2019 年年度报告 公司代码：601377 公司简称：兴业证券 兴业证券股份有限公司 2019 年年度报告 1 / 248 2019 年年度报告 重要提示 一、本公司董事会、监事会及董事、监事、高级管理人员（除副总裁陈德富先生外）保证年度报 告内容的真实、准确、完整，不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带 的法律责任。 二、公司全体董事出席董事会会议。 三、毕马威华振会计师事务所（特殊普通合伙）为本公司出具了标准无保留意见的审计报告。 四、公司负责人杨华辉、主管会计工作负责人林红珍及会计机构负责人（会计主管人员）郑弘声 明：保证年度报告中财务报告的真实、准确、完整。 五、经董事会审议的报告期利润分配预案或公积金转增股本预案 以公司分红派息股权登记日的股份数为基数，拟向全体股东每10股派送现金红利0.8元（含税 ）。以公司2019年末股本6,696,671,674.00股计算，共分配现金红利535,733,733.92元，占母公司 2019年可供分配利润的42.35%,占合并报表2019年归属于母公司股东净利润的30.40%。本次分配后 剩余可进行现金分红的未分配利润5,130,661,892 ...

2019 年半年度报告 公司代码：601377 公司简称：兴业证券 兴业证券股份有限公司 2019 年半年度报告 1 / 202 2019 年半年度报告 重要提示 一、本公司董事会、监事会及董事、监事、高级管理人员保证半年度报告内容的真实、准确、完 整，不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 二、公司全体董事出席董事会会议。 三、本半年度报告未经审计。 四、公司负责人杨华辉、主管会计工作负责人夏锦良及会计机构负责人（会计主管人员）林红珍 声明：保证半年度报告中财务报告的真实、准确、完整。 五、经董事会审议的报告期利润分配预案或公积金转增股本预案 不适用 六、前瞻性陈述的风险声明 √适用 □不适用 本报告涉及的未来计划、发展战略等前瞻性描述不构成本公司对投资者的实质承诺，敬请投 资者注意风险。 七、是否存在被控股股东及其关联方非经营性占用资金情况 否 八、是否存在违反规定决策程序对外提供担保的情况？ 否 九、重大风险提示 公司已在本报告中详细描述可能面对的风险，敬请查阅本报告"第四节 经营情况讨论与分析 -二、其他披露事项-（二）可能面对的风险"。 十、其他 □适用 √不适用 2 / ...

Group 1: Event Details - The investor collective reception day is scheduled for July 18, 2019, from 14:00 to 17:00 [2] - The event will be held online via the platform provided by Shenzhen Panorama Network Co., Ltd. [2] - Investors can participate by logging onto the "Panorama Roadshow" website or following the WeChat public account: Panorama Finance [2] Group 2: Company Representatives - The event will feature company representatives including President Liu Zhihui, Vice President and Board Secretary Zheng Chengmei, and Vice President and CFO Xia Jinliang [2] - The company encourages active participation from investors [2] Group 3: Assurance of Information - The company and its board guarantee the authenticity, accuracy, and completeness of the disclosed information, with no false records or misleading statements [2]

2018 年年度报告 公司代码：601377 公司简称：兴业证券 兴业证券股份有限公司 2018 年年度报告 1 / 265 2018 年年度报告 重要提示 一、 本公司董事会、监事会及董事、监事、高级管理人员保证年度报告内容的真实、准确、完整， 不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 二、 公司全体董事出席董事会会议。 三、 德勤华永会计师事务所（特殊普通合伙）为本公司出具了标准无保留意见的审计报告。 四、 公司负责人杨华辉、主管会计工作负责人夏锦良 及会计机构负责人（会计主管人 员）林红珍声明：保证年度报告中财务报告的真实、准确、完整。 五、 经董事会审议的报告期利润分配预案或公积金转增股本预案 以公司分红派息股权登记日的股份数为基数，拟向全体股东每10股派送现金红利0.5元（含 税）。以公司2018年末股本6,696,671,674.00股计算，共分配现金红利334,833,583.70元，占2018 年当年归属于上市公司股东净利润的247.39%。本次分配后剩余可进行现金分红的未分配利润 5,161,482,332.07元转入下一年度。以上利润分配预案将提交公司股东大会审议 ...

Financial Performance - Operating revenue decreased by 26.26% to CNY 4.58 billion for the first nine months compared to the same period last year[5] - Net profit attributable to shareholders decreased by 63.34% to CNY 726.83 million for the first nine months compared to the same period last year[5] - Basic and diluted earnings per share decreased by 63.33% to CNY 0.11[7] - The weighted average return on equity decreased by 3.94 percentage points to 2.18%[5] - The company reported a net income from investment banking activities decreased by 46.93% to ¥508,660,590.97, primarily due to a decline in underwriting revenue compared to the previous year[13] - The company has not reported any significant changes in net profit or losses compared to the previous year, indicating stability in financial performance[20] Cash Flow - Net cash flow from operating activities was CNY 10.18 billion, a significant recovery from a negative cash flow of CNY -17.91 billion in the same period last year[5] - The net cash flow from financing activities decreased by 126.73% to -¥2,704,032,189.40, mainly due to a reduction in bond issuance compared to the previous year[14] - The company reported a net increase in cash flow from operating activities of approximately ¥28.82 billion for the first nine months of 2018[39] - The total cash inflow from financing activities was ¥45,665,452,816.03, while the cash outflow was ¥48,369,485,005.43, resulting in a net cash flow of -¥2,704,032,189.40 for the third quarter[40] - The net cash flow from investment activities was ¥763,068,004.45, a recovery from a net outflow of -¥62,599,096.50 in the same period last year[43] Assets and Liabilities - Total assets increased by 6.54% to CNY 163.07 billion compared to the end of the previous year[5] - The total liabilities of the company were CNY 127,065,761,231.04, compared to CNY 117,177,108,627.14 at the beginning of the year, which is an increase of about 8.0%[23] - The company's equity attributable to shareholders was CNY 33,221,862,749.00, a slight decrease from CNY 33,428,887,590.67 at the beginning of the year[23] - The company reported a total liability of ¥97,219,285,243.05 as of the end of the third quarter, an increase from ¥94,885,004,921.94 in the previous year[26] - The total equity attributable to shareholders was ¥30,961,516,665.19, slightly up from ¥30,894,342,117.45 year-over-year[26] Shareholder Information - The total number of shareholders reached 234,025 by the end of the reporting period[10] - The largest shareholder, Fujian Provincial Finance Department, holds 20.27% of the shares[10] - The total number of employees participating in the employee stock ownership plan decreased to 2,597 due to the expiration of the lock-up period for the first phase[16] - The employee stock ownership plan holds a total of 68,000,243 shares, representing 1.01% of the company's total equity[17] - The company is currently managing an employee stock ownership plan with 59,341,040 shares, accounting for 0.886% of the total share capital[18] Research and Development - Research and development expenses increased by 97.96% to ¥9,332,154.83, reflecting a rise in investment in R&D activities[13] - Research and development expenses for the first nine months totaled ¥9,332,154.83, with third-quarter R&D expenses of ¥3,302,743.60[29] Other Income and Expenses - The company reported a government subsidy income of CNY 167.24 million for the first nine months[9] - Non-operating income and expenses resulted in a net gain of CNY 196.68 thousand for the reporting period[9] - The company’s other business income grew by 689.69% to ¥124,829,611.81, driven by increased revenue from standard warehouse receipt services by the futures risk management subsidiary[13] Comprehensive Income - The company reported a total comprehensive income of ¥2,275,799,196.24 for the first nine months, with a third-quarter comprehensive income of ¥819,658,398.43[31] - The company recorded a total comprehensive income of approximately ¥240.19 million for Q3 2018, down from ¥480.29 million in the same period last year[36]

Financial Performance - The company's operating revenue for the first half of the year was ¥3,309,422,145.31, a decrease of 18.42% compared to ¥4,056,879,820.79 in the same period last year[23]. - Net profit attributable to the parent company was ¥686,576,447.47, down 47.56% from ¥1,309,346,644.20 year-on-year[23]. - Basic earnings per share decreased by 50.00% to ¥0.10 from ¥0.20 in the previous year[24]. - Total assets increased by 7.24% to ¥164,142,828,544.31 from ¥153,055,400,952.93 at the end of the previous year[23]. - Total liabilities rose by 9.66% to ¥128,496,194,422.29 from ¥117,177,108,627.14 at the end of the previous year[23]. - The company's net capital at the end of the reporting period was ¥34,038,708,554.05, down from ¥34,516,263,340.02 at the end of the previous year[25]. - The risk coverage ratio improved to 216.60% from 206.30% year-on-year[25]. - Non-operating income from government subsidies amounted to ¥165,139,962.45, primarily from fiscal support funds[26]. - The company reported a total of ¥103,476,245.28 in non-recurring gains and losses for the period[26]. - The liquidity coverage ratio decreased significantly to 424.74% from 780.17% at the end of the previous year[25]. Asset Management and Investment - The company holds various business qualifications, including securities brokerage, investment consulting, and asset management[14]. - The asset management business maintained a strong investment management capability, with public fund management scale exceeding CNY 200 billion[41]. - The company's investment income rose by 5.38% to ¥1,706,173,578.64 from ¥1,619,048,265.35 year-on-year[29]. - The company's total assets under management in the asset management sector reached 99.6 billion yuan, with actively managed assets amounting to 64.3 billion yuan[53]. - The company achieved a net income of 1.041 billion yuan from financial product sales, reflecting an 84.04% year-on-year increase, surpassing the industry growth rate of 42.62%[51]. Risk Management - The company emphasizes the importance of risk management and has detailed potential risks in its report[5]. - The company faces various risks including market risk, liquidity risk, credit risk, and operational risk, and has established a comprehensive risk management system[80]. - Market risk includes equity price risk, interest rate risk, and exchange rate risk, with the company employing sensitivity analysis and value-at-risk (VaR) metrics to monitor these risks[82]. - The company has implemented a liquidity risk management system to ensure timely access to sufficient funds to meet obligations, with no significant liquidity risk events reported during the period[84]. - Credit risk arises from various sources, including brokerage business, bond investment defaults, and counterparty credit risk, with measures in place to mitigate these risks[85]. Legal and Compliance Issues - There is an ongoing major litigation involving the company, specifically a stock pledge repurchase transaction case with Industrial Securities[99]. - The company faced 26 lawsuits from investors claiming damages totaling approximately 294.72 million yuan due to false statements in the IPO application documents[101]. - The first-instance judgment in June 2018 supported the company's claims and dismissed the plaintiffs' requests[101]. - The company is currently appealing certain judgments, indicating a proactive legal strategy[101]. - The ongoing legal issues may impact the company's financial stability and market perception[101]. Corporate Governance - The board of directors and management have confirmed the authenticity and completeness of the financial report[6]. - The company appointed Liu Hongzhong as an independent director, replacing Zhu Ning, who resigned for personal reasons[161]. - The company has not disclosed any new product developments or market expansion strategies during this reporting period[101]. - The company has not provided any future performance guidance or outlook in the current report[163]. Social Responsibility and Community Engagement - The company actively participates in poverty alleviation efforts, focusing on education and industry investment in impoverished areas[118]. - The company signed a pairing assistance agreement with the People's Government of Changdu City, Tibet, to expand its poverty alleviation efforts[118]. - The company has established special poverty alleviation funds to support educational initiatives in impoverished regions[118]. - The total funding allocated for various projects amounts to 109.68 million[120]. - The company is committed to fulfilling its social responsibility by deepening poverty alleviation efforts in Fujian Province[129]. Capital Structure and Financing - The registered capital of Industrial Securities remains at RMB 6,696,671,674, unchanged from the previous year[13]. - The company is actively seeking multiple channels for net capital replenishment to meet strategic and business development needs[89]. - The company plans to non-publicly issue A-shares, with a total fundraising amount not exceeding 8 billion RMB, including a minimum subscription of 1.63 billion RMB from the controlling shareholder, Fujian Provincial Finance Department[133]. - The company issued a total of 15 billion CNY in bonds with a 6.00% interest rate, maturing on March 13, 2019[165]. - The company has maintained compliance with investor suitability regulations for its bond offerings[169]. Operational Performance - The company's operating costs decreased by 12.51% year-on-year, amounting to CNY 2.06 billion[44]. - The company's proprietary trading revenue dropped by 71.39% year-on-year, with a gross margin reduction of 132.19 percentage points, making up 9.72% of total revenue[49]. - The company's total profit was CNY 1.25 billion, a decline of 31.33% compared to the previous year, primarily due to the drop in revenue[46]. - The number of branches remained stable at 173, with total operating revenue from branches increasing to approximately CNY 1.08 billion in 2018 from CNY 1.03 billion in 2017, reflecting a growth of about 4.3%[57].