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Annual Report and They Will Assume Joint and Several Legal Liabilities for the Truthfulness, Accuracy and Completeness of the Contents Disclosed Herein

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Annual Report and They Will Assume Joint and Several Legal Liabilities for the Truthfulness, Accuracy and Completeness of the Contents Disclosed Herein IMPORTANT 1. The board of directors (the “Board”) and the supervisory committee (the “Supervisory Committee”) of the Company and its directors (the “Director(s)”), supervisors (the “Supervisor(s)”) and senior management (the “Senior Management”) warrant that there are no false representations, misleading statements contained in or material omissions from this annual report and they will assume joint and several legal liabilities for the truthfulness, accuracy and completeness of the contents disclosed herein. 2. This annual report has been considered and approved at the twelfth meeting of the first session of the Board of the Company. All Directors of the Company attended the Board meeting. 3. Deloitte Touche Tohmatsu CPA LLP has issued standard unqualified audit report for the Company’s financial statements prepared under the PRC GAAP in accordance with PRC Auditing Standards. Deloitte Touche Tohmatsu has issued standard unqualified audit report for the financial statements prepared under the International Financial Reporting Standards (“IFRSs”) in accordance with Hong Kong Standards on Auditing. 4. Cui Dianguo, the Chairman of the Company, Zhan Yanjing, the Chief Financial Officer and Wang Jian, the head of the Accounting Department (person in charge of accounting affairs) warrant the truthfulness, accuracy and completeness of the financial statements in this annual report. 5. Statement for the risks involved in the forward looking statements: this annual report contains forward-looking statements that involve future plans and development strategies which do not constitute a substantive commitment by the Company to investors. Investors should be aware of the investment risks. 6. The Company has proposed to distribute a cash dividend of RMB0.15 (tax inclusive) per share to all shareholders based on the share capital of 27,288,758,333 shares in aggregate as at 31 December 2015. 7 . Major risk notice: t he major risk factors faced by the Company include policy risks, market risks, product quality risks and exchange rate risks, which have been described in detail in this annual report. Please refer to the discussion and analysis on possible risks that the Company will face in its future development in “Report of Directors – B. Management Discussion and Analysis”. CONTENTS 01 Results Highlights 2 02 Financial Summary 3 03 Chairman ’s Statement 4 04 Report of Directors 6 05 Directors, Supervisors, Senior Management and Staff 48 06 Corporate Governance Report 62 07 Relevant Information of Corporate Bonds 81 08 Investor Relations 84 09 Changes in Shares and Particulars of Shareholders 86 10 Significant Events 98 11 Independent Auditor’s Report 112 12 Audited Consolidated Financial Statements 114 13 Notes to the Consolidated Financial Statements 125 14 Definitions 259 15 Basic Information of the Company 261 01 RESULTS HIGHLIGHTS Item 2015 2014 Amount Amount Increase (RMB’ 000) (RMB ’ 000) % (Restated) Revenue (RMB’ 000) 237,784,602 218,450,551 8.85 Profit after tax (RMB’ 000) 14,097,878 12,346,361 14.19 Profit attributable to shareholders of the Company (RMB’ 000) 11,818,398 10,815,468 9.27 Basic earnings per share (RMB/share) 0.43 0.41 4.88 As at the end As at the end Item of 2015 of 2014 Amount Amount Increase (RMB’ 000) (RMB ’ 000) % (Restated) Total assets (RMB’ 000) 311,693,729 298,813,676 4.31 Total liabilities (RMB’ 000) 198,119,156 196,636,447 0.75 Total equity (RMB’ 000) 113,574,573 102,177,229 11.15 Including: equity attributable to shareholders of the Company (RMB’ 000) 96,900,316 89,294,953 8.52 Shareholders’ equity per share (RMB/share) 3.55 3.27 8.56 2 CRRC CORPORATION LIMITED Annual Report 2015 FINANCIAL SUMMARY 02 As at 31 December 2015 2014 2013 2012 2011 RMB’ 000 RMB ’ 000 RMB ’ 000 RMB ’ 000 RMB ’ 000 (Restated) (Restated) (Restated) (Restated) Results Revenue 237,784,602 218,450,551 191,219,792 179,316,100 165,671,064 Cost of sales 191,249,660 175,619,726 158,584,767 150,828,440 139,569,259 Gross profit 46,534,942 42,830,825 32,635,025 28,487,660 26,101,805 Other income and gains 3,641,718 2,534,333 1,400,379 2,817,779 2,125,937 Distribution and selling expenses 7,953,534 7,401,891 5,122,880 4,893,102 4,203,555 Administrative expenses 22,486,214 19,726,961 15,540,146 15,182,791 13,422,002 Other expenses, net 1,695,118 2,216,899 1,081,023 303,103 292,794 Finance costs 1,412,319 2,269,518 1,882,868 1,888,863 2,126,877 Share of profits and losses of associates and joint ventures 418,956 733,634 654,455 779,613 913,230 Profit before tax 17,048,431 14,483,523 11,062,942 9,817,193 9,095,744 Taxation 2,950,553 2,137,162 1,737,318 1,347,620 1,209,382 Profit for the year 14,097,878 12,346,361 9,325,624 8,469,573 7,886,362 Attributable to: Owners of the parent company 11,818,398 10,815,468 8,293,138 7,461,693 6,888,407 Non-controlling interests 2,279,480 1,530,893 1,032,486 1,007,880 997,955 14,097,878 12,346,361 9,325,624 8,469,573 7,886,362 Earnings per share Basic 0.43 0.41 0.33 0.30 0.30 Diluted 0.43 0.41 0.33 0.30 0.30 ASSETS AND LIABILITIES TOTAL ASSETS 311,693,729 298,813,676 241,585,624 212,095,970 189,162,952 TOTAL LIABILITIES 198,119,156 196,636,447 155,293,954 135,802,824 134,966,897 TOTAL EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE COMPANY 96,900,316 89,294,953 74,893,253 67,954,579 47,386,127 TOTAL NON-CONTROLLING INTERESTS 16,674,257 12,882,276 11,398,417 8,338,567 6,809,928 TOTAL EQUITY AT THE END OF THE PERIOD (SHARES) 27,288,758,333 13,803,000,000 13,803,000,000 13,803,000,000 11,840,000,000 NET CASH FLOWS FROM OPERATING ACTIVITIES 14,981,510 28,437,455 10,298,633 4,297,871 4,424,397 CRRC CORPORATION LIMITED Annual Report 2015 3 03 CHAIRMAN’S STATEMENT Dear shareholders, On 8 June 2015, CRRC officially unveiled itself to the world’s capital markets. The establishment of CRRC marks an important milestone for the development of the global rolling stock industry, and opens a new chapter for the rolling stock industry in China and the world. In 2015, CSR and CNR, as the pioneers, pathfinders and practitioners in deepening the reforms of state-owned enterprises, successfully completed their reorganization and integration, developing a model that can be replicated and reproduced in order to deepen the revolution of central enterprises. The reorganization and integration of CSR and CNR have also attracted much attention in the capital markets. Investors have paid close attention to the reorganization and integration progress as well as post-reorganization development of CRRC, devoting great enthusiasm and placing a higher level of expectation. 4 CRRC CORPORATION LIMITED Annual Report 2015 CHAIRMAN’S STATEMENT 03 In 2015, we took the initiative to adapt to the new norm in economic development by accelerating integration of all businesses in order to realise the effects of the reorganization and integration, and succeeded in responding to a series of difficulties and challenges, achieving steady growth in operating results. Our performance and long-term stable development is not possible without the strong support of our shareholders. On behalf of the Board, I would like to take this opportunity to express our sincere gratitude to our investors. In 2015, we actively forged new developmental advantages by further deepening technological innovations, operation model innovations and management innovations. We succeeded in the research and development of China standard EMU with a speed of 350km/h, and achieved breakthrough in a series of core technologies. New businesses developed steadily with rapid growth in the businesses of wind power equipment, green products, new energy vehicles and polymer composite materials and so forth. We also actively extended our service chain and gradually transformed to a manufacture + service model, further promoted integration of industrialization and informatization, and formally launched the “中車購” e-commerce platform. The finance business and the main business of manufacturing have formed positive interaction along with closer industry-finance integration, while enhancement of management gained solid progress and a lean management system was initially established, demonstrating a clearer management structure with CRRC characteristics. In 2015, we accelerated our overseas business layout and continued to promote cross-border operation. General Secretary Xi Jinping and Premier Li Keqiang visited CRRC on several occasions, repeatedly motivating us for our revitalization of the high- end equipment manufacturing industry, which gave us great inspiration and encouragement. Riding on the “high-speed railway diplomacy”, the China-Laos railway project, the China-Thailand railway project and the Hungary-Cyprus railway project were successively rolled put, while the Jakarta-Bandung high-speed rail project officially commenced construction, and a preliminary intention was reached for the Sino-US high-speed rail project. The dream for the globalization of China ’s high-speed railways is gradually becoming true. 2016 is the first year of CRRC’s implementation of the “13th Five-Year Plan”. With a focus on the three themes of “integration”, “reform” and “upgrade”, we will stimulate our growth momentum by following the strategy of the state to help boost industrial upgrade. Leveraging on the advantage of rail transits playing an important role in special programs such as “Made in China 2025” and “Internet +”, we will make tireless efforts to fully achieve our strategic goals, and will serve the community, reward shareholders and benefit our employees with further development and more exceptional performance.
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