2020 Annual Report 9668
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渤海銀行股份有限公司 CHINA BOHAI BANK CO., LTD. (A joint stock company incorporated in the People’s Republic of China with limited liability) Stock Code : 9668 CHINA BOHAI BANK CO., LTD. CO., CHINA BOHAI BANK 2020 ANNUAL REPORT 2020 ANNUAL REPORT Annual Report 2020 Contents 1 Contents Definitions 2 Important Notice 4 Chairman’s Statement 5 President’s Statement 6 Statement of the Chairman of the Board of Supervisors 7 Corporate Profile 8 Awards and Ranking 10 Summary of Accounting Data and Business Data 11 Management Discussion and Analysis 15 Changes in Share Capital and Information on Shareholders 65 Directors, Supervisors, Members of Senior Management, Employees and Branches 71 Corporate Governance 86 Report of the Board of Directors 108 Report of the Board of Supervisors 117 Important Events 124 Audit Report and Financial Report 129 Organizational Structure Chart 280 CHINA BOHAI BANK CO., LTD. Annual Report 2020 2 Denitions Definitions Articles of Association the Articles of Association of CHINA BOHAI BANK CO., LTD. Bank, our Bank, Company, CHINA BOHAI BANK CO., LTD. (渤海銀行股份有限公司), a joint stock company our Company established on December 30, 2005 in the PRC with limited liability pursuant to the relevant PRC laws and regulations, and its H Shares were listed on the Hong Kong Stock Exchange (Stock Code: 9668) 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 (中國銀行業監督管理委員會) Central Bank, PBoC the People’s Bank of China China Accounting Standards Accounting Standards for Business Enterprises – Basic Standards, specific accounting for Business Enterprises standards, application guidance and interpretations to the Accounting Standards for Business Enterprises and other regulations issued by the Ministry of Finance of the PRC on and after February 15, 2006 Commercial Banking Law the Commercial Banking Law of the PRC (中華人民共和國商業銀行法) Company Law the Company Law of the PRC (中華人民共和國公司法) CSRC China Securities Regulatory Commission (中國證券監督管理委員會) Domestic Shares ordinary shares issued by the Bank with a nominal value of RMB1.00 each, which are subscribed for or credited as paid up in Renminbi Global Offering the Hong Kong Public Offering and the International Offering, for details, please refer to the Prospectus HKEX Hong Kong Exchanges and Clearing Limited Hong Kong Stock Exchange The Stock Exchange of Hong Kong Limited H Shares the overseas listed foreign shares issued by the Bank with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong Dollars and listed and traded on the Hong Kong Stock Exchange IFRS International Financial Reporting Standards and International Accounting Standards (“IAS”), the related standards, amendments and interpretations issued by the International Accounting Standards Board (“IASB”) Listing Date July 16, 2020, the date on which dealings in the H Shares of the Bank commenced on the Hong Kong Stock Exchange Listing Rules the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited Model Code the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix 10 of the Listing Rules Prospectus the Prospectus of the Global Offering of the Bank CHINA BOHAI BANK CO., LTD. Annual Report 2020 Denitions 3 Reporting Period the year ended December 31, 2020 SASAC the State-owned Assets Supervision and Administration Commission of the State Council (中華人民共和國國務院國有資產監督管理委員會) SFC the Securities and Futures Commission of Hong Kong SFO the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) the Fourth “Five-Year Plan” the Plan for Development Strategy of CHINA BOHAI BANK CO., LTD. (2021-2025) (渤 海銀行股份有限公司2021-2025年發展戰略規劃) the Third “Five-Year Plan” the Plan for Development Strategy of CHINA BOHAI BANK CO., LTD. (2016-2020) (渤 海銀行股份有限公司2016-2020年發展戰略規劃) Tianjin SASAC the State-owned Assets Supervision and Administration Commission of Tianjin People’s Government 2020 Final Dividend The Board of Directors recommended to distribute cash dividends of RMB0.85 (tax inclusive) per 10 shares to all Shareholders of ordinary shares CHINA BOHAI BANK CO., LTD. Annual Report 2020 4 Important Notice Important Notice The Board of Directors, the Board of Supervisors, Directors, Supervisors and members of senior management of the Bank undertake that the information contained in this annual report does not include any false records, misleading statements or material omissions, and assume several and joint liabilities for the truthfulness, accuracy and completeness of the content of this annual report. The Bank considered and approved the Annual Report 2020 of the Bank at the 18th meeting of the fifth session of the Board of Directors held on March 29, 2021. 18 Directors should attend the meeting, among which 18 Directors actually attended. Five Supervisors of the Bank attended the meeting. The Bank considered and approved the Annual Report 2020 of the Bank at the 7th meeting of the fifth session of the Board of Supervisors held on March 29, 2021. Six Supervisors should attend the meeting, among which six Supervisors actually attended. The Board of Supervisors and the Supervisors of the Bank believe that after reviewing the information contained in the Annual Report 2020 of the Bank, no false records, misleading statements or material omissions have been found, and they have no objection to the truthfulness, accuracy and completeness of the content of this annual report. Mr. LI Fuan, the legal representative and chairman of the Board of Directors of the Bank, Mr. QU Hongzhi, the president of the Bank, Mr. DU Gang, the person in charge of accounting affairs of the Bank, and Mr. WANG Fenglei, the person in charge of accounting department, hereby warrant the truthfulness, accuracy and completeness of the financial statements in this annual report. The Profit Distribution Plan for 2020 of the Bank has been considered and approved at the 18th meeting of the fifth session of the Board of Directors, at which, the Board approved a cash dividend of RMB0.85 (tax inclusive) per 10 shares to all Shareholders of ordinary shares of the Bank. Such profit distribution plan shall be subject to the consideration and approval of the Shareholders’ General Meeting. For details, please refer to “Report of the Board of Directors-PROFIT DISTRIBUTION” in this annual report. The Bank’s 2020 Annual Financial Reports prepared in accordance with the China Accounting Standards for Business Enterprises (中國企業會計準則) and IFRS have been audited by KPMG Huazhen LLP and KPMG in accordance with the Auditing Standards for Certified Public Accountants of China and Hong Kong Auditing Standards, respectively. And standard unqualified audit reports were issued. Forward-looking statements such as future plans contained in this annual report do not constitute substantive commitments made by the Bank to its investors. Investors are cautioned against the investment risks and should understand the difference among plans, forecasts and commitments. This annual report describes in detail the major risks that the Bank faces in its operational management, as well as the corresponding measures taken by the Bank. For details, please refer to the section “Management Discussion and Analysis – Comprehensive Risk Management” in this annual report. Financial data and indicators contained in this annual report are prepared in accordance with IFRS. Unless otherwise stated, they are denominated in Renminbi (RMB). Certain amounts and percentage figures included in this report have been subject to rounding adjustments. Any discrepancy between the sum and total amounts in the tables is due to rounding. This annual report is prepared in both Chinese and English. Should there be any discrepancy between the Chinese and English versions, the Chinese version shall prevail. CHINA BOHAI BANK CO., LTD. Annual Report 2020 Chairman’s Statement 5 Chairman’s Statement In 2020, amid the COVID-19 outbreak and unusually complex situations facing businesses at home and abroad, the Board of Directors remained steadfast in following the guidance of Xi Jinping Thought on Socialism with Chinese Characteristics for a New Era. We were keenly aware of the need to maintain political integrity, think in big-picture terms, follow the leadership core, and keep in alignment with the central Party leadership. We stayed confident in the path, theory, system and culture of socialism with Chinese characteristics. We also upheld General Secretary Xi Jinping’s core position on the Party Central Committee and in the Party as a whole, and upheld the Party Central Committee’s authority and its centralized, unified leadership. The decisions and plans of the CPC Committee and the State Council were thoroughly executed while epidemic prevention and control measures were applied to where they were most lacking. Apart from the endeavors above, we committed ourselves to serving the social and economic development with heart and soul. Consequently, the gains resulting from our transformation were deepened, along with encouraging achievements in our business development and stronger comprehensive competitiveness, which brought our high-quality development to a new level. The role of Party construction was given full play; under the overall leadership of the Party and with Party construction continuously fortified, every aspect of our corporate governance embodied the leadership of the Party as the Party construction further merged with our cardinal work, which boosted the cohesion