(A joint stock limited company incorporated in the People's Republic of China with limited liability) Stock Code: 1216 Preference Shares Stock Code: 4617 Content Corporate Information 2 Financial Summary 8 Chairman’s Statement 11 President’s Statement 14 Management Discussion and Analysis 17 Changes in Share Capital and Information on Shareholders 75 Directors, Supervisors, Senior Management, Employees and Institutions 82 Corporate Governance Report 100 Report of the Board of Directors 131 Report of the Board of Supervisors 140 Important Events 145 Independent Auditor’s Report 148 Unaudited Supplementary Financial Information 281 Definitions 284 Chapter 1 Corporate Information 1. Basic Corporate Profile Legal Name of the Company 中原銀行股份有限公司1 (abbreviated as 中原銀行) English Name of the Company ZHONGYUAN BANK CO., LTD.1 (abbreviated as ZYBANK) Registered Office Zhongke Golden Tower, No. 23 Shangwu Waihuan Road, Zhengdong New District CBD, Zhengzhou, Henan Province, the PRC Headquarters in China Zhongke Golden Tower, No. 23 Shangwu Waihuan Road, Zhengdong New District CBD, Zhengzhou, Henan Province, the PRC Principal Business Place in Hong Kong 40/F, Dah Sing Financial Centre, 248 Queen’s Road East, Wanchai, Hong Kong Board of Directors Executive Directors: Mr. DOU Rongxing (Chairman) Mr. WANG Jiong Mr. LI Yulin Mr. WEI Jie Non-Executive Directors2: Ms. ZHANG Qiuyun Mr. LI Xipeng Mr. MI Hongjun 1 Zhongyuan Bank Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking/deposit-taking business in Hong Kong 2 Mr. LI Qiaocheng, a non-executive Director to the Board of the Bank, tendered his resignation to the Board on October 20, 2020, and resigned as a non-executive Director and a member of the Strategy and Development Committee due to the change of equity and the adjustment in work arrangement. Please refer to the Bank’s announcements dated June 29, 2020 and October 21, 2020 for details. On November 11, 2020, the Bank convened the 24th meeting of the second session of the Board and proposed to appoint Ms. ZHANG Qiuyun as a non-executive Director of the second session of the Board. On November 30, 2020, the Bank convened the 2020 first extraordinary general meeting, at which Ms. ZHANG Qiuyun was elected as a non-executive Director of the second session of the Board of the Bank. The directorship qualification of Ms. ZHANG Qiuyun was approved by the China Banking and Insurance regulatory authority on January 21, 2021. Please refer to the Bank’s announcements dated November 11, 2020, November 30, 2020 and January 25, 2021 and the circular dated November 13, 2020 for details. 2 ZHONGYUAN BANK CO., LTD. 2020 ANNUAL REPORT 3 Chapter 1 Corporate Information Independent non-executive Directors: Ms. PANG Hong Mr. LI Hongchang Mr. JIA Tingyu Mr. CHAN Ngai Sang Kenny Legal Representative Mr. DOU Rongxing Authorized Representatives Mr. JIA Tingyu Mr. ZHANG Ke Joint Company Secretaries Mr. ZHANG Ke Ms. LEUNG Wing Han Sharon Unified Social Credit Code 9141000031741675X6 Financial Licence Institution Number B0615H241010001 Auditors PRC Auditors KPMG Huazhen LLP 8/F, KPMG Tower E2, Oriental Plaza, 1 East Chang’an Avenue, Dongcheng District, Beijing, PRC International Auditors KPMG (Public Interest Entity Auditor registered in accordance with the Financial Reporting Council Ordinance) 8/F, Prince’s Building, 10 Chater Road, Central, Hong Kong 2 ZHONGYUAN BANK CO., LTD. 2020 ANNUAL REPORT 3 Chapter 1 Corporate Information Legal Advisors as to PRC Laws King & Wood Mallesons 17-18/F, East Tower, World Financial Center, 1 Dongsanhuan Zhonglu, Chaoyang District, Beijing, PRC Legal Advisors as to Hong Kong Laws Paul Hastings 21-22/F, Bank of China Tower, 1 Garden Road, Hong Kong H Share Registrar Computershare Hong Kong Investor Services Limited Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong Domestic Shares Trustee Agency China Securities Depository and Clearing Corporation Limited Western Hall, 2/F, Shenzhen Stock Exchange Building, 2012 Shennan Avenue, Futian District, Shenzhen H Share Stock Code 1216 Preference Share Stock Code 4617 Investor’s Enquiry Website Address: http://www.zybank.com.cn Contact Telephone No.: (86) 0371-85517898 Fax: (86) 0371-85519888 Email: [email protected] 4 ZHONGYUAN BANK CO., LTD. 2020 ANNUAL REPORT 5 Chapter 1 Corporate Information 2. Company Profile Zhongyuan Bank Co., Ltd., the first provincial local corporate bank in Henan Province with its headquarters located in Zhengzhou City, Henan Province. Zhongyuan Bank was officially established on December 23, 2014, which opened a new page in the development history of Henan financial industry. Zhongyuan Bank was listed on the Main Board of the Hong Kong Stock Exchange on July 19, 2017. Since its commencement of business, Zhongyuan Bank has been advancing towards the development goal of “developing Zhongyuan Bank into a leading commercial bank” advocated by Henan Provincial Committee and the provincial government implementing the three development strategies of “offering featured products in traditional banking business, accomplishing break-through by innovation and taking first- mover advantage in developing future banking” (傳統業務做特色、創新業務找突破、未來銀行 求領先), it actively conducted “Internetization and Ruralization of Banking Services (上網下 鄉)” with every endeavor to support local economic construction and serve the society, thus achieving good results in both operations and development. As of the end of December 2020, the Bank had total assets of RMB757,483 million, operated 18 branches and 2 direct sub- branches with a total of 494 outlets. As a major promoter, it established 9 county banks and 1 consumer finance company in Henan Province, and controlled AB Leasing Co., Ltd.. Zhongyuan Bank always adheres to the principle of “technology cultivation, technology prosperity (科技立行、科技興行)” since its establishment. Following the concepts of “stability, innovation, motivation and efficiency”, Zhongyuan Bank vigorously developed mobile finance and online finance to enhance the overall capability in financial services. It gained a leading position among domestic city commercial banks in terms of the application of financial technology. Zhongyuan Bank initiated digitalized transformation from early 2018 and strengthened the construction of technology and data capability with the target of building an agile and future bank. Good transformation results were obtained. The Bank’s case of digital transformation was successfully selected into “10 major events of financial informationization in 2019 (2019年金融信息化10件大事)” by the Financial Electronic Magazine, becoming the selected case of the first small and medium-sized bank in the nationwide on the list since the selection. Upon six years since our establishment, the brand influence and social reputation of Zhongyuan Bank continuously improved. Zhongyuan Bank was recognized as “Ten Best City Commercial Banks of the Year (年度十佳城市商業銀行)” for six consecutive years by Financial Times and was awarded “Top Ten Iron-horse Banks (鐵馬十佳銀行)”, “Best Listed Company (最佳上市公司)” and “Outstanding City Commercial Bank of the Year (年度卓越城商行)” and other honors. Zhongyuan Bank was selected into the twenty listed banks in China of the Best Bank Worldwide of 2020 published by the Forbes. Zhongyuan Bank ranked 186th amongst the top 1,000 banks in the world by The Banker (UK) in 2020 and the 31st among PRC banks on this list. Zhongyuan Bank was on Fortune’s list of China’s top 500 enterprises in 2020, ranking the 23rd amongst the commercial banks on the list. Zhongyuan Bank embraces the changes and develops with diligence. Zhongyuan Bank will actively explore the development paths of modern banks under the new normal of economy, adhere to the principles of technology cultivation, reformation and innovation and people orientation, forge ahead for the purpose of developing itself into a technical-winning and innovation-leading excellent commercial bank with distinctive characteristics and client orientation. 4 ZHONGYUAN BANK CO., LTD. 2020 ANNUAL REPORT 5 Chapter 1 Corporate Information 3. Major Awards in 2020 (1) On January 6, 2020, the Bank was awarded the “Prize for Best Star Product” granted by Mastercard (萬事達最佳明星產品獎). (2) On January 10, 2020, the Bank was awarded the “Prize for Top Ten Retail Banks of City Commercial Banks (十佳城商行零售銀行獎)” and the “Prize for Top 10 Private Banks of Local Banks (十佳地方銀行私人銀行獎)” of 2019 China Retail Finance Innovation-Practice Award. (3) On January 13, 2020, the Bank was awarded the “Charity Contribution Unit (公益慈善貢獻 單位)”, “Most-Liked Bank Card (網友最喜愛的銀行卡)”, “Prize for Banks with Best Services (最佳服務銀行獎項)” of 2019 “Golden Penguin” Henan Financial Industry Annual General Rating List. (4) On January 15, 2020, the Bank was awarded the “Prize for Outstanding Contribution to UnionPay Business in 2019 (2019年度銀聯信用卡業務突出貢獻獎)”. (5) On January 19, 2020, the digitalized transformation of the Bank was selected into “10 major events of financial informationization in 2019 (2019年金融信息化10件大事)”. (6) On June 9, 2020, the Bank was listed on the Best Bank Worldwide by Forbes and ranked the third in the twenty listed banks selected from China. (7) On July 3, 2020, Zhongyuan Bank ranked the 186th amongst the top 1,000 banks in the world by The Banker (UK) in 2020 and the 31st among PRC banks on this list. (8) On July 27, 2020, the Bank was on Fortune’s list of China’s top 500 enterprises, ranking the 23rd amongst the commercial banks on the list. (9) On August 6, 2020, the Bank was selected into and ranked the 94th in the “TOP200 Best Employers in 2020 (2020最佳僱主TOP200)” jointly issued by China Internet Weekly, Deben Consultation and eNet. (10) On August 12, 2020, the Bank was awarded the “Prize for Best Supply Chain Financial Products (最佳供應鏈金融產品獎)”. (11) On August 27, 2020, the City Image credit card of the Bank was awarded the Popularity Star Award in the “Star Card (明星信用卡)” of China.org.cn in 2020.