2018 Annual Report 2018 Annual Report 2018 Annual Contents
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(A joint stock company incorporated in the People’s Republic of China with limited liability) STOCK CODE: 3698 2018 Annual Report 2018 Annual Report Contents Definitions 2 Chapter I Corporate Information 3 Chapter II Summary of Accounting Data and Business Data 8 Chapter III Chairman’s Statement 11 Chapter IV President’s Statement 13 Chapter V Management Discussion and Analysis 16 Chapter VI Report of the Board of Directors 71 Chapter VII Changes in Share Capital and Particulars of Shareholders 88 Chapter VIII Profile of Directors, Supervisors, Senior Management, 106 Employees and Institutions Chapter IX Corporate Governance Report 123 Chapter X Internal Control 158 Chapter XI Report of the Board of Supervisors 161 Chapter XII Financial Report 163 ANNUAL REPORT 2018 Huishang Bank Corporation Limited Definitions In this annual report, unless the context otherwise requires, the following terms shall have the meaning set out below. “Bank” or “Huishang Bank” Huishang Bank Corporation Limited, including its subsidiaries and branches “CBIRC” China Banking and Insurance Regulatory Commission (中國銀行保險監督管理委員會) “CBRC” The former China Banking Regulatory Commission (原中國銀行業監督管理委員會) “CSRC” the China Securities Regulatory Commission (中國證券監督管理委員會) “CBIRC Anhui Office” the China Banking and Insurance Regulatory Commission Anhui Office (中國銀保監會安徽監管局) “CBRC Anhui Office” The former China Banking Regulatory Commission Anhui Office (原中國銀監會安徽監管局) “Domestic Shares” the ordinary shares issued by the Bank in the PRC with a nominal value of RMB1.00 per share “H Shares” the ordinary shares issued by the Bank to overseas investors, which are denominated in RMB, subscribed for in Hong Kong Dollars and listed on the Main Board of the Hong Kong Stock Exchange “Overseas Preference Shares” 44,400,000 non-cumulative perpetual overseas preference shares issued by the Bank and listed on the Hong Kong Stock Exchange with a nominal value of RMB100 per share “Hong Kong” Hong Kong Special Administrative Region of the PRC “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited “Hong Kong Listing Rules” the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange “H Share Listing” the listing of H Shares of the Bank on the Main Board of the Hong Kong Stock Exchange “H Share Listing Date” the date on which dealings in the H Shares of the Bank first commenced on the Hong Kong Stock Exchange, i.e. 12 November 2013 “Latest Practicable Date” the latest practicable date for the purpose of ascertaining certain information contained in this annual report, i.e. 27 March 2019 “Non-green Industries” the heavily-polluting, highly energy-consuming and over-capacity industries “Three Dimensional Rural Issues” abbreviation for issues related to agriculture, rural areas and farmers “PBOC” the People’s Bank of China “China” or “PRC” the People’s Republic of China “Reporting Period” the year of 2018 (1 January 2018 to 31 December 2018) “SFO” Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) “Yuan” or “RMB” Renminbi, the lawful currency of China. Unless otherwise specified herein, the currency used in this annual report shall be Renminbi “HK$” or “Hong Kong Dollars” Hong Kong dollars, the lawful currency of Hong Kong “US$” or “U.S. Dollars” U.S. dollars, the lawful currency of the United States 2 ANNUAL REPORT 2018 Huishang Bank Corporation Limited Chapter I Corporate Information 1.1 CORPORATE INFORMATION 1.1.1 Registered Chinese name: 徽商銀行股份有限公司1 Registered English name: Huishang Bank Corporation Limited 1.1.2 Legal representative: Wu Xuemin Authorized representatives: Wu Xuemin, Ngai Wai Fung Secretary to the Board of Directors: Lian Baohua Company secretary: Ngai Wai Fung 1.1.3 Registered and business office address: Block A, Tianhui Building, 79 Anqing Road, Hefei, Anhui Province, the PRC 1.1.4 Contact address: Block A, Tianhui Building, 79 Anqing Road, Hefei, Anhui Province, the PRC Tel: +86-551-62667729 Fax: +86-551-62667787 Postal code: 230001 Bank’s website: www.hsbank.com.cn E-mail: [email protected] 1.1.5 Principal place of business in Hong Kong: 40/F, Sunlight Tower, No. 248 Queen’s Road East, Wanchai, Hong Kong 1.1.6 Domestic auditor: Ernst & Young Hua Ming LLP (Special General Partnership) Office address: Room 01-12, Level 17, Ernst & Young Tower, Oriental Plaza, No. 1 East Chang An Avenue, Dong Cheng District, Beijing, the PRC International auditor: Ernst & Young Office address: 22/F, Citic Tower, 1 Tim Mei Avenue, Hong Kong 1.1.7 Legal advisor as to PRC law: DeHeng Law Offices Legal advisor as to Hong Kong law: Latham & Watkins LLP 1.1.8 Domestic shares trustee agency: China Securities Depository and Clearing Corporation Limited H share registrar: Computershare Hong Kong Investor Services Limited Note: 1 Huishang Bank Corporation Limited is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking/deposit-taking business in Hong Kong. 3 ANNUAL REPORT 2018 Huishang Bank Corporation Limited Chapter I Corporate Information 1.2 COMPANY PROFILE Headquartered in Hefei, Anhui Province, Huishang Bank is the first regional joint stock commercial bank in the PRC established through the merger and reorganization of city commercial banks and urban credit cooperatives with the approval of the CBRC. The Bank was incorporated on 4 April 1997, and changed its name to Huishang Bank Corporation Limited on 30 November 2005. On 28 December 2005, the Bank officially merged with the 5 city commercial banks of Wuhu, Ma’anshan, Anqing, Huaibei and Bengbu and the 7 urban credit cooperatives of Lu’an, Huainan, Tongling, Fuyang Technology, Fuyang Xinying, Fuyang Yinhe and Fuyang Jinda in Anhui Province. The Bank officially opened for business on 1 January 2006. On 12 November 2013, H shares of the Bank were listed on the main board of the Hong Kong Stock Exchange (stock code: 3698). The Bank holds a financial institution license numbered B0162H234010001 from the CBRC Anhui Office and the unified social credit code numbered 913400001489746613 from the Anhui Provincial Administration of Industry and Commerce. The registered address is Block A, Tianhui Building, 79 Anqing Road, Hefei, Anhui Province, the PRC. As at the end of 2018, the registered capital of the Bank was approximately RMB12,154,801,211. The Bank successfully issued Overseas Preference Shares with an amount of USD888 million in November 2016 and such shares were listed on the Hong Kong Stock Exchange (stock code: 4608). The Bank’s principal activities in the PRC include the taking of deposits from corporate and retail customers, the granting of loans using the deposits received, and the conducting of capital business, which encompass money market activities, investment and trading activities and transactions on behalf of customers. As of 31 December 2018, Huishang Bank had 9,515 on-the-job employees. Apart from its headquarters, the Bank has 17 branches, 424 front offices (including 2 business department branches and 422 sub-branches) and 661 self-service areas (points). The Bank also has three subsidiaries, namely Huiyin Financial Leasing Co., Ltd., Jinzhai Huiyin Rural Bank Co., Ltd. and Wuwei Huiyin Rural Bank Co., Ltd. and owns equity interest in Chery Huiyin Motor Finance Service Co., Ltd.. By maintaining its market position as a bank “serving the local economy, serving small and medium enterprises (“SME(s)”) and serving the general public”, the Bank has continuously experienced a relatively fast growth in its business development, has gradually strengthened its comprehensive strength, has steadily improved its operational management standards, and has achieved a synergic development of scale, quality and efficiency, thus building up a good social image of the “local bank”, the “people’s bank” and the “SME bank”, and becoming a regional commercial bank that is more well-known and has considerable influence in Anhui Province and even in the banking industry across China. With the full recognition and widespread praise from all sectors of society, the Bank was named one of the top 200 in the “Top 1000 World Banks” by The Banker, a UK magazine, with the ranking at No. 162, 6 places up from that in the last year. 4 ANNUAL REPORT 2018 Huishang Bank Corporation Limited Chapter I Corporate Information 1.3 AWARDS FOR 2018 In 2018, the Bank won numerous accolades and rewards in contests organized by domestic authorities and organizations: Time Reward Awarding Agencies January Direct banking brand “Hui Chang You Cai (徽常有財)” was Hurun Report, Xiao Tongren awarded as one of the “2018 Hurun Top 50 New Financial Companies” and the “2018 Best User Experience Platform for Hurun New Finance” January “Outstanding Core Dealer in the Interbank Local Currency China Foreign Exchange Trading Market for 2017” System, the National Interbank Lending Center January “Outstanding Bank Award in Social Responsibility for 2017” China Times January Best Model Award of “2017 China Banking Association Good China Banking Association News Award” January “Outstanding Contribution Award of ‘Healthy Anhui’ 2017 Anhui Province Sports Bureau, Anhui Riding Competition between Yangtze River and Huaihe Provincial Tourism Administration, River” Anhui New Media Group January The First, Second and Third Prizes of Anhui Provincial Anhui Internal Audit Association Internal Audit Theory Seminar in 2017 February The Bank was awarded the first prize of “2017 Provincial