The Report for the First Quarter of 2017—Changchai Company, Limited Changchai Company, Limited The Report for the First Quarter of 2017 April 2017 1 The Report for the First Quarter of 2017—Changchai Company, Limited Section I Important Statements The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of Changchai Company, Limited (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. Shi Xinkun, company principal, Zhang Xin, chief of the accounting work, and Jiang He, 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. 2 The Report for the First Quarter of 2017—Changchai Company, Limited Section II Financial Results and Changes in Shareholders I Financial results 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) 723,164,530.66 654,517,225.08 10.49% Net profit attributable to shareholders of the 34,991,536.70 24,282,056.99 44.10% Company (RMB) Net profit attributable to shareholders of the Company before exceptional profit and loss 14,440,682.83 24,946,954.15 -42.11% (RMB) Net operating cash flow (RMB) -52,599,067.83 -5,947,696.22 —— Basic earnings per share (RMB/share) 0.06 0.04 50.00% Diluted earnings per share (RMB/share) 0.06 0.04 50.00% Weighted average return on equity (%) 1.48% 1.22% 0.26% 31 March 2017 31 December 2016 +/-% Total assets (RMB) 3,924,083,844.86 3,724,857,266.71 5.35% Net assets attributable to shareholders of the 2,392,797,929.62 2,323,712,892.92 2.97% Company (RMB) Exceptional profit and loss √ Applicable □ Inapplicable Unit: RMB Item January-March 2017 Note Profit/loss on disposal of non-current assets (including 621,715.50 offset asset impairment provisions) Government subsidies charged to the profit/loss for this Reporting Period (except for the government grants closely related to the business of the Company and 334,893.41 given at a fixed quota or amount in accordance with the State’s uniform standards) The equity ownership Profit due to the situation where investment costs for the transfer on the Company’s Company to obtain subsidiaries, associates and joint acquisition of Changzhou ventures are lower than the enjoyable fair value of 22,756,742.66 Fuji Changchai Robin identifiable net assets of investees when making Gasoline Engine Co., Ltd. investments (Changchai Robin) was completed in 20 January 3 The Report for the First Quarter of 2017—Changchai Company, Limited 2017, since when Changchai Robin has been included into the consolidation scope of the Company. For the transaction price of the said equity acquisition was lower than the evaluated price, the said deal generated an income of RMB22,756,742.66. Profit/loss on fair value changes of transactional financial assets and liabilities & investment income from disposal of transactional financial assets and 107,098.26 liabilities as well as financial assets available for sale, except for effective hedges related to routine operations of the Company Non-operating income and expense other than the above -3,609,136.60 Less: Corporate income tax effects -318,449.38 Minority interests effects (after tax) -21,091.26 Total 20,550,853.87 -- Explain the reasons if the Company classifies 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, or classifies any exceptional profit/loss item mentioned in the said explanatory announcement as 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 50,464 shareholders with resumed 0 shareholders at the period-end voting rights at the period-end Shareholdings of top ten shareholders Pledged or frozen Shareholding Number of Nature of Number of shares Name of shareholder percentage restricted shares shareholder shares held Status of Number (%) held shares of shares State-owned Assets Supervision and On behalf of Administration Commission of the 30.43% 170,845,236 Changzhou Municipal government People’s Government Bosera Value Growth Fund Other 2.51% 14,100,000 4 The Report for the First Quarter of 2017—Changchai Company, Limited China Construction Bank-Bosera Value Growth Other 0.96% 5,400,000 No. 2 Fund Foreign KGI Asia Limited 0.59% 3,294,845 corporation Beijing Shen Zhou Mu Investment Fund Management Other 0.48% 2,710,495 Ltd.—Hongyan Shen Zhou Mu Fund Guo Dong Ze Quan Investment Management Co., Ltd.-Ze Quan Wealth Other 0.36% 2,006,800 Manager Securities Investment Fund No. 2 Zhong Ou Asset Management-Bank of China-Ping An Life Insurance- Zhong Ou Asset Management Other 0.34% 1,899,930 - Ping An Life Insurance Entrusted Investment No. 1 Asset Management Plan Vanguard Total International Foreign 0.29% 1,626,592 Stock Index Fund corporation Tibet Shen Zhou Mu Fund Management Co., Other 0.29% 1,613,081 Ltd.—Tianlu Securities Investment Private Fund No. 1 Domestic Huang Guoliang 0.27% 1,528,891 individual Shareholdings of top ten non-restricted shareholders Number of non-restricted Variety of shares Name of shareholder shares held Variety Number State-owned Assets Supervision and Administration Commission of Changzhou 170,845,236 RMB ordinary shares 170,845,236 Municipal People’s Government Bosera Value Growth Fund 14,100,000 RMB ordinary shares 14,100,000 China Construction Bank-Bosera Value 5,400,000 RMB ordinary shares 5,400,000 Growth No. 2 Fund Domestically listed KGI Asia Limited 3,294,845 3,294,845 foreign shares Beijing Shen Zhou Mu Investment Fund Management Ltd.—Hongyan Shen Zhou 2,710,495 RMB ordinary shares 2,710,495 Mu Fund Guo Dong Ze Quan Investment 2,006,800 RMB ordinary shares 2,006,800 Management Co., Ltd.-Ze Quan Wealth 5 The Report for the First Quarter of 2017—Changchai Company, Limited Manager Securities Investment Fund No. 2 Zhong Ou Asset Management-Bank of China-Ping An Life Insurance- Zhong Ou Asset Management - Ping An Life 1,899,930 RMB ordinary shares 1,899,930 Insurance Entrusted Investment No. 1 Asset Management Plan Vanguard Total International Stock Index Domestically listed 1,626,592 1,626,592 Fund foreign shares Tibet Shen Zhou Mu Fund Management Co., Ltd.—Tianlu Securities Investment 1,613,081 RMB ordinary shares 1,613,081 Private Fund No. 1 Domestically listed Huang Guoliang 1,528,891 1,528,891 foreign shares It is unknown whether there was any associated relationship among the top ten tradable shareholders and among the top ten shareholders Related or acting-in-concert parties among not subject to trading moratorium, or whether they are persons the above shareholders acting in concert as described by Measures for the Administrative of Disclosure of Shareholder Equity Changes. Shareholder Beijing Shen Zhou Mu Investment Fund Management Ltd.—Hongyan Shen Zhou Mu Fund held a total of 968,100 shares Top ten common shareholders conducting in the Company, representing a stake of 0.17%, through the client securities margin trading account of collateral securities for margin trading of Southwest Securities Co., Ltd. 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? □ Yea √ 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 6 The Report for the First Quarter of 2017—Changchai Company, Limited Section III Significant Events I Changes in major accounting statement items and financial indicators for the Reporting Period, as well as reasons for such changes √ Applicable □ Not applicable 1. Accounts receivable increased by RMB306,206,478.47 (85.23%) from the opening amount mainly because the Company properly allowed customers’ buying on credit according to its production and operation characteristics in the first quarter to expand its market space, and the percentage of multi-cylinder engines in the total sales increased (longer payment days for these customers for they mostly procure multi-cylinder engines as a component). 2. Other accounts receivable increased by RMB16,648,375.49 (399.66%) from the opening amount mainly because of the temporary lendings from subsidiary Housheng Investment to Xuzhou East China Casting General Factory, etc. 3. Long-term equity investments decreased by RMB21,006,230.03 (100%) from the opening amount mainly because wholly-owned subsidiary Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. (Changchai Robin) were included in the consolidation scope for the Reporting Period, while it was measured as a long-term equity investment in a joint stock company in the same period of last year. 4. Construction in progress decreased by RMB34,954,074.17 (38.93%) from the opening amount mainly because the multi-cylinder engine improvement project phase II partly became fixed assets. 5. Notes payable increased by RMB94,940,000.00 (34.39%) from the opening amount mainly because notes were adopted more often in the settlement with suppliers. 6. Payroll payable decreased by RMB25,813,507.52 (44.09%) from the opening amount mainly because some of the salary and bonus provisions made last year were paid in the Reporting Period. 7. Taxes and surtaxes increased by RMB2,290,705.23 (1550.36%) from the same period of last year mainly because of the taxes and surtaxes of the newly consolidated Changchai Robin. 8. Asset impairment loss decreased by RMB7,152,145.26 (100%) from the same period of last year mainly because provisions were made for the impairment of accounts receivable for in the same period of last year while there were no such cases in the Reporting Period. 9. Investment income increased by RMB1,269,812.54 (134.34%) from the same period of last year mainly because in the consolidation of Changchai Robin, the equity investment was re-measured as per its fair value on the acquisition day and the difference between its fair value and book value was charged to the current investment income. 10. Non-operating revenues increased by RMB20,660,013.67 (2098.62%) from the same period of last year mainly because the Company acquired the equity interests of Changchai Robin at a discount and the income from 7 The Report for the First Quarter of 2017—Changchai Company, Limited the consolidation was charged to the current non-operating revenues. 11. Non-operating expense increased by RMB1,515,240.19 (71.04%) from the same period of last year mainly because of the loss on disposal of bad inventories. 12. Corporate income tax decreased by RMB2,368,517.96 (47.86%) from the same period of last year mainly because of the decreased profit of the Company as a parent company. 13. Net profit attributable to the owners of the Company as a parent company increased by RMB10,709,479.71 (44.10%) from the same period of last year mainly because the Company acquired the equity interests of Changchai Robin at a price lower than the evaluated price and the income thus generated was charged to the current profit/loss. 14. Net cash flows from operating activities decreased by RMB46,651,371.61 from the same period of last year mainly because of the increased accounts receivable. 15. Net cash received from disposal of fixed assets, intangible assets and other long-term assets increased by RMB436,223.44 (2011.17%) from the same period of last year mainly because subsidiary Chuangzhou Changchai Benniu Diesel Engine Fittings Co., Ltd. received cash for disposal of some fixed assets. II Progress of significant events and analysis & explanations on their influence and solutions √ Applicable □Not applicable The Company held the interim meeting of board of directors on 26 Aug. 2016. The meeting reviewed and approved the Proposal about Receiving 67% of Stock Rights of Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. Held by Fuji Heavy Industries Ltd.. After merger is completed, the Company will hold 100% of stock rights of Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. and Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. will be transferred to domestic enterprise from Sino-Foreign joint venture. Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. completed the industrial and commercial registration of alteration related to stock rights transfer and got Business License changed by Market Supervision Commission of Changzhou National High-Tech Industrial Development Area (New North Area) on 20 Jan. 2017. The registered capital is RMB 37,250,000, scope of business comprises small general gasoline engine and concerned equipment (including agricultural machinery, engineering machinery, water pump unit and small generator unit); production, processing, research, development, sales, technical consultation of relevant components and spare parts. Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. will be added into the scope of consolidated statements of the Company since 20 January 2017. For the transaction price was lower than the evaluated price, an income of RMB22,756,742.66 was generated in this transaction, which was respectively charged to the current investment income and non-operating revenues. Summary of significant event Disclosure date Related announcement No. Acquisition of a 67% stake of Changzhou Fuji Changchai Robin Gasoline Engine Co., Ltd. 08/30/2016 2016-016 held by the Japan-based Fuji Heavy Industries Ltd. Equity ownership transfer completed for the 01/24/2017 2017-001 acquisition of a 67% stake of Changzhou Fuji 8 The Report for the First Quarter of 2017—Changchai Company, Limited Changchai Robin Gasoline Engine Co., Ltd. held by the Japan-based Fuji Heavy Industries Ltd. III Commitments of the Company, its shareholders, actual controller, acquirer, directors, supervisors, senior management or other related parties fulfilled in the Reporting Period or ongoing at the period-end □Applicable√Not applicable 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 List of the progress of the state-owned enterprise 6 Jan.2017 Other Individual reform of the Company 7 Jan.2017 Other Individual Future development strategies of the Company 17 Jan.2017 Other Individual Operation of the Company 28 Feb.2017 Other Individual Operation of the Company 30 Mar.2017 Other Individual List of the Company’s future plan 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. 9 The Report for the First Quarter of 2017—Changchai Company, Limited Section IV Financial Statements I Financial statements 1. Consolidated balance sheet Prepared by Changchai Company, Limited 31 March 2017 Unit: RMB Item Closing balance Opening balance Current assets: Monetary funds 590,065,733.85 670,703,802.02 Settlement reserves Lendings to banks and other financial institutions Financial assets measured at fair value with fair value changes included in the profit and loss for the Reporting Period Derivative financial assets Notes receivable 394,312,939.65 501,070,279.01 Accounts receivable 665,486,300.16 359,279,821.69 Accounts paid in advance 18,405,967.79 15,483,475.43 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividends receivable Other accounts receivable 20,814,050.11 4,165,674.62 Financial assets purchased under agreement to resell Inventories 520,327,724.26 494,046,458.44 Assets held for sale Non-current assets due within one year Other current assets 27,661,939.04 39,669,983.12 Total current assets 2,237,074,654.86 2,084,419,494.33 Non-current assets: Loans and advances to customers Available-for-sale financial assets 860,182,500.00 820,072,500.00 Held-to-maturity investments Long-term accounts receivable Long-term equity investments 21,006,230.03 Investment property 54,520,604.03 55,072,689.23 Fixed assets 606,228,014.67 553,678,938.87 Construction in progress 54,826,973.04 89,781,047.21 Engineering materials Disposal of fixed assets 10 The Report for the First Quarter of 2017—Changchai Company, Limited Productive living assets Oil-gas assets Intangible assets 110,339,868.84 99,915,137.62 R&D expense Goodwill Long-term deferred expenses Deferred income tax assets 911,229.42 911,229.42 Other non-current assets Total non-current assets 1,687,009,190.00 1,640,437,772.38 Total assets 3,924,083,844.86 3,724,857,266.71 Current liabilities: Short-term borrowings 10,000,000.00 10,000,000.00 Borrowings from the Central Bank Money deposits accepted and inter-bank deposits Loans from banks and other financial institutions Financial liabilities measured at fair value with fair value changes included in the profit and loss for the Reporting Period Derivative financial liabilities Notes payable 371,030,000.00 276,090,000.00 Accounts payable 647,761,541.78 605,424,726.65 Accounts received in advance 38,941,932.90 40,890,620.69 Financial assets sold for repurchase Handling charges and commissions payable Payroll payable 32,736,401.38 58,549,908.90 Taxes and fares payable 8,564,501.78 9,622,332.76 Interest payable Dividends payable 3,891,433.83 3,891,433.83 Other accounts payable 216,998,277.10 204,446,810.56 Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Liabilities held for sale Non-current liabilities due within one year Other current liabilities 3,708,282.30 2,454,381.75 Total current liabilities 1,333,632,371.07 1,211,370,215.14 Non-current liabilities: Long-term borrowings Bonds payable Of which: Preference shares Perpetual bonds 11 The Report for the First Quarter of 2017—Changchai Company, Limited Long-term accounts payable Long-term payroll payable Special payables Estimated liabilities Deferred income 60,791,138.67 61,057,232.08 Deferred income tax liabilities 117,820,645.60 109,949,700.00 Other non-current liabilities Total non-current liabilities 178,611,784.27 171,006,932.08 Total liabilities 1,512,244,155.34 1,382,377,147.22 Owners’ equity: Share capital 561,374,326.00 561,374,326.00 Other equity instruments Of which: Preference shares Perpetual bonds Capital reserves 164,328,665.43 164,328,665.43 Less: Treasury stock Other composite income 657,141,800.00 623,048,300.00 Special reserves 11,715,417.22 11,715,417.22 Surplus reserves 311,880,248.88 311,880,248.88 Provisions for general risks Retained profit 686,357,472.09 651,365,935.39 Total equity attributable to owners of the Company 2,392,797,929.62 2,323,712,892.92 Minority interests 19,041,759.90 18,767,226.57 Total owners’ equity 2,411,839,689.52 2,342,480,119.49 Total liabilities and owners’ equity 3,924,083,844.86 3,724,857,266.71 Legal representative: Shi Xinkun Chief of the accounting work: Zhang Xin Chief of the accounting organ: Jiang He 12 The Report for the First Quarter of 2017—Changchai Company, Limited 2. Balance sheet of the Company Unit: RMB Item Closing balance Opening balance Current assets: Monetary funds 554,544,004.51 637,109,762.94 Financial assets measured at fair value of which changes are recorded in current profits and losses Derivative financial assets Notes receivable 392,372,939.65 500,870,279.01 Accounts receivable 600,251,531.05 308,800,670.90 Accounts paid in advance 10,226,238.06 9,845,904.32 Interest receivable Dividend receivable Other accounts receivable 7,141,085.92 3,694,673.93 Inventories 410,610,394.30 430,345,089.36 Assets held for sale Non-current assets due within 1 year Other current assets 9,039,729.92 24,225,031.87 Total current assets 1,984,185,923.41 1,914,891,412.33 Non-current assets: Available-for-sale financial assets 852,982,500.00 812,872,500.00 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 231,752,730.03 205,472,730.03 Investing real estate 54,520,604.03 55,072,689.23 Fixed assets 494,028,360.73 450,042,747.40 Construction in progress 54,826,973.04 89,781,047.21 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 77,403,750.77 78,558,644.37 R&D expense Goodwill Long-term deferred expenses 13 The Report for the First Quarter of 2017—Changchai Company, Limited Deferred income tax assets 911,229.42 911,229.42 Other non-current assets Total of non-current assets 1,766,426,148.02 1,692,711,587.66 Total assets 3,750,612,071.43 3,607,602,999.99 Current liabilities: Short-term borrowings Financial liabilities measured at fair value of which changes are recorded in current profits and losses Derivative financial liabilities Notes payable 344,060,000.00 251,220,000.00 Accounts payable 615,132,779.98 596,734,009.07 Accounts received in advance 36,662,521.72 37,250,941.51 Payroll payable 27,958,477.04 52,498,428.10 Tax payable 5,268,179.99 6,587,374.37 Interest payable Dividend payable 3,243,179.97 3,243,179.97 Other accounts payable 203,246,895.81 194,596,980.96 Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 1,235,572,034.51 1,142,130,913.98 Non-current liabilities: Long-term borrowings Bonds payable Of which: preference shares Perpetual bonds Long-term payables Long-term payroll payables Specific payables Estimated liabilities Deferred income 60,791,138.67 61,057,232.08 Deferred income tax liabilities 115,966,200.00 109,949,700.00 Other non-current liabilities Total non-current liabilities 176,757,338.67 171,006,932.08 Total liabilities 1,412,329,373.18 1,313,137,846.06 14 The Report for the First Quarter of 2017—Changchai Company, Limited Owners’ equity: Share capital 561,374,326.00 561,374,326.00 Other equity instruments Of which: preference shares Perpetual bonds Capital reserves 183,071,147.70 183,071,147.70 Less: Treasury stock Other comprehensive income 657,141,800.00 623,048,300.00 Specific reserves 11,715,417.22 11,715,417.22 Surplus reserves 311,880,248.88 311,880,248.88 Retained profits 613,099,758.45 603,375,714.13 Total owners’ equity 2,338,282,698.25 2,294,465,153.93 Total liabilities and owners’ equity 3,750,612,071.43 3,607,602,999.99 15 The Report for the First Quarter of 2017—Changchai Company, Limited 3. Consolidated income statement Unit: RMB Item January-March 2017 January-March 2016 I. Operating revenues 723,164,530.66 654,517,225.08 Including: Sales income 723,164,530.66 654,517,225.08 Interest income Premium income Handling charge and commission income II. Operating costs 705,529,406.81 624,697,612.11 Including: Cost of sales 638,873,185.41 558,899,175.07 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 2,438,458.01 147,752.78 Selling and distribution expenses 26,191,359.28 25,269,299.51 Administrative expenses 39,069,823.45 34,596,836.45 Financial expenses -1,043,419.34 -1,367,596.96 Asset impairment loss 7,152,145.26 Add: Gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means loss) 2,215,049.22 945,236.68 Including: share of profits in associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 19,850,173.07 30,764,849.65 Add: non-operating income 21,644,468.76 984,455.09 Including: Gains on disposal of non-current assets Less: non-operating expense 3,648,204.75 2,132,964.56 Including: Losses on disposal of non-current assets IV. Total profit (“-” means loss) 37,846,437.08 29,616,340.18 16 The Report for the First Quarter of 2017—Changchai Company, Limited Less: Income tax expense 2,580,367.05 4,948,885.01 V. Net profit (“-” means loss) 35,266,070.03 24,667,455.17 Net profit attributable to owners of the Company 34,991,536.70 24,282,056.99 Minority shareholders’ income 274,533.33 385,398.18 VI. After-tax net amount of other comprehensive 34,093,500.00 -64,322,000.00 incomes After-tax net amount of other comprehensive 34,093,500.00 -64,322,000.00 incomes attributable to owners of the Company (I) Other comprehensive incomes that will not be reclassified into gains and losses 1. Changes in net liabilities or assets with a defined benefit plan upon re-measurement 2. Enjoyable shares in other comprehensive incomes in investees that cannot be reclassified into gains and losses under the equity method (II) Other comprehensive incomes that will be 34,093,500.00 -64,322,000.00 reclassified into gains and losses 1. Enjoyable shares in other comprehensive incomes in investees that will be reclassified into gains and losses under the equity method 2. Gains and losses on fair value changes of 34,093,500.00 -64,322,000.00 available-for-sale financial assets 3. Gains and losses on reclassifying held-to-maturity investments into available-for-sale financial assets 4. Effective hedging gains and losses on cash flows 5. Foreign-currency financial statement translation difference 6. Other After-tax net amount of other comprehensive incomes attributable to minority shareholders VII. Total comprehensive incomes 69,359,570.03 -39,654,544.83 Attributable to owners of the Company 69,085,036.70 -40,039,943.01 Attributable to minority shareholders 274,533.33 385,398.18 VIII. Earnings per share (I) Basic earnings per share 0.06 0.04 (II) Diluted earnings per share 0.06 0.04 Legal representative: Shi Xinkun Chief of the accounting work: Zhang Xin Chief of the accounting organ: Jiang He 17 The Report for the First Quarter of 2017—Changchai Company, Limited 4. Income statement of the Company Unit: RMB Item January-March 2017 January-March 2016 I. Total sales 671,067,381.57 640,749,505.25 Less: cost of sales 597,712,030.57 553,421,857.04 Business taxes and surcharges 1,852,624.69 Distribution expenses 23,846,836.58 23,769,408.12 Administrative expenses 34,336,123.95 30,006,219.55 Financial costs -1,346,027.09 -1,638,329.38 Impairment loss 7,152,145.26 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means loss) 509,513.02 Including: income from investment on associates 236,925.27 330,006.17 and joint ventures II. Business profit (“-” means loss) 14,665,792.87 28,547,717.68 Add: non-operating income 468,401.99 807,500.77 Including: Gains on disposal of non-current 6,445,439.34 assets Less: non-operating expense 3,585,448.64 2,132,964.56 Including: Losses on disposal of non-current 179,739.42 assets III. Total profit (“-” means loss) 11,548,746.22 27,222,253.89 Less: Income tax expense 1,824,701.90 4,771,744.93 IV. Net profit (“-” means loss) 9,724,044.32 22,450,508.96 V. After-tax net amount of other comprehensive 269,528,625.00 -64,322,000.00 incomes (I) Other comprehensive incomes that will not be reclassified into gains and losses 1. Changes in net liabilities or assets with a defined benefit plan upon re-measurement 2. Enjoyable shares in other comprehensive incomes in investees that cannot be reclassified into gains and losses under the equity method (II) Other comprehensive incomes that will be 269,528,625.00 -64,322,000.00 reclassified into gains and losses 1. Enjoyable shares in other comprehensive incomes in investees that will be reclassified into gains and losses under the equity method 2. Gains and losses on fair value changes of 269,528,625.00 -64,322,000.00 18 The Report for the First Quarter of 2017—Changchai Company, Limited available-for-sale financial assets 3. Gains and losses on reclassifying held-to-maturity investments into available-for-sale financial assets 4. Effective hedging gains and losses on cash flows 5. Foreign-currency financial statement translation difference 6. Other VI. Total comprehensive incomes 279,252,669.32 -41,871,491.04 VII. Earnings per share (I) Basic earnings per share (II) Diluted earnings per share 19 The Report for the First Quarter of 2017—Changchai Company, Limited 5. Consolidated cash flow statement Unit: RMB Item January-March 2017 January-March 2016 I. Cash flows from operating activities: Cash received from sale of commodities and 559,720,974.26 570,710,622.97 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 financial assets measured at fair value of which changes are recorded into current gains and losses Cash received from interest, handling charges and commissions Net increase of intra-group borrowings Net increase of funds in repurchase business Tax refunds received 20,849,031.11 15,643,486.32 Other cash received relating to operating activities 3,910,470.17 3,992,946.72 Subtotal of cash inflows from operating activities 584,480,475.54 590,347,056.01 Cash paid for goods and services 499,393,990.54 464,404,385.99 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 98,279,534.01 100,039,282.31 Various taxes paid 13,750,299.06 11,273,422.74 Other cash payment relating to operating activities 25,655,719.76 20,577,661.19 Subtotal of cash outflows from operating activities 637,079,543.37 596,294,752.23 Net cash flows from operating activities -52,599,067.83 -5,947,696.22 20 The Report for the First Quarter of 2017—Changchai Company, Limited II. Cash flows from investing activities: Cash received from withdrawal of investments 10,000,000.00 Cash received from return on investments 107,098.26 534,897.17 Net cash received from disposal of fixed assets, 457,913.44 21,690.00 intangible assets and other long-term assets Net cash received from disposal of subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing activities 565,011.70 10,556,587.17 Cash paid to acquire fixed assets, intangible assets 32,207,669.61 25,322,380.08 and other long-term assets Cash paid for investment 3,000,000.00 Net increase of pledged loans Net cash paid to acquire subsidiaries and other 1,854,599.33 business units Other cash payments relating to investing activities 13,000,000.00 11,000,000.00 Subtotal of cash outflows from investing activities 50,062,268.94 36,322,380.08 Net cash flows from investing activities -49,497,257.24 -25,765,792.91 III. Cash Flows from Financing Activities: Cash received from capital contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received from borrowings Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing activities Repayment of borrowings 2,500,000.00 Cash paid for interest expenses and distribution of 81,250.00 222,291.66 dividends or profit Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to financing 4,497.87 activities Sub-total of cash outflows from financing activities 85,747.87 2,722,291.66 Net cash flows from financing activities -85,747.87 -2,722,291.66 IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash equivalents -102,182,072.94 -34,435,780.79 21 The Report for the First Quarter of 2017—Changchai Company, Limited Add: Opening balance of cash and cash 583,278,129.09 526,716,238.21 equivalents VI. Closing balance of cash and cash equivalents 481,096,056.15 492,280,457.42 22 The Report for the First Quarter of 2017—Changchai Company, Limited 6. Cash flow statement of the Company Unit: RMB Item January-March 2017 January-March 2016 I. Cash flows from operating activities: Cash received from sale of commodities and 535,658,165.47 543,059,255.40 rendering of service Tax refunds received 17,491,266.11 15,643,486.32 Other cash received relating to operating activities 3,339,265.22 3,610,928.20 Subtotal of cash inflows from operating activities 556,488,696.80 562,313,669.92 Cash paid for goods and services 491,217,873.52 460,862,240.63 Cash paid to and for employees 86,413,231.91 90,442,815.25 Various taxes paid 10,628,148.30 8,725,658.60 Other cash payment relating to operating activities 21,879,334.47 18,518,292.09 Subtotal of cash outflows from operating activities 610,138,588.20 578,549,006.57 Net cash flows from operating activities -53,649,891.40 -16,235,336.65 II. Cash flows from investing activities: Cash received from retraction of investments 10,000,000.00 Cash received from return on investments 179,506.85 Net cash received from disposal of fixed assets, 62,913.44 21,690.00 intangible assets and other long-term assets Net cash received from disposal of subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing activities 62,913.44 10,201,196.85 Cash paid to acquire fixed assets, intangible assets 28,498,615.58 24,129,780.08 and other long-term assets Cash paid for investment Net cash paid to acquire subsidiaries and other 23,794,779.68 business units Other cash payments relating to investing activities Subtotal of cash outflows from investing activities 52,293,395.26 24,129,780.08 Net cash flows from investing activities -52,230,481.82 -13,928,583.23 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings Cash received from issuance of bonds Other cash received relating to financing activities 23 The Report for the First Quarter of 2017—Changchai Company, Limited Subtotal of cash inflows from financing activities Repayment of borrowings Cash paid for interest expenses and distribution of dividends or profit Other cash payments relating to financing activities Sub-total of cash outflows from financing activities Net cash flows from financing activities IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash equivalents -105,880,373.22 -30,163,919.88 Add: Opening balance of cash and cash 558,159,090.01 503,933,918.79 equivalents VI. Closing balance of cash and cash equivalents 452,278,716.79 473,769,998.91 II Auditor’s report Is this Report audited? □ Yes √ No This Report is not audited. 24