Sino Great Wall Co., Ltd. The First Quarterly Report 2017 Sino Great Wall Co., Ltd.
The First Quarterly Report 2017
April 2017
Sino Great Wall Co., Ltd. The First Quarterly Report 2017 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 Lue, Person in charge of the Company, Mrs. Cui Hongli, Chief financial officer and the Mrs. Xian Zhijuan, 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 First Quarterly Report 2017 II. Basic information about the company
（1）Main financial 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
es√ No
|||||||
|-|-|-|-|-|-|
||||||Changes of this period|
|||This period||Same period of last year|over same period of last|
||||||year（％）|
|Operating income（RMB）|1,059,865,573.83||924,667,155.55||14.62%|
|Net profit attributable to the shareholders|99,029,586.64||76,587,282.98|||
||||||29.30%|
|of the listed company（RMB）||||||
|Net profit after deducting of||||||
|non-recurring gain/loss attributable to||||||
|||99,029,586.64||76,587,282.98|29.30%|
|the shareholders of listed company||||||
|（RMB）||||||
|Cash flow generated by business|-447,147,216.26||-318,972,753.01|||
||||||-40.18%|
|operation, net（RMB）||||||
|Basic earning per share(RMB/Share)|0.0583||0.1714||-65.99%|
|Diluted gains per|0.0583||0.1714|||
||||||-65.99%|
|share(RMB/Share)(RMB/Share)||||||
|Weighted average return on equity||||||
|||5.44%||5.63%|-0.19%|
|（%）||||||
||||||Changes of this|
|||End of this period||End of last period|period-end over same|
||||||period-end of last year(%)|
|Gross assets（RMB）|8,342,651,308.70||7,986,178,961.63||4.46%|
|Net assets attributable to the|1,866,190,708.34||1,777,948,117.49|||
|shareholders of the listed company|||||4.96%|
|（RMB）||||||

Items and amount of non-current gains and losses
□ Applicable□Not applicable
Sino Great Wall Co., Ltd. The First Quarterly Report 2017 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|||||
|Total number of common||||with the voting power|||||
|||57,374|||||0||
|shareholders at the period-end||||recovered at the end of the|||||
|||||reporting period(if any)|||||
|Shares held by the top 10 shareholders|||||||||
||||||Amount of|Pledging or freezing|||
||Properties of|Share|||tradable shares||||
|Shareholder name|||Quantity|||Status of the|||
||shareholder|proportion %|||with Conditional|||Quantity|
|||||||shares|||
||||||held||||
|Chen Lue|Domestic Naturalperson|34.36%|583,454,556||581,722,696||||
|||||||Pledge||435,260,594|
|STYLE-SUCCESS LIMITED|Foreign legalperson|5.47%|92,970,910||0||||
|Union HoldingsCo., Ltd.|Domestic Non-State-owned legalperson|5.18%|87,935,921||0||||
|He Feiyan|Domestic Naturalperson|3.23%|54,800,458||54,800,458||||
|Jiutai Fund－Bank ofCommunications－Jiutai HuitongNo.2 specificcustomer assetmanagement plan|Other|2.50%|42,479,672||42,479,672||||
|Rich CrownInvestment Co.,Ltd.|Foreign legalperson|1.37%|23,235,313||0||||
|Bank of China－Fortis IncomeGrowth SecuritiesInvestment Fund|Other|1.12%|18,961,320||0||||
|Jiangxi TaihaoVenture|Domestic Non-State-owned legal|1.11%|18,791,879||0||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||||||
|-|-|-|-|-|-|-|
|InvestmentCentre(LP）|person||||||
|ICBC－Huitianfuprivate activity ofhybrid securitiesinvestment fund|Other|0.82%|13,882,602|0|||
|Qinghai HeyiMining Co.,Ltd/|Domestic Non-State-owned legalperson|0.79%|13,356,984|0|||
|Shareholding of top 10 shareholders of unrestricted shares|||||||
|||Quantity of unrestricted shares held at the end of the|||Share type||
|Name of the shareholder|||||||
|||reporting period|||Share type|Quantity|
|STYLE-SUCCESS LIMITED||92,970,910|||Foreign shares||
||||||placed in||
|||||||92,970,910|
||||||domestic||
||||||exchange||
|Union Holdings Co., Ltd.||87,935,921|||RMB Common||
|||||||87,935,921|
||||||shares||
|Rich Crown Investment Co., Ltd.||23,235,313|||Foreign shares||
||||||placed in||
|||||||23,235,313|
||||||domestic||
||||||exchange||
|Bank of China－Fortis IncomeGrowth Securities Investment Fund||18,961,320|||RMB Common||
|||||||18,961,320|
||||||shares||
|Jiangxi Taihao Venture InvestmentCentre(LP）||18,791,879|||RMB Common||
|||||||18,791,879|
||||||shares||
|ICBC－Huitianfu private activity ofhybrid securities investment fund||13,882,602|||RMB Common||
|||||||13,882,602|
||||||shares||
|Qinghai Heyi Mining Co.,Ltd/||13,356,984|||RMB Common||
|||||||13,356,984|
||||||shares||
|Qianhai Life Insurance Co., Ltd.－Haili||12,687,900|||RMB Common||
|||||||12,687,900|
||||||shares||
|Jiang Wei||9,573,460|||RMB Common||
|||||||9,573,460|
||||||shares||
|Qianhai Life Insurance Co., Ltd.－Jufu product||9,209,687|||RMB Common||
|||||||9,209,687|
||||||shares||
|Explanation on associated||Mr. Chen Lue and Ms. He Feiyan are the unanimous persons; Union Holding Co., Ltd. and Ri|||||
|relationship or concerted action of||ch Crown Investment Co., Ltd.and the other shareholders of circulation do not know whether|||||
|the above shareholders||there is any related relationship.|||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||
|-|-|
|Note to the top 10 common||
|stockholders involved in margin||
||Nil|
|financing & securities lending (If||
|any)||

Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement dealing in reporting period.
□ Yes√ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy–back agreement dealing in reporting period.
2.Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period
□ Applicable√Not applicable
Sino Great Wall Co., Ltd. The First Quarterly Report 2017 II 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
||||||
|-|-|-|-|-|
|Items|End of term|Beginning of term|Scale of change|Remarks on the change|
|Other accountPayable|1,025,746,055.75|651,012,132.91|57.56%|Mainly due to the increase ofcompany bid and projectguarantee compared withbeginning of the term.|
|Stocks|215,927,364.32|332,904,930.36|-35.14%|Mainly due to the decrease ofproject materials andstocks .|
|Other non-currentassets;|205,035,888.14|116,902,258.30|75.39%|Mainly due to the capitalinvestment increase inestablishing Medical Companyfor PPP Project.|
|selling expenses|5,524,280.43|2,429,168.94|127.41%|Mainly due to the increase of|
|||||engineering maintenance cost.|
|Administrativeexpense|65,256,604.52|42,252,271.83|54.45%|Mainly due to the fast development|
|||||of business, increase of staff salaries,|
|||||travel expenses and consulting fees.|
|Financial expenses|49,367,053.47|14,979,885.12|229.56%|Mainly due to the increase of|
|||||Company short-term and long-term|
|||||borrowings, and the increase of|
|||||overseas guarantee amortization.|
|Asset impairmentloss|21,815,009.43|29,750,485.54|-26.67%|ainly due to the good paymentcollection of the reportperiod.|
|Net Cash flowgenerated bybusiness operation|||40.18%|Mainly due to the largeinitial investment of newprojects.|
||-447,147,216.26|-318,972,753.01|||
|Net cash flowgenerated byinvestment|-97,335,685.87||100%|Mainly due to the capitalinvestment in establishingMedical Company for PPP Projectduring the report period.|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||||
|-|-|-|-|-|
|Net cash flowgenerated byfinancing|||-55.02%|Mainly due to the decrease of newbank borrowings compared withlast year.|
||182,667,608.55|406,096,087.93|||

II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal.
√ Applicable□ Not applicable
On February 16, 2017, the 16th meeting of the 7th Board of Directors and the 11th meeting of the 7th Board of Supervisors were convened to deliberate and approve the related proposals on Non-public Issuing of Shares. On the non-public offering of shares in the number of issues issued to raise funds to adjust the amount. March 18, 2017, the company disclosed the "non-public offering of A shares on the review of feedback reply (revised) notice."
On March 22, 2017, the Securities and Futures Commission issued an audit committee to review the company's application for non-public offering of A shares. According to the results of the meeting review, the company's non-public offering of A shares of the application has been approved. At present, the company has not yet received written approval from the China Securities Regulatory Commission, the company will receive the China
Securities Regulatory Commission to be approved by the official documents after the announcement. Please pay attention to investment risk investors. "
||||
|-|-|-|
|||Description of the website for disclosing|
|Overview of material matters|Date of disclosing||
|||provisional announcements|

 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||
||Commitment|||makin|of|Fulfil|
|Commitment||Type|Contents||||
||maker|||g|commi|lment|
|||||commi|tment||
|||||tment|||
|Commitment on share reform|No|No|No||No|No|
|Commitment in the acquisition report|||||||
||No|No|No||No|No|
|or the report on equity changes|||||||
||||Shares acquired by purchases of assets|||Strict|
||Chen Lue, He|Stock||March|36||
|Commitments in assets reorganization|||through issuing shares: “I will not transfer the|||perf|
||Feiyan|lock||19,201|month||
||||new shares of Victor Onward Holdings|||ormi|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||
|-|-|-|-|
|acquired through this restructuring, including|5|s|ng|
|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 March 19,2015 36 mont hs||||
|Strict perfor ming Shenzhen Victor Onward||||
|Textile Industrial Co., Ltd. The Third||||
|Quarterly Report 2015. 14 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.||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|||Shares acquired by matching funds raised: “I||||
|||will not transfer the new shares of Victor||||
|||Onward Holdings acquired through this||||
|||issuing by any way, including but not limited|||Strict|
||||March|36||
||Stock|to the public transfer through the stock market|||perf|
|Chen Lue|||19,201|month||
||lock|or by agreement, within 36 months from the|||ormi|
||||5|s||
|||date new shares list. If regulation rules or|||ng|
|||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,||||
||No|etc. and try our best to avoid fund intercourse|||Strict|
||||March|||
||capital|with listed companies or Sino Great Wall,||Long-t|perf|
|Chen Lue|||19,201|||
||occupa|which has nothing to do with normal||erm|ormi|
||||5|||
||tion|operations. If Sino Great Wall got penalized|||ng|
|||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||||
||||||Strict|
||Cash|promise, if Sino Great Wall and its son|March|||
|||||Long-t|perf|
|Chen Lue|compe|subsidiaries, subsidiaries, were penalized by|19,201|||
|||||erm|ormi|
||nsation|real estate management department or|5|||
||||||ng|
|||suffered other losses resulting from it, I agree||||
|||to compensate the loss of the company by||||
|||cash.||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|||During the reporting period, the project which||||
|||Sino Great Wall is involved in is the||||
|||decoration engineering construction project of||||
|||Libo Grand Hotel (hereinafter referred to as||||
|||“Libo project”) which the company||||
|||contracted before the bidding process. Sino||||
|||Great Wall is not involved in any other||||
|||projects except for Libo project before||||
|||bidding process. As to the violating issues|||Strict|
||Cash||March|||
|||existed in the Libo project, I promise as||Long-t|perf|
|Chen Lue|compe||19,201|||
|||follows: if Sino Great Wall got penalized by||erm|ormi|
||nsation||5|||
|||government administration departments or|||ng|
|||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,|||Strict|
||Cash||March|||
|||exceed the amount of liabilities which||Long-t|perf|
|Chen Lue|compe||19,201|||
|||recognized in the “Audit Report” made for||erm|ormi|
||nsation||5|||
|||Sino Great Wall by Ruihua CPA (Special|||ng|
|||Ordinary Partnership) on 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||||
||||||Strict|
||Cash|parent-subsidiary companies of Sino Great|March|||
|||||Long-t|perf|
|Chen Lue|compe|Wall and its subsidiary corporation, which|19,201|||
|||||erm|ormi|
||nsation|resulted in inability for parent-subsidiary|5|||
||||||ng|
|||companies of Sino Great Wall and its||||
|||subsidiary corporation to continue leasing this||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
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|-|-|-|-|-|-|
|||house property but having to relocate, or||||
|||parent-subsidiary companies of Sino Great||||
|||Wall and its subsidiary corporation can’t||||
|||timely find suitable workplace for lawful||||
|||operation in related area, I will undertake to||||
|||compensate by cash for 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 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’|||Strict|
||Cash||March|||
|||requirement for Sino Great Wall or its||Long-t|perf|
|Chen Lue|compe||19,201|||
|||subsidiary to make supplementary payment,||erm|ormi|
||nsation||5|||
|||to be punished and resourced, I will bear by|||ng|
|||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 from any loss ”.||||
|||“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,|||Strict|
||Cash||March|||
|||Dadian Town, Yongqiao District, Suzhou City||Long-t|perf|
|Chen Lue|compe||19,201|||
|||with 32,966 square meters of area and the||erm|ormi|
||nsation||5|||
|||purpose for industry. Suzhou Lvbang|||ng|
|||possesses its own factory with 9,843.87||||
|||square meters of area above-mentioned,||||
|||which is the building reserved on the former||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
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|-|-|-|-|-|-|
|||selling land. Suzhou Lvbang is carrying out||||
|||refurnishing and reconstruction for this||||
|||factory and has acquired “License of||||
|||Construction Land Planning ”with||||
|||No.2014-08-001 approved and issued by||||
|||Yongqiao District, Suzhou City’s housing and||||
|||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||||
|||undertake to compensate by cash for Suzhou||||
|||Lvbang’s losses which are due to this matter,||||
|||guaranteeing no losses occur to Sino Great||||
|||Wall and 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||||
||||||Strict|
||Cash|delivery date of Victor Onward Holdings shall|March|||
|||||Long-t|perf|
|Chen Lue|compe|be Union Group’s responsibility to carry out|19,201|||
|||||erm|ormi|
||nsation|solution; After the asset delivery date, if any|5|||
||||||ng|
|||losses occur to Victor Onward Holdings in||||
|||reason of the liability transfer of asset||||
|||delivery, personnel placement, unsettled||||
|||dispute or controversy and other||||
|||compensation related to 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||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
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|-|-|-|-|-|-|
|||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 Lue||||
|||and He Feiyan Concerning on Performance||||
|||Compensation” and its supplemental||||
|||agreement , Chen Lue’s promised Sino Great||||
|||Wall that the net profit deducted by incidental||||
||Perfor|losses and attributable to the parent|||Strict|
||||May|||
|Chen Lue , He|mance|companies’ owners after audition of 2015,||Long-t|perf|
||||11,201|||
|Feiyan|commi|2016 and 2017 shall be respectively more||erm|ormi|
||||5|||
||tment|than RMB 345.8 million, RMB 438.5 million|||ng|
|||and RMB 538.2 million. If the net profit of||||
|||Sino Great Wall is less than the promised net||||
|||profit mentioned above , Chen Lue and He||||
|||Feiyan will compensate for listed company in||||
|||accordance with “Performance Compensation||||
|||Agreement” and its supplemental agreement||||
|Chen Lue; He||1. This reorganization is planned to place in||||
|Feiyan, Wuxi||asset. At present, complete separation has||||
|Hengtai||existed between me or other enterprises under||||
|Jiuding Assets||my possession (if any) and the listed company||||
|Management||in staff, asset, finance, institution and business||||
|Centre||of Sino Great Wall. Independence exists in||||
|（LP）;Yantai||both staff, asset, finance, institution and||||
|Zhaoxuan||business and no confusion exists. 2. I||||
||Indepe||Septe||Strict|
|Yuantai||undertake, after this reorganization, to ensure||||
||ndent||mber|Long-t|perf|
|Jiuding||the continued complete separation between||||
||compe||30,201|erm|ormi|
|Venture||me or other enterprises under my||||
||tition||5||ng|
|Investment||possession(if any) and the listed company in||||
|Centre||staff, asset, finance, institution and business,||||
|（LP）;Suzh||sustaining the independence in the listed||||
|ou Taiyao||company’s staff, asset, finance, institution and||||
|Zhongshan||business, as follows: (1).The Ensurance of||||
|Jiuding||Independence for Listed Company’s||||
|Investment||Personnel Ensure that the general manager,||||
|Centre||the vice-general manger, the chief financial||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||
|-|-|
|（LP）;Jiaxing|officer, the board secretary and the senior|
|Jiahe Jiuding|executives of the Company only accept salary|
|Investment|in listed company, including no holding of|
|Centre（LP）|any post except director and supervisor in my|
||enterprise or other enterprises under my|
||possession. 2.Ensure the complete|
||independence exists among the listed|
||company’s labor, personnel, and salary|
||management and me. 3. The director,|
||supervisor, general manager and other senior|
||executives recommended by me have all been|
||through the legal procedures, and I will not|
||intervene the company’s board and the|
||shareholder’s decision for appointing and|
||dismissing personnel by exercising official|
||power. (2)The Ensurance of the Asset|
||Independence of Listed Company 1.Ensure|
||that the listed company possesses business|
||system 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 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|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|||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 document.||||
|Chen Lue; He||“Once I or our unit acquire the newly-added||||
|Feiyan;Wuxi||share of Victor Onward Company through this||||
|Hengtai||transaction, no transfers will occur in any way||||
|Jiuding Assets||within 12 months from the listing date,||||
|Management||including but not limited to public transfer by||||
||Relate|||||
|Centre（LP）;||securities market or transfer by agreement,|March||Strict|
||d|||Lont-t||
|Yantai||and no entrusting for others to manage my|19,201||perfo|
||transac|||erm||
|Zhaoxuan||holding share of Victor Onward Holdings .|5||rming|
||tion|||||
|Yuantai||Once the above-mentioned lockup period||||
|Jiuding||expires, I will implement the selling or||||
|Venture||transferring of the newly-added share of||||
|Investment||Victor Onward Holdings according to the||||
|Centre||relevant provision of CSRC and SZSE.||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|（LP）;Suzh||||||
|ou Tianyao||||||
|Zhongshan||||||
|Jiuding||||||
|Investment||||||
|Centre（LP）;||||||
|Jiaxing Jiahe||||||
|Jiuding||||||
|Investment||||||
|Centre（LP）||||||
|||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 District and the expected||||
|||compensations, as well as the expected||||
|||compensations concerning to the regaining of||||
|||plots planned as schools within the 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 or incomes related||||
|||toabove-mentioned disposed assets which are||||
|Union|Incom|house property and land without property||||
||||March||Strict|
|Development|e|certificate as well as regaining of plots||Long-t||
||||19,201||perfo|
|Group Co.,|dispos|planned as schools, Union will return the||erm||
||||5||rming|
|Ltd.|al|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||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|||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 Co. Ltd.. and Sino Great Wall, Victor||||
|||Onward Holdings should obtain the letter of||||
|||approval concerning the transferred debts of||||
|||the disposed 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||||
|Union||consent, the company or the third party||||
||Cash||March||Strict|
|Development||appointed by the company is in charge of||Long-t||
||compe||19,201||perfo|
|Group Co.,||paying off debts or reaching agreement on the||erm||
||nsation||5||rming|
|Ltd||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||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|||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 Shenzhen Victor||||
|||Onward Textile Industrial Co., Ltd. The Third||||
|||Quarterly Report 2015. 25 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||||
|||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.||||
|||1.Guarantee that interest will be transferred to||||
|||other units or individuals which are with||||
|All directors|||||Strict|
||Fill||July|Long-t||
|||compensation or without fair conditions,||||
|of the|||||perfo|
||returns|neither other ways which are harmful to the|7,2016|erm||
|company|||||rming|
|||Company’s interest will be||||
|||adopted;2.Guarantee restraint conduction for||||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|||the duty consuming behavior of directors and||||
|||senior managers;3.Guarantee that no capital||||
|||of the Company will be employed for||||
|||engaging in investment or consumption which||||
|||are not involved with duty||||
|||performance;4.Guarantee that the||||
|||compensation system formulated by the board||||
|||of director or Compensation and Assessment||||
|||Committee is linked with the exertion||||
|||situation of the Company’s return filling||||
|||solution;5. Shall stock incentive mechanism||||
|||subsequently be introduced by the Company,||||
|||the exertion condition of the Company’s stock||||
|||incentive mechanism which is intended to be||||
|||published is guaranteed to be linked with the||||
|||exertion situation of the Company’s return||||
|||filling solution;6.When stock incentive||||
|||mechanism is intended to be carried out||||
|||subsequently , I promise, within the legal||||
|||range, to prompt the exertion condition of the||||
|||Company’s stock incentive mechanism which||||
|||is intended to publish is guaranteed to be||||
|||linked with the exertion situation of the||||
|||Company’s return filling solution;7. I promise||||
|||the commitments above will be fulfilled||||
|||strictly, and guarantee actual fulfillment for||||
|||the Company’s return filling solution. Shall||||
|||any commitments be violated or be refused to||||
|||fulfill by me, I will fulfill corresponding||||
|||obligations of explanation and apology||||
|||according to relevant regulations of Guidance||||
|||on First Issue, Refinancing, Major Asset||||
|||Reorganization and Dilution for Return at||||
|||Sight by CSRC, and will approve the||||
|||supervision measures or self-discipline||||
|||supervision measures made by CSRC, SZSE||||
|||and China Association for Public Companies.||||
|||Any losses occurred upon he Company or the||||
|||shareholders, I am willing to undertake the||||
|||responsibility for corresponding||||
|||compensation in accordance with laws.||||
|||Guarantee that no operating management will|||Strict|
|Chen Lue, He|Fill||July|Long-t||
|||be intervened with exceeded authority, and no|||perfo|
|Feiyan|returns||7,2016|erm||
|||interest of the Company will be expropriated.|||rming|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||||
|-|-|-|-|-|-|
|Commitments make in initial public||||||
||No|No|No|No|No|
|offering or re-financing||||||
|Equity incentive commitment|No|No|No|No|No|
|Other commitments for medium and||||||
||No|No|No|No|No|
|small shareholders||||||
|Completed on time(Y/N)|Yes|||||
|If the commitments is not fulfilled on||||||
|time, shall explain the specify reason|Nil|||||
|and the next work plan||||||

IV．Prediction of Business performance for January- June 2017
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
V. Investment in securities
□ Applicable√ Not applicable
No securities investment in period.
VI. Investments in derivatives
□ Applicable√ Not applicable
There is no derivative investment during the report period.
VII. The registration form of acceptance of investigation, communication and interview in the report period for future reference
√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|
|January 9,2017|Onsite investigation|Organization||
||||International Engineering Co., Ltd:|
||||Record of the investors relations|
||||activities on January 9, 2017.|
||||The interactive relation with the|
|January 12,2017|Onsite investigation|Organization|investors on Shenzhen Stock Exchange|
||||platform about Sino Great Wall|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
|||||
|-|-|-|-|
||||International Engineering Co., Ltd:|
||||Record of the investors relations|
||||activities on January 12, 2017.|
||||The interactive relation with the|
||||investors on Shenzhen Stock Exchange|
||||platform about Sino Great Wall|
|February 21,2017|Onsite investigation|Organization||
||||International Engineering Co., Ltd:|
||||Record of the investors relations|
||||activities on February 21, 2017.|
||||The interactive relation with the|
||||investors on Shenzhen Stock Exchange|
||||platform about Sino Great Wall|
|February 22,2017|Onsite investigation|Organization||
||||International Engineering Co., Ltd:|
||||Record of the investors relations|
||||activities on February 22, 2017.|

VIII. External guarantee get out of line
□ Applicable√Not applicable
The Company has no external guarantee get out of the line in the Period
IX. Controlling shareholder and its related parties occupying non-business capital of the listed company□ Applicable√Not applicable
There are no controlling shareholder and its related parties occupying non-business capital of the listed company in Period
Sino Great Wall Co., Ltd. The First Quarterly Report 2017 IV. Financial Statement
I. Financial statement
1. Consolidated balance sheet
Preparedby：Sino Great Wall Co., Ltd.
March 31,2017
In RMB
||||
|-|-|-|
|Items|At the end of term|Beginning of term|
|Current asset：|||
|Monetary fund|957,582,764.53|1,340,815,821.83|
|Settlement provision|||
|Outgoing call loan|||
|Financial assets measured at fair|||
|value with variations accounted into|||
|current income account|||
|Derivative financial assets|||
|Bill receivable|1,062,381,522.43|1,074,390,642.58|
|Account receivable|4,114,754,709.64|3,725,170,208.31|
|Prepayments|370,664,511.90|319,206,798.63|
|Insurance receivable|||
|Reinsurance receivable|||
|Provisions of Reinsurance contracts|||
|receivable|||
|Interest receivable|||
|Dividend receivable|||
|Other account receivable|1,025,746,055.75|651,012,132.91|
|Repurchasing of financial assets|||
|Inventories|215,927,364.32|332,904,930.36|
|Assets held for sales|||
|Non-current asset due in 1 year|10,169,455.41|13,462,942.89|
|Other current asset|8,496,431.47|35,450,194.47|
|Total of current assets|7,765,722,815.45|7,492,413,671.98|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Non-current assets：|||
|Loans and payment on other’s behalf|||
|disbursed|||
|Disposable financial asset|||
|Expired investment in possess|||
|Long-term receivable|||
|Long term share equity investment|||
|Property investment|||
|Fixed assets|124,689,136.11|128,483,747.74|
|Construction in progress|||
|Engineering material|||
|Fixed asset disposal|||
|Production physical assets|||
|Gas & petrol|||
|Intangible assets|105,365,266.74|106,203,443.55|
|R & D petrol|||
|Goodwill|58,874,144.78|58,874,144.78|
|Long-germ expenses to be amortized|6,589,329.68|7,003,035.94|
|Deferred income tax asset|76,374,727.80|76,298,659.34|
|Other non-current asset|205,035,888.14|116,902,258.30|
|Total of non-current assets|576,928,493.25|493,765,289.65|
|Total of assets|8,342,651,308.70|7,986,178,961.63|
|Current liabilities|||
|Short-term loans|2,138,312,966.11|1,966,058,357.59|
|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|685,415,255.54|706,883,375.54|
|Account payable|1,323,637,005.15|1,313,948,990.25|
|Advance payment|587,670,536.70|573,784,072.58|
|Selling of repurchased financial assets|||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Fees and commissions receivable|||
|Employees’ wage payable|14,141,317.41|18,797,546.69|
|Tax payable|327,416,995.02|313,483,669.78|
|Interest payable|8,531,323.25|6,428,493.55|
|Dividend payable|||
|Other account payable|170,974,296.30|222,414,975.01|
|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|175,193,482.08|175,958,998.04|
|Other current liability||30,382,980.72|
|Total of current liability|5,431,293,177.56|5,328,141,459.75|
|Non-current liabilities：|||
|Long-term loan|865,289,144.54|786,858,878.82|
|Bond payable|100,000,000.00||
|Including：preferred stock|||
|Sustainable debt|||
|Long-term payable|||
|Long-term payable employees’s|||
|remuneration|||
|Special payable|||
|Expected liabilities|107,915.07|13,225,861.70|
|Deferred income|||
||26,991,479.02|27,469,888.77|
|Deferred income tax liability|||
|Other non-current liabilities|||
|Total non-current liabilities|992,388,538.63|827,554,629.29|
||6,423,681,716.19|6,155,696,089.04|
|Total of liability|||
|Owners’ equity|||
||1,698,245,011.00|1,698,245,011.00|
|Share capital|||
|Other equity instrument|||
|Including：preferred stock|||
|Sustainable debt|||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Capital reserves|-1,299,349,701.74|-1,299,349,701.74|
|Less：Shares in stock|||
|Other comprehensive income|||
|Special reserves|54,610,346.75|65,687,868.14|
|Surplus reserves|84,555,835.23|84,394,441.23|
|Common risk provision|||
||1,328,129,217.10|1,228,970,498.86|
|Undistributed profit|||
|Total of owner’s equity belong to the|||
||1,866,190,708.34|1,777,948,117.49|
|parent company|||
|Minority shareholders’ equity|52,778,884.17|52,534,755.10|
|Total of owners’ equity|1,918,969,592.51|1,830,482,872.59|
|Total of liabilities and owners’ equity|8,342,651,308.70|7,986,178,961.63|

 Legal Representative: Chen Lue Person in charge ofaccounting：Cui Hongli Accounting Dept Leader: Xian Zhijjuan 2.Parent Company Balance Sheet
In RMB
||||
|-|-|-|
|Items|At the end of term|Beginning of term|
|Current asset：|||
|Monetary fund|92,775,897.12|168,691,344.34|
|Financial assets measured at fair value|||
|with variations accounted into current|||
|income account|||
|Derivative financial assets|||
|Bill receivable|||
|Account receivable||6,346.00|
|Prepayments|1,005,369.80|1,000,000.00|
|Interest receivable|||
|Dividend receivable|||
|Other account receivable|1,721,327,356.49|1,672,200,041.98|
|Inventories|||
|Assets held for sales|||
|Non-current asset due in 1 year|||
|Other current asset|1,453,405.29|1,404,744.25|
|Total of current assets|1,816,562,028.70|1,843,302,476.57|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Non-current assets：|||
|Disposable financial asset|||
|Expired investment in possess|||
|Long-term receivable|||
|Long term share equity investment|3,181,451,536.66|3,176,451,536.66|
|Property investment|||
|Fixed assets|69,118.25|4,121.50|
|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|294,498.41|336,569.60|
|Deferred income tax asset|||
|Other non-current asset|134,035,100.00|48,960,000.00|
|Total of non-current assets|3,315,850,253.32|3,225,752,227.76|
|Total of assets|5,132,412,282.02|5,069,054,704.33|
|Current liabilities|||
|Short-term loans|980,000,000.00|980,000,000.00|
|Financial liabilities measured at fair|||
|value with variations accounted into|68,000,000.00|68,000,000.00|
|current income account|||
|Derivative financial liabilities|||
|Bill payable|||
|Account payable|||
|Advance payment|||
|Employees’ wage payable|557,705.50|701,792.11|
|Tax payable|96,955,315.74|97,085,106.00|
|Interest payable|7,462,777.78|5,150,639.24|
|Dividend payable|||
|Other account payable|5,064,568.86|13,252,762.06|
|Classified as held for sale debt|||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Non-current liability due in 1 year|||
|Other current liability|||
|Total of current liability|1,158,040,367.88|1,164,190,299.41|
|Non-current liabilities：|||
|Long-term loan|700,000,000.00|700,000,000.00|
|Bond payable|100,000,000.00||
|Including：preferred stock|||
|Sustainable debt|||
|Long-term payable|||
|Long-term payable to employees|||
|Special payable|||
|Expected liabilities|||
|Deferred income|||
|Deferred income tax liability|||
|Other non-current liabilities|||
|Total of Non-current liabilities|800,000,000.00|700,000,000.00|
|Total of liability|1,958,040,367.88|1,864,190,299.41|
|Owners’ equity|||
|Share capital|1,698,245,011.00|1,698,245,011.00|
|Other equity instrument|||
|Including：preferred stock|||
|Sustainable debt|||
|Capital reserves|1,237,956,472.37|1,237,956,472.37|
|Less：Shares in stock|||
|Other comprehensive income|||
|Special reserves|||
|Surplus reserves|26,309,287.00|26,309,287.00|
|Undistributed profit|211,861,143.77|242,353,634.55|
|Total of owners’ equity|3,174,371,914.14|3,204,864,404.92|
|Total of liabilities and owners’ equity|5,132,412,282.02|5,069,054,704.33|

 3.Consolidated Income statement
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|I. Income from the key business|1,059,865,573.83|924,667,155.55|
|Incl：Business income|1,059,865,573.83|924,667,155.55|
|Interest income|||
|Insurance fee earned|||
|Fee and commission received|||
|II. Total business cost|935,317,023.20|829,822,766.63|
|Incl：Business cost|792,699,521.00|725,086,112.57|
|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|654,554.35|15,324,842.63|
|Sales expense|5,524,280.43|2,429,168.94|
|Administrative expense|65,256,604.52|42,252,271.83|
|Financial expenses|49,367,053.47|14,979,885.12|
|Asset impairment loss|21,815,009.43|29,750,485.54|
|Add：Gains from change of fir value|||
|||10,531.28|
|（“-”for loss）|||
|Investment gain（“-”for loss）|||
|Incl: investment gains from affiliates|||
|Gains from currency exchange（“-”for|||
|loss）|||
|III. Operational profit（“-”for loss）|124,548,550.63|94,854,920.20|
|Add ：Non-operational income|7,714.78||
|Including：Income from disposal of|||
|non-current assets|||
|Less：Non business expenses|377,750.50||
|Incl：Loss from disposal of non-current|||
|assets|||
|IV.Total profit(“-”for loss)|124,178,514.91|94,854,920.20|
|Less：Income tax expenses|24,934,478.63|18,875,632.10|
|V. Net profit|99,244,036.28|75,979,288.10|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Net profit attributable to the owners of|||
||99,029,586.64|76,587,282.98|
|parent company|||
|Minority shareholders’ equity|214,449.64|-607,994.88|
|VI. Other comprehensive income|||
|Net of profit of other comprehensive inco|||
|me attributable to owners of the parent co|||
|mpany.|||
|（I）Other comprehensive income items|||
|that will not be reclassified into|||
|gains/losses in the subsequent accounting|||
|period|||
|1.Re-measurement of defined benefit pla|||
|ns of changes in net debt or net assets|||
|2.Other comprehensive income under the|||
|equity method investee can not be reclass|||
|ified into profit or loss.|||
|（II）|||
|Other comprehensive income that will be|||
|reclassified into profit or loss.|||
|1.Other comprehensive income under the|||
|equity method investee can be reclassifie|||
|d into profit or loss.|||
|2.Gains and losses from changes in fair v|||
|alue available for sale financial assets|||
|3.Held-to-maturity investments reclassifi|||
|ed to gains and losses of available for sal|||
|e financial assets|||
|4.The effective portion of cash flow hedg|||
|es and losses|||
|5.Translation differences in currency fina|||
|ncial statements|||
|6.Other|||
|Net of profit of other comprehensive inco|||
|me attributable to Minority shareholders’|||
|equity|||
|VII. Total comprehensive income|99,244,036.28|75,979,288.10|
|Total comprehensive income attributable|||
||99,029,586.64|76,587,282.98|
|to the owner of the parent company|||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Total comprehensive income|214,449.64||
|||-607,994.88|
|attributable minority shareholders|||
|VIII. Earnings per share|||
|（I）Basic earnings per share|0.0583|0.1714|
|(II)Diluted earnings per share|0.0583|0.1714|

 If there are entities merged under common control, their net profit realized before the merger were totaled toRMB***. While it wasRMB*** previous period.
Legal Representative: Chen Lue Person in charge ofaccounting：Cui Hongli Accounting Dept Leader: Xian Zhijjuan 4. Income statement of the Parent Company
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I. Income from the key business|52,513.51|63,540.00|
|Less：Business cost|1,482.50|0.00|
|Business tax and surcharge|34,225.74||
|Sales expense|||
|Administrative expense|4,263,917.99|3,778,977.94|
|Financial expenses|26,301,162.18|5,615,092.65|
|Asset impairment loss|-55,784.12|-1,530.70|
|Add：Gains from change of fir value|||
|（“-”for loss）|||
|Investment gain（“-”for loss）|||
|Incl: investment gains from affiliates|||
|II. Operational profit（“-”for loss）|-30,492,490.78|-9,328,999.89|
|Add ：Non-operational income|||
|Including：Income from disposal of|||
|non-current assets|||
|Less：Non business expenses|||
|Incl：Loss from disposal of non-current|||
|assets|||
|III.Total profit(“-”for loss)|-30,492,490.78|-9,328,999.89|
|Less：Income tax expenses|||
|IV. Net profit（“-”for net loss）|-30,492,490.78|-9,328,999.89|
|V.Net of profit of other comprehensive i|||
|ncome|||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|（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|-30,492,490.78|-9,328,999.89|
|VII. Earnings per share：|||
|（I）Basic earnings per share|||
|(II)Diluted earnings per share|||

5. Consolidated Cash flow statement
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I.Cash flows from operating activities|||
|Cash received from sales of goods orrending of services|||
||726,566,936.82|520,278,123.47|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|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 the financial assets that|||
|are measured at fair value and whose|||
|movement is counted to the current|||
|gain and loss|||
|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|||
||599,944,718.26|623,823,935.88|
|operation|||
|Sub-total of cash inflow|1,326,511,655.08|1,144,102,059.35|
|Cash paid for purchasing of|||
||760,452,839.85|556,084,798.41|
|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|82,485,393.58|48,399,981.65|
|Taxes paid|38,025,760.71|28,333,891.29|
|Other cash paid for business activities|892,694,877.20|830,256,141.01|
|Sub-total of cash outflow from|1,773,658,871.34|1,463,074,812.36|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|business activities|||
|Cash flow generated by business|||
||-447,147,216.26|-318,972,753.01|
|operation, net|||
|II.Cash flow generated by investing|||
|Cash received from investment|||
|retrieving|||
|Cash received as investment gains|||
|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|||
|Sub-total of cash inflow due to|||
|investment activities|||
|Cash paid for construction of fixed|||
|assets, intangible assets and other|12,260,585.87||
|long-term assets|||
|Cash paid as investment|||
|Net increase of loan against pledge|||
|Net cash received from subsidiaries|||
||85,075,100.00||
|and other operational units|||
|Other cash paid for investment|||
|activities|||
|Sub-total of cash outflow due to|||
||97,335,685.87||
|investment activities|||
|Net cash flow generated by investment|-97,335,685.87||
|III.Cash flow generated by financing|||
|Cash received as investment|||
|Incl: Cash received as investment from|||
|minor shareholders|||
|Cash received as loans|923,800,000.00|744,000,000.00|
|Cash received from bond placing|||
|Other financing –related ash received|||
|Sub-total of cash inflow from financing|||
||923,800,000.00|744,000,000.00|
|activities|||
|Cash to repay debts|706,432,013.86|181,766,458.58|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|Cash paid as dividend, profit, or|||
||34,700,377.59|11,329,317.49|
|interests|||
|Incl: Dividend and profit paid by|||
|subsidiaries to minor shareholders|||
|Other cash paid for financing activities||144,808,136.00|
|Sub-total of cash outflow due to|||
||741,132,391.45|337,903,912.07|
|financing activities|||
|Net cash flow generated by financing|182,667,608.55|406,096,087.93|
|IV. Influence of exchange rate|||
|alternation on cash and cash|||
|equivalents|||
|V.Net increase of cash and cash|||
||-361,815,293.58|87,123,334.92|
|equivalents|||
|Add: balance of cash and cash|||
||934,607,672.48|582,745,756.81|
|equivalents at the beginning of term|||
|VI ..Balance of cash and cash|||
||572,792,378.90|669,869,091.73|
|equivalents at the end of term|||

6. Cash Flow Statement of the Parent Company
In RMB
||||
|-|-|-|
|Items|Amount in this period|Amount in last period|
|I.Cash flows from operating activities|||
|Cash received from sales of goods or|||
||63,270.00|77,390.00|
|rending of services|||
|Tax returned|||
|Other cash received from business|||
||1,238,183,948.95|266,261,121.80|
|operation|||
|Sub-total of cash inflow|1,238,247,218.95|266,338,511.80|
|Cash paid for purchasing of|||
|merchandise and services|||
|Cash paid to staffs or paid for staffs|110,918.07||
|Taxes paid|113,130.96|258,400.59|
|Other cash paid for business activities|1,299,611,397.14|652,575,425.78|
|Sub-total of cash outflow from|||
||1,299,835,446.17|652,833,826.37|
|business activities|||
|Cash flow generated by business|||
||-61,588,227.22|-386,495,314.57|
|operation, net|||

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|II.Cash flow generated by investing|||
|Cash received from investment|||
|retrieving|||
|Cash received as investment gains|||
|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|||
|Sub-total of cash inflow due to|||
|investment activities|||
|Cash paid for construction of fixed|||
|assets, intangible assets|65,440.00||
|and other long-term assets|||
|Cash paid as investment|||
|Net cash received from subsidiaries|||
||90,075,100.00||
|and other operational units|||
|Other cash paid for investment|||
|activities|||
|Sub-total of cash outflow due to|||
||90,140,540.00||
|investment activities|||
|Net cash flow generated by investment|-90,140,540.00||
|III.Cash flow generated by financing|||
|Cash received as investment|||
|Cash received as loans|569,800,000.00|500,000,000.00|
|Cash received from bond placing|||
|Other financing –related ash received|||
|Sub-total of cash inflow from|||
||569,800,000.00|500,000,000.00|
|financing activities|||
|Cash to repay debts|470,000,000.00||
|Cash paid as dividend, profit, or|||
||23,986,680.00|3,465,612.98|
|interests|||
|Other cash paid for financing activities|||
|Sub-total of cash outflow due to|||
||493,986,680.00|3,465,612.98|
|financing activities|||
|Net cash flow generated by financing|75,813,320.00|496,534,387.02|

Sino Great Wall Co., Ltd. The First Quarterly Report 2017
||||
|-|-|-|
|IV. Influence of exchange rate|||
|alternation on cash and cash|||
|equivalents|||
|V.Net increase of cash and cash|||
||-75,915,447.22|110,039,072.45|
|equivalents|||
|Add: balance of cash and cash|||
||168,691,344.34|239,145,251.31|
|equivalents at the beginning of term|||
|VI ..Balance of cash and cash|||
||92,775,897.12|349,184,323.76|
|equivalents at the end of term|||

II.Auditor’ report
Is the First Quarterly Report be audited?
□ Yes√No