恒投證券 Hengtou Securities
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. 恒投證券 HENGTOU SECURITIES (A joint stock company incorporated in the People’s Republic of China with limited liability under the Chinese corporate name “ 恒 泰 證 券股份有限公司 ” and carrying on business in Hong Kong as “ 恒投證券 ” (in Chinese) and “HENGTOU SECURITIES” (in English)) (the “Company”) (Stock Code: 01476) ANNUAL RESULTS ANNOUNCEMENT FOR THE YEAR ENDED 31 DECEMBER 2017 The board of directors (the “Board”) of the Company hereby announces the audited annual results of the Company and its subsidiaries for the year ended 31 December 2017. This announcement, containing the full text of the 2017 annual report of the Company, complies with the relevant requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited in relation to information to accompany preliminary announcement of annual results and has been reviewed by the audit committee of the Company. PUBLICATION OF ANNUAL RESULTS ANNOUNCEMENT AND ANNUAL REPORT This annual results announcement will be published on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company (www.cnht.com.cn). The 2017 annual report of the Company will be dispatched to the shareholders of the Company and published on the websites of The Stock Exchange of Hong Kong Limited and the Company in due course but no later than the end of April 2018. By order of the Board Pang Jiemin Chairman Beijing, the PRC 28 March 2018 As at the date of this announcement, the Board comprises Mr. Pang Jiemin and Mr. Wu Yigang as executive Directors; Mr. Zhang Tao, Mr. Sun Chao, Ms. Dong Hong and Ms. Gao Liang as non-executive Directors; Ms. Zhou Jianjun, Dr. Lam Sek Kong and Mr. Lv Wendong as independent non-executive Directors. Contents IMPORTANT NOTICE 2 CHAIRMAN’S STATEMENT 3 SECTION 1 DEFINITIONS 4 SECTION 2 MATERIAL RISKS 9 SECTION 3 COMPANY PROFILE 10 SECTION 4 SUMMARY OF ACCOUNTING AND BUSINESS DATA 21 SECTION 5 MANAGEMENT DISCUSSION AND ANALYSIS 28 SECTION 6 REPORT OF THE BOARD OF DIRECTORS 84 SECTION 7 OTHER MATERIAL PARTICULARS 97 SECTION 8 EQUITY (CAPITAL) CHANGES AND SUBSTANTIAL SHAREHOLDERS 106 SECTION 9 DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES 111 SECTION 10 CORPORATE GOVERNANCE REPORT 129 APPENDIX PARTICULARS OF SECURITIES BRANCHES 160 INDEPENDENT AUDITOR’S REPORT 176 CONSOLIDATED STATEMENT OF PROFIT OR LOSS 186 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 187 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 188 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 190 CONSOLIDATED STATEMENT OF CASH FLOWS 191 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 193 Important Notice The Board, Supervisory Committee, Directors, Supervisors and senior management of the Company undertake that the content of this report is true, accurate, complete and without any false record, misrepresentation or material omission and are severally and jointly liable therefor. This report has been considered and approved at the second meeting of the fourth session of the Board and the second meeting of the fourth session of the Supervisory Committee where all the Directors and Supervisors were present, respectively. No Directors, Supervisors or senior management of the Company declared that they could not guarantee or had any objection to the truthfulness, accuracy and completeness of this report. The financial report for 2017 prepared by the Company, in accordance with the International Financial Reporting Standards and China’s Accounting Standard for Business Enterprises, has been audited by RSM Hong Kong and Ruihua Certified Public Accountants LLP, respectively, each of whom had issued a standard unqualified audit report. All amounts set out in this report are stated in RMB unless otherwise stated. Mr. Pang Jiemin (the chairman of the Board), Mr. Niu Zhuang (the president), Ms. Yang Shufei (the chief financial officer) and Mr. Yang Liyang (the finance manager) declared that they undertake the financial statements in this report are true, accurate and complete. The forward-looking statements including future plans and development strategies involved in this report do not constitute the Company’s substantive commitment to investors. The investors are advised to pay attention to investment risks. 2 HENGTOU SECURITIES Chairman’s Statement In 2017, China’s economy gradually stabilized against a macro backdrop of “supply-side reform”. China’s A-share market remained stable with the index fluctuating within a limited range. In terms of the regulatory environment of securities industry, the keynote of law-based, comprehensive and strict regulation remained unchanged, which further standardized the business regime of securities companies. However, the innovation-driven growth momentum of the industry slowed down to some extent and competition was further intensified. In 2017, confronted with tightened regulation and increased competition in the industry, our staff at all levels, under the leadership of the Board, worked together to exercise strict control over risks and ensure all operation activities were carried out in a lawful, smooth and orderly way. We speeded up business transformation and upgrade and consolidated business foundation to enhance our core competitiveness. We promoted the implementation of rectifications at our subsidiaries in strict accordance with regulatory requirements. We also actively responded to the call for practicing targeted poverty-alleviation and performing social responsibility. Meanwhile, we emphasized the construction of corporate culture and held large-scale corporate culture events such as the “Wonderful Hengtai Employees” (“出彩恒泰人”). In addition, back-office support and services were enhanced in an all-round manner to facilitate our operation. Thanks to these efforts, we achieved good results in overall business operations. In 2018, facing the opportunities and challenges in the new era and new circumstances, we will pull together to forge ahead and make down-to-earth efforts to accomplish our tasks. We will continue to adhere to regulatory-compliant operation and guard against business risks. We will deepen business transformation, consolidate business foundation, enhance professional services and expand market influence. We will strengthen back-office capacity in providing support and services and comprehensively improve the operation and management of our Company. Furthermore, we will actively respond to the calls of the State and the industry by making specific efforts for targeted poverty-alleviation. Most importantly, we shall renew our efforts to elevate our performance, advancing forward to a new level of our business development in every aspect. Pang Jiemin Chairman Beijing, the PRC 28 March 2018 2017 ANNUAL REPORT 3 Section 1 Denitions In this report, unless the context otherwise requires, the following terms and expressions have the meanings set forth below: APP application, which generally refers to mobile applications Articles of Association the articles of association of the Company, as amended from time to time asset securitisation, ABS an act of converting less liquid assets into securities that can be traded freely in the financial market to have them become liquid and a direct way of financing through issuing securities in capital market and monetary market Baotou Huazi Baotou Huazi Industry Co., Ltd. (包頭華資實業股份有限公司), listed on the Shanghai Stock Exchange (stock code: 600191), a substantial shareholder of the Company Board the board of directors of the Company Company or Hengtou Securities a company established as a limited liability company in the PRC on 28 December 1998 and converted into a joint stock company with limited liability under the PRC laws on 3 November 2008 under the corporate name “恒泰証券股份有限公司” (Hengtai Securities Co., Ltd), and carrying on business in Hong Kong as “恒投證券” (in Chinese) and “HENGTOU SECURITIES”(in English) as approved by and registered with the Registrar of Companies in Hong Kong on 27 April 2015, and whose H shares are listed on the Main Board of the Hong Kong Stock Exchange Corporate Governance Code the Corporate Governance Code as set out in Appendix 14 to the Listing Rules CSRC the China Securities Regulatory Commission (中國證券監督管理委員會) Director(s) director(s) of the Company Domestic Share(s) ordinary share(s) issued by the Company, with a nominal value of RMB1.00 each, which are subscribed for or credited as paid-up in RMB ETF Exchange Trade Funds, a kind of open-ended funds with variable fund units which are listed and traded on the stock exchanges end of Reporting Period 31 December 2017 4 HENGTOU SECURITIES Section 1 Denitions (Continued) Finance Street Capital Beijing Finance Street Capital Management Centre (北京金融街資本運營中心), which holds 100% equity interest in Huarong Infrastructure Finance Street Investment Beijing Finance Street Investment (Group) Co., Ltd. (北京金融街投資(集團) 有限公司), formerly known as Beijing Finance Street Construction Group Co., Ltd. (北京金融街建設集團), a subsidiary of SASAC Xicheng District and a shareholder of the Company Finance Street Xihuan Properties Beijing Finance Street Xihuan Properties Co., Ltd. (北京金融街西環置業有限 公司), formerly known as Beijing Xihuan Properties Co., Ltd.