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Results Announcement for the Year Ended 31 December 2017

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Results Announcement for the Year Ended 31 December 2017 Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company 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. (A joint stock company incorporated in the People’s Republic of China with limited liability under the Chinese corporate name 華泰證券股份有限公司 and carrying on business in Hong Kong as HTSC) (Stock Code: 6886) RESULTS ANNOUNCEMENT FOR THE YEAR ENDED 31 DECEMBER 2017 The Board hereby announces the audited results of the Company and its subsidiaries for the year ended December 31, 2017. This announcement contains the full text of the annual results announcement of the Company for 2017, which is in compliance with the requirements of the Hong Kong Listing Rules for the information set out in the preliminary announcement of annual results. PUBLISHEMENT OF THE ANNUAL RESULTS ANNOUNCEMENT AND THE ANNUAL REPORT This results announcement of the Company will be published on the websites of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and of the Company at www.htsc.com.cn respectively. The annual report of the Company for 2017 will be (i) dispatched to the shareholders of H Shares; and (ii) published on the websites of the Company and The Stock Exchange of Hong Kong Limited on or before April 30, 2018. DEFINITIONS Unless the context otherwise requires, capitalized terms used in this announcement shall have the same meanings as those defined in the section headed “Definition” in this announcement. By order of the Board Zhou Yi Chairman Jiangsu, PRC, March 28, 2018 As of the date of this announcement, the Board of Directors comprises Mr. ZHOU Yi as an executive Director; Ms. PU Baoying, Mr. GAO Xu, Mr. CHEN Ning, Mr. XU Feng, Mr. XU Qing and Mr. ZHOU Yong as non-executive Directors; and Mr. CHEN Chuanming, Mr. LIU Hongzhong, Mr. LEE Chi Ming and Ms. LIU Yan as independent non-executive Directors. —1— CONTENTS Important Notice ...................................................... 3 Definitions ........................................................... 6 Chairman’s Letter...................................................... 11 Company Profile and Key Financial Indicators ........................... 15 Summary of the Company’s Business ................................... 28 Management Discussion and Analysis and Report of the Board ............ 37 Major Events ......................................................... 109 Changes in Ordinary Shares and Shareholders ........................... 138 Directors, Supervisors, Senior Management and Staff ..................... 150 Corporate Governance Report .......................................... 189 Corporate Bonds ...................................................... 243 Financial Report ...................................................... 251 Index of Documents for Inspection ..................................... 252 Information Disclosures of Securities Companies ........................ 253 Appendix I Main Business Qualifications ............................... 254 Appendix II List of Branch Offices and Securities Branches .............. 259 Appendix III Information Disclosures Index ............................. 282 —2— Important Notice The Board of Directors, the Board of Supervisors, Directors, Supervisors and senior management of the Company undertake that the information in this annual report is true, accurate and complete and contains no false record, misleading statement or material omission, and assume individual and joint liabilities to the information in this report. This report was considered and approved at the twelfth meeting of the fourth session of the Board of the Company. Director(s) absent from the meeting Position of absent Name of absent Reasons for absence Directors Directors Name of proxies Director Pu Baoying Business engagement Gao Xu Director Xu Feng Business engagement Zhou Yi Director Zhou Yong Business engagement Zhou Yi None of the Directors and Supervisors had objections towards this announcement. The annual financial report prepared by the CASBE and the IFRS was audited by KPMG Huazhen LLP and KPMG respectively, which issued a standard unqualified audit report to the Company. Zhou Yi, the person in charge of the Company, Shu Ben’e, the person in charge of accounting, and Fei Lei, the officer in charge of the accounting office of the Company (head of accounting department), hereby warrant and guarantee that the financial report contained in the annual report is true, accurate and complete. The profit distribution plan or the reserve capitalization plan for the Reporting Period considered by the Board: As audited by KPMG Huazhen LLP, the profit for the year of the parent company for 2017 was RMB8,482,927,105.80. According to the relevant requirements of the Company Law, Securities Law, Financial Rules for Financial Enterprises (《金融企業財務規則》) and the Articles of Association of the 3 Company, the Company had appropriated 10% statutory surplus reserve, 10% general risk reserve and 10% trading risk reserve of RMB2,544,878,131.74 in total, after which, the profit available for distribution for the year was RMB5,938,048,974.06. Plus the balance of undistributed profit of RMB10,594,696,225.20 in previous years and less the dividend of RMB3,581,384,400.00 distributed according to the profit distribution plan of the Company for 2016, the accumulated profit available for distribution to investors in cash for the year was RMB12,951,360,799.26. The Company is proceeding with the Non-Public Issuance of A Shares. As regulated in the Measures for the Administration of Securities Issuance and Underwriting of CSRC, listed companies shall only issue securities after submitting the profit distribution plan and plan for share capital increase from capital reserve to the General Meeting for resolution or putting such plans approved by the General Meeting into implementation. If the company implements the profit distribution of 2017, then before completing profit distribution, the company cannot issue any securities, which is unfavorable to the procedures for the Non-Public Issuance and even requires to re-perform the relevant internal and external procedures for non-public offering. Thus, the working capital cannot be supplemented in time, which will directly influence the company’s profit of the term and long-term development. Therefore, after comprehensive consideration of factors such as the interests of shareholders and the development of the company, the company will not make profit distribution for 2017, nor will it transfer its capital reserve to increase its share capital. The Company is intended to complete related matters for profit distribution upon the completion of the Non-Public Issuance of A Shares as soon as required by relevant regulatory authorities and the Articles of Association. All independent non-executive Directors of the Company gave the following independent opinions on this profit distribution proposal: The profit distribution proposal of the company in 2017 is in line with the interests of all shareholders. All independent non-executive Directors approve this proposal and agree to submit it to the Annual General Meeting of 2017 for resolution. This profit distribution proposal was already considered and approved by the twelfth meeting of the fourth session of the Board and is to be submitted to the Annual General Meeting for 2017 for resolution. Forward-looking statements including future plans and development strategies involved in this annual report do not constitute the Company’s substantive commitments to investors. The investors are advised to pay attention to investment risks. There is no non-operating misappropriation of funds of the Company by any controlling shareholders and their related parties during the Reporting Period. 4 The Company has not provided any guarantees in favor of others in violation of the decision-making procedures during the Reporting Period. The announcement of the Company is prepared in both Chinese and English. In the event of any inconsistency, the Chinese version should prevail. Warning on Major Risks Macroeconomy and monetary policies, laws and regulations influencing financial and securities industries, rising and falling trends in commercial and financial industries, inflation, exchange rate fluctuations, availability of long and short-term market capital sources, funds raising costs and interest rate levels and fluctuations and overall economic and political conditions may have an impact on the company’s business. Besides, like other companies in the securities industry, inherent risks in the securities market, such as market volatility and trading volume, may also affect the company’s business. The company cannot guarantee the sustainability of favorable political economy and market conditions. Main risks in business operation include: policy risks from national macro-control measures, changes in laws, regulations, relevant regulatory policies and transaction rules in securities industry, which will adversely influence the business of securities companies; compliance risks from business management or professional activities violating laws, regulations or codes, which cause the company being punished by laws, being taken regulatory measures, suffering from property loss or reputation loss;
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