CITIC Group Corporation Annual Report 2013

Transcription

CITIC Group Corporation Annual Report 2013
The Annual Report is printed on environmentally friendly paper.
THE CITIC SPIRIT
Law-abiding
Upright & Honest
Practical & Realistic
Innovative
Modest & Prudent
Working as a Team
Industrious &
Self-motivated
Vigorous & Efficient
in Implementation
Contents
02
FINANCIAL SUMMARY
46
INVESTOR RELATIONS
04
ORGANISATION CHART
48
CORPORATE GOVERNANCE
08
CHAIRMAN’S LETTER
52
RISK MANAGEMENT
12
BUSINESS HIGHLIGHTS
56
AUDITOR’S REPORT AND
FINANCIAL STATEMENTS
14
MANAGEMENT REPORT
138 CONTACT US
28
CORPORATE SOCIAL
RESPONSIBILITY
31
BOARD OF DIRECTORS, BOARD
OF SUPERVISORS AND SENIOR
MANAGEMENT OF CITIC GROUP
CORPORATION AND CITIC LIMITED
FINANCIAL SUMMARY
29
.9
72
.9
9
26
%
Growth in Operating Income
(Millions of RMB)
Changes of Operating income
（Millons of RMB）
320,000
.4
400,000
280,000
200,000
112,446
95,953
80,000
0
Distribution of Operating Profit
0
2013
2009
2010
2011
2012
800,000
71,506
71,256
57,871
60,000
2013
Growth in Operating Profit
(Millions of RMB)
Changes in Operating Profit
(Millions of RMB)
50,000
81
.4
7
.5
3
2012
70,000
9
%
80
.5
.4
%
1
19
18
%
100,000
40,000
2013
%
263,894
209,065
160,000
2012
375,088
318,976
300,000
200,000
120,000
349,756
269,203
259,353
240,000
7%
70
.5
%
6%
4
Distribution of Operating Income
57,243
600,000
46.433
40,000
400,000
56,346
39,300
30,000
20,000
10.561
2012
10,000
2013
0
Financial Services
2012
14,008
200,000
0
2013
2009
2010
2012
2013
Non-financial Services
2013
2012
Results for the year (In millions of RMB)
%Changes
375,088
349,756
7.2%
- of Financial Services
112,446
95,953
17.2%
- of Non-Financial Services
Operating Income
269,203
259,353
3.8%
- Real Estate and Infrastructure
31,034
16,851
84.2%
- Engineering Contracting
18,473
16,453
12.3%
- Resources and Energy
101,484
108,220
-6.2%
- Manufacturing
56,693
55,762
1.7%
- Others
57,250
58,438
-2.0%
4,269
3,629
17.6%
-6,560
-5,550
18.2%
71,256
56,346
26.5%
57,871
46,433
24.6%
- Unallocated
- Elimination
Operating Profit
14,008
10,561
32.6%
7,986
5,387
48.3%
2,480
2,866
-13.5%
-168
-175
3.4%
- Manufacturing
2,149
1,313
63.6%
- Others
1,992
1,714
16.2%
-431
-544
20.9%
-623
-648
-3.8%
37,839
30,155
25.5%
- Unallocated
- Elimination
Net Profit Attributable to Shareholders of the Company
2
2011
2013
2012
At the Balance sheet date (In millions of RMB)
Total Assets
%Changes
4,299,678
3,565,572
20.6%
3,691,575
2,996,499
23.2%
718,583
667,514
7.7%
211,842
189,537
11.8%
38,214
38,173
0.1%
168,482
161,915
4.1%
- Manufacturing
85,602
82,908
3.2%
- Others
85,839
72,104
19.0%
128,605
122,877
4.7%
- Elimination
-110,480
-98,441
12.2%
Total Liabilities
3,871,701
3,185,084
21.6%
271,910
235,412
15.5%
Financial Ratios
%
%
+/(-)%
Net Profit Growth
25.48%
-17.42%
42.90%
0.96%
0.88%
0.08%
14.92%
13.69%
1.23%
- Unallocated
Total Equity Attributable to Shareholders of the Company
Return on Total Assets1
Return on Equity2
1 Calculated by dividing net profit by the average of total assets as at the beginning and the end of the year.
2 Calculated by dividing net profit attributable to shareholders of the company by the average of total equity attributable to shareholders of the company as at the beginning and end of the year.
Distribution of Total Assets
1 8.
8%
.29
Changes in Total Assets
(Millions of RMB)
3,600,000
22
81
3,691,575
4,000,000
%
3,200,000
%
.7
83
16
%
.
71
2,996,499
2,800,000
2,400,000
2,000,000
1,600,000
1,200,000
400,000
2013
Financial Services
718,583
667,514
800,000
2012
0
2012
2013
Non-financial Services
Growth in Total Assets
(Millions of RMB)
Growth in Equity Attributable to Shareholders of the Company
(Millions of RMB)
5,000,000
300,000
271,910
4,299,678
4,500,000
4,000,000
3,277,053
3,500,000
3,000,000
235,412
250,000
3,565,572
205,108
200,000
2,538,266
173,556
150,000 137,436
2,500,000 2,151,727
2,000,000
100,000
1,500,000
1,000,000
50,000
500,000
0
2009
2010
2011
2012
2013
0
2009
2010
2011
2012
2013
3
ORGANISATION CHART
CITIC Group Corporation
4
99.9%
CITIC Limited
100%
Beijing CITIC Enterprise Management Co., Ltd.
100%
CITIC Guoan Group
100%
CITIC Asset Management Corporation Ltd.
100%
CITIC Networks Co., Ltd.
100%
CITIC Machinery Manufacturing Inc., Ltd.
100%
CITIC Bohai Aluminium Industries Holding Company Ltd.
100%
CITIC Medical & Health Group Co., Ltd.
100%
CITIC Ningbo Group
100%
CITIC Heavy Machinery Co., Ltd.
100%
CITIC International Cooperation Co., Ltd.
100%
CITIC International Co., Ltd.
81.71%
CITIC Mining Technology Development Co., Ltd.
0.1%
5
ORGANISATION CHART
CITIC Limited
100%
66.95%
CITIC Holdings
China CITIC Bank Corporation Limited
20.88%
CITIC Securities Co., Ltd.
100%
CITIC Trust Co., Ltd.
50%
CITIC-Prudential Life Insurance Co., Ltd.
100%
CITIC Finance Company Limited
57.51%
CITIC Pacific Ltd.
88.37%
CITIC Real Estate Co., Ltd.
100%
CITIC Heye Investment (Beijing) Co., Ltd.
100%
CITIC Land Co., Ltd.
100%
70.32%
CITIC International Financial Holdings Limited
100%
CITIC Securities (Zhejiang) Co., Ltd.
100%
CITIC Wantong Securities Co., Ltd.
100%
CITIC Securities International Co., Ltd.
62.2%
China Asset Management Co., Ltd.
100%
CITIC Pacific Special Steel Holdings
100%
CITIC Pacific Mining Management Pty Ltd.
100%
CITIC Pacific China Holding Limited
100%
Sunburst Energy Development Co., Ltd.
100%
CITIC Port Investment Co., Ltd.
80%
CITIC Infrastructure Investment Co., Ltd.
100%
CITIC Industrial Investment Ningbo Co., Ltd.
100%
CITIC International Contracting Co., Ltd.
100%
Central and Southern China Municipal Engineering
Design & Research Institute Co., Ltd.
100%
CITIC General Institute of Architectural Design
and Research Co., Ltd.
CITIC Industrial Investment Group Corp., Ltd.
47.31%
100%
CITIC Construction Co., Ltd.
100%
CITIC Engineering Design & Construction Co., Ltd.
59.41%
CITIC Resources Holdings Limited
100%
CITIC United Asia Investment Ltd.
100%
6
CITIC Metal Co., Ltd.
Joint Stock Company KARAZHANBASMUNAI
90%
Tianshi Energy Co., Ltd.
100%
CITIC Resources Australia Pty. Ltd.
49.26%
CITIC Dameng Mining Industries Ltd.
82.82%
CITIC Jinzhou Metal Co. Ltd.
52%
China Platinum Company
100%
CITIC Metal Hong Kong Investment Limited
37.6%
Tianjin Precious Metals Exchange Co., Ltd.
CITIC Limited
100%
CITIC Australia Pty. Ltd.
100%
CITIC Kazakhstan Limited Liability Partnership
71.04%
CITIC Heavy Industries Co., Ltd.
100%
CITIC Investment Holdings Ltd.
37.59%
Asia Satellite Telecommunications Holding Co., Ltd.
41.42%
CITIC Telecom International Holdings Limited
100%
CITIC Press Group
100%
CITIC Tianjin Investment Holding Co., Ltd.
51.03%
CITIC Zhonghaizhi Corporation
100%
CITIC Tourism Group Co., Ltd.
100%
CITIC Automobile Co., Ltd.
100%
CITIC USA Holding Inc.
100%
CITIC Capital Mansion Co., Ltd.
100%
CITIC Building Management Co., Ltd.
100%
China International Economic Consultants Co., Ltd.
100%
Beijing Guoan Football Club Co., Ltd.
65.3%
CITIC Dicastal Co., Ltd.
99%
Companhia de Telecomunicações de Macau S.A.R.L
42.18%
China Offshore Helicopter Co., Ltd.
7
CHAIRMAN’S LETTER
8
CHAIRMAN’S LETTER
To our shareholders, partners and customers:
As the world economy came back softly in 2013, three concurrent processes were taking place in
China: the growth gears were shifting; the economy was adapting to and weathering painful restructuring; the earlier policy stimuli were being assimilated. At CITIC Group, we tapped on our advantage of
being both a financial and industrial player, and stayed committed to prudent operation and innovation.
This has enabled us to achieve stable and quality growth. We also scored record highs in key business
indicators, as operating income increased by 7.2% from prior year to RMB 375.1 billion, and net profit
by 25% to RMB 37.8 billion. On the Fortune Global 500 rankings, we climbed 22 spots from last year’s
to claim the 172nd place.
Reform and innovation continued to be the Group’s drivers for sustainable growth. Many of our businesses responded to changes in market dynamics and regulatory policies by re-crafting strategies to
transform themselves, and by searching and re-charting new paths into the future. CITIC Bank focused
on developing modern services, consumer finance and internet finance, and has since made good
headway. Early signs of success are already showing. CITIC Securities buffered its lead in the traditional business, at the same time pursued innovative business ideas such as capital intermediary service
to create new profit engines. CITIC Trust continued to surpass its industry peers as it introduced the
country’s first land-transfer trust product and explored the potential of high-end wealth management
services, including family trust.
For our non-financial businesses, CITIC Heavy Machinery leveraged its strengths in technological innovation to transform itself, switching from mere equipment manufacturing to providing high-end, green
and integrated industrial solutions. CITIC Construction repackaged its services to provide a broader
offering that ranged from financing, engineering, and resources to manufacturing, thereby linking the
upstream and downstream supply segments. In doing so, it succeeded in reinventing itself, and has
shifted from being a project contractor to an integrated-service provider. CITIC real estate reconstituted
its business makeup and product mix, and made new inroads into markets such as integrated urban
operations and real estate finance.
As a conglomerate, CITIC Group espouses the customer-first approach and works hard to build
broader and deeper synergies. Through closer strategic cooperation with more Fortune Global 500
companies, central state-owned enterprises and industry leaders, we managed to win major projects
and acquired important business opportunities. Much of our work was targeted at the subsidiary level.
Among our financial subsidiaries, we continued to promote cross-selling and joint product-innovation.
These initiatives have paid off in terms of stable growth in comprehensive financial services, and culmi-
9
CHAIRMAN’S LETTER
nated in 281 products jointly developed by our financial subsidiaries and RMB 140.7 billion in revenue.
Non-financial subsidiaries were given guidance to align with the appropriate industrial chains, upgrade
their technology capabilities, and transform their businesses. We also helped our subsidiaries team up
to expand into overseas markets in a unified effort to develop new areas of growth. As the Group anchored its business on innovative models and unleashed the potential of synergised operations, it succeeded in achieving increased overall competitiveness and profitability.
We also drew on our resources in both the domestic and overseas markets to optimise the Group’s
global resource allocation. The results were manifold: CITIC Securities acquired CLSA to become
the first local securities enterprise with an extensive global network; CITIC Construction broadened
its global presence by providing investment-cum-financing services to gain market advantage; CITIC
Heavy Machinery expanded its global footprint by establishing in overseas markets relatively comprehensive research & development, sales and after-sales service operations; CITIC Telecom International
completed its acquisition of CTM, hence successfully establishing itself in basic telecommunications
services; CITIC Pacific’s iron ore project in Australia made substantial progress, as it commenced trial
production on its first production line and began exporting iron ore concentrate.
Internally, the Group has also achieved notable progress in optimising its investment decision mechanism and in raising capital efficiency. Good headway is also made in terms of improving our internal
control and risk management, in talent management and in fulfilling our corporate social responsibilities. None of this would have been possible without the diligence and dedication of our management
and staff, to whom I owe a big “Thank You!”
2014 promises another mixed year of difficulties and opportunities, as the world economy continues
to crawl its way to recovery. The 3rd Plenum of the 18th CPC Central Committee has set the tone for
China to embark on an extensive reform agenda focusing on economic reform. The market will now
play a decisive role in the economy; there will be greater efforts to develop a hybrid economy. We all
know the principle—that we have to seed to germinate and prune to grow. The reformation that China
has undertaken will shape the course of China’s socio-economic development in more ways than we
know and for a long time to come.
Over the past three decades, CITIC Group has been a forerunner in China’s economic reform. Our
courage to innovate makes us the spearhead in many uncharted territories; hence we are at where
we are now—an international conglomerate big in both financial and non-financial sectors. As the new
round of reform unfolds, CITIC Group will consolidate its vast resources, including its brand, customers, channels and businesses, with a view to forging a sustainable growth model.
10
As always, the Group has an abiding interest to do well and do better. In the financial sector, we will
continue to strengthen our financial businesses, expedite overseas ventures, improve our profitability
and risk resilience, and sharpen our edge in comprehensive financial services. In the industrial sector,
we will support and expedite key investments, and improve our competitiveness through technological
innovation. We will also branch into other growth areas, such as energy conservation, environmental
protection, consumer products, health- and elder-care and other emerging industries to develop new
strategic growth drivers.
In terms of management and control, we will upgrade our management control methods, and direct
resources toward areas that promise the biggest potential for value creation and that best fit with the
Group’s strategic direction. For our key subsidiaries, companies in priority industries, and financial investments, we will introduce a differentiated management control regime.
We are also working toward an earlier listing of the Group. To do that, we will capitalise on Hong
Kong’s strengths as sound governance, robust legal infrastructure and extensive talent pool to improve
our management and operations, and to boost endogenous and sustainable growth.
Indeed, a roc soars not with a lone scanty plume, and a steed bolts not with one sole mighty hoof.
We have always behind us the unflagging support of our shareholders, customers, partners, staff and
other stakeholders. With this bastion of strength, we at the CITIC Group will stay on top of the evolving
market and persist in reform and innovation. As surely as we embark on our new journey, we will carve
new frontiers and scale new heights.
Chang Zhenming
Chairman
11
BUSINESS HIGHLIGHTS
February
July
CITIC Limited and CITIC Resources co-invested
CITIC Securities completed acquisition of the
AUD 470 million to acquire a 13.6% interest in
remaining 80.1% stake in CLSA Asia-Pacific Mar-
Australian company Alumina Limited, with CITIC
kets, making CLSA its wholly owned subsidiary.
Limited holding 5.22% interest and CITIC Resources
8.4%.
April & May
July
CITIC Pacific issued USD 500 million of medium-
CITIC Group was ranked No. 172 on the 2013 For-
term notes and in May 2013, USD 1 billion of per-
tune Global 500 List and No. 16 in terms of profit-
petual subordinated capital securities.
ability among Chinese companies.
June
July
CITIC Group and CITIC Pacific completed the share
CITIC Pacific Sino Iron Project in Australia saw the
reorganisation of CITIC Telecom International, which
commissioning of its Production Line No.1. The aver-
acquired a 99% interest in Companhia de Teleco-
age magnetite concentrate grade was 66% of iron by
municaes de Macau S.A.R.L (CTM).
weight. In December 2013, the first shipment of concentrate was shipped back to China.
12
12
August
December
The “China Zun” project started construction on
The Chongqing Riverside Motorway project, in
land parcel Z15, known as the centre of Beijing’s
which CITIC Industrial Investment Group and CITIC
CBD. When completed, China Zun will be the tallest
Construction jointly invested RMB 8.6 billion, was
building in Beijing.
completed on schedule and open to traffic.
October
December
CITIC Group acquired from Banco Bilbao Vizcaya
CITIC Limited concluded a 5-year offshore syndicat-
Argentaria (BBVA), its stake of 5.1% CITIC Bank H-
ed loan for USD 1 billion. The syndicated loan was
shares to increase the Group’s holdings of CITIC
oversubscribed by 60%.
Bank to 66.95%.
October
CITIC Trust launched China’s first trust product
backed by collective rural land rights.
2014
2013
2012
13
P15
Financial
Businesses
Banking Business [Page 15]
Securities Business [Page 17]
Trust Business [Page 18]
Insurance Business [Page 18]
Other Financial Businesses
P20
Non-financial
Businesses
[Page 19]
Real Estate and Infrastructure
Businesses [Page 20]
Engineering Contracting Business
[Page 22]
Energy and Resources [Page 23]
Manufacturing [Page 25]
Other businesses [Page 26]
Management Report
14
Net profit 37.8 billion Yuan
CITIC Group (“the Group”) succeeded in overcoming ramifications stemming from economic complexities to further
reform and development, and to improve management and
operations. Our key businesses have stayed on the growth
track, and major projects have progressed well. Overall
performance for 2013 was excellent, as key business indicators reached record highs. Total assets grew by 20.6%
to RMB 4,299.7 billion, and net assets by 15.5% to RMB
271.9 billion. Operating income increased by 7.2% from
prior year to RMB 375.1 billion, and net profit by 25.5% to
RMB 37.8 billion. Our income and profit were derived from
two sources: financial businesses, which include banking,
securities and trust services; and non-financial businesses,
which include real estate and infrastructure, engineering
contracting, energy and resources, manufacturing, and information industry.
Financial Businesses
CITIC Group’s financial businesses include banking, securities, trust services, insurance, funds
and asset management, all of which have maintained a steady growth momentum. Asset sizes
have grown and profits increased steadily. As at end 2013, our financial businesses held RMB
3,691.6 billion in total assets, 23.2% more than the prior year. Operating income for the year
increased by 17.2% to RMB 112.4 billion, and net profit by 24.6% to RMB 57.9 billion.
Banking Business
China CITIC Bank Corporation Limited (CITIC
changes to its business makeup and customer
Bank) has mapped out a new growth strategy to
mix. It also aimed to remodel the Bank’s opera-
spur strategic transformation, revamp its manage-
tions structure, and to accelerate channel ex-
ment control system, and effect more profound
pansion and development of its information-
CITIC Bank: Key Business Indicators (RMB 100 million)
Indicator
2013
Year-on-year
growth/change
(percentage points)
2012
Total assets
36,411.93
29,599.39
23.02
Net assets
2,256.01
1,983.56
13.74
Operating income
1,045.58
894.35
16.91
391.75
310.32
26.24
11.24%
12.42%
(1.18)
Core CAR*
8.78%
9.29%
(0.51)
Tier 1 CAR*
8.78%
9.29%
(0.51)
NPL ratio
1.03%
0.74%
0.29
206.62%
288.25%
(81.63)
Net profit attributable to parent
CAR
Provision coverage ratio
Note: Calculated on the basis of Rules Governing Capital Management of Commercial Bank (Provisional) order of China Banking Regulatory
Commission (No.1 2012)
15
MANAGEMENT REPORT
On 1 October 2013, CITIC Bank held the "Tennis Debit Card Global Launch" at the
National Tennis Centre during the China Tennis Open.
technology infrastructure. CITIC Bank has since
26% higher. Non-performing loan (NPL) ratio was
turned a new chapter. Key indicators for its finan-
1.03%, provision coverage 206.62%, and capital
cial businesses ranked top among medium-sized
adequacy ratio (CAR) 11.24%. As at end 2013,
commercial banks, as the retail banking business
the Bank had altogether 1,073 outlets, covering
was brisk and budding with potential. For better
116 big and medium cities in China.
product differentiation hence greater competitive-
16
ness, the Bank focused on developing niche busi-
To capitalise on Hong Kong’s rapid growth in off-
nesses, including modern service industry, internet
shore Renminbi business, China CITIC Bank Inter-
finance and mobile payment, and grooming non-
national Limited (CNCBI) collaborated with parent
core businesses into core businesses. The Bank
CITIC Bank to launch a range of Renminbi products
has also increasingly cooperated with other Group
and services. This was an opportune initiative to pro-
subsidiaries by using CITIC’s integrated financial
vide customers with effective solutions to preserve
service platform for sharing of customer informa-
and increase the value of their investments, and to
tion, cross-product development and cross-selling
sustain the growth of our non-interest income and
to gradually create its unique competitive advan-
overall earnings. CNCBI’s operating income in 2013
tage. By end 2013, CITIC Bank’s total assets were
grew by 27.8% from last year to HKD 4.75 billion,
RMB 3,640 billion, having grown by 23% from
and operating profit before provision by 39.4% to
the prior year, and net profit RMB 39.2 billion,
HKD 2.66 billion.
Securities Business
CITIC Securities Co., Ltd. (CITICS) acquired 100%
its lead in the industry in terms of operating income
stake in CITIC Wantong Securities and regained a
and net profit. Its operating income for the period
controlling stake in China Asset Management Co.,
increased by 37.8% to RMB 16.12 billion, and net
Ltd. It also completed acquisition of the full stake
profit by 23.8% to RMB 5.24 billion.
in CLSA to become the first Chinese securities
firm with extensive networks in major markets in
The major subsidiaries of CITICS also came away with
the world. CITICS capitalises on its combination of
a sterling year. CITIC Securities (Zhejiang) Co., Ltd. re-
strengths to buffer its lead in China’s securities in-
ported RMB 1.77 billion in operating income and RMB
dustry, and was ranked top, either based on market
620 million in net profit; CITIC Wantong Securities Co.,
indicators or within the industry, in the following as-
Ltd., RMB 950 million in operating income and RMB
pects: market share in brokerage business, amount
310 million in net profit; CITIC Securities International
underwritten as lead underwriter, value of assets un-
Co., Ltd., RMB 2.52 billion in operating income and
der management, volume of inter-bank bond trans-
RMB 350 million in net profit; China Asset Manage-
action, QFII transaction volume and domestic mar-
ment Co., Ltd., RMB 3.05 billion in operating income
ket share in margin trading and securities lending.
and RMB 970 million in net profit; and CITIC Futures
CITICS actively sought to transform its business and
Co., Ltd., RMB 650 million in operating income and
increase its financial leverage, and has maintained
RMB 230 million in net profit.
CITIC Securities: Key Business Indicators (RMB100 million)
Indicator
Total assets
2013
2012
Year-on-year growth
2,713.54
1,685.08
61.03
Net assets
876.88
864.65
1.42
Operating income
161.15
116.94
37.81
Total profit
68.46
54.87
24.76
52.44
42.37
23.75
Celebration party in July 2013 for CITIC Securities' successful acquisition of CLSA
17
MANAGEMENT REPORT
Trust Business
As CITIC Trust Co., Ltd. continued to consolidate
exchanges. As at end 2013, CITIC Trust had RMB
its traditional businesses, it persisted in innovation-
729.7 billion in trust assets, the largest in the industry
led growth and launched the first trust product in the
for 7 consecutive years. Its operating income increased
country backed by collective rural land rights. It ex-
by 23% from prior year to RMB 5.49 billion, and net
panded its business in credit asset securitisation, cash
profit by 16% to RMB 3.14 billion. The company con-
management trust and in small and medium enterpris-
tinued to lead the industry based on performance indi-
es trust. It has also obtained interests in precious metal
cators and in terms of overall organisational strength.
CITIC Trust and Beijing High-end Manufacture Industrial Base signing Strategic Cooperation Agreement
CITIC Trust: Key Business Indicators (RMB 100 million)
Indicator
2013
2012
Year-on-year growth
Total assets
148.87
118.23
26%
Net assets
130.29
99.38
31%
Operating income
54.87
44.76
23%
Total profit
41.94
36.08
16%
31.44
27.17
16%
Trust assets
7297
5913
23%
Insurance Business
18
CITIC-Prudential Life Insurance Co., Ltd. shifted its
and more aggressive telemarketing. Compared to last
business strategy and increased the number of service
year, the company’s new annual premium equivalent
outlets. By end 2013, the company’s business activities
(APE) increased by 41.2%, profit from new policies by
covered 55 cities. To expand sales, a multiple-channel
21.6%, and embedded value increased to RMB 5.67
strategy was employed, which included internet-sales
billion. Its solvency margin ratio reached 181%.
Other Financial Businesses
CITIC Holdings Co., Ltd. continued to develop and
9 new funds in 2013, and had, by end 2013, a total of
improve the structure and the applications of its
28 funds under management with a total size of RMB
unified platform for financial information system,
18.45 billion. Operating income for the year was RMB
and went on to launch CITIC Group’s e-commerce
298 million and net profit was RMB 59.55 million.
platform “ecitic”. By end 2013, ecitic’s average
daily page views had reached 1.19 million, and on-
CITIC Kingview Capital Management Co., Ltd. had
line transaction volume was RMB 28,280 billion for
RMB 26.65 billion in assets under management (AUM),
banking matters, and RMB 4,370 billion for securi-
including 2 equity trust funds, 24 onshore limited
ties trading.
partnership private equity funds and 2 offshore funds.
For 2013, the company reported RMB 140 million in
CITIC Asset Management Co., Ltd. saw robust and
operating income and RMB 70 million in net profit, and
rapid growth in its micro-pawn, finance lease and fac-
paid out to investors RMB 820 million in dividends and
toring businesses, and worked on optimising its branch
investment returns.
network. The company’s operating income increased
by 44.7% to RMB 1.11 billion, and net profit by 34.3%
CITIC Capital Holdings Limited and the funds it man-
to RMB 180 million.
aged completed investment in several new projects,
including S.F. Express, Focus Media and Asiainfo-
CITIC Finance Company Limited has built a unified
Linkage. The company had USD 4.4 billion in AUM as
capital pool and settlement platform as part of the
at end 2013.
company’s efforts to establish a centralised capital
management and control system for greater efficiency
CITIC International Assets Management Limited ad-
in the Group’s internal capital operations.
opted a green investment strategy, and concluded major transactions in new energy applications and energy
CITIC-Prudential Fund Management Co., Ltd. launched
management to improve its investment portfolio.
CITIC-Prudential initiated the "Joy of Life-Aijia" project
19
MANAGEMENT REPORT
Non-financial Businesses
CITIC Group’s non-financial businesses encompass real estate and infrastructure, engineering contracting, energy and resources, manufacturing and information industry, all of which have maintained steady
growth. During 2013, total non-financial business assets grew by 7.7% from prior year to RMB 718.6
billion. Operating income for the year was RMB 269.2 billion, up by 3.8% year on year, and operating
profit RMB 14 billion, up by 32.6% year on year.
Real Estate and Infrastructure Businesses
In 2013, the total assets of our real estate and infrastructure businesses grew by 11.8% to RMB 211.8
billion. Operating income for the year was RMB 31 billion and operating profit RMB 8 billion.
Changchun
Beijing
Dalian
Yantai
Tianjin
Bohai Rim
City Cluster
Qingdao
Shanghai
Suzhou
Dujiangyan
Yangtze River Delta
City Cluster
Hangzhou
Jiujiang
Chengdu
Huangshan
Chongqing
Changsha
Guangzhou
Foshan
Shenzhen
Zhuhai
Xining
Huizhou
Shantou
Dongguan
Zhongshan
Haikou
Boao
Sanya
Western China
City Cluster
Nanchang
Lingshui
Pan-Pearl River Delta
City Cluster
Hainan International
Tourism Island
South China Sea Islands
CITIC Real Estate's distribution of real estate projects in China
20
1. Real estate business: CITIC Real Estate Co.,
in the country. Net profit rose by to RMB 1.18 bil-
Ltd. succeeded in securing its competitive position
lion. For the 4th year running, CITIC Real Estate was
and in building brand franchise through improved
named “Blue Chip Real Estate Company in China”
project management and drastic inventory reduction.
and ranked 10th among the awardees. As at end
Sales (incl. pre-sales) in terms of value and gross
2013, the company had 20.91 million square metres
floor area have both moved up 5 places from last
in land reserves (based on gross floor area) located
year’s ranking to assume the 14th and 17th places
in 22 cities and 1 autonomous county in the country,
On 23 December 2013, the Riverside Motorway for Chongqing's
Fuling District section was completed and open to traffic
65% of which being first- and second-tier cities, and
2. Infrastructure business: CITIC Group’s infrastruc-
91.7% of the land designated for residential devel-
ture business comprises motorway, port and undersea
opment and 8.3% commercial.
tunnel projects.
CITIC Pacific Limited made a net profit of HKD 1.53
CITIC Industrial Investment Group Corp., Ltd. reported
billion from its real estate business in China main-
steady growth in its motorway and port businesses.
land and Hong Kong. By end 2013, CITIC Pacific
The company collaborated with CITIC Construction
sold 223,000 square metres of residential property
Co., Ltd.and invested RMB 8.6 billion in the Chongqing
and was holding 3.14 million square metres in land
Riverside Motorway project based on the “BOT+EPC”
reserves in China mainland. The company invested
model, adopted for the first time in China. The motor-
in 220,000 square metres in real estate property,
way was completed observing all safety and quality
which, with an 88% occupancy rate, provided a
standards and within budget, and was promptly open
steady source of rental income. In Hong Kong,
to traffic. For 2013, the company reported RMB 3.63
it proceeded with the Discovery Bay project and
billion in operating income and RMB 2 billion in net
started the redevelopment of Kadoorie Hill. Overall
profit.
occupancy rate was 97% for invested properties
in Hong Kong.
CITIC Pacific Limited’s Eastern Harbour Tunnel and
Western Harbour Tunnel in Hong Kong carry an aver-
CITIC Heye Investment (Beijing) Co., Ltd. has started
age daily traffic of 134,000 vehicles. The company’s
construction of the “China Zun” project in the CBD of
tunnel business contributed HKD 610 million in net
Beijing.
profit, 9% higher than last year.
21
MANAGEMENT REPORT
Belarus
Uzbekistan
Kazakhstan
Turkmenistan
Turkey
China
Algeria
Burma
Venezuela
Indonesia
Brazil
Angola
South Africa
Argentina
Australia
CITIC Construction's worldwide business distribution
Engineering Contracting Business
As at end 2013, the engineering contracting business
Municipal Engineering Design & Research Institute Co.,
owned total assets of RMB 38.2 billion, 0.1% more
Ltd. have completed their strategic restructuring and
than the year’s opening balance. Operating income for
registered a new company called CITIC Engineering
the year was RMB 18.47 billion and operating profit
Design and Construction Co., Ltd. (“CITIC Engineer-
RMB 2.48 billion.
ing”). CITIC Engineering will harness the key strengths
of the two institutes to establish itself in urban con-
CITIC Construction Co., Ltd. has ensured vigorous
struction, water and environmental protection and
project management and steady advancement of in-
new energy, and develop its business in the total value
progress projects. The Kilamba Kiaxi Satellite City
chain, with a focus on general contracting. The total
project in Angola was completed and delivered, and
value of new contracts for the year was RMB 2.27 bil-
has commenced use; 3 EPC/turnkey cement plants
lion, operating income RMB 1.5 billion and net profit
of 4.5 million tons in annual production in Belarus
RMB 280 million.
were completed and production has begun. CITIC
Construction has anchored its business key markets
as Angola and Venezuela, and from which developed its regional business by exploring opportunities
in other countries, such as Uganda, Columbia and
Ukraine. The total value of new contracts for 2013
was USD 2.77 billion. CITIC Construction ranked
43rd among the “ENR World Top 225 International
Engineering Contractors” in 2013, with an operating
income of RMB 16.5 billion and net profit of RMB
1.59 billion.
CITIC General Institute of Architectural Design and Research Co., Ltd. and the Central and Southern China
22
Cement production line project in Belarus
A tugboat and a barge in use for CITIC Pacific's Sino Iron project in Australia
Energy and Resources
CITIC Group’s energy and resources businesses span
paid AUD 470 million to acquire a 13.6% interest in
a wide range of sectors, including oil, coal mining,
Australian company Alumina Limited, making it the
electricity, iron ore, manganese minerals, electrolytic
largest shareholder of Alumina. Due to cyclical mar-
aluminium and iron alloy. By end 2013, total energy
ket fluctuations, demand tumble and weak prices of
and resources business assets amounted to RMB
energy and commodities, CITIC Resources reported
168.5 billion, 4.1% more than the prior year; operating
operating income for the year of HKD 39.3 billion
income for the year was RMB 101.5 billion and operat-
and net loss HKD 1.47 billion.
ing loss was RMB 170 million.
China Platinum Company, an affiliate of CITIC United
CITIC Resources Holdings Limited’s (“CITIC Re-
Asia Investments Limited, achieved record platinum
sources”) Karazhanbas Oil Field in Kazakhstan
sales of 44 tonnes. After implementing rigorous cost
continued to see its output increase, with crude oil
control measures, CITIC Jinzhou Metal Co., Ltd.
production for the year reaching 6.85 million bar-
managed to turn around with a modest profit. CITIC
rels. In Liaoning Province, Platforms A and B of the
Dameng Holdings Limited strengthened corporate
Yuedong Oil Field have come on stream. Indonesia’s
management and reduced energy consumption and
Seram Oil Field maintained a stable production level.
has succeeded in reducing losses substantially. Oper-
CITIC Resources increased its stake in the Coppa-
ating income of CITIC United Asia Investments Limited
bella and Moorvale coal mines joint venture (“CMJV”)
for the year was HKD 20.7 billion and net profit was
to consolidate its position as the leading supplier of
HKD 120 million.
pulverised coal injection (or PCI) coal in China. CITIC
Resources also joined hands with CITIC Limited and
CITIC Metal Co., Ltd. maintained its market share in
23
MANAGEMENT REPORT
the niobium business of over 86%. Tianjin Precious
Metals Exchange, which was acquired by CITIC Metal,
reported strong performance. Operating income of
CITIC Metal for the year was RMB 20.1 billion and net
profit was RMB 450 million.
Commissioning of Production Line No.1 and Production Line No. 2 for the CITIC Pacific magnetite mine
in Australia has commenced. The average magnetite
concentrate grade was 66% of iron by weight, and
the first shipment of concentrate powder has been
shipped back to China. CITIC Pacific-owned power
Yuedong Oil Field onshore treatment terminal
plants increased total electricity and heat generation
by a respective 10% and 24% from a year earlier.
Also, benefitting from the marked decline in coal
steady production by upgrading its technology, em-
prices, electricity generation contributed RMB 1.4
ploying precision marketing, and by leveraging its po-
billion to CITIC Pacific’s net profit, 101% more than
tential and improving efficiency.
the prior year.
The Aktau Bitumen Plant, jointly invested by CITIC
Baiyin Nonferrous Group Co., Ltd., in which CITIC
Kazakhstan and Kazakhstan’s National Oil and Gas
Guo’an Group has a stake, held out against the down-
Company KazMunaiGaz and constructed by CITIC
ward trend in the non-ferrous market and maintained
Construction began operations at the end of 2013.
On 20 December 2013, the Aktao Bitumen Plant, the largest direct investment collaboration
between China and Kazakhstan in non-resources sector, officially commenced production
24
Manufacturing
CITIC Group’s manufacturing business includes
inverter, and has successfully crossed over to
heavy equipment, special steel and auto parts. By
the power and electronics industry. By pressing
end 2013, total assets of the manufacturing busi-
ahead with technological innovation, the com-
ness had increased by 3.2% to RMB 85.6 billion. Its
pany has successfully developed a 5m-diameter
operating income for the year was RMB 56.7 billion
open trackless hard rock tunnel boring machine.
and operating profit was RMB 2.15 billion.
Geographically, it has also further expanded its
overseas presence to compete in the high-end
Despite shrinking market demand and a difficult
global market. The company has basically put
operating environment, CITIC Heavy Industries
in place its overseas sales and marketing, R&D
Co., Ltd. developed a creative business model
and service teams. CITIC Censa in Spain contin-
and strived to develop the market for equipment
ued to perform well. Operating income of CITIC
systems. Order value for equipment systems
Heavy Industries Co., Ltd. for the year was RMB
was RMB 6.59 billion, accounting for 59.8%
5.1 billion; net profit was RMB500 million.
of the company’s total order value. The company expedited incubation and development of
CITIC Pacific Special Steel Holdings improved pro-
strategic emerging industries, and orders for
duction efficiency, optimised its product portfolio,
energy-saving and green products and circu-
and strengthened marketing for auto parts and the
lar economy related products valued at RMB
power sector, and has outperformed industry play-
2.18 billion. The company has also developed
ers in steel & iron manufacturing and processing and
high-end equipment for high-voltage frequency
the larger steel industry. Steel output for the year
A coating line at CITIC Dicastal's Ningbo plant
25
MANAGEMENT REPORT
A 5m diameter open trackless hard rock tunnel boring machine developed by CITIC Heavy
Industries successfully completed its test-run
was 7.24 million tonnes, contributing HKD1.3 billion
US markets. In 2013, CITIC Dicastal sold a total of
to the net profit of CITIC Pacific Limited.
30.75 million units of aluminium wheels, maintaining
its world’s No. 1 position in terms of sales volume
CITIC Dicastal Co., Ltd. continued to optimise its
for the fifth consecutive year.
product portfolio, accelerated upgrading of technology and processes, and strove to enhance added
value. Production for the Ningbo plant was off to a
smooth start. Construction for Production line 1 for
aluminium wheels was completed. Situated on land-
26
Other businesses
scaped grounds, the plant is equipped with sophis-
CITIC Group has other businesses in information
ticated digital and automated production facilities,
technology, such as cable TV, satellite transponder
features low cost advantages, and has production
leasing and information service, and in publishing,
capacity for 2 million units a year. Construction of
general aviation, logistics, tourism and health care.
the KSM plants in Qinghuangdao and the US com-
Within the year 2013, total business assets have
menced. With advanced casting technologies and
grown by 19% to close at RMB 85.8 billion. Total
management expertise from KSM, CITIC Dicastal
operating income was RMB 57.3 billion and operat-
will further expand its presence in the Chinese and
ing profit was RMB 1.99 billion.
CITIC Networks Co., Ltd. studied the new busi-
China Offshore Helicopter Co., Ltd. continued to
ness potentials in the telecommunication sector
grow its offshore helicopter oil services. With a
and conducted experimentation and trial operation
market share at 60.8%, the company was well-
on optimisation of internet traffic on “pentium.icoc.
entrenched as the leading industry player.
cc”, using the site’s existing resources. Henan
Cable TV and Chongqing Cable TV have made
CITIC Automobile Co., Ltd. growed its conven-
steady progress in digital TV transition. Operating
tional logistics business, and at the same time re-
income of CITIC Networks for the year was RMB
engineered its business model and expanded into
460 million.
new areas as logistics financing, energy logistics and
cold chain logistics. Operating income for the year
CITIC Guoan Group has scaled up the upgrading
was RMB 3.86 billion.
process of cable TV network to handle two-way
transmission for interactive data services, pressed
CITIC Tourism Group Co., Ltd. stepped up direct
ahead with optimisation of network systems, and
sales for the outbound sector, and recorded a year-
stepped up marketing efforts for its value-added
on-year increase of 6.4% in operating income and
services. Project returns grew steadily. The com-
10.8% in net profit. Total tourists received were
pany was also extensively involved in network
770,000, 9.4% higher than the prior year.
integration in different localities, and its business
has continued to expand as a result. Its cable TV
CITIC-Xiangya Reproductive & Genetic Hospital and
subscribers grew 10% in the year, and by end
Hangzhou Plastic Surgery Hospital, both of which
2013, CITIC Group had 38.95 million cable TV
are subsidiaries of CITIC Medical & Health Group
subscribers.
Co., Ltd., recorded excellent performance.
Asia Satellite Telecommunications Holding Limit-
Dah Chong Hong Holdings, in which CITIC Pacific
ed, in which CITIC Group has a stake, continued
Limited holds a 55.6% stake, was aggressively de-
to provide premier broadcasting and telecom-
veloping its motor & motor-related business, food
munications services to the Asia Pacific region
& consumer products business, and logistics busi-
with its four satellites, consolidating its position
ness. The company contributed HKD 490 million in
as the market leader. Preparations for launch
net profit to CITIC Pacific Limited.
o f A s i a S a t 6 a n d A s i a S a t 8 w e re u n d e r w a y.
The company’s net profit for the year stood at
HKD750 million.
CITIC Telecom International Holdings Limited acquired a 99% interest in Companhia de Telecomunicações de Macau S.A.R.L (CTM) and became
a leading telecom service provider with a diverse
range of product offerings. Its net profit for the year
was HKD1.07 billion.
During the year, CITIC Publishing Co., Ltd. changed
its name to CITIC Press Group. The company em-
Overall, as complexities loom large, 2014 will
remain a challenging year for both domestic
and global economies. CITIC Group will stay
prudent as it progresses, transforms and
betters quality, and will steadfastly pursue
business reform and consolidation, as well as
optimisation and development. We are committed to achieving robust growth for every
single business and to obtaining the best
returns for our ever trustful and supportive
shareholders and customers.
barked on an aggressive expansion of its digital
publishing and education & training businesses.
CITIC-published books and CITIC book stores have
continued to gain popularity, and have significantly
boosted recognition for the CITIC brand.
27
CORPORATE SOCIAL RESPONSIBILITY
Corporate Social
Responsibility
28
CITIC Group (“the Group”) has been an active corporate
citizen performing its social responsibilities, while generating social wealth. In 2013, the Group contributed nearly
RMB 100 million to social causes such as providing assistance for Tibet, poverty alleviation and greening, and has
created real social benefits.
Supporting socioeconomic development in Xainza
County of Tibet Autonomous Region
Protecting the environment and promoting lowcarbon business
We funded a xiaokang demonstration village of 32
We proceeded smoothly with the Huangyangtan
households in Xiongmei Town, Xainza County, Ti-
sandstorm control and greening project, covering
bet. Through the project, we improved the housing
20,000 mu (or 1333.33 hectares) of land in Xuan-
and living conditions of local farmers and herders
hua County, Hebei Province, and continued to pre-
to one of modest standard (“xiaokang”), thereby
serve the 30-mu (or 2-hectare) land in Changping
contributed to the government’s policy of building
District for greening and for sandstorm control and
a new countryside and spurred economic growth.
prevention. As a development strategy, we have
We also helped alleviate the local employment
also introduced various energy conservation mea-
problem by providing 112 jobs for graduates of Ti-
sures and implemented paperless office. CITIC
betan tertiary institutions and Tibetan workers.
Bank has adhered to the government’s policy to
promote green credit and to restrict financing in-
Alleviating poverty in Yuanyang County and Pingbian County in Honghe Prefecture, Yunnan Province
dustries with overcapacity, and has incorporated
We embarked upon poverty alleviation initiatives
tions to reduce overcapacity. It ensured that loans
in Yuanyang and Pingbian counties by relocating
and financing options were offered to sectors that
entire villages, providing safe housing and training
meet technological upgrading requirements as well
the villagers in livelihood skills. The locals were en-
as carbon emission and green standards. These
abled through our efforts, and were able to com-
were part of our contributions to building a green,
bat poverty and live a better life. Our initiatives
circular and low-carbon economy.
the green credit concept in its business opera-
helped balance local socioeconomic development
and environmental protection. To support local
education, we have set up the CITIC financial aid
Creating jobs and enabling CITIC and CITIC Staff
to grow together
and scholarship, which has benefited more than
CITIC Group and its subsidiaries have provided
900 students and teachers in 2013.
more than 300,000 jobs at home and abroad.
29
CORPORATE SOCIAL RESPONSIBILITY
To fulfil our larger goal, we have drawn up our
CPC. The programme which targeted at primary
medium- and long-term development plans, and
and secondary schools in underdeveloped areas,
improved upon our labour contract scheme and
covered the Boyang Lake Eco-economic Zone and
work environment. Our focus on employee living
southern Jiangxi Province, and included activities
and work conditions is part of the Group’s effort to
as renovating school grounds, painting external
share its achievements and profit with the staff to
walls of school buildings, and donating libraries.
sustain long-term and healthy development.
Sponsoring educational, cultural, technology, and
public health activities
Fulfilling social responsibilities overseas
CITIC Group continued to sponsor Beijing Music
cultural technicians to attend a one-year training
Festival. CITIC Bank contributed RMB 2 million to
programme in modern agricultural technology at
the Tsinghua University Education Foundation to
Shihezi University in Xinjiang Uyghur Autonomous
support indigent students. The “Smile Initiative”
Region, and 10 Angolan planners for a one-month
founded by Hangzhou Plastic Surgery Hospital, a
exchange programme in Tsinghua University, the
subsidiary of CITIC Medical and Health Group, has
Urban Planning Society of China and the Chinese
treated more than 160 people with cleft lip and
Academy of Urban Planning & Design. As patron
palate.
of the programme “My Well-equipped Home” ini-
CITIC Construction financed 19 Angolan agri-
tiated by the Ministry of Housing and Habitat of
Venezuela, CITIC Bank supported the Tiuna Social
Helping the disadvantaged
Housing Project by providing RMB 13 million for
After the Ya’an earthquake in Sichuan Province
purchase of furniture and appliances for the resi-
on 20 April 2013, the Group’s companies and
dents. CITIC Resources invested RMB 5 million to
employees donated about RMB24 million to the
support infrastructure projects in Kazakhstan.
quake-stricken areas as disaster relief and reconstruction fund. CITIC Bank provided more than
RMB 16 million, and worked with the China Foun-
CITIC Group’s commitment to social responsi-
dation for Poverty Alleviation to jointly kick-start
bilities has been well-recognised by the relevant
the “CITIC Bank -New Great Wall High School
authorities and the public. The State Council’s
Self-Strengthening (Ziqiang) Class” project to help
Leading Group Office of Poverty Alleviation and
500 students of 12 ethnic groups from 21 counties
Development has awarded CITIC Group with the
complete high school. The bank also granted RMB
title of “Model of Poverty Alleviation”. The interna-
1 million to the “Mountain Flower Tennis (Shan
tional social responsibilities undertaken by CITIC
Hua Wangqiu )” project to provide professional ten-
Construction have been selected for inclusion in
nis training for girls in ethnic minority areas.
the Case Book of Outstanding Contributions by
Chinese and Foreign Enterprises in Delivering In-
30
“Colour, Way of Love (Wei’ai Shangse )” was an
ternational Social Responsibilities by the China
education aid programme which CITIC Real Estate
Foundation for Poverty Alleviation. In fulfilling its
co-sponsored with Nippon Paint China. The local
corporate social responsibility, CITIC Group will
organiser was the Work Committee for Depart-
continue to give more, deliver more, and return
ments under Jiangxi Provincial Committee of the
more to society.
P32
P37
CITIC Limited
Board of Directors, Board
of Supervisors and Senior
Management of CITIC Group
Corporation and CITIC Limited
31
BOARD OF DIRECTORS, BOARD OF SUPERVISORS AND SENIOR
MANAGEMENT OF CITIC GROUP CORPORATION AND CITIC LIMITED
Nine Members on the Board of Directors
Mr CHANG Zhenming
Chairman
Born in October 1956. Mr Chang has been the Chairman of CITIC Group Corporation’s
Board of Directors since December 2011. He graduated from New York Insurance Institute with a master’s degree in business administration. He is a senior economist by
profession.
Previous appointments: Vice President of CITIC Industrial Bank; Executive Director
and Vice President of CITIC Group; Vice Chairman and President of China Construction
Bank; Vice Chairman and President of CITIC Group; and Chairman of CITIC Group.
Mr WANG Jiong
Vice Chairman and President
Born in March 1960. Mr Wang has been the Vice Chairman and President of CITIC
Group Corporation since May 2013. He graduated from Shanghai University of Finance
and Economics with a master’s degree in economics.
Previous appointments: Deputy General Manager of CITIC Shanghai Co., Ltd.; General Manager and Chairman of CITIC Shanghai (Group) Co., Ltd.; General Manager and
Chairman of CITIC East China (Group) Co., Ltd.; Assistant President of China International Trust & Investment Corporation; Executive Director and Vice President of CITIC
Group Corporation; and Vice President of CITIC Limited.
Mr DOU Jianzhong
Executive Director
Born in February 1955. Mr Dou has been an Executive Director of CITIC Group Corporation since December 2011. He has a bachelor’s degree in English language and
literature from the University of International Business and Economics and a master’s
degree in economics from the College of International Economics at Liaoning University. He is a senior economist by profession.
Previous appointments: Vice President, Executive Vice President and President of
CITIC Industrial Bank; Assistant President of China International Trust & Investment
Corporation; and Executive Director and Vice President of CITIC Group.
32
Mr ZHAO Jingwen
Executive Director
Born in July 1954. Mr Zhao has been an Executive Director of CITIC Group Corporation since September 2013. He graduated from China University of Political Science
and Law with a master’s degree in economic law.
Previous appointments: Deputy Director-General of the Supervisory Office, DirectorGeneral of the Department of Supervision and Legal Department and Assistant President of China International Trust & Investment Corporation; and Executive Director and
Vice President of CITIC Group.
Mr YANG Jinming
Non-executive Director
Born in October 1957. Mr Yang has been a Non-executive Director of CITIC Group
Corporation since December 2011. He graduated from the Correspondence Institute of
the Central Party School with a college diploma in international economics.
Previous appointments: Deputy Director of the General Office, China National Salt
Industry Corporation Beijing Branch; Deputy Chief of the Payroll Division of General
Planning Department, Ministry of Finance; Chief of Extra-budgetary Fund Management
Division of Policy and Reform Department; and Chief of Government Procurement Division and Assistant Inspector of Treasury Department.
Mr YU Zhensheng
Born in September 1956. Mr Yu has been a Non-executive Director of CITIC Group
Corporation since December 2011. He graduated from Beijing International Studies
University with a bachelor’s degree in Japanese language and literature. He also pursued advanced studies at the Nomura Research Institute from October 1983 to February 1985.
Previous appointments: Officer of the Loan Office, State Import & Export Regulatory Commission; Officer of the Loan Bureau and Foreign Capital Bureau, Ministry of
Foreign Trade and Economic Cooperation; Deputy Chief of the Foreign Trade Division,
Department of Foreign Trade and Economic Cooperation, Tibet Autonomous Region;
Deputy Chief, Chief and Assistant Inspector of Division V, Department of Foreign Loans
Management, Ministry of Foreign Trade and Economic Cooperation; Assistant Inspector of the Government Bond Department, Ministry of Finance; and Deputy DirectorGeneral and Inspector of the Department of Finance, Ministry of Finance.
33
Ms QU Yonglan
Born in September 1954. Ms Qu Yonglan has been a Non-executive Director of CITIC
Limited since December 2011. She graduated from the Economics Department of Liaoning University and the Graduate School of the Central Party School with a graduate
diploma in economics and management.
Previous appointments: Senior Staff Member of the Publicity Division of the Party
Committee, Inspector (Deputy Division Chief level and Division Chief level) of the Discipline Inspection Committee, and Chief of the Organisation Division of the Party Committee, Ministry of Finance; Deputy Director-General of the Supervision Bureau, Ministry
of Finance, appointed by the CPC Central Commission for Discipline Inspection and
Ministry of Supervision; and Secretary of the Discipline Inspection Committee, and Executive Deputy Secretary of the Party Committee, Ministry of Finance.
Ms CAO Pu
Born in December 1952. Ms Cao Pu has been a Non-executive Director of CITIC
Group since July 2012. She graduated from Wuhan University with a college diploma in
insurance. She is a senior economist by profession.
Previous appointments: Deputy Director and Director of the Office of PICC Henan
Branch; President of PICC Zhengzhou Sub-branch and Vice President of PICC Henan
Branch; General Manager of Finance Department of China Reinsurance (Group) Corporation and its Assistant Manager; and Vice President of China Export & Credit Insurance Corporation.
Mr LIU Zhiqiang
Staff-elected Director
Born in September 1956. Mr Liu has been the Staff-elected director of CITIC Group
Corporation since December 2011 and the Chairman and President of CITIC Asset
Management Corporation Ltd. since December 2004. He graduated from Zhongnan
University of Economics and Law with a graduate diploma and a PhD in economics.
He is a senior economist by profession.
Previous appointments: Deputy Chief and Chief of the Planning Department and
Financial Survey and Statistics Department, People’s Bank of China; Director of the Financial Affairs Office for Hong Kong, Macau and Taiwan; Deputy Director-General of the
34
Department of Economics, Xinhua News Agency Hong Kong Branch; Deputy General
Manager and Chief Financial Officer of Guangdong International Trust & Investment Corporation; President of Guangdong Development Bank; Vice President of CITIC Bank;
Director and Vice President of CITIC Holdings Co., Ltd.; and Director of CITIC Group.
Five Members on the Board of Supervisors
Mr LIN Meifang
Supervisor and Temporary Convenor of Board of Supervisors
Born in December 1955. Mr Lin has been a Non-employee Supervisor and Temporary
Convenor of CITIC Group Corporation’s Board of Supervisors since December 2011.
He graduated from Xiamen University with a college diploma in Finance and Accounting, and is an accountant by profession. He also attended the Graduate Programme of
Investment and Economics at Dongbei University of Finance and Economics.
Previous appointments: Deputy Division Chief and Division Chief of the Administrative
Department, Ministry of Finance; Deputy Director-General of the Basic Construction
Department, Ministry of Finance; Full-time Supervisor (Deputy Director-General level)
and Deputy Director of the General Office, and Full-time Supervisor (Director-General
level) and Director of the General Office, China Construction Bank; and Full-time Supervisor (Director-General level) of the Board of Supervisors and Director of the General
Office of Agricultural Development Bank of China, the Export-Import Bank of China and
CITIC Group.
Mr LI Zengyuan
Supervisor
Born in July 1958. Mr Li has been a Non-employee Supervisor of CITIC Group Corporation since December 2011. He graduated from Dongbei University of Finance and
Economics with a college diploma in Public Finance.
Previous appointments: Senior Staff Member of the Budget Management Department, Ministry of Finance; Deputy Chief of the Provincial Affairs Department, Ministry of
Finance; Researcher of the Special Fund Division and Central Government Spending
Division II of the Budget Department, Ministry of Finance; Manager (Deputy Division
Chief level) and Manager (Division Chief level) of the Finance Department, Ta Kung Pao
(Hong Kong) Limited; and Officer (Deputy Director-General level) of Ministry of Finance.
35
Mr DOU Hongquan
Non-employee Supervisor
Born in August 1968. Mr Dou has been a Non-employee Supervisor of CITIC Group
Corporation since December 2011. He graduated from the Banking and Finance Research Institute of People’s Bank of China (PBOC) with a PhD in Finance. He is a senior
economist by profession.
Previous appointments: Senior Staff Member of the Financial Market Division, Nonbanking Financial Regulation Department, PBOC; and Deputy Chief, Researcher, and
Full-time Supervisor (Division Chief level) of the Boards of Supervisors of China Everbright Group and CITIC Group.
Mr ZHANG Xiaoping
Staff-elected Supervisor
Born in January 1953. Mr Zhang has been an Staff-elected supervisor of CITIC Group
Corporation since December 2011. He graduated from the Graduate School of the
Central Party School with a graduate diploma in World Economics. He is a senior political advisor by profession.
Previous appointments: Chief of the Publicity Division, CPC Party Committee of organs directly under the party committee of the China International Trust & Investment
Corporation; Deputy Editor-in-Chief of Zhongxinren Newspaper; Assistant Director of
the Organisation Department of the CPC Party Committee, Deputy General-Secretary
of CPC Party Committee of Organisations directly under CITIC Group, Deputy Director of the Department of Party Affairs and Executive Vice Chairman of the Union, CITIC
Group; and Executive Vice Chairman of the Union, CITIC Limited.
Ms ZHENG Yongqin
Born in October 1955. Ms Zheng has been an Staff-elected supervisor of CITIC Group
Corporation since December 2011. She graduated from the Industrial Management
and Engineering Programme at the University of Science and Technology Beijing with a
master’s degree in economics. She is a senior accountant by profession.
Previous appointments: Lecturer at the School of Economics and Management, the
University of Science and Technology Beijing; Chief of the Finance Department, CITIC
Trading Company; Deputy Chief, Chief and Assistant Director of the Finance Department, China International Trust & Investment Corporation; and Deputy Director of the
Finance Department, CITIC Group.
36
CITIC Limited
Eight Members on the Board of Directors
Mr CHANG Zhenming
Chairman
Born in October 1956. Mr Chang has been the Chairman of CITIC Limited’s Board of
Directors since December 2011. He graduated from New York Insurance Institute with
a master’s degree in business administration. He is a senior economist by profession.
Previous appointments: Vice President of CITIC Industrial Bank; Executive Director
and Vice President of CITIC Group; Vice Chairman and President of China Construction
Bank; Vice Chairman and President of CITIC Group; and Chairman of CITIC Group.
Mr WANG Jiong
Vice Chairman and President
Born in March 1960. Mr. Wang has been the Vice Chairman and President of CITIC
Limited since May 2013. He graduated from Shanghai University of Finance and Economics with a master’s degree in Economics.
Previous appointments: Deputy General Manager of CITIC Shanghai Co., Ltd.; General Manager and Chairman of CITIC Shanghai (Group) Co., Ltd.; General Manager and
Chairman of CITIC East China (Group) Co., Ltd.; Assistant President of China International Trust & Investment Corporation; Executive Director and Vice President of CITIC
Group Corporation; and Vice President of CITIC Limited.
Mr DOU Jianzhong
Executive Director and Vice President
Born in February 1955. Mr Dou has been an Executive Director of and Vice President of
CITIC Limited since December 2011. He has a bachelor’s degree in English Language
from the University of International Business and Economics and a master’s degree in
Economics from the College of International Economics at Liaoning University. He is a
senior economist by profession.
Previous appointments: Vice President, Executive Vice President and President of
CITIC Industrial Bank; Assistant President of China International Trust & Investment
Corporation; and Executive Director and Vice President of CITIC Group.
37
Mr ZHAO Jingwen
Executive Director and Vice President
Born in July 1954. Mr Zhao has been an Executive Director of CITIC Limited since September 2013 and Vice President of CITIC Limited since December 2011. He graduated
from China University of Political Science and Law with a master’s degree in Economic
Law.
Previous appointments: Deputy Director-General of the Supervisory Office, DirectorGeneral of the Department of Supervision and Legal Department and Assistant President of China International Trust & Investment Corporation; and Executive Director and
Vice President of CITIC Group.
Mr YANG Jinming
Born in October 1957. Mr Yang has been a Non-executive Director of CITIC Limited
since December 2011. He graduated from the Correspondence Institute of the Central
Party School with a bachelor’s degree in International Economics.
Previous appointments: Deputy Director of the General Office, China National Salt
Industry Corporation Beijing Branch; Deputy Chief of the Payroll Division of General
Planning Department, Ministry of Finance; Chief of Extra-budgetary Fund Management
Division of Policy and Reform Department; and Chief of Government Procurement Division and Assistant Inspector of Treasury Department.
Mr YU Zhensheng
Born in September 1956. Mr Yu Zhensheng has been a Non-executive Director of
CITIC Limited since December 2011. He graduated from Beijing International Studies
University with a bachelor’s degree in Japanese language and literature. He also studied at the Nomura Research Institute from October 1983 to February 1985.
Previous appointments: Officer of the Loan Office, State Import & Export Regulatory
Commission; Officer of the Loan Bureau and Foreign Capital Bureau, Ministry of Foreign Trade and Economic Cooperation; Deputy Chief of Foreign Trade Division, Department of Foreign Trade and Economic Cooperation, Tibet Autonomous Region; Deputy
Chief, Chief and Assistant Inspector of Division V, Department of Foreign Loans Management, Ministry of Foreign Trade and Economic Cooperation; Assistant Inspector of
38
Government Bond Department, Ministry of Finance; and Deputy Director-General and
Inspector of Department of Finance, Ministry of Finance.
Ms QU Yonglan
Born in September 1954. Ms Qu Yonglan has been a Non-executive Director of CITIC
Limited since December 2011. She graduated from the Economics Department of Liaoning University and the Graduate School of the Central Party School with a master’s
degree in Economics and Management.
Previous appointments: Senior Staff Member of the Publicity Division of the Party
Committee, Inspector (Deputy Division Chief level and Division Chief level) of the Discipline Inspection Committee, and Chief of the Organisation Division of the Party Committee, Ministry of Finance; Deputy Director-General of the Supervision Bureau, Ministry
of Finance, appointed by the CPC Central Commission for Discipline Inspection and
Ministry of Supervision; and Secretary of the Discipline Inspection Committee, and Executive Deputy Secretary of the Party Committee, Ministry of Finance.
Ms CAO Pu
Born in December 1952. Ms Cao Pu has been a Non-executive Director of CITIC Limited since July 2012. She graduated from Wuhan University with a college diploma in
insurance. She is a senior economist by profession.
Previous appointments: Deputy Director and Director of the Office of PICC Henan
Branch; President of PICC Zhengzhou Sub-branch and Vice President of PICC Henan
Branch; General Manager of the Finance Department of China Reinsurance (Group)
Corporation and its Assistant Manager; and Vice President of China Export & Credit
Insurance Corporation.
Four Members on the Board of Supervisors
Mr LIN Meifang
Supervisor and Temporary Convenor of the Board of Supervisors
Born in December 1955. Mr Lin has been a Non-employee Supervisor and Temporary
Convenor of CITIC Limited’s Board of Supervisors since December 2011. He graduated from Xiamen University in finance and accounting, and is an accountant by pro-
39
fession. He also attended the Graduate Programme of Investment and Economics at
Dongbei University of Finance and Economics and has obtained a college diploma.
Previous appointments: Deputy Division Chief and Division Chief of the Administrative Department, Ministry of Finance; Deputy Director-General of the Basic Construction Department, Ministry of Finance; Supervisor (Deputy Director-General level) and
Deputy Director of the General Office, and Full-time Supervisor (Director-General level)
and Director of the General Office, China Construction Bank; and Full-time Supervisor
(Director-General level) of the Board of Supervisors and Director of the General Office
of Agricultural Development Bank of China, the Export-Import Bank of China and CITIC
Group.
Ms WANG Xuemei
Supervisor
Born in February 1963. Ms Wang has been a Non-employee Supervisor of CITIC Limited since December 2011. She majored in macroeconomics in the School of Management of Zhejiang University, and graduated with a master’s degree in economics.
Previous appointments: Deputy Division Chief and Researcher of the Policy Research
Office, Zhejiang Provincial CPC Party Committee; Inspector of the General Office of the
Board of Supervisors and Deputy Division Chief of the Banking Division of the General
Office of the Board of Supervisors, CPC Central Financial Work Commission; Chief and
Deputy Inspector of the Banking Division of the Board of Supervisors, China Banking
Regulatory Commission; and Full-time Supervisor (Deputy Director-General level) of the
Board of Supervisors of Key State-owned Financial Institutions.
Mr ZHENG Xuexue
Born in February 1955. Mr Zheng has been an Staff-elected supervisor and Director of
the Audit Department of CITIC Limited since December 2011. He graduated from the
Accountancy Programme at the First Branch Campus of Renmin University of China
with a bachelor’s degree in economics. He is a senior accountant by profession.
Previous appointments: Deputy Division Chief, Division Chief, Assistant Director and
Deputy Director of the Audit Department of China International Trust & Investment Corporation; and Director of the Audit Department and Staff-elected supervisor of CITIC
Group.
40
Mr LIU Hesheng
Born in October 1953. Mr Liu has been an Staff-elected supervisor and Director of the
Supervision Department of CITIC Limited since December 2011. He graduated from
China University of Political Science and Law with a junior college diploma in economic
law. He was a senior political counsellor.
Previous appointments: Deputy Division Chief and Division Chief of the Supervision
Office, Assistant Director of the Legal Department, Deputy Director of the Supervision
Department, and Part-time Supervisor of China International Trust & Investment Corporation; and Director of the Supervision Department of CITIC Group.
Eleven Other Senior Executives
Mr ZHU Xiaohuang
Vice President
Born in July 1956. Mr Zhu has been a Vice President of CITIC Limited since August
2012. He graduated from the Lingnan College of Sun Yat-Sen University with graduate
diploma in world economics and a PhD in economics. He is a senior economist by profession.
Previous appointments: Deputy Director of the General Office, Deputy Director of
Credit Division I, Deputy Director-General of the Credit Management Department of
China Construction Bank; Deputy General Manager of China Construction Bank Liaoning Branch; Director-General of the Business Department of China Construction
Bank; General Manager of China Construction Bank Guangdong Branch; and DirectorGeneral of the Corporate Business Department, Chief Risk Officer, Vice President and
Executive Director of China Construction Bank.
Mr JU Weimin
Vice President, Chief Financial Officer and Board Secretary
Born in August 1963. Mr Ju has been a Vice President, Chief Financial Officer and
Board Secretary of CITIC Limited since December 2011. He graduated from the Accountancy Programme at Renmin University of China with a master’s degree in economics.
41
Previous appointments: Deputy Director-General and Director-General of the Finance
Department of China International Trust & Investment Corporation; Managing Director of Shortridge Limited; Chief Accountant of China International Trust & Investment
Corporation; Chairman of CITIC Trust Co., Ltd.; Director, Chief Financial Officer and
Director-General of the Finance Department of CITIC Group; and Executive Director
and Vice President of CITIC Group.
Mr Zhang Jijing
Vice President
Born in September 1955. Mr Zhang has been a Vice President of CITIC Limited since
December 2011. He majored in vacuum technology and equipment in Hefei University
of Technology and in quantitative economics in the Graduate School of the Chinese
Academy of Social Sciences. He has a master’s degree in economics, and is a senior
economist by profession.
Previous appointments: Deputy General Manager of CITIC Australia Pty. Ltd. and its
General Manager; Director-General of the Strategy and Planning Department of China
International Trust & Investment Corporation; Director, Assistant President, and Director-General of the Strategy and Planning Department of CITIC Group; Managing Director of CITIC Pacific Ltd; and Executive Director and Vice President of CITIC Group.
Mr FENG Guang
Secretary of the Party Discipline Inspection Commission
Born in June 1957. Mr Feng has been the Secretary of the Party Discipline Inspection
Commission of CITIC Limited since December 2011. He graduated from the Graduate
School of the Central Party School with a master’s degree in jurisprudence.
Previous appointments: Deputy Division Chief, Division Chief and Deputy Director of
Supervision Office II, and Deputy Director of Supervision Office VII of the CPC Central
Commission for Discipline Inspection.
Ms LI Qingping
Vice President
Born in October 1962. Ms Li has been a Vice President of CITIC Limited since Septem-
42
ber 2013. She graduated from the International Finance Programme at Nankai University with a master’s degree in economics. She is a senior economist by profession.
Previous appointments: Deputy General Manager and General Manager of the International Department of Agricultural Bank of China; General Manager of Agricultural
Bank of China Guangxi Branch; and Director of the Retail Business Department, General Manager of the Personal Business Department, General Manager of the Personal
Credit Business Department, and General Manager of the Personal Finance Department of Agricultural Bank of China.
Mr PU Jian
Vice President
Born in October 1958. Mr Pu has been a Vice President of CITIC Limited since November 2013. He graduated from Fordham University with a master’s degree in business
administration. He is a senior economist by profession.
Previous appointments: Vice President of CITIC Securities Co., Ltd.; Vice Chairman
of China Offshore Helicopter Co., Ltd.; President of CITIC Offshore Helicopter Co., Ltd.;
Director of CITIC Group; and President and Chairman of CITIC Trust Co., Ltd..
Mr LUO Ning
Assistant President
Born in March 1959. Mr Luo has been an Assistant President of CITIC Limited, Vice
Chairman of CITIC Guoan Group, and Chairman and President of CITIC Networks Co.,
Ltd.since December 2011. He graduated from the Central Party School with a postgraduate diploma in modern history.
Previous appointments: Deputy General Manager of Beijing Guoan Electric Co., Ltd.;
Deputy General Manager and General Manager of the First Branch Company of the
China United Network Communications Group Co., Ltd.; Executive Deputy General
Manager, General Manager and Chairman of CITIC Communications Project Management Co., Ltd.; Chairman and President of CITIC Network Management Co., Ltd.; Assistant President of China International Trust & Investment Corporation; and Director
and Assistant President of CITIC Group.
43
Mr SUN Yalei
Assistant President
Born in April 1968. Mr Sun has been an Assistant President of CITIC Limited, and Vice
Chairman and General Manager of CITIC Guoan Group since December 2011. He
graduated from the Industrial Economics and Management Programme at Renmin University of China with a bachelor’s degree in economics.
Previous appointments: President and Vice Chairman of CITIC Guoan Information Industry Co., Ltd.; Vice Chairman and President of CITIC Guoan Group; and Director and
Assistant President of CITIC Group.
Mr GUO Ketong
Assistant President
Born in June 1954. Mr Guo has been an Assistant President of CITIC Limited since
December 2011. He graduated from Renmin University of China with a junior college
diploma in party and government administration. He is an economist by profession.
Previous appointments: Director and Assistant Director-General of the Human Resources Department, and Deputy Director-General and Director-General of the Human
Resources and Education Department of China International Trust & Investment Corporation; and Director and Assistant President of CITIC Group.
Mr REN Qinxin
Assistant President
Born in November 1955. Mr Ren has been an Assistant President of CITIC Limited
since September 2013, and Vice Chairman of CITIC Heavy Industries Co., Ltd.since
December 2010. He graduated from Huazhong University of Science and Technology
with a college diploma in business administration and a PhD in management. He is a
senior engineer (professor level) by profession.
Previous appointments: Vice President, Executive Director and President of CITIC
Heavy Industries Company; Director of CITIC Group; and Vice Chairman and President
of CITIC Heavy Industries Co., Ltd..
44
Ms HONG Bo
Assistant President
Born in November 1960. Ms Hong has been an Assistant President of CITIC Limited
since December 2013, and Chairman of CITIC Construction Co., Ltd.since October
2009. She graduated from the MBA Programme at the University of International Business and Economics. She is a senior engineer by profession.
Previous appointments: Vice President, Acting President and President of CITIC International Contracting Co., Ltd.; Vice President and President of CITIC Construction
Co., Ltd., and Chairman of CITIC International Contracting Co., Ltd.; Director of CITIC
Group; and Vice Chairman of CITIC Construction Co., Ltd..
Note:
1. In April 2013, Mr Tian Guoli resigned as Vice Chairman and President of CITIC Group Corporation and of
CITIC Limited
2. In April 2013, Mr Wang Dongming no longer serves as Assistant President of CITIC Limited
3. In May 2013, Mr Wang Jiong appointed as Vice Chairman and President of CITIC Group Corporation and of
CITIC Limited
4. In September 2013, Ms Li Qingping appointed as Vice President of CITIC Limited
5. In September 2013, Mr Ren Qinxin appointed as Assistant President of CITIC Limited
6. In September 2013, Mr Zhao Jingwen appointed as Executive Chairman of CITIC Group Corporation
7. In October 2013, Mr Zhao Jingwen appointed as Executive Chairman of CITIC Limited
8. In December 2013, Mr Pu Jian appointed as Vice President of CITIC Limited
9. In December 2013, Ms Hong Bo appointed as Assistant President of CITIC Limited
10. In March 2014, Mr Zhu Xiaohuang appointed as Chairman of the Board of Supervisors of CITIC Group
Corporation and of CITIC Limited
(Listed in chronological order)
45
INVESTOR RELATIONS
Investor Relations
46
At CITIC Group, we take managing investor relations seriously, and have widened
the communication channels and improved our corporate image.
We have always attached great importance to com-
II. Honouring our disclosure duty
municating with our stakeholders, in order that our
shareholders, creditors and the public understand the
We have promptly disclosed our financial statements
Group’s operation and management, its business de-
and important events on the CITIC Group official web-
velopment and financial position comprehensively and
site. In 2013, more than 30 announcements of major
clearly. We have broadened the channels of effective
business events were released on the official website.
communication and improved transparency in our dis-
CITIC Limited, being CITIC Group’s main platform for
closure of financial information.
RMB bond (including medium-term notes, corporate
bonds and financial bonds) issuance, has been timely
I. Enhancing communication with shareholders and
in posting more than 20 bulletins, on “chinabond.com.
regulators
cn” and “chinamoney.com.cn”, informing the market
of its financial condition and other material events. We
We continued to improve our communication with
have delivered our commitment to disclose information
our shareholders, the relevant government authori-
by endeavouring to keep our stakeholders updated
ties and regulators. In 2013, the Group’s management
with financial data and responding to their queries.
participated in nearly 500 major conferences, forums,
receptions and visits to financial and investment institu-
CITIC Group has maintained good cooperation with
tions. By making visits and presenting at conferences
rating agencies, including Standard & Poor’s (S&P),
and seminars, our functional departments provided the
Moody’s, R&I and China Cheng Xin International Credit
authorities and regulators with regular updates on the
Rating (CCXI). We convened regularly to present our
Group’s performance and financial status, the perfor-
strategy, and our latest operations performance and
mance of key subsidiaries and progress of our major
financial position. The ratings and adjustments are as
projects.
follows:
Rating
agency
S&P
Moody’s
R&I
CCXI
Rating
(31 December 2013)
Rating
Adjustment
CITIC Group
Long-term Foreign Currency Issuer Credit Rating
Short-term Foreign Currency Issuer Credit Rating
BBB+
A-2
Rating Outlook
Negative
Rating outlook
adjusted from
“stable” to
“negative”.
Category
Long-term Senior Unsecured Debt (Foreign
Currency) Rating
Rating Outlook
Foreign Currency Issuer Rating
Long-term Issue Rating
Rating Outlook
CITIC Limited
Corporate Credit Rating
Rating Outlook
2002/2003 CITIC Bond Rating
2005 Corporate Bond Rating
2009/2010/2011/2012
MTN Rating
Baa2
Stable
BBB+
BBB+
Stable
AAA
Stable
AAA
AAA
-
-
-
AAA
47
Corporate Governance
48
CITIC Group (“the Group”) continued to improve corporate governance, as it
refined its governance framework and mechanisms and the respective rules
according to the laws, regulations and as required by the regulatory authorities.
Enhanced governance has enabled better risk prevention and optimised decision making.
(I) CITIC Group’s Governance Structure
4. The Management
1. Shareholders
The Management decides on matters relating to management and operations within its mandate as set forth
CITIC Group is a conglomerate approved for establish-
under the Articles of Association.
ment by the State Council, the People’s Republic of
China, and funded by the Ministry of Finance on behalf
(II) Key Measures to Improve Corporate Governance
of the State Council.
1. The Group further enhanced its governance frame2. Board of Directors
work in line with modern business operations, and
improved coordination, support, and checks and bal-
The Board of Directors comprises 9 members, including
ances between the shareholders, Board of Directors,
1 chairman, 1 vice chairman and 1 employee director.
Board of Supervisors and the Management as set forth
under the Company Law and the Articles of Associa-
The mandates of the Board of Directors include: devis-
tion, hence, putting in place the institutions necessary
ing corporate development strategy, business policies
for greater operation efficiency. In 2013, the Board of
and investment plans; adopting corporate business
Directors convened 3 times and reviewed 10 propos-
plans and investment proposals, and deciding on man-
als; the Board of Supervisors convened once and re-
agement setup and managers’ compensation; formu-
viewed 3 proposals.
lating basic corporate policies and bylaws; preparing
annual corporate budget, final accounts, profit distri-
2. To strengthen strategic management, the Group
bution and financial recuperation plans; developing
established a Strategic and Investment Management
plans for corporate merger, division, dissolution and/
Committee, Asset and Liability Management Com-
or alteration of corporate form; planning amendments
mittee, and the Internal Oversight and Management
to the articles of association; reviewing and approving
Committee. It also took steps to advance reform of
the general manager’s work report; appointing and/or
its review and approval system, strengthen portfolio
removing general manager and/or other senior execu-
management for better asset profitability, liquidity and
tives, and hiring or dismissing external auditors.
safety, and to improve oversight and management
effectiveness. A pilot programme on performance ap-
3. Board of Supervisors
praisal of the accountability system for asset operations was implemented, whereby the Group entered
The Board of Supervisors comprises 5 members,
into appraisal agreements with certain subsidiaries to
including 3 internal supervisors and 2 staff-elected su-
guide them in improving their ability to create value and
pervisors.
in delivering higher shareholder returns.
The mandates of the Board of Supervisors include:
3. The Group’s financing capability and fund usage effi-
looking into the Group’s financial position; supervising
ciency improved, as short-term fund operations report-
directors’ and the management’s actions.
ed stronger returns than prior year. Investment capital
49
Shareholder
Board of Directors
Board of Supervisors
The Management
for projects in which the Group has invested heavily
interim Management Guidelines for Joint Meetings of
is isolated and managed separately. The Group also
Regional Business Coordination of CITIC Group 33
launched a pilot programme using financial companies
joint meetings on regional business synergies were
as a platform to implement centralised capital manage-
initiated and mechanisms improved for better cross-
ment for its non-financial subsidiaries in Beijing. The
border cooperation. Inter-subsidiary cooperation in
preliminary results were encouraging.
financial business was encouraged as the Group coordinated cross-selling and joint product development
4. The Group explored and improved its human re-
among its subsidiaries; as a result, the spectrum of our
source development strategy and manpower manage-
financial services has continued to extend steadily. The
ment model by building its leadership bench strength
Group promoted cooperation between its financial
and succession talent pool, encouraging secondment,
and non-financial subsidiaries, helped align different
transfers and staff exchanges, and improving the
industrial chains and conducted publicity campaigns
performance appraisal and compensation systems.
on synergised cultures and success stories; we’ve also
The Management Guidelines for Creating Functional
facilitated information flow within our subsidiaries to
Departments & Entities and for Hiring was formulated
encourage more businesses synergy within the Group.
and implemented, among others, and a Review Committee for Senior Positions formed. As part of a pilot
6. The Group has focused more on lawful operations
programme, three subsidiaries were selected for de-
as it put in place mechanisms for managing legal
centralisation of power.
risks by managing and administering the rules and
policies, major contracted projects, and litigation
5. The Group improved the mechanism for synergy to
and arbitration cases, and by prudently administer-
provide one-stop service to our clients. We initiated
ing and protecting the CITIC trademark. The Rules
and implemented The Interim Management Guide-
for Legal Work and the Guidelines on Using Trade-
lines for Co-Marketing and Joint-Service for Strategic
marks were amended and adopted. These rules
Corporate Clients of CITIC Group, collaborated with
and guidelines have expressly laid out the general
other large companies and local governments by
requirements for compliance to further enhance pre-
forging strategic alliances to win major projects and
vention and control of legal risks.
capture business opportunities and formulated The
50
CITIC Limited
General Meeting of
Shareholders
Strategy
Committee
Risk & Audit
Management
Committee
Board of
Directors
Board of
Supervisors
Nomination &
Remuneration
Committee
Senior Management
Labour Union
Inspection Office
Corporate Culture Department
Retirement Administration Department
Information Management Department
Audit Department
Legal Department
Supervision Department
Business Coordination Department
Risk Management Department
Human Resource & Education Department
Finance Department
Strategy & Planning Department
General Office
Office of Board of Directors
51
RISK MANAGEMENT
Risk Management
52
In 2013, CITIC Group (“the Group”) had to navigate complexities in both domestic and global markets and plan its risk mitigation strategy around its extensive and diversified business portfolio. It continued to improve its risk management and strengthen internal control, and has taken a rigorous approach to
risk management, such that sound risk management was embedded into the
day-to-day operations.
The Group is exposed to the following risk factors:
as small- and medium-sized banks. Other measures
include improvement and vitalisation of the multi-tier
Strategic risks: As complexities persist, global eco-
capital market, fine-tuning of the formation mechanism
nomic recovery remains weighed down by uncertain-
for a market-based Renminbi exchange rate, and ex-
ties and destabilising factors. Shifts in macroeconomic
pedited liberalisation of interest rates. As reform poli-
policy in some countries will add to the uncertainties,
cies gradually unfold, the Group may face increasing
as emerging markets confront new problems and chal-
policy risks as certain industries, business segments,
lenges. Domestic economic factors and conditions
business models and competitive landscapes may be
originally conducive to growth are undergoing profound
affected.
changes, waging downward pressure across the economy. As the government pursues stable growth and
Financial risks: Given the multitude of uncertainties
reform and innovation, it is also pressing ahead with
in the world economy, the prices of factors including
restructuring the economy and remodelling growth.
labour, land, energy and resources may trend up and
add to the cost of in-progress projects. Interest rate
For state-owned enterprise reform, the government
liberalisation may make financing more expensive, and
proposed that management of state-owned asset be
the progress of projects and actual return on invest-
improved by strengthening supervision of state assets
ment may fall short of expectations. If liquidity tightens,
through managing state capital. As a state-owned
the Group’s investment and financing businesses will
conglomerate involved in a wide range of sectors, the
be constrained, therefore any business expansion may
Group’s development objectives and strategic plans
mean greater liquidity risks. All this bodes ill for the
are subject to macroeconomic fluctuations both at
Group’s financial position.
home and abroad. And when exploring market-oriented solutions for state-owned enterprise reform and
Credit risks: Amidst a complex and unpredictable
development, it must also deal with fresh challenges.
economic climate, and as reforms intensify, different
markets are teeming with new entrants, new business
Policy risks: The 3rd Plenum of the 18th CPC Con-
models, new products and new practices. Increased
gress and the Report on the Work of the Government
counterparty diversity also means that credit risks will
(2014) have charted the general direction for China in
become increasingly multifarious and complex. The
the new era for pushing through sweeping reforms,
Group’s businesses may, therefore, face greater coun-
opening China’s doors wider and pursuing innovation-
terparty risk, which complicates the conglomerate’s
driven growth. The government will vigorously develop
management.
a hybrid economy, reform the state-owned sector and
revamp the fiscal and tax regime. It will also advance
Market risks: The world economic landscape is un-
the building of a modern market system and establish
dergoing profound adjustments, and global competi-
a receptive and open economic system.
tion intensifying. Country monetary policies, trade and
investment patterns, and commodity price volatility
The financial sector will be further opened to both do-
are uncertainties to contend with, as inflationary pres-
mestic and foreign players, and qualified private capital
sures mount and asset bubbles grow. At home, China
will be allowed to set up financial institutions, such
is implementing deeper and more extensive reforms:
53
RISK MANAGEMENT
it will establish and improve the market-based pricing
The Group has taken the following measures to miti-
regime; relax market access for investment and expe-
gate the above risks:
dite the building of free trade zones; pursue countercyclical regulations through taxation reform and pro-
1. Adjusted business portfolio, optimised control
mote economic restructuring; liberalise interest rates,
methods and modified management systems to en-
and develop inclusive finance and internet finance; and
hance preparedness and resilience against risks.
persist in regulating the housing market. We foresee
that the Group’s relevant business segments will be
To give equal weight to developing financial services and
confronted with greater complexities and a more com-
industrial investment, the Group re-focused its business
petitive landscape both at home and abroad.
strategy to limited diversification, and evolved subsidiaries
to achieve greater specialisation. It has also refined its de-
Operational risks: The Group is developing fast, with
velopment strategies and business models, consolidated
a diversified portfolio. As new markets, new products,
business segments and optimised its business mix. For
new clients and new businesses emerge, operations
better asset management, the Group increased asset op-
become increasingly complex and challenging. Opera-
erations accountability, and allocated resources based on
tions and management involving people, institutions,
the value creation potential of capital and in a way that is
processes and information systems as such must keep
consistent with its strategic direction. A new performance
up with the rapid growth of our businesses, and will
evaluation system and budget management system
face new challenges. Similarly, potential natural disas-
was introduced to improve upon the project review and
ters may pose risks and must be closely scrutinised.
approval system, so that subsidiaries develop toward
greater synergism that benefits the Group as a whole, as
Legal and compliance risks: Legal and compliance
well as create better value, increase dividend pay-out and
risks abound, as the Group’s financial businesses are
improve risk management.
regulated by the authorities, and non-financial businesses must observe the relevant government policies
2. Enhanced monitoring of key projects to ensure
and industry codes. Overseas businesses are subject
safety and higher returns.
to local laws and regulations.
This was a critical period of implementation for some of
The Group aims for public listing at the right opportu-
the Group’s key projects. As such, supervision of key
nity, in which case it must observe external supervision
projects has been strengthened, together with rigorous
and market scrutiny whether at home or overseas,
contract management, cost control and safety measures
including fulfilling disclosure obligations. Given its vast
to ensure prompt and full completion. We identified
number of subsidiaries, the Group faces intricate in-
problems that arose during project implementation and
formation disclosure issues, whereby the disclosed
addressed them promptly and appropriately, to ensure
information for all listed subsidiaries must be aligned
quality as well as expedite progress.
and consistent. As such, the scope and content of disclosure become more complicated than other public
3. Continued to improve risk management, and en-
companies. Any untimely, irregular or inconsistent infor-
hanced the Group’s risk management capabilities.
mation disclosed will jeopardise the Group’s reputation
and may incur regulatory penalty or even legal action.
The Group built upon its corporate governance structure
to set up a four-tier risk management system comprising
Country risks: The Group is engaged in engineering
the Board of Directors, the Senior Management, the Risk
contracting, resource development and trade in many
Management Department and related functional units,
countries and regions. Additionally, it is exporting more
and its subsidiaries. Under the Senior Management, the
machinery from its local factories. These businesses
Strategy and Investment Management Committee, the
are vulnerable to changes in the political, economic
Asset and Liability Management Committee and the In-
and social variables in the host countries.
ternal Oversight Committee will review the Group’s risk
profile from different perspectives based on their respec-
54
tive functions. This risk management framework has
improved relevant work policies and raised the legal
enabled better decision- making and enhanced oversight
awareness of employees for a higher level of legal compli-
and management effectiveness.
ance in management and operations.
The Group also assisted business units at all levels in
To meet the requirements for overseas listing, a Group-
establishing and improving their organisational arrange-
wide information disclosure system was established. We
ments for managing risks to ensure that they fulfil their
ensured that management and operations referred to the
risk management responsibilities. Subsidiaries were re-
standards for listed companies for continued improve-
quired to carry out on-going risk assessments and risk
ment, and that information disclosure were timely, accu-
reporting, and risk-based inspections were performed in
rate, complete and consistent.
key subsidiaries to ensure that key risk assessments and
monitoring for key projects and major businesses were in
The CITIC trademark was strictly managed to maintain
place for timely identification and mitigation of risks. We
our good reputation and safeguard our lawful interests.
also ensured strengthening of management of counter-
The Group has complied with the government’s increas-
party credit risk and large exposures. At both Group and
ingly stringent requirements for production safety and
subsidiary levels, we redoubled efforts to develop a more
environmental protection to strengthen management of
robust system of key risk indicators and early-warning
safety and compliance risks in non-financial subsidiaries.
mechanism for potential risks.
6. Strengthened internal auditing to leverage its su4. Maintained a prudent financial policy to ensure
pervisory role.
fund security and liquidity.
The Group improved its audit system and compliance
A top priority for the period was on liquidity management.
levels by setting up a professional and efficient internal
Financing channels were expanded and new investments
audit system that is managed centrally and executed at
and credit extension were strictly controlled to guarantee
different levels using shared resources. Subsidiaries were
sufficient funding for in-progress projects. We promptly
required to establish a sound internal audit arrangement,
adjusted the asset-liability ratio, and re-matched interest
giving consideration to organisational structure, resource
rates and terms to maturity according to changes in in-
allocation, employee professionalism and IT infrastructure.
ternational and domestic financial markets, so as to stave
We ensured that audit was independent and unbiased,
off market and currency risks. We have also improved
and the professional capabilities of the audit team con-
our capital and credit structures to reduce borrowing cost
tinually improved, and audit programmes rigorous and
and optimise resource allocation. To prevent and control
strictly implemented with the help of information technol-
financial risks, the Group has tightened monitoring and
ogy for better compliance and consistency.
management of liquidity at subsidiary level and implemented financial tracking and analysis of key subsidiaries
7. Improved human resource management to meet
and major projects. The quality and efficiency of financial
the Group’s manpower needs
reporting and financial accounting were also improved to
reduce the relevant risks.
Human resource management was tailored to serve the
Group’s business development requirements. The Group
5. Strengthened legal operations and information
has developed innovative mechanisms and improved
disclosure to control legal, compliance and reputa-
management policies and procedures, and has further
tion risks.
expanded its talent pool and strengthened capacity building for its human resource regime. The Group also ad-
Key businesses, major projects and important work have
opted a scientific approach to work, protected the lawful
continued to receive legal support and services. Key con-
rights of the company and employees, and has therefore,
tracts, in particular, were subject to rigorous legal review.
created a reliable source of manpower for sustainable de-
The CITIC group companies have augmented capacity-
velopment.
building and management of their legal units and teams,
55
P57
Auditors’ Report
Auditors’ Report [Page 57]
Consolidated Balance Sheet [Page 58]
Consolidated Income Statement [Page 60]
Consolidated Statement of Cash Flows [Page 61]
Consolidated Statement of Changes in
Shareholders’ Equity [Page 64]
Balance Sheet [Page 66]
Income Statement [Page 68]
Statement of Cash Flows [Page 69]
Statement of Changes in Shareholders’ Equity [Page 71]
P72
2013 Annual
Financial
Statements
AUDITOR'S REPORT AND
FINANCIAL STATEMENTS
56
A u d i t o rs ’ R ep o rt
PCPAR [2014] No. 122898
To CITIC Group Corporation:
We have audited the accompanying financial statements of CITIC Group Corporation (hereinafter referred
to as “the Company”), which comprise the consolidated balance sheet and the balance sheet as at 31
December 2013, the consolidated income statement and the income statement, the consolidated statement of
cash flows and the statement of cash flows, the consolidated statement of changes in shareholders’ equity and
the statement of changes in shareholders’ equity for the year then ended and notes to the financial statements.
Management’s Responsibility for the Financial Statements
Management of the Company is responsible for the preparation and fair presentation of these financial
statements. This responsibility includes: (1) preparing the financial statements in accordance with the
requirements of Accounting Standards for Business Enterprises to achieve a fair presentation; (2) designing,
implementing and maintaining internal control that is necessary to ensure that the financial statements are free
from material misstatements, whether due to frauds or errors.
Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted
our audit in accordance with Auditing Standards for Certified Public Accountants in China. Those standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, we consider the internal control relevant to the preparation and fair presentation of the financial
statements in order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the internal control. An audit also includes evaluating
the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the
management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.
Opinion
In our opinion, the financial statements that the Company have been prepared, in all material aspects, in
accordance with Accounting Standards for Business Enterprises and present fairly the consolidated financial
position and the financial position of the Company as of December 31, 2013 and the consolidated results of
options the results of operations, and consolidated cash flows and cash flows for the year then ended.
BDO CHINA ShuLun Pan
Certified Public Accountant of China: Gu Xuefeng
Certified Public Accountants LLP
Certified Public Accountant of China: Yang Yinhua
Shanghai, China
28 April 2014
This auditors’ report and the accompanying notes to the financial statements are English translation of the
Chinese auditors’ report. In case of doubt as to the presentation of these documents, the Chinese version shall
prevail.
57
Consolidated Balance Sheet
As at 31 December 2013
Unit: RMB’000
Prepared by: CITIC Group Corporation
Item
Note
2013
2012 Restated
Assets:
Cash and deposits
7(1)
721,331,092
750,803,246
Placements with banks and non-bank financial
institutions
7(2)
122,293,046
151,774,132
Trading financial assets
7(3)
12,922,281
14,544,006
Derivative financial assets
7(4)
7,835,803
4,558,834
Bills and receivables
7(5)
96,620,949
89,629,451
Inventories
7(6)
135,113,963
124,494,829
Financial assets held under resale agreements
7(7)
287,247,417
69,082,079
Loans and advances to customers
7(8)
1,904,850,205
1,635,560,311
Available-for-sale financial assets
7(9)
214,552,643
225,673,870
Held-to-maturity investments
7(10)
155,093,409
134,763,185
Investment classified as receivables
7(11)
300,158,113
56,435,301
Long-term equity investments
7(12)
72,334,003
71,237,092
Investment properties
7(13)
23,281,381
24,747,960
Fixed assets
7(14)
96,311,406
87,965,513
Construction in progress
7(15)
53,329,927
52,195,309
Intangible assets
7(16)
50,495,485
39,178,535
Goodwill
7(17)
11,373,991
4,569,180
Deferred tax assets
7(18)
14,017,540
11,069,286
Other assets
7(19)
20,514,811
17,289,586
4,299,677,465
3,565,571,705
Total assets
58
Consolidated Balance Sheet (Continued)
Unit: RMB’000
Item
Note
2013
2012 Restated
Placements from banks and non-bank financial
institutions
7(21)
41,372,356
17,164,732
Derivative financial liabilities
7(4)
9,069,793
7,628,905
Bills and payables
7(22)
188,698,507
161,438,163
7(23)
7,949,220
11,031,621
7(24)
3,187,421,184
2,600,589,392
Employee benefits payable
7(25)
15,511,482
15,104,978
Taxes payable
5(3)
10,775,141
11,267,859
Loans
7(26)
225,419,477
201,770,064
Debts securities issued
7(27)
167,093,448
140,529,251
Provisions
7(28)
5,769,425
5,579,177
Deferred tax liabilities
7(18)
5,796,923
6,598,255
6,824,402
6,381,885
3,871,701,358
3,185,084,282
Liabilities:
Financial assets sold under repurchase
agreements
Deposits from banks and non-bank financial
institutions and customers
Other liabilities
Total liabilities
Shareholders’ equity
Paid-in capital
7(29)
183,970,409
183,702,630
Capital reserve/Reserve
7(30)
22,071,573
21,865,787
Surplus reserve
7(31)
55,058
29,753
General reserve
7(32)
15,504,186
9,207,846
Retained earnings
7(33)
51,895,700
20,646,187
(1,587,156)
(40,005)
271,909,770
235,412,198
Minority interests
156,066,337
145,075,225
Total shareholders’ equity
427,976,107
380,487,423
4,299,677,465
3,565,571,705
Translation differences of financial statements
denominated in foreign currency
Total equity attributable to
shareholders of the Company
Total liabilities and
shareholders’ equity
Legal representative:
The person in charge of
accounting affairs:
The head of the
accounting department:
59
Consolidated Income Statement
For the year ended 31 December 2013
Unit: RMB’000
Item
Note
2013
2012 Restated
7(34)
375,088,441
349,756,054
Less: Total operating expenses
316,350,707
300,430,413
Includ ing: Operating costs
230,588,491
219,549,695
11,536,344
12,122,226
5,911,726
5,675,357
45,231,216
40,848,887
I. Operating income
Business taxes and surcharges
Selling and distribution expenses
General and administrative expenses
Financial expenses
7(35)
8,666,990
6,436,920
Impairment losses
7(36)
14,415,940
15,797,328
Add: gains from changes in fair value
7(37)
2,154,068
1,823,250
Investment income
7(38)
10,364,173
5,196,540
3,954,229
3,490,870
71,255,975
56,345,431
(including: income from investments in associates
and jointly controlled enterprises)
II. Operating profit
Add: Non-operating income
7(39)
3,450,673
5,117,571
Less: Non-operating expenses
7(40)
465,178
345,865
45,571
78,747
74,241,470
61,117,137
16,561,251
15,102,036
IV. Net profit
57,680,219
46,015,101
Attributable to shareholders of the Company
37,838,937
30,155,066
Attributable to minority interests
19,841,282
15,860,035
(5,390,213)
(916,686)
VI. Total comprehensive income
52,290,006
45,098,415
Attributable to shareholders of the Company
33,409,162
29,491,200
Attributable to minority interests
18,880,844
15,607,215
(including: losses from disposal of non-current
assets)
III. Profit before income tax
Less: Income tax expense
7(41)
V. Other comprehensive income
60
7(42)
accounting affairs:
The head of the
Consolidated Statement of Cash Flows
Unit: RMB’000
Item
Note
2013
2012
261,487,697
274,520,594
-
25,608,213
Net increase in deposits from customers
410,792,364
284,350,836
Net increase in deposits from banks and nonbank financial institutions
190,322,389
-
Cash received relating to interests, fee and
commission
187,299,772
152,870,126
24,408,894
13,801,820
Net increase of financial assets sold under
repurchase agreements
-
1,436,603
Net decrease of financial assets held under resale
agreements
-
93,128,576
Net decrease of trading financial assets
5,562,342
305,371
Net decrease of placement with banks and nonbank financial institutions
7,203,623
-
Refund of taxes
1,445,331
1,296,779
75,544,653
48,249,665
1,164,067,065
895,568,583
Cash paid for goods and services
219,625,738
225,115,541
Net increase of loans and advance to customers
284,811,484
225,821,464
Net increase of balances with central bank
66,147,250
58,576,654
Net decrease of financial assets sold under
repurchase agreements
3,748,802
-
Net increase of financial assets held under resale
agreements
218,223,427
-
Net increase of investment classified as
receivables
243,722,813
56,435,301
17,302,358
-
I. Cash flows from operating activities
Cash received from sale of goods and rendering
of services
Net decrease in deposits with banks and nonbank financial institutions
Net increase of placements from banks and nonbank financial institutions
Cash received relating to other operating activities
Sub-total of cash inflows from operating
activities
Net increase of deposits with banks and nonbank financial institutions
61
Consolidated Statement of Cash Flows (Continued)
Unit: RMB’000
Item
Note
2013
2012
Net decrease of deposits from banks and nonbank financial institutions
-
165,427,407
Net increase of placements with banks and nonbank financial institutions
-
19,600,517
Net increase of trading financial liabilities
-
1,662,561
Cash paid relating to interests, fee and
commission
70,543,565
56,058,482
Cash paid to and for employees
33,457,494
26,482,788
Cash paid for taxes
34,691,535
39,406,948
Cash paid relating to other operating activities
85,778,475
53,632,708
1,278,052,941
928,220,371
(113,985,876)
(32,651,788)
2013
2012
525,991,824
579,950,963
2,921,140
2,662,714
895,191
932,888
Net cash received from disposal of associates
and jointly controlled enterprises
3,539,532
274,214
Cash received relating to other investing activities
8,725,317
5,326,967
542,073,004
589,147,746
23,570,738
25,481,778
562,112,241
690,802,226
-
388,171
Cash paid relating to other investing activities
14,107,744
22,214,285
Sub-total of cash outflows from investing
activities
599,790,723
738,886,460
Net cash flow from investing activities
(57,717,719)
(149,738,714)
Sub-total of cash outflows from operating
activities
Net cash inflow from operating activities
II. Cash flows from investing activities:
Cash received from disposal of investments
Cash received from return on investments
Net cash received from disposal of fixed assets,
intangible assets and other long-term assets
Sub-total of cash inflows from investing
activities
Cash paid for acquisition of fixed assets,
intangible assets and other long-term assets
Cash paid for acquisition of investments
Net cash paid for disposal of subsidiaries
62
7(43)
Consolidated Statement of Cash Flows (Continued)
Unit: RMB’000
Item
Note
2013
2012
Cash received from investors
1,535,660
5,647,908
(Including: Cash received from minority
shareholders)
1,500,226
5,383,711
164,164,941
146,882,380
46,647,340
59,346,933
1,728,983
1,307,232
Sub-total of cash inflows from financing
activities
214,076,924
213,184,453
Cash repayments of loans
147,138,092
137,425,971
22,941,038
21,268,911
(Including: Dividends and profits paid to minority
shareholders)
4,719,458
4,484,850
Cash paid relating to other financing activities
4,106,571
2,439,897
174,185,701
161,134,779
Net cash inflow from financing activities
39,891,223
52,049,674
IV. Effect of foreign exchange rate changes on
cash and cash equivalents
(2,020,782)
73,516
III. Cash flows from financing activities
Cash received from loans
Cash received from issuance of debentures
Cash received relating to other financing activities
Cash paid for dividends, profit distributions or
interest
Sub-total of cash outflows from financing
activities
V. Net increase in cash and cash equivalents
7(43)
(133,833,154)
(130,267,312)
Add: Cash and cash equivalents at the
beginning of the year
7(43)
411,088,962
541,356,274
VI. Cash and cash equivalents at the end of
the year
7(43)
277,255,808
411,088,962
accounting affairs:
The head of the
63
64
-
-
-
3. Distributions to minority
interests
Transactions with minority
interests
Others
183,970,409
-
2. Appropriation general
reserve
Balance at the end of
2013
-
1. Appropriation surplus
reserve
Appropriation of profits
22,071,573
(219,061)
3,307,471
-
-
-
-
267,779
(2,882,624)
-
-
Sub-total
(2,882,624)
-
21,865,787
-
21,865,787
15,504,186
-
-
-
6,296,340
-
-
-
-
-
-
9,207,846
-
9,207,846
accounting affairs:
55,058
-
-
-
25,305
-
-
-
-
-
29,753
-
29,753
General reserve
(1,587,156)
-
-
-
-
-
-
-
(1,547,151)
(1,547,151)
-
(40,005)
-
(40,005)
Difference in
foreign currency
Equity attributable to the shareholders of the Company
Capital reserve/
Surplus reserve
Reserve
-
-
Other comprehensive
income
Minority shareholders’
contributions or decrease
of capital
Capital injection by
shareholders
-
183,702,630
-
183,702,630
Paid-in capital
Net profit for the year
Balance at 1 January
2013
Add: Changes in
accounting policies
2012 (restated)
Item
51,895,700
-
-
-
(6,296,340)
(25,305)
(267,779)
-
37,838,937
-
37,838,937
20,646,187
-
20,646,187
Retained
earnings
156,066,337
44,558
(11,342,610)
(4,784,471)
-
-
-
8,192,791
18,880,844
(960,438)
19,841,282
145,075,225
-
145,075,225
The head of the
271,909,770
(219,061)
3,307,471
-
-
-
-
-
33,409,162
(4,429,775)
37,838,937
235,412,198
-
235,412,198
Sub-total
Minority interests
427,976,107
(174,503)
(8,035,139)
(4,784,471)
-
-
-
8,192,791
52,290,006
(5,390,213)
57,680,219
380,487,423
-
380,487,423
Total shareholders’
equity
Unit: RMB’000
Consolidated Statement of Changes in Shareholders’ Equity
65
-
-
-
Other comprehensive
income
Sub-total
Minority shareholders’
contributions or decrease
of capital
-
-
-
-
3. Distributions to minority
interests
Transfer of state-owned
shares
Transactions with minority
interests
Others
183,702,630
-
2. Appropriation general
reserve
2012 (restated)
-
1. Appropriation surplus
reserve
-
183,702,630
-
183,702,630
Paid-in capital
Balance at 1 January
2012(restated)
Add: Changes in
accounting policies
2011
Item
21,865,787
(128,324)
1,212,658
-
-
-
-
-
(623,861)
(623,861)
-
21,405,314
-
21,405,314
29,753
-
-
-
-
-
29,753
-
-
-
-
-
-
-
Capital reserve/
Surplus reserve
Reserve
accounting affairs:
9,207,846
-
-
-
-
9,207,846
-
-
-
-
-
-
-
-
General reserve
(40,005)
-
-
-
-
-
-
-
(40,005)
(40,005)
-
-
-
-
Difference in
foreign currency
Equity attributable to the shareholders of the Company
20,646,187
-
-
(222,405)
-
(9,207,846)
(29,753)
-
30,155,066
30,155,066
(48,875)
(48,875)
-
Retained
earnings
145,075,225
(9,415)
(1,558,684)
222,405
(4,461,523)
-
-
5,620,984
15,607,215
(252,820)
15,860,035
129,654,243
(36,191)
129,690,434
380,487,423
(137,739)
(346,026)
-
(4,461,523)
-
-
5,620,984
45,098,415
(916,686)
46,015,101
334,713,312
(85,066)
334,798,378
Total shareholders’
equity
The head of the
235,412,198
(128,324)
1,212,658
(222,405)
-
-
-
-
29,491,200
(663,866)
30,155,066
205,059,069
(48,875)
205,107,944
Sub-total
Minority interests
Unit: RMB’000
For the year ended 31 December 2012 (Restated)
Consolidated Statement of Changes in Shareholders’ Equity
Balance Sheet
Unit: RMB’000
Item
Note
2013
2012
415,226
510,945
Placements with banks and non-bank financial
institutions
-
-
Trading financial assets
-
-
Derivative financial assets
-
-
5,112,389
10,524,514
Inventories
-
-
Financial assets held under resale agreements
-
-
Assets
Cash and deposits
7(1)
7(5)
7(8)
2,732,302
3,233,788
7(9)
201,043
200,000
-
-
Investment classified as receivables
-
-
213,164,771
209,886,374
-
-
2,700
2,896
-
-
Intangible assets
-
-
Goodwill
-
-
Deferred tax assets
-
-
Other assets
-
-
Total assets
221,628,431
224,358,517
7(12)
Fixed assets
66
accounting affairs:
The head of the
Balance Sheet (Continued)
Unit: RMB’000
Item
Note
2013
2012
Placements from banks and non-bank financial
institutions
-
-
Trading financial liabilities
-
-
Derivative financial liabilities
-
-
1,245,367
352,360
Financial assets sold under repurchase
agreements
-
-
Deposits from banks and non-bank financial
institutions and customers
-
-
Liabilities
Bills and payables
7(22)
Taxes payable
5(3)
16,332
12,205
Loans
7(26)
500,000
4,334,155
Debts securities issued
7(27)
577,710
730,490
3,444,219
3,368,776
261
-
7,630
7,760
5,791,519
8,805,746
183,970,409
183,702,630
31,583,697
31,552,609
55,058
29,753
227,748
267,779
215,836,912
215,552,771
Total liabilities and shareholders’ equity
221,628,431
224,358,517
Provisions
Other liabilities
Total liabilities
Shareholders’ equity
Paid-in capital
7(30)
Surplus reserve
Retained earnings
7(33)
accounting affairs:
The head of the
67
Income Statement
Unit: RMB’000
Item
I. Operating income
Note
2013
2012
7(34)
542,811
536,303
269,108
535,214
-
-
21,553
21,483
160,071
39,071
87,484
508,815
-
(34,155)
273,703
1,089
1,850
321,936
22,500
25,493
-
-
253,053
297,532
-
-
253,053
297,532
(3,680)
328
249,373
297,860
Less: Total operating expenses
Including: Operating costs
Business taxes and surcharges
General and administrative expenses
Financial expenses
7(35)
Impairment losses
II. Operating profit
Add: Non-operating income
Less: Non-operating expenses
7(40)
(including: losses from disposal of non-current
assets)
III. Profit before income tax
Less: Income tax expense
7(41)
IV. Net profit
V. Other comprehensive income
7(42)
VI. Total comprehensive income
68
accounting affairs:
The head of the
Statement of Cash Flows
Unit: RMB’000
Item
Note
2013
2012
444,555
130,572
81,663
423,320
526,218
553,892
13,726
65,186
Cash paid relating to other operating activities
1,709,091
47,441
Sub-total of cash outflows from operating
activities
1,722,817
112,627
(1,196,599)
441,265
5,251,194
702,533
I. Cash flows from operating activities:
Cash received relating to interests, fee and
commission
Cash received relating to other operating activities
Sub-total of cash inflows from operating
activities
Cash paid for taxes
II. Cash flows from investing activities:
Cash received from disposal of investments
Cash received relating to other investing activities
7(43)
699,999
Sub-total of cash inflows from investing
activities
5,951,193
702,533
Cash paid for acquisition of investments
4,751,771
5,161,000
-
700,000
Sub-total of cash outflows from investing
activities
4,751,771
5,861,000
Net cash outflow from investing activities
1,199,422
(5,158,467)
Cash received from loans
-
4,338,852
Sub-total of cash inflows from financing
activities
-
4,338,852
Cash paid relating to other investing activities
III. Cash flows from financing activities
69
Statement of Cash Flows
Unit: RMB’000
Item
Note
2013
2012
Cash repayments of loans
61,912
-
Cash paid for interest
32,178
122,701
-
12,338,163
94,090
12,460,864
(94,090)
(8,122,012)
(4,452)
(9,302)
Cash paid relating to other financing activities
Sub-total of cash outflows from financing
activities
Net cash inflow from financing activities
IV. Effect of foreign exchange rate changes on
cash and cash equivalents
V. Net increase in cash and cash equivalents
7(43)
(95,719)
(12,848,516)
Add: Cash and cash equivalents at the beginning
of the year
7(43)
510,945
13,359,461
VI. Cash and cash equivalents at the end of
the year
7(43)
415,226
510,945
70
accounting affairs:
The head of the
71
Balance as at the beginning of 2012
Add: Change in accounting policies and
revaluation adjustment
Prior year adjustments
Balance at the beginning of the year
Other comprehensive income
Sub-total
Capital injection by shareholders
1. Appropriation surplus reserve
2. Appropriation general reserve
3. Distributions to minority interests
Balance at the end of 2012
Item
Prior year adjustments
Balance at the beginning of the year
Other comprehensive income
Sub-total
Capital injection by shareholders
1. Appropriation surplus reserve
2. Appropriation general reserve
3. Distributions to minority interests
Others
Balance at the end of 2013
Add: Change in accounting policies and
revaluation adjustment
Balance as at the beginning of 2013
Item
25,305
55,058
29,753
-
-
31,552,281
328
328
31,552,609
183,702,630
183,702,630
The person in charge of accounting affairs:
-
29,753
29,753
-
-
34,768
215,836,912
215,552,771
253,053
(3,680)
249,373
-　-
215,552,771
-
215,552,771
215,254,911
297,532
328
297,860
-
The head of the accounting department:
(29,753)
267,779
297,532
297,532
-
-
215,254,911
Unit: RMB’000
The head of the accounting department:
(25,305)
227,748
267,779
253,053
253,053
(267,779)
-
Equity attributable to the shareholders of the Company for 2012
Surplus reserve
Retained earnings
31,552,281 -
-
Paid-in capital
183,702,630
34,768
31,583,697
183,970,409
The person in charge of accounting affairs:
31,552,609
(3,680)
(3,680)
-
-
Equity attributable to the shareholders of the Company for 2013
Surplus reserve
Retained earnings
31,552,609
29,753
267,779
183,702,630
267,779
-
Paid-in capital
183,702,630
Unit: RMB’000
Statement of Changes in Shareholders’ Equity
NOTES TO THE FINANCIAL STATEMENTS
OF CITIC GROUP CORPORATION
FOR THE YEAR ENDED 31 DECEMBER 2013
EXPRESSED IN RENMINBI’ 000
Notes to the Financial Statements
(Expressed in Renminbi’000 unless otherwise stated)
1. Company profile
CITIC Group is a multi-business group company, established upon the approval of the State Council of the
People’s Republic of China (“PRC”). In 2011, CITIC Group was wholly restructured and renamed as CITIC Group
Corporation (“the Company”). On behalf of the State Council, the Ministry of Finance (“MOF”) of PRC took the
responsibilities of investor and is the sole shareholder of the Company. On 27 December 2011, the Company
obtained the new business license (No.100000000000895 (4-4)) and its registered address is 6 Xinyuannanlu,
Chaoyang District, Beijing.
According to the resolution of the fifth meeting of the first session of the Board of Directors of the Company
and the Approval of MOF on Issues Concerning the Appropriation of profits of CITIC Group Corporation for
2012 (Cai Jin Han [2013] No. 42), the Company transferred retained profit of RMB 267,778,771.84 into paidup capital, the basis date of which was 23 May 2013. The above-mentioned transfer was verified by Zhongjia
Youyi Accounting Firm Co., Ltd. with a capital verification report (Zhong Jia You Yi Yan Zi [2013] No. 10)
issued on 19 June 2013. The accumulated paid-up capital of the Company after such transfer was RMB
183,970,408,771.84.
The principal activities of the Company and its subsidiaries (together referred to as “the Group”) are financial
services, real estate and infrastructure, engineering contracting, resources and energy, manufacturing and other
services.
2. Basis of preparation
The financial statements have been prepared in accordance with the requirements of Accounting Standards for
Business Enterprises – Basic Standard and 38 Special Standards issued by the MOF of the PRC on 15 February
2006, and application guidance, interpretation and other relevant accounting regulations issued subsequently
(collectively referred to as “Accounting Standards for Business Enterprises”).
3. Statement of compliance with Accounting Standards for Business Enterprises
The financial statements have been prepared in accordance with the requirements of Accounting Standards for
Business Enterprises, and truly and completely reflect the consolidated financial position and the financial position of
the Group on 31 December 2013 and the consolidated results of options the results of operations, the consolidated
cash flows and the cash flows for the year then ended.
4. Principal accounting policies and estimates
(1) Accounting year
Thee accounting year of the Group is from 1 January to 31 December in calendar year.
(2) Measurement basis
72
The measurement basis used in the preparation of the financial statements is the historical cost basis, except
for the assets and liabilities set out below:
-- Financial assets and financial liabilities designated at fair value through profit or loss (including trading financial
assets or trading financial liabilities)(see Note 4(15))
-- Available-for-sale financial assets (see Note 4(15))
-- Investment properties (see Note 4(9))
(3) Functional currency and presentation currency
The Company’s functional currency is Renminbi and these financial statements are presented in Renminbi.
Functional currency is determined by the Company and its subsidiaries on the basis of the currency in which major
income and costs are denominated and settled. The Company translates the financial statements of subsidiaries
from their respective functional currencies into the Company’s functional currency (see Note4 (5)) if the subsidiaries’
functional currencies are not the same as that of the Company.
(4) Business combinations and consolidated financial statements
(a) Business combinations under common control
A business combination under common control is a business combination in which all of the combining
enterprises are ultimately controlled by the same party or parties both before and after the business combination,
and that control is not transitory. The assets and liabilities obtained are measured at the carrying amounts as
recorded by the enterprise being combined on the combination date. The difference between the carrying amount
of the net assets obtained and the carrying amount of consideration paid for the combination (or the total face value
of shares issued) is adjusted to the capital premium in the capital reserve. If the balance of the capital premium is
insufficient, any excess is adjusted to retained earnings. Any costs directly attributable to the combination shall be
recognized in profit or loss for the current period when occurred. The e combination date is the date on which one
combining enterprise effectively obtains control of the other combining enterprises.
(b) Business combinations not under common control
A business combination not under common control is a business combination in which all of the combining
enterprises are not ultimately controlled by the same party or parties both before and after the business combination.
Where 1) the aggregate of the fair value on the acquisition date of assets transferred (including the acquirer’s
previously held equity interest in the acquiree), liabilities incurred or assumed, and equity securities issued by the
acquirer, in exchange for control of the acquiree, exceeds 2) the acquirer’s interest in the fair value on the acquisition
date of the acquiree’s identifiable net assets, the difference is recognized as goodwill. Where 1) is less than 2), the
difference is recognized in profit or loss for the current period. The costs of the issuance of equity or debt securities
as a part of the consideration paid for the acquisition are included as a part of initial recognition amount of the equity
or debt securities. Other acquisition-related costs arising from the business combination are recognized as expenses
in the periods in which the costs are incurred. The difference between the fair value and the carrying amount of the
assets transferred is recognized in profit or loss. The acquiree’s identifiable asset, liabilities and contingent liabilities,
73
if satisfying the recognition criteria, are recognized by the Group at their fair value on the acquisition date. The
acquisition date is the date on which the acquirer effectively obtains control of the acquiree.
(c) Consolidated financial statements
The scope of consolidated financial statements is based on control and the consolidated financial statements
comprise the Company and its subsidiaries. Control is the power to govern the financial and operating policies of an
enterprise so as to obtain benefits from its operating activities. In assessing control, potential voting rights, such as
warrants and convertible bonds, which are currently exercisable or convertible, are taken into account. The financial
position, financial performance and cash flows of subsidiaries are included in the consolidated financial statements
from the date that control commences until the date that control ceases.
Where a subsidiary was acquired during the reporting period, through a business combination under common
control, the financial statements of the subsidiary are included in the consolidated financial statements as if the
combination had occurred on the date that the ultimate controlling party first obtained control. The opening balances
and the comparative Figures of the consolidated financial statements are also restated. In the preparation of the
consolidated financial statements, the subsidiary’s assets and liabilities based on their carrying amounts are included
in the consolidated balance sheet, and financial performance is included in the consolidated income statement,
respectively, from the date that the ultimate parent company of the Company obtains the control of the subsidiary to
be consolidated.
Where a subsidiary was acquired during the reporting period, through a business combination not under
common control, the identifiable assets and liabilities of the acquired subsidiaries are included in the scope of
consolidation from the date that control commences, based on the fair value of those identifiable assets and liabilities
on the acquisition date. For a business combination not under common control and achieved in stages, the Group
re-measures its previously-held equity interest in the acquiree to its fair value on the acquisition date. The difference
between the fair value and the carrying amount is recognized as investment income for the current period; the
amount recognized in other comprehensive income relating to the previously-held equity interest in the acquiree is
reclassified as investment income for the current period.
Minority interest is presented separately in the consolidated balance sheet within shareholders’ equity. Net profit
or loss attributable to minority shareholders is presented separately in the consolidated income statement under
the net profit line item. Comprehensive income attributable to minority shareholders is presented separately in the
consolidated income statement under the total comprehensive income line item.
When the amount of loss for the current period attributable to the minority shareholders of a subsidiary exceeds
the minority shareholders’ portion of the opening balance of shareholders’ equity of the subsidiary, the excess is
allocated against the minority interests.
When the accounting period or accounting policies of a subsidiary are different from those of the Company, the
Company makes necessary adjustments to the financial statements of the subsidiary based on the Company’s own
accounting period or accounting policies. Intra-group balances and transactions, and any unrealized profit or loss
arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealized
74
losses resulting from intra-group transactions are eliminated in the same way as unrealized gains, but only to the
extent that there is no evidence of impairment.
(5) Translation of foreign currencies
The foreign currency transactions of Group are, on initial recognition, translated to Renminbi at the spot
exchange rates the dates of the transactions. A spot exchange rate is an exchange rate quoted by the People’s
Bank of China.
Monetary items denominated in foreign currencies are translated to Renminbi at the spot exchange rate on the
balance sheet date. The resulting exchange differences, except for those arising from the principal and interest of
specific foreign currency borrowings for the purpose of acquisition, construction or production of qualifying assets
(see Note 4(21)), are recognized in profit or loss. Nonmonetary items denominated in foreign currencies that are
measured at historical cost are translated to Renminbi using the foreign exchange rate on the transaction date. Nonmonetary items denominated in foreign currencies that are measured at fair value are translated using the foreign
exchange rate on the date the fair value is determined; the resulting exchange differences are recognized in profit or
loss, except for the differences arising from the translation of available-for-sale financial assets, which are recognized
as other comprehensive income in capital reserve.
The assets and liabilities of foreign operations are translated to Renminbi at the spot exchange rate on the
balance sheet date. The equity items, excluding “Retained earnings”, are translated to Renminbi at the spot
exchange rates on the transaction dates. The income and expenses of foreign operations are translated to
Renminbi at the spot exchange rates on the transaction dates. The resulting translation differences are recognized
in shareholders’ equity. Upon disposal of a foreign operation, the cumulative amount of the translation differences
recognized in shareholders’ equity which relates to that foreign operation is transferred to profit or loss in the period
in which the disposal occurs.
(6) Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, demand deposits, and short-term, highly liquid investments,
which are readily convertible into known amounts of cash and are subject to an insignificant risk of change in value.
(7) Inventories
Inventories are initially measured at cost. Cost of inventories comprises all costs of purchase, costs of
conversion and other expenditures incurred in bringing the inventories to their present location and condition.
Borrowing costs directly related to the production of qualifying inventories are also included in the cost of inventories
(see Note 4(21)). Cost of inventories is calculated using appropriate method according to actual situation. In addition
to the purchasing cost of raw materials, work in progress and finished goods include direct labor costs and an
appropriate allocation of production overheads.
On the balance sheet date, inventories are carried at the lower of cost and net realizable value.
Any excess of the cost over the net realizable value of each item of inventories is recognized as a provision for
diminution in the value of inventories. Net realizable value is the estimated selling price in the ordinary course of business
less the estimated costs of completion and the estimated costs necessary to make the sale and relevant taxes.
75
(8) Long-term equity investments
(a) Investments in subsidiaries
In the Group’s consolidated financial statements, investments in subsidiaries are accounted for in accordance
with the principles described in Note 4(4)(c).
In the Company’s separate financial statements, investments in subsidiaries are measured as follows:
-- The initial investment cost of a long-term equity investment obtained through a business combination under
common control is the Company’s share of the carrying amount of the subsidiary’s equity on the combination date.
The difference between the initial investment cost and the carrying amounts of the consideration given is adjusted to
the capital premium in capital reserve. If the balance of the capital premium is insufficient, any excess is adjusted to
retained earnings.
-- For a long-term equity investment obtained through a business combination not under common control, the
initial investment cost comprises the aggregate of the fair value of assets transferred, liabilities incurred or assumed,
and equity securities issued by the Company, in exchange for control of the acquiree. If it is achieved in stages, the
initial cost comprises the carrying value of previously-held equity investment in the acquiree immediately before the
acquisition date, and the additional investment cost on the acquisition date.
-- An investment in a subsidiary acquired otherwise than through a business combination is initially recognized
in accordance with the principles described in Note 4 (8) (b).
In the Company’s separate financial statements, long-term equity investments in subsidiaries are accounted
for using the cost method. Except for cash dividends or appropriation of profits declared but not yet distributed
that have been included in the price or consideration paid in obtaining the investments, the Company recognizes its
share of the cash dividends or appropriation of profits declared by the investee as investment income irrespective
of whether these represent the net profit realized by the investee before or after the investment. The investments in
subsidiaries are stated in the balance sheet at cost less impairment losses (see Note 4 (16) (c)).
(b) Investment in jointly controlled enterprises and associates
A jointly controlled enterprise is an enterprise which operates under joint control in accordance with a
contractual agreement between the Group and other parties.
An associate is an enterprise over which the Group has significant influence.
An investment in a jointly controlled enterprise or an associate is initially recognized in accordance with the
following principles: at the actual consideration paid if the Group acquires the investment by cash, or at the fair value
of the equity securities issued if an investment is acquired by issuing equity securities, or at the value stipulated in the
investment contract or agreement if an investment is contributed by an investor.
An investment in a jointly controlled enterprise or an associate is accounted for using the equity method, unless
the investment is classified as held for sale (see Note 4(14)).
The Group makes the following accounting treatments when using the equity method:
-- Where the initial investment cost of a long-term equity investment exceeds the Company’s interest in the
fair value of the investee’s identifiable net assets on the date of acquisition, the investment is initially recognized at
76
the initial investment cost. Where the initial investment cost is less than the Company’s interest in the fair value of
the investee’s identifiable net assets on the date of acquisition, the investment is initially recognized at the investor’s
share of the fair value of the investee’s identifiable net assets, and the difference is charged to profit or loss.
-- After the acquisition of the investment, the Group recognizes its share of the investee’s profit or loss after
deducting the amortization of the debit balance of the equity investment difference, which was recognized by the
Group before the first-time adoption of CAS, as investment income or losses, and adjusts the carrying amount of
the investment accordingly. The debit balance of the equity investment difference is amortized using the straight-line
method over the period which is determined in accordance with previous accounting standards. Once the investee
declares any cash dividends or appropriation of profits, the carrying amount of the investment is reduced by that
amount attributable to the Group.
The Group recognizes its share of the investee’s net profits or losses after making appropriate adjustments to
align the accounting policies or accounting periods with those of the Group based on the fair value of the investee’s
identifiable net assets on the date of acquisition. Unrealized profits and losses resulting from transactions between
the Group and its associates or jointly controlled enterprises are eliminated to the extent of the Group’s interest in the
associates or jointly controlled enterprises. Unrealized losses resulting from transactions between the Group and its
associates or jointly controlled enterprises are eliminated in the same way as unrealized gains but only to the extent
that there is no evidence of impairment.
-- The Group discontinues recognizing its share of net losses of the investee after the carrying amount of the
long-term equity investment and any long-term interest that in substance forms part of the Group’s net investment
in the associate or the jointly controlled enterprise is reduced to zero, except to the extent that the Group has an
obligation to assume additional losses. Where net profits are subsequently made by the associate or jointly controlled
enterprise, the Group resumes recognizing its share of those profits only after its share of the profits equals the share
of losses not recognized.
-- The Group adjusts the carrying amount of the long-term equity investment for changes in shareholders’ equity
of the investee other than those arising from net profits or losses, and recognizes the corresponding adjustment in
equity.
At year-end, the Group makes provision for impairment of investments in jointly controlled enterprises and
associates in accordance with the principles described in Note 4(16)(c).
(c) Other long-term equity investments
Other long-term equity investments refer to investments where the Group does not have control, joint control or
significant influence over the investees, and the investments are not quoted in an active market and their fair value
cannot be reliably measured.
Such investments are initially recognized at the cost determined in accordance with the same principles as
those for jointly controlled enterprises and associates, and then accounted for using the cost method (see Note 4(8)
(a)). At year-end the Group makes provision for impairment of such investments in accordance with the principles
described in Note 4(16)(b).
77
(9) Investment properties
Investment properties are properties held either to earn rental income or for capital appreciation or for both.
Investment properties are accounted for using the fair value model. No depreciation or amortization is provided
for an investment property. The carrying amount of the investment property is adjusted to its fair value on the balance
sheet date. The difference between the fair value and the original carrying amount is recognized in profit or loss.
The fair value of the investment properties is estimated based on the market price and other relevant information
regarding the same or similar types of properties from the active property market in the location in which the
investment properties are situated.
(10) Fixed assets and construction in progress
Fixed assets represent the tangible assets held by the Company for use in the production of goods, supply of
services, for rental to others or for administrative purposes with useful lives over one year.
Fixed assets are stated in the balance sheet at cost less accumulated depreciation and impairment losses (see
Note 4(16)(c)). Construction in progress is stated in the balance sheet at cost less impairment losses (see Note 4(16)(c)).
The cost of a purchased fixed asset comprises the purchase price, related taxes, and any directly attributable
expenditure for bringing the asset to working condition for its intended use. The cost of self-constructed assets
includes the cost of materials, direct labor, capitalized borrowing costs (see Note 4(21)), and any other costs directly
attributable to bringing the asset to working condition for its intended use. Costs of environmental protection and
ecological restoration arising from obligations incurred when fixed assets are disposed of are included in the initial
cost of fixed assets.
Construction in progress is transferred to fixed assets when it is ready for its intended use. No depreciation is
provided against construction in progress.
Where the parts of an item of fixed assets have different useful lives or provide benefits to the Company in a
different pattern, thus necessitating use of different depreciation rates or methods, each part is recognized as a
separate fixed asset.
The subsequent costs including the cost of replacing part of an item of fixed assets are recognized in the carrying
amount of the item if the criteria to recognize fixed assets are satisfied, and the carrying amount of the replaced part is
derecognized. The costs of the day-to-day servicing of fixed assets are recognized in profit or loss as incurred.
Gains or losses arising from the retirement or disposal of an item of fixed asset are determined as the difference
between the net disposal proceeds and the carrying amount of the item and are recognized in profit or loss on the
date of retirement or disposal. The cost of fixed asset, less its estimated residual value and accumulated impairment
losses, is depreciated using the straight-line method over their estimated useful lives, unless the fixed asset is
classified as held for sale (see Note 4(14)). The estimated useful lives, residual value and depreciation rates of each
class of fixed assets are as follows:
78
Financial
Non-Financial
Useful life Estimated residual value
Land, plant and buildings
Useful life Estimated residual value
30-35 years
0-5%
5-70 years
0-10%
Machinery equipment
N/A
N/A
3-26 years
0-10%
Motor vehicles
N/A
N/A
3-10 years
0-10%
3-10
0-10%
3-10 years
0-10%
Others
Useful lives, residual value and depreciation methods are reviewed at least at each year-end.
(11) Operating lease charges
Rental payments under operating leases are recognized as part of the cost of another related asset or as
expenses on a straight-line basis over the lease term.
(12) Intangible assets
Intangible assets are stated in the balance sheet at cost less accumulated amortization (where the estimated
useful life is finite) and impairment losses (see Note 4(16) (c)).
For an intangible asset with finite useful life, its cost less residual value and impairment loss is amortized on the
straight-line method over its estimated useful life, unless the intangible asset is classified as held for sale (see Note 4(14)).
An intangible asset is regarded as having an indefinite useful life and is not amortized when there is no
foreseeable limit to the period over which the asset is expected to generate economic benefits for the Group. The
Group reassesses the useful lives of intangible assets with indefinite useful lives in each accounting period. If there is
evidence indicating that the useful life of that intangible asset is finite, the Group estimates its useful life and accounts
for it in accordance with the same policy as intangible assets with finite useful lives described above.
(13) Goodwill
The initial cost of goodwill represents the excess of cost of acquisition over the acquirer’s interest in the fair value
of the identifiable net assets of the acquiree under the business combination not under common control.
Goodwill is not amortized and is stated in the balance sheet at cost less accumulated impairment losses
(see Note 4(16) (c)). On disposal of an asset group or a set of asset groups, any attributable amount of purchased
goodwill is written off and included in the calculation of the profit or loss on disposal.
(14) Non-current assets held for sale
A non-current asset is accounted for as held for sale when the Group has made a decision and signed a noncancellable agreement on the transfer of the asset with the transferee, and the transfer is expected to be completed
within one year. Such non-current assets may include fixed assets, intangible assets, investment properties
subsequently measured using the cost model, long-term equity investment and etc., but do not include financial
assets and deferred tax assets. Non-current assets held for sale are stated at the lower of carrying amount and net
realizable value. Any excess of the carrying amount over the net realizable value is recognized as an impairment
loss. On the balance sheet date, non-current assets held for sale continue to be presented under the same asset
classification as before they were held for sale.
79
(15) Financial instruments
Financial instruments include cash at bank and on hand, investments in debt and equity securities other than
long-term equity investments (see Note 4(8)), loans and receivables, payables, borrowings, debts securities issued
and paid-in capital.
(a) Recognition and measurement of financial assets and financial liabilities
A financial asset or financial liability is recognized in the balance sheet when the Group becomes a party to the
contractual provisions of a financial instrument.
The Group classifies financial assets and liabilities into different categories at initial recognition based on the
purpose of acquiring assets or assuming liabilities: financial assets and financial liabilities designated at fair value
through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets and
other financial liabilities.
Financial assets and financial liabilities are measured initially at fair value. For financial assets and financial
liabilities designated at fair value through profit or loss, any related directly attributable transaction costs are charged
to profit or loss; for other categories of financial assets and financial liabilities, any related directly attributable
transaction costs are included in their initial costs. Subsequent to initial recognition, financial assets and liabilities are
measured as follows:
-- Financial assets and financial liabilities designated at fair value through profit or loss (including financial assets
or financial liabilities held for trading)
A financial asset or financial liability is classified as at fair value through profit or loss if it is acquired or incurred
principally for the purpose of selling or repurchasing in the near term or if it is a derivative, unless the derivative is a
designated and effective hedging instrument, or a financial guarantee contract, or a derivative that is linked to and
must be settled by delivery of an unquoted equity instrument (without a quoted price from an active market) whose
fair value cannot be reliably measured.
Subsequent to initial recognition, financial assets and financial liabilities designated at fair value through profit or
loss are measured at fair value, and changes therein are recognized in profit or loss.
-- Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market, other than: (i) those that the Group intends to sell immediately or in the near term, which
will be classified as held for trading; (ii) those that the Group, upon initial recognition, designates as at fair value
through the profit or loss or as available-for-sale; or (iii) those where the Group may not recover substantially all of its
initial investment, other than because of credit deterioration, which will be classified as available-for-sale.
The Group’s loans and receivables mainly include deposits with banks and non-bank financial institutions,
placements with banks and non-bank financial institutions, parts of bills and receivables, financial assets held under
resale agreements (see Note 4(15)(g)), loans and advances to customers etc.
Subsequent to initial recognition, loans and receivables are measured at amortized cost using the effective
interest method.
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-- Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed
maturity that the Group has the positive intention and ability to hold to maturity.
Subsequent to initial recognition, held-to-maturity investments are measured at amortized cost using the
effective interest method.
-- Available-for-sale financial assets
Available-for-sale financial assets include non-derivative financial assets that are designated upon initial
recognition as available for sale and other financial assets which do not fall into any of the above categories.
Equity instruments investment whose fair value cannot be measured reliably are measured at cost subsequent
to initial recognition. Other available-for-sale financial assets are measured at fair value subsequent to initial
recognition and
changes therein, except for impairment losses and foreign exchange gains and losses from monetary financial
assets which are recognized directly in profit or loss, are recognized as other comprehensive income in capital
reserve. When an investment is derecognized, the cumulative gain or loss is reclassified from equity to profit or
loss. Dividend income from the available-for-sale equity instruments is recognized in profit or loss when the investee
declares the dividends. Interest on available-for-sale financial assets calculated using the effective interest method is
recognized in profit or loss (see Note 4(20)(a)).
-- Other financial liabilities
Financial liabilities other than the financial liabilities designated at fair value through profit or loss are classified as
other financial liabilities.
Other financial liabilities mainly include placements from banks and non-bank financial institutions, parts of bills
and payables, financial assets sold under repurchase agreements (see note 4(15)(g)), deposits from banks and nonbank financial institutions and customers, parts of employee benefits payable, borrowings, debts securities issued
and provisions etc.
Financial guarantees are contracts that require the Group (i.e. the guarantor) to make specified payments
to reimburse the beneficiary of the guarantee (the holder) for a loss the holder incurs because a specified debtor
fails to make payment when due in accordance with the terms of a debt instrument. Where the Group issues a
financial guarantee, subsequent to initial recognition, the guarantee is measured at the higher of the amount initially
recognized less accumulated amortization and the amount of a provision determined in accordance with the
principles of contingencies (see Note 4(19)).
Except for the liabilities arising from financial guarantee contracts described above, subsequent to initial
recognition, other financial liabilities are measured at amortized cost using the effective interest method.
(b) Derivatives and embedded derivatives
Derivatives mainly include forward and swap contracts performed in foreign currency market and interest rate
market. The Group uses derivatives to hedge its exposure on foreign exchange and interest rate risks. The Group
adopts hedge accounting in accordance with Note 4(22) for derivatives designated as hedging instruments if the
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hedge is effective. Other derivatives are accounted for as trading financial assets or financial liabilities. Derivatives are
recognized at fair value upon initial recognition. The positive fair value is recognized as assets while the negative fair
value is recognized as liabilities. The gain or loss on re-measurement to fair value is recognized immediately in profit
or loss.
Certain derivative is embedded into a non-derivative instrument (the host contract). The embedded derivatives
are separated from the host contract and accounted for as a derivative when (i) the economic characteristics and
risks of the embedded derivative are not closely related to the host contract; (ii) a separate instrument with the same
terms as the embedded derivative would meet the definition of a derivative; and (iii) the hybrid (combined) instrument
is not measured at fair value with changes in fair value recognized in profit or loss. When the embedded derivative is
separated, the host contract is accounted for in accordance with Note 4(15)(a).
(c) Offsetting a financial asset against a financial liability
Financial assets and financial liabilities are presented separately in the balance sheet and are not offset.
However, a financial asset and a financial liability are offset and the
net amount is presented in the balance sheet when both of the following conditions are satisfied:
-- The Group has a legal right to set off the recognized amounts and the legal right is currently enforceable; and
-- The Group intends either to settle on a net basis, or to realize the financial asset and settle the financial liability
simultaneously.
(d) Determination of fair value
If there is an active market for a financial asset or financial liability, the quoted price in the active market is used
to establish the fair value of the financial asset or financial liability. If no active market exists for a financial instrument,
a valuation technique is used to establish the fair value. Valuation techniques include using recent arm’s length
market transactions between knowledgeable, willing parties, reference to the current fair value of another instrument
that is substantially the same, discounted cash flow analysis, and option pricing models. The Group calibrates the
valuation technique and tests it for validity periodically.
(e) De-recognition of financial assets and financial liabilities
A financial asset is derecognized if the Group’s contractual rights to the cash flows from the financial asset
expire or if the Group transfers substantially all the risks and rewards of ownership of the financial asset to another
party.
Where a transfer of a financial asset in its entirety meets the criteria for de-recognition, the difference between
the two amounts below is recognized in profit or loss:
-- The carrying amount of the financial asset transferred
-- The sum of the consideration received from the transfer and any cumulative gain or loss that has been
recognized directly in equity.
The Group derecognizes a financial liability (or part of it) only when the underlying present obligation (or part of it)
is discharged, cancelled or expires.
(f) Equity instrument
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An equity instrument is a contract that proves the ownership interest of the assets after deducting all liabilities in
the Company.
The consideration received from the issuance of equity instruments net of transaction costs is recognized in
shareholders’ equity. Consideration and transaction costs paid by the Company for repurchasing self-issued equity
instruments are deducted from shareholders’ equity.
(g) Financial assets held under resale and financial assets sold under repurchase agreements
Financial assets held under resale agreements are transactions which the Group acquires financial assets
which will be resold at a predetermined price in the future date under resale agreements. Financial assets sold
under repurchase agreements are transactions which the Group sells financial assets which will be repurchased at a
predetermined price in the future date under repurchase agreements.
The cash advanced or received is recognized as amounts held under resale and repurchase agreements on
the statement of financial position. Assets held under resale agreements are recorded in memorandum accounts
as off-balance sheet items. Assets sold under repurchase agreements continue to be recognized in the financial
statements.
The difference between the sale and repurchase consideration, and that between the purchase and resale
consideration, are amortized over the period of the respective transaction using the effective interest method and are
included in interest income and interest expense respectively.
(16) Impairment of Assets
Except for impairment of assets in Note 4(7), impairment of assets is accounted for using the following
principles:
(a) Impairment of financial assets
The carrying amounts of financial assets (other than those at fair value through profit or loss) are reviewed on
each balance sheet date to determine whether there is objective evidence of impairment. If any such evidence exists,
an impairment loss is recognized.
-- Loans and receivables and held-to-maturity investments
Held-to-maturity investments, loans and receivables are assessed for impairment both on an individual basis
and on a collective group basis.
Where impairment is assessed on an individual basis, an impairment loss in respect of a loan, receivable or
held-to-maturity investment is calculated as the excess of its carrying amount over the present value of the estimated
future cash flows (exclusive of future credit losses that have not been incurred) discounted at the original effective
interest rate. All impairment losses are recognized in profit or loss.
The assessment is made collectively where loans, receivables and held-to-maturity investments share similar
credit risk characteristics (including those having not been individually assessed as impaired), based on their
historical loss experiences, and adjusted by the observable factors reflecting present economic conditions.
If, after an impairment loss has been recognized on loans, receivables or held-to-maturity investments, there is
objective evidence of a recovery in value of the financial asset which can be related objectively to an event occurring
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after the impairment was recognized, the previously recognized impairment loss is reversed through profit or loss. A
reversal of an impairment loss will not result in the asset’s carrying amount exceeding what the amortized cost would
have been had no impairment loss been recognized in prior years.
-- Available-for-sale financial assets
Available-for-sale financial assets are assessed for impairment on an individual basis.
When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in fair value that
has been recognized directly in equity is reclassified to profit or loss even though the financial asset has not been
derecognized.
If, after an impairment loss has been recognized on an available-for-sale debt instrument, the fair value of the
debt instrument increases in a subsequent period and the increase can be objectively related to an event occurring
after the impairment loss was recognized, the impairment loss is reversed through profit or loss. An impairment loss
recognized for an investment in an equity instrument classified as available-for-sale is not reversed through profit or
loss.
(b) Impairment of other long-term equity investments
Other long-term equity investments (see Note 4(8)(c)) are assessed for impairment on an individual basis.
For other long-term equity investments, the amount of the impairment loss is measured as the difference
between the carrying amount of the investment and the present value of estimated future cash flows discounted at
the current market rate of return for a similar financial asset. Such impairment loss is not reversed.
(c) Impairment of other assets
The carrying amounts of the following assets are reviewed on each balance sheet date based on the internal
and external sources of information to determine whether there is any indication of impairment:
-- fixed assets
-- construction in progress
-- intangible assets
-- goodwill
-- long-term equity investments in subsidiaries, associates and jointly controlled enterprises
If any indication exists that an asset may be impaired, the recoverable amount of the asset is estimated. In
addition, the Group estimates the recoverable amount of intangible assets not ready for use at least once during
each year and the recoverable amounts of goodwill at each year-end, irrespective of whether there is any indication
of impairment. Goodwill is allocated to each asset group, or set of asset groups, that is expected to benefit from the
synergies of the combination for the purpose of impairment testing.
An asset group is the smallest identifiable group of assets that generates cash inflows that are largely
independent of the cash inflows from other assets or asset groups. An asset group is composed of assets directly
relating to cash-generation. Identification of an asset group is based on whether major cash inflows generated by
the asset group are largely independent of the cash inflows from other assets or asset groups. In identifying an asset
group, the Group also considers how management monitors the Group’s operations and how management makes
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decisions about continuing or disposing of the Group’s assets.
The recoverable amount of an asset (asset group or set of asset groups, same as follows) is the higher of its fair
value less costs to sell and its present value of expected future cash flows.
An asset’s fair value less costs to sell is the amount determined by the price of a sale agreement in an arm’s
length transaction, less the costs that are directly attributable to the disposal of the asset. The present value of
expected future cash flows of an asset is determined by discounting the future cash flows, estimated to be derived
from continuing use of the asset and from its ultimate disposal, to their present value using an appropriate pre-tax
discount rate.
If the result of the recoverable amount calculation indicates the recoverable amount of an asset is less than its
carrying amount, the carrying amount of the asset is reduced to its recoverable amount. That reduction is recognized
as an impairment loss and
charged to profit or loss for the current period. A provision for impairment of the asset is recognized accordingly.
For impairment losses related to an asset group or a set of asset groups, first reduce the carrying amount of any
goodwill allocated to the asset group or set of asset groups, and then reduce the carrying amount of the other assets
in the asset group or set of asset groups on a pro rata basis. However, the carrying amount of an impaired asset will
not be lower than the greatest amount of its individual fair value less costs to sell (if determinable), the present value
of expected future cash flows (if determinable) and zero.
Once an impairment loss is recognized, it is not reversed in a subsequent period.
(17) Employee benefits
Employee benefits are all forms of consideration given and other relevant expenditures incurred in exchange for
services rendered by employees. Except for termination benefits, employee benefits are recognized as a liability in
the period in which the associated services are rendered by employees, with a corresponding increase in the cost of
relevant assets or expenses in the current period.
(a) Social insurance and housing fund
Pursuant to the relevant laws and regulations of the PRC, employees of the Group participate in the social
insurance system established and managed by government organizations. The Group makes social insurance
contributions - including contributions to basic pension insurance, basic medical insurance, unemployment
insurance, work-related injury insurance, maternity insurance and etc. - as well as contributions to housing fund,
at the applicable benchmarks and rates stipulated by the government for the benefit of its employees. The social
insurance and housing fund contributions are recognized as part of the cost of assets or charged to profit or loss on
an accrual basis.
(b) Supplementary retirement benefit
The Group’s obligations in respect of supplementary retirement benefits are calculated by estimating the
amount of future benefits that the Group is committed to pay to the employees after their retirement using actuarial
techniques. Such benefits are discounted to determine its present values. When calculating the Group’s obligations,
if any cumulative unrecognized gains or losses are larger than 10% of the present value of the obligation, the
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difference is recognized in profit or loss for the current period, otherwise no profit or loss is recognized.
(c) Termination benefits
When the Group terminates the employment relationship with employees before the employment contracts
expire, or provides compensation as an offer to encourage employees to accept voluntary redundancy, a provision
for the termination benefits to be provided is recognized in profit or loss when both of the following conditions are
satisfied:
-- The Group has a formal plan for the termination of employment or has made an offer to employees for
voluntary redundancy, which will be implemented shortly;
-- The Group is not allowed to withdraw from termination plan or redundancy offer unilaterally.
(18) Income tax
Current tax and deferred tax are recognized in profit or loss except to the extent that they relate to items
recognized directly in equity, in which case they are recognized in equity.
Current tax is the expected tax payable calculated at the applicable tax rate on taxable income for the year, plus
any adjustment to tax payable in respect of previous years.
On the balance sheet date, current tax assets and liabilities are offset if the Group has a legally enforceable
right to set them off and also intends either to settle on a net basis or to realize the asset and settle the liability
simultaneously.
Deferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the
differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases,
which include the deductible losses and tax credits carried forward to subsequent periods. Deferred tax assets
are recognized to the extent that it is probable that future taxable profits will be available against which deductible
temporary differences can be utilized.
Deferred tax is not recognized for the temporary differences arising from the initial recognition of assets or
liabilities in a transaction that is not a business combination and that affects neither accounting profit nor taxable
profit (or tax loss). Deferred tax is not recognized for taxable temporary differences arising from the initial recognition
of goodwill.
On the balance sheet date, the amount of deferred tax recognized is measured based on the expected manner
of recovery or settlement of the carrying amount of the assets and liabilities, using tax rates that are expected to be
applied in the period when the asset is recovered or the liability is settled in accordance with tax laws.
The carrying amount of a deferred tax asset is reviewed on each balance sheet date. The carrying amount of a
deferred tax asset is reduced to the extent that it is no longer probable that sufficient taxable profits will be available
to allow the benefit of the deferred tax asset to be utilized. Such reduction is reversed to the extent that it becomes
probable that sufficient taxable profits will be available.
On the balance sheet date, deferred tax assets and liabilities are offset if all the following conditions are met:
-- The taxable entity has a legally enforceable right to offset current tax liabilities and assets;
-- They relate to income taxes levied by the same tax authority on the same taxable entity; or different taxable
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entities which intend either to settle the current tax liabilities and assets on a net basis, or to realize the assets and
settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or
assets are expected to be settled or recovered.
(19) Provisions and contingent liabilities
A provision is recognized for an obligation related to a contingency if the Group has a present obligation that can
be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.
Where the effect of time value of money is material, provisions are determined by discounting the expected future
cash flows.
In terms of a possible obligation resulting from a past transaction or event, whose existence will only be
confirmed by the occurrence or non-occurrence of uncertain future events or a present obligation resulting from a
past transaction or event, where it is not probable that the settlement of the above obligation will cause an outflow
of economic benefits, or the amount of the outflow cannot be estimated reliably, the possible or present obligation is
disclosed as a contingent liability
(20) Revenue recognition
Revenue is the gross inflow of economic benefit arising in the course of the Group’s ordinary activities when
those inflows result in increases in equity, other than increases relating to contributions from shareholders. Revenue
is recognized in profit or loss when it is probable that the economic benefits will flow to the Group, the revenue and
costs can be measured reliably and the following respective conditions are met:
(a) Interest income
Interest income of financial assets is recognized in income statement based on the duration and the effective
interest rate. Interest income includes the amortization of any discount or premium or other differences between the
initial carrying amount of an interest-bearing instrument and its amount at maturity calculated on an effective interest
rate basis.
The effective interest method is a method of calculating the amortized cost of financial assets and liabilities
and of allocating the interest income and interest expense over the relevant period. The effective interest rate is the
rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial
instrument or, when appropriate, a shorter period to the net carrying amount of the financial instrument. When
calculating the effective interest rate, the Group estimates cash flows considering all contractual terms of the financial
instrument (for example, prepayment, call and similar options). The calculation includes all fees and points paid or
received between parties to the contract that are an integral part of the effective interest rate, transaction costs and
all other premiums or discounts.
Interest on the impaired financial assets is recognized using the rate of interest used to discount future cash
flows (“unwinding of discount”) for the purpose of measuring the related impairment loss.
(b) Fee and commission income
Fee and commission income is recognized in profit or loss when the corresponding service is provided.
Origination or commitment fees received by the Group which result in the creation or acquisition of a financial asset
87
are deferred and recognized as an adjustment to the effective interest rate. If the commitment expires without the
Group making a loan, the fee is recognized as revenue on expiry.
(c) Sale of goods
Revenue from sale of goods is recognized when all of the general conditions stated above and following
conditions are satisfied:
-- The significant risks and rewards of shareholdership of goods have been transferred to the buyer;
-- The Group retains neither continuing managerial involvement to the degree usually associated with
shareholdership nor effective control over the goods sold.
Revenue from the sale of goods is measured at the fair value of the consideration received or receivable under
the sales contract or agreement.
Revenue from sales of properties is recognized when the construction of the relevant properties have been
completed and accepted, the sales contract is signed, and there is a proof of payment (usually the advance deposits
on certain percent of contract amount or more, or a confirmed arrangement of the remaining unpaid amount)
provided by the buyer pursuant to the sales contract.
(d) Revenue from construction contracts
On the balance sheet date, where the outcome of a construction contract can be estimated reliably, contract
revenue and contract expenses associated with the construction contract are recognized using the percentage of
completion method.
The stage of completion of a contract is determined based on the proportion of contract costs incurred for work
performed to date to the estimated total contact costs.
When the outcome of a construction contract cannot be estimated reliably:
-- If the contract costs can be recovered, revenue is recognized to the extent of contract costs incurred that can
be recovered, and the contract costs are recognized as contract expenses when incurred;
-- If the contract costs cannot be recovered, the contract costs are recognized as contract expenses
immediately when incurred, and no contract revenue is recognized.
(21) Borrowing costs
Borrowing costs incurred directly attributable to the acquisition, construction or production of a qualifying asset
are capitalized as part of the cost of the asset.
Except for the above, other borrowing costs are recognized as financial expenses in the income statement
when incurred.
During the capitalization period, the amount of interest (including amortization of any discount or premium on
borrowing) to be capitalized in each accounting period is determined as follows:
-- Where funds are borrowed specifically for the acquisition, construction or production of a qualifying asset, the
amount of interest to be capitalized is the interest expense calculated using effective interest rates during the period
less any interest income earned from depositing the borrowed funds or any investment income on the temporary
investment of those funds before being used on the asset.
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-- Where funds are borrowed generally and used for the acquisition, construction or production of a qualifying
asset, the amount of interest to be capitalized on such borrowings is determined by applying a capitalization rate to
the weighted average of the excess amounts of cumulative expenditures on the asset over the above amounts of
specific borrowings. The capitalization rate is the weighted average of the interest rates applicable to the generalpurpose borrowings.
The effective interest rate is determined as the rate that exactly discounts estimated future cash flow through
the expected life of the borrowing or, when appropriate, a shorter period to the initially recognized amount of the
borrowings.
During the capitalization period, exchange differences related to the principal and interest on a specific-purpose
borrowing denominated in foreign currency are capitalized as part of the cost of the qualifying asset. The exchange
differences related to the principal and interest on foreign currency borrowings other than a specific-purpose
borrowing are recognized as a financial expense in the period in which they are incurred.
The capitalization period is the period from the date of commencement of capitalization of borrowing costs to
the date of cessation of capitalization, excluding any period over which capitalization is suspended. Capitalization of
borrowing costs commences when expenditure for the asset is being incurred, borrowing costs are being incurred
and activities of acquisition, construction or production that are necessary to prepare the asset for its intended use
or sale are in progress, and ceases when the assets become ready for their intended use or sale. Capitalization of
borrowing costs is suspended when the acquisition, construction or production activities are interrupted abnormally
and the interruption lasts for more than three months.
(22) Hedge Accounting
Hedge accounting is a method which recognizes the offsetting effects on profit or loss of changes in the fair
values of the hedging instrument and the hedged item in the same accounting period.
Hedged items are the items that expose the Group to risks of changes in fair value and that are designated as
being hedged.
A hedging instrument is a designated derivative whose changes in fair value are expected to offset changes in
the fair value of the hedged item.
The hedge is assessed by the Group for effectiveness on an ongoing basis and determined to have been
highly effective throughout the accounting periods for which the hedging relationship was designated. The hedge
is considered to be highly effective if the hedging instrument must be expected to be highly effective in achieving
offsetting changes in fair value or cash flow attributive to the hedged risk during the period for which the hedge is
designated.
(a) Cash flow hedges
A cash flow hedge is a hedge of the exposure to variability in cash flow. The effective part of any unrealized gain
or loss on the instrument is recognized directly in hedging reserve. The amount of an effective part would be the
lower of:
-- The accumulative gain or loss on the instrument from the beginning of the hedging period;
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-- The accumulative movement of the projected future cash flow of the hedged items from the beginning of the
hedging period.
The ineffective part of the unrealized gain or loss on the instrument would be recognized in the profit and loss.
When the forecast transaction that is hedged results in the recognition of a non-financial asset or a non-financial
liability, the gains and losses previously recognized directly in shareholders’ equity are transferred from equity and
included in the initial measurement of the cost of the non-financial asset or non-financial liability.
When the forecast transaction that is hedged results in the recognition of a financial asset or a liability, the
associated gain or loss recorded in shareholders’ equity will be reclassified into profit or loss in the same period
during which the transaction it hedges is recognized in the profit or loss. However, if the Group expects that all or a
portion of a net loss recognized directly in shareholder’s equity will not be recovered in future accounting periods, the
Group will reclassify the amount that is not expected to be recovered into profit or loss.
For cash flow hedges other than those covered above, gain or loss of the hedging instruments that had been
recognized directly in shareholders’ equity shall be reclassified into profit or loss in the same period during which the
hedged forecast transaction it hedges is recognized in the profit or loss.
When a hedging instrument expires or is sold, terminated or exercised, or no longer meets the criteria for hedge
accounting, the Group discontinues prospectively the
hedge accounting treatments and the cumulative gain or loss recognized directly in shareholders’ equity in the
effective hedging period will not be transferred out until the transaction occurs and it is recognized in accordance
with the above policy. If the hedged transaction is no longer expected to take place, the cumulative unrealized gain
or loss is reclassified from equity to profit or loss immediately.
(b) Fair value hedges
A fair value hedge is a hedge of the exposure to changes in fair value of a recognized asset or liability or
an unrecognized firm commitment, or an identified portion of such an asset, liability or firm commitment, that is
attributable to a particular risk and could affect profit or loss.
The gain or loss from re-measuring the hedging instrument at fair value is recognized in profit or loss. The gain
or loss on the hedged item attributable to the hedged risk adjusts the carrying amount of the hedged item and is
recognized in profit or loss.
When a hedging instrument expires or is sold, terminated or exercised, or no longer meets the criteria for hedge
accounting, the Group discontinues prospectively the hedge accounting treatments. If the hedged item is a financial
instrument measured at amortized cost, any adjustment to the carrying amount of the hedged item is amortized
to profit or loss from the adjustment date to the maturity date using the recalculated effective interest rate on the
adjustment date.
(23) Fiduciary activities
The Group acts in a fiduciary capacity as a custodian, trustee, or an agent for customers. Assets held by the
Group and the related undertakings to return such assets to customers are excluded from the financial statement as
the risks and rewards of the assets reside with the customers.
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Entrusted lending is the business where the Group enters into entrusted loan agreements with customers,
whereby the customers provide funding (the “entrusted funds”) to the Group, and the Group grants loans to third
parties (the “entrusted loans”) at the instruction of the customers. As the Group does not assume the risks and
rewards of the entrusted loans and the corresponding entrusted funds, entrusted loans and funds are recorded as
off-balance sheet items at their principal amounts and no impairment assessments are made for these entrusted
loans.
(24) Appropriation of profits
Distributions of profit proposed in the profit appropriation plan to be authorized and declared after the balance
sheet date are not recognized as a liability on the balance sheet date but disclosed in the notes separately.
(25) Related parties
If a party has the power to control, jointly control or exercise significant influence over another party, or vice
versa, or where two or more parties are subject to common control or joint control from another party, they are
considered to be related parties. Related parties may be individuals or enterprises. Enterprises with which the
Company is under common control only from the State and that have no other related party relationships are not
regarded as related parties of the Group.
Related parties of the Group and the Company include, but are not limited to:
(a) The Company’s parent;
(b) The Company’s subsidiaries;
(c) Enterprises that are controlled by the Company’s parent;
(d) Investors that have joint control or exercise significant influence over the Group;
(e) Enterprises or individuals if a party has control or joint control over both the enterprises or individuals and the
Group;
( f ) Jointly controlled enterprises of the Group, including subsidiaries of jointly controlled enterprises;
(g) Associates of the Group, including subsidiaries of associates;
(h) Principal individual investors and close family members of such individuals;
( i ) Key management personnel of the Group and close family members of such individuals;
( j ) Key management personnel of the Company’s parent and close family members of such individuals; and
(k) Other enterprises that are controlled or jointly controlled by principal individual investors, key management
personnel of the Group, or close family members of such individuals.
(26) Segment reporting
Reportable segments are identified based on operating segments which are determined based on the structure
of the Group’s internal organization, management requirements and internal reporting system. An operating segment
is a component of the Group that satisfies the following conditions:
-- The component engages in business activities from which it may earn revenues and incur expenses;
-- The Group’s management could regularly review the component’s financial performance to make decisions
about resource to be allocated to the segment and assess its performance;
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-- The Group could obtain financial information of the component regarding financial position, financial
performance and cash flows.
Two or more operating segments may be aggregated into a single operating segment if the segments have the
following same or similar economic characteristics in respect of:
-- The nature of each products and service;
-- The nature of production processes;
-- The type or class of customers for products and services;
-- The methods used to distribute products or provide services;
-- The nature of the regulatory environment.
In the preparation of the Group’s segment reporting, inter-segment revenues are measured on the basis of
actual transaction price for such transactions for segment reporting, and segment accounting policies are consistent
with those for the Group’s financial statements.
(27) Significant accounting estimates and judgments
The preparation of financial statements requires management to make estimates and assumptions that affect
the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual
results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future
periods affected.
Except that the notes containing information about the assumptions and their risk factors relating to valuation of
investment properties measured using fair value model, impairment of goodwill, termination benefits, and fair value of
financial instruments, other key sources of estimation uncertainty are as follows:
(a) Impairment of loans and receivables
As described in Note 4(16)(a), loans and receivables that are measured at amortized cost are reviewed on each
balance sheet date to determine whether there is objective evidence of impairment. If any such evidence exists, an
impairment loss is recognized. Objective evidence of impairment includes observable data that comes to the attention
of the Group about loss events such as a significant decline in the estimated future cash flow of an individual debtor or
the portfolio of debtors, and significant changes in the financial condition that have an adverse effect on the debtor. If
there has been a change in the factors used to determine the provision for impairment which indicates that the value of
the loan or receivable has recovered, the impairment loss recognized in prior years is reversed.
(b) Provision for diminution in value of inventories
As described in Note 4(7), the net realizable value of inventories is under management’s regular review, and as
a result, provision for diminution in value of inventories is recognized for the excess of inventories’ carrying amounts
over their net realizable value. When making estimates of net realizable value, the Group takes into consideration the
use of inventories held on hand and other information available to form the underlying assumptions, including the
inventories’ market prices and the Group’s historical operating costs. The actual selling price, the costs of completion
and the costs necessary to make the sale and relevant taxes may vary based on the changes in market conditions
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and product saleability, manufacturing technology, and the actual use of the inventories, resulting in the changes in
provision for diminution in value of inventories. The net profit or loss may then be affected in the period when the
provision for diminution in value of inventories is adjusted.
(c) Impairment of assets such as fixed assets and intangible assets
As described in Note 4(16)(c), assets such as fixed assets and intangible assets are reviewed on each balance
sheet date to determine whether the carrying amount exceeds the recoverable amount of the assets. If any such
indication exists, an impairment loss is recognized.
The recoverable amount of an asset (asset group) is the greater of its fair value less costs to sell and its present
value of expected future cash flows. Since a market price of the asset (the asset group) cannot be obtained reliably, the
fair value of the asset cannot be estimated reliably. In assessing value in use, significant judgments are exercised over
the asset’s production, selling price, related operating expenses and discount rate to calculate the present value. All
relevant materials which can be obtained are used for estimation of the recoverable amount, including the estimation of
the production, selling price and related operating expenses based on reasonable and supportable assumptions.
(d) Depreciation and amortization of fixed assets and intangible assets
As described in Note 4(10) and (12), fixed assets and intangible assets are depreciated and amortized over
their useful lives after taking into account residual value. The useful lives of the assets are regularly reviewed to
determine the depreciation and amortization costs charged in each reporting period. The useful lives of the assets
are determined based on historical experience of similar assets and the estimated technical changes. If there have
been significant changes in the factors used to determine the depreciation or amortization, the rate of depreciation or
amortization is revised prospectively.
(e) Income taxes
Determining income tax provisions involves judgment on the future tax treatment of certain transactions. The
Group carefully evaluates the tax implications of transactions and tax provisions are set up accordingly. The tax
treatment of such transactions is reconsidered periodically to take into account all changes in tax legislations.
Deferred tax assets are recognized for tax losses not yet used and temporary deductible differences. As those
deferred tax assets can only be recognized to the extent that it is probable that future taxable profits will be available
against which the unused tax credits can be utilized, management’s judgment is required to assess the probability
of future taxable profits. Management’s assessment is constantly reviewed and additional deferred tax assets are
recognized if it becomes probable that future taxable profits will allow the deferred tax assets to be recovered.
( f ) Retirement benefit obligations
The Group has established liabilities in connection with supplementary retirement benefits. The amounts of
employee benefit expense and these liabilities are dependent on assumptions used in calculating such amounts.
These assumptions include discount rates, pension benefit inflation rates, medical benefit inflation rates, and other
factors. Actual results that differ from the assumptions are recognized the Group’s profit and loss at the end of each
reporting period. While management believes that its assumptions are appropriate, differences in actual experience
or changes in assumptions may affect the Group’s expense related to its employee retirement benefit obligations.
93
5. Taxation
(1) The types of taxes applicable to the Group’s sale of goods and rendering of services include business tax, value
added tax (VAT), land appreciation tax and etc.
Tax Name
Tax basis
Business tax
3% or 5% of taxable revenue
VAT
Output VAT is 3% - 17% of product sales and taxable services revenue, based on tax laws. The
remaining balance of output VAT, after subtracting the deductible input VAT of the period, is VAT
payable
Land appreciation tax
Appreciation amount in transferring property and applicable tax rate
(2) Income tax
The statutory income tax rate of the Company is 25%. The applicable income tax rate for the year is the
statutory rate (2012: 25%).
The Group’s subsidiaries have paid income tax in accordance with the local tax regulations.
(3) Taxes payable
The Group
Item
2013
2012
Income tax payable
6,303,030
6,374,410
Business tax payable
2,569,666
2,480,045
VAT payable
525,286
643,870
Land appreciation tax payable
680,793
767,263
Others
696,366
1,002,271
10,775,141
11,267,859
2013
2012
353
10,618
Urban construction tax
25
743
Educational surcharge payable
11
319
7
213
Others
15,936
312
Total
16,332
12,205
Total
The Company
Item
Business tax payable
Local educational surcharge payable
94
6. Business combinations and the consolidated financial statements
(1) As at 31 December 2013, major subsidiaries included in the Company’s consolidated financial statements are as
follows:
Registered place
Business nature
Registered capital
(’000)
Currency
Shareholding
percentage
direct/indirect
CITIC Limited (note 2)
Mainland China
Investment
holding
128,000,000
RMB
100%
CITIC Guoan Group
Mainland China
Investment
holding
1,500,000
RMB
100%
CITIC Asset Management
Corporation Ltd
Mainland China
Financial services
1,480,000
RMB
100%
Mainland China
Services
15,000
RMB
100%
CITIC International Cooperation
Co., Ltd.
Mainland China
Engineering
contracting
160,000
RMB
100%
Mainland China
Information
4,400,000
RMB
100%
CITIC Medical & Health Group
Co., Ltd.
Mainland China
Services
55,600
RMB
100%
CITIC Mining Technology
Development Co., Ltd.
Mainland China
Energy and
resources
300,000
RMB
81.70%
Beijing CITIC Enterprise
Management Co., Ltd.
Mainland China
Services
200,000
RMB
100%
CITIC Bohai Aluminium Industries
Holding Company Ltd.
Mainland China
Manufacturing
1,050,000
RMB
100%
CITIC Machinery Manufacturing
Co., Ltd.
Mainland China
Manufacturing
681,512
RMB
100%
Mainland China
Services
62,000
RMB
100%
Name
(2) Business combinations not involving enterprises under common control during the year
CITIC Telecom International Holdings Limited (“Telecom International”), a controlling subsidiary of CITIC Limited
(the subsidiary of the Company), acquired 79% equity interest of Companhia de Telecomunicacoes de Macau,
S.A.R.L. (“CTM”) by paying USD 1,250 million (RMB 7,755 million) in cash. After the acquisition, Telecom International
held 99% equity interest of CTM, and CTM became a subsidiary of Telecom International.
7. Interpretation for Important Accounts of the Financial Statements
Unless otherwise stated, in the following notes (including the notes to the main items of the financial statements
of the Company), 2013 refers to 31 December 2013, and 2012 refers to 31 December 2012. The “current year”
refers to year 2013, and the “last year” refers to year 2012.
95
(1) Cash and deposits
The Group
Item
2013
2012
6,900,017
6,750,260
84,204,312
81,038,757
420,657,756
356,243,637
66,055,452
62,222,525
3,639,882
3,033,862
Deposits with banks and non-bank financial institutions
139,873,673
241,514,205
Total
721,331,092
750,803,246
Cash on hand
Deposits with banks
Balances with central banks
-Statutory deposit reserve funds
-Surplus deposit reserve funds
-Fiscal deposits
In addition to statutory deposit reserve funds ,as at 31 December 2013, the Group’s restricted cash and deposits amounted to RMB11.574 billion (2012:
RMB10.653 billion), which mainly comprised security deposits for loans, cash advance under supervision of Real Estate Bureau and guarantees.
The Company
Item
2013
2012
-
-
Deposits with banks
415,226
510,945
Total
415,226
510,945
Cash on hand
(2) Placements with banks and non-bank financial institutions
The Group
Item
2013
2012
-Banks
94,532,125
125,474,765
-Non-bank financial institutions
21,196,848
19,124,543
115,728,973
144,599,308
-Banks
6,578,922
7,182,691
Sub-total
6,578,922
7,182,691
14,849
7,867
122,293,046
151,774,132
Mainland China
Sub-total
Outside Mainland China
Less: Provision for impairment
Net balance
96
(3) Trading financial assets
The Group
Item
2013
2012
Debt investments held for trading
11,079,263
12,208,662
Investment funds held for trading
44,863
1,678,971
1,291,661
101,890
506,494
554,483
12,922,281
14,544,006
Equity securities investments held for trading
Financial assets designated at fair value through profit or loss
Total
(4) Derivative financial instruments
The Group
2013
Item
2012
Nominal amount
Assets
Liabilities
Nominal amount
Assets
Liabilities
21,004,796
213,346
1,962,648
32,318,623
470,148
3,814,572
1,008,620
29,075
69,166
963,327
149,590
-
39,805
1,442
82,183
188,898
93,467
158,990
- Interest rate derivatives
202,329,857
1,362,245
1,398,425
219,836,728
951,500
1,138,267
- Currency derivatives
900,216,467
6,229,695
5,555,795
552,103,930
2,894,082
2,502,182
63,254,777
-
1,576
21,583,782
47
14,894
1,187,854,322
7,835,803
9,069,793
826,995,288
4,558,834
7,628,905
Hedging instruments
- Interest rate derivatives
- Currency derivatives
- Other derivatives
Non-hedging instruments
- Other derivatives
Total
(5) Bills and receivables
The Group
Item
Note
2013
2012 (restated)
Bills receivable
(1)
4,684,063
6,621,853
Accounts receivable
(2)
20,550,931
19,919,356
Prepayments
(3)
11,992,587
12,841,501
Other receivables
(4)
29,926,641
27,039,565
2,038,695
1,913,074
Interest receivable
16,607,741
13,730,686
Long-term receivable
10,820,291
7,563,416
Total
96,620,949
89,629,451
Dividends receivable
97
The Company
Item
Note
2013
2012
4,879,531
10,325,541
Dividends receivable
46,299
46,299
Interest receivable
38,963
4,818
147,596
147,856
5,112,389
10,524,514
2013
2012
4,616,586
6,563,177
67,477
58,676
4,684,063
6,621,853
2013
2012
51,174
136,618
Amounts due from other customers
21,633,255
21,118,146
Sub-total
21,684,429
21,254,764
1,133,498
1,335,408
20,550,931
19,919,356
2013
2012 (restated)
10,160
720
Other customers
12,058,390
12,891,647
Sub-total
12,068,550
12,892,367
75,963
50,866
11,992,587
12,841,501
Amounts due from subsidiaries
Other receivables
Total
(4)
(a) Bills receivable
The Group
Item
Bank acceptance bills
Commercial acceptance bills
Total
(b) Accounts receivable
Accounts receivable by customer type:
The Group
Item
Amounts due from related parties
Total
(c) Prepayments
Prepayments by customer type:
The Group
Item
Related parties
Total
98
(d) Other receivables
Other receivables by customer type:
The Group
Item
2013
2012
5,968,855
4,288,044
25,417,708
24,215,341
Sub-total
31,386,563
28,503,385
1,459,922
1,463,820
29,926,641
27,039,565
2013
2012
63,312
63,312
152,596
152,856
Sub-total
215,908
216,168
68,312
68,312
147,596
147,856
Total
The Company
Item
Total
(6) Inventories
(a) An analysis of the movements of inventories for the year is as follows:
The Group
Effect of foreign
exchange rate 31 December 2013
changes and others
1 January 2013
(restated)
Additions during
the year
Reductions during
the year
Raw materials
8,253,639
90,848,403
(89,305,980)
(153,214)
9,642,848
Work in progress
7,157,464
78,438,589
(77,764,455)
(3,896)
7,827,702
Finished goods
16,425,195
150,809,501
(148,559,918)
(197,289)
18,477,489
Properties
93,047,166
77,165,255
(71,690,606)
(180,008)
98,341,807
2,981,063
84,987
(110,125)
(84,304)
2,871,621
516,618
4,268,494
(3,661,689)
(142,146)
981,277
128,381,145
401,615,229
(391,092,773)
(760,857)
138,142,744
3,886,316
368,060
(1,122,311)
(103,284)
3,028,781
124,494,829
401,247,169
(389,970,462)
(657,573)
135,113,963
Item
Engineering
construction
Others
Sub-total
Provision for
diminution
in value of
inventories
Total
99
(b) An analysis of provision for diminution in value of inventories is as follows:
The Group
Item
1 January 2013
Provision made
during the year
Decrease during
the year
Reversal
Raw materials
Others
31 December 2013
Write-off
609,125
44,839
(1,746)
(96,114)
88
556,192
90,765
47,519
(15,793)
(30,416)
(327)
91,748
567,142
188,507
(96,082)
(29,425)
(58,305)
571,837
Properties
1,116,268
87,187
(55,656)
(794,998)
-
352,801
Engineering
construction
1,496,231
-
-
-
(44,740)
1,451,491
6,785
8
-
(2,081)
-
4,712
3,886,316
368,060
(169,277)
(953,034)
(103,284)
3,028,781
Work in progress
Finished goods
Others
Total
(7) Financial assets held under resale agreements
The Group
Item
2013
2012
48,292,625
15,127,438
225,046,160
44,707,434
Loans
528,127
-
Others
13,380,505
9,247,207
287,247,417
69,082,079
2013
2012
1,442,591,819
1,263,091,930
64,769,424
74,994,005
695,864
1,042,862
1,508,057,107
1,339,128,797
220,924,362
195,271,452
86,493,984
54,164,673
Securities
Bills
Total
(8) Loans and advances to customers
The Group
Item
Note
Corporate loans
- Loans
- Discounted bills
- Lease payments receivable
Sub-total
Personal loans
- Residential mortgages
- Credit cards
100
Item
Note
2013
2012
- Others
133,689,874
85,868,272
Sub-total
441,108,220
335,304,397
1,949,165,327
1,674,433,194
- Individual allowance
11,973,884
10,189,362
- Collective allowance
32,341,238
28,683,521
1,904,850,205
1,635,560,311
2013
2012
3,141,371
3,642,857
409,069
409,069
2,732,302
3,233,788
2013
2012
Unsecured loans
404,225,160
335,378,162
Guaranteed loans
499,527,917
417,546,243
- Loans secured by tangible assets
746,629,309
637,012,226
- Loans secured by monetary assets
234,013,517
209,502,558
1,884,395,903
1,599,439,189
64,769,424
74,994,005
1,949,165,327
1,674,433,194
2013
2012
3,076,371
3,577,857
65,000
65,000
3,141,371
3,642,857
Total
Net balance
(3)
The Company
Item
Corporate loans and advances
Less: Individual impairment allowance
Net balance
(a) Analysed by types of collaterals
The Group
Item
Loans with pledged assets
Sub-total
Discounted loans
Total
The Company
Item
Unsecured loans
Loans secured by monetary assets
Total
101
(b) Analysed by assessment method of allowance for impairment losses
The Group
Impaired loans and advances (ii)
Item
Loans and advances
for which allowances
are collectively
assessed(i)
for which
allowances
are collectively
assessed
for which
allowances
are individually
assessed
Total
Gross impaired loans
and advances as a
% of gross total loans
and advances
1,920,876,172
6,438,764
21,850,391
1,949,165,327
1.45%
29,629,580
2,711,658
11,973,884
44,315,122
1,891,246,592
3,727,106
9,876,507
1,904,850,205
1,655,264,644
1,296,137
17,872,413
1,674,433,194
27,700,330
983,191
10,189,362
38,872,883
1,627,564,314
312,946
7,683,051
1,635,560,311
2013
Gross loans and
advances
Less: Impairment
allowance against
loans and advances
Total
2012
Gross loans and
advances
Less: Impairment
allowance against
loans
Total
1.14%
( i ) Compared to the total amount of loans and advances, the amount of impaired loans and advances for which allowances are collectively assessed
is not significant.
(ii) Impaired loans and advances to customers include loans and advances for which objective evidence of impairment exists. These loans and
advances include loans and advances for which loss provisions have been assessed
- Individually, or
- collectively, represent portfolio of homogeneous loans and advances.
As at 31 December 2013, the loans and advances of the Group for which the impairment allowances were
individually assessed amounted to RMB 21,850 million (2012: RMB 17,872 million). The covered portion and
uncovered portion of these loans and advances were RMB 6,162 million (2012: RMB 6,308 million) and RMB 15,437
million (2012: RMB 11,313 million) respectively. The fair value of collaterals held against these loans and advances
amounted to RMB 13,157 million (2012: RMB
12,387 million). The individual impairment allowances made against these loans and advances were RMB
11,974 million (2012: RMB 10,189 million).
The fair value of collaterals was estimated by management based on the latest available external valuations
adjusted by taking into account the current realization experience as well as market situation.
102
(c) Movements of allowances for loan losses
The Group
Impaired loans and advances
Loans and advances for
which allowances are
collectively assessed
for which allowances are
collectively assessed
for which allowances are
individually assessed
Total
27,700,330
983,191
10,189,362
38,872,883
New impairment
allowances charged to
profit or loss
1,999,911
2,594,073
11,392,270
15,986,254
Impairment allowances
release to profit or loss
(39,495)
(42,122)
(5,064,672)
(5,146,289)
Unwinding of discount
-
-
(274,501)
(274,501)
Transfers out
-
-
(43,162)
(43,162)
Write-offs
-
(896,773)
(4,407,889)
(5,304,662)
Recoveries of loans and
advances previously
written off
-
42,123
182,476
224,599
29,660,746
2,680,492
11,973,884
44,315,122
Item
1 January 2013
31 December 2013
d) Analysis of overdue loans
The Group
Item
Overdue within
three months
Overdue between Overdue between
Overdue over three
three months and one year and three
years
one year
years
Total
2013
Unsecured loans
2,491,637
1,738,567
1,104,182
982,563
6,316,949
Guaranteed loans
3,774,219
4,572,437
1,977,941
499,080
10,823,677
9,158,231
6,086,822
4,910,652
781,728
20,937,433
15,424,087
12,397,826
7,992,775
2,263,371
38,078,059
Unsecured loans
2,211,082
1,082,605
712,631
602,322
4,608,640
Guaranteed loans
2,525,094
1,102,532
340,410
1,070,468
5,038,504
7,152,360
3,840,702
3,569,038
881,612
15,443,712
11,888,536
6,025,839
4,622,079
2,554,402
25,090,856
Total
2012
Total
Overdue loans represent loans of which the principal or interest are overdue one day or more.
103
(9) Available-for-sale financial assets
The Group
Item
2013
2012
173,285,128
192,617,274
34,628,820
26,900,959
Equity instruments
3,244,842
3,110,086
Certificate of deposit
4,828,277
3,787,475
215,987,067
226,415,794
1,434,424
741,924
214,552,643
225,673,870
2013
2012
Available-for-sale investment funds
201,043
200,000
Total
201,043
200,000
2013
2012
154,840,217
134,535,130
301,339
358,306
155,141,556
134,893,436
48,147
130,251
155,093,409
134,763,185
Debts securities
Financing products of financial institutions
Sub-total
Total
The Company
Item
(10) Held-to-maturity investments
The Group
Item
Debts securities
Others
Sub-total
Total
In 2013, the Group did not sell any held-to-maturity investment that was not yet due (2012: nil).
104
(11) Investment classified as receivables
Investments classified as receivables are analysed by type of assets:
The Group
Item
2013
2012
96,999,621
26,880,480
114,987,136
3,269,311
Financing products of financial institutions
65,557,586
4,030,000
Corporate bonds
20,813,770
15,369,860
1,800,000
6,885,650
300,158,113
56,435,301
-
-
300,158,113
56,435,301
Trust products
Investment management products managed by securities
companies
Others
Sub-total
Total
The above funds from investment classified as receivables all belong to China CITIC Bank Corporation Ltd., the controlling subsidiary of CITIC Limited,
the subsidiary of the Company. As at 31 December 2013, among the above funds from investment classified as receivables, RMB 27,983 million (2012:
RMB 31,380 million) was managed by CITIC Securities Co., Ltd, the associate of the Company, and CITIC Trust Co., Ltd. (“CITIC Trust”), the whollyowned subsidiary of CITIC Limited.
(12) Long-term equity investments
The Group
Item
Note
2013
2012
Investments in jointly controlled
enterprises
(2)
24,097,185
26,107,088
Investments in associates
(3)
44,137,613
41,547,654
Other long-term equity
investments
(4)
7,628,119
7,305,285
75,862,917
74,960,027
3,528,914
3,722,935
72,334,003
71,237,092
Note
2013
2012
(1)
Sub-total
Total
The Company
Item
Investments in subsidiaries
210,972,411
208,817,554
Investments in jointly controlled
enterprises
18,453
18,543
Investments in associates
40,186
-
2,133,721
1,050,277
213,164,771
209,886,374
Other long-term equity
investments
Total
105
(a) The Company’s investments in major subsidiaries are as follows:
Item
2013
2012
204,273,622
204,273,622
6,698,789
4,543,932
210,972,411
208,817,554
2013
2012
CITIC Capital Holding Limited
2,637,132
2,525,954
CITIC-Prudential Life Insurance Co., Ltd
2,365,872
2,262,128
Bowenvale Limited
2,262,027
2,338,311
Shandong Xinjulong Energy Co., Ltd.
2,061,638
2,054,552
-
2,323,903
Others
14,770,516
14,602,240
Sub-total
24,097,185
26,107,088
72,297
107,968
24,024,888
25,999,120
CITIC Limited
Others
Total
See Note 6 (1) for details of the subsidiaries.
(b) Investments in major jointly controlled enterprises are as follows:
The Group
Item
Silver Wings Enterprises Inc.
Total
106
107
Shandong Xinjulong Energy
Co., Ltd.
Bowenvale Limited
Coal production and
sale
Information
British Virgin
Islands
Mainland China
Insurance and
reinsurance
Investment holding
Business nature
Mainland China
Hong Kong
CITIC-Prudential Life
Insurance Co., Ltd
Registered
place
Name
Details of major jointly controlled enterprises are as follows:
1,000,000
29,117
2,360,000
65,000
Registered
capital
(’000)
RMB
HKD
RMB
HKD
Currency
30.00%
50.50%
50.00%
41.42%
The Group’s
direct/indirect
share-holding
6,623,189
6,717,832
28,426,016
11,191,621
3,800,363
798,023
25,979,064
5,040,546
Total assets at
Total liabilities
the year end at the year end
5,592,027
1,195,773
5,185,302
506,814
Total revenue
for the year
1,324,678
596,379
203,656
548,487
Net profit for
the year
(c) Investments in major associates are as follows:
The Group
Item
2013
2012
19,368,699
19,111,836
Hong Kong Resort Company Limited
3,610,089
3,686,363
CITIC Dameng Holdings Limited
3,312,754
3,437,009
Alumina Limited
2,894,576
-
Shenyang Coking Coal Company Limited
2,720,063
2,860,013
Sinopec Yizheng Chemical Fibre Company Limited
1,343,213
1,554,774
Others
10,888,219
10,897,659
Sub-total
44,137,613
41,547,654
2,866,476
2,731,600
41,271,137
38,816,054
CITIC Securities Company Limited
Total
108
109
Mainland China
Mainland China
Sinopec Yizheng Chemical
Fibre Company Limited
Australia
Alumina Limited
Shenyang Coking Coal
Company Limited
Bermuda
Hong Kong
Mainland China
Registered
place
CITIC Dameng Holdings
Limited
Hong Kong Resort Company
Limited
CITIC Securities Company
Limited
Name
Manufacturing
Energy and resources
Property development
Financial services
Business nature
Details of the Group’s major associates are as follows:
4,000,000
3,000,000
2,620,000
302,480
237,500
11,016,908
Registered
capital(’000)
RMB
RMB
USD
HKD
HKD
RMB
Currency
17.25%
21.86%
13.62%
49.26%
50.00%
20.88%
The Group’s
direct/indirect
share-holding
10,629,304
15,088,917
18,071,212
7,282,419
4,767,830
271,354,249
3,532,816
10,751,516
1,040,131
4,389,734
2,154,726
181,952,154
Total assets at
Total liabilities
the year end at the year end
17,677,171
7,078,196
1,857
2,326,511
922,217
16,115,272
(1,454,217)
53,710
3,095
(253,487)
104,424
5,308,047
Total revenue Net profit/(loss)
for the year
for the year
(d) The major other long-term equity investments are as follows:
The Group
Item
Other long-term equity investments
Total
2013
2012
7,628,119
7,305,285
590,141
883,367
7,037,978
6,421,918
(13) Investment properties
The Group’s investment properties are mainly located in Mainland China and Hong Kong.
The Group’s investment properties are properties and buildings held by subsidiaries and are rent to the third
party under operation lease. There are active real estate markets where the investment properties locate and the
Group is able to obtain market price and related information of similar properties, and therefore makes estimation
about the fair value of the investment properties; for those whose market price and related information of similar
properties cannot be obtained, the Group refers to the recent transaction price of similar properties along with the
transaction conditions, transaction date and regions, or estimate the fair value of investment properties based on
present value of expected rent income and related cash flows.
As at 31 December 2013, the major investment properties of the Group were revalued by independent,
professional qualified firms of surveyors Jones Lang LaSalle, Knight Frank Petty Limited, DeveChina International
Appraisals and Yinxin Appraisal Co., Ltd. (2012: Beijing Sinotop Appraisal Co., Ltd., Knight Frank Petty Limited and
Network Real Estate Appraisal Co Ltd).
As at 31 December 2013, the net book value of the Group’s investment property for which the registration
procedures for ownership had not been completed was approximately RMB 330 million (2012 (restated): RMB 330
million).
(14) Fixed assets
The Group
Plant and
buildings
Machinery
equipment
Office and other
equipment
Motor vehicles
Others
Total
51,459,931
45,630,360
7,632,485
5,614,548
13,005,828
123,343,152
Additions during the year
2,333,818
10,263,018
3,061,588
2,087,504
1,370,500
19,116,428
Transfer from construction
in progress
2,250,602
3,927,164
136,532
71,230
841,586
7,227,114
(1,814,036)
(1,832,924)
(551,873)
(1,018,984)
(2,315,638)
(7,533,455)
(307,620)
(1,081,865)
125,184
924,271
(1,102,585)
(1,442,615)
53,922,695
56,905,753
10,403,916
7,678,569
11,799,691
140,710,624
Item
Cost
1 January 2013
Disposal during the year
Exchange differences
31 December 2013
110
Plant and
buildings
Machinery
equipment
Office and other
equipment
Motor vehicles
Others
Total
9,797,277
14,159,731
4,108,214
2,197,949
3,441,189
33,704,360
882,411
5,828,468
1,667,972
931,087
715,526
10,025,464
Written off on disposal
(395,013)
(795,828)
(369,212)
(438,721)
(461,778)
(2,460,552)
477,240
366,113
78,786
300,756
(1,173,203)
49,692
10,761,915
19,558,484
5,485,760
2,991,071
2,521,734
41,318,964
555,799
570,836
231
2,047
544,366
1,673,279
53,084
1,418,137
-
29,212
-
1,500,433
(25,703)
(9,267)
(1)
(709)
(8,831)
(44,511)
9,738
(25,760)
1,580
54
(34,559)
(48,947)
592,918
1,953,946
1,810
30,604
500,976
3,080,254
31 December 2013
42,567,862
35,393,323
4,916,346
4,656,894
8,776,981
96,311,406
1 January 2013
41,106,855
30,899,793
3,524,040
3,414,552
9,020,273
87,965,513
Item
Less: Accumulated
depreciation
1 January 2013
Charge for the year
31 December 2013
Less: Provision for
impairment
1 January 2013
Charge for the year
31 December 2013
Carrying amount
As at 31 December 2013, the net book value of the Group’s premises for which the registration procedures for ownership had not been completed
was approximately RMB 3,131 million (2012:RMB 2,244 million). The Group anticipates that there would be no significant issues and costs in
completing such procedures.
(15) Construction in Progress
The Group
Cost
1 January 2013
52,484,149
11,053,409
Including: Interest capitalised
Transfer to fixed assets
Decrease due to other reasons
1,812,387
(7,227,114)
(874,399)
(1,431,388)
31 December 2013
54,004,657
111
Cost
1 January 2013
288,840
Charge for the year
303,923
(10,394)
92,361
31 December 2013
674,730
Carrying amount
31 December 2013
53,329,927
1 January 2013
52,195,309
As at 31 December 2013, the Group’s construction in progress mainly includes the iron mine developed in Western Australia of RMB40.67 billion
(2012: RMB39.54billion).
(16) Intangible assets
The Group
Land use rights
Mining rights
Roads and tunnels
operating rights
Others
Total
1 January 2013
10,143,219
17,229,308
10,154,677
5,921,267
43,448,471
Charge for the year
10,342,358
6,500,380
2,415,436
(649,572)
18,608,602
(720,729)
(2,397,179)
(10,729)
(2,506,725)
(5,635,362)
(236,911)
(425,354)
(129,431)
106,410
(685,286)
19,527,937
20,907,155
12,429,953
2,871,380
55,736,425
1 January 2013
929,859
253,178
1,559,052
1,373,660
4,115,749
Charge for the year
281,207
642,028
239,221
348,645
1,511,101
(25,986)
(266,478)
(319)
(26,058)
(318,841)
(231,764)
(3,095)
(96,596)
76,749
(254,706)
953,316
625,633
1,701,358
1,772,996
5,053,303
Item
Cost
31 December 2013
Less: Accumulated
amortisation
31 December 2013
112
Land use rights
Mining rights
Roads and tunnels
operating rights
Others
Total
1 January 2013
1,331
-
-
152,856
154,187
Charge for the year
9,779
36,100
-
-
45,879
(354)
-
-
-
(354)
1,397
(1,095)
-
(12,377)
(12,075)
12,153
35,005
-
140,479
187,637
18,562,468
20,246,517
10,728,595
957,905
50,495,485
9,212,029
16,976,130
8,595,625
4,394,751
39,178,535
Item
Less: Provision for
impairment
31 December 2013
Carrying amount
31 December 2013
1 January 2013
As at 31 December 2013, the net value of the Group’s land use rights for which the ownership registration procedures or transfer had not been
completed was approximately RMB1.91 billion (2012: RMB 280 million).
(17) Goodwill
The Group
Cost
1 January 2013
Additions during the year(i)
Disposal during the year
31 December 2013
4,871,692
(i)
7,106,999
(266,650)
11,712,041
1 January 2013
31 December 2013
302,512
35,538
338,050
Carrying amount
31 December 2013
1 January 2013
11,373,991
4,569,180
(i) International Telecom, the controlling subsidiary of CITIC Limited, the subsidiary of the Company, paid HKD 9,000 million as combination cost for the
purchase of 79% equity interest of CTM in 2013. The excess of combination cost over the Group’s interest in the fair value of CTM’s identifiable assets
and liabilities, amounting to RMB 6,991 million, was recognised as goodwill attributable to CTM.
113
(18) Deferred tax assets and liabilities
The Group
Deferred tax assets /(liabilities)
Item
1 January 2013
(restated)
Current year increase/ Current year increase/
decrease charged to decrease recognised
profit or loss
directly in equity
Exchange
difference and
others
31 December
2013
Deductible tax losses
3,622,872
757,463
(8,692)
(138,699)
4,232,944
Accrued expenses
2,095,109
7,648
-
3,535
2,106,292
Impairment loss of assets
3,057,145
296,176
(4,494)
(77,911)
3,270,916
(179,347)
232,128
1,431,890
20,483
1,505,154
(699,378)
456,536
-
4,445
(238,397)
(2,742,872)
258,998
(2,248)
3,500
(2,482,622)
(682,498)
950,688
(6,427)
(435,433)
(173,670)
4,471,031
2,959,637
1,410,029
(620,080)
8,220,617
Fair value changes of financial
instruments
Depreciation difference and
impairment of fixed assets
Fair value changes of
investment properties
Others
Total
(a) At the balance sheet date, the deferred tax assets and liabilities presented on the balance sheet after offsetting
each other were as follows:
The Group
Item
2013
2012 (restated)
Deferred tax assets
14,017,540
11,069,286
(5,796,923)
(6,598,255)
8,220,617
4,471,031
2013
2012 (restated)
817,459
1,778,091
8,533,133
9,635,955
(955,522)
(913,052)
8,395,070
10,500,994
Total
(b) Deferred tax assets not recognised
The Deferred tax assets not recognised of the Group are as follows:
The Group
Item
Deductible temporary differences
Deductible tax losses
Taxable temporary differences
Total
According to the current PRC corporate income tax law, as at 31 December 2013, the tax losses of RMB 2.959 billion will expire in five years (2012:
RMB2.76 billion). According to the current tax regulations, the rest of the losses will not expire in five years.
114
(c) Deferred tax liabilities not recognized
The Group has temporary differences relating to the undistributed profits of subsidiaries. Deferred tax liabilities
have not been recognised in respect of the tax that would be payable on the distribution of these retained profits as
the Company controls the dividend policy of these subsidiaries and it has been determined that it is probable that
profits will not be distributed in the foreseeable future.
(19) Other Assets
The Group’s other assets are mainly advances and deposits for purchase of long-term assets.
(20) Provisions for impairment
The provisions for impairment of the Group are set out as follows:
Item
Note
1 January
2013
Charge for
the year
Decrease during the year
Reversal
Effect of foreign
exchange
rate changes
and others
31 December
2013
Write-off
Placement with
banks and nonbank
financial institutions
2
7,867
7,218
-
-
(236)
14,849
5
3,771,449
1,411,285
(661,116)
(299,708)
4,860
4,226,770
Inventories
6
3,886,315
368,060
(169,277)
(953,033)
(103,284)
3,028,781
Loans and advances
to customers
8
38,872,884
15,986,253
(5,146,289)
(5,304,662)
(93,064)
44,315,122
Available-for-sale
financial assets
9
741,924
749,958
(17,993)
-
(39,465)
1,434,424
Held-to-maturity
investments
10
130,251
-
(84,529)
-
2,425
48,147
Long-term equity
investments
12
3,722,935
62,427
-
(83,087)
(173,361)
3,528,914
Fixed assets
14
1,673,279
1,500,433
-
(44,511)
(48,947)
3,080,254
Construction in
progress
15
288,840
303,923
-
(10,394)
92,361
674,730
Intangible assets
16
154,187
45,879
-
(354)
(12,075)
187,637
1,886,210
100,623
(40,915)
(63,031)
36,509
1,919,396
55,136,141
20,536,059
(6,120,119)
(6,758,782)
(334,275)
62,459,024
Others
Total
See notes related to those items for the reason to recognized the impairment losses of assets in the current year.
115
(21) Placements from banks and non-bank financial institutions
The Group’s placements are all from banks financial institutions.
(22) Bills and payables
The Group
Item
Note
2013
2012 (restated)
4,401,980
5,593,819
Accounts payable
45,097,877
37,139,325
Advances from customers
40,144,599
45,560,810
63,931,352
44,740,850
30,474,953
23,646,032
4,647,746
4,757,327
188,698,507
161,438,163
Note
2013
2012
(1)
1,027,804
129,352
29,071
19,669
188,492
203,339
1,245,367
352,360
2013
2012 (restated)
529,413
1,657,953
Amounts due to third parties
63,401,939
43,082,897
Total
63,931,352
44,740,850
Bills payable
Other payables
(1)
Interest payable
Others
Total
The Company
Item
Other payables
Interest payable
Long-term payables
Total
(a) Other payables
The Group
Item
Amounts due to related parties
The Company
Item
Amounts due to subsidiaries
Amounts due to related parties
Amounts due to third parties
Total
116
2013
2012
908,766
90,959
-
-
119,038
38,393
1,027,804
129,352
(23) Financial assets sold under repurchase agreements
The Group
Item
2013
2012
Debt securities
3,000,356
10,300,589
Discounted bills
4,948,864
731,032
Total
7,949,220
11,031,621
(24) Deposits from banks and non-bank financial institutions and customers
The Group
Item
2013
2012 (restated)
-Corporate customers
917,576,393
828,791,666
-Personal customers
127,429,613
102,119,971
1,045,006,006
930,911,637
1,190,860,592
983,527,070
387,311,028
310,310,909
1,578,171,620
1,293,837,979
557,900,952
369,403,317
6,342,606
6,436,459
3,187,421,184
2,600,589,392
2013
2012
302,968,632
309,525,781
Letters of credit
35,882,498
32,012,062
Guarantees
22,017,848
14,516,178
Others
85,265,120
54,337,238
446,134,098
410,391,259
Demand deposits
Sub-total
Time and call deposits
-Corporate customers
-Personal customers
Sub-total
Deposits from banks and non-bank financial institutions
Outward remittance and remittance payables
Total
Deposits from customers include pledged deposit for:
The Group
Item
Bank acceptance
Total
117
(25) Employee benefits payable
The Group
1 January 2013
Accrued during the
year
Paid during the
year
31 December 2013
13,448,074
26,477,982
(26,119,866)
13,806,190
Labour union fee, staff and workers’
education fee
682,663
744,966
(665,960)
761,669
Staff welfare
213,973
1,674,370
(1,674,769)
213,574
Social insurance
352,943
3,817,985
(3,871,359)
299,569
Housing fund
79,417
1,213,592
(1,231,582)
61,427
Termination benefits
18,999
2,718
(15,017)
6,700
308,909
763,669
(710,225)
362,353
15,104,978
34,695,282
(34,288,778)
15,511,482
Item
Salaries, bonuses and allowances and
subsidies
Others
Total
(26) Loans
Analysed by types of collaterals:
The Group
Item
2013
2012
117,081,267
123,567,917
- Loans pledged with assets
35,994,093
36,157,850
- Guaranteed loans
21,739,701
15,365,751
174,815,061
175,091,518
44,422,108
20,524,752
- Loans pledged with assets
3,302,715
2,094,209
- Guaranteed loans
2,879,593
4,059,585
50,604,416
26,678,546
225,419,477
201,770,064
Bank loans
- Unsecured loans
Sub-total
Other loans
- Unsecured loans
Sub-total
Total
As at 31 December 2013, among the total loans of the Group, total unsecured loans was RMB 161.5 billion (2012: RMB 144.1 billion), total
guaranteed loans was RMB 24.6 billion (2012: RMB 19.4 billion), and loans pledged with assets was RMB 39.3 billion (2012: RMB 38.3 billion). Cash
and deposits, bills and accounts receivable, inventories, investment assets, fixed assets, intangible assets and other assets of the Group with carrying
amount of RMB 99.074billion (2012: RMB 98.32 billion) was pledged for loans.
As at 31 December 2013, all of the loans of the Company were unsecured loans of banks.
118
Analysed by currencies:
The Group
Item
2013
2012
Loans in RMB
111,671,688
104,652,985
Loans in USD
89,200,711
73,426,872
Loans in HKD
19,412,575
20,446,311
5,134,503
3,243,896
225,419,477
201,770,064
2013
2012
Loans in RMB
500,000
500,000
Loans in USD
-
3,834,155
500,000
4,334,155
Loans in other currencies
Total
The Company
Item
Total
As at 31 December 2013, the Group’s total loans in foreign currency was RMB 113.7 billion (2012: equivalent to RMB 97.1 billion), among which loans
in USD was RMB 89.2 billion (2012: RMB 73.4 billion), loans in HKD was RMB19.4 billion (2012: RMB 20.4 billion), and loans in other currencies was
RMB 5.1 billion (2012: RMB3.2 billion).
The maturity analysis of loans is as follows:
The Group
Item
2013
2012
89,518,198
73,886,422
107,390,201
94,763,666
28,511,078
33,119,976
225,419,477
201,770,064
2013
2012
500,000
125,710
Due after 1 year but within 5 years (inclusive)
-
4,208,445
Due after 5 years
-
-
500,000
4,334,155
Due within 1 year (inclusive)
Due after 5 years
Total
The Company
Item
Total
As at 31 December 2013, the fixed interest rates per annum for the Group’s loans range from 0.6% to 14.4% (2012: 0% to 14.4%), and the floating
interests rates per annum for the Group’s loans are based on domestic and overseas inter-bank offered rates plus an interest margin. As at 31
December 2013, the interest rates for the Group’s loans range from 1.0% to 7.6% (2012: 0.7% to 5.0%).
As at 31 December 2013, the interest rate for the Company’s long-term loans (RMB) based on 3-year PBOC benchmark interest rate was 6.15% on
the last interest payment date of the year.
(27) Debts securities issued
119
The Group
Item
2013
2012
Corporate bonds issued
60,323,147
54,218,320
Notes issued
29,678,738
29,416,723
Subordinated debts issued
45,279,432
43,901,395
Certificates of deposit issued
12,717,736
11,592,799
Debt securities issued
15,903,658
907,917
222,757
492,097
2,967,980
-
167,093,448
140,529,251
2013
2012
577,710
730,490
-
-
577,710
730,490
2013
2012
28,843,272
15,845,544
45,659,198
29,095,620
Due after 5 years
92,590,978
95,588,087
167,093,448
140,529,251
2013
2012
-
-
577,710
730,490
-
-
577,710
730,490
Convertible bonds issued
Certificates of interbank deposit issued
Total
The Company
Item
Corporate bonds issued
Notes issued
Total
The maturity analysis of debts securities issued is as follows:
The Group
Item
Total
The Company
Item
Due after 5 years
Total
As at 31 December 2013 and 2012, the fixed interest rates per annum for the Group’s debt securities range from 0.5%-6.9%, and the floating
interests rates per annum for the Group’s debt securities based on Interbank Offered rates of different region plus-margins of bank from different
districts.
120
(28) Provisions
The Group
1 January 2013
Charges
for the year
Payment
during the year
Written off
during the year
Exchange
differences
31 December
2013
Environment
restoration
expenditures
1,667,570
234,585
(177,492)
(377,019)
(43,096)
1,304,548
Others
3,911,607
705,997
(140,038)
-
(12,689)
4,464,877
Total
5,579,177
940,582
(317,530)
(377,019)
(55,785)
5,769,425
Item
(29) Paid-in capital
The Company
2012
Increase in
current year
Decrease in
current year
2013
Paid-in capital
183,702,630
267,779
-
183,970,409
Total
183,702,630
267,779
-
183,970,409
Item
This item reflects the Paid-in capital of the Company by the Ministry of Finance of the People’s Republic of China.
The increase in the current year was due to the transfer of the undistributed profits of RMB267,778,771.84 to the paid-in capital, and has been verified
by Zhongjia Youyi Certified Public Accountants Co., Ltd with Zhong Jia You Yi Yan Zi [2013] No.10 capital verification report issued.
30) Capital reserve/Reserves
The Group
Item
2013
2012
Paid-in capital premium (i)
(6,313,851)
(9,621,322)
Private provident accumulation fund (ii)
31,552,281
31,552,281
(46,072)
56,393
(3,521,082)
(159,073)
810,958
45,335
(410,661)
(7,827)
22,071,573
21,865,787
Share of owners’ equity of inventees accounted for under the
equity method
Reserve from available-for-sale financial assets
Reserve from cash flow hedges
Others
Total
Note (i): the Group’s paid-in capital premium included the adjustment for none-restructured subsidiaries as a result of the Restructuring of the
Company.
Note (ii): As at 31 December 2011, the Company carried forward the change of RMB31.552 billion in the net assets of the Group from 1 January
2011 to 31 December 2011 to the private provident accumulation fund for contributors.
121
The Company
Item
Private provident accumulation fund
2013
2012
31,552,280
31,552,280
(4,133)
328
1
1
782
-
34,767
-
31,583,697
31,552,609
Share of owners’ equity of inventees accounted for under the
equity method
Paid-in capital premium
Other capital reserves
Total
(31) Surplus reserve
The Group and the Company
Item
Statutory surplus reserve
33(1)
1 January 2013
Additions
31 December 2013
29,753
25,305
55,058
(32) General reserve
The Group
Item
1 January 2013
Additions
31 December 2013
9,207,846
6,296,340
15,504,186
General reserve
(33) Appropriation of profits and retained earnings at the end of the year
(a) Appropriation to statutory surplus reserve
In accordance with the Articles of Association and relevant laws and regulations, the Company made
appropriations to statutory surplus reserve of 10% of net profit for 2013.
(b) Appropriation to general reserve
Pursuant to relevant MOF notices, financial institutions in Mainland China are required to set aside a general
reserve to cover potential losses against their assets. The minimum general reserve balance should be not less than
1.5% of the ending balance of gross risk-bearing assets.
(c) Retained earnings at the end of the year
Statutory surplus reserve of RMB4.536 billion attributable to the Company was made by the subsidiaries in
2013.
On 28 April 2014, the thirteenth meeting of the first session of the Board of directors of the Company approves
the 2013 profit appropriation plan. In accordance with the plan, after the appropriations to statutory surplus reserve,
the Company’s remaining distributable profit amounting to RMB227,748,087.19 will be converted to CITIC Group
Corporation’s state-owned capital.
122
(34) Operating income
The Group
Item
2013
2012
221,920,041
217,569,180
33,150,873
30,386,580
5,677,176
4,256,690
Net interest income
87,702,162
77,625,209
Net fee and commission income
21,612,179
14,937,250
Investment income from financial business
2,811,829
3,033,113
Other income from financial business
2,214,181
1,948,032
375,088,441
349,756,054
2013
2012
462,291
343,754
Investment income
79,450
191,404
- Associates/jointly controlled enterprises accounted for under
the equity method
19,205
25,732
- Equity investment accounted for under the cost method
54,645
142,973
-Gains on disposal
5,600
22,699
Other income
1,070
1,145
542,811
536,303
2013
2012
17,758,597
15,829,949
6,618,911
7,393,599
Net interest expenses
11,139,686
8,436,350
Interest income from deposits and receivables
(2,262,740)
(2,302,046)
(835,848)
(104,836)
625,892
407,452
8,666,990
6,436,920
Operating income from non-financial business
- Sale of goods
- Rendering of service and construction contracts
- Other non-financial income
Total
The Company
Item
Interest income from loans to customers
Total
(35) Financial expenses
The Group
Item
Non-financial business
Interest expenses from loans and payables
Less: Borrowing costs capitalised
Net exchange gains
Other financial expenses
Total
123
The Company
Item
2013
2012
Interest expenses
90,922
507,882
Interest income from deposits
(3,532)
(57)
94
990
87,484
508,815
Item
2013
2012
Placement with banks and non-bank financial institutions
7,218
-
750,169
(168,830)
Inventories
198,783
1,402,635
10,839,964
12,500,404
731,965
62,726
(84,529)
(6,319)
62,427
1,539,377
1,500,433
93,066
303,923
51,890
Intangible assets
45,879
25,764
Others
59,708
296,615
14,415,940
15,797,328
2013
2012
1,670,361
1,854,574
Trading financial assets/liabilities
280,817
(85,620)
Derivative financial instruments
198,035
54,296
4,855
-
2,154,068
1,823,250
Other financial expenses
Total
The Group’s capitalised interest rates for 2013 range from 3% to 7.86% (2012: 2.5%-8.6%).
(36) Impairment losses
The Group
Fixed assets
Total
(37) Gains from changes in fair value
The Group
Item
Others
Total
124
(38) Investment income
The Group
Item
2013
2012
3,954,229
3,490,870
206,543
46,849
- Gains on disposal
4,913,287
994,098
Others
1,290,114
664,723
10,364,173
5,196,540
2013
2012
Gains on disposal of fixed assets
54,329
113,650
Gains on disposal of repossessed assets
15,335
52,735
4,671
4,782
74,335
171,167
Government grants
1,767,893
2,967,158
Others
1,608,445
1,979,246
Sub-total
3,376,338
4,946,404
Total
3,450,673
5,117,571
2013
2012
Donation
81,532
56,906
Losses on disposal of fixed assets
45,571
78,747
Others
338,075
210,212
Total
465,178
345,865
- Associates/jointly controlled enterprises accounted for under
the equity method
- Equity investment accounted for under the cost method
Total
(39) Non-operating income
The Group
Item
Gains on disposal of intangible assets
Sub-total gains on disposal of non-current assets
(40) Non-operating expenses
The Group
Item
125
The Company
Item
2013
2012
21,887
650
-
-
613
24,843
22,500
25,493
2013
2012
Current tax expense for the year
19,051,289
18,010,056
Deferred income tax
(2,490,038)
(2,908,020)
Total
16,561,251
15,102,036
Donation
Losses on disposal of fixed assets
Others
Total
(41) Income tax
(a) Income tax expense for the year represents:
The Group
Item
(b) Reconciliation between income tax expense and accounting profit is as follows:
The Group
Item
2013
2012 (restated)
Profits before taxation
74,241,469
61,114,774
Expected income tax expense at tax rate of 25%
18,560,367
15,278,694
Effect of different tax rates applied by subsidiaries
(759,814)
(575,428)
1,743,019
2,183,425
Tax effect of results from associates and jointly controlled
enterprises
(1,181,877)
(979,046)
Other non-taxable income
(2,239,336)
(1,806,394)
Unrecognised tax losses
171,447
454,781
Others
267,445
546,004
16,561,251
15,102,036
Tax effect of non-deductible expenses
Total
126
The Company
Item
2013
2012
253,053
297,532
63,263
74,383
9,013
1,124
(13,661)
(35,743)
(4,801)
(6,433)
-
(90,148)
(53,814)
56,817
Others
-
-
Total
-
-
2013
2012
(7,284,702)
(199,118)
(743,958)
222,730
Tax effect of available-for-sale financial assets
(1,524,642)
(156,971)
Sub-total
(5,016,102)
(264,877)
839,329
421,097
7,541
(6,254)
831,788
427,351
1,048,568
(436,887)
217,032
1,334,536
(406,136)
(536,733)
105,324
(354,563)
1,132,348
(880,127)
Exchange differences on translation of financial statements
denominated in foreign currencies and others
(2,338,247)
(199,033)
Total
(5,390,213)
(916,686)
Profits before taxation
Expected income tax expense at tax rate of 25%
Tax effect of non-deductible expenses
Tax effect of dividend distribution from subsidiaries
Tax effect of results from associates and jointly controlled
enterprises
Other non-taxable income
Unrecognised tax losses
(42) Other comprehensive income
The Group
Item
Losses arising from available-for-sale financial assets
Less: Net amounts previously recognised in other comprehensive
income transferred to profit or loss in the current period
Share of other comprehensive income of investees accounted for
under the equity method
Sub-total
Profits/(losses) arising from cash flow hedges
income transferred to profit or loss in construction in progress
Net amounts previously recognised in other comprehensive
Tax effect of cash flow hedges
Sub-total
127
The Company
Item
2013
2012
782
-
-
-
Tax effect of available-for-sale financial assets
-
-
782
-
Share of other comprehensive income of investees accounted for
under the equity method
(4,462)
328
-
-
(4,462)
328
Gain arising from available-for-sale financial assets
Sub-total
Sub-total
Exchange differences on translation of financial statements
denominated in foreign currencies and others
Total
(3,680)
328
2013
2012
Net profit (including the minority interest income)
57,680,219
46,015,101
Add: Impairment losses
14,415,940
15,797,328
Depreciation of fixed assets
10,025,463
7,415,465
1,511,101
872,890
(28,764)
(92,420)
(2,154,068)
(1,823,250)
Financial expenses
8,876,947
6,134,304
Investment income
(11,419,796)
(6,033,560)
(2,490,038)
(2,908,020)
(10,619,133)
(14,329,078)
(818,398,604)
(258,178,313)
638,614,857
174,477,765
(113,985,876)
(32,651,788)
(43) Supplementary information to statement of cash flow
(a) Reconciliation of net profit to cash flows from operating activities:
The Group
Item
Amortisation of intangible assets
Gains on disposal of fixed assets, intangible assets, and other
long-term assets
Gain on changes in fair value
Net movement in deferred tax assets
Increase in inventories
Increase in operating receivables
Increase in operating payables
128
The Company
Item
Net profit
2013
2012
253,053
297,532
Add: Provision for assets impairment
Depreciation of fixed assets
(34,155)
223
1,336
Long-term prepaid expenses amortization
-
-
Gains on disposal of fixed assets, intangible assets, and other
long-term assets
-
-
(5,600)
(48,431)
261
-
1,258,698
28,750,521
Increase in operating payables (increase stated in negative value)
(2,703,234)
(28,525,538)
(1,196,599)
441,265
2013
2012
Cash at the end of the year
74,924,826
75,156,775
Less: Cash at the beginning of the year
75,156,775
66,135,079
Add: Cash equivalents at the end of the year
202,330,982
335,932,187
Less: Cash equivalents at the beginning of the year
335,932,187
475,221,195
(133,833,154)
(130,267,312)
2013
2012
Cash at the end of the year
415,226
510,945
Less: Cash equivalents at the beginning of the year
510,945
13,359,461
Net increase in cash and cash equivalents
(95,719)
(12,848,516)
2013
2012
91,104,329
87,789,017
6,900,017
6,750,260
68,024,809
68,406,515
6,010,989
4,537,651
10,168,514
8,094,591
Investment income
Net increase in deferred tax assets
Decrease in operating receivables (increase stated in negative
value)
(b) Change in cash and cash equivalents:
The Group
Item
Net decrease in cash and cash equivalents
The Company
Item
(c) Cash and cash equivalents held by the Group are as follows:
The Group
Item
(a) Cash at bank and on hand
- Cash on hand
- Bank deposits on demand
- Fixed term deposits due over three months
- Restricted cash
129
Item
2013
2012
202,330,982
335,932,187
- Surplus deposit reserve funds
66,055,452
62,222,525
- Investment in debt securities due within three months
12,041,975
9,378,524
- Deposits with banks and non-bank financial institutions
due within three months when acquired
97,617,057
216,253,094
-Placements with banks and non-bank financial institutions
due within three months when acquired
26,616,498
48,078,044
293,435,311
423,721,204
6,010,989
4,537,651
10,168,514
8,094,591
277,255,808
411,088,962
(b) Cash equivalents
(c) Closing balance of cash and cash equivalents
Less: Deposits due over three months
Less: Restricted cash
(d) Closing balance of cash and cash equivalents available
on demand
(d) Other cash received and paid by the Company in respect of investment activities mainly represents the cash
received and paid in respect of short-term investment activities.
8. Segment reporting
(1) General information
The Group has six reportable segments, namely finance, real estate and infrastructure, engineering contracting,
resources and energy, manufacturing and other services segment, which are determined based on the structure of its
internal organisation, management requirements and internal reporting system. Each reportable segment is a separate
business unit which offers different products and services, and is managed separately because they require different
technology and marketing strategies. The financial information of the different segments is regularly reviewed by the
Group’s management to make decisions about resources to be allocated to each segment and assess its performance.
(2) Segment results and assets
For the purposes of assessing segment performance and allocating resources between segments, the Group’s
management regularly reviews the assets, revenue, expenses and financial performance, attributable to each
reportable segment on the following bases:
Segment assets include all tangible and intangible assets, loans and receivables, and investments, with the
exception of deferred tax assets and other unallocated corporate assets.
Segment results are operating income (including operating income from external customers and inter-segment
operating income) after deducting expenses, depreciation, amortisation and impairment losses attributable to the
individual segments, and financial expenses from cash balances and borrowings managed directly by the segments,
and profit or loss of fair value changes and investment income. Inter-segment sales are determined with reference to
prices charged to external parties for similar transactions. The Group’s tax expenses are not allocated to individual
segments.
130
131
3,691,574,593
57,871,229
189,537,220
5,386,815
16,851,125
1,173,098
15,678,027
Real estate and
infrastructure
211,841,658
7,986,285
31,033,721
1,679,799
29,353,922
Real estate and
infrastructure
38,173,210
2,865,812
16,452,721
2,128,721
14,324,000
Engineering
contracting
38,213,578
2,480,311
18,472,837
1,980,661
16,492,176
Engineering
contracting
161,914,854
(174,877)
108,219,995
5,253
108,214,742
Resources and
energy
168,482,038
(167,530)
101,484,060
122,565
101,361,495
Resources and
energy
Note i: The unallocated items of segment total assets include deferred tax assets and other unallocated assets.
2,996,498,568
46,433,277
Operating profit
Segment assets (Note i)
95,953,325
(288,080)
Inter-segment operating
income
Segment operating
income
96,241,405
Operating income from
external customers
Financial
services
Industry segments in 2012 (restated)
Segment assets (Note i)
Operating profit
112,445,885
35,695
Inter-segment operating
income
Segment operating
income
112,410,190
Financial
services
Operating income from
external customers
Industry segments in 2013
82,908,152
1,312,987
55,762,437
9,662
55,752,775
Manufacturing
85,602,232
2,148,567
56,692,841
4,956
56,687,885
Manufacturing
72,103,859
1,713,999
58,437,681
335,738
58,101,942
Others
85,838,549
1,991,507
57,249,798
655,354
56,594,444
Others
122,877,157
(544,151)
3,629,403
2,186,241
1,443,163
Unallocated
128,604,955
(430,659)
4,269,185
2,080,856
2,188,329
Unallocated
Information regarding to the Group’s reportable segments set out below regularly reviewed by the chief operating decision maker:
(98,441,315)
(648,431)
(5,550,633)
(5,550,633)
-
Elimination
(110,480,138)
(623,735)
(6,559,886)
(6,559,886)
-
Elimination
3,565,571,705
56,345,431
349,756,054
-
349,756,054
Total
4,299,677,465
71,255,975
375,088,441
-
375,088,441
Total
(3) Geographic information
The majority assets of the Group are from China. The following table sets out information about the geographical
location of the Group’s operating income from external customers and the Group’s assets. The geographical
information is based on the location of customers receiving services or goods.
Operating income from external customers
2013
2012
306,201,849
289,487,161
36,397,313
30,272,615
342,599,162
319,759,776
32,489,279
29,996,278
375,088,441
349,756,054
PRC
Including: Mainland China
Hong Kong and Macau
Sub-total
Other countries
Total
(4) Major customers
Operating income from each individual customer of the Group is less than 10% of the Group’s total operating
income.
9. Commitments and contingent liabilities
(1) Credit commitments
The Group
Item
2013
2012
Loan commitments
138,414,658
118,091,205
Guarantees
129,669,927
103,644,536
Letters of credit
199,513,888
166,110,943
Acceptances
695,018,241
665,235,069
95,217,491
80,451,575
2,567,900
4,400,000
1,260,402,105
1,137,933,328
Credit card commitments
Others
Total
The loan commitment represents undrawn amount of approved loans with signed contracts and credit card limits. Guarantees and letters of credit
reflect the greatest losses that the secured party can bear on the balance sheet date if it fails to fully comply with the contract.
132
(2) Bonds redemption obligations
One subsidiary of the Group is an underwriting agent of PRC government bonds. The Group has the
responsibility to buy back those bonds sold by it should the holders decide to early redeem the bonds held. The
redemption price for the bonds at any time before their maturity date is based on the coupon value plus any interest
unpaid and accrued up to the redemption date. Accrued interest payables to the bond holders are calculated in
accordance with relevant rules of the MOF and the PBOC. The redemption price may be different from the fair value
of similar instruments traded on the redemption date.
The redemption obligations below represent the nominal value of government bonds underwritten and sold by
the Group, but not yet matured on the reporting date:
The Group
Item
Bonds redemption obligations
2013
2012
3,792,169
4,524,842
The PRC government bonds which were redeemed before maturity in the Group have been reflected in the financial statements. The Group estimates
that the possibility of redemption before maturity is remote.
(3) Guarantees provided
Except for guarantees that have been recognised as liabilities, the Group’s and the Company’s guarantee issued
for other enterprises are as follows:
The Group
Item
2013
2013
Related parties
4,852,791
4,456,633
Third parties
7,941,165
2,735,855
12,793,956
7,192,488
2013
2012
4,118,625
4,550,670
Related parties
117,500
117,500
Third parties
285,000
345,000
4,521,125
5,013,170
Total
The Company
Item
Subsidiaries
Total
As at 31 December 2013, the amount of guarantees issued to third parties of the Group is RMB 36 million (2012: RMB 0 million).
133
(4) Capital commitments
As at 31 December, the Group’s total capital commitments are as follows:
The Group
Contracted for
Authorized but not contracted for
Total
2013
2012 (restated)
23,592,248
27,149,481
1,720,348
1,933,456
25,312,596
29,082,937
(5) Operating lease commitments
As of 31 December 2012, the total future minimum lease payments under non-cancellable operating leases of
properties, fixed assets and so on were payable as follows:
The Group
Item
2013
2012
Within 1 year
3,281,953
2,610,794
After 1 year but within 2 years (inclusive)
2,932,304
2,217,430
After 2 years but within 3 years (inclusive)
2,604,591
1,985,813
After 3 years
9,070,528
6,850,342
17,889,376
13,664,379
Total
(6) Outstanding litigations and arbitration
The Group is involved in certain pending litigations as defendant. Based on the opinion of internal and external
legal counsels of the Group, the Group made provisions in the consolidated balance sheet for those litigations of
which outflow of economic benefits are probable and the outflow can be estimated reliably. The Group believes that
these accruals are reasonable and adequate. Management believes any liabilities result from those litigation of which
outcome cannot be reliably estimated will not have significant negative impact on the Group’s financial status or
operating results.
134
10. Related party relationships and transactions
(1) Subsidiaries of the Company
(a) Please refer to Note 6 (1) for details of the Company’s subsidiaries.
(2) The Group and the Company’s transactions with related parties:
(a) Transaction amounts with related parties:
The Group
2013
2012
Sale of goods
82,840
430,663
Purchase of goods
50,571
2,937,167
381,129
389,526
Net fee of charges and commissions
65,428
67,253
Income from supplementary services
-
41,345
Expenses for supplementary services
52,221
68,048
Interest income from deposits and receivables
12,571
182,907
-
3,432
2013
2012
279,488
169,494
Interest income from deposits
3,093
58
Commission income
1,500
1,500
72
2
-
252
Net interest expense
Business and administrative expenses
The Company
Interest income from entrust loans
Commission expense
Consulting service income
The above transactions with related parties were conducted under normal commercial terms or relevant
agreements.
135
(b) The balances of transactions with related parties are set out as follows:
The Group
Item
2013
2012
5,944,614
5,259,493
Loans and advances
150,763
166,219
101
329,143
558,384
2,179,611
3,755,777
22,652,685
267
61,455
4,852,791
4,456,633
2013
2012
4,964,793
10,376,658
Loans and advances
2,728,529
2,365,921
908,766
90,959
4,236,125
4,668,170
Cash and deposits
Bills and payables
Deposits from customers, banks and non-bank institution
Other liabilities
Guarantees provided
The Company
Item
Bills and payables
Guarantees provided
(c) Relationships with the related parties for transactions as set out in (2) (a) and (b) above
Company Name
136
Relationship with the Group
Jointly controlled by the Group
CITIC Polytec Property (Foshan) Company Limited
Jointly controlled by the Group
Guangdong Li He Property Development Company Limited
Significantly influenced by the Group
CITIC Securities Company Limited
Guangdong Eastern Fibernet Investment Company Limited
Chongqing Expressway Group Co., Ltd
Dongguan CITIC Taikang Real Estate Development Co., Ltd.
11. Post Balance Sheet Events
(1) The description of the appropriation of profits for the post balance sheet events:
On 28 April 2014, the thirteenth meeting of the first session of the Board of directors of the Company approves
the 2013 profit appropriation plan. In accordance with the plan, after the appropriations to statutory surplus reserve,
the Company’s remaining distributable profit amounting to RMB 227,748,087.19 will be converted to CITIC Group
Corporation’s state-owned capital.
(2) Shares transfer
The overseas wholly-owned subsidiaries of CITIC Limited (a subsidiary of the Company) which hold the shares
of CITIC Pacific Limited (hereinafter referred to as “CITIC Pacific”) will transfer such shares of CITIC Pacific to one or
more overseas wholly-owned subsidiaries of the Company for their respective business needs. The relevant parties
entered into framework agreements in March 2014 to transfer such shares of CITIC Pacific, the completion of which
is subject to consent of the relevant third parties and regulatory authorities. As at the issuance date of these financial
statements, the underlying transfer has not been completed.
(3) Acquisition
According to the announcement of CITIC Pacific dated 16 April 2014, CITIC Pacific entered into a share transfer
agreement, under which CITIC Pacific agreed to acquire 100% of the total issued shares of CITIC Limited from the
Company and Beijing CITIC Enterprise Management Company Limited (hereinafter referred to as “CITIC Enterprise
Management”). The acquisition is subject to a number of conditions precedent including approvals from relevant
regulatory bodies.
137
P139
Contact us
138
P140
CITIC Limited
Telephone: 86-10-64660088
Fax: 86-10-64661186
Address: Capital Mansion, 6 Xinyuannanlu, Chaoyang District,
Beijing 100004, China
Website: http://www.citicgroup.com.cn
CITIC Limited
CITIC Medical & Health Group Co., Ltd.
Telephone: 86-10-64660088
Telephone: 86-10-59661196
Fax: 86-10-64661186
Fax: 86-10-84865699
Address: 23/F, Borui PLAZA, 26A, Dongsanhuanbeilu,
Chaoyang District, Beijing 100026, China
Website: http://www.citic.com
Website: http://www.citic-health. com
Beijing CITIC Enterprise Management Co., Ltd.
CITIC Ningbo Group
Telephone: 86-10-59668666
Telephone: 86-574-56156077
Fax: 86-10-59660666
Fax: 86-574-56156006
Address: Room 615, Capital Mansion, 6 Xinyuannanlu,
Address: 29 Jiangdongbeilu, Ningbo, Zhejiang Province
315040, China
CITIC Guoan Group
Telephone: 86-10-65007700
Telephone: 86-379-64088888
Fax: 86-10-65010854
Fax: 86-379-64214680
Address: 4/F, Guoan Mansion, 1 Guandongdianbeijie,
Address: 206 Jianshelu, Luoyang, Henan Province 471039,
China
Website: http://www.¬guoan.¬citic.¬com
Website: http://www.citichmc.com
CITIC Asset Management Corporation Ltd.
CITIC International Cooperation Co., Ltd.
Telephone: 86-10-64196666
Telephone: 86-10-59660133
Fax: 86-10-64196519
Fax: 86-10-84861799, 84417396
Address: 3/F,Office Tower A,Donghuan Plaza,9 Dongzhongjie,
Address: 22/F, Tower A, TYG Center, C2 Dongsanhuanbeilu,
Dongcheng District, Beijing 100027, China
Website: http:// amc.ecitic.com
Website: http://www.icc.citic.com
Telephone: 86-10-84868800
Telephone: 86-10-84862288
Fax: 86-10-84868080
Fax: 86-10-84862255
Address: 1/F, Capital Mansion, 6 Xinyuannanlu, Chaoyang
Address: 45 /F, Capital Mansion, 6 Xinyuannanlu, Chaoyang
District, Beijing 100004, China
Website: http://www.networks.citic.com
Website: http://www.intl.citic.com
CITIC Machinery Manufacturing Inc., Ltd.
CITIC Mining Technology Development Co., Ltd.
Telephone: 86-357-4083008
Telephone: 86-10-85261246
Fax: 86-357-4083007
Fax: 86-10-65927167
Address: 85 Fangzhidongxiang, Huibinjie, Houma, Shanxi
Address: 26/F, CITIC Building, 19 Jianguomenwaidajie,
Province 043001, China
Website: http://www.machine.citic.com
CITIC Bohai Aluminium Industries Holding
Company Ltd.
Telephone: 86-335-3850667
Fax: 86-335-3850687
Address: 95 Beihuanlu, Haigang District, Qinhuangdao, Hebei
Website: http://www.bohai.citic.com
139
CITIC Limited
Telephone: 86-10-64660088
Fax: 86-10-64661186
Website: http://www.citic.com
CITIC Holdings
CITIC Securities International Co., Ltd.
CITIC Pacific Mining Management Pty Ltd.
Telephone: 86-10-59661838
Customer Service Line: 00852-22379338
Telephone: 61-8-92268888
Fax: 86-10-84861342
Overseas call: 400-818-0338
Fax: 61-8-92268899
Address: 26/F CITIC Tower, 1 Tim Mei Avenue,
Address: Level 13, 99 St Georges Terrace Perth 6000,
Central, Hong Kong
Website: www.citics.com.hk
Website: http://www.citicpacificmining.com
China CITIC Bank Corporation Limited
China Asset Management Co., Ltd.
CITIC Pacific China Holding Limited
Telephone: 010-88066688
Telephone: 86-21-62156215
Telephone: 86-10-65558888
Customer Service Line: 400-818-6666
Fax: 86-21-52984330
Fax: 86-10-65550801
Address: 12/F Tower B Tongtai Plaza, 33 Jinrongdajie,
Address: CITIC Square 45/F, 1168 Nanjingxilu,
(listed company)
Address: C Block, Fuhua Mansion, 8 Chaoyangmenbeidajie,
Dongcheng District, Beijing 100027, China
Xicheng District, Beijing 100033, China
CITIC International Financial Holdings
Limited
Telephone: 852-36073000
Fax: 852-25253303
Address: Suites 2701-9, 27 /F, CITIC Tower, 1 Tim Mei
Avenue, Central, Hong Kong
Website: http://www.citicfh.com
CITIC Securities Co., Ltd. (listed company)
Telephone: 86-755-23835888 86-10-60838888
Address: CITIC Securities Mansion, 8 Zhongxinsanlu, Futian
District, Shenzhen, Guangdong Province 518048,
China
CITIC Securities Mansion, 48 Liangmaqiaolu,
Website: http://www.cs.ecitic.com http://www.citics.com
CITIC Securities (Zhejiang) Co., Ltd.
Telephone: 86-571-85783737
Address: 19-20/F, Hengxin Tower, 588 Jiangnandadao,
Binjiang District, Hangzhou, Zhejiang
Website: http://www.bigsun.com.cn
CITIC Wantong Securities Co., Ltd.
Customer Service Line: 95548
Address: 20/F, Building 1，Qingdao International
Financial Square, 222 Shenzhenlu, Laoshan
District, Qingdao, Shandong Province
266061, China
Website: www.zxwt.com.cn
Shanghai 200041, China
Website: http://www.chinaamc.com
Website: http://bank.ecitic.com
140
Australia
Website: http://www.ecitic.com
Sunburst Energy Development Co., Ltd.
CITIC Trust Co., Ltd.
Telephone: 86-10-65910166
Telephone: 86-10-84861327
Fax: 86-10-65004005
Fax: 86-10-84861380
Address: 17 /F, CITIC Building, 19 Jianguomenwaidajie.,
Website: http://trust.ecitic.com
CITIC Real Estate Co., Ltd.
Telephone: 86-10-84868966
CITIC-Prudential Life Insurance Co., Ltd.
Fax: 86-10-84868918
Telephone: 010-8587899
Fax: 010-85878577
Address: Room 01-10, E16/F, World Financial Centre, 1
Website: http://www.realestate.citic.com
Dongsanhuanzhonglu, Chaoyang District, Beijing
100020, China
Website: http://www.citic-prudential.com.cn
CITIC Heye Investment (Beijing) Co., Ltd.
Telephone: 86-10-84868966
Fax: 86-10-84868583
CITIC Finance Company Limited
Telephone: 010-59668280
Fax: 010-84861879
Website: http://www.realestate.citic.com
Address: Capital Mansion B, 6 Xinyuannanlu, Chaoyang
CITIC Industrial Investment Group Corp., Ltd.
Telephone: 86-21-26019900
CITIC Pacific Ltd. (listed company)
Fax: 86-21-26019990
Telephone: 852-28202111
Address: 55/F, CITIC Plaza, 859 Sichuanbeilu, Shanghai
Fax: 852-28772771
Address: 32/F CITIC Tower, 1 Tim Mei Avenue, Central, Hong Kong
200085, China
Website: http://www.east.citic.com
Website: http://www.citicpacific.com
CITIC Port Investment Co., Ltd.
CITIC Pacific Special Steel Holdings
Telephone: 86-574-86750001
Telephone: 86-21-61713366
Fax: 86-574-86750001
Fax: 86-21-61710111
Address: 9/F, West Building of CITIC Plaza, Ningbo
Address: CITIC Square 15/F, 1168 Nanjingxilu,
Daxie Development Zone, Zhejiang Province
315812, China
CITIC Infrastructure Investment Co., Ltd.
Joint Stock Company KARAZHANBASMUNAI
Tianjin Precious Metals Exchange Co., Ltd.
Telephone: 86-21-26019900
Telephone: 7-729-2433600
Telephone: 86-022-58678686
Fax: 86-21-26019990
Fax: 7-729-2435062
Fax: 86-022-58678180
Address: 55/F, CITIC Plaza, 859, Sichuanbeilu,
Address: 8 build., 15 microdistrict 130000, Aktau,
Address: 28-1-101, Airport Business Park, Airport
Mangistau region, Republic of Kazakhstan
Economic Area, Tianjin 300300, China
Website: http://www.tjpme.com
CITIC Industrial Investment Ningbo Co., Ltd.
CITIC Resources Australia Pty Ltd.
Telephone: 86-574-86766600
Telephone: 61-3-96148000
CITIC Australia Pty. Ltd.
Fax: 86-574-86766366
Fax: 61-3-96148800
Telephone: 61-3-96148000
Address: 8/F, West Building, CITIC Plaza, Ningbo
Address: Level 7, CITIC House 99/King Street,
Fax: 61-3-96148000
Daxie Development Zone, Zhejiang
Melbourne, Victoria 3000, Australia
Address: CITIC House 99/King Street, Melbourne, Victoria
3000, Australia
CITIC Dameng Mining Industries Ltd.
CITIC Construction Co., Ltd.
(listed company)
CITIC Kazakhstan Limited Liability Partnership
Telephone: 86-10-59660133
Telephone: 86-771-5556555
Telephone: 7-727-3201960
Fax: 86-10-84861799, 84417396
Fax: 86-771-5556558
Fax: 7-727-3201967
Address: 22/F, Tower A, TYG Center, C2 Dongsanhuanbeilu,
Address: CITIC Dameng Building, 18 Zhujinlu,
Address: b-n 1, Building 4/2, the Village Karaotkel 3,
Nanning, Guangxi Zhuang Autonomous
Kurgaldzhin Road, Esil District, Astana, Republic of
Region 530029, China
Kazakhstan
Website: http://www.ccc.citic.com
Website: http://www.citicdameng.com
CITIC International Contracting Co., Ltd.
CITIC Heavy Industries Co., Ltd.
Telephone: 86-10-59660133
CITIC United Asia Investments Ltd.
(listed company)
Fax: 86-10-84861799, 84417396
Telephone: 852-28612727
Telephone: 86-379-64088888
A d d r e s s : 2 2 / F, To w e r A , T Y G C e n t e r, C 2
Fax: 852-28611901
Fax: 86-379-64214680
Address: Rm.2118 Hutchison House, 10 Harcourt Road,
Address: 206 Jianshelu, Luoyang, Henan Province 471039, China
Dongsanhuanbeilu, Chaoyang District,
Website: http://www.cici.citic.com
Hong Kong
Website: http://www.citichmc.com
Website: http://www.citicua.com
CITIC Investment Holdings Ltd.
CITIC Engineering Design & Construction Co., Ltd.
CITIC Jinzhou Metal Co., Ltd.
Telephone: 86-10-84865526
Telephone: 86-27-82731196
Telephone: 86-416-7186666
Fax: 86-10-84865250
Fax: 86-27-82726178
Fax: 86-416-7186666
Address: 15 /F, Capital Mansion, 6 Xinyuannanlu, Chaoyang
Address: 8 Siweilu, Wuhan, Hubei Province 430014, China
Address: 59 Hejinli, Taihe District, Jinzhou, Liaoning
Central and Southern China Municipal
Engineering Design & Research
Institute Co., Ltd.
Telephone: 86-27-82865081
Fax: 86-27-82426679
Address: 41 Liberation-park Road, Jiang’an District,
Wuhan, Hubei Province 430010, China
Website: http://www.znszy. com.cn
CITIC General Institute of Architectural
Design and Research Co., Ltd.
Website: http://www.invest.citic.com
Website: http://www.jzthj.com.cn
CITIC Dicastal Co., Ltd.
China Platinum Company
Telephone: 86-335-5358888
Telephone: 86-10-88469559
Fax: 86-335-5359999
Fax: 86-10-96096680
Address: 185 Longhaidao, Qinhuangdao Economic and
Address: 15F-A, Tower C, Empark Grand Hotel, 69
Banjinglu, Haidian District,Beijing 100097,
China
CITIC Metal Co., Ltd.
Technical Development Zone, Hebei Province
066011, China
Website: http://www.dicastal.com
Asia Satellite Telecommunications Holding Co., Ltd.
Telephone: 86-27-82732804
Telephone: 86-10-59661921
(Listed company)
Fax: 86-27-82726178
Fax: 86-10-59661919
Telephone: 852-25000888
Address: 8 Siweilu, Wuhan, Hubei Province 430014, China
Fax: 852-25764111
Website: http://www.whadi.citic.com
Website: http://www.metal.citic.com
CITIC Resources Holdings Limited
CITIC Metal Hong Kong Investment Limited
Telephone: 852-28998200
Telephone: 852-25988776
Fax: 852-28159723
Fax: 852-25988909
Address: Suites 3001-3006, 30/F, Building A, Pacific Place
Address: Unit 1105, 11/F, Tower 1, Lippo Centre, No.89
Website: http://www.citicresources.com
Bay, Hong Kong
Website: http://www.asiasat.com.cn
(listed company)
88 Queensway, Hong Kong
Address: 19/F, Sunning Plaza, 10 Hysan Avenue, Causeway
Queensway, Admiralty, Hong Kong, China
Website: http://www.metal.citic.com
CITIC Telecom International Holdings Limited
(Listed company)
Telephone: 852-23778888
Fax: 852-23762063
Address: 25/F CITIC Telecom Tower, Kwai Fuk Road, Kwai
Chung, Hong Kong
Website: http://www.citictel.com
141
Companhia de Telecomunicaҫ ões de
Macau S.A.R.L.
CITIC Capital Mansion Co., Ltd.
Telephone: 853-28833833
Fax: 86-10-84868135
Fax: 853-88913210
Address: Rua de Lagos, Telecentro, Taipa, Macau
Website: http:// www.ctm.net
OVERSEAS OFFFICES
Telephone: 86-10-64660088
Website: http://www.citiccm.com.cn
CITIC Representative Office in Japan
Telephone: 81-3-35842635
Fax: 81-3-35056235
Address: 1-14-5, Akasaka, Minatuku, Tokyo, Tu, Japan
CITIC Press Group
Telephone: 86-10-84849555
CITIC Building Management Co., Ltd.
Telephone: 86-10-85263348
Fax: 86-10-84849000
Fax: 86-10-85263344
Address: 8 -10/F, 2 Fusheng Tower, 4 Huixindongjie,
Address: 19 Jianguomenwaidajie, Beijing 100004, China
Telephone: 1-212-5887000
Fax: 1-212-7913857
Address: 410 Park Avenue, 18/F, New York, NY 10022, USA
Website: http://www.citic-bld.com.cn
Website: http://www.publish.citic.com
CITIC Representative Office in Kazakhstan
Telephone: 7-727-3201960
CITIC Tianjin Investment Holding Co., Ltd.
China International Economic Consultants
Co., Ltd. (CIEC)
Telephone: 86-22-66233996
Telephone: 86-10-84861310
Address: 5th Floor, 135 Abylaikhan Avenue, Almaty, Republic
Fax: 86-22-66233988
Fax: 86-10-84865509
Address: 249 Huanghailu, Tianjin Economic-technological
Development Area, Tianjin 300457, China
Website: http://www.tianjin.citic.com
Website: http://www.ciecworld.com
CITIC Zhonghaizhi Corporation
Beijing Guoan Football Club Co., Ltd.
Telephone: 86-755-25589393
Telephone: 86-10-65527930
Fax: 86-755-25588810
Fax: 86-10-65527932
Address: 20/F, Building A, Constructing Group Mansion,
Address: Stand No.18, Beijing Workers’ Stadium, Chaoyang
2118 Honglingzhonglu, Luohu District, Shenzhen,
Guangdong Province 518028, China
China Offshore Helicopter Co., Ltd.
(listed company)
Telephone: 86-755-26971826
Fax: 86-755-26971617
Address: Airport of Helicopters, Nanhaidadao,
Nanshan District, Shenzhen, Guangdong
Website: http://www.china-cohc.com
CITIC Tourism Group Co., Ltd.
Telephone: 86-10-85263636
Fax: 86-10-85263737
Address: 7 /F, #2 BLD, CITIC Building, 19 Jianguomenwaiadajie,
Website: http://www.travel.citic.com
CITIC Automobile Co., Ltd.
Telephone: 86-10-64929880
Fax: 86-10-64929680
Address: 14/F, Poly Plaza, 14 Dongzhimennandajie,
DongCheng District, Beijing 100027, China
Website: http://www.auto.citic.com
CITIC USA Holding Inc.
Telephone: 1-212-5887000
Fax: 1-212-7913857
Address: 410 Park Avenue, 18/F, New York, NY 10022, USA
142
CITIC Representative Office in New York
Website: http://www.fcguoan.com
Fax: 7-727-3201967
of Kazakhstan, 050000

CITIC Group Corporation Annual Report 2013

Transcription

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