China Auto Incorporation of SAIC component assets to fulfill the reorganization commitment

According to the Shanghai Joint Property Exchange Bulletin, the Shanghai Automotive Industry (Group) corporation will be held by the three parts of the relevant company shares to be publicly listed transfer, Shanghai Saint Tak Man Foundry Co., Ltd. 100% transfer price of 38.777 million yuan, Shanghai saxophone powertrain Components System Co., Ltd. 50%　　Equity transfer price of 120 million yuan, Shanghai Happy Motorcycle Co., Ltd. 100% Equity transfer price of 30.097 million yuan, three parts and components of the transfer price total of 189 million yuan. To improve the operation of the three companies the reporter noted that the Chinese car (600741) announced on December 11 three related transactions, the company intends to acquire SAIC-owned Shanghai St. Germain Casting Co., Ltd. 100% of the equity and related assets, SAIC-owned Shanghai saxophone powertrain Components System Co., Ltd. 50% and SAIC shares 100% of Shanghai Happiness Motorcycle Co., Ltd.　　After the acquisition, China Motor will continue to improve the three companies operating conditions. Public information shows that Shanghai Saint Tak Man Foundry Co., Ltd., registered capital of 460 million yuan, SAIC holdings of its 100% equity, business scope for the development, production of automotive industry and other industrial iron castings, components and molds, sales of self-produced products; The main products are automotive casting parts;　　Shanghai GM, Shanghai Automotive, SAIC-GM Wuling, Shanghai Huizhong, Shanghai Brake system, the German mainland companies.　　After the audit, the Shanghai San Derman 2009 realized the operating income 490 million yuan, realizes the net profit 14.93 million Yuan, 2010 1-September realizes the operating income 456 million yuan, realizes the net profit 4.6777 million yuan, as of September 30, 2010 net worth is 32.36 million yuan. Shanghai Saxophone Powertrain Components System Co., Ltd. registered capital of 14 million U.S. dollars, of which SAIC holds its 50% stake, ZF (China) Investment Co., Ltd. holds its 50% shareholding, operating range of automotive transmission components (hydraulic torque converter), clutch and related products design, manufacture,　　and sales of production products, the main products for the automotive Automatic transmission components (hydraulic torque converter), clutch, etc., the main customer for the Shanghai General Motors, Shanghai Volkswagen, ZF transmission, Changan Ford, Changan Mazda and so on.　　After the audit, saxophone power 2009 to achieve operating income of 543 million yuan, to achieve a net profit of 24.41 million Yuan, 2010 1-September to achieve operating income of 515 million yuan, achieve net profit of 53.89 million yuan, as of September 30, 2010 net assets of 225.7 million yuan. Shanghai Happy Motorcycle Co., Ltd., registered capital of 390 million yuan, SAIC holdings of its 100% equity, business scope for automotive components, automotive engine parts, transfer technology, investment at home and abroad, the enterprise or member enterprise production, scientific research needs of raw and auxiliary materials, mechanical equipment, instrumentation, spare parts, import of samples; main products are automobile brake main cylinder machine processing, automobile oil pump manufacture, remanufacturing engines and gearboxes, the main customers are SVW, Shanghai Automotive, Shanghai braking system, continental German companies and so on.　　After the audit, happy Motorcycle 2009 to achieve operating income of 132 million yuan, to achieve a net profit of 2.3 million Yuan, 2010 1-September to achieve operating income of 152 million yuan, to achieve net profit of 22.11 million yuan, as at September 30, 2010 net assets of 21.54 million yuan. Fulfill the promise of the restructuring of the China Automotive Board of Directors that in 2008 when the company carried out a major reorganization of assets, the above three enterprises, respectively, because of losses, not with the foreign shareholders on the reorganization matters agreed and the main business adjustment and other reasons, not included in the reorganization scope.　　According to the CSRC's request to eliminate competition, the company's controlling shareholder, SAIC, pledged: "From the interests of companies and investors, such as the Chinese motor vehicles are interested in acquiring these enterprises, SAIC will fully support the acquisition in accordance with the law." Since the second half of 2008 to date, the three companies actively expand the market, and constantly improve asset quality, improve the scale effect, increase product value-added, reduce product costs, the main business income and net profit to achieve sustained growth, performance and profitability continue to improve, business competitiveness is continuously enhanced,　　and the main business of the three companies and the existing business of China's automotive complementary, so the company decided to acquire the above three enterprises related equity and assets. Upon completion of this acquisition, on the one hand, it will effectively fulfill the relevant commitments during the reorganization, eliminate the potential competition between the company and the controlling shareholder and reduce the related transaction with the controlling shareholder. On the other hand, it will further expand the new business areas, give full play to the synergies with the existing business, improve the company's parts supporting product Improve the overall competitiveness of the company's components.