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CSR CORPORATION LIMITED (A Joint Stock Limited Company Incorporated in the People’S Republic of China with Limited Liability)

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CSR CORPORATION LIMITED (A Joint Stock Limited Company Incorporated in the People’S Republic of China with Limited Liability) Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. 中 國 南 車 股 份 有 限 公 司 CSR CORPORATION LIMITED (a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock code:1766) 2010 ANNUAL RESULTS ANNOUNCEMENT The board of directors of CSR Corporation Limited (the “Company”) is pleased to announce the audited results of the Company and its subsidiaries for the year ended 31 December 2010. This announcement, containing the main text of the 2010 annual report of the Company, complies with the relevant requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”) in relation to information to accompany preliminary announcements of annual results. The 2010 annual report of the Company and its printed version will be published and delivered to the H shareholders of the Company and available for view on the websites of the Hong Kong Stock Exchange at http://www.hkex.com.hk and of the Company at http://www.csrgc.com.cn on or before 30 April 2011. Contents CSR Profile 2 Results Highlights 3 Financial Summary 4 Corporate Structure Chart 5 Chairman’s Statement 6 Report of Directors 7 Overall operation for 2010 7 Business overview 8 Analysis of financial statements 14 Future prospects 25 Board Introduction 40 Directors, Supervisors and Senior Management 41 Report of Corporate Governance 46 Investor Relations 59 Performance of Social Responsibility 61 Changes in Share Capital and Particulars of Shareholders 63 Report of Supervisory Committee 72 Significant Events 75 Independent Auditors’ Report 81 Definitions 162 Basic Information of the Company 164 Important Notice: (1) The board of directors (the “Board”) and 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 report and they will assume joint and several liabilities for the truthfulness, accuracy and completeness of the contents disclosed herein. (2) All Directors of the Company attended the Board meeting. (3) Ernst & Young Hua Ming, Certified Public Accountants, have issued standard unqualified audit report for the Company’s financial statements prepared under the PRC GAAP in accordance with PRC Auditing Standards. Ernst & Young, Certified Public Accountants, Hong Kong, have 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) Zhao Xiaogang, the Chairman of the Company, Zhan Yanjing, the person-in-charge of accounting affairs, and Xu Weifeng, the head of the Accounting Department, warrant the truthfulness and completeness of the financial statements in this annual report. — 1 — CSR Profile STRONG INFLUENCE CSR Corporation Limited is the largest rolling stock manufacturer in the PRC and one of the most influential rolling stock manufacturers and all-round solution providers in the world. The Company is principally engaged in research, development, manufacturing, refurbishment, sales and leasing of locomotives, passenger carriages, freight wagons, MUs, rapid transit vehicles and key components, as well as other extended businesses that utilise proprietary rolling stock technologies, with a comprehensive system covering independent development, large-scale manufacturing and standardised services. CSR has 17 direct wholly-owned and controlling subsidiaries, located in 10 provinces (including municipalities directly under the central government) in Mainland China and Hong Kong Special Administrative Region, with over 80,000 employees and RMB73.6 billion of total assets. The rolling stocks and equipment manufactured by CSR provide services to China’s railway and urban subways, and accounted for over 50% of the market share, reflecting the Company’s strong presence in China’s sophisticated railway transportation network. RAPID GROWTH Attributable to the rapid development of China’s railway transportation and the dynamic rise of a low-carbon economy across the globe, CSR has maintained solid economic growth and profit year-on-year as evidenced by a 29.05% compound annual growth rate in revenue and a 50.02% compound annual growth rate in net profit for the past five years. As the revenue for 2010 increased by 40% year-on-year to RMB63.9 billion, the Company has become one of the three largest rolling stock manufacturers in the world. At present, the Company’s orders exceeded RMB100 billion in value and its overseas contract value reached approximately RMB13 billion. INNOVATION AS THE DRIVING FORCE As a rolling stock solution provider, CSR is dedicated to meet the specific needs of its customers, through innovation and customisation. In the past year, not only did the MUs of CSR reach 62% of all MUs in operations in China’s high-speed railway network, CSR also launched the self-designed CRH380A, the next generation of high-speed MUs which broke the world speed record twice during operation in the preliminary sections of Shanghai-Hangzhou and Beijing-Shanghai High-speed Railways, at the highest speed of 486.1 km per hour in the history of trial railway operations. As for heavy-hauling locomotives, CSR has self-developed the most powerful heavy-haulling locomotives in the world, which have contributed remarkably to railway freight development. In 2010, the coal transportation of China’s Datong-Qinhuangdao Railway exceeded 400 million tonnes per annum, which could claim to be the largest transport volume in the world. In particular, CSR’s 220 HXD1 “Hercules” (9,600 kW high-powered electric locomotives) is definitely the major transportation force of the Datong-Qinhuangdao Railway Line. With respect to urban transportation, by leveraging its technically sophisticated, high quality, energy-efficient and environmental friendly rapid transit vehicles, CSR pioneered a harmonious and green transportation mode that integrates its vehicle features with their specific surrounding environment. By the end of 2010, CSR’s rapid transit vehicles had tapped into 15 central cities in China and accumulated an average market share of 61.7% for the past four years. The Company also received overseas orders from Singapore, Turkey and India for its international standard compliance rapid transit vehicles. RESPONSIBILITY AS THE FIRST PRIORITY The principal businesses of CSR encompass four of the seven new strategic industries in China, namely high-end equipment manufacturing, new energy, new materials and new energy-driven vehicles. It is the fundamental responsibility of CSR to provide eco-friendly, safe and reliable products and high-quality services to its customers and the society at large. CSR has always strongly upheld its responsibility by honoring its commitments to customers, shareholders, employees and society in a sincere and professional manner. — 2 — Results Highlights The following table sets out the major financial indicators: Currency: RMB Item 2010 2009 Increase/Decrease % Revenue (RMB million) 63,912 45,621 40.09 Profit after tax (RMB million) 3,250 2,116 53.59 Profit attributable to owners of the parent for the year (RMB million) 2,531 1,678 50.83 Basic earnings per share (cent/share) 21.38 14.20 Item 2010 2009 Increase/Decrease % Total assets (RMB million) 73,566 55,238 33.18 Total liabilities (RMB million) 49,725 34,917 42.41 Total equity (RMB million) 23,841 20,321 17.32 Including: equity attributable to owners of the parent (RMB million) 19,244 17,330 11.04 Shareholders’ interests per share (RMB/share) 1.63 1.46 — 3 — Financial Summary As at 31 December 2010 2009 2008 2007 2006 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RESULTS Revenue 63,912,435 45,620,751 35,092,796 26,803,519 23,046,994 Cost of sales 52,944,731 38,453,741 29,278,774 22,785,003 19,803,184 Gross profit 10,967,704 7,167,010 5,814,022 4,018,516 3,243,810 Other income and gains 617,718 695,961 525,131 430,140 173,766 Selling and distribution costs 1,980,348 1,132,661 787,350 641,067 453,034 Administrative expenses 5,785,762 4,263,779 3,382,117 2,633,676 1,953,283 Other expenses, net 449,081 144,179 13,102 103,823 30,431 Finance costs 316,572 264,758 430,630 314,448 294,875 Share of profits and losses of associates and jointly-controlled entities 611,794 343,743 178,374 192,318 26,171 PROFIT BEFORE TAX 3,665,453 2,401,337 1,930,532 947,960 712,124 Tax 415,482 285,155 244,929 73,235 70,437 PROFIT FOR THE YEAR 3,249,971 2,116,182 1,685,603 874,725 641,687 Attributable to: Owners of the parent 2,531,437 1,678,153 1,384,240 613,031 544,758 Non-controlling interests 718,534 438,029 301,363 261,694 96,929 3,249,971 2,116,182 1,685,603 874,725 641,687 ASSETS, LIABILITIES AND NON-CONTROLLING INTERESTS TOTAL ASSETS 73, 565,671 55,238,315 45,516,251 32,690,918 26,344,367 TOTAL LIABILITIES 49,724,921 34,917,164 26,873,674 26,309,991 20,960,032 TOTAL NON-CONTROLLING INTERESTS 4,596,565 2,990,983 2,621,449 2,069,906 1,923,192 — 4 — Corporate Structure Chart As at 31 December 2010, the shareholding structure of the Company and its principal subsidiaries and jointly-controlled entities are as follows: CSR Qishuyan Locomotive Co., Ltd.
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