Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chongqing Jianshe Motorcycle Co., Ltd.
Annual Report 2013
2014-019
April 2014
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter I. Important Prompts, Table of Contents, and Definitions The Board of Directors, The Supervisory Committee, the supervisors and the directors of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report.
Directors other than the followings presented the Board Meeting at which this report was examined:
|||||
|-|-|-|-|
|Name of the director absented|Position|Reason for not presenting the meeting|Name of consignee|
|Cheng Yuanwei|Independent Director|On business travel|Wang Jun|

 The Company will not distribute cash dividend or bonus shares, neither capitalizing of common reserves for the report period.
Mr. Li Huaguang, the Legal Representative of the Company, Mr. Teng Feng, the Financial Officer, Mr. Liao Jian, the manager of accounting department, hereby declare: the truthfulness and completeness of the Financial Report are guaranteed.
Prospective statements carried in this report, such as business plans for future are not constituting any substaintial commitment to the investors. Please be cautious to the risks.
This report is prepared both in English and Chinese. When there is any conflict in understanding, the Chinese version shall prevail.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Table of Contents
Chapter I. Important Prompts, Table of Contents, and Definitions ..........................................................................................................2 Chapter II. Company Profile....................................................................................................................................................................6 Chapter III. Financial Highlights .............................................................................................................................................................8 Chapter IV. Board ofDirectors‘ Report ................................................................................................................................................. 10 Chapter V. Significant Events ............................................................................................................................................................. 22 Chapter VI. Change of Share Equity and Shareholders ......................................................................................................................... 30 Chapter VII. Directors, Supervisors, Executives and Employees .......................................................................................................... 35 Chapter VIII. Company Administration ................................................................................................................................................ 40 Chapter IX. Internal Control .................................................................................................................................................................. 45 Chapter X. Financial Report .................................................................................................................................................................. 46 Chapter XI. Documents for Reference................................................................................................................................................... 78
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Glossary
||||
|-|-|-|
|Terms|Defined as|Description|
|Company, the Company|Defined as|Chongqing Jianshe Motorcycle Co., Ltd.|
|Shenjianmo|Defined as|Shenzhen North Jianshe Motorcycle Co., Ltd. (predecessor of the Company)|
|Military Equipment Group|Defined as|China Military Equipment Group Co., Ltd. (China Southern Industry Group Co., Ltd.)|
|Southern Group|Defined as|China Southern Industry Group Co., Ltd.|
|Military Finance Co.|Defined as|Military Equipment Group Finance Co., Ltd.|
|Southern Motorcycle|Defined as|Chongqing Southern Motorcycle Co., Ltd.|
|Southern Motorcycle R&D|||
||Defined as|Chongqing Southern Motorcycle Technologies Development Co., Ltd.|
|Co., Ltd.|||
|||Chongqing Jianshe Industry Co., Ltd. – former State-owned Jianshe Machinery Factory,|
|Jianshe Industry|Defined as||
|||Jianshe Industry (Group) Co., Ltd.|
|Jianshe Group|Defined as|Jianshe Industrial (Group) Co., Ltd.|
|Jianshe Machinery|Defined as|Chongqing Jianshe Machinery Co., Ltd.|
|China Jialin|Defined as|China Jialin Industry Co., Ltd. (Group)|
|Jinan Qingqi|Defined as|Jinan Qingqi Motorcycle Co., Ltd.|
|Changan Auto|Defined as|Chongqing Changan Automobile Co., Ltd.|
|Luoyang Northern|Defined as|Luoyang Northern Enterprise Group Co., Ltd.|
|Jianshe Sales Co.|Defined as|Chongqing Jianshe Sales Co., Ltd.|
|Auto Air-conditioner Co.|Defined as|Chognqing Jianshe Automobile Air-conditioner Co., Ltd.|
|Import & Export Co.|Defined as|Chongqing Northern Jianshe Import & Export Co., Ltd.|
|Chongqing Yamaha|Defined as|Chongqing Jianshe YAMAHA Motorcycle Co., Ltd.|
|Zhuzhou Jianya|Defined as|Zhuzhou Jianshe YAMAHA Motorcycle Co., Ltd.|
|Pingshan Taikai|Defined as|Chongqing Pingshan Taikai Carburetor Co., Ltd.|
|Jianxing Machinery|Defined as|Chongqing Jianxing Machinery Co., Ltd.|
|Tongsheng Construction|Defined as|Chongqing Tongsheng Jianshe Industry Co., Ltd.|
|Jianshe Industry & Trading|Defined as|Chongqing Jianshe Industry & Trade Co., Ltd.|
|Fuyeda|Defined as|Chongqing Fuda Property Management Co., Ltd.|
|Jiangmen Qingqi|Defined as|Jiangmen Qingqi South China Motorcycle Co., Ltd.|
|Changan SUZUKI|Defined as|Chongqing Chang‘an SUZUKI Automobile Co., Ltd.|
|Changhe SUZUKI|Defined as|Jiangxi Changhe SUZUKI Automobile Co., Ltd.|
|Hebei Changan|Defined as|Hebei Changan Automobile Co., Ltd.|
|Nanjing Changan|Defined as|Nanjing Changan Auto Co., Ltd.|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Prompt of Risks
For the Company had been making negative net profit (as audited) successively in 2011 and 2012, Shenzhen Stock Exchange applied delisting warning on theCompany‘s stocks since April 25, 2013. Therefore theCompany‘s stock ID was changed from Jianmo B to ST Jianmo B, the stock code was still 200054, and the daily fluctuation scale was limited to5%.
As of 2013, theCompany‘s net asset was audited of RMB151 million, turnover of RMB1.886 billion, net profit of RMB12.0574 million. According to the Stock Listing Rules of Shenzhen Stock Exchange, the aforesaid financial indices are beyond the conditions of delisting warning. Therefore the Company is about to apply to Shenzhen Stock Exchange to withdraw the delisting warning on theCompany‘s stocks.
If the delisting warning was canceled by Shenzhen Stock Exchange, the stock ID will be restored to Jianmo B thereon, the fluctuation scale limit will be restored from5% to10%. However, for the net profit was negative after deducting of non-recurring gain/loss, canceling of the delisting warning does not suggest change in fundamental situation of the Company. Therefore the Company hereby draws allinvestors‘ attention on the risks attached to investment.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter II. Company Profile
I. Basic Information
|||||
|-|-|-|-|
|Stock ID|*ST Jianmo B|Stock Code|200054|
|Stock Exchange Listed in|Shenzhen Stock Exchange|||
|Company Name in Chinese|Chongqing Jianshe Motorcycle Co., Ltd.|||
|Short form of Company Name in Chinese|Jianshe Motorcycle|||
|Company Name in English|CHONGQING JIANSHE MOTORCYCLE CO.,LTD.|||
|Short form of Company Name in English|JSMC-B|||
|Legal representative:|Li Huaguang|||
|Reg. Add.|No.1 Jianshe Road, Huaxi Industrial Zone, Ba‘nan District, Chongqing|||
|Post Code|400054|||
|Office address|No.1 Jianshe Road, Huaxi Industrial Zone, Ba‘nan District, Chongqing|||
|Post Code:|400054|||
|Web Address|http://www.jianshe.com.cn|||
|Email.|cqjsmc@jianshe.com.cn|||

II. Contacts
||||
|-|-|-|
||Secretary of the Board|Representative of Stock Affairs|
|Name|Teng Feng|Liu Hongyu|
||No.1 Jianshe Road, Huaxi Industrial Zone, Ba‘nan District,|No.1 Jianshe Road, Huaxi Industrial Zone, Ba‘nan District,|
|Address|||
||Chongqing|Chongqing|
|Tel.|023-66295333|023-66295333|
|Fax.|023-66295333|023-66295333|
|Email.|cqjsmc@jianshe.com.cn|cqjsmc@jianshe.com.cn|

III. Place for information disclosure
|||
|-|-|
|Press media for information disclosure|Securities Times, Hong Kong Commercial Daily|
|Web address for the annual report as assigned by CSRC.|http://www.cninfo.com.cn|
|Place for inquiry of the annual report|Secretary office of the Board|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text IV. Change of Business Registration
|||||||
|-|-|-|-|-|-|
||||No. of Incorporation|No. of Taxation|Organization|
||Registration date|Registration place||||
||||Certificate|Registration|code|
|Primary||Shenzhen Bureau of||||
||July 19, 1995||19235960-7|440301520100102|19235960-7|
|registration||Commerce and Industry||||
|Last||||||
|registration||||||
||February 21,|Chongqing Bureau of||||
|before the end|||500000400001350|500113747482423|74748242-3|
||2014|Commerce and Industry||||
|of report||||||
|period||||||
||1. The Company was originally promoted by Jianshe Group and China Northern Industry Shenzhen Co., Ltd. and|||||
||was incorporated as a limited company, in which Jianshe Group held 71.13% of the shares as the holding|||||
|Change of|shareholder.|||||
|holding|2. Southern Group and Jianshe Group entered the Share Transferring Agreement and the Supplementary Agreement|||||
|shareholder (if|respectively on December 3, 2004 and January 22, 2005. According to the agreements, Southern Group took over all|||||
|any)|of the 339,625,000 state-owned shares originally held by Jianshe Group, accounted for 71.13% of the total capital|||||
||shares. Legal procedures were completed on August 31, 2005, and Jianshe Group became the holding shareholder of|||||
||the Company.|||||

V. Miscellaneous information
CPA hired by the Company
|||
|-|-|
|Name of the CPA|Shu Lun Pan Certified Public Accountant LLP|
|Address of the CPA|Address: 4/F 61 Nanjing Rd. East, Huangpu, Shanghai|
|Name of CPA signed on the auditors‘ report|Li Shunli, Wan Ping|

Sponsoring institution hired by the Company, which is responsible to overseeing theCompany‘s operation on a continuous basis:
[] Applicable;[V] Not applicable
Financial consultancy institution hired by the Company, which is responsible to overseeing theCompany‘s operation on a continuous basis:
[] Applicable;[V] Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter III. Financial Highlights
I. Main accounting data and indices
Are there any retrospective adjustment or restatement of financial information of previous year due to change of accounting policies or correcting of accounting errors?
[] Yes[V] No
||||||
|-|-|-|-|-|
||||Changed over last year||
||2013|2012||2011|
||||(%)||
|Turnover (RMB)|1,885,831,544.85|1,823,400,359.85|3.42%|2,472,121,020.84|
|Net profit attributable to shareholders of the listed|12,057,417.49|-143,723,842.47|||
||||108.39%|-188,442,485.96|
|company (yuan)|||||
|Net profit attributable to the shareholders of the|||||
|listed company and after deducting of|-98,948,424.66|-146,814,795.90|32.6%|-183,146,060.90|
|non-recurring gain/loss(RMB)|||||
|Net Cash flow generated by business operation|162,848,662.04|90,320,926.95|||
||||80.3%|-47,764,428.65|
|(RMB)|||||
|Basic earnings per share (Yuan/share)|0.101|-1.204|108.39%|-0.395|
|Diluted earnings per share (Yuan/share)|0.101|-1.204|108.39%|-0.395|
|Weighted average net|||||
||8.13%|-67.01%|75.14%|-49.5%|
|income/asset ratio (%)|||||
||||Changed at end of||
||End of 2013|End of 2012|current year over end of|End of 2011|
||||last year (%)||
|Gross Assets (RMB)|2,744,421,025.89|2,885,170,689.64|-4.88%|2,691,721,123.40|
|Net asset attributable to owners of the PLC|151,383,199.55|142,442,251.09|6.28%|286,466,093.56|

 II. Differences in accounting information under IAS and domestic accounting standard 1. Differences in net profit and net asset under domestic and international accounting standards
In RMB Yuan
||||||
|-|-|-|-|-|
||Net profit attributable to the shareholders of the||Net asset attributable to the shareholders of the||
||listed company||listed company||
||Current term|Amount of last term|End of term|Beginning of term|
|On Chinese Accounting|12,057,417.49|-143,723,842.47|151,383,199.55|142,442,251.09|
|Standard|||||

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 2. Differences in net profit and net asset under domestic and overseas accounting standards
In RMB Yuan
||||||
|-|-|-|-|-|
||Net profit attributable to the shareholders of the||Net asset attributable to the shareholders of the||
||listed company||listed company||
||Current term|Amount of last term|End of term|Beginning of term|
|On Chinese Accounting|12,057,417.49|-143,723,842.47|151,383,199.55|142,442,251.09|
|Standard|||||
|Accounts and amounts adjusted according to overseas accounting standard|||||

3. Statement on the differences of accounting information on IAS and domestic accounting standard III. Non-recurring gain/loss items and amounts
In RMB Yuan
||||||
|-|-|-|-|-|
||Amount of|Amount of|Amount of||
|Items||||Remarks|
||2013|2012|2011||
|Gain/loss from disposal of non-current assets (includes the recovered part of|59,607,568.30||||
|||-138,436.95|-315,533.93||
|asset impairment provision already provided)|||||
|Gains and losses included in the current period of government subsidies,|49,942,210.00||||
|excluding those government grants which are closely related to normal|||||
|||3,306,520.00|3,890,061.69||
|business and in line with national policy , or in accordance with fixed|||||
|standards or quantities|||||
|Other non-business income and expenditures other than the above|1,450,995.27|263,848.97|-9,631,545.49||
|Less: Influenced amount of income tax|-2,052.06|333,740.88|-778,948.79||
|Influence on minority shareholders‘ equity (after tax)|-3,016.52|7,237.71|18,356.12||
|Total|111,005,842.15|3,090,953.43|-5,296,425.06|--|

 If the company defines those items to recurring gain/loss items, which were defined by―Regulations of Information Disclosure of PLCs, Explanation No.1 - Non-recurringgain/loss‖ as non-recurring gain/loss, please provide reason here.
[] Applicable;[V] Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter IV. Board ofDirectors’ Report
I. Business overview
In Year, the Company has been refining its market distribution, product lines, and business pattern to face the fierce competition in the market. Co-operation and joint ventures approaches were reinforced, management process was improved, and the whole quality of operation was upgraded to certain extent.
In the report period, the Company (and its affiliates and subsidiaries) realized output and sales of 1.0484 million and 1.0555 million motorcycles respectively, which were approximately the same level of previous year. Output and sales of 1.7203 million and 1.6207 million automobile air conditioner compressors, which were37.59% and19.97% of growth respectively YoY, and was among the top 3 of the field in the whole country. (Source: China Automobile Industry Association)
In year 2013, the Company conducted the following works in aspect of business management:
(I) The Company enhanced cooperation with YAMAHA and enlarged the product lines of OEM.
(II) The product lines of rotary vane type and swash plate compressors were enlarged. Technical reformation and capacity expanding project of 1.5 million iron-made compressors was accomplished. Which greatly enlarged its productivity.
(III) In aspect of motorcycles under―Jianshe‖ brand, the Company has been refining and improving its product lines, and exploring new sales approaches such as e-commerce.
II. Analysis of main business
1. Summary
Joint-venture, automobile air conditioner compressor, and Jianshe brand motorcycles– the three main production lines of the Company have been developing with unbalance due to market influence. Namely the Jianshe brand motorcycle line has been declining, while the joint-venture part was steady, and compressor part was growing continuously.
Retrospection on progress of the development strategies and business plan disclosed in previous period.
No material change in development strategy of the Company. In the report period, the headquarter realized sales of motorcycles and engines by 413.6 thousand units, which was82.72% of the target set at the beginning; sales of compressors by 1.6207 million units,108.04% of the target; consolidated turnover by RMB1.886 billion,88.54% of the target.
Statements on the difference between the actual performance and the projected profitability if it is over20%.□applicable √ not applicable
2. Revenue
The Company realized main business turnover of RMB1.807 billion, and increase of5.28% YoY.
Resulted from declining of scale, the turnover from motorcycle business was RMB1.165 billion, decreased by0.79% YoY, and contributed64.5% of the total turnover; resulted from market growth and structural adjustment, the turnover of compressors was RMB642 million, an increase of18.4%, and contributed35.5% of the total turnover.
As for sales, the domestic turnover was RMB1.547 billion, account for85.61% of total turnover; the overseas
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text sales was RMB260 million, account for14.39% of total turnover. Both not changed significantly from last year. As for customer composition, turnover from top 5 customers was RMB826 million, account for43.79% of total sales. It was an increase of14.41% from last year due to growth of OEM and compressor business.
Among the sales to top 5 customers, there were RMB530 million of related transactions, accounted for67.93% of the total sales to top 5 customers.
Whether the sales of products are greater than sales of services?
[V] Yes[] No
||||||
|-|-|-|-|-|
|Business categories|Items|2013|2012|Changed by % YoY|
||Sales|1,055,457|1,064,439|-0.84%|
||Output|1,048,449|1,046,939|14%|
|Motorcycle|||||
||Inventory|33,536|32,583|2.92%|
||Market share (%)|4.6%|4.5%|2.2%|
||Sales|1,620,682|1,350,954|19.97%|
||Output|1,720,322|1,250,366|37.59%|
|Compressor for vehicle air conditioner|||||
||Inventory|258,619|159,752|61.89%|
||Market share (%)|10%|10%|0%|

Statement on change of amounts for over30% YoY.
[V] Applicable Not applicable
Production and stock were enlarged for the sale scale of compressors were growing.
Major orders in hand.
[] Applicable;[V] Not applicable
Major change or adjustment in products or services.
[] Applicable;[V] Not applicable
Major buyers of theCompany‘s products or services
|||
|-|-|
|Sales to top 5 customers (RMB)|825,902,675.66|
|Percentage of sales to top 5 customers on total sales volume|43.79%|

Profiles of top 5 customers
[V] Applicable Not applicable
|||||
|-|-|-|-|
|No.|Name of clients|Sales (RMB)|Percentage in total sales|
|1|Client I|356,736,262.59|18.92%|
|2|Client II|208,886,617.32|11.08%|
|3|Client III|176,054,846.43|9.33%|
|4|Client IV|47,432,677.47|2.51%|
|5|Client V|36,792,271.85|1.95%|
|Total|--|825,902,675.66|43.79%|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 3. Costs
Business categories
In RMB Yuan
||||||||
|-|-|-|-|-|-|-|
|||2013||2012|||
|Business||||||Changed YoY|
||Items||Percentage in operation||Percentage in operation||
|categories||Amount||Amount||(%)|
||||cost||cost||
|Industry|Industry|1,565,769,102.55|96.55%|1,510,463,543.89|94.7%|3.66%|

 Categories of products
In RMB Yuan
||||||||
|-|-|-|-|-|-|-|
|||2013||2012|||
|||||||Changed YoY|
|Categories of products|Items||Percentage in||Percentage in||
|||Amount||Amount||(%)|
||||operation cost||operation cost||
|Motorcycle and parts|Industry|1,062,530,685.00|67.86%|1,083,493,776.19|67.9%|-5.6%|
|Compressor for vehicle air|||||||
||Industry|503,238,417.55|32.14%|426,969,767.70|26.8%|27.16%|
|conditioner|||||||

Remarks
Due to the growth of compressor business, the operational costs has increased by3.66% in the report period, which was lower than the increasing scale of turnover though.
Cost of motorcycle production was RMB1.023 billion. Including: direct material of85.83%, energy and power of1.88%, direct labor of4%, depreciation of3.12%, which were basically the same YoY.
Cost of compressor production was RMB543 million. Including: direct material of86.18%, energy and power of1.9%, direct labor of1.41%, depreciation of3.45%, which were basically the same YoY.
In the report year, the purchase from top 5 suppliers was RMB215 million, an decrease of19.12%, and accounted for18.92% of the total purchase in the year.
Among the purchase from top 5 suppliers, there was RMB81.1715 million of related transactions, accounted for37.78% of the total purchase.
Main suppliers of the Company
|||
|-|-|
|Total purchase from top 5 suppliers (RMB)|214,815,363.32|
|Percentage of purchases from top 5 suppliers on annual total of purchases (%)|18.92%|

Profiles of top 5 suppliers
[V] Applicable Not applicable
|||||
|-|-|-|-|
|No.|Name of suppliers|Amount of purchase (RMB)|Percentage in total purchase of year (%)|
|1|Supplier I|81,171,498.64|7.15%|
|2|Supplier II|54,267,003.17|4.78%|
|3|Supplier III|28,367,438.56|2.5%|
|4|Supplier IV|26,616,023.30|2.34%|
|5|Supplier V|24,393,399.65|2.15%|
|Total|--|214,815,363.32|18.92%|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 4. Expenses
Sales expenses of the year decreased by RMB21.47 million, a decrease of16.78%. This was mainly caused by depressing of motorcycle business, adjusting of sales force, and reduce of manpower.
Administration expenses increased by RMB2.62 million, an increase of1.69%, which was mainly caused by payment of compensation for employees laid out.
Financial expenses decreased by RMB1.93 million, an increase of1.73%, which was mainly due to refining of financing structure.
In RMB Yuan
|||||
|-|-|-|-|
|Items|Amount of the Current Term|Amount of the Previous Term|Changed YoY %|
|Sales expense|106,469,132.36|127,944,188.12|-16.78%|
|Administrative expense|157,288,098.41|154,672,548.76|1.69%|
|Financial expenses|109,531,047.67|111,456,544.36|-1.73%|

5.R&D expenses
R&D expenses of 2013 was RMB42.5347, an decrease of7.93% YoY, and accounted for2.26% of annual turnover. Which was mainly input in development of new type street bike, scooter, low cost catalyze, rotary compressor, swash plate compressor, and electronic compressor.
In RMB10 thousand
||||||
|-|-|-|-|-|
|Items|2013|2012|Change over same periodlast year|Remarks|
|Amount of R&D expenses|4253.47|4619.96|-7.93%||
|Percentage of R&D expenseon net asset|28.00%|31.86%|-12.12%|Decrease of R&D on net asset was mainly caused byincrease of net asset in 2013|
|Percentage of R&D expenseon turnover|2.26%|2.53%|-0.27%||

6. Cash flow
In RMB Yuan
|||||
|-|-|-|-|
|Items|2013|2012|Changed by % YoY|
|Sub-total of cash inflow from business activities|1,292,652,070.76|1,311,506,336.54|-1.44%|
|Sub-total of cash outflow from business activities|1,129,803,408.72|1,221,185,409.59|-7.48%|
|Cash flow generated by business operation, net|162,848,662.04|90,320,926.95|80.3%|
|Sub-total of cash inflow due to investment activities|129,357,497.04|21,009,750.35|515.7%|
|Sub-total of cash outflow due to investment activities|19,896,411.57|79,151,947.82|-74.86%|
|Net cash flow generated by investment|109,461,085.47|-58,142,197.47|-288.26%|
|Subtotal of cash inflow from financing activities|3,489,147,724.74|3,068,276,788.81|13.72%|
|Subtotal of cash outflow due to financing activities|3,670,881,698.81|3,180,212,112.43|15.43%|
|Net cash flow generated by financing|-181,733,974.07|-111,935,323.62|62.36%|
|Net increasing of cash and cash equivalents|88,612,434.36|-79,468,493.48|-211.51%|

Statement on change of amounts for over30% YoY.
[V] Applicable Not applicable
Increase of net cash flow from business operation was caused by reinforce of sales account management and
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text increase of government subsidy.
Increase of cash inflow from investment activity was mainly caused by increase of gains from asset disposal and decrease of fixed asset purchasing.
Decrease of net cash flow from financing activities was caused by reducing of financing by bills.
Statement on major difference between operational cash flow and net profit of the year.
[V] Applicable Not applicable
Interest payment was RMB115 million, which was recorded under financing activity.
III. Main business composition
In RMB Yuan
||||||||
|-|-|-|-|-|-|-|
||||||Increase/decrease of|Increase/decrease of|
||||Gross|Increase/decrease of|||
||||||operation cost over the|gross profit ratio over|
||Turnover|Operation cost|profit|turnover over the same|||
||||||same period of last year|the same period of last|
||||ratio %|period of last year (%)|||
||||||(%)|year (%)|
|On Industries|||||||
|Industry|1,807,055,852.80|1,565,769,102.55|13.35%|5.28%|3.66%|1.35%|
|On Products|||||||
|Motorcycle|||||||
||1,164,684,763.99|1,062,530,685.00|8.77%|-0.79%|-1.93%|1.07%|
|and parts|||||||
|Vehicle air|||||||
||642,371,088.81|503,238,417.55|21.66%|18.4%|17.86%|0.36%|
|conditioner|||||||
|On territories|||||||
|Sub-total of|||||||
|domestic|1,547,033,940.29|1,347,465,639.59|12.9%|7.25%|6.18%|0.87%|
|sales|||||||
|Sub-total of|||||||
|overseas|260,021,912.51|218,303,462.96|16.04%|-5.08%|-9.6%|4.19%|
|sales|||||||

If the statistics window of main business has been changed in the report period, the main business information of the latest year after adjusted according to the new statistics window.
[] Applicable;[V] Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text IV. Situation of assets and liabilities
1. Major change in asset items
In RMB Yuan
||||||||
|-|-|-|-|-|-|-|
||End of 2013||End of 2012||||
||||||Percentage of|Statement on major|
|||Percent in total||Percent in total|||
||Amount||Amount||change (%)|change|
|||asset||asset|||
|Monetary capital|388,314,602.28|14.15%|456,794,093.39|15.83%|-1.68%||
|Account receivable|311,899,501.77|11.36%|288,659,903.69|10%|1.36%||
|Inventories|299,191,811.74|10.9%|290,979,725.84|10.09%|0.81%||
|Investment real estates||0%||0%|0%||
|Long-term share equity|689,241,790.19||683,560,523.11||||
|||25.11%||23.69%|1.42%||
|investment|||||||
|Fixed assets|763,705,401.21|27.83%|825,584,794.37|28.61%|-0.78%||
|Construction in process|11,013,703.97|0.4%|15,642,058.43|0.54%|-0.14%||

2. Major change in liability items
In RMB Yuan
||||||||
|-|-|-|-|-|-|-|
||2013||2012||||
||||||Percentage of change|Statement on major|
|||Percent in total||Percent in total|||
||Amount||Amount||(%)|change|
|||asset||asset|||
|Short-term loans|896,805,047.85|32.68%|756,115,520.89|26.21%|6.47%||
|Long-term|129,000,000.00||246,200,000.00||||
|||4.7%||8.53%|-3.83%||
|borrowings|||||||

V. Competition analyze
As for the motorcycle business, the Company will reinforce production and quality control, to lay a good foundation for enlarging of OEM lines.
As for the automobile air conditioner compressor, the Company will keep refining and upgrading the products, especially the rotary vane compressor and make them compatible in global market.
In recent years, the Company has been reinforce input inR&D approaches. 225 patents including 16 invention patents, 87 technical patents, and 177 outlook patents were obtained.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text VI. Analyzing of investment position
1. External equity investment
Not applicable
2. Trusted financing, derivate instruments, and trusted loans
Not applicable
3. Using of proceeds from share placing.
Not applicable
4. Analyze of main subsidiaries and affiliates
Profiles of main subsidiaries and affiliates
In RMB Yuan
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
||||Major|||||||
|Name of|Type of|||Registered||||Operation||
|||Industry|products or||Gross Assets|Net asset|Turnover||Net profit|
|companies|business|||capital||||profit||
||||service|||||||
|Chongqing|Shareholding|Machinery|Motorcycle|||||||
|||||USD65000000|1,003,649,856.47|638,730,869.41|2,105,212,983.42|36,411,473.28|33,084,963.12|
|Yamaha|company|manufacturing|and parts|||||||
|Zhuzhou|Shareholding|Machinery|Motorcycle|||||||
|||||USD57200000|729,686,891.91|562,875,563.28|893,087,039.59|48,867,607.70|43,457,608.59|
|Jianya|company|manufacturing|and parts|||||||
|||Machinery||||||||
|Pingshan|Shareholding||Motorcycle|||||||
|||manufacturing||USD19000000|185,862,717.48|164,174,417.77|128,800,598.14|5,258,545.99|4,869,757.52|
|Taikai|company||and parts|||||||

Particulars about acquiring and disposal of subsidiaries
[] Applicable;[V] Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 5. Major projects using non-raised capital
In RMB10 thousand
|||||||
|-|-|-|-|-|-|
|||||Investment||
||Planned|Amount invested|Accumulation of actual||Turnover of the|
|Projects||||progress of the||
||investment|this report term|input at end of period||project|
|||||project||
|Capacity enlarging and technical||||||
||||||Mass|
|reforming of rotary vane|10,700|884|9,115|90%||
||||||production|
|compressor||||||
|Construction of air conditioner||||||
||749|72|485|100%|In use|
|technical center||||||
|Total|11,449|956|9,600|--|--|
|Date of provisional announcement on official||||||
|||Apr 22 2011||||
|website (if any)||||||
|||www.cninfo.com.cn Announcement No. 2011-010 – The project of capacity||||
|Inquiry website of the Company‘s announcements||||||
|||enlarging and technical reforming of rotary vane compressor||||

VII. Prospectus of business performance of January– March 2014
Alert of loss or significant change in net profit from the beginning of year to the end of next report period or comparing with the same period of last year, and statement of causations.
[V] Applicable Not applicable
Performance forecast: loss
Type of prospective data: Periodic
||||||||||
|-|-|-|-|-|-|-|-|-|
||From the beginning of year to|||Same period|||||
||||||Changed by (%)||||
||the end of next report period|||last year|||||
|Predicted number of|||||||||
|accumulative net profit|-3,700|--|-3,300|-1,716|Decline|116%|--|92%|
|(RMB0,000)|||||||||
|Basic earnings per share|||||||||
||-0.3099|--|-0.2764|-0.0359|Decline|763%|--|670%|
|(Yuan/share)|||||||||
||The main causation of loss in the report period was: reducing of business scale and decrease of||||||||
|Remarks on the prediction|||||||||
||gross profit.||||||||

VIII. Entities with special purposes under theCompany’s control
Not applicable.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text IX. Development prospect
(I) Competition, development trend, and problems the Company is facing
1. Motorcycle industry of the country was depressing continuously. The market was invaded by minivans and electronic bikes on both sides. TheCompany‘s sales scale was shrinking continuously and production capacity was not fully used.
2. Along with the steady growth of automobile industry, especially expanding of small types of cars, the rotary vane compressor is expecting a greater market space. The Company is competitive in the market of mini and compact vehicles, but its production lines are to be enriched.
(II) Development strategies
1. Further reinforce compressor business, to achieve growth in sales, turnover, and profit.
2. Push forward joint-venture approaches and expand OEM production.
3. To do all effort to stabilize production and sales of Jianshe motorcycles, and reinforce global sales.
4. To develop parts business and make it new growth point.
(III) Business plan
In 2014, the Company targets on sales of motorcycle and engine of over 300 thousand units, and compressors of 1.8 million units, and turnover basically the same level as 2013. The Company will also refine personnel structure, product structure, adjust productivity, and reduce the cost level.
(IV) Capital needs and plan in 2014
In year 2014, the Company is expecting capital expense of RMB96.86 million in viewing of achieving the business target, which will be utilized in construction of compressor lab, 500 thousand productivity expanding project and minor technical reformation. These projects will be financed by the Company itself and also bank loans according to the actual situation when it will be.
X. Statement of the Board on the “Non-standardauditors’ report” issued by the CPA on the current report period
Not applicable
XI. Statement on changes of accounting policies, accounting estimations, and accounting basis comparing with the last fiscal year
No change in current reporting period.
XII. Statement on retrospective correction of material accounting errors in the report period There is no correction of prior period errors in this period.
XIII. Statement on change of consolidation range comparing with the previous fiscal year The change of consolidation scope
1. There is not subsidiary in the consolidation range in which the Company is holding50% or lower share equity.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 2. There are entities not in the consolidation range in which the Company is holding over50% of share equity. Portion of voting
Name of companies
Cause of not consolidated
rights
Ningbo Jianshe Motorcycle The company have stopped operation and have made the impairment51%
Manufacturing Co., Ltd. provision for full amount of equity.
3. Three entities were eliminated from consolidation range in the report period. They were the three subsidiaries under Chongqing Jianshe Sales Co., Ltd. which had been suspended for business for years.
Subsidiaries being newly included and excluded in the consolidation scope this period
1. No subsidiaries, special entities, or entities acquired through leasing or trusteeship added to the consolidation range in the report period.
2. Subsidiaries, entities with special purpose, or entities on which the Company has controlling power through entrusted operation or leasing excluded from the consolidation range in the report period.
Share Voting Causation of No. Name of company Reg. Add. Business property
proportion(%) rights(%) eliminating Guangxi Jianshe
1 Guangxi Sales of motorcycle and parts 52.00 52.00 Clearance Motorcycle Co., Ltd.
Chengdu Jianshe Sales Whole sale and retailing of
2 Chengdu 100.00 100.00 Clearance Co., Ltd. Jianshe motorcycle and parts
Huhehaote Jianshe Wholesale and retailing of
3 Huhehaote 100.00 100.00 Clearance Motorcycle Sales Co., Ltd. motorcycles and parts
Remark: The above entities had been seizing business operation for years. They were deregistered by the authorities and no longer consolidated.
XIV. Particulars about dividends
Planning, execution and adjustment of profit distribution or dividend in the report period.
[V] Applicable Not applicable
According to thedocument证监发【2012】第37号 issued by CSRC, the proposal of amending the articles about dividend policies in the Articles of Association was adopted at the 7th meeting of the 6th term of Board held on July 26, 2012. It provides further details about methods, conditions, and rates of dividend, and uses of retained profit. It was subject to approval at the 1st provisionalshareholders‘ meeting held on August 30, 2012.
The Board of Directors proposes dividend plan for each fiscal year according to the Articles of Association. Independent directors provide opinions on the plan. The plan was implemented by the Board upon approval of theShareholders‘ Meeting.
|||
|-|-|
|Particulars about Cash Dividend Policy||
|Whether satisfying the requirements of the Articles of Association or resolutions of the shareholders‘ meeting|Yes|
|Are standard and rate of dividend definite and clear|Yes|
|Complete decision making process|Yes|
|Independent directors fulfilling their responsibilities|Yes|
|Whether the minority shareholders were given opportunities to express their claims or opinions, whether their legal rights are||
||Yes|
|safeguarded||
|Whether the conditions and procedures of adjusting cash dividend policy legal and transparent|Yes|

Profit distribution or common reserve capitalization in the latest 3 years (including the report year)
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text The retained profit was accumulated negative from 2011 to 2013, therefore no dividend and capitalizing of reserves were implemented in latest three years.
Cash dividends in the latest three years
In RMB Yuan
|||||
|-|-|-|-|
|Dividend|Cash dividend|Net profit attributable to the owners of the|Proportion in the net profit attributable to the owners of|
|year|(tax included)|PLC in the consolidated statement|the PLC in the consolidated financial statement (%)|
|2013|0.00|12,057,417.49|0%|
|2012|0.00|-143,723,842.47|0%|
|2011|0.00|-188,442,485.96|0%|

 Making profit and the retained profit is a positive figure but no cash dividend preplan was proposed:
[] Applicable;[V] Not applicable
XV. Plan of dividend and capitalizing of common reserves for current year
Not applicable
XVI. Statement on social responsibilities
(I) Energy saving and clean production
The Company continues to promote energy saving and clean production in year 2013 and achieved great results. In 2013, the overall energy consuming on industrial value adding has decreased by0.05%; water consuming on industrial value adding has decreased by7%; SO2 outlet decreased by1.82%; and CO2 outlet decreased by6.81%.
In year 2013, the Company passed the annual verification of ISO14001OHSAS18001 regarding environmental and labor safety. The system was composed of 27 procedure documents and 24 operational documents, which were operated well in preventing accidents.
(II) Caring of employees
The Company cares about the goodies of employees and was evaluated positively by all employees. A number of health care lectures and culture events were conducted in the year. Physical examinations were compulsory within the Company.
(III) Guarding ofinvestors‘ benefit
1. The Company has been continuously refining and improving of the Company administration structure according to the laws, regulations, and codes. Theshareholders‘ meeting, the board, the supervisory committee, and executives are the decision making and executive structures of the Company. The Company provide every best opportunity to mid-small shareholders to participate in decision making procedure.
In the report period, the Company called up 4shareholders‘ meetings, including 2 meetings adopted combination of onsite voting and online voting.75.03%,74.45%,74.45%, and74.58% of all effective shares voted at the 4 meetings respectively. All shareholders, especially mid-small shareholders, were guarded of their equal opportunities.
2. In year 2013, the Company did all its best to avoid stock drawing back and maintain on the list of the stock exchange.
(IV) Social activities and charity
In 2013, the Company took part in social activities aggressively. Right after the earthquake inYa‘an, the Company
donated 100 motorcycles, 100 tents, and 300 garments.
Whether the PLC or any of its subsidiaries are recognized as heavy pollution industry by national environmental
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text authorities
[] Yes[V] No Not applicable
Whether the PLC or any of its subsidiaries involves in material social security issues
[] Yes[V] No Not applicable
Whether the Company was under execution of punishment in the report period
[] Yes[V] No Not applicable
XVII. Reception of investigations, communications, or interviews in the report period
|||||||
|-|-|-|-|-|-|
||||Type of|||
|Time/date|Place|Way||Visitors|Main content involved and material provided|
||||visitors|||
||||||Q: When stock trading will be restored after implementation of the|
||||||stock draw back plan? A: Implementation of the plan will be|
|||||Investors of||
|Jan 25|The|Telephone|||following legal procedures such as examination by the|
||||Individual|the||
|2013|Company|communication|||shareholders‘ meeting, information to creditors, amending of|
|||||Company||
||||||Articles of Association, and reporting to the authorities. Please|
||||||follow the announcement issued by the Company.|
||||||Q: What is the influence of stock draw back? A: Implementation of|
|||||Investors of|this plan will not make any better to the Company‘s business|
|March 26,|The|Telephone||||
||||Individual|the|operation. However the executives of the Company will do their|
|2013|Company|communication||||
|||||Company|best to improve production composition, increase competition, and|
||||||overall operation of the Company.|
|||||Investors of||
|Apr 11|The|Telephone|||Q: When the Company will be restored to original ID? A: Please|
||||Individual|the||
|2013|Company|communication|||pay attention to the official information disclosure.|
|||||Company||
|||||Investors of||
|May 3|The|Telephone|||Q: Does the Company have any plan to get out losing situation? A:|
||||Individual|the||
|2013|Company|communication|||Please find the business plan in Annual Report 2012 and 2013.|
|||||Company||
|||||Investors of|Q: Is there any risk of stock suspending? A: The Company still has|
|Sep. 13,|The|Telephone||||
||||Individual|the|certain level of risk of suspending. Please regard to official|
|2013|Company|communication||||
|||||Company|announcement for further information.|
|||||Investors of|Q: Whether the Company could makeup the losses after|
|Dec 18|The|Telephone||||
||||Individual|the|transferring of assets? A: Please refer to the auditing results of the|
|2013|Company|communication||||
|||||Company|Annual Report.|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter V. Significant Events
I. Major lawsuits and arbitrations
(I) New material lawsuit or arbitration issues happened in the report term.
On July 17, 2013, Ningbo Zhenhai Yongzheng Investment Co., Ltd. sued to the 5th Court of Chongqing claiming for compensation of RMB3.1943 million from the Company for failing of receivership of Ningbo Jianshe Motorcycle Co., Ltd. Trial was opened on January 16, 2014.
(II) Major lawsuit and arbitration issues settled in the report period:
The 5th Middle Court opened trial on April 27, 2013 for the lawsuit raised by Chongqing Huiyao Motorcycle Import& Export Co., Ltd. against the subsidiary Import& Export Co. of the Company. The judge ordered the defender to pay RMB4159562.39 and interests (since July 7, 2007 to the date of payment), and RMB58,514.4 of lawsuit fee. The other claims of the Huiyao Co. were rejected by the court.
The Import& Export Co. appealed to the High Court of Chongqing thereafter and the 2nd trial were opened on July 23, 2013. On October 17, Import& Export Co. was judged to pay RMB2.5890 of due trade payment and interests, and also the lawsuit fee of RMB40.1 thousand. The case is closed. For the Import& Export Co. has won in another case against Huiyao Co., and the compensation amount was slightly greater than that of this case. Therefore it will make less influence on theCompany‘s gain/loss. The counter party has not filed for enforcement yet.
II. Questioning by medias
No media queries raised in the report period.
III. Non-operational capital appropriation by holding shareholder and its related parties No non-operational capital appropriation by holding shareholder or its related parties.
Shu Lun Pan CPA Co., Ltd. issued the Statement of Special Auditing on Capital Appropriation by Holding Shareholder or Related Parties. For details please find announcement 2013-045 available at http://www.cninfo.com.cn.
IV. Receivership and bankruptcy
Not applicable
V. Asset transactions
1. Acquisition of assets
Not applicable
2. Disposal of assets
Please go to VII. Related Transactions of Purchasing or Disposing of Assets.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 3. Merger of entities
Not applicable
VI. Implementation of share incentive program and influences
Not applicable
VII. Material related transactions
1. Related transactions related to daily operation
|||||||||
|-|-|-|-|-|-|-|-|
||||Principle of|||||
|||Subjects of the||Amount of|Percentage in|||
|Related|||pricing the|||Date of|Index of information|
||Relationship|related||trade|similar|||
|parties|||related|||disclosure|disclosure|
|||transactions||RMB0‘000|trades %|||
||||transactions|||||
|||Purchase of||||||
|Jianshe|Under same||Price on|||||
|||moulds and||551.03|18.92%|||
|Industry|control||agreement|||||
|||testing services||||||
||Affiliate of the|||||||
|Jianxing|subsidiary of|Purchase of|Fair market|||||
|||||3,394.87|6.24%|||
|Machinery|the controlling|material|price|||||
||shareholder|||||||
|Chongqing|Controlled|Purchase of|Price on|||||
|||||8,117|3.1%|||
|Yamaha|subsidiaries|material|agreement|||||
|Pingshan|Controlled|Purchase of|Fair market|||||
|||||948.27|0.11%|||
|Taikai|subsidiaries|material|price|||||
|Tongsheng|Affiliated|Purchase of|Fair market|||||
|||||1,695.2|0.01%|||
|Construction|company|material|price|||||
|Jianshe||||||||
||Under same|Purchase of|Fair market|||||
|Industry &||||6.71|0.28%|||
||control|material|price|||||
|Trading||||||||
|||Purchase of||||||
|Jiangmen|Under same||Price on|||||
|||finished||9.76|0.51%|||
|Qingqi|control||agreement|||||
|||motorcycles||||||
||Affiliated||Price on|||||
|Fuyeda||Accept labor||82.81|0.05%|||
||company||agreement|||||
|||||||Forecasting of Routine Related||
|||Purchase of||||||
|Jianshe|Under same||Price on|||Transactions of 2013, Apr 24 2013,||
|||energy &||2,152.85|1.36%|||
|Industry|control||agreement|||http://www.cninfo.com.cn||
|||power||||||
|Chongqing|||Price on|||||
|||Sales of goods||35,673.63|18.92%|||
|Yamaha|||agreement|||||
|Changan|Under same||Fair market|||||
|||Sales of goods||11,768.31|6.24%|||
|Auto|control||price|||||
|Changan|Under same||Fair market|||||
|||Sales of goods||5,837.18|3.1%|||
|SUZUKI|control||price|||||
|Hebei|Under same||Fair market|||||
|||Sales of goods||208.89|0.11%|||
|Changan|control||price|||||
|Nanjing|Under same||Fair market|||||
|||Sales of goods||22.91|0.01%|||
|Changan|control||price|||||
|Tongsheng|Affiliated||Fair market|||||
|||Sales of goods||532.91|0.28%|||
|Construction|company||price|||||
|Zhuzhou|||Price on|||||
||Joint venture|Sales of goods||953.06|0.51%|||
|Jianya|||agreement|||||
|Chongqing|||Price on|||||
||Joint venture|Leases||348.72|82.5%|||
|Yamaha|||agreement|||||
|Jianshe|Under same||Price on|||||
|||Leases||73.96|17.5%|||
|Industry|control||agreement|||||
|Jiangmen|Under same||Price on|||||
|||Sales of goods||206.3|0.11%|||
|Qingqi|control||agreement|||||
|Total||||72,584.37||||

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text
|||
|-|-|
||The above transactions are in favor of the effectiveness of resources, avoid repeating|
|Necessity, consistency, and reason of|investment, reduce purchasing cost, control quality and satisfy the need of business operation.|
|choosing the related party (but not|The Company conducts the above related transactions with consideration of good cooperation|
|other parties in the market)|and convenience of location. The above related parties are in good business and|
||administration situation and good credit.|
|Influence of the related transaction on|All related transactions are monitored by related laws and regulations and would not influence|
|the independency of the Company|the independency of the Company.|
|Dependency of the Company on the||
|related party, and measurements if|The Company has greater dependency on the supply of energy from Jianshe Industry.|
|any||
||Routine related transaction in 2013 was projected of RMB826.42 million and was actually|
||RMB725.8437 million, in which purchase of goods and services was projected of|
|Please provide actual situation of|RMB147.27 million, and actually RMB169.57 million.|
|routine related transactions if they are|Sales of goods and services were projected of RMB673.55 million and actually RMB552.03|
|forecasted in categories (if any)|million.|
||Leasing asset was projected of RMB5.60 million for year 2013, and was actually RMB4.25|
||million.|

2. Related transactions related to asset purchasing or disposal
|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
||||||Evaluation|||||||
||||Principle of|Book value||||||||
|||Subjects of|||value of|Fair market|Transaction||Gain / loss||Index of|
|Related|||pricing the|of asset||||Way of||Date of||
||Relationship|the related|||asset|value|price||of trade||information|
|parties|||related|transfer||||payment||disclosure||
|||transactions|||transferred|(RMB0‘000)|(RMB0‘000)||(RMB0‘000)||disclosure|
||||transactions|(RMB0‘000)||||||||
||||||(RMB0,000)|||||||
|||||||||||For details please find||
|||||||||||the Announcement of||
||||Upon|||||||Related Transactions||
|||Selling of|evaluation|||||||Regarding Transferring||
|Southern|Under same|land rights|made by|||||||of Assets||
|||||4,725|14,672.56|14,672.56|14,672.56|Cash|5,964.68|||
|Motorcycle|control|and|qualified|||||||(Announcement||
|||buildings|evaluation|||||||2013-079) available at||
||||institution|||||||www.cninfo.com.cn||
|||||||||||dated November 30,||
|||||||||||2013||
|Reasons of material difference between the transferring price and book value or evaluation||||||||||||
||||||||Land value appreciation|||||
|value (if any)||||||||||||
||||||||Gains from asset disposal amounted to RMB59.6468|||||
|Influences on the Company‘s business performance and financial position||||||||||||
||||||||million.|||||

3. Material related transactions related to collaborated external investment
Not applicable
4. Debtors and credits with related parties
Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 5. Other material related transactions
Financial business with Military Group Finance Co.
||||
|-|-|-|
|Category of trade|Transaction Units|Closing balance|
|Saving balance|Chongqing Jianshe Motorcycle Co., Ltd.|66,360,387.25|
||Chognqing Jianshe Automobile Air-conditioner Co., Ltd.|389,884.70|
||Chongqing Northern Jianshe Import & Export Co., Ltd.|22,714.85|
||Chongqing Jianshe Sales Co., Ltd.|104,952.35|
|Sub-total||66,877,939.15|
|Discount of undue bank accepted drafts|Chongqing Jianshe Motorcycle Co., Ltd.|457,359,724.96|
||Chognqing Jianshe Automobile Air-conditioner Co., Ltd.|73,450,000.00|
||Chongqing Jianshe Sales Co., Ltd.|309,186,400.00|
|Sub-total||839,996,124.96|
|Loan balance|Chongqing Jianshe Motorcycle Co., Ltd.|50,000,000.00|
|||Amount of the Current Term|
|Discount of bank acceptance draft|Chongqing Jianshe Motorcycle Co., Ltd.|756,344,052.31|
||Chognqing Jianshe Automobile Air-conditioner Co., Ltd.|87,300,000.00|
||Chongqing Jianshe Sales Co., Ltd.|548,186,400.00|
|Sub-total||1,391,830,452.31|
|Interest payment of loans and discount|Chongqing Jianshe Motorcycle Co., Ltd.|20,655,631.26|
||Chognqing Jianshe Automobile Air-conditioner Co., Ltd.|2,078,556.54|
||Chongqing Jianshe Sales Co., Ltd.|13,705,269.85|
|Sub-total||36,439,457.65|

 Online inquiry of provisional announcements about major related transactions
||||
|-|-|-|
||Date of provisional|Title of website for the provisional|
|Title of provisional announcement|||
||announcement|announcement|
|Announcement on transferring of assets and relatedtransactions|||
||November 30, 2013|www.cninfo.com.cn|
|Announcement on accepting of financial service andrelated transactions|||
||January 9, 2014|www.cninfo.com.cn|

VIII. Material contracts and execution
1. Entrustment, contracting, and leasing issues
(1) Trusteeship
Not applicable
(2) Contracting
Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text (3) Leasing
Leasing out:
||||||||
|-|-|-|-|-|-|-|
|Name of the owner|Name of thetenant|Category of asset forrent|Startingdate|Endingdate|Pricing basis|Rental income recognized inthe period|
|Chongqing JiansheMotorcycle|ChongqingYamaha|Warehousing|2008/05/31|2013/12/31|Price onagreement|3,487,212.33|

Remark on related leasing: The Company has put the warehouse (18,762 square meters) located at No.1 Huajianzhi Rd., Jiulongpo, Chongqing, on leasing to Chongiqng Jianya for the term of five years. This asset was transferred to Southern Motorcycle in December 2013 therefore the leasing contract was terminated on December 31, 2013.
Leasing in.
||||||||
|-|-|-|-|-|-|-|
|Name of theowner|Name of the tenant|Category of asset forrent|Startingdate|Endingdate|Pricing basis|Rental recognized of currentperiod|
|Jianshe Industry|Chongqing JiansheMotorcycle|Office building|Jan 2013|July 2013|Price onagreement|739,575.20|

Statement on leasing events: The Sales Co., and Import& Export Co.– subsidiaries of the Company, started to rent the office building of the Company during January– July 2013. The Company expanded the office area itself since August 2013, therefore the rental contract was terminated.
2. Guarantees
In RMB10 thousand
||||||||||
|-|-|-|-|-|-|-|-|-|
|External Guarantee (Exclude controlled subsidiaries)|||||||||
|Guarantee|Amount of guarantee|Amount of the|Actual date of occurring|Actual amount of|Type of||Completed or|Related|
|||||||Term|||
|provided to|and date of disclosure|guarantee|(signing date of agreements|guarantee|guarantee||not|party or not|
||||||Joint|37|||
|The Company|April 24, 2013|4,800|Feb 23, 2010|4,800|||Yes|No|
||||||liabilities|months|||
||||||Joint|12|||
|The Company|April 24, 2013|2,850|May 25, 2012|2,850|||Yes|No|
||||||liabilities|months|||
|Vehicle air|||||Joint|12|||
||April 24, 2013|5,000|October 26, 2012|5,000|||Yes|No|
|conditioner|||||liabilities|months|||
||||||Joint|12|||
|The Company|April 24, 2013|2,200|Dec 13 2012|2,200|||Yes|No|
||||||liabilities|months|||
||||||Joint|6|||
|Sales Co.|April 24, 2013|350|Sept 19 2012|350|||Yes|No|
||||||liabilities|months|||
||||||Joint|6|||
|Sales Co.|April 24, 2013|2,650|Oct 22 2012|2,650|||Yes|No|
||||||liabilities|months|||
||||||Joint|6|||
|Sales Co.|April 24, 2013|5,000|Nov 12 2012|5,000|||Yes|No|
||||||liabilities|months|||
||||||Joint|12|||
|The Company|April 24, 2013|2,000|Nov 08 2012|2,000|||Yes|No|
||||||liabilities|months|||
||||||Joint|10|||
|The Company|April 24, 2013|4,800|Feb 5, 2013|4,800|||Yes|No|
||||||liabilities|months|||
|Vehicle air|||||Joint|6|||
||April 24, 2013|500|Mar 29, 2013|500|||Yes|No|
|conditioner|||||liabilities|months|||
||||||Joint|6|||
|Sales Co.|April 24, 2013|2,450|Mar 25 2013|2,450|||Yes|No|
||||||liabilities|months|||
|Vehicle air|||||Joint|6|||
||April 24, 2013|2,500|Apr 12 2013|2,500|||Yes|No|
|conditioner|||||liabilities|months|||
||||||Joint|6|||
|Sales Co.|April 24, 2013|5,000|May 17 2013|5,000|||Yes|No|
||||||liabilities|months|||
||||||Joint|5|||
|The Company|April 24, 2013|100|May 22 2013|100|||Yes|No|
||||||liabilities|months|||
||||||Joint|11|||
|The Company|April 24, 2013|100|May 22 2013|100|||Yes|No|
||||||liabilities|months|||
||||||Joint|18|||
|The Company|April 24, 2013|100|May 22 2013|100|||Yes|No|
||||||liabilities|months|||
|The Company|April 24, 2013|100|May 22 2013|100|Joint|24|Yes|No|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
||||||liabilities|months||||
||||||Joint|30||||
|The Company|April 24, 2013|2,200|May 22 2013|2,200|||Yes||No|
||||||liabilities|months||||
||||||Joint|37||||
|The Company|April 24, 2013|2,400|May 22 2013|2,400|||Yes||No|
||||||liabilities|months||||
|Vehicle air|||||Joint|6||||
||April 24, 2013|3,000|June 24 2013|3,000|||Yes||No|
|conditioner|||||liabilities|months||||
|Vehicle air|||||Joint|6||||
||April 24, 2013|2,100|Jul 15 2013|2,100|||No||No|
|conditioner|||||liabilities|months||||
|Vehicle air|||||Joint|12||||
||April 24, 2013|5,000|Sept 16, 2013|5,000|||No||No|
|conditioner|||||liabilities|months||||
||||||Joint|11||||
|The Company|April 24, 2013|100|May 22 2013|100|||No||No|
||||||liabilities|months||||
||||||Joint|18||||
|The Company|April 24, 2013|100|May 22 2013|100|||No||No|
||||||liabilities|months||||
||||||Joint|24||||
|The Company|April 24, 2013|100|May 22 2013|100|||No||No|
||||||liabilities|months||||
||||||Joint|30||||
|The Company|April 24, 2013|2,200|May 22 2013|2,200|||No||No|
||||||liabilities|months||||
||||||Joint|37||||
|The Company|April 24, 2013|2,400|May 22 2013|2,400|||No||No|
||||||liabilities|months||||
|Vehicle air|||||Joint|6||||
||April 24, 2013|3,000|Sept. 11, 2013|3,000|||Yes||No|
|conditioner|||||liabilities|months||||
||||||Joint|6||||
|Sales Co.|April 24, 2013|1,999|Sept 6 2013|1,999|||No||No|
||||||liabilities|months||||
||||||Joint|6||||
|The Company|April 24, 2013|1,000|Sept 25 2013|1,000|||No||No|
||||||liabilities|months||||
||||||Joint|6||||
|The Company|April 24, 2013|2,000|Oct 10 2013|2,000|||No||No|
||||||liabilities|months||||
||||||Joint|6||||
|The Company|April 24, 2013|2,800|Nov 13 2013|2,800|||No||No|
||||||liabilities|months||||
||||||Joint|6||||
|The Company|April 24, 2013|2,100|Nov 15 2013|2,100|||No||No|
||||||liabilities|months||||
|Vehicle air|||||Joint|6||||
||April 24, 2013|3,000|Dec 18 2013|3,000|||No||No|
|conditioner|||||liabilities|months||||
||||||Joint|6||||
|The Company|April 24, 2013|5,000|Nov 5 2013|5,000|||No||No|
||||||liabilities|months||||
|Total of external guarantee approved in the report term||||Total of external guarantee actually occurred in||||||
||||36,850|||||81,999||
|(A1)||||the report term (A2)||||||
|Total of external guarantee approved as of end of report||||Total of external guarantee actually occurred as of||||||
||||36,850|||||29,899||
|term (A3)||||end of report term (A4)||||||

||||||||||
|-|-|-|-|-|-|-|-|-|
|Guarantee provided to controlled subsidiaries|||||||||
|||Amount|Actual date of occurring|Actual|||||
|Guarantee|Amount of guaranteeand date of disclosure||||||Complete|Related party or|
|||of the|(signing date of|amount of|Type of guarantee|Term|||
|provided to|||||||d or not|not|
|||guarantee|agreements|guarantee|||||
|Sales Co.|April 24, 2013|2,800|Feb 09, 2012|2,800|Joint liabilities|12 months|Yes|No|
|Vehicle air|||||||||
||April 24, 2013|1,500|July 12, 2012|1,500|Joint liabilities|11 months|Yes|No|
|conditioner|||||||||
|Sales Co.|April 24, 2013|2,400|Oct 15 2012|2,400|Joint liabilities|6 months|Yes|No|
|Sales Co.|April 24, 2013|3,600|Nov 5 2012|3,600|Joint liabilities|6 months|Yes|No|
|Sales Co.|April 24, 2013|4,950|Dec 5 2012|4,950|Joint liabilities|6 months|Yes|No|
|Vehicle air|||||||||
||April 24, 2013|5,000|Dec 12 2012|5,000|Joint liabilities|12 months|Yes|No|
|conditioner|||||||||
|Vehicle air|||||||||
||April 24, 2013|2,000|Jan 10 2013|2,000|Joint liabilities|5 months|Yes|No|
|conditioner|||||||||
|The|||||||||
||April 24, 2013|2,500|Feb 4 2013|2,500|Joint liabilities|12 months|Yes|No|
|Company|||||||||
|Sales Co.|April 24, 2013|2,800|Feb 19 2013|2,800|Joint liabilities|12 months|Yes|No|
|Vehicle air|||||||||
||April 24, 2013|2,450|Mar 18 2013|2,450|Joint liabilities|6 months|Yes|No|
|conditioner|||||||||
|Sales Co.|April 24, 2013|3,150|Apr 23 2013|3,150|Joint liabilities|6 months|Yes|No|
|Sales Co.|April 24, 2013|4,950|May 7 2013|4,950|Joint liabilities|6 months|Yes|No|
|Sales Co.|April 24, 2013|2,800|Jun 6 2013|2,800|Joint liabilities|6 months|Yes|No|
|Vehicle air|||||||||
||April 24, 2013|3,500|Jun 21 2013|3,500|Joint liabilities|12 months|No|No|
|conditioner|||||||||
|Vehicle air|||||||||
||April 24, 2013|2,450|Aug 28 2013|2,450|Joint liabilities|6 months|No|No|
|conditioner|||||||||
|Sales Co.|April 24, 2013|3,150|Sept 25 2013|3,150|Joint liabilities|6 months|No|No|
|The|||||||||
||April 24, 2013|2,080|Oct 28 2013|2,080|Joint liabilities|6 months|Yes|No|
|Company|||||||||
|The|||||||||
||April 24, 2013|1,920|Oct 30 2013|1,920|Joint liabilities|6 months|Yes|No|
|Company|||||||||
|Vehicle air|||||||||
||April 24, 2013|5,000|Oct 22 2013|5,000|Joint liabilities|9 months|No|No|
|conditioner|||||||||
|Vehicle air|||||||||
||April 24, 2013|2,550|Sept 02 2013|2,550|Joint liabilities|11 months|No|No|
|conditioner|||||||||

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text
|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|Sales Co.|April 24, 2013|2,800|November 20, 2013||2,800|Joint liabilities||6 months|No|No||
|Sales Co.|April 24, 2013|2,997|Dec 12, 2013||2,997|Joint liabilities||6 months|No|No||
|Total of guarantee to subsidiaries approved in the report term|||||Total of guarantee to subsidiaries actually occurred in the|||||||
|||||39,300|||||||67,347|
|(B1)|||||report term (B2)|||||||
|Total of guarantee to subsidiaries approved as of the report|||||Total of balance of guarantee actually provided to the|||||||
|||||39,300|||||||22,447|
|term (B3)|||||subsidiaries as of end of report term (B4)|||||||
|Total of guarantee provided by the Company (i.e. total of the above two items)||||||||||||
|Total of guarantee approved in the report term (A1+B1)||||76,150|Total of guarantee occurred in the report term (A2+B2)||||||149,346|
|Total of guarantee approved as of end of report term (A3+B3)||||76,150|Total of guarantee occurred as of the end of report term||||||52,346|
|Percentage of the total guarantee occurred (A4+B4) on net asset of the||||||||||||
||||||345.78%|||||||
|Company||||||||||||
|In which:||||||||||||
|Guarantees provided to the shareholders, substantial controllers and the related parties (C)|||||||0|||||
|Guarantee provided directly or indirectly to objects with over 70% of liability on asset ratio (D)|||||||52,346|||||
|The part of total amount of guarantee exceeded 50% of net asset (E)|||||||44,776.84|||||
|Total of the above 3 * (C+D+E)|||||||52,346|||||

 (1) Illegal providing of external guarantees
Not applicable
3. Other material contracts
Not applicable
4. Other material trades
Not applicable
IX. Filling of commitment issues
1. Commitment issues of shareholders with5% or over of theCompany’s shares occurred in the report period or carried down from previous period.
Not applicable
2. Statement on the situation of predicted profit on assets or projects, and actual results of the same Not applicable
X. Engaging or dismissing of CPAs
Current CPA
|||
|-|-|
|Domestic CPA|Shu Lun Pan Certified Public Accountant LLP|
|Reward for domestic CPA (RMB0‘000)|65|
|Successive years the domestic CPA has been providing service to the Company|2 yrs|
|Name of CPAs from the domestic CPA firm|Li Shunli, Wan Ping|

Was the CPA been changed in the report period
[] Yes[V] No
Engaging of CPA for internal auditing, financial consultants or sponsors
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text[V] Applicable Not applicable
The Company paid RMB200 thousand to Shu Lun Pan CPA Co., Ltd for its internal auditing service of one year. XI. Statement of the Supervisory Committee and independent directors on the “non-standardauditors’ report” issued by the CPA
Not applicable
XII. Punishment and improvement
Not applicable
If there is illegal trading of theCompany‘s shares by the directors, supervisors, executives, orshareholders‘ with over5% of theCompany‘s shares, provide details about the disclosure and retrieving of illegal gains involved.[] Applicable;[V] Not applicable
XIII. Particulars about possible suspension or termination of stock trading upon releasing of this annual report
For the Company had been in losing position successively for year 2011 and 2012, theCompany‘s stock was applied of warning of stock drawing back on April 24, 2013. Whereas for year 2013, the Company was making a positive profit as audited. According to the Stock Listing Rules of Shenzhen Stock Exchange (Revised 2012), the Company applied to Shenzhen Stock Exchange for canceling of the risk warning. It is subject to the decision of Shenzhen Stock Exchange about whether it shall be canceled.
XIV. Statement on other material issues
(I) In September 2013, according to the resolutions of theshareholders‘ meeting and the revised Articles of Association, and as approved by Chongqing International Trade& Economy Commission (by document渝外经贸函[2013]219号), the Company implemented stock drawback at the rate of 4:1. Namely the total share capital will be reduced from 477.50 million shares to 119.3750 million shares, and the registered capital will be reduced from RMB477.50 million to RMB119.3750 million. This change of registered capital was verified by Zhongxingcai Guanghua CPA and the verification report中兴财光华（渝）审验字（2013）第003号 was issued on November 20, 2013. Renewing of business registration was done on February 21, 2014 and the new certificate of corporation No. 500000400001350 was granted by Chongqing Industry& Commerce Bureau. (For details please find Announcement No. 2013-016– Announcement on Stock Drawback on www.cninfo.com.cn dated September 10, 2013.)
(II) The Company has received RMB46.9919 million of subsidy from the local finance bureau, and was written into income account of the current period. (For details please find Announcement No. 2013-091– Announcement on Receiving of Government Special Subsidy on www.cninfo.com.cn dated September 10, 2013.)
XV. Material issues of the subsidiaries
The Air-conditioner Co. transferred its land using rights and buildings on it to Southern Motorcycle at evaluated amount. As of March 31, 2014, the transferring procedures had been accomplished.(For details please find Announcement No. 2013-079– Announcement on Transferring of Assets and Related Transaction on www.cninfo.com.cn dated November 30, 2013.)
XVI. Placing of corporation bonds
Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter VI. Change of Share Equity and Shareholders
I. Statement of change in shares
in shares
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
||Before the change||Changed Currently (+,-)|||||After the change||
||||Issuing of new|Bonus|Transferred from|||||
||Amount|Proportion %||||Others|Sub-total|Amount|Proportion %|
||||shares|shares|reserves|||||
|I. Shares with trade||||||||||
||357,500,000|74.87%|0|0|0|-268,125,000|-268,125,000|89,375,000|74.87%|
|restriction conditions||||||||||
|1. State-owned shares|0|0%|0|0|0|0|0|0|0%|
|2. State-owned legal person||||||||||
||339,625,000|71.13%|0|0|0|-254,718,750|-254,718,750|84,906,250|71.13%|
|shares||||||||||
|3. Other domestic shares|17,875,000|3.74%|0|0|0|-13,406,250|-13,406,250|4,468,750|3.74%|
|Incl. Shares held by||||||||||
||7,000,000|1.46%|0|0|0|-5,250,000|-5,250,000|1,750,000|1.46%|
|domestic legal persons||||||||||
|Domestic natural||||||||||
||10,875,000|2.28%|0|0|0|-8,156,250|-8,156,250|2,718,750|2.28%|
|person shares||||||||||
|4. Share held by foreign||||||||||
||0|0%|0|0|0|0|0|0|0%|
|investors||||||||||
|Incl. Shares held by foreign||||||||||
||0|0%|0|0|0|0|0|0|0%|
|legal persons||||||||||
|Foreign natural||||||||||
||0|0%|0|0|0|0|0|0|0%|
|person shares||||||||||
|II. Shares without trading||||||||||
||120,000,000|25.13%|0|0|0|-90,000,000|-90,000,000|30,000,000|25.13%|
|limited conditions||||||||||
|1. Common shares in RMB|0|0%|0|0|0|0|0|0|0%|
|2. Foreign shares in||||||||||
||120,000,000|25.13%|0|0|0|-90,000,000|-90,000,000|30,000,000|25.13%|
|domestic market||||||||||
|3. Foreign shares in overseas||||||||||
||0|0%|0|0|0|0|0|0|0%|
|market||||||||||
|4. Others|0|0%|0|0|0|0|0|0|0%|
|III. Total of capital shares|477,500,000|100%|0|0|0|-358,125,000|-358,125,000|119,375,000|100%|

 Causation of change in share equity
The company implemented the Stock Drawing Back Plan on September 12, 2013. Namely theCompany‘s stock was drawn back on 4:1 basis. After the plan was implemented, the total capital share of the Company would be reduced from 477,500,000 shares (yuan) down to 119,375,000 shares (yuan). For details please find Announcement about Stock Drawing Back released by Securities Times, Hong Kong Commercial Daily and http://www.cninfo.com.cn dated September 10, 2013.
Approval of change in share capital
January 23, 2013, the stock drawback proposal was adopted at the 9th meeting of the 6th term of Board.
February 22, 2013, the stock drawback proposal was adopted by the 1st provisionalshareholders‘ meeting 2013; From March 6 to April 19, 2013, the Company served notice to all creditors about the stock drawback, and obtained consent responses from creditors. No situations involving settling of debts or providing of guarantees exist.
July 29, 2013, the stock drawback plan was approved by Chongqing International Trade& Economy Commission. Situation of registration process of transferred shares
Up to the closing of Shenzhen Stock Exchange in the afternoon of September 12, 2013, all of the shareholders registered by China Securities Clearing and Settlement Co., Ltd. Shenzhen Division have participated in the stock drawback operation. The reduced amounts of stocks were written off at the given ratio by China Securities
Clearing and Settlement Co., Ltd. Shenzhen Division at the registration date. Those balance of stocks less than
one were treated according to the method provided by China Securities Clearing and Settlement Co., Ltd.
Shenzhen Division Equity Allocation and Registration Guidance.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Influences of the change of share equity on financial indices such as basic earning per share, dilluted earning per share, and net asset per share attributed to common shareholders:
Upon completion of stock drawback, theCompany‘s total capital shares were reduced to 119,375,000 shares (RMB Yuan). None of the total asset, liabilities,owners‘ equity, and net profit would be changed because of the drawback, except for net asset per share and gains per share though. Contrast of financial indices as of December 31, 2013 before and after the drawback
||||
|-|-|-|
|Accounts|Before|After|
|Total capital share (shares)|477,500,000|119,375,000|
|Gross Assets (RMB)|2,744,421,025.89|2,744,421,025.89|
|Liabilities (RMB)|2,592,503,626.67|2,592,503,626.67|
|Owners’ Equity Attributable to the ParentCompany|151,383,199.55|151,383,199.55|
|Net profit attributable to the owners of parentcompany|12,057,417.49|12,057,417.49|
|Retained profit|-1,054,193,118.04|-1,054,193,118.04|
|Capital reserves|602,880,517.59|960,515,317.59(including transferred from registeredcapital358,125,000.00 )|
|Surplus reserves|125,686,000.00|125,686,000.00|
|Net asset per share|0.3170|1.2681|
|Earnings per share|0.0252|0.1010|

 Other information the Company thinks necessary or required by the authority to be disclosed
[] Applicable;[V] Not applicable
II. Share placing and listing
(I) The Company has not issued any new shares or derivate securities in the latest three years as of the end of report year.
(II) The company implemented the Stock Drawing Back Plan on September 12, 2013. Namely theCompany‘s stock was drawn back on 4:1 basis. After the plan was implemented, the total capital share of the Company would be reduced from 477,500,000 shares (yuan) down to 119,375,000 shares (yuan). For details please find Announcement about Stock Drawing Back released by Securities Times, Hong Kong Commercial Daily and http://www.cninfo.com.cn dated September 10, 2013.
(III) The Company has noemployees‘ shares.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text III. Particulars about the shareholders and substantial controller
1. Amount of shareholders and their shareholding position
in shares
||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|
|Total shareholders at the end of the report|||||Amount of shareholders at end of the 5th trading day||||||
|||13,299||||||12,840|||
|period|||||prior to the date of this annual report||||||
|Particulars about shareholders with over 5% of shares, or top 10 shareholders|||||||||||
|||Share||Shares held at the||Amount of|Amount of||Frozen or pledged||
|Name of the|Properties of||||Changed in the||||||
|||proportion||end of report||unconditional shares|unconditional||Status of||
|shareholder|shareholder||||report period|||||Amount|
|||(%)||term||held|shares||shares||
|China SouthernIndustry Group Co.,Ltd.|State-owned legalperson|71.13%||84,906,250|-254,718,750|84,906,250|0||||
|Gu Zuocheng|Domestic naturalperson|1.86%||2,218,750|-6,656,250|2,218,750|0||||
|Anhui HengshengEconomicDevelopment GroupCo., Ltd.|Domesticnon-state-ownedlegal person|1.47%||1,750,000|-5,250,000|1,750,000|0||||
|Feng Yonghui|Domestic naturalperson|0.42%||500,000|-1,500,000|500,000|0||||
|Hu Zhihong|Domestic naturalperson|0.3%||354,664|354,664|0|354,664||||
|Fei Shunying|Domestic naturalperson|0.24%||280,740|280,740|0|280,740||||
|Ou Zhiquan|Domestic naturalperson|0.23%||273,299|273,299|0|273,299||||
|Xue Fang|Domestic naturalperson|0.22%||267,600|267,600|0|267,600||||
|Wang Chuxin|Domestic naturalperson|0.18%||220,425|-829,575|0|220,425||||
|Chen Houping|Domestic naturalperson|0.17%||200,054|200,054|0|200,054||||
|Particulars about strategic investors or generalcorporations becoming among the top 10shareholders due to share placing (if any) (SeeNote 3)|||||||||||
||||None||||||||
||||There isn‘t any associated relationship between the sponsoring shareholder and the other shareholders among||||||||
|Notes to relationship or “action in concert”|||the top-10 list. None of them are regarded as ‗Acting in concert‘ in accordance with ‗The rules of information||||||||
|among the top ten shareholders.|||disclosure on change of shareholding.‘ Foreign shareholders are unknown for their condition of ‗Associated||||||||
||||relationship‘ and ‗Acting in concert‘.||||||||

Top 10 holders of unconditional shares
|||||
|-|-|-|-|
||Amount of unconditional shares held|Category of shares||
|Name of the shareholder||||
||at end of period|Category of shares|Amount|
|Hu Zhihong|354,664|Foreign shares placed in domestic exchange|354,664|
|Fei Shunying|280,740|Foreign shares placed in domestic exchange|280,740|
|Ou Zhiquan|273,299|Foreign shares placed in domestic exchange|273,299|
|Xue Fang|267,600|Foreign shares placed in domestic exchange|267,600|
|Wang Chuxin|220,425|Foreign shares placed in domestic exchange|220,425|
|Chen Houping|200,054|Foreign shares placed in domestic exchange|200,054|
|Shanghai Hong Kong Wanguo Securities|160,650|Foreign shares placed in domestic exchange|160,650|
|He Lizhuan|160,000|Foreign shares placed in domestic exchange|160,000|
|Huang Lianna|134,950|Foreign shares placed in domestic exchange|134,950|
|Cai Yugui|132,575|Foreign shares placed in domestic exchange|132,575|
|Action-in-concert among top 10 non-restricted||||
||It was not to the information of the Company that whether there was any related relationship or|||
|current share holders, top 10 non-restricted||||
||action-in-concert among the top 10 unconditional current share holders, and the top 10 shareholders.|||
|current share holders and top 10 shareholders||||

Was there any agreed repurchasing trade by shareholders in the report period
[] Yes[V] No
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text 2. Particulars about the controlling shareholder
|||||||
|-|-|-|-|-|-|
|Name of the holding|Legal||Organization|||
|||Incorporated in||Registered capital|Main businesses|
|shareholder|representative||code|||
|China Southern Industry|||||Mainly operation of|
||Tang Dengjie|June 29 1999|71092604-3|16,439,680,000||
|Group Co., Ltd.|||||state-owned asset|
|Business performance,||||||
||As of December 31, 2013, China Southern Industry Group Co., Ltd. has total asset of RMB305.191|||||
|financial position, cash flow||||||
||billion, net asset of RMB92.462 billion, turnover of RMB368.839 billion, net profit of RMB7.009|||||
|and future development||||||
||billion, and net cash flow from business operation of RMB28.101 billion.|||||
|strategy||||||
||Direct or indirect shares of the Company in other domestic or overseas PLCs:|||||
||Chongqing Changan Automobile Co., Ltd. 42.48%；|||||
||Jiangling Automobile Co., Ltd. 41.03%；|||||
||Baoding Tianwei Baobian Electronics Co., Ltd. 51.3%；|||||
|Shareholding status of the||||||
||China Jialing Industry Co., Ltd. (Group) 27%；|||||
|holding shareholder in other||||||
||Jinan Qingqi Motorcycle Co., Ltd. 31.43%；|||||
|PLCs in the country and||||||
||Ha‘erbin Dong‘an Automobile Power Co., Ltd. 54.51%；|||||
|abroad during the report||||||
||Chongqing Jianshe Motorcycle Co., Ltd. 71.13%；|||||
|period||||||
||Yunnan Xiyi Industry Co., Ltd. 66.85%；|||||
||Zhongyuan Special Steel Co., Ltd. 76.39%；|||||
||Lida Optical-electronic Co., Ltd. 47.42%；|||||
||Chongqing Chang‘an Minsheng Logistics Co., Ltd. 25.44%|||||

The holding shareholder of the Company was not changed in the report period.
3. Substantial controller of the Company
The substantial holder of the Company is the State-owned Asset Administration Commission of the National Government
The substantial holder was not changed in the report period.
Chart of the controlling relationship between the practical controller and the Company
State-owned Asset Administration
Committee of the National Government
100%
China Southern Industry Group
71.13%
Chongqing Jianshe Motorcycle Co., Ltd.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Whether the substantial controller is controlling the Company through trusteeship or other asset management service.
4. Corporation shareholders with over10% of theCompany’s shares
|||||||
|-|-|-|-|-|-|
||Legal|||Registered|Main business or|
|Name of the corporation||Incorporated in|Organization code|||
||representative|||capital|management activity|
|China Southern Industry|||||Mainly operation of|
||Tang Dengjie|June 29 1999|71092492-9|16,439,680,000||
|Group Co., Ltd.|||||state-owned asset|

 IV. Proposals raised by the shareholders or their action-in-concert parties about increasing of shareholding
Not applicable
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter VII. Directors, Supervisors, Executives and Employees I. Change of shareholding of directors, supervisors and senior executives
||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|
||||||||Shares holding at the|||Shares held at|
|||Status of|||Job|Job||Shares increased|Shares decreased||
|Name|Position||Sex|Age|||beginning of term|||the end of|
|||service|||started|ended||this term (shares)|this term (shares)||
||||||||(shares)|||term|
|Li|||||Nov 27,|Apr 30|||||
||Chairman|On duty|M|48|||0|0|0|0|
|Huaguang|||||2009|2014|||||
|Lu|||||Nov 27,|Apr 30|||||
||Director, GM|On duty|M|44|||0|0|0|0|
|Hongxian|||||2009|2014|||||
||Director, secretary general of||||||||||
|Yan|||||Nov 27,|Apr 30|||||
||CCP committee, chairman of|On duty|M|50|||0|0|0|0|
|Xuechuan|||||2009|2014|||||
||trade union||||||||||
||||||May 25,|Apr 30|||||
|Ni Erke|Director|On duty|M|40|||0|0|0|0|
||||||2012|2014|||||
||Director, vice general||||||||||
||||||Apr 29,|Apr 30|||||
|Teng Feng|manager, CFO, secretary of the|On duty|M|42|||0|0|0|0|
||||||2008|2014|||||
||Board||||||||||
|Tang|||||May 30|Apr 30|||||
||Employee Director|On duty|M|45|||0|0|0|0|
|Wenquan|||||2011|2014|||||
||||||Apr 29,|Apr 30|||||
|Hao Lin|Director|On duty|M|51|||0|0|0|0|
||||||2008|2014|||||
|Chen|||||Apr 29,|Apr 30|||||
||Independent Director|On duty|M|51|||0|0|0|0|
|Xingshu|||||2008|2014|||||
||||||Apr 29,|Apr 30|||||
|Wang Jun|Independent Director|On duty|M|51|||0|0|0|0|
||||||2008|2014|||||
||||||Apr 29,|Apr 30|||||
|Yu Jianfeng|Independent Director|On duty|M|43|||0|0|0|0|
||||||2008|2014|||||
|Cheng|||||Apr 29,|Apr 30|||||
||Independent Director|On duty|M|49|||0|0|0|0|
|Yuanwei|||||2008|2014|||||
|Zha|Chairman of the supervisory||||May 25,|Apr 30|||||
|||On duty|M|49|||0|0|0|0|
|Changli|committee||||2012|2014|||||
|Tan|||||May 25,|Apr 30|||||
||Supervisor|On duty|M|40|||0|0|0|0|
|Mingxian|||||2012|2014|||||
||||||May 25,|Apr 30|||||
|Liu Li|Supervisor|On duty|M|45|||0|0|0|0|
||||||2012|2014|||||
||||||Mar 20|Apr 30|||||
|Tao Xuqian|Employee Supervisor|On duty|M|48|||0|0|0|0|
||||||2010|2014|||||
||||||May 30|Apr 30|||||
|Lv Cuiwei|Employee Supervisor|On duty|F|45|||0|0|0|0|
||||||2011|2014|||||
||||||Apr 29,|Apr 30|||||
|Wen Hong|Vice General Manager|On duty|M|47|||0|0|0|0|
||||||2008|2014|||||
||||||Apr 29,|Apr 30|||||
|Yu Jiang|Vice General Manager|On duty|M|42|||0|0|0|0|
||||||2008|2014|||||
||||||Aug 11|Apr 30|||||
|Liu Hui|Vice General Manager|On duty|M|44|||0|0|0|0|
||||||2009|2014|||||
|Yu|||||July 26,|Apr 30|||||
||Vice General Manager|On duty|M|47|||0|0|0|0|
|Wenbiao|||||2012|2014|||||
|Total|--|--|--|--|--|--|0|0|0|0|

 II. Status of service
Working experiences of current directors, supervisors, and executives in the past five years
Li Huaguang: Once worked for Jialing Group as head of QC dept., and head of personnel dept.; for Jialing Industrial Co., Ltd. as standing commissioner of CCP committee, head of HR dept., vice headmaster of CCP school, vice chief secretary of CCP division, and chairman of union; for China Jianling Industrial Co., Ltd. (Group) Co., Ltd. as the general manager, chief secretary of CCP committee, chairman of union; and for Chongqing Jialing Special Equipment Co., Ltd. as chief secretary of CCP committee, and chairman of union. At presenthe‘s the chairman and general manager of Southern Motorcycle, chairman of the Company.
Lu Hongxian: Once worked for Jianshe Industrial (Group) Co., Ltd. (Jianshe Group) as vice head of promotion
dept., head of CCP office, head of HR division of CCP committee, assistant to the general manager, vice chief
secretary of CCP committee, director, chief secretary of CCP committee, and chairman of the union; for the
Company as chief secretary of the CCP committee, chairman of the Supervisory Committee, and director; for
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Jinan Qinqi as general manager. At presenthe‘s the general manager and director of the Company.
Yan Xuechuan: Once he worked for Southern Group as technician of factory 5618, vice director of HR dept., vice chief accountant, director of planning dept., vice factory manager and vice chief secretary of CCP committee, chief secretary of discipline committee, and chief secretary of CCP committee; for Hunan Southern China Electro-optical (Group) Co., Ltd. as director, chief secretary of CCP committee; standing commissioner of CCP Dandong city committee, vice mayor, and commissioner of CCP committee. At presenthe‘s the director, chief secretary of CCP committee, and chairman of the union.
Ni Erke: once the head of financial dept. ofChang‘an Auto, assistant to general manager and head of auditing dept. of Nanfang Motorcycle, vcie general manager of sales co. of Nanfang Motorcycle. At presenthe‘s the chief accountant, director assigned by Nanfang Motorcycle, and director of the Company.
Teng Feng: Once was head of Accounting Division; Assistant to General Manager of Jianshe Group; Assistant to General Manager of Jianshe Industry; Vice General Manager of Motorcycle Business Division of the Company. At presenthe‘s director of Jianshe Industry; At presenthe‘s the Director, Vice General Manager, Head of Accounting, and secretary of Board of the Company.
Hao Lin: At presenthe‘s the President of Shenzhen Qiaozhouxing Technologies Development Co., Ltd., Chairman of Chongqing Tongkang Technologies Co., Ltd., and Chairman of Shenzhen Yuyang Computer System Co., Ltd., Director of the Company.
Tang Wenquan: once the vice chief and CCP secretary of workshop 52 of Jianshe Group, CCP vice secretary, vice general manager, and general manager of Jianshe Nanhai, chief of workshop 51 and 52 of the engine factory, director of technical department of engine division, quality control department, vice general manager of engine division, vice director of business planning department. At presenthe‘s the chief of business planning department and employee director.
Chen Xingshu, once he was director of academic office, vice director and director of Accounting Department, Chongqing College of Business, independent director of Chongqing Gangjiu Co., Ltd. and Chongqing Department Store Ltd.; at presenthe‘s the headmaster of Chongqing Vocational College of Economy and Finance; Independent director of Meianshen, Jinke Holdings and the Company.
Wang Jun: Once worked as Manager of Shanghai Wanguo Securities Chongqing Division; Business Manager of Shenyin Wanguo Securities Ltd. Chongqing Division; General Manager of Shenyin Wanguo Securities Ltd. Chongqing Division; Independent Director of China Jialing; Secretary General of Chongqing Securities Association; Financial Advisor of Chongqing Beer and Chongqing Jiachen Biology; Advisor of Chongqing Capital Operation and Reorganizing Section, member of Political Consulting Congress of Yuzhong District Chongqing. At presenthe‘s the General Manager of Shenyin Wanguo Securities Co., Ltd. Chongqing Branch; Commissioner of Chongqing Securities and Futures Association; Independent Director of Chongqing Water Service, Chongqing Yuxin Group Co., Ltd. and the Company.
Yu Jianfeng: Once Project Manager of Chongqing (Tianjian) CPAs; Vice Manager and Manager of Auditing Department, Manager and Senior Manager of Professional Standard Division of Chongqing Tianjian CPAs; Executive of Chongqing Green Volunteer Association; Special Technical Assistant of Enterprise Supervisory Committee assigned by National Government. At presenthe‘s the Chief Accountant (executive partner) of Chongqing Yonghe CPAs; Independent Director of the Chongqing Beer, Jiulong Electric Power and the Company. Cheng Yuanwei. Once he was the chief clerk of Chongqing Municipal Discipline Commission and Supervisory Bureau; vice director of Chongqing Xingquan Law Office; independent director of Huabang Pharmacy, Xinan Pharmacy, and China Jialin. At presenthe‘s the chief partner and lawyer of Chongqing Yuanwei Law Office; permanent legal consultant of Huazhi Holdings, Hecheng Pharmacy, Zhongshen Power, Fulin Electric Power, Xingmei United, Chaohua Tech, Sanxia Paint; Chongqing Dongyuan, and Sanxia Hydraulic; independent director of Tongjunge Pharmacy and the Company.
Zha Changli: once chief of workshop 909 of Jialing Machinery Factory; manager of oil tank factory of China Jialing; general manager of Chongqing Yiji Co.; general manager of Chongqing Haiyuan Co.; vice general manager, director, CCP secretary, chairman of trade union of China Jialing. Currently chairman of supervisory committee of the Company.
Tan Mingxian: once head of accounting dept. of Chongqing Wangjiang Industry Co., Ltd.; chief accountant of Sichuan Xiguang Industry (Group) Co., Ltd.; vice head of financial dept. of ChongqingChang‘an Industry (Group) Co., Ltd.; vice chief accountant of Chongqing Wangjiang Industry Co., Ltd. Currently supervisor of China Jialing, Jinan Qingqi, and Luoyang Northern Enterprise Group Co., Ltd.; manager of supervisory office of Nanfang
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Motorcycle; chief financial officer of Southern MotorcycleR&D Co., supervisor of the Company.
Liu Li: once accountant of Jialing Machinery Factory; head of financial dept. of Hainan Jiatai Motorcycle Co., Ltd.; head of financial dept. of Chongqing Changjiang Sanxia Market (Special Vehicle Division); chief financial officer of Chongqing Huangjia Hotel; vice head of finance dept. of China Jialing. Currently head of auditing dept. of Nanfang Motorcycle; Supervisor of the Company.
Tao Xuqian: Once worked for Jianshe Group as vice director of discipline office, vice head of supervisory division; for Jianshe Industry as vice director of discipline office, and vice head of supervisory division; for the Company as vice head of CCP public relationship division, head of supervisory division. At presenthe‘s the vice chief secretary of discipline division, office manager of discipline division and head of supervisory division, employee supervisor of the Company.
Lv Cuiwei: once secretary of Youth Party of Jianshe Group, office manager of CCP office, PR director of CCP party of Jianshe Industry, vice dean of party school, director of PR office of CCP committee. At presentshe‘s the director of Auditing and Legal department,employees‘ supervisor of the Company.
Wen Hong: Once he was the Manager of Tools Co., Vice Office Manager of Jianshe Industry (Group) Co., Ltd.; Vice General Manager of Sales Co. of the Company. He is currently the General Manager of Sales Co., and Vice General Manager of the Company.
Yu Jiang: Oncehe‘s the Vice Chief of Factory No.3 of Jianshe Industry (Group) Co., Ltd.; Manager of Engine Co. of Shenzhen Jianshe Motorcycle Co.; Director of Quality Division of the Company; Vice Office Manager of Jianshe Group; Director of Technical Center of the Company. At presenthe‘s the Vice General Manager of the Company.
Liu Hui: Once worked for Jianshe Group as vice director of factory No.54 of engine factory, factory manager of factory 53, vice manager of Engine Co., manager of engine factory; for Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd. as vice general manager, chief secretary of CCP committee; for the Company as general manager of finished vehicle division, and assistant to general manager. At presenthe‘s the vice general manager of the Company. Yu Wenbiao: once technician of Jianshe Machinery Factory; vice manager of workshop 61, vice head of development planning dept., manager of Beijing office, vice head of business operation dept., vice head and head of development planning dept., head of cooperation dept. of Jianshe Group; assistant to general manager, head of capital operation dept. of Jianshe Industry; secretary of board of the Company; vice general manager and CCP secretary of Zhuzhou Jianya. Currently vice general manager of the Company.
Jobs taken in shareholding parties
|||||||
|-|-|-|-|-|-|
|||||Job|Take remunerations from the|
|Names|Name of the shareholder|Job taken|Job started|||
|||||ended|shareholding party|
|Li|Southern Motorcycle (subsidiary of the|||||
|||Chairman, GM|Oct 1 2013||Yes|
|Huaguang|holding shareholder)|||||
||Southern Motorcycle (subsidiary of the|Chief Accountant,|Mar 01|||
|Ni Erke|||||Yes|
||holding shareholder)|director|2011|||
|Hao Lin|Chongqing Tongkang Technologies Co., Ltd.|Chairman|Jan 1, 2001||Yes|
|Tan|Southern Motorcycle (subsidiary of the|Supervisory office|January 1,|||
||||||Yes|
|Mingxian|holding shareholder)|manager|2012|||
|Tan|Southern Motorcycle R&D Co. (Subsidiary of||January 1,|||
|||Supervisor, CFO|||Yes|
|Mingxian|the holding shareholder)||2012|||
|Tan|China Jialin (Subsidiary of the controlling||January 1,|||
|||Supervisor|||Yes|
|Mingxian|shareholder)||2012|||
|Tan|Jinan Qinqi (Subsidiary of the controlling||January 1,|||
|||Supervisor|||Yes|
|Mingxian|shareholder)||2012|||
|Tan|Luoyang Northern (Subsidiary of the||January 1,|||
|||Supervisor|||Yes|
|Mingxian|controlling shareholder)||2012|||
||Jinan Qinqi Suzuki Motorcycle Co., Ltd. (joint|Vice General|Nov 1|||
|Liu Li|||||Yes|
||venture of the holding shareholder)|Manager|2013|||

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text III. Annual Remunerations of the Directors, Supervisors and Senior Executives
The Company gives rewards to executives on annual basis which consist of basic annual rewards and performance rewards. Basic annual rewards are paid on monthly basis and performance rewards are distributed basing on the annual assessment on their performances and duties as well as democratic assessment.
Remuneration of directors, supervisors, and executives in the report period
In RMB10 thousand
|||||||||
|-|-|-|-|-|-|-|-|
||||||Total of|Total of reward|Actual|
|||||Status of|reward from|from|reward in|
|Name|Position|Sex|Age|||||
|||||service|the|shareholding|total at end of|
||||||Company|parties|report term|
|Li Huaguang|Chairman|M|48|On duty||41.63|41.63|
|Lu Hongxian|Director, GM|M|44|On duty|30.87||30.87|
||Director, secretary general of CCP|||||||
|Yan Xuechuan||M|50|On duty|29.78||29.78|
||committee, chairman of trade union|||||||
|Ni Erke|Director|M|40|On duty||33|33|
||Director, vice general manager, CFO,|||||||
|Teng Feng||M|42|On duty|21.6||21.6|
||secretary of the Board|||||||
|Tang Wenquan|Employee Director|M|45|On duty|12.22||12.22|
|Hao Lin|Director|M|51|On duty|0|||
|Chen Xingshu|Independent Director|M|51|On duty|3||3|
|Wang Jun|Independent Director|M|51|On duty|3||3|
|Yu Jianfeng|Independent Director|M|43|On duty|3||3|
|Cheng Yuanwei|Independent Director|M|49|On duty|3||3|
||Chairman of the supervisory|||||||
|Zha Changli||M|49|On duty|14.99||14.99|
||committee|||||||
|Tan Mingxian|Supervisor|M|40|On duty||19.7|19.7|
|Liu Li|Supervisor|M|45|On duty||18.32|18.32|
|Tao Xuqian|Employee Supervisor|M|48|On duty|10.17||10.17|
|Lv Cuiwei|Employee Supervisor|F|45|On duty|10.81||10.81|
|Wen Hong|Vice General Manager|M|47|On duty|21.6||21.6|
|Yu Jiang|Vice General Manager|M|42|On duty|21.6||21.6|
|Liu Hui|Vice General Manager|M|44|On duty|21.6||21.6|
|Yu Wenbiao|Vice General Manager|M|47|On duty|21.6||21.6|
|Total|--|--|--|--|228.84|112.65|341.49|

No incentive share was granted to any of the directors, supervisors, or executives in the report period.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text IV. No change in directors, supervisors, or executives in the report period
V. No change in key technical team or personnel in the report period.
VI. Employees of the Company
AS of December 31, 2013, the Company has 2479 registered employees, including 200 under Jianshe Sales, 40 under Import& Export Co., 405 under Auto Air-conditioner Co.– the fully owned subsidiaries. There were 60 retired employees.
On professional occupations
2. On education background
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter VIII. Company Administration
I. Fundamental Situation of Company Administration
In the report period, the Company revised and improved the articles regarding dividend distribution in the Articles of Association according to the regulations issued by CSRC. As of the end of report period, the Company has been operating legally and independently. Information have been disclosed appropriately. All regulatory documents issued by CSRC were basically satisfied.
1. Independency
The Company is independent, in terms of personnel, asset, finance, organization, and business operation, from the holding shareholder. It maintains its account and assume responsibilities and risks independently. No capital appropriation by the holding shareholder nor its related parties, no providing of financial aids in whatsoever form of capital to these parties. All related transactions were conducted and disclosed appropriately by legal procedures. 2. Shareholders andshareholders‘ meetings
TheCompany‘s Articles of Association and theShareholders‘ Meeting Criteria have been guarding the shareholders, especially mid-small shareholders, of their legal rights and equal ground. In the report period, the Company has been executing the legal procedures of calling and holding of theshareholders‘ meetings. Proposals and resolutions of the meetings were disclosed properly. Online voting system was provided to the shareholders along with onsite voting at decision making of capital reducing, stock drawing back, and asset transferring. 3. Directors and the Board
Composition of the Board was complying with the laws and regulations. The Board Meeting Criteria was introduced to ensure scientific and formalized decision-making process. Committees of Strategy, Auditing, Nomination, Remuneration and Assessment were formed within the Board and have been providing professional suggestions to the Board. Independent directors were engaged to guard the rights of shareholders. Totally seven board meetings were held in the report period, and was working effectively in decision making.
4. Supervisors and the Supervisory Committee
The Company introduced the Supervisory Committee Meeting Criteria to regulate the composition as required by laws and regulations. The Committee was appropriately informed about theCompany‘s business information and supported to fulfill its responsibilities. In the report period, the Committee performed effective inspection on the significant events, related transactions, financial position, internal control, and legal operation of the Directors and executives.
5. Information disclosure
In the report period, according to the regulations about information reporting and state-owned asset administration, the Company reported the sales information and financial information to the local authorities, namely Chongqing Economic Information Commission, Chongqing Banan Bureau of Statistics, and the holding shareholder. According to the Rules of Providing External Information and Information Insider Registration Criteria, the Company has registered the organizations and individuals who had access to the aforesaid information, and assured them to assume confidentiality responsibilities.
To assure fairness in information disclosure, and all shareholders may get access to the information equally, the Company disclosed voluntarily the information filed to the authorities by official media on monthly basis. No information leakage occurred in the report period which could lead to irregular fluctuation of stock price.
Introducing and revising of regulations in the period.
||||||
|-|-|-|-|-|
|No.|Name of the criteria|Meeting on which the regulations areapproved|Date of disclosure|Disclosing media|
|1|Revising of the Articles ofAssociation|The 2nd Provisional Shareholders‘Meeting 2013|April 20, 2013|www.cninfo.com.cn|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Thereisn‘t any difference between the management practice and the regulations of the Company Law and CSRC. Executing of special administration activities and Registration and Administration Rules of Information Insiders The Company has introduced the Information Insider Registration Rules. In the report period, conducted information registration on each individual event when implementing the stock drawback, asset transferring, periodic report and business forecast. None of the users of the information has been found using them in any illegal trading, no leaking of inside information, and the Company has not been under punishment or criticize by the supervisory authorities regarding default in information insider registration or any under-the-table trade. II.Shareholders’ Annual Meeting and the provisional meetings in the report period
1.Shareholders’ Annual Meeting in the report period
|||||||
|-|-|-|-|-|-|
||||||Index of|
|No. of|Date of|||Date of||
|||Titles of proposals|Resolutions||information|
|meeting|meeting|||disclosure||
||||||disclosure|
|||Proposals approved at the meeting were:||||
|||1. Board of Directors‘ Work Report 2012;||For details please find||
|||2. Supervisory Committee‘s Work Report 2012;||the Resolutions of the||
|The shareholders‘||3. Annual Report 2012 and Summary;||Shareholders‘ Meeting||
|meeting 2012 was held||4. Dividend Plan 2012;||2012, Announcement||
|on May 23, 2013||5. Proposal to extend the service of CPA to 2013 as auditor of financial||2013-049 at||
|||statements and internal control;||http://www.cninfo.com.c||
|||6. Projected Routine Related Transactions of 2013;||n dated May 24, 2013||
|||7. Proposal of providing external guarantees 2013.||||

2. Provisionalshareholders’ meetings in the report period
|||||||
|-|-|-|-|-|-|
|No. of|Date of||||Index of information|
|||Titles of proposals|Resolutions|Date of disclosure||
|meeting|meeting||||disclosure|
|||||For details please find the Resolutions of the||
|The 1st Provisional||||||
|||||Provisional Shareholders‘ Meeting 2013,||
|Shareholders‘ Meeting||||||
|||The Proposal of Stock Drawback was adopted||Announcement 2013-012 at||
|2013 was held on February||||||
|||||http://www.cninfo.com.cn dated February 23,||
|22, 2013||||||
|||||2013||
|The 2nd Provisional||||For details please find the Resolutions of the 2nd||
|Shareholders‘ Meeting||The Proposal to Revise the Articles of Association||Provisional Shareholders‘ Meeting 2013,||
|2013 was held on April 19,||was adopted at the meeting||Announcement 2013-024 at||
|2013||||http://www.cninfo.com.cn dated April 20, 2013||
|||Proposals adopted at the meeting were: The||For details please find the Resolutions of the 3rd||
|The 3rd Provisional||||||
|||Proposal about Transferring of Assets and Related||Provisional Shareholders‘ Meeting 2013,||
|Shareholders‘ Meeting||||||
|||Transactions, The Proposal to Authorize the Board||Announcement 2013-088 at||
|2013 was held on||||||
|||to Handle the Transferring of Assets with Full||http://www.cninfo.com.cn dated December 17,||
|December 16, 2013||||||
|||Power.||2013||

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text III. Fulfilling of duties of the Independent Directors in the report period
1. Independentdirectors’ presenting of board meetings
||||||||
|-|-|-|-|-|-|-|
|Independent directors‘ presenting of board meetings|||||||
|||||||Not attend the|
||Meetings to||||||
|Name of Independent||Actually|Attended by way|Presented by||meetings for|
||attend in the||||Absented||
|Director||attended|of telecom|proxy||successively 2|
||report period||||||
|||||||times|
|Chen Xingshu|7|4|2|1|0|No|
|Wang Jun|7|5|2|0|0|No|
|Yu Jianfeng|7|4|2|1|0|No|
|Cheng Yuanwei|7|4|2|1|0|No|
|Observation of shareholders‘ meetings|||||||
|||4|||||
|by independent directors|||||||

None of the directors absented from the meetings for successively two or more times.
2. No dissent opinion was raised by any of the independent directors in the report period
3. Other remarks on independentdirectors’ fulfilling of duties
During the year 2013, the independent directors have faithfully performed their duties, safeguarded the Company's interests and really protect the rights and interests of middle and small investors strictly according to relevant laws and regulations since they came into office. Within the scope of their powers and functions, they participated in the decision making of the board of directors of the Company. They provided suggestions on business operation, administration, as well as the internal control system, covering aspects of product upgrading, financial expense reducing, and lifting of capital efficiency. The Company has adopted most of the suggestions and doing its best effort to improve its management.
IV. Fulfilling of duties by the Special Committees under the Board of Directors
Fulfilling of duties of the committees from the date of previous annual report to the date before this report: (I) The Auditing Committee held two meetings according to the Auditing Committee Working Criteria and Auditing Committee Annual Report Working Procedures. They were:
1. The Auditing Committee held its 1st meeting of 2014 on January 8, 2014. The financial statements of 2013 provided by the accounting department was examined at the meeting. The Auditing Committee deems the financial statements were complying with the Enterprise Accounting Standard, the accounting policies and estimations were reasonable, and they were reflecting the situations regarding assets, business performance, and cash flow in the report term. It is approved to submit to the CPA.
2. The Auditing Committee conducted communication with the CPAs in the auditing process. On April 11, 2014, the CPA provided initial opinions to the Company. April 5, 2014, the Auditing Committee convened the 2nd meeting of 2014, and examined again on the financial statements, and deemed: Preparing of the financial statements were complying with the Enterprise Accounting Standard, expenses were reasonable, recognition of
gains, expenses and profit were complying with the laws, regulations and relative rules, and frankly, completely
reflecting the financial situation, business performance and cash flow of the Company. It was approved to be
submitted to the Board of Directors.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text The meeting also summarized the auditing works of 2013 done by the CPA: Shu Lun Pan Certified Public Accountants conducted the auditing works responsibly and diligently according to the China CPA Standard, and issued opinions on the accounting statements objectively and fairly. The Committee suggested to extend the services of Daxin Certified Public Accountants as the auditor of 2014. With reference to the payment to the CPA in previous years and the wildly accepted level in this territory, the Committee suggested RMB650 thousand and RMB200 thousand of auditing fee for financial reports and internal control system respectively to the CPA. (II) The 1st meeting of the Strategy Committee 2014 was held on April 15, 2014. The committee discussed about the economic environment, industry trend, advantages and problems of the Company. Strategic measurements were proposed for the coming three years basing on the current―dual industry and triple businessdivision‖, as well as the key works of 2014.
(III) The Remuneration and Assessment Committee held its 1st meeting of 2014 on April 15, 2014. The Committee performed assessment on theexecutives‘ performance according to the Assessment and Incentive Scheme, and came out with the resolution that the reward scheme of year 2013 was complying with the regulations and practical situation.
(IV) The Nomination Committee held the 1st meeting of 2014 on April 15, 2014. The committee inspected the qualifications of candidates for the 7th term of Board, namely Mr. Li Huaguang, Mr. Lv Hongxian, Mr. Yan Xuechuan, Mr. Ni Erke, Mr. Teng Feng, Mr. Hao Lin, and independent directors of Mr. Li Dingqing, Ms. Peng Yu, Mr. Li Mingjia, and Mr. Liu Zhiqiang. None of the candidates was applicable to Article 147 of the Company Law; under punishment by CSRC in the latest three years; or criticized by the Shenzhen Stock Exchange for three times or over in the latest three years. Therefore the candidates were qualified for their respective positions according to the Stock Listing Rules of Shenzhen Stock Exchange and the Articles of Association of the Company. It was agreed to submit the nomination to the Board.
V. Fulfilling of duties of the Supervisory Committee
1. Operation According to the Law
In the opinion of the Supervisory Committee, the Company conducted its operation in a standardized way, implemented various resolutions in a practical way, the decision-making procedures complied with the relevant provisions of the PRC Company Law and the Articles of Association of the Company; the Company established complete internal control system; directors and senior executives did their jobs with due diligence in a work-respecting and honest way, and performed no action against the laws, regulations, the Articles of Association or harmful to the interest of the Company.
2. Inspection over the financial position
The Committee has conducted inspections on the implementation of the financial regulations and situations. The annual report has been audited by Shu Lun Pan CPA. The supervisors deem that the Financial Report 2013 has frankly reflected the financial situation and business performance in the report term.
3. Supervision on the using of proceeds raised through share placing
No newly raised finance in the report term.
4. Related transactions
All of the related transactions with the subsidiaries of the controlling shareholder in the report term were conducted on market price under principle of fair trade. None of them has offended the interests of the shareholders or the company.
5. Comments on the Introspective Report of Internal Control System 2013
The Company has established an internal control system covering most of the aspects of business operation, which has been working effectively to protect the safety and completeness of theCompany‘s asset. The introspection report was frankly and completely reflecting the construction and operation of the internal controlling system.
6. Establishing of information insider registration rules
The Company has been following with the Information Insider Registration Criteria and preventing abusing or leaking of information and insider trading to protect the legal benefit of the investors.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text VI. Particulars about the independency of the Company in aspects of business, personnel, asset, organization, and accounting
The Company is completely separate from the holding shareholder in aspects of business, asset, finance, and organization. It has its independent business operation.
1. Business: The Company has independent and complete development, purchase, production and marketing system. The Company is capable to perform business operation independently.
2. Personnel: The Company established independent functional department responsible for labor, personnel and wage management and formed labor, personnel and wage management system.
3. Asset: TheCompany‘s assets are independent and complete. The assets are registered, booked, accounted, and administrated independently.
4. Organization: The Company has established an organizational structure that is independent of its controlling shareholder. The organs of the Company are able to exercise their functions independently.
5. Finance: The Company has set up independent finance department, formed independent financial accounting system, established and perfected financial control system and internal control measures, opened independent bank accounts and paid taxes independently.
VII. Horizontal competition
China Military Equipment Group is the holding shareholder of China Jialing (Stock Code: 600877), Jinan Qingqi (Stock Code: 600698), and the Company. National Asset Supervisory Committee of the National Government is the substantial controller of it. It is mainly involved in manufacturing and sales of motorcycles. However then Company is not competing with the above two companies by any means of equity reorganizing, industrial property, national policy, or merger or takeover.
VIII. Assessment and incentive scheme for executives
The Company gives rewards to executives on annual basis which consist of basic annual rewards and performance rewards. Basic annual rewards are paid on monthly basis and performance rewards are distributed basing on the annual assessment on their performances and duties as well as democratic assessment.
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chapter IX. Internal Control
I. Construction of internal control system
The internal control system was established in the headquarter, Jianshe Sales Co., Import& Export Co., and Air-conditioner Co., which is covering: internal control involved in financial reports, such as monetary capital, asset management, sales,R&D, guarantee providing, financial reports, overall budgeting, and purchasing businesses; non-financial report items, such as administration structure, internal organization, development strategy, enterprise culture, and information flow.
II. Statement of the Board of Directors on responsibilities of internal control
The Board of Directors, the Supervisory Committee, the directors, the supervisors and executives of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. It is the Board ofDirectors‘ responsibility to setup and operate an effective and mature internal control system. The Supervisory Committee is responsible to inspect the operation of the system by the Board. While the executive team is responsible for daily operation of the system.
Target of the internal control system: to a reasonable extent, ensuring the legal operation, asset safety, completeness of financial report, effectiveness of business operation, and realizing of development strategy. For the internal control system is constrained by multiple factors, only the above targets are ensured in reasonable ways.
Variation of circumstances could cause inappropriate of internal control system, or lower the satisfaction of operational policies. Therefore there could be certain risks attached to forecasting of future effectiveness of the internal control basing on the evaluation results.
III. Basis of internal control on financial statements
This assessment report is aiming to evaluate the effectiveness of the design and operation of internal control system up to December 31, 2013, according to the requirements of the Enterprise Internal Control Standard and Enterprise Internal Control Guide, with consideration of theCompany‘s practice. Assessment was done by means of daily inspection and special inspection.
IV. Assessment report on internal control
|||
|-|-|
|Details about material flaw of internal control system in the report period discovered by the assessment report||
|1. Recognition and rectification of faults in internal control of financial report||
|According to the recognition standard of internal control of financial report, there is no material faults in internal control of financial||
|report of the period.||
|2. Recognition and rectification of faults in internal control other than the financial report||
|According to the recognition standard of internal control other than financial report, there is no material faults in internal control||
|other than the financial report of the period.||
|Date of the assessment report was||
||April 26, 2014|
|disclosed in full text||
|Index of internal control assessment|Announcement 2014-022, Introspective Report on Internal Control System 2013, available|
|report|at http://www.cninfo.com.cn.|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text V. Internal control auditing report
|||
|-|-|
|Auditing opinions in the auditing report on internal control||
|To our best knowledge, the Company is conducting an effective internal control system on financial reporting regarding all material||
|aspects as provided by the Enterprise Internal Control Standard as of December 31, 2013.||
|Disclosing date of internal control||
||April 26, 2014|
|auditing report full text||
|Index of the internal control|Announcement 2014-043, Auditors‘ Report on Internal Control System 2013,|
|auditing report full text|available at http://www.cninfo.com.cn.|

The CPA issued standard auditing report on the internal control system without qualified opinions.
The introspective report of the Board on internal control is agreeing with theauditors‘ report on internal control. VI. Responsibility retrospective mechanism for material faults in annual report
In order to guarantee the company information disclosure is true, accurate, promptly and fair, the company has formulated and implemented Accountability System of Significant Error of Information Disclosure in Annual Report in 2010. The company has made no significant accounting error correction, missing information addition and performance prediction amendment in the report period.
Chapter X. Financial Report
I.Auditors’ Report
|||
|-|-|
|Type of auditing opinion|Standard report without qualified opinion|
|Date of issue of the Auditors‘ Report|April 23, 2014|
|Name of the CPA|BDO SHULUN PAN CERTIFIED PUBLIC ACCOUNTANTS CO., LTD.|
|Ref. No. of the Auditors‘ Report|信会师报字[2014]第710728号|
|Name of the certified accountants|Li Shunli, Wan Ping|

Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chongqing Jianshe Motorcycle Co., Ltd. IndependentAuditor’s Report
BDOCPA[2014] No. 710728
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Chongqing Jianshe Motorcycle Co., Ltd.
Auditor’s Report&Financial Statements
Year ended 31 December 2013
Catalog PageⅠ IndependentAuditor‘s Report 1-2Ⅱ Financial Statements
Balance Sheet& Consolidated Balance Sheet 1-4 Income Statement& Consolidated Income Statement 5-6 Cash Flow Statement& Consolidated Cash Flow 7-8 Statement
Statement of Changes in Equity& Consolidated 9-12 Statement of Changes in Equity
Notes to the Financial Statements 1-70
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text Independent Auditor's Report
BDOCPA[2014] No. 710728 To shareholders of Chongqing Jianshe Motorcycle Co., Ltd.
We have audited the financial statements of Chongqing Jianshe Motorcycle Co., Ltd.（the―Company‖）and its subsidiaries (collectively the―Group‖), which comprise the balance sheets and consolidated balance sheets as at 31 December 2013, and the income statement and consolidated income statement, the statement of changes in equity and consolidated statement of changes in equity, the cash flow statement and consolidated cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory notes.
Directors’ responsibility for the financial statements
The directors of the Company are responsible for the preparation and fair presentation of financial statements. This responsibility includes (1) preparation of financial statements in accordance with Accounting Standards for Business Enterprises, (2) designing, implementing and maintaining internal control to enable the preparation and the true and fair presentation of financial statements that are free from material misstatement, whether they are due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Auditing Standards on Auditing issued by the Institute of Chinese Certified Public Accountants. Those standards require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance as to whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on theauditor‘s judgment, including the assessment of the risks of material misstatement of the financial statements, whether they are due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to theentity‘s preparation and true and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.
Auditor's Report page 1
Chongqing Jianshe Motorcycle Co., Ltd. Annual Report 2013 Full Text We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the accompanying consolidated and parent company financial statements give a true and fair view in all material respects, the financial position of the Company and of the Group as at 31 December 2013, and its financial performance and its cash flows for the year then ended in accordance with the Accounting Standards for Business Enterprises.
BDO CHINA SHU LUN PAN CPA:
CERTIFIED PUBLIC ACCOUNTANTS LLP
CPA:
Shanghai,People’s Republic of China 24 April 2014
Auditor's Report page 2
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co. Ltd
Balance Sheet
31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||
|-|-|-|-|-|-|-|-|
||Assets||Notes Ⅺ||31 December 2013||31 December 2012|
||Current Assets|||||||
|Cash and cash equivalents||||228,624,992.89||98,471,012.44||
|Trading financial assets||||||||
|Notes receivables||||39,803,978.66||41,601,148.48||
|Account receivables||1||4,802,644.17||31,772,300.19||
|Prepayments||||18,601,531.02||22,300,611.50||
|Interest receivables||||||||
|Dividend receivables||||||||
|Other receivables||2||208,879,559.83||60,256,620.47||
|Inventories||||79,555,340.09||75,514,644.92||
|Non-current assets due within 1 year||||||||
|Other current assets||||||||
||Total current assets||||580,268,046.66||329,916,338.00|
||Non-current assets：|||||||
|Available-for-sale financial assets||||||||
|Held-to-maturity investments||||||||
|Long-term receivables||||||||
|Long-term equity investments||3||837,478,318.07||832,205,050.99||
|Investment property||||||||
|Fixed assets||||615,254,019.58||645,043,821.42||
|Construction in progress||||11,013,703.97||10,694,018.19||
|Engineer materials||||||||
|Disposal of fixed assets||||||||
|Productive biological assets||||||||
|Petroleum and natural gas assets||||||||
|Intangible assets||||90,978,642.33||96,431,840.98||
|Development expediture||||27,603,929.21||30,641,485.76||

Notes to the Financial Statements page 1
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||
|-|-|-|-|-|-|
|Goodwill||||||
|Long-term prepaid expenses||1,815,694.12||3,211,035.43||
|Deferred tax assets||||||
|Other non-current assets||||||
||Total non-current assets||1,584,144,307.28||1,618,227,252.77|
||Total assets||2,164,412,353.94||1,948,143,590.77|

 Legalrepresentative： Accountant in charge: Chief officer of accounting institution: Chongqing Jianshe Motorcycle Co. Ltd
Balance Sheet (Continued)
31 December 2013
Expressed in Renminbi Yuan expect for special note
||||||||
|-|-|-|-|-|-|-|
||Liabilities and Owner's Equity|Notes Ⅺ||31 December 2013||31 December 2012|
||Current liabilities：||||||
|Short-term loan|||420,000,000.00||560,500,000.00||
|Trading financial liabilities|||||||
|Notes payable|||439,186,400.00||273,000,000.00||
|Account payables|||504,942,097.46||468,248,185.25||
|Receivables in advance|||3,162,370.27||6,669,564.17||
|Accrued payroll|||1,356,068.19||1,130,732.50||
|Tax payables|||125,804,653.87||125,615,885.22||
|Interest payables|||||||
|Dividend payables|||||||
|Other payables|||239,108,166.57||35,004,640.44||
|Non-current liabilities due within 1 year|||94,000,000.00||100,500,000.00||
|Other current liabilities|||||||
||Total current liabilities|||1,827,559,756.36||1,570,669,007.58|
|Non-current liabilities：|||||||
|Long-term loan|||47,000,000.00||92,000,000.00||
|Bonds payable|||||||
|Long-term payables|||||||

Notes to the Financial Statements page 2
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||
|-|-|-|-|-|-|
|Special payables||738,000.00||738,000.00||
|Estimated liabilities||||||
|Deferred tax liabilities||||||
|Other non-current liabilities||||||
||Total non-current liabilities||47,738,000.00||92,738,000.00|
||Total liabilities||1,875,297,756.36||1,663,407,007.58|
|Owner's equity：||||||
|Share capital||119,375,000.00||477,500,000.00||
|Capital surplus||958,575,094.29||600,940,294.29||
|Less: treasury stock||||||
|Special reserve||||||
|Surplus reserve||125,686,000.00||125,686,000.00||
|General risk reserve||||||
|Retained earnings||-914,521,496.71||-919,389,711.10||
||Total owner's equity||289,114,597.58||284,736,583.19|
||Total liabilities and equity||2,164,412,353.94||1,948,143,590.77|

 Chongqing Jianshe Motorcycle Co. Ltd
Consolidated Balance Sheet
31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||
|-|-|-|-|-|-|-|-|
||Assets||Notes V||31 December 2013||31 December 2012|
||Current assets：|||||||
|Cash and cash equivalents||1||388,314,602.28||456,794,093.39||
|Deposit reservation for balance||||||||
|Lendings||||||||
|Trading financial assets||||||||
|Notes receivable||2||81,253,424.87||74,465,864.34||
|Account receivables||4||311,899,501.77||288,659,903.69||
|Prepayments||6||32,738,242.83||49,946,177.48||
|Premium receivables||||||||
|Reinsurance receivables||||||||

Notes to the Financial Statements page 3
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||||||
|-|-|-|-|-|-|-|
|Reinsurance agreement reserve receivables|||||||
|Interest receivables|||||||
|Dividend receivables||3|||||
|Other receivables||5|23,946,335.95||36,132,451.85||
|Financial assets purchased under agreements to resell|||||||
|Inventories||7|299,191,811.74||290,979,725.84||
|Non-current assets due within 1 year|||||||
|Other current assets|||||||
||Total current assets|||1,137,343,919.44||1,196,978,216.59|
||Non-current assets：||||||
|Entrusted loans and advances granted|||||||
|Available-for-sale financial assets|||||||
|Held-to-maturity investments|||||||
|Long-term receivables|||||||
|Long-term equity investments||8|689,241,790.19||683,560,523.11||
|Investment property|||||||
|Fixed assets||9|763,705,401.21||825,584,794.37||
|Construction in progress||10|11,013,703.97||15,642,058.43||
|Engineer materials|||||||
|Disposal of fixed assets|||||||
|Productive biological assets|||||||
|Petroleum and natural gas assets|||||||
|Intangible assets||11|103,611,915.99||118,116,994.56||
|Development expenditures||11|27,603,929.21||30,641,485.76||
|Goodwill|||||||
|Long-term prepaid expenses||12|7,928,011.24||10,706,762.47||
|Deferred tax assets||13|3,564,354.64||3,123,854.35||
|Other non-current assets||15|408,000.00||816,000.00||
||Total non-current assets|||1,607,077,106.45||1,688,192,473.05|
||Total assets|||2,744,421,025.89||2,885,170,689.64|

 Legalrepresentative： Accountant in cha rge: Chief officer of accou nting institution:
Notes to the Financial Statements page 4
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co. Ltd
Consolidated Balance Sheet (continued)
31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||
|-|-|-|-|-|-|-|-|
||Items||Notes V||31 December 2013||31 December 2012|
||Current liabilities：|||||||
|Short-term loan||16||896,805,047.85||756,115,520.89||
|Loan from central bank||||||||
|Deposits from customers and Placementsfrom banks and non-bank financialinstitutions||||||||
|Borrowings from banks and otherfinancial institutions||||||||
|Trading financial liabilities||||||||
|Notes payable||17||742,696,400.00||768,980,000.00||
|Acount payables||18||536,553,953.76||502,109,222.01||
|Receivables in advance||19||29,177,260.79||90,756,705.60||
|Financial assets sold for repurchase||||||||
|Commissions||||||||
|Accrued payroll||20||2,619,043.15||2,014,669.47||
|Tax payables||21||124,374,241.36||115,199,322.99||
|Interest payables||||||||
|Dividend payables||||||||
|Other payables||22||32,539,679.76||26,566,279.30||
|Reinsurance payables||||||||
|Insurance agreement reserve payables||||||||
|Payables for acting trading of securities||||||||
|Payables for acting underwriting ofsecurities||||||||
|Non-current liabilities due within 1 year||23||98,000,000.00||231,500,000.00||
|Other current liabilities||||||||
||Total current liabilities||||2,462,765,626.67||2,493,241,720.26|
||Non-current liabilities：|||||||

Notes to the Financial Statements page 5
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||||||
|-|-|-|-|-|-|-|
|Long-term loan||24|129,000,000.00||||
|Bonds payable|||||||
|Long-term payables|||||||
|Special payables||25|738,000.00||738,000.00||
|Estimated liabilities|||||||
|Deferred tax liabilities|||||||
|Other non-current liabilities|||||||
||Total non-current liabilities|||129,738,000.00||246,938,000.00|
||Total liabilities|||2,592,503,626.67||2,740,179,720.26|
||Owner's equity：||||||
|Share capital||26|119,375,000.00||477,500,000.00||
|Capital surplus||27|960,515,317.59||602,880,517.59||
|Less: treasury stock|||||||
|Special reserve|||||||
|Surplus reserve||28|125,686,000.00||125,686,000.00||
|General risk reserve|||||||
|Retained earnings||29|-1,054,193,118.04||-1,063,624,266.50||
|Exchange difference|||||||
||Total equity attributable to shareholders||||||
|||||151,383,199.55||142,442,251.09|
||of the Company||||||
|Minority interests|||534,199.67||2,548,718.29||
||Total equity|||151,917,399.22||144,990,969.38|
||Total liabilities and equity|||2,744,421,025.89||2,885,170,689.64|

 Legalrepresentative： Accountant in charge: Chief officer of ac cou nting institution: Chongqing Jianshe Motorcycle Co. Ltd
Income Statement
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||
|-|-|-|-|-|-|-|-|
||Items||Notes Ⅺ||2013||2012|
|Ⅰ. Operating income||4||1,559,242,823.61||1,883,275,287.95||

Notes to the Financial Statements page 6
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||||||
|-|-|-|-|-|-|-|
|Less：operating costs||4|1,443,415,205.50||1,847,453,206.58||
|Operating tax and its surcharge|||17,888,940.87||20,379,655.88||
|Selling expenses|||18,660,539.07||20,641,420.63||
|Administrative expenses|||116,257,198.34||118,363,405.99||
|Financial expenses|||66,506,292.53||70,830,919.14||
|Impairment loss of assets|||90,051.53||-1,675,191.83||
|Add：Gain/(loss) from change in fairvalue|||-||||
|Gain/(loss) from investment（Minus: loss）||5|38,359,736.11||43,097,068.15||
|Of which：share of profits inassociates and joint ventures|||38,767,736.11||44,103,877.81||
||Ⅱ. Operating profits||||||
|||||-65,215,668.12||-149,621,060.29|
|Add：non-operating income|||73,319,110.01||2,399,229.26||
|Less：non-operating expenses|||608,958.47||133,609.20||
|of which：net loss on disposal ofnon-current asset|||75,958.47||8,938.40||
||Ⅲ. Total profit||||||
|||||7,494,483.42||-147,355,440.23|
|Less：income tax expense|||-||||
||Ⅳ. Net profit||||||
|||||7,494,483.42||-147,355,440.23|
||Ⅴ. Earnings per share||||||
|（1）Basic earnings per share(Yuan/share)|||||||
|（ 2 ） Diluted earnings pershare(Yuan/share)|||||||
|Ⅵ. Other comprehensive income|||9,800.00||||

Notes to the Financial Statements page 7
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||
|-|-|-|
|Ⅶ. Total comprehensive income|||
||7,504,283.42|-147,355,440.23|

Legalrepresentative： Accountant in charge: Chief officer of accounting institution:
Chongqing Jianshe Motorcycle Co. Ltd
Consolidated Income Statement
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||
|-|-|-|-|-|-|-|-|
||Item s||Note s V||20 13||20 12|
||Ⅰ. Total operating income||||1,885,831,544.85||1,823,400,359.85|
|Including：sales income||30||1,885,831,544.85||1,823,400,359.85||
|interest income||||||||
|Premium income||||||||
|commission income||||||||
||Ⅱ. Total operating costs||||2,025,492,004.04||2,012,191,052.98|
|Including：Cost of sales||30||1,621,781,115.95||1,594,828,113.57||
|Interest expenses||||||||
|Commission expenses||||||||
|Surrender fees||||||||
|Compensations||||||||
|Withdrawing of insuranceagreement reserve||||||||
|Insurance bonus expenses||||||||
|Reinsurance expenses||||||||
|Operating tax and surcharges||31||21,232,401.40||24,869,485.52||
|Selling expenses||32||106,469,132.36||127,944,188.12||
|Administrative expenses||33||157,288,098.41||154,672,548.76||
|Financial expenses||34||109,531,047.67||111,456,544.36||
|Impairment loss of assets||36||9,190,208.25||-1,579,827.35||
|Add：Gain/(loss) from change in fair value||||||||
|Gain/(loss) from investment（Minus:loss）||35||38,359,736.11||43,043,496.57||

Notes to the Financial Statements page 8
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||||||
|-|-|-|-|-|-|-|
|Of which ： share of profits inassociates and joint ventures|||38,767,736.11||44,050,306.23||
|Foreign exchange gains（Minus: loss）|||||||
||Ⅲ. Operating profit（Minus: loss）|||-101,300,723.08||-145,747,196.56|
|Add: non-operating income||37|111,961,580.72||3,902,269.01||
|Less: non-operating expenses||38|960,807.15||470,336.99||
|Including ：losses on disposal ofnon-current asset|||317,745.26||139,410.95||
||Ⅳ. Profit before tax（Minus: losses）|||9,700,050.49||-142,315,264.54|
|Less: income tax expense||39|-365,206.59||571,554.49||
||Ⅴ. Net profit（Minus: loss）|||10,065,257.08||-142,886,819.03|
|Of which: net profit in acquiree beforeconsolidation|||||||
|Attributable to Shareholders of theCompany|||12,057,417.49||-143,723,842.47||
|Attributable to minority interests|||-1,992,160.41||837,023.44||
|Ⅵ. Earnings per share：|||||||
|（1）Basic earnings per share(Yuan/share)||40|0.101||-1.204||
|（ 2 ） Diluted earnings pershare(Yuan/share)||40|0.101||-1.204||
|Ⅶ. Other comprehensive income|||9,800.00||||
||Ⅷ. Total comprehensive income||||||
|||||10,075,057.08||-142,886,819.03|
||Attributable to shareholders of the||||||
||Company|||12,067,217.49||-143,723,842.47|
|Attributable to minority interests|||-1,992,160.41||837,023.44||

Legalrepresentative： Accountant in charge: C hi ef officer of accountin g institution:
Chongqing Jianshe Motorcycle Co. Ltd
Cash Flow Statement
Year ended 31 December 2013
Notes to the Financial Statements page 9
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Expressed in Renminbi Yuan expect for special note
|||||||
|-|-|-|-|-|-|
||Items||2013||2012|
||Ⅰ.Cash flows from operation activities：|||||
|Cash received from goods sold orrendering of services||904,428,491.10||1,045,882,965.31||
|Refund of tax||9,496,537.55||13,361,981.06||
|Cash received relating to other operatingactivities||50,838,158.79||4,422,530.24||
||Subtotal of cash inflows from operating|||||
||||964,763,187.44||1,063,667,476.61|
||activities|||||
|Cash paid for goods and services||717,269,338.71||791,233,907.04||
|Cash paid to and on behalf of employees||162,656,060.94||154,481,408.13||
|Cash paid for all types of taxes||23,398,327.58||31,380,055.10||
|Cash paid relating to other operatingactivities||20,181,418.51||12,564,617.06||
||Subtotal of cash outflows from operating|||||
||||923,505,145.74||989,659,987.33|
||activities|||||
||Net cash flows from operating|||||
||||41,258,041.70||74,007,489.28|
||activities|||||
||Ⅱ.Cash flows from investing activities：|||||
|Cash received from disposal investments||||||
|Cash received from return on investments||30,470,000.00||21,000,000.00||
|Net cash received from disposal of fixedassets,intangible assets and otherlong-term assets||35,310,806.95||||
|Net cash received from the sale ofsubsidiaries and other business units||||||
|Cash received relating to other investingactivities||||||
||Subtotal of cash inflows from investing|||||
||||65,780,806.95||21,000,000.00|
||activities|||||
|Cash paid for acquisition fixed assets,intangible assets and other long-termassets||17,945,675.67||76,939,878.59||
|Cash paid for investments||||||
|Net cash paid for the acquisition of||||||

Notes to the Financial Statements page 10
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||
|-|-|-|-|-|-|
|subsidiaries and other business units||||||
|Cash paid relating to other investingactivities||||||
||Subtotal of cash outflows from investing|||||
||||17,945,675.67||76,939,878.59|
||activities|||||
||Net cash inflows from investing|||||
||||47,835,131.28||-55,939,878.59|
||activities|||||
||Ⅲ.Cash flows from financing activities:|||||
|Cash received from capital contributions||||||
|Cash received from borrowings||1,108,000,000.00||1,080,500,000.00||
|Cash received from issuance of bonds||||||
|Cash received relating to other financingactivities||3,061,480,000.89||2,836,026,029.24||
||Subtotal of cash inflows from financing|||||
||||4,169,480,000.89||3,916,526,029.24|
||activities|||||
|Repayments of loan||1,300,000,000.00||1,311,720,000.00||
|Dividends, profits or interests paid||67,647,414.62||71,872,790.73||
|Cash paid relating to other financingactivities||2,794,529,151.55||2,591,192,095.45||
||Subtotal of cash outflows from financing|||||
||||4,162,176,566.17||3,974,784,886.18|
||activities|||||
||Net cash inflows from financing|||||
||||7,303,434.72||-58,258,856.94|
||activities|||||
|Ⅳ.Effect of the change of exchange rate||||||
||Ⅴ .Net increase in cash and cash|||||
||||96,396,607.70||-40,191,246.25|
||equivalents|||||
|Add:Cash and cash equivalents atbeginning of year||51,835,684.99||92,026,931.24||
||Ⅵ .Cash and cash equivalents at|||||
||||148,232,292.69||51,835,684.99|
||beginning of year|||||

LegalRepresentative： Accountant in Charge： Chief Officer in AccountingInstitution：
Chongqing Jianshe Motorcycle Co. Ltd
Consolidated Cash Flow Statement
Notes to the Financial Statements page 11
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||
|-|-|-|-|-|-|-|-|
||Items||Note V||2013||2012|
||Ⅰ.Cash flows from operating activities：|||||||
|Cash received from goods sold orrendering of services||||1,212,990,848.91||1,276,739,427.73||
|Net increase in deposits and interbankplacement||||||||
|Net increase in loans from central bank||||||||
|Net increase in loans from otherfinancial institutions||||||||
|Cash received from insurance premiums||||||||
|Net cash received from reinsurancebusinesses||||||||
|Net increase in deposits and investmentsof the insured||||||||
|Net increase in tradable financial assets||||||||
|Cash received from interests andcommissions||||||||
|Net increase in other borrowings||||||||
|Net increase in financial assets soldunder repurchase agreements||||||||
|Refund of tax||||21,866,279.06||19,782,172.66||
|Cash received relating to other operatingactivities||41||57,794,942.79||14,984,736.15||
||Subtotal of cash inflows from operating|||||||
||||||1,292,652,070.76||1,311,506,336.54|
||activities|||||||
|Cash paid for goods and services||||812,747,296.01||884,672,119.08||
|Net increase customer lendings andadvances||||||||
|Net increase in deposits of central bankand interbank placement||||||||
|Cash paid for compensation ofinsurance agreement||||||||
|Cash paid for interests and commissions||||||||
|Cash paid for insurance bonus||||||||

Notes to the Financial Statements page 12
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||||||
|-|-|-|-|-|-|-|
|Cash paid to and on behalf of employees|||210,694,457.66||199,951,741.23||
|Cash paid for all types of taxes|||39,730,443.76||72,597,478.40||
|Cash paid relating to other operatingactivities||41|66,631,211.29||63,964,070.88||
||Subtotal of cash outflows from operating||||||
|||||1,129,803,408.72||1,221,185,409.59|
||activities||||||
||Net cash flows from operating||||||
|||||162,848,662.04||90,320,926.95|
||activities||||||
||Ⅱ.Cash flows from investing activities：||||||
|Cash received from disposalinvestments|||||||
|Cash received from return oninvestments|||30,470,000.00||21,000,000.00||
|Net cash received from disposal offixed assets,intangible assets and otherlong-term assets|||98,887,497.04||9,750.35||
|Net cash received from the sale ofsubsidiaries and other business units|||||||
|Cash received relating to other investingactivities|||||||
||Subtotal of cash inflows from investing||||||
|||||129,357,497.04||21,009,750.35|
||activities||||||
|Cash paid for acquisition fixed assets,intangible assets and other long-termassets|||19,896,411.57||79,151,947.82||
|Cash paid for investments|||||||
|Net increase in pledge loan|||||||
|Net cash paid for acquisition ofsubsidiaries and other business units|||||||
|Cash paid relating to other investingactivities|||||||
||Subtotal of cash outflows from investing||||||
|||||19,896,411.57||79,151,947.82|
||activities||||||
||Net cash inflows from investing||||||
|||||109,461,085.47||-58,142,197.47|
||activities||||||
||Ⅲ.Cash flows from financing activities:||||||
|Cash received from capital contributions|||||||

Notes to the Financial Statements page 13
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||||||||
|-|-|-|-|-|-|-|
|Of which：cash received from minorityshareholders of subsidiaries|||||||
|Cash received from borrowings|||1,676,744,144.42||1,528,109,347.83||
|Cash received from issuance of bonds|||||||
|Cash received relating to other financingactivities||41|1,812,403,580.32||1,540,167,440.98||
||Subtotal of cash inflows from financing||||||
|||||3,489,147,724.74||3,068,276,788.81|
||activities||||||
|Repayments of borrowings|||1,785,191,284.13||1,762,826,340.04||
|Dividends or interests paid|||117,430,621.98||117,923,147.18||
|Of which：dividends paid to minorityshareholders of subsidiaries|||||||
|Cash payments relating to otherfinancing activities||41|1,768,259,792.70||1,299,462,625.21||
||Subtotal of cash outflows from financing||||||
|||||3,670,881,698.81||3,180,212,112.43|
||activities||||||
||Net cash inflows from financing||||||
|||||-181,733,974.07||-111,935,323.62|
||activities||||||
|Ⅳ.Effect of exchange rate changes oncash and cash equivalents|||-1,963,339.08||288,100.66||
||Ⅴ .Net increase in cash and cash||||||
|||||88,612,434.36||-79,468,493.48|
||equivalents||||||
|Add ： Cash and cash equivalents atbeginning of year|||81,609,913.40||161,078,406.88||
||Ⅵ .Cash and cash equivalents at||||||
|||||170,222,347.76||81,609,913.40|
||beginning of year||||||

Legalrepresentative： Accountant in charge: Chief officer of accounting institution:
Notes to the Financial Statements page 14
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co. Ltd
Statement of Changes in Equity
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|
|||2013|||||||||
||Items||||Less: treasury|Special||General risk|Retained||
|||Share capital||Capital surplus|||Surplus reserve|||Total equity|
||||||stock|reserve||reserve|earnings||
||Ⅰ. As at 31 December 2012|477,500,000.00||600,940,294.29|||125,686,000.00||-919,389,711.10|284,736,583.19|
|Add：changes in accounting policies|||||||||||
|Correction of errors in previous year|||||||||||
|Others|||||||||||
||Ⅱ. As at 1 January 2013|477,500,000.00||600,940,294.29|||125,686,000.00||-919,389,711.10|284,736,583.19|
||Ⅲ. Changes in current period|-358,125,000.00||357,634,800.00|||||4,868,214.39|4,378,014.39|
|1.Net profit|||||||||7,494,483.42|7,494,483.42|
|2.Other comprehensive income|||9,800.00|||||||9,800.00|
||Sub-total of 1 and 2|||9,800.00|||||7,494,483.42|7,504,283.42|
||3.Capital invested and withdrawn by||||||||||
|||||-500,000.00||||||-500,000.00|
||owners||||||||||
|（1）Capital invested|||||||||||
|（ 2 ） Share paid recognized inowner's equity|||||||||||

Notes to the Financial Statements page 1
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
|（3）Others||||-500,000.00|||||-500,000.00|
||4.Distribution of profits|||||||||
|（1）Surplus reserve withdrawn||||||||||
|（2）General risk reserve withdrawn||||||||||
|（3）Distribution to owners||||||||||
|（4）Others||||||||||
||5.Internal transference of owner's|||||||||
||||-358,125,000.00||358,125,000.00|||||
||equity|||||||||
|（1）Capital surplus transferred toshare capital||||||||||
|（2）Surplus reserves transferred toshare capital||||||||||
|（3）Surplus reserve offsetting loss||||||||||
|（4）Others||-358,125,000.00||358,125,000.00||||||
||6.Special reserve|||||||||
|（1）Withdrawn in current period||||||||||
|（2）Used in current period||||||||||
|7.Others|||||||-2,626,269.03||-2,626,269.03|
||Ⅳ. At at 31 December 2013||119,375,000.00||958,575,094.29|125,686,000.00||-914,521,496.71|289,114,597.58|

Notes to the Financial Statements page 2
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co. Ltd
Statement of Changes in Equity
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
|||2012||||||||
||Items|||Less: treasury|Special||General risk|Retained||
|||Share capital|Capital surplus|||Surplus reserve|||Total equity|
|||||stock|reserve||reserve|earnings||
||Ⅰ. As at 31 December 2011|477,500,000.00|601,240,294.29|||125,686,000.00||-772,034,270.87|432,392,023.42|
|Add：changes in accounting policies||||||||||
|Correction of errors in previous year||||||||||
|Others||||||||||
||Ⅱ. As at 1 January 2012|477,500,000.00|601,240,294.29|||125,686,000.00||-772,034,270.87|432,392,023.42|
||Ⅲ. Changes in current period||-300,000.00|||||-147,355,440.23|-147,655,440.23|
|1.Net profit||||||||-147,355,440.23|-147,355,440.23|
|2.Other comprehensive income||||||||||
||Sub-total of 1 and 2|||||||-147,355,440.23|-147,355,440.23|
||3.Capital invested and withdrawn by|||||||||
||||-300,000.00||||||-300,000.00|
||owners|||||||||
|（1）Capital invested||||||||||
|（ 2 ） Share paid recognized inowner's equity||||||||||

Notes to the Financial Statements page 3
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||||
|-|-|-|-|-|-|-|-|
|（3）Others|||-300,000.00||||-300,000.00|
||4.Distribution of profits|||||||
|（1）Surplus reserve withdrawn||||||||
|（2）General risk reserve withdrawn||||||||
|（3）Distribution to owners||||||||
|（4）Others||||||||
||5.Internal transference of owner's|||||||
||equity|||||||
|（1）Capital surplus transferred toshare capital||||||||
|（2）Surplus reserves transferred toshare capital||||||||
|（3）Surplus reserve offsetting loss||||||||
|（4）Others||||||||
||6.Special reserve|||||||
|（1）Withdrawn in current period||||||||
|（2）Used in current period||||||||
|7.Others||||||||
||Ⅳ. At at 31 December 2012|477,500,000.00||600,940,294.29|125,686,000.00|-919,389,711.10|284,736,583.19|

 Legalrepresentative： Accountant in charge: Chief officer of accounting institution:
Notes to the Financial Statements page 4
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co. Ltd
Consolidated Statement of Changes in Equity
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
||||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|-|
|||2013|||||||||||
|||Attributable to equity holders of the group|||||||||||
||Items||||Less:|||General|||Minority||
|||||||Special|Surplus||Retained|||Total of Equity|
|||Share Capital||Capital Surplus|Treasury|||Risk||others|Interests||
|||||||Reserve|Reserve||Earnings||||
||||||Stock|||Reserve|||||
||Ⅰ. As at 31 December 2012|477,500,000.00||602,880,517.59|||125,686,000.00||-1,063,624,266.50||2,548,718.29|144,990,969.38|
|Add：changes in accounting policies|||||||||||||
|Correction of errors in previous year|||||||||||||
|Others|||||||||||||
||Ⅱ. As at 1 January 2013|477,500,000.00||602,880,517.59|||125,686,000.00||-1,063,624,266.50||2,548,718.29|144,990,969.38|
||Ⅲ. Changes in current period|-358,125,000.00||357,634,800.00|||||9,431,148.46||-2,014,518.62|6,926,429.84|
|1.Net profit|||||||||12,057,417.49||-1,992,160.41|10,065,257.08|
|2.Other comprehensive income|||9,800.00|||||||||9,800.00|
||Sub-total of 1 and 2|||9,800.00|||||12,057,417.49||-1,992,160.41|10,075,057.08|
||3.Capital invested and withdrawn by||||||||||||
|||||-500,000.00||||||||-500,000.00|
||owners||||||||||||
|（1）Capital invested|||||||||||||

Notes to the Financial Statements page 5
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|（2）Share paid recognized in owner'sequity||||||||||||
|（3）Others||||-500,000.00|||||||-500,000.00|
||4.Distribution of profits|||||||||||
|（1）Surplus reserve withdrawn||||||||||||
|（2）General risk reserve withdrawn||||||||||||
|（3）Distribution to owners||||||||||||
|（4）Others||||||||||||
||5.Internal transference of owner's|||||||||||
||||-358,125,000.00||358,125,000.00|||||||
||equity|||||||||||
|（1）Capital surplus transferred toshare capital||||||||||||
|（2）Surplus reserves transferred toshare capital||||||||||||
|（3）Surplus reserve offsetting loss||||||||||||
|（4）Others||-358,125,000.00||358,125,000.00||||||||
||6.Special reserve|||||||||||
|（1）Withdrawn in current period||||||||||||
|（2）Used in current period||||||||||||
|7.Others|||||||-2,626,269.03||-22,358.21||-2,648,627.24|
||Ⅳ. At at 31 December 2013||119,375,000.00||960,515,317.59|125,686,000.00||-1,054,193,118.04||534,199.67|151,917,399.22|

Notes to the Financial Statements page 6
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Legalrepresentative： Accountant in charge: Chief officer of accounting institution:
Chongqing Jianshe Motorcycle Co. Ltd
Consolidated Statement of Changes in Equity
Year ended 31 December 2013
Expressed in Renminbi Yuan expect for special note
|||||||||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|-|-|-|-|-|-|
||||2012|||||||||||||||
||||Attributable to equity holders of the group|||||||||||||||
||Items|||||Less:||||General|||||Minority||Total of|
||||Share||Capital||Special||Surplus|||Retained||||||
|||||||Treasury||||Risk|||others||Interests||Equity|
||||Capital||Surplus||Reserve||Reserve|||Earnings||||||
|||||||Stock||||Reserve||||||||
|Ⅰ. As at 31 December 2011||477,500,000.00||603,180,517.59||||125,686,000.00|||-919,900,424.03|||1,711,694.85||288,177,788.41||
|Add：changes in accounting policies||||||||||||||||||
|Correction of errors in previous year||||||||||||||||||
|Others||||||||||||||||||
||Ⅱ. As at 1 January 2012||477,500,000.00||603,180,517.59||||125,686,000.00|||-919,900,424.03|||1,711,694.85||288,177,788.41|
||Ⅲ. Changes in current period||||-300,000.00|||||||-143,723,842.47|||837,023.44||-143,186,819.03|
|1.Net profit|||||||||||-143,723,842.47|||837,023.44||-142,886,819.03||
|2.Other comprehensive income||||||||||||||||||
||Sub-total of 1 and 2|||||||||||-143,723,842.47|||837,023.44||-142,886,819.03|

Notes to the Financial Statements page 7
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||
|-|-|-|-|-|-|
||3.Capital invested and withdrawn by|||||
||||-300,000.00||-300,000.00|
||owners|||||
|（1）Capital invested||||||
|（2）Share paid recognized in owner'sequity||||||
|（3）Others||-300,000.00||-300,000.00||
||4.Distribution of profits|||||
|（1）Surplus reserve withdrawn||||||
|（2）General risk reserve withdrawn||||||
|（3）Distribution to owners||||||
|（4）Others||||||
||5.Internal transference of owner's|||||
||equity|||||
|（1）Capital surplus transferred toshare capital||||||
|（2）Surplus reserves transferred toshare capital||||||
|（3）Surplus reserve offsetting loss||||||
|（4）Others||||||
||6.Special reserve|||||
|（1）Withdrawn in current period||||||
|（2）Used in current period||||||

Notes to the Financial Statements page 8
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
|||||||||
|-|-|-|-|-|-|-|-|
|7.Others||||||||
||Ⅳ. At at 31 December 2012|477,500,000.00|602,880,517.59|125,686,000.00|-1,063,624,266.50|2,548,718.29|144,990,969.38|

 Legalrepresentative： Acco untant in cha rge: Chief officer of accounting i nstituti on:
Notes to the Financial Statements page 9
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co., Ltd.
Notes to the Financial Statements
Year ended 31 December 2013
(Expressed in Renminbi unless otherwise stated)
Ⅰ. Company Information
1. Brief introduction
Chongqing Jianshe Motorcycle Co., Ltd. (the precursor is Shenzhen Northern Jianshe motorcycle Co., Ltd., hereafter referred as‗theCompany‘) is established on 15th July 1995, obtained the legalrepresentative‘s operating license whose registered No. is 500000400001350 in Administrative Bureau for Industry and Commerce of Chongqing on 21st February 2014. The registered address is No. 1, Jianshe Road, Huaxi Industrial Park, Banan District, Chongqing and the registered capital is RMB 119,375,000. The legal representative is Huaguang Li. The scope of business include motorcycle; vehicle installation kits and fittings; research and development of machinery; processing, manufacturing and relevant technical services; tooling mould design, manufacturing and relevant technical services (exclude special regulation by state); research, production, sale of motorcycle engine; electromechanical products; household appliances, bicycle, research, development and processing of environmental protection products; import, wholesale, retail, commission agency (exclude auction) of the like-goods (exclude special goods) mentioned above. The Company was listed on the Shenzhen Stock Exchange (B shares) on July 25, 1995, which belongs to manufacturing industry.
The company was set up by Jianshe Industrial (Group) Co., Ltd. (Jianshe Group) and China Northern Industrial Corporation Shenzhen subsidiary, as a Corporation Limited. On Dec. 30, 2002, thecompany‘s temporary general meeting of shareholders passed a resolution of changing the companyname‘ Shenzhen Northern Jianshe Motorcycle Co.,Ltd.‘ as‗Chongqing Jianshe Motorcycle Co.,Ltd.‘. The business administrative registration was completed on March 11, 2003. The registered number is 5000001805583.
Jianshe Group and the China South Industries Group Corporation (South Group) signed an‗Agreement of EquityTransfer‘ on Dec. 3, 2004 and a‗Supplementary Agreement of EquityTransfer‘ on Jan. 22, 2005. According to these agreements, Jianshe Group transferred 339,625,000 of state-owned legal representative shares to South Group. The transfer had been approved by State-owned Assets Supervision and Management Committee of State Council on March 9, 2005 and approved by the China Securities Regulatory Commission to exempt SouthernGroup‘s obligations of Takeover Offer on May 2005.
In September 2005, under the approval the Foreign capital[2005] certificates No. 0628 of the People's Republic of China Department of Commerce, the company changed from the domestic-fund corporation to the foreign-fund corporation and completed the registration of business change in August 2007, receiving new legal representative business license‗RegisteredNo.500000400001350‘, and the registered address is Chongqing. The original registered capital was RMB 477.5 million Yuan.
In April 2007, according to the Guangdong Province Shenzhen Intermediate People's Court‗(2006) second instance judgment No.21-4 on bankruption by Intermediate People's Court of Shenzhencity‘, 17.875 million shares of state-owned legal representative shares by China Northern Industrial Shenzhen Company were transferred to Yangpu New Yufeng Investment Co., Yonghui FENG and Zuocheng
Notes to the Financial Statements page 1
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
GU. Yangpu New Yufeng Investment Co. held 700 million shares, Yonghui FENG held 200 million shares and Zuocheng GU held 887.5 million shares.
In 2012, Yangpu New Yufeng Investment Co. transferred 700 million shares to Anhui Hengsheng Economic Development Ltd. In September 2013, according to thecompany‘s articles of association which is modified by the general meeting of shareholders,‗Chongqing foreign economy&trade committee on the construction of Chongqing motorcycle co., LTD., reduce its registeredcapital‘(yuwaijingmaohan[2013]219) by foreign economic and trade commission, and‗About the construction of Chongqing motorcycle co., LTD., implementation of shrinking stock plan approval about theissue‘(bingzhuangzi[2013]60) by South Group, all the shareholders was shrinking shares to one quarter. The overall stock declined from 477,500,000 to 119,375,000, and the registered capital decreased from RMB 477,500,000 to RMB 119,375,000. The permission was obtained on 21st February 2014 from the Administrative Bureau for Industry and Commerce of Chongqing. The registered number is 500000400001350.
As to 31th December of 2013, the company has four subsidiaries, namely, Chongqing Jianshe Marketing LLC., Chongqing Northern Jianshe Import and Export Trade LLC, Chongqing Jianshe Vehicle-used Air-conditioning LLC. and Shanghai Jianshe Motorcycle Co., Ltd. And three joint ventures, namely, Chongqing Jianshe Yamaha Motorcycle Co., Ltd., Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd. and Chongqing Pingshan Taikai Carburetor Co., Ltd. And three associates, which are Chongqing Tongsheng construction and industry Co. Ltd, Chongqing South Motorcycle technology searching and development Co. Ltd, and Chongqing Fuyeda Property Management Co. Ltd.
The controlling shareholder of the company is South Group, the largest shareholder of which is State-owned Assets Supervision and Management Committee of State Council. The Committee holds100% shares of Southern Group.
Ⅱ.Significant accounting policies and estimates and error correction of previous years
1. Basis of the preparation of financial statement
Thecompany‘s financial statements are prepared on a going concern basis and are prepared basing on transactions and matters occurred actually. The financial statements are prepared in according with―Corporate Accounting Standards-ThePrinciples‖ which was published by Ministry of Finance at 15 February 2006, and―the 38 specific accountingstandards‖, its application guide, interpretations for accounting standards, and other relevant regulations (collectively―CAS‖). And the financial statements are prepared on the basis of accounting policies and estimates expressed as followed. Financial statements are also be prepared with‗Prepared to publicly issue securities according to the company information disclosure rules. 15 - the general provisions of the financialreporting‘(2010) which is issued by China Securities Regulatory Commission.
2. Declaration of compliance with CAS
The financial statements are prepared in accordance with CAS, which showing a true and fair view of the financial position on 31 December 2013, financial performance and cash flow in 2013 of the Company and the Group.
Notes to the Financial Statements page 2
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
3. Accounting year
The accounting year of the Group is from 1 January to 31 December.
4. Reporting currency
The Group reporting and presentation currency is the Renminbi(―RMB‖). Unless otherwise stated, the unit of the currency isYuan.。
5. Accounting treatment of company consolidation under common control and non-common control
(1)Business combination under common control
To the business combination under common control, the assets and liabilities obtained by the acquirer shall be measured at carrying amount in the acquiree's accounts as at the date of combination. If the accounting policies which are applied by acquiree are different from the acquirer, the carrying amounts shall be adjusted on the basis of theacquirer‘s accounting policies. The difference between the carrying amount of the net assets obtained and the cost of combination (or the total face value of shares issued), capital surplus shall be adjusted. Where the capital surplus is not sufficient to o be subtracted, retained earnings shall be adjusted.
The related expenses incurred in the combination process included auditing fees, estimation fees and law consultation fees are recorded in profit or loss.
Handling fees, hiring fees which happened during the process of issuing equity securities shall be recorded to deduct from the surplus of equity securities. Where the surplus of the equity securities is not sufficient to be subtracted, retained earnings shall be adjusted.
(2)Business combination under non-common control
For business combination under non-common control, the considerations of the acquirer are the fair value of assets paid, liabilities occurred or undertaken and equity securities issued for the combination. The difference between the carrying amounts and the fair value should be recorded as profit or loss.
At the acquiring day, acquirer confirms the fair value of assets, liabilities, and contingent liabilities from acquiree.
For the surplus between of payment and the fair value of the acquiree, it shall be recorded as goodwill. Otherwise, it should be recorded as losses.
Except intangible assets, assets of acquiree which bring benefits to acquirer and the fair values are estimated reliably during the combination should be recognized respectively in fair value. Intangible assets in reliable fair value should be recorded independently. Except the contingent liabilities of acquiree, other liabilities should be recognized in fair value respectively. Otherwise the contingent value shall be recognized in fair value.
The Deductible temporary difference during the business combination cannot be confirmed if the conditions of deferred tax assets
Notes to the Financial Statements page 3
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
cannot be satisfied. Before the 12th day after the combination, if the conditions of deferred tax assets are satisfied, DTA should be recognized. Meanwhile, goodwill will be deducted. Where the goodwill is not sufficient to be subtracted, the differences shall be recorded as profit or loss. Except the situation stated above, DTA shall be recognized and recorded in profit or loss.
For company consolidation under non-common control, auditing fees, law consultation fees, estimation fee and other relevant management fees shall be recorded as profit or loss inacquirer‘s. The buyer as of issuing equity securities or debt securities, transaction costs, shall be included in the equity securities or the initially recognized amount of the debt securities.
6. Consolidated financial statements
(1) The scope of the consolidation
The consolidation scope of consolidated financial statements is determined on the basis of control. The consolidated financial statements include the financial statements of the Company and its subsidiaries. The subsidiaries are entities that are controlled by the Company.
(2) The procedure of consolidation
It should be consistent with the main Company that the accounting policies adopted by all subsidiaries included in the consolidated financial statements of the scope of consolidation and the accounting period. When the accounting policies or periods in the subsidiary and the Company are inconsistent, the adjustment of the accounting policies or periods in the subsidiary is carried out in accordance with the accounting policies or periods of the Company. For the subsidiaries acquired through business combination under non-common control, their financial performance and cash flow shall be included in the consolidated financial statements from the combination date, as long as they are under control by the Company. The consolidated financial statements are based on the financial statements of the Company and its subsidiaries, according to other relevant information; it should be accordance with the equity method adjustments on long-term equity investment prepared by the Company. The consolidated financial statements of the main company and its subsidiaries, parent company should offset the effects of insider trading on the consolidated balance sheet, consolidated income statement, consolidated cash flow statement, consolidated equity table between the main company with the each subsidiary and the internal transactions between each subsidiaries.
The equity and profit or loss which should occupy of the minority shareholders of subsidiaries should separately presented under the owner's equity in the consolidated balance sheet and consolidated income statement net profit. The current losses that more than the minority shareholders entitled to share in the owners' equity of the subsidiary's opening balance are shared by the minority shareholders of subsidiaries, which decrease the equity of the minority shareholders.
a. Increase of subsidiaries
During the reporting period, if the increase in business combinations under common control subsidiaries, it should adjust the opening balance of the consolidated balance sheet and the income, expenses and profits of the subsidiaries from the combined beginning to the end of the reporting period should included in the consolidated income statement; the cash flow of the subsidiaries from the beginning of the reporting period to the end should also included in the consolidated statement of cash flows, at the same time, adjusting the
Notes to the Financial Statements page 4
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
comparative financial statements related projects and the body of the report regarding that there has been in previous periods. During the reporting period, if the increase in business combinations under uncommon control subsidiaries, it does not require to adjust the opening balance of the consolidated balance sheet and the income, expenses and profits of the subsidiaries from the acquisition date to the end of the reporting period should included in the consolidated income statement; The subsidiaries from the acquisition date to the end of the reporting period cash flow is included in the consolidated statement of cash flows. When the business Combinations which are under the uncommon control and through multiple transactions step-by-step implementation, the options which is the equity before the acquisition date of the buyer who be purchased will be re- measured at fair value of the date of purchase by the main company and the difference between the fair value and book value are included in investment income in the current period. If the options which is the equity before the acquisition date of the buyer who be purchased involved in other comprehensive incomes which have to transfer to the period when investment income of the date of purchase.
b. The disposal of subsidiaries
i. General method
During the reporting period, if the Company disposed of a subsidiary, the income, expenses and profits of the subsidiary are included in the consolidated income statement from the beginning to the disposal date and the cash flows of the subsidiary should be included in the consolidated statement from the beginning to the disposal date. When the company loses control of asubsidiary‘s rights due to the disposal of part of the equity investment or other reasons, the company after the disposal of the remaining equity investment will be in accordance with the re- measured at fair value at the date of loss of control. The aggregate which is the price of disposal of equity and the fair value of the remaining equity minus the proportionate calculation which should be entitled to the difference between the shares of the net assets of the original continuous basis since the acquisition date have to include in the loss of control of the current investment income. The other comprehensive incomes which are related to the former subsidiary's equity investment should transfer to investment income when it is in loss of control.
ii. Disposal in steps
 Generally
When the situation is that the main company disposes subsidiaries in steps of several trading until losing controls, if the terms of trading which affect the equity investment in subsidiaries satisfied one or more conditions below, it should be recognized as a package deal and the relevant accounting treatment should be followed:
 The transactions are made under considerations or made at the same time
 The transactions will turn out a business result when they are treated as a whole
 One transaction depends on another
 One transaction is not beneficial while it is beneficial with another one
If the disposal belong the package deal, main company should record the dealings as disposal of subsidiaries until losing controls. However, the differences between disposal expenses and incomes without losing controls should be presented as other comprehensive income in the consolidated financial statements which will be transferred into the profit and loss of current period.
Notes to the Financial Statements page 5
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Before losing controls, the disposal of subsidiaries under one package deal, the accounting treatment should abide by Note 6 (2) d‗disposal of partly share investment in subsidiaries without losingcontrols‘. When controls are losing, the accounting treatment should follow the Note 6 (2) b i‗generalmethods‘.
c. Purchasing minority shares of subsidiaries
The difference between newly acquired long-term equity investment due to purchasing minority shares from subsidiaries and indentified assets in subsidiaries due to new ratio of shareholding from the purchasing date, should be recorded as an adjustment in the term of‗Equity ofpremium‘ of Capital reserves in the consolidated statements. When equity of premium is not enough to reduce, retained earnings should be adjusted.
d. Disposal of partly share investment in subsidiaries without losing controls
The difference between disposal prices and indentified net assets in subsidiaries which are relevant to the long-term investments of main company should be adjusted into‗equity ofpremium‘ of capital reserves in consolidated financial statements. When equity of premium is not enough to reduce, retained earnings should be adjusted.
7. Cash and cash equivalents
Cash comprises cash on hand and demand deposit. Cash equivalents refers to short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.
8. Foreign currency transactions
For any foreign currency transactions, they are recorded in functional currency. Transactions in currencies other than the reporting currency are translated into the reporting currency at spot rate on the transaction dates.
Monetary assets and liabilities denominated in foreign currencies are restated into the reporting currency using the rates of exchange ruling at the balance sheet date. The exchange gains or losses dealt with in the income statement, except the exchange difference that is created by foreign-currency loan relating to the constructed or produced assets that meet the capitalization condition is recognized as the cost of the assets before the assets reach the expected usable or available-for-sale conditions.
Non-monetary items denominated in foreign currencies which are measured at historical cost are translated using the exchange rates on their transaction dates. Non-monetary foreign items denominated in foreign currencies which are measured at fair value are translated using the exchange rates on balance sheet date, and any difference is recognized in income statement or other comprehensive income.
9. Financial instruments
Financial instruments are classified as financial assets, financial liabilities and equity tools.
Notes to the Financial Statements page 6
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(1)Classification of financial instruments
Financial assets recognized initially are classified as financial assets that are measured at fair value and its change is recognized in profit or loss, account receivables, available-for-sale financial assets and held-to-maturity investments that are measured at fair value and recognized in profit or loss. The classification of financial assets is subject to the holding intention and holding ability of the company and its subsidiaries.
(2) Recognition of financial instrument
a. The financial assets or liabilities of the company are measured initially at fair value.
The financial assets or liabilities are measured initially at fair value. Relevant expenses are recognized in gain or loss.
Interest and cash dividends are recognized as investment revenue during holding period. Premium or discount in fair value shall be recorded in gain or loss.
Difference between fair value and initial cost shall be recorded as investment revenue. At the end of the period, changes in fair value will be recorded into profit and loss of the current period.
While disposing the financial instrument, the difference between fair value and initial accounting amount should be recorded as investment revenue, meanwhile the profit and loss due to fair value changes should be recorded. b. held-to-maturity investment
Held-to-maturity investment is initially recorded in fair value and relevant costs and the bond interests which have not been taken are excluded .
The interests and cash dividends obtained over the period of assets held are recognized as investment income. Interest rate will keep steady during held to maturity period.
When treating with the disposal, the difference between the amount received actually and the initial recorded amount is recognized as investment income, and the changing gain or loss of fair value is adjusted.
c. account receivables
Accounts receivables obtaining from selling goods and providing services, and other receivables except for those with fair value in markets, include account receivables, other receivables, note receivables and prepayments. Initial amount shall be written in contracts. Financial receivables is recognized in present value.
When treating with the disposal, difference between contract price and book value is recognized in gain or loss. d. available-for-sale financial assets
the change of fair value of available-for-sale financial assets is recorded in capital reserve. The interests calculated by the effective interest rate over the holding periods are recorded in investment income. The cash dividends from the available-for-sale equity instruments are recorded in investment income at the time of the investee declaring the dividend distribution. When treating with the disposal, the difference between the amount received actually and the book value less the accumulated amount of fairvalue‘s change that recorded in capital reserve previously is
recognized as investment income.
Notes to the Financial Statements page 7
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
e. other financial liabilities
other financial liabilities is initially recognized in fair value and relevant costs. In subsequent period, book value equals to initial amount deducts amortization.
(3) Recognition basis and measurement method of financial assets transfer
The financial assets should be recognized when almost all the risks and rewards of the ownership right are transferred, or almost all the risks and rewards of the ownership right are neither transferred nor maintained but the control of the financial assets is given up.
The financial assets that are satisfied with the conditions of derecognition should be measured as financial assets transfer. Transfer of financial instruments is classified as total transfer and partial transfer. Transfer which satisfied conditions of confirming to be ended, the difference of two below should be recorded into profit and loss:
a. the book value of financial assets that will be transferred
b. the total of the consideration received from the transfer and the accumulated amount of fairvalue‘s change that is recorded in capital reserve previously is recorded in gain or loss.
When parts of financial assets that are satisfied with the conditions of derecognition, the integral book value of the transferred financial assets at the interval of the parts of derecognition and the parts of not derecognition is amortized in accordance with individual relative fair value. The difference between:
a. the book value of the parts of derecognition
b. the total of the consideration received from the parts of derecognition and the accumulated amount of fairvalue‘s change
that is recorded in capital reserve previously is recorded in income statement.
The financial assets that are not satisfied with the conditions of derecognition should be recognized as financial assets. The price received will be recorded as a financial liability.
(4) The condition of derecognition of financial liabilities
When all or parts of the current obligation are released, financial liabilities or parts of financial liabilities should be derecognized. If the company signed contract with creditors that old financial liabilities will be instead of new financial liabilities which has actually different nature with the old one, the old financial liability shall be released. If important conditions of old financial liabilities are changed, old financial liabilities shall be released partially. The one with new conditions in the contract shall be recognized as a new financial liability.
Difference of book value and initial purchase amount is recognized in gain and loss.
If the company repurchase partial financial liabilities, at the repurchasing date, book value of the financial liability is confirmed according to fair value of initial part and repurchased part. Difference between book value and initial purchasing price of releasing financial liability shall be recorded in gain or loss.
(5) Recognition method of fair value of financial assets and liabilities
The company recognized fair value of financial assets and liabilities from reliable market prices.
Notes to the Financial Statements page 8
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(6) Impairment of financial assets(excluded account receivables)
Except for financial assets that are measured at fair value and its change is recognized in profit or loss, account amount of financial assets will be checked at the end of the balance date. If there is an evidence that the fair value decreased, the provision of impairment loss should be recorded.
a.Provision for impairment of available-for-sale financial assets:
At the end of the accounting period if the fair value of available-for-sale financial assets decline severely, or it is expected that this decline is not temporary after consideration of all relevant factors, we can affirm that it has been impaired. Originally recorded in the owner the cumulative loss of the decline in fair value of equity shall be transferred out, the impairment loss is recognized.
Impairment losses recognized on available-for-sale debt instruments, in a subsequent period, the fair value has risen and objective matters occurring after the recognition of the impairment loss was recognized, the previously recognized impairment loss shall be reversed, namely, the income statement.
Impairment losses of available-for-sale equity instruments, shall not be reversed through profit or loss.
b. Provision for impairment of held-to-maturity investments
Same approach as accounts receivable impairment loss measurement approach.
10. Account receivables
(1) Recognition standards and provision method of account receivables with individual largeamount：
Recognition standards of bad debt provision of individual account receivables with significant amount:
Individual account receivable over 5 millions,
other individual receivable over 3 millions
Provision method of bad debt provision of individual account receivable with significant amount:
Account receivables with the significant amount and with the objective evidence that can demonstrate the value has been written down are made bad debt provision in accordance with the difference of the present value of future cash flows less than the book value.
Account receivables with the significant amount that are not written down through individual check are made bad debt provision by account aging analysis
(2)Recognized and provision of bad debts base on risk group
|||
|-|-|
||Account receivables that are not recognized bad debt based on|
|Recognition of risk group||
||Individual account.|
|Method of bad debt provision of risk group|Account aging analysis|

In risk group, account aging analysismethod：
Aging Proportion of account receivables Proportion of other receivables
Notes to the Financial Statements page 9
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(%) (%)
1-6months (including 6 months) 0 0 6-12 months 5 51－2years ( including 1 year) 10 102－3years ( including 2 years) 30 303－4years ( including 3 years) 50 50 4-5 years( including 4 years) 80 80 Over 5 years 100 100 (3) non-significant individual account receivables with provision of bad debts
Reason and method:
There is indication that the individual account receivables have impairment loss. Provision of bad debt will be the difference between book value and future cash flows.
Other instructions:
There is no provision of bad debt in scope of related parties for consolidation.
11. Inventories
(1)Classification of inventories
They include raw materials, turnover materials, consignment processing materials, and so on.
(2)Measurement of inventories delivered
When inventories are delivered, the effective costs are recognized by weighted average method.
(3)Recognition basis of net realizable value of inventories and provision method of inventory write-down provision
At the end of reporting period, the inventories are measured at the lower of the costs and net realizable value and made write-down provision for individual inventory.
Finished goods, merchandise inventory and material for sale are used for sell directly. In operating activities, net realizable value equals to expected sale price deducts sale costs. Net realizable value of other material which need further working equals to expected value deducts costs before accomplishment. Net realizable value of goods for selling and service contracts shall be recognized in contract price. Premium goods than required in contracts shall be recognized in common selling prices. At the end of the reporting period, provision of falling price shall be recognized individually. Otherwise the goods is hard to tell from other products in same location and industry. If the effects of falling price does not exist anymore, the amount which have been deducted in last period shall be recovered. Recovered amount shall be recorded in gain or loss.
Net realizable value of inventories are market price at balance date unless any indication that the market price at balance date appears abnormally.
Evidence of abnormal price at balance date:
At the end of the reporting period, evidence ofinventories‘ net realizable value:
Notes to the Financial Statements page 10
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
a. the net realizable net of finished goods is the estimated selling price less the estimated costs to sell and the relevant tax; b. when the net realizable value of held-for-production materials is higher than the costs, they are measured at the costs; when the price of the materials decrease, which indicates the net realizable value of the finished goods is lower than thecosts， the net realizable value is the estimated selling price less the estimated costs incurred until the completion of production, and the estimated costs to sell and the relevant tax; c.the net realizable value of held-for-sale materials is the market price.
(4)Policies of inventory counting
The Company adopts perpetual inventory system.
(5)Amortization method of low-value consumables and packing goods
a. Low-value consumables
b. Packing materials are amortized by one-off write-off method.
12. Long-term equity investments
(1)Recognition of initial investment costs
a. The initial costs of the long-term equity investments obtained by the combination.
Under common control, company pays cash, non-monetary assets, taking on bet or issuing equity bond as the price of consolidation. The initial costs should be recognized in terms of the book value ofowner‘s equity in the acquiree. Difference between long-term equity investments and purchasing price shall be adjusted in premium of capital reserves. Residual amount will be adjusted in retained earnings. Costs which include auditing expenses, estimation expenses and law consultation expenses, shall be recorded in gain or loss.
Under non-common control, initial costs should be recognized in terms of the consolidation costs at the acquisition costs. The initial costs of the long-term equity investment obtained by cash are the acquisition price paid actually. The initial costs of the long-term equity investment obtained by equity securities issued are the fair value of equity securities issued. The investment from investor is recorded at value agreed in the investment contract as initial cost. The initial costs of the long-term equity investment obtained by exchange of non-monetary assets or debt restructure are recognized in accordance with the regulation of Standards.
b. other long-term equity investments
long-term equity investments which is obtained by cash shall be recognized as actual amount paid.
Long-term equity investments which is obtained by issuing equity bonds shall be recognized as fair value of bonds. Investor shall recognize the contract price as the initial cost except for those contracts without fair value.
In actual business transactions, long-term equity investments which are exchanged by non-monetary assets shall be recognized in fair value of assets outputs, unless the fair value of assets inputs are more reliable. If the fair value is not reliable, book value and other expenses of assets output will be recorded as initial cost.
Notes to the Financial Statements page 11
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Long-term equity investments obtaining by liabilities restructuring will be recognized in its fair value.
(2)Subsequent measurement and recognition method of gain or loss
a. Subsequent measurement
When the company do long-term equity investments in subsidiaries, cost method will be used. When the company is preparing financial statement, equity method will be used.
Cost method will be used if the company does not have control or significant influence to investee. There is no market price or reasonable far value will be at the same situation.
Otherwise, equity method will be used. When initial investing cost is higher than net reliable assets value, there is no adjustment in initial cost of long-term equity investment. On the other hand, the difference shall be recorded in gain or loss.
Subsequent measurement whenowner‘s equity changed ininvestee‘s:
As steady percentage of holding shares ininvestee‘s, gain or loss shall be computerized as the ration of holding shares. Book value of long-term equity investments shall be adjusted. Capital reserves will be adjusted either. b. Recognition of gain or loss
Under cost method, accounting policies and accounting periods shall be the same in the company and its subsidiaries. Any difference shall be adjusted according to the methods in parent company. Depreciation and amortization based on fair value of fixed assets, intangible assets hall be adjusted. Inter-group transaction in joint ventures shall be adjusted.Investee‘s gain or loss shall be recognized.
As theinvestee‘s loss is recognized, the order of accounting treatment will be:
First of all, book value of long-term equity investment will be deducted. Then, when book value is not sufficient to be deducted, other actual book value of long-term investments will be deducted. Last, beside the liabilities written in contracts, expected liabilities will be recognized as accrued liabilities. As theinvestee‘s gain is recognized, accounting treatment shall be opposite as the statement above.
During the period of holding the investment, net gain and other equity changes shall be recogized as their amount in the consolidate financial statements.
c. Disposal of Long-term Investment
The difference of account amount and the actual purchase price should be recorded into profit and loss during disposing. For equity method, changes due to other equity except for net income changes which are recorded as equities should be transferred into profit and loss in current period when the asset is disposed.
If main company loses controls of subsidiaries according to disposal of partly share investment or other reasons, account amount of the rest share investment will be recognized as long-term investment or other relevant financial assets in account amount. After disposal, if the rest share investment has significant effects on subsidiaries, firstly derecognised part of the financial assets should be carried down. On the basis of that, if the difference between expenses of rest investments and net identified assets which belongs to main company in initial ratio, belongs to
Notes to the Financial Statements page 12
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
goodwill, account amount of long-term investment should not be adjusted. While expenses of rest investments are less than net identified assets which belongs to main company in initial ratio, both long-term investment and retained earnings should be adjusted. The net income of invested companies due to equity method after getting the financial assets in initial amount, firstly the account amount of long-term investment should be adjusted, then retained earnings should be adjusted if the main company has net profit during the holding period( excluding profits and cash interest which have been declared and issued). Lastly, from the date of getting the financial assets and the date of disposal, the profit belongs to main company should be recorded into profit and loss of current period. The profit belongs to main company due to other changes, both account amount of long-term investment and capital reserves (other capital reserves) should be adjusted.
(3)Recognition basis of joint control and significant influences over investees
Basis of joint control over theinvestee：There is the contract or agreement of two or more parties, and theinvestee‘s finance and operating policies must be determined by both sides or several sides. Investors and investees are joint ventures when they are under common control.
Basis of having significant influence over theinvestee：There is power of attending acompany‘s decision making, but control or joint control cannot be confirmed. If the investor has significant effect on investee, it should be called joint venture.
(4)Method of impairment test and impairment provision
Under significant influence, long-term equity investments without market price or fair value shall be impaired according to difference between fair value and present value as the similar financial instruments.
Except goodwill by business combination, if there is any evidence to impairment loss, or recoverable amount is lower than book value, the difference shall be recognized as impairment loss.
Once made provision for impairment loss, it cannot be reversed in the subsequent accounting periods.
13. Fixed assets
(1)Recognition conditions of fixed assets
The fixed assets are the tangible assets held for goods produced, services rendered, leasing or administration and the using life are over one accounting period. They are recognized by satisfying with the following conditionssimultaneously：
a. The economic benefits related to the fixed asset probably flow to the company;
b. The costs of the fixed asset can be measured reliably.
(2)Classification and depreciation method of fixed assets
Depreciation method shall be recognized in yearly average method according to category of fixed assets, expected useful life and expected residual value. Different parts of an asset shall use different depreciation method according
Notes to the Financial Statements page 13
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
to different useful life and contribution to benefit. Financial leasing assets use residual useful life as the depreciation period if the ownership will transfer to the company. Otherwise, the shorter one between leasing period and residual useful life will be depreciation period.
Depreciation period and depreciation rate by category:
Estimated life Estimated net scrap
Items Annual depreciationrate（%）（year） value（%）
House and buildings 30-35 3 2.77-3.23 Machinery and equipment 7-14 3 6.93-13.86 Transport tools 8 3 12.13
Office device and others 5 3 19.40
(3)Impairment test method and provision method of fixed asset
On each balance sheet date, the Company made assessment on whether or not there is any indication of potential impairment of fixed asset.
If there is any evidence that indicates the possibility of impairment, it will be taken the impairment test to recognize its recoverable amount and should be made provision at the lower of the carrying value and the recoverable cost. Once made provision for impairment loss, it cannot be reversed in the subsequent accounting periods.
The recoverable amount of fixed asset is the higher of present value of the expected cash flow and its fair value less costs to sell. The net amount of the fair value of the fixed asset less the disposal costs is recognized in accordance with the amount of the agreed price in contract less the amount that are attributable directly to the disposal costs, if there has the agreed price in the contract. Or if there has no fair trade agreement but has the active market or the trade price of like-asset, the net amount of the fair value is recognized in terms of the market price less the disposal costs. Or the recoverable amount of the net amount of the fair value that cannot be estimated reliably is recognized as the present value of expected future cash flows over the periods of the fixed asset held and disposed. 14. Construction in progress
(1)Types of construction in progress
The construction in progress of the company is classified as self-construction and outsource-construction.
(2)Standards and time point of construction in progress transferred to fixed assets
All costs for activities for expected purpose of construction and production in construction in progress will be recorded as book value of fixed assets.
When the constructions completed reach the usable status, it should be transferred to the fixed assets. Before the completion accounting is finished, estimated project budget, cost of manufacturing and actual project cost will be
Notes to the Financial Statements page 14
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
transferred to fixed assets. According to the depreciation method, accumulated depreciation shall be recognized. After the completion accounting is finished, the difference between actual cost and estimated cost will be adjusted. However, depreciation will not be adjusted
(3)Impairment test method and impairment provision method of construction
On each balance sheet date, the Company made assessment on whether or not there is any indication of potential impairment of construction in progress.
If there is any evidence that indicates the possibility of impairment, it will be taken the impairment test to recognize its recoverable amount and should be made provision at the lower of the carrying value and the recoverable cost. Once made provision for impairment loss, it cannot be reversed in the subsequent accounting periods.
The recoverable amount of construction in progress is measured at the higher of theasset‘s fair value less costs to sell and the present value of the expected cash flow.
15. Borrowing costs
(1)Recognition principle of borrowing cost capitalization
Borrowing costs include loan interest, discount or premium amortization, ancillary expenses and exchange differences.
Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset shall be capitalized as part of the cost of that asset. And other borrowing costs are debited to the income statement according to the recognition of the incurred amount.
A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use or sale, those qualifying asset could be fixed assets, investment property and inventories.
Loan interest will be capitalized when:
a. Assets expenses which include cash paid for constructing and producing capital, cost for converting non-monetary assets or other liabilities have happened.
b. Loan expenses have happened.
c. The activities which prepared for basic construction and production have started.
(2)Computation method of the capitalization amount
The period of capitalization is from the time point of borrowing costs starting capitalization to the time point of ending capitalization. The period of capitalization suspended is excluded.
The capitalization should be suspended if the process of construction or production is interrupted improperly. The capitalization should be suspended if the assets have been achieved individually.
The capitalization should be suspended if the whole process of construction or production is interrupted even if some part of it have been achieved already.
(3) Suspended period of capitalization
Notes to the Financial Statements page 15
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
The capitalization which is suspended over 3 months will purse to be capitalized. If the suspending is necessary process to achieve construction or production of the assets, borrowing costs shall be continue to be capitalized. During the suspending period, borrowing expenses shall be recorded in income statement. Until the restart of the activities, borrowing expenses will be capitalized.
(4) computation of capitalization amount
The computation of the capitalizationamount：①the special borrowing is recognized by the interest expenses incurred actually in current period of special borrowing less the interest income from unused borrowings deposited in bank or the investment income from temporaryinvestments；②using normal borrowings is calculated by the weighted average amount of accumulated asset expenditure exceeding the special borrowing for the asset expenditure times the capitalization rate of normal borrowings. The capitalization rate is calculated using weighted average borrowingrate；③the amortized amount of the discounted value or premium of borrowing in every accounting period is recognized by the effective interest rate, and the interest amount in every period is also adjusted.
The effective interest method is the method used to calculating its amortized value or premium or interest expenses by the effective interest rate of borrowings. The effective interest rate is the rate used to discounting the future cash flows in the expected continual periods as the book value of the borrowing.
16. Intangible assets
(1)Valuation method of intangible assets
a. Initial recognition
Cost of purchased intangible assets includes purchase cost, tax expenses, other expenses contributing to the intangible assets. Purchase cost which is paid out of the contract period is financial cost. Actual cost of purchasing intangible assets shall be recorded as its present value. Intangible assets from liabilities restructuring should be recognized in its fair value. The difference between its book value and fair value shall be recorded in gain or loss. In non-monetary assets exchanges, intangible assets is recognized in fair value of the old asset if the transaction is substantial and its fair value is measured reliably unless the new asset is more reliable. Except for the situation above, book value of old asset and relevant tax expense will be recorded as the cost of intangible assets.
Companies under common control, intangible assets which come from business consolidation are recognized in its book amount. Under non-common control, the fair value will be the amount in recognition of intangible assets. Costs of self-development intangible assets include: material of research and development, labor cost, registered cost, amortization of other patent which is used in development and other interest expenses which is capitalized. Other direct expenses which is for getting the purpose of the intangible assets will also be recorded.
b. subsequent measurement
When the intangible assets are recognized, useful life of intangible assets should be analyzed.
Notes to the Financial Statements page 16
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
The subsequent measurement of intangible assets is:①the intangible assets with finite life are amortized using straight-line method, and at the end of reporting period, the life and amortization method is reviewed. If there is difference with the previous estimates, the adjustment will be carried out;② the intangible assets with infinite life are not amortized. At the end of reporting period, however, the life is reviewed. If there is any evidence that can demonstrate the life is finite, the life of intangible assets will be estimated and amortized by straight-line method. (2)Estimation of the usable life of intangible assets with finite life
At the end of the year, review the amortization method and finite useful life of intangible life.
There is no difference of amortization method and useful life as expected.
(3)Judgement basis of infinite life
There is no intangible assets with infinite life as at the end of this period.
(4)The impairment test method and provision method of intangible assets
Intangible assets with infinite life shall be impaired if there is evidence that it need to be.
Intangible assets with infinite life shall be impaired at end of each period.
Impairment test shall be held to test the recoverable amount of intangible assets. Individual intangible assets will be basic to estimate the recoverable amount, or recoverable amounts will be recognized in a intangible assets group. If there has the indication that the intangible assets are impaired, the recoverable amount is recognized by taking impairment test and the intangible assets are made provision at the lower of book value and recoverable amount. At the end of reporting period, the company should check whether the intangible assets are impaired or not.. Once the impairment loss of intangible assets is identified, it will not be back in the subsequent accounting periods. The impairment test method is that the intangible assets that indicate the impairment are made the test for the recoverable amount.
The NRV of intangible assets is valued at the higher of theasset‘s fair value less costs to sell and the present value of the expected cash flow.
(5)Specific standards ofR&D stage in internalR&D projects and specific standards of expenditure on development that meet the capitalization conditions
The specific standards of differentiating research stage and development stage of internalR&Dprojects： research stage is the planned research for obtaining knowledge of new technology, the preparation for further development.
Development stage is applying specific researching results and other technologies to some plans or designs to produce new material, devices and products.
(6) specific criteria for capitalization in development stage
In development stage, costs will be recognized as intangible assets if satisfied:
a. the technical availability of finishing the intangible asset that can be used or sold;
b. equipped with the intention of use and sale after the completion of the intangible asset;
Notes to the Financial Statements page 17
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
c. the mode of creating the economic benefits from the intangible asset includes can demonstrate there is the market for the products of the intangible asset or the intangible asset itself. If the intangible asset is used internally, the usability can be demonstrated;
d. there has the supporting by sufficient technique, financial resources and other resources to complete the development of the intangible asset and the company have the competence of using or selling this intangibleasset；
e. the expenditure on the development stage of the intangible asset can be measured reliably.
Development stage is applying specific researching results and other technologies to some plans or designs to produce new material, devices and products. This phase to a great extent, has formed a basic requirement of a new product or new technology.
According to the actual situation of the company, the period between estimation and production is development stage. The cost of the project will be capitalized with capitalization criteria satisfied.
Projects of basic technology research belongs to research stage. All the cost of this stage is recorded in gain or loss. 17. Goodwill
Goodwill which is formed under non-common control business consolidation, will be initially recognized as the difference between the cost paid by acquirer and the net reliable assets in acquiree.
Goodwill in the relevant asset group or combination of group assets disposal shall be transferred out and recorded into the profits and losses.
Goodwill is not amortized, and the impairment test of goodwill will be held at the end of at each financial year. In impairment test of goodwill, the book value of the goodwill formed by the merger of enterprises is amortized to relevant assets group. Others which is hard to classified to any assets group belongs to relevant assets group combination. When fair value of goodwill is not reliable, amortization ratio will be the percentage book value of the assets group takes in the whole assets groups.
For amortization of assets group with goodwill, recoverable amount shall be recognized and compare to relevant book value in order to recognize relevant impairment loss. Then impairment test should be held to compare the book amount and recoverable amount for those assets groups. If the recoverable amount is lower than book amount, impairment loss of goodwill is recognized. Impairment loss of goodwill is recorded in gain or loss and will not be recovered in next period.
18. Long-term prepaid expenses
Long-term prepaid expenses of the company are the expenditure that have been expended but the beneficial period of which is over 1 year (exclude 1 year). Long-term prepaid expenses are amortized over the beneficial periods.
19. Accrued liabilities
Notes to the Financial Statements page 18
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
When the company is involved in litigation, debt guarantees, loss of contracts, reorganization, it shall be recognized as accrued liabilities if the company will pay assets or offer service in reliable amount in future periods.
(1)Recognition standards of accrued liabilities
This obligation is the actual obligation the company undertakes.
a. This is the current obligation of the company
b. It probably leads to the outflow of economic benefits
c. the reliable estimate can be made of its amount.
(2)Valuation method of accrued liabilities
The accrued liabilities are measured initially at the optimal estimates of the expenses of fulfilling the actual obligation. If the expenses cover the serial range and the possibility of various results occurred is the same, the optimal estimate is the mean of this range. If relating to several projects, the optimal estimate is identified in accordance with the possible result of its probability.
At the end of reporting period, the book value of the accrued liabilities should be reviewed. If there is any evidence that can demonstrate the book value does not reflect the current optimal estimate, the book value should be adjusted to the current optimal estimate.
20. Revenue
(1) General principles of revenue recognition and measurement
a. General principles of revenue recognition and measurement
the risks and rewards of ownership have been transferred tobuyers；the company neither maintains the right of continuing management that is related to ownership, nor implements control over goods sold; the amount of revenue can be measuredreliably； the future economic benefits probably flow to thecompany； the relevant cost of goods sold that is incurred or will be incurred can be measured reliably.
b. Sales confirmation standard and the specific revenue recognition time judgment standard
①Motorcycle and engine mainly have the right to charge a price for finished goods warehouse and affirm income for the basis②Automotive air conditioner and fittings mainly have the right to charge a price to customer acceptance and affirm income for the basis.
c. Accounting method of selling goods is normally same as other companies in the same industry.
(2)Recognition and measurement of transfer of asset-use right
Revenue arising from the transfer of asset-use right shall be recognized only when both of the following conditions are satisfied: it is probable that the associated economic benefits will flow to the enterprise; the amount of the revenue can be measured reliably.
a. Amount of interest income, according to others to use the enterprise monetary fund of the calculate and determine the time and real interest rates;
Notes to the Financial Statements page 19
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
b.Royalty revenue amount, in accordance with the relevant contract or agreement, time and method to calculate and determine the fee
(3) According to the percentage completion method to confirm the income and the building contract services revenue recognition and measurement principles
At balance date, service providing transaction is measured reliably which will be recognized in percentage of achievement. The recognition of service providing income depends on the percentage of achievement. In accordance with the received or receivable ascertain the total revenue from the services of the contract or agreement, received or the fair price stipulated in the contract or agreement is excluded. At the balance date, working completion percentage times total service income substrates the service income which has been recognized will be service income for this period. Meanwhile, working completion percentage times total service cost substrates service cost which has been recognized will be service cost for this period.
At the balance date, service income and cost cannot be recognized reliably:
a. service cost which is expected to be recognized shall be recorded as service income. And the cost shall be recorded.
b. service cost which is not expected to be recognized will be recorded in profit or loss in the period. And there is no service revenue.
(4) transfer asset-use right
Revenue arising from the transfer of asset-use right shall be recognized only when both of the following conditions are satisfied: it is probable that the associated economic benefits will flow to the enterprise; the amount of the revenue can be measured reliably.
21. Government grants
(1)Types of government grant
Government grant is the monetary and nonmonetary assets of companies getting from government for free. Government grants include government grant related to assets and government grant related to income.
Government grant related to assets, referred to those grant which are used to build long-term assets. It includes grants to buy fixed assets and intangible assets, and compensations of interests of borrowings to buy fixed assets. Government grants related profit and loss, excluded those grants related to assets.
The specific standard of grants related to assets: there is a government document which says the grants should only be used to buy or build other long-term assets.
The specific standard of grants related to profit and expenses: there is a government document which says the grants should only be used to relevant expenses and loss.
For those grants without specific government document, the standard is: according to the actual situation, if the grants cannot be recognized as an investment grants, the standard should follow‗Accounting standard for business
Notes to the Financial Statements page 20
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
enterprises NO.16---GovernmentGrants‘.
(2)Accounting treatment of government grants
Government grant that is related to fixed assets and intangible assets is recognized as deferred income and allocated average over the relevant periods of usable life and recorded in other revenue.
Government grant related to income is treatedas：①if the grant is a compensation for related expenses or losses to be incurred by the Company in subsequent period, the grant shall be recognized as deferred income, and recognized in profit or loss over the periods in which the related costs are recognized;②if the grant is a compensation for related expenses or losses that have incurred is recognized directly in income statement.
(3)Timing of Confirm
If the amount of government is fixed, it should be confirmed as non-operating income when it is declared. Unless it should be recognized when the grants are received.
22. Deferred tax assets and deferred tax liabilities
Deferred tax assets are recognized as the amount of income tax recoverable in future periods in respect of deductible temporary difference.
Temporary difference will be recognized as deferred tax liability except for special situations.
The special situations that DTL or DTA will not be recognized:
Initial recognition of goodwill;
Except for enterprise merger, other transactions which will not affect the amount of revenue or tax payable. When the company has legal right to calculate the net amount, and has intentions to receive assets or repay liabilities in net amount at the same time, DTA and DTL in the period shall be recognized in the net amount after amortization.
When the company has legal right to calculate DTA and DTL, and deferred tax assets and deferred tax liabilities are with the same tax collection departments which is related to the income tax rate for the same entity or are related to different tax payment main body, DTA and DTL in the period shall be recognized in the net amount after amortization.
At the end of reporting period, if there is any evidence that can demonstrate the company probably recovers the sufficient amount of income tax in future period offsetting deductible temporary difference, the deferred tax assets unrecognized in previous accounting periods are recognized. If the company probably cannot recover the adequate amount of income tax in future period offsetting deductible temporary difference, the book value of deferred tax assets is written down.
To taxable temporary difference related to the subsidiaries and joint venture, the deferred tax liabilities are recognized, unless the company can control the reverse time of temporary difference and this temporary difference cannot be reversed in foreseeable future probably. To deductible temporary difference related to the subsidiaries
Notes to the Financial Statements page 21
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
and joint venture, the deferred tax assets are recognized when this temporary difference can be reversed in foreseeable future probably and the company can probably recover the sufficient amount of income tax offsetting deductible temporary difference.
23. Leases
(1) Operating lease
a. Rent paid by the company ( with the free-rent periods) is amortized in straight line method to profit or loss. Relevant rent fee will also be recognized as costs.
The relevant rent fee paid by lesser should be deduct from the total rent cost. The rest of rent cost will be amortized in straight line method and recognized as cost.
b. As a lesser, the company should record rent received ( with the rent-free periods) as rent income which is amortized in straight method. Relevant rent fees paid by the company should be recorded as costs. For large amount of the costs, it will be capitalized. Throughout the lease period according to the basis of the same as the rental revenue recognition in installment plan enter current earnings.
Rent costs paid by the company should be eliminated from the total rent income. Rest of the income will be amortized during the leasing period.
24. Assets held for sale
(1) Recognition criteria
Non-current assets which satisfy the conditions below will be recognized as assets held for sale:
a. Company have make any decision on the asset sale transaction.
b. The company has signed an irrevocable transfer agreement.
c. The asset transfer will be completed in one year
(2) Accounting method
For non-current assets conform to the conditions of holding for sale( excluding financial assets and DTA), picking the lower one between book value and fair value minutes costs as the other current assets. Assets impairment loss will be recognized if fair value minutes costs is lower than book value.
25. Related parties
Related parties are one party control, jointly control the other party or impose significant impact on the other side, and two or more than two parties by one party control, common control with. Both natural person and companies could be related parties. Just as controlled by the state and there is no other related party relationship, does not constitute a related party of the company.
Related parties of the company:
Notes to the Financial Statements page 22
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(1) Parent company
(2) Subsidiary
(3) Other companies which are under control of the same parent company
(4) Investors who take common control of the company
(5) Investors who take significant effect on the company
(6) Joint venture, including subsidiary of the joint venture
(7) Consortium, including subsidiary of the consortium
(8) Major investors and close families
(9) Major management stuff and close families of the companies and parent company
(10) Major investor of the company, significant management stuff and close families, control pr joint control of other enterprises
26. Changes in accounting policies and accounting estimate
(1)Accounting policy changes during reporting period
No change in current reporting period.
(2)Accounting estimate changes during reporting period
No change in current reporting period.
27. Correction of prior period errors
(1) Retrospective Restatement
There is no correction of prior period errors in this period .
(2) Prospective Application
There is no correction of prior period errors in this period.
Ⅲ. Taxation
1. The main taxes and tax rate
||
|-|
|Taxable base|
|Calculated on tax law from selling goods and taxable services based onthe calculation of output tax, after deduction of input tax deductibility ofthe current period, the balance part of VAT payable|
|Revenue of taxable consumables|
|Revenue of leasing and taxable services|
|Value-added tax, operating tax and consumption tax paid|

Notes to the Financial Statements page 23
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
||
|-|
|Taxable base|
|Taxable income|

 2. Tax benefits in the company and itssubsidiaries：
The company and its subsidiary (Chongqing Jianshe Vehicle-used Airconditioning LLC.) can enjoy the lower tax rate under the tax policies of Western large-scale development, according to the regulation of CaiShui[2011]No.58‗Notice of implementation of tax policies of Western large-scaledevelopment‗, Corporate income tax of the company and its subsidiary (Chongqing Jianshe Vehicle-used Airconditioning LLC.) is paid at the rate of15%.
Corporate income tax of other subsidiaries is paid at the rate of25%.
Thecompany‘s export tax rebate rate of Motorcycle is15%, according to the regulation of‗Notice of increasing export tax rebate rate of parts of machineryproducts‘ (Cai Shui[2009] No. 88) issued by the Ministry of Finance and State Taxation Administration.Ⅳ. Consolidation and consolidated financial statements
1. Information of subsidiaries
(1)Subsidiaries obtained by establishment or investment
Closing
balance of
Registered Minority Type of Registered
capitals
e cf afe pc itt aiv lse Prop oo fr tion
Proportion
Consolidated interest Name of subsidiaries
subsidiaries address
Nature of business （ten Scope of business
invested shareholding
of voting
or not（ten thousand （ten (%)
right(%) thousandYuan）
thousand
Yuan)Yuan）
Sale of motorcycle and its
parts, Vehicle-used
airconditioning,
electromechanical products
Chongqing Jianshe
(exclude automobile), metal
Marketing Co., LLC Chongqing Domestic sales 1,200 1,200 100.00 100.00 Yes
materials (exclude precious
Ltd.
metal), household
appliances, maintenance and
repair of household
appliances
Chongqing Jianshe
Manufacturing, sale and
Vehicle-used Chongqing manufacture
LLC 16,000 repair of Vehicle-used 16,000 43.75 100.00 Yes
Airconditioning sales
airconditioning and its parts
LLC.
Chongqing Jianshe
Motorcycle Sale of Vehicle, motorcycle
LLC Chongqing Sales 50 50 45.00 100.00 Yes
Consignment Co., and its installation kits
Ltd.
Ningbo Jianshe
Motorcycle Production and sale of
LLC Ningbo Manufacture sales 1,600 816 51.00 51.00 No
Manufacturing Co., motorcycle and its parts
Ltd.
(2)Subsidiaries consolidated by companies under common control
Notes to the Financial Statements page 24
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Closing
Name of subsidiaries Type of business
R ae dg dis rt ee sr se d N buat su inre
e
so sf
（R tece nag
p
ti hs itt oae ulr se
s
ad
n d
Scope of business
inb vea
c
efl
a
sfa
te
pn
ec
i
dc
tt
ae
i（v
l
so
e
t
f
e n
P shro ap reo hr oti lo dn
in
o gf P or fo p vo or tit nio gn
Con os ro nli od ta ted M ini tn eo reri st tyYuan）
thousand (%) right(%)
Yuan）
Operating and
agent all kinds
of goods and
technology
import and
export
Chongqing Northern
Jianshe Import and Export LLC Chongqing
Foreign
6,037.80
(national limit
6,037.80 95.14 100.00 Yes trade or prohibit the
Trade LLC
import and
export
company of
goods and
technology
except)
(3)Subsidiaries consolidated by companies under uncommon control
Closing
balance of
Minority Registered effective
interest Name of subsidiaries
bT uy sp ine eo sf
s
R ae dg dis rt ee sr se d（tec na p thit oa uls
s and
Scope of business
ic na vp ei sta tels
d
P shro ap reo
(h
%r oti )lo dn
in
o gf P ror ifo
g
p
v
ho
o
t
r
t
(it%nio
g
)n
Con os ro nli od ta tedth（ out se an n d Yuan) （ten
Yuan) thousand
Yuan）
Motorcycle with two wheels, portable
Shanghai Jianshe motorcycle with two wheels and installation kits
Motorcycle Co., LLC Shanghai 1,600 manufacturing and sale, moped manufacturing 816 51 51 Yes 53.42 Ltd. and sale, power-driven bicycle and its parts
manufacturing and sale
2. The changes of scope of consolidated financial statements
(1)Subsidiaries that the company possess50% or under50% voting right and that are fit into consolidation range is not exist.
(2)Invested companies that the company possess over50% voting right but that are not fit into consolidation range
Proportion of Reasons for not bringing into the range of Name of companies
voting right
consolidation
The company have stopped operation and Ningbo Jianshe Motorcycle Manufacturing Co., Ltd. 51% have made the impairment provision for full amount of equity.
(3)Instruction of the change of consolidation range in the reporting period
Chongqing Jianshe Marketing Co.,Ltd will ended three subsidiaries which have been not operating for many years. It will not be included in the consolidated financial statements.
3. Entities which are included in the consolidated financial statements and which are not included in the consolidated financial statements from this financial year
(1) There is no entities will be included in the consolidated financial statements as subsidiaries, entities with special purposes, entities being controlled by entrusted management or tenant ways
(2) Those entities will no longer be included in the consolidated financial statements as subsidiaries, entities with special
Notes to the Financial Statements page 25
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
purposes, entities being controlled by entrusted management or tenant ways
The reason of Registered Shareholding Voting ratio excluding in NO Name of Companies Nature of business
address ratio（%） （%） consolidated statements Retails of motorcycle and
Cancellation of Guangxi Jianshe Motorcycle LLC 52.00 52.00
1 Guangxi
accessories
liquidation Wholesale and retail
Cancellation of Chengdu Jianshe and marketing LLC motorcycle and 100.00 100.00
2 Chengdu
accessories liquidation Wholesale and retail
Cancellation of Hohhot Jianshe Motorcycle marketing LLC motorcycle and 100.00 100.00
3 Hohhot
accessories liquidation Note: The consolidation financial statements will not include the three companies which have not been operated for many years. And all the taxation and cancellation procedures have been finished in industrial and commercial bureau.
Ⅴ. Notes to the significant items of consolidated financial statements
1. Cash and cash equivalents
(1)Category of cash and cash equivalents
31 December 2013 31 December 2012
Items Original Exchange Original Exchange
RMB RMB currency rate currency rate
Cash： 69,530.86 Ofwhich：RMB 55,321.10 67,176.10 USD 374.63 6.2855 2,354.76 EUR
Subtotal 55,321.10 69,530.86 Bankdeposits： 81,540,382.54 Ofwhich：RMB 168,565,749.59 80,509,569.38 USD 258,764.31 6.0969 1,577,660.12 160,353.39 6.2855 1,007,901.25 EUR 2,805.23 8.4189 23,616.95 2,754.63 8.3176 22,911.91 Subtotal 170,167,026.66 81,540,382.54
Notes to the Financial Statements page 26
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
31 December 2013 31 December 2012
Items Original Exchange Original Exchange
RMB RMB currency rate currency rate
Other monetary
375,184,179.99assets：
Ofwhich：RMB 218,077,146.80 375,168,838.18 USD
EUR 1,794.50 8.4189 15,107.72 1,844.50 8.3176 15,341.81 Subtotal 218,092,254.52 375,184,179.99 Total 388,314,602.28 456,794,093.39 (2)Details of other monetary assets which is limited
Items 31 December 2013 31 December 2012 Bank acceptance deposit 207,478,217.39 352,280,477.76 Guarantee deposit 10,614,037.13 22,903,702.23 Total 218,092,254.52 375,184,179.99 2. Notes receivable
(1)Category of notes receivable
Items 31 December 2013 31 December 2012 Bank acceptance note 81,086,424.87 74,465,864.34 Business acceptance note 167,000.00
Total 81,253,424.87 74,465,864.34 (2)The Company has no notes receivable were reclassified as accounts receivable.
(3)Top 5 Notes receivable endorsed to third parties but not yet matured is as follows:
Drawer Issuing date Maturity date Book value 1. Chongqing Changan Auto Co., Ltd. 2013/07/18 2014/01/06 9,800,000.00 2. Chongqing Changan Auto Co., Ltd. 2013/08/22 2014/02/22 3,230,000.00 3. Jiangxi Changhe Suzuki Auto Co., Ltd. 2013/09/05 2014/03/05 2,083,126.24 4. Jiangxi Changhe Auto Co., Ltd. 2013/11/28 2014/05/28 1,906,812.73
Notes to the Financial Statements page 27
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Drawer Issuing date Maturity date Book value 5. Hebei Zhongxing Auto Manufacturing Co., Ltd. 2013/11/15 2014/05/15 1,850,000.00 Total 18,869,938.97 3. Dividend receivables
Item 31 December 2012 Increase Decrease 31 December 2013 Dividend receivables within 1 year 30,470,000.00 30,470,000.00
Of which: (1)Chongqing Jianshe Yamaha Motorcycle
15,000,000.00 15,000,000.00
Co., Ltd.
(2)Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd. 14,000,000.00 14,000,000.00
(3) Chongqing Pingshan Taikai Carburetor Co., Ltd. 1,470,000.00 1,470,000.00
Total 30,470,000.00 30,470,000.00
4. Account receivables
(1)Account receivables aging analysis
31 December 2013 31 December 2012
Book Balance Provision of Bad Debt Book Balance Provision of Bad Debt Aging
Proportion Proportion Proportion Proportion Amount Amount Amount Amount
（%） （%） （%） （%） 1-6months（including 6months）
290,812,062.12 87.72 253,387,131.62 82.71
6-12 months 3,840,617.00 1.16 192,030.86 5.00 4,968,627.21 1.62 248,431.36 5.001－2 years(including 1year）
1,473,279.67 0.44 147,327.97 10.00 27,864,677.24 9.10 2,786,467.72 10.002－3years（including 2years）
22,765,716.18 6.87 6,829,776.90 30.00 1,793,412.42 0.59 648,124.90 36.143－4years（including 3years）
183,329.26 0.06 167,909.78 91.59 8,703,507.23 2.84 4,381,155.56 50.344－5year（including 4years）
4,321,310.73 1.30 4,159,767.68 96.26 401,044.91 0.13 394,317.40 98.32 More than5years（including 5
8,127,936.53 2.45 8,127,936.53 100.00 9,216,716.41 3.01 9,216,716.41 100.00years）
Total 331,524,251.49 100.00 19,624,749.72 5.92 306,335,117.04 100.00 17,675,213.35 5.77 (2) Category of account receivables
31 December 2013
Category
Balance Provision
Notes to the Financial Statements page 28
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Proportion Proportion Amount Amount
(%) (%) 1. Individual significant account receivables and individual impairment test
2. Account receivables impairment test on risk group
327,852,003.52 98.89 15,952,501.75 4.87 3.Account receivables that individual insignificant but individual impairment
test 3,672,247.97 1.11 3,672,247.97 100.00 Total
331,524,251.49 100.00 19,624,749.72 5.92 31 December 2012
Balance Provision Category
Proportion
Amount Amount Proportion(%)(%)
1. Individual significant account receivables and individual impairment test
2. Account receivables impairment test on risk group
305,751,618.39 99.81 17,091,714.70 5.59 3.Account receivables that individual insignificant but individual impairment
test 583,498.65 0.19 583,498.65 100.00 Total
306,335,117.04 100.00 17,675,213.35 5.77 In the group, using the provision of bad debt for account receivables aging analysis
31 December 2013 31 December 2012
Account aging
Proportion Proportion
Amount Provision Amount Provision(%) (%)
1-6 months( including 6
months)
290,812,062.12 88.70 253,387,131.62 82.87
6-12 months
3,840,617.00 1.17 192,030.86 4,968,627.21 1.63 248,431.36 1-2 years( including 1 year)
1,473,279.67 0.45 147,327.97 27,864,677.24 9.11 2,786,467.72 2-3 years( including 2 years)
22,765,716.18 6.94 6,829,776.90 1,636,125.03 0.54 490,837.50 3-4years (including 3 years)
30,838.96 0.01 15,419.48 8,644,703.37 2.83 4,322,351.70 4-5 years(including 4 years)
801,553.06 0.25 640,010.01 33,637.51 0.01 26,910.01 Over 5 years( including 5
years)
8,127,936.53 2.48 8,127,936.53 9,216,716.41 3.01 9,216,716.41 Total
327,852,003.52 100.00 15,952,501.75 305,751,618.39 100.00 17,091,714.70 At 31 December 2013, account receivables that individual insignificant but individual impairment test Proportion of
Items Amount Bad debt Provision reasons provision
Account aging over 3 years and Domestic sale receivables 3,469,318.63 3,469,318.63
100.00%
difficult to get back Account aging over 3 years and Export sale receivables 202,929.34 202,929.34
100.00%
difficult to get back
Notes to the Financial Statements page 29
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Proportion of
Items Amount Bad debt Provision reasons provision
Total 3,672,247.97 3,672,247.97 ——
(3)At 31 December 2013, there were no account receivables due from shareholders with voting rights of5% or above.
(4)Top 5clients’ closing balance of account receivables
Relationship
Proportion of total Debtors with the Amount Account aging
receivables(%) Group
First Third party 76,805,677.16 Less than 6 months 23.16 Second Controlled by same party 71,129,789.95 Less than 6 months 21.46 Third Third party 22,166,570.65 Less than 6 months 6.69 Fourth Third party 20,508,649.38 2-3 years 6.19 Fifth Third party 13,684,657.73 Less than 6 months 4.13 Total 204,295,344.87 61.63 (5)Account receivables from related parties are as following
Relationship
Proportion of total Debtors with the Amount
receivables(%) Group
Chongqing Changan Auto Co. Ltd. Controlled by same party 71,129,789.95 21.46 Chongqing Changan Suzuki Auto Co., Ltd. Controlled by same party 1,250,214.42 0.38 Nanjing Changan Auto Co., Ltd. Controlled by same party 61,431.05 0.02 Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd. Joint venture 1,195,573.72 0.36 Hebei Changan Auto Co., Ltd. Controlled by same party 303,209.00 0.09 Total —— 73,940,218.14 22.31 5. Other receivables
(1)Other receivables aging analysis
31 December 2013 31 December 2012
Book Balance Provision Book balance Provision Account Aging
proportion proportion proportion proportion Amount Amount Amount Amount
（%） （%） （%） （%）
Notes to the Financial Statements page 30
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
1-6 months (including 6 months) 21,353,528.66 65.38 758,737.52 3.55 24,898,922.71 58.73
6-12months 2,338,240.60 7.16 116,912.03 5.00 4,644,863.75 10.96 232,243.19 5.001－2years（including 1year）
906,800.80 2.78 90,680.08 10.00 4,942,610.15 11.66 494,261.01 10.002－3years（including 2years）
2,066,342.04 6.33 1,772,053.31 85.76 2,960,799.20 6.98 888,239.76 30.003－4year（including 3years）
1,343,714.53 4.11 1,323,907.74 98.53 300,000.00 0.70
4－5years（including 4years）
Over 5years（including 5years）
4,649,634.21 14.24 4,649,634.21 100.00 4,649,634.21 10.97 4,649,634.21 100.00 Total 32,658,260.84 100.00 8,711,924.89 26.68 42,396,830.02 100.00 6,264,378.17 14.78 (2) Category of other receivables
31 December 2013
Category Balance Provision Amount Proportion(%) Amount Proportion(%) 1. Individual significant other receivables and individual impairment test
2. Other receivables impairment test on risk group
28,949,492.81 88.64 5,003,156.86 17.28 3.Other receivables that individual insignificant but individual impairment
test 3,708,768.03 11.36 3,708,768.03 100.00 Total
32,658,260.84 100.00 8,711,924.89 26.68 31 December 2012
Balance Balance Category
Proportion Proportion Amount Amount
(%) (%) 1. Individual significant other receivables and individual impairment test
2. Other receivables impairment test on risk group
42,096,830.02 99.29 6,264,378.17 14.88 3.Other receivables that individual insignificant but individual impairment
test 300,000.00 0.71
Total
42,396,830.02 100.00 6,264,378.17 14.78 In the group, using the provision of bad debts for other receivables aging analysis
31 December 2013 31 December 2012
Account aging
Proportion Proportion
Amount Provision Amount Provision(%) (%)
1-6 months( including 6 months)
20,594,791.14 71.14 24,898,922.71 59.15
6-12 months
2,338,240.60 8.08 116,912.03 4,644,863.75 11.03 232,243.19 1-2 years( including 1 year)
906,800.80 3.13 90,680.08 4,942,610.15 11.74 494,261.01
Notes to the Financial Statements page 31
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
31 December 2013 31 December 2012
Account aging
Proportion Proportion
Amount Provision Amount Provision(%) (%)
2-3 years (including 2 years)
420,412.48 1.45 126,123.75 2,960,799.20 7.03 888,239.76 3-4 years( including 3 years)
39,613.58 0.14 19,806.79
4-5 years( including 4 years)
Over 5years（including 5years）
4,649,634.21 16.06 4,649,634.21 4,649,634.21 11.05 4,649,634.21 Total
28,949,492.81 100.00 5,003,156.86 42,096,830.02 100.00 6,264,378.17 At 31 December 2013, other receivables that individual insignificant and conduct individual impairment test
||||
|-|-|-|
|Amount|Provision|Proportion|

 Other miscellaneous correspondence
3,708,768.03 3,708,768.03
100.00% Over three years, hard to get back合计
3,708,768.03 3,708,768.03
(3) Final in the other receivables without holding the company more than5% (including5%) voting shares of the shareholders arrears.
(4) Top 5 other receivables
Proportion of Nature or content Debtors Amount Account aging other receivables
(%)
Shenzhen Jianshe Motorcycle Co., Ltd. 3,013,664.00 Over 5 years 9.23 Miscellaneous transactions Ningbo Jianshe Motorcycle Co., Ltd. 1,021,664.04 Over 5 years 3.13 Miscellaneous transactions Shanghai Yamaha Jianshe Motorcycle Sales Co., Ltd. 995,019.66 Less than 6 months 3.05 Rental income Ningbo Jianshe Chongqing office 692,035.31 Over 5 years 2.12 Miscellaneous transactions Jiulongpo Construction Committee 400,000.00 Less than 6 months 1.22 Guarantee
6,122,383.01 18.75
Total
6. Prepayments
(1)Prepayments displayed by account aging
31 December 2013 31 December 2012
Account aging
Amount Proportion(%) Amount Proportion(%) Within 1 year 28,899,206.76 88.27 43,550,528.55 87.19
1-2 years 1,430,183.64 4.37 2,249,672.39 4.51
2-3 years 274,913.20 0.84 1,269,398.90 2.54
Notes to the Financial Statements page 32
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
31 December 2013 31 December 2012
Account aging
Amount Proportion(%) Amount Proportion(%) Over 3 years 2,133,939.23 6.52 2,876,577.64 5.76 Total 32,738,242.83 100.00 49,946,177.48 100.00 (2)Top 5 prepayments
Relationship
Payment
Debtors with the Amount Reason for being outstanding time
Group
Panzhihua steel group international trading Co., Ltd. Less than 1 Payment in advance, not yet delivery Chongqing branch
Supplier 7,292,574.25
year and acceptance
Japan ASAHI TRADINGCO，LTD Supplier
4,024,458.44
Les ys et ah ra n 1 Payment in aa nd dv a an cc ce e,
p t
an no ct
e
yet delivery Chongqing Long Xu Electrical Equipment Co., Ltd. Supplier
1,341,000.00
Les ys et ah ra n 1 Payment in aa nd dv a an cc ce e,
p t
an no ct
e
yet delivery Hardinge Machine (Shanghai) Co., Ltd. Supplier
940,000.00
Les ys et ah ra n 1 Payment in aa nd dv a an cc ce e,
p t
an no ct
e
yet delivery Fuzhou Jiaxin Bright Electrical Co., Ltd. Supplier
878,748.00
Les ys et ah ra n 1 Payment in aa nd dv a an cc ce e,
p t
an no ct
e
yet delivery Total —— 14,476,780.69 ——- ——
(3)At 31 December 2013, there were no advances paid to the shareholders with voting rights of5% orabove。
(4) There is no related party in Prepayment.
7. Inventories
(1)Category of inventories
31 December 2013 31 December 2012
Items Net carrying Net carrying Balance Provision balance Provision
amount amount Raw materials
76,599,709.05 4,618,914.59 71,980,794.46 71,189,923.90 71,189,923.90 Work in progress
18,669,774.27 18,669,774.27 13,416,844.61 13,416,844.61 Finished goods
208,715,453.58 174,210.57 208,541,243.01 206,372,957.33 206,372,957.33 Total
303,984,936.90 4,793,125.16 299,191,811.74 290,979,725.84 290,979,725.84 (2)Provision for inventories
Decrease
Items 31 December 2012 Increase 31 December 2013 Recovery Write-off
Raw materials
4,618,914.59 4,618,914.59 Work in progress
Finished goods
174,210.57 174,210.57
Notes to the Financial Statements page 33
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Total 4,793,125.16 4,793,125.16 8. Long-term equity investments
(1)Long-term equity investments displayed as followed
Items 31 December 2013 31 December 2012 Joint venture 670,732,471.81 660,601,368.64 Associates 18,509,318.38 2,959,154.47 Other equity investment 4,340,915.04 24,340,915.04 Subtotal 693,582,705.23 687,901,438.15 Deduct: Impairment loss 4,340,915.04 4,340,915.04 Total 689,241,790.19 683,560,523.11
Notes to the Financial Statements page 34
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(2) Information of Joint venture and associates
The The company in
Operating income as
enterprise proportion to the Assets as at 31 Liabilities as at 31 Net assets as at 31
Invested Companies at 31 December Net income of 2013 shareholding voting rights by the December 2013 December 2013 December 2013
2013
(%) invested entity(%)
1. Joint venture
Chongqing Jianshe Yamaha Motorcycle Co., Ltd. 50.00 50.00 1,003,649,856.47 364,918,987.06 638,730,869.41 2,105,212,983.42 33,084,963.12 Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd. 50.00 50.00 729,686,891.91 166,811,328.63 562,875,563.28 893,087,039.59 43,457,608.59 Chongqing Pingshan Taikai Carburetor Co., Ltd. 49.00 49.00 185,862,717.48 21,688,299.71 164,174,417.77 128,800,598.14 4,869,757.52 2. Associates
Chongqing Tongsheng Jianshe Industrial co., Ltd. 30.00 30.00
84,752,797.76 77,820,837.00 6,931,960.76 108,499,282.33 -2,931,887.46 Chongqing South Motorcycle Technology
23.5294 23.5294
70,614,669.83 788,281.76 69,826,388.07 644.38 -4,012,005.48 Development Co., Ltd.
Chongqing Fuyeda Property Management Co.,
20.00 20.00
3,399,962.83 4,058,508.71 -658,545.88 5,552,254.97 -329,514.14 Ltd.
Notes to the Financial Statements page 35
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(3) Details of Long-term equity investment
In
In proportion to
In the proportion
the stake and the Provision for Accounting Cost of 31 December 31 December shareholding to the voting Impairment Current cash Invested company Changes voting rights by impairment method investment 2012 2013 investment rights by the loss dividends the invested entity loss
entities(%) invested
are inconsistent
entity(%)
Chongqing Jianshe Yamaha Equity
154,699,622.03
311,387,759.56 1,542,481.56 312,930,241.12 50.00 50.00 15,000,000.00 Motorcycle Co., Ltd. method
Zhuzhou Jianshe Yamaha Equity
215,710,320.08 269,627,961.66 7,728,804.30 277,356,765.96 50.00 50.00 14,000,000.00 Motorcycle Co., Ltd. method
Chongqing Pingshan Taikai Equity
67,316,539.87
79,585,647.42 859,817.31 80,445,464.73 49.00 49.00 1,470,000.00 Carburetor Co., Ltd. method
Chongqing Tongsheng Jianshe Equity
3,000,000.00 2,959,154.47 -879,566.24 2,079,588.23 30.00 30.00
Industrial co., Ltd. method
Chongqing South Motorcycle Equity
20,000,000.00
20,000,000.00 -3,570,269.85 16,429,730.15 23.5294 23.5294
Technology Development Co., Ltd. method
Chongqing Fuyeda Property Equity
400,000.00 20.00 20.00
Management Co., Ltd. method
Notes to the Financial Statements page 36
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Equity method total 461,126,481.98 683,560,523.11 5,681,267.08 689,241,790.19 30,470,000.00 Chongqing Jingjian Automotive air Cost
3,200,000.00 3,200,000.00 3,200,000.00 6.74 6.74 3,200,000.00
conditioner co., Ltd. method
Ningbo Jianshe motorcycle Cost
8,160,000.00 1,140,915.04 1,140,915.04 51.00 51.00 1,140,915.04
manufacturing co., Ltd. method
Cost method total 11,360,000.00 4,340,915.04 4,340,915.04 4,340,915.04
Total 472,486,481.98 687,901,438.15 5,681,267.08 693,582,705.23 4,340,915.04 30,470,000.00 Note: According to the modified articles of association of the company and theshareholder‘s committee resolution of Chongqing South Motorcycle technology researching and development Ltd., the registered capital of the company decreased from RMB160,000,000 to RMB85,000,000. The original strong shareholder-South Group released its subscribed shares. All shareholders will take the voting rights in their own shares rate. Thus thecompany‘s share in Chongqing South Motorcycle technology researching and development Ltd increased from16.67% to23.5294%. That means we have power to affect thecompany‘s decision making and voting rights. The major effects could be made. The long-term investment of the company should be calculated in equity method.
Notes to the Financial Statements page 37
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
9. Fixed assets
(1)Details and changes of fixed assets and accumulated depreciation
31 December Items 31 December 2012 Increase Decrease
2013Ⅰ. Cost
1,568,455,320.76 25,495,185.61 36,780,425.87 1,557,170,080.50 Buildings
413,669,723.46 5,378,895.99 23,500,000.00 395,548,619.45 Machineries and equipment
1,076,656,296.65 8,518,329.69 10,881,765.79 1,074,292,860.55 Motor vehicles
23,423,101.35 326,859.76 592,057.78 23,157,903.33 Office facility and others
54,706,199.30 11,271,100.17 1,806,602.30 64,170,697.17 Other
Depreciation
Increase
Ⅱ.Accumulated depreciation
742,870,526.39 66,107,442.60 15,513,289.70 793,464,679.29 Buildings
53,343,449.75 13,279,212.54 3,799,166.40 62,823,495.89 Machineries and equipment
650,386,023.82 32,800,597.04 10,494,863.71 672,691,757.15 Motor vehicles
14,254,269.01 1,739,613.65 488,706.48 15,505,176.18 Office facility and others
24,886,783.81 18,288,019.37 730,553.11 42,444,250.07Ⅲ.Net carrying amount
825,584,794.37 763,705,401.21 Buildings
360,326,273.71 332,725,123.56 Machineries and equipment
426,270,272.83 401,601,103.40 Motor vehicles
9,168,832.34 7,652,727.15 Office facility and others
29,819,415.49 21,726,447.10Ⅳ.Impairment provision
Buildings
Machineries and equipment
Motor vehicles
Office facility and others
Ⅴ. Total book value
825,584,794.37 763,705,401.21 Buildings
360,326,273.71 332,725,123.56 Machineries and equipment
426,270,272.83 401,601,103.40 Motor vehicles
9,168,832.34 7,652,727.15 Office facility and others
29,819,415.49 21,726,447.10Note：
Notes to the Financial Statements page 38
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
a. Depreciation for current period is RMB 66,107,442.60.
b. In 2013, the value of property, plant and equipment transferred from construction in progress is RMB 10,766,271.24.
c. At 31 December 2013, the cost of fully depreciated fixed assets which continue to be used is RMB 530,560,673.63, net value is RMB 15,873,166.53.
d. At 31 December 2013, the book value of fixed assets used to mortgage is RMB 5,928,004.26.
(2) Fixed assets without property certificate
Items Book value Reasons for property right certificate unsettled
Estimated time of settling property right certificate Buildings 326,797,119.30 Acceptance procedures have not yet completed 2014
(3) Sold fixed assets in obviously high prices
Items Account Amount Selling Price Basis of Selling Price Buildings 19,700,833.60 28,746,700.00 Estimation
10. Construction in progress
(1)Details and changes of construction in progress
31 December 2013 31 December 2012
Items
Balance Provision Carrying value Balance Provision Carrying value Equipment reconstruction
7,134,988.52 7,134,988.52 10,626,053.74 10,626,053.74 Other project
883,813.45 883,813.45 Building
3,878,715.45 3,878,715.45 4,132,191.24 4,132,191.24 Total
11,013,703.97 11,013,703.97 15,642,058.43 15,642,058.43 (2)Details and changes of significant construction in progress
Othe Of which: this
Capitaliza
r Achiev period
31 December Transferred tion rate 31 December Items Increase subtr ement accumulative Financed by
2012 to fixed asset of the 2013 actio(%) amount of the
period(%)
n capitalization
Financial institution
Expand 1.5 million of
414,984.43 6.08
air conditioner 9,714,033.11 2,868,614.78 5,543,831.00 90 7,038,816.89 loans
Anechoic Room
103,072.00 2,701,372.00 80
Self-raised
2,804,444.00 Science and
technology building 4,132,191.24 716,249.00 4,848,440.24 100 Self-raised
Building renovation
project 780,741.45 293,530.00 90
Self-raised
1,074,271.45 Total
14,730,037.80 6,579,765.78 10,392,271.24 414,984.43 10,917,532.34
Notes to the Financial Statements page 39
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
11. Intangible assets
(1)Details and changes of Intangible assets
Items 31 December 2012 Increase Decrease 31 December 2013Ⅰ. Original Cost
152,668,710.42 19,136,931.28 24,870,757.16 146,934,884.54 Land
94,683,939.28 24,870,757.16 69,813,182.12 Non-patent technique
57,984,771.14 19,136,931.28 77,121,702.42Ⅱ.Accumulated amortization 34,551,715.86 13,287,089.52 4,515,836.83 43,322,968.55 Land
15,683,702.13 1,804,099.97 4,515,836.83 12,971,965.27 Non-patent technique
18,868,013.73 11,482,989.55 30,351,003.28Ⅲ. Net carrying amount 118,116,994.56 103,611,915.99 Land
79,000,237.15 56,841,216.85 Non-patent technique
39,116,757.41 46,770,699.14Ⅳ.Impairment provision
Land
Non-patent technique
Ⅴ. Total book value 118,116,994.56 103,611,915.99 Land
79,000,237.15 56,841,216.85 Non-patent technique
39,116,757.41 46,770,699.14 Note:
a. The amortization of intangible assets in 2013 is RMB 13,287,089.52.
b. At 31 December 2013, the book value of intangible assets used for mortgage or guarantee is RMB 2,960,556.84.
(2)Development expenditures
Decrease
31 December
Items Increase 31 December 2013 2012 Recorded into Recognized as
income statement intangible assets
Motorcycle and parts
R&D
30,641,485.76 37,078,257.43 20,978,882.70 19,136,931.28 27,603,929.21 Vehicle-used
AirconditioningR&D
5,456,457.66 5,456,457.66
Total
30,641,485.76 42,534,715.09 26,435,340.36 19,136,931.28 27,603,929.21 Note:
a. Development expenses for current period takes37.85% of the researching and development expenses during the period. b. The intangible assets which are developed by the company itself takes45.14% of the overall intangible assets.
Notes to the Financial Statements page 40
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
12. Long-term prepaid expenses
Other Reason of decreasing Items 31 December 2012 Increase Amortization 31 December 2013
subtraction
Mould casting 3,211,035.43 1,343,868.06 2,739,209.37 1,815,694.12
83 Model aluminum machine
7,495,727.04 1,383,409.92 6,112,317.12
technique induction fees
Total 10,706,762.47 1,343,868.06 4,122,619.29 7,928,011.24
13. Deferred tax assets
(1)Deferred tax assets that have been recognized
Items 31 December 2013 31 December 2012 Deferred taxassets：
Provision of assets
3,564,354.64 3,123,854.35 Total
3,564,354.64 3,123,854.35 (2)Details of deferred tax assets unrecognized
Items 31 December 2013 31 December 2012 19,834,858.33 14,002,856.87 Deductible temporary difference
645,790,437.42 862,747,671.80 Deductible losses
Total 665,625,295.75 876,750,528.67Note：Due to the uncertainty of income tax reclaimed in the future, the company and its subsidiaries (Chongqing Jianshe Marketing LLC. and Shanghai Jianshe Motorcycle LLC.) did not recognize the deductible temporary difference and deductible loss of deferred tax assets.
(3) Unrecognized deferred tax assets will be mature in the year listed below
Year 31 December 2013 31 December 2012
2013 211,366,725.94 2014 89,406,285.37 115,126,804.89 2015 75,337,093.67 75,337,093.67 2016 238,350,758.67 238,332,921.97 2017 228,864,550.40 222,584,125.33 2018 13,831,749.31
Total 645,790,437.42 862,747,671.80 (4)Temporary difference raised by related assets and liabilities
Notes to the Financial Statements page 41
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items Amount
Deductible temporary difference:
683,261,152.23 Provision of assets
37,470,714.81 Deductible losses
645,790,437.42 Total 683,261,152.23 14. Asset impairment provision
Decrease
31 December Items 31 December 2012 Increase
2013 Recovery Write-off
Bad debt provision
23,939,591.52 4,397,083.09 28,336,674.61 Provision for inventories
4,793,125.16 4,793,125.16 Impairment provision of long-term
investment 4,340,915.04 4,340,915.04 Total
28,280,506.56 9,190,208.25 37,470,714.81 15. Other non-current assets
Items 31 December 2013 31 December 2012 Debit difference of equity investment in Shanghai Jianshe Motorcycle Co.,
408,000.00 816,000.00 Ltd. under former accounting policy
408,000.00 816,000.00 Total
16. Short-term loan
(1) Short-term loan displayed by category
ategory 31 December 2013 31 December 2012
Pledge loan 151,305,047.85 25,615,520.89 Mortgage loan 7,000,000.00 67,000,000.00 Guarantee loan
218,500,000.00 243,500,000.00 Credit loan
520,000,000.00 420,000,000.00 Total 896,805,047.85 756,115,520.89 (2) Pledge loan
Creditors Amount Pledge goods
China Merchants Bank 78,436,666.67 Commercial acceptance bills discount
Notes to the Financial Statements page 42
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Creditors Amount Pledge goods
Industrial and Commercial Bank of China 48,000,000.00 Credit guarantee
China Construction Bank 19,640,626.94 Account receivables
Huaxia Bank 4,550,000.00 Account receivables
China Citic Bank 677,754.24 Account receivables
Total 151,305,047.85
(3) Mortgage loan
Creditors Amount Collaterals
Bank of Communications 7,000,000.00 Real estate of Shanghai Jianshe Motorcycle Co., Ltd.
Total 7,000,000.00
(4)Guarantee loan
Creditors Amount Guarantors
Bank of Chongqing, Jiulong square branch
28,000,000.00
Chongqing Jianshe Motorcycle Co., Ltd.
Bank of China, Jiulongpo branch
50,000,000.00
Chongqing Jianshe Marketing Co., Ltd.
OCBC Bank Chongqing Branch
30,000,000.00
Chongqing Northern Jianshe Import and Export Trade LLC
Bank of communications, Jiulongpo branch
35,000,000.00
Chongqing Jianshe Motorcycle Co., Ltd.
Bank of Chongqing, Jiulong square branch
50,000,000.00
Chongqing Jianshe Motorcycle Co., Ltd.
Bank of Chongqing, Jiulong square branch
25,500,000.00
Chongqing Jianshe Motorcycle Co., Ltd.
Total
218,500,000.00
17. Notes payable
Items 31 December 2013 31 December 2012
Bank acceptance note 742,696,400.00 718,980,000.00 Business acceptance note 50,000,000.00 Total
742,696,400.00 768,980,000.00 18. Account payables
(1)Account payables displayed by account aging
Items 31 December 2013 31 December 2012
Within 1 year
519,911,361.77 480,566,994.02
Notes to the Financial Statements page 43
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 31 December 2013 31 December 2012
1-2 years
6,445,297.87 12,187,705.44 2-3 years
3,568,346.76 8,104,092.98 Over 3 years
6,628,947.36 1,250,429.57 Total
536,553,953.76 502,109,222.01 (2)There is no payable to shareholders who have over5% (including5%) voting right in closing balance of account payables.
(3)In closing balance, relating to the relevant parties
Items 31 December 2013 31 December 2012 Chongqing Jianshe Yamaha Motorcycle Co., Ltd.
9,151,010.24
Chongqing Jianxing machinery manufacturing co., LTD
4,225,048.61 3,247,126.39 Chongqing Pingshan Taikai Carburetor Co., Ltd.
8,677,721.45 7,769,373.39 Chongqing Tongsheng Jianshe industrial co., LTD
3,453,707.29 4,390,534.69 Chongqing Jianshe Industrial Group LLC.
100,065.91
Total
25,607,553.50 15,407,034.47 19. Receivables in advance
(1)Receivables in advance displayed in aging analysis
Items 31 December 2013 31 December 2012 Less than 1year 26,694,970.36 80,371,068.77 1-2 year 312,909.21 2,194,082.74 2-3 year 66,277.98 8,070,628.21 Over 3 years 2,103,103.24 120,925.88 Total 29,177,260.79 90,756,705.60 (2) There is no payable to shareholders who have over5% (including5%) voting right in closing balance of receivables in advance.
(3) In closing balance, receivables in advance from relevant parties
Items 31 December 2013 31 December 2012 Jiangmen Qingqi South China Motorcycle Co., Ltd.
230,000.00
Notes to the Financial Statements page 44
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Total
230,000.00
20. Accrued payroll
Items 31 December 2012 Increase Decrease 31 December 2013Ⅰ.Wage, bonus and subsidy 1,118,315.07 137,767,288.53 137,652,554.41 1,233,049.19Ⅱ.Welfare
14,853,515.30 14,853,515.30
Ⅲ.Social insurance 232,429.53 33,343,944.01 33,257,019.37 319,354.17 Of which: medical insurance 28,980.80 10,462,002.68 10,490,983.48
Basic pension 71,706.78 19,349,740.15 19,102,092.76 319,354.17 Annuity 117,986.20 117,986.20
Unemployment insurance 7,089.91 1,516,577.02 1,523,666.93
Employment injury insurance 3,872.09 1,331,898.47 1,335,770.56
Maternity insurance 2,793.75 683,725.69 686,519.44
Ⅳ.Housing funds 194,577.24 12,674,886.00 12,524,081.24 345,382.00Ⅴ. Termination benefits 8,940,582.15 8,940,582.15
Ⅵ.Labor union and education
469,347.63 3,718,615.35 3,466,705.19 721,257.79 expenditure
Ⅶ.Others
Total 2,014,669.47 211,298,831.34 210,694,457.66 2,619,043.15 Note: Accrued payroll did not belong to defaults salary, labor union and employee education funds of 2013 is RMB 3,718,615.35. 21. Tax payables
Items 31 December 2013 31 December 2012
Value-added tax -1,968,912.69 -11,875,241.40 Operating tax 722,885.66 1,530,823.99 Consumption tax 137,754,386.21 137,570,964.39 City maintenance 484,991.06 173,561.17 Corporate income tax -12,292,552.33 -12,292,552.33 Others -326,556.55 91,767.17 Total 124,374,241.36 115,199,322.99
Notes to the Financial Statements page 45
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
22. Other payables
(1) Other payables
Items 31 December 2013 31 December 2012
Less than 1 year
20,256,426.97 11,664,734.99 1-2 years
6,913,982.93 9,358,620.92 2-3 years
3,411,538.44 3,481,189.59 Over 3 years
1,957,731.42 2,061,733.80 Total
32,539,679.76 26,566,279.30 (2) There is no other payable to shareholders who have over5% (including5%) voting right in closing balance of other payables.
(3) Information of relating parties on 31 December 2013
Items 31 December 2013 31 December 2012 Chongqing Jianshe Industrial Group LLC.
3,165,080.41
Chongqing Fuyeda Property Management Co., Ltd. 95,980.00 25,822.77 Chongqing Construction Engineering Co.
45,143.99 45,143.99 Total 3,306,204.40 70,966.76 (4) Other payables in large amount
Items Amount Nature and content Note Chongqing Jianshe Industrial Group LLC. 3,165,080.41 Energy, inspection fees
Customers‘ deposits 3,124,605.30 Temporary deposit
Ningbo Shenjiang Science Co. Ltd 1,000,000.00 Temporary borrowings
23. Non-current liabilities due within 1 year
(1)Non-current liabilities due within 1 year displayed by category
category 31 December 2013 31 December 2012
Long-term loan due within 1 year
98,000,000.00 231,500,000.00 Bonds payable due within 1 year
Long-term payables due within 1 year
Total
98,000,000.00 231,500,000.00 (2)Long-term loan due within 1 year
Notes to the Financial Statements page 46
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
a. Long-term loan due within 1 year displayed by category
category 31 December 2013 31 December 2012 Pledge loan
Mortgage loan
Guarantee loan
94,000,000.00 100,500,000.00 Credit loan
4,000,000.00 131,000,000.00 Total
98,000,000.00 231,500,000.00 b. Details of Top 5 long-term loan due within 1 year
Creditors Starting date Ending date Currency Interest rate Amount China Construction Bank Yangjiaping branches 2011/04/01 2014/03/31
CNY
6.10 45,000,000.00 China Construction Bank Yangjiaping branches
2011/04/14 2014/04/13
CNY
6.40 45,000,000.00 China Construction Bank Yangjiaping branches
2012/08/02 2014/02/21
CNY
6.15 1,000,000.00 China Construction Bank Yangjiaping branches
2012/08/02 2014/08/21
CNY
6.15 1,000,000.00 China Construction Bank Yangjiaping branches
2011/04/01 2014/02/02
CNY
6.10 1,000,000.00 Total —— —— —— 93,000,000.00 24. Long-term loan
(1)Long-term loan displayed by category
category 31 December 2013 31 December 2012
Pledge loan
Mortgage loan
Guarantee loan 47,000,000.00 92,000,000.00 Credit loan 82,000,000.00 154,200,000.00 Total
129,000,000.00 246,200,000.00 (2)Top 5 long-term loan
Interest 31 December Creditors Starting date Ending date Currency
2013 rate
China Construction Bank Yangjiaping branches
2012/09/14 2015/03/21
RMB
5.84 9,000,000.00 China Construction Bank Yangjiaping branches
2012/08/02 2015/08/01
RMB
6.15 20,000,000.00
Notes to the Financial Statements page 47
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Interest 31 December Creditors Starting date Ending date Currency
2013 rate
China Construction Bank Yangjiaping branches
2012/08/02 2015/02/21 RMB 6.15 26,000,000.00 China Construction Bank Yangjiaping branches
2013/05/22 2015/11/01 RMB 6.40 22,000,000.00 China Construction Bank Yangjiaping branches
2013/05/22 2016/05/21 RMB 5.84 24,000,000.00 Total —— ——
101,000,000.00 (3)Guarantee loan
Creditors Amount Guarantors
47,000,000.00 Chongqing Jianshe Vehicle-used Air-conditioning LLC. China Construction Bank Yangjiaping branches
47,000,000.00
Total
25. Special payables
Items 31 December 2012 Increase Decrease 31 December 2013 Note Technical research 738,000.00 738,000.00
Total 738,000.00 738,000.00
26. Share capital
Notes to the Financial Statements page 48
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Increase ordecrease(+/-)
31 December 31 December Items
Issuing Sending Accumulation
2012
others Total
2013 shares shares turns
1．Shares with limitation
(1)State ownership
(2)State-owned legal personal shares
339,625,000.00 -254,718,750.00 -254,718,750.00 84,906,250.00 (3) Other domestic shareholding
-13,406,250.00 -13,406,250.00 4,468,750.00 17,875,000.00
Ofwhich：
Domestic legal shares
7,000,000.00 -5,250,000.00 -5,250,000.00 1,750,000.00 Domestic personal shares
-8,156,250.00 -8,156,250.00 2,718,750.00 10,875,000.00
(4).Foreign ownership
Ofwhich：
Foreign legal shares
Foreign personal shares
Subtotal
357,500,000.00 -268,125,000.00 -268,125,000.00 89,375,000.002．Shares without limitation
(1) CNY normal shares
(2)Foreign shares in domestic stocks
120,000,000.00 -90,000,000.00 -90,000,000.00 30,000,000.00 list
(3)Foreign shares in foreign stocks list
(4)Others
Subtotal
120,000,000.00 -90,000,000.00 -90,000,000.00 30,000,000.00 Total
477,500,000.00 -358,125,000.00 -358,125,000.00 119,375,000.00 Note: In September 2013, according to thecompany‘s articles of association which is modified by the general meeting of shareholders,‗Chongqing foreign economy&trade committee on the construction of chongqing motorcycle co., LTD., reduce its registeredcapital‘(yuwaijingmaohan[2013]219) by foreign economic and trade commission, and‗About the construction of chongqing motorcycle co., LTD., implementation of shrinking stock plan approval about theissue‘(bingzhuangzi[2013]60) by South Group, all the shareholders was shrinking shares to one quarter. The overall stock declined from RMB 477,500,000 to RMB
Notes to the Financial Statements page 49
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
119,375,000, and the registered capital decreased from RMB 477,500,000 to RMB119,375,000. This capital changes is audited by Zhongxingcai Guanghua Accounting Firm. And the reporting number is Zhongxingcaiguanghua (Yu) Shenyan NO. 003. The permission was obtained on 21st February from the Administrative Bureau for Industry and Commerce of Chongqing. The registered number is 500000400001350.
27. Capital surplus
Items 31 December 2012 Increase Decrease 31 December 2013 Capital premium
344,407,741.07 344,407,741.07 Others
258,472,776.52 358,134,800.00 500,000.00 616,107,576.52 Total
602,880,517.59 358,134,800.00 500,000.00 960,515,317.59 Note: In September 2013, according to thecompany‘s articles of association which is modified by the general meeting of shareholders,‗Chongqing foreign economy&trade committee on the construction of chongqing motorcycle co., LTD., reduce its registeredcapital‘(yuwaijingmaohan[2013]219) by foreign economic and trade commission, and‗About the construction of chongqing motorcycle co., LTD., implementation of shrinking stock plan approval about theissue‘(bingzhuangzi[2013]60) by South Group, all the shareholders was shrinking shares to one quarter. The overall stock declined from 477,500,000 to 119,375,000, and the registered capital decreased from RMB 477,500,000 to RMB 119,375,000. Capital reserves increased from RMB 358,125,000 due to the decrease of registered capital.
The jointventure—Chongqing Pingshan Taikai Oil Ltd received 20,000 government which is recorded as capital reserves. Thus the main company should increase capital reserve in RMB9800 for its shares.
The decrease of capital reserves is due to allocated fund to project 097.
28. Surplus reserve
Items 31 December 2012 Increase Decrease 31 December 2013 Statutory surplus reserve 56,724,000.00 56,724,000.00 Other surplus reserve
68,962,000.00 68,962,000.00 Total
125,686,000.00 125,686,000.00 29. Retained earnings
Items Amount Proportion(%) Closing balance of last period
-1,063,624,266.50
Add：Net profit attributable to Shareholders of the Company
12,057,417.49
Less：Surplus reserve withdrawn
Notes to the Financial Statements page 50
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items Amount Proportion(%) Adjustment of long-term equity investment cost method to the equity method
2,626,269.03
Closing balance of current period -1,054,193,118.04
30. Operating revenue and operating costs
(1)Operating revenue and operating costs
Items 2013 2012
Main operating revenue
1,807,055,852.80 1,716,454,260.00 Others revenue
78,775,692.05 106,946,099.85 Operating costs
1,621,781,115.95 1,594,828,113.57 (2)Main operating businesses displayed by industry
2013 2012
Industry
Operating
Operating revenue Operating costs Operating costs revenue
Industrial
1,807,055,852.80 1,565,769,102.55 1,716,454,260.00 1,510,463,543.89 Total
1,807,055,852.80 1,565,769,102.55 1,716,454,260.00 1,510,463,543.89 (3)Main operating businesses displayed by product
2013 2012
Product
Operating revenue Operating costs Operating revenue Operating costs Motorcycle and accessories
1,164,684,763.99 1,062,530,685.00 1,173,920,472.03 1,083,493,776.19 Automotive air conditioning
642,371,088.81 503,238,417.55 542,533,787.97 426,969,767.70 Total
1,807,055,852.80 1,565,769,102.55 1,716,454,260.00 1,510,463,543.89 (4)Operating revenue displayed by location
Location
2013 2012
Operating revenue Operating costs Operating revenue Operating costs Domestic sales total
1,547,033,940.29 1,347,465,639.59 1,442,511,797.04 1,268,971,622.30 Foreign sales total
260,021,912.51 218,303,462.96 273,942,462.96 241,491,921.59 Total
1,807,055,852.80 1,565,769,102.55 1,716,454,260.00 1,510,463,543.89 (5)Top 5clients’ revenue
Notes to the Financial Statements page 51
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items Operating revenue Proportion(%)
Motorcycle and accessories 479,514,974.58 25.43 Automotive air conditioning 469,166,413.07 24.88 Total 948,681,387.65 50.31 31. Operating tax and surcharges
Items 2013 2012 Tax rate
Consumption tax 16,275,912.82 17,622,306.21
3%
Operating tax 840,582.67 1,030,166.29
5%
City maintenance and construction tax 2,381,186.15 3,612,431.22
7%
Education surtax 1,424,784.75 1,954,410.25
3%
Local education surtax 309,935.01 650,171.55
2%
Total 21,232,401.40 24,869,485.52
32. Selling expenses
Items 2013 2012
Wage and Welfare
26,391,712.08 29,143,711.65 Depreciation
1,957,728.98 2,631,683.87 Office fee
3,567,422.91 5,333,319.40 Loading fee
557,547.93 673,687.26 Transport expenses
20,992,960.47 26,622,649.20 Insurance fee
1,058,937.69 1,198,035.16 Operation expenses
419,323.91 284,814.30 Exhibits expenses
542,355.32 592,197.81 Travelling expenses
7,009,450.79 8,636,386.87 Selling commission
107,878.81 598,444.80 Sales service Advertisement expenses
21,694,701.04 28,654,672.89 Repair expenses
8,126,023.52 8,616,858.93 Storage expenses
8,763,410.96 8,266,899.97 Marketing expenses
3,680,889.23 4,035,044.76
Notes to the Financial Statements page 52
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 2013 2012
Others
1,598,788.72 2,655,781.25 Total 106,469,132.36 127,944,188.12 33. Administrative expenses
Item 2013 2012
Wage and Welfare
67,847,180.42 54,282,947.26 Depreciation
7,535,623.66 6,969,354.83 Office expenses
2,497,185.58 2,680,817.83 Water, electricity and green fees
1,243,395.59 1,320,872.55 Travelling expenses
1,627,617.98 1,970,401.98 Traffic fees
1,446,006.28 1,779,491.66 Insurance fees
959,467.30 901,700.10 Repair expenses
13,299,305.83 12,709,086.54 Consult expenses
100,881.09 269,072.70 Sewage charges
407,694.50 466,487.52 Material consume
1,261,496.82 1,045,562.39R&D expenses
26,435,340.36 31,400,749.81 Technical support expenses
2,292,902.52 4,338,696.44 Taxation
4,581,346.73 10,982,099.64 Amortization of intangible assets
13,287,089.52 10,849,123.69 Entertainment fee
3,641,082.73 3,776,632.36 Meeting fee
134,967.20 392,590.22 Agency expenses
2,177,256.67 1,440,862.96 board of directors expenses
574,652.63 709,288.16 Others
5,937,605.00 6,386,710.12 Total 157,288,098.41 154,672,548.76 34. Financial expenses
Items 2013 2012
Interest expenses
115,881,637.55 118,741,196.74
Notes to the Financial Statements page 53
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 2013 2012
less：Interest income
11,710,101.91 9,080,155.47 Exchange loss (or gain)
3,666,346.97 -355,348.75 Others
1,693,165.06 2,150,851.84 Total 109,531,047.67 111,456,544.36 35. Investment income
(1)Details of Investment income
Items 2013 2012
Long-term equity investments measured by cost method
Long-term equity investments measured by equity method
38,767,736.11 44,050,306.23 Investments from disposal available-for-sale financial asset
Amortization of difference in shares investment
-408,000.00 -1,006,809.66 Total
38,359,736.11 43,043,496.57Note：The subsidiary (Shanghai Jianshe Motorcycle Co., Ltd.) is consolidated by company not controlled commonly through the company. Due to the company cannot amortize the balance (3,264,000 Yuan) of the difference between fair value and book value of the identifiable assets and liabilities in Shanghai Jianshe Motorcycle Co., Ltd. less the amortized amount on the acquisition date to all the identifiable assets and liabilities of Shanghai Jianshe Motorcycle Co., Ltd. by the reasonable method. Therefore, the company amortized the balance of previous equity investment difference average over the remaining period, according to‗ExpertGroup‘s Opinion to Implementation Issue in Enterprise AccountingStandards‘, and the balance that has not been amortized is displayed in‗other non-currentassets‘ in consolidated balance sheet. The amount of amortization is 408,000 Yuan in 2013.
(2)Long-term equity investments measured by equity method
Invested Company 2013 2012
Chongqing Pingshan Taikai Carburetor Co., Ltd. 2,320,017.31 2,114,508.36 Chongqing Jianshe Yamaha Motorcycle Co., Ltd. 16,542,481.56 28,562,156.85 Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd. 21,728,804.30 13,662,387.69 Chongqing Fuyeda Property Management Co., Ltd. -53,571.58 Chongqing Tongsheng Jianshe Industrial Co. Ltd. -879,566.24 -235,175.09 Chongqing South Motorcycle Technology Development Co., Ltd.
-944,000.82
Total
38,767,736.11 44,050,306.23
Notes to the Financial Statements page 54
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(3)Statement of the investment income
As of 31 December 2013, there was no significant restriction on the remittance of investment income to the investor.
36. Impairment loss
Items 2013 2012
4,397,083.09 -1,579,827.35 Loss on bad debt
4,793,125.16
Loss on obsolete stocks
9,190,208.25 -1,579,827.35 Total
37. Non-operating income
(1) Details of non-operating income
Included in the amount of the Item 2013 2012 non-recurring profit and loss in current period Non-current assets disposal profit
59,925,313.56 974.00 59,925,313.56 total
Ofwhich：fixed asset disposal profit
900,161.09 974.00 900,161.09 Intangible asset disposal profit
59,025,152.47 59,025,152.47 Non-monetary assets exchange gains
Debt restructuring gains
Accept donation
Government subsidies
49,942,210.00 3,306,520.00 49,942,210.00 others
2,094,057.16 594,775.01 2,094,057.16 Total
111,961,580.72 3,902,269.01 111,961,580.72 (2) Details of government grant
Form Obtain
Item 2013 2012 related to assets or income time
Exporting companiesR&D fund cash 2013 related to income 546,281.00 170,000.00
Industry development special fund cash 2012 1,540,600.00 related to income
Notes to the Financial Statements page 55
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Supporting fund from Bureau of finance of Banan cash 2013 21,200,000.00 related to income Supporting fund from Bureau of finance of Jiulongpo cash 2013 25,791,919.00 related to income Special fund for industrial development( industrialS&D project) cash 2012 353,300.00 related to income Others supporting in small amount cash 2013 related to income 152,000.00 462,620.00
local bureau of finance fund cash 2013 related to income 2,252,010.00 780,000.00
Total 49,942,210.00 3,306,520.00
38. Non-operating expenses
Items 2013 2012
Non-recurring loss in this period Total loss on disposal of non-current assets 317,745.26 139,410.95 317,745.26 Of which: Loss on disposal of fixed assets 317,745.26 139,410.95 317,745.26 Loss on disposal of intangible assets
Loss on debt restructure
Loss on non-monetary assets exchange
Public-interest donation expenses 463,975.80 463,975.80 Others 179,086.09
330,926.04
179,086.09 Total
960,807.15 470,336.99 960,807.15 39. Income tax expenses
Items 2013 2012
Current income tax expenses
75,293.70
Deferred income tax expenses
-440,500.29 571,554.49 Total -365,206.59 571,554.49 40. Computation of basic earnings per share and diluted earnings per share
Formula:
(1) Basic earnings per share
Basic earnings per share=P0÷ S
S=S0＋S1＋Si×Mi÷M0–Sj×Mj÷M0-Sk
Ofwhich：P0 is the net profit attributable to thecompany‘s shareholders with ordinary shares or the net profit attributable to the
Notes to the Financial Statements page 56
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
company‘s shareholders with ordinary shares less extraordinary gain orloss；S is Weighted average amount of share issuedexternally；S0 is the total amount of openingshares；S1 is the increasing amount of share due to capital reserve transferred to share capital or distribution of stock dividends in reportingperiod；Si is the increasing amount of share due to issue of new shares or convertible bonds in reportingperiod；Sj is the decreasing amount of share due to buying-back in reportingperiod；Sk is the amount of shrunkshares；M0 is the months in reportingperiod；Mi is the accumulated months from the month after the month of share increase to the end of reportingperiod；Mj is the accumulated months from the month after the month of share decrease to the end of reporting period.
(2)Diluted earnings per share
Diluted earnings per share=P1/(S0＋S1＋Si×Mi÷M0–Sj×Mj÷M0–Sk+ The increase of weighted average amount of ordinary share due to subscription warrants, share warrants and convertible bonds)
Ofwhich，P1 is the net profit attributable to thecompany‘s shareholders with ordinary shares or the net profit attributable to thecompany‘s shareholders with ordinary shares after deducting extraordinary gain or loss, considering the effect from dilutive potential ordinary shares. The adjustment is carried out in accordance with‗Enterprise AccountingStandards‘. When calculating diluted earnings per share, the company considers the effect of the net profit attributable to thecompany‘s shareholders with ordinary shares or the net profit attributable to thecompany‘s shareholders with ordinary shares less extraordinary gain or loss from all dilutive potential ordinary shares. The earnings per share are diluted to the minimum in accordance with the sequence from large dilute extent to small.
a. Basic earnings per share
Basic earnings pershare=Net profit attributable to common shareholders of the company's merger/ the weighted average number of outstanding common stock
Item 2013 2012 Net profit attributable to common shareholders of the company's merger 12,057,417.49 -143,723,842.47 the weighted average number of outstanding common stock 119,375,000.00 119,375,000.00 Basic earnings per share 0.101 -1.204 Calculation of weighted average of the commonstock：
Item 2013 2012 Beginning number of Outstanding common shares 119,375,000.00 119,375,000.00add：issued common shares
deduct：weighted average repurchasing shares
Ending number of outstanding common shares 119,375,000.00 119,375,000.00 Note: The last year amount was restated in accordance with‗Enterprise Accounting Standards No. 34 - Earnings pershare‘.
Notes to the Financial Statements page 57
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
41. Notes to cash flows statement
(1)Cash received relating to other operating activities
Items 2013
Government grant 49,942,210.00 Petty cash, interest income from bank deposits, income from other waste etc.
7,852,732.79 Total 57,794,942.79 (2) Cash paid relating to other operating activities
Items 2013
Office and travel expenses
14,693,547.26 Storage, marketing and other sales expenses
16,665,857.31 Administrative expenses and petty cash
35,271,806.72 Total 66,631,211.29 (3)Cash received relating to other financing activities
Items 2013
Discount of financing notes receivable
1,644,975,572.92 Interest of Notes security
10,336,081.93 Decrease in Notes security
157,091,925.47 Total
1,812,403,580.32 (4)Cash payments relating to other financing activities
Items 2013
Cash paid for financing note expiration
1,768,259,792.70 Total
1,768,259,792.70 42. Supplementary information to consolidated cash flow statement
(1)Supplementary materials of cash flows statement
Items 2013 20121、Net profit adjusted to operatingactivities：
Net profit 10,065,257.08 -142,886,819.03Add：asset impairment provision 9,190,208.25 -1,579,827.35 Depreciation of fixed assets, Depletion of oil and gas assets, Depreciation of
66,107,442.60 65,569,839.55 productive biological assets
Notes to the Financial Statements page 58
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 2013 2012 Amortization of intangible assets 13,287,089.52 10,849,123.69 Amortization of long-term prepaid expenses 4,122,619.29 3,885,368.22 Loss on disposal of fixed assets, intangible assets and other long-term assets
-59,607,568.30 138,436.95 (minus: gain)
Loss on scrap of fixed asset (minus: gain)
Loss on fair value change (minus: gain)
Finance expenses (minus: income) 105,545,555.62 115,315,205.27 Loss on investments (minus: gain) -38,359,736.11 -43,043,496.57 Decrease in deferred tax assets (minus: increase) -440,500.29 571,554.49 Increase in deferred tax liabilities (minus; decrease)
Decrease in inventory (minus: increase) -13,005,211.06 36,666,800.75 Decrease in operating receivables (minus: increase) -5,030,191.15 32,213,103.68 Increase in operating payables (minus: decrease) 70,973,696.59 12,621,637.30 Others
Net cash flow from operating activities 162,848,662.04 90,320,926.95 2.Significant investments and fund raising with non-related cash
Capitals transferred from debts
One-year-maturity convertible bonds
Non-current asset with finance leasing
3. Net change in cash and cashequivalents：
Closing balance of cash 170,222,347.76 81,609,913.40 Minus: opening balance of cash 81,609,913.40 161,078,406.88 Add: closing balance of cash equivalents
Minus: opening balance of cash equivalents
Net increase in cash and cash equivalents 88,612,434.36 -79,468,493.48 (2)Cash and cash equivalents
Items 2013 2012
Notes to the Financial Statements page 59
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 2013 2012 1.Cash 170,222,347.76 81,609,913.40 Ofwhich： cash on hand 55,321.10 69,530.86 Bank deposits 170,167,026.66 81,540,382.54 Others
2.Cash equivalents
Ofwhich：bond investments due within 3 months
3.Closing balance of cash and cash equivalents 170,222,347.76 81,609,913.40Ⅵ. Related parties and related party transaction
1. The parent company of the company
Registered
C no am mp ea sn y
Re cwl oa
i
mt ti ho
p
n
ath
ns eh
y
i p
cT oy mp pe
a
o nf
y
R ae dgi ds rt ee sr se d repreL se eg na tl
a tive
B nu as ti un re es s ca（pi tt ea nls P shro ap reo hr oti lo dn
in
o gf
P or fo p vo or tit nio gn
cU onl pt
t
ai rm
o rtl
ya lit ne
g
Orga cn oi dz ea tion thousand right
Yuan）
China South
Wholly
State
Industries Parent
state-owned Beijing Tang Dengjie investment 1,480,521 71.13%71.13% Council
Group company SASAC
71092604-3 company
Corporation
2. Subsidiaries
Refer to Note‗Ⅳ. Consolidation and consolidated financialstatements‘.
3. Associates and joint venture
Proportion of Proportion
Invested Type of Registered Legal Business Registered Organization companies business address representative nature
shareholding of voting Relationship
capital code(%) right(%)
Joint venture
Production
Chongqing Sino-foreign
and sale of
Jianshe joint venture
Lv
Joint
Yamaha limited Chongqing motorcycle $65 million 50 50
venture
621900263 Hongxian
Motorcycle liability
and its
Co., Ltd. company
parts
Production
Zhuzhou Sino-foreign
and sale of
Jianshe joint venture
Lv
Joint
Yamaha limited Zhuzhou motorcycle$57.2 million 50 50
venture
616774960 Hongxian
Motorcycle liability
and its
Co., Ltd. company
parts
Notes to the Financial Statements page 60
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Proportion of Proportion
Invested Type of Registered Legal Business Registered Organization companies business address representative nature
shareholding of voting Relationship
capital code(%) right(%)
Chongqing Sino-foreign
Production
Pingshan joint venture
Joint
Taikai limited Chongqing Teng Feng and sale of $19 million 49 49
venture
621907422 Carburetor Co., liability
carburetor
Ltd. company
Associates
Chongqing
South
Limited
Song
Motorcycle
Motorcycle
liability Chongqing and its parts
RMB85million 23.5294 23.5294 Associates 556762414 technology Legang
company R&D
development
Co.,Ltd.
Chongqing
Production and
Tongsheng Limited
Chen
sale of
Jianshe liability Chongqing RMB10million 30 30 Associates 660868120 Guozhong motorcycle
Industrial Co., company
and its parts
Ltd
Chongqing
Fuyeda Limited
Lei
Goods delivery
Property liability Chongqing
RMB2 million 20 20 Associates 736584010 Qianhong and storage
Management company
Co., Ltd.
4. Other related parties
Company names Relationship with the company
Organization code Chongqing Jianshe Industrial Group LLC. Controlled by same party 784202830
Southwest Weapon Industrial Company Controlled by same party 202810490
Chongqing Jianshe Machinery LLC. Controlled by same party 756229729
Finance LLC. in Weapon Outfit Group Controlled by same party 710933657
Chongqing Jianxing Machinery Manufacturing LLC. Joint venture of related parties 203146042
Chongqing Jianshe Industrial Trade LLC. Controlled by same party 203134922
Chongqing Changan Auto Co., Ltd. Controlled by same party 20286320X
Chongqing Changan Suzuki Auto Co., Ltd. Controlled by same party 621900167
Hebei Changan Auto Co., Ltd. Controlled by same party 738724320
Nanjing Changan Auto Co., Ltd. Controlled by same party 721760296
Chongqing South Motorcycle Co.,Ltd. Controlled by same party 559045154
Chongqing Jianshe Engineering& Construction Co.,Ltd. Controlled by same party 203146894
Jiangmen Qinqi South China motorcycle co., LTD Controlled by same party 758306898
Notes to the Financial Statements page 61
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
5. Related party transaction
(1)All inter-group transactions between related parties have been offset.
(2)Goods purchased and service received from related parties
2013 2012
Related party names Transaction Pricing policy
Proportion of Proportion of Amount like-transaction Amount like-transaction(%) (%) Chongqing Jianshe Industrial Group Purchase
Contract price 5,510,347.50 0.35 8,306,407.68 0.65 LLC. materials
Purchase Fair market
Chongqing Jianxing Machinery
33,948,672.07 2.43 31,998,235.62 2.50 Manufacturing LLC.
materials price
Purchase Contract price
Chongqing Jianshe Yamaha
81,171,498.64 5.80 8,032,483.23 0.63 Motorcycle Co., Ltd. materials
Purchase Fair market
Chongqing Pingshan Taikai
9,482,651.74 0.68 9,540,655.09 0.75 Carburetor Co., Ltd.
materials price
Purchase Fair market
Chongqing Tongsheng Jianshe
16,952,021.17 1.21 18,549,877.26 1.45 Industrial Co., Ltd. materials price
Purchase Fair market
Chongqing Jianshe Industrial Trade
67,102.19 0.00 553,821.39 0.04 LLC.
materials price
Jiangmen Qinqi South China Purchase
Contract price 97,601.71 0.01 1,717,391.45 0.13 motorcycle co., LTD Motorcycle
Subtotal 147,229,895.02 78,698,871.72
Chongqing Fuyeda Property
Accept Service Contract price 828,054.00 0.05 1,103,309.53 0.09 Management Co., Ltd
Chongqing Jianshe Industrial Group
Purchase fuel Contract price 21,528,504.10 1.36 21,853,879.44 1.70 LLC.
Subtotal 22,356,558.10 22,957,188.97
Total 169,586,453.12 101,656,060.69
(3)Goods sold and services rendered to related parties
2013 2012
Pricing
Related party names Transaction
policy
Proportion of Proportion of Amount like-transaction Amount like-transaction(%) (%) Chongqing Jianshe Yamaha
Sell goods Contract price 356,736,262.59 18.92 193,121,291.31 10.60 Motorcycle Co., Ltd.
Fair market
Chongqing Changan Auto Co.,
Sell goods 117,683,073.50 6.24 98,948,203.00 5.43 Ltd. price
Fair market
C Ch o.o ,n Lg tq di .n g Changan Suzuki Auto
Sell goods 58,371,772.93 3.10 101,281,631.44 5.55 price
Fair market
Hebei Changan Auto Co., Ltd. Sell goods 2,088,864.96 0.11 6,075,270.00 0.33 price
Notes to the Financial Statements page 62
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
2013 2012
Pricing
Related party names Transaction
policy
Proportion of Proportion of Amount like-transaction Amount like-transaction(%) (%) Fair market
Nanjing Changan Auto Co., Ltd. Sell goods 229,064.10 0.01 1,557,694.73 0.09 price
Fair market
Chongqing Tongsheng Jianshe
Sell goods 5,329,104.98 0.28 6,704,300.38 0.37 Industrial Co., Ltd. price
Zhuzhou Jianshe Yamaha
Sell goods Contract price 9,530,570.96 0.51 2,497,466.75 0.14 Motorcycle Co., Ltd.
Jiangmen Qingqi Motorcycle
Sell goods Contract price 2,063,030.21 0.11
Co. Ltd
Total 552,031,744.23 449,435,655.59
(4)Lease
Leasing income of Leasors Leasees Leasing assets Starting date Ending date Pricing policy
the year Chongqing Jianshe
Chongqing Jianshe Motorcycle Co.,
Yamaha Motorcycle Warehouse 2008/05/31 2013/12/31 Agreement price 3,487,212.33 Ltd.
Co., Ltd.
Note: The warehouse (construction area of 18762㎡) which is located in No.1 Huajian Branch Road, Jiulongpo, Chongqing, was rented to joint venture‗Chongqing Jianshe Yamaha Motorcycle Co.Ltd.‘ for 5 years. As at 31 December 2013, the contract was terminated because of the warehouse has been sold to third party.
Rent
Ending
Leasors Leasees
Leasing assets
Starting date
date
Pricing policy Rental fee Chongqing Jianshe Chongqing Jianshe Agreement
Office Building January 2013 July 2013
price
739,575.20 Industrial Group LLC. Motorcycle Co., Ltd.
Note: The subsidiaries- Marketing and Export and import company rent the business building from Jan 2013 to July 2013. From Aug 2013, these two companies ended the contract due to expand its own offices areas.
(5)Guarantee
Fulfilled Guarantee providers Secured parties Amount Starting date Ending date
or not Southwest Weapon Industrial Company Chongqing Jianshe Motorcycle Co., Ltd.
46,000,000.00 2011/04/01 2014/03/31 N0 Southwest Weapon Industrial Company Chongqing Jianshe Motorcycle Co., Ltd.
46,000,000.00 2011/04/14 2014/04/13 N0 Chongqing Jianshe Vehicle-used
Chongqing Jianshe Motorcycle Co., Ltd.
49,000,000.00 2011/05/22 2016/05/21 N0 Air-conditioning LLC.
Chongqing Jianshe Vehicle-used
Chongqing Jianshe Motorcycle Co., Ltd.
14,290,000.00 2013/09/25 2014/03/25 N0 Air-conditioning LLC.
Chongqing Jianshe Vehicle-used
Chongqing Jianshe Motorcycle Co., Ltd.
28,570,000.00 2013/10/10 2014/04/10 N0 Air-conditioning LLC.
Chongqing north Jianshe export-import Chongqing Jianshe Vehicle-used 30,000,000.00 2013/12/18 2014/06/18 N0
Notes to the Financial Statements page 63
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Fulfilled Guarantee providers Secured parties Amount Starting date Ending date
or not trade Co. Ltd Air-conditioning LLC.
Chongqing Jianshe Vehicle-used
Chongqing Jianshe Motorcycle Co., Ltd.
24,000,000.00 2013/10/28 2014/04/28 N0 Air-conditioning LLC.
Chongqing Jianshe Motorcycle Co., Ltd. Chongqing Jianshe Vehicle-used
35,000,000.00 2013/06/21 2014/06/21 N0 Air-conditioning LLC.
Chongqing Jianshe Motorcycle Co., Ltd. Chongqing Jianshe Vehicle-used
50,000,000.00 2013/10/22 2014/07/21 N0 Air-conditioning LLC.
Chongqing Jianshe Motorcycle Co., Ltd. Chongqing Jianshe Vehicle-used
25,500,000.00 2013/09/02 2014/07/30 N0 Air-conditioning LLC.
Chongqing Jianshe Marketing Co.,Ltd.
C Ah iro -n cog nq din itg
i oning
LLJ Cia .n she Vehicle-used
50,000,000.00 2013/09/16 2014/09/15 N0 Chongqing north Jianshe export-import Chongqing Jianshe Vehicle-used
30,000,000.00 2013/07/15 2014/01/12 N0 trade Co. Ltd Air-conditioning LLC.
Chongqing Jianshe Vehicle-used
Chongqing Jianshe Motorcycle Co., Ltd.
35,000,000.00 2013/08/28 2014/02/28 N0 Air-conditioning LLC.
Chongqing Jianshe Marketing Co.,Ltd.
C Ah iro -n cog nq din itg
i oning
LLJ Cia .n she Vehicle-used
30,000,000.00 2013/09/11 2014/03/11 N0 Chongqing Jianshe Motorcycle Co., Ltd. Chongqing Jianshe Marketing Co.,Ltd.
28,000,000.00 2013/02/19 2014/02/18 N0 Chongqing Jianshe Motorcycle Co., Ltd. Chongqing Jianshe Marketing Co.,Ltd.
45,000,000.00 2013/09/25 2014/03/25 N0 Chongqing Jianshe Vehicle-used
Chongqing Jianshe Marketing Co.,Ltd.
28,570,000.00 2013/09/06 2014/03/06 N0 Air-conditioning LLC.
Chongqing Jianshe Motorcycle Co., Ltd. Chongqing Jianshe Marketing Co.,Ltd.
24,000,000.00 2013/10/30 2014/04/30 N0 (6)Assets transfer
Transaction Amount
Related party names Pricing policy
Proportion of Amount
like-transaction(%) Chongqing South Sale of landing and
Assessment Value 146,725,600.00 100.00 Motorcycle Co.,Ltd. Warehouse
Note: In December 2013, according to the decisions ofshareholder‘s committee, the main company transferred the reserved land and buildings which is estimated to RMB 146,725,600 to South Motorcycle Ltd. And the land and buildings belongs to the subsidiary-Air conditioner Ltd. As to 28th December 2013, the main company had received all the price for transferring. Except the taxation and other expenses, the disposal income should be recognized in 59,646,800. As to 31st March 2014, all the transfer procedures had been done.
(7)Balances of related party receivable and payable
a. Related party receivable
Notes to the Financial Statements page 64
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
31 December 2013 31 December 2012 Items Related party names
Bad debt Balance Bad debt provision Balance
provision Account
receivables
Chongqing Changan Auto Co., Ltd. 71,129,789.95 55,513,094.41
Chongqing Jianshe Yamaha Motorcycle Co., Ltd. 30,126,154.36
Chongqing Changan Suzuki Auto Co., Ltd. 1,250,214.42 11,483,127.14
Nanjing Changan Auto Co., Ltd. 61,431.05 909,831.64
Hebei Changan Auto Co., Ltd. 303,209.00 485,150.00
Zhuzhou Jianshe Yamaha Co. Ltd. 1,195,573.72 715,604.79
Notes
receivable
Chongqing Changan Auto Co., Ltd. 5,750,000.00
Nanjing Changan Auto Co., Ltd. 218,669.00
a) Related party payable
Items Related party names 31 December 2013 31 December 2012 Account payables
Chongqing Jianxing Machinery Manufacturing LLC. 4,225,048.61 3,247,126.39 Chongqing Pingshan Taikai Carburetor Co., Ltd. 8,677,721.45 7,769,373.39 Chongqing Jianshe Yamaha Motorcycle Co., Ltd. 9,151,010.24
Chongqing Tongsheng Jianshe Industrial Co., Ltd. 3,453,707.29 4,390,534.69 Chongqing Jianshe Industrial Group LLC. 100,065.91
Receivables in advance Jiangmen Qinqi South China motorcycle co., LTD 230,000.00
Other payables
Chongqing Jianshe Industrial Group LLC. 3,165,080.41
Chongqing Fuyeda Property Management Co., Ltd 95,980.00 25,822.77 Chongqing Jianshe Engineering& Construction Company 45,143.99 45,143.99 (8)Other transactions involved in related parties
Financial business with Finance LLC. in Weapon Outfit Group
Transaction category Transaction company 31 December 2013
Chongqing Jianshe Motorcycle Co., Ltd. 66,360,387.25 Chongqing Jianshe Vehicle-used Air-conditioning LLC. 389,884.70 Bank deposits
Chongqing north Jianshe Export-import trade Co. Ltd 22,714.85 Chongqing Jianshe Motorcycle Co., Ltd. 104,952.35 Subtotal 66,877,939.15
Notes to the Financial Statements page 65
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chongqing Jianshe Motorcycle Co., Ltd. 458,390,172.32 The balance of
Discount bank Chongqing Jianshe Vehicle-used Air-conditioning LLC. 73,450,000.00 acceptance
Chongqing Jianshe Marketing Co.,Ltd. 309,186,400.00 Subtotal 841,026,572.32 Loan
Chongqing Jianshe Motorcycle Co., Ltd.
50,000,000.00 2013
Chongqing Jianshe Motorcycle Co., Ltd. 756,344,052.31 Discount bank
Chongqing Jianshe Vehicle-used Air-conditioning LLC. 87,300,000.00 acceptance of 2013
Chongqing Jianshe Marketing Co.,Ltd. 548,186,400.00 Subtotal 1,391,830,452.31 Chongqing Jianshe Motorcycle Co., Ltd. 20,655,631.26 Interest payment Chongqing Jianshe Vehicle-used Air-conditioning LLC. 2,078,556.54 Chongqing Jianshe Marketing Co.,Ltd. 13,705,269.85 Subtotal 36,439,457.65Ⅶ. Contingent events
July 17,2013，Ningbo Zhenghai Yongzheng Investment Co. sued to the Fifth Intermediate People's Court of Chongqing, since Chongqing Jianshe Motorcycle Co., Ltd. cannot liquidate Ningbo jianshe Motorcycle Manufacturing Co. Ltd, requirements liable RMB 3,194,300.00, the case is heard at January 16, 2014,and then pending.
As to 31st December 2013, there is no other event should be announced.
Ⅷ.Commitments
The company did not have any significant commitments should be disclosed.
Ⅸ. Non-adjusting events after the balance sheet date.
The company did not have any significant non-adjusting events after the balance sheet date.
Ⅹ.Other important events
The company did not have any other significant matters should be disclosed.
Notes to the Financial Statements page 66
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Ⅺ. Notes to significant items of the parentcompany’s financial statements
1. Account receivables
(1)Account receivables displayed by aging analysis
31 December 2013 31 December 2012
Book Balance Provision of Bad Debt Book Balance Provision of Bad Debt Aging
Proportion Proportion Proportion Proportion Amount Amount Amount Amount
（%） （%） （%） （%） 1-6months（including 6months）
4,771,202.79 73.36 31,701,517.67 94.82
6-12 months
1－2 years(including 1year）
2－3years（including 2years）
8,617.88 0.03 2,585.36 30.003－4years（including 3years）
8,617.88 0.13 4,308.94 50.00 129,500.00 0.38 64,750.00 50.004－5year（including 4years）
129,500.00 1.99 102,367.56 79.05
More than5years（including 5years）
1,594,979.70 24.52 1,594,979.70 100.00 1,594,979.70 4.77 1,594,979.70 100.00 total
6,504,300.37 100.00 1,701,656.20 26.16 33,434,615.25 100.00 1,662,315.06 4.97 (2) Account receivables displayed by category
31 December 2013
Balance Provision Category
Proportion Proportion Amount Amount
(%) (%) 1. Individual significant account receivables and individual
impairment test
2. Account receivables impairment test on risk group
6,504,300.37 100.00 1,701,656.20 26.16 3.Account receivables that individual insignificant but individual
impairment test
Total
6,504,300.37 100.00 1,701,656.20 26.16 31 December 2012
Balance Provision Category
Proportion Proportion Amount Amount
(%) (%) 1. Individual significant account receivables and individual
impairment test
2. Account receivables impairment test on risk group
33,434,615.25 100.00 1,662,315.06 4.97 3.Account receivables that individual insignificant but individual
impairment test
Notes to the Financial Statements page 67
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
31 December 2012
Balance Provision Category
Proportion Proportion Amount Amount
(%) (%) Total
33,434,615.25 100.00 1,662,315.06 4.97 (3)At 31 December 2013, there were no account receivables due from shareholders with voting rights of5% or above.
(4)Top 5 account receivables
Proportion of Relationship with
Debtors Amount Account aging other receivables the Group
(%) Within 6
First Joint venture 1,195,573.72
months
18.38 Within 6
Second Third party 1,137,477.44
months
17.49 Third Third party 1,114,174.74 Within 5 years 17.13 Fourth Third party 415,437.92 Within 5 years 6.39 Within 6
Fifths Third party 473,539.96
months
7.28 Total —— 4,336,203.78 —— 66.67 (5)Related parties of account receivables
Company Relationship Amount Proportion(%) Zhuzhou Jianshe Yamaha Motorcycle Co. Ltd Joint venture 1,195,573.72 18.38 2. Other receivables
(1)Other Receivables displayed by aging analysis
31 December 2013 31 December 2012
Book amount Provision Book amount Provision Aging
Proportion
Amount Amount Proportion（%） Amount Proportion（%） Amount Proportion（%）（%）
1-6 months (including 6
207,610,852.08 97.36 59,462,453.81 92.11
months）
6-12months
1,139,353.75 0.54 56,967.69 5.00 38,362.99 0.06 1,918.15 5.001－2years（including 1year）
841,913.13 1.30 84,191.31 10.002－3years（including 2
266,173.85 0.12 79,852.16 30.00
years）
3－4years（including 3
Notes to the Financial Statements page 68
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
years）
4－ 5years( including 4
years）
Over 5years（including 5
4,218,034.74 1.98 4,218,034.74 100.00 4,218,034.74 6.53 4,218,034.74 100.00years）
Total
213,234,414.42 100.00 4,354,854.59 2.04 64,560,764.67 100.00 4,304,144.20 6.67 (2)Category of other receivables
31 December 2013
Balance Balance Category
Proportion Proportion Amount Amount
(%) (%) 1.Individual significant account receivables and individual
impairment test
2. Account receivables impairment test on risk group
213,234,414.42 100.00 4,354,854.59 2.04 3.Account receivables that individual insignificant but individual
impairment test
Total
213,234,414.42 100.00 4,354,854.59 2.04 31 December 2012
Balance Balance Category
Proportion Proportion Amount Amount
(%) (%) 1.Individual significant account receivables and individual
impairment test
2. Account receivables impairment test on risk group
64,560,764.67 100.00 4,304,144.20 6.67 3.Account receivables that individual insignificant but individual
impairment test
Total
64,560,764.67 100.00 4,304,144.20 6.67 (3)At 31 December 2013, there were no other receivables due from shareholders with voting rights of5% or above.
(4)Top 5 other receivables
Proportion of other Nature and content Debtors Amount Account aging
receivables(%)
Chongqing Jianshe Marketing Co.,Ltd. Within 6 months Miscellaneous 195,768,549.05 91.81
Shenzhen jianshe Motorcycle Co. Ltd Over 5 years Miscellaneous 3,013,664.00 1.41
Shanghai Jianshe Motorcycle Co. Ltd Within 6 months Miscellaneous 1,685,372.91 0.79
Notes to the Financial Statements page 69
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Proportion of other Nature and content Debtors Amount Account aging
receivables(%)
Shanghai Yamaha Jianshe Motorcycle
Within 6
Sales Co., Ltd.
995,019.66 months 0.47
Rental income Ningbo Jianshe Chongqing office
692,035.31
Over 5 years
0.32
Miscellaneous Total ——
202,154,640.93 94.80
(5)Related parties of account receivables
Company Relationship Amount Proportion(%) Chongqing Jianshe Marketing Co.,Ltd. subsidiary
195,768,549.05 91.81 Shanghai Jianshe Motorcycle Co. Ltd subsidiary
1,685,372.91 0.79 Total
197,453,921.96 92.60 3. Long-term equity investment
(1)Details of Long-term equity investment
Invested 31 December 31 December
Proportion of Proportion
companies
odm eth Original Cost
2012
changes
2013
share (h%o )l ding ro if
g
v ho
t
t (i%ng
)
provision dividend Joint venture
Chongqing Jianshe Equity
Yamaha method
Motorcycle Co., 154,699,622.03 311,387,759.56 1,542,481.56 312,930,241.12 50.00 50.00 15,000,000.00 Ltd.
Zhuzhou Jianshe Equity
Yamaha method
Motorcycle Co. 215,710,320.08 269,627,961.66 7,728,804.30 277,356,765.96 50.00 50.00 14,000,000.00 Ltd
Chongqing Equity
Pingshan Taikai method
carburetor co., 67,316,539.87 79,585,647.42 859,817.31 80,445,464.73 49.00 49.00 1,470,000.00 LTD
Associates
Chongqing Equity
Tongsheng Jianshe method
3,000,000.00 2,959,154.47 -879,566.24 2,079,588.23 30.00 30.00
industrial Co. Ltd
Chongqing South
Motorcycle
Equity
technology metho
20,000,000.00 20,000,000.00 -3,570,269.85 16,429,730.15 23.5294 23.5294
d
development
Co.,Ltd.
Equity method
460,726,481.98 683,560,523.11 5,681,267.08 689,241,790.19 30,470,000.00 subtotal
Subsidiary
Chongqing Jianshe Cost
Motorcycle method
225,000.00 225,000.00 225,000.00 45.00 100.00
marketing Co. Ltd
Chongqing Jianshe Cost
Marketing
method 12,000,000.00 12,000,000.00 12,000,000.00 100.00 100.00
Notes to the Financial Statements page 70
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Invested 31 December 31 December
Proportion of Proportion
companies
meth Original Cost
2012
changes
2013
shareholding of voting provision dividend od (%) right(%)
Co.,Ltd.
.Chongqing North Cost
Jianshe method
export-import 57,443,527.88 57,443,527.88 57,443,527.88 95.14 100.00
trade Co. Ltd
Shanghai Jianshe Cost
Motorcycle Co., method
8,160,000.00 8,976,000.00 -408,000.00 8,568,000.00 51.00 51.00
Ltd.
Chongqing Jianshe Cost
Automotive air method
conditioning Co. 70,000,000.00 70,000,000.00 70,000,000.00 43.75 100.00
Ltd
Ningbo jianshe Cost
Motorcycle method
Manufacturing Co. 8,160,000.00 1,140,915.04 1,140,915.04 51.00 51.00 1,140,915.04
Ltd
Cost method
subtotal 155,988,527.88 149,785,442.92 -408,000.00 149,377,442.92 1,140,915.04
Total 616,715,009.86 833,345,966.03 5,273,267.08 838,619,233.11 1,140,915.04 30,470,000.00 Note:
a. Company holds a45% stake from Chongqing Jianshe Motorcycle marketing Co. Ltd directly, indirectly through sales subsidiary of Chongqing Jianshe Marketing Co., Ltd. holds55% shares, holding100% voting rights from Chongqing Jianshe Motorcycle marketing Co. , Ltd;
b. Company owned directly Chongqing North Jianshe export-import trade Co. Ltd95.14% stake, through subsidiaries Chongqing Jianshe Marketing Co.,Ltd. indirectly holds4.86% shares, holding Chongqing North Jianshe export-import trade Co. Ltd100% voting rights;
c. Company directly owning Chongqing Jianshe Automotive air conditioning Co. Ltd43.75% stake, with Chongqing North Jianshe export-import trade Co. Ltd indirectly holds18.75% shares, indirectly through Chongqing Jianshe Marketing Co., Ltd. holding37.50% stake in Chongqing Jianshe Automotive air conditioning Co. Ltd100% voting rights.
d. According to the modified articles of association of the company and theshareholder‘s committee resolution of Chongqing South Motorcycle technology researching and development Ltd., the registered capital of the company decreased from RMB 160,000,000 to RMB 85,000,000. The original strong shareholder-South Group released its subscribed shares. Other shareholders will take the voting rights in their own shares rate. Thus the maincompany‘s share in Chongqing South Motorcycle technology researching and development Ltd increased from16.67% to23.5294%. That means we have power to affect thecompany‘s decision making and voting rights. The major effects could be made. The long-term investment of the company should be calculated in equity method.
4. Operating revenue and operating costs
(1)Operating revenue and operating cost
Items 2013 2012
Main operating revenue
1,007,004,631.75 1,030,530,364.01 Others revenue
552,238,191.86 852,744,923.94
Notes to the Financial Statements page 71
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 2013 2012
Operating costs
1,443,415,205.50 1,847,453,206.58 (2) Operating activities displayed by industy
2013 2012
Project
Operating revenue Operating costs Operating revenue Operating costs Industrial 1,007,004,631.75 959,279,713.15 1,030,530,364.01 1,010,074,165.18 Total 1,007,004,631.75 959,279,713.15 1,030,530,364.01 1,010,074,165.18 (3)Ooperating activities displayed by product
2013 2012
Product
Main operating revenue Main operating costs Main operating revenue Main operating costs Motorcycle and accessories 1,007,004,631.75 959,279,713.15 1,030,530,364.01 1,010,074,165.18 Total 1,007,004,631.75 959,279,713.15 1,030,530,364.01 1,010,074,165.18Note：The main operations of the parent company are the internal sale to the subsidiaries (Chongqing Jianshe Marketing LLC. and Chongqing Northern Jianshe Import and Export Trade LLC).
(4) Operating activities displayed by location
2013 2012
Location
Operating revenue Operating costs Operating revenue Operating revenue Domestic Sales Subtotal 868,401,102.23 849,475,059.32 844,056,271.93 837,516,534.57 Foreign Sales Subtotal 138,603,529.52 109,804,653.83 186,474,092.08 172,557,630.61 Total
1,007,004,631.75 959,279,713.15 1,030,530,364.01 1,010,074,165.18 (5) Top 5 of operating revenue
Product Operating revenue Proportion(%)
Motorcycle and accessories
653,450,851.32 41.91 Total 653,450,851.32 41.91 5. Investment income
Notes to the Financial Statements page 72
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
(1)Details of investment displayed as followed
Items 2013 2012
Long-term equity investment income measured by cost method
Long-term equity investment income measured by equity method 38,767,736.11 44,103,877.81 Amortization of equity investment difference -408,000.00 -1,006,809.66 Total
38,359,736.11 43,097,068.15 (2)Long-term equity investment income measured by equity method
Invested companies 2013 2012
Chongqing Pingshan Taikai Carburetor Co., Ltd.
2,320,017.31 2,114,508.36 Chongqing Jianshe Yamaha Motorcycle Co., Ltd.
16,542,481.56 28,562,156.85 Zhuzhou Jianshe Yamaha Motorcycle Co., Ltd.
21,728,804.30 13,662,387.69 Chongqing Tongsheng Jianshe Industrial Co., Ltd. -879,566.24 -235,175.09 Chongqing South Motorcycle technology development Co., Ltd. -944,000.82
Total 38,767,736.11 44,103,877.81 Note: There is no limitation on the investment income.
6. Supplementary materials of cash flows statement
Items 2013 20121、Net profit adjusted as cash flows from operatingactivities：
Net profit 7,494,483.42 -147,355,440.23Add：asset impairment provision 90,051.53 -1,675,191.83 Depreciation of fixed assets, consumption of petroleum and depreciation of
productive biological assets
48,245,079.16 48,561,825.65 Amortization of intangible assets 12,843,745.80 10,305,051.97 Amortization of long-term prepaid expenses 2,739,209.37 2,501,958.30 Loss on disposal of fixed assets, intangible assets and other long-term assets
（Minus:gain）
-24,585,876.69 8,938.40 Loss on scrap of fixedassets（Minus:gain）
Loss on fair valueadjustment（Minus:gain）
Finance expenses (Minus: income)
66,724,969.41 69,264,848.82 Loss oninvestments（Minus:gain）
-38,359,736.11 -43,097,068.15 Decrease in deferred taxassets（Minus:increase）
Notes to the Financial Statements page 73
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items 2013 2012 Increase in deferred taxliabilities（Minus:decrease）
Decrease ininventories（Minus:increase）
-4,040,695.17 -6,709,755.12 Decrease in operatingreceivables（Minus:increase）
32,426,565.18 67,775,628.96 Increase in operatingliabilities（Minus:decrease）
-62,319,754.20 74,426,692.51 Others
Net amount of cash flows from operating activities
41,258,041.70 74,007,489.28 2.Significant investments and raising funds not related to cash received orpaid：
Liabilities transferred to capitals
Convertible bonds due within 1 year
Finance lease of fixed assets
3.Net change of cash and cashequivalents：
Closing balance of cash
148,232,292.69 51,835,684.99Less：opening balance of cash
51,835,684.99 92,026,931.24Add：closing balance of cash equivalents
less：opening balance of cash equivalents
Net increase in cash and cash equivalents
96,396,607.70 -40,191,246.25Ⅻ. Supplementary materials
1. Details of non-recurring profit and loss
(1) Non-recurring profit or loss in thisperiod：
Items Amount Notes1．Gain or loss on disposal of non-current assets, including offsetting parts that are made provision of asset
59,607,568.30 impairment provision
2．Reviewed and approved beyond the power, or no formal approvaldocument，or adventive refund of tax
and tax relief
3．Government grant recorded in gain or loss 49,942,210.004．Fund occupation fees of non-financial company recorded in gain or loss
5．Investment costs of subsidiary, associate and joint venture less than gains from fair value change of
identifiable net assets in invested companies
6．Gain or loss on exchange of non-monetary assets
7．Gain or loss on investment consigned to others or assets managed by others
8．Provision of asset impairment provision due to factors of beyond human control, such as natural
calamities
Notes to the Financial Statements page 74
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Items Amount Notes9．Gain or loss on debt restructure
10．Enterprise reshuffle expenses
11．Gain or loss from the transaction of unfair trade price exceeding the fair value
12．Net gain or loss on subsidiaries from consolidation date to acquisition date under common control
13．Gain or loss on contingencies that are not related to the ordinary businesses of the company
14．Except the effective hedging related to the ordinary businesses, investment income gained from Gain or
loss on the change of the fair value of transactional financial assets and liabilities held, and investment
income gained from disposal of transactional financial assets and liabilities and available-for-sale financial
assets
15．Recovery of write-down provision for individual account receivable taken write-down test
16．Gain or loss obtained from entrusting loan
17．Gain or loss on the change of investmentproperty‘s fair value by using the mode of fair value for
subsequent measurement
18．Effect of the one-off adjustment for gain or loss in accordance with the law and regulation of taxation
and accounting
19．Consignment income
20．Other non-operating income and expenses 1,450,995.2721．Other gains or losses met with definition of extraordinary gain or loss
22．Effect of minority interest equity -2,052.0623．Effect of minority interest equity -3,016.52 Total 111,005,842.15 2. Return rate of net assets and earnings per share
earnings per share Weighted average
Profit of reporting period Basic earnings Diluted earnings return on netassets（%）
per share per share Net profit attributable to shareholders of the Company 8.13 0.101 0.101 Net profit attributable to shareholders of the Company deduct
-66.72 -0.829 -0.829 incidental profits
3. The major abnormal situation and reasons in financial statements
Project analysis in which financial statements data changes by morethan10% (including10%), and account for the company to report, the total assets of5% (including5%) or total operating income more than5% (including5%) during the reporting period.
Notes to the Financial Statements page 75
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Reason of Item 31 December 2013 31 December 2012 Change rate
changing Cash and cash
388,314,602.28 456,794,093.39 -14.99%
note1 equivalents
Short-term loan 896,805,047.85 756,115,520.89 18.61%
note2 Capital surplus 960,515,317.59 602,880,517.59 59.32%
note3 Selling expenses 106,469,132.36 127,944,188.12 -16.78%
note4 Non-operating income 111,961,580.72 3,902,269.01 2769.14% note5 Note1: Main reason of decreasing in Cash and cash equivalents is the decrease of maturing of bank acceptance draft and paper margin.
Note2: Main reason of increase in Short-term loan is the business acceptance note discount and domestic letter of credit negotiation increase by RMB 128 million.
Note3: Main reason for Capital surplus growth: the company ratio of 4:1 to all shareholders Reduction of shares, the registered capital decreased from RMB 477.50 million to RMB 119.375 million, a decrease of the registered capital transferred to the Capital surplus resulting in an increase of RMB 358.125 million.
Note4: Main reason of decrease in selling expenses is that the domestic motorcycle market tough, and the fluctuant selling expenses decreased. According to the tough motorcycle market, the company gradually adjusted Marketing and Export and Import Companies. Decreasing redundant employees led the decrease of selling expenses.
Note5: Main reason of increase in non-operating income, is that the disposal income of land and building was RMB 59,646,800 during 2013. The government grant from Bureau of Finance in Chongqing Banan District and Bureau of Finance in Chongqing Jiulongpo District was received. The total amount was RMB 46,991,900. XIII. Approval of the financial statements
The financial statements have been approved by the board of directors of the Company at 24 April 2014.
Chongqing Jianshe Motorcycle Co., Ltd. 24 April 2014
Notes to the Financial Statements page 76
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Notes to the Financial Statements page 77
Chongqing Jianshe Motorcycle Co., Ltd.
Year ended 31 December 2013
Notes to the Financial Statements
Chapter XI. Documents for Reference
1. Annual Report carrying personal signature and seal of the Chairman of the Board;
II. Financial Statements with signatures of the legal representative, the financial officer, and accounting manager. III. Original copy of theAuditors‘ Report with the seal of the CPA and signed by the certified accountants(信会师报字[2014]第710728号).
IV. All of the originals of theCompany‘s documents and public notices publicized by the presses designated by China Securities Regulatory Commission in the report period;
V. Verification Report on Capital Appropriation by Holding Shareholders and Related Parties issued by the CPA(信会师报字[2014]第710725号).
VI.Auditors‘ Report on Internal Control System 2012 by the CPA(信会师报字[2014]第710727号).
VII. Special Statements on Financial Transactions, e.g. Bank Savings and Loans, with Related Parties(信会师报字[2014]第710726号)
Notes to the Financial Statements page 78