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2010 Summarized Annual Report of Qilu Bank Co., Ltd. (The Annual Report Is Prepared in Chinese and English

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2010 Summarized Annual Report of Qilu Bank Co., Ltd. (The Annual Report Is Prepared in Chinese and English 2010 Summarized Annual Report of Qilu Bank Co., Ltd. (The annual report is prepared in Chinese and English. English translation is purely for reference only. Should there be any inconsistencies between them; the report in Chinese shall prevail.) Ⅰ. General Introduction ()Ⅰ Legal Name in Chinese：齐鲁银行股份有限公司 (Abbreviation: 齐鲁银行 ) Legal Name in English: Qilu Bank Co., Ltd. (Ⅱ ) Legal Representative: Qiu Yunzhang (Ⅲ ) Secretary of the Board of Directors: Mao Fangzhu Address: No.176 Shunhe Street, Shizhong District, Jinan City, Shandong Province Tel: 0531-86075850 Fax: 0531-86923511 Email: [email protected] (Ⅳ ) Registered Address: No.176 Shunhe Street, Shizhong District, Jinan City Office Address: No.176 Shunhe Street, Shizhong District, Jinan City Postcode: 250001 Website: http://www.qlbchina.com ()Ⅴ Place where copies of the annual report are available at: The Board of Directors' Office of the Bank (Ⅵ ) Other Relevant Information Date of the Initial Registration: 5 June 1996 Address of the Initial Registration: Shandong Administration for Industry and Commerce Corporate Business License Number: 370000018009391 Tax Registration Number: Ludishuiji Zi No.370103264352296 Auditors: Ernst & Young Hua Ming LLP Auditors’ Address: Level 16, Ernst & Young Tower, Oriental Plaza No.1, East Changan Avenue, Dong Cheng District, Beijing, China 1 II. Financial Highlights （I） Main Profit Indicators for the Reporting Period Unit (RMB thousand) Item Amount Profit Before Tax 396,813 Net Profit 333,382 Operating Income 2,301,954 Operating Expense 1,909,866 Operating Profit 392,088 Non-Operating Profit 4,725 Net Cash Flow from Operating Activities 13,677,868 Net Cash Flow from Operating Activities per Share (yuan / share) 5.77 （II）Main Financial Data and Indicators of 2 Years as at the End of the Reporting Period Unit (RMB thousand) Item 2010 2009 Operating Income 2,301,954 1,840,384 Total Assets 85,805,775 61,359,430 Deposits Balance 71,094,662 54,655,444 Loans Balance 46,694,731 35,310,065 Shareholders’ Equity 3,626,262 1,341,516 Earnings per Share (yuan / share) 0.164 0.291 Net Assets Value per Share (yuan / share) 1.531 0.804 Cost to Income Ratio (%) 34.90 33.44 Return on Equity (%) 13.42 38.23 Cost-Benefit Ratio (%) 11.40 22.71 Note: The balance of deposits and loans were calculated according to the statistical caliber of CBRC and The People’s Bank of China. （III）Capital Structure and Changes for the Reporting Period Unit (RMB thousand) Opening Changes for Item Closing balance balance the Period 1.Core Capital 3,625,043 1,341,306 2,283,737 2.Core Capital's Deductions 326,910 67,544 259,366 2 3.Net Core Capital 3,298,133 1,273,762 2,024,371 4.Supplementary Capital 1,169,730 1,055,140 114,590 5.Measurable Value of Supplementary Capital 1,169,730 1,055,140 114,590 6.Deductions 653,820 135,089 518,731 7.Net Capital 4,140,953 2,261,357 1,879,596 8.Risk Weighted Assets 45,288,684 32,011,846 13,276,838 Of which: On-balance sheet items 40,014,986 28,464,068 11,550,918 Off-balance sheet items 5,273,698 3,547,778 1,725,920 3 III. Risk Management (I) Supplementary Financial Data as at the End of the Reporting Period Unit (%) Item Criteria As at the end of 2010 Capital Adequacy Ratio ≥8 9.14 Core Capital Adequacy Ratio ≥4 7.28 Liquidity Ratio ≥25 42.65 Loan / Deposit Ratio ≤75 65.68 Borrowing/Lending to Deposit Borrowing to Deposit Ratio ≤8 0.06 Ratio Lending to Deposit Ratio ≤8 0.23 Non-Performing Loan Ratio ≤5 13.97 Interest Collection Ratio 96.23 Ratio of Single Largest Borrower’s Loan Against Net Capital ≤10 7.24 Ratio of Top 10 Borrowers’ Loan Against Net Capital ≤50 47.95 Note：The last two indicators about loan against net capital in this table were calculated by excluding the loans involving in the Case. (II) Distribution of Loans by Main Industry Unit (RMB thousand, %) Category of Industry Balance Percentage Wholesale and Retail 9,092,980 19.50 Manufacturing 8,329,974 17.86 Leasing and Business Services 3,716,964 7.97 Real Estates 2,306,330 4.95 Building and Construction 1,513,155 3.24 Total 24,959,403 53.52 (III) Loans Granted to Top 10 Borrowers (The balance of loans were calculated according to the statistical caliber of CBRC and The People’s Bank of China) Unit (RMB thousand, %) As a As a percentage Serial Outstanding Percentage Name of Borrower of Total number Loan of Net Outstanding Capital Loans 1 Jinan City River Development and 300,000 0.64 7.24 4 Construction Investment Co., Ltd. 2 Baiti Group Co., Ltd. 200,000 0.43 4.83 3 Jinan Geely Automobile Co., Ltd. 200,000 0.43 4.83 Tianjin Soda Plant Tianjin Bohai Chemical 4 200,000 0.43 4.83 Industry Co., Ltd. 5 Tianjin Jinbin Development Co., Ltd. 200,000 0.43 4.83 6 Jinan City Municipal Public Utilities Bureau 180,000 0.39 4.35 7 Jinan Taiyue Estate Development Co., Ltd. 180,000 0.39 4.35 8 Yuncheng Coal Mine, Shandong Province 180,000 0.39 4.35 9 Tianjin Naile Real Estates Co., Ltd. 175,000 0.37 4.23 Shandong Zhongqiao Investment Group Co., 10 170,000 0.36 4.11 Ltd. Total 1,985,000 4.26 47.95 Notes：The loans with respect to the case were not involved. (Ⅳ ) The Classification Method of Loan Risks and the Structure of Various NPLs i. Classification Method of Loan Risks The Bank has formulated its 5-tier classification method of credit assets based on the China Banking Regulatory Commission’s “Guidelines on Classification of Loan Risks” in order to measure and manage loan risks. The Bank divides both on-and off-balance-sheet assets into 5 classes: Pass, Special-mention, Substandard, Doubtful and Loss, in which last three classes are deemed to be NPLs (Non-performing Loans). The core definitions of the credit assets set out in the Bank’s detailed rules for 5-tier classification of credit assets are as follows: Pass: Borrowers are able to honor the terms of the contracts and the Bank does not have sufficient reasons to doubt their ability to repay the principals and interests of loan in full and in a timely manner. Special-mention: Although borrowers are able to service their loan’s principals and interests currently, repayments may be affected by existing unfavorable factors. Substandard: Borrowers’ ability to service their loans are in question. Borrowers are not able to depend on their normal business revenues to pay back the principals and interests so certain losses may be incurred even when guarantees are invoked. Doubtful: Borrowers are unable to pay back the principals and interests in full and significant losses will be incurred even when guarantees are invoked. Loss: The principals and interests of loans will not be recovered or only a small portion will be recovered after the Bank takes all possible measures or necessary legal procedures. 5 ii. Five-tier Classification of Loans Unit: (RMB thousand, %) As a As a Change for Change for the Percentage Percenta Closing Opening the Period Type Period(Increas of the ge of the Balance Balance (Increase+, e+, Decrease-) Closing Opening Decrease- ) Balance Balance Pass Loans 39,052,224 30,900,114 +8,152,110 83.63 87.51 -3.88 Special Mention 1,120,541 1,200,413 -79,872 2.40 3.40 -1.00 Loans Substandard 6,227,896 2,756,012 +3,471,884 13.34 7.81 +5.53 Loans Doubtful Loans 290,509 446,565 -156,056 0.62 1.26 -0.64 Loss Loans 3,561 6,961 -3,400 0.01 0.02 -0.01 Total NPLs 6,521,966 3,209,538 +3,312,428 13.97 9.09 +4.88 Total Loans 46,694,731 35,310,065 +11,384,666 100 100 Note: The statistical method used was consistent with that applied in the reports to regulators. (Ⅴ)Change of Provision for Loans Unit (RMB thousand) Transferred Write-up in from Due to Rise Opening Provision Write- Write- Closing Item financial in Balance charges up Off Balance contract of Discounted guarantee Value Loan 2,318,938 950,731 1,070,019 10,725 336,949 11,217 4,002,247 Provision （VI）Impairment Provision for Investments, Pledged Assets and Other Assets Unit (RMB thousand) Item Opening Balance Closing Balance Impairment Provision for Inter-bank Balances 19,503 19,503 Impairment Provision for Loans and 9,700 9,355 Receivable investments Provision for Other Receivables 44,949 50,827 Impairment Provision for Pledged Assets 43,040 39,184 Impairment Provision for Construction in 708 0 Progress 6 (VII) Pledged Assets Unit (RMB thousand, %) Type Closing Balance Percentage Real Estates 62,816 100 Machinery 0 0 Shareholding 0 0 Others 0 0 Total 62,816 100 （VIII） Main External Equity Investments Unit (RMB thousand, %) Amount of Investment as at External Investments the End of the Share Proportion Reporting Period Bank of Jining Co., Ltd. 500,850 18.41 Bank of Dezhou Co., Ltd. 80,000 5.57 Shandong City Commercial Bank Association Co., Ltd. 20,000 7.14 China UnionPay Co., Ltd. 8,135 0.27 City Commercial Banks’ Funds Clearing Center 400 1.33 Total 609,385 Note: The investment on Bank of Dezhou Co., Ltd. was accounted under equity method; the others were accounted under cost method. (IX) Off-Balance Sheet Items that may have significant influence on the Financial Position and Operating Results i.
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