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民生银行:中国民生银行2025年估值提升计划暨“提质增效重回报”行动方案(英文版)

上海证券交易所 03-29 00:00 查看全文

CHINA MINSHENG BANKING CORP. LTD.2025 CORPORATE VALUE AND RETURN ENHANCEMENT ACTION PLAN

The Board of Directors and all members of the Board of Directors of the Bank hereby warranty

that the contents of this announcement contain no false representation misleading statements or

material omissions and assume full legal responsibility for the truthfulness accuracy and

completeness of the contents.Important Notice:

* In active response to the SSE-Listed Companies’ Initiative for Special Action to Improve Quality

and Efficiency and Focus on Return in accordance with the Guidelines on Supervision of Listed

Companies No. 10 — Market Capitalisation Management China Minsheng Banking Corp. Ltd.(“CMBC” or the “Bank”) has formulated the 2025 Corporate Value and Return Enhancement

Action Plan “to Improve Quality and Efficiency and Focus on Return” of China Minsheng

Banking Corp. Ltd. (the “2025 Corporate Value and Return Enhancement Action Plan”). The

2025 Corporate Value and Return Enhancement Action Plan has been considered and approved at

the 11th meeting of the ninth session of the Board of Directors of the Bank.* The 2025 Corporate Value and Return Enhancement Action Plan of the Bank focuses on such

areas as operating performance asset quality dividend policy corporate governance investor

relations management information disclosure protection of investor interests and encouragement

of long-term investment and voluntary shareholding increase by substantial shareholders in order

to effectively promote the Bank’s investment value.* The 2025 Corporate Value and Return Enhancement Action Plan is an internal initiative of the

Bank and does not constitute any commitment by the Bank in respect of performance share price

material events or any specific targets or matters. The Bank’s business performance and the

secondary market performance may be affected by various factors such as macroeconomic

conditions industry policies and market conditions and therefore there are uncertainties over the

achievement of the relevant targets.I.?Circumstances Triggering the 2025 Corporate Value and Return Enhancement Action Plan

and Review Procedures

(1) Triggering Circumstances

For every trading day in the past 12 consecutive months from 1 January 2024 to 31 December 2024

the closing price of the shares of the Bank remained below the audited net asset value per share

attributable to ordinary shareholders of the Company during the most recent financial year. Specifically

the daily closing price was lower than the audited net asset value per share for 2022 (being RMB11.53)

from 1 January 2024 to 28 March 2024 and was lower than the audited net asset value per share for

2023 (being RMB12.10) from 29 March 2024 to 31 December 2024. In accordance with the Guidelines

on Supervision of Listed Companies No. 10 — Market Capitalisation Management this falls within the

scope requiring the formulation of a valuation enhancement plan.

(2) Review Procedures

On 28 March 2025 at the 11th meeting of the 9th session of the Board of Directors of the Bank theProposal on Formulating the 2025 Corporate Value and Return Enhancement Action Plan “to Improve

1Quality and Efficiency and Focus on Return” of China Minsheng Banking Corp. Ltd. was considered

and approved.II.?Details of the 2025 Corporate Value and Return Enhancement Action Plan

To enhance the investment value of CMBC and ensure the investment value in the Bank is a reasonable

representation of the Bank’s quality the Bank has formulated the 2025 Corporate Value and Return

Enhancement Action Plan in active response to the SSE-Listed Companies’ Initiative for Special Action

to Improve Quality and Efficiency and Focus on Return in accordance with the Guidelines on

Supervision of Listed Companies No. 10 – Market Capitalisation Management as follows:

(i)?Upholding Strategic Leadership to Build a Value Creation BankIn recent years the Bank has adhered to its strategic positioning as “a bank for non-state-ownedenterprises (NSOEs) an agile and open bank and a bank with considerate services”. It has remained

committed to its core mission of serving the real economy through financial services and has activelypractised its core values of “customer first people-oriented and steady progress for long-termdevelopment”. By expanding its customer base and strengthening its product and service capabilities

the Bank has laid a solid foundation for sustainable development. In 2025 the Bank will earnestly

implement the decisions and policies of the CPC Central Committee while staying proactive

maintaining integrity and innovation and focusing on lean management. In pursuit of our commitment

to “strengthening customer base optimising structure mitigating risks and promoting revenue growth”

the Bank will enhance its full-process lean management deepen the application of digital and

intelligent tools and strive for steady improvement in operating performance under a sound risk and

compliance framework to further enhance our investment value. The Bank will maintain steady

operations promote the development of strategic and foundational businesses optimise its business

structure reduce funding costs expand basic fee-based income and fully drive revenue growth. It will

also enhance input-output efficiency maintain the cost-to-income ratio at a reasonable level and

deepen cost reduction and efficiency initiatives in key areas. The Bank will firmly foster a business

philosophy “capital foundation and value creation” strengthen the application of value-based

indicators such as RAROC improve capital return optimise capital utilization structure increase

economic added values continue create value for society and enhance shareholder returns.First strengthening special operations to consolidate customer base and stimulate growth

momentum. By upholding the philosophy of “customer first” the Bank strives to be a companion of

NSOEs and a market leader in micro and small business finance. By optimising its distinctive

“integrated model for large medium small micro and individual clients” the Bank seeks to enhance

its operational quality and efficiency while creating customer values. The Bank will deepen its

comprehensive and tiered customer service system placing greater emphasis on high-efficiency

management of existing customers and high-quality acquisition of new clients. By aligning with

customers’ industrial chains payment networks and ecosystems the Bank will offer scenario-based

and ecosystem-oriented services with care and dedication. Optimising our customer structure will drive

the optimisation of business structure and promote high-quality growth in our efficiency. The Bank will

consider detailed debt management as a core element of value creation by keeping close track of

business scenarios thoroughly exploring customer needs and strengthening payment and settlement

services. Efforts will be concentrated on “broadening sources adjusting structure and reducing costs”.In both high-capacity traditional industries and new productive forces the Bank will enhance precision

and sophistication increase credit support for key areas of the national economy achieving overall

2stable growth in scale and steady improvement in asset quality. Adhering to the value creation through

service the Bank will expand the scale of intermediary service revenue by focusing on the value chain

of “wealth management transaction banking and investment portfolios” to cultivate new growth

momentum enhancing investment and trading capabilities and driving fee income growth by meeting

customers’ diverse demands.Second strengthening cost control to effectively enhance efficiency at lower costs andimprove operational performance. The Bank will deepen the concept of “Output fromcomprehensive input” and establish a robust assessment framework encompassing all input factors

which will include operational personnel capital and technology inputs with financial resources to

drive the optimisation of cost structure and enhance resource utilisation efficiency. Through end-to-end

lean management of resources the Bank will optimise the allocation mechanisms by directing

resources toward branches regions or products that generate higher value for the Bank thereby

stimulating operational momentum and strengthening value creation. At the same time the Bank will

resolutely maintain the risk compliance and safety defence reinforcing the transmission and

constraint mechanisms of credit risk costs strengthening forward-looking asset quality management

and process control and striving to stabilize and reduce new credit costs.Third enhancing innovation empowerment promoting strategic integration and driving

value creation. Guided by our strategic direction the Bank will focus on major issues such as

customer acquisition and low-cost debts while accelerating the innovation of products business

models and technologies. It will strengthen technological innovation and digital empowerment

advance the development of artificial intelligence and large language models and explore the in-depth

application of big data and other emerging technologies in business operations and management. The

Bank will serve more innovation-driven ecosystem projects promoting the deep integration of

“business + technology” to empower business development. By increasing efforts to invest the research

and investment resources in flagship products expediting product functionality upgrades and iterations

and promoting the large-scale application of new products and technologies the Bank will enhance

returns through product and service optimisation. Focusing on strategic goals the Bank will pursue

integrated and synergised strategies to unleash efficient organizational potential through lean

management and the construction of institution and mechanism. Furthermore the Bank will improve

the coordination of business risk and resource allocation policies establish a panoramic view of

customer value and enhance risk-based pricing capabilities to strike a balance among volume pricing

and risk. The Bank will also strengthen workforce development and group-wide collaboration

implement wide-scope job functions at branch level and build a high-performance team aligned with

shared values thereby constructing a stronghold of synergistic competitiveness.(ii) Strengthening Risk Control Systems and Enhancing Asset QualityIn 2025 the Bank will strictly implement the risk preference of “seeking progress whilemaintaining stability optimizing structure and improving efficiency” while continuing to strengthen

the risk control and management system so as to better coordinate overall and structural relationships

scale and efficiency short-term and long-term goals local and global development as well as

development and safety. This will achieve stable balanced and high-quality development.

31. Strengthening the internal risk control system. The Bank will continue to improve the

integrated risk control system at the group level to achieve full coverage of risk management. By

upholding the concept that "internal risk control is core competitiveness" the Bank continues to

optimize credit approval post-loan management and liquidation and preservation and other

mechanisms to enhance the efficiency of full-process credit management. By launching the

“High-Quality Compliance Development Year” campaign the Bank will build a solid internal control

and compliance firewall.

2. Promoting balanced loan growth. Adhering to the balanced development model of “quantityprice quality and capital” and focusing on the “five major articles” the Bank will deepen policy and

industry research efforts while effectively guiding the Bank's credit operations. While striving to

enhance market competitiveness and share the Bank will promote precise and efficient loan practices

achieving high-quality and balanced loan growth.

3. Mitigating risks in key areas. By strictly implementing the requirements of financial

management departments in areas such as real estate and local financing platforms the Bank will

stabilize and resolve existing inventory risks in an orderly manner. In active response to the impacts of

macroeconomic environment and property market adjustments the Bank will adjust business models

and credit strategies for small and micro enterprises as well as retail businesses with multiple measures

implemented to mitigate existing business risks and ensure asset quality remains stable.

4. Improving liquidation and disposal efficiency. In accordance with the principle of “balancingthe centralized liquidation and overall management” the Bank will optimize the centralized

management model for the liquidation of non-performing assets. By upholding the concept of

“managing non-performing assets” and reasonably balancing the relationship between risk mitigation

and gains from disposals. By further optimizing the assessment and evaluation mechanisms the Bank

continues to identify the value of non-performing assets thereby comprehensively enhancing the value

of liquidation and disposal.

5. Expanding Upgrading intelligent risk control systems. By keeping pace with changes in the

business environment and technological advancements the Bank continues to deepen the construction

of intelligent risk control systems and achieve iterative upgrades of platforms such as approval

post-loan management and liquidation and collection systems. Furthermore the Bank will strengthen

the application of cutting-edge technologies like machine learning knowledge graphs and AI large

models accelerate model training and optimization enhance credit risk control capabilities and build

robust intelligent safety safeguards.(iii) Emphasising Investor Returns with a Stable Dividend Policy

The Bank is committed to delivering shareholder value and fulfilling its primary responsibility for

high-quality development and enhancing investment value. It places great emphasis on investor returns.In accordance with the relevant provisions of the Guidelines on Supervision of Listed Companies No.

3 – Cash Dividends of Listed Companies and the Articles of Association the Bank formulates its profit

distribution plan by comprehensively considering factors such as its operational performance capital

planning and market conditions. This plan ensures a balance between capital replenishment and the

continuity and stability of dividend policies providing investors with reasonable investment returns.Since 2018 the annual cash dividend payout ratio has consistently exceeded 30% of the net profit

4attributable to ordinary shareholders particularly the introduction of an interim dividend in 2024.

Looking into 2025 the Bank intends to maintain the frequency of dividends conveying a positive

message with a stable dividend payout policy to investors and the capital market while enhancing

investor satisfaction.(iv) Optimising Corporate Governance and Enhancing Oversight Efficiency

The Bank persists in our regulated operations by continuing to improve our corporate governance

system strengthening the board development and ensuring the effective role of independent directors.These efforts will safeguard the rights and interests of all shareholders and stakeholders.

1. Continuing to improve the corporate governance system. The Bank assesses and

implements relevant laws regulations and the latest regulatory requirements such as the Company

Law to improve our institutional framework and operational mechanisms. By deepening the organic

integration of Party leadership into corporate governance and optimising communication and

consultation mechanisms between the Party Committee and the governance authority of the Bank the

bank will continue to improve our governance structure.

2. Continuing to strengthen the board development. The Bank enhances the mechanisms for

director-focused research thematic reports professional training and information reporting to ensure

that directors continue to possess the required information to perform their duties thereby improving

their specialty competence and performance capacity. The Bank strengthens the oversight and feedback

process for board resolutions and directors' advices and recommendations and establishes the ledgers

for overseeing material matters forming a management closed-loop system. Furthermore the digital

intelligence platform for the Board to perform its duties will be optimised to increase the efficiency of

their performance.

3. Fully utilising the role of independent directors. The Bank continues to improve the

mechanisms for independent directors to perform their duties and ensures compliance in organizing

thematic meetings between the Chairman and independent directors as well as dedicated meetings for

independent directors. Besides actively organizing independent director research activities the Bank

strengthens the communication of independent directors with external audit institutions management

and minority investors ensuring that independent directors obtain comprehensive and accurateinformation necessary to perform their duties. This will fully utilise their roles in “decision-makingsupervision and checks and balances and professional consultation”.(v) Enhancing Investor Communication to Conveying Corporate Value

The Bank will further enhance the frequency extent and depth of our investor communications

as our efforts to engage in open and transparent dialogue with the capital market and proactively

communicate the effectiveness of our strategic transformation and development highlights.First the Bank will efficiently organise performance presentations. By means of webcasts and

teleconferences the Bank will extend the communication coverage. Looking into 2025 the Bank

intends to deliver three performance presentations to cover annual half-year and third-quarter

performances. Independent directors and senior management will attend these presentations.

5Second post-Annual General Meeting (AGM) engagement sessions will be arranged. In

recent years the Bank has consistently organised exchange sessions following its AGMs providing

on-site shareholders with the opportunity to engage in extensive and face-to-face discussions with the

Chairman President and senior management.Third the Bank will maintain communication with institutional investors and the capital

market. By continuing with a combination of activities including organising roadshows attending

brokerage strategy meetings hosting thematic research visits and organising discussion forums the

Bank aims to establish a long-term stable and mutually trustworthy interaction mechanism as our

efforts to maintain efficient communication with the capital market.(vi) Enhancing Information Disclosure to Improve Transparency and Accuracy

In strict compliance with laws regulations and the regulatory requirements of the stock exchange

in the listing venue the Bank continues to improve our information disclosure system and establish a

standardized and long-term information disclosure management mechanism which will ensure the

authenticity accuracy completeness and timeliness of disclosed information providing investors with

the necessary basis for value assessment and investment decisions.First the Bank remains committed to investor-centric principles and continues to enhance

the quality and readability of its periodic reports. The Bank will continue to enrich the content of

disclosures by extensively presenting the Bank's financial conditions operating performance and

growth capabilities and other contents concerning our investors. In many forms including focusing on

key issues in operations and typical business segment cases the Bank uses investor-friendly language

to narrate specific examples. This approach vividly communicates the Bank's operating results

diversifies the presentation of annual reports and enhances reader-friendliness.Second the Bank ensures compliant and efficient disclosure of various interim

announcements guaranteeing fair access to information for all investors while continuing to

improve the transparency of information disclosure. By deepening and expanding voluntary

information disclosure the Bank actively communicates our investment value and sense of

responsibility to the market.Third the Bank constructs a precise comprehensive and multi-dimensional information

disclosure system as part of our commitment to constantly enriching the forms and channels of

disclosure. By upholding ESG concepts the Bank will enhance ESG governance efficiency disclosure

quality and efficiency and rating promotion. Through channels such as its official website the Bank

provides investors with expeditious and convenient access to information about our business highlights.In addition the Bank strengthens public opinion monitoring and analysis by promptly verifying reports

and rumours related to the Bank. For market sentiment that may materially impact investor decisions or

the trading price of the Bank’s shares the Bank responds in a lawful compliant and proactive manner

through clarification announcements official statements investor briefings and other forms thereby

enhancing investor understanding and trust.(vii) Placing High Emphasis on Investor Interest Protection

6The Bank has proactively implemented various measures to protect investors’ interests particularly

those of minority investors. In making decisions on corporate governance daily operations and other

significant matters the Bank will take into full consideration the interests and returns of investors and

continues to facilitate the participation of minority investors in investor relations activities and the

exercise of shareholder rights as well as to make prompt responses to their demands. The bank has

established two investor hotlines with dedicated staff to handle investor inquiries. Through the SSE

e-Interactive platform we regularly respond to investor questions. In addition we maintain a bilingual

(Chinese and English) investor relations website where investors can access and download visualised

financial data search for announcements and circulars subscribe to investor relations activity

reminders and schedule online or offline interactions.(viii) Encouraging Substantial Shareholders to Adopt Long-term Investment and

Voluntary Shareholding Increases

The Bank maintains continuous and effective communication with substantial shareholders and

key institutional investors. We guide investors to adopt value and long-term investment philosophies

while encouraging shareholders to make rational investment and voluntary shareholding increases. At

the same time we proactively identify potential investors and in compliance with information

disclosure and other relevant requirements provide necessary assistance for potential investors to

understand the Bank and increase their holdings of our shares.III. Explanation of the Board of Directors on the 2025 Corporate Value and Return

Enhancement Action Plan

The Board of Directors of the Bank believes that the 2025 Corporate Value and Return

Enhancement Action Plan founded on enhancing the quality of the Company and taking into full

consideration the Bank’s actual operations financial position development stage and market

environment prioritizes long-term value creation and the protection of investors’ interests stabilizes

investors’ return expectations and facilitates shared value growth with investors. Accordingly the Plan

is reasonable and feasible and will contribute to enhancing the investment value of the Bank.IV. Assessment Arrangements

The Bank assesses the implementation effects of the Valuation Enhancement Plan at least once a

year. If any improvements are required following the assessment they will be disclosed after being

considered and approved by the Board of Directors.In any financial year where the Bank triggers a long-term period of trading below its net asset

value if its average daily price-to-book ratio falls below the industry average the Bank will provide a

specific explanation regarding the implementation of the Valuation Enhancement Plan during the

annual performance presentation. In subsequent financial years should the abovementioned

circumstances arise the same procedure will apply.V. Risk Warning

The 2025 Corporate Value and Return Enhancement Action Plan is an internal initiative of the

Bank and does not constitute any commitment by the Bank in respect of performance share price

material events or any specific targets or matters. The Bank’s business performance and the secondary

market performance may be affected by various factors such as macroeconomic conditions industry

policies and market conditions and therefore there are uncertainties over the achievement of the

7relevant targets. Investors are advised to make rational investment decisions and be cautious of

investment risks.This announcement is hereby made.The Board of Directors of China Minsheng Banking Corp. Ltd.

28 March 2025

8

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