CONTENTS 1 Corporate Profile 2 Results in Brief 3 Five-year Financial Summary 4 Major Milestones 6 Recognition 8 Chairman's Statement 10 Chief Executive's Report 15 Corporate Responsibility 19 Corporate Governance and Other Information 32 Management Discussion and Analysis - Business in Hong Kong - Business on the Mainland - Financial Review 54 Biographical Details of Directors 59 Biographical Details of Senior Management 61 Report of the Directors 69 2007 Financial Statements 182 Independent Auditor's Report 183 Supplementary Notes to the Financial Statements (unaudited) 193 Analysis of Shareholders 194 Subsidiaries 195 Corporate Information and Calendar CORPORATE PROFILE Established in 1933, Hang Seng Bank is a world-class financial institution and one of Hong Kong’s largest listed companies in terms of market capitalisation (HK$307.6 billion as at 31 December 2007). In Hong Kong, we serve over one-third of the population through around 150 branches and automated banking centres. We also maintain a branch in Shenzhen for foreign currency wholesale business, branches in Macau and Singapore, and representative offices in Xiamen and Taipei. Established on 28 May 2007, wholly owned subsidiary Hang Seng Bank (China) Limited operates a mainland China network of 23 outlets in Beijing, Shanghai, Guangzhou, Dongguan, Shenzhen, Fuzhou, Nanjing, Hangzhou and Ningbo. Hang Seng is a principal member of the HSBC Group, one of the world’s largest banking and financial services organisations. 1 RESULTS IN BRIEF 2007 2006 Change For the year HK$m HK$m % Operating profit excluding loan impairment charges and other credit risk provisions 18,365 12,840 43.0% Operating profit 17,789 12,576 41.5% Profit before tax 21,471 14,395 49.2% Profit attributable to shareholders 18,242 12,038 51.5% HK$ HK$ % Earnings per share 9.54 6.30 51.4% Dividends per share 6.30 5.20 21.2% At year-end HK$m HK$m % Shareholders' funds 56,456 46,981 20.2% Total assets 745,999 669,064 11.5% Ratios % % For the year Return on average shareholders' funds 35.4 27.4 Cost efficiency ratio 26.6 29.0 Average liquidity ratio 52.9 51.9 At year-end Capital adequacy ratio * 11.2 13.6 Core capital ratio * 8.4 10.7 * Capital ratios at 31 December 2007 were compiled in accordance with the Banking (Capital) Rules ("the Capital Rules") issued by the Hong Kong Monetary Authority under section 98A of the Hong Kong Banking Ordinance for the implementation of the "Basel II", which became effective on 1 January 2007. In accordance with the Capital Rules, the Bank has adopted the "standardised approach" for the calculation of the risk-weighted assets for credit risk and operational risk and the "internal models approach" for the calculation of market risk. The basis of consolidation for calculation of capital ratios under the Capital Rules follows the basis of consolidation for financial reporting with the exclusion of subsidiaries which are "regulated financial entities" (e.g. insurance and securities companies) as defined by the Capital Rules. Accordingly, the investment costs of these unconsolidated regulated financial entities are deducted from the capital base. The capital ratios at 31 December 2006 was compiled in accordance with the now repealed Third Schedule of the Hong Kong Banking Ordinance ("the Third Schedule") under the "Basel I" capital accord. As there are significant differences between the Capital Rules and the Third Schedule on requirements in the scope of consolidation and the calculation of capital base and risk- weighted assets, the capital ratios are not directly comparable. 2 FIVE-YEAR FINANCIAL SUMMARY 2003 2004 2005 2006 2007 For the year HK$bn HK$bn HK$bn HK$bn HK$bn Operating profit 10.7 12.6 11.1 12.6 17.8 Profit before tax 11.1 13.3 13.4 14.4 21.5 Profit attributable to shareholders 9.5 11.4 11.3 12.0 18.2 At year-end HK$bn HK$bn HK$bn HK$bn HK$bn Shareholders' funds 39.6 40.9 42.6 47.0 56.5 Issued and paid up capital 9.6 9.6 9.6 9.6 9.6 Total assets 503.0 546.9 580.8 669.1 746.0 Per share HK$ HK$ HK$ HK$ HK$ Earnings per share 4.99 5.94 5.93 6.30 9.54 Dividends per share 4.90 5.20 5.20 5.20 6.30 Ratios %%%%% Post-tax return on average shareholders' funds 23.4 28.5 27.5 27.4 35.4 Post-tax return on average total assets 2.0 2.2 2.0 1.9 2.6 Capital adequacy ratio * 13.2 12.0 12.8 13.6 11.2 Core capital ratio * 11.3 10.8 10.4 10.7 8.4 Cost efficiency ratio 25.4 26.4 28.0 29.0 26.6 * Capital ratios at 31 December 2007 were compiled in accordance with the Banking (Capital) Rules ("the Capital Rules") issued by the Hong Kong Monetary Authority under section 98A of the Hong Kong Banking Ordinance for the implementation of the "Basel II", which became effective on 1 January 2007. In accordance with the Capital Rules, the Bank has adopted the "standardised approach" for the calculation of the risk-weighted assets for credit risk and operational risk and the "internal models approach" for the calculation of market risk. The basis of consolidation for calculationof capital ratios under the Capital Rules follows the basis of consolidation for financial reporting with the exclusion of subsidiaries which are "regulated financial entities" (e.g. insurance and securities companies) as defined by the Capital Rules. Accordingly, the investment costs of these unconsolidated regulated financial entities are deducted from the capital base. The capital ratios at 31 December 2006 was compiled in accordance with the now repealed Third Schedule of the Hong Kong Banking Ordinance ("the Third Schedule") under the "Basel I" capital accord. As there are significant differences between the Capital Rules and the Third Schedule on requirements in the scope of consolidation and the calculation of capital base and risk-weighted assets, the capital ratios are not directly comparable. RESULTS TOTAL ASSETS AND PER SHARE EARNINGS SHAREHOLDERS' FUNDS AND DIVIDENDS HK$BN HK$BN IN PERCENTA GE HK$ 20 800 40 10.00 18 700 35 16 8.00 600 30 14 500 25 12 6.00 10 400 20 8 300 15 4.00 6 200 10 4 2.00 100 5 2 0 0 0 0.00 03 04 05 06 07 03 04 05 06 07 03 04 05 06 07 ATTRIBUTABLE PROFIT TOTAL A SSETS DIVIDENDS PER SHARE OPERATING PROFIT SHA REHOLDERS' FUNDS EARNINGS PER SHARE POST- TA X RETURN ON A V ERA GE SHA REHOLDERS' FUNDS 3 MAJOR MILESTONES Month January-March 2007 - Flexi-Income Life Insurance Plan launched. - Tao Jin Road sub-branch in Guangzhou opens. - e-Mortgage services expanded. - Hang Seng 106% CG China H- Financials Lookback Fund launched. April-June 2007 - Nanjing West Road sub-branch in Shanghai opens. - Hang Seng’s wholly owned mainland China subsidiary bank, Hang Seng Bank (China) Limited, commences operations. - Online business loan services for small and medium-sized enterprises (SMEs) enhanced. - Hang Seng partners with China UnionPay to offer customers cash withdrawal services at over 400,000 ATMs and merchant payment services in 26 countries and territories. - Critical Illness Life Insurance Plan launched. - Hang Seng and MegaBox Development jointly issue co-branded credit card. - Hang Seng China B-Share Focus Fund offered to retail investors. - US$300 million subordinated notes offering launched. 4 July-September 2007 - Xintiandi sub-branch in Shanghai opens. - Hang Seng partners with PCCW’s now TV to launch Hong Kong’s first television-based platform for securities trading. - Zhongguancun sub-branch – Hang Seng China’s first sub-branch in Beijing – opens. - e-InvestAdvice service launched. - Trade services for SME customers enhanced. - Hang Seng China obtains approval to provide full renminbi banking services to local residents on the Mainland. - Services for Prestige Banking customers enhanced. - Hangzhou branch opens. October-December 2007 - Hang Seng, Jardine Matheson and VISA International jointly issue co- branded credit card. - Hang Seng Islamic China Index Fund, the first Securities and Futures Commission-authorised Islamic fund in Hong Kong, launched. - 1,600 members of staff relocate to Hang Seng’s new premises in Kowloon Bay. - Mobile phone-based securities trading service launched. - Jiangnan West Road sub-branch in Guangzhou opens. - Hongqiao sub-branch in Shanghai opens. - Renminbi-denominated life insurance products launched on the Mainland. - Ningbo branch opens. - Nanshan Coastal City sub-branch in Shenzhen opens. 5 RECOGNITION Asia’s Best Commercial Bank, 21st Century Business Herald. Best Domestic Bank in Hong Kong, The Asset. Best Five Foreign Banks Award (Hang Seng China), China Business Network. Corporate Governance Award, Corporate Governance Asia. No. 1 Most Committed to a Strong Dividend Policy and No. 5 Best Managed Company (Hong Kong Category), FinanceAsia. Gold Awards for Banking and Investment Funds, Reader’s Digest. SME’s Best Partner Award, Hong Kong Chamber of Small and Medium Business. 5-Star Asset Management Center Awards (two Shanghai sub-branches), Money Weekly. Best Fund Performance Over Three Years (Equity China, Equity Hong Kong and Bond Hong Kong Dollar categories), Lipper Fund Awards Hong Kong 2007. Best Fund Performance Over Three Years (Asset Allocation Global Neutral (USD) Sector and Equity Hong Kong Sector categories) and Best Fund Performance Over Five Years (Asset Allocation Global Neutral (USD) Sector category), SCMP Fund Awards 2007. 2007 Ten Best Bank Financial Products in China (Hang Seng China – RMB One-Touch Equity- Linked Capital Protected Investment), Moneyweek. 326th Largest Listed Company in the World in terms of Market Capitalisation, Financial Times.