2015 ANNUAL REPORT This Annual Report Is Printed on Environmental Paper
Total Page:16
File Type:pdf, Size:1020Kb
2015 ANNUAL REPORT STOCK CODE CHINA MINSHENG BANKING CORP., LTD. Add. : No. 2, Fuxingmennei Avenue, Xicheng District, Beijing, China Tel. : (+86-10) 58560666 2015 Fax. : (+86-10) 58560720 Zip Code: 100031 Website: www.cmbc.com.cn ANNUAL REPORT (a joint stock limited company incorporated in the People’s Republic of China) This annual report is printed on environmental paper. WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea Important Notice The Board, the Supervisory Board, and the Directors, Supervisors and Senior Management of the Company warrant that there are no misstatements, misleading representations or material omissions in this report, and shall assume several and joint liabilities for the truthfulness, accuracy and completeness of its contents. This Annual Report was considered and approved on 30 March 2016 at the 26th meeting of the sixth session of the Board of the Company. Of the 18 Directors who were entitled to attend the meeting, nine Directors attended the meeting in person, five Directors, namely Vice Chairman Zhang Hongwei and Liu Yonghao as well as the Directors Guo Guangchang, Cheng Hoi-chuen and Han Jianmin, attended by teleconference, one Director was represented by proxy, Director Wang Yugui entrusted Director Wang Hang, in writing, to exercise his voting rights at the meeting, and three Directors, namely Qin Rongsheng, Ba Shusong and You Lantian were absent from the meeting. According to the profit distribution plan for the second half of 2015 passed by the Board, on the basis of the total share capital of the Company as at the record date for the purpose of profit distribution, a cash dividend of RMB1.60 (before tax) for every 10 shares will be distributed to shareholders of the Company. Such profit distribution plan shall be subject to the approval of the general meeting of the Company. For the purpose of this Annual Report, China Minsheng Banking Corp., Ltd. shall be referred to as the “Company”, the “Bank”, “China Minsheng Bank” or “Minsheng Bank”, whereas China Minsheng Banking Corp., Ltd. and its subsidiaries together shall be referred to as the “Group”. The financial data and indicators contained in this Annual Report are prepared according to the rules of the IFRS. Unless otherwise specified, all amounts are the consolidated data of the Group and denominated in RMB. KPMG Huazhen LLP and KPMG Certified Public Accountants, auditors of the Company, have audited the financial reports of 2015 prepared in accordance with the CAS and the IFRS respectively, and issued standard and unqualified auditors’ reports. Board of Directors China Minsheng Banking Corp., Ltd. Hong Qi (Chairman), Zheng Wanchun (President), Bai Dan (Senior Management responsible for finance and accounting) and Li Wen (Person in charge of the accounting department) warrant the truthfulness, accuracy and completeness of the financial reports included in this Annual Report. WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea Contents Important Notice Definitions 2 Material Risk Warning 5 Message from the Chairman 6 Strategic Positioning and Targets of the Company 13 Annual Awards 14 Bank Profile 16 Summary of Accounting Data and Financial Indicators 18 Management Discussion and Analysis 22 Changes in Share Capital and Information on Shareholders 94 Directors, Supervisors, Senior Management and Employees 108 Corporate Governance 132 Report of the Board of Directors 181 Report of the Supervisory Board 195 Major Events 201 Financial Reports 208 List of Documents for Inspection 418 Organization Chart 419 List of Entities 420 Statistics of Correspondent Banks WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea 2 China Minsheng Banking Corp., Ltd. Definitions In this report, unless the context otherwise requires, the following terms shall have the meanings set out below. “ACFIC” All-China Federation of Industry and Commerce (中華全國工商 業聯合會) “Bank” or “Company” or China Minsheng Banking Corp., Ltd. “China Minsheng Bank” or “Minsheng Bank” “Board” board of directors of the Company “CBRC” China Banking Regulatory Commission “CIRC” China Insurance Regulatory Commission “CMBC International” CMBC International Holdings Limited “Convertible Bond(s)” or A Share convertible bonds “Minsheng Convertible Bond(s)” or “A Share Convertible Bond(s)” “CPPCC” The National Committee of the Chinese People’s Political Consultative Conference (中國人民政治協商會議全國委員會) “CSRC” China Securities Regulatory Commission “Director” a director of the Company “Group” the Company and its subsidiaries “Hong Kong Listing Rules” the Rules Governing the Listing of Securities on SEHK WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea Annual Report 2015 3 Definitions “Minsheng Financial Leasing” Minsheng Financial Leasing Co., Ltd. “Minsheng Royal Asset Management” Minsheng Royal Asset Management Co., Ltd. “Minsheng Royal Fund” Minsheng Royal Fund Management Co., Ltd. “Model Code” Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Hong Kong Listing Rules “NPC” National People’s Congress (全國人民代表大會) “NSOE(s)” non-state-owned enterprise(s) “PBOC” People’s Bank of China “Phoenix Project” (鳳凰計劃) a comprehensive customer-oriented project for strategic transformation and restructuring of the Company in response to the liberalization of interest rate “SBU(s)” strategic business unit(s) “SEHK” The Stock Exchange of Hong Kong Limited WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea 4 China Minsheng Banking Corp., Ltd. Definitions “SFO” Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) “SSE” Shanghai Stock Exchange “Supervisor” supervisor of the Company “SZSE” Shenzhen Stock Exchange “Reporting Period” the period from 1 January 2015 to 31 December 2015 WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea Annual Report 2015 5 Material Risk Warning The Company has no foreseeable material risks. For potential risks, please refer to “XI. Prospects and Measures — (III) Potential risks” under the section of “Management Discussion and Analysis” of this report. WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea 6 China Minsheng Banking Corp., Ltd. Message from the Chairman Chairman Mr. HONG Qi WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea Annual Report 2015 7 Message from the Chairman In 2015, despite the sluggish recovery of global economy, the Chinese economy maintained steady growth supported by the new growth drivers arising from the implementation of supply-side reforms and active economic restructuring. The reform in fi nancial system made a breakthrough and the liberalization of interest rate was generally completed. The liberalization of exchange rate and internationalization of RMB were in progress. Under the rapid development of diversifi ed capital market, the banking industry in China was generally in stable operation yet facing the pressure of maintaining continuous and stable profi t growth. In 2015, in face of the changing macro-economic situation and regulatory policies, the Company took an initiative to overcome the diffi culties and challenges by accelerating the strategic transformation and implementing the “Phoenix Project”. Remarkable results were achieved in the following aspects: Steady growth of operating results. The net profi t attributable to equity shareholders of the Company for 2015 amounted to RMB46,111 million, representing an increase of 3.51% as compared with the corresponding period of the previous year. Returns on average assets and return on average shareholders’ equity were 1.10% and 17.04%, respectively, representing a slight decrease as compared with the corresponding period of the previous year. Basic earnings per share amounted to RMB1.30, representing a decrease of RMB0.01 as compared with the corresponding period of the previous year. Net assets per share attributable to equity shareholders of the Company amounted to RMB8.26, representing an increase of RMB1.23 as compared with the end of the previous year. Net profit attributable to Net assets per share attributable to equity shareholders of the Company equity shareholders of the Company (RMB million) (RMB) 50,000 10 44,546 3.51% 46,111 1.23 8.26 40,000 8 7.03 30,000 6 20,000 4 10,000 2 0 0 2014 2015 2014 2015 WorldReginfo - c1f36bb0-f047-471a-bc2b-3d9ad0ec70ea 8 China Minsheng Banking Corp., Ltd. Message from the Chairman Accelerated development of strategic businesses. In 2015, the Company focused on strategic customers in key regions and key industries in accordance with its strategic orientation. Targeting at customers base in upstream and downstream, crucial elements markets, and e-commerce platforms of core customers, the Company continuously made efforts in developing the Company’s customer base. As at the end of 2015, the number of domestic corporate customers with deposits of the Company was 692.0 thousand and the number of domestic customers with general loans of the Company was 13,557. The Company had 9,580 domestic NSOE customers with outstanding general loans of RMB678,318 million. As for the domestic corporate banking business, the number of domestic NSOE customers with outstanding general loans and the outstanding general loan to NSOEs accounted for 70.66% and 57.07%, respectively. Aiming to increase revenue of retail business, the Bank strengthened the professional management of customer base and the scale of our customer base and fi nancial assets recorded sustainable growth. As at the end of 2015, the number of retail customers with existing deposits was increased by 5,829.6 thousand, or 29.47%, as compared with