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Annual Report Stock Code: 03328 Bank of Communications Co., Ltd. 2012 Annual Report Stock Code: 03328 No. 188, Yin Cheng Zhong Lu, Shanghai P.R. China Cheng Zhong Lu, Shanghai P.R. Yin No. 188, www.bankcomm.com Bank of Communications Co., Ltd. Contents Company Profile Founded in 1908, Bank of Communications Co., Ltd. is one of the oldest banks in China as well as one of the note-issuing banks in modern China. The Bank was listed on the Hong Kong Stock Exchange in June 2005 and on the Shanghai Stock Exchange in May 2007. The Bank currently has 182 domestic branches, comprising 30 provincial branches, 7 branches directly managed by the Head Offi ce and 145 managed by provinces. It has also established 2,701 banking outlets in 202 cities and 144 counties nationwide. In addition, the Bank has set up 12 overseas institutions, comprising branches in Hong Kong, New York, San Francisco, Tokyo, Singapore, Seoul, Frankfurt, Sydney, Macau, Ho Chi Minh City, representative offi ce in Taipei and Bank of Communications (UK) Co., Ltd. According to the “Top 1000 Global Banks 2012” published by the British magazine “The Banker”, the Bank was ranked number 30 in terms of its Tier 1 capital, moving 5 positions forward as compared with the prior year, and was among the top 50 for the fourth consecutive year. The Bank is one of the major fi nancial services providers in China. The Bank’s business scope includes commercial banking, securities services, trust services, fi nancial leasing, fund management, insurance and offshore fi nancial services. Its wholly-owned subsidiaries include BOCOM International Holdings Company Limited, China BOCOM Insurance Co., Ltd and Bank of Communications Finance Leasing CO., Ltd. Subsidiaries controlled by the Bank include Bank of Communications Schroder Fund Management Co., Ltd, Bank of Communications International Trust Co., Ltd, BoCommLife Insurance Company Limited, Dayi Bocomm Xingmin Rural Bank, Zhejiang Anji BOCOM Rural Bank Ltd, Xinjiang Shihezi BOCOM Rural Bank and Qingdao Laoshan BOCOM Rural Bank. In addition, the Bank is the largest shareholder of Jiangsu Changshu Rural Commercial Bank Co., Ltd. The Bank’s development strategy is to become “a fi rst class listed universal banking group focusing on international expansion and specialising in wealth management” (hereinafter referred to as “BoCom Strategy”). 2 Bank of Communications Co., Ltd. Defi nitions 2 Contents Important Risk Reminder 3 Bank of Communications Co., Ltd. Financial Highlights 4 Annual Report 2012 H Share Corporate Information 6 Awards 8 Chairman’s Statement 10 President’s Statement 18 Management Discussion and Analysis 26 Changes in Share Capital and Substantial Shareholders 73 Directors, Supervisors, Senior Management and Human Resource Management 82 Report of the Board of Directors 95 Report of the Supervisory Committee 107 Corporate Governance Report 114 Corporate Social Responsibilities 133 Other Events 137 Independent Auditor’s Report 141 Consolidated Financial Statements 142 Notes to the Consolidated Financial Statements 148 Supplementary Unaudited Financial Information 276 List of Branches 284 Definitions The following terms will have the following meanings in the Annual Report unless otherwise stated: “Bank” Refers to the Bank of Communications Co., Ltd. “Board of Directors” Refers to the Board of Directors of the Bank “Group” Refers to the Bank and its subsidiaries “CBRC” Refers to China Banking Regulatory Commission “PBOC” Refers to The People’s Bank of China “Ministry of Finance” Refers to the Ministry of Finance of the People’s Republic of China “CSRC” Refers to China Securities Regulatory Commission “Shanghai Stock Exchange” Refers to the Shanghai Stock Exchange “Hong Kong Stock Exchange” Refers to The Stock Exchange of Hong Kong Limited “SSF” Refers to the National Council for Social Security Fund “HSBC” Refers to The Hong Kong and Shanghai Banking Corporation Limited “Hong Kong Listing Rules” Refers to the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited “Company Law” Refers to the Company Law of the People’s Republic of China “Securities Law” Refers to Securities Law of the People’s Republic of China “Commercial Bank Law” Refers to the Law of the People’s Republic of China on Commercial Banks “Articles of Associations” Refers to the Articles of Association of the Bank of Communications Co., Ltd. as approved by CBRC “Northern China” Includes Beijing, Tianjin, Hebei Province, Shanxi Province and Inner Mongolia Autonomous Region “North Eastern China” Includes Liaoning Province, Jilin Province and Heilongjiang Province “Eastern China” Includes Shanghai, Jiangsu Province, Zhejiang Province, Anhui Province, Fujian Province, Jiangxi Province and Shandong Province “Central and Southern China” Includes Henan Province, Hunan Province, Hubei Province, Guangdong Province, Hainan Province and Guangxi Autonomous Region “Western China” Includes Chongqing, Sichuan Province, Guizhou Province, Yunnan Province, Shaanxi Province, Gansu Province, Qinghai Province, Ningxia Autonomous Region, Xinjiang Autonomous Region and Tibet Autonomous Region “Overseas” Includes Hong Kong Branch, New York Branch, Singapore Branch, Tokyo Branch, Seoul Branch, Frankfurt Branch, Macau Branch, Ho Chi Minh City Branch, Sydney Branch, San Francisco Branch, Taipei Branch and Bank of Communications (UK) Co., Ltd. and other overseas subsidiaries “Head Offi ce” Refers to the Group’s Head Offi ce in Shanghai “RMB” Refers to Renminbi, the lawful currency of the PRC “Basis point” Refers to one in ten thousand “Impaired loans” Refers to loans which are impaired due to objective evidence that the counterparty will be unable to pay amounts in full when due “Interest-bearing assets” Refers to the loans and advances to customers and receivables investment securities, and due from banks and other fi nancial institutions “Interest-bearing liabilities” Refers to due to customers, due to banks and other fi nancial institutions and other borrowings “Bocom Schroder” Refers to Bank of Communications Schroder Fund Management Co., Ltd. “Bocom International Trust” Refers to Bank of Communications International Trust Co., Ltd. “Bocom Leasing” Refers to Bank of Communications Finance Leasing CO., Ltd. “Bocom International” Refers to BOCOM International Holdings Company Limited “BoCommLife Insurance” Refers to BoCommLife Insurance Company Limited “Bocom Insurance” Refers to China BOCOM Insurance Co., Ltd. 2 Bank of Communications Co., Ltd. Important Risk Reminder Investors should notice that the foundation of Chinese economic recovery is continued to be unstable. The contradiction between economic slowdown and industrial overcapacity is aggravated. Macroeconomic control policy continues to be adopted. The potential risks in aspects of fi nancing platform of local governments, real estate, “heavily-polluting, highly-energy-consuming and over-capacity sectors” still exist. To proactively respond to the risk in credit business, the Bank adheres to its “BoCom Strategy”, balancing the relations among development transformation, operation development and risk management and control, as well as focusing on enhancing its development quality and effi ciency. The Bank continues to strengthen the risk management in aspects of fi nancing platforms of local governments, real estate, “heavily- polluting, highly-energy-consuming and over-capacity sectors”. With the establishment of a long-term risk prevention mechanism, the Bank identifi es potential risks, implements a total volume control and watch-list management, as well as takes effective measures to reduce the volume of high risk loans or obtain additional credit protection, and collects non-performing assets. Annual Report 2012 H Share 3 Financial Highlights Net profit (excluding Net interest income non-controlling interests) Total assets in millions of RMB in millions of RMB in millions of RMB 150,000 65,000 6,000,000 58,373 5,273,379 120,126 5,000,000 120,000 52,000 50,735 4,611,177 103,493 4,000,000 3,951,593 39,042 90,000 39,000 84,995 3,309,137 30,118 3,000,000 65,862 66,668 28,524 2,678,249 60,000 26,000 2,000,000 30,000 13,000 1,000,000 0 0 0 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 Returns on average Returns on average assetsshareholders’ equity Impaired loans ratio % % % 1.5 25 2.5 20.87 20.20 20.52 1.20 1.19 1.18 1.2 20 19.49 2.0 1.92 1.08 17.91 1.01 0.9 15 1.5 1.36 1.12 0.6 10 1.0 0.92 0.86 0.3 5 0.5 0.0 0 0.0 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 Provision coverage of Cost to income ratioimpaired loans Capital adequacy ratio % % % 40 300 15 14.07 13.47 35 256.37 32.63 250.68 12.36 12.44 31.74 32.11 250 12.00 30.19 12 30 29.85 200 25 185.84 9 151.05 20 150 116.83 6 15 100 10 3 50 5 0 0 0 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 4 Bank of Communications Co., Ltd. Financial Highlights (Continued) Description 2012 2011 2010 2009 2008 Full year results (in millions of RMB) Net interest income 120,126 103,493 84,995 66,668 65,862 Profi t before tax 75,216 65,451 49,954 38,301 35,953 Net profi t (excluding non-controlling interests) 58,373 50,735 39,042 30,118 28,524 As at the end of the year (in millions of RMB) Total assets 5,273,379 4,611,177 3,951,593 3,309,137 2,678,249 Includes: loans advances to customers 2,947,299 2,561,750 2,236,927 1,839,314 1,328,590 Total liabilities 4,891,932 4,338,389 3,727,936 3,144,712 2,532,649 Includes: due to customers 3,728,412 3,283,232 2,867,847 2,372,055 1,865,815 Shareholders’ equity (excluding non-controlling interests) 379,918 271,802 222,773 163,848 145,167 Per share (in RMB) Earnings per share (excluding non-controlling interests) 0.88 0.82 0.66 0.53 0.51 Net assets per share (excluding non-controlling interests) 5.12 4.39 3.96 3.34 2.96 Major fi nancial ratios % Return on average assets1 1.18 1.19 1.08 1.01 1.20 Return on average shareholders’ equity2 17.91 20.52 20.20 19.49 20.87 Cost-to-income ratio3 29.85 30.19 32.11 32.63 31.74 Impaired loans ratio4 0.92 0.86 1.12 1.36 1.92 Provision coverage of impaired loans5 250.68 256.37 185.84 151.05 116.83 Capital adequacy indicators % Core capital adequacy ratio 11.24 9.27 9.37 8.15 9.54 Capital adequacy ratio 14.07 12.44 12.36 12.00 13.47 Notes: 1.
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