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长安B:2015年年度报告(英文版) 下载公告
公告日期:2016-04-19
Chongqing Changan Automobile
      Company Limited
     2015 Annual Report
         April,2016
       Chapter 1          Important Notice, Contents, and Definitions
     The Board of Directors, the Board of Supervisors, Directors, Supervisors and Senior
Executives of our company hereby guarantee that no false or misleading statement or major
omission was made to the materials in this report and that they will assume all the responsibilities,
individually and jointly, for the trueness, accuracy and completeness of the contents of this report.
     Chairman of the Board Xu Liuping, the Chief Financial Officer Wang Kun and the responsible
person of the accounting institution (Accountant in charge) Hua Zhanbiao hereby declare that the
Financial Statements enclosed in this annual report are true, accurate and complete.
     All directors attended the board meeting for reviewing the annual report.
     The prospective description regarding future business plan and development strategy in this
report does not constitute virtual commitment. The investors shall pay attention to the risk.
      The preplan profit distribution of the Company deliberated and approved by the Board is:
taking the total shares as of Dec. 31, 2015 as the radix, sending cash dividends of RMB 6.4Yuan
(tax included) per every 10 shares to all shareholders, and not converting capital reserve into share
capital.
                                                     CONTENTS
Chapter 1 Important Notice, Contents, and Definitions ............................................. 1
Chapter 2 Company Profile & Main Financial Indexes ............................................. 5
Chapter 3 Analysis of Main Business ...................................................................... 10
Chapter 4 Management Discussion and Analysis .................................................... 12
Chapter 5 Important Matters .................................................................................... 29
Chapter 6 Changes in the shareholding of the company and shareholders .............. 43
Chapter7          Information about Directors, Supervisors, Senior Management and
Employees ................................................................................................................... 49
Chapter 8 Corporate Governance ............................................................................. 61
Chapter 9 Auditor’s Report ...................................................................................... 68
Chapter 10 Documents for Future Reference......................................................... 206
                                                Definitions
          ITEM                                                      Definition
Changan Auto., the
                         Refers to Chongqing Changan Automobile Company Limited
Company
South Industries         Refers to China South Industries Group Corp. Company’s actual controller
                                     China Changan Automobile Group Corporation, old name: China South
China Changan            Refers to
                                     Industries automobile Co., Ltd., a subsidiary company of South Industries
                                   Chongqing Changan Industry (Group) Co., Ltd., old name: Changan
                                   Automobile Co., Ltd., Changan Automobile (Group) Co., Ltd., a
Changan Industry         Refers to
                                   subsidiary company of South Industries, the controlling shareholder of the
                                   Company before December, 2005
                                     Nanjing Changan Automobile Co., Ltd., a subsidiary company of the
Nanjing Changan          Refers to
                                     Company
                                     Hebei Changan Automobile Co., Ltd., a subsidiary company of the
Hebei Changan            Refers to
                                     Company
                                     Hefei Changan Automobile Co., Ltd., a subsidiary company of the
Hefei Changan            Refers to
                                     Company
Changan Bus              Refers to Baoding Changan Bus Co., Ltd., a subsidiary company of the Company
International Company    Refers to Chongqing Changan Automobile International Sale Service Co., Ltd.
Changan Ford             Refers to Changan Ford Automobile Co.,,a JV of the Company
Changan Mazda            Refers to Changan Mazda Automobile Co., a JV of the Company
CFME                     Refers to Changan Ford Mazda Engine Co., a JV of the Company
Changan Suzuki           Refers to Chognqing Changan Suzuki Auto. Co.Ltd.,        a JV of the Company
CAPSA                    Refers to Changan PSA Automobiles Co., Ltd,a JV of the Company
Jiangling Holding        Refers to Jiangling Holding Co., a JV of the Company
Chongqing Auto Finance   Refers to Chongqing Auto Finance Co.Ltd       Company's Joint Stock Company
Financial Co. of CSGC    Refers to Financial Co. of China South Industries Group Corporation
                                     United Prosperity (Hong Kong)Investment Co., Ltd,a subsidiary company
UPI                      Refers to
                                     of China Changan
                                     Harbin Hafei Automobile Industry Group Co., Ltd., a subsidiary company
Hafei Group              Refers to
                                     of China Changan
                                     Chongqing Changan Minsheng APLL Logistics Co., Ltd, a subsidiary
CMAL                     Refers to
                                     company of Changan Industry
                                    Matrial Risk Notice
     In the fourth chapter of Management's Discussion and Analysis, the company describes the
competition pattern and development trend of the automobile industry, the company’s business plan
in 2016, the possible risks. Please refer to the relevant part. The prospective description regarding
future business plan and development strategy in this report does not constitute virtual commitment.
The investors shall pay attention to the risk.
            Chapter 2        Company Profile & Main Financial Indexes
I. Basic Information
Stock abbreviation        Changan Automobile 、Changan B           Stock Code                 000625、200625
Listed on                 Shenzhen Stock Exchange
Company in Chinese
                          重庆长安汽车股份有限公司
name
Company abbreviation in
                        长安汽车
Chinese name
Company name in
                          Chongqing Changan Automobile Company Limited
English
Legal representative      Xu LiuPing
Registered address        No. 260, East Jianxin Road Jiangbei District, Chongqing
Post code of the
registered address
Office address            No. 260, East Jianxin Road, Jiangbei District, Chongqing
Post code of the office
address
Website                   http://www.changan.com.cn
E-mail address            cazqc@changan.com.cn
Ⅱ. Contact Information
                                           Secretary of the Board of Directors        Securities affairs representative
Name                                   Wangkun( On behalf),Lijun
                                       No. 260, East Jianxin Road, Jiangbei
Contact address
                                       District, Chongqing
TEL:                                   023-67594008
FAX:                                   023-67866055
E-mail address                         cazqc@changan.com.cn
Ⅲ. Information Disclosure and Filing Site
Newspaper selected by the Company for
                                              China Securities Journal, Securities Daily and Hong Kong Commercial Daily
information disclosure
Website selected by CSRC for publishing       www.cninfo.com.cn
this annual report
The place where this annual report is
                                               Secretary's Office of Board of Directors
prepared and kept
IV. Changes of Registration Information
Organization Code                       9150000020286320X6
Changes in the main business since
                                        No Change
the company's listing(if have)
                                        1. In Oct. 2005, according to the restructuring program on automobile business, the
                                        Company’s actual controller, China South Industries Group Corporation made
                                        transferring of all state-owned shares of the Company as part of funding for China
                                        South Industries Automobile Company Limited. In March 2006, all shares held by
                                        Changan Group have been transferred to China South Industries Automobile Company
All previous changes of dominant
                                        Limited. China South Industries Automobile Company Limited became the majority
stockholders
                                        shareholder of the Company, and Changan Group holds zero share since then.
                                        2. In July 2009, with the approval of State Administration for Industry and Commerce,
                                        “China South Industries Automobile Company Limited”, changed its name to “China
                                        Changan Automobile Group Co., Ltd.”. After change of its name, its property,
                                        ownership and control relation are without change.
V. Other Relevant Information
The accounting firm employed by the Company:
Name of the accounting firm                               ERNST&YOUNG Hua Ming LLP
                                                          Level 16, Ernst & Young Tower, Oriental Plaza, No. 1 East
Address of the accounting firm
                                                          Chang An Avenue, Dong Cheng District, Beijing, China
Name of the certified public accountant for signature Qiao Chun,Ai Wei
The recommendation agency engaged by the Company executing the persistant supervision responsibilities in the
report period
□ Applicable   √ Not applicable
The financial consultant engaged by the Company performing the duties of persistant supervision and guidance in
the report period
□ Applicable   √ Not applicable
VI. Summary of Accounting Data and Financial Indexes
                                                              Increase/decrease
                                                                    on a
                        2015                2014                year-on-year
                                                                    basis         Before adjustment           Adjusted
                                                                (%)Adjusted
Operating
                   66,771,580,527.66    52,913,332,100.83         26.19%          38,481,862,261.90    39,141,703,050.19
revenue (Yuan)
Net profit
belonging to
shareholders of
                    9,952,714,168.09     7,561,081,585.81         31.63%           3,505,640,520.04        3,368,591,105.89
the listed
company
(Yuan)
Net profit
belonging to
shareholders of
the listed
company after       9,560,013,288.84     7,279,008,679.47         31.34%           3,323,415,945.67        3,120,551,968.04
deduction of
non-recurring
profit and loss
(Yuan)
Net cash flow
arising from
operating           5,414,890,769.50     3,779,921,774.57         43.25%           1,832,646,224.37        1,537,154,348.43
activities
(Yuan)
Basic earnings
per share                        2.13                  1.62       31.48%                       0.75                      0.72
(Yuan/Share)
Diluted earnings
per share           Not applicable      Not applicable         Not applicable      Not applicable          Not applicable
(Yuan/Share)
Return on
equity (ROE)                   33.14%              34.20%         -1.06%                    20.44%                 21.77%
(%)
                                                              Increase/decrease
                                                                     of
                     End of 2015         End of 2014             the end of
                                                                current year      Before adjustment           Adjusted
                                                               compared with
                                                                             that of
                                                                        the previous year
                                                                              (%)
 Total assets
                       89,413,988,669.66       69,687,352,890.82            28.31%          53,364,694,275.91    54,612,107,747.02
 (Yuan)
 Net assets
 belonging to
 shareholders of
 the listed
 company
 (Owner's equity       34,385,189,070.36        25,637,298,549.80           34.12%          18,778,354,427.87    18,857,112,774.61
 belonging to
 shareholders of
 the listed
 company)
 (Yuan)
VII. The differences between domestic and international accounting standards
(1).Simultaneously pursuant to both Chinese accounting standards and international accounting standards disclosed in the financial
reports of differences in net income and net assets.
□ Applicable   √ Not applicable
No difference
(2). Differences of net profit and net assets disclosed in financial reports prepared under overseas and Chinese accounting standards.
□ Applicable   √ Not applicable
No difference
VIII. Key financial indicators for the quarter
                                                                                                                     Unit: Yuan
                                                        First Quarter     Second Quarter Third Quarter           Forth Quarter
Business income                                        18,197,185,337.09 14,855,769,840.40 15,055,000,317.76 18,663,625,032.41
Net profit attributable to shareholders of listing
                                                        2,494,491,155.26 2,590,775,371.87 1,655,576,666.88 3,211,870,974.08
Corporation
Net profit attributable to shareholders of the
listing Corporation after deducting non recurring 2,349,996,871.48 2,539,914,388.21 1,546,606,695.04 3,123,495,334.11
gains and losses
Net cash flows from operating activities                2,773,784,253.36 3,662,364,724.67 1,606,902,933.58 -2,628,161,142.11
Whether or not the above mentioned financial indicators and the total number of the company has disclosed the major difference
between quarterly reports and semi-annual report
□ Yes        √ No
IX. Non recurring items and amounts
□ Applicable   √ Not applicable
                                                                                                                      Unit: Yuan
                                                                                                                   2013amount
                                   Item                                   2015 amount       2014 amount
                                                                                                                     (Restated)
Non recurring items and amounts(including accrued reversal assets
                                                                           -34,314,067.34     -17,293,198.19             14,249,629.45
impairment part)
Government subsidies included in the profit and loss of the current
period (Except closely related to business operations, in accordance
                                                                           441,926,607.20    339,001,795.70             234,412,047.68
with the national unified standard quota or quantitative enjoyment
of government subsidies)
The current net profit and loss of the subsidiary period from the
                                                                                        -     -43,390,581.51                           -
same control to the consolidated day
Except the normal operation of the company's business related to
the effective hedging business , changes in the fair value of the
transaction of financial assets and transaction financial liabilities ,
                                                                                        -                    -             -332,407.00
and dealing with transaction financial assets, transaction financial
liabilities ,and Investment income available for sale of financial
assets
Except the above other operating income and expenses                        16,816,296.11      40,605,150.13              2,181,517.38
Interest on deferred payment of funds received by non financial
                                                                            38,457,111.56      36,729,835.74             44,444,713.09
enterprises
Reduce: the impact of income tax                                            65,174,314.56      66,584,968.46             45,704,294.34
Impact of minority shareholders' equity (after tax)                          5,010,753.72       6,995,127.07              1,212,068.41
Total                                                                      392,700,879.25    282,072,906.34             248,039,137.85
According to “Public offering of securities information disclosure of the company's information disclosure announcement No. first -
non recurring gains and losses “Public offering of securities information disclosure of the company's information disclosure
announcement No. first - non recurring gains and losses” defined non recurring items ,and Public offering of securities information
disclosure of the company's information disclosure announcement No. first - non recurring gains and losses “The items listed in the
non recurring items defined as recurring items shall be explained .
□ Applicable   √Not applicable
The company in the reporting period does not base on the definition and listing of “Public offering of securities information
disclosure of the company's information disclosure announcement No. first - non recurring gains and losses” about non recurring
gains and losses to define a case of recurring profit or loss.
                              Chapter 3              Analysis of Main Business
I. Overview
     The main business of the Company is the development, production and sales of vehicles and sedans, manufacturing automotive
engine series products. During the reporting period, the main products include sedans of CS series SUV, Raeton Series, Eado Series,
Alsvin series and commercial car of Honor,Oulove, Changan Star series and Oushang MPV.
II. Major changes in assets
1、 Major changes in assets
   No significant changes in major assets during the reporting period
2、 Main Overseas Assets
  □Applicable   √ Not applicable
III. Core Competence Analysis
     During 12th Five-Year, R & D investment from Changan amounted to 37.8 billion yuan, involving 16 areas, such as vibration
noise, collision safety, braking performance, chassis test, and driving system etc, 194 international advanced laboratories(among
which , automotive noise vibration and Safety Technology Laboratory are Key State Laboratories ), and Changan spent 2 billion
yuan in building Changan Dianjiang car-testing ground , which is the internationally first-class and the largest one in the Western
China.
1、Actively improve the R & D system
     Changan has constantly improved the R & D system, built four R&D systems of the CA-TDS, CA-PAS, CA-PDS, CA-PIS, to
precisely guide the product development, built Changan product test and verification system(CA-TVS) to meet the users’needs of
10 years /26 mil

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