China CITIC Bank Corporation Limited 2013 Annual Report 2013 Annual Report Block C, Fuhua Mansion, No. 8 Chaoyangmen Beidajie, Dongcheng District, Beijing, China Postal Code : 100027 bank.ecitic.com Important Notice The Board of Directors, the Board of Supervisors, Corporate Introduction directors, supervisors, and senior management of the Bank ensure that the information contained Founded in 1987, CITIC Bank is one of the earliest established commercial bank during China’s reform and opening up and China’s first herein does not include any false records, commercial bank participating in financing at both domestic and international financial markets. It is renowned at home and abroad for misleading statements or material omissions, brushing numerous track records in the contemporary Chinese financial history. Over the years, it has made great contributions to China’s and assume several and joint liabilities for its truthfulness, accuracy and completeness. economic development. The meeting of the Board of Directors adopted As one of the leading domestic commercial banks in terms of capital strength, CITIC Bank has grown rapidly in the wave of economic the full text and summary of the 2013 Annual development in China and has become a national commercial bank with strong comprehensive competitive edges. In July 2013, CITIC Bank Report on 27 March 2014. 14 out of the 14 ranked 47th in terms of tier-one capital and 57th in terms of total assets among the “Top 1,000 World Banks” published by British magazine The Table of Contents eligible directors attended the meeting, including Banker, ranking among the best of all Chinese commercials banks. In November 2013, The 21st Century Business Herald awarded CITIC Bank “Top 11 who attended in person on site, three who attended by proxy. Chairman Chang Zhenming, Ten Listed Companies with Excellence in Corporate Social Responsibility” in its Competition for the Top 10 Listed Companies in China. Director Li Qingping, and Director Xing Tiancai In 2007, CITIC Bank had its A and H shares concurrently listed, rising among those global public banks. In 2009, CITIC Bank acquired 2 Corporate Introduction asked Director Zhu Xiaohuang, Director Sun Deshun and Director Li Zheping to attend and CIFH and wholly controlled CNCBI, thereby establishing an internationalized operation platform. In 2011, the Bank successfully completed 5 Financial Highlights vote as their proxies, respectively, due to other its rights issue, laying a solid foundation for further growth. In 2013, the Bank set up a new development strategy and put forward the vision work arrangements. The supervisors of the Bank of “building a first-class commercial bank with unique market value”. 8 Chairman’s Statement attended the meeting as non-voting delegates. 12 President’s Statement The mission of the Bank is “Irrigating the real economy, creating staff happiness, enhancing shareholder value and serving social development”. The Bank’s 2013 Annual Report prepared in With customer focus and market orientation, the Bank has proactively performed its social responsibility, supported development of the real 16 Honors accordance with the PRC Accounting Standards economy, gained all-round access into the modern service sector, devoted itself to creating another CITIC Bank online, and thereby promoted and the International Financial Reporting 20 Management Discussion and Analysis Standards (IFRS) were audited by KPMG harmonious sustainable development of the whole society. 20 Economic, Financial and Regulatory Environment Huazhen (Special General Partnership) and KPMG in accordance with the auditing standards The Bank provides corporate customers with banking financial solutions in corporate banking, international, financial market, institutional 20 Implementation of Development Strategy of Mainland China and Hong Kong respectively. banking business, investment banking business and factoring business, and offers retail customers diversified financial products and services 23 Core Competitiveness Analysis covering retail banking, credit card, consumer finance, safe deposit box, wealth management, private banking and going abroad finance. For The “Profit and Dividends Distribution” in both corporate and retail customers, the Bank provides all-round financial services in wealth management, online banking, small and micro 24 Analysis of the Financial Statements “Management Discussion and Analysis” in Chapter 6 of the report discloses the Bank’s Profit enterprise finance and asset custody business. 45 Business Overview Distribution Plan for 2013 as adopted by the As at the end of 2013, CITIC Limited was the controlling shareholder of the Bank, holding 66.95% of the Bank’s total issued and outstanding 60 Risk Management Board of Directors and to be submitted to the 2013 Annual Shareholders’ General Meeting for shares; and the second largest shareholder was BBVA, holding 9.90% of the Bank’s total issued and outstanding shares. The Bank had 1,073 81 Capital Management deliberation. The Bank proposes to distribute outlets in 116 large and medium cities in mainland China, mainly distributed in coastal areas in Eastern China and economically developed 82 Management of Financial Statement Consolidation final dividends for 2013 with a total amount of cities in Central and Western China, and own staff number exceeded 46,000. There were three subsidiaries under the Bank, namely, Lin’an RMB11.790 billion, representing RMB2.52 (pre- CITIC Rural Bank in mainland China, and CNCBI and CIFL in Hong Kong. CNCBI had over 1,700 employees and more than 40 outlets in 82 Profit and Dividends Distribution tax) for every 10 shares based on the total share capital of A shares and H shares. Hong Kong, Macao, New York, Los Angeles, Singapore and mainland China. 83 Shareholdings in Other Listed Companies and Financial Enterprises The terms the “Bank”, the “Company”, “CITIC 84 Changes in Accounting Policies and Accounting Bank” and “CNCB” mentioned herein all refer to Estimation or Correction of Significant China CITIC Bank Corporation Limited while the term the “Group” mentioned herein refers to Accounting Errors China CITIC Bank Corporation Limited and its 84 Outlook subsidiaries. 88 Management of Corporate Social Responsibility Mr. Chang Zhenming as Chairman of the Board of 89 Significant Events Directors, Mr. Zhu Xiaohuang as President of the Bank, Mr. Cao Guoqiang as Vice President of the 100 Changes in Share Capital and Shareholdings of Bank in charge of financial function, and Mr. Lu Wei as General Manager of the Budget and Finance Substantial Shareholders Department, hereby guarantee the truthfulness, 107 Directors, Supervisors, Senior Management and Staff accuracy and completeness of the financial report contained in the 2013 Annual Report. 126 Corporate Governance Report 142 Internal Control 145 Independent Auditor’s Report and Financial Statement Material Risk Reminder 281 Reference for Shareholders The Bank has described in detail the major risks 283 Corporate Structure that it is exposed to in operation and management and its responses thereto in this report. Please 284 List of Domestic and Overseas Affiliates refer to “Risk Management” and “Outlook” in Chapter 6 “Management Discussion and Analysis” 291 Definition for details. Table of Contents 2 Corporate Introduction 5 Financial Highlights 8 Chairman’s Statement 12 President’s Statement 16 Honors 20 Management Discussion and Analysis 20 Economic, Financial and Regulatory Environment 20 Implementation of Development Strategy 23 Core Competitiveness Analysis 24 Analysis of the Financial Statements 45 Business Overview 60 Risk Management 81 Capital Management 82 Management of Financial Statement Consolidation 82 Profit and Dividends Distribution 83 Shareholdings in Other Listed Companies and Financial Enterprises 84 Changes in Accounting Policies and Accounting Estimation or Correction of Significant Accounting Errors 84 Outlook 88 Management of Corporate Social Responsibility 89 Significant Events 100 Changes in Share Capital and Shareholdings of Substantial Shareholders 107 Directors, Supervisors, Senior Management and Staff 126 Corporate Governance Report 142 Internal Control 145 Independent Auditor’s Report and Financial Statement 281 Reference for Shareholders 283 Corporate Structure 284 List of Domestic and Overseas Affiliates 291 Definition Corporate Introduction Corporate Information Registered Name in Chinese 中信銀行股份有限公司 Registered Name in English CHINA CITIC BANK CORPORATION LIMITED (abbreviated as “CNCB”) Legal Representative Chang Zhenming Authorized Representatives Zhu Xiaohuang, Li Xin Secretary to the Board of Directors Li Xin Joint Company Secretaries Li Xin, Wendy KAM Mei Ha (FCS, FCIS) Securities Representative of the Company Wang Junwei Registered Address and Office Address Block C, Fuhua Mansion, No. 8 Chaoyangmen Beidajie, Dongcheng District, Beijing Postal Code 100027 Official Website bank.ecitic.com Telephone Number/Fax Number +86-10-65558000/+86-10-65550809 Email Address [email protected] Principal Place of Business in Hong Kong 54th Floor, Hopewell Center, 183 Queen’s Road East, Hong Kong Newspapers for Information Disclosure China Securities Journal, Shanghai Securities News, Securities Times Websites for Information Disclosure Website designated by the CSRC to publish A-share annual report: www.sse.com.cn Website designated by the SEHK to publish H-share annual report: www.hkexnews.hk Place Where Annual Report is Kept Office of the Board of Directors and Board of Supervisors, CITIC