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2019 Annual Report CONTENTS 2 CORPORATE INFORMATION 3 FINANCIAL SUMMARY 4 CHAIRMAN’S STATEMENT 11 MANAGEMENT DISCUSSION AND ANALYSIS 28 DIRECTORS’ REPORT 70 CORPORATE GOVERNANCE REPORT 97 ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT 127 INDEPENDENT AUDITOR’S REPORT 136 CONSOLIDATED INCOME STATEMENT 137 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 138 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 141 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 145 CONSOLIDATED STATEMENT OF CASH FLOWS 147 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 265 DEFINITION Corporate Information DIRECTORS INVESTMENT COMMITTEE PRINCIPAL PLACE OF BUSINESS IN HONG KONG Executive Directors Lau Chi Ping Martin (Chairman) Ma Huateng 29/F., Three Pacific Place Ma Huateng (Chairman) Charles St Leger Searle No. 1 Queen’s Road East Lau Chi Ping Martin Wanchai NOMINATION COMMITTEE Hong Kong Non-Executive Directors Ma Huateng (Chairman) Jacobus Petrus (Koos) Bekker CAYMAN ISLANDS PRINCIPAL Li Dong Sheng Charles St Leger Searle SHARE REGISTRAR AND Iain Ferguson Bruce TRANSFER OFFICE Independent Non-Executive Directors Ian Charles Stone Charles St Leger Searle SMP Partners (Cayman) Limited Li Dong Sheng Royal Bank House – 3rd Floor Iain Ferguson Bruce REMUNERATION COMMITTEE 24 Shedden Road Ian Charles Stone P.O. Box 1586 Yang Siu Shun Ian Charles Stone (Chairman) Grand Cayman, KY1-1110 Ke Yang Li Dong Sheng Cayman Islands (appointed with effect from Jacobus Petrus (Koos) Bekker 15 August 2019) HONG KONG BRANCH SHARE AUDITOR REGISTRAR AND TRANSFER AUDIT COMMITTEE PricewaterhouseCoopers OFFICE Yang Siu Shun (Chairman) Certified Public Accountants Computershare Hong Kong Investor Iain Ferguson Bruce Services Limited Ian Charles Stone PRINCIPAL BANKERS Shops 1712-1716, 17th Floor Charles St Leger Searle Bank of China Limited Hopewell Centre The Hongkong and Shanghai Banking 183 Queen’s Road East CORPORATE GOVERNANCE Corporation Limited Wan Chai, Hong Kong COMMITTEE Charles St Leger Searle (Chairman) REGISTERED OFFICE COMPANY WEBSITE Iain Ferguson Bruce Cricket Square www.tencent.com Ian Charles Stone Hutchins Drive, P.O. Box 2681 Yang Siu Shun Grand Cayman KY1-1111 STOCK CODE Ke Yang Cayman Islands (appointed with effect from 700 15 August 2019) TENCENT GROUP HEAD OFFICE Tencent Binhai Towers No. 33 Haitian 2nd Road Nanshan District Shenzhen, 518054 The PRC 2 Tencent Holdings Limited Financial Summary CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Year ended 31 December 2015 2016 2017 2018 2019 RMB’Million RMB’Million RMB’Million RMB’Million RMB’Million Revenues 102,863 151,938 237,760 312,694 377,289 Gross profit 61,232 84,499 116,925 142,120 167,533 Profit before income tax 36,216 51,640 88,215 94,466 109,400 Profit for the year 29,108 41,447 72,471 79,984 95,888 Profit attributable to equity holders of the Company 28,806 41,095 71,510 78,719 93,310 Total comprehensive income for the year 44,723 48,617 79,061 67,760 119,901 Total comprehensive income attributable to equity holders of the Company 44,416 48,194 78,218 66,339 116,670 Non-IFRS profit attributable to equity holders of the Company 32,410 45,420 65,126 77,469 94,351 CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at 31 December 2015 2016 2017 2018 2019 RMB’Million RMB’Million RMB’Million RMB’Million RMB’Million Assets Non-current assets 151,440 246,745 376,226 506,441 700,018 Current assets 155,378 149,154 178,446 217,080 253,968 Total assets 306,818 395,899 554,672 723,521 953,986 Equity and liabilities Equity attributable to equity holders of the Company 120,035 174,624 256,074 323,510 432,706 Non-controlling interests 2,065 11,623 21,019 32,697 56,118 Total equity 122,100 186,247 277,093 356,207 488,824 Non-current liabilities 60,312 108,455 125,839 164,879 225,006 Current liabilities 124,406 101,197 151,740 202,435 240,156 Total liabilities 184,718 209,652 277,579 367,314 465,162 Total equity and liabilities 306,818 395,899 554,672 723,521 953,986 Annual Report 2019 3 Chairman’s Statement I am pleased to present our annual report for the year ended 31 December 2019 to the shareholders. RESULTS The Group’s audited profit attributable to equity holders of the Company for the year ended 31 December 2019 was RMB93,310 million, an increase of 19% compared with the results for the previous year. Basic and diluted EPS for the year ended 31 December 2019 were RMB9.856 and RMB9.643, respectively. The Group’s non-IFRS profit attributable to equity holders of the Company for the year ended 31 December 2019 was RMB94,351 million, an increase of 22% compared with the results for the previous year. Non-IFRS basic and diluted EPS for the year ended 31 December 2019 were RMB9.966 and RMB9.729, respectively. OPERATING INFORMATION As at As at Year-on- As at Quarter-on- 31 December 31 December year 30 September quarter 2019 2018 change 2019 change (in millions, unless specified) Combined MAU of Weixin and WeChat 1,164.8 1,097.6 6.1% 1,151.0 1.2% Smart device MAU of QQ 647.0 699.8 -7.5% 653.4 -1.0% Fee-based VAS registered subscriptions 180.1 160.3 12.4% 170.6 5.6% 4 Tencent Holdings Limited Chairman’s Statement BUSINESS REVIEW AND OUTLOOK Strategic Progress and Outlook Our key strategic priorities include cultivating our leading position in the Consumer Internet, embracing opportunities brought by the Industrial Internet, and energizing our corporate culture. During 2019, we believe we made substantial progress on prominent aspects of our corporate strategy, and we see scope for further development, leading us to continue to evolve our plans as we try to tackle new challenges and seize new opportunities. Reviewing some of our important product areas and business lines: Communication and Social Our strategic focus in this business is strengthening connections between users via digital content, online services, and offline services, as well as enhancing connections with enterprises leveraging Mini Programs, Weixin Pay and WeChat Work. In 2019, we provided Weixin users with convenient access to public services and healthcare content. We enriched content in Mini Programs and news feeds services in video format and enabled users to share short videos via Weishi within Moments. Weixin and WeChat engagement metrics stayed high as their active user base and user time spent increased. Daily messages sent were up 15% year-on-year for the fourth quarter of 2019. We rejuvenated QQ with enhanced chat features and friend recommendation, and we expanded entertainment use cases via Mini Games, increasing QQ’s popularity among younger generations. Since the coronavirus outbreak, QQ School-plus-Home groups have served more than 120 million users, with optimised features such as live broadcast, online tutoring programs and online administrative tools for school routines to facilitate online and offline education. To strengthen our connections with enterprises, we facilitated discovery of merchants’ Mini Programs and sales conversion by enhancing Weixin in-app search and live broadcast functions. The number of daily transactions generated within Mini Programs more than doubled year-on-year, and their transaction value exceeded RMB800 billion in 2019. Looking forward, we seek to make our users’ everyday life more convenient through our communication products, to develop the full potential of Mini Programs, and to introduce new social experiences enabled by technology innovations. Annual Report 2019 5 Chairman’s Statement Online Games In our online games business, our strategic focus was on enhancing our internal R&D capability and external partnerships, and expanding our overseas business. During 2019, we extended our China leadership and made notable progress in our overseas business, largely due to the success of our games PUBG Mobile and Call of Duty Mobile, as well as the new mode Teamfight Tactics within LoL. Our international games revenues more than doubled year-on-year, constituting 23% of our online games revenue in the fourth quarter of 2019. As of the end of 2019, five out of the top ten most-popular smart phone games by DAU internationally were developed by us. In addition to establishing our original IP franchises, we developed external partnerships via a number of new investments in best-in-genre studios. Key studios such as Timi and Lightspeed & Quantum under Tencent, as well as Riot Games and Supercell, have enhanced their R&D capability, and each have several promising games in its pipeline. We believe our studios are industry leaders on PC and smart phone games, and in genres such as multi-player battle arena and tactical tournament, but still have room to enhance our capabilities in other genres such as role-playing games. Leveraging our flagship games franchises, we strengthened our eSports global leadership with LoL’s World Championship and Honour of Kings’ KPL, which were the most watched events for PC and smart phone games, respectively. Looking forward, we will seek to extend our domestic game industry leadership, reinforce our international efforts, and provide high quality new games globally. Digital Content In digital content, we focus on investing in digital content and growing our subscription business, and extending our franchise in long form video to short form video. In 2019, our fee-based VAS subscriptions increased 12% year-on-year to 180 million. We experienced slower subscriber and revenue growth for our video subscription service in 2019 than 2018, reflecting delays in broadcasting key content; however our Tencent Video subscriptions reached 106 million, and we remained the clear industry leader in terms of content, users, and financial metrics, reducing our 2019 operating loss to below RMB3 billion, substantially lower than the loss rates of industry peers.
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