证券代码：601997 证券简称：贵阳银行 公告编号：2025-035 优先股代码：360031 优先股简称：贵银优 1 贵阳银行股份有限公司第六届董事会 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、 误导性陈述或者重大遗漏，并对其内容的真实性、准确性和完整性承 担法律责任。 贵阳银行股份有限公司(以下简称公司) 于 2025 年 8 月 15 日以 直接送达或电子邮件方式向全体董事发出关于召开第六届董事会 董事 9 名，因工作原因，罗荣华独立董事和沈朝晖独立董事以视频连 线方式出席，张清芬董事委托周业俊董事表决。会议由张正海董事长 主持，监事会成员及高级管理人员列席了会议。会议的召开符合《中 华人民共和国公司法》 《中华人民共和国证券法》等法律、行政法规、 部门规章、规范性文件及《贵阳银行股份有限公司章程》的有关规定。 会议所形成的决议合法、有效。 会议对如下议案进行了审议并表决： 一、审议通过了《关于审议 <贵阳银行股份有限公司 ensp="ensp" 年半="年半"> 年度报告及摘要>的议案》 表决结果：10 票赞成，0 票反对，0 票弃权。 -1- 本议案已经董事会审计委员会事前认可。 四 ...

Core Viewpoint - The interaction between enterprises and the financial system is undergoing profound changes due to global economic integration and accelerated financial innovation, necessitating higher standards for the accounting treatment of financial instruments [1] Group 1: Financial Instrument Accounting Standards - The revision of the Accounting Standards for Financial Instruments (No. 22) by the Ministry of Finance in April 2017 marked a new phase in China's financial instrument accounting standards, addressing the needs of multi-level capital market construction and financial innovation [2] - The revised standards established key principles such as the "expected credit loss method," providing a framework for the accounting treatment of financial instruments [2] - The standards require enterprises to classify financial assets based on the characteristics of contractual cash flows, which is applicable to determining the financial attributes of warehouse receipt transactions [2] Group 2: Implementation and Case Guidance - The release of the revised "Case Analysis of Listed Companies Executing Accounting Standards" in March 2024 included specific cases focusing on standard warehouse receipt transactions, clarifying the accounting treatment based on the essence of the business [3] - The Ministry of Finance's Accounting Department issued implementation Q&A on July 8, 2025, clarifying that enterprises frequently trading standard warehouse receipt contracts for profit without taking physical goods should treat these contracts as financial instruments [3] Group 3: Regulatory Impact and Industry Response - The new requirements have sparked discussions among industry professionals, highlighting the significance of integrating frequent warehouse receipt trading into the regulatory framework for financial instruments [4] - The regulations unify accounting treatment standards for both futures and spot markets, enhancing the quality of information disclosure [4] - The regulatory framework aims to maintain the stability of accounting standards while adapting to market innovations, enabling enterprises to improve risk management and enhance market trust [4]

Core Viewpoint - Guangxi Wuzhou Transportation Co., Ltd. received an inquiry letter from the Shanghai Stock Exchange regarding its 2024 annual report, prompting the company to clarify its business operations and financial performance, particularly in its trade logistics segment [1][2]. Group 1: Trade Logistics Business - The company reported a revenue of 1.823 billion yuan for the reporting period, an increase of 11.61% year-on-year, primarily due to a significant rise in trade logistics revenue [1][2]. - Trade logistics revenue reached 569 million yuan, a substantial increase of 95.21% year-on-year, although the gross profit margin decreased by 8.12 percentage points to 10.64% [1][5]. - The quarterly financial data showed that the company’s revenue for the four quarters was 405 million yuan, 385 million yuan, 426 million yuan, and 607 million yuan, with net profits attributable to shareholders of 213 million yuan, 140 million yuan, 213 million yuan, and 132 million yuan respectively [1][2]. Group 2: Business Model and Revenue Breakdown - The trade logistics business is managed by several subsidiaries, focusing on providing logistics services such as facility leasing, cold chain storage, vehicle management, and customs clearance, alongside trading agricultural products [4][6]. - The revenue breakdown indicates that logistics services have a lower revenue share but stable gross margins, while the higher revenue share from trade activities has led to a decline in overall gross margin due to lower margins in the traded goods [6][10]. Group 3: Customer and Supplier Analysis - The company provided details on its top ten customers and suppliers, noting stability in core relationships while changes occurred due to the expansion into new product categories like sugar and dairy [7][8]. - The company confirmed that there are no overlapping relationships between its suppliers and customers, ensuring independence in its trade operations [8][10]. Group 4: Financial Performance and Profitability - The significant revenue growth in the fourth quarter was attributed to seasonal demand and the introduction of new product categories, although net profit declined due to increased financial costs and provisions for asset impairment [14][15]. - The company’s financial expenses rose by 169.29% in the fourth quarter, primarily due to foreign exchange losses from loans taken by its subsidiary [14][15]. Group 5: Accounts Receivable and Bad Debt Provisions - The company reported an accounts receivable balance of 145 million yuan at the end of the period, with a provision for bad debts of 71 million yuan, indicating a high proportion of long-aged receivables [17][18]. - The company has implemented strict internal controls and due diligence processes for assessing the creditworthiness of its customers, ensuring compliance with accounting standards in its bad debt provisions [27][33]. Group 6: Loan Issuance and Risk Management - The company has engaged in loan issuance through its subsidiary, with a total loan balance of 40.83 million yuan, of which 33.63 million yuan is overdue, prompting a high provision for impairment [34][35]. - The company established comprehensive internal procedures for loan management, including risk assessment and monitoring, to mitigate potential defaults [35][36].

Core Viewpoint - The independent directors of China Construction Bank have effectively fulfilled their roles in decision-making, supervision, and professional consultation, contributing to the bank's high-quality development and management improvement [2][23]. Group 1: Independent Directors' Roles and Responsibilities - The independent directors, including Graham Wheeler and Michel Madelan, have actively participated in board meetings and committees, providing valuable insights on macroeconomic trends and technological developments [1][2][23]. - The board consists of six independent directors from various countries, ensuring a diverse range of expertise in finance, regulation, and management [2][3]. - Independent directors have maintained their independence and objectivity, complying with relevant laws and regulations [2][3]. Group 2: Meeting Attendance and Participation - Wheeler attended all three shareholder meetings and 9 out of 11 board meetings, while Madelan attended all meetings, demonstrating their commitment to governance [5][26]. - The board held 31 committee meetings, reviewing a total of 226 proposals, indicating active engagement in governance [4][26]. Group 3: Risk Management and Compliance - Independent directors have emphasized the importance of risk management, focusing on credit risk, compliance, and the impact of geopolitical and economic changes on the bank's operations [7][9][29]. - They have guided the bank in enhancing its risk control mechanisms, particularly in real estate and inclusive finance sectors [9][29]. Group 4: ESG and Sustainable Development - The independent directors have integrated ESG considerations into the bank's operations, achieving a AAA rating in ESG from MSCI, which positions the bank as a leader in sustainable finance [10][30]. - Regular discussions on ESG progress and compliance with climate-related disclosure requirements have been conducted to ensure alignment with international standards [10][30]. Group 5: Financial Oversight and Reporting - Independent directors have closely monitored financial reporting, ensuring compliance with accounting standards and regulatory requirements [11][31]. - They have approved the annual financial reports and internal control evaluations, reinforcing the bank's commitment to transparency and accountability [11][32]. Group 6: Governance and Management Changes - The board has overseen the appointment and evaluation of senior management, ensuring that the bank's leadership aligns with its strategic goals [33]. - Independent directors have supported the development of performance evaluation schemes for management, promoting accountability and effective governance [33].