 0
                                               person
                                               Domestic   natural
10. Xu Meixia                                                               0.10%             565,950                  0                 0
                                               person
Particulars about shares held by the top ten shareholders not subject to trading moratorium
                                                                            Number of shares not subject to
                          Name of shareholders                              trading moratorium held by the           Type of shares
                                                                                      shareholder
1. State-owned Assets Supervision and Administration Commission of
                                                                                                168,497,736 Renminbi ordinary shares
Changzhou Municipal Government
2. Xu Jing                                                                                          1,007,263 Renminbi ordinary shares
3. ICBC - Yinhua Harmonious Theme Dynamic Asset Allocation Mixed
                                                                                                    1,000,000 Renminbi ordinary shares
Type Fund
                                                                                                               Domestically listed foreign
4. Li Tao                                                                                            838,391
                                                                                                                           shares
                                                                                                               Domestically listed foreign
5. Sinoauto Company, Ltd.                                                                            820,000
                                                                                                                           shares
                                                                                                               Domestically listed foreign
6. Ma Zeqi                                                                                           712,500
                                                                                                                           shares
7. Guosen Securities Co., Ltd. - Guarantee Account for Customer Credit
                                                                                                     656,600 Renminbi ordinary shares
Transaction
                                                                                                               Domestically listed foreign
8. Liu Guosheng                                                                                      591,400
                                                                                                                           shares
9. Zhu Shuanglian                                                                                    585,715 Renminbi ordinary shares
10. Xu Meixia                                                                                        565,950 Renminbi ordinary shares
                                               It is unknown whether there was any associated relationship among the top ten tradable
Explanation on associated relationship and
                                               shareholders and among the top ten shareholders not subject to moratorium, or whether
action-in-concert   among    the   top   ten
                                               there is any action-in-concert among them as described by Measures for the Administrative
shareholders
                                               of Disclosure of Shareholder Equity Changes.


    3.3 Change of the controlling shareholder and actual controller of the Company
    □Applicable           √Inapplicable
    §4 Particulars about Directors, Supervisors and Senior Executives
    4.1 Particulars about changes in shares held by directors, supervisors and senior executives
    □Applicable            √Inapplicable
    The number of stock options and restricted shares of the Company held by directors,
    supervisors and senior executives:
    □Applicable            √Inapplicable


    §5 Report of the Board of Directors
    5.1 Main business lines classified according to industries or products
                                                           Unit: RMB Ten thousand
                                      Main business lines classified according to industries
                                                                             Increase or          Increase or         Increase or
                                                               Gross
                                   Operating     Operating                   decrease of          decrease of      decrease of gross
   Industries or products                                    profit rate
                                    income          cost                   operating income      operating cost       profit rate
                                                                (%)
                                                                           year-on-year (%) year-on-year (%) year-on-year (%)

Diesels engines and fittings         170,254.81 156,375.40         8.16               15.57                22.11               -4.92

                                       Main business lines classified according to products

Diesels engines and fittings         170,254.81 156,375.40         8.16               15.57                22.11               -4.92

    Of which: Related-party transactions arising from the Company’s selling products and
    providing services to the controlling shareholder and its subsidiaries valued RMB 0.00 in
    total for the reporting period.

    5.2 Main business lines classified according to areas
                                                        Unit: RMB Ten thousand
                         Area                                Operating income                 Year-on-year increase/decrease (%)
                      East China                                                74,857.68                                     15.10
                   Northeast China                                               7,236.88                                    -11.93
                  Southwest China                                               13,760.70                                     -9.86
                    Central China                                               20,813.12                                     26.45
                     North China                                                 9,879.69                                     18.88
                  Northwest China                                                5,261.17                                     14.83
                     South China                                                14,199.06                                     34.56
                        Export                                                  12,647.09                                     33.69


    5.3 Reasons for significant changes in main operations and its structure
    □Applicable          √Inapplicable
    5.4 Explanation on reasons for significant changes in profitability (gross profit ratio) of main
    operations than that in the last year
    √Applicable          □Inapplicable
    Affected by the price rise of raw and auxiliary materials and other elements, the gross profit
    rate dropped from 13.08% in the same period of last year to 8.16% in the reporting period.
5.5 Analysis to reasons for significant changes in profit breakdown compared with the
previous year
□Applicable          √Inapplicable
5.6 Utilization of the raised proceeds
5.6.1 Utilization of the raised proceeds
□Applicable          √Inapplicable
5.6.2 Change of projects invested with raised proceeds
□Applicable          √Inapplicable
5.7 Business plan revised by the Board of Directors for the second half of the year
□Applicable          √Inapplicable
5.8 Estimation on accumulative net profit from the beginning of the year to the end of the
next reporting period to be loss probably or the warning of its significant change compared
with the corresponding period of the last year, as well as explanation on reasons
□Applicable          √Inapplicable
5.9 Explanation of the Management Team on “Non-standard Auditors’ Opinion” from the
Certified Public Accountants for the reporting period
□Applicable          √Inapplicable
5.10 Explanation of the Board of Directors on changes and solutions of the issues involved in
“Non-standard Auditors’ Opinion” from the Certified Public Accountants in the last year
□Applicable          √Inapplicable

§6 Significant Events
6.1 Acquisition, sale and reorganization of assets
6.1.1 Assets acquired
□Applicable          √Inapplicable
6.1.2 Assets sold
□Applicable         √Inapplicable
6.1.3 Progress of these events and its influence on the operating results and financial status in
the reporting period after the report on assets restructure or public notice on acquisition and
sales of assets being published
□Applicable          √Inapplicable

6.2 Guarantees
√Applicable              □Inapplicable
                                                                                    Unit: RMB Ten thousand
                                External guarantees of the Company (excluding those for subsidiaries)
                Disclosure
                 date and
                                                 Date of
                 number of                                                                                          Guarantee for a
                                                occurrence       Actual                                 Execution
  Guaranteed        the          Amount of                                     Type of      Term of                 related party or
                                                 (date of      amount of                                completed
     party     announceme        guarantee                                    guarantee     guarantee                 not (Yes or
                                                 signing       guarantee                                 or not
               nt in relation                                                                                            No)
                                                agreement)
                   to the
                 guarantee
                            amount
Total external guarantee amount                                                Total actual external guarantee
approved in the reporting period                                        0.00 amount in the reporting period                                   0.00
(A1)                                                                           (A2)
Total external guarantee amount
                                                                               Total actual external guarantee
approved        by   the     period-end                                 0.00                                                                  0.00
                                                                               balance at the period-end (A4)
(A3)
                                              Guarantees provided by the Company for its subsidiaries
                       Disclosure
                           date and
                       number of                         Date of
                                                                                                                                   Guarantee for a
                              the                      occurrence           Actual                                     Execution
  Guaranteed                              Amount of                                        Type of        Term of                  related party or
                      announceme                         (date of         amount of                                    completed
        party                             guarantee                                       guarantee      guarantee                   not (Yes or
                      nt in relation                     signing          guarantee                                     or not
                                                                                                                                        No)
                            to the                     agreement)
                           guarantee
                            amount
Changchai
Benniu Diesel
                              -          2,200.00    22 Mar. 2011        2,200.00         Credit             1 year      No             No
Engine Fittings
Co., Ltd.
Total amount of guarantees for                                                 Total    actual      amount       of
subsidiaries approved in the                                        2,200.00 guarantees for subsidiaries in the                          2,200.00
reporting period (B1)                                                          reporting period (B2)
Total amount of guarantees for                                                 Total    actual      balance      of
subsidiaries approved by the                                        2,200.00 guarantees for subsidiaries at the                          2,200.00
period-end (B3)                                                                period-end (B4)
                            Total guarantee amount of the Company (combination of the two kinds of guarantees above)
       Total guarantee amount
                                                                               Total actual guarantee amount in
approved in the reporting period                                    2,200.00                                                             2,200.00
                                                                                the reporting period (A2+B2)
                (A1+B1)
       Total guarantee amount
                                                                               Total actual guarantee balance at
  approved by the period-end                                        2,200.00                                                             2,200.00
                                                                                   the period-end (A4+B4)
                (A3+B3)
Proportion of the total actual guarantee balance (A4+B4) in the
                                                                                                                                            1.16%
Company’s net assets
Of which:
Guarantee amount offered to shareholders, actual controller and related
                                                                                                                                              0.00
parties (C)
Debt guarantee amount directly or indirectly provided for guaranteed
                                                                                                                                              0.00
parties with an asset-liability ratio over 70% (D)
Amount of total guarantee over 50% of net assets (E)                                                                                          0.00
Total of above-mentioned three kinds of guarantees (C+D+E)                                                                                    0.00
Explanation on possibility to bear joint liability due to undue                   N/A
         guarantees


        6.3 Non-operating credits and liabilities with related parties
        □Applicable       √Inapplicable

        6.4 Material lawsuits and arbitrations
        √Applicable          □Inapplicable
        During the reporting period, the Company was involved in the case where the Company sued
        Shandong Hongli Group Co., Ltd. over a good payment it owed to the Company, involving
        RMB 14.36 million. The said case had occurred before the reporting period and continued to
        the reporting period.
        6.5 Other significant events and explanation on analysis to their influences and solutions
        □Applicable        √Inapplicable
        6.5.1 Securities investment
        √Applicable          □Inapplicable
                                                                                      Unit: RMB Yuan
                                                                                                                    Proportion in
                                                                                                                                          Profits or
                                                            Initial                                                     total
Sequ                                                                        Number of         Book value at                             losses in the
         Securities                      Short form       investment                                                  securities
ence                    Stock code                                          shares held        period-end                                 reporting
          variety                         of stock       amount (RMB                                                investment at
No.                                                                           (share)         (RMB Yuan)                                period (RMB
                                                            Yuan)                                                    period-end
                                                                                                                                            Yuan)
                                                                                                                         (%)

                                         Dongfeng
  1        Fund             A00007                           200,000.00       198,468.70         196,508.74                 26.82          -10,513.96
                                           No.6

                                          Wenfeng            440,000.00        22,000.00         396,220.00
  2        Stock               601010                                                                                       54.07          -43,780.00
                                           Stock

  3        Stock               002588     Shidanli           157,500.00         4,500.00         140,040.00                 19.11          -17,460.00

Other securities investment held at period-end                         0                  0                    0                0                   0

Profits or losses from securities investment sold in
                                                                       —             —                     —                —          144,741.20
the reporting period

                       Total                                 797,500.00               —         732,768.74                100.00           72,987.24



        6.5.2 Equity of other listed companies held by the Company
        √Applicable         □Inapplicable
                                                                                                                   Unit: RMB Yuan
                                                                                                  Profits or
                                                                                                   losses in
                                        Initial investment    Proportion      Book value at                         Change of owner’ s
          Stock       Short form                                                                     the
                                         amount (RMB              of        period-end (RMB                            equity in the
           code         of stock                                                                  reporting
                                             Yuan)           shareholding         Yuan)                              reporting period
                                                                                                    period
                                                                                                    (RMB
                                                                                            Yuan)


 600166       Foton Motor           41,784,000.00        3.42%         627,130,000.00         0.00        -249,985,000.00

                Ninghu
 600377                                90,500.00                           270,500.00         0.00                -61,500.00
              Expressway

            Total                   41,874,500.00            —        627,400,500.00         0.00        -250,046,500.00



 6.5.3 Non-operating capital occupation by principal shareholders and its affiliated enterprises
 and progress of debt repayment
 □Applicable       √Inapplicable

 6.5.4 Implementation of commitments made by the Company, as well as its shareholders and
 actual controller
 √Applicable        □Inapplicable
           Commitment                  Promisee                   Contents of commitment                Implementation
                                                      1. No trading or transfer of the held
                                                      non-tradable shares shall be conducted within
                                    the State-owned   12 months since the date when the share
                                        Assets        merger reform was implemented.                  All the said shares
                                    Supervision and   2. After the expiration of the aforesaid        have been released
Commitment made in the share        Administration    commitment period, the original non-tradable    from           trading
reform                              Commission of     shares could be sold through listing and        moratorium
                                      Changzhou       trading on Shenzhen Stock Exchange, but the     according           to
                                       People’s      proportion of number of shares sold in total    regulations.
                                     Government       shares of the Company shall not exceed 5
                                                      percent within 12 months, as well as not
                                                      exceed 10 percent within 24 months.
Commitment concerning share
                                     Inapplicable
trading moratorium
Commitment in the acquisition
report or the report on equity       Inapplicable
changes
Commitment      made     in   the
                                     Inapplicable
significant asset reorganization
Commitment      made     in   the
                                     Inapplicable
issuance
Other commitments (including
                                     Inapplicable
supplementary ones)


 6.5.5 Pre-plan of the Board of Directors for profit distribution or turning capital reserves into
 share capital
 □Applicable         √Inapplicable
   6.5.6 Items of other comprehensive income
   √Applicable          □Inapplicable
                                                                                                       Unit: RMB Yuan
                                                                                                      Same period of last
                                       Items                                       Reporting period
                                                                                                             year
1. Profits/(losses) from available-for-sale financial assets                        -250,046,500.00       -67,245,000.00
Less: Effects on income tax generating from available-for-sale financial assets      -37,506,975.00       -10,086,750.00
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
Subtotal                                                                            -212,539,525.00       -57,158,250.00
2. Interests in the investee entities’ other comprehensive income as per equity
method
Less: Effects on income tax generating from the interests in the investee
entities’ other comprehensive income as per equity method
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
Subtotal
3. Profits/(losses) from cash flow hedging instrument
Less: Effects on income tax generating from cash flow hedging instrument
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
The adjustment value that is the converted initial recognition amount of
arbitrage project
Subtotal
4. Converted amount of foreign currency financial statements
Less: Net value of disposal of oversea operations that recognized into current
profit and loss
Subtotal
5. Other
Less: Effects on income tax generating from the others that included into other
comprehensive income
Net amount transferred into profit and loss in the current period that
recognized into other comprehensive income in prior period
Subtotal
                                       Total                                        -212,539,525.00       -57,158,250.00


   6.6 Particulars about reception of researches, communication and interviews in this reporting
   period
   □Applicable         √Inapplicable


   §7 Financial Report
7.1 Auditing opinion
      Financial Report                √Un-audited       □Audited

7.2 Financial statements
7.2.1 Balance Sheet
Prepared by Changchai Company, Limited                          30 Jun. 2011          Unit: RMB Yuan
                                                   Closing balance                              Opening balance
                Items
                                         Consolidation         The Company            Consolidation         The Company
Current assets:
Monetary funds                              686,687,180.70           652,410,923.04      763,106,649.01           727,580,790.13
Settlement fund reserve
Outgoing call loans
Transactional financial assets                  732,768.74                                   292,091.61
Notes receivable                            129,518,471.79           124,498,471.79      142,352,378.25           142,018,290.85
Accounts receivable                         477,162,025.52           435,547,683.57      381,350,829.22           338,138,200.12
Accounts paid in advance                     21,611,963.06            36,519,712.56       26,774,287.46            26,207,238.46
Premium receivables
Receivables from reinsurers
Reinsurance contract reserve
receivables
  Interest receivable
  Dividend receivable
  Other accounts receivable                  24,718,530.99            12,868,230.26       26,169,152.47            14,379,561.94
  Financial assets purchased
under agreements to resell
  Inventories                               362,131,024.39           280,108,058.73      421,623,254.40           360,914,154.92
  Non-current assets due within 1
year
  Other current assets                          130,029.34
Total current assets                      1,702,691,994.53       1,541,953,079.95      1,761,668,642.42       1,609,238,236.42
Non-current assets:
Loans and advances
Available-for-sale financial assets         627,400,500.00           627,400,500.00      877,447,000.00           877,447,000.00
Held-to-maturity investments
  Long-term accounts receivable
  Long-term equity investment                63,007,887.47           139,347,687.47       63,007,887.47           139,347,687.47
  Investing property                         67,218,563.63            67,218,563.63       68,322,734.03            68,322,734.03
  Fixed assets                              432,078,778.12           377,528,320.70      426,833,093.03           371,065,554.46
  Construction in process                   144,305,085.91           130,824,846.63      125,825,846.40           125,772,036.03
  Engineering materials
Fixed asset disposal
  Bearer biological assets
  Oil and gas assets
  Intangible assets                          89,460,119.34            87,261,244.52       98,495,664.77            96,270,212.38
  Development expense
  Goodwill
  Long-term expense to be
apportioned
  Deferred income tax assets           924,885.67         924,885.67         924,885.67         924,885.67
  Other non-current assets
Total of non-current assets       1,424,395,820.14   1,430,506,048.62   1,660,857,111.37   1,679,150,110.04
Total assets                      3,127,087,814.67   2,972,459,128.57   3,422,525,753.79   3,288,388,346.46
Current liabilities:
Short-term borrowings               37,500,000.00                         26,000,000.00
Borrowings from Central Bank
Deposits and due to banks and
other financial institutions
Placements from banks and other
financial institutions
   Transactional financial
liabilities
   Notes payable                   335,140,000.00     320,430,000.00     281,272,700.00     268,580,000.00
  Accounts payable                 459,779,113.62     422,497,233.45     561,406,743.51     525,392,317.83
  Accounts received in advance      61,830,127.73      61,917,616.42      97,326,286.93      97,179,884.05
Financial assets sold under
agreements to repurchase
Handling charges and
commissions payable
  Employee’s compensation
                                    28,099,781.43      23,720,971.09      51,491,411.51      46,464,096.56
payable
  Tax payable                       -20,488,877.73     -16,242,202.84     -18,752,267.69     -15,988,487.82
  Interest payable
  dividend payable                    3,891,433.83       3,243,179.97      3,891,433.83       3,243,179.97
  Other accounts payable           147,447,177.89     138,677,697.06     136,395,687.65     132,339,997.54
Due to reinsurers
Insurance contract reserve
  Payables for acting trading
securities
  Payables for acting
underwriting securities
  Non-current liabilities due
within 1 year
  Other current liabilities           1,121,904.80                         1,034,108.52
Total current liabilities         1,054,320,661.57    954,244,495.15    1,140,066,104.26   1,057,210,988.13
Non-current liabilities:
Long-term borrowings                30,000,000.00      30,000,000.00      30,000,000.00      30,000,000.00
Debentures payable
Long-term payables
Specific payables
Provisions for contingent
liabilities
Deferred income tax liabilities     87,828,900.00      87,828,900.00     125,335,875.00     125,335,875.00
Other non-current liabilities                 38,612,436.81            38,612,436.81          36,185,416.63            36,185,416.63
Total non-current liabilities                156,441,336.81           156,441,336.81         191,521,291.63          191,521,291.63
Total liabilities                           1,210,761,998.38         1,110,685,831.96       1,331,587,395.89        1,248,732,279.76
Owner’s equity (or shareholders’
equity)
Paid-in capital (or share capital)           561,374,326.00           561,374,326.00         561,374,326.00          561,374,326.00
Capital reserve                              671,062,223.76           680,741,409.95         883,601,748.76          893,280,934.95
Less: Treasury Stock
Specific reserve
Surplus reserve                              273,072,577.59           273,072,577.59         273,072,577.59          273,072,577.59
General risk provision
Retained earnings                            397,752,090.99           346,584,983.07         360,595,476.29           311,928,228.16
Foreign exchange difference
Total owners' equity attributable
                                            1,903,261,218.34         1,861,773,296.61       2,078,644,128.64        2,039,656,066.70
to the Company
Minority interests                            13,064,597.95                                   12,294,229.26
Total owner’s equity                       1,916,325,816.29         1,861,773,296.61       2,090,938,357.90        2,039,656,066.70
Total liabilities and owner’s
                                            3,127,087,814.67         2,972,459,128.57       3,422,525,753.79        3,288,388,346.46
equity


7.2.2 Income Statement
Prepared by Changchai Company, Limited                           Jan.-Jun. 2011            Unit: RMB Yuan
                                                          Reporting period                        Same period of last year
                      Items
                                                 Consolidation          The Company         Consolidation         The Company
I. Total operating income                         1,702,548,109.24      1,698,786,025.65     1,486,675,455.65     1,498,628,361.73
Including: Sales income                           1,702,548,109.24      1,698,786,025.65     1,486,675,455.65     1,498,628,361.73
         Interest income
         Premium income
         Handling charge and commission
income
II. Total operating cost                          1,671,832,162.82      1,672,513,179.64     1,419,173,571.05     1,434,391,178.32
Including: Cost of sales                          1,563,753,985.22      1,576,529,249.38     1,287,727,677.72     1,315,285,655.58
         Interest expenses
         Handling charge and commission
expenses
         Surrenders
         Net claims paid
         Net amount withdrawn for the
insurance contract reserve
         Expenditure on policy dividends
         Reinsurance premium
         Taxes and associate charges                    313,245.25                                174,893.55
        Selling and distribution expenses            53,181,896.91         50,057,012.94        51,194,531.22        47,503,047.78
        Administrative expenses                      59,829,955.18         51,705,886.62        81,383,842.99        74,136,284.41
          Financial expenses                                -5,675,460.45         -6,084,501.00        -1,307,374.43        -2,533,809.45
          Asset impairment loss                               428,540.71            305,531.70
  Add: Gain/(loss) from change in fair value
                                                               -66,665.37                 0.00             5,534.10
  (“-” means loss)
        Gain/(loss)      from     investment     (“-”
                                                           10,282,311.20         10,115,000.00         6,739,813.17         6,502,500.00
  means loss)
  Including: share of profits in associates and
  joint ventures
  Foreign exchange gains (“-” means loss)
  III. Business profit (“-” means loss)                  40,931,592.25         36,387,846.01        74,247,231.87        70,739,683.41
        Add: non-operating income                            9,002,588.33          8,834,166.57        5,984,057.24         5,532,540.35
        Less: non-operating expense                          2,376,030.59          2,360,206.85        4,178,965.51         4,108,049.91
  Including: loss from non-current asset
  disposal
  IV. Total profit (“-” means loss)                      47,558,149.99         42,861,805.73        76,052,323.60        72,164,173.85
        Less: Income tax expense                             9,631,166.60          8,205,050.82       12,786,669.47        11,695,386.73
  V. Net profit (“-” means loss)                         37,926,983.39         34,656,754.91        63,265,654.13        60,468,787.12
        Attributable      to    owners      of    the
                                                           37,156,614.70         34,656,754.91        62,560,326.88        60,468,787.12
  Company
        Minority shareholders’ income                        770,368.69                                 705,327.25
  VI. Earnings per share
        (I) basic earnings per share                                 0.07                                       0.11
        (II) diluted earnings per share                              0.07                                       0.11
  Ⅶ. Other comprehensive incomes                         -212,539,525.00       -212,539,525.00       -57,158,250.00       -57,158,250.00
  Ⅷ. Total comprehensive incomes                         -174,612,541.61       -177,882,770.09        6,107,404.13         3,310,537.12
        Attributable      to    owners      of    the
                                                          -175,382,910.30       -177,882,770.09        5,402,076.88         3,310,537.12
  Company
        Attributable to minority shareholders                 770,368.69                                 705,327.25


  7.2.3 Cash Flow Statement
  Prepared by Changchai Company, Limited                               Jan.-Jun. 2011             Unit: RMB Yuan
                                                                      Reporting period                       Same period of last year
                          Items
                                                             Consolidation         The Company          Consolidation        The Company
I. Cash flows from operating activities:
  Cash received from sale of commodities and
                                                             1,742,112,976.28      1,739,971,070.13     1,505,587,808.41     1,503,082,113.31
rendering of service
  Net increase of deposits from customers and
dues from banks
  Net increase of loans from the central bank
  Net increase of funds borrowed from other
financial institutions
  Cash received from premium of original
insurance contracts
  Net cash received from reinsurance business
  Net increase of deposits of policy holders and
investment fund
  Net increase of disposal of tradable financial
assets
  Cash received from interest, handling charges
and commissions
  Net increase of borrowings from banks and other
financial institutions
  Net increase of funds in repurchase business
  Tax refunds received                                  24,805,590.94      24,805,590.94
  Other cash received relating to operating
                                                        15,950,302.31      14,233,689.48      12,585,252.55       11,928,811.41
activities
Subtotal of cash inflows from operating activities    1,782,868,869.53   1,779,010,350.55   1,518,173,060.96   1,515,010,924.72
    Cash paid for goods and services                  1,605,540,702.84   1,632,168,132.83   1,254,234,969.24   1,257,962,515.57
  Net increase of customer lendings and advances
  Net increase of funds deposited in the central
bank and amount due from banks
  Cash for paying claims of the original insurance
contracts
  Cash for paying interest, handling charges and
commissions
  Cash for paying policy dividends
  Cash paid to and for employees                       146,277,793.39     130,085,632.70     121,374,684.34     108,737,449.09
  Various taxes paid                                    34,717,093.95      28,995,696.24      23,288,817.95      19,871,179.06
  Other cash payment relating to operating
                                                        44,985,280.87      41,143,545.90      45,696,734.80      40,822,295.89
activities
Subtotal of cash outflows from operating activities   1,831,520,871.05   1,832,393,007.67   1,444,595,206.33   1,427,393,439.61
Net cash flows from operating activities                -48,652,001.52     -53,382,657.12     73,577,854.63      87,617,485.11
II. Cash flows from investment activities:
  Cash received from disposal of investments               232,202.20
  Cash received from return on investments              10,312,803.27      10,115,000.00        6,739,813.17       6,502,500.00
  Net cash received from disposal of fixed assets,
                                                        20,297,786.84      20,143,379.50      26,045,985.49      26,031,054.23
intangible assets and other long-term assets
  Net cash received from disposal of subsidiaries
or other business units
     Other cash received relating to investment
                                                            52,189.02
activities
         Subtotal of cash inflows from investment
                                                        30,894,981.33      30,258,379.50      32,785,798.66      32,533,554.23
activities
  Cash paid to acquire fixed assets, intangible
                                                        66,890,197.14      50,816,604.10      82,785,627.24      78,162,015.84
assets and other long-term assets
  Cash paid for investment                                 663,948.24                         10,566,840.00      30,000,000.00
  Net increase of pledged loans
  Net cash paid to acquire subsidiaries and other
business units
  Payment of cash relating to other investment
activities
Subtotal of cash outflows from investment
                                                         67,554,145.38    50,816,604.10    93,352,467.24   108,162,015.84
activities
Net cash flows from investment activities               -36,659,164.05   -20,558,224.60   -60,566,668.58   -75,628,461.61
III. Cash Flows from Financing Activities:
    Cash received from capital contributions
    Including:   Cash    received   from     minority
shareholder investments by subsidiaries
    Cash received from borrowings                        43,500,000.00                     51,500,000.00    30,000,000.00
    Cash received from issuance of bonds
    Other cash received relating to financing
activities
Subtotal of cash inflows from financing activities       43,500,000.00                     51,500,000.00    30,000,000.00
    Repayment of borrowings                              32,000,000.00                     31,500,000.00
    Cash paid for interest expenses and distribution
                                                          2,608,302.74     1,228,985.37     2,762,597.41     1,080,545.61
of dividends or profit
     Including: dividends or profit paid by
subsidiaries to minority shareholders
     Other cash payments relating to financing
activities
Sub-total of cash outflows from financing activities     34,608,302.74     1,228,985.37    34,262,597.41     1,080,545.61
Net cash flows from financing activities                  8,891,697.26    -1,228,985.37    17,237,402.59    28,919,454.39
IV. Effect of foreign exchange rate changes on
cash and cash equivalents
V. Net increase in cash and cash equivalents            -76,419,468.31   -75,169,867.09    30,248,588.64    40,908,477.89
     Add: Opening cash and cash equivalents             763,106,649.01   727,580,790.13   770,721,154.44   732,773,854.30
VI. Closing cash and cash equivalents                   686,687,180.70   652,410,923.04   800,969,743.08   773,682,332.19
       7.2.4 Statement of Changes in Owners’ Equity (Consolidated)
       Prepared by Changchai Company, Limited                     For the first half of 2011                                                                            Unit: RMB Yuan
                                                                                 Reporting period                                                                                              Last year
                                                     Equity attributable to owners of the Company                                                               Equity attributable to owners of the Company
                                      Paid-up                                                                                                    Paid-up                                                                            Minorit
                                                                                                                                     Total                                                                                                     Total
                Items                 capital                Less:     Specifi             Genera                        Minority                capital                Less:     Specifi             Genera                          y
                                                   Capital                       Surplus             Retaine                        owners’                  Capital                       Surplus             Retaine                       owners’
                                        (or                  treasur     c                  l risk              Others interests                   (or                  treasur     c                  l risk              Others interest
                                                   reserve                       reserve             d profit                       equity                    reserve                       reserve             d profit                      equity
                                       share                 y stock reserve               reserve                                                share                 y stock reserve               reserve                          s
                                      capital)                                                                                                   capital)
                                      561,37 883,60                              273,07              360,59                         2,090,9 561,37 723,02                                   262,05              251,06                        1,808,4
I. Balance at the end of the                                                                                             12,294,2                                                                                                   10,913,
                                      4,326.0 1,748.7                            2,577.5             5,476.2                        38,357. 4,326.0 9,311.2                                 9,351.4             6,746.0                       43,509.
previous year                                                                                                               29.26                                                                                                   774.33
                                               0         6                             9                   9                             90               0        6                              1                   7                            07
  Add: change of accounting
                                                                                                                                                                                                                                                 0.00
policy
  Correction of errors in previous
                                                                                                                                                                                                                                                 0.00
periods
  Other                                                                                                                                                                                                                                          0.00
                                      561,37 883,60                              273,07              360,59                         2,090,9 561,37 723,02                                   262,05              251,06                        1,808,4
II. Balance at the beginning of the                                                                                      12,294,2                                                                                                   10,913,
                                      4,326.0 1,748.7           0.00      0.00 2,577.5        0.00 5,476.2        0.00              38,357. 4,326.0 9,311.2                0.00      0.00 9,351.4        0.00 6,746.0        0.00             43,509.
year                                                                                                                        29.26                                                                                                   774.33
                                               0         6                             9                   9                             90               0        6                              1                   7                            07
                                                   -212,53                                                                          -174,61                   160,57                                            109,52                        282,49
III. Increase/ decrease of amount                                                                    37,156,             770,368.                                                           11,013,                                 1,380,4
                                         0.00 9,525.0                                                                               2,541.6         0.00 2,437.5                                                8,730.2                       4,848.8
in the year (“-” means decrease)                                                                   614.70                   69                                                            226.18                                   54.93
                                                         0                                                                                   1                     0                                                  2                                3
                                                                                                                                                                                                                120,54                        121,92
                                                                                                     37,156,             770,368. 37,926,                                                                                           1,380,4
  (I) Net profit                                                                                                                                                                                                1,956.4                       2,411.3
                                                                                                     614.70                   69 983.39                                                                                              54.93
                                                                                                                                                                                                                      0                                3
  (II)    Other     comprehensive                  -212,53                                                                          -212,53                   160,57                                                                          160,57
incomes                                 9,525.0                        9,525.0          2,437.5                                 2,437.5
                                             0                              0                0                                       0
                                        -212,53                        -174,61          160,57              120,54              282,49
                                                  37,156,   770,368.                                                  1,380,4
  Subtotal of (I) and (II)              9,525.0                        2,541.6          2,437.5     0.00    1,956.4             4,848.8
                                                  614.70         69                                                    54.93
                                             0                              1                0                   0                   3
  (III)    Capital   paid    in   and
                                                                                 0.00     0.00                          0.00      0.00
reduced by owners
     1. Capital paid in by owners                                                                                                 0.00
     2. Amounts of share-based
payments recognized in owners’                                                                                                   0.00
equity
     3. Others                                                                                                                    0.00
                                                                                                  11,013,   -11,013
  (IV) Profit distribution                                                       0.00                                   0.00      0.00
                                                                                                  226.18    ,226.18
     1. Appropriations to surplus                                                                 11,013,   -11,013
                                                                                                                                  0.00
reserves                                                                                          226.18    ,226.18
     2. Appropriations to general
                                                                                                                                  0.00
risk provisions
     3. Appropriations to owners
                                                                                                              0.00                0.00
(or shareholders)
     4. Other                                                                                                                     0.00
  (V) Internal carry-forward of
                                                                                 0.00     0.00      0.00      0.00      0.00      0.00
owners’ equity
     1. New increase of capital
(or share capital) from capital                                                                                                   0.00
reserves
    2. New increase of capital
(or share capital) from surplus                                                                                                                                                                                                   0.00
reserves
    3.     Surplus    reserves   for
                                                                                                                                                                                                                                  0.00
making up losses
    4. Other                                                                                                                              0.00                                                    0.00                            0.00
                                       561,37 671,06                       273,07             397,75                        1,916,3 561,37 883,60                           273,07              360,59                          2,090,9
                                                                                                               13,064,5                                                                                               12,294,
IV. Closing balance                    4,326.0 2,223.7                     2,577.5            2,090.9                       25,816. 4,326.0 1,748.7                         2,577.5             5,476.2                         38,357.
                                                                                                                    97.95                                                                                             229.26
                                             0       6                          9                  9                              29          0       6                          9                      9                            90


    7.2.5 Statement of Change in Owners’ Equity (the Company)
    Prepared by Changchai Company, Limited                                                         For the first half of 2011                                             Unit: RMB Yuan
                                                                           Reporting period                                                                                   Last year
                                        Paid-up                                                                                         Paid-up
                                                                 Less:                                                  Total                                     Less:                                                     Total
                  Items                capital (or   Capital                  Specific    Surplus        Retained                      capital (or   Capital                  Specific        Surplus       Retained
                                                                treasury                                               owners’                                  treasury                                                  owners’
                                          share      reserve                   reserve    reserve         profit                         share       reserve                   reserve        reserve        profit
                                                                 stock                                                 equity                                     stock                                                     equity
                                         capital)                                                                                       capital)
    I. Balance at the end of the 561,374,32 893,280,93                                   273,072,57 311,928,22 2,039,656,0 561,374,32 732,708,49                                             262,059,35 212,809,19 1,768,951,3
    previous year                             6.00       4.95                                     7.59        8.16           66.70           6.00         7.45                                     1.41          2.52            67.38
         Add: change of accounting
                                                                                                                              0.00                                                                                                0.00
    policy
         Correction of errors in
                                                                                                                              0.00                                                                                                0.00
    previous periods
         Other                                                                                                                0.00                                                                                                0.00
    II. Balance at the beginning 561,374,32 893,280,93                                   273,072,57 311,928,22 2,039,656,0 561,374,32 732,708,49                                             262,059,35 212,809,19 1,768,951,3
                                                                                                                                                                      0.00            0.00
    of the year                               6.00       4.95                                     7.59        8.16           66.70           6.00         7.45                                     1.41          2.52            67.38
III. Increase/ decrease of
                                         -212,539,5   34,656,754 -177,882,77            160,572,43   11,013,226 99,119,035 270,704,69
amount in the year (“-”         0.00                                           0.00
                                             25.00           .91         0.09                 7.50          .18         .64         9.32
means decrease)
                                                      34,656,754 34,656,754.                                      110,132,26 110,132,26
  (I) Net profit
                                                             .91           91                                          1.82         1.82
  (II) Other comprehensive               -212,539,5                -212,539,52          160,572,43                            160,572,43
incomes                                      25.00                       5.00                 7.50                                  7.50
                                         -212,539,5   34,656,754 -177,882,77            160,572,43                110,132,26 270,704,69
  Subtotal of (I) and (II)                                                                                 0.00
                                             25.00           .91         0.09                 7.50                     1.82         9.32
  (III) Capital paid in and
                                                                                 0.00         0.00                                  0.00
reduced by owners
     1. Capital paid in by
                                                                                                                                    0.00
owners
     2.       Amounts        of
share-based          payments                                                                                                       0.00
recognized in owners’ equity
     3. Others                                                                                                                      0.00
                                                                                                     11,013,226 -11,013,22
  (IV) Profit distribution                                                                                                          0.00
                                                                                                            .18        6.18
     1.   Appropriations     to                                                                      11,013,226 -11,013,22
                                                                                                                                    0.00
surplus reserves                                                                                            .18        6.18
     2.   Appropriations     to
                                                                                                                                    0.00
owners (or shareholders)
     3. Other                                                                                                                       0.00
  (V) Internal carry-forward
                                                                                 0.00         0.00         0.00        0.00         0.00
of owners’ equity
     1.   New      increase   of
capital (or share capital) from                                                                                                                   0.00
capital reserves
     2.   New      increase   of
capital (or share capital) from                                                                                                                   0.00
surplus reserves
     3. Surplus reserves for
                                                                                                                                                  0.00
making up losses
     4. Other                                                                                                                                     0.00
                                   561,374,32 680,741,40   273,072,57 346,584,98 1,861,773,2 561,374,32 893,280,93   273,072,57 311,928,22 2,039,656,0
IV. Closing balance
                                         6.00       9.95         7.59       3.07      96.61       6.00        4.95         7.59       8.16      66.70
7.3 Notes to the financial statements
7.3.1 Should there be any changes in accounting policies, accounting estimates and
accounting errors, give the relevant contents, reasons and influenced amounts
□Applicable            √Inapplicable
7.3.2 Should any significant change occur in the consolidation scope for the reporting
period, give reasons and influenced amounts
□Applicable            √Inapplicable
7.3.3 If a non-standard auditor’s report is issued, list notes to relevant matters.
□Applicable            √Inapplicable

                                                           Board of Directors
                                                      Changchai Company, Limited
                                                            18 August 2011