Sino Great Wall Co., Ltd.
The Third Quarterly Report 2019
October 2019
1 Important NoticeThe Board of Directors ,Supervisory Committee, all directors, supervisors and senior executives of the Companyhereby guarantees that there are no misstatement, misleading representation or important omissions in this reportand shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof.
All the directors attended the board meeting for reviewing the Quarterly Report.
Mr.Chen Lue, Person in charge of the Company, Ms.Yang Chunling, Chief financial officer and the Ms. YangChunling, the person in charge of the accounting department (the person in charge of the accounting )herebyconfirm the authenticity and completeness of the financial report enclosed in this Quarterly Report.
II. Basic information about the companyI.Main financial data and financial indexIndicate by tick mark whether the Company needs to retroactively restate any of its accounting data.
□ Yes √ No
| As at the end of the reporting period | As at the end of last year | Changed （%）over end of prev. year | ||||
| Gross assets（Yuan） | 7,970,364,354.91 | 9,603,455,934.89 | -17.01% | |||
| Net assets attributable to the shareholders of the listed company（Yuan） | -1,297,416,656.35 | 235,202,473.51 | -651.62% | |||
| Reporting period | Increase/decrease over the same period of last year（%） | Between beginning of the year to the end of the report period | Changed （%）over end of prev. year | |||
| Operating income（Yuan） | 67,835,920.24 | -89.91% | 324,203,141.91 | -85.65% | ||
| Net profit attributable to the shareholders of the listed company（Yuan） | -111,806,387.89 | -5.66% | -1,528,580,779.39 | -6,098.52% | ||
| Net profit after deducting of non-recurring gain/loss attributable to the shareholders of listed company（Yuan） | -108,615,433.73 | -24.65% | -1,060,332,034.83 | 493.22% | ||
| Cash flow generated by business | -- | -- | -452,372,127.89 | -135.14% | ||
| operation, net（Yuan） | ||||
| Basic earning per share(Yuan/Share) | -0.0658 | -5.73% | -0.9001 | -6,100.67% |
| Diluted gains per share(Yuan/Share) | -0.0658 | -5.73% | -0.9001 | -6,100.67% |
| Weighted average income/asset ratio（%） | -9.01% | -3.49% | -287.81% | -289.01% |
Items and amount of non-current gains and losses
√ Applicable □ Not applicable
In RMB
| Items | Amount (Year-beginning to the end of the report period.) | Notes |
| Non-current asset disposal gain/loss(including the write-off part for which assets impairment provision is made) | 54,651.22 | |
| Net amount of non-operating income and expense except the aforesaid items | -468,303,395.78 | |
| Total | -468,248,744.56 | -- |
Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition inthe Explanatory Announcement No.1 on Information Disclosure for Companies Offering Their Securities to thePublic-Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the saidexplanatory announcement as a recurrent gain/loss item.
□ Applicable √Not applicable
None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the informationdisclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period.
II.Total Shareholders and Shares Held by Top Ten Shareholders at the End of the Reporting Period
1. About Total Common Shareholders, Total Preference Shareholders with the Voting Power Recoveredand the Shares Held by Top Ten Common Shareholders
In shares
| Total number of common shareholders at the period-end | 62,306 | Total preference shareholders with the voting power recovered at the end of the reporting period(if any) | 0 | ||||
| Shares held by the top 10 shareholders | |||||||
| Shareholder | Properties of | Share | Quantity | Amount of | Pledging or freezing | ||
| name | shareholder | proportion % | tradable shares with Conditional held | Status of the shares | Quantity | |
| Chen Lue | Domestic Natural person | 34.36% | 583,454,556 | 437,590,917 | freeze | 583,454,556 |
| Pledge | 583,454,462 | |||||
| STYLE-SUCCESS LIMITED | Foreign legal person | 5.47% | 92,970,910 | 0 | ||
| Union Holdings Co., Ltd. | Domestic Non- State-owned legal person | 5.18% | 87,935,921 | 0 | ||
| He Feiyan | Domestic Natural person | 3.23% | 54,800,458 | 0 | freeze | 54,800,458 |
| Jiutai Fund－Bank of Communications－Jiutai Huitong No.2 specific customer asset management plan | Other | 2.40% | 40,696,772 | 0 | ||
| Rich Crown Investment Co., Ltd. | Foreign legal person | 1.37% | 23,235,313 | 0 | ||
| Qinghai Heyi Industry Development Co.,Ltd/ | Domestic Non- State-owned legal person | 0.79% | 13,357,084 | 0 | Pledge | 13,357,084 |
| Huang Huaian | Domestic Natural person | 0.74% | 12,548,000 | 0 | ||
| Liu Yong | Domestic Natural person | 0.59% | 10,090,452 | 0 | ||
| Xu Zhimin | Domestic Natural person | 0.48% | 8,110,300 | 0 | ||
| Shares held by the Top 10 Shareholders of Non-restricted shares | ||||||
| Name of the shareholder | Quantity of unrestricted shares held at the end of the reporting period | Share type | ||||
| Share type | Quantity | |||||
| Chin Lue | 145,863,639 | RMB Common | 145,863,639 | |||
| shares | |||
| STYLE-SUCCESS LIMITED | 92,970,910 | Foreign shares placed in domestic exchange | 92,970,910 |
| Union Holdings Co., Ltd. | 87,935,921 | RMB Common shares | 87,935,921 |
| He Feiyan | 54,800,458 | RMB Common shares | 54,800,458 |
| Jiutai Fund－Bank of Communications－Jiutai Huitong No.2 specific customer asset management plan | 40,696,772 | RMB Common shares | 40,696,772 |
| Rich Crown Investment Co., Ltd. | 23,235,313 | Foreign shares placed in domestic exchange | 23,235,313 |
| Qinghai Heyi Industry Development Co.,Ltd/ | 13,357,084 | RMB Common shares | 13,357,084 |
| Huang Huaian | 12,548,000 | RMB Common shares | 12,548,000 |
| Liu Yong | 10,090,452 | RMB Common shares | 10,090,452 |
| Xu Zhimin | 8,110,300 | RMB Common shares | 8,110,300 |
| Explanation on associated relationship or concerted action of the above shareholders | The largest shareholder of Mr. Chen Lue and the Fourth largest shareholder of Ms. He Feiyan aforesaid are persons acting in concerted; The controlling shareholder of the above-mentioned third shareholder Shenzhen Union Holdings Co.,Ltd. And Sixth shareholder Rich Crown Investment Co., Ltd.. Is Union Development Group Ltd.; It is unknown whether there is relationship between other shareholders and whether they are persons taking concerted action specified in the Regulations on Disclosure of Information about Change in Shareholding of Shareholders of Listed Companies. | ||
| Note to the top 10 common stockholders involved in margin financing & securities lending (If any) | Not applicable | ||
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have abuy-back agreement dealing in reporting period.
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Companyhave no buy –back agreement dealing in reporting period.
2.Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end ofthe report period
□ Applicable √Not applicable
III. Significant EventsI. Major changes of main accounting statement items and financial indicators in the reporting period, aswell as reasons for the changes
√ Applicable □ Not applicable
| Items | This period/Year-end balance | Same period of the previous year/Year-beginning balance | Changes % | Remarks on the change |
| Monetary fund | 163,041,406.04 | 658,714,886.48 | -75.25% | Mainly due to the claim for the guarantees, and the deducted deposit incurred by notes maturity. |
| Operating income | 324,203,141.91 | 2,259,055,189.05 | -85.65% | Mainly due to the company falls into a debt crisis, suspension of some projects and frozen basic accounts leading to undertaking new projects hardly. |
| Operating costs | 270,230,683.50 | 1,970,673,537.82 | -86.29% | Mainly due to reduced operating income. |
| Administrative expenses | 107,742,399.54 | 185,124,556.07 | -41.80% | Mainly due to the shrinking of business volume, resulting in decrease of management staff. |
| Non-operating expenses | 468,320,367.78 | 841,479.08 | 55554.43% | Mainly due to the claim for maturity of the guarantee. |
| Net cash flow generated by operation activities | -452,372,127.89 | 1,287,313,317.95 | -135.14% | Mainly due to the deduction incurred by the maturity of the guarantees and the notes. |
| Net cash flow generated by investment activities | -351,491,732.24 | -100.00% | Mainly due to the tightening of national credit and the shortage of funds |
| Net cash flow generated by financing activities | 388,122,001.30 | -1,424,770,406.23 | -127.24% | Mainly due to the bank loans to pay for the claim of guarantees maturity and the due notes |
II. The progress of significant events and influence, as well as the analysis and explanation on resolvingproposal.
√ Applicable □ Not applicable
1. On February 12, 2018, the Company convened the twenty-ninth meeting of the seventh Board of Directors, deliberating andadopting a Proposal on Acquisition of Shares of UPL Laos Co., Ltd., according to which, UPL (MALAYSIA) SDN. BHD.
(hereinafter referred to as UPL Malaysia) transfered 30% of shares of UPL Laos Co., Ltd. (hereinafter referred toas UPL Laos) to the Company by signing an Agreement of Equity Cooperation on Laos Vientiane Dongphosy
Special Economic Zone Project, UPL Laos entered into a franchise agreement for 50+40 years with LaosGovernment by cash contribution of USD 10 million and advance payment of USD 20 million for projectconstruction put together as the consideration of acquisition and took full charge of matters of development ofDongphosy as the franchisee to Dongphosy Special Economic Zone (refer to the Company's Announcement2018-020 and 021). On June 12, 2018, the Company agreed with UPL Malaysia on transfer of 10% of shares,hence the Company's shareholding ratio rose to 40%. Whereas the Company is experiencing a financial difficultyat the moment and has failed to perform duties of advance payment and construction in the equity agreement andduties in the loan agreement, the Malaysian shareholder UPL Malaysia sent a latter in request for a return ofequity and filed an arbitration to Hong Kong International Arbitration Centre on the dispute of equity in March2019. At present, the arbitration has entered the stage of submitting evidence by both parties. The lawyers hired bythe Company have formally submitted a defense to the Arbitration Tribunal of the Hong Kong InternationalArbitration Centre.
2. On February 23, 2018, the Company received the “Mekong River Villa Project Bid-Winning Notice” issued byOXLEYEMERALD (CAMBODIA) CO., LTD, and Sino International won the bid for the “Mekong River VillaProject” in Cambodia, with the bid amount of USD 46.5 million (equivalent to RMB 295 million) (See the2018-035 announcement of the Company for details). As of the end of the reporting period, most of the on-sitepiling construction work has been completed, and the relevant civil work has been in progress. As of thedisclosure date of this report, both parties have agreed to terminate the contract and the project is in the process ofsettlement.
3. The Company convened the 37th meeting of the seventh Board of Directors on September 2, 2018, planned toinvest and found "Yinglonghuanhu Development Co., Ltd." (hereinafter referred to as the Project Company,whose final name is subject to the name approved in industrial and commercial registration) with ChongqingCircum-Yinglonghuanlu Industrial Co., Ltd. (hereinafter referred to as Party A) and 7 village committeesconcerned at the project location (hereinafter referred to as Party C). The registered capital of the ProjectCompany was RMB 125 million, wherein Party A subscribed capital by earlier input of physical assets worthRMB 23.75 million (subject to the audited amount) in the Yinglong Project, accounting for 19% of the registeredcapital; Sino Great Wall contributed RMB 100 million by currency, accounting for 80% of the registered capital;Party C subscribed RMB 1.25 million by currency or contribution in kind, accounting for 1% of the registeredcapital (refer to the Company's Announcement 2018-104 and 105). At the moment, the Project Company has beenregistered and project planning and design are underway.
| General on Significant Events | Date of disclosure | Inquiry index of the provisional reports disclosed in the website. |
| The company held the sixth meeting of the eighth Board of Directors on April 12, 2019, deliberated and passed the Proposal on Adjusting the Company's Organizational Structure and agreed to adjust the operating organization and business structure of the company's headquarters. The company will implement a division system by sections and set up four operating organizations, including the domestic traditional construction business sector (division), | April 12,2019 | Please refer to Cninfo.com for “Announcement of Resolutions of the 6th Meeting of the Eighth Board of Directors"(Announcement No.2019-028) |
| infrastructure business sector (division), overseas business sector (division), smart housing and medical care business sector (division). After this adjustment, the organizational structure of the company's headquarters is as follows: eight functional departments and offices, including the comprehensive office, the finance department and the human resources department, as well as the above-mentioned four operating institutions . | ||
| In May 2019, Mr. Chen Lue, the actual controller and controlling shareholder of the Company, introduced the reorganization investor Chongqing Southern New City Industrial Investment Group Co., Ltd (hereinafter referred to as “Southern New City Group”), and after preliminary negotiation, Southern New City Group, which is the reorganization party (or namely the “reorganization investor”) , participated in and promoted the Sino Great Wall’s reorganization process with a preliminary intention reached and the “Letter of Intent for Cooperation” signed. Yet Southern New City Group, after prudent decision-making, plans to not be a reorganization party (or namely the “reorganization investor”) to participate in the reorganization process of the Sino Great Wall and stops fulfilling the relevant cooperation plan in the signed Letter of Intent for Cooperation. In September 2019, the company received the reply letter from the controlling shareholder and actual controller Mr. Chen Lue, “Chongqing Southern New City Industrial Investment Group Co., Ltd. on the initial conclusion of Sino Great Wall Co., Ltd.”,Yet Southern New City Group, after prudent decision-making, plans to | May 28,2019 | Please refer to Cninfo.com for "Announcement on the Change of Letter of Intent for Cooperation by signed Control Rights between the actual controller of the Company and the Chongqing Southern New City Industrial Investment Group Co., Ltd.(Announcement No.2019-064) |
| September 21,2019 | Please refer to Cninfo.com for “Announcement on the termination of cooperation between the controlling shareholder and actual controller and the Chongqing Southern New City Industrial Investment Group Co., Ltd." (Announcement No.2019-114) |
| not be a reorganization party (or namely the “reorganization investor”) to participate in the reorganization process of the Sino Great Wall and stops fulfilling the relevant cooperation plan in the signed Letter of Intent for Cooperation. | ||
| On July 24, 2019, the company received the application for reorganization submitted by the creditor Bihui Road and Bridge served by the court. Bihui Road and Bridge applied to the court for reorganization of the company on the grounds that the company was unable to repay the debts due and obviously lacked solvency. As of the disclosure date of this report, The court is reviewing the creditor’s application for reorganization of the company and has held a hearing. After the hearing, the court has written to the Shenzhen Municipal People’s Government. According to the requirements of Article 3 of the Supreme Court's Minutes on the Trial of the Work of Bankruptcy and Reorganization of Listed Companies, listed companies need to fill in the necessary documents for bankruptcy and reorganization. | July 25,2019 | Please refer to Cninfo.com for "Reminder Announcement on the Creditor's Application for the Company Reorganization"(Announcement No.2019-092) |
| September 5,2019 | Please refer to Cninfo.com for “Reminder Announcement on the Reorganization Progress and Risk” (Announcement No.2019-109) | |
| On September 19, 2019, Mr. Chen Lue, the controlling shareholder and actual controller of the Company, signed an Investment Cooperation Agreement with Henan Yufa Group Co., Ltd, and both parties agreed that Yufa Group shall be the reorganization party (or namely the “reorganization investor”) to participate in and promote the reorganization process of the Sino Great Wall. After the reorganization completion, Yufa Group will become the controlling shareholder of the listed company. On the same day, the company received the notice from Yufa Group, stating Yufa Group intends | September 21,2019 | Please refer to Cninfo.com for "Announcement on the Signing of the "Investment Cooperation Agreement" between the actual controller of the Company and Yufa Group"(Announcement No.2019-116) |
| September 21,2019 | Please refer to Cninfo.com for “Announcement on the Intent Reorganization Investor’s Shareholding Increase Plan” (Announcement No.2019-115) |
Progress in the implementation of share repurchase
□ Applicable √ Not applicable
Progress in the implementation of the reduction of the repurchased shares by means of centralized bidding
□ Applicable √ Not applicable
III. Commitments finished in implementation by the Company, shareholders, actual controller, acquirer,directors, supervisors, senior executives or other related parties in the reporting period and commitmentsunfinished in implementation at the end of the reporting period
□ Applicable √Not applicable
No such cases in the reporting period.IV. Investment in securities
□ Applicable √ Not applicable
No securities investment in period.V. Entrusted Financial Management
□ Applicable √ Not applicable
No securities investment in period.VI. Investment in derivatives
□ Applicable √Not applicable
There is no derivative investment during the report period.VII. The registration form of acceptance of investigation, communication and interview in the reportperiod for future reference
□ Applicable √ Not applicable
The Period has no research, communication and written inquiry from the investors in the report period.
VIII. External guarantee get out of line
□ Applicable √Not applicable
The Company has no external guarantee get out of the line in the PeriodIX. Controlling shareholder and its related parties occupying non-business capital of the listed company
□ Applicable √Not applicable
There are no controlling shareholder and its related parties occupying non-business capital of the listed companyin Period
IV. Financial StatementI. Financial statement
1. Consolidated balance sheet
Prepared by：Sino Great Wall Co., Ltd.
In RMB
| Items | September 30,2019 | December 31,2018 |
| Current asset： | ||
| Monetary fund | 163,041,406.04 | 658,714,886.48 |
| Settlement provision | ||
| Outgoing call loan | ||
| Transactional financial assets | ||
| Financial assets measured at fair value with variations accounted into current income account | ||
| Derivative financial assets | ||
| Notes receivable | 32,675,879.70 | 1,518,790.00 |
| Account receivable | 3,220,336,673.55 | 4,202,594,258.24 |
| Financing of receivables | ||
| Prepayments | 405,001,356.83 | 220,261,619.13 |
| Insurance receivable | ||
| Reinsurance receivable | ||
| Provisions of Reinsurance contracts receivable | ||
| Other account receivable | 1,563,100,659.37 | 2,186,223,361.40 |
| Including：Interest receivable | ||
| Dividend receivable | ||
| Repurchasing of financial assets | ||
| Inventories | 1,024,174,957.10 | 717,531,578.23 |
| Contract assets | ||
| Assets held for sales | 105,075,792.00 | 105,075,792.00 |
| Non-current asset due within 1 year |
| Other current asset | 3,975,630.09 | 5,795,797.44 |
| Total of current assets | 6,517,382,354.68 | 8,097,716,082.92 |
| Non-current assets： | ||
| Loans and payment on other’s behalf disbursed | ||
| Debt investment | ||
| Available for sale of financial assets | 10,338,500.00 | |
| Other investment on bonds | ||
| Expired investment in possess | ||
| Long-term receivable | 16,708,613.19 | 16,708,613.19 |
| Long term share equity investment | 106,837,810.83 | 106,837,810.83 |
| Other equity instruments investment | ||
| Other non-current financial assets | ||
| Property investment | ||
| Fixed assets | 136,058,418.88 | 158,746,947.91 |
| Construction in progress | 36,805,894.03 | 36,697,284.04 |
| Production physical assets | ||
| Oil & gas assets | ||
| Use right assets | ||
| Intangible assets | 90,281,588.93 | 99,921,251.67 |
| Development expenses | ||
| Goodwill | 27,268,234.53 | 27,268,234.53 |
| Long-germ expenses to be amortized | 1,972,106.61 | 6,727,688.90 |
| Deferred income tax asset | 117,317,681.38 | 117,983,727.91 |
| Other non-current asset | 919,731,651.85 | 924,509,792.99 |
| Total of non-current assets | 1,452,982,000.23 | 1,505,739,851.97 |
| Total of assets | 7,970,364,354.91 | 9,603,455,934.89 |
| Current liabilities | ||
| Short-term loans | 3,306,944,094.49 | 2,862,584,629.01 |
| Loan from Central Bank | ||
| Borrowing funds | ||
| Transactional financial liabilities | ||
| Financial liabilities measured at fair value with variations accounted into |
| current income account | ||
| Derivative financial liabilities | ||
| Notes payable | 396,643,774.40 | 1,034,087,499.72 |
| Account payable | 795,538,450.44 | 892,155,630.43 |
| Advance receipts | 552,109,041.13 | 478,101,743.92 |
| Contract Liabilities | ||
| Selling of repurchased financial assets | ||
| Deposit taking and interbank deposit | ||
| Entrusted trading of securities | ||
| Entrusted selling of securities | ||
| Employees’ wage payable | 71,791,324.92 | 86,414,858.86 |
| Tax payable | 376,111,541.28 | 393,957,887.52 |
| Other account payable | 2,343,796,096.90 | 2,212,412,970.43 |
| Including：Interest payable | 629,925,428.55 | |
| Dividend payable | 8,392,335.45 | |
| Fees and commissions payable | ||
| Reinsurance fee payable | ||
| Liabilities held for sales | ||
| Non-current liability due within 1 year | 975,719,981.55 | 975,719,981.55 |
| Other current liability | ||
| Total of current liability | 8,818,654,305.11 | 8,935,435,201.44 |
| Non-current liabilities： | ||
| Reserve fund for insurance contracts | ||
| Long-term loan | 120,000,000.00 | 120,000,000.00 |
| Bond payable | 272,468,101.18 | 254,801,342.47 |
| Including：preferred stock | ||
| Sustainable debt | ||
| Lease liability | ||
| Long-term payable | 270,267.55 | 322,990.35 |
| Long-term remuneration payable to staff |
| Expected liabilities | 2,958,723.15 | 2,958,723.15 |
| Deferred income | ||
| Deferred income tax liability | 23,079,827.03 | 24,369,456.18 |
| Other non-current liabilities | ||
| Total non-current liabilities | 418,776,918.91 | 402,452,512.15 |
| Total of liability | 9,237,431,224.02 | 9,337,887,713.59 |
| Owners’ equity | ||
| Share capital | 1,698,245,011.00 | 1,698,245,011.00 |
| Other equity instruments | ||
| Including：preferred stock | ||
| Sustainable debt | ||
| Capital reserves | -1,298,846,540.07 | -1,298,846,540.07 |
| Less：Shares in stock | ||
| Other comprehensive income | -56,089.18 | -50,380.95 |
| Special reserve | 16,993,440.19 | 21,026,082.43 |
| Surplus reserves | 84,394,441.23 | 84,394,441.23 |
| Common risk provision | ||
| Retained profit | -1,798,146,919.52 | -269,566,140.13 |
| Total of owner’s equity belong to the parent company | -1,297,416,656.35 | 235,202,473.51 |
| Minority shareholders’ equity | 30,349,787.24 | 30,365,747.79 |
| Total of owners’ equity | -1,267,066,869.11 | 265,568,221.30 |
| Total of liabilities and owners’ equity | 7,970,364,354.91 | 9,603,455,934.89 |
Legal Representative: Chen Lue Person in charge of accounting：Yang Chunling Accounting Dept Leader:Yang Chunling
2.Parent Company Balance Sheet
In RMB
| Items | September 30,2019 | December 31,2018 |
| Current asset： | ||
| Monetary fund | 46,771,666.61 | 46,778,625.47 |
| Transactional financial assets | ||
| Financial assets measured at fair value with variations accounted into current income account |
| Derivative financial assets | ||
| Notes receivable | ||
| Account receivable | ||
| Financing of receivables | ||
| Prepayments | ||
| Other account receivable | 2,819,879,744.91 | 2,986,852,664.14 |
| Including：Interest receivable | ||
| Dividend receivable | ||
| Inventories | ||
| Contract assets | ||
| Assets held for sales | ||
| Non-current asset due within 1 year | ||
| Other current asset | 2,604,075.38 | |
| Total of current assets | 2,866,651,411.52 | 3,036,235,364.99 |
| Non-current assets： | ||
| Debt investment | ||
| Available for sale of financial assets | ||
| Other investment on bonds | ||
| Expired investment in possess | ||
| Long-term receivable | ||
| Long term share equity investment | 3,323,211,536.66 | 3,323,211,536.66 |
| Other equity instruments investment | ||
| Other non-current financial assets | ||
| Property investment | ||
| Fixed assets | 25,500.78 | 36,371.12 |
| Construction in progress | ||
| Production physical assets | ||
| Oil & gas assets | ||
| Use right assets | ||
| Intangible assets | ||
| Development expenses | ||
| Goodwill | ||
| Long-germ expenses to be amortized | 1,074,666.67 | |
| Deferred income tax asset |
| Other non-current asset | 728,328,020.00 | 728,328,020.00 |
| Total of non-current assets | 4,051,565,057.44 | 4,052,650,594.45 |
| Total of assets | 6,918,216,468.96 | 7,088,885,959.44 |
| Current liabilities | ||
| Short-term loans | 2,192,097,807.25 | 2,189,866,602.21 |
| Transactional financial liabilities | ||
| Financial liabilities measured at fair value with variations accounted into current income account | ||
| Derivative financial liabilities | ||
| Notes payable | 28,900,000.00 | 29,000,000.00 |
| Account payable | 66,000,000.00 | 66,000,000.00 |
| Advance receipts | ||
| Contract Liabilities | ||
| Employees’ wage payable | 22,073,918.80 | 15,016,143.39 |
| Tax payable | 94,931,620.72 | 97,149,029.10 |
| Other account payable | 1,598,861,751.05 | 1,347,473,661.05 |
| Including：Interest payable | 520,831,917.97 | |
| Dividend payable | 8,392,335.45 | |
| Liabilities held for sales | ||
| Non-current liability due within 1 year | 866,250,000.00 | 866,250,000.00 |
| Other current liability | ||
| Total of current liability | 4,869,115,097.82 | 4,610,755,435.75 |
| Non-current liabilities： | ||
| Long-term loan | ||
| Bond payable | ||
| Including：preferred stock | ||
| Sustainable debt | ||
| Lease liability | ||
| Long-term payable | ||
| Long-term remuneration payable to staff | ||
| Expected liabilities | ||
| Deferred income |
| Deferred income tax liability | ||
| Other non-current liabilities | ||
| Total non-current liabilities | ||
| Total of liability | 4,869,115,097.82 | 4,610,755,435.75 |
| Owners’ equity | ||
| Share capital | 1,698,245,011.00 | 1,698,245,011.00 |
| Other equity instruments | ||
| Including：preferred stock | ||
| Sustainable debt | ||
| Capital reserves | 1,237,956,472.37 | 1,237,956,472.37 |
| Less：Shares in stock | ||
| Other comprehensive income | ||
| Special reserve | ||
| Surplus reserves | 26,309,287.00 | 26,309,287.00 |
| Retained profit | -913,409,399.23 | -484,380,246.68 |
| Total of owners’ equity | 2,049,101,371.14 | 2,478,130,523.69 |
| Total of liabilities and owners’ equity | 6,918,216,468.96 | 7,088,885,959.44 |
3.Consolidated Income statement of the Report period
In RMB
| Items | Amount in this period | Amount in last period |
| I.Turnover | 67,835,920.24 | 672,083,613.81 |
| Incl：Operating income | 67,835,920.24 | 672,083,613.81 |
| Interest income | ||
| Eamed insurance premium | ||
| Fee and commission received | ||
| II. Total Operating costs | 232,413,362.88 | 940,383,423.60 |
| Incl：Operating costs | 42,584,647.26 | 658,461,435.36 |
| Interest payment | ||
| Fee and commission paid | ||
| Insurance discharge payment | ||
| Net claim amount paid | ||
| Appropriation of deposit for duty,net | ||
| Insurance policy dividend paid |
| Reinsurance expenses | ||
| Business tax and surcharge | 174,711.44 | 745,870.79 |
| Sales expense | 2,282,607.80 | 1,941,491.70 |
| Administrative expense | 20,578,733.98 | 57,216,694.51 |
| R & D expense | ||
| Financial expenses | 166,792,662.40 | 222,017,931.24 |
| Including：Interest expense | 166,603,633.82 | 215,522,929.15 |
| Interest income | 93,916.44 | 3,343,599.29 |
| Add：Other income | ||
| Investment gain（“-”for loss） | ||
| Including: investment gains from affiliates | ||
| Financial assets measured at amortized cost cease to be recognized as income | ||
| Gains from currency exchange | 73,554,770.66 | 113,926,608.10 |
| Net exposure hedging income | ||
| Changing income of fair value | ||
| Credit impairment loss | ||
| Impairment loss of assets | -18,094,077.27 | -2,054,715.86 |
| Assets disposal income | ||
| III. Operating profit（“-”for loss） | -109,116,749.25 | -156,427,917.55 |
| Add ：Non-operating income | 25,845,524.88 | |
| Less: Non-operating expense | 3,190,954.16 | 205,178.47 |
| IV. Total profit(“-”for loss) | -112,307,703.41 | -130,787,571.14 |
| Less：Income tax expenses | -501,315.52 | -11,090,989.76 |
| V. Net profit | -111,806,387.89 | -119,696,581.38 |
| (I) Classification by business continuity | ||
| 1.Net continuing operating profit | -111,806,387.89 | -119,696,581.38 |
| 2.Termination of operating net profit | ||
| (II) Classification by ownership | ||
| 1.Net profit attributable to the owners of parent company | -111,806,387.89 | -118,516,821.76 |
| 2.Minority shareholders’ equity | -1,179,759.62 |
| VI. Net after-tax of other comprehensive income | ||
| Net of profit of other comprehensive income attributable to owners of the parent company. | ||
| （I）Other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period | ||
| 1.Re-measurement of defined benefit plans of changes in net debt or net assets | ||
| 2.Other comprehensive income under the equity method investee can not be reclassified into profit or loss. | ||
| 3. Changes in the fair value of investments in other equity instruments | ||
| 4. Changes in the fair value of the company’s credit risks | ||
| 5.Other | ||
| （II） Other comprehensive income that will be reclassified into profit or loss. | ||
| 1.Other comprehensive income under the equity method investee can be reclassified into profit or loss. | ||
| 2. Changes in the fair value of investments in other debt obligations | ||
| 3.Gains and losses from changes in fair value available for sale financial assets | ||
| 4. Other comprehensive income arising from the reclassification of financial assets | ||
| 5.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets | ||
| 6. Allowance for credit impairments in |
| investments in other debt obligations | ||
| 7. Reserve for cash flow hedges | ||
| 8. Translation differences in currency financial statements | ||
| 9.Other | ||
| Net of profit of other comprehensive income attributable to Minority shareholders’ equity | ||
| VII. Total comprehensive income | -111,806,387.89 | -119,696,581.38 |
| Total comprehensive income attributable to the owner of the parent company | -111,806,387.89 | -118,516,821.76 |
| Total comprehensive income attributable minority shareholders | -1,179,759.62 | |
| VIII. Earnings per share | ||
| （I）Basic earnings per share | -0.0658 | -0.0698 |
| (II)Diluted earnings per share | -0.0658 | -0.0698 |
The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0.00, last period the combined party realized RMB0.00.Legal Representative: Chen Lue Person in charge of accounting：Yang Chunling Accounting DeptLeader:Yang Chunling
4.Income statement of the Parent Company of the Report period
In RMB
| Items | Amount in this period | Amount in last period |
| I. Revenue | 0.00 | 54,418.18 |
| Less:Operating costs | 0.00 | 0.00 |
| Business tax and surcharge | ||
| Sales expense | ||
| Administrative expense | 5,053,118.51 | 2,387,007.15 |
| R & D expense | ||
| Financial expenses | 134,843,482.60 | 117,586,989.99 |
| Including：Interest expenses | 134,935,793.31 | 121,102,703.51 |
| Interest income | 92,311.71 | 3,518,795.43 |
| Add：Other income |
| Investment gain（“-”for loss） | ||
| Including: investment gains from affiliates | ||
| Financial assets measured at amortized cost cease to be recognized as income | ||
| Net exposure hedging income | ||
| Changing income of fair value | ||
| Credit impairment loss | ||
| Impairment loss of assets | 692,237.82 | 1,355,806.96 |
| Assets disposal income | ||
| II. Operating profit（“-”for loss） | -139,204,363.29 | -118,563,772.00 |
| Add ：Non-operating income | ||
| Less：Non -operating expenses | ||
| III. Total profit(“-”for loss) | -139,204,363.29 | -118,563,772.00 |
| Less：Income tax expenses | ||
| IV. Net profit | -139,204,363.29 | -118,563,772.00 |
| 1.Net continuing operating profit | -139,204,363.29 | -118,563,772.00 |
| 2.Termination of operating net profit | ||
| V. Net after-tax of other comprehensive income | ||
| （I）Other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period | ||
| 1.Re-measurement of defined benefit plans of changes in net debt or net assets | ||
| 2.Other comprehensive income under the equity method investee can not be reclassified into profit or loss. | ||
| 3. Changes in the fair value of investments in other equity instruments | ||
| 4. Changes in the fair value of the company’s credit risks | ||
| 5.Other |
| （II） Other comprehensive income that will be reclassified into profit or loss. | ||
| 1.Other comprehensive income under the equity method investee can be reclassified into profit or loss. | ||
| 2. Changes in the fair value of investments in other debt obligations | ||
| 3. Gains and losses from changes in fair value available for sale financial assets | ||
| 4. Other comprehensive income arising from the reclassification of financial assets | ||
| 5.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets | ||
| 6. Allowance for credit impairments in investments in other debt obligations | ||
| 7. Reserve for cash flow hedges | ||
| 8. Translation differences in currency financial statements | ||
| 9.Other | ||
| VI. Total comprehensive income | -139,204,363.29 | -118,563,772.00 |
| VII. Earnings per share | ||
| （I）Basic earnings per share | ||
| (II)Diluted earnings per share |
5. Consolidated Income statement between the beginning of the year and end of the report period
In RMB
| Items | Amount in this period | Amount in last period |
| I. Turnover | 324,203,141.91 | 2,259,055,189.05 |
| Including：Operating income | 324,203,141.91 | 2,259,055,189.05 |
| Interest income | ||
| Insurance fee earned | ||
| Commission charge and commission income | ||
| II. Total operating costs | 888,449,280.45 | 2,577,519,225.65 |
| Incl：Operating costs | 270,230,683.50 | 1,970,673,537.82 |
| Interest expense | ||
| Fee and commission paid | ||
| Insurance discharge payment | ||
| Net claim amount paid | ||
| Insurance policy dividend paid | ||
| Insurance policy dividend paid | ||
| Reinsurance expenses | ||
| Business tax and surcharge | 1,869,602.31 | 2,852,388.84 |
| Sales expense | 16,759,750.56 | 18,463,113.78 |
| Administrative expense | 107,742,399.54 | 185,124,556.07 |
| R & D expense | ||
| Financial expenses | 491,846,844.54 | 400,405,629.14 |
| Including：Interest expense | 493,188,561.08 | 390,129,337.03 |
| Interest income | 2,912,915.60 | 9,833,816.40 |
| Add：Other income | ||
| Investment gain（“-”for loss） | 6,596,880.93 | 5,171,892.51 |
| Including: investment gains from affiliates | ||
| Financial assets measured at amortized cost cease to be recognized as income | ||
| Gains from currency exchange | 79,248,852.53 | 146,374,380.81 |
| Net exposure hedging income | ||
| Changing income of fair value | ||
| Credit impairment loss | ||
| Impairment loss of assets | -581,498,544.92 | -6,238,590.52 |
| Assets disposal income | ||
| III. Operating profit（“-”for loss） | -1,059,898,950.00 | -173,156,353.80 |
| Add ：Non-operating income | 71,623.22 | 205,066,020.08 |
| Less: Non-operating expenses | 468,320,367.78 | 841,479.08 |
| IV. Total profit(“-”for loss) | -1,528,147,694.56 | 31,068,187.20 |
| Less：Income tax expenses | 449,045.38 | 7,699,247.03 |
| V. Net profit | -1,528,596,739.94 | 23,368,940.17 |
| (I) Classification by business continuity | ||
| 1.Net continuing operating profit | -1,528,596,739.94 | 23,368,940.17 |
| 2.Termination of operating net profit | ||
| (II) Classification by ownership | ||
| 1.Net profit attributable to the owners of parent company | -1,528,580,779.39 | 25,482,633.97 |
| 2.Minority shareholders’ equity | -15,960.55 | -2,113,693.80 |
| VI. Net after-tax of other comprehensive income | -5,708.23 | -263,008.36 |
| Net of profit of other comprehensive income attributable to owners of the parent company. | -5,708.23 | -263,008.36 |
| （I）Other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period | ||
| 1.Re-measurement of defined benefit plans of changes in net debt or net assets | ||
| 2.Other comprehensive income under the equity method investee can not be reclassified into profit or loss. | ||
| 3. Changes in the fair value of investments in other equity instruments | ||
| 4. Changes in the fair value of the company’s credit risks | ||
| 5.Other | ||
| （II） Other comprehensive income that will be reclassified into profit or loss. | -5,708.23 | -263,008.36 |
| 1.Other comprehensive income under the equity method investee can be reclas |
| sified into profit or loss. | ||
| 2. Changes in the fair value of investments in other debt obligations | ||
| 3.Gains and losses from changes in fair value available for sale financial assets | ||
| 4. Other comprehensive income arising from the reclassification of financial assets | ||
| 5.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets | ||
| 6. Allowance for credit impairments in investments in other debt obligations | ||
| 7. Reserve for cash flow hedges | ||
| 8. Translation differences in currency financial statements | -5,708.23 | -263,008.36 |
| 9.Other | ||
| Net of profit of other comprehensive income attributable to Minority shareholders’ equity | ||
| VII. Total comprehensive income | -1,528,602,448.17 | 23,105,931.81 |
| Total comprehensive income attributable to the owner of the parent company | -1,528,586,487.62 | 25,219,625.61 |
| Total comprehensive income attributable minority shareholders | -15,960.55 | -2,113,693.80 |
| VIII. Earnings per share | ||
| （I）Basic earnings per share | -0.9001 | 0.0150 |
| (II)Diluted earnings per share | -0.9001 | 0.0150 |
The current business combination under common control, the net profits of the combined party before achieved net profit of RMB 0.00, last period the combined party realized RMB0.00.
Legal Representative: Chen Lue Person in charge of accounting：Yang Chunling Accounting Dept Leader:Yang Chunling
6.Income Statement of the Parent Between the Beginning of the Year and End of the Report Period
In RMB
| Items | Amount in this period | Amount in last period |
| I .Revenue | 0.00 | 171,780.25 |
| Less：Operating costs | 0.00 | 0.00 |
| Business tax and surcharge | ||
| Sales expense | 49,276.69 | 994,445.50 |
| Administrative expense | 24,139,989.17 | 20,291,125.45 |
| R & D expense | ||
| Financial expenses | 390,589,593.60 | 198,992,446.79 |
| Including：Interest expenses | 390,779,924.04 | 200,617,859.56 |
| Interest income | 117,288.92 | 3,944,055.45 |
| Add：Other income | ||
| Investment gain（“-”for loss） | ||
| Including: investment gains from affiliates | ||
| Financial assets measured at amortized cost cease to be recognized as income | ||
| Net exposure hedging income | ||
| Changing income of fair value | ||
| Credit impairment loss | ||
| Impairment loss of assets | -14,250,293.09 | -7,082,692.91 |
| Assets disposal income | ||
| II. Operating profit（“-”for loss） | -429,029,152.55 | -227,188,930.40 |
| Add ：Non-operating income | 100,000,000.00 | |
| Less：Non -operating expenses | ||
| III. Total profit(“-”for loss) | -429,029,152.55 | -127,188,930.40 |
| Less：Income tax expenses | ||
| IV. Net profit | -429,029,152.55 | -127,188,930.40 |
| 1.Net continuing operating profit | -429,029,152.55 | -127,188,930.40 |
| 2.Termination of operating net profit | ||
| V. Net after-tax of other comprehensive income | ||
| （I）Other comprehensive income items that will not be reclassified into gains/losses in the subsequent accounting period |
| 1.Re-measurement of defined benefit plans of changes in net debt or net assets | ||
| 2.Other comprehensive income under the equity method investee can not be reclassified into profit or loss. | ||
| 3. Changes in the fair value of investments in other equity instruments | ||
| 4. Changes in the fair value of the company’s credit risks | ||
| 5.Other | ||
| （II） Other comprehensive income that will be reclassified into profit or loss. | ||
| 1.Other comprehensive income under the equity method investee can be reclassified into profit or loss. | ||
| 2. Changes in the fair value of investments in other debt obligations | ||
| 3. Gains and losses from changes in fair value available for sale financial assets | ||
| 4. Other comprehensive income arising from the reclassification of financial assets | ||
| 5.Held-to-maturity investments reclassified to gains and losses of available for sale financial assets | ||
| 6. Allowance for credit impairments in investments in other debt obligations | ||
| 7. Reserve for cash flow hedges | ||
| 8. Translation differences in currency financial statements | ||
| 9.Other | ||
| VI. Total comprehensive income | -429,029,152.55 | -127,188,930.40 |
| VII. Earnings per share | ||
| （I）Basic earnings per share | ||
| (II)Diluted earnings per share |
7. Consolidated Cash Flow Statement Between the Beginning of the Year and End of the Report Period
In RMB
| Items | Amount in this period | Amount in last period |
| I.Cash flows from operating activities | ||
| Cash received from sales of goods or rending of services | 724,692,153.00 | 2,813,614,672.80 |
| Net increase of customer deposits and capital kept for brother company | ||
| Net increase of loans from central bank | ||
| Net increase of inter-bank loans from other financial bodies | ||
| Cash received against original insurance contract | ||
| Net cash received from reinsurance business | ||
| Net increase of client deposit and investment | ||
| Cash received from interest, commission charge and commission | ||
| Net increase of inter-bank fund received | ||
| Net increase of repurchasing business | ||
| Net cash received by agent in securities trading | ||
| Tax returned | 968,575.59 | 3,488,505.37 |
| Other cash received from business operation | 290,537,320.27 | 3,926,123,995.63 |
| Sub-total of cash inflow | 1,016,198,048.86 | 6,743,227,173.80 |
| Cash paid for purchasing of merchandise and services | 565,136,375.16 | 2,518,844,052.72 |
| Net increase of client trade and advance |
| Net increase of savings in central bank and brother company | ||
| Cash paid for original contract claim | ||
| Net increase for Outgoing call loan | ||
| Cash paid for interest, processing fee and commission | ||
| Cash paid for policy dividend | ||
| Cash paid to staffs or paid for staffs | 122,235,393.26 | 179,518,278.57 |
| Taxes paid | 25,104,962.97 | 77,150,857.45 |
| Other cash paid for business activities | 756,093,445.36 | 2,680,400,667.11 |
| Sub-total of cash outflow from business activities | 1,468,570,176.75 | 5,455,913,855.85 |
| Net cash generated from /used in operating activities | -452,372,127.89 | 1,287,313,317.95 |
| II. Cash flow generated by investing | ||
| Cash received from investment retrieving | ||
| Cash received as investment gains | ||
| Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term assets | 432,865.55 | |
| Net cash received from disposal of subsidiaries or other operational units | 1,062,398.45 | |
| Other investment-related cash received | ||
| Sub-total of cash inflow due to investment activities | 1,495,264.00 | |
| Cash paid for construction of fixed assets, intangible assets and other long-term assets | 12,179,377.50 | |
| Cash paid as investment | 376,429,730.78 | |
| Net increase of loan against pledge | ||
| Net cash received from subsidiaries and other operational units | -35,622,112.04 | |
| Other cash paid for investment activities | ||
| Sub-total of cash outflow due to | 352,986,996.24 |
| investment activities | ||
| Net cash flow generated by investment | -351,491,732.24 | |
| III.Cash flow generated by financing | ||
| Cash received as investment | 490,000.00 | |
| Including: Cash received as investment from minor shareholders | ||
| Cash received as loans | 379,941,841.39 | 1,255,509,245.00 |
| Other financing –related cash received | 38,180,159.91 | |
| Sub-total of cash inflow from financing activities | 418,122,001.30 | 1,255,999,245.00 |
| Cash to repay debts | 30,000,000.00 | 2,425,799,391.05 |
| Cash paid as dividend, profit, or interests | 254,970,260.18 | |
| Including: Dividend and profit paid by subsidiaries to minor shareholders | ||
| Other cash paid for financing activities | ||
| Sub-total of cash outflow due to financing activities | 30,000,000.00 | 2,680,769,651.23 |
| Net cash flow generated by financing | 388,122,001.30 | -1,424,770,406.23 |
| IV. Influence of exchange rate alternation on cash and cash equivalents | -360,853.92 | -4,433,209.17 |
| V.Net increase of cash and cash equivalents | -64,610,980.51 | -493,382,029.69 |
| Add: balance of cash and cash equivalents at the beginning of term | 125,767,796.88 | 647,222,590.49 |
| VI ..Balance of cash and cash equivalents at the end of term | 61,156,816.37 | 153,840,560.80 |
8. Cash Flow Statement of the Parent Between the Beginning of the Year and End of the Report Period
In RMB
| Items | Amount in this period | Amount in last period |
| I.Cash flows from operating activities | ||
| Cash received from sales of goods or | 54,418.18 |
| rending of services | ||
| Tax returned | ||
| Other cash received from business operation | 8,121,681.33 | 3,768,971,880.81 |
| Sub-total of cash inflow | 8,121,681.33 | 3,769,026,298.99 |
| Cash paid for purchasing of merchandise and services | ||
| Cash paid to staffs or paid for staffs | 1,087,705.66 | |
| Taxes paid | 1,012,663.31 | |
| Other cash paid for business activities | 31,803,494.76 | 2,421,993,707.71 |
| Sub-total of cash outflow from business activities | 31,803,494.76 | 2,424,094,076.68 |
| Net cash generated from /used in operating activities | -23,681,813.43 | 1,344,932,222.31 |
| II.Cash flow generated by investing | ||
| Cash received from investment retrieving | ||
| Cash received as investment gains | ||
| Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term assets | ||
| Net cash received from disposal of subsidiaries or other operational units | ||
| Other investment-related cash received | ||
| Sub-total of cash inflow due to investment activities | ||
| Cash paid for construction of fixed assets, intangible assets and other long-term assets | ||
| Cash paid as investment | 163,000,000.00 | |
| Net cash received from subsidiaries and other operational units | ||
| Other cash paid for investment activities | ||
| Sub-total of cash outflow due to investment activities | 163,000,000.00 | |
| Net cash flow generated by | -163,000,000.00 |
| investment | ||
| III. Cash flow generated by financing | ||
| Cash received as investment | ||
| Cash received as loans | 840,650,000.00 | |
| Other financing –related ash received | ||
| Sub-total of cash inflow from financing activities | 840,650,000.00 | |
| Cash to repay debts | 1,909,087,876.07 | |
| Cash paid as dividend, profit, or interests | 170,194,670.62 | |
| Other cash paid for financing activities | ||
| Sub-total of cash outflow due to financing activities | 2,079,282,546.69 | |
| Net cash flow generated by financing | -1,238,632,546.69 | |
| IV. Influence of exchange rate alternation on cash and cash equivalents | ||
| V.Net increase of cash and cash equivalents | -23,681,813.43 | -56,700,324.38 |
| Add: balance of cash and cash equivalents at the beginning of term | 23,708,889.90 | 99,547,899.86 |
| VI ..Balance of cash and cash equivalents at the end of term | 27,076.47 | 42,847,575.48 |
II Adjustments to the Financial Statements
1. Adjustment of the relevant items of the financial statements at the current year beginning according tothe new standards for financial instruments, the new standards for revenues and the new standards forlease implemented commencing from year 2019
√ Applicable □ Not applicable
2. Note to the retroactive adjustment of the previous comparative data according to the new standards forfinancial instruments and the new standards for lease implemented commencing from year 2019
□ Applicable √ Not applicable
III. Auditor’ reportIs the Third Quarterly Report be audited?
□ Yes √No
The Third Quarterly report is not audited.