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China Automotive Systems Inc – ‘8-K/A’ for 3/5/03

On: Monday, 5/19/03, at 5:05pm ET · For: 3/5/03 · Accession #: 1010549-3-283 · File #: 0-33123

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 5/19/03  China Automotive Systems Inc      8-K/A:7     3/05/03    1:39K                                    Secs Transfer Corp/FA

Amendment to Current Report — Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K/A       Amendment to Current Report                           21     81K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Financial Statement, Pro Forma Financial Information and Exhibits
1	1st Page - Filing Submission
2	Item 7. Financial Statement, Pro Forma Financial Information and Exhibits

8-K/A 1st Page of 21 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON DC 20549

--------------

FORM 8-K/A

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
 SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported)     March 5, 2003              
                                       -------------

CHINA AUTOMOTIVE SYSTEMS, INC.
--------------------------------------------------------------------------------
(Exact name of Registrant as Specified in Charter)

      Delaware                    000-33123                   33-0885775
--------------------------------------------------------------------------------
(State of Other Jurisdiction         (Commission                (IRS Employer   
      of Incorporation)              File Number)            Identification No.)

No. 1, Henglong Road, Yu Qiao Development Zone
Shashi District, Jingzhou City, Hubei Province
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)

Registrant's telephone number, including area code     0716-8324631             
--------------------------------------------------------------------------------

VISIONS-IN-GLASS

 (Former Name or Former Address, if changed since last report)

8-K/A 2nd Page of 21 TOC 1st Previous Next ↓Bottom Just 2nd
Item 7.  Financial Statement, Pro Forma Financial Information and Exhibits.     

Set  forth  below  are the  Financial  Statements  related  to the  Registrant's
acquisition of all of the equity interest of Great Genesis Holding Limited which
acquisition  was  reported on Form 8-K filed with the  Securities  and  Exchange
Commission on March 20, 2003.                                                   

(a)      Financial Statements of Businesses Acquired.         

JI LONG ENTERPRISES INVESTMENT LIMITED

FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2002 AND 2001

Together With Report of Independent Auditors

 (Amounts Expressed in U.S. Dollars)

8-K/A 3rd Page of 21 TOC 1st Previous Next ↓Bottom Just 3rd
JI LONG ENTERPRISES INVESTMENT LIMITED

FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001

Together With Report of Independent Auditors

 (Amounts Expressed in U.S. Dollars)

 TABLE OF CONTENTS

Report of Independent Auditors                                                 1

Balance Sheets                                                                 2

Statements of Income                                                           3

Statements of Cash Flows                                                       4

Statements of Stockholders' Equity                                             5

Notes to Financial Statements                                             6 - 14

8-K/A 4th Page of 21 TOC 1st Previous Next ↓Bottom Just 4th
Schwartz Levitsky Feldman llp                                                   
CHARTERED ACCOUNTANTS                                                           
TORONTO, MONTREAL, OTTAWA                                                       

INDEPENDENT AUDITORS' REPORT

To The Stockholders and Board of Directors of                                   
Ji Long Enterprises Investment Limited                                          

We  have  audited  the  accompanying  balance  sheets  of  Ji  Long  Enterprises
Investment  Limited as of December 31, 2002 and 2001, and the related statements
of operations,  changes in  stockholders'  equity and cash flows for each of the
years ended  December  31, 2002 and 2001.  These  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial  statements based on our audits. We did not audit the
consolidated  financial  statements of Ji Long  Enterprises  Investment  Limited
which include the operations of its corporate joint ventures,  Jingzhou Henglong
Automotive Parts Co. Ltd.,  Shenyang Jiubei Henglong  Automotive Steering System
Co. Ltd.,  Shashi  Jiulong  Power  Steering Co. Ltd and Zhejiang  Henglong & Vie
Pump-Manu  Co. Ltd,  the  investment  in which,  as  discussed  in Note 3 to the
financial statements,  is accounted for by the equity method of accounting.  The
investment  in these  joint  ventures  was  $20,329,000  and  $11,533,000  as of
December 31, 2002 and 2001,  respectively,  and the equity in its net income was
$4,732,000  and  $3,029,000   respectively,   for  the  years  then  ended.  The
consolidated  financial  statements of Ji Long  Enterprises  Investment  Limited
under  International  generally  accepted  accounting  principles  and generally
accepted auditing standards were audited by other auditors whose report has been
furnished to us, and our opinion,  insofar as it relates to the amounts included
for Ji Long Enterprises  Investments  Limited,  is based solely on the report of
the other auditors.                                                             

We conducted our audits in accordance with generally accepted auditing standards
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement  presentation.  We believe that our audits and the report of
other auditors provide a reasonable basis for our opinion.                      

In our  opinion,  based on our  audits  and the  report of other  auditors,  the
financial statements referred to above present fairly, in all material respects,
the financial position of Ji Long Enterprises Investments Limited as of December
31, 2002 and 2001 and the results of its  operations and its cash flows for each
of the years ended  December  31,  2002 and 2001 in  conformity  with  generally
accepted accounting principles in the United States of America.                 

/s/ Schwartz Levitsky Feldman llp                                               

Toronto, Ontario                                                                
March 5, 2003                                              Chartered Accountants

1167 Caledonia Road                                                             
Toronto, Ontario M6A 2X1                                                        
Tel:  416 785 5353                                                              
Fax:  416 785 5663                                                              

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Balance Sheets                                                                  
As at December 31, 2002 and 2001                                                
(Expressed in US Dollars in Thousands)                                          
                                                       2002         2001
                                                        $            $
ASSETS        
CURRENT ASSETS                                                                  

      Other receivables                                      --            216

EQUITY INVESTMENTS IN JOINT VENTURES (note 3)               20,329       11,533 
                                                       ----------   ----------

                                                           20,329       11,749
                                                       ==========   ==========

LIABILITIES       
CURRENT LIABILITIES                                                             

      Amounts due to shareholders/directors (note 4)       14,826        7,368
                                                       ----------   ----------

STOCKHOLDERS' EQUITY        

SHARE CAPITAL (note 5)                                         195          195 

RETAINED EARNINGS                                            5,308        4,186 
                                                       ----------   ----------

                                                            5,503        4,381
                                                       ----------   ----------

                                                           20,329       11,749
                                                       ==========   ==========

The accompanying notes are an integral part of these financial statements.

APPROVED ON BEHALF OF THE BOARD                                                 

  Director
------------------------------------                                            

  Director
------------------------------------                                            

2 

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Statements of Income                                                            
For the years ended December 31, 2002 and 2001                                  
(Expressed in US Dollars in Thousands)                                          
                                                           2002         2001
                                                            $            $

EQUITY IN INCOME OF JOINT VENTURES (note 3)                    4,732       3,029
                                                           ---------   ---------

GENERAL AND ADMINISTRATIVE EXPENSES                                1           5

LOSS ON DISPOSITION OF EQUITY INVESTMENTS                       --           798
                                                           ---------   ---------

                                                                   1         803
                                                           ---------   ---------

INCOME BEFORE INCOME TAXES                                     4,731       2,226

     Income taxes (note 6)                                    --          --
                                                           ---------   ---------

NET INCOME                                                     4,731       2,226
                                                           =========   =========

The accompanying notes are an integral part of these financial statements.

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JI LONG ENTERPRISES INVESTMENT LIMITED                                            
Statements of Cash Flows                                                          
For the years ended December 31, 2002 and 2001                                    
(Expressed in US Dollars in Thousands)                                            
                                                              2002        2001    
                                                                $           $     
                                                                                  
CASH FLOWS FROM OPERATING ACTIVITIES                                              

       Net income                                               4,731       2,226 
       Adjustments to reconcile net income to net cash                            
           used in operating activities                                           
       Equity in income of joint ventures                      (4,732)     (3,029)
       Loss on disposal/reduction of investments                 --           798 
                                                            ---------   --------- 
       Net cash used in operating activities                       (1)         (5)
                                                            ---------   --------- 

CASH FLOWS FROM INVESTING ACTIVITIES                                              

       Proceeds from disposition (acquisition of)                                 
           equity investments                                  (7,139)      2,487 
       Dividends received                                       3,074          12 
       Decrease (increase) in other receivables                   216        (216)
                                                            ---------   --------- 
       Net cash provided by (used in) investing activities     (3,849)      2,283 
                                                            ---------   --------- 

CASH FLOWS FROM FINANCING ACTIVITIES                                              

       Increase in amount due to shareholders/directors         7,459      15,336 
       Dividends Paid                                          (3,609)    (17,614)
                                                            ---------   --------- 
       Net cash provided by (used in) financing activities      3,850       2,278 
                                                            ---------   --------- 

       Change during the year                                    --          --   
       Cash beginning of year                                    --          --   
                                                            ---------   --------- 

       Cash end of year                                          --          --   
                                                            =========   ========= 


The accompanying notes are an integral part of these financial statements.

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Statements of Stockholders' Equity                                              
For the years ended December 31, 2002 and 2001                                  
(Expressed in US Dollars in Thousands)                                          

                   Common Stock         Retained
                           Number       Amount      Earnings       Total
                                          $            $             $

BALANCE, DECEMBER 31, 2000        1,500          195       19,574        19.769 

      Add: Net income             --           --          2,226         2,226
       Less: Dividends             --           --        (17,614)      (17,614)
                            ----------   ----------   ----------    ----------

BALANCE, DECEMBER 31, 2001        1,500          195        4,186         4,381 

      Add: Net income             --           --          4,731         4,731
       Less: Dividends             --           --         (3,609)       (3,609)
                            ----------   ----------   ----------    ----------

BALANCE, DECEMBER 31, 2002        1,500          195        5,308         5,503 
                            ==========   ==========   ==========    ==========

The accompanying notes are an integral part of these financial statements.

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JI LONG ENTERPRISES INVESTMENT LIMITED                                                                      
Notes to Financial Statements                                                                               
December 31, 2002 and 2001                                                                                  
(Expressed in US Dollars in Thousands)                                                                      

1.   GENERAL                                                                                                

     a)   Organization and Description of Business                                                          

          Ji Long Enterprise  Investment Limited (hereinafter referred to as the                            
          "Company")  was  incorporated  in Hong Kong with limited  liability on                            
          October 8, 1992.  The Company is an investment  holding  company.  The                            
          principal   activities  of  the  company's   corporate  joint  venture                            
          investments are manufacturing and selling of automotive  components in                            
          the People's Republic of China (the "PRC").                                                       

          The Company's financial statements for the years 2002 and 2001 reflect                            
          its equity interest in the following  corporate joint ventures ("Joint                            
          Ventures"),  whose  principal  activity  is the  manufacture  of power                            
          steering  systems and related  products for different  segments of the                            
          automobile industry in China:                                                                     

                                                                                  Proportion of             
                                                                                Ownership Interest          
                                                    Country of            December 31,       December 31,   
          Names                                   Incorporation               2002               2001       
          -----                              ------------------------  ------------------  -----------------
                                                                                                            

          Jingzhou Henglong                  The People's Republic              42%              42%        
          Automotive Parts Co. Limited       of China                                                       
          ("Henglong")                                                                                      

          Shashi Jiulong Power               The People's Republic              81%              49%        
          Steering Co. Limited               of China                                                       
          ("Jiulong")                                                                                       

          Shenyang Jiubei Henglong           The People's Republic            37.6%               -         
          Automotive Steering System         of China                                                       
          Co. Limited                                                                                       
          ("Shenyang")                                                                                      

          Zhejiang Henglong & Vie            The People's Republic              51%               -         
          Pump-Manu Co. Limited              of China                                                       
          ("Zhejiang")                                                                                      

          In  December,  2002,  the  Company  increased  its equity  interest in
Jiulong from 49% to 81%.                                    

          In December, 2001, the Company reduced its equity interest in Henglong
from 66% to 42%.                                            

6 

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Notes to Financial Statements                                                   
December 31, 2002 and 2001                                                      
(Expressed in US Dollars in thousands)                                          

1.   GENERAL (cont'd)                                                           

b)   Certain Significant Risks and Uncertainties                      

          The Company is subject to the  consideration and risks of operating in
          the  PRC.  These  include  risks  associated  with the  political  and
          economic  environment,  foreign currency exchange and the legal system
in the PRC.                                                 

          The economy of the PRC differs significantly from the economies of the
          "western" industrialized nations in such respects as structure,  level
          of  development,   gross  national  product,   growth  rate,   capital
          reinvestment, resource allocation, self-sufficiency, rate of inflation
          and balance of payments position,  among others. Only recently has the
          PRC government encouraged substantial private economic activities. The
          Chinese economy has experienced significant growth in the past several
          years,  but such growth has been uneven among  various  sectors of the
          economy  and  geographic  regions.  Actions by the PRC  government  to
          control inflation have significantly  restrained economic expansion in
          the recent past.  Similar  actions by the PRC government in the future
          could have a significant  adverse effect on economic conditions in the
PRC.                                                        

          Many laws and regulations dealing with economic matters in general and
          foreign  investment  in  particular  have  been  enacted  in the  PRC.
          However,  the PRC still does not have a comprehensive  system of laws,
   and enforcement of existing laws may be uncertain and sporadic.

          Any  devaluation  of the Renminbi  (RMB) against  United States dollar
          would  consequently have adverse effects on the financial  performance
          and the  Company's  asset values when  measured in terms of the United
          States  dollars.  Should the RMB  significantly  devalue  against  the
          United States dollar,  such devaluation  could have a material adverse
          effect on the Company's  earnings and the foreign currency  equivalent
          of such  earnings.  The Company does not hedge its RMB - United States
dollar exchange rate exposure.                              

          On January 1, 1994,  the PRC  government  introduced  a single rate of
          exchange as quoted daily by the People's  Bank of China (the  "Unified
          Exchange Rate").  No  representation is made that the RMB amounts have
          been or could be,  converted into US$ at that rate.  This quotation of
          exchange  rates  does not imply  free  convertibility  of RMB to other
          foreign currencies. All foreign exchange transactions continue to take
          place either  through the Bank of China or other banks  authorized  to
          buy and sell foreign  currencies  at the  exchange  rate quoted by the
          People's Bank of China.  Approval of foreign currency  payments by the
          Bank of China or other  institutions  requires  submitting  a  payment
          application form together with suppliers' invoices, shipping documents
and signed contracts.                                       

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Notes to Financial Statements                                                   
December 31, 2002 and 2001                                                      
(Expressed in US Dollars in thousands)                                          

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                                 

a.   Basis of Presentation                                            

          The accompanying financial statements have been prepared in accordance
          with generally accepted accounting  principles in the United States of
America.                                                    

b.   Equity Method of Accounting                                      

          The  Company  uses the  equity  method of  accounting  to  record  its
          investments  in Joint  Ventures.  Under the  equity  method,  original
          investments  are recorded at cost and adjusted by the Company's  share
          of  undistributed  earnings or losses of those  entities.  The Company
          determined that the Joint Venturers had retained  certain rights under
          the Joint Venture  Agreements  that provided the Joint  Venturers with
          the ability to participate in management.  Under Emerging  Issues Task
          Force Issue No. 96-16,  if a minority  joint venture  partner has such
          rights,  the majority joint venture partner is required to account for
          its  interest  in  the  joint  venture  under  the  equity  method  of
accounting.                                                 

          The Company has not guaranteed any of the debts of its joint ventures.

c.   Translation of Foreign Currencies                                

          The Company  maintains its books and records in Hong Kong Dollars ("HK
          Dollars"),  the functional  currency,  and the Joint Ventures maintain
          their  books and  records in  Renminbi:  ("RMB")  the PRC's  currency.
          Translation of amounts in United States dollars  ("US$") has been made
          at the single  fixed rate of exchange of US$ 1.00 : 7.8 HK Dollars and
          the  translation  of  amounts  in  HK  Dollars  has  been  made  at an
approximate rate of 1 HK Dollar: 1.06 RMB.                  

          Foreign  currency  transactions,  in HK Dollars and RMB, are reflected
          using the temporal method.  Under this method,  all monetary items are
          translated  into  the  functional  currency  at the  rate of  exchange
          prevailing at balance sheet date. Non-monetary items are translated at
          historical  rates.  Income and expenses are  translated at the rate in
          effect on the transaction dates.  Transaction gains and losses if any,
    would be included in the determination of earnings for the year.

          The  translation  of the financial  statements of the Company from its
          functional  currency  into its  reporting  currency  in United  States
          dollars is performed as follows: Balance sheet accounts are translated
          using  closing  exchange  rate in effect at the balance sheet date and
          income and expense  accounts are translated  using an average exchange
          rate prevailing  during each reporting period.  Adjustments  resulting
          from the  translation,  if any, would be included in cumulative  other
comprehensive income in stockholders' equity.               

          The RMB is not readily convertible into United States dollars or other
          foreign  currencies.  The foreign  exchange rate between United States
          dollars and RMB ranged from 1 RMB to  US$0.1204  to  US$0.1211,  since
          inception to the fiscal periods covered in these financial statements.
          No  representation  is made that the Renminbi amounts could have been,
          or could be,  converted  into United States dollars at that rate or at
any other rate.                                             

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Notes to Financial Statements                                                   
December 31, 2002 and 2001                                                      
(Expressed in US Dollars in thousands)                                          

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)                        

d.   Current Assets and Liabilities                                   

          Current assets are expected to be realized within twelve months of the
          balance  sheet date or in the normal  course of the  operating  cycle.
          Current liabilities are expected to be settled within twelve months of
          the balance sheet date or in the normal course of the operating cycle.

e.   Income Taxes                                                     

          The  Company  accounts  for income tax using  Statement  of  Financial
          Accounting  Standards  ("SFAS") No. 109 "Accounting for Income Taxes".
          SFAS No. 109 requires an asset and  liability  approach for  financial
          accounting and reporting for income taxes and allows  recognition  and
          measurement   of  deferred  tax  assets  based  upon   likelihood   of
          realization  of tax  benefits  in  future  years.  Under the asset and
          liability  approach,  deferred  taxes  are  provided  for  the net tax
          effects of  temporary  differences  between  the  carrying  amounts of
          assets  and  liabilities  for  financial  reporting  purposes  and the
          amounts  used for  income  tax  purposes.  A  valuation  allowance  is
          provided  for  deferred tax assets if it is more likely than not these
          items  will  expire  before  the  Company  is  able to  realize  their
benefits, or that future deductibility is uncertain.        

f.   Fair Value of Financial Instruments                              

          The fair  values  of  amounts  due to  directors/shareholders  are not
          practical  to  estimate  due  to  the  related  party  nature  of  the
          underlying  transactions.   The  carrying  value  of  company's  other
          receivables  approximate  fair values  primarily  because of the short
maturities of these instruments.                            

g.   Comprehensive Income                                             

          SFAS No. 130  establishes  standards  for the display and reporting of
          comprehensive  income.  SFAS No. 130 defines  comprehensive  income to
          include all changes in equity except those resulting from  investments
          by owners and  distributions  to owners.  The  company's  only current
          component  of  comprehensive  income is foreign  currency  translation
adjustments.                                                

h.   Long-Lived Assets                                                

          The company adopted the provisions of FAS No. 121,  Accounting for the
          Impairment  of  Long-Lived  Assets  and for  Long-Lived  Assets  to be
          Disposed  of which has been  superseded  by FAS No.  144.  FAS No. 144
          requires  that  long-lived  assets to be held and used by an entity be
          reviewed for impairment  whenever  events or changes in  circumstances
          indicate that the carrying  amount of an asset may not be recoverable.
          Management  used its best estimate of the  undiscounted  cash flows as
          well as obtained a valuation, to evaluate the carrying amount and have
determined that no impairment has occurred.                 

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Notes to Financial Statements                                                   
December 31, 2002 and 2001                                                      
(Expressed in US Dollars in thousands)                                          

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)                        

i.   Estimates                                                        

          The preparation of financial  statements in conformity with accounting
          principles generally accepted in the United States requires management
          to make estimates and assumptions  that affect the reported amounts of
          assets  and  liabilities  and  disclosure  of  contingent  assets  and
          liabilities  at the date of the financial  statements and the reported
          amounts of revenues and expenses during the reporting  period.  Actual
results could differ from those estimated.                  

j.   Recently Issued Accounting Pronouncements                        

          In April  2002,  the FASB issued  SFAS No.  145:  "Rescission  of FASB
          Statements  No. 4, 44 and 64,  Amendment of FASB Statement No. 13, and
          Technical   Corrections".   This   statement  made  revisions  to  the
          accounting  for  gains and  losses  from the  extinguishment  of debt,
          rescinded  Statement No. 44, and required certain lease  modifications
          that have economic effects similar to  sale-leaseback  transactions be
          accounted for in the same manner as sale-leaseback  transactions.  The
          Company is required to and will adopt SFAS No. 145 on January 1, 2002.
          The  adoption  of SFAS No. 145 does not have a material  impact on the
Company's financial statements.                             

          In June  2002,  the FASB  issued  SFAS No. 146  "Accounting  for Costs
          Associated  with Exit or Disposal  Activities".  SFAS No. 146 requires
          that a  liability  for a cost  that  is  associated  with  an  exit or
          disposal  activity be recognized when the liability is incurred.  This
          standard  nullifies  the guidance of EITF Issue No.  94-3,  "Liability
          Recognition for Certain Employee  Termination Benefits and Other Costs
          to  Exit  an  Activity   (including   Certain  Costs   Incurred  in  a
          Restructuring)".  Under EITF Issue No.  94-3,  an entity  recognized a
          liability  for an exit  cost on the  date  that the  entity  committed
          itself to an exit plan. Under SFAS No. 146, the FASB concludes that an
          entity's  commitment  to an exit plan does not,  by  itself,  create a
          present  obligation  to other  parties that meets the  definition of a
          liability.  SFAS  No.  146 also  establishes  that  fair  value is the
          objective for the initial  measurement of the liability.  SFAS No. 146
          will be effective for exit or disposal  activities  that are initiated
          after December 31, 2002. The Company  considers this standard does not
have material effect on its financial statements.           

          In October  2002,  the FASB  issued  SFAS No.  147,  "Acquisitions  of
          Certain  Financial  acquisitions  of  financial  institutions,  except
          transactions between two or more mutual enterprises.  The Company does
          not expect that this  standard  will have any effect on its  financial
statements.                                                 

          In  December  2002,  the FASB issued  SFAS No.  148,  "Accounting  for
          Stock-Based  Compensation - Transition and  Disclosure".  SFAS No. 148
          amends SFAS No. 123  "Accounting  for  Stock-Based  Compensation,"  to
          provide  alternative  methods of transition for a voluntary  change to
          the fair value based method of  accounting  for  stock-based  employee
          compensation.   In  addition,  SFAS  No.  148  amends  the  disclosure
          requirements of SFAS No. 123 to require prominent  disclosures in both

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JI LONG ENTERPRISES INVESTMENT LIMITED                                                                 
Notes to Financial Statements                                                                          
December 31, 2002 and 2001                                                                             
(Expressed in US Dollars in thousands)                                                                 

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)                                               

     j.   Recently Issued Accounting Pronouncements (cont'd)                                           

          annual and interim financial statements about the method of accounting                       
          for  stock-based  employee  compensation  and the effect of the method                       
          used on reported  results.  SFAS No. 148 is effective for fiscal years                       
          beginning after December 15, 2002. The interim  disclosure  provisions                       
          are effective for financial reports  containing  financial  statements                       
          for interim  periods  beginning  after  December 15, 2002. The Company                       
          does not  consider  the  adoption of SFAS No. 148 will have a material                       
          effect on its  financial  position,  results  of  operations,  or cash                       
          flows.                                                                                       

          In August 2001,  the FASB issued SFAS No. 143,  "Accounting  for Asset                       
          Retirement Obligations". SFAS No. 143 addresses the diverse accounting                       
          practices for  obligations  associated with the retirement of tangible                       
          long-lived  assets and the  associated  asset  retirement  costs.  The                       
          Company  will be required to adopt SFAS No. 143  effective  January 1,                       
          2003.  The Company  does not expect that the  adoption of SFAS No. 143                       
          will have a significant  effect on the Company's  financial  statement                       
          presentation or disclosures.                                                                 

          In November 2002, the FASB issued FASB Interpretation  ("FIN") No. 45,                       
          "Guarantors  Accounting and Disclosure  Requirements  for  Guarantees,                       
          Including Indirect  Guarantees of Indebtedness of Others".  FIN No. 45                       
          clarifies  disclosures  that  are  required  to be  made  for  certain                       
          guarantees and establishes a requirement to record a liability at fair                       
          value for certain guarantees at the time of the guarantee's  issuance.                       
          The  disclosure  requirements  of FIN No. 45 have been  applied in the                       
          Company's  financial  statements at December 31, 2002. The requirement                       
          to record a liability  applies to guarantees  issued or modified after                       
          December  31,  2002.  The  Company  will  adopt  the  measurement  and                       
          recording provisions of FIN No. 45 prospectively  beginning January 1,                       
          2003.                                                                                        

          In  January  2003,  the FASB  issued  FIN No.  46,  "Consolidation  of                       
          Variable Interest  Entities,  an Interpretation of ARB 51". FIN No. 46                       
          requires that the primary  beneficiary in a variable  interest  entity                       
          consolidate the entity even if the primary beneficiary does not have a                       
          majority voting interest. The consolidation requirements of FIN No. 46                       
          are  required  to be  implemented  for any  variable  interest  entity                       
          created on or after January 31, 2003. In addition, FIN No. 46 requires                       
          disclosure of  information  regarding  guarantees or exposures to loss                       
          relating to any variable interest entity existing prior to January 31,                       
          2003 in financial statements issued after January 31, 2003. FIN No. 46                       
          is effective for the Company on January 31, 2003,  and is not expected                       
          to have a  significant  impact on the  Company's  financial  statement                       
          presentation or disclosures.                                                                 

3.   EQUITY INVESTMENTS IN JOINT VENTURES                                                              

     The financial  statements of the Joint Ventures were prepared in accordance                       
     with  International   Accounting  Standards  issued  by  the  International                       
     Accounting  Standards Committee ("IASC") and were audited by an independent                       
     certified  public  accountants  firm  practicing in Hong Kong in accordance                       
     with International Standards on Auditing. There are no material differences                       
     between   International   Accounting   Standards  and  generally   accepted                       
     accounting  principles in the United States of America as it relates to the                       
     Joint Ventures' financial statements.                                                             

     As of December 31, 2002 and 2001, the condensed balance sheets of the Joint                       
     Ventures were as follows (Expressed in US Dollars in thousands):                                  

                          Henglong              Jiulong              Shenyang            Zhejiang      
                      2002       2001       2002       2001       2002      2001      2002       2001  
                        $          $          $          $          $         $         $          $   
                    --------   --------   --------   --------   --------   -------  --------   --------
                                                                                                       
Current assets        27,358     16,491     20,314     24,043      2,406       -       2,450       --  
Non-current           11,396      5,616      1,519      1,894      2,545       -       3,002       --  
                    --------   --------   --------   --------   --------   -------  --------   --------
assets                                                                                                 

Total assets          38,754     22,107     21,833     25,937      4,951       -       5,452       --  
                    ========   ========   ========   ========   ========   =======  ========   ========

Current               22,880      7,312      9,789     14,859      1,258       -         494       --  
liabilities                                                                                            
Non-current                                                                                            
  liabilities            196       --         --          490          9       -        --         --  
Capital and                                                                                            
  reserves            15,678     14,795     12,044     10,588      3,684       -       4,958       --  
                    --------   --------   --------   --------   --------   -------  --------   --------

Total liabilities                                                                                      
  And equity          38,754     22,107     21,833     25,937      4,951       -       5,452       --  
                    ========   ========   ========   ========   ========   =======  ========   ========

11

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JI LONG ENTERPRISES INVESTMENT LIMITED                                                                                   
Notes to Financial Statements                                                                                            
December 31, 2002 and 2001                                                                                               
(Expressed in US Dollars in Thousands)                                                                                   

3.   EQUITY INVESTMENTS IN JOINT VENTURES (cont'd)                                                                       

     As of December 31, 2002 and 2001,  the condensed  income  statements of the                                         
     Joint Ventures were as follows (expressend in US Dollars in thousands)                                              

                       Henglong              Jiulong              Shenyang            Zhejiang              Total        
                   2002       2001       2002       2001       2002      2001      2002      2001      2002       2001   
                     $          $          $          $          $         $         $         $         $          $    
                  -------    -------    -------    -------    -------   -------   -------   -------   -------    ------- 
                                                                                                                         

Proportionate                                                                                                            
ownership             42%        42%        81%        49%      37.6%       -         51%       -                        
interest                                                                                                                 

See note 1a) for changes on ownership interest during the periods.                                                       

Net sales          26,007     14,425     10,789     13,654      4,022       --         66       --     40,884     28,079 

Cost of  goods                                                                                                           
sold               14,841      7,862      5,881      6,839      3,814       --         69       --     24,605     14,701 
                  -------    -------    -------    -------    -------   -------   -------   -------   -------    ------- 

Gross profit       11,166      6,563      4,908      6,815        208       --         (3)      --     16,279     13,378 

Operating                                                                                                                
expenses                                                                                                                 

General and                                                                                                              
administrative                                                                                                           
expenses            2,981      1,640      3,347      2,826        277       --        128       --      6,733      4,466 
                  -------    -------    -------    -------    -------    -------  -------    -------  -------    ------- 

Income (loss) from                                                                                                       
operations          8,185      4,923      1,561      3,989        (69)      --       (131)      --      9,546      8,912 
Finance costs        (145)       (64)       (17)      (161)         2       --          6       --       (154)      (225)
Other income          451        118        216         31          9       --       --         --        676        149 
                  -------    -------    -------    -------    -------    -------  -------    -------  -------    ------- 
Income (loss) before                                                                                                     
provision for                                                                                                            
income taxes        8,491      4,977      1,760      3,859        (58)      --       (125)      --     10,068      8,836 

Provision for                                                                                                            
income taxes        1,303        778        302        616       --         --       --         --      1,605      1,394 
                  -------    -------    -------    -------    -------    -------  -------    -------  -------    ------- 

Net income (loss)   7,188      4,199      1,458      3,243        (58)      --       (125)      --      8,463      7,442 
                  =======    =======    =======    =======    =======    =======  =======    =======  =======    ======= 

Equity in joint                                                                                                          
ventures'                                                                                                                
income              3,983      1,394        840      1,635        (21)      --        (70)      --      4,732      3,029 
                  =======    =======    =======    =======    =======    =======  =======    =======  =======    ======= 

     During two years ended 31 December  2002,  the Joint  Ventures  had entered
     into related party  transactions as shown below (expressed in US Dollars in
Thousand):                                                            

Nature of related          Nature of                        
party transactions         transactions                     
                                                        2002          2001
                                                        -----------  -----------
                                                         $             $
Companies with common                                       
director                   Sales                            
                                   -  received               --           --
                                     -  receivable            1,589          170

   Purchases
                                     -  paid                    491        3,286
                                     -  payable               1,765          192

     These  transactions  were consummated under similar terms as those with the
     Company's customers and suppliers.  The Company also purchased and disposed
     of equity  interests  in its Joint  Ventures,  to a director of and a party
related to the company.                                               

4.   AMOUNTS DUE TO SHAREHOLDERS / DIRECTORS                                    

     The amounts due to  shareholders / directors are  unsecured,  interest free
and repayable on demand.                                              

12

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Notes to Financial Statements                                                   
December 31, 2002 and 2001                                                      
(Expressed in US Dollars in Thousands)                                          

5.   SHARE CAPITAL                                                              

                                                   2002           2001
                                                  ------------  ------------
                                                   $             $
Authorized, issued and fully paid                             
            1,500 common shares with a par                 195           195
            value of HK$1,000 each (USD           ------------  ------------
130)                                                

The Company had no stock options or warrants outstanding.             

6.   INCOME TAXES                                                               

     No  provision  for Hong Kong profits tax has been made as the Company is an
     investment holding company and does not have any assessable profits in Hong
Kong for the years ended December 31, 2002 and 2001.                  

     The Company  also does not carry on any  business and does not maintain any
     offices in the United  States of America.  Consequently,  no provision  for
     income taxes or tax  benefits  for the Company has been made in  connection
with the tax laws in the Unites States of America.                    

13

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JI LONG ENTERPRISES INVESTMENT LIMITED                                          
Notes to Financial Statements                                                   
December 31, 2002 and 2001                                                      
(Expressed in US Dollars in Thousands)                                          

7.   SUBSEQUENT EVENTS                                                          

     a)   As at December  31, 2002,  the  investors of Shenyang are the Company,
          Henglong,  Shengyang  Automotor  Industry  Investment  Corporation and
          Shenyang  Jinbei  Automotor  Industry  Co., Ltd. On December 12, 2002,
          according to a decision made at the meeting of the board of directors,
          30% of the  stock  rights held  by  Henglong  was  transferred  to the
          Company,  and  17% of the  stock  rights held by  Shengyang  Automotor
          Industry  Investment  Corporation  was  transferred to Shenyang Jinbei
          Automotor  Industry  Co.,  Ltd.  On January 8, 2003,  the  Company and
          Henglong  signed an agreement for the transfer of stock rights,  which
agreement should be completed within 6 months.              

b)   Share Exchange Agreements and Reverse Merger                     

          On January 3, 2003, Great Genesis  Holdings Limited ("Great  Genesis")
          was  incorporated  under  The  Companies  Ordinance  in Hong Kong as a
          limited liability  company.  On March 4, 2003, all of the shareholders
          of the  Company  exchanged  their  100%  shareholder  interest  in the
          Company   for  a  100%   shareholder   interest   in  Great   Genesis.
          Consequently,  the Company became a  wholly-owned  subsidiary of Great
Genesis.                                                    

          Effective  March 5,  2003,  Visions-In-Glass,  Inc.,  a United  States
          public  company  incorporated  in the State of  Delaware  ("Visions"),
          entered into a Share  Exchange  Agreement,  as a result of which Great
          Genesis   became  a  wholly-owned   subsidiary  of  Visions.   Visions
   subsequently changed its name to China Automotive Systems, Inc.

          In exchange for the acquisition of 100% of the  shareholder  interests
          in Great  Genesis,  the  shareholders  of Great  Genesis  were  issued
          20,914,250  shares  of  common  stock of  Visions.  In  addition,  the
          shareholders of Great Genesis separately purchased 1,100,750 shares of
          the 5,293,000 shares of common stock of Visions  outstanding  prior to
          the   acquisition   of  Great   Genesis  by  Visions,   for  $275,000.
          Accordingly,  the former  shareholders of Great Genesis  currently own
          22,015,050  shares of the 26,207,260 shares of common stock of Visions
currently outstanding.                                      

          The acquisition of Great Genesis by Visions will be accounted for as a
          recapitalization  of Great  Genesis,  pursuant to which the accounting
          basis of Great  Genesis  will  continue  unchanged  subsequent  to the
          transaction   date.   Accordingly,   the   pre-transaction   financial
          statements  of Great  Genesis  will  become the  historical  financial
statements of Visions.                                      

          In  conjunction  with this  transaction,  Visions  issued common stock
          purchase  warrants to three  consultants  to acquire an  aggregate  of
          550,375 shares of common stock,  exercisable  for a period of one year
at $1.20 per share.                                         

14

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(b)       Proforma Financial Information.                                       

         The following  Unaudited pro forma combined  financial  statements give
         effect  to the  merger  using the  purchase  method  of  accounting  as
         prescribed  by  Statement  of Finacnial  Accounting  Standards  No. 141
         "Business  Combination".  The following  Unaudited  financial pro forma
         combined financial statements and the accompanying notes should be read
         in  conjunction  with the historical  financial  statements and related
         notes of  Visions-In-Glass  Inc.  (subsequently  named China Automotive
         Systems Inc. ("China  Automotive"),  New Genesis Holdings Limited ("New
         Genesis") and Ji Long Enterprises Investments Limited ("Ji Long") which
         are included in the notes to the financial statements, or elsewhere, in
this document.                                                

         The Unaudited pro forma combined financial  statements are provided for
         information  purposes  only and do not  purport to  represent  what the
         combined  financial  position and results of operations would have been
         had the merger in fact occurred on the dates  indicated.  The following
         Unaudited  pro forma  combined  balance sheet  represents  the combined
         financial position of China Automotive, Great Genesis and Ji Long as of
         December  31,  2002.  The  Unaudited  pro forma  combined  statement of
         operations  give  effect to the  proposed  merger of China  Automotive,
         Great  Genesis  and Ji Long for the period  ended  December  31,  2002,
         assuming the merger occurred in the earliest period.  The Unaudited pro
         forma  combined  financial  statements  are presented for  illustrative
         purposes  only.  The pro forma  adjustments  are based  upon  available
      information and assumptions that management believes are reasonable.

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                          CHINA AUTOMOTIVE SYSTEMS INC.                                                 
                         (FORMERLY VISION-IN-GLASS INC.)                                                
            (SUCCESSOR TO JI LONG ENTERPRISES INVESTMENT LIMITED AND                                    
                        GREAT GENESIS HOLDINGS LIMITED)                                                 
                                 BALANCE SHEETS                                                         
                                DECEMBER 31, 2002                                                       
                     (EXPRESSED IN US DOLLARS IN THOUSANDS)                                             
                                   (UNAUDITED)                                                          

                                     China           Great         Ji Long     Pro Forma     Pro Forma  
                                     Automotive      Genesis                   Adjustments              
                                     (formerly                                                          
                                     Vision-in-                                                         
                                     Glass Inc.)                                                        

                                          $             $              $            $              $    

                                                                                                        
CURRENT ASSETS                             --             --            --                          --  

EQUITY INVESTMENTS                         --               10        20,329          (10)       20,329 
                                     -----------   -----------    -----------                -----------

TOTAL ASSETS                                --               10        20,329          (10)       20,329
                                     ===========    ===========   ===========  ===========   ===========

CURRENT LIABILITIES                                                                                     

     Accounts payable and accrued                                                                       
       liabilities                             1                         --          --               1 
     Amounts due to                                                                                     
       shareholders/directors               --                         14,826        --          14,826 
                                     -----------    -----------   -----------  -----------   -----------

TOTAL CURRENT LIABILITIES                      1         14,826        14,827                           

STOCKERHOLDERS' EQUITY                                                                                  

     Common stock                              1             10           195         (205)            1
     Additional paid-in                        9                         --            184           193
     Accumulated retained earnings                                                                      
       (deficit)                             (11)                       5,308           11         5,308
                                     -----------    -----------   -----------  -----------   -----------

TOTAL STOCKHOLDERS EQUITY                     (1)            10         5,503          (10)        5,502
                                     -----------    -----------   -----------  -----------   -----------

                                            --               10        20,329          (10)       20,329
                                     ===========    ===========   ===========  ===========   ===========

1.        To  record  the  acquisition  of Ji  Long  by  Great  Genesis  and the
          subsequent  acquisition  of Great Genesis by China  Automotive as more
      fully set out in note 7(b) of the financial statements of Ji Long.

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                          CHINA AUTOMOTIVE SYSTEMS INC.                                              
                         (FORMERLY VISION-IN-GLASS INC.)                                             
            (SUCCESSOR TO JI LONG ENTERPRISES INVESTMENT LIMITED AND                                 
                        GREAT GENESIS HOLDINGS LIMITED)                                              
                                INCOME STATEMENT                                                     
                                DECEMBER 31, 2002                                                    
                     (EXPRESSED IN US DOLLARS IN THOUSANDS)                                          
                                   (UNAUDITED)                                                       

                                  China          Great         Ji Long       Pro Forma   Pro Forma   
                                  Automotive     Genesis                     Ajustments              
                                  (formerly                                                          
                                  Vision-in-                                                         
                                  Glass Inc.)                                                        

                                       $              $             $            $           $       

                                                                                                     

REVENUE                                  --             --            --                        --   
                                                                                         ----------- 

     EQUITY IN EARNINGS                  --             --           4,732                      --   
                                  -----------    -----------   -----------               ----------- 

COSTS AND EXPENSES                                                                                   
     GENERAL AND ADMINISTRATIVE                                                                      
          EXPENSES                        (10)          --              (1)                      (11)
                                  -----------    -----------   -----------               ----------- 

LOSS FROM OPERATIONS                      (10)          --              (1)                      (11)
                                  ===========    ===========   ===========               =========== 

INCOME (LOSS) BEFORE PROVISION                                                                       
     FOR INCOME TAX                       (10)          --           4,731                     4,721 

     INCOME TAX                          --             --           4,731                     4,721 
                                  -----------    -----------   -----------               ----------- 

NET INCOME (LOSS)                         (10)          --           4,731                     4,721 
                                  ===========    ===========   ===========               =========== 

INCOME LOSS PER COMMON SHARE                                                                         
     BASIC AND DILUTED                   --                                                    (0.18)
                                  ===========                                            =========== 

WEIGHTED AVERAGE NO. OF                                                                              
     COMMON SHARES OUTSTANDING                                                                       
     BASIC AND DILUTED                   --                                               26,757,635 
                                  ===========                                            =========== 

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SIGNATURES

          Pursuant to the  requirements of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.                                           

                                        VISIONS-IN-GLASS, INC.

Date:    May 16, 2003                            By:  /s/ Hanlin Chen           
                                           ---------------
                                    Name:  Hanlin Chen
                                                 Title:  Chief Executive Officer

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘8-K/A’ Filing	Date	First	Last	Other Filings

Filed on:	5/19/03
	5/16/03	21
	3/20/03	2		3, 8-K
For Period End:	3/5/03	1	17	8-K, 8-K/A
	3/4/03	17
	1/31/03	14
	1/8/03	17
	1/3/03	17
	1/1/03	14
	12/31/02	2	20	10KSB
	12/15/02	14
	12/12/02	17
	1/1/02	13
	12/31/01	2	17	10KSB40, 10KSB40/A
	1/1/94	10
	10/8/92	9
				List all Filings

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Filing Submission 0001010549-03-000283 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

China Automotive Systems Inc – ‘8-K/A’ for 3/5/03

On: Monday, 5/19/03, at 5:05pm ET · For: 3/5/03 · Accession #: 1010549-3-283 · File #: 0-33123

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Dates Referenced Herein and Documents Incorporated by Reference

Amendment to Current Report — Form 8-K
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