Group 1 - The core issue revolves around the recent incident where a bank customer was questioned after withdrawing 40,000 yuan, highlighting ongoing discussions about enhanced anti-fraud measures in banks [1] - On November 22, there were reports indicating that Zhengzhou Bank received a notification stating that the "police-bank system will completely stop services, with the reopening time to be determined later" [1] - Several banks in Zhengzhou confirmed to reporters that they had received the aforementioned notification, indicating a potential disruption in banking operations [1]

Market Overview - The city commercial bank sector experienced a decline of 1.17% on November 21, with Zhengzhou Bank leading the drop [1] - The Shanghai Composite Index closed at 3834.89, down 2.45%, while the Shenzhen Component Index closed at 12538.07, down 3.41% [1] Individual Stock Performance - Nanjing Bank closed at 11.43, up 0.53% with a trading volume of 557,200 shares and a transaction value of 638 million yuan [1] - Zhengzhou Bank closed at 2.00, down 3.38% with a trading volume of 1,987,400 shares and a transaction value of 404 million yuan [2] - Other notable declines include: - Ningbo Bank: closed at 28.80, down 0.69% - Chengdu Bank: closed at 16.72, down 0.71% - Shanghai Bank: closed at 10.01, down 0.79% [1][2] Capital Flow Analysis - The city commercial bank sector saw a net outflow of 427 million yuan from institutional investors, while retail investors contributed a net inflow of 325 million yuan [2] - Key capital flows for selected banks include: - Qilu Bank: net inflow from retail investors of 2.35 million yuan, but a net outflow of 18.61 million yuan from institutional investors [3] - Zhengzhou Bank: net outflow of 18.38 million yuan from institutional investors, with a retail net inflow of 10.67 million yuan [3]

Core Viewpoint - Zhengzhou Bank's stock price has experienced a decline, with a 2.88% drop year-to-date and a 2.42% drop in the last five trading days, indicating potential concerns among investors [1]. Company Overview - Zhengzhou Bank, established on November 16, 1996, and listed on September 19, 2018, is located in Zhengdong New District, Zhengzhou, Henan Province, and Hong Kong [2]. - The bank primarily provides financial services through four business segments: corporate banking (53.01% of revenue), funding business (28.33%), retail banking (18.47%), and other services (0.19%) [2]. Financial Performance - As of September 30, the number of shareholders increased to 108,400, with an average of 61,863 circulating shares per person, showing a slight decrease [3]. - For the period from January to September 2025, Zhengzhou Bank reported a net profit of 2.279 billion yuan, reflecting a year-on-year growth of 1.56% [3]. Dividend Information - Since its A-share listing, Zhengzhou Bank has distributed a total of 1.662 billion yuan in dividends, with 182 million yuan distributed over the past three years [4].

Core Viewpoint - The recent approvals by the National Financial Supervision Administration for several banks to acquire their affiliated rural banks and convert them into direct branches signify a shift from quantity expansion to quality enhancement in the rural banking sector [1][2]. Group 1: Recent Developments - Multiple cases of "village to branch" transformations have been approved, indicating a significant acceleration in the reform and restructuring of small and medium-sized banks [2]. - In November, Shanghai Pudong Development Bank successfully acquired two rural banks, converting them into branches, showcasing a trend among various banking institutions to engage in mergers and acquisitions of rural banks [2]. - The restructuring methods "village to branch" and "village to division" are becoming mainstream, allowing banks to absorb rural banks and enhance their operational capabilities [2][3]. Group 2: Strategic Implications - The absorption of rural banks into larger banking institutions enhances service capabilities and risk resilience for rural banking services [3]. - For the parent banks, the restructuring expands their business scope and allows for the potential establishment of new branches in areas where they previously had no presence [3]. Group 3: Policy and Market Dynamics - The acceleration of rural bank integration aligns with regulatory directives aimed at reducing the number of financial institutions while improving service quality [4]. - As of mid-2025, the number of rural banks is projected to decrease to 1,440, reflecting a significant reduction in the sector, which is part of a broader strategy to enhance service quality through consolidation [4]. - The integration of rural banks is not merely about reducing the number of branches but represents a strategic shift towards more focused and quality-driven financial services [4].

Market Overview - The city commercial bank sector experienced a decline of 0.75% on November 18, with Zhengzhou Bank leading the drop [1] - The Shanghai Composite Index closed at 3939.81, down 0.81%, while the Shenzhen Component Index closed at 13080.49, down 0.92% [1] Individual Stock Performance - Zhengzhou Bank's stock closed at 2.03, down 1.46% with a trading volume of 1.3032 million shares and a transaction value of 266 million [2] - Xiamen Bank closed at 7.13, down 1.38%, with a trading volume of 144,000 shares [2] - Nanjing Bank closed at 11.48, down 0.09%, with a trading volume of 385,400 shares [1] - The highest closing price was for Ningbo Bank at 28.70, down 0.35% [1] Capital Flow Analysis - The city commercial bank sector saw a net outflow of 183 million from institutional investors, while retail investors contributed a net inflow of 74.99 million [2] - The main capital inflow was observed in stocks like Nanjing Bank, which had a net inflow of 62.45 million from institutional investors [3] - Conversely, stocks like Xiamen Bank and Zhengzhou Bank experienced significant net outflows from institutional investors, amounting to 8.32 million and 4.80 million respectively [3]

Core Viewpoint - The recent approval by regulatory authorities for banks to abolish their supervisory boards and transfer their functions to the audit committee of the board is a significant shift in corporate governance within the banking sector in China [1][2][3] Group 1: Regulatory Changes - Over ten banks have announced the approval to abolish their supervisory boards, including prominent banks such as Wuxi Rural Commercial Bank, Changshu Bank, Zhengzhou Bank, and Shanghai Bank [1] - The new Company Law, effective from July 1, 2024, allows joint-stock companies to establish an audit committee composed of directors to perform the functions of the supervisory board, eliminating the need for a supervisory board [2] - The National Financial Supervision Administration's notification in December 2025 further clarifies that financial institutions can set up an audit committee in accordance with their articles of association, thereby not requiring a supervisory board [2] Group 2: Historical Context and Implications - The supervisory board system was introduced in the 1990s in China's banking sector, modeled after the German system, to establish an independent supervisory layer [3] - The original intent of the supervisory board was to act as a supervisor in corporate governance, ensuring compliance and asset safety, but it has often struggled to fulfill this role effectively [3] - The transition to an audit committee, typically composed of directors with financial and risk management backgrounds, is expected to enhance governance efficiency by integrating supervisory functions into the decision-making core of the board [3]

Core Insights - The overall shareholding ratio of southbound funds in Hong Kong Stock Connect stocks is 19.26%, with 240 stocks having a shareholding ratio exceeding 20% [1] - Southbound funds hold a total of 4,864.84 million shares, accounting for 19.26% of the total share capital of the stocks, with a market value of 64,209.67 billion HKD, representing 14.59% of the total market value [1] - The highest shareholding ratio by southbound funds is in China Telecom (601728) at 72.09%, followed by Green Power (601330) at 69.31% and COSCO Shipping Energy (600026) at 68.55% [1] Group 1: Shareholding Distribution - 240 stocks have a shareholding ratio of over 20%, 130 stocks between 10% and 20%, 96 stocks between 5% and 10%, 82 stocks between 1% and 5%, and 19 stocks below 1% [1] - Among the stocks with over 20% shareholding by southbound funds, 128 are AH concept stocks, making up 53.33% of that group [1] Group 2: Industry Concentration - Stocks with a shareholding ratio exceeding 20% are primarily concentrated in the healthcare, industrial, and financial sectors, with 56, 35, and 34 stocks respectively [2] - The table lists several stocks with high southbound fund holdings, including China Telecom (72.09%), Green Power (69.31%), and COSCO Shipping Energy (68.55%) [2][3]

Group 1 - The core viewpoint of the article highlights the recent acquisitions and restructuring of village banks by major banks in China, specifically mentioning the actions taken by SPDB and Zhengzhou Bank [2][3]. - SPDB has received approval to acquire Zhejiang Pingyang SPDB Village Bank and establish a new branch, SPDB Wenzhou Pingyang Branch, while also absorbing its assets, liabilities, and employees [2][3]. - Zhengzhou Bank plans to acquire the remaining 49% of shares in Xun County Zhengyin Village Bank and will merge it into its operations, leading to the dissolution of the village bank [3]. Group 2 - The reform of village banks is accelerating, with data from the National Financial Regulatory Administration indicating that as of August 15, 100 village banks have completed mergers and restructuring, surpassing the total of 94 exits for the entire year of 2024 [4]. - Analysts suggest that the absorption and restructuring of village banks into branches enhance service capabilities and risk resistance for the banks, while also allowing the parent banks to expand their operational scope in areas where they lack existing branches [4].

Core Points - SPDB (Shanghai Pudong Development Bank) and Zhengzhou Bank have announced the acquisition and restructuring of their respective village banks into branch institutions, indicating a trend towards consolidation in the rural banking sector [2][3] - The National Financial Regulatory Administration has approved these acquisitions, emphasizing compliance with legal regulations during the process [2] - The restructuring aims to enhance service capabilities and risk management for the parent banks while expanding their operational scope in rural areas [3] Group 1: SPDB's Acquisition - SPDB has received approval to acquire Zhejiang Pingyang Pudong Village Bank and establish a new branch, SPDB Wenzhou Pingyang Branch, taking over its assets, liabilities, and operations [2] - This marks the second village bank restructuring initiative by SPDB in recent months, following a similar acquisition in Dalian [2] Group 2: Zhengzhou Bank's Acquisition - Zhengzhou Bank plans to acquire the remaining 49% of shares in Xun County Zhengyin Village Bank and will merge it into its operations, leading to the dissolution of the village bank [3] - Xun County Zhengyin Village Bank was established in November 2017 with a registered capital of 100 million yuan, and Zhengzhou Bank previously held a 51% stake [3] Group 3: Industry Trends - As of August 15, 2023, 100 village banks have completed mergers and restructurings, surpassing the total of 94 exits projected for the entire year of 2024 [3] - Analysts suggest that the consolidation of village banks into branch institutions will improve service capabilities and broaden the business scope for the parent banks, especially in areas lacking existing branches [3]

香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 的 內 容 概 不 負 責， 對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 會 就 本 公 告 全 部 或 任 何 部 分 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 Bank of Zhengzhou Co., Ltd.* 鄭州銀行股份有限公司 * （於中華人民共和國註冊成立的股份有限公司） （H股股份代號：6196） 海外監管公告 本 公 告 由 鄭 州 銀 行 股 份 有 限 公 司（「本 行」）根 據 香 港 聯 合 交 易 所 有 限 公 司證券上市規則第13.10B條 作 出。 以 下 為 本 行 於 深 圳 證 券 交 易 所 網 站 發 佈 之《鄭 州 銀 行 股 份 有 限 公 司 股 東 會 議 事 規 則》《鄭 州 銀 行 股 份 有 限 公 司 董 事 會 議 事 規 則》，僅 供 參 閱。 承董事會命 鄭州銀行股份有限公司* 趙 飛 董事長 中國河南省鄭州市 ...