Bank of Tianjin 2018 Annual Report.Pdf
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(A joint stock company incorporated in the People's Republic of China with limited liability) (Stock code: 1578) 2018 Annual Report * Bank of Tianjin Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking and/or deposit-taking business in Hong Kong. BANK OF TIANJIN CO., LTD. 1 ANNUAL REPORT 2018 Contents Definitions 2 Company Profile 4 Summary of Accounting Data and Financial Indicators 6 Chairman’s Statement 10 President’s Statement 12 Management Discussion and Analysis 14 Changes in Share Capital and Information on Shareholders 66 Directors, Supervisors, Senior Management and Employees 70 Corporate Governance Report 91 Report of the Board of Directors 115 Report of the Board of Supervisors 128 Important Events 132 Risk Management and Internal Control 135 Independent Auditor’s Report 138 Financial Statements 145 Unaudited Supplementary Financial Information 300 List of Branches 304 Appendix I 317 Appendix II 332 2 BANK OF TIANJIN CO., LTD. ANNUAL REPORT 2018 Definitions In this annual report, unless the context otherwise requires, the following items shall have the meanings set out below: “Articles of Association” the articles of association of the Bank as may be amended, supplemented or otherwise modified from time to time “Bank”, “our Bank”, “we” or “us” Bank of Tianjin Co., Ltd. (天津銀行股份有限公司), a joint stock company incorporated on November 6, 1996 in Tianjin, China with limited liability in accordance with PRC laws, and, if the context requires, includes its predecessors, subsidiaries, branches and sub-branches “Board” or “Board of Directors” the board of Directors of the Bank “Board of Supervisors” the board of Supervisors of the Bank “CBIRC” the China Banking and Insurance Regulatory Commission “CBIRC Tianjin Office” Tianjin Regulatory Bureau of China Banking and Insurance Regulatory Commission “China” or “PRC” the People’s Republic of China, excluding for the purposes of this annual report Hong Kong, Taiwan and Macau “Director(s)” the director(s) of the Bank “Domestic Shares” ordinary shares issued by our Bank, with a nominal value of RMB1.00 each, which are subscribed for or credited as paid up in Renminbi “Foreign Shares” ordinary shares issued by our Bank, with a nominal value of RMB1.00 each, which are subscribed for in a currency other than Renminbi, or the consideration for which is the injection of assets and are held by persons other than PRC nationals or PRC corporate entities, and are not listed on any stock exchange “H Shares” ordinary shares issued by our Bank, with a nominal value of RMB1.00 each, which are listed on the Hong Kong Stock Exchange “HK$” or “HKD” Hong Kong dollars, the lawful currency of Hong Kong “Hong Kong” the Hong Kong Special Administrative Region of the PRC BANK OF TIANJIN CO., LTD. 3 ANNUAL REPORT 2018 Definitions “Hong Kong Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited “PBoC” or “Central Bank” The People’s Bank of China (中國人民銀行) “Reporting Period” the year ended December 31, 2018 “RMB” or “Renminbi” Renminbi, the lawful currency of the PRC “Selling Shareholder(s)” the state-owned shareholders, collectively, who are required to reduce their shareholding pursuant to the relevant PRC regulations relating to reduction of state-owned shares “SFO” the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) “Shareholder(s)” the shareholder(s) of the Bank “Supervisor(s)” the supervisor(s) of the Bank 4 BANK OF TIANJIN CO., LTD. ANNUAL REPORT 2018 Company Profile Legal Chinese Name 天津銀行股份有限公司 Abbreviation in Chinese 天津銀行 Legal English Name Bank of Tianjin Co., Ltd. Abbreviation in English Bank of Tianjin Legal Representative LI Zongtang Authorized Representatives ZHANG Furong, NGAI Wai Fung Board Secretary ZHANG Furong Joint Company Secretaries ZHANG Furong, NGAI Wai Fung Registered Address and Headquarter Address No. 15 Youyi Road, Hexi District, Tianjin, China Principal Place of Business in Hong Kong 40/F, Sunlight Tower, 248 Queen’s Road East, Wanchai, Hong Kong Telephone 86-22-2840 5262 Facsimile 86-22-2840 5518 Email [email protected] Website www.bankoftianjin.com Website of Hong Kong Stock Exchange for www.hkexnews.hk Publishing H Share Annual Report Date of Initial Registration November 6, 1996 Business License No. of Corporation 120000000007636 Uniform Social Credit Code 911200001030702984 Finance Permit Institution Number B0108H212000001 BANK OF TIANJIN CO., LTD. 5 ANNUAL REPORT 2018 Company Profile Listing Place of Stock The Stock Exchange of Hong Kong Limited Stock Name Bank of Tianjin Stock Code 1578 H Share Registrar Computershare Hong Kong Investor Services Limited Shops 1712-1716, 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong Legal Advisor as to PRC Laws GRANDALL LAW FIRM (TIANJIN) Legal Advisor as to Hong Kong Laws Paul Hastings 21-22/F, Bank of China Tower 1 Garden Road Hong Kong Auditor Domestic Auditor: Deloitte Touche Tohmatsu Certified Public Accountants LLP 30/F, Bund Center No.222 East Yanan Road Shanghai, PRC International Auditor: Deloitte Touche Tohmatsu 35/F One Pacific Place 88 Queensway Hong Kong 6 BANK OF TIANJIN CO., LTD. ANNUAL REPORT 2018 Summary of Accounting Data and Financial Indicators For the year ended December 31, Year-on-year Change between 2018 and 2018 2017 2017 2016 2015 2014 (Amounts in thousands of RMB unless otherwise stated) Rate of change (%) OPERATING RESULTS Interest income (1) 27,487,524 27,894,735 N/A 25,202,576 26,656,584 24,769,304 Interest expense (20,781,987) (19,493,523) 6.6 (14,843,351) (15,977,161) (15,620,494) NET INTEREST INCOME (1) 6,705,537 8,401,212 N/A 10,359,225 10,679,423 9,148,810 Investment income (1) 3,793,253 – N/A – – – Fee and commission income 1,881,805 2,112,839 (10.9) 1,442,473 1,026,900 560,684 Fee and commission expense (344,211) (79,374) 333.7 (40,421) (31,171) (36,481) NET FEE AND COMMISSION INCOME (2) 1,537,594 2,033,465 (24.4) 1,402,052 995,729 524,203 Net trading losses (145,176) (157,018) (7.5) (56,748) 153,862 182,894 Net gains arising from derecognition of financial assets measured at amortized cost 132,526 – N/A – – – Other income, gains or losses 114,480 (134,343) 185.2 110,207 92,730 84,639 OPERATING INCOME 12,138,214 10,143,316 19.7 11,814,736 11,921,744 9,940,546 Operating expenses (3,447,071) (3,102,593) 11.1 (3,767,642) (3,817,123) (3,261,328) Impairment losses, net of reversals (3,481,867) (2,131,853) 63.3 (2,352,964) (1,757,695) (975,286) Share of results of associates 8,233 (25,932) 131.7 16,244 – – PROFIT BEFORE TAX 5,217,509 4,882,938 6.9 5,710,374 6,346,926 5,703,932 Income tax expense (987,422) (939,874) 5.1 (1,192,470) (1,414,543) (1,274,971) PROFIT FOR THE YEAR 4,230,087 3,943,064 7.3 4,517,904 4,932,383 4,428,961 Attributable to: Equity holders of the Bank 4,181,248 3,916,386 6.8 4,522,053 4,916,440 4,417,231 Non-controlling interests 48,839 26,678 83.1 (4,149) 15,943 11,730 Earnings per share (Expressed in RMB Yuan per share) – Basic 0.69 0.65 6.2 0.77 0.96 0.88 BANK OF TIANJIN CO., LTD. 7 ANNUAL REPORT 2018 Summary of Accounting Data and Financial Indicators For the year ended December 31, Year-on-year Change between 2018 and 2018 2017 2017 2016 2015 2014 (Amounts in thousands of RMB unless otherwise stated) Rate of change (%) MAJOR INDICATORS OF ASSETS/ LIABILITIES Total assets 659,339,903 701,913,589 (6.1) 657,310,107 565,667,731 478,859,079 Of which: loans and advances to customers 276,943,278 241,637,249 14.6 207,854,530 179,570,910 166,461,335 Total liabilities 611,619,166 657,157,727 (6.9) 615,555,327 532,420,027 449,969,138 Of which: due to customers 342,877,165 357,857,635 (4.2) 365,470,957 334,691,026 289,467,447 Share capital 6,070,552 6,070,552 – 6,070,552 5,126,048 5,126,048 Equity attributable to equity holders of the Bank 46,999,489 44,083,453 6.6 41,709,929 33,023,651 28,672,168 Total equity 47,720,737 44,755,862 6.6 41,754,780 33,247,704 28,889,941 For the year ended December 31, Year-on-year Change between 2018 and 2018 2017 2017 2016 2015 2014 PROFITABILITY INDICATORS (%) Return on average total assets(3) 0.62 0.58 0.04 0.74 0.94 1.00 Return on average equity(4) 9.15 9.12 0.03 12.05 15.88 18.32 Net interest spread(1) (5) 1.23 0.81 0.42 1.43 1.74 1.73 Net interest margin(1) (6) 1.59 1.25 0.34 1.76 2.08 2.06 Net fee and commission income to operating income 12.67 20.05 (7.38) 11.87 8.35 5.27 Cost-to-income ratio(7) 27.18 29.42 (2.24) 27.52 22.49 23.63 8 BANK OF TIANJIN CO., LTD.