FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT Stock Code: 000026 200026 Short Form of Stock: FIYTA A, FIYTA B Announcement No: 2016-038 FIYTA Holdings Ltd.
2016 Third Quarterly Report, Text
FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT Section 1 Important Notes
The Board of Directors, the Supervisory Committee, directors, supervisors and senior executives hereby individually and collectively accept responsibility for the correctness, accuracy and completeness of the contents of this Quarterly Report and confirm that there are neither material omissions nor errors which would render any statement misleading.
All the directors attended the board meeting for reviewing the Quarterly Report.
Mr. Xu Dongsheng, the Company leader, Mr. Chen Zhuo, chief financial officer, and Mr. Tian Hui, the manager of the accounting department (treasurer) hereby confirm the authenticity, accuracy and completeness of the financial report enclosed in this Quarterly Report.
FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT Section 2 Financial Summary and Change of Shareholders I. Key Accounting Data and Financial Indicators
Have the accounting data of the previous year undergone retroactive adjustment or restatement due to the change of accounting policy and/or correction of accounting errors, etc.?
No
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
|||||||||Increase/decrease of the||
|||End of the reporting||||||end of the Reporting||
||||||End of the previous year|||||
|||period||||||Period vs the end of the||
|||||||||previous year||
|Total assets, in CNY|3,990,719,087.18|||4,246,670,045.02||||-6.03%||
|Net assets attributable to the|2,372,769,004.61|||2,299,215,650.21||||||
|Company’s shareholders, in||||||||||
|||||||||3.20%||
|CNY||||||||||
||||Increase/decrease||||||Increase/decrease|
||||||||from year|||
||||of the Reporting||||||of the reporting|
||||||||beginning to the|||
|||Reporting period|Period vs the||||||period vs the same|
||||||||end of the|||
||||same period of the||||||period of the|
||||||||Reporting Period|||
||||previous year||||||previous year (%)|
|Operating revenue, in CNY|754,607,535.18||-3.76%|||2,234,135,318.36|||-9.47%|
|Net profit attributable to the|47,988,842.36|||||108,321,268.16||||
|Company’s shareholders, in|||43.23%||||||1.60%|
|CNY||||||||||
|Net profit attributable to the||||||||||
|Company’s shareholders less||||||||||
|||47,744,294.43|52.19%||||107,356,110.63||3.90%|
|the non-recurring items, in||||||||||
|CNY||||||||||
|Net cash flows arising from||||||291,041,032.07||||
|||--|--||||||12.27%|
|operating activities, in CNY||||||||||
|Basic earning per share|0.1090|||||0.2469||||
||||27.78%||||||-9.03%|
|(CNY/share)||||||||||
|Diluted earning per share|0.1090|||||0.2469||||
||||27.78%||||||-9.03%|
|(CNY/share)||||||||||
|Net assets-income ratio,||||||||||
|||0.02%|3.18%||||0.05%||-26.97%|
|weighted average||||||||||

In CNY
FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||||
|-|-|-|
||From year beginning to||
|Items|the end of the reporting|Notes|
||period||
|||Gain/Loss from disposal of|
|Gain and loss from disposal of non-current assets,|||
|||partial obsolete office fixed|
|including the part offset with the provision for impairment|-227,443.75||
|||assets in the reporting|
|of assets|||
|||period|
|Government subsidy recognized in current gain and loss|||
|||Government subsidy|
|(excluding those closely related to the Company’s|||
||1,296,015.95|counted to the current gain|
|business and granted under the state’s policies according|||
|||and loss|
|to certain quota of amount or volume)|||
|Income and expenses from the business other than the||Other various non-operating|
||150,960.07||
|above items||revenue and expenditure|
|Less: Amount affected by the income tax|254,374.74||
|Total|965,157.53|--|

For theCompany’s non-recurring gain/loss items as defined in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering their Securities to the Public– Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering their Securities to the Public– Non-recurring Gains and Losses which have been defined as recurring gains and losses, it is necessary to explain the reason.
Inapplicable
II. Total Shareholders and Shares Held by Top Ten Shareholders at the End of the Reporting Period
1. Statement of Total Shareholders of Common Shares and the Referred Shares with the Voting Power Recovered and the Shares Held by Top Ten Shareholders
In shares
|||||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|-|-|
|||||38,418||||Total shareholders of||||||
||Total shareholders of common|||||||||||||
|||||||||preferred shares with||||||
||shares at the end of the|||||||||||0||
|||||||||voting power recovered||||||
||reporting period|||||||||||||
|||||||||(if any)||||||
||Shares held by the Top Ten Common Shareholders|||||||||||||
|||||||||||Number of|Pledged or frozen|||
||Shareholders’||Nature of||Proportion of||Number of|||||||
|||||||||||restricted|Status of the|||
||Names||Shareholders||shares held||shares held||||||Q’ty|
|||||||||||shares held|shares|||
|AVICInternationalHoldings Limited||State corporateshareholder||37.15%||162,977,327|||0|||||

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||||||
|-|-|-|-|-|
|GoldenEagle-MinshengBank-GoldenEagle-Wens –Junye FlexibleConfigurationNo. 3 AssetsManagementPlan|Domesticnon-statecorporateshareholder|2.08%|9,131,232|4,674,329|
|Manulife TedaFund –Minsheng Bank -Manulife TedaValue GrowthOrientedadditionalissuance No.351 AssetManagementPlan|Domesticnon-statecorporateshareholder|2.07%|9,093,259|9,093,259|
|Sws MuAssets-ChinaMerchants Bank– ChinaResources SziticTrust – RuihuaFixed GrowthHedge Fund No.2 AssembledFunds Trust Plan|Domesticnon-statecorporateshareholder|1.92%|8,429,118|8,429,118|
|TibetAutonomousRegionInvestment Co.,Ltd.|State corporateshareholder|1.13%|4,976,551|4,976,551|

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||||||||||
|-|-|-|-|-|-|-|-|-|
|Manulife TedaFund – ICBC –Manulife TedaInternationalTrade OrientDingzengbaoNo. 1 AssetsManagementPlan||Domesticnon-statecorporateshareholder|1.04%||4,546,630|4,546,630|||
|Dai Wen||Domestic naturalperson|0.46%||2,009,321|0|||
|EssenceInternationalSecurities (HongKong) Limited||Overseascorporate|0.46%||2,000,000|0|||
|Manulife TedaFund – ICBC–FORTUNESecurities Co.,Ltd.||Domesticnon-statecorporateshareholder|0.38%||1,667,097|1,667,097|||
|China MerchantsSecurities (HK)Co., Limited||Overseascorporate|0.30%||1,316,969|0|||
||Shareholding of the Top 10 Shareholders of Non-restricted Shares||||||||
|||||Quantity of Non-restricted Shares Held|||Share type||
||Shareholder’s Name||||||||
||||||||Share type|Quantity|
|AVIC International Holdings Limited|||162,977,327||||A-shares|162,977,327|
|Golden Eagle-MinshengBank-Golden Eagle-Wens – JunyeFlexible Configuration No. 3 AssetsManagement Plan|||4,456,903||||||
||||||||A-shares|4,456,903|
|Dai Wen|||2,009,321||||A-shares|2,009,321|
|Essence International Securities(Hong Kong) Limited|||2,000,000||||||
||||||||B-shares|2,000,000|
|China Merchants Securities (HK) Co.,Limited|||1,316,969||||||
||||||||B-shares|1,316,969|
|Vanguard Investment Australia Ltd.-Vanguard Emerging Markets StockIndex Fund (VEIEX)|||1,190,485||||||
||||||||A-shares|1,190,485|
|Li Zengjie|||1,181,800||||A-shares|1,181,800|

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
|||||||
|-|-|-|-|-|-|
|China Merchants Securities||1,174,000||A-shares|1,174,000|
|Liu Caixiang||1,135,200||A-shares|1,135,200|
|Hu Yongtian||891,400||A-shares|891,400|
||||Among the top 10 shareholders, China Merchants Securities (HK) Co., Limited is a|||
||Note to the associated relationship or|||||
||||wholly-owned subsidiary of China Merchants Securities Co., Limited and the two|||
||consistent action among the aforesaid|||||
||||are persons acting in concert, and all the 2,490,969 shares held by them are|||
||shareholders|||||
||||outstanding shares, taking 0.57% of the Company’s total shares.|||
||Note to the top 10 shareholders of|||||
||common shares involved in margin||Inapplicable|||
||financing & securities lending (if any)|||||

Was any of the top 10 shareholders of commons shares or any of the top 10 shareholders of non-restricted commons shares involved in any contractual repurchase trade?
No.
2. Total shareholders of preferred shares and statement of shareholding by the top 10 shareholders of preferred shares
Inapplicable
FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT Section 3 Significant Events
I. Changes in Items of the Major Accounting Statements and Financial Indicators and the Causes during the Reporting Period
I. Items in Balance Sheet
||||||
|-|-|-|-|-|
|||Opening|Change rate||
|Items|Ending balance|||Cause of Change|
|||balance|(%)||
|||||It mainly refers to that the notes|
|||||receivable were due at the beginning of|
|Notes receivable|4,812,452.93|7,197,788.08|-33.14%||
|||||the year and the payment concerned|
|||||was recovered.|
|||||It mainly refers to that the partial|
|Prepayments|34,068,040.16|48,869,563.60|-30.29%|advance payment for goods got settled|
|||||ended the reporting period.|
|||||Ended the reporting period, the advance|
|Other non-current assets|13,347,286.42|5,118,833.65|160.75%|payment for long term assets increased|
|||||in comparision with year beginning|
|||||Trad accounts payable during the|
|Accounts payable|63,383,403.37|155,939,686.54|-59.35%|reporting period decreased over the|
|||||beginning of the year.|
|||||It mainly referred to that the year-end|
|Remuneration payable to the|||||
||25,719,412.15|39,396,747.95|-34.72%|bonus payable to employees for year|
|employees|||||
|||||2015 was paid at the beginning of 2016.|
|||||It mainly refers to the interest of “12|
|||||YADA BOND” for year 2015 payable at|
|Interest payable|1,435,529.64|19,211,630.02|-92.53%||
|||||the beginning of the year was already|
|||||paid at the beginning of 2016.|
|||||The long term bank loan due within a|
|Non-current liabilities due|||||
||17,210,000.00|108,914,000.00|-84.20%|year increased over the beginning of the|
|within a year|||||
|||||year.|
|||||Expenses provided at the end of the|
|Other current liabilities|10,431,342.62|1,988,252.38|424.65%|reporting period increased over the|
|||||beginning of the reporting period.|
|||||Specific project loan for Guangming|
|||||New Zone Watch Industrial Base during|
|Long term borrowings||90,994,964.33|38.29%||
||125,838,844.52|||the reporting period increased over the|
|||||beginning of the year.|

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||||||
|-|-|-|-|-|
|||||“12 YADA Bond” was redeemed on|
|Bonds payable|-|3 9 9,823,760.28|-100.00%||
|||||February 29, 2016|
|||||The translation reserve as at the end of|
|Other comprehensive income|-8,038,615.37|-17,145,189.71|-53.11%|the reporting period increased over the|
|||||beginning of the reporting period.|

 II. Items in Profit Statement
||||||
|-|-|-|-|-|
|||Same Period of|||
||Reporting||Change rate||
|Items||the Previous||Cause of Change|
||period||(%)||
|||Year|||
|||||Reserve for bad debt of accounts|
|Loss from impairment of||||receivable provided during the reporting|
||1,909,350.83|797,169.61|139.52%||
|assets||||period increased over the same period|
|||||of the previous year.|
|||||The government subsidy received|
|||||during the reporting period decreased|
|Non-operating income|442,044.51|2,842,638.40|-84.45%||
|||||over the same period of the previous|
|||||year.|
|||||Loss from scrapped non-current assets|
|||||during the reporting period increased|
|Non-operating expenses|95,903.50|33,411.19|187.04%||
|||||over the same period of the previous|
|||||year.|
|||||The gross interest rate increased|
|||||stimulated by downsizing inefficient|
|||||shops, strict control over expenditures,|
|Total profit|63,596,712.02|43,982,574.31|44.60%||
|||||adjustment of income structure, etc. and|
|||||the overall earning power increased to|
|||||some extent.|
|||||It was mainly due to increase of the total|
|Income tax expenses|15,748,647.67|10,202,545.06|54.36%||
|||||profit during the reporting period.|

 III. Cash Flow Statement Items
||||||
|-|-|-|-|-|
||From year||||
||beginning to the|Same Period of|||
||||Change rate||
|Items|end of the|the Previous||Cause of Change|
||||(%)||
||Reporting|Year|||
||Period||||
|Net amount of cash received|||||
|||||It mainly refers to disposal of partial|
|from disposal of fixed assets,|||||
||4,142,748.05|196,417.11|2009.16%|inefficient fixed assets during the|
|intangible assets and other|||||
|||||reporting period|
|long term assets|||||

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||||||
|-|-|-|-|-|
|||||Bank loan during the reporting period|
|Cash received from|||||
|||1,560,609,499.9|-44.52%|decreased over the same period of the|
|borrowings|865,749,959.13||||
|||0||previous year.|
|||||It mainly refers to the borrowing|
|Other fund-raising related||||returned to AVIC International Holdings|
||992,669.19|151,274,743.60|-99.34%||
|cash payments||||amounting to CNY 150 million in the|
|||||same period of the previous year.|

 II. Progress of Significant Events and their Influences and Notes to Analysis on Solutions
1. About Non-public Issuing of A-shares
The 18th meeting of the Seventh Board of Directors held on April 16, 2015 reviewed and approved the Proposal on the Plan for Non-public Issuing of A-shares to the Specified Investors and other relevant proposal(s). For the detail, refer to the Announcement on the Resolutions of the 18th Meeting of the Seventh Board of Directors. 2015-008;
On June 2, 2015,the Company received the Official Reply to some Issues concerning Non-public Issuing of A-shares by FIYTA Holdings Ltd. (GUO ZI CHAN QUAN[2015] No. 415 from the State-owned Assets Supervision and Administration Commission of the State Council. For the detail, refer to the Announcement on the Official Reply of the State-owned Assets Supervision and Administration Commission of the State Council to some Issues concerning Non-public Issuing 2015-08 disclosed on Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn.
2014 Annual General Meeting held on June 17, 2015 reviewed and approved the Proposal on the Plan for Non-public Issuing of A-shares to the Specified Investors and other relevant proposals, for the detail, refer to the Announcement on the Resolution of 2014 Annual General Meeting 2015-020 disclosed on Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn.
On July 1, 2015, the Company received the Notice of China Securities Regulatory Commission on Accepting the Application for Administrative Licensing issued by China Securities Regulatory Commission (CSRC) (No. 152013). For the detail, refer to the Announcement on Accepting Application for Non-public Issuing of A-shares by China Securities Regulatory Commission 2015-021 disclosed on Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn; On September 8, 2015, the Company received the Notice on the Feedback Opinions of China Securities Regulatory Commission on Examination of the Administrative Licensing Project (No. 152013). For the detail, refer to the Announcement on the Receiving of the Notice on the Feedback Opinions of China Securities Regulatory Commission on Examination of the Administrative Licensing Project 2015-034 disclosed on Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn;
The Company and the relevant intermediary carefully studied and implemented the Feedback Opinions, supplemented the materials and submitted reply to the questions according to the requirements of the Feedback Opinions. For the detail, refer to the Announcement on the Reply to the Feedback Opinions on the Application for Non-public Issuing of A-shares
2015-035, disclosed on Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn;
The 17th meeting of the Seventh Board of Directors and 2014 Annual General Meeting reviewed and approved the Profit
FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT Distribution Plan for Year 2014. According to the relevant provisions of the Rules for Implementation on Non-public Issuing of Listed Companies, etc., if the Company had ex-rights/ex-dividend events such as dividend distribution, bonus shares distribution, conversion of capital reserve into share capital, etc., during the period from the pricing benchmark to the issuing day, the issuing price would be adjusted correspondingly. Within the authorization by the Board of Directors, the Company made adjustment of the plan of the non-public issuing of A-shares. For the detail, refer to the Announcement on Adjustment of the Issuing Price and Issuing Volume of the A-shares to be Issued in a Non-public Way 2015-036, disclosed on Securities Times, Hong Kong Commercial Daily and www.cninfo.com.cn.
In compliance with the Feedback Opinions, the Company disclosed the Announcement on the Indication of Risk of Diluting the Immediate Returns from the Non-public Issuing and the Measures the Company Intends to Take 2015-037 and the Announcement on the Penalty Given or Supervision Measures Taken by the Securities Regulatory Authority and the Stock Exchange in the Past Five Years 2015-038;
On October 30, 2015, the application for non-public issuing of A-shares was approved by CSRC Securities Issuance Examination Committee. For the detail, refer to the Announcement on Approval of the Application for Non-public Issuing of A-shares by CSRC Securities Issuance Examination Committee, 2015-042;
On November 17, 2015, the Company received the Official Reply to FIYTA Holdings Ltd. for Approval of Non-public Issuing of Shares of (ZHENG JIAN XU KE[2015]No. 2588). For the detail, refer to the Announcement on Approval of the Application for Non-public Issuing of A-shares by China Securities Regulatory Commission 2015-043;
On January 15, 2016, theCompany’s A-shares issued in a non-public way got listed with Shenzhen Stock Exchange and the Company published the announcement for listing and the announcement on the related commitments. For the detail, refer to the Report on the Non-public Issuing and Announcement on Listing 2016-003 and the Announcement on the Commitments for the Shares Issued in a Non-public Way 2016-004.
2. Engagement of CPAs
The 11th meeting of the Eighth Board of Directors held on October 25, 2016 reviewed and approved the Proposal on Engagement of CPAs, and planned to engage Ruihua Certified Public Accountants LLP as theCompany’s independent auditor and auditor of theCompany’s internal controls for year 2016. For the detail, refer to the Announcement on the Resolutions of the 11th Meeting of the Eighth Board of Directors 2016-036 and the Announcement on Engagement of the CPAs 2016-037. The matter is subject to review and approval by the General Meeting before implementation.
|||||
|-|-|-|-|
||||Website where the provisional|
||Summary of Significant Events|Date of Disclosure||
||||reports are disclosed for inquiry index|
|Report on the Non-public Issuing andAnnouncement on Listing 2016-003||||
|||January 14, 2016|www.cninfo.com.cn|
|Announcement on the Commitmentsfor the Shares Issued in a Non-publicWay 2016-004||||
|||January 14, 2016|www.cninfo.com.cn|
|Announcement on the Resolution ofthe 11th Meeting of the Eighth Boardof Directors 2016-036||||
|||October 27, 2016|www.cninfo.com.cn|
|Announcement on Engagement of||October 27, 2016|www.cninfo.com.cn|

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||
|-|
|the CPAs 2016-037|

III. Commitments Completed in Implementation by the Company, its Shareholders, Actual Controller, Acquirer, Directors, Directors, Senior Executives or other Related Parties during the Reporting Period or Uncompleted in Implementation by the End of the Reporting Period
||||||||
|-|-|-|-|-|-|-|
|||Commitment||Time of|Commitment|Implementati|
|Commitments|Promisers||Description||||
|||type||commitment|deadline|on status|
|Commitment for Equity Separation|||||||
|Reform|||||||
|Commitments in the acquisition report|||||||
|or the written report on change of|||||||
|equity|||||||
|Commitment made at the time of asset|||||||
|reorganization|||||||

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||||||||
|-|-|-|-|-|-|-|
||||Commitment||||
||||of the||||
||||investors of||||
||||the||||
||||non-public||||
||||issuing -||||
||||Caitong Fund||||
||||Management||||
||Caitong||Co., Ltd.,||||
||||MANULIFE||||
||Fund Manag||||||
||||TEDA Fund||||
||ement Co.,||||||
||||Management||||
||Ltd.;||||||
||||Co, Ltd.,||||
||MANULIFE||||||
||||Xizang||||
||TEDA Fund||||||
||||Investment||||
||Management||||||
||||Co., Ltd.,||||
||Co, Ltd.;||||||
|||Comitmentfor|Golden Eagle|||In process|
||Xizang Invest||||||
|Commitment made at IPO or|Xizang|restriction|Asset|January 15,||of|
||ment Co.,||||1 year||
|re-financing||on sales of|Management|2016||implementa|
||Ltd.;||||||
|||the shares|Co.,Ltd., Sws|||tion|
||Golden Eagle||Mu Fund||||
||Asset Manag||||||
||||Management||||
||ement Co.,Lt||||||
||||Co., Ltd: the||||
||d.; Sws Mu||||||
||||shares||||
||Fund||||||
||||subscribed||||
||Management||||||
||||by them from||||
||Co., Ltd||||||
||||the||||
||||non-public||||
||||issuing shall||||
||||not be||||
||||transferred in||||
||||12 months||||
||||commencing||||
||||from the||||
||||dater of||||
||||listing.||||
|Equity incentive comitment|||||||
|Other commitments to the minority|||||||
|shareholders|||||||
|Has the commitment been|||||||
||Yes||||||
|implemented in a timely way?|||||||
|In case any commitment has not yet|||||||
||Inapplicable||||||
|been implemented within the deadline,|||||||

FIYTA HOLDINGS LTD. 2016 THIRD QUARTERLY REPORT, TEXT
||
|-|
|state in detail the specific cause of the|
|failure and the future working plan|

IV. Prediction of the Operation Results of Year 2016
Inapplicable
V. Investment in Securities
Inapplicable
VI. Investment in Derivatives
Inapplicable
VII. Registry of such Activities as Reception of the Visitors of Research, Communications, Interview, etc. during the Reporting Period
Inapplicable
VIII. Outward Guarantee against the Regulations
Inapplicable
IX. TheCompany’s Fund Occupied by its Controlling Shareholder or Related Party for Non-operation Purpose
Inapplicable
Board of Directors of
FIYTA Holdings Ltd.
October 27, 2016