CAAS [CHINA AUTOMOTIVE SYSTEMS] S-3/A:
[] [CHINA AUTOMOTIVE SYSTEMS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ — ], 20[ — ] Senior Debt Securities Table of Contents (1) Page ARTICLE 1 DEFINITIONS 5 Section 1.01 Definitions of Terms 5 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 8 Section 2.01 Designation and Terms of Securities 8 Section 2.02 Form of] [CHINA AUTOMOTIVE SYSTEMS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ — ], 20[ — ] Subordinated Debt Securities Table of Contents (1) Page ARTICLE 1 DEFINITIONS 5 Section 1.01 Definitions of Terms 5 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 8 Section 2.02 Form of] [May 22, 2015 China Automotive Systems, Inc. Re: China Automotive Systems, Inc. Registration Statement on Form S-3 for Primary Sale of Shares of Common Stock by the Company and Resale of Shares of Common Stock by the Selling Shareholders with an aggregate public offering price of up to US$200,000,000 Ladies and Gentlemen: Company Registration Statement Act Commission We have acted] [China Automotive Systems, Inc. Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Three Fiscal Year Ended December 31, 2015 2014 2013 2012 2011 2010 Earnings: Income before income taxes and equity in earnings of affiliated companies $ 9,736 $ 46,081 $ 38,241 $ 30,069 $ 52,099 $ 71,416 Add (deduct): Fixed charges 637 2,549 2,298 3,464 5,393] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Amendment No. 1 to the Registration Statement on Form S-3 of our report dated March 26, 2015, relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appears in China Automotive Systems, Inc.’s Annual Report on Form]