Sino Great Wall Co., Ltd. The Third Quarterly Report 2016 Sino Great Wall Co., Ltd.
The Third Quarterly Report 2016
October 2016
Sino Great Wall Co., Ltd. The Third Quarterly Report 2016 1 Important Notice
The Board of Directors ,Supervisory Committee, all directors, supervisors and senior executives of the Company hereby guarantees that there are no misstatement, misleading representation or important omissions in this report and shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof. All the directors attended the board meeting for reviewing the Quarterly Report.
Mr.Chen Lve, Person in charge of the Company, Mr. Cui Hongli, Chief financial officer and the Mr. Cui Hongli, the person in charge of the accounting department (the person in charge of the accounting )hereby confirm the authenticity and completeness of the financial report enclosed in this Quarterly Report .
Sino Great Wall Co., Ltd. The Third Quarterly Report 2016 II. Main financial data and changes of shareholders
I.Main accounting data and financial Index
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not.
□ Yes√ No
||||||||
|-|-|-|-|-|-|-|
||End of the report period||End of last year||Year-on –year change||
|Gross assets（RMB）|6,474,979,794.34||4,017,462,824.63||61.17%||
|Net assets attributable to the|1,611,589,702.33||1,282,256,738.74||||
|shareholders of the listed company|||||25.68%||
|（RMB）|||||||
|||||Between beginning of|||
|||Year-on year||||Change from the same|
||This report period|||the year to the end of|||
|||change9%)||||period last year|
|||||the report period|||
|Operating income（RMB）|1,280,022,467.68|53.22%||3,233,597,223.19||10.87%|
|Net profit attributable to the|100,866,553.43|||303,165,970.06|||
|shareholders of the listed company||30.68%||||25.00%|
|（RMB）|||||||
|Net profit after deducting of|||||||
|non-recurring gain/loss attributable|||||||
||100,801,973.68|29.45%||283,301,863.47||16.61%|
|to the shareholders of listed|||||||
|company（RMB）|||||||
|Cash flow generated by business||||-1,686,338,825.47|||
||--|--||||414.80%|
|operation, net（RMB）|||||||
|Basic earning per|0.0594|||0.1785|||
|||30.84%||||25.00%|
|share(RMB/Share)|||||||
|Diluted gains per|0.0594|||0.1785|||
|||30.84%||||25.00%|
|share(RMB/Share)(RMB/Share)|||||||
|Weighted average income/asset|||||||
||6.43%|-2.26%||20.95%||-7.98%|
|ratio（%）|||||||

In RMB
||||
|-|-|-|
||Amount from beginning of||
|Items|the year to the end of the|Notes|
||report period||
|Gain/loss from disposal of non-current assets (includes the|60,234||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|recovered part of asset impairment provision already provided)|||
|Govemment subsidies recognized in current gain and|||
|loss(excluding those closely related to the Company’s business|2,522.16||
|and granted under the state’s policies)|||
|Except the effective hedge business related to the normal|||
|operation business of the Company, the profit and loss in the|||
|changes of fair values caused by the holding of tradable|||
||245,263.08||
|financial assets and tradable financial liabilities as well as the|||
|investment returns in disposal of tradable financial assets,|||
|tradable financial liabilities and saleable financial assets|||
|||Mainly because the company is|
|||Located in Shenzhen City,|
|||Dapeng New District,|
|Other non-business income and expenditures other than the above|26,180,786.00|Kuichong Office, Kuixin|
|||community of land and|
|||buildings on the ground by the|
|||collection of compensation|
|Less: Influenced amount of income tax|6,624,698.65||
|Total|19,864,106.59|--|

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.
□Applicable√ Not applicable
None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information disclosure explanatory Announcement No.1- Non–recurring gain/loss in the report period.
Sino Great Wall Co., Ltd. The Third Quarterly Report 2016 II.Total Shareholders and Shares Held by Top Ten Shareholders at the End of the Reporting Period 1. About Total Common Shareholders, Total Preference Shareholders with the Voting Power Recovered and the Shares Held by Top Ten Common Shareholders
In shares
||||||||
|-|-|-|-|-|-|-|
||||Total preference shareholders with||||
|Total number of common shareholders at the|||||||
|||55,398|the voting power recovered at the||0||
|period-end|||||||
||||end of the reporting period(if any)||||
|Shares held by the top 10 shareholders|||||||
|||||Amount of|Pledging or freezing||
|||Share|||||
||Properties of|||tradable shares|||
|Shareholder name||proportion|Quantity||Status of the||
||shareholder|||with Conditional||Quantity|
|||%|||shares||
|||||held|||
|Chen Lve|Domestic Naturalperson|34.33%|582,944,556|582,109,696|||
||||||Pledge|431,760,594|
|Union Holdings Co., Ltd.|Domestic NonState-owned legalperson|6.38%|108,295,921|0|||
|STYLE-SUCCESS LIMITED|Foreign legal person|5.47%|92,970,910|0|||
|Shanghai FinancialDevelopment InvestmentFund(LP)|Domestic NonState-owned legalperson|4.49%|76,300,504|76,300,504|||
|He Feiyan|Domestic Naturalperson|3.23%|54,800,458|54,800,458|||
|Jiutai Fund－Bank ofCommunications－JiutaiHuitong No.2 specific customerasset management plan|Other|2.50%|42,479,672|42,479,672|||
|Wuxi Hengtai Jiuding AssetsManagement Centre（LP）|Domestic NonState-owned legalperson|2.26%|38,330,615|38,330,615|||
|Foshan Haihui Heying VentureImvestment Partnership(LP)|Domestic NonState-owned legalperson|2.25%|38,150,252|38,150,252|||
|Jiangxi Taihao VentureInvestment Centre(LP）|Domestic NonState-owned legalperson|1.87%|31,791,879|31,791,879|||
|Yantai ZhaoxuanYuantai JiudingVenture Investment Centre(LP)|Domestic NonState-owned legalperson|1.87%|31,742,745|31,742,745|||
|Shares held by the Top 10 Shareholders of Non-restricted shares|||||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||
|-|-|-|-|
||Quantity of unrestricted shares held at|Share type||
|Name of the shareholder||||
||the end of the reporting period|Share type|Quantity|
|Union Holdings Co., Ltd.|108,295,921|RMB Common||
||||108,295,921|
|||shares||
|STYLE-SUCCESS LIMITED|92,970,910|Foreign shares||
|||placed in||
||||92,970,910|
|||domestic||
|||exchange||
|Rich Crown Investment Co., Ltd.|23,235,313|Foreign shares||
|||placed in||
||||23,235,313|
|||domestic||
|||exchange||
|Liuzhou Jiali Real estate Development Co., ltd.|9,600,000|RMB Common||
||||9,600,000|
|||shares||
|Zeng Ying|5,166,000|Foreign shares||
|||placed in||
||||5,166,000|
|||domestic||
|||exchange||
|KGI ASIA LIMITED|4,691,274|Foreign shares||
|||placed in||
||||4,691,274|
|||domestic||
|||exchange||
|Song Wenguang|4,372,328|Foreign shares||
|||placed in||
||||4,372,328|
|||domestic||
|||exchange||
|Xingzheng Securities Assets Management －Everbright Bank－Xingzheng Assets managementXinzhong No.57. Collection of assets managementplan|3,166,110|||
|||RMB Common||
||||3,166,110|
|||shares||
|Chen Lihong|2,293,280|Foreign shares||
|||placed in||
||||2,293,280|
|||domestic||
|||exchange||
|Wang Ying|2,147,140|Foreign shares||
|||placed in||
||||2,147,140|
|||domestic||
|||exchange||
||Chen Lve and He Feiyan are consortium officers; Wuxi Hengtai Jiuding|||
|Explanation on shareholders participating in the||||
||Assets Management Centre （LP）and Yantai Zhaoxuan Yuantai Jiuding|||
|margin trading business||||
||Venture Investment Centre（LP）are consortium officers; Union|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||
|-|-|
||Development Group Ltd. is the controlling shareholder of the|
||above-mentioned shareholder Shenzhen Union Holdings Ltd. and third|
||shareholder Rich Crown Investment Co., Ltd. The other tradable|
||shareholders neither knew whether there exists associated relationship|
||between them.|
||Among the shareholders above, Liuzhou Jiali Real estate Development Co.,|
|Participation of top 10 unconditional common share||
||ltd. holds 9,600,000 shares of the Company through stock account with|
|shareholders in securities margin trading (if any)||
||credit transaction and guarantee of Guohai Securities Co., Ltd.|

Agreed re-purchasing by theCompany’s top 10 shareholders of common shares and top 10 shareholders of unconditional common shares in the report period
□ Yes√ No
No agreed re-purchasing is performed by theCompany’s shareholders in the report period.
2.Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period
□Applicable√ Not applicable
III. Significant Events
I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes
√ Applicable□ Not applicable
||||||
|-|-|-|-|-|
||Year-end balance|Same period of the|Changes|Remarks on the change|
||(RMB)|previous year(RMB)|(%)||
|Net profit|303,165,970.06|242,528,351.45||Mainly due to the increase in the company's|
|attributable to the||||overseas income, consolidated gross profit|
||||25.00%||
|shareholders of the||||margin and income tax, business tax|
|Parent company||||changes|
|Monetary fund|974,281,429.82|695,384,561.31|40.11%|Mainly due to bank loans increased|
||3,450,378,757.45|2,352,808,087.33||Mainly due to in the implementation of|
|||||large projects progressed smoothly, the|
|Account receivable|||46.65%||
|||||project revenue increased, the reporting|
|||||period has not yet received|
||169,726,021.06|77,707,568.38||Mainly due to advance payment for|
|Advance payment|||118.42%||
|||||construction projects increased|
||250,298,204.27|168,133,668.91||Mainly due to increase in raw materials at|
|Inventory|||48.87%|the end of the reporting period, and|
|||||unsettled increase in completed|
|Fixed assets|102,651,662.49|43,846,215.63|134.12%|Mainly due to the acquisition of Wuhan|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||||
|-|-|-|-|-|
|||||Commercial Hospital and overseas tower|
|||||crane installation is completed|
|Construction in|2,347,992.64|10,016,928.24||Mainly due to overseas tower crane|
||||-76.56%||
|process||||installation is completed|
|Other account|822,416,213.32|239,952,886.10||Mainly due to margin and current account|
||||242.74%||
|receivable||||increase|
|Short-term|1,639,271,777.92|225,408,496.07||Mainly due to increase in bank loans in the|
||||627.24%||
|Borrowing||||current period|
||559,111,364.29|143,410,167.17||Mainly due to vendor settlement using more|
|Bills payable|||289.87%||
|||||bill settlement|
||1,022,563,948.28|1,332,619,954.77||Mainly due to overseas projects to increase|
|Account payable|||-23.27%||
|||||overseas suppliers accounts shorter|
||211,602,174.99|635,200,976.60||Mainly due to in the current period, the|
|Other account|||||
||||-66.69%|funds for the inter-bank borrowing are|
|payable|||||
|||||returned|
|Long-term|988,390,314.20|30,140,649.14||Mainly due to increase in current bank|
||||3179.26%||
|borrowing||||borrowings|
||18,366,539.49|10,539,011.91||Mainly due to increase the current business|
|Sales expense|||74.27%||
|||||expansion efforts|
||196,940,207.67|107,914,317.65||Mainly due to the second half of 2015|
|Administrative||||overseas companies and overseas regional|
||||82.50%||
|expense||||companies, overseas management personnel|
|||||increased|
||106,481,367.68|24,205,661.13||Mainly due to in the current period,borrowings of financial institutionsincreased|
|Financial expenses|||339.90%||
||112,230,752.62|48,824,874.34||Mainly due to an increase in accounts|
|Asset impairment|||||
||||129.86%|receivable resulted in an increase in asset|
|loss|||||
|||||impairment|
||29,136,122.16|405,739.61||Mainly due to in the report period,compensation fees for land acquisition andconstruction (structures) were collected|
|Non-business|||||
||||7080.99%||
|income|||||
|||||Mainly due to during the reporting period,|
|Net Cash flow|||||
|||||the company's overseas business grew|
|generated by|-1,686,338,825.47|-327,571,330.51|414.80%||
|||||rapidly, project margin and advances to a|
|business operation|||||
|||||substantial increase in expenditure|
|Net cash flow|||||
|||||Mainly due to investment in the current|
|generated by|-255,555,028.00|-35,910,259.45|611.65%||
|||||period increased|
|investment|||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||||
|-|-|-|-|-|
|Net cash flow|||||
|generated by|1,825,820,436.37|235,414,152.87|675.58%|Due to increase in current bank borrowings|
|financing|||||

II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal
√ Applicable□ Not applicable
On June 24, 2016, the company published a notice that the company is planning the item of non-public share-issuing, therefore the trade of thecompany’s share shall be suspended from June 24, 2016. On July 7, 2016, the Proposal on theCompany’s Non-public A-share Issuance to Specific Objects and the relevant proposals were examined and approved in the 10th board meeting of the 7th session board of directors, The Proposals related to thecompany’s non-public A-share issuance were examined and approved in the 2016 second extraordinary general shareholder meeting on July 25, 2016. On October 14, 2016, the Company received Notice of Acceptance of Administrative License Application of China Securities Regulatory Commission (No. 162993) issued by the China Securities Regulatory Commission. The CSRC decided to accept the application for administrative licensing of the Company's non-public issuance of shares.
||||
|-|-|-|
|||Description of the website for|
|Overview of material matters|Date of disclosing|disclosing provisional|
|||announcements|
|The Company disclosed the plan ofnon-public offering of A shares|||
||July 9,2016|http://www.cninfo.com.cn|
|The company's non-public offering of Ashares to the specific object of the matterin the October 14, 2016 received notice ofthe CSRC admissibility|||
||October 15,2016|http://www.cninfo.com.cn|

III. Commitments finished in implementation by the Company, shareholders, actual controller, acquirer, directors, supervisors, senior executives or other related parties in the reporting period and commitments unfinished in implementation at the end of the reporting period
√ Applicable□ Not applicable
||||||||
|-|-|-|-|-|-|-|
|||||Time of|||
||||||Period of||
||Commitmen|||making||Fulfillme|
|Commitment||Type|Contents||commitme||
||t maker|||commitme||nt|
||||||nt||
|||||nt|||
|Commitment on|||||||
||No||No||No|No|
|share reform|||||||
|Commitment in the|||||||
|acquisition report or|||||||
||No||No||No|No|
|the report on equity|||||||
|changes|||||||
|Commitments in|Chen Lve,|Share lock|Shares acquired by purchases of assets through|March|36 months|Strict|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||||||
|-|-|-|-|-|-|-|
|assets reorganization|He Feiyan||issuing shares: “I will not transfer the new shares|19,2015||perfo|
||||of Victor Onward Holdings acquired through this|||rming|
||||restructuring, including but not limited to the||||
||||public transfer through the stock market or by||||
||||agreement, and I will not entrust anybody else to||||
||||manage my shares of Victor Onward Holdings,||||
||||within 36 months from the date new shares list||||
||||and before the date I’ve carried out my||||
||||obligations of performance compensation under||||
||||this restructuring(subject to whatever is early,||||
||||hereinafter referred to as “lock-up periods”). If||||
||||the closing price of shares of Victor Onward||||
||||Holdings were lower than this issue price for 20||||
||||continuous trading days in 6 months after the||||
||||restructuring transaction has been completed, or||||
||||the final closing price were lower than this issue||||
||||price 6 months after the transaction has been||||
||||completed, the lock-up periods of my shares of||||
||||Victor Onward Holdings are automatically||||
||||prolonged for 6 months. (The above-mentioned||||
||||issue price will be calculated according to the||||
||||price after the adjustment of ex-dividend, etc. if||||
||||ex-dividend behaviors of the company, including||||
||||distribution of dividends, giving bonus,||||
||||conversion of share capital, rationing shares, and||||
||||etc., were happened during the above-mentioned||||
||||periods. If the restructuring transaction were||||
||||investigated by judicial authorities or China||||
||||Securities Regulatory Commission due to false||||
||||record, misleading statement or major omission of||||
||||the information provided or disclosed, I will not||||
||||transfer my shares of the company before the||||
||||conclusion of the case has been made clear. After||||
||||the above-mentioned lock-up periods, I will sell||||
||||or transfer the new shares of the company||||
||||acquired from this restructuring following||||
||||relevant regulations of China Securities||||
||||Regulatory commission and Shenzhen Stock||||
||||Exchange.||||
||||Shares acquired by matching funds raised: “I will||||
|||||||Strict|
||||not transfer the new shares of Victor Onward||||
|||||March|||
||Chen Lve|Share lock|Holdings acquired through this issuing by any||36 months|perfo|
|||||19,2015|||
||||way, including but not limited to the public|||rming|
||||transfer through the stock market or by||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||||
|-|-|-|-|-|-|
|||agreement, within 36 months from the date new||||
|||shares list. If regulation rules or regulators have||||
|||longer requirements for lock-up periods, it should||||
|||be executed accordingly.||||
|||Up to the issue day of the letter, I and other||||
|||corporations controlled by me haven’t possessed||||
|||funds of Sino Great Wall; After the transaction is||||
|||completed, I and other companies controlled by||||
|||me (if any), except for listed companies and their||||
|||holding subsidiaries, will not possess the funds of||||
|||listed companies or Sino Great Wall by any way,||||
|||including cash in advance, other expenses, direct||||
|||or indirect loans, assumption, etc. and try our best||||
|||to avoid fund intercourse with listed companies or||||
||There is||||Strict|
|||Sino Great Wall, which has nothing to do with|March|||
|Chen Lve|no funds|||Long-term|perfo|
|||normal operations. If Sino Great Wall got|19,2015|||
||occupied||||rming|
|||penalized by government administration||||
|||departments due to the money lending which was||||
|||happened before the transaction, I will bear the||||
|||total compensation for the company’s loss||||
|||resulting from it by cash in order to guarantee||||
|||Sino Great Wall won’t suffer any loss.||||
|||Meanwhile, I will actively urge Sino Great Wall||||
|||to establish complete inner control system and||||
|||funds management system within lawful||||
|||authority.||||
|||In view of the fact that the houses rented by Sino||||
|||Great Wall and it’s son subsidiaries, subsidiaries,||||
|||haven’t rental registration, I promise, if Sino||||
||Cash||||Strict|
|||Great Wall and its son subsidiaries, subsidiaries,|March|||
|Chen Lve|comp|||Long term|perfo|
|||were penalized by real estate management|19,2015|||
||ensation||||rming|
|||department or suffered other losses resulting from||||
|||it, I agree to compensate the loss of the company||||
|||by cash.||||
|||During the reporting period, the project which||||
|||Sino Great Wall is involved in is the decoration||||
|||engineering construction project of Libo Grand||||
||Cash|Hotel (hereinafter referred to as “Libo project”)|||Strict|
||||March|||
|Chen Lve|comp|which the company contracted before the bidding||Long term|perfo|
||||19,2015|||
||ensation|process. Sino Great Wall is not involved in any|||rming|
|||other projects except for Libo project before||||
|||bidding process. As to the violating issues existed||||
|||in the Libo project, I promise as follows: if Sino||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||||
|-|-|-|-|-|-|
|||Great Wall got penalized by government||||
|||administration departments or suffered any||||
|||economic loss resulted from it, I will compensate||||
|||the company by cash; Meanwhile, I, within lawful||||
|||authority, will also promise to urge the company||||
|||to undertake related construction projects legally||||
|||so as to avoid violating issues happened before||||
|||implementation of bidding process, i.e., at the||||
|||time for construction again.||||
|||1. Up to October 13th,2014, the related expenses||||
|||of the litigation and arbitration cases, including||||
|||the actual price, compensation, penalty, ligation||||
|||costs, etc. which the parent-subsidiary companies||||
|||of Sino Great Wall needs to pay caused by the||||
|||final results of ligation and arbitration cases,||||
||Cash|exceed the amount of liabilities which recognized|||Strict|
||||March|||
|Chen Lve|comp|in the “Audit Report” made for Sino Great Wall||Long term|perfo|
||||19,2015|||
||ensation|by Ruihua CPA (Special Ordinary Partnership) on|||rming|
|||the basis of the audit base day of July 31st, 2014,||||
|||I promise to bear the balance by cash||||
|||unconditionally so as to guarantee the||||
|||parent-subsidiaries of Sino Great Wall won’t||||
|||suffer any loss. 2. This commitment letter is||||
|||irrevocable.||||
|||1. On condition that ownership defect exists in the||||
|||lease of house property of parent-subsidiary||||
|||companies of Sino Great Wall and its subsidiary||||
|||corporation, which resulted in inability for||||
|||parent-subsidiary companies of Sino Great Wall||||
|||and its subsidiary corporation to continue leasing||||
|||this house property but having to relocate, or||||
|||parent-subsidiary companies of Sino Great Wall||||
|||and its subsidiary corporation can’t timely find||||
||Cash||||Strict|
|||suitable workplace for lawful operation in related|March|||
|Chen Lve|comp|||Long term|perfo|
|||area, I will undertake to compensate by cash for|19,2015|||
||ensation||||rming|
|||parent-subsidiary companies of Sino Great Wall’s||||
|||losses which are caused by operation and finance||||
|||due to the above-mentioned matters. 2. I||||
|||undertake to unconditionally bear the relevant||||
|||fines by cash for parent-subsidiary companies of||||
|||Sino Great Wall on condition that the rental house||||
|||property of parent-subsidiary companies of Sino||||
|||Great Wall and its subsidiary corporation is in||||
|||absence of handling procedures for filing house||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
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|-|-|-|-|-|-|
|||leasing ,which resulted in that parent-subsidiary||||
|||companies of Sino Great Wall and its subsidiary||||
|||corporation are fined by property administrative||||
|||department. 3.The commitment letter is||||
|||irrevocable.||||
|||“In condition that parent-subsidiary companies of||||
|||Sino Great Wall or its son subsidiary haven’t paid||||
|||social security or housing fund for staff according||||
|||to law, which resulted in any losses to Sino Great||||
|||Wall , including the competent authorities’||||
||Cash||||Strict|
|||requirement for Sino Great Wall or its subsidiary|March|||
|Chen Lve|comp|||Long term|perfo|
|||to make supplementary payment, to be punished|19,2015|||
||ensation||||rming|
|||and resourced, I will bear by full-amount cash for||||
|||the fee of supplemental payment and the expense||||
|||and fee for being punished or resourced, which is||||
|||to guarantee Sino Great Wall and its subsidiary to||||
|||avoid suffering.||||
|||“At present, Suzhou Lvbang has possessed one||||
|||state-own land use right, of which the land||||
|||certificate is Suzhou Guo Yong(2014)||||
|||No.Y2014086”, locates in Danan Village, Dadian||||
|||Town, Yongqiao District, Suzhou City with||||
|||32,966 square meters of area and the purpose for||||
|||industry. Suzhou Lvbang possesses its own||||
|||factory with 9,843.87 square meters of area||||
|||above-mentioned, which is the building reserved||||
|||on the former selling land. Suzhou Lvbang is||||
|||carrying out refurnishing and reconstruction for||||
|||this factory and has acquired “License of||||
||Cash|Construction Land Planning ”with|||Strict|
||||March|||
|Chen Lve|comp|No.2014-08-001 approved and issued by||Long term|perfo|
||||19,2015|||
||ensation|Yongqiao District, Suzhou City’s housing and|||rming|
|||rural construction bureau, of which other||||
|||examination and approval procedures of||||
|||construction are in the process of handling “I||||
|||undertake to actively supervise and urge Suzhou||||
|||Lvbang on handling procedures of the approval||||
|||process involved with factor refurnishing and||||
|||reconstruction, and which is suffered from||||
|||administrative punishment by relevant competent||||
|||authorities in reason of claiming certificate of||||
|||title, or in which any dispute or controversy exist||||
|||in construction and ownership, which shall be my||||
|||responsibility to carry out solution, and I||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||||
|-|-|-|-|-|-|
|||undertake to compensate by cash for Suzhou||||
|||Lvbang’s losses which are due to this matter,||||
|||guaranteeing no losses occur to Sino Great Wand||||
|||Suzhou Lvbang for this matter. ”||||
|||“According to the “Agreement of Significant||||
|||Asset Replacement and Issue of Share to Buy||||
|||Asset”(hereinafter referred to as “Agreement”)||||
|||signed among Victor Onward Holdings, all||||
|||shareholders of Sino Great Wall and Union||||
|||Development Group Co., Ltd (hereinafter referred||||
|||to as“ Union Group”) on October 13, 2014, all the||||
|||creditor’s rights and liabilities related to place-out||||
|||asset before the delivery date of Victor Onward||||
|||Holdings shall be Union Group’s responsibility to||||
|||carry out solution; After the asset delivery date, if||||
|||any losses occur to Victor Onward Holdings in||||
||Cash|reason of the liability transfer of asset delivery,|||Strict|
||||March|||
|Chen Lve|comp|personnel placement, unsettled dispute or||Long term|perfo|
||||19,2015|||
||ensation|controversy and other compensation related to|||rming|
|||place-out asset, payment obligation and||||
|||punishment, Union Group or the specified third||||
|||party shall sufficiently compensate all losses for||||
|||Victor Onward Holdings for the above matters. I||||
|||undertake, if Union Group and the specified third||||
|||party refuse to compensate the losses caused by||||
|||the above mentioned matters for Victor Onward||||
|||Holdings according to the“ Agreement”, I will||||
|||compensate by cash for the Victor Onward||||
|||Company within 5 working day in advance.||||
|||Meanwhile, I will reserve the resource rights for||||
|||Union Group and the specified third party.||||
|||According to“ Agreement of Shenzhen Victor||||
|||Onward Textile Industrial Co., Ltd., Chen Lve||||
|||and He Feiyan Concerning on Performance||||
|||Compensation” and its supplemental agreement ,||||
|||Chen Lve’s promised Sino Great Wall that the net||||
||Perfor|||||
|||profit deducted by incidental losses and|||Strict|
|Chen Lve,|mance||May|||
|||attributable to the parent companies’ owners after||Long term|perfo|
|He Feiyan|comm||11,2015|||
|||audition of 2015, 2016 and 2017 shall be|||rming|
||itment|||||
|||respectively more than RMB 345.8 million, RMB||||
|||438.5 million and RMB 538.2 million. If the net||||
|||profit of Sino Great Wall is less than the promised||||
|||net profit mentioned above , Chen Lve and He||||
|||Feiyan will compensate for listed company in||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||||
|-|-|-|-|-|-|
|||accordance with “Performance Compensation||||
|||Agreement” and its supplemental agreement.||||
|||1. This reorganization is planned to place in asset.||||
|||At present, complete separation has existed||||
|||between me or other enterprises under my||||
|||possession (if any) and the listed company in||||
|||staff, asset, finance, institution and business of||||
|||Sino Great Wall. Independence exists in both||||
|||staff, asset, finance, institution and business and||||
|||no confusion exists. 2. I undertake, after this||||
|Chen Lve;||||||
|||reorganization, to ensure the continued complete||||
|He Feiyan,||||||
|||separation between me or other enterprises under||||
|Wuxi||||||
|||my possession(if any) and the listed company in||||
|Hengtai||||||
|||staff, asset, finance, institution and business,||||
|Jiuding||||||
|||sustaining the independence in the listed||||
|AssetsMana||||||
|||company’s staff, asset, finance, institution and||||
|gement||||||
|||business, as follows: (1).The Ensurance of||||
|Centre||||||
|||Independence for Listed Company’s Personnel||||
|（LP）;Yan||||||
|||Ensure that the general manager, the vice-general||||
|tai||||||
|||manger, the chief financial officer, the board||||
|Zhaoxuan||||||
||Independe|secretary and the senior executives of the||||
|Yuantai||||||
||nce,|Company only accept salary in listed company,||||
|Jiuding|||||Strict|
||competitio|including no holding of any post except director|September|||
|Venture||||Long term|perfo|
||n in the|and supervisor in my enterprise or other|30,2015|||
|Investment|||||rming|
||same|enterprises under my possession. 2.Ensure the||||
|Centre||||||
||industry|complete independence exists among the listed||||
|（LP）;Suz||||||
|||company’s labor, personnel, and salary||||
|hou Taiyao||||||
|||management and me. 3. The director, supervisor,||||
|Zhongshan||||||
|||general manager and other senior executives||||
|Jiuding||||||
|||recommended by me have all been through the||||
|Investment||||||
|||legal procedures, and I will not intervene the||||
|Centre||||||
|||company’s board and the shareholder’s decision||||
|（LP）;Jiax||||||
|||for appointing and dismissing personnel by||||
|ing Jiahe||||||
|||exercising official power. (2)The Ensurance of the||||
|Jiuding||||||
|||Asset Independence of Listed Company 1.Ensure||||
|Investment||||||
|||that the listed company possesses business system||||
|Centre（LP）||||||
|||related to operation and the relevant||||
|||completely-independent asset. 2.Ensure that no||||
|||occupation of mine exists in capitals and assets of||||
|||the listed company. 3.The Ensurance of the||||
|||Financial Independence of Listed Company||||
|||1.Ensure that the independent finance department||||
|||and the independent financial calculating system||||
|||set up by the listed company, which possess||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||
|-|
|normative and independent financial and|
|accounting rules. 2. Ensure that the listed|
|company independently opens a bank account,|
|not sharing the same bank account with me.|
|3.Ensure that the financial staff of the listed|
|company holds no part-time post in my enterprise|
|and other enterprises under my possession. 4.|
|Ensure that the listed company pays taxes|
|according to law. 5. Ensure that the listed|
|company makes the financial decision-making|
|independently, I will not intervene the utilization|
|of the listed company’s capital. (4)The Ensurance|
|of the Institutional Independence of Listed|
|Company 1.Ensure that the listed company sets|
|up perfect governance structure for the share|
|company’s legal person, which possesses|
|independent and complete institutional framework|
|2.Ensure that the shareholder’s meeting, the board|
|of director, the independent director, the|
|supervisor and the general managers exercise|
|official powers according to laws, regulations and|
|articles of incorporation (5)The Ensurance of the|
|Business Independence of Listed Company 1.|
|Ensure that the listed company possesses the|
|asset, staff, qualification and ability for|
|independently holding business activities, which|
|possesses the independent, autonomous and|
|sustain operation ability catering to the market. 2.|
|Ensure that I will not intervene the listed|
|company’s business activities except exercising|
|shareholder’s rights. 3.Ensure that I or other|
|enterprises under my possession will avoid|
|working on the listed company’s main business|
|which possesses substantial competition. 4.|
|Ensure to reduce the related transaction between|
|me and the listed company or between other|
|enterprises under my possession and the listed|
|company as much as possible; When confirming|
|necessary but unavoidable related transaction, I|
|will ensure the fair operation according to the|
|principle of market culture and the fair price, and|
|fulfill the transaction procedures and the|
|obligation of disclosing information according to|
|relevant laws and regulations and normative|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||||
|-|-|-|-|-|-|
|||document "||||
|||“1.Before this reorganization, the fairness and||||
|||reasonableness of pricing and the legitimacy and||||
|||effectiveness of decision-making procedure exist||||
|||in the transaction(if any) between me or the||||
|Wuxi||||||
|||enterprise under my possession(if any) and Sino||||
|Hengtai||||||
|||Great Wall which is planned to place asset in, no||||
|Jiuding||||||
|||related transaction with obvious unfairness||||
|Assets||||||
|||exists ; 2.After this reorganization, I or the||||
|Managemen||||||
|||enterprise under my possession will avoid and||||
|t Centre||||||
|||reduce the related transaction with listed company||||
|（LP）;||||||
|||as much as possible. As for any unavoidable or||||
|Yantai||||||
|||reasonable related transaction, I or the enterprise||||
|Zhaoxuan||||||
|||under my possession will sign the agreement||||
|Yuantai||||||
|||according to laws and fulfill the lawful procedure,||||
|Jiuding||||||
||Relate|and fulfill relevant approval procedure for internal|||Strict|
|Venture|||March|||
||transaction|decision-making and timely fulfill the obligation||Long term|perfo|
|Investment|||19,2015|||
||s|of disclosing information according to law,|||rming|
|Centre||||||
|||following relevant laws, regulations, other||||
|（LP）;Suz||||||
|||normative documents and articles of listed||||
|hou Tianyao||||||
|||company, which is to guarantee the fairness and||||
|Zhongshan||||||
|||reasonableness in related transaction pricing, to||||
|JiudingInves||||||
|||guarantee the fairness of transaction condition and||||
|tment Centre||||||
|||to guarantee not to utilize the related transaction||||
|（LP）;||||||
|||to illegally transfer the capital and profit of listed||||
|Jiaxing Jiahe||||||
|||company, and not to utilize this transaction to||||
|Jiuding||||||
|||engage in any behaviors which will cause any||||
|Investment||||||
|||losses to listed company or other shareholder’s||||
|Centre（LP）||||||
|||legitimate rights. Once I violate the above||||
|||promises and cause losses to the listed company, I||||
|||will compensate the listed company for the losses||||
|||caused by the this matter.||||
|||During the assets reorganization, the house||||
|||property and land without property certificate in||||
|||the disposed assets within the plant area of Kuixin||||
|||Community of Kuichong Street of Longgang||||
|Union||District and the expected compensations, as well||||
||||||Strict|
|Developmen|Income|as the expected compensations concerning to the|March|||
|||||Long term|perfo|
|t Group Co.,|disposal|regaining of plots planned as schools within the|19,2015|||
||||||rming|
|Ltd||right of land use of Nanyou Industrial Park of||||
|||Nanshan District have not been recorded in the||||
|||assessment. Therefore, Union Group promises||||
|||that after the reorganization, if Union or a third||||
|||party appointed by Union receives compensations||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
|||||||
|-|-|-|-|-|-|
|||or incomes related to above-mentioned disposed||||
|||assets which are house property and land without||||
|||property certificate as well as regaining of plots||||
|||planned as schools, Union will return the benefits||||
|||to Victor Onward Holdings, in 10 working days||||
|||since the collection. The actual costs and fees||||
|||during the possession of the house property and||||
|||land and the paid as well as the unpaid but||||
|||necessary costs and fees for the reception of the||||
|||above-mentioned benefits for Union Group or its||||
|||third party will be deducted from the income. The||||
|||specific benefits and payable costs and fees||||
|||should be confirmed jointly by Union Group and||||
|||Victor Onward Holdings based on the actual||||
|||situations. （Notes:On June 25, 2015,All||||
|||shareholders of Victor Onward Holdings, Union||||
|||Group and Sino Great Wall Signed supplementary||||
|||agreement, and specified that the land and houses||||
|||without ownership certificate of Victor Onward||||
|||Holdings located at the factory area of Kuixin||||
|||community of Kuichong Street office of||||
|||Longgang District (the land area is about 50,000||||
|||square meters, the built-up area of houses is about||||
|||25,000 square meters, among them about 18,000||||
|||square meters of buildings at built-up area are||||
|||within the plan of removal and collection of||||
|||government，hereinafter referred as||||
|||“undocumented property) still belongs to Victor||||
|||Onward Holdings. And the benefits and risks of||||
|||the real estate without certificate are enjoyed and||||
|||assumed by Victor Onward Holdings||||
|||According to the Term 5.5.3 of Agreement on||||
|||Major Asset Replacement and Asset Purchase||||
|||Through Issuing Shares (hereinafter referred to as||||
|||Agreement) signed on October 13, 2014 by the||||
|||company and all shareholders of Victor Onward||||
|Union||||||
||Cash|Co. Ltd.. and Sino Great Wall, Victor Onward|||Strict|
|Developmen|||March|||
||compensat|Holdings should obtain the letter of approval||Long term|perfo|
|t Group Co.,|||19,2015|||
||ion|concerning the transferred debts of the disposed|||rming|
|Ltd||||||
|||assets from the creditor (including the guarantee,||||
|||similarly hereinafter) before the date of assets||||
|||delivery. In the situation of debts on Victor||||
|||Onward Holdings due to the absence of creditor’s||||
|||consent, the company or the third party appointed||||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||
|-|
|by the company is in charge of paying off debts or|
|reaching agreement on the solution with the|
|creditor. When there are losses caused by|
|improper solutions of the company or the third|
|party appointed by the company, the company or|
|the third party appointed by the company will|
|fully compensate for the caused losses of Victor|
|Onward Holdings in 5 working days after|
|receiving the notice. According to the Term 5.5.4|
|of Agreement, after the date of assets delivery,|
|any compensations, obligations of payment and|
|penalties caused by disposed assets as well as|
|unsettled disputes in Victor Onward Holdings will|
|be undertaken and solved by the company or the|
|third party appointed by the company, and Victor|
|Onward Holdings assumes no responsibility.|
|When there are losses caused by it, the company|
|or the third party appointed by the company will|
|fully compensate for the caused losses of Victor|
|Onward Holdings in 5 working days after|
|receiving the notice. According to the Term 5.6.1|
|of Agreement and based on the principle of “staff|
|arrangement according to the assets”, the labor|
|relations, social insurance relations including|
|pension, medical treatment, unemployment,|
|working injury and maternity, and other liable|
|welfare and salary of all the staff in Victor|
|Onward Holdings. (including but not limited to|
|on-post employees, employees awaiting job|
|assignments, retired employees, retained|
|employees with suspend salary, transferred|
|employees, and temporary employees, etc) will be|
|transferred to the company or the third party|
|appointed by the company. Compensations or|
|related matters (if any) due to the termination of|
|labor relationship in advance with Victor Onward|
|Holdings, the company or the third party|
|appointed by the company will be in charge of the|
|payment. The company promises that for the|
|losses caused by matters such as the|
|above-mentioned debt transfers of disposed|
|assets, personnel arrangement, unsettled disputes,|
|potential debts, payment obligations and|
|penalties, the company or the third party|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||||
|-|-|-|-|-|
|||appointed by the company will fully compensate|||
|||for the losses of Victor Onward Holdings due to|||
|||the above-mentioned matters based on the|||
|||Agreement in cash.|||
|Equity incentive|||||
||No|No|No|No|
|commitment|||||
|Other commitments|||||
|made to minority|No||||
|shareholders|||||
|Executed timely or|||||
||No|No|No|No|
|not?|||||
|If the commitments|||||
|failed to complete|||||
|the execution when|||||
|expired, should|||||
|specifically explain|Yes||||
|the reasons of|||||
|unfulfillment and|||||
|the net stage of the|||||
|working plan|||||

IV．Prediction of Business performance for 2016
Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason.
□Applicable√ Not applicable
Sino Great Wall Co., Ltd. The Third Quarterly Report 2016 V. Investment in securities
□ Applicable√Not applicable
No Securities investment in period
VI. Investment in derivatives
□ Applicable√Not applicable
There is no derivative investment during the report period.
VII. Registration form of such Activities as Reception, Research, Communication, Interview in the Reporting Period
√Applicable□Not applicable
|||||
|-|-|-|-|
|Reception time|Way of reception|Types of visitors|Basic index|
||||The interactive relation with the|
||||investors on Shenzhen Stock Exchange|
||||platform about Sino Great Wall|
|September 2,2016|Onsite investigation|Organization||
||||International Engineering Co., Ltd:|
||||Record of the investors relations|
||||activities on September 2, 2016|

VIII. Outward Guarantee against the Regulations
□ Applicable√ Not applicable
The Company had no guarantee outside against the regulation in the reporting period.
IX. Non-operational Occupancy of theCompany’s Capital by the Controlling Shareholder and its Related Parties
□ Applicable√ Not applicable
The Company had no non-operational fund occupation from controlling shareholders and its related party.
Sino Great Wall Co., Ltd. The Third Quarterly Report 2016 IV. Financial Statement
I. Financial statement
1. Consolidated balance sheet
Preparedby：Sino Great Wall Co., Ltd.
In RMB
||||
|-|-|-|
|Items|Year-end balance|Year-beginning balance|
|Current asset：|||
|Monetary fund|974,281,429.82|695,384,561.31|
|Settlement provision|||
|Outgoing call loan|||
|Financial assets measured at fair value|||
|with variations accounted into current|57,000,000.00|1,102,961.04|
|income account|||
|Derivative financial assets|||
|Bill receivable|204,013,167.36|220,448,747.94|
|Account receivable|3,450,378,757.45|2,352,808,087.33|
|Prepayments|169,726,021.06|77,707,568.38|
|Insurance receivable|||
|Reinsurance receivable|||
|Provisions of Reinsurance contracts|||
|receivable|||
|Interest receivable|||
|Dividend receivable|||
|Other account receivable|822,416,213.32|239,952,886.10|
|Repurchasing of financial assets|||
|Inventories|250,298,204.27|168,133,668.91|
|Assets held for sales|||
|Non-current asset due in 1 year|11,671,031.71|15,717,270.60|
|Other current asset|22,415,816.26|14,138,411.87|
|Total of current assets|5,962,200,641.25|3,785,394,163.48|
|Non-current assets：|||
|Loans and payment on other’s behalf|||
|disbursed|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Disposable financial asset|||
|Expired investment in possess|||
|Long-term receivable|55,097,848.16||
|Long term share equity investment|||
|Property investment|||
|Fixed assets|102,651,662.49|43,846,215.63|
|Construction in progress|2,347,992.64|10,016,928.24|
|Engineering material|||
|Fixed asset disposal|||
|Production physical assets|||
|Gas & petrol|||
|Intangible assets|106,552,647.79|9,267,746.33|
|R & D petrol|||
|Goodwill|51,930,609.93|6,724,316.91|
|Long-germ expenses to be amortized|40,849,015.56|18,909,785.69|
|Deferred income tax asset|63,918,582.37|47,950,278.07|
|Other non-current asset|89,430,794.15|95,353,390.28|
|Total of non-current assets|512,779,153.09|232,068,661.15|
|Total of assets|6,474,979,794.34|4,017,462,824.63|
|Current liabilities|||
|Short-term loans|1,639,271,777.92|225,408,496.07|
|Loan from Central Bank|||
|Deposit received and hold for others|||
|Call loan received|||
|Financial liabilities measured at fair value|||
|with variations accounted into current|||
|income account|||
|Derivative financial liabilities|||
|Bill payable|559,111,364.29|143,410,167.17|
|Account payable|1,022,563,948.28|1,332,619,954.77|
|Advance payment|67,211,464.35|64,963,842.60|
|Selling of repurchased financial assets|||
|Fees and commissions receivable|||
|Employees’ wage payable|25,664,211.27|12,669,619.20|
|Tax payable|268,199,347.25|284,826,290.11|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Interest payable|9,093,407.53|527,969.26|
|Dividend payable|||
|Other account payable|211,602,174.99|635,200,976.60|
|Reinsurance fee payable|||
|Insurance contract provision|||
|Entrusted trading of securities|||
|Entrusted selling of securities|||
|Liabilities held for sales|||
|Non-current liability due in 1 year||7,135,752.00|
|Other current liability|||
|Total of current liability|3,802,717,695.88|2,706,763,067.78|
|Non-current liabilities：|||
|Long-term loan|988,390,314.20|30,140,649.14|
|Bond payable|||
|Including：preferred stock|||
|Sustainable debt|||
|Long-term payable|||
|Long-term payable employees’s|||
|remuneration|||
|Special payable|||
|Expected liabilities|||
|Deferred income|||
||27,968,418.34|15,444.16|
|Deferred income tax liability|||
|Other non-current liabilities|||
|Total non-current liabilities|1,016,358,732.54|30,156,093.30|
||4,819,076,428.42|2,736,919,161.08|
|Total of liability|||
|Owners’ equity|||
||1,698,245,011.00|446,906,582.00|
|Share capital|||
|Other equity instrument|||
|Including：preferred stock|||
|Sustainable debt|||
|Capital reserves|-1,301,706,291.22|-50,367,862.22|
|Less：Shares in stock|||
|Other comprehensive income|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Special reserves|70,580,945.36|46,014,941.54|
|Surplus reserves|84,559,993.43|84,394,441.23|
|Common risk provision|||
|Undistributed profit|1,059,910,043.76|755,308,636.19|
|Total of owner’s equity belong to theparent company|||
||1,611,589,702.33|1,282,256,738.74|
|Minority shareholders’ equity|44,313,663.59|-1,713,075.19|
|Total of owners’ equity|1,655,903,365.92|1,280,543,663.55|
|Total of liabilities and owners’ equity|6,474,979,794.34|4,017,462,824.63|

 Legal Representative:Chen Lve Person in charge ofaccounting：Cui Hongli Accounting Dept Leader: Cui Hongli 2.Parent Company Balance Sheet
In RMB
||||
|-|-|-|
|Items|Year-end balance|Year-beginning balance|
|Current asset：|||
|Monetary fund|169,024,682.99|239,145,251.31|
|Financial assets measured at fair value with|||
|variations accounted into current income|57,000,000.00||
|account|||
|Derivative financial assets|||
|Bill receivable|||
|Account receivable||29,083.30|
|Prepayments|1,750,000.00||
|Interest receivable|||
|Dividend receivable|||
|Other account receivable|1,607,187,959.91||
|Inventories|||
|Assets held for sales|||
|Non-current asset due in 1 year|||
|Other current asset|||
|Total of current assets|1,834,962,642.90|239,174,334.61|
|Non-current assets：|||
|Disposable financial asset|||
|Expired investment in possess|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Long-term receivable|||
|Long term share equity investment|3,225,411,536.66|3,079,451,536.66|
|Property investment|||
|Fixed assets|4,564.75||
|Construction in progress|||
|Engineering material|||
|Fixed asset disposal|||
|Production physical assets|||
|Gas & petrol|||
|Intangible assets|||
|R & D petrol|||
|Goodwill|||
|Long-germ expenses to be amortized|26,946,437.92||
|Differed income tax asset|382.68|382.68|
|Other non-current asset|||
|Total of non-current assets|3,252,362,922.01|3,079,451,919.34|
|Total of assets|5,087,325,564.91|3,318,626,253.95|
|Current liabilities|||
|Short-term loans|1,030,000,000.00||
|Financial liabilities measured at fair value|||
|with variations accounted into current|||
|income account|||
|Derivative financial liabilities|||
|Bill payable|68,000,000.00||
|Account payable|||
|Advance payment|||
|Employees’ wage payable|1,301,612.65||
|Tax payable|96,216,766.56|98,150,372.30|
|Interest payable|7,838,055.56||
|Dividend payable|||
|Other account payable|13,067,268.86|803,339.56|
|Liabilities held for sales|||
|Non-current liability due in 1 year|||
|Other current liability|||
|Total of current liability|1,216,423,703.63|98,953,711.86|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Non-current liabilities：|||
|Long-term loan|700,000,000.00||
|Bond payable|||
|Including：preferred stock|||
|Sustainable debt|||
|Long-term payable|||
|Employees’ wage Long-term payable|||
|Special payable|||
|Expected liabilities|||
|Differed income|||
|Differed income tax liability|||
|Other non-current liabilities|||
|Total of Non-current liabilities|700,000,000.00||
|Total of liability|1,916,423,703.63|98,953,711.86|
|Owners’ equity|||
|Share capital|1,698,245,011.00|446,906,582.00|
|Other equity instrument|||
|Including：preferred stock|||
|Sustainable debt|||
|Capital reserves|1,237,956,472.37|2,489,294,901.37|
|Less：Shares in stock|||
|Other comprehensive income|||
|Special reserves|||
|Surplus reserves|26,309,287.00|26,309,287.00|
|Undistributed profit|208,391,090.91|257,161,771.72|
|Total of owners’ equity|3,170,901,861.28|3,219,672,542.09|
|Total of liabilities and owners’ equity|5,087,325,564.91|3,318,626,253.95|

 3.Consolidated Profit statement of the Report period
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I. Income from the key business|1,280,022,467.68|835,406,170.68|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Incl：Business income|1,280,022,467.68|835,406,170.68|
|Interest income|||
|Insurance fee earned|||
|Fee and commission received|||
|II. Total business cost|1,155,267,384.61|737,452,024.90|
|Incl：Business cost|992,050,637.18|653,438,691.27|
|Interest expense|||
|Fee and commission paid|||
|Insurance discharge payment|||
|Net claim amount paid|||
|Insurance policy dividend paid|||
|Insurance policy dividend paid|||
|Reinsurance expenses|||
|Business tax and surcharge|2,669.37|12,308,366.66|
|Sales expense|9,107,275.25|3,036,106.61|
|Administrative expense|83,946,453.38|43,085,998.98|
|Financial expenses|36,456,693.08|6,297,639.29|
|Asset impairment loss|33,703,656.35|19,285,222.09|
|Add：Gains from change of fir value|||
|||6,785.75|
|（“-”for loss）|||
|Investment gain（“-”for loss）|198,394.59||
|Incl: investment gains from affiliates|||
|Gains from currency exchange（“-”for|||
|loss）|||
|III. Operational profit（“-”for loss|124,953,477.66|97,960,931.53|
|Add：Non-business income|2,853.16|26,319.77|
|Incl：Gains from disposal of non-current|||
|assets|||
|Less：Non business expenses|136,668.00|938,228.42|
|Incl：Loss from disposal of non-current|||
|assets|||
|IV.Total profit(“-”for loss)|124,819,662.82|97,049,022.88|
|Less：Income tax expenses|24,244,602.31|19,880,805.19|
|V. Net profit（“-”for net loss|100,575,060.51|77,168,217.69|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Net profit attributable to the owners of|||
||100,866,553.43|77,186,010.32|
|parent company|||
|Minority shareholders’ equity|-291,492.92|-17,792.63|
|VI. Net after-tax of Other|||
|||6,742.31|
|comprehensive income|||
|Net after-tax|||
|of other comprehensive income attribut||6,742.31|
|able to owners of the parent company.|||
|（I）Other comprehensive income items|||
|that will not be reclassified into|||
|gains/losses in the subsequent|||
|accounting period|||
|1.Re-measurement of defined benefit pl|||
|ans of changes in net debt or net assets|||
|2.Other comprehensive income under th|||
|e equity method investee can not be recl|||
|assified into profit or loss.|||
|（II）|||
|Other comprehensive income that will b||6,742.31|
|e reclassified into profit or loss.|||
|1.Other comprehensive income under th|||
|e equity method investee can be reclassi|||
|fied into profit or loss.|||
|2.Gains and losses from changes in fair|||
|value available for sale financial assets|||
|3.Held-to-maturity investments reclassif|||
|ied to gains and losses of available for s|||
|ale financial assets|||
|4.The effective portion of cash flow hed|||
|ges and losses|||
|5.Translation differences in currency fin|||
|||6,742.31|
|ancial statements|||
|6.Other|||
|Net|||
|after-tax of other comprehensive incom|||
|e attributable to Minority shareholders’|||
|equity|||
|VII. Total comprehensive income|100,575,060.51|77,174,960.00|
|Total comprehensive income|100,866,553.43|77,192,752.63|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|attributable to the owner of the parent|||
|company|||
|Total comprehensive income|||
||-291,492.92|-17,792.63|
|attributable minority shareholders|||
|VIII. Earnings per share|||
|（I）Basic earnings per share|0.0594|0.0454|
|(II)Diluted earnings per share|0.0594|0.0454|

 The current business combination under common control, the net profits of the combined party before achieved ne t profit of RMB 0, last period the combined party realized RMB 0.
Legal Representative: Chen Lve Person in charge ofaccounting：Cui Hongli Accounting Dept Leader: Cui Hongli 4.Income statement of the Parent Company of the Report period
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I. Income from the key business|57,684.88|329,131.00|
|Incl：Business cost|0.00|28,098.18|
|Business tax and surcharge||1,115.28|
|Sales expense|||
|Administrative expense|14,974,573.46|580,403.79|
|Financial expenses|26,748,737.27|-87,300.56|
|Asset impairment loss||-14,568.79|
|Add：Gains from change of fir value|||
|（“-”for loss）|||
|Investment gain（“-”for loss）|198,394.59|383,969,705.11|
|Incl: investment gains from affiliates|||
|II. Operational profit（“-”for loss|-41,467,231.26|383,791,088.21|
|Add：Non-business income|1.00|68,036,587.28|
|Incl：Gains from disposal of non-current|||
|assets|||
|Less：Non business expenses|||
|Incl：Loss from disposal of non-current|||
|assets|||
|III.Total profit(“-”for loss)|-41,467,230.26|451,827,675.49|
|Less：Income tax expenses||108,609,278.25|
|IV. Net profit（“-”for net loss）|-41,467,230.26|343,218,397.24|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|V. Net after-tax of Other comprehensive|||
|||-40,084.00|
|income|||
|（I）Other comprehensive income items|||
|that will not be reclassified into|||
|||-40,084.00|
|gains/losses in the subsequent|||
|accounting period|||
|1.Re-measurement of defined benefit pl|||
|||-40,084.00|
|ans of changes in net debt or net assets|||
|2.Other comprehensive income under th|||
|e equity method investee can not be recl|||
|assified into profit or loss.|||
|（II）|||
|Other comprehensive income that will b|||
|e reclassified into profit or loss.|||
|1.Other comprehensive income under th|||
|e equity method investee can be reclassi|||
|fied into profit or loss.|||
|2.Gains and losses from changes in fair|||
|value available for sale financial assets|||
|3.Held-to-maturity investments reclassif|||
|ied to gains and losses of available for s|||
|ale financial assets|||
|4.The effective portion of cash flow hed|||
|ges and losses|||
|5.Translation differences in currency fin|||
|ancial statements|||
|6.Other|||
|VI. Total comprehensive income|-41,467,230.26|343,178,313.24|
|VII. Earnings per share：|||
|（I）Basic earnings per share|||
|(II)Diluted earnings per share|||

5. Consolidated income statement between the beginning of the year and end of the report period
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I. Total operating income|3,233,597,223.19|2,916,615,389.84|
|Including：Operating income|3,233,597,223.19|2,916,615,389.84|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Interest income|||
|Insurance gained|||
|Commission charge and commission|||
|income|||
|II. Total operating cost|2,895,825,957.45|2,592,522,742.77|
|Including：Operating cost|2,452,777,768.51|2,344,122,874.48|
|Interest expense|||
|Commission chare and commission|||
|expense|||
|Cash surrender value|||
|Net amount of expense of compensation|||
|Net amount of withdrawal of insurance|||
|contract reserve|||
|Bonus expense of guarantee slip|||
|Reinsurance expense|||
|Operating tax and extras|9,029,321.48|56,906,003.26|
|Sales expenses|18,366,539.49|10,539,011.91|
|Administration expenses|196,940,207.67|107,924,317.65|
|Financial expenses|106,481,367.68|24,205,661.13|
|Losses of devaluation of assets|112,230,752.62|48,824,874.34|
|Add ：Changing income of fair value||31,934.36|
|Investment income|245,263.08||
|Including：Investment income on|||
|affiliate company and joint venture|||
|Exchange income|||
|III. Operating profit|338,016,528.82|324,124,581.43|
|Add ：Non-operating income|29,136,122.16|405,739.61|
|Including :Disposal Gains of|||
|non-current assets|||
|Less：Non-operating expense|2,892,580.00|971,667.76|
|Including :Disposal loss of|||
|||31,839.34|
|non-current assets|||
|IV. Total profit|364,260,070.98|323,558,653.28|
|Less：Income tax|62,107,362.14|81,048,094.46|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|V. Net profit（“-”for net loss|302,152,708.84|242,510,558.82|
|Net profit attributable to the owners of|||
||303,165,970.06|242,528,351.45|
|parent company|||
|Minority shareholders’ equity|-1,013,261.22|-17,792.63|
|VI. Net after-tax of Other|||
|||18,867.42|
|comprehensive income|||
|Net after-tax of|||
|other comprehensive income attributabl||18,867.42|
|e to owners of the parent company.|||
|（I）Other comprehensive income items|||
|that will not be reclassified into|||
|gains/losses in the subsequent|||
|accounting period|||
|1.Re-measurement of defined benefit pl|||
|ans of changes in net debt or net assets|||
|2.Other comprehensive income under th|||
|e equity method investee can not be recl|||
|assified into profit or loss.|||
|（II）|||
|Other comprehensive income that will b||18,867.42|
|e reclassified into profit or loss.|||
|1.Other comprehensive income under th|||
|e equity method investee can be reclassi|||
|fied into profit or loss.|||
|2.Gains and losses from changes in fair|||
|value available for sale financial assets|||
|3.Held-to-maturity investments reclassif|||
|ied to gains and losses of available for s|||
|ale financial assets|||
|4.The effective portion of cash flow hed|||
|ges and losses|||
|5.Translation differences in currency fin|||
|||18,867.42|
|ancial statements|||
|6.Other|||
|Net after-tax of|||
|other comprehensive income attributabl|||
|e to Minority shareholders’ equity|||
|VII. Total comprehensive income|302,152,708.84|242,529,426.24|
|Total comprehensive income|303,165,970.06|242,547,218.87|

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|attributable to the owner of the parent|||
|company|||
|Total comprehensive income|||
||-1,013,261.22|-17,792.63|
|attributable minority shareholders|||
|VIII. Earnings per share|||
|（I）Basic earnings per share|0.1785|0.1428|
|(II)Diluted earnings per share|0.1785|0.1428|

 The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0, last period the combined party realized RMB 0.
6.Income Statement of the Parent Between the Beginning of the Year and End of the Report Period In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I. Business income|173,625.22|2,246,511.00|
|Less：Business cost|0.00|196,684.18|
|Business tax and surcharge||150,843.28|
|Sales expense|||
|Administrative expense|28,760,269.39|3,716,096.79|
|Financial expenses|46,699,345.93|-953,917.56|
|Asset impairment loss|-1,530.70|-14,568.79|
|Add：Gains from change of fir value|||
|（“-”for loss）|||
|Investment gain（“-”for loss）|198,394.59|383,969,705.11|
|Incl: investment gains from affiliates|||
|II. Operational profit|-75,086,064.81|383,121,078.21|
|Add：Non-business income|29,071,296.00|68,036,587.28|
|Incl：Gains from disposal of non-current|||
|assets|||
|Less：Non business expenses|2,755,912.00||
|Incl：Loss from disposal of non-current|||
|assets|||
|III.Total profit|-48,770,680.81|451,157,665.49|
|Less：Income tax expenses||108,609,278.25|
|IV. Net profit）|-48,770,680.81|342,548,387.24|
|V. Net after-tax of Other comprehensive|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|income|||
|（I）Other comprehensive income items|||
|that will not be reclassified into|||
|gains/losses in the subsequent|||
|accounting period|||
|1.Re-measurement of defined benefit pl|||
|ans of changes in net debt or net assets|||
|2.Other comprehensive income under th|||
|e equity method investee can not be recl|||
|assified into profit or loss.|||
|（II）|||
|Other comprehensive income that will b|||
|e reclassified into profit or loss.|||
|1.Other comprehensive income under th|||
|e equity method investee can be reclassi|||
|fied into profit or loss.|||
|2.Gains and losses from changes in fair|||
|value available for sale financial assets|||
|3.Held-to-maturity investments reclassif|||
|ied to gains and losses of available for s|||
|ale financial assets|||
|4.The effective portion of cash flow hed|||
|ges and losses|||
|5.Translation differences in currency fin|||
|ancial statements|||
|6.Other|||
|VI. Total comprehensive income|-48,770,680.81|342,548,387.24|
|VII. Earnings per share|||
|（I）Basic earnings per share|||
|(II)Diluted earnings per share|||

7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I.Cash flows from operating activities|||
|Cash received from sales of goods or|||
||1,566,047,153.44|1,379,577,878.41|
|rending of services|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Net increase of customer deposits and|||
|capital kept for brother company|||
|Net increase of loans from central bank|||
|Net increase of inter-bank loans from|||
|other financial bodies|||
|Cash received against original insurance|||
|contract|||
|Net cash received from reinsurance|||
|business|||
|Net increase of client deposit and|||
|investment|||
|Net increase of trade financial asset|||
|disposal|||
|Cash received as interest, processing fee|||
|and commission|||
|Net increase of inter-bank fund received|||
|Net increase of repurchasing business|||
|Tax returned|||
|Other cash received from business|||
||1,459,745,529.77|349,234,449.67|
|operation|||
|Sub-total of cash inflow|3,025,792,683.21|1,728,812,328.08|
|Cash paid for purchasing of|||
||2,052,349,873.63|1,566,480,512.18|
|merchandise and services|||
|Net increase of client trade and advance|||
|Net increase of savings n central bank|||
|and brother company|||
|Cash paid for original contract claim|||
|Cash paid for interest, processing fee|||
|and commission|||
|Cash paid for policy dividend|||
|Cash paid to staffs or paid for staffs|201,703,377.78|156,672,144.42|
|Taxes paid|90,940,394.34|120,883,336.29|
|Other cash paid for business activities|2,367,137,862.93|212,347,665.70|
|Sub-total of cash outflow from business|||
||4,712,131,508.68|2,056,383,658.59|
|activities|||
|Cash flow generated by business|||
||-1,686,338,825.47|-327,571,330.51|
|operation, net|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|II.Cash flow generated by investing|||
|Cash received from investment|||
||12,800,000.00||
|retrieving|||
|Cash received as investment gains|9,348,224.12||
|Net cash retrieved from disposal of|||
|fixed assets, intangible assets, and other||89,678.00|
|long-term assets|||
|Net cash received from disposal of|||
|subsidiaries or other operational units|||
|Other investment-related cash received|||
|Sub-total of cash inflow due to|||
||22,148,224.12|89,678.00|
|investment activities|||
|Cash paid for construction of|||
|fixed assets, intangible assets|26,012,757.28|35,996,053.16|
|and other long-term assets|||
|Cash paid as investment|57,000,000.00||
|Net increase of loan against pledge|||
|Net cash received from subsidiaries and|||
||119,000,000.00||
|other operational units|||
|Other cash paid for investment|||
||75,690,494.84|3,884.29|
|activities|||
|Sub-total of cash outflow due to|||
||277,703,252.12|35,999,937.45|
|investment activities|||
|Net cash flow generated by investment|-255,555,028.00|-35,910,259.45|
|III.Cash flow generated by financing|||
|Cash received as investment|47,040,000.00||
|Incl: Cash received as investment from|||
|minor shareholders|||
|Cash received as loans|2,801,778,902.00|572,000,000.00|
|Cash received from bond placing|||
|Other financing –related ash received|97,929,280.00|168,190,000.00|
|Sub-total of cash inflow from financing|||
||2,946,748,182.00|740,190,000.00|
|activities|||
|Cash to repay debts|524,886,086.94|387,220,050.95|
|Cash paid as dividend, profit, or|||
||71,424,769.43|22,094,169.18|
|interests|||
|Incl: Dividend and profit paid by|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|subsidiaries to minor shareholders|||
|Other cash paid for financing activities|524,616,889.26|95,461,627.00|
|Sub-total of cash outflow due to|||
||1,120,927,745.63|504,775,847.13|
|financing activities|||
|Net cash flow generated by financing|1,825,820,436.37|235,414,152.87|
|IV. Influence of exchange rate|||
||1,569,103.98|-2,820,849.71|
|alternation on cash and cash equivalents|||
|V.Net increase of cash and cash|||
||-114,504,313.12|-130,888,286.80|
|equivalents|||
|Add: balance of cash and cash|||
||721,711,757.85|243,759,954.90|
|equivalents at the beginning of term|||
|VI ..Balance of cash and cash|||
||607,207,444.73|112,871,668.10|
|equivalents at the end of term|||

8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I.Cash flows from operating activities|||
|Cash received from sales of goods or|||
||203,303.00|2,246,511.00|
|rending of services|||
|Tax returned|||
|Other cash received from business|||
||642,263,080.59|2,287,234.95|
|operation|||
|Sub-total of cash inflow|642,466,383.59|4,533,745.95|
|Cash paid for purchasing of|||
|merchandise and services|||
|Cash paid to staffs or paid for staffs|265,325.38|1,026,970.10|
|Taxes paid|1,492,300.15|908,947.67|
|Other cash paid for business activities|2,197,137,918.45|4,031,645.42|
|Sub-total of cash outflow from business|||
||2,198,895,543.98|5,967,563.19|
|activities|||
|Cash flow generated by business|||
||-1,556,429,160.39|-1,433,817.24|
|operation, net|||
|II.Cash flow generated by investing|||
|Cash received from investment|||
|retrieving|||
|Cash received as investment gains|198,394.59||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Net cash retrieved from disposal of|||
|fixed assets, intangible assets, and other|||
|long-term assets|||
|Net cash received from disposal of|||
|subsidiaries or other operational units|||
|Other investment-related cash received||40,084.65|
|Sub-total of cash inflow due to|||
||198,394.59|40,084.65|
|investment activities|||
|Cash paid for construction of|||
|fixed assets, intangible assets|||
|and other long-term assets|||
|Cash paid as investment|57,000,000.00||
|Net cash received from subsidiaries and|||
||145,960,000.00||
|other operational units|||
|Other cash paid for investment|||
||39,897.60|7,079,094.11|
|activities|||
|Sub-total of cash outflow due to|||
||202,999,897.60|7,079,094.11|
|investment activities|||
|Net cash flow generated by investment|-202,801,503.01|-7,039,009.46|
|III.Cash flow generated by financing|||
|Cash received as investment|||
|Cash received as loans|1,810,000,000.00||
|Cash received from bond placing|||
|Other financing –related ash received|||
|Sub-total of cash inflow from financing|||
||1,810,000,000.00||
|activities|||
|Cash to repay debts|80,000,000.00||
|Cash paid as dividend, profit, or|||
||40,889,904.92||
|interests|||
|Other cash paid for financing activities|||
|Sub-total of cash outflow due to|||
||120,889,904.92||
|financing activities|||
|Net cash flow generated by financing|1,689,110,095.08||
|IV. Influence of exchange rate|||
|alternation on cash and cash equivalents|||
|V.Net increase of cash and cash|||
||-70,120,568.32|-8,472,826.70|
|equivalents|||

Sino Great Wall Co., Ltd. The Third Quarterly Report 2016
||||
|-|-|-|
|Add: balance of cash and cash|||
||239,145,251.31|8,480,977.11|
|equivalents at the beginning of term|||
|VI ..Balance of cash and cash|||
||169,024,682.99|8,150.41|
|equivalents at the end of term|||

II.Auditor‘s report
Whether the Q3 report is audited
□ Yes√ No
The Q3 Report is not audited.