WEIFU HIGH-TECHNOLOGY GROUP CO., LTD. THE THIRD QUARTERLY REPORT FOR 2010

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1 WEIFU HIGH-TECHNOLOGY GROUP CO., LTD. THE THIRD QUARTERLY REPORT FOR 2010 (FULL TEXT) 1. Important Notes 1.1 Board of Directors and the Supervisory Committee of Weifu High-Technology Group Co., Ltd. (hereinafter referred to as the ) and its directors, supervisors and senior executives hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. 1.2 Other directors attended the meeting on discussing the Quarterly Report except for the following directors: Absent director Reason for absence Entrusted Du Fangci Absent due to be on business Naught 1.3 The Third Quarterly Financial Report of 2010 has not been audited by CPAs. 1.4 Wang Weiliang, Principal of the ; Sun Qingxian, Person in Charge of Accounting Work; Sun Qingxian, Person in Charge of Accounting Organization (Accounting Officer) hereby confirm that the Financial Report of the Third Quarterly Report is true and complete. 2. Profile 2.1 Main accounting highlights and financial indexes: Unit: RMB Increase/decrease scope (%) Total assets (RMB) 6,405,466, ,035,871, % Owners equities attributable to the shareholders of listed company 3,388,334, ,862,670, % (RMB) Share capital (Share) 567,275, ,275, % Net assets per share attributable to the shareholders of listed company (RMB/Share) % July-Sep.2010 Increase/dec rease over the same period of the last year (%) Jan.-Sep Increase/decr ease over the same period of the last year (%) Total operating income (RMB) 1,326,188, % 3,976,875, % Net profit attributable to the shareholders of listed company (RMB) 297,725, % 616,832, % Net cash flow arising from operating activities (RMB) ,539, % Net cash flow arising from operating activities per share (RMB/Share) % Basic earnings per share (RMB/Share) % % Diluted earnings per share % % 1

2 (RMB/Share) Weighted average return on equity (%) Weighted average return on equity after deducting non-recurring gains/losses (%) 9.02% 3.72% 19.59% 10.80% 9.01% 4.01% 19.48% 11.07% Items of non-recurring gains and losses Amount from year begin to the end of report period Gains and losses from the disposal of non-current asset 4,663, Other non-operating income and expenditure beside for the aforementioned items -477, Influenced amount of minority shareholders equity 39, Impact on income tax -695, Total 3,530, Total number of shareholders at the end of the report period and shares held by the top ten shareholders with unrestricted conditions Unit: Share Total number of shareholders 26,906 at the end of report period Note Particulars about the shares held by the top ten shareholders with unrestricted conditions Unrestricted shares held Full name of shareholder Type of shares at period-end ROBERT BOSCH GMBH 18,387,200 China Construction Bank Fuguo Tianbo Innovation Theme Stock Securities Investment Fund DRAGON BILLION CHINA MASTER FUND 11,000,527 GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED China Construction Bank Fullgoal Tianbo Innovation Theme Stock Fund China AMC Growth Stock Fund Bank of China Huaxia Return Securities Investment Fund Bank of Communications Huaan Innovation Securities Investment Fund China Construction Bank Huaxia Advantage Growth Stock Securities Investment Fund Agriculture Bank of China Dongwu Value Growth Double-motion Stock Securities Investment Fund 3. Significant events Domestically listed foreign share 12,756,865 RMB common share 10,886,783 Domestically listed foreign share Domestically listed foreign share 10,853,693 RMB common share 9,765,521 RMB common share 8,736,776 RMB common share 8,180,000 RMB common share 6,379,706 RMB common share 6,237,003 RMB common share 2

3 3.1 Particulars about material changes in items of main accounting statement and financial index, and explanations of reasons Applicable Inapplicable 1. Operating income accumulatively realized RMB 3,976,875,400 from Jan. to Sep with an increase of 87.42% y-o-y. Main reasons were: the substantial growth of leading products that influenced by the rapidly growth of commercial vehicles. 2. Operating expenses increase 74.72% over same period of last year. Main reason was: the growth of total operating income caused the increase of salary expenses. 3. Management expenses increase 61.74% over same period of last year. Mainly due to the increase of research &development expense and salary expenses. 4. Net profit attributable to parent company realized RMB 616,832,800 from Jan. to Sep with an increase of % y-o-y. Main reasons were: the rapidly growth of operating income, increase the investment income, strength in comprehensive management of the and the productivity promoted wholly. 5. Investment income realized RMB 355,206,800 from Jan. to Sep. with an increase of % y-o-y. Mainly due to the dramatically growth of profit from join-stock enterprise. 6. Monetary capital increase 47.62% over that of period-begin, mainly due to the cash in-flow increased. 7. Note receivable increase 55.77% over that of period-begin, mainly due to the sharp growth in sales volume. 8. Account receivable increase 49.93% over that of period-begin, mainly due to the sharp growth in sales volume. 9. Long-term investment increase 33.05% over that of period-begin, mainly due to the incomes from equity investment increased. 10. Construction in process increase % over that of period-begin, mainly due to the increase of investment in technical innovation. 11. Net cash flow from operating activities increase % compared with same period of last year, mainly due to the sales volume increased. 12. Cash in-flow from investment activities increase RMB 98,238,500 compared with same period of last year, mainly due to the increase of cash received from investment income and investment return profit. 13. Cash out-flow from investment activities increase RMB 278,434,700 compared with same period of last year, mainly due to the cash paid for investment increased. 3.2 Progress of significant events, their influences, and analysis and explanation of their solutions Qualified opinion Applicable Inapplicable Particular about fund offers to controlling shareholders or associated parties and external guarantee that against the regulation. Applicable Inapplicable Particular about signing and implementation on significant contracts of ordinary management. Applicable Inapplicable Others Applicable Inapplicable 1. the 9 th Meeting of 6 th Board of Directors held on 25 January 2010 for approving the followed 3

4 acquisition: (1) 30% equity of Wuxi Weifu Vehicle Diesel System Co., Ltd. held by Wuxi Industry Development Group Co., Ltd. (original Wuxi Weifu Group Co., Ltd.); (2) 9.17% equity of Wuxi Weifu International Trade Co., Ltd. held by Wuxi Industry Development Group Co., Ltd. (original Wuxi Weifu Group Co., Ltd.); (3) 50% equity of Kunmung Xitong Machinery Co., Ltd. held by Wuxi Industry Development Group Co., Ltd. (original Wuxi Weifu Group Co., Ltd.); The abovementioned acquisitions have been approved in the General Shareholders Meeting on 3 March Till the end of this period, relevant equity acquisitions of Wuxi Weifu Vehicle Diesel System Co., Ltd. and Wuxi Weifu International Trade Co., Ltd. have been done. The transfer price for these acquisitions was RMB 127,500,900, till the end of this period, RMB 123,265,900 transfer account have been paid by the. 2. The 12 th Meeting of 6 th Board of Directors were held on 9 August 2010, and approved to purchased 51% equity from Ningbo Tianli Turbocharger Co., Ltd. via capital-increased by cash. Acquisition price for this time was RMB million, and the account has been paid by the till the end of this period. 3. The 12 th Meeting of 6 th Board of Directors were held on 8 August 2010, and consenting that more additional investment of RMB 30 million to Beijing Futian Environmental Dynamic Co., Ltd. from Wuxi Weifu Lida Catalytic Converter controlling subsidiary of the. Till the end of this period, RMB 30 million have been paid. 4. The 12 th Meeting of 6 th Board of Directors was held on 8 August 2010, and consenting that carried out the work of retreat from urban area to industry zone, till the end of this period, the work still in the stage of planning. 3.3 Implementations of commitments by the, shareholders and actual controller Applicable Inapplicable Commitments Promiser Content of commitments Implementation Net profit of RMB 8.5 hundred million gained from 2006 to 2008, among which RMB 3.4 Wuxi Commitments for Industry hundred million gained in Base on the circulated A shares before the Share Merger Share Merger Developme Reform, additional 0.5 shares distributed for every Implemented Reform nt Group Co., Ltd. 10 shares. Proportion of cash dividend from 2006 to 2008 is not less than 50% of distributable profit for investors realized by the in current years. Commitments made in Acquisition Naught Report or Reports Naught Naught on Change in Interests Commitments made in Material Naught Assets Naught Naught Reorganization Commitments Naught Naught Naught made in issuing Other commitments Wuxi Industry In order to promote the listed company s steady and healthy development, fully mobilize senior The said commitment is 4

5 (including additional commitments) Developme nt Group Co., Ltd. executives so as to ensure to combine the interests of the governance and shareholders of the, Weifu Industry Group committed: after Weifu High-tech finishing Share Merger Reform, under related regulations of the state and Wuxi government in terms of governance encouragement system of listed company, the Group would the stock incentive plan for management level of Weifu High-tech. being implemented, and would be performed since related policy is released. 3.4 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason Applicable Inapplicable 3.5 Particulars about the other significant events which needed explanations Particular about security investment Applicable Inapplicable Activities on receiving research, communication and interview in the report period The received Contents discussed and Date Place Way parties materials supplied 5 July July August September September September September 2010 Spot research Spot research Spot research Spot research Telephone communication Spot research Spot research 3.6 Particulars about derivatives investment Applicable Inapplicable KGI 30-people union research from Orient Securities 20-people union research from CITI Securities 8-people union research from Guotai Junan Securities Value Partners Limited United Securities and China AMC Everbright Securities Particulars about the positions of derivatives investment at the end of report period 5

6 Applicable Inapplicable 4. Appendix 4.1 Balance sheet Prepared by Weifu High-Technology Group Co., Ltd. 30 Sep Unit: RMB Items Balance at period-end Balance at year-begin Consolidation Parent Consolidation Parent Current assets: Monetary funds 628,126, ,636, ,495, ,690, Settlement provisions Capital lent Transaction finance asset Notes receivable 706,662, ,581, ,653, ,409, Accounts receivable 1,119,066, ,522, ,386, ,362, Accounts paid in advance 52,185, ,334, ,727, ,923, Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable 59,357, ,357, ,953, ,953, Other receivables 10,551, ,676, ,035, ,346, Purchase restituted finance asset Inventories 687,392, ,339, ,559, ,091, Non-current asset due within one year Other current assets 6,586, ,410, Total current assets 3,269,929, ,567,447, ,383,221, ,269,777, Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity investment Long-term account receivable Long-term equity investment 1,793,232, ,386,657, ,347,808, ,856,146, Investment property 5,100, , Fixed assets 1,100,095, ,755, ,152,721, ,153, Construction in progress 116,220, ,349, ,064, ,592, Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 70,245, ,901, ,512, ,403, Expense on Research and Development 6

7 Goodwill Long-term expenses to be apportioned 5,832, ,246, Deferred income tax asset 44,810, ,428, ,816, ,960, Other non-current asset Total non-current asset 3,135,537, ,091,093, ,652,650, ,543,256, Total assets 6,405,466, ,658,541, ,035,871, ,813,033, Current liabilities: Short-term loans 667,222, ,000, ,985, ,985, Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial liabilities Notes payable 322,008, ,990, ,890, ,630, Accounts payable 1,474,112, ,118, ,714, ,506, Accounts received in advance 55,018, ,744, ,104, ,403, Selling financial asset of repurchase Commission charge and commission payable Wage payable 193,115, ,867, ,549, ,631, Taxes payable 65,021, ,891, ,359, ,972, Interest payable 170, , , Dividend payable Other accounts payable 63,635, ,265, ,854, ,502, Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due within 1 year Other current liabilities 3,381, , ,946, Total current liabilities 2,843,685, ,852,763, ,912,213, ,337,252, Non-current liabilities: Long-term loans 3,000, ,000, Bonds payable Long-term account payable 16,730, ,730, Special accounts payable Projected liabilities 1,481, ,481, Deferred income tax liabilities Other non-current liabilities 12,923, ,060, ,675, ,060, Total non-current liabilities 32,653, ,541, ,405, ,541, Total liabilities 2,876,338, ,858,305, ,943,618, ,342,794, Owner s equity (or shareholders equity): Paid-in capital (or share 567,275, ,275, ,275, ,275,

8 capital) Capital public reserve 901,503, ,981, ,580, ,981, Less: Inventory shares Reasonable reserve Surplus public reserve 283,637, ,637, ,637, ,637, Provision of general risk Retained profit 1,635,917, ,025,339, ,104,176, ,343, Balance difference of foreign currency translation Total owner s equity attributable to parent 3,388,334, ,800,235, ,862,670, ,470,239, company Minority interests 140,793, ,582, Total owner s equity 3,529,128, ,800,235, ,092,253, ,470,239, Total liabilities and owner s equity 6,405,466, ,658,541, ,035,871, ,813,033, Profit statement in the report period Prepared by Weifu High-Technology Group Co., Ltd. July-Sep Unit: RMB Items Amount in this period Amount in last period Consolidation Parent Consolidation Parent I. Total operating income 1,326,188, ,629, ,789, ,336, Including: Operating income 1,326,188, ,629, ,789, ,336, Interest income Insurance gained Commission charge and commission income II. Total operating cost 1,156,072, ,583, ,445, ,783, Including: Operating cost 1,032,907, ,970, ,604, ,574, Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 8,718, ,545, ,932, ,714, Sales expenses 28,771, ,152, ,349, ,884, Administration expenses 76,125, ,458, ,699, ,381, Financial expenses 16,467, ,846, ,902, ,229, Losses of devaluation of asset -6,917, , , Add: Changing income of fair value(loss is listed with - ) Investment income (Loss is listed with - ) 153,288, ,253, ,830, ,020, Including: Investment income on affiliated company and joint 153,288, ,253, ,752, ,020, venture Exchange income (Loss is listed with - ) III. Operating profit (Loss is listed with - ) 323,404, ,299, ,174, ,572,

9 Add: Non-operating income 610, , ,389, , Less: Non-operating expense 1,722, , ,798, , Including: Disposal loss of non-current asset 132, , , , IV. Total Profit (Loss is listed with - ) 322,292, ,788, ,765, ,979, Less: Income tax expense 15,583, ,488, ,909, V. Net profit (Net loss is listed with - ) 306,708, ,299, ,855, ,979, Net profit attributable to owner s of parent company 297,725, ,299, ,991, ,979, Minority shareholders gains 8,983, ,864, and losses VI. Earnings per share i. Basic earnings per share ii. Diluted earnings per share VII. Other consolidated income VIII. Total consolidated income 306,708, ,299, ,855, ,979, Total consolidated income attributable to owners of parent company Total consolidated income attributable to minority shareholders 297,725, ,299, ,991, ,979, ,983, ,864, Profit statement from year-begin to the end of report period Prepared by Weifu High-Technology Group Co., Ltd. Jan.-Sep Unit: RMB Items Amount in this period Amount in last period Consolidation Parent Consolidation Parent I. Total operating income 3,976,875, ,027,554, ,121,938, ,217,442, Including: Operating income 3,976,875, ,027,554, ,121,938, ,217,442, Interest income Insurance gained Commission charge and commission income II. Total operating cost 3,640,197, ,923,381, ,032,294, ,194,607, Including: Operating cost 3,125,962, ,727,975, ,706,806, ,058,259, Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 25,010, ,979, ,576, ,154, Sales expenses 104,027, ,762, ,539, ,598, Administration expenses 367,432, ,601, ,179, ,884, Financial expenses 33,906, ,444, ,088, ,236,

10 Losses of devaluation of asset -16,141, ,381, , , Add: Changing income of fair value(loss is listed with - ) Investment income (Loss is listed with - ) 355,206, ,446, ,068, ,884, Including: Investment income on affiliated 353,396, ,636, ,089, ,474, company and joint venture Exchange income (Loss is listed with - ) III. Operating profit (Loss is listed with - ) 691,884, ,620, ,712, ,719, Add: Non-operating income 1,283, , ,822, , Less: Non-operating expense 9,326, ,679, ,314, ,292, Including: Disposal loss of non-current asset 4,088, ,142, ,366, ,819, IV. Total Profit (Loss is listed with - ) 683,841, ,520, ,219, ,823, Less: Income tax expense 40,639, ,433, ,158, , V. Net profit (Net loss is listed with - ) 643,201, ,087, ,061, ,857, Net profit attributable to owner s of parent 616,832, ,087, ,834, ,857, company Minority shareholders gains and losses 26,369, ,227, VI. Earnings per share i. Basic earnings per share ii. Diluted earnings per share VII. Other consolidated income VIII. Total consolidated income 643,201, ,087, ,061, ,857, Total consolidated income attributable to owners of 616,832, ,087, ,834, ,857, parent company Total consolidated income attributable to minority 26,369, ,227, shareholders 4.4 Cash flow statement from year-begin to the end of report period Prepared by Weifu High-Technology Group Co., Ltd. Jan.-Sep Unit: RMB Items Amount in this period Amount in last period Consolidation Parent Consolidation Parent I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 3,595,593, ,105,209, ,914,589, ,174,098, services Net increase of customer deposit and interbank deposit 10

11 Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received 18,028, ,595, Other cash received concerning operating activities 16,481, ,508, ,973, ,462, Subtotal of cash inflow arising from operating activities 3,630,103, ,110,717, ,948,158, ,183,561, Cash paid for purchasing 2,437,628, ,618,869, ,284,545, commodities and receiving labor service 955,533, Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 318,903, ,338, ,685, ,217, Taxes paid 287,132, ,037, ,682, ,133, Other cash paid concerning operating activities 155,899, ,177, ,978, ,138, Subtotal of cash outflow arising 3,199,564, ,940,422, ,761,890, ,171,022, from operating activities Net cash flows arising from operating activities 430,539, ,294, ,267, ,538, II. Cash flows arising from investing activities: Cash received from recovering investment 29,970, ,933, Cash received from investment income 74,056, ,056, ,761, ,272, Net cash received from disposal of fixed, intangible and other long-term 11,881, ,690, ,973, ,175, assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 115,907, ,746, ,669, ,447,

12 Cash paid for purchasing fixed, intangible and other long-term assets 158,940, ,304, ,549, ,719, Cash paid for investment 257,743, ,523, ,700, ,700, Net increase of mortgaged loans Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 416,683, ,828, ,249, ,419, Net cash flows arising from investing activities -300,775, ,081, ,579, ,971, III. Cash flows arising from financing activities Cash received from absorbing investment 2,030, Including: Cash received from absorbing minority shareholders 2,030, investment by subsidiaries Cash received from loans 1,514,832, ,432,609, ,126,000, ,000, Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from 1,516,862, ,432,609, ,126,000, financing activities 850,000, Cash paid for settling debts 1,380,595, ,264,595, ,258,036, ,000, Cash paid for dividend and profit distributing or interest paying 109,861, ,381, ,912, ,201, Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities 2,265, Subtotal of cash outflow from 1,492,722, ,371,977, ,361,948, financing activities 920,201, Net cash flows arising from financing activities 24,139, ,632, ,948, ,201, IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash equivalents 153,903, ,845, ,260, ,634, Add: Balance of cash and cash 327,527, equivalents at the period -begin 85,790, ,478, ,771, VI. Balance of cash and cash equivalents at the period -end 481,430, ,636, ,217, ,136, Auditor s report Auditor s opinions: Un-audited Board of Directors of Weifu High-technology Group Co., Ltd. October 27,

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