中 國 民 生 銀 行 股 份 有 限 公 司 China Minsheng Banking
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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. 中國民生銀行股份有限公司 CHINA MINSHENG BANKING CORP., LTD. (A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 01988) (US Preference Share Stock Code: 04609) Interim Results Announcement for the Six Months Ended 30 June 2017 The Board of Directors (the “Board”) of China Minsheng Banking Corp., Ltd. (the “Company”) hereby announces the unaudited results of the Company and its subsidiaries for the six months ended 30 June 2017. This announcement, containing the full text of the 2017 Interim 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 announcements of interim results. Publication of Interim Results Announcement and Interim Report This results announcement will be published on the HKEXnews website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company’s website (www.cmbc.com.cn). The Company’s 2017 Interim Report will be dispatched to holders of H shares and published on the website of the Company and the HKEXnews website of The Stock Exchange of Hong Kong Limited in due course. By Order of the Board CHINA MINSHENG BANKING CORP., LTD. Hong Qi Chairman Beijing, PRC 28 August 2017 As at the date of this announcement, the executive directors of the Company are Mr. Hong Qi, Mr. Liang Yutang and Mr. Zheng Wanchun; the non-executive directors are Mr. Zhang Hongwei, Mr. Lu Zhiqiang, Mr. Liu Yonghao, Mr. Shi Yuzhu, Mr. Wu Di, Mr. Yao Dafeng, Mr. Song Chunfeng, Mr. Tian Zhiping and Mr. Weng Zhenjie; and the independent non-executive directors are Mr. Liu Jipeng, Mr. Li Hancheng, Mr. Xie Zhichun, Mr. Cheng Hoi-chuen, Mr. Peng Xuefeng and Mr. Liu Ningyu. 1 Important Notice The Board, the Supervisory Board, the Directors, Supervisors and Senior Management of the Company warrant that there are no misstatements, misleading representations or material omissions in this report, and shall assume several and joint liability for the truthfulness, accuracy and completeness of its contents. This Interim Report was considered and approved on 28 August 2017 at the fifth meeting of the seventh session of the Board of the Company. Of the 18 Directors who were entitled to attend the meeting, nine Directors attended the meeting in person, eight Directors, being the Vice Chairmen Zhang Hongwei and Liu Yonghao as well as the Directors Wu Di, Weng Zhenjie, Cheng Hoi- chuen, Liu Jipeng, Xie Zhichun and Peng Xuefeng, attended the meeting by teleconference, and the Director Shi Yuzhu entrusted the Chairman Hong Qi, in writing, to exercise his voting rights at the meeting. Of the nine Supervisors who were entitled to attend the meeting, nine Supervisors attended the meeting in person. According to the interim profit distribution plan for 2017 passed by the Board, on the basis of the total share capital of the Company as at the record date for the purpose of profit distribution, a cash dividend of RMB1.20 (before tax) for every 10 shares will be distributed to shareholders of the Company. For the purpose of this Interim Report, China Minsheng Banking Corp., Ltd. shall be referred to as the “Company”, the “Bank”, “China Minsheng Bank” or “Minsheng Bank”, whereas China Minsheng Banking Corp., Ltd. and its subsidiaries together shall be referred to as the “Group”. The financial data and indicators contained in this Interim Report are prepared in accordance with the IFRS. Unless otherwise specified, all amounts are the consolidated data of the Group and are denominated in RMB. The interim financial report of the Company was not audited. Board of Directors China Minsheng Banking Corp., Ltd. Hong Qi (Chairman), Zheng Wanchun (President), Bai Dan (Senior Management responsible for finance and accounting) and Li Wen (Person in charge of the accounting department) warrant the truthfulness, accuracy and completeness of the financial statements included in this Interim Report. 2 Contents Important Notice .............................................................. 2 Chapter 1 Bank Profile ........................................................ 6 Chapter 2 Summary of Financial Data and Indicators .............................. 8 Chapter 3 Discussion and Analysis on Business Operation .......................... 11 Chapter 4 Changes in Share Capital and Information on Shareholders . 88 Chapter 5 Directors, Supervisors, Senior Management and Employees................101 Chapter 6 Corporate Governance ..............................................107 Chapter 7 Report of the Board of Directors . 113 Chapter 8 Major Events ......................................................121 Financial Reports . .125 3 Definitions In this report, unless the context otherwise requires, the following terms shall have the meanings set out below. “Bank” or “Company” or China Minsheng Banking Corp., Ltd. “China Minsheng Bank” or “Minsheng Bank” “Board” board of directors of the Company “CBRC” China Banking Regulatory Commission “CMBC International” CMBC International Holdings Limited “CSRC” China Securities Regulatory Commission “Director” director of the Company “Group” the Company and its subsidiaries “Hong Kong Listing Rules” the Rules Governing the Listing of Securities on SEHK “Minsheng Financial Leasing” Minsheng Financial Leasing Co., Ltd. “Minsheng Royal Asset Minsheng Royal Asset Management Co., Ltd. Management” “Minsheng Royal Fund” Minsheng Royal Fund Management Co., Ltd. “Model Code” Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Hong Kong Listing Rules “PBOC” People’s Bank of China “Phoenix Project” (鳳凰計劃) a comprehensive customer-oriented project for strategic transformation and restructuring of the Company in response to the liberalization of interest rate “Reporting Period” the period from 1 January 2017 to 30 June 2017 “SBU(s)” strategic business unit(s) 4 “SEHK” The Stock Exchange of Hong Kong Limited “Senior Management” senior management of the Company “SFO” Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) “SSE” Shanghai Stock Exchange “Supervisor” supervisor of the Company “Supervisory Board” supervisory board of the Company 5 Chapter 1 Bank Profile 1. Registered Chinese Name 中國民生銀行股份有限公司 of the Company: (Abbreviation: “中國民生銀行”) Registered English Name CHINA MINSHENG BANKING CORP., LTD. of the Company: (Abbreviation: “CMBC”) 2. Legal Representative of the Company: Hong Qi 3. Authorized Representatives Xie Zhichun of the Company: Wong Wai Yee, Ella 4. Board Secretary: Fang Zhou Joint Company Secretaries: Fang Zhou Wong Wai Yee, Ella Representative of Securities Affairs: Wang Honggang 5. Mailing Address: China Minsheng Bank Building, No. 2 Fuxingmennei Avenue, Xicheng District, Beijing, China Postal Code: 100031 Telephone: 86-10-58560666 Facsimile: 86-10-58560720 Email: [email protected] 6. Registered Address: No. 2 Fuxingmennei Avenue, Xicheng District, Beijing, China Postal Code: 100031 Website: www.cmbc.com.cn Email: [email protected] 7. Branch Office and Place of Business in Hong Kong: 40/F and 4106–08, 41/F, Two International Finance Centre, 8 Finance Street, Central, Hong Kong 8. Newspapers Selected by the Company for Information Disclosure: China Securities Journal, Shanghai Securities News and Securities Times Website for Publishing the A Share Interim Report Designated by the CSRC: www.sse.com.cn Website for Publishing the H Share Interim Report Designated by the SEHK: www.hkexnews.hk The reports are available at the Office of the Boad of Directors of the Company 9. Legal Adviser as to PRC Law: Grandall Law Firm, Beijing Office Legal Adviser as to Hong Kong Law: Clifford Chance 6 10. Domestic Accounting Firm: KPMG Huazhen LLP Office Address: 8th Floor, KPMG Tower Oriental Plaza, No. 1 East Chang An Avenue, Beijing, China International Accounting Firm: KPMG Certified Public Accountants Office Address: 8th Floor, Prince’s Building, 10 Chater Road, Central, Hong Kong 11. A Share Registrar: China Securities Depository and Clearing Corporation Limited (Shanghai Branch) Office Address: 36/F, China Insurance Building, No. 166 Lujiazui East Road, New Pudong District, Shanghai, China H Share Registrar: Computershare Hong Kong Investor Services Limited Office Address: Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong 12. Places of Listing, Stock Names and Stock Codes: A Share: Stock Name: Stock Code: SSE; MINSHENG BANK; 600016 H Share: Stock Name: Stock Code: SEHK; MINSHENG BANK; 01988 Offshore Preference Share: Stock Name: Stock Code: SEHK; CMBC 16USDPREF; 04609 13. Initial Date of Registration: 7 February 1996 Initial Place of Registration: No. 4 Zhengyi Road, Dongcheng District, Beijing, China 14. Date of Registration for Subsequent Change: 20 November 2007 Place of Registration: No. 2 Fuxingmennei Avenue, Xicheng District, Beijing, China 15. Unified Social Credit Code: 91110000100018988F 7 Chapter 2 Summary of Financial Data and Indicators I. Major Accounting Data and Financial Indicators Changes of the Reporting Period over the corresponding January to January