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. (A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 6806) ANNUAL RESULTS ANNOUNCEMENT FOR THE YEAR ENDED DECEMBER 31, 2020 The board of directors (the “Board”) of Shenwan Hongyuan Group Co., Ltd. (the “Company”) hereby announces the audited results of the Company and its subsidiaries for the year ended December 31, 2020. This results announcement, containing the full text of the 2020 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 the information to accompany preliminary announcement of annual results. The Company’s annual results for the year ended December 31, 2020 have been reviewed by the audit committee of the Board. This results announcement will be published on the HKEXnews website of Hong Kong Exchanges and Clearing Limited (www.hkexnews.hk) and the website of the Company (www.swhygh.com) respectively. The 2020 annual report will be dispatched to the H shareholders of the Company and published on the HKEXnews website of Hong Kong Exchanges and Clearing Limited and the website of the Company in due course. By Order of the Board Shenwan Hongyuan Group Co., Ltd. Chu Xiaoming Chairman Beijing, PRC 30 March 2021 As at the date of this announcement, the Board comprises Mr. Chu Xiaoming and Mr. Yang Wenqing as executive directors; Mr. Chen Jianmin, Mr. Wang Honggang, Ms. Ge Rongrong, Mr. Ren Xiaotao and Mr. Zhang Yigang as non-executive directors; Ms. Ye Mei, Mr. Xie Rong, Ms. Huang Danhan and Ms. Yeung Siuman Shirley as independent non-executive directors. Important Notice 1. The Board of Directors, the Board of Supervisors and the directors, supervisors and senior management of the Company warrant the truthfulness, accuracy and completeness of the content contained in this annual report, and that there are no misstatements, misleading representations or material omission in the contents contained herein, and severally and jointly bear full legal responsibilities thereof. 2. This annual report was considered and approved at the 60th meeting of the fourth session of the Board. 11 directors shall participate in the poll of the meeting and the actual number of directors participated was 11. No directors, supervisors, or senior management of the Company declares the inability to warrant or disagreement with the truthfulness, accuracy and completeness of the content herein. 3. The condensed consolidated financial report for 2020 prepared by the Company in accordance with the International Financial Reporting Standards has been audited by KPMG, the auditor of the Company, which has issued a standard unqualified audit report. 4. Mr. Huang Hao, the legal representative and general manager of the Company, Ms. Ren Quansheng, the chief financial officer of the Company, and Ms. Zhang Yan, the general manager of the planning and finance department of the Company, have declared that they warrant the truthfulness, accuracy and completeness of the financial statements in this annual report. 5. As considered and approved at the 60th meeting of the fourth session of the Board, the profit distribution proposal of the Company for 2020 is as follows: 1. Based on the total share capital of 25,039,944,560 A Shares and H Shares of the Company as of December 31, 2020, a cash dividend of RMB1.00 (tax inclusive) for every 10 shares was distributed to all A shareholders and H shareholders whose names appear on the register of members of the Company on the record date, with a total amount of cash dividend of RMB2,503,994,456.00. The retained profits of the Company of RMB271,475,374.34 following the cash dividend distribution will be carried forward to the next year. 2. Cash dividend is denominated and declared in RMB and paid to A shareholders in RMB and to H shareholders in HKD. The actual distribution amount in HKD was calculated at the rate of average benchmark exchange rate of RMB against HKD published by the People’s Bank of China five business days prior to the 2020 annual general meeting of the Company. (The proposal is subject to consideration at the general meeting) 6. The forward-looking statements in this annual report, including future plans and development strategies do not constitute substantive commitments of the Company to investors. Investors should be aware of the investment risks. 7. The audit committee of the Board of the Company has reviewed the annual results of the Company for 2020. 8. This annual report of the Company is prepared in both Chinese and English. In the event of any discrepancy, the Chinese version should prevail. 9. The Company did not have any preferred shares or convertible corporate bonds during the Reporting Period. Contents 2 Section I Definitions and Important Notice 6 Section II Company Profile and Key Financial Indicators 17 Section III Summary of the Company’s Business 21 Section IV Report of the Board 65 Section V Significant Events 210 Section VI Changes in Shares and Shareholders 220 Section VII Particulars of Directors, Supervisors, Senior Management and Employees 249 Section VIII Corporate Governance 287 Section IX Corporate Bonds 305 Section X Financial Statements 452 Section XI Documents Available for Inspection Section I Definitions and Important Notice I. DEFINITIONS In this annual report, unless the context otherwise requires, the following terms shall have the following meanings: Term Definition “A Share(s)” domestic ordinary shares of the Company, with a nominal value of RMB1.00 each, which are listed on the Shenzhen Stock Exchange and traded in RMB “ABS” asset-backed securities “actual controller” or “Central Huijin” Central Huijin Investment Ltd. (中央匯金投資有限責任公司) “Articles of Association” the articles of association of the Company (as amended from time to time) “Board” or “Board of Directors” the board of directors of the Company “Board of Supervisors” the board of supervisors of the Company “CG Code” Corporate Governance Code and Corporate Governance Report as set out in Appendix 14 to the Hong Kong Listing Rules “ChiNext Board” the growth enterprise board launched by the Shenzhen Stock Exchange “Company” or “Shenwan Hongyuan Shenwan Hongyuan Group Co., Ltd. (申萬宏源集團股份有限公司) Group” “Company Law” the Company Law of the People’s Republic of China (中華人民共和國公 司法) “controlling shareholder” or “JIC” China Jianyin Investment Ltd. (中國建銀投資有限責任公司) “CSRC” China Securities Regulatory Commission (中國證券監督管理委員會) “EBITDA” earnings before interest, taxes, depreciation and amortization “ETF(s)” exchange-traded fund(s) “FICC” fixed income, currencies and commodities 2 SHENWAN HONGYUAN GROUP CO., LTD. ANNUAL REPORT 2020 Section I Definitions and Important Notice (continued) Term Definition “Fullgoal Fund” Fullgoal Fund Co., Ltd. (富國基金有限責任公司) “general meeting” the general meeting of the Company “Group” the Company and its subsidiaries “H Share(s)” overseas listed foreign ordinary shares in the share capital of the Company with nominal value of RMB1.00 each, which are listed on the Hong Kong Stock Exchange and traded in HK dollars “HK$” or “HK dollars” Hong Kong dollars and cents, respectively, the lawful currency of Hong Kong “Hong Kong Listing Rules” the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited “Hongyuan Futures” Hongyuan Futures Co., Ltd. (宏源期貨有限公司) “Hongyuan Huifu” Hongyuan Huifu Capital Co., Ltd. (宏源匯富創業投資有限公司) “Hongyuan Huizhi” Hongyuan Huizhi Investment Co., Ltd. (宏源匯智投資有限公司) “ISAE 3402” International Standard on Assurance Engagements（鑒證業務國際準則） No. 3402 “margin financing and securities provision of collateral by investors to securities firms who are qualified lending” for conducting margin financing and securities lending business to borrow funds for securities purchases (margin financing) or to borrow and sell securities (securities lending) “Model Code” Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Hong Kong Listing Rules “NEEQ” National Equities Exchange and Quotations (全國中小企業股份轉讓系統) “Net Capital” equals net assets minus risk-adjusted financial assets minus other risk-adjusted assets and risk-adjusted contingent liability plus or minus capital from other adjustments recognized or approved by the CSRC ANNUAL REPORT 2020 SHENWAN HONGYUAN GROUP CO., LTD. 3 Section I Definitions and Important Notice (continued) Term Definition “PB System” prime brokerage system “PE” private equity investment “Pre-IPO” direct equity investment in companies before listing or expected to be listed “REITs” real estate investment trust “Reporting Period” the year from January 1, 2020 to December 31, 2020 “RMB” or “Renminbi” Renminbi, the lawful currency of the PRC “Securities and Futures Ordinance” or the Securities and Futures Ordinance (Chapter 571 of the Laws of “SFO” Hong Kong) “Securities Law” the Securities Law of the People’s Republic of China (中華人民共和國證 券法) “Shanghai Stock Exchange” Shanghai Stock Exchange “Shenwan Futures” Shenwan Futures Co., Ltd. (申銀萬國期貨有限公司) “Shenwan Hongyuan Financing Shenwan Hongyuan Financing